/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/180105.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, January 5, 2018, Vol. 22, No. 4 Headlines 111 BUSSE PARTNERS: Voluntary Chapter 11 Case Summary 2020 MCGOWAN: $925K Sale of Houston Property Denied w/o Prejudice 2020 MCGOWAN: TX RE Buying Houston Property for $1 Million 417 RENTALS: Proposes $1.1M Sale of 54 Springfield Properties A GREENER GLOBE: Trustee Selling Ballard Claims to Mr. Sheehan ACADIANA MANAGEMENT: Tulsa-AMG's $17K Sale of Hospital Items Okayed ADVANCED RETAIL: Plan Filing Period Extended to April 18 AGAWAM HUNT: Jan. 25 Auction of All Assets Has $6M Opening Bid AJ HOME HEALTH: Taps Quilling Selander Lownds as General Counsel AMARILLO AMBASSADOR: Hires Pulman Cappuccio as Counsel ARCHETYPE CONSTRUCTION: Hires Lachtman Cohen as Special Counsel ASPEN COURT: Has Interim OK to Use Cash Collateral Until Feb. 28 ASSOCIATED THORACIC: Court OK's First Amended Joint Disclosures BALDWIN PARK: PCO Files 3rd 60-Day Report BANK OF ANGUILLA: Files Chapter 11 Liquidating Plan BARRACUDA NETWORKS: S&P Assigns 'B-' CCR Amid Thoma Bravo Deal BLACK SQUARE: Seeks to Hire Shapiro Blasi as Special Counsel BLACK SQUARE: Seeks to Hire Special Structured Settlement Counsel BROWN & PIPKINS: Seeks Interim Authority to Use Cash Collateral BULOVA TECHNOLOGIES: Will File Form 10-K Within 'Grace' Period CHEROKEE PHARMACY: Trustee Taps Scarborough as Special Counsel CHIN FAMILY LIMITED: May Access Cash Collateral Through Jan. 9 CIBER INC: Court Confirms Amended Liquidation Plan CLA PROPERTIES: Hires Schian Walker as Co-Counsel COBALT INTERNATIONAL: Common Stock Delisted From NYSE COMMERCIAL METALS: Moody's Puts Ba1 CFR on Review for Downgrade COMMERCIAL METALS: S&P Places 'BB+' CCR on CreditWatch Negative COMPASS POWER: S&P Assigns 'BB-' Ratings to $810MM Secured Loans COTTER TOWER: Hires H. Anthony Hervol as Counsel CRYOPORT INC: Commences Exchange Offer for Outstanding Warrants CURRENT NEWSPAPERS: Case Summary & 20 Largest Unsecured Creditors CURRENT NEWSPAPERS: Washington D.C. Paper Files for Chapter 11 DELMAC LLC: Hires Ronald I. Chorches as Bankruptcy Counsel DIRECT FOODS: Plan Outline Conditionally Okayed DMP PARTERS: Private Sale of Mesa Property for $705K Approved EVIO INC: Delays Fiscal 2017 Annual Report EZRA HOLDINGS: Reaches Settlement with EMAS Chiyoda Administrator FIELDWOOD ENERGY: S&P Cuts CCR to 'D' on Missed Interest Payments FINJAN HOLDINGS: Settles With FireEye for $12.5 Million FUNKYTOWNMALL.COM: Allowed to Use Cash Collateral on Interim Basis G.A.F. SEELIG: Jan. 9 Meeting Set to Form Creditors' Panel GENON ENERGY: GenMA Settlement Hearing Set for January 17 GILES REPLOGLE: Sale of Personalty and Assets of Affiliates Okayed GLOBAL A&T: US Trustee & JPMorgan Object to Plan GLOBAL EMPOWERMENT: Authorized to Use Insurance Proceeds GNC HOLDINGS: Fitch Hikes IDR to CCC on Completed Debt Exchange GRAND DAKOTA PARTNERS: May Use Cash Collateral Through March 10 GREAT FALLS DIOCESE: $1,150 Sale of Land to Montana DOT Okayed GREAT FALLS DIOCESE: $1.9M Sale of Villa Apartments to Jewell OK'd HARD ROCK EXPLORATION: Fourth Cash Use Order Entered HARRINGTON & KING: $250K Sale of Chicago Property to Inland Okayed HBCU PROPERTIES: Proposes $100K Sale of Stone Mountain Property HBCU PROPERTIES: Schwartz Buying Stone Mountain Property for $100K HOPEWELL PROMOTIONS: Hires Drescher & Associates as Attorney IREP MONTGOMERY-MRF: Sale of Assets to City/Authority Approved J.G. WENTWORTH: Seeks Court OK on New Revolver Credit Facility JAMES DEZAO: $1.3M Sale of Montville Property to Chung & Chen OK'd JAMES TAGLIARENI: $550K Private Sale of Shreveport Property Okayed JONESBORO HOSPITALITY: Amended Plan Not Feasible, IRS Complains KEL-LEE PROPERTIES: Voluntary Chapter 11 Case Summary LECTRUS CORPORATION: Hires Livingstone as Investment Banker LIFSCHULTZ ESTATE: Jan. 19 Auction of Larchmont Property MARCANTONIO ENTERPRISES: Taps Bingham & Lea as Special Counsel MB CONTRACT TELEPHONE: Hires Michael E. Reed as Attorney METROPOLITAN DIAGNOSTIC: May Use Cash Collateral Until Feb. 1 MONADNOCK BREWING: Hires Tamposi Law Group as Counsel MOREHEAD MEMORIAL: Permitted to Use Cash Collateral Until Jan. 19 NEIGHBORS' CONSEJO: Jan. 17 Plan Confirmation Hearing NEOVASC INC: Falls Short of Nasdaq's $1 Bid Price Requirement NET ELEMENT: Okays Management Equity Awards of 87,150 Shares NET ELEMENT: Raises $7.55 Million in Private Placement Financing OAK RIDGE LOONEYS: Taps Ivey McClellan as Legal Counsel ONCOBIOLOGICS INC: Has Resale Prospectus of 37.8 Million Shares PACIFIC ALLIANCE: Seeks to Hire Parr Brown Gee as Special Counsel PERFORMANCE SPORTS: Liquidation Plan Declared Effective PHH CORP: S&P Affirms Then Withdraws 'B-' Issuer Credit Rating PKC ENTERPRISES: Hires Allen Barnes as Chapter 11 Counsel PREFERRED CARE: Taps Gardere Wynne as Legal Counsel PRESERVE DEVELOPMENT: Hires Nolan & Heller as Counsel PROFLO INDUSTRIES: Cash Use Through Jan. 22 Approved RADIO PERRY: Seeks to Hire Special Counsel REAL INDUSTRY: Wants to Obtain $4-Mil. of Sr. Secured DIP Financing RENTECH WP: U.S. Trustee Forms 3-Member Committee RISE ENTERPRISES: Hires Alonso-Mulet as Realtor RUBY TUESDAY: RTI Holding Owns 100% of Common Stock SAXON ENGINEERING: Hires Warren J. Fields as Counsel SEADRILL LTD: Taps Ernst & Young as Accountant SECOND PHOENIX: Case Summary & 5 Unsecured Creditors SECOND PHOENIX: Files for Chapter 11 to Avert Foreclosure SENIOR CARE GROUP: Wants to Use $70,000 Cash to Loan to Smoky Ridge SIDNEY TAYLOR: Auction Sale of 1951 Chevrolet Bel Air Approved SIDNEY TAYLOR: Proposes an Auction Sale of 1951 Chevrolet Bel Air SNEED SHIPBUILDING: Trustee's $350K Sale of Reel Deal to Souza OK'd SOLID CONCRETE: Taps Kurtzman Steady as Legal Counsel SOUTHERN TAN: $26K Sale of Ergoline Tanning Beds to Grubbs Approved STARPORT TRANSPORTATION: Feb. 14 Hearing on Plan and Disclosures SWAGAT HOTELS: Hires Grant Riffkin as Special Counsel TAKATA CORP: TCEQ Files Limited Objection to Plan Outline TAYLOR BEAN: Judge Finds PwC Negligent in Colonial Bank Failure TEXAS E&P: Taps McGuire Craddock & Strother as Counsel TOP SHELV: Plan Outline Granted Preliminary Approval TRE AMICI LEASING: Transportation Mgt. Buying Assets for $190K TRI-STAR CONSTRUCTION: Case Summary & 20 Top Unsecured Creditors USI SERVICES: Case Summary & 20 Largest Unsecured Creditors WALTER INVESTMENT: May Guarantee Subsidiaries' Warehouse Financing WESTINGHOUSE ELECTRIC: Brookfield to Buy Business for $4.6 Billion WILD CALLING: Great Life Buying All Assets for $25K WILLIAMS FINANCIAL: $10K Sale of Furniture & Computer Items Okayed WILLIAMS FINANCIAL: $12K Sale of Computer Eqpt. to Green Tek Okayed WILLIAMS FINANCIAL: Files Chapter 11 Joint Plan of Liquidation WILLIAMS FINANCIAL: Kestra Buying Client Accounts for $405K WISCONSIN PFA: S&P Cuts 2015 Housing Revenue Bonds Rating to BB+ WONDERWORK INC: Examiner Files Exhibit 211 to Final Report WOODBRIDGE GROUP: Drinker Biddle Represents Noteholders WOODBRIDGE GROUP: Says SEC Actions Unnecessary XS RANCH FUND: Unsecured Creditors to Recoup 100% Under Plan YOUR NEIGHBORHOOD: California Properties Sale Denied w/o Prejudice YU HUA LONG: Trustee's $23M Sale of Monterey Park Property Okayed ZIMMER SALES: Taps Trevett Cristo as Legal Counsel [*] Kramer Levin Promotes Seven Lawyers to Special Counsel [*] The Deal Releases Bankruptcy League Table Rankings [^] BOOK REVIEW: Lost Prophets -- An Insider's History ********* 111 BUSSE PARTNERS: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: 111 Busse Partners, LLC 5629 W. Cermak Road Cicero, IL 60804-2220 Type of Business: 111 Bruse Partners, LLC filed as a Single Asset Real Estate whose principal assets are located at 111 E Busse Ave Mount Prospect, IL 60056-3250. Chapter 11 Petition Date: January 3, 2018 Court: United States Bankruptcy Court Northern District of Illinois (Chicago) Case No.: 18-00152 Judge: Hon. Carol A. Doyle Debtor's Counsel: Karen J Porter, Esq. PORTER LAW NETWORK 230 West Monroe, Suite 240 Chicago, IL 60606 Tel: 312-372-4400 Fax: 312-372-4160 E-mail: porterlawnetwork@gmail.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Gus F. Dahleh, manager. The Debtor did not file a list of 20 largest unsecured creditors together with the petition. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/ilnb18-00152.pdf 2020 MCGOWAN: $925K Sale of Houston Property Denied w/o Prejudice ----------------------------------------------------------------- Judge David R. Jones of the U.S. Bankruptcy Court for the Southern District of Texas denied without prejudice 2020 McGowan, LLC's sale of Lots 13 through 17, inclusive, of Block One Viewpoint Square Replat No. 2, a subdivision in Harris County, Texas, according to the map or plat thereof recorded in Film Code No. 674645 of the Map Records of Harris County, Texas, also known as 2020 McGowen St. Units T, U, V, W Houston, Harris County, Texas, to TX RE Opportunity Fund, LLC for $925,000. A hearing on the Motion was held on Dec. 22, 2017. The Court finds that the Debtor failed to meet the requirements for a sale under 11 U.S.C. Section 363(f) as set forth on the record pursuant to Bankruptcy Rule 70852. About 2020 McGowan 2020 McGowan, LLC, a real estate developer, sought Chapter 11 protection (Bankr. S.D. Tex. Case No. 17-32788-H2-11) on May 1, 2017. Johnie Patterson, Esq., at WALKER & PATTERSON, P.C., serves as counsel to the Debtor. 2020 MCGOWAN: TX RE Buying Houston Property for $1 Million ---------------------------------------------------------- 2020 McGowan, LLC, asks the U.S. Bankruptcy Court for the Southern District of Texas to authorize the sale of Lots 13 through 17, inclusive, of Block One Viewpoint Square Replat No. 2, a subdivision in Harris County, Texas, according to the map or platthereof recorded in Film Code No. 674645 of the Map Records of Harris County, Texas, also known as 2020 McGowen St. Units T, U, V, W Houston, Harris County, Texas, to TX RE Opportunity Fund, LLC for $1 million. Objections, if any, must be filed within 21 days of the date the Motion was served. The Debtor owns and is in the process of improving and developing real estate. It currently owns three separate contiguous tracts of land, with each tract comprised of multiple lots. It is currently constructing single family homes/townhomes on each tract, with the homes on each tract at different stages of completion. Stallion Funding, LLC asserts a separate lien on each of the three tracts. The Debtor received an initial offer to purchase a single tract with five units for $925,000, with its improvements, as is at the current state of construction. After a hearing and consideration by the Court, the original Motion was denied without prejudice. The original proposed purchaser has amended its offer, and now offers to purchase the tract for $1,000,000. The Debtor believes that the offer is reasonable, at or near the market price for the units, and is seeking permission to sell the units "as is," and free and clear of all claims and interests, with any interest that Stallion has in the Property attaching to the proceeds of the sale. The Debtor asks emergency consideration of the Motion. The Purchaser and the Debtor want an immediate closing date, and the Purchase and Sale Agreement requires Court approval. The proposed sale will result in $1 million in gross proceeds. Currently, it is unknown what the claimed outstanding amount of the claim of Stallion Funding is, or if they have an enforceable lien in the proceeding Based upon the condition and the stage of construction of the lots, the Debtor believes the sale to be the best and highest available use of the assets at this time. As such, the sale is in the best interest of the estate. The Debtor further asks that the stay otherwise imposed by Fed. R. Bankr. P. 6004(g) be waived so that the sale may proceed and close immediately. About 2020 McGowan 2020 McGowan, LLC, a real estate developer, sought Chapter 11 protection (Bankr. S.D. Tex. Case No. 17-32788-H2-11) on May 1, 2017. Johnie Patterson, Esq., at WALKER & PATTERSON, P.C., serves as counsel to the Debtor. 417 RENTALS: Proposes $1.1M Sale of 54 Springfield Properties ------------------------------------------------------------- 417 Rentals, LLC, asks the U.S. Bankruptcy Court for the Western District of Missouri to authorize the sale of 54 properties consisting of single family dwellings located in the Springfield, Missouri area to H&M Properties and Sign Investments, LLC for $1,100,000. The Debtor's assets consist of 565 rental units, many of which are single family dwellings. These properties are located in the Springfield, Missouri area. There are 15 lenders whose liens encumber most of the properties. The Debtor's reorganization plan will seek to refinance certain properties and sell the remaining properties. Among the Debtor's assets are the 54 properties it proposes to sell. All of them are encumbered by Deeds of Trust on behalf of Central Bank of the Ozarks. A description of each property subject of the sale, together with the information concerning the loan balance, interest rate, taxes and insurance, are included in the Table. The Debtor has entered into a contract, subject to Court approval, with the Purchasers to purchase the 54 properties for the sum of $1,100,000. The Debtor proposes to sell the property to the Purchasers free and clear of all liens, encumbrances, claims and interests, with such liens, encumbrances, claims and interests to attach to the sale proceeds in the order of priority. Pursuant to the Contract, the closing is set for Dec. 26, 2017. A copy of the Contract and the Table attached to the Motion is available for free at: http://bankrupt.com/misc/417_Rentals_261_Sales.pdf The property has been listed for sale since May 2017 and since that date there have been no competing offers to purchase. The property is not necessary for an effective reorganization. From the proceeds of the sale, the Debtor proposes to pay (i) the expenses of the sale; (ii) any real estate taxes and assessments outstanding and unpaid at the time of the sale; and (iii) the sum of $900,000 to the Central Bank of the Ozarks in full satisfaction of the indebtedness owed it by the Debtor. The balance will be paid to the Debtor's estate. The Creditor: CENTRAL BANK OF OZARKS P.O. Box 3397 Springfield, MO 65808-3397 About 417 Rentals Based in Brookline, Missouri, 417 Rentals, LLC, is a privately held company in the real estate rental service industry. 417 Rentals sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Mo. Case No. 17-60935) on Aug. 25, 2017. Christopher Gatley, its member, signed the petition. At the time of the filing, the Debtor estimated assets and liabilities of $1 million to $10 million. Ronald S. Weiss, Esq., at Berman, DeLeve, Kuchan & Chapman, LLC, serves as the Debtor's bankruptcy counsel. An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case. A GREENER GLOBE: Trustee Selling Ballard Claims to Mr. Sheehan -------------------------------------------------------------- Russell K. Burbank, the Chapter 11 trustee for A Greener Globe, asks the U.S. Bankruptcy Court for the Eastern District of California to authorize the sale of claims held by the bankruptcy estate against Thomas E. Ballard, doing business as Geological Analytics, to Daniel G. Sheehan for one-third of any gross recovery from the Ballard Claims plus the subordination of the unsecured claims of Mr. Sheehan and Jacklyn C. Sheehan to all other general unsecured claims asserted against the Estate, subject to overbid. A hearing on the Motion is set for Jan. 23, 2018 at 10:30 a.m. On May 11, 2015, the Debtor executed a promissory note in the amount of $1,412,995 in favor of Daniel G. Sheehan ("DS Note") for amounts Mr. Sheehan contends the Debtor owed to him over a period of years. The DS Note was secured by a deed of trust against the Debtor's landfill parcel ("DS Deed of Trust"). On May 11, 2015, the Debtor executed a promissory note in the amount of $1,688,641 in favor of Jacklyn C. Sheehan ("JS Note") for amounts Mrs. Sheehan contends the Debtor owed to her over a period of years. The JS Note was secured by a deed of trust against the Debtor's landfill parcel ("JS Deed of Trust"). On March 28, 2016, the Debtor filed Schedule D asserting an undisputed, liquidated and non-contingent secured claim on behalf of Mr. Sheehan in the amount of $1,412,995 ("Claim") and an undisputed, liquidated and non-contingent secured claim on behalf of Mrs. Sheehan in the amount of $1,688,641 ("JS Claim"). Pursuant to a Settlement Agreement dated Oct. 20, 2016, the DS Deed of Trust and the JS Deed of Trust were avoided and preserved for the benefit of the Debtor's Estate. As part of the Settlement Agreement, Mr. and Mrs. Sheehan retained their respective unsecured DS Claim and JS Claim. On March 28, 2016, the Debtor filed Schedule A/B asserting a "cause of action against Tom Ballard for late filing of reports to California Regional Water Board – resulted in fine from Water Board." The Trustee has investigated the Ballard Claims and has determined that there are issues with the merits and proof of the claims against Ballard as well as questions of whether any judgment against Ballard could be collected. The Purchaser desires to purchase, and the Trustee desires to sell, any and all possible claims, causes of action and related rights that the Estate may have against Thomas E. Ballard. The Purchaser has offered to purchase all right, title and interest of the Estate in the Ballard Claims for one-third of the gross recovery ("Gross Recovery") from the Ballard Claims plus the subordination of the unsecured claims of Mr. and Mrs. Sheehan to all other general unsecured claims asserted against the Estate. The Gross Recovery will be any amount recovered by the Purchaser or on his behalf for the Ballard Claims from any source and in any circumstances, including through judgment, settlement or compromise. The sale and purchase of the Ballard Claims will be without recourse to the Trustee, and without any representation or warranty by the Trustee, whether express, implied or imposed by law. The terms and conditions of the sale are more specifically set forth in the written Purchase, Sale and Subordination Agreement entered into between the Purchaser and the Trustee. The proposed sale is subject to overbids at the hearing on the Motion with a minimum overbid amount of $42,500. The Trustee has chosen the minimum overbid price based on 25% of the minimum anticipated damages. If the Purchaser purchases the Ballard Claims after overbidding, then the Purchase Price will be the amount of the Purchaser's final overbid payable by cashier's check on the closing date of the Agreement, and there will be no subordination of the general unsecured claims of either Mr. or Mrs. Sheehan. The Trustee asks adoption of bidding procedures. The salient terms of the Bidding Procedures are: a. Overbidding on the proposed sale of the Ballard Claims will take place at the hearing to approve the Motion; b. The initial overbid must be at least $42,500.00. Subsequent bid increments will be determined by the Court at the hearing on the Motion prior to the auction of the Ballard claims; c. Any person or entity seeking to overbid must identify the bidder and any principals, owners, members, or shareholders of the bidder and evidence of the prospective buyer's source of capital, other financial ability to complete the contemplated transactions, and conform to Federal requirements if the funds are obtained offshore and/or from a foreign national who is not a United States citizen. The adequacy of the buyer and any overbidders will be determined in the sole discretion of the Trustee and his advisors; d. All due diligence by any potential overbidder must be completed prior to the potential overbidder making a bid; e. Before being permitted to bid, any overbidder must deliver to the Trustee a deposit by cashier's check payable to Russell K. Burbank, Chapter 11 Trustee for A Greener Globe, in an amount of at least $42,500, and if an overbid is successful, the deposit by the successful overbidder will be non-refundable, and any funds bid in excess of the cashier's check provided must be wired to the Trustee's escrow account the next business day; and f. Any overbidder must agree to sign a purchase agreement for the purchase of the Ballard Claims at the hearing to approve the sale and must agree to performance of such terms. The Trustee believes that a sale of the Ballard Claims, subject to overbid, is in the best interests of the Estate for several reasons. The Trustee asks that any order approving the sale be effective immediately by providing that the 14-day stay under Rule 6004(h) will not apply to any order granting the Motion. About A Greener Globe A Greener Globe is a California corporation qualified to do business as a non-profit public benefit corporation. Incorporated on Dec. 7, 1993, the Company was formed to operate recycling centers, provide educational materials and information on conservation and recycling, and provide employment for physically and mentally challenged individuals. A Greener Globe sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 16-21900) on March 28, 2016, estimating under $1 million in both assets and liabilities. The Debtor was represented by W. Steven Shumway, Esq. On June 14, 2015, the Court approved the Office of the U.S. Trustee's appointment of Russell K. Burbank as the Chapter 11 trustee. The trustee tapped Felderstein Fitzgerald Willoughby & Pascuzzi LLP as legal counsel; Diepenbrock Elkin Gleason LLP as special counsel; Burr, Pilger Mayer Inc. as accountant; Wallace-Kuhl & Associates as environmental consultant; and Business Debt Solutions Inc. as loan broker. No official committee of unsecured creditors has been appointed in the case. ACADIANA MANAGEMENT: Tulsa-AMG's $17K Sale of Hospital Items Okayed ------------------------------------------------------------------- Judge Robert Summerhays of the U.S. Bankruptcy Court for the Western District of Louisiana authorized Acadiana Management Group, LLC and affiliates to sell Tulsa-AMG Specialty Hospital, LLC's hospital equipment to certain employees and professional entities for $17,375. Tulsa- AMG will deposit any and all proceeds of the sale of said equipment into the Tulsa-AMG segregated account. About Acadiana Management Acadiana Management and several affiliates sought Chapter 11 bankruptcy protection (Bankr. W.D. La. Lead Case No. 17-50799) on June 23, 2017. The petitions were signed by August J. Rantz, IV, president. Acadiana Management estimated assets of less than $50,000 and debt at $50 million and $100 million. The Debtors' Chapter 11 cases have been consolidated for procedural purposes only and are being jointly administered. Judge Robert Summerhays presides over the cases. Gold, Weems, Bruser, Sues & Rundell, serves as the Debtors' bankruptcy counsel. Susan Goodman was appointed as patient care ombudsman. An official committee of unsecured creditors has been appointed in the Chapter 11 cases. No trustee or examiner has been requested or appointed in the Chapter 11 cases. ADVANCED RETAIL: Plan Filing Period Extended to April 18 -------------------------------------------------------- Judge Paul Baisier of the U.S. Bankruptcy Court for the Northern District of Georgia extended, for the second time, Advanced Retail Solutions, Inc.'s exclusive periods for filing a plan of reorganization and soliciting acceptances to the plan, to April 18, 2018 and May 18, 2018, respectively. The Troubled Company Reporter reported on Dec. 11, 2017 that the Debtor is still attempting to negotiate a plan with its major creditors. About Advanced Retail Solutions Inc. Advanced Retail Solutions, Inc. is a privately held company in Ball Ground, Georgia, which is engaged in retail trade consulting. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 17-60948) on June 22, 2017. Michael P. Reyes, its president and CEO, signed the petition. At the time of the filing, the Debtor estimated its assets and debts at $1 million to $10 million. An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case of Advanced Retail Solutions, Inc., as of July 26, according to the court docket. AGAWAM HUNT: Jan. 25 Auction of All Assets Has $6M Opening Bid -------------------------------------------------------------- Judge Diane Finkle of the U.S. Bankruptcy Court for the District of Rhode Island authorized Agawam Hunt, LLC's bidding procedures in connection with sale of substantially all of the assets to New Agawam, LLC ("New A") and The Nature Conservancy ("NC") for $2 million in cash and up to $4 million credit bid, subject to overbid. The salient terms of the Bidding Procedures are: a. Bid Deadline: Jan. 19, 2018 b. Objections to the Sale Motion and Cure Notice Deadline: Jan. 19, 2018 c. Deposit: $200,000 d. Minimum Qualified Bid: $3.5 million e. Minimum Credit Bid Amount: The offer made by the Buyer includes a combined cash bid of $2 million paid by NC for a conservation easement and a credit bid made by New A as a secured creditor of AH OF $1.5 million. f. Maximum Credit Bid Amount: New A reserves the right to increase the Credit Bid Amount at any time prior to the end of bidding at the Auction up to a total credit bid amount of approximately $4 million. g. Auction and Sale Approval Hearing: The Auction will take place at the Court on Jan. 25, 2018 at 10:00 a.m. h. Hearing on disputes as to Qualified Bids or to any Sale Procedure: Jan. 25, 2018 at 10:00 a.m. i. The sale of the Assets will be on an "as is, where is" basis and without any representations or warranties of any kind, nature, or description. A copy of the Bidding Procedures attached to the Order is available for free at: http://bankrupt.com/misc/Agawam_Hunt_174_Order.pdf By Dec. 28, 2017, or as soon thereafter as practicable, the Debtor will cause to be served the Order upon all Notice Parties. By Dec. 28, 2017, or as soon thereafter as practicable, the Debtor will file with the Court and serve on all non-debtor parties to any Assigned Contracts, the Cure Notice. The parties to the Assigned Contracts, other than the Debtor, will have until Jan. 17, 2018 to file an objection to the cure amount set forth in the Cure Notice. The Debtor is authorized to enter into the Agreement, subject to the Sale Procedures, and the Agreement and the Debtor's execution thereof is authorized and approved. It is authorized to conduct the Sale, in accordance with the Sale Procedures, for the sale of the Assets, subject to higher or better offers and Court Approval, free and clear of all liens, claims, interests, and encumbrances, with all such liens, claims, interests, and encumbrances to attach to the sale proceeds in the same order, priority, and dignity as existed at the commencement of the case, subject to a further hearing and final court approval of the Sale. Agawam Hunt, LLC filed for Chapter 11 bankruptcy protection (Bankr. D.R.I. Case No. 17-10056) on Jan. 13, 2017. Peter J. Furness, Esq., at Richardson, Harrington & Furness, serves as the Debtor's bankruptcy counsel. AJ HOME HEALTH: Taps Quilling Selander Lownds as General Counsel ---------------------------------------------------------------- AJ Home Health Services, Inc. seeks approval from the United States bankruptcy Court for the Eastern District of Texas, Sherman Division, to employ Quilling, Selander, Lownds, Winslett & Moser, P.C. as general bankruptcy counsel. The professional services which Quilling Selander will render are: (a) furnish legal advice to the Debtor with regard to its powers, duties and responsibilities as debtor-in-possession and the continued operation of its business and management of its affairs and assets under chapter 11; (b) prepare, for and on behalf of the Debtor, all necessary applications, motions, answers, orders, reports and other legal papers; (c) prepare a disclosure statement and plan of reorganization and other services incident thereto; (d) investigate and prosecute preference and fraudulent transfers actions arising under the avoidance powers of the Bankruptcy Code; and (e) perform all other legal services for the Debtor which may be necessary. The firm's normal hourly billing rates range from $275.00 to $375.00 per hour for attorneys and from $100.00 to $105.00 per hour for paralegals. The firm received $10,000 prepetition from the Debtor as a retainer. Christopher J. Moser, Esq., shareholder attorney at Quilling, Selander, Lownds, Winslett & Moser, P.C., attests that the firm represents no interest adverse to either the Debtor or its estate in the matters to which it will be engaged, and are disinterested persons as defined by 11 U.S.C. Sec. 101(14). The counsel can be reached through: Christopher J. Moser, Esq. Hudson M. Jobe, Esq. QUILLING, SELANDER, LOWNDS, WINSLETT & MOSER, P.C. 2001 Bryan Street, Suite 1800 Dallas, TX 75201 Phone: (214) 880-1805 Fax: (214) 871-2111 About AJ Home Health Services AJ Home Health Services, Inc. is a home health care services provider based in DeSoto, Texas. AJ Home Health Services filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 17-42820) on December 22, 2017. The petition was signed by Judge Ugbomoh, director. The Debtor is represented by Christopher J. Moser, Esq. and Hudson M. Jobe, Esq. at Quilling, Selander, Lownds, Winslett & Moser, P.C. as general counsel. The Hon. Brenda T. Rhoades presides over the case. At the time of filing, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. AMARILLO AMBASSADOR: Hires Pulman Cappuccio as Counsel ------------------------------------------------------ Amarillo Ambassador 265 LLC seeks authority from the U.S. Bankruptcy Court for the Northern District of Texas to employ Pulman Cappuccio Pullen Benson & Jones, LLP, as counsel to the Debtor. Amarillo Ambassador requires Pulman Cappuccio to: a. take all necessary actions to protect and preserve the Debtor's estate, including the prosecution of actions on Debtor's behalf, the defense of any action commenced against Debtor, the negotiation of disputes in which Debtor is involved, and preparation of objections to claims filed against Debtor's estate; b. prepare on behalf of the Debtor any necessary applications, answers, complaints, motions, objections, responses, orders, reports, and any other pleadings and court filings in connection with the administration and prosecution of this bankruptcy case; c. advise and consult with the Debtor concerning legal questions regarding all aspects of the bankruptcy case, including issues regarding administering the bankruptcy estate's assets, sale or lease of such assets, claims and objections to claims, and any appropriate litigation including avoidance actions or affirmative claims of the estate against third parties (in both bankruptcy court and other necessary judicial forums); and d. perform all other necessary legal services in connection with the bankruptcy case. Pulman Cappuccio will be paid at these hourly rates: Partners $375-$475 Associates $225 Paralegal $160 Legal Clerk $150 On December 4, 2017, Pulman Cappuccio received a $20,000 retainer from the Debtor. Pulman Cappuccio incurred fees and expenses and deducted the amount of $3,967 from the retainer for pre-petition and petition-related legal services rendered, leaving a retainer balance of $16,033. Pulman Cappuccio will also be reimbursed for reasonable out-of-pocket expenses incurred. Thomas Rice, partner of Pulman Cappuccio Pullen Benson & Jones, 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. Pulman Cappuccio can be reached at: Thomas Rice, Esq. Pulman Cappuccio Pullen Benson & Jones, LLP 2161 N.W. Military Highway, Suite 400 San Antonio, TX 78213 Tel: (210) 222-9494 Fax: (210) 892-1610 About Amarillo Ambassador 265 LLC Based in Amarillo, Texas, and founded in 2014, Amarillo Ambassador 265 LLC is engaged in activities related to real estate. Amarillo Ambassador 265 LLC filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 17-20402) on December 5, 2017. The Hon. Robert L. Jones presides over the case. Thomas Rice, Esq., at Pulman Cappuccio Pullen Benson & Jones, LLP, serves as bankruptcy counsel. In its petition, the Debtor estimated $10 million to $50 million in both assets and liabilities. The petition was signed by Suneet Singal, its manager. ARCHETYPE CONSTRUCTION: Hires Lachtman Cohen as Special Counsel --------------------------------------------------------------- Archetype Construction Corp. seeks authority from the U.S. Bankruptcy Court for the Southern District of New York to employ Lachtman Cohen P.C. as special litigation counsel to the Debtor. On March 11, 2015, the Bankruptcy Court entered an order authorizing the employment and retention of Cohen Law Group, P.C., of which Brian S. Cohen, Esq., is sole principal, as special litigation counsel to the Debtor and debtor-in-possession. Earlier this year, Attorney Cohen became a partner of another firm, Platte Klarsfeld Levine Lachtman & Cohen LLP. On August 18, 2017, the Court entered an order authorizing the employment and retention of PKLLC as Special Counsel to the Debtor. Attorney Cohen and one of his partners recently formed Lachtman Cohen P.C. and was scheduled to leave PKLLC on December 31, 2017. Attorney Cohen has agreed to continue to represent and advise the Debtor through his new firm, LCPC. Services to be provided by LCPC are: a. represent and advise the Debtor in connection with the collection of its outstanding accounts receivable; and b. represent and commence a State or Federal court litigation, if necessary, to collect the outstanding receivables. The Court previously approved compensation for the services of Attorney Cohen's predecessor firms provided on behalf of the Debtor in the amount of one-third of any net recovery. LCPC will apply to the Court for allowance of compensation and reimbursement of expenses based on the exact same fee structure in accordance with the applicable provisions of the Bankruptcy Code, Bankruptcy Rules and prior Orders of this Court. Brian S. Cohen, partner of Platte Klarsfeld Levine Lachtman & Cohen, 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. The new firm can be reached at: Brian S. Cohen, Esq. LACHTMAN COHEN, P.C. White Plains, New York 10601 New York, NY 10016 Tel: (914) 505-6093 About Archetype Construction Corp. Archetype Construction Corp., based in Hawthone, NY, filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 14-23726) on Dec. 18, 2014. Judge Robert D. Drain presides over the case. Erica Feynman Aisner, Esq., and Jonathan S. Pasternak, Esq., at Delbello Donnellan Weingarten Wise & Wiederkehr, LLP, serve as the Debtor's bankruptcy counsel. In its petition, the Debtor estimated its assets at $1 million to $10 million, and its liabilities at $500,000 to $1 million. The petition was signed by Duarte Pereira, its president. Hawthorne, New York-based Archetype Construction Corp. is co-owned by Daniel Teixeira and Duarte Pereira. ASPEN COURT: Has Interim OK to Use Cash Collateral Until Feb. 28 ---------------------------------------------------------------- Judge Timothy A. Barnes of the U.S. Bankruptcy Court for the Northern District of Illinois has entered an interim order authorizing Aspen Court, LLC, to use cash collateral during the period Jan. 1, 2018, through Feb. 28, 2018. A final hearing on the cash collateral use is scheduled for Feb. 28, 2018 at 10:30 a.m. In return for the Debtor's use of cash collateral, Soy Capital Bank, Old Second Bank, Commerce Bank and Heartland Bank are granted adequate protection for their purported secured interests in the property of the Debtor: A. The Debtor will permit the Lenders to inspect, upon reasonable notice, within reasonable hours, the Debtor's books and records; B. the Debtor will maintain and pay premiums for insurance to cover all of its assets from fire, theft and water damage, will name Lenders as loss payees and mortgagees on such insurance policies as provided in the respective pre-petition loan documents and will provide copies of insurance policies, or endorsements as reasonably requested by any Lender; C. The Debtor will, upon reasonable request, make available to the Lenders evidence of that which constitutes their collateral or proceeds; D. The Debtor will properly maintain its assets in good repair and properly manage its business; and E. The Lenders are granted valid, perfected, enforceable security interests in and to Debtor's postpetition assets, including all proceeds and products which are now or hereafter become property of this estate to the extent and priority of their alleged prepetition liens, if valid, but, for any Lender, only to the extent of any diminution in the value of the Lenders' collateral during the period from the commencement of the Debtor's Chapter 11 case through Feb. 28, 2018. A full-text copy of the Interim Order is available at: http://bankrupt.com/misc/ilnb17-16064-89.pdf About Aspen Court Aspen Court, L.L.C. -- http://www.aspencourtwiu.com/-- owns an apartment community located at 1507 W. Jackson Street Macomb,Illinois 61455, with four convenient locations within walking distance to the Western Illinois University Campus. Aspen Court filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ill. Case No. 17-16064) on May 24, 2017, estimating its assets and liabilities at between $10 million and $50 million each. The petition was signed by Jonathan Sauser as member and designated representative. Judge Timothy A. Barnes presides over the case. David K Welch, Esq., at Crane, Heyman, Simon, Welch & Clar, serves as the Debtor's bankruptcy counsel. ASSOCIATED THORACIC: Court OK's First Amended Joint Disclosures --------------------------------------------------------------- Judge Brenda K. Martin of the U.S. Bankruptcy Court for the District of Arizona issued an order approving Associated Thoracic & Cardiovascular Surgeons, Ltd. and Herman Pang's first amended joint disclosure statement referring to its first amended joint plan of reorganization dated Dec. 15, 2017. The hearing to consider confirmation of the Plan will be held at the United States Bankruptcy Court, 230 North First Avenue, 7th Floor, Courtroom No. 701, Phoenix, Arizona, at 11:00 a.m. on the Feb. 22, 2018. Ballots accepting or rejecting the Plan must be received by the Debtors at least seven days prior to the hearing date set for confirmation of the Plan. The last day for filing with the Court and serving written objections to confirmation of the Plan is fixed at seven days prior to the hearing date set for confirmation of the Plan. About Associated Thoracic Associated Thoracic & Cardiovascular Surgeons, Ltd., filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 16-11909) on Oct. 14, 2016, estimating $500,000 to $1 million and liabilities at $1 million to $10 million. The petition was signed by Herman Pang, president. Mr. Pang commenced his own Chapter 11 case (Bankr. D. Ariz. Case No. 16-11910) on Oct. 17, 2016. The cases are jointly administered and are assigned to Judge Brenda K. Martin. The Debtors are represented by Lamar D. Hawkins, Esq., at Aiken Schenk Hawkins & Ricciardi, P.C. BALDWIN PARK: PCO Files 3rd 60-Day Report ----------------------------------------- Joseph Rodrigues, the patient care ombudsman for Baldwin Park Congregate Home, Inc., filed with the U.S. Bankruptcy Court for the Central District of California his third 60-day report. WISE & Healthy Aging is the designated Long-Term Care (LTC) Ombudsman Program for Los Angeles County and is the local representative of the Office of the State LTC Ombudsman. Lizette Arzola, MSW, MSG is the Local Ombudsman representative assigned to Baldwin Park Congregate Home. Baldwin Park Congregate Home is located at 3462 Vineland Avenue, Baldwin Park, California. The California Department of Public Health, Licensing and Certification, licenses this facility as a Congregate Living Health Facility (CLHF). CLHFs provide the following basic services: inpatient care including medical supervision, 24-hour skilled nursing and supportive care, pharmacy, dietary, social and recreational. The primary need of the CLHF resident will be for availability of skilled nursing care on a recurring, intermittent, extended, or continuous basis. The Local Ombudsman Program has not received any concerns involving vendors, utilities, or external support factors that may impact resident care. On December 11, 2017, the Ombudsman representative communicated with Lucita Hakes from the Department of Public Health, Los Angeles County Home Health Agency Unit, regarding the facility. Ms. Hakes indicated that there has been one complaint reported to the Department during this review period, which was received in October 2017 regarding infection control/scabies. The complaint remains under investigation at the time of the completion of the report. The Local Ombudsman Program has also conducted four visits during the reporting period, covering October, November, and December 2017. During the four visits, the facility appeared to have sufficient staff and there appeared to be sufficient fresh food and gastrostomy tube (G-tube) formula. The Ombudsman finds that the environment was clean, the facility was a comfortable temperature, and there were no safety hazards noted. All residents appeared comfortable and clean and did not express any concern regarding their care or supervision. The Patient Care Ombudsman's last report, filed on October 17, 2017, indicated concerns that the facility appeared to have a limited supply of G-tube formula. During the visit of October 31, 2017, the Ombudsman representative received two complaints. The first complaint was regarding a resident's dislike of the assigned dialysis center. The facility was willing to assist the resident with determining if the dialysis center could be changed; however the resident was transferred to the acute care hospital and did not return. The second complaint received was regarding a resident's desire to transfer home. The complaint was discussed with Director of Nursing Irene Flores and the Ombudsman representative learned that the facility was aware of the resident’s concern regarding discharge planning. The Ombudsman representative clarified discharge plan information with the resident and resident was satisfied with the information provided to him. The resident continues to reside at the facility. During the visit of December 11, 2017, the Ombudsman representative noted a concern that the facility's activity calendar was not up to date as the November 2017 calendar was posted. The Ombudsman representative notified the owner, Joseph Cambe of the concern and he stated he would ensure that activities' staff, Irlene Partida update the calendar and activities for December 2017. The Ombudsman representative has also noted that two medication that carts were left unlocked and unattended. This concern was brought to the attention of the charge nurse who locked the carts immediately. Accordingly, the Patient Care Ombudsman recommends that the facility continue to ensure that the residents are provided with quality care that ensures the health and safety of all residents. A full-text copy of the PCO's Third Report is available at: http://bankrupt.com/misc/cacb17-13634-271.pdf About Baldwin Park Congregate Home Baldwin Park Congregate Home, Inc., owns and operates a skilled nursing facility in Baldwin Park, California. Baldwin Park Congregate Home filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 17-13634) on March 24, 2017, estimating assets in the range of $0 to $50,000 and liabilities of up to $10 million. Eileen Cambe, the CEO, signed the petition. The Hon. Julia W. Brand presides over the case. The Debtor is represented by Giovanni Orantes, Esq., of Orantes Law Firm. Joseph Rodrigues was appointed Patient Care Ombudsman in the Chapter 11 Case of Baldwin Park Congregate Home, Inc. BANK OF ANGUILLA: Files Chapter 11 Liquidating Plan --------------------------------------------------- National Bank of Anguilla (Private Banking & Trust) Ltd. filed with the U.S. Bankruptcy Court for the Southern District of New York a disclosure statement with respect for its proposed liquidating plan dated Dec. 22, 2017. Class 1 under the plan is comprised of unsecured claims against the Debtor. No distribution will be made by the Debtor or the Reorganized Debtor to holders of allowed Unsecured Claims in the Chapter 11 Case. Rather, the Debtor or the Reorganized Debtor will turnover the proceeds of the Assets to the Administrator, who will distribute such proceeds in the Anguillian Proceeding in accordance with the orders of the Anguillian Court. Notwithstanding anything in the Plan or this Disclosure Statement to the contrary, the foregoing proposed treatment is without prejudice to the rights of the Administrator or the Anguillian Court to object, dispute, or reject in the Anguillian Proceeding any Claim asserted against the Debtor. For purposes of voting on the Plan, the Debtor believes that the Class 1 Claims will total $35,837,645.36. The Debtor will continue to exist, as the Reorganized Debtor, unless and until it has been dissolved by the Administrator. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/nysb16-11806-233.pdf About National Bank of Anguilla The National Bank of Anguilla was formed in 1984 and started operating in 1985, when it acquired the Anguilla branch of the Bank of America National Trust & Savings Association, according to its website. The private-banking unit provides financial services to offshore clients around the world and is wholly owned by its parent, Bloomberg News notes. The parent ceased banking operations on April 22, 2016. It started liquidating in an Anguillan court the following month. On May 26, it petitioned for bankruptcy court protection from U.S. creditors. Banking operations were transferred to the National Commercial Bank of Anguilla, which is wholly owned by the government. The private bank's case is In re National Bank of Anguilla (Private Banking & Trust Ltd.) Case No. 16-11806 (Bankr. S.D.N.Y.). The parent's case is Case No. 16-11529 in the same bankruptcy court. BARRACUDA NETWORKS: S&P Assigns 'B-' CCR Amid Thoma Bravo Deal -------------------------------------------------------------- Barracuda Networks Inc., a provider of storage, network security, and data-protection solutions, on Nov. 27, 2017, entered into an agreement to be acquired by Thoma Bravo in an all-cash transaction valued at approximately $1.6 billion. S&P Global Ratings thus assigned its 'B-' corporate credit rating to Campbell, Calif.-based Barracuda Networks Inc. The outlook is stable. S&P said, "At the same time, we assigned our 'B-' issue-level and '3' recovery ratings to the company's $630 million first-lien credit facility, consisting of a $75 million revolving credit facility due in 2023 and a $555 million first-lien term loan due in 2025. The '3' recovery rating indicates our expectation of meaningful (50%-70%; rounded estimate: 65%) recovery in the event of default. We also assigned our 'CCC+' issue-level and '5' recovery ratings to the company's $205 million second-lien term loan due in 2026. The '5' recovery rating indicates our expectation of modest (10%-30%; rounded estimate: 10%) recovery in the event of a default. "The rating on Barracuda primarily reflects the company's extremely high pro forma leverage, which we estimate will exceed 13x at transaction close and remain over 10x through fiscal 2019, as well as a niche focus on middle-market companies and smaller scale than rated software peers. Credit strengths include the company's high recurring revenue stream, above-industry-average growth rate, diversified customer base, and high customer retention rates. The rating also reflects our expectation that Barracuda will maintain adequate liquidity and sufficient cash on its balance sheet. "The stable outlook reflects our expectation that Barracuda will support its substantial debt burden through sustained revenue growth in core products, improving EBITDA margins, and recurring cash flow generation. We anticipate strong recurring revenue growth in its core product segments, which currently represent approximately 60% of recurring revenue. "We could lower the rating if Barracuda's performance suffers from sales execution missteps or slowing customer demand growth, leading to sustained high leverage or persistently negative free cash flow. We could also downgrade Barracuda if the company's sources of cash do not cover uses of cash. "Barracuda's extremely high leverage strongly limits the prospects for an upgrade over the next 12 months. However, over the longer term we would look to sustained revenue growth, expanding EBITDA margins, and leverage maintained under 7x as factors for an upgrade. We could also consider an upgrade if Barracuda generates free operating cash flow (FOCF) to debt above 5% or the company prioritizes debt reduction." BLACK SQUARE: Seeks to Hire Shapiro Blasi as Special Counsel ------------------------------------------------------------ Black Square Financial, LLC, seeks authority from the U.S. Bankruptcy Court for the Southern District of Florida to employ Shapiro Blasi Wasserman & Herman, P.A., as special counsel to the Debtor. Black Square requires Shapiro Blasi to: a. represent and provide legal services in the state court litigation with bankruptcy creditor, Client First Settlement Funding, LLC; and b. assist the Debtor with the formation and registration of subsidiary entities. Shapiro Blasi will be paid at these hourly rates: Attorneys $350-$400 Legal Assistants $135 Prior to the filing of the petition, Shapiro Blasi received a retainer in the amount of $5,000. Shapiro Blasi will also be reimbursed for reasonable out-of-pocket expenses incurred. Robin I. Frank, partner of Shapiro Blasi Wasserman & Herman, P.A., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Shapiro Blasi can be reached at: Robin I. Frank, Esq. SHAPIRO BLASI WASSERMAN & HERMAN, P.A. 7777 Glades Road Boca Raton, FL 33434 Tel: (561) 477-7800 About Black Square Financial, LLC Headquartered in Coral Springs, Florida, Black Square Financial, LLC, filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No. 16-23562) on Nov. 8, 2017, estimating its assets at between $100,001 and $500,000; and its liabilities at between $500,001 and $1 million. Philip J Landau, Esq., at Shraiberg Landau & Page PA, serves as the Debtor's bankruptcy counsel. The Debtor hired Shapiro Blasi Wasserman & Herman, P.A., as special counsel. BLACK SQUARE: Seeks to Hire Special Structured Settlement Counsel ----------------------------------------------------------------- Black Square Financial, LLC, seeks authority from the U.S. Bankruptcy Court for the Southern District of Florida to employ special structured settlement counsel to the Debtor. Black Square requires the special structured settlement counsel to: a. appear before the court responsible for approving the original settlement agreement the Debtor seeks to purchase from the client, and obtain court approval of the purchase; b. ensure the purchase complies with applicable laws; and c. perform all other legal services for the Debtor, which may be necessary herein. Black Square seeks to hire these firms: Professionals Fee ------------- --- Michael W. Boyd, Esq. Flat fee of $2,000 Bell & Boyd, PLLC 100 North Court Square Magnolia, AR 71754-0841 Tel: (870) 234-6111 Amy Schwartz, Esq. Flat fee of $2,500 Beaugurau Hancock Stoll & Scwartz, P.C. 302 E Coronado Rd. Phoenix, AZ 85004 Tel: (602) 956-4438 Michael D. Karshc, Esq. Flat fee of $2,000 Rice Pugatch Robinson Storfer 101 NE Third Avenue, Suite 1800 Ft. Lauderdale, FL 33301 Tel: (954) 462-8000 Robert Shannon Carpenter, Esq. Flat fee of $2,200 Sammons & Carpenter, P.C. 307 14th Street NW Atlanta, GA 30318 Tel: (404) 814-8949 Vanya Dugalic, Esq. Flat fee of $1,700 Dugalic & Landauu, PC 901 Carroll Rd. Wynnewood, PA 19096 Tel: (484) 412-8242 Elliot M. Glatstein, Esq. $250 for IPA letter The Law Offices of Elliot Glatstein $1,000 for court 44 Court Street, Suite 1217 appearance Brooklyn, NY 11201 Tel: (718) 618-5008 Luigi Brandimarte, Esq. $2,500 appearance Sacco & Fillas, LLP $2,000 submission 31-19 Newtown Avenue 7th Floor Astoria, NY 11102 Tel: (718) 746-3440 Robert A. Manchester, Esq. $1,800 Flat fee Robert A. Manchester, IV, P.C. 4200 Perimeter Center Drive, Suite 160 Oklahoma City, OK 73112 Tel: (405) 525-6710 Rob L. Wiley, Esq. $1,000 Stewart & Wiley, PLLC 2202 Timberloch Pl., Suite 110 The Woodlands, TX 77380 Tel: (281) 367-8007 Earl S. Nesbitt, Esq. $2,100 Flat fee Nesbitt Vassar & McCown, L.L.P. 15851 Dallas Parkway, Suite 800 Addison, TX 75001 Tel: (972) 371-2411 Stephen Heretick, Esq. $1,750 Flat fee 715 Loudoun Avenue $500 fees in case Portsmouth, VA 23707 of dismissals Tel: (757) 397-9923 The firms will also be reimbursed for reasonable out-of-pocket expenses incurred. The respective attorneys of the firms, 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. About Black Square Financial, LLC Headquartered in Coral Springs, Florida, Black Square Financial, LLC, filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No. 16-23562) on Nov. 8, 2017, estimating its assets at between $100,001 and $500,000 and its liabilities at between $500,001 and $1 million. Philip J Landau, Esq., at Shraiberg Landau & Page PA serves as the Debtor's bankruptcy counsel. The Debtor hired Shapiro Blasi Wasserman & Herman, P.A., as special counsel. BROWN & PIPKINS: Seeks Interim Authority to Use Cash Collateral --------------------------------------------------------------- Brown & Pipkins, LLC, seeks interim authorization from the U.S. Bankruptcy Court for the Northern District of Georgia to use cash collateral, in which Wells Fargo Bank, National Association has an interest, in order to operate its business. The Debtor proposes to use cash collateral for general and administrative expenses substantially in accordance with the proposed budget. The expenses incurred by the Debtor and for which cash collateral will be used will all be incurred in the normal and ordinary course of the Debtor's business. The Debtor entered into a revolving line of credit agreement with Wells Fargo in the principal amount of $150,000. Interest accrues on the unpaid outstanding balance at a floating rate equal to the Index plus 2.75%. In order to secure repayment of the Line of Credit, the Debtor granted a first priority lien and security interest to Wells Fargo in the Debtor's inventory, accounts, contract rights, chattel paper, general intangibles and other rights to payment of every kind. The Debtor proposes to provide Wells Fargo the following adequate protection: (a) Continuation of the lien and security interest held by Wells Fargo in the prepetition collateral; (b) Wells Fargo will be granted a security interest in and lien upon the Debtor's postpetition accounts receivable and proceeds to the same extent and priority as its prepetition lien and interest in the prepetition collateral; and (c) The Debtor will make monthly interest payments to Wells Fargo in the amount of $812.50 based on an outstanding principal balance of $150,000 and an interest rate of 6.5%. Under the proposed order, the Debtor will be in default if: (a) The Debtor fails to pay any amount required by the proposed order; (b) The Debtor fails to perform any of its obligations, agreements, or promises under the proposed order; (c) The Debtor makes any payment other than as authorized to be paid pursuant to the proposed order; (d) The Court converts the Debtor's bankruptcy case to a case under Chapter 7 of the Bankruptcy Code; or (e) The Debtor fails to cure any default noticed by Wells Fargo in accordance with the provisions of the proposed order. A full-text copy of the Debtor's Motion is available at: http://bankrupt.com/misc/ganb17-71772-7.pdf About Brown & Pipkins Based in Atlanta, Georgia, Brown & Pipkins, LLC, provides management consulting services. Acsential Services, a division of Brown & Pipkins, offers a wide range of operational support services to its clients that include building services, custodial services, janitorial services, facility support services, food service operations, housing management, operator and management services, and administrative services. Brown & Pipkins is owned by Deidre Brown (90%) and Annette Pipkins (10%). Brown & Pipkins filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 17-71772) on Dec. 19, 2017. Deidre F. Brown, CEO and co-manager, signed the petition. The Debtor is represented by Paul Reece Marr, Esq., at Paul Reece Marr, P.C. At the time of filing, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. BULOVA TECHNOLOGIES: Will File Form 10-K Within 'Grace' Period -------------------------------------------------------------- Bulova Technologies Group, Inc., notified the Securities and Exchange Commission via a Form 12b-25 regarding the delay in the filing of its annual report on Form 10-K for the year ended Sept. 30, 2017. The Company said the compilation, dissemination and review of the information required to be presented in the Form 10-K for the year ending September 30, 2017 could not be completed and filed by Dec. 29, 2017, without undue hardship and expense. Bulova anticipates that it will file its Form 10-K for the year ended Sept. 30, 2017 within the "grace" period provided by Securities Exchange Act Rule 12b-25. About Bulova Bulova Technologies Group, Inc., was originally incorporated in Wyoming in 1979 as "Tyrex Oil Company". During 2007, the Company divested itself of all assets and previous operations. During 2008, the Company filed for domestication to the State of Florida, and changed its name to Bulova Technologies Group, Inc., and changed its fiscal year from June 30 to Sept. 30. From Jan. 1, 2009, Bulova Technologies Group, Inc. operated in multiple business segments. Government Contracting was focused on the production and procurement of military articles for the US Government and other Allied Governments throughout the world, and was accounted for through two of the Company's wholly owned subsidiaries, Bulova Technologies Ordnance Systems LLC, and Bulova Technologies (Europe) LLC. In October 2012, this segment was discontinued through the sale of substantially all of the assets of Bulova Technologies Ordnance Systems LLC, with any remaining assets and liabilities associated with that operation being segregated and reported as a discontinued operation. Contract Manufacturing included the production of cable assemblies and circuit boards accounted for through BT Manufacturing Company LLC, a wholly owned subsidiary that was discontinued and disposed of in March 2011. In July of 2013, the Company began the sale of high precision industrial machine tools through a distributor network accounted for through Bulova Technologies Machinery LLC, a newly formed subsidiary. Bulova Technologies is headquartered in Clearwater, Florida. Bulova reported a net loss attributable to the Company of $8.06 million on $18.72 million of revenues for the year ended Sept. 30, 2016, compared to a net loss attributable to the Company of $5.44 million on $1.75 million of revenues for the year ended Sept. 30, 2015. As of June 30, 2017, Bulova had $17.90 million in total assets, $40.65 million in total liabilities and a total shareholders' deficit of $22.75 million. Stevenson & Company CPAS LLC, in Tampa, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2016, noting that the Company has significant net losses and cash flow deficiencies. Those conditions raise substantial doubt about the Company's ability to continue as a going concern. CHEROKEE PHARMACY: Trustee Taps Scarborough as Special Counsel -------------------------------------------------------------- Douglas R. Johnson, the Chapter 11 Trustee of Cherokee Pharmacy & Medical Supply, Inc., and its debtor-affiliates, filed an ex parte application seeking authority from the U.S. Bankruptcy Court for the Eastern District of Tennessee to employ David J. Fulton and Scarborough & Fulton as special counsel. Services to be rendered by Scarborough & Fulton are: a. assist the Trustee in negotiating the sale of the two pharmacies' assets; b. assist the Trustee in the preparation of the appropriate sale documentation pursuant to 11 U.S.C. Sec. 363; or otherwise, c. assist the Trustee in the preparation of the disclosure statement and plan documentation and furnishing such other professional services related to the case. Scarborough & Fulton will be paid at these hourly rates: David J. Fulton $385 Legal Assistants $125 David J. Fulton, partner of Scarborough & Fulton, 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. Scarborough & Fulton can be reached at: David J. Fulton, Esq. SCARBOROUGH & FULTON 620 Lindsay St. Ste 240 Chattanooga, TN 37403 Tel: (423) 648-1880 Fax: (423) 648-1881 E-mail: djf@sfglegal.com About Cherokee Pharmacy Cherokee Pharmacy & Medical Supply of Dalton, Inc., based in Dalton, Georgia, and its affiliates filed a Chapter 11 petition (Bankr. E.D. Tenn. Case No. 17-11919) on April 28, 2017. The Hon. Shelley D. Rucker presides over the case. David J. Fulton, Esq., at Scarborough & Fulton, serves as bankruptcy counsel. The petition was signed by D. Terry Forshee, president. In its petition, the Debtor estimated $0 to $50,000 in assets and $500,001 to $1,000,000 in liabilities. CHIN FAMILY LIMITED: May Access Cash Collateral Through Jan. 9 -------------------------------------------------------------- Judge Thomas M. Renn of the U.S. Bankruptcy for the District of Oregon, upon the motion of Daniel and Deloris Chin, individually and as trustees of the Chin Family Living Trust u/a/d April 22, 1996, Wong Potatoes, Inc., and Chin Family Limited Partnership, has authorized the Debtors to use cash collateral on an interim basis until the final hearing on the Debtors' motion now set for Jan. 9, 2018, at 1:30 p.m. On Dec. 15, 2017, the Court held a hearing on the Motion at which it authorized the interim use of cash collateral by Wong Potatoes, Inc. on an emergency basis for payment of the following items prior to the entry of the interim order: (a) Custom Packing Expense (Express SVCS) - $2,000 (b) Packing Supplies-WHSE - $16,677 (c) Payroll/Payroll Taxes - $42,034 (d) Workers Comp - $6,500 The only creditors whose interests may be affected by the Debtors' use of cash collateral are Northwest Farm Credit Services, PCA ("FCS"), Northwest Farm Credit Services FLCA ("FLCA"), and Russet Valley Group LLP ("Russet Valley"), which are hereinafter collectively referred to as the "Lenders," and Basin Fertilizer & Chemical Co., Macy's Flying Service, and Stastny Farms, which provided the Debtors with seed potatoes, supplies, and services, which are hereinafter collectively referred to as the "Crop Lien Suppliers." The Debtors owe FCS approximately $7,806,403 and FCS' affiliate FLCA approximately $432,533, for a total of approximately $8,238,936 million. The Farm Credit Obligations are secured by liens on all of the real property and most of the personal property owned by the Debtors, including without limitation, farmland and improvements, farm equipment, irrigation equipment, crops, and crop proceeds. Russet Valley asserts that the Debtors owe Russet Valley approximately $500,600, secured by a security interest in most of the personal property owned by the Debtors, including, without limitation, farm equipment, irrigation equipment, crops, and crop proceeds, and except for the crops, crop proceeds, and a portion of the irrigation equipment, the Russet Valley security interests are subordinate to Farm Credit's security interest. Basin Fertilizer & Chemical is owed approximately $174,694, Macy's Flying Service approximately $103,715, and Stastny Farms approximately $32,583, all of which are secured by liens on all or a portion of the Debtors' 2017 crops and crop proceeds. Southeast Farms, Inc. has advised the Debtors that it asserts a claim under the Perishable Agricultural Commodities Act ("PACA") for approximately $77,123. Farm Credit, Russet Valley, and the Crop Lien Suppliers assert a lien or liens in cash collateral. The Debtors assert that the Lenders' and Crop Lien Suppliers' interests are adequately protected by an approximately $10,140,074 equity cushion in their existing collateral. As such, to the extent that the Lenders' and Crop Lien Suppliers' equity cushion in their collateral should prove to be inadequate to protect the Lenders and Crop Lien Suppliers for the use of their cash collateral, the Lenders and Crop Lien Suppliers will, pursuant to Section 507(b) of the Code, be entitled to administrative expense claims under Sections 503(b) and 507(a)(2) of the Code. Farm Credit will receive adequate protection payments in the amount of $27,600 each month and a replacement lien on all post-petition assets of the Debtors which are of the identical description to its prepetition collateral with the same priority as Farm Credit's liens in its prepetition collateral. Russet Valley and the Crop Lien Suppliers will receive replacement liens on all postpetition assets of the Debtors which are of the identical description to their prepetition collateral with the same priority as the liens in their prepetition collateral. As adequate protection, Russet Valley and the Crop Lien Suppliers will receive replacement liens on all postpetition assets of the Debtors which are of the identical description to their prepetition collateral. Farm Credit has consented to use of its cash collateral for the Interim Period and will receive adequate protection payments in the amount of $27,600, each month to be applied on the FCS loans and a replacement lien on all postpetition assets of the Debtors which are of identical description to its prepetition collateral. Further, Farm Credit reserves all rights with respect to other adequate protection appropriate after the Interim Period. The Debtors are required to deposit $37,000 in a segregated Debtor-in-Possession account to satisfy SE Farms' PACA claim pending entry of an order authorizing or denying the payment of such claim. The Debtors will insure the Lenders' Collateral and the Crop Lien Suppliers' Collateral for the full insurable replacement value thereof with insurance companies acceptable to the Lenders and Crop Lien Suppliers. The Debtors will provide the Lenders and Crop Lien Suppliers with certificates of insurance evidencing the Debtors' compliance with the insurance requirements. The Debtors has agreed that the Lenders' and Crop Lien Suppliers' cash collateral will be used only for ordinary living expenses and operating expenses of the Debtors' farming operations and for the purposes and up to the amounts listed in the budget during the Interim Period, as the Budget may be amended with the written consent of the Lenders and Crop Lien Suppliers. A full-text copy of the Order is available at: http://bankrupt.com/misc/orb17-63786-25.pdf About Chin Family Limited Wong Potatoes, Inc. -- http://www.wongpotatoes.com/-- is a family owned company that has been growing, packing, and shipping potatoes since 1930. Based in Klamath Falls, Oregon, Wong Potatoes currently ships its potatoes throughout the United States, Mexico, Canada, and the Pacific Rim countries. Organically, the company raises 16 different varieties of red, yellow, russet, purple, white, and fingerling types of potatoes and some conventional potatoes in red, yellow, and purple types for export and domestic uses. The company holds certificates issued by the Oregon Department of Agriculture for GAP (Good Agricultural Practices), GHP (Good Handling Practices), and Primus GFS. Individuals Daniel George Chin and Deloris Diane Chin and two entities they own -- Wong Potatoes, Inc., and Chin Family Limited Partnership -- sought Chapter 11 protection (Bankr. D. Or. Case No. 17-63784 to 17-63786) on Dec. 12, 2017. Daniel George Chin, as president, signed the petitions. At the time of filing, the debtors Wong Potatoes and Chin Family LP estimated assets and estimated liabilities at $1 million to $10 million. A motion for joint administration of these cases is currently pending before the Court. Judge Thomas M Renn oversees the cases. The Debtors are represented by Jeffrey C. Misley, Esq. and Thomas W. Stilley, Esq. at Sussman Shank LLP. CIBER INC: Court Confirms Amended Liquidation Plan -------------------------------------------------- The U.S. Bankruptcy Court confirmed Ciber's Amended Chapter 11 Plan of Liquidation on Dec. 20, 2017. Documents filed with the Court note, "On the Effective Date, the persons acting as Board Members, managers, and officers of the Debtors shall be deemed to have resigned and relieved of all duties under the Debtors' organizational documents. On and after the Effective Date, the Post-Effective Date Debtors shall be authorized to implement the Plan and any applicable Orders of the Bankruptcy Court. The Post-Effective Date Debtors shall have the power and authority to take any action necessary to implement the Plan and wind down and dissolve the Debtors and Post-Effective Date Debtors. Any expenses and costs incurred by the Post-Effective Date Debtors in connection with the wind down and dissolution activities described in the preceding sentence shall be paid solely from the Post-Effective Date Debtors' Assets. Zayo shall be granted an Allowed Class 3 Claim against CMTSU Liquidation, Inc. in the amount of $27,750,000." About CIBER Inc. CIBER, Inc. -- http://www.ciber.com/-- is a global information technology consulting, services and outsourcing company. CIBER, Inc., and two other affiliates sought bankruptcy protection on April 9, 2017 (Bankr. D. Del. Lead Case No. 17-10772). The petition was signed by Christian Mezger, chief financial officer. The Debtors disclosed total assets of $334.2 million and total liabilities of $171.9 million as of Sept. 30, 2016. The Hon. Brendan Linehan Shannon presides over the case. Morrison & Foerster LLP is the Debtors' lead bankruptcy counsel. Polsinelli, PC, serves as co-counsel while Saul Ewing LLP serves as local counsel. The Debtors also hired Houlihan Lokey as investment banker and financial advisor; Alvarez & Marsal North America, LLC, as restructuring advisor; and Prime Clerk LLC as noticing and claims agent. An official committee of unsecured creditors has been appointed in the Chapter 11 case. The committee retained Perkins Coie, LLP, as bankruptcy counsel; Shaw Fishman Glantz & Towbin LLC as co-counsel; and BDO Consulting as financial advisor. Since the closing of the Sale, the Debtors have taken steps to change their corporate names from CIBER, Inc., to CMTSU Liquidation, Inc., CIBER Consulting, Incorporated, to CMTSU Liquidation 2, Inc., and CIBER International LLC, to CMTSU Liquidation 3, LLC. CLA PROPERTIES: Hires Schian Walker as Co-Counsel ------------------------------------------------- CLA Properties SPE, LLC, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Arizona to employ Schian Walker, PLC, as co-counsel to the Debtor. CLA Properties requires Schian Walker to: (a) provide the Debtor legal advice with respect to its reorganization; (b) represent the Debtor in connection with negotiations involving secured and unsecured creditors; (c) represent the Debtor at the meeting of creditors, confirmation hearings, and other hearings that the Court requires; and (d) prepare necessary applications, motions, answers, orders, reports, or other legal papers necessary to assist in the Debtor's reorganization. Schian Walker will be paid at these hourly rates: (a) Dale C. Schian $595 (b) Scott R. Goldberg $500 (c) Andrea Wimmer $350 Schian Walker will also be reimbursed for reasonable out-of-pocket expenses incurred. Dale C. Schian, partner of Schian Walker, PLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Schian Walker can be reached at: Dale C. Schian, Esq. SCHIAN WALKER, PLC 1850 N Central Ave., Suite 900 Phoenix, AZ 85004 Tel: (602) 277-1501 About CLA Properties SPE, LLC CLA Properties SPE, based in Scottsdale, Arizona, and its debtor-affiliates filed separate Chapter 11 petitions (Bankr. D. Ariz. Lead Case No. 17-14851) on December 18, 2017. The debtor-affiliates are CLA Maple Grove, LLC; CLA Carmel, LLC; CLA West Chester, LLC; CLA One Loudoun, LLC; CLA Fishers, LLC; CLA Chanhassen, LLC; CLA Ellisville, LLC; CLA Farm, LLC; and CLA Westerville, LLC. The cases are jointly administered before the Hon. Brenda Moody Whinery. Michael W. Carmel, Esq., at Michael W. Carmel, Ltd., serves as bankruptcy counsel. Schian Walker, PLC, as co-counsel. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Richard Sodja, its authorized representative. COBALT INTERNATIONAL: Common Stock Delisted From NYSE ----------------------------------------------------- The New York Stock Exchange LLC has filed a Form 25-NSE with the Securities and Exchange Commission notifying the removal from listing or registration of Cobalt International Energy, Inc.'s common stock under Section 12(b) of the Securities and Exchange Act of 1934. About Cobalt Cobalt -- http://www.cobaltintl.com-- is an independent exploration and production company active in the deepwater U.S. Gulf of Mexico and offshore West Africa. Cobalt was formed in 2005 and is headquartered in Houston, Texas. Cobalt International Energy, Inc. and five of its subsidiaries filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 17-36709) on Dec. 14, 2017. David D. Powell signed the petition as chief financial officer. The Debtors reported total assets of $1.69 billion and total debt of $3.16 billion as of Sept. 30, 2017. The Debtors are represented by Zack A. Clement PLLC as local bankruptcy counsel, Kirkland & Ellis LLP and Kirkland & Ellis International LLP as general bankruptcy counsel, Houlihan Lokey Capital, Inc., as financial advisor and investment banker, and Kurtzman Carson Consultants LLC as claims and noticing agent. COMMERCIAL METALS: Moody's Puts Ba1 CFR on Review for Downgrade --------------------------------------------------------------- Moody's Investors Service placed Commercial Metals Company's (CMC) Ba1 Corporate Family rating (CFR), Ba1-PD Probability of Default Rating, Ba2 senior unsecured rating and (P) Ba2 senior unsecured shelf rating under review for downgrade. The SGL-2 Speculative Grade Liquidity rating remains unchanged. On Review for Downgrade: Issuer: Commercial Metals Company -- Probability of Default Rating, Placed on Review for Downgrade, currently Ba1-PD -- Corporate Family Rating, Placed on Review for Downgrade, currently Ba1 -- Senior Unsecured Regular Bond/Debenture, Placed on Review for Downgrade, currently Ba2 (LGD5) -- Senior Unsecured Shelf, Placed on Review for Downgrade, currently (P)Ba2 Outlook Actions: Issuer: Commercial Metals Company -- Outlook, Changed To Rating Under Review From Stable RATINGS RATIONALE The review for downgrade is prompted by CMC's announcement of the acquisition of certain of Gerdau S.A.'s US rebar steel mills and fabrication assets for $600 million. The company has entered into a $600 million long-term bank facility to support the acquisition. The acquisition will increase CMC's melt capacity to approximately 7.2 million tons from roughly 4.5 million tons currently. Given Moody's expectation that the performance of the assets being acquired has faced the same operating headwinds as CMC's rebar business over the last several quarters, leverage (3.4x for the twelve months ended August 31, 2017), which is already high for the rating, is expected to increase with this debt funded acquisition. Additionally, debt protection metrics are expected to be compressed. The contraction in CMC's metrics, including its interest coverage ratio and margins, and increased leverage reflect the impact of higher rebar imports and the compression in margins as well as lower priced contracts in the fabrication business despite an overall improvement in the US steel industry operating fundamentals and higher shipments. As a result, the EBIT margin weakened to 2.7% in the year ended August 31, 2017 from 4.5% in the 2016 period while the EBIT/interest coverage ratio contracted to 2.1x from 2.6x. Although CMC has made good progress since 2015 in reducing its debt levels, there is insufficient cushion for this releveraging particularly given the headwinds in the rebar fabrication business. While the acquisition is strategically aligned with CMC's core business in rebar production, providing a broader operational footprint and synergies that could improve its spread per ton, the debt load from the transaction in conjunction with CMC's weakened operating profile pressures the rating. The review will focus on the assets being acquired, including execution risk, and the expected margins- per-ton, earnings, and cash flow generation of CMC going forward. The review will also evaluate CMC's ability to reduce debt and the time frame in which an improved leverage position can be achieved. The conclusion of the review could result in an up to a two notch downgrade. Headquartered in Irving, Texas, CMC manufactures steel through its five minimills in the United States. Total capacity is approximately 3.0 million tons. The company is in the process of completing its new Micromill in Oklahoma. CMC also has a presence in Europe through its minimill in Poland which has about 1.3 million tons rolling capacity. In addition, CMC operates steel fabrication facilities and ferrous and nonferrous scrap metal recycling facilities. For the twelve months ended August 31, 2017, the company reported revenues of $4.6 billion. The principal methodology used in these ratings was Steel Industry published in September 2017. COMMERCIAL METALS: S&P Places 'BB+' CCR on CreditWatch Negative --------------------------------------------------------------- S&P Global Ratings placed its ratings on Irving, Texas-based Commercial Metals Co., including its 'BB+' corporate credit rating and issue-level ratings, on CreditWatch with negative implications. The CreditWatch placement follows the announcement that Commercial Metals Co. plans to acquire certain North American steel assets from Gerdau S.A. for approximately $600 million. S&P said, "We expect Commercial Metals to finance some or all of the transaction with debt, resulting in a material increase in adjusted debt leverage, which is a departure from our current expectations for the company to operate with leverage between 2x and 3x and funds from operations (FFO) to debt of about 30% in 2018." S&P said, "We expect to resolve the CreditWatch after assessing Commercial Metals's pro forma capital structure and credit measures. The CreditWatch negative placement indicates that we may lower or affirm our ratings. "We could lower the corporate credit rating on the company if its adjusted debt to EBITDA increased above 3.5x, with FFO to net debt dropping to 20%, and we expected these weaker credit ratios to persist. "We could affirm the corporate credit rating on the company if adjusted debt to EBITDA were to be maintained below 3x, indicating a normalized level of leverage going forward." COMPASS POWER: S&P Assigns 'BB-' Ratings to $810MM Secured Loans ---------------------------------------------------------------- S&P Global Ratings said it assigned its 'BB-' rating and '2' recovery rating to Compass Power Generation LLC's $750 million term loan B due 2024 and $60 million revolving credit facility due 2022. The outlook is stable. The '2' recovery rating reflects S&P's expectation of substantial (70%-90%; rounded estimate: 85%). The 'BB-' rating reflects an effective contractual profile at the Marcus Hook Energy Center as well as expected consistent capacity revenues in Independent System Operator-New England (ISO-NE), offset to a degree by considerable market risk surrounding power prices in both the Pennsylvania-Jersey-Maryland (PJM) Interconnection and ISO-NE markets. Although, in the near term, market risk is significantly limited by the aforementioned contracts, it increases in the latter years as Dighton and Milford become fully exposed to the capacity markets, and, after 2030, as Marcus Hook's capacity contract with LIPA rolls off. The contractual provisions represent the primary strength of the portfolio: -- Marcus Hook Energy Center: capacity contract with LIPA through 2030. While LIPA would only rely on this power in the case of emergency, thus preventing the majority of the capacity from being bid into PJM (the asset sits in Pennsylvania), because it does not dispatch to LIPA, it can and does sell power, with a rather high capacity factor, into PJM. It also bids some capacity, in excess of its commitment to LIPA, into PJM. -- Dighton: cleared capacity in ISO-NE through 2021. It currently is exposed to power prices; after 2021, its market exposure is much more substantial. -- Milford: based on a seven-year capacity lock, it has cleared capacity through 2027. It earned this privilege by increasing its capacity by more than 20%. However, it still faces risk of capacity prices after 2027 and, more immediately, faces weaker spark spreads due to lower demand growth in ISO-NE. S&P said, "The stable outlook reflects our expectation of DSCRs of about 1.5x during the next few years. These metrics are driven by an expectation of effective operations at each of the assets and low forced outage rates. "We could lower the rating if DSCRs drop below 1.3x consistently, likely as a result of diminished power pricing or substantially weaker availability. In addition, increased refinancing risk, brought about by sweeping lower-than-anticipated amounts during the contract and cleared capacity periods, could drop the rating by a notch. "While unlikely currently, we could raise the rating if the project's minimum DSCR exceeds 1.6x; such an increase would likely require a pronounced improvement in power pricing." COTTER TOWER: Hires H. Anthony Hervol as Counsel ------------------------------------------------ Cotter Tower-Oklahoma, L.P., seeks authority from the U.S. Bankruptcy Court for the Western District of Texas to employ the Law Office of H. Anthony Hervol, as attorney to the Debtor. Cotter Tower requires H. Anthony Hervol to: (a) represent the Debtor in the Chapter 11 case and advise the Debtor as to its rights, powers and duties as debtor- in-possession; (b) prepare all necessary statements, schedules and other documents and to negotiate and prepare one or more plans of reorganization for the Debtor; (c) represent the Debtor at all hearings, meetings of creditors, conferences, trials and other proceedings in the bankruptcy case; (d) take necessary action to collect property of the estate and file suits to recover the same, pursue or defend other adversary proceedings as needed, or work with special counsel appointed by the Court to pursue or defend any adversary proceedings; (e) prepare on behalf of the Debtor all necessary applications, motions, answers, responses, orders, reports and other legal papers; (f) object to disputed claims; and (g) perform all other legal services for the Debtor as Debtor- in-possession which may be necessary. H. Anthony Hervol will be paid at the hourly rate of $285. H. Anthony Hervol will be paid a $20,000 retainer. H. Anthony Hervol will also be reimbursed for reasonable out-of-pocket expenses incurred. H. Anthony Hervol, a partner of the Law Office of H. Anthony Hervol, 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. H. Anthony Hervol can be reached at: H. Anthony Hervol, Esq. LAW OFFICE OF H. ANTHONY HERVOL 4414 Centerview Road, Suite 200 San Antonio, TX 78238 Tel: (210) 522-9500 Fax: (210) 522-0205 E-mail: hervol@sbcglobal.net About Cotter Tower-Oklahoma, L.P. Cotter Tower - Oklahoma, L.P. owns the Cotter Ranch Tower located at 100 N. Broadway Ave. Oklahoma City, Oklahoma 73102. Cotter Ranch Tower, also known as Chase Tower, is a 36-story glass tower, located in the heart of the Central Business District. The Tower features an underground concourse system which connects to majority of Central Business District, private covered and adjoining public parking, card key access and elevator security codes, renovated lobby and newly updated common areas. Cotter Tower - Oklahoma, L.P., which is based in San Antonio, Texas, filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 17-52844) on December 12, 2017. The Hon. Craig A. Gargotta presides over the case. The Law Office of H. Anthony Hervol serves as bankruptcy counsel to the Debtor. In its petition, the Debtor estimated $10 million to $50 million in both assets and liabilities. The petition was signed by Marcus P. Rogers, as independent administrator for the estate of James F. Cotter, acting as president on behalf of Cotter Ranch Tower, LLC, general partner, acting on behalf of and authorized representative for the Debtor. CRYOPORT INC: Commences Exchange Offer for Outstanding Warrants --------------------------------------------------------------- Cryoport, Inc., has commenced an exchange offer with respect to the Company's outstanding warrants to purchase one share of common stock at an exercise price of $3.57 per share. For a limited period of time, the Company is offering to holders of the Original Warrants the opportunity to exchange up to 2,000,000 of those Original Warrants for an equal number of warrants to purchase one share of common stock at an exercise price of $3.00 per share, conditioned upon the immediate exercise of those New Warrants. The Offer is being made upon the terms and subject to the conditions set forth in the offer letter/prospectus, dated Jan. 2, 2018, which forms part of the Registration Statement on Form S-4 filed by the Company with the Securities and Exchange Commission on Jan. 2, 2018, and the related letter of transmittal. The Original Warrants were issued (i) in July 2015 in connection with the Company's registered public offering of 2,090,750 units (each unit consisting of one share of the Company's common stock and one Original Warrant), and (ii) in January 2016 in connection with the mandatory exchange of all of the Company's outstanding Class A Convertible Preferred Stock and Class B Convertible Preferred Stock into 4,977,038 units (each unit consisting of one share of the Company's common stock and one Original Warrant). As of Jan. 2, 2018, 3,836,793 Original Warrants are outstanding. The terms of the New Warrants include (i) an exercise price of $3.00 per share and (ii) an exercise period that will expire concurrently with the expiration of the Offer at 5:00 p.m. (Eastern Time) on Feb. 2, 2018, as may be extended by the Company in its sole discretion. In addition, the shares issuable upon exercise of the New Warrants will be subject to a 60-day lock-up period. The purpose of the Offer is to raise funds to support the Company's growth plans by providing the holders of the Original Warrants an incentive to exchange their Original Warrants for New Warrants and exercise the New Warrants to purchase shares of the Company's common stock at a reduced exercise price as compared to the Original Warrants. The Company will receive all of the proceeds from the immediate exercise of the New Warrants, which will be used by the Company for business growth, including as working capital and for other general corporate purposes. Participation in the Offer requires both the tender of Original Warrants and the exercise of the New Warrants, which will happen simultaneously effective as of the expiration date of the Offer if the Original Warrants are properly tendered in the Offer. About Cryoport Lake Forest, Calif.-based CryoPort, Inc. (OTC BB: CYRX) -- http://www.cryoport.com/-- provides comprehensive solutions for frozen cold chain logistics, primarily in the life science industries. Its solutions afford new and reliable alternatives to currently existing products and services utilized for bio-pharmaceuticals and biologics, including in-vitro fertilization, cell lines, vaccines, tissue and other commodities requiring a reliable frozen solution. The Company's management recognizes that the Company will need to obtain additional capital to fund its operations until sustained profitable operations are achieved. Additional funding plans may include obtaining additional capital through equity and/or debt funding sources. In its report on the consolidated financial statements of Cryoport for the year ended Dec. 31, 2016, KMJ Corbin & Company LLP, in Costa Mesa, California, issued a "going concern" opinion citing that the Company has experienced recurring operating losses from inception and has used substantial amounts of working capital in its operations. Although the Company has cash and cash equivalents of $4.5 million at Dec. 31, 2016, management has estimated that cash on hand will only be sufficient to allow the Company to continue its operations through the third quarter of calendar year 2017. These matters, the auditor said, raise substantial doubt about the Company's ability to continue as a going concern. Cryoport reported a net loss attributable to common stockholders of $15.05 million on $5.88 million of revenues for the year ended March 31, 2016. For the nine months ended Dec. 31, 2016, Cryoport reported a net loss of $10.40 million. As of Sept. 30, 2017, Cryoport had $19.71 million in total assets, $1.96 million in total liabilities and $17.75 million in total stockholders' equity. CURRENT NEWSPAPERS: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: The Current Newspapers, Inc. 5185 MacArthur Boulevard, NW, Suite 102 Washington, DC 20016 Business Description: The Current Newspapers, Inc. is a newspaper publisher based in Washington, District of Columbia, offering current news, editorials, feature articles, and advertising., Since 1967, The Current Newspapers, Inc. has offered local coverage to its loyal readers in Northwest Washington. Five print editions enjoy a weekly circulation of 48,205 in neighborhoods that include Chevy Chase, Dupont Circle, Foggy Bottom, Georgetown and the Palisades. https://currentnewspapers.com/ Chapter 11 Petition Date: January 3, 2018 Case No.: 18-00006 Court: United States Bankruptcy Court District of Columbia (Washington, D.C.) Debtor's Counsel: Philip McNutt, Esq. HUGHES & BENTZEN, PLLC 1100 Connecticut Avenue, NW, Suite 340 Washington, DC 20036 Tel: 202-293-8975 E-mail: pmcnutt@hughesbentzen.com Estimated Assets: Unknown Estimated Liabilities: Unknown The petition was signed by Davis Kennedy, chairman. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/dcb18-00006_creditors.pdf A full-text copy of the incomplete petition is available for free at: http://bankrupt.com/misc/dcb18-00006.pdf CURRENT NEWSPAPERS: Washington D.C. Paper Files for Chapter 11 -------------------------------------------------------------- The Current Newspapers, Inc., a newspaper publisher based in Washington, District of Columbia, has sought Chapter 11 protection due to cash flow problems. "Due to an interruption in cash flow resulting from outside printing costs, the Company needs to reorganize its business operations and finances in order to continue to serve its constituents with the same quality they have come to expect over the past number of years," Davis Kennedy, Chairman, said in the corporate resolution authorizing the bankruptcy filing. Since 1967, The Current Newspapers, Inc. -- https://currentnewspapers.com/ -- has offered local coverage to its loyal readers in Northwest Washington. Five print editions -- namely The Dupont Current, The Foggy Bottom Current, The Georgetown Current, The Northwest Current (West), and The Northwest Current (East) -- enjoy a weekly circulation of 48,205 in neighborhoods that include Chevy Chase, Dupont Circle, Foggy Bottom, Georgetown and the Palisades. The Current Newspapers sought Chapter 11 protection (Bankr. D.D.C. Case No. 18-00006) on Jan. 3, 2018. The case is assigned to Judge S. Martin Teel, Jr. Philip McNutt, Esq., at Hughes & Bentzen, PLLC, serves as counsel to the Debtor. The Debtor estimated less than $50,000 in assets and $1 million to $10 million in liabilities. DELMAC LLC: Hires Ronald I. Chorches as Bankruptcy Counsel ---------------------------------------------------------- Delmac, LLC has filed an amended application with the U.S. Bankruptcy Court for the District of Connecticut seeking approval to hire the Law Office of Ronald I. Chorches, LLC, as attorney. Delmac, LLC requires Ronald I. Chorches to: a) advise the Debtor regarding its rights, duties and powers as a debtor and a debtor-in-possession in managing its business and property; b) advise and assist the Debtor with respect to financial agreements, debt restructuring and other financial transactions; c) review and advise the Debtor regarding the validity of liens asserted against property of the Debtor; d) advise the Debtor as to actions to collect and recover property for the benefit of the Debtor's estate; e) represent the Debtor in a Motion to Determine Secured Status under Section 506 of the Bankruptcy Code; f) represent and counsel the Debtor relative to a potential sale of its real estate; g) prepare on behalf of the Debtor the necessary applications, motions, complaints, answers, pleadings, orders, reports, notices, schedules, and other documents, as well as review any and all financial reports and other reports required to be filed in this Chapter 11 case; h) counsel the Debtor in connection with all aspects of a plan of reorganization, disclosure statement and related documents; and i) perform all other legal services for the Debtor which may be necessary in this Chapter 11 case and in the best interests of the debtor and its bankruptcy estate. Ronald I. Chorches will be paid at these hourly rates: Ronald I. Chorches $375 Marjorie R. Gruszkiewicz $360 David T. Austin $270 Prior to the bankruptcy filing date, a $15,000 retainer was received from the Debtor. On or about the Filing Date, a $10,000 retainer was received from Jennifer L. Mackin. Ronald I. Chorches will also be reimbursed for reasonable out-of-pocket expenses incurred. Ronald I. Chorches, partner of the Law Office of Ronald I. Chorches, 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. Ronald I. Chorches can be reached at: Ronald I. Chorches, Esq. LAW OFFICE OF RONALD I. CHORCHES, LLC 2558 Whitney Ave. Hamden, CT 06518 Tel: (203) 494-1700 About Delmac, LLC Based in Jewett City, Connecticut, Delmac LLC specializes in nonresidential building construction business. Delmac sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case No. 17-21848) on December 4, 2017. Gregory T. Mackin, its managing member, signed the petition. At the time of the filing, the Debtor disclosed that it had estimated assets of less than $1 million and liabilities of $1 million to $10 million. DIRECT FOODS: Plan Outline Conditionally Okayed ----------------------------------------------- Judge Stephen C. St.John of the U.S. Bankruptcy Court for the Eastern District of Virginia issued an order conditionally approving Direct Foods, LLC SCS' disclosure statement explaining its plan of reorganization dated Nov. 17, 2017. Should the Debtor file an amended combined statement and plan, such date will relate back to Nov. 17, 2017. The time for the final hearing is extended and such final hearing on the disclosure statement and plan will be conducted by no later than June 30, 2018 at 11:00 a.m. The Troubled Company Reporter previously reported that unsecured creditors are to be paid $42,400 through the Plan. These payments are to be distributed to unsecured creditors on a pro-rata basis, paid twice a year, beginning in Year 4 of the Plan, with payments being made in Months 43, 49, 54 and 60, and will result in a payout of 21% unless the Unsecured Creditors accept different treatment. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/vaeb17-72036-28.pdf About Direct Foods, LLC Direct Foods, LLC, filed a Chapter 11 bankruptcy petition (Bankr. E.D. Va. Case No. 17-72036) on June 1, 2017. Kelly M. Barnhart, Esq., at Roussos, Glanzer & Barnhart, PLC, serves as bankruptcy counsel. The Debtor's assets and liabilities are both below $1 million. DMP PARTERS: Private Sale of Mesa Property for $705K Approved ------------------------------------------------------------- Judge Janice D. Lloyd of the U.S. Western District of Oklahoma authorized the private sale by DMP Partners - Arizona, LLC, doing business as Affordable Cremmation & Burial Chapel, of (i) personal property including, but not limited to, all furniture, fixtures and equipment and applicable intangible personal property; and (ii) the real property located at 1110 S. Horne, Unit 6 and 1130 S. Horne, Mesa, Arizona to A Legacy Funeral Home, LLC for $705,000. The sale is free and clear of all liens, claims and encumbrances. The Debtor and the Buyer will execute an identical Asset Purchase Agreement attached to the Motion, save and except changing the name of the purchaser to A Legacy Funeral Home, LLC and the closing date to Jan. 31, 2018. The $705,000 purchase price will be distributed as follows: (i) costs of closing; (ii) outstanding real estate taxes; (iii) first lien in favor of Maricopa County Treasurer, P.O. Box 52133, Phoenix, AZ 85072; and (iv) second lien in favor of Republic Bank & Trust, P.O. Box 5369, Norman, OK 73070. The closing date for the sale will be on Jan. 31, 2018. About DMP Partners DMP Partners Arizona, LLC, based in Norman, OK, filed a Chapter 11 petition (Bankr. W.D. Okla. Case No. 16-14920) on Dec. 9, 2016. In its petition, the Debtor disclosed $1.61 million in assets and $2.23 million in liabilities. Hal William Ezzell, member, signed the petition. The Hon. Janice D. Loyd is the case judge. Gary D. Hammond, Esq., at Mitchell & Hammond, serves as bankruptcy counsel to the Debtor. EVIO INC: Delays Fiscal 2017 Annual Report ------------------------------------------ Evio, Inc., filed a Form 12b-25 with the Securities and Exchange Commission notifying the delay in the filing of its annual report on Form 10-K for the year ended Sept. 30, 2017. The Company said the financial information could not be assembled and analyzed without unreasonable effort and expense. The Form 10-K will be filed as soon as practicable. About EVIO, Inc. Based in Bend, Oregon, EVIO, Inc. -- http://www.eviolabs.com/-- is a life science company focused on advancing and analyzing cannabis as a means for improving quality of life. The Company provides analytical testing services, advisory services and performs product research in its accredited laboratory testing facilities. The Company's EVIO Labs division operating coast-to-coast provides state-mandated ancillary services to ensure the safety and quality of the nation's cannabis supply. At a special meeting of stockholders held on Aug. 30, 2017, the stockholders of Signal Bay approved, among other things, an amendment to the Company's Restated and Amended Articles of Incorporation to change the name of the Company to "EVIO, Inc." The name change took effect at 12:01 am Sept. 6, 2017. Signal Bay reported a net loss of $2.55 million for the year ended Sept. 30, 2016, following a net loss of $1.45 million for the year ended Sept. 30, 2015. As of June 30, 2017, Signal Bay had $3.97 million in total assets, $3.13 million in total liabilities and $838,396 in total equity. MaloneBailey, LLP, in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2016, stating that the Company has negative working capital, recurring losses from operations and likely needs financing in order to meet its financial obligations. These conditions raise significant doubt about the Company's ability to continue as a going concern. EZRA HOLDINGS: Reaches Settlement with EMAS Chiyoda Administrator ----------------------------------------------------------------- BankruptcyData.com reported that Ezra Holdings filed with the U.S. Bankruptcy Court a motion for approval of a settlement between the Debtor and the plan administrator of certain affiliated Debtors of EMAS Chiyoda Subsea Limited. The motion explains, "The Debtors assert a number of claims against the ECS Debtors for obligations the Debtors allege are owed from one or more of the ECS Debtors to one or more of the Debtors (the 'Direct Claims'). After confirmation of the ECS Plan, the Plan Administrator filed an objection (the 'Claim Objection') to allowance of the Guaranty Claims, asserting, among other things, that (a) the filed proofs of claim failed to state claims against the ECS Debtors; (b) because certain Counterparties to the Guaranteed Obligations had not filed claims in Ezra's chapter 11 cases, those claims could no longer be asserted against Ezra or the ECS Debtors; (c) Ezra had no ability to pay the Guaranteed Obligations in the amount asserted in the proofs of claim; and (d) that such claims should be disallowed as contingent claims for reimbursement under section 502(e)(1)(B) of the Bankruptcy Code. In order to avoid the cost and expense of litigating the Claim Objection, the Debtors and the Plan Administrator negotiated and agreed to resolve the issues set forth in the Claim Objection pursuant to the terms set forth on the settlement agreement. Guaranty Claim Cap. $56 million (the 'Guarantee Claim Cap') is set as the aggregate cap on Ezra's remaining Guaranty Claims (the 'Remaining Ezra Guarantee Claims'). Ezra, the ECS Debtors, and the Plan Administrator agree that the Guarantee Claim Cap is based, in part, on Ezra's current estimate with respect to recoveries to unsecured creditors in Ezra's Chapter 11 bankruptcy cases or otherwise, and that both the Guarantee Claim Cap and the amount of any allowed Remaining Ezra Guarantee Claims may be periodically adjusted downward based on, among other things, decreases to Ezra's anticipated or actual distribution to unsecured creditors in the Ezra Chapter 11 Cases or otherwise." The Court scheduled a January 22, 2018 hearing on the settlement agreement, according to the report. About Ezra Holdings Founded in 1992, Ezra Holdings Limited -- http://www.ezraholdings.com/-- is an offshore contractor and provider of integrated offshore solutions to the global oil and gas industry. Ezra is incorporated in Singapore with its registered office at 15 Hoe Chiang Road #28-01 Tower Fifteen Singapore 089316. Its shares were listed on the SGX Sesdaq on Aug. 8, 2003, and moved to the Mainboard of the Singapore Exchange since Dec. 8, 2005. It also issued certain notes (S$150,000,000 4.875% Notes due 2018 comprised in Series 003) which have been listed on the Singapore Exchange since 2013. Ezra established and maintains an office in the United States located at 75 South Broadway, Fourth Floor, Office Number 489, White Plains, New York 10601. Ezra also has a wholly owned New York subsidiary, Ezra Holdings (NY) Inc., which was incorporated in the United States of America with 200 shares at a nominal issue price per share. EMITS, a wholly owned subsidiary of Ezra, provides supporting information technology services to each of the Ezra Group's business divisions. Ezra Marine, another wholly owned subsidiary of Ezra, has a leasehold interest in the marine base in Singapore located at 51 Shipyard Road, Singapore 628139 and leases out the base's facilities and provides various support services in connection with the marine base to the Ezra Group's operating entities. Ezra Holdings and two affiliates -- Ezra Marine Services Pte. Ltd. and EMAS IT Solutions Pte Ltd -- filed voluntary Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 17-22405) on March 18, 2017, before the Honorable Robert D. Drain. The petitions were signed by Tan Cher Liang, director. Ezra Holdings estimated $500 million to $1 billion in assets and $100 million to $500 million in liabilities. Lawyers at Saul Ewing, led by Sharon L. Levine, Esq., serve as the Debtors' Chapter 11 counsel. The Debtors tapped as general Singapore counsel Drew & Napier LLC; and claims and noticing agent, Prime Clerk LLC. Foxwood LLC also serves as special counsel. The Ezra Group's joint venture, EMAS CHIYODA Subsea Limited, and certain of its affiliate companies filed voluntary Chapter 11 petitions (Bankr. S.D. Tex. Lead Case No. 17-31146) on Feb. 27, 2017. ECS' wholly-owned subsidiary, EMAS-AMC AS, has also been placed under members' voluntary liquidation in Norway. Ezra guaranteed substantial charter hire liabilities of the ECS Group, as well as certain loans owed by the ECS Group to financial institutions, Ezra faces potentially significant contingent liability if the creditors call on the guarantees. Ezra received statutory demands from Svenska Handelsbanken AB (Publ), Singapore Branch and Forland Subsea AS on Jan. 24, 2017, and Feb. 6, 2017, respectively. These statutory demands have since expired under Singapore law and these two creditors may commence winding up applications against Ezra. Ezra also received a statutory demand from VT Halter Marine, Inc. on March 9, 2017. FIELDWOOD ENERGY: S&P Cuts CCR to 'D' on Missed Interest Payments ----------------------------------------------------------------- S&P Global Ratings lowered its corporate credit rating on Houston-based exploration and production company Fieldwood Energy LLC to 'D' (default) from 'CCC'. S&P said, "At the same time, we lowered our issue-level ratings on the company's first-lien term loan and first-lien last-out term loan to 'D' from 'B-'. The recovery ratings remain '1', indicating our expectation for very high (90%-100%; rounded estimate: 95%) recovery to creditors in the event of a payment default. "We also lowered our issue-level rating on the company's second-lien term loan to 'D' from 'CCC-'. The recovery rating remains '5', indicating our expectation for modest (10%-30%; rounded estimate: 15%) recovery in the event of a payment default. "The downgrade reflects Fieldwood Energy's decision to skip the interest payments on its first-lien last-out term loan and second-lien term loan and enter into forbearance agreements with certain lenders of its term loans. Despite its ongoing negotiations with creditors, we don't expect the company will make the interest payments and believe a restructuring or a general default is the most likely outcome." FINJAN HOLDINGS: Settles With FireEye for $12.5 Million ------------------------------------------------------- Finjan Holdings, Inc. and FireEye, Inc., entered into Confidential Patent License Agreements on Dec. 29, 2017, whereby the companies resolved all pending litigation matters and granted each other cross-licenses going forward. Under the terms of the Agreements, FireEye agreed to pay Finjan a one-time net settlement amount of approximately $12.5 million payable in cash, which consists of $17.5 million payable to Finjan and $5 million receivable from Finjan, in exchange for the: * resolution and settlement of all claims between FireEye and Finjan, and * cross-license between the companies, associated affiliates, and counterparts worldwide, for the life of the patents for any issued patents and any patent applications filed on or before the first anniversary of the date of the Agreements. The remaining terms of the Agreements are confidential. About FireEye, Inc. Headquartered in Milpitas, California, FireEye is a security company offering innovative security technologies, nation-state grade threat intelligence, and Mandiant consulting. With this approach, FireEye eliminates the complexity and burden of cyber security for organizations struggling to prepare for, prevent, and respond to cyber attacks. FireEye has over 6,300 customers across 67 countries, including more than 40 percent of the Forbes Global 2000. FireEye and Mandiant are registered trademarks or trademarks of FireEye, Inc. in the United States and other countries. All other brands, products, or service names are or may be trademarks or service marks of their respective owners. About Finjan Established over 20 years ago, Finjan -- http://www.finjan.com/-- is a cybersecurity company focused on four business lines: intellectual property licensing and enforcement, mobile security application development, advisory services, and investing in cybersecurity technologies and intellectual property. Licensing and enforcement of the Company's cybersecurity patent portfolio is operated by its wholly-owned subsidiary Finjan, Inc. Finjan became a wholly owned subsidiary of Finjan Holdings in June of 2013 after a merger transaction, following which we began trading on the OTC Markets. The Company's common stock has been trading on the NASDAQ Capital Market since May 2014. Since the merger, the Company continues to execute on its existing business lines while outlining a vision and focusing on growth. Finjan is based in East Palo Alto, California. Finjan reported a net loss attributable to common stockholders of $6.43 million for the year ended Dec. 31, 2016, a net loss attributable to common stockholders of $12.60 million for the year ended Dec. 31, 2015, and a net loss of $10.47 million for the year ended Dec. 31, 2014. As of Sept. 30, 2017, Finjan Holdings had $45.32 million in total assets, $11.96 million in total liabilities, $18 million in redeemable preferred stock and $15.35 million in total stockholders' equity. FUNKYTOWNMALL.COM: Allowed to Use Cash Collateral on Interim Basis ------------------------------------------------------------------ Judge Erik P. Kimball of the U.S. Bankruptcy Court for the Southern District of Florida authorized Funkytownmall.com to use of cash collateral for the line items detailed in the Budget up through and including the date of the hearing which will be continued until January 3, 2018 at 1:30 p.m. The Budget provides total expenses of approximately $211,636 during the cash collateral period. To adequately protect Chase Bank and/or any other potentially secured creditors in connection with the use by the Debtor of any cash collateral, the Court confirms the grant, assignment and pledge by the Debtor to any such secured creditors a post-petition security interest and lien (only to the same validity, extent, and priority of such pre-petition security interests, if any exist) in the secured creditor’s pre-petition collateral, any of its goods, property, assets and interests in property in which the secured creditors may have held a lien or security interest prior to the Petition Date, and the proceeds from the disposition of any of such prepetition collateral. A full-text copy of the Order is available at: http://bankrupt.com/misc/flsb17-24768-22.pdf About Think Trading Inc. Think Trading Inc. -- https://thinktradinginc.com/ -- is a distribution e-commerce company with multiple online storefronts, marketplace operations and over 14,000 products. It provides wholesale and retail sales of products in various industries. Based in Palm Beach Gardens, Florida, Think Trading is housed in a 60,000-foot warehouse where all inventory, packaging, and shipping is housed and handled. It was founded in 2001 and has more than 50 employees. Think Trading's affiliate Funkytownmall.com, Inc., offers a selection of body jewelry online while Salon Supply Store LLC, a company based in Palm Beach Gardens, Florida, provides its customers with a variety of salon equipment and beauty supplies ranging from popular nail polish brands to spray tanning machines and salon furniture. Think Trading, Funkytownmall.com and Salon Supply Store sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case Nos. 17-24767 to 17-24769) on Dec. 12, 2017. Gustavo Mitchell, president of Think Trading and FunkytownMall.com, signed the petitions. At the time of the filing, Think Trading and FunkytownMall.com estimated assets of less than $50,000 and liabilities of less than $1 million. Salon Supply estimated assets of less than $50,000 and liabilities of $1 million to $10 million. Judge Erik P. Kimball presides over the cases. Lubliner Kish, PLLC, serves as counsel to the Debtors. G.A.F. SEELIG: Jan. 9 Meeting Set to Form Creditors' Panel ---------------------------------------------------------- William K. Harrington, United States Trustee for Region 3, will hold an organizational meeting on Jan. 9, 2018, at 10:30 a.m. in the bankruptcy case of G.A.F. Seelig, Inc. The meeting will be held at: United States Bankruptcy Court 271-C Cadman Plaza East, Room 2579 Brooklyn, NY 11201 The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' case. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. About G.A.F. Seelig Headquartered in Woodside, New York, G.A.F. Seelig, Inc. is a family owned company that distributes dairy products (skims, lo- fats, whole milk), creams, yogurts, juices, water, imported and domestic cheeses, purees, raviolis and pastas, oils and vinegars, chocolate and an ever expanding array of food service items. The company G.A.F. Seelig, Inc. , filed Chapter 11 petitions (Bankr. East. N.Y. Case Nos. 17-46968) on December 30, 2017. The Debtors tapped Michael L Moskowitz, Esq.at Weltman & Moskwitz, LLP, as bankruptcy counsel. The petition was signed by Rodney P. Seelig, president. The company's total assets is $1 million to $10 million and total liabilities is $1 million to $10 million. GENON ENERGY: GenMA Settlement Hearing Set for January 17 --------------------------------------------------------- The Hon. David R. Jones of the U.S. Bankruptcy Court for the Southern District of Texas will hold a hearing on Jan. 17, 2017, at 3:00 p.m. (Prevailing Central Time) to consider approval of the request filed by GenOn Energy Inc. and its debtor-affiliates to authorize and direct certain actions in furtherance of the GenMA Settlement and to estimate U.S. Bank National Association's claims against the bankruptcy estates. Deadline to object on the Debtors' request is on Jan. 17, 2017, at 3:00 p.m. (Prevailing Central Time). 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. GILES REPLOGLE: Sale of Personalty and Assets of Affiliates Okayed ------------------------------------------------------------------ Judge Jimmy L. Croom of the U.S. Bankruptcy Court for the Western District of Tennessee authorized Giles Nathan Replogle and Betty Carroll Replogle's (i) lease of the real estate of affiliated debtors Replogle Hardwood Flooring Co., LLC and Replogle Enterprises G.P. to Fox Hardwood Co., LLC or its assignee; (ii) sale of their personal property, along with all the personal property owned by Replogle Hardwood and Replogle Enterprises, except that the real estate comprising the purchased assets, to Fox or its assignee, for $900,000. The sale is free and clear of all liens, claims and encumbrances, with such valid liens attaching only to the proceeds of the sale. A hearing on the Motion was held on Dec. 7, 2017. Giles Nathan Replogle and Betty Carroll Replogle sought Chapter 11 protection (Bankr. W.D. Tenn. Case No. 17-12183) on Oct. 2, 2017. The Replogles tapped Griffin S. Dunham, Esq., at Frost Brown Rodd, LLC, as counsel. Based in Henry, Tennessee, Replogle Hardwood Flooring and its affiliate, Replogle Enterprises, G.P., which sell unfinished hardwood flooring, filed Chapter 11 petitions (Bankr. W.D. Tenn. Case Nos. 17-12172 and 17-12173) on Sept. 29, 2017. The petitions were signed by Nathan Replogle, authorized representative of the Debtors. The Debtor's cases were administratively consolidated by order of the Court on Nov. 1, 2017. At the time of filing, Replogle Hardwood disclosed $2,190,000 in assets and $4,790,000 in liabilities, and Replogle Enterprises disclosed $806,667 in assets and $5,110,000 in liabilities. Phillip G. Young, Jr., of Thompson Burton, PLLC, serves as counsel to the Debtors. GLOBAL A&T: US Trustee & JPMorgan Object to Plan ------------------------------------------------ BankruptcyData.com reported that the U.S. Trustee assigned to the Global A&T Electronics case and JPMorgan Chase & Co. filed with the U.S. Bankruptcy Court separate objections to the Company's Joint Chapter 11 Plan of Reorganization. The Trustee asserts, "The debtors, in their apparent haste to enter and emerge from Chapter 11, have set in motion a schedule that would enable them to race through the Chapter 11 too quickly to enable parties-in-interest, governmental agencies, and the Court sufficient time to evaluate - let alone respond or object to - the Plan. While the Bankruptcy Code authorizes pre-packaged bankruptcy plans in which much of the activity precedes the filing of the Chapter 11 petition(s), it does not authorize debtors to short-circuit the bankruptcy process so as to avoid post-petition scrutiny or to violate basic principles of due process. Without even a formal request to shorten notice of the statutorily established deadlines for confirmation in their solicitation procedures motion, the Debtors seek expedited approval of confirmation of their proposed pre-petition bankruptcy cases. The Debtors ask this Court to approve confirmation of their Plan and Disclosure Statement a mere four (4) days after they filed their bankruptcy cases. Moreover, those parties-in-interest fortunate enough to be aware of the filing of these Chapter 11 cases were saddled with a deadline to object to the Plan and Disclosure Statement - as well as lengthy supporting documentation - by 12:00 noon in the afternoon of Tuesday, December 19 - two (2) days after the Petition Date. Although the Debtors secured consent to the Plan from most of its creditors prior to the Petition Date, the Plan contains provisions that render it unconfirmable because it does not comply with applicable provisions of the Bankruptcy Code. Specifically, the Plan contains overbroad and impermissible release and exculpation provisions." About Global A&T Electronics Ltd. Global A&T Electronics Ltd. is a subsidiary of UTAC Holdings Ltd. that provides semiconductor assembly and test services for integrated circuits for use in analog, mixed-signal and logic, and memory products in the United States, Japan, rest of Asia, Europe, and internationally. UTAC Holdings and its subsidiaries are independent providers of assembly and test services for a broad range of semiconductor chips with diversified end uses, including in-communications devices (such as smartphones, Bluetooth and WiFi), consumer devices, computing devices, automotive devices, security devices, and devices for industrial and medical applications. The company offers its customers a full range of semiconductor assembly and test services in these key product categories: analog, mixed-signal and logic, and memory. UTAC's customers are primarily fabless companies, integrated device manufacturers and wafer foundries. UTAC is headquartered in Singapore, with production facilities located in Singapore, Thailand, Taiwan, China, Indonesia and Malaysia. The company's global sales network is broadly focused on five regions: the United States, Europe, China and Taiwan, Japan, and the rest of Asia. The Debtors have 10,402 full-time employees. Global A&T and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case Nos. 17-23931 to 17-23943) on Dec. 17, 2017. Michael E. Foreman, general counsel and authorized officer, signed the petitions. At the time of the filing, the Debtors estimated assets of $500 million to $1 billion and liabilities of $1 billion to $10 billion. Judge Robert D. Drain presides over the cases. The Debtors hired Kirkland & Ellis LLP as their bankruptcy counsel; Moelis & Company Asia Limited and Moelis & Company LLC as financial advisors; Alvarez & Marsal North America, LLC and Alvarez & Marsal (SE Asia) Pte. Ltd. as restructuring advisors; and Prime Clerk LLC as notice, claims and balloting agent. GLOBAL EMPOWERMENT: Authorized to Use Insurance Proceeds -------------------------------------------------------- The Hon. James R. Sacca of the US Bankruptcy Court for the Northern District of Georgia authorized Global Empowerment Ministries, Inc., to use insurance proceeds generated from insurance covering the Real Property, which may constitute cash collateral. The Debtor operates and church and owns and leases portions of real property commonly known as 1836 Rockbridge Road, Stone Mountain, Georgia 30087 and 1813 Pounds Avenue, Stone Mountain, Georgia 30087. The Debtor requires the use of the insurance proceeds in order to repair the damage to the Real Property caused by Hurricane Irma. The Debtor is indebted to Crimson Portfolio, LLC, and Crimson asserts a lien upon the Real Property. Crimson contends that the amount of principal and interest due (but excluding fees and expenses and costs) under the Notes as of Aug. 4, 2017 was $2,574,282. Crimson asserts an interest in the insurance proceeds which may constitute cash collateral pursuant to the Security Deed. The Debtor is not aware of any additional asserted liens or security interest against the Insurance Proceeds. The Debtor is required to provide to Crimson, copies of invoices for which Insurance Proceeds are used within 10 days of payment of same. The Debtor is prohibited from using the Insurance Proceeds for matters other than repair of the Real Property. a full-text copy of the Order is available at: http://bankrupt.com/misc/ganb17-63234-48.pdf About Global Empowerment Based in Decatur, Georgia, The Global Empowerment Center, Inc., formerly doing business as Victory House Evangelistic Temple, is a Georgia non-profit corporation who operates a church out of its real property. Global Empowerment Ministries sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 17-63234) on July 31, 2017. Keith Lawrence, CEO, signed the petition. At the time of filing, the Debtor estimated less than $50,000 in assets and $100,000 to $500,000 in liabilities. The Debtor's counsel is Leslie M. Pineyro, Esq., at Jones & Walden, LLC. CBRE, Inc., is the Debtor's appraiser. An official committee of unsecured creditors has not yet been appointed in the case. GNC HOLDINGS: Fitch Hikes IDR to CCC on Completed Debt Exchange --------------------------------------------------------------- Fitch Ratings has downgraded GNC Holdings, Inc.'s Long-Term Issuer Default Rating (IDR) to 'RD' from 'C' following the Dec. 27, 2017 closing of its distressed debt exchange (DDE) for approximately $99 million of its $288 million in convertible notes for approximately 14.6 million shares (or approximately 17%) of its common equity, valued at around $50 million. Subsequently, Fitch upgraded GNC's Long-Term IDR to 'CCC' from 'RD', which Fitch believes is reflective of the post-DDE credit profile given concerns about the company's ability to address upcoming maturities without additional DDEs or a restructuring. Fitch has also downgraded the rating on GNC's senior secured credit facility to 'B-'/RR2' from 'B+'/RR2' and removed it from Negative Watch. The company's revolver matures in September 2018, followed by a significant maturity wall of $1.1 billion in March 2019, which the company needs to address in a timely fashion. Fitch would require the company to address these upcoming maturities in a timely manner, while also meeting its operating base case assumptions, before upgrading its back to 'B-'. While GNC's exchange modestly reduces the company's total debt burden, it also highlights GNC's challenges in addressing upcoming maturities after recent operating declines and the December 2017 withdrawal of its proposed credit facility refinancing. Fitch remains concerned about the company's ability to address upcoming maturities ($300 million revolver due September 2018 and $1.1 billion term loan maturity in March 2019). GNC's inability to successfully address its upcoming maturities in a timely fashion would be a rating concern. The ratings continue to reflect GNC's leading position in the growing health and wellness products market. The ratings consider recent market share declines driven by encroaching competition and executional missteps, which in concert with recent financial policy decisions, have weakened the company's leverage profile. However, the ratings also reflect steps the company has taken to reverse operational declines and reduce leverage, through diverting FCF to debt paydown and suspending dividends and share buybacks. Fitch expects total revenue to remain fairly stable at around $2.5 billion between 2016 and 2020 and EBITDA is expected to trough in the mid-$200 million range in 2017, versus $350 million in 2016 and the average $500 million between 2012 and 2015. EBITDA is expected to improve to the $300 million-$325 million range by 2019/2020 on modest top-line growth and gross margin expansion as a result of store closings leading to reduced occupancy costs and merchandise margin stabilization. KEY RATING DRIVERS Unsuccessful Refinancing: Upon the withdrawal of its proposed credit facility refinancing on Dec. 4, 2017, the company announced that it had engaged Goldman Sachs and Co. LLC to explore strategic alternatives and optimize its capital structure, inclusive of a $300 million revolver due September 2018, $1.1 billion term loan maturing March 2019 and $288 million of convertible notes due August 2020. On Dec. 21, the company announced an exchange of approximately $99 million in convertible notes for 14.6 million shares of common equity; the exchange was completed on Dec. 27. Fitch views the exchange as a DDE, as the common equity is valued at approximately $50 million based on GNC's Dec. 27 closing price. Fitch viewed the withdrawal of the proposed credit facility refinancing as a rating concern given heightened urgency in addressing upcoming maturities. While the company could generate some liquidity through asset sales (such as distribution centers) or increased refranchising activity, Fitch projects the company will need to refinance a significant portion of upcoming maturities; as such, its inability to successfully complete its proposed refinancing suggests the possibility the company may need to perform further distressed debt exchanges or a restructuring. Good Position in a Growing Category: GNC is a leading U.S. retailer and manufacturer (with around 6% share) of health and wellness products, including vitamins, minerals and herbal supplements (VMHS), and sports nutrition and diet products. Historically, the company has benefited from stable growth in the VMHS industry, brand leadership, and its broad store footprint and brand presence in the U.S. and internationally. The company has 9,083 stores globally as of September 2017 and manufactures products sold at retailers across the food, drug, and discount category. The company has outsized presence at Rite Aid Corporation stores through a partnership and a storefront on Amazon.com. Overall online sales penetration is around 10%, in line with industry averages. GNC's brand leadership is evident with nearly half of consolidated revenue derived from owned-brand product. The approximately $40 billion VMHS industry has proven to be recession resistant by growing at a mid-single-digit rate through economic cycles. The consumable nature of the products and high frequency of usage as part of regular dietary regimens drive the stability and defensibility of the business. Given an aging U.S. population and increased consumer focus on personal health and wellness, Fitch expects the VMHS industry to continue mid-single-digit growth over the next several years, making it one of the faster-growing segments within retail. Historically, the standalone vitamin retail business has been resilient to channel disruption from discount and online players for several reasons. First, inventory breadth in the category is significant, which is an unappealing characteristic for discount players that prefer a focused, high-turning inventory mix. Second, the nature of the industry's product requires an elevated service component. GNC, whose service model provides product and regimen guidance to less knowledgeable customers, has benefited from this information asymmetry. Finally, loyalty programs have proven effective for standalone players to maintain share in the space, with GNC's (now-replaced) Gold Card discount program generating nearly 80% of company sales. Recent Weakness: Despite good historical fundamentals, GNC's operating trajectory turned in 2014, with sales declining from a peak of $2.6 billion in 2013 to an expected $2.5 billion in 2017, while EBITDA has been halved from around $530 million in 2013 to an expected $260 million in 2017. While the category has continued its growth trajectory, the alternate channels appear to be taking share from standalone players such as GNC. The proliferation of vitamin-related information online coupled with an increased vitamin focus by a number of competitors in the discount, grocery, drug retail and online spaces have limited GNC's competitive advantage in recent years. Fitch believes GNC also took some operational missteps in recent years. The company's marketing and merchandising efforts have historically appealed to sports-related products such as muscle-gain proteins, while industry growth has focused more on natural/organic supplements, particularly for the aging baby boomer population. In addition, while the company's Gold Card loyalty program was a historical advantage, the loyalty scheme recently created price confusion among consumers who increasingly value price transparency. The pricing structure was also misaligned in the company's stores relative to its online channel, where products were heavily discounted. EBITDA declines in recent years have outpaced revenue moderation due to the deleveraging impact on fixed expenses such as rent and store payroll as well as the company's decisions to maintain investments in marketing and product innovation. More recently, margins have declined due to the company's concerted efforts to reduce prices in an increasingly competitive environment and to align pricing across its channels and simplify its pricing model for loyalty card customers. EBITDA erosion has weakened the company's leverage profile, with adjusted debt/EBITDAR forecast to rise from the mid-4.0x range in 2013 to around 7.0x in 2017. This increase was exacerbated by the company's decision to execute debt-financed share buybacks in 2015 and first half of 2016 (1H16). Outstanding debt balances increased by around $300 million from the beginning of 2015 until the company ceased share buybacks in mid-2016. EBITDA Expected to Trough in 2017: Over the past 18 months, GNC has implemented a number of strategic changes that could stabilize results while improving leverage. The company has reduced prices to be more competitive and aligned price points across channels to reduce customer confusion. GNC replaced its existing loyalty program, wherein a paid membership provided ongoing product discounts. The new loyalty program includes both a free tier where customers can earn rewards based on spending, and a paid tier with additional benefits. The goal of the new free tier is to grow enrollment in the overall program while improving ongoing product margins. Research and development investments have been geared toward enhanced product innovation to drive customer excitement and brand differentiation. Sales staff re-training is designed to fortify the company's ability to effectively counsel and advise customers. GNC's efforts have led to some signs of improvement, with average transactions improving from negative in 2015-2016 to up over 10% through the first three quarters of 2017, and positive enrollment trends for the company's new loyalty program (nine million members in the free tier and 600,000 members in the paid tier as of October 2017). Comparable store sales (comps) were 1.3% in 3Q17, the company's first positive comp since 4Q15, and are expected to be positive in 4Q17 and annually beginning in 2018. While sales have shown some evidence of stabilization, GNC's initiatives have had a negative impact on EBITDA. Price reductions have reduced gross margin by over 200bps to 33% through 3Q17, while the elimination of the paid loyalty program has caused significant declines in high-margin membership fee revenue. EBITDA, which was $350 million in 2016, could decline to around $260 million in 2017, with quarterly declines YTD through 3Q17 but flattish EBITDA in 4Q17. Despite recent trends and increased competition from alternate channels, Fitch believes there is long-term viability in the standalone vitamin retail space and that GNC's size, positive FCF generation, brand recognition and vertical manufacturing capabilities are assets that would allow it to defend share longer-term should its recently enacted strategies be unsuccessful. As the company laps significant changes made in 2017, the continuation of modestly positive comps could yield EBITDA trending above $300 million over the next three years. New Financial Policy and FCF Supports Deleveraging: As GNC undertakes these initiatives; the company has also made significant changes to its cash deployment strategies. Over the past 18 months, the company has eliminated both its dividend and share buyback program, and redirected its FCF to debt paydown, repaying nearly $200 million of debt from 2Q16 through 3Q17. The company's net leverage target of 3x, capitalizing leases at 5x, equates to 4x Fitch-defined leverage (capitalizing leases at 8x) assuming minimal cash balances for both calculations. Assuming the company successfully completes the refinancing of its upcoming maturities and continues to direct FCF toward debt paydown along with its stated financial policy, leverage could approach mid-5.0x in 2020 based on around $200 million of FCF in 2017 and $100 million annually beginning in 2018. RECOVERY CONSIDERATIONS Fitch's recovery analysis is based on a going-concern value of $1.25 billion, versus approximately $630 million from an orderly liquidation of assets composed primarily of inventory, receivables and owned property and equipment. Post-default EBITDA was estimated at $250 million, similar to the company's TTM EBITDA. Fitch believes current operating results represent a potential post-bankruptcy scenario following an approximately 50% decline in EBITDA over the past three years. The analysis uses a 5.0x enterprise value/EBITDA multiple, consistent with the 5.4x median multiple for retail going-concern reorganization but at the low end of the 12-year retail market multiples of 5x-11x, and below 7x-12x for retail transaction multiples. The multiple considers GNC's historically strong position in a good category, recent competitive encroachment by alternate channels and operational missteps. After deducting 10% for administrative claims, the remaining $1.125 billion would lead to superior recovery prospects (71%-90%) for the company's credit facility, which is therefore rated 'B-'/'RR2'. DERIVATION SUMMARY GNC's IDR of 'CCC' reflects increased refinancing risk following the company's withdrawal of its proposed term loan refinancing and the use of a DDE to address its capital structure. The ratings continue to reflect GNC's leading position in the growing health and wellness products market. The rating considers recent market share declines, driven by encroaching competition and executional missteps, which in concert with recent financial policy decisions, have weakened the company's leverage profile. However, the rating also reflects steps the company has taken to reverse operational declines and reduce leverage, through diverting FCF toward debt paydown and suspending dividends and share buybacks. Retailers rated within the 'C' category include Sears Holdings Corporation, whose 'CC' rating reflects the company's negative EBITDA trend and significantly negative FCF leading to a need to source around $2 billion in annual liquidity, through asset sales and liquidity injections, to maintain ongoing operations. KEY ASSUMPTIONS Fitch's key assumptions within its rating case for the issuer include: -- Fitch expects total revenue to remain fairly stable in the $2.5 billion range in 2016-2020. Revenue is expected to decline 3% in 2017 and 1% in 2018 due to store closings before turning modestly positive in the low single digits. Same store sales are expected to be flat in 2017 given second-half improvement, and grow in the low single digits in 2018-2020. -- EBITDA is expected to trough in the mid-$200 million range in 2017, versus $350 million in 2016 and the average $500 million range in 2012-2015. EBITDA is expected to improve to $300 million-$325 million by 2019/2020 on modest top-line growth and gross margin expansion as a result of store closings, leading to reduced occupancy costs and merchandise margin stabilization. -- FCF is expected to be $200 million in 2017, partly driven by working capital improvement of $75 million, and $100 million annually beginning 2018, assuming interest expense increases from a refinancing of the company's term loan. GNC has suspended both its dividends and share-buybacks. Fitch would expect the company to use FCF for debt paydown, in line with its public guidance. -- Adjusted leverage (capitalizing rent expense at 8x) is projected at 7x for 2017, versus the 4.5x-5x range in 2013- 2015, but is expected to trend toward mid-5x by 2020 based on EBITDA growth and debt reduction. This assumes the successful refinancing of its entire capital structure. RATING SENSITIVITIES Future Developments That May, Individually or Collectively, Lead to Positive Rating Action An upgrade to 'B-' could occur if the company successfully addresses all of its maturities while showing signs of stabilization in sales and EBITDA. Future Developments That May, Individually or Collectively, Lead to Negative Rating Action A downgrade would occur if the company is unable to successfully address upcoming debt maturities in a timely fashion without a distressed debt exchange or restructuring. LIQUIDITY GNC's total liquidity as of Sept. 30, 2017 was $286 million, which includes $40 million in cash and $246 million in availability on the company's $300 million revolver. Revolver availability was reduced by $48 million in borrowings and $5.9 million in letters of credit. FULL LIST OF RATING ACTIONS Fitch has downgraded the following: GNC Holdings, Inc. -- Long-Term IDR to 'RD' from 'C'. General Nutrition Centers, Inc. -- Long-Term IDR to 'RD' from 'C'. Fitch has upgraded the following: GNC Holdings, Inc. -- Long-Term IDR to 'CCC' from 'RD'. General Nutrition Centers, Inc. -- Long-Term IDR to 'CCC' from 'RD'. Fitch has downgraded the following ratings and removed the Negative Rating Watch: General Nutrition Centers, Inc. -- Senior secured credit facility to 'B-'/'RR2' from 'B+'/'RR2'. GRAND DAKOTA PARTNERS: May Use Cash Collateral Through March 10 --------------------------------------------------------------- Judge Shon Hastings of the U.S. Bankruptcy Court for the Western District of North Carolina has entered a sixth interim order authorizing Grand Dakota Partners, LLC, and Grand Dakota Hospitality, LLC, to use cash collateral to fund day-to-day operations at the Grand Dakota Lodge and the Conference Center as limited by the terms and conditions outlined in the Joint Stipulation. On Dec. 20, 2017, Debtors and American Bank Center filed a Joint Stipulation for the Sixth Interim Order authorizing use of cash collateral in which American Bank consented to Debtors' use of cash collateral from Dec. 31, 2017 through March 10, 2018. American Bank will have replacement liens on the Debtor's postpetition assets to the extent that American Bank had liens before the commencement of these cases, including but not limited to cash and any receivables generated by postpetition operations of the Debtors' operating assets. If, however, the Court subsequently determines that there is a defect in the perfection or priority of American Bank's prepetition liens and interests, the replacement liens granted will remain subject to the challenge by the Debtors or any other party in interest. A full-text copy of the Sixth Interim Order is available at: http://bankrupt.com/misc/ndb17-30535-118.pdf About Grand Dakota Partners Grand Dakota Partners, LLC, owns the Ramada Grand Dakota Hotel Dickinson located near Prairie Hills Mall. The hotel's rooms and suites have Serta beds, flat-screen TVs, and free WiFi. It also has an indoor pool, hot tub and fitness center. The hotel also features an onsite restaurant, barber shop, lounge, and 14,000-square-feet of conference space. Affiliated debtors Grand Dakota Partners, LLC, and Grand Dakota Hospitality, LLC (Bankr. D.N.D. Case Nos. 17-31184 and 17-31185) each filed for Chapter 11 bankruptcy protection on July 20, 2017. The petitions were signed by Stephen D. Barker, president, Cibix Management, Inc., the managing member of the Debtors. Grand Dakota Partners estimated its assets and liabilities at between $10 million and $50 million each. Grand Dakota Hospitality estimated its assets at up to $50,000 and liabilities at between $10 million and $50 million. Judge Laura T. Beyer presides over the case. Bradley E. Pearce, Esq., at Pearce Law PLLC, serves as the Debtors' bankruptcy counsel. GREAT FALLS DIOCESE: $1,150 Sale of Land to Montana DOT Okayed -------------------------------------------------------------- Judge Jim D. Pappas of the U.S. Bankruptcy Court for the District of Montana authorized The Roman Catholic Bishop of Great Falls, Montana's private sale and transfer of the right of way on property owned by Mary Queen of Peace Parish, which is on a 125 square feet piece of land located in Yellowstone County, Montana, to the Montana State Department of Transportation for $1,150. All net sale proceeds will be paid to the Diocese and deposited in a segregated DIP account, and that said sale proceeds will not be withdrawn from that account without further order of the Court. About Roman Catholic Bishop of Great Falls, Montana The Roman Catholic Bishop of Falls, Montana, a Montana Religious Corporate Sole, also known as the Diocese of Great Falls-Billings -- http://www.dioceseofgfb.org/-- filed a Chapter 11 bankruptcy petition (Bankr. D. Mont. Case No. 17-60271) on March 31, 2017. Bishop Michael W. Warfel, signed the petition. The Debtor disclosed $20.75 million in total assets and $14.78 million in total liabilities as of the bankruptcy filing. The Hon. Benjamin P. Hursh presides over the case. Bruce Alan Anderson, Esq., at Elsaesser Jarzabek Anderson Elliott & MacDonald, CHTD.; and Gregory J. Hatley, Esq., at Davis Hatley Haffeman & Tighe PC, serves as counsel to the Debtor. NAI Business Properties and Matt Robertson have been employed as realtor. Pachulski Stang Ziehl & Jones LLP is counsel to the official committee of unsecured creditors formed in the Debtor's case. GREAT FALLS DIOCESE: $1.9M Sale of Villa Apartments to Jewell OK'd ------------------------------------------------------------------ Judge Jim D. Pappas of the U.S. Bankruptcy Court for the District of Montana authorized The Roman Catholic Bishop of Great Falls, Montana's private sale of real property located 1801 10th Avenue South, Great Falls, Cascade County, Montana known as Villa Apartments to Jewell Properties, LLC, for $1,850,000. After payment of costs of title insurance and closing costs, all net sale proceeds will be paid to the Diocese and deposited in the DIP general operating accounts, and that said sale proceeds will not be withdrawn from that account without further order of the Court. About Roman Catholic Bishop of Great Falls, Montana The Roman Catholic Bishop of Falls, Montana, a Montana Religious Corporate Sole, also known as the Diocese of Great Falls-Billings -- http://www.dioceseofgfb.org/-- filed a Chapter 11 bankruptcy petition (Bankr. D. Mont. Case No. 17-60271) on March 31, 2017. Bishop Michael W. Warfel, signed the petition. The Debtor disclosed $20.75 million in total assets and $14.78 million in total liabilities as of the bankruptcy filing. The Hon. Benjamin P. Hursh presides over the case. Bruce Alan Anderson, Esq., at Elsaesser Jarzabek Anderson Elliott & MacDonald, CHTD.; and Gregory J. Hatley, Esq., at Davis Hatley Haffeman & Tighe PC, serves as counsel to the Debtor. NAI Business Properties and Matt Robertson have been employed as realtor. Pachulski Stang Ziehl & Jones LLP is counsel to the official committee of unsecured creditors formed in the Debtor's case. HARD ROCK EXPLORATION: Fourth Cash Use Order Entered ---------------------------------------------------- Judge Frank W. Volk of the U.S. Bankruptcy Court for the Southern District of West Virginia entered a fourth interim order, authorizing Hard Rock Exploration, Inc., and its affiliates to use, on an interim basis, cash collateral through Dec. 31, The Debtors were authorized to pay postpetition unpaid bills, which expenditures are in the aggregate amount of approximately $68,916. In addition, the Debtors are authorized to accrue payroll (excluding any compensation for officers) and all related taxes in accordance with the budget, for the period Dec. 15, 2017 through Dec. 31, 2017 and to pay same when due. As adequate protection to Huntington National Bank to the extent of any diminution in the value of its interests in cash collateral, Huntington National Bank is granted a replacement lien in all of the Debtors' pre- and post-petition assets, including without limitation cash collateral, to the same priority, validity and extent that Huntington National Bank held properly perfected prepetition security interests in such assets. A full-text copy of the Fourth Interim Order is available at: http://bankrupt.com/misc/wvsb17-20459-274.pdf About Hard Rock Exploration Founded in 2003, Hard Rock Exploration, Inc., and its affiliates provide oil and gas exploration and production services in Virginia and West Virginia. Hard Rock focuses on drilling horizontal wells. Hard Rock Exploration, Inc., and its affiliates filed a Chapter 11 petition (Bankr. S.D. W.Va. Lead Case No. 17-20459) on Sept. 5, 2017. The affiliates are Caraline Energy Company (Bankr. S.D. W.Va. 17-20461); Brothers Realty, LLC (Bankr. S.D. W.Va. 17-20462); Blue Jacket Gathering, LLC (Bankr. S.D. W.Va. 17-20463) and Blue Jacket Partnership (Bankr. S.D. W.Va. 17-20464). The petitions were signed by James L. Stephens, the Debtors' president. At the time of filing, Hard Rock estimated $10 million to $50 million in assets and liabilities. Caraline Energy estimated $10 million to $50 million in assets and liabilities. The Hon. Frank W. Volk presides over the case. The Debtors are represented by Christopher S. Smith, Esq. of Hoyer, Hoyer & Smith, PLLC and Taft A. McKinstry, Esq., at Fowler Bell PLLC. The Office of the U.S. Trustee on Oct. 18 appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of Hard Rock Exploration, Inc. The committee members are: (1) Richard L. Wilson; (2) John M. Dosker; and (3) Jim Schwab Pi Star Communications. HARRINGTON & KING: $250K Sale of Chicago Property to Inland Okayed ------------------------------------------------------------------ Judge Deborah L. Thorne of the U.S. Bankruptcy Court for the Northern District of Illinois authorized Harrington & King Perforating Co., Inc., and Harrington & King South, Inc. to sell (i) the real property commonly known as 5659 West Taylor Street, Chicago, Illinois, together with personal property improvements and parking located and constructed thereon; and (ii) any equipment or other assets located within the Taylor Building that is not being acquired by Bulls Acquisition Co., LLC, to Inland Bank and Trust for $250,000 credit bid. The final hearing on the Motion was held on Dec. 21, 2017. The sale is free and clear of all Liens and Claims. The automatic stay under section 362 of the Bankruptcy Code is vacated and modified to the extent necessary to implement the terms and provisions of the Asset Purchase Agreement and the provisions of the Order. Pursuant to Bankruptcy Rules 9014 and 6004(h), the Order will be effective immediately upon entry, and the Debtors and Inland Bank are authorized to close the Sale immediately upon entry of the Order. All time periods set forth in the Order will be calculated in accordance with Bankruptcy Rule 9006(a). About The Harrington & King The Harrington & King Perforating Co., Inc., and Harrington & King South Inc. are in the business of manufacturing perforating metal sheets and rolled coils of varying gauges and types to produce hole patterns of various sizes, shapes, and spacing. Most of the work is done to customer specifications and consists of high value-added jobs, not typical of most metal punching. The products are used in automotive, acoustics, architecture, food and pharmaceutical straining and filtering, interior design, manufacturing, safety flooring, pollution control, transportation and mining cleaning and grading, electronics and other fields. Harrington & King Perforating Co. and Harrington & King South sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case Nos. 16-15650 and 16-15651) on May 7, 2016. Greg McCallister, chief restructuring officer and chief operating officer, signed the petitions. The cases are jointly administered under Case No. 16-15650. The Debtors each estimated assets and liabilities of $1 million to $10 million. The cases are assigned to Judge Deborah L. Thorne. The Debtors engaged The Law Office of William J. Factor, Ltd., as bankruptcy counsel. The Debtors tapped Ulmer & Berne LLP as special counsel; Spiegel & Cahill, P.C., as special workers' compensation counsel; Beacon Management Advisors LLC as financial advisor; and Cushman & Wakefield of Illinois, Inc., as real estate broker. The official committee of unsecured creditors retained Goldstein & McClintock LLLP as its legal counsel, and Conway MacKenzie, Inc., as its financial advisor. * * * On April 11, 2017, the Debtors filed a disclosure statement and Chapter 11 plan of reorganization. HBCU PROPERTIES: Proposes $100K Sale of Stone Mountain Property --------------------------------------------------------------- HBCU Properties, LLC, asks the U.S. Bankruptcy Court for the Northern District of Georgia to authorize the sale of the real property located at 4877 Pine Shadow Drive, Stone Mountain, Dekalb County, Georgia for $100,000. The Debtor owns four pieces of land in Dekalb County: (i) the Real Property; (ii) 6234 Watertown Drive, Lithonia, Dekalb County, Georgia 30058; (iii) 1965 Whitehall Forest Court SE, Atlanta, Dekalb County, Georgia 30316; and (iv) 1923 Whitehall Forest Court SE, Atlanta, Dekalb County, Georgia 30316. It has marketed the Real Property for approximately 2 years. Upon information and belief, Chase Mortgage asserts a first priority lien on the Real Properties and proceeds therefrom pursuant to a listing agreement dated Nov. 3, 2017 in the original listing price $100,000. The Debtor asks that it be authorized to use the Sale Proceeds as follows: (i) 5% sales commission of the Total Purchase Price to Debtor's Approved Broker, Chapman Hall Realty; (ii) customary closing costs attributable to the Debtor as the seller (including any outstanding or pro-rated real property taxes associated with the Real Properties); and (c) all net proceeds from the Purchase Price to Chase Mortgage. The Debtor asks authority to enter into an Agreement and sell the Real Property free and clear of liens, claims, encumbrances, and interests for the Purchase Price. Additionally, it asks permission to disburse the Sale Proceeds as stated and take such action as necessary to effectuate the terms of the Agreement. The Debtor further asks that the Court waives any stay pursuant to Bankruptcy Rule 6004 or otherwise and any order approving the sale of the Real Properties and disbursement of the Sale Proceeds be effective immediately upon entry of any order approving the sale of the Real Properties and disbursement of Sale Proceeds as the parties wish to proceed under the Agreement as soon as possible and the Buyer may walk if the closing is delayed. The transaction will avoid detriment to the community caused by foreclosure resulting in an inoperable or abandoned Property. About HBCU Properties LLC HBCU Properties LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 17-54172) on March 6, 2017. L. Dean Heard, its manager, signed the petition. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $100,000. Judge Mary Grace Diehl presides over the case. The Debtor tapped Gregory Bailey, Esq., at Atty. Greg T. Bailey & Associates as legal counsel. HBCU PROPERTIES: Schwartz Buying Stone Mountain Property for $100K ------------------------------------------------------------------ HBCU Properties, LLC, asks the U.S. Bankruptcy Court for the Northern District of Georgia to authorize the short sale of the real property located at 4877 Pine Shadows Drive, Stone Mountain, Georgia to Howard Schwartz or his assigns for $100,000. Joseph D. Murray and the Buyer have entered into the Contract for the Purchase and Sale of Residential Real Property, dated Nov. 3, 2017, for the sale of the Property. The short sale is subject to final approval of third party lender. The closing, pursuant to the Agreement, will occur on Dec. 15, 2017 or within 45 days of lender approval. The Purchaser: Howard Schwartz E-mail: hschwartz80@gmail.com About HBCU Properties LLC HBCU Properties LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 17-54172) on March 6, 2017. L. Dean Heard, its manager, signed the petition. At the time of the filing, the Debtor disclosed that it had estimated assets of less than $500,000 and liabilities of less than $100,000. Judge Mary Grace Diehl presides over the case. The Debtor tapped Gregory Bailey, Esq., at Atty. Greg T. Bailey & Associates, as legal counsel. HOPEWELL PROMOTIONS: Hires Drescher & Associates as Attorney ------------------------------------------------------------ Hopewell Promotions, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Maryland to employ Drescher & Associates, P.A., as attorney to the Debtor. Hopewell Promotions requires Drescher & Associates to: a. consult with and advice the Debtor as to its powers and duties as debtor in possession in the operation of its business and the management of their property; b. such response, as necessary, under the circumstances of this case, to any effort of creditors to appoint a trustee in lieu of the debtor in possession or to rescind the automatic stay of Sec. 362 of the Bankruptcy Code as to their property; c. assist the Debtor in the preparation of those documents required by the Bankruptcy Code, including the Statement of Financial Affairs, the Schedules, the Statement of Exemptions and the Statement of Executory Contracts; d. represent the Debtor in the formulation and negotiation of a plan of reorganization, including the drafting and filing of the plan of reorganization and any amended or modified plans of reorganization as may be required, and including attendance at and management of the confirmation hearing; e. attend at the meeting of creditors, any adjourned meeting of creditors, and such other bankruptcy court hearings as are required; f. assist the Debtor in the preparation of a disclosure statement adequate to the circumstances of this case; and g. draft and file such applications, orders, reports, complaints, and other bankruptcy court papers as are required of the debtor, or the debtor in possession, in the conduct of this case. Drescher & Associates will be paid at the hourly rate of $350. Drescher & Associates will be paid a retainer in the amount of $20,000. The payments will be made as follows: $5,000 prior to filing the voluntary petition; $5,000 by January 16, 2018; $5,000 by February 16, 2018; and $5,000 by March 16, 2018. Drescher & Associates will also be reimbursed for reasonable out-of-pocket expenses incurred. Ronald J. Drescher, president of Drescher & Associates, P.A., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Drescher & Associates can be reached at: Ronald J. Drescher, Esq. DRESCHER & ASSOCIATES, P.A. 4 Reservoir Circle, Suite 107 Baltimore, MD 21208 Tel: (410) 484-9000 Fax: (410) 484-8120 E-mail: rondrescher@drescherlaw.com About Hopewell Promotions, Inc. Hopewell Promotions, Inc. is a privately held company based in Randallstown, Maryland, that operates jewelry stores. Hopewell Promotions filed a Chapter 11 petition (Bankr. D. Md. Case No. 17-27167) on December 26, 2017. Ronald J. Drescher, Esq., at Drescher & Associates, P.A., serves as bankruptcy counsel. Hopewell declared that it is a small business debtor as defined in 11 U.S.C. Section 101(51D). 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 Harvey Bernstein, its president. IREP MONTGOMERY-MRF: Sale of Assets to City/Authority Approved -------------------------------------------------------------- Judge Dwight H. Williams, Jr. of the U.S. Bankruptcy Court for the Middle District of Alabama authorized IREP Montgomery-MRF, LLC's sale of assets to the City and/or the Authority. A hearing on the Motion was held on Dec. 18, 2017. The sale is free and clear of all encumbrances. In connection with the APA, D'argent Development, LLC, as assignee of First National Bank, is the first mortgage holder on Lot 2. The City, the Authority, the Debtor, and D'argent Development have agreed that the City will pay D'argent Development the sum of $605,783 (the $625,000 consideration stated in the APA less applicable taxes owed) and Lot 2 will be sold free and clear of the mortgage. However, notwithstanding anything in the Order to the contrary, D'argent Development specifically reserves any and all claims, rights, remedies, deficiency claims, and/or causes of action that it has with respect to the underlying principal obligations of the Debtor, including without limitation any and all claims, rights, remedies, deficiency claims, and/or causes of action related to (i) the Jan. 21, 2014 Promissory Note as amended and modified executed by the Debtor in favor of First National Bank, (ii) any and all Commercial Guarantee agreements executed to secure payment of the Note or other obligations of the Debtor, and (iii) any and all rights in the litigation styled as First National Bank v. IREP-Montgomery MRF, LLC, et al., No. 58,267, 3rd JDC, Parish of Lincoln, State of Louisiana. After the closing of the Sale, the Authority will continue to honor its obligation to pay the Adjusted Minimum Tipping Payments in accordance with the Supply Agreement; the City will continue to honor its obligations to the Authority in accordance with the Support Agreement; and both the City and the Authority will continue to honor their obligations in accordance with the Direct Payment Agreement. Further, the closing of the Sale and the consummation of the APA will not in any way release, diminish, or obviate the efficacy of the security interest which the 2013 Trustee holds in the payments under the Supply Agreement, the Sale Agreement, or the Support Agreement. The structure for paying the Adjusted Minimum Tipping Payments remains in place, on a non-recourse basis to Debtor, and the agreements implementing the same remain in effect, on a non-recourse basis to Debtor, including, without limitation, the Supply Agreement, the Support Agreement, the Sale Agreement, the Collateral Assignment, the Direct Payment Agreement and the Indenture, which will continue even upon conversion or dismissal for the duration of their respective terms or until all Indenture Indebtedness is Fully Paid. The 14-day stay under Bankruptcy Rule 6004 and 6006 is waived. To the extent necessary under Bankruptcy Rule 9014 and Rule 54(b) of the Federal Rules of Civil Procedure, as made applicable by Bankruptcy Rule 7054, the Court expressly finds that cause exists not to delay the implementation of the Order. The Debtor will file a Report of Sale with the Court on Dec. 31, 2017. The Order constitutes a final order for purposes of Bankruptcy Rules 5003 and 9021. About IREP Montgomery-MRF Based in Montgomery, Alabama, IREP Montgomery-MRF, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ala. Case No. 16-32279) on Aug. 20, 2016. The petition was signed by Kyle Mowitz, manager. Clyde Ellis Brazeal, III, Esq., and Paul O. Woodall, Jr., Esq., at Jones Walker LLP, serve as the Debtor's legal counsel. The case is assigned to Judge Dwight H. Williams Jr. At the time of the filing, the Debtor estimated its assets at $10 million to $50 million and debts at $50 million to $100 million. J.G. WENTWORTH: Seeks Court OK on New Revolver Credit Facility -------------------------------------------------------------- BankruptcyData.com reported that J.G. Wentworth filed with the U.S. Bankruptcy Court a motion for entry of an order authorizing the Debtors to enter into and perform, or cause to perform, the obligations under the commitment letter and related fee letter with respect to the new revolving credit facility (RCF), including the payment of certain fees and expenses, and to provide related indemnity. The motion explains, "Subject to and in accordance with the terms and conditions set forth in the Commitment Letter, the New RCF Commitment Party committed to provide the commitment under the New RCF, which shall be evidenced in the New RCF Credit Agreement, pursuant to which the Borrower will obtain a new senior secured revolving credit facility in the maximum aggregate principal amount of $70.0 million and maturing on the date that is four (4) years after the date of the effectiveness of the New RCF. The interest rates under the New RCF will be (i) at the Borrower's option, Adjusted LIBOR, plus 5.00% or ABR plus 4.00% and (ii) 3.00% per annum on the average daily undrawn portion of the New RCF, as further described in the Term Sheet. The New RCF Commitment Party will act as sole and exclusive administrative agent and collateral agent. In accordance with and as contemplated under the RSA and the Plan, as consideration for the New RCF Commitment Party's commitment to provide the New RCF under the Commitment Letter, the Borrower and the Partnership agreed to pay (or cause to be paid) for the benefit of the New RCF Commitment Party, (a) a commitment fee of 4.00% of the aggregate maximum amount of the New RCF Commitment Party's Commitment as of the date of the Fee Letter, (b) a closing fee of 4.00% of the aggregate maximum amount of the New RCF Commitment Party's Commitment as of the date of the Fee Letter. The Commitment is integral to the consummation of the Plan. It ensures that capital required for the funding of the transactions contemplated by the Plan and for the Company's go-forward business operations post-emergence is committed prior to confirmation. With this commitment secured, the Debtors may proceed quickly and efficiently toward confirmation, and avoid unnecessary and value-destructive delays that would disrupt operations, prolong these cases, and result in additional costs." About J.G. Wentworth Headquartered in Radnor, Pennsylvania, Orchard Acquisition Company, LLC, and The J.G. Wentworth Company, LLC, provide direct-to-consumer access to financing solutions through a variety of avenues, including: mortgage lending,structured settlements, annuity and lottery payment purchasing, prepaid cards, and conduits to personal loan providers. As of Sept. 30, 2017, the Company had 725 full-time employees. Orchard Acquisition and certain of its affiliates filed for bankruptcy protection (Bankr. D. D., Case No. 17-12914) on Dec. 12, 2017. Stewart Stockdale, chief executive officer, signed the petitions. The Debtors estimated assets and debts of $100 million to $500 million. Young Conaway Stargatt & Taylor, LLP and Simpson Thacher & Bartlett LLP serve as counsel to the Debtors. KPMG LLP serves as restructuring advisor, Ernt & Young LLP as audirot, Evercore Group as investment banker, Ankura Consulting Group LLC as transaction advisor, and Prime Clerk LLC as administrative advisor, and noticing and claims agent. JAMES DEZAO: $1.3M Sale of Montville Property to Chung & Chen OK'd ------------------------------------------------------------------ Judge John K. Sherwood of the U.S. Bankruptcy Court for the District of New Jersey authorized James Conrad DeZao, III's sale of real property located at 14 Country Brook Drive, Montville, New Jersey to Sengshiu Chung and Lih-Hua Chen for $1,290,000. A hearing on the Motion was held on Jan. 2, 2018 at 10:00 a.m. The sale is free and clear of all liens, claims and interests, with valid liens, claims and interests, if any, to attach to the proceeds of the sale. The closing will occur on Jan. 15, 2018, unless the parties consent in writing to a reduction or extension of time for the closing date. The stay provisions under Fed. R. Bankr. P. 6004(h) be and are waived and, therefore, not applicable to the sale. In the event the Purchasers do not close on Jan. 15, 2018 or through written consent of the parties, the Purchasers' deposit will be deemed property of the Debtor's estate. The following secured creditors will be paid in full on their secured claims upo closing: (i) first mortgage line of BofA; (ii) second mortgage lien of BofA; (iii) third mortgage lien of Lincoln Park Savings Bank; and (iv) Montville. The balance of the sale proceeds, after paryment of the Undisputed Liens, will be distributed in accordance with the Bankruptcy Code and Order of the Court, including the secured claims of the IRS, and will include a determination regarding secured claims of the State, Marcum, Shore, and any other liens that appear of record. No distribution to Ms, DeZao will be made absent agreement of the Debtor and Ms. DeZao and/or Order of the Court. The IRS will provide a carve-out to the estate for professional fees from its secured claim in the amount of $50,000. The Debtor is authorized to pay the Realtor at closing for the real estate commission in the amount of $64,500, plus a $100 listing fee. The holder of the Disputed Liens reserves any and all rights regarding distribution of the sale proceeds. James Conrad DeZao, III sought Chapter 11 protection (Bankr. D.N.J. Case No. 17-22382) on June 16, 2017. The Debtor tapped Michele M. Dudas, Esq., at Trenck, Dipasquale, Della Ferra & Sodono, as counsel. On July 24, 2017, the Court appointed Century 21 Wessex Realty as the Debtor's broker. JAMES TAGLIARENI: $550K Private Sale of Shreveport Property Okayed ------------------------------------------------------------------ Judge Christine M. Gravelle of the U.S. Bankruptcy Court for the District of New Jersey authorized James Tagliareni's private sale of the real property located at 711 and 715 Milam Street, Shreveport, Louisiana, together with the interest of Co-Owner Pamela Tagliareni, to Brown-Taylor Development, LLC, for $550,000, if the closing occurs on Dec. 31, 2017, or $575,000 if the closing occurs after Dec. 31, 2017 but before March 31, 2018. The Debtor will be and is authorized and directed to convey title to the Purchaser, or any entity that purchaser Brown-Taylor Development form to take title to the Property in their stead, and to take all actions as may reasonably be required that are consistent with the Order for the purpose of effectuating the proposed sale. At or after the closing, the Debtor is authorized to pay Lea Hall Properties the sum of 6% of the total purchase price reflecting commission to be paid pursuant to the listing agreement, without further order of the Court. He is also authorized to pay real estate counsel for services provided in connection with the sale of the Property, plus all ordinary expenses, upon proper application to the Court. All municipal liens for real estate taxes, water and sewer charges, accrued up to the date of the closing, will be paid at or after the closing from the gross sale proceeds. The sale proceeds remaining after payment of the sums enumerated will be distributed 50% to the Debtor and 50% to the Co-Owner, and both the Debtor's share and the Co-Owner's share will be turned over to the Debtor's counsel by the closing agent promptly following the closing. The Debtor's counsel will hold the Sale Proceeds in escrow pending confirmation of a Chapter 11 plan by the Debtor, or an appropriate order of the Court. Counsel for the Debtor: Joseph R. Zapata, Jr., Esq. MELLINGER, SANDERS & KARTZMAN, LLC 101 Gibraltar Drive, Suite 2F Morris Plains, New Jersey 07950 Telephone: (973) 267-0220 E-mail: jzapata@msklaw.net James Tagliareni sought Chapter 11 protection (Bankr. D.N.J. Case No. 17-14116) on March 2, 2017. The Debtor tapped Joseph R Zapata, Jr., Esq., at Mellinger, Sanders & Kartzman, LLC, as counsel. JONESBORO HOSPITALITY: Amended Plan Not Feasible, IRS Complains --------------------------------------------------------------- The United States of America on behalf of its agency, the Internal Revenue Service, objects to the approval of Jonesboro Hospitality, LLC's first amended disclosure statement and the confirmation of its first amended plan of reorganization filed on Dec. 1, 2017. The United States objects to the approval of the Amended Disclosure Statement due to the Plan's lack of feasibility. The Debtor has amended its Disclosure Statement and its Plan but has not cured any of the objections previously raised by the United States. The Debtor has failed to file the following tax returns (delinquent returns): WT-FICA Forms 941 for: 03/31/2014 and 06/30/14 (first and second quarters of 2014), 12/31/14 (fourth quarter of 2014) through and including every quarter in 2015 and 2016 through 03/31/2017 (first quarter of 2017); FUTA Forms 940 for tax years 2014 through and including 2016; and Partnership Returns for tax years 2015 and 2016. Because the Debtor has failed to file the delinquent tax returns, the IRS cannot determine the amount of the Debtor's federal tax liability. The Debtor is, therefore, in violation of 26 U.S.C. section 6011. The IRS can only estimate the amount of unsecured priority taxes and unsecured general taxes due. The Debtor cannot show that the proposed sale of the property is not "likely to be followed by the liquidation, or need for further financial reorganization of the debtor." Because proceeding with confirmation of the First Amended Plan would be futile, the First Amended Disclosure Statement should not be approved. Furthermore, it is inequitable for the Debtor to seek the relief of Title 11 while disregarding the requirements of Title 26. A full-text copy of the US' Objection is available at: http://bankrupt.com/misc/txeb16-11806-233.pdf Attorneys for USA: Ruth Harris Yeager Assistant U.S. Attorney State Bar No. 09092700 110 N. College, Suite 700 Tyler, TX 75702 Tel: 903/590-1400 Fax: 903/590-1436 Email: tyler.bankruptcy@usdoj.gov About Jonesboro Hospitality Jonesboro Hospitality, LLC, doing business as FairBridge Inn & Suites, owns and operates a hotel located at 3006 S. Caraway Road, Jonesboro, Arkansas. Jonesboro Hospitality sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 17-40311) on Feb. 15, 2017. The petition was signed by Payal Nanda, principal. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. The case is assigned to Judge Brenda T. Rhoades. The Debtor is represented by Joyce W. Lindauer, Esq., Sarah M. Cox, Esq., Jamie N. Kirk, Esq., and Jeffery M. Veteto, Esq., at Joyce W. Lindauer Attorney, PLLC. No request has been made for the appointment of a trustee or examiner and no official committee has yet been appointed. Jonesboro Hospitality previously filed a prior Chapter 11 case (Bankr. N.D. Tex. Case No. 13-34324) in Dallas in 2013. It confirmed a plan of reorganization in its prior case on May 30, 2014. KEL-LEE PROPERTIES: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Kel-Lee Properties, LLC aka Kel-Lee Properties, Inc. 5156 Business Hwy 181 N. Beeville, TX 78102 Business Description: Kel-Lee Properties is a nonresidential building operator based in Beeville, Texas. Chapter 11 Petition Date: January 3, 2018 Court: United States Bankruptcy Court Western District of Texas (San Antonio) Case No.: 18-50027 Debtor's Counsel: Natalie F. Wilson, Esq. LANGLEY & BANACK, INC 745 E Mulberry, Suite 900 San Antonio, TX 78212 Tel: 210-736-6600 Fax: 210-735-6889 E-mail: nwilson@langleybanack.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Kelly Byrne, director. A full-text copy of the petition is available for free at http://bankrupt.com/misc/txwb18-50027.pdf LECTRUS CORPORATION: Hires Livingstone as Investment Banker ----------------------------------------------------------- Lectrus Corporation and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the Eastern District of Tennessee to employ Livingstone Partners LLC, as investment banker to the Debtors. Lectrus Corporation requires Livingstone to: (a) review and familiarize itself with the business, operations, physical assets and financial condition of the Debtors, as well as other matters and analyses it deems relevant; (b) assist the Debtors in the preparation of a comprehensive confidential information package describing the company and in the preparation and negotiation of any confidentiality agreements to be entered into by third parties potentially interested in participating in a Transaction, all of which shall be subject to the approval of the Debtor; (c) develop a list of third parties potentially interested in participating in a Transaction with the Debtor that Livingstone believes in good faith to be qualified; (d) contact third parties potentially interested in participating in a Transaction on the Debtor's behalf and, as appropriate, arrange for and orchestrate meetings between these parties and the Debtor; (e) present to the Debtor all proposals from third parties potentially interested in participating in a Transaction and make recommendations as to the Debtor's appropriate negotiating strategy and course of conduct; (f) assist in all negotiations and in all document review as reasonably requested and directed by the Debtor; (g) provide such other financial advisory and investment banking services as are customary for similar transactions and as may be mutually agreed upon in advance in writing by the parties. Livingstone will be paid as follows: a) Monthly Fee in the amount of $20,000 until the earlier of: (a) the consummation of a Transaction; (b) or the termination of Livingstone's engagement pursuant to the Engagement Letter. Any Monthly Fee payments received by Livingstone shall be in addition to any Accomplishment Fee. b) In addition to the Monthly Fee payments, the Debtor shall pay Livingstone a fee at the closing of a Transaction from the proceeds of the Transaction (the "Accomplishment Fee"), which shall be calculated as follows: 5.0% of the Total Consideration (as defined in the Engagement Letter) up to $7,500,000; plus 10.0% of any incremental Total Consideration in excess of $7,500,000. Provided, however, that in the event the prevailing bid for the Transaction is the stalking horse credit bid, under section 363 (k) in the amount of $6,000,000, as set forth in that certain asset purchase agreement by and between the Debtor and certain of its pre-petition senior secured lenders (the "Secured Lenders"), the Accomplishment Fee shall be in an amount equal to the Monthly Fees paid to Livingstone under the Agreement and those Monthly Fees paid to Livingstone under the Prior Engagement Letter. Provided further, however, that if the Secured Lenders are the prevailing bidder for the Transaction and increase their credit bid in excess of $6,000,000, then the Accomplishment Fee shall be calculated as with any other Transaction. Joseph Geenwood, partner of Livingstone 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 Debtors and their estates. Livingstone can be reached at: Joseph Geenwood Livingstone Partners LLC 443 North Clark Chicago, IL 60654 Tel: (312) 670-5900 About Lectrus Corporation Based in Chattanooga, Tennessee, Lectrus Corporation -- http://www.lectrus.com/-- designs and manufactures custom metal enclosures and electrical and mechanical integration serving the power, oil and gas, renewable energy, industrial, water and wastewater, transportation, military, mining, data centers, institutional, and commercial markets. The company has two manufacturing facilities located in North America. Lectrus Corp. and parent Lectrus Holding Corporation sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Lead Case No. 17-15588) on Dec. 7, 2017. James P. Beers, vice president of finance, signed the petitions. At the time of the filing, Lectrus disclosed assets of $13.34 million and liabilities of $35.26 million. Lectrus Holding disclosed zero assets and liabilities totaling $20.55 million. Judge Nicholas W. Whittenburg presides over the cases. The Debtors tapped Baker, Donelson, Bearman, Caldwell & Berkowitz, PC, as counsel. Livingstone Partners LLC, as investment banker. LIFSCHULTZ ESTATE: Jan. 19 Auction of Larchmont Property -------------------------------------------------------- Judge Robert D. Drain of the U.S. Bankruptcy Court for the Southern District of New York authorized Lifschultz Estate Management, LLC's bidding procedures to govern its sale of substantially all of its real and personal property located at 220 Hommocks Road, Larchmont, New York to LSF9 Master Participation Trust for no less than $11,803,082 in the form of a credit bid, plus assumption/payment of all outstanding real estate taxes and $10,000 for the Debtor's counsel fees, subject to overbid. A hearing on the Motion was held on Dec. 22, 2017 at 10:00 a.m. The salient terms of the Bidding Procedures are: a. Bid Deadline: Jan. 16, 2018 at 5:00 p.m. (EST) b. Competing Bid: $10,000 greater than the Purchase Price c. Deposit: 10% of the Competing Bid. d. Auction: The Auction will be held at 10:00 a.m. (ET) on Jan. 19, 2017 at 11:00 a.m. at the offices of at the offices of Debtor's counsel, DelBello, Donnellan Weingarten Wise & Wiederkehr, LLP, One North Lexington Avenue, 11th Floor, White Plains, New York 10601, or such other location as will be agreed by the Debtor and the Purchaser and timely communicated to all entities entitled to attend the Auction. e. Bid Increments: $10,000 f. Sale Hearing: Feb. 2, 2018 at 10:00 a.m. g. All of the rights, title, and interests of the Seller in and to the Property, or any portion thereof, to be acquired will be sold, conveyed, transferred, and assigned free and clear of all Liens, Claims, Interests, and Encumbrances. h. If no Qualified Competing Bids are timely submitted and no objections to the proposed sale are timely received, the Court may enter the Sale Approval Order without holding a Sale Hearing. The counsel to the Debtor will file with the Court a report of Qualified Bids no later than Jan. 17, 2018 at 5:00 p.m., which report will indicate whether the Debtor intends to go forward with the Auction or, if no Qualified Bids were submitted, to ask an order authorizing the Sale of the Property to the Purchaser under the PSA. The Objections to the relief to be considered at the Sale Hearing will be filed by Jan. 30, 2018 at 5:00 p.m. Notwithstanding the possible applicability of Bankruptcy Rules 6004(h), 7062, 9014 or otherwise, the terms and conditions of the Order will be immediately effective and enforceable upon its entry, for cause. About Lifschultz Estate Lifschultz Estate Management LLC is a member managed limited liability company organized under New York law. The two members of Lifschultz are Bruce Abbott and his uncle, David Lifschultz. Lifschultz is the deed holder of a four acre parcel of real property located at 220 Hommocks Road, Larchmont, New York 10538. Lifschultz sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. N.Y. Case No. 16-23144) on Aug. 23, 2016. Bruce S. Abbott, managing member, signed the petition. The case is assigned to Judge Robert D. Drain. At the time of the filing, the Debtor estimated its assets and liabilities at $10 million to $50 million. Jonathan S. Pasternak, Esq., at Delbello Donnellan Weingarten Wise & Wiederkehr, LLP, serves as the Debtor's bankruptcy counsel. On June 5, 2017, the Court confirmed the Debtor's Second Amended Liquidating Plan. MARCANTONIO ENTERPRISES: Taps Bingham & Lea as Special Counsel -------------------------------------------------------------- Marcantonio Enterprises, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to hire Royal B. Lea, III and Bingham & Lea, P.C. as special counsel for the Debtor-in-possession. On November 30, 2016, Stellar Restoration Services, LLC filed suit against the Debtor in the 429th Judicial District Court of Collin County, Texas, under Cause No. 429-05272-2016. The case is styled Stellar Restoration Services, LLC vs. Marcantonio Enterprises, LLC. On April 18, 2017, Stellar obtained a default judgment against the Debtor in the State Court Lawsuit, in the amount of $276,300.00 plus attorney’s fees and costs. On May 11, 2017, the Debtor filed a Motion for New Trial in the State Court Lawsuit. On June 29, 2017, the State District Court denied the Debtor's Motion for New Trial. On July 6, 2017, the Debtor filed its Notice of Appeal from the Order denying its Motion for New Trial. Thereafter, the Debtor's appeal was docketed at the Fifth Court of Appeals under Case No. 05-17-00775-CV, styled Marcantonio Enterprises, LLC v. Stellar Restoration Services, LLC. On August 24, 2017, the Fifth Court of Appeals entered an Order abating the State Court Appeal due to the Debtor's Chapter 11 filing and the existence of the automatic stay. According to the Debtor, it is essential that the State Court Appeal be resolved so that the Debtor eventually knows if it will have any liability to Stellar and, if so, the extent of the liability. In light of the foregoing, the Debtor contends it has an essential need to employ special counsel to represent it in the Appeal. The Debtor has agreed to a $10,000 retainer fee. The firm will charge $295 per hour for attorney time and $85 per hour for paralegal or legal assistant time. Royal B. Lea, III, member of the law firm of Bingham & Lea, P.C., attests that neither he nor any member of the firm represent any interest adverse to the Debtor or the bankruptcy estate. The counsel can be reached through: Royal B. Lea, III, Esq. Bingham & Lea, P.C. 319 Maverick Street San Antonio, TX 78212 Tel: (210) 224-1819 Fax: (210) 224-0141 Email: royal@binghamandlea.com About Marcantonio Enterprises Based in New Braunfels, Texas, Marcantonio Enterprises, LLC is a small business debtor as defined in 11 U.S.C. Sec. 101(51D). The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case No. 17-51968) on August 18, 2017. Ralph M. Marcantonio, its 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 Craig A. Gargotta presides over the case. MB CONTRACT TELEPHONE: Hires Michael E. Reed as Attorney -------------------------------------------------------- MB Contract Telephone Company, Inc., seeks authority from the U.S. Bankruptcy Court for the Southern District of Illinois to employ the Law Office of Michael E. Reed, as attorney to the Debtor. MB Contract Telephone requires Michael E. Reed to: a. advise the Debtor as to its rights, duties and powers as Debtor in Possession; b. prepare and file any statements, schedules, plan, and other documents or pleadings to be filed by the Debtor in the bankruptcy case; c. represent the Debtor at all hearings, meetings of creditors, conferences, trials, and other proceedings in the bankruptcy case until confirmation; and d. perform such other legal services as may be necessary in connection with the bankruptcy case. Michael E. Reed will be paid at these hourly rates: Attorneys $225 Paralegals $50 Michael E. Reed will be paid a retainer in the amount of $6,000. Michael E. Reed will also be reimbursed for reasonable out-of-pocket expenses incurred. Michael E. Reed, partner of the Law Office of Michael E. Reed, 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. Michael E. Reed can be reached at: Michael E. Reed, Esq. LAW OFFICE OF MICHAEL E. REED 310 S. Elm, PO Box 1885 Centralia, IL 62801 Tel: (618) 533-0122 Fax: (618) 533-7541 E-mail: reedlaw1885qmail.com About MB Contract Telephone Company, Inc. MB Contract Telephone Company, Inc., filed a Chapter 11 bankruptcy petition (Bankr. S.D. Ill. Case No. 17-60296) on July 23, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by James Richard Myers, Esq., at Lefevre Oldfield Myers Apke & Payne Law Group, LTD. Esq. The Debtor hired the Law Office of Michael E. Reed, as Chapter 11 counsel. METROPOLITAN DIAGNOSTIC: May Use Cash Collateral Until Feb. 1 ------------------------------------------------------------- Judge Timothy A. Barnes of the U.S. Bankruptcy Court for the Northern District of Illinois entered a second interim order authorizing Metropolitan Diagnostic Imaging, Inc., to use cash collateral to the extent of plus or minus 10% of each line item set forth on the Budget up to and including Feb. 1, 2018. The approved Budget provides total operating expenses of approximately $139,599 covering the period from Dec. 20, 2017 through Jan. 31, 2018. The Bancorp Bank is granted and will have replacement liens in and to the collateral which will have the validity, perfection and enforceability as the pre-petition liens held by Bancorp Bank. In addition, the Debtor will make an unallocated adequate protection payment to Bancorp Bank in the amount of $10,000 on or before January 18, 2018. The Debtor's Motion for Use of Cash Collateral is continued for further hearing to January 31, 2018 at 10:30 a.m. A full-text copy of the Second Interim Order is available at: http://bankrupt.com/misc/ilnb17-35285-33.pdf About Metropolitan Diagnostic Imaging Based in Chicago, Illinois, Advanced Medical Imaging Center, Inc. -- https://www.amic-chicago.com/ -- has been providing radiological services since 1985. Its services include diagnostic breast MRI, digital screening mammography, high field MRI/MRA, open MRI/MRA, digital general x-ray, ultrasound, multi-detector CT/CTA, DEXA and fluoroscopy/arthrography. Metropolitan Diagnostic Imaging, d/b/a Advanced Medical Imaging, Inc., filed a Chapter 11 petition (Bank. N.D. Ill. Case No. 17-35285) on Nov. 28, 2017, estimating $1 million to $10 million in both assets and liabilities. Moqueet Syed, its president, signed the petition. The case is assigned to Judge Timothy A. Barnes. The Debtor's legal counsel is Gregory K. Stern P.C. MONADNOCK BREWING: Hires Tamposi Law Group as Counsel ----------------------------------------------------- Monadnock Brewing Company seeks authority from the U.S. Bankruptcy Court for the District of New Hampshire to employ The Tamposi Law Group, P.C., as counsel to the Debtor. Monadnock Brewing requires Tamposi Law Group to undertake all actions necessary for a restructuring, including but not limited to: a. complete the schedules, attend the Initial Debtor Interview and meeting of creditors, and b. assist the Debtor's disclosure statement and plan of reorganization, together with other matters necessary and proper for the representation of the Debtor in the bankruptcy case. Tamposi Law Group will be paid at these hourly rates: Attorneys $335 Paralegals $125 Tamposi Law Group will be paid a retainer in the amount of $5,000. Tamposi Law Group will also be reimbursed for reasonable out-of-pocket expenses incurred. Peter N. Tamposi, shareholder of The Tamposi Law Group, 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. Tamposi Law Group can be reached at: Peter N. Tamposi, Esq. THE TAMPOSI LAW GROUP, P.C. 159 Main St. Nashua, NH 03060 Tel: (603) 204-5513 About Monadnock Brewing Company Keene, New Hampshire-based Monadnock Brewing Company, Inc. -- https://www.monadnockbrewing.com/ -- filed for Chapter 11 bankruptcy protection (Bankr. D. N.H. Case No. 17-11697) Dec. 7, 2017, listing under $1 million in both assets and liabilities. Peter N. Tamposi, Esq., at The Tamposi Law Group, serves as counsel to the Debtor. MOREHEAD MEMORIAL: Permitted to Use Cash Collateral Until Jan. 19 ----------------------------------------------------------------- The Hon. Benjamin A. Kahn of the U.S. Bankruptcy Court for the Middle District of North Carolina has entered a seventh interim order authorizing Morehead Memorial Hospital to use cash collateral through and including Jan. 19, 2018. A further hearing to consider entry of further relief on the Debtor's continued use of the cash collateral is scheduled for Jan. 17, 2018 at 9:30 a.m. The Debtor may use Berkadia Cash Collateral during the interim cash collateral period, to pay only the ordinary and reasonable expenses of operating its business that are necessary to avoid immediate and irreparable harm to the Debtor and its estate. In the late 2012, the Debtor refinanced its Series 2005 Note Obligations with Berkadia Commercial Mortgage, LLC. As of the Petition Date, the amount outstanding under the Berkadia Note is approximately $33,848,885. Berkadia asserts a perfected first priority security interest in certain of the Debtor's real property, including the Hospital Real Property, the Wright Diagnostic Center, and the Smith McMichael Cancer Center. The Debtor also owed approximately $1.3 million to First Citizens Bank & Trust Company pursuant to a promissory note. This debt is purportedly secured by a first priority security interest on the Dayspring Building and the Thomson Street Building by virtue of a Deed of Trust. The Debtor will pay Berkadia all interest, fees, and charges including, without limitation, all obligations, expenses, and other charges accruing under the Berkadia Secured Financing Agreements, regardless of whether such amounts appear on the Budget, subject to a full reservation of rights by the Debtor and the Committee to seek to recharacterize of such payments as payments of principal to the extent it is determined that the claims of Berkadia is not oversecured. Berkadia and the Department of Housing and Urban Development are granted valid, perfected and enforceable liens and security interests in all of the Debtor's right, title and interest in, to and under the Berkadia Pre-petition Collateral, to the extent same existed on the Petition Date and the proceeds, products, offspring, rents, and profits of all of the foregoing, all as may otherwise be described in the Berkadia Secured Financing Agreements. The Berkadia Note Obligations are granted and entitled to super-priority administrative expense claim, to the extent that the stay under Section 362 of the Bankruptcy Code or the use, sale, or lease of the Berkadia Pre-petition Collateral results in a decrease in Berkadia's interest in the Berkadia Pre-petition Collateral. The Debtor agrees to pay all postpetition federal, state, and county taxes (other than real property taxes) as and when due, regardless of whether such taxes appear on the Budget and any such payments in excess of amounts budgeted will not be considered in calculating whether the Debtor has exceeded the Budget and caused a default or termination event under the Seventh Interim Order. A full-text copy of the Seventh Interim Order is available at: http://bankrupt.com/misc/ncmb17-10775-480.pdf About Morehead Memorial Hospital Founded in 1924, Morehead Memorial Hospital -- http://www.morehead.org/-- is a North Carolina non-profit corporation that owns and operates a 108-bed general acute care community hospital on a 22-acre campus located at 117 East Kings Highway, Eden, North Carolina. Within the Hospital Real Property, Morehead Memorial also owns and operates a 121-bed skilled nursing facility. It also owns several other parcels of real property located in Eden that are contiguous to, or in the general vicinity of, the Hospital Real Property. Morehead Memorial Hospital filed for Chapter 11 bankruptcy protection (Bankr. M.D.N.C. Case No. 17-10775) on July 10, 2017, estimating its assets and liabilities at between $10 million and $50 million. CEO Dana M. Weston signed the petition. Judge Benjamin A. Kahn presides over the case. Thomas W. Waldrep, Jr., Esq., Jennifer B. Lyday, Esq., and Francisco T. Morales, Esq., at Waldrep LLP, serve as the Debtor's bankruptcy counsel. The Debtor also hired Womble Carlyle Sandridge & Rice, LLP, as special counsel; Grant Thornton LLP as financial advisor; Hanlon Hammond Camp LLC as investment banker and operational and strategic advisor; and Donlin, Recano & Company, Inc., as claims and noticing agent. On July 24, 2017, William Miller, the bankruptcy administrator for the Middle District of North Carolina, appointed an official committee of unsecured creditors. The Committee retained law firms Nelson Mullins Riley & Scarborough LLP, and Sills Cummis & Gross, P.C., as co-counsel. NEIGHBORS' CONSEJO: Jan. 17 Plan Confirmation Hearing ----------------------------------------------------- Judge S. Martin Teel, Jr. of the U.S. Bankruptcy Court for the District of Columbia approved Neighbors' Consejo's forthcoming first amended disclosure statement relating to its forthcoming first amended plan of reorganization. Jan. 17, 2018 at 2:00 p.m. is fixed as the date and time for the hearing on confirmation of the Plan. Jan. 12, 2018 is fixed as the last day on which the holders of claims and interests may accept or reject the Plan. Jan. 12, 2018 is fixed as the last day for filing and serving written objections to confirmation of the Plan. About Neighbors' Consejo Neighbors' Consejo is a District of Columbia community organization dedicated since 1995 to providing Mental Health Rehabilitative Services and Substance Use Disorder Services to residents of Washington, D.C., free of charge. Additionally, the Debtor has provided transitional housing for the homeless, who also needed MHRS or SUD treatment, since 2004. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.D.C. Case No. 15-00373) on July 16, 2015. The petition was signed by Glenda Rodriguez, executive director. At the time of the filing, the Debtor disclosed that it had estimated assets and liabilities of $1 million to $10 million. Judge Martin S. Teel, Jr. presides over the case. Bailey & Ehrenberg PLLC represents the Debtor as bankruptcy counsel. No official committee of unsecured creditors has been appointed. NEOVASC INC: Falls Short of Nasdaq's $1 Bid Price Requirement ------------------------------------------------------------- Neovasc Inc. has received written notification from The Nasdaq Stock Market LLC notifying the Company that it is not in compliance with the minimum bid price requirement set forth in Nasdaq Rules for continued listing on the Nasdaq Capital Market. Nasdaq Listing Rule 5550(a)(2) requires listed securities to maintain a minimum bid price of US $1.00 per share, and Listing Rule 5810(c)(3)(A) provides that a failure to meet the minimum bid price requirement exists if the deficiency continues for a period of 30 consecutive business days. Based on the closing bid price of the Company's common stock for the 30 consecutive business days from Nov. 14, 2017, the Company no longer meets the minimum bid price requirement. The Notification Letter does not impact the Company's listing on the Nasdaq Capital Market at this time. In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has been provided 180 calendar days, or until July 2, 2018, to regain compliance with Nasdaq Listing Rule 5550(a)(2). To regain compliance, the Company's common shares must have a closing bid price of at least US $1.00 for a minimum of 10 consecutive business days. In the event the Company does not regain compliance by July 2, 2018, the Company may be eligible for additional time to regain compliance. The Company intends to monitor the closing bid price of its common shares between now and July 2, 2018 and intends to cure the deficiency within the prescribed grace period. During this time, the Company's common shares will continue to be listed and trade on the Nasdaq Capital Market. The Company's business operations are not affected by the receipt of the Notification Letter. The Company is also listed on the TSX and the Notification Letter does not affect the Company's compliance status with that listing. About Neovasc Inc. Based in Richmond, British Columbia, Neovasc -- 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. As of Sept. 30, 2017, Neovasc had US$81.75 million in total assets, US$114.73 million in total liabilities and a total deficit of US$32.98 million. 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. NET ELEMENT: Okays Management Equity Awards of 87,150 Shares ------------------------------------------------------------ The Compensation Committee of the Board of Directors of Net Element, Inc., as part of the 2017 incentive compensation, approved on Dec. 28, 2017, and authorized grants of the following equity awards pursuant to the Company's 2013 Equity Incentive Compensation Plan, as amended: (i) 67,500 shares of the Company common stock, vesting immediately on the grant date, to Oleg Firer, the chief executive officer of the Company. (ii) 11,500 shares of the Company common stock, vesting immediately on the grant date, to Steven Wolberg, the chief legal officer of the Company. (iii) 8,150 shares of the Company common stock, vesting immediately on the grant date, to Jonathan New, the chief financial officer of the Company. About Net Element North Miami, Florida-based Net Element, Inc. (NASDAQ:NETE) -- http://www.netelement.com/-- operates a payments-as-a-service transactional and value-added services platform for small to medium enterprise in the US and selected emerging markets. In the U.S. it aims to grow transactional revenue by innovating SME productivity services such as its cloud based, restaurant and retail point-of-sale solution Aptito. Internationally, Net Element's strategy is to leverage its omni-channel platform to deliver flexible offerings to emerging markets with diverse banking, regulatory and demographic conditions such as UAE, Kazakhstan, Kyrgyzstan and Azerbaijan where initiatives have been recently launched. Net Element was named in 2016 by South Florida Business Journal as one of the fastest growing technology companies. Net Element reported a net loss of $13.61 million on $54.28 million of total revenues for the 12 months ended Dec. 31, 2016, compared to a net loss of $13.32 million on $40.23 million of total revenues for the 12 months ended Dec. 31, 2015. As of Sept. 30, 2017, Net Element had $20.43 million in total assets, $18.45 million in total liabilities and $1.98 million in total stockholders' equity. Daszkal Bolton LLP's report on the Company's consolidated financial statements for the year ended Dec. 31, 2016, contains an explanatory paragraph expressing substantial doubt as to the Company's ability to continue as a going concern. The independent auditors stated that the Company's recurring losses from operations and working capital and accumulated deficits raise substantial doubt about its ability to continue as a going concern. NET ELEMENT: Raises $7.55 Million in Private Placement Financing ---------------------------------------------------------------- Net Element, Inc. entered into, and consummated the transactions contemplated by, a Unit Purchase Agreement with certain accredited investor named in the Purchase Agreement. Pursuant to the Purchase Agreement, on Dec. 29, 2017, the Company sold to the Investor (i) an aggregate of 350,553 shares of Company common stock, par value $0.0001, at a purchase price of $11.12 per share (i.e., a price equal to the Company's consolidated closing bid price per share as reported by the Nasdaq); (ii) an aggregate of 404,676 five-year warrants to purchase shares of Company common stock at a purchase price of $0.125 per share and exercise price of $11.12 per share; and (iii) an aggregate of 323,907 five-year pre-paid warrants to purchase shares of Company common stock with exercise price of $0.01 per share. The aggregate purchase price for the Securities was $7,550,585. The Company will not issue any shares of its common stock under the Purchase Agreement, nor will the Purchase Warrant and/or the Pre-Funded Warrant be exercisable, if those shares proposed to be issued and sold (including the shares issuable upon exercise of the Purchase Warrants and/or the Pre-Funded Warrants), when aggregated with all other shares of the Company common stock then owned beneficially (as calculated pursuant to Section 13(d) of the Exchange Act of 1934, as amended, and Rule 13d-3 promulgated thereunder) by the Investor and its affiliates would result in the beneficial ownership by the Investor and its affiliates of more than 9.99% of the then issued and outstanding shares of the Company common stock. Subject to certain exclusions, the Purchase Agreement contains certain restrictions on future equity fundings, including issuances without the Investor's consent of any securities convertible into the Company's common until 30 days after the resale registration statement for the Securities purchased by the Investor has been declared effective by the SEC and any floating conversion rate or variable priced securities convertible into the Company's common stock until six months after the Registration Statement has been declared effective by the SEC. The Investor represented to the Company in the Purchase Agreement that neither it nor any of its agents, representatives and affiliates engaged prior to the Closing Date in any direct or indirect short-selling or hedging of the Company’s common stock. There are no limitations on use of proceeds in the Purchase Agreement. Any proceeds from the Company receives under the Purchase Agreement are expected to be used for working capital and general corporate purposes, including, but not limited to, the continued development of the Company's blockchain-focused unit, the Company's growth initiatives and potential acquisitions. The issuance of the Securities to the Investor under the Purchase Agreement is exempt from registration under the Securities Act, pursuant to the exemption for transactions by an issuer not involving any public offering under Section 4(a)(2) of the Securities Act of 1933, as amended, and/or Rule 506 of Regulation D promulgated under the 1933 Act. As contemplated by the Purchase Agreement, on the Closing Date, the Company entered into registration rights agreement with the Investor. The Registration Rights Agreement (i) requires the Company to file within 21 days of the Closing Date the Registration Statement for the Securities purchased by the Investor in the Private Placement and (ii) grants certain piggyback rights thereunder. The Registration Rights Agreement requires the Company to use its commercially reasonable efforts to cause the Registration Statement to become effective as promptly thereafter as practicable but in any event not later than 90 days after the Closing Date. If the Company fails to meet the Filing Deadline or the Effectiveness Deadline, subject to certain terms provided for in the Registration Rights Agreement, the Company will be required to pay liquidated damages to the Investor. The Registration Rights Agreement provides for customary indemnification and contribution provisions. In the event the Investor no longer holds "Registrable Securities," as defined in the Registration Rights Agreements or when the Registrable Securities may be resold by the Investor pursuant to Rule 144 promulgated under the 1933 Act, the Company may not be obligated to cause the declaration of effectiveness of the Registration Statement by the SEC. About Net Element North Miami, Florida-based Net Element, Inc. (NASDAQ:NETE) -- http://www.netelement.com/-- operates a payments-as-a-service transactional and value-added services platform for small to medium enterprise in the US and selected emerging markets. In the U.S. it aims to grow transactional revenue by innovating SME productivity services such as its cloud based, restaurant and retail point-of-sale solution Aptito. Internationally, Net Element's strategy is to leverage its omni-channel platform to deliver flexible offerings to emerging markets with diverse banking, regulatory and demographic conditions such as UAE, Kazakhstan, Kyrgyzstan and Azerbaijan where initiatives have been recently launched. Net Element was named in 2016 by South Florida Business Journal as one of the fastest growing technology companies. Net Element reported a net loss of $13.61 million on $54.28 million of total revenues for the 12 months ended Dec. 31, 2016, compared to a net loss of $13.32 million on $40.23 million of total revenues for the 12 months ended Dec. 31, 2015. As of Sept. 30, 2017, Net Element had $20.43 million in total assets, $18.45 million in total liabilities and $1.98 million in total stockholders' equity. Daszkal Bolton LLP's report on the Company's consolidated financial statements for the year ended Dec. 31, 2016, contains an explanatory paragraph expressing substantial doubt as to the Company's ability to continue as a going concern. The independent auditors stated that the Company's recurring losses from operations and working capital and accumulated deficits raise substantial doubt about its ability to continue as a going concern. OAK RIDGE LOONEYS: Taps Ivey McClellan as Legal Counsel ------------------------------------------------------- Oak Ridge Looneys, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of North Carolina to hire Ivey, McClellan, Gatton & Siegmund, LLP as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code and will provide other legal services related to its Chapter 11 case. The Debtor paid the firm $1,800, of which $1,717 was used to pay the filing fee. Dirk Siegmund, Esq., the attorney who will be handling the case, disclosed in a court filing that he and other members of the firm do not represent any interest adverse to the Debtor or its estate. The firm can be reached through: Dirk W. Siegmund, Esq. Ivey, McClellan, Gatton & Siegmund, LLP P.O. Box 3324 Greensboro, NC 27401 Phone: 336-274-4658 Fax: 336-274-4540 About Oak Ridge Looneys LLC Oak Ridge Looneys, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. N.C. Case No. 17-11455) on December 31, 2017. At the time of the filing, the Debtor disclosed that it had estimated assets of less than $50,000 and liabilities of less than $1 million. ONCOBIOLOGICS INC: Has Resale Prospectus of 37.8 Million Shares --------------------------------------------------------------- Oncobiologics, Inc. filed a Form S-3 registration statement with the Securities and Exchange Commission relating to the disposition from time to time of up to 37,795,948 shares of its common stock, which reflects shares of its common stock issuable upon the conversion of 250,000 shares of its Series A Convertible Preferred Stock held by GMS Tenshi Holdings Pte. Limited. The Company is not selling any common stock under this prospectus and will not receive any of the proceeds from the sale of shares by the selling stockholder. The selling stockholder identified in this prospectus, or its permitted transferees or other successors-in-interest that may be identified in a supplement to this prospectus or, if required, a post-effective amendment to the registration statement of which this prospectus is a part, may offer the shares from time to time through public or private transactions at fixed prices, at prevailing market prices, at varying prices determined at the time of sale, or at privately negotiated prices. The Company's common stock is traded on the NASDAQ Global Market under the symbol "ONS." On Dec. 28, 2017, the closing sale price of its common stock on the NASDAQ Global Market was $1.26 per share. A full-text copy of the preliminary prospectus is available for free at: https://is.gd/7Efwri About Oncobiologics Oncobiologics, Inc. -- http://www.oncobiologics.com/-- is a clinical-stage biopharmaceutical company focused on identifying, developing, manufacturing and commercializing complex biosimilar therapeutics. The Cranbury, New Jersey-based Company's current focus is on technically challenging and commercially attractive monoclonal antibodies, or mAbs, in the disease areas of immunology and oncology. Oncobiologics reported a net loss attributable to common stockholders of $40.02 million for the year ended Sept. 30, 2017, compared to a net loss attributable to common stockholders of $63.13 million for the year ended Sept. 30, 2016. As of Sept. 30, 2017, Oncobiologics had $20.73 million in total assets, $51.46 million in total liabilities, $2.92 million in series A convertible preferred stock, and a $33.65 million total stockholders' deficit. KPMG LLP, in Philadelphia, Pennsylvania, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2017, citing that the Company has incurred recurring losses and negative cash flows from operations since inception and has an accumulated deficit at Sept. 30, 2017 of $186.2 million, $13.5 million of senior secured notes due in December 2018 and $4.6 million of indebtedness that is due on demand, which raises substantial doubt about its ability to continue as a going concern. PACIFIC ALLIANCE: Seeks to Hire Parr Brown Gee as Special Counsel ----------------------------------------------------------------- Pacific Alliance Corporation seeks authority from the United States Bankruptcy Court for the District of Utah, Central Division, to employ Parr Brown Gee & Loveless as special counsel to pursue certain claims against lawyers and a law firm which previously represented the Debtor in litigation in North Carolina and to provide representation on such other discrete matters as the Debtor and Parr Brown agree to. Parr Brown will receive 40% of sums recovered for the Debtor on account of claims against Richard M. Wiggins or the law firm McCoy Wiggins Cleveland & McLean. The Debtor will advance $5,000 to Parr Brown, which can be used for the first $5,000 of costs, and Parr Brown will advance all other costs associated with pursuit of the claims. In addition to the 40% of amounts recovered, Parr Brown will be reimbursed for costs it advances from sums recovered. Jonathan O. Hafen assures the Court that Parr Brown does not represent or hold an interest adverse to the Debtor or its estate with respect to the matter on which Parr Brown is being engaged to represent the Debtor. The counsel can be reached through: Jonathan O. Hafen, Esq. Matthew J. Ball, Esq. PARR BROWN GEE & LOVELESS 101 South 200 East, Suite 700 Salt Lake City, UT 84111 Tel: 801-532-7840 Fax: 801-532-7750 Email: mball@parrbrown.com jhafen@parrbrown.com About Pacific Alliance Pacific Alliance Corporation is the holding company for Superior Filtration Products, LLC and Star Leasing Inc. Superior is in the business of retail residential and commercial/industrial air filter frame and housing manufacturing for the clean air industry. Star Leasing is in the trucking industry and is a general commodity carrier. Based in North Salt Lake, Utah, Pacific Alliance filed a Chapter 11 petition (Bankr. D. Utah Case No. 17-28911) on October 12, 2017. The petition was signed by Steven K. Clark, its president. The Hon. Kimball R. Mosier presides over the case. Kenneth L. Cannon, II, Esq. at Durham Jones & Pinegar, P.C. represents the Debtor as counsel. At the time of filing, the Debtor estimated $2.80 million in assets and $3.38 million in liabilities. PERFORMANCE SPORTS: Liquidation Plan Declared Effective ------------------------------------------------------- The effective date of Performance Sports Group's First Amended Joint Chapter 11 Plan of Liquidation occurred on December 21, 2017. All conditions precedent to the Effective Date have been either satisfied or waived in accordance with the terms of the Plan. The U.S. Bankruptcy Court for the District of Delaware confirmed the Plan on December 20, 2017. All Fee Claims and all applications for the allowance and payment of success and transaction fees must be filed with the Bankruptcy Court so as to be received no later than February 8, 2018. BankruptcyData.com related that documents filed with the Court contemplate that, "Although referred to as a 'joint' plan, the Plan comprises 18 separate Plans (one for each of the Debtors' Chapter 11 Cases). The Plan rests on two settlements (collectively, the 'Plan Settlements'): (1) the Global Settlement of all disputes among the Debtors, the Creditors' Committee and the Equity Committee, a settlement that the Monitor is prepared to recommend to the Canadian Court for approval; and (2) the Class Settlement among the Lead Plaintiff, the Equity Committee and the Debtors that resolves the objections to the Securities Claims, the Lead Plaintiff's potential Plan objections, and the Lead Plaintiff's cross motion for application of Bankruptcy Rule 7023 to the Putative Class Claim (the 'Rule 7023 Cross Motion'). The Plan, along with the Plan Settlements, if confirmed, provides for the successful completion of the Debtors' liquidation and distribution of approximately $40 million in remaining Sale Proceeds….Initial distribution of $1.15 million in Cash from the Sale Proceeds, and participation in recoveries from the Retained Causes of Action in an aggregate amount of up to $2.5 million." About Performance Sports Exeter, N.H.-based Performance Sports Group Ltd. -- http://www.PerformanceSportsGroup.com/-- is a developer and manufacturer of ice hockey, roller hockey, lacrosse, baseball and softball sports equipment, as well as related apparel and soccer apparel. On Oct. 31, 2016, Performance Sports Group Ltd. and certain of its affiliates filed voluntary petitions under Chapter 11 of the Bankruptcy Code in the District of Delaware and commenced proceedings under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice. The U.S. Debtors are: BPS US Holdings Inc.; Bauer Hockey, Inc.; Easton Baseball/Softball Inc.; Bauer Hockey Retail Inc.; Bauer Performance Sports Uniforms Inc.; Performance Lacrosse Group Inc.; BPS Diamond Sports Inc.; and PSG Innovation Inc. The Canadian Debtors are Performance Sports Group Ltd.; KBAU Holdings Canada, Inc.; Bauer Hockey Retail Corp.; Easton Baseball/Softball Corp.; PSG Innovation Corp. Bauer Hockey Corp.; BPS Canada Intermediate Corp.; BPS Diamond Sports Corp.; Bauer Performance Sports Uniforms Corp.; and Performance Lacrosse Group Corp. The Debtors hired Paul, Weiss, Rifkind, Wharton & Garrison LLP as counsel; Young Conaway Stargatt & Taylor, LLP as co-counsel; Stikeman Elliott LLP as Canadian legal counsel; Centerview LLP as investment banker to the special committee; Alvarez & Marsal North America, LLC, as restructuring advisor; Joele Frank, Wilkinson, Brimmer, Katcher as communications & relations advisor; KPMG LLP as auditors; and Prime Clerk LLC as notice, claims, solicitation and balloting agent. Ernst & Young LLP is the monitor in the CCAA cases. The Monitor tapped Thornton Grout Finnigan LLP, Allen & Overy LLP, and Buchanan Ingersoll & Rooney PC as attorneys. Andrew R. Vara, Acting U.S. Trustee for Region 3, on Nov. 10, 2016, appointed three creditors of BPS US Holdings, Inc., parent of Performance Sports, to serve on the official committee of unsecured creditors. The Creditors' Committee retained by Blank Rome LLP as counsel, Cassels Brock & Blackwell LLP as Canadian co-counsel, and Province Inc. as financial advisor. The U.S. Trustee appointed a committee of equity security holders. The equity committee is represented by Natalie D. Ramsey, Esq., and Mark A. Fink, Esq., at Montgomery, McCracken, Walker & Rhoads, LLP; and Robert J. Stark, Esq., Steven B. Levine, Esq., James W. Stoll, Esq., and Andrew M. Carty, Esq., at Brown Rudnick LLP. The U.S. Court appointed M.J. Renick & Associates LLC as the fee examiner. * * * As reported by the Troubled Company Reporter, effective as of Feb. 27, 2017, the Company consummated the sale of substantially all of the assets of the Company and its North American subsidiaries, including its European and global operations, pursuant to an asset purchase agreement, dated as of Oct. 31, 2016, as amended, by and among the Sellers, 9938982 Canada Inc., an acquisition vehicle co-owned by affiliates of Sagard Holdings Inc. and Fairfax Financial Holdings Limited, and the designated purchasers party thereto, for a base purchase price of US$575 million in aggregate, subject to certain adjustments, and the assumption of related operating liabilities. The transaction was the culmination of the process commenced by the Sellers pursuant to creditor protection proceedings launched on Oct. 31, 2016, in the Ontario Superior Court of Justice under the Companies' Creditors Arrangement Act, and in the U.S. Bankruptcy Court for the District of Delaware under Chapter 11 of the Bankruptcy Code, as amended. The Company conducted a court-supervised sale and auction process as part of its Canadian and U.S. court proceedings. The bid made by the Purchaser served as the "stalking horse" bid for purposes of the process and was ultimately determined to be the successful bid in accordance with the related court approved bidding procedures. In accordance with, and pursuant to, the terms and conditions of the Agreement, the Company has changed its name to "Old PSG Wind-down Ltd." from "Performance Sports Group Ltd." effective as of March 20, 2017. BPS US Holdings Inc. changed its name to Old BPSUSH Inc. On Aug. 25, 2017, the Debtors filed their original Plan of Liquidation and related Disclosure Statement. On Oct. 19, 2017, the Debtors filed their modified Plan of Liquidation and modified Disclosure Statement. PHH CORP: S&P Affirms Then Withdraws 'B-' Issuer Credit Rating -------------------------------------------------------------- S&P Global Ratings said it affirmed its 'B-' issuer credit rating on PHH Corp. The outlook remained stable. S&P subsequently withdrew all ratings at the company's request. S&P has withdrawn its ratings in accordance with the company's request. PKC ENTERPRISES: Hires Allen Barnes as Chapter 11 Counsel --------------------------------------------------------- PKC Enterprises, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Arizona to employ Allen Barnes & Jones, PLC, as counsel to the Debtor. PKC Enterprises requires Allen Barnes to: a. provide the Debtor with legal advice with respect to its reorganization; b. represent the Debtor in connection with negotiations involving secured and unsecured creditors; c. represent the Debtor at hearings set by the Court in the Debtor's bankruptcy case; and d. prepare necessary applications, motions, answers, orders, reports or other legal papers necessary, including plans of reorganization and disclosure statements, to assist in the Debtor's reorganization. Allen Barnes will be paid at these hourly rates: Thomas H. Allen, Member $395 Hilary L. Barnes, Member $375 Michael A. Jones, Member $335 Philip J. Giles, Associate $285 Khaled Tarazi, Associate $255 David B. Nelson, Associate $225 Legal Assistants and Law Clerks $115-$135 Prior to the Petition Date, the Debtor paid Allen Barnes $3,000 and the Debtor's principals paid $13,000 to Allen Barnes $13,000 for the Debtor's retainer. From the retainer, $14,519.50 was applied to pre-petition fees and costs, including the Chapter 11 filing fee, and $1,480.50 is held in Allen Barnes's IOLTA Trust Account. Allen Barnes will also be reimbursed for reasonable out-of-pocket expenses incurred. Thomas H. Allen, a partner of Allen Barnes & Jones, PLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Allen Barnes can be reached at: Thomas H. Allen, Esq. Philip J. Giles, Esq. ALLEN BARNES & JONES, PLC 1850 N. Central Ave., Suite 1150 Phoenix, AZ 85004 Tel: (602) 256-6000 Fax: (602) 252-4712 E-mail: tallen@allenbarneslaw.com pgiles@allenbarneslaw.com About PKC Enterprises, Inc. Based in Yuma, Arizona, Diamond Brooks Water -- http://diamondbrooks.com/-- is a family-owned company that has been providing drinking water to homes and businesses for over 28 years. Diamond Brooks has 23 water vending kiosks and a fleet of delivery trucks and employees that help produce and deliver more than 38,000 gallons of water each day. PKC Enterprises filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 17-13961) on November 25, 2017. The Hon. Brenda Moody Whinery presides over the case. Thomas H. Allen, Esq., at Allen Barnes & Jones, PLC, serves as bankruptcy counsel. In its petition, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The petition was signed by Philip Clark, its president. PREFERRED CARE: Taps Gardere Wynne as Legal Counsel --------------------------------------------------- Preferred Care Inc. filed an amended application seeking authority from the U.S. Bankruptcy Court for the Northern District of Texas to hire Gardere Wynne Sewell LLP as its legal counsel. The professional services that Gardere will render are: a. advise the Debtors of their powers and duties in the management of their businesses; b. attend meetings and negotiate with representatives of creditors and other parties in interest; c. assist the Debtors in the preparation of all administrative documents required to be filed or prepared, and to prepare, on behalf of the Debtors, all necessary applications, motions, answers, responses, orders, reports and other legal documents required; d. assist the Debtors in obtaining Court approval for use of cash collateral or debtors-in-possession financing and other negotiations with secured creditors; e. take action as is necessary to preserve and protect the Debtors' assets and interests therein, including prosecuting actions on the Debtors' behalf, defending any action commenced against the Debtors, and representing the Debtors' interests in negotiations concerning litigation in which the Debtor are involved, including objections to claims filed against the estate; f. advise the Debtors in connection with any potential sale of assets; g. assist the Debtors in the formulation of a disclosure statement and in the formulation, confirmation, and consummation of a Chapter 11 plan; h. appear before the Court, any appellate courts and the United States Trustee and protect the interests of the Debtors and the assets in their estates before such courts and the United States Trustee; i. consult with the Debtors regarding tax matters; and j. perform any and all other legal services that may be necessary to protect the rights and interests of the Debtors and their estates in this proceeding and any actions hereafter commenced in the Chapter 11 Case. As of the Petition Date, Gardere held a retainer in the amount of $165,914.78 for its services. Current preferred hourly rates for the attorneys that have been designated to represent the Debtors are: Stephen A. McCartin Partner $725 Mark C. Moore Associate $380 Stephen A. McCartin, partner at Gardere, attests that his firm does not hold or represent any interest adverse to the estates and is a "disinterested person" as that phrase is defined in Sec. 101(14) of the Bankruptcy Code as modified by Sec. 1107(b) of the Bankruptcy Code. The firm can be reached through: Stephen A. McCartin, Esq. Mark C. Moore, Esq. GARDERE WYNNE SEWELL LLP 2021 McKinney Avenue, Suite 1600 Dallas, TX 75201 Tel: (214) 999-3000 Fax: (214) 999-4667 Email: smccartin@gardere.com mmoore@gardere.com About Preferred Care Inc. Preferred Care Inc. and 33 nursing homes affiliated with the Preferred Care Group filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 17-44642) on November 13, 2017. The bankruptcy cases are jointly administered and pending before the Honorable Mark X. Mullin. The Debtors are represented by Stephen A. McCartin, Esq., and Mark C. Moore, Esq., at Gardere Wynne Sewell LLP, as Chapter 11 counsel. Preferred Care Group is owned by Thomas Scott. He also owns another company, Preferred Care Inc, which is the master lessee of some of the facilities. The Debtors sought bankruptcy protection amid multi-million dollar personal injury lawsuits in Kentucky and New Mexico. At the time of the filing, Preferred Care disclosed that it had estimated assets and liabilities of $1,000,001 to $10 million. On November 28, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. Preferred Care Partners Management Group LP and Kentucky Partners Management LLC, unaffiliated companies that manage non-clinical operations at Preferred Care facilities, also filed separate bankruptcy cases on the same date. PRESERVE DEVELOPMENT: Hires Nolan & Heller as Counsel ----------------------------------------------------- The Preserve Development Co., LLC, seeks authority from the U.S. Bankruptcy Court for the Northern District of New York to employ Nolan & Heller, LLP, as counsel to the Debtor. The Preserve Development requires Nolan & Heller to: a. give the Debtor legal advice with respect to his powers and duties as the Debtor in the Chapter 11 bankruptcy proceeding; b. prepare on the Debtor's behalf necessary applications, answers, reports, orders and other legal papers; c. represent the Debtor in the bankruptcy case; d. represent the Debtor in various transactional and other legal matters as may be required or desirable; and e. perform all legal services for the Debtor as may be necessary. Nolan & Heller will be paid at these hourly rates: Partners $265-$300 Associates $235 Nolan & Heller will be paid a retainer in the amount of $4,000. Nolan & Heller will also be reimbursed for reasonable out-of-pocket expenses incurred. Justin A. Heller, a partner of Nolan & Heller, 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. Nolan & Heller can be reached at: Justin A. Heller, Esq. NOLAN & HELLER, LLP 39 N Pearl St. Albany, NY 12207 Tel: (518) 320-7803 About The Preserve Development Co., LLC The Preserve Development Co., LLC, based in Warrensburg, NY, filed a Chapter 11 petition (Bankr. N.D.N.Y. Case No. 17-12376) on December 27, 2017. Justin A. Heller, Esq., at Nolan & Heller, LLP, serves as bankruptcy counsel. In its petition, the Debtor estimated $1.60 million in assets and $1.43 million in liabilities. The petition was signed by Geoffery Konis, its member. The Preserve Development Co., LLC filed as a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). It is the fee title owner of The Preserve at Gore located at Mountain Path North Creek, NY 12853 (a residential subdivision with 28 building lots) having an appraised value of $1.6 million. The company is equally owned by Geoffery Konis and George R. VanVoorhis III. PROFLO INDUSTRIES: Cash Use Through Jan. 22 Approved ---------------------------------------------------- Judge Mary Ann Whipple of the U.S. Bankruptcy Court for the Northern District of Ohio entered a third order, authorizing ProFlo Industries, LLC, to use of cash collateral on an interim basis until Jan. 22, 2018. Said cash collateral consists of and includes bank balance, accounts receivable of the estate and gross sales of goods and services, which Huntington National Bank claims to have a valid and perfected security interest. The Court finds that the Debtor has a need to use cash collateral for its ordinary and necessary operating expenses including taxes, cost of goods sold, prepetition and post-petition payroll, utilities, operational costs, inventory purchases, payments under lease agreements to be assumed, marketing and other day-to-day fluctuating expenses and upon court approval, necessary professional fees (payable pursuant to statute) and fees payable to the Office of the U.S. Trustee. The Debtor is prohibited from drawing from any line of credit with The Huntington National Bank, and that said line of credit account can remain frozen by The Huntington National Bank, at the Bank's discretion. The Debtor is required to make adequate protection payments for the use of cash collateral in the amount of the regular monthly payment on the line of credit to The Huntington National Bank. The security interest of Huntington Bank in bank balance, accounts receivable and fees of the Debtor's estate has been extended to all post-petition receivables and gross retail sales created by the Debtor in the operation of the Debtor's business with the same force and effect as said security interest attached to the Debtor's prepetition accounts receivables. In addition, the Debtor will prepare and serve upon counsel for Huntington Bank not less frequently than once per month an operating report in similar form to that required by the Office of the U.S. Trustee's guidelines setting forth the total receipts and disbursements. A continued hearing on the cash collateral use will be held on Jan. 18, 2018 at 10:00 a.m. A full-text copy of the Third Order is available at: http://bankrupt.com/misc/ohnb17-33184-104.pdf About ProFlo Industries Headquartered in Alvada, Ohio, ProFlo Industries, LLC, is an Ohio Limited Liability Company engaged in the airline refueling business. The principal customers of the business are multi-national companies providing goods, services and advice in the global aviation industry. ProFlo consists of one shareholder: Terry N. Bosserman who owns 100% of the shares. ProFlo Industries filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ohio Case No. 17-33184) on Oct. 8, 2017, estimating its assets at between $500,001 and $1 million and liabilities between $100,001 and $500,000. Terry N. Bosserman, president, signed the petition. The Debtor is represented by Patricia A. Kovacs, Esq. RADIO PERRY: Seeks to Hire Special Counsel ------------------------------------------ Radio Perry, Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the Middle District of Georgia to employ these firms as special counsel to the Debtors: Victor Smith Law Group, P.A. 55 Fifth Street, NW Winter Haven, FL 3388 Tel: (863) 268-8285 Tanner Bishop One Independent Drive, Suite 1700 Jacksonville, FL 32202 Tel: (904) 598-0034 James Bates Brannan Groover, LLC 231 Riverside Drive Macon, GA 31201 Tel: (478) 742-4280 Radio Perry requires the Firms to represent the Debtor in an adversary litigation against defendants Stephen J. Latkovic, Glenn C. Pollack, Green Bull Georgia Partners, LLC, Green Bull Georgia Investors, LLC, Southernaire Music Company, and Audrey Morgan. The Firms will be paid based upon its normal and usual hourly billing rates. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. The Debtor 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. About Radio Perry, Inc. Radio Perry, Inc. and Radio Peach, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M. D. Ga. Case Nos. 16-52371 and 16-52372) on November 15, 2016. The petition was signed by Lowell Register, Sr., its president. Wesley J. Boyer, Esq., at Katz Flatau & Boyer, LLP, serves as bankruptcy counsel. At the time of the filing, the Debtors estimated assets and liabilities at $1 million to $10 million. REAL INDUSTRY: Wants to Obtain $4-Mil. of Sr. Secured DIP Financing ------------------------------------------------------------------- Real Industry, Inc., and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware for permission to obtain $4 million of senior secured, superpriority, postpetition financing from Goldman Sachs & Co. LLC or one of its affiliates. A hearing to consider the Debtors' request is set for Jan. 17, 2018, at 1:00 p.m. (ET). Objections must be filed by Jan. 10, 2018, at 4:00 p.m. (ET). Real Industry has a need for postpetition financing in order to administer its Chapter 11 case, continue to operate its business, and preserve the value of its tax attributes, which include net operating losses totaling approximately $913.5 million as of Sept. 30, 2017. Real Industry's business strategy is to acquire businesses that operate in undervalued industries, are in transition, or are otherwise misunderstood by the marketplace, and to improve the value of the acquired businesses post acquisition, by, among other things, improving the free cash flow of the businesses. However, without postpetition financing, Real Industry will soon lack the liquidity necessary to continue operating as a going concern. Moreover, Real Industry has no access to the Real Alloy Debtors' previously approved postpetition financing facility. If Real Industry is forced to liquidate, its NOLs and the value thereof will be immediately forfeited under applicable law, to the detriment of Real Industry and all of its stakeholders. Real Industry's immediate access to the proposed debtor-in-possession financing facility, which consists of a $4 million senior secured superpriority debtor-in-possession note, will enable Real Industry to preserve and maximize the value of its estate, and will avoid immediate and irreparable harm to Real Industry's stakeholders. Shortly after the commencement of its Chapter 11 case, Real Industry started searching for an investor willing to provide the working capital necessary for Real Industry to continue implementing its merger and acquisition business strategy, reorganize and exit from bankruptcy, and provide funding for its post emergence operations to pursue future acquisitions. Under the proposed RELY DIP Facility, Real Industry has obtained a commitment from the proposed Lender to provide, upon Real Industry's exit from bankruptcy, the Equity Commitment, which consists of up to $10 million in cash to be provided in exchange for up to 49 percent of Real Industry's common stock. Importantly, Real Industry will retain the ability to seek an equity commitment on better terms from other investors in the future, subject to the payment of a break-up fee to the Lender of $450,000. Real Industry determined, in consultation with investment banker Jefferies LLC and its legal and financial advisors, that the proposed RELY DIP Facility, which includes the Equity Commitment, represents the best available debtor-in-possession financing. Real Industry's access to the working capital available under the proposed RELY DIP Facility will preserve and maximize the value of its estate and avoid a near-term liquidation, which would result in the forfeiture of the NOLs. Likewise, Real Industry's access to the Equity Commitment will enable Real Industry to exit from bankruptcy and maximize the value of its estate by providing Real Industry with the opportunity to seek to make future acquisitions after emergence with a strong financial partner. Real Industry asks for the Court's authorization to grant to the Lender in respect of its DIP Obligations, superpriority administrative claims pursuant to Section 364(c)(1) of the U.S. Bankruptcy Code, and liens on and security interests in all assets and property of the borrower pursuant to Sections 364(c)(2) and 364(c)(3) of the Bankruptcy Code, in each case as and to the extent set forth in the DIP Order and the other RELY DIP Documents, and subject to the carve-out. Real Industry also asks for the Court's authorization for the borrower to grant liens to the Lender on the proceeds of Avoidance Actions in accordance with the relative priorities. The closing date with respect to the RELY DIP Financing will be no later than three business days following the date of entry of the DIP Order, subject to (a) entry of the DIP Order, (b) satisfaction of all applicable conditions precedent and (c) the definitive documents, including a note purchase, security, collateral and guarantee agreements, having been executed and delivered in connection with the RELY DIP Financing. The RELY DIP Financing and all other obligations of the borrower and the Guarantors thereunder and under the RELY DIP Documents will be repaid in full in cash at the earliest of: (i) one year following the Petition Date; (ii) the effective date of a plan of reorganization for the borrower which is confirmed by an order of the Court; and (iii) the acceleration of the RELY DIP Financing and related termination of the commitments under the RELY DIP Documents, including, without limitation, as a result of the occurrence of an Event of Default under the RELY DIP Documents or default under the DIP Order. The RELY DIP Financing will be subject to customary and appropriate mandatory prepayment events, acceptable to Goldman, including the net proceeds of (a) any issuance of debt or equity securities (other than as contemplated by the term sheet) and (b) any asset sale, catastrophic event or extraordinary receipts of the borrower, subject to certain exceptions and specified events to be included in definitive documentation. Any mandatory prepayment and any payments upon acceleration will be at the purchase price applicable to an optional redemption occurring on such date, plus accrued and unpaid interest. The DIP Obligations will be secured by senior priming liens on substantially all assets and property of the borrower and the guarantors, wherever located, whether now owned or hereafter acquired, and all products and proceeds thereof, including, without limitation, intercompany claims and equity pledges including, subject to the entry of the DIP Order, proceeds of the borrower's and the guarantors' claims and causes of action under Sections 502(d), 544, 545, 547, 548, 549, 550 and 553 of the Bankruptcy Code and any other avoidance or similar action under the Bankruptcy Code or similar state or municipal law and the proceeds of each of the foregoing. The interest rate for any funded RELY DIP Financing will be 12% per annum, accruing and payable monthly. The default interest rate will be the interest rate then in effect plus 2% per annum. In consideration for the RELY DIP Financing and the Equity Commitment, Goldman will receive payment of an Upfront Fee upon the DIP Closing Date equal to $300,000 in cash plus shares of common stock equal to 4.9% of the outstanding stock of borrower pursuant to a private placement, subject to customary registration rights. Break-up fee is $450,000, to be approved pursuant to the DIP Order. Out of pocket expenses will be paid. These include all reasonable and documented fees, including legal, accounting and other professional fees for the Lender, including no more than one counsel for each relevant material jurisdiction, in connection with the transactions described in the term sheet. These are to be paid by the borrower without the need for the filing of any applications with the Court but subject to customary notice requirements to borrower, the U.S. Trustee, and any official committee. The Lender will be granted a right of first refusal upon an offer by any third party to provide financing of the borrower's acquisition activities during the period prior to the Maturity Date. In connection with any such financing by Goldman, Goldman will be entitled to certain customary fees to be agreed in the RELY DIP Documents. The RELY DIP Documents (to be executed no later than Jan. 15, 2018) will include the following milestones: (i) no later than Jan. 31, 2018, the borrower will have filed a Chapter 11 plan and Disclosure Statement with respect to the Plan, in each case in form satisfactory to the Lender; (ii) entry by the Court of an order approving the Disclosure Statement in form and substance acceptable to the Lender by no later than March 7, 2018, subject to court availability; (iii) execution of the definitive documents related to the Equity Commitment no later than five days before the hearing to consider confirmation of the Plan; (iv) entry by the Bankruptcy Court of an order confirming the Plan in form and substance acceptable to the Lender by no later than April 13, 2018, subject to court availability; and (v) no later than 10 days after entry of the Confirmation Order, the borrower will have taken all steps reasonably necessary to satisfy all conditions for consummating the Plan. In connection with the RELY DIP Financing, Goldman will commit to purchase on the effective date of the Plan an amount of common stock in the reorganized borrower such that Goldman will own, or have the right to own, 45-49% of the common stock as of the date (after taking into account a distribution of any common stock in the reorganized borrower to Goldman on account of the upfront fee) for a purchase price of $10.00 million, subject to the satisfaction of certain conditions to be specified in the RELY DIP Documents, including without limitation: (i) the Court will have entered an order, acceptable to Goldman, confirming the Plan and will have approved all documents relating thereto, which documents will be acceptable to Goldman; (ii) adoption of new governance documents and approval of related documents by the Reorganized Borrower acceptable to Goldman, including (a) articles of incorporation and by-laws that provide usual and customary rights for transactions of this kind, including among other things, (1) requirements for 55% shareholder approval for certain transactions, (2) board structure and composition to be agreed, which generally reflects the relative share ownership of Goldman and as reasonably acceptable to Goldman, including the appointment of at least one independent board member, (3) requirement for such independent board member's approval for certain types of transactions, and (4) requirement that any transfer of stock in the reorganized borrower by or to a 4.75% holder of the stock will be null and void ab initio unless specifically approved in writing by board of directors of the reorganized borrower, (b) a new Shareholder Agreement between and among the Lender, the borrower and the shareholders of the reorganized borrower and a registration rights agreement between and among the Lender and the reorganized borrower, that provide usual and customary rights for transactions of this kind, including among other things drag and tag rights, and (c) a right of first refusal to Goldman with respect to any financing for the borrower's acquisition activities for the two-year period following the Effective Date; (iii) no material impairment of the assets of the borrower including with respect to the availability of any tax attributes of the borrower after the Petition Date; (iv) no change of control; (v) the receipt by Lender of customary opinions of counsel for a transaction of this kind, including an opinion from nationally recognized tax counsel or a "Big 4" accounting firm regarding the reorganization of the borrower in connection with the Plan; (vi) the absence of any events that would be an Event of Default under the RELY DIP Financing; (vii) the payment in full in cash of all amounts due under the RELY DIP Financing; and (viii) all direct and indirect subsidiaries of borrower will either be retained by the borrower or disposed of or abandoned by the borrower in a manner acceptable to Goldman. In the event that the reorganized borrower determines not to proceed with the equity purchase transaction contemplated by this paragraph, Goldman will be entitled to the break-up fee. A copy of the Debtors' request is available at: http://bankrupt.com/misc/deb17-12464-207.pdf About Real Industry Real Industry, Inc. -- http://www.realindustryinc.com/-- is a Delaware holding company that operates through its subsidiaries. Its current business focus is supporting the performance of Real Alloy, an aluminum recycling company and its single largest operating business, and to make acquisitions of additional operating companies. The company regularly considers acquisitions of businesses that operate in undervalued industries, as well as businesses that it believes are in transition or are otherwise misunderstood by the marketplace. As a holding company, Real Industry relies on the operations of its subsidiaries and external financing sources for its liquidity needs. Real Industry and eight affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 17-12464) on Nov. 17, 2017. The cases are pending before the Honorable Kevin J. Carey. The Debtors tapped Morrison & Foerster LLP as legal counsel; Saul Ewing Arnstein & Lehr LLP as co-counsel; Berkeley Research Group, LLC as financial advisor; Jefferies LLC as investment banker; and Prime Clerk as administrative advisor. The Ad Hoc Noteholder Group whose members include DDJ Capital Management, LLC, Osterweis Capital Management, HPS Investment Partners, LLC, Hotchkis & Wiley Capital Management, and Southpaw Credit Opportunity Master Fund L.P., hired Latham & Watkins LLP and Young Conway Stargatt & Taylor LLP to represent it in the Chapter 11 bankruptcy cases of Real Industry, Inc., and its affiliates. Andrew S. Vara, Acting U.S. Trustee for Region 3, appointed five creditors to serve on the Official Committee of Unsecured Creditors in the Chapter 11 cases of Real Industry, Inc., and its debtor-affiliates. The Committee hired Duane Morris LLP, as Delaware counsel, Brown Rudnick LLP, as co-counsel, Goldin Associates, LLC, as financial advisor, Stifel Nicolaus & Co., Inc., as investment banker. RENTECH WP: U.S. Trustee Forms 3-Member Committee ------------------------------------------------- The Office of the U.S. Trustee on Jan. 3 appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of Rentech WP U.S., Inc. and Rentech, Inc. The committee members are: (1) 8672237 Canada, Inc. d/b/a Quebec Biomass Marine Terminal Attn: Dominic Picard 961 Champlain Blvd. Quebec City, QC G1K4J9 Canada Phone: 418-522-4701, Ext. 2280 Fax: 418-955-0523 (2) TrinityRail Canada, Inc. Attn: Mark Elmore 2525 N. Stemmons Frwy Dallas, TX 75207 Phone: 214-589-6570 Fax: 214-589-8824 (3) Dennis Corn Email: denniscorn01@gmail.com Phone: 832-623-1597 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at a debtor's expense. They may investigate the debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. About Rentech Inc. and Rentech WP U.S. Rentech, Inc. is an owner and operator of wood fibre processing and wood pellet production businesses. Rentech, Inc. and its subsidiary Rentech WP U.S., Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 17-12959 and 17-12958) on December 19, 2017. The purpose of the bankruptcy filing is to seek to sell the assets of the Company's Fulghum Fibres and New England Wood Pellet subsidiaries and facilitate an orderly wind-down of Rentech Inc. The cases are jointly administered under Case No. 17-12958 and are assigned to Judge Christopher S. Sontchi. At the time of the filing, Rentech WP U.S. disclosed that it had estimated assets and liabilities of $10,000,001 to $50 million. RISE ENTERPRISES: Hires Alonso-Mulet as Realtor ----------------------------------------------- Rise Enterprises, S.E., seeks authority from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Alonso-Mulet Commercial/Puerto Rico Properties 101, as realtor to the Debtor. Rise Enterprises requires Alonso-Mulet to market and sell the Debtor's real property located at Triple S Plaza, Suite 6A, 1510 F.D. Roosevelt Avenue, Guaynabo, Puerto Rico 00968. Alonso-Mulet will be paid a commission of 3% of the sales price. Rosa M. Alonso Barcelo, member of Alonso-Mulet Commercial/Puerto Rico Properties 101, 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. Alonso-Mulet can be reached at: Rosa M. Alonso Barcelo ALONSO-MULET COMMERCIAL/ PUERTO RICO PROPERTIES 101 3-3 Parkville Ct. Guaynabo, PR 00969 Tel: (787) 309-6814 About Rise Enterprises, S.E. Rise Enterprises, S.E., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 17-04678) on June 30, 2017. Ismael Falcon Ortega, its partner, signed the petition. The Debtor estimated assets of less than $1 million and liabilities of $1 million to $10 million. Judge Mildred Caban Flores presides over the case. Mary Ann Gandia, Esq., at Gandia-Fabian Law Office, serves as the Debtor's bankruptcy counsel. RUBY TUESDAY: RTI Holding Owns 100% of Common Stock --------------------------------------------------- In a Schedule 13D filed with the Securities and Exchange Commission, RTI Holding Company, LLC, RTI Investment Company, LLC, NRD Partners II, L.P., NRD Partners II GP, LLC and and Aziz Hashim disclosed that as of Dec. 21, 2017, they beneficially own 100 shares of Ruby Tuesday, Inc.'s common stock, representing 100.0% of the outstanding Common Stock of the Issuer. The Common Stock beneficially owned by the Reporting Persons are held of record by RTI Holding. NRD Capital Management II, LLC is the manager of RTI Holding. The principal business address of each Reporting Person is 4170 Ashford Dunwoody Road, Suite 390, Atlanta, Georgia 30319. The principal business of RTIH, a Delaware limited liability company, is to own the capital stock of the Issuer. The principal business of RTI Investment, a Delaware limited liability company, is to own the voting common equity interests of RTIH. The principal business of the Fund is to acquire brands that offer superior products and compelling unit economics and help them grow to their fullest potential through the Fund's expanding network of franchisee investors. The principal business of the General Partner is serving as the general partner of the Fund. Mr. Hashim is the founder and managing partner of NRD Capital Management and controls the operations of the Fund. The principal business address of NRD Capital Management is Ashford Dunwoody Road, Suite 390, Atlanta, Georgia 30319. On Oct. 16, 2017, Ruby Tuesday entered into an Agreement and Plan of Merger with RTIH and its wholly-owned subsidiary RTI Merger Sub, LLC. The intent of the transactions contemplated by the Merger Agreement was for RTIH, and indirectly, RTI Investment and the Fund, to acquire control of 100% of the Issuer. The Merger was consummated in accordance with the terms of the Merger Agreement on Dec. 21, 2017. At the effective time of the Merger, each share of Common Stock issued and outstanding immediately prior to the Merger (other than any shares held by the Issuer, RTIH, Merger Sub, any other wholly-owned subsidiary of RTIH or the Issuer, or any stockholder who has properly demanded and not validly withdrawn dissenters' rights in accordance with Georgia law) was automatically converted into the right to receive $2.40 in cash, without interest and less any applicable withholding taxes. Further, upon the consummation of the Merger: * all of the members of the board of directors of the Issuer were removed pursuant to the terms of the Merger Agreement and the managers of Merger Sub at the Effective Time became the directors of the Issuer; * the Issuer's chief executive officer announced his immediate resignation and the board of directors appointed Aziz Hashim as president and chief executive officer of the Issuer; * the articles of incorporation and bylaws of the Issuer were amended and restated pursuant to the provisions of the Merger Agreement; and * the certificate of merger was filed with the Secretary of State of the State of Georgia. Following the Effective Time: * the shares of Common Stock of the Issuer ceased to trade on the New York Stock Exchange and a Form 25 was filed by the NYSE with the SEC to delist the shares of Common Stock of the Issuer from the NYSE and to terminate the Issuer's registration and reporting obligations under Section 12(b) of the Securities Exchange Act of 1934, as amended; and * a Form 15 will be filed with the SEC to terminate the Issuer's registration and reporting obligations under Section 12(g) and Section 15(d) of the Exchange Act. A full-text copy of the regulatory filing is available at: https://is.gd/kPHews About Ruby Tuesday Ruby Tuesday, Inc. (NYSE:RT) -- http://www.rubytuesday.com/-- owns and franchises Ruby Tuesday brand restaurants. As of Sept. 5, 2017, there were 599 Ruby Tuesday restaurants in 41 states, 14 foreign countries, and Guam. Of those restaurants, the Company owned and operated 541 Ruby Tuesday restaurants and franchised 58 Ruby Tuesday restaurants, comprised of 17 domestic and 41 international restaurants. The Company's Company-owned and operated restaurants are concentrated primarily in the Southeast, Northeast, Mid-Atlantic, and Midwest of the United States, which the Company considers to be its core markets. Ruby Tuesday reported a net loss of $106.1 million on $951.97 million of total revenue for the year ended June 6, 2017, compared to a net loss of $50.68 million on $1.09 billion of total revenue for the year ended May 31, 2016. As of Sept. 5, 2017, Ruby Tuesday had $701.02 million in total assets, $403.12 million in total liabilities and $297.9 million in total shareholders' equity. * * * As reported by the TCR on Dec. 26, 2017, S&P Global Ratings withdrew all of its ratings on Ruby Tuesday Inc., including the 'CCC+' corporate credit rating, at the company's request. Prior to the withdrawal, the ratings were on CreditWatch developing. The withdrawal follows the completion of NRD Capital's acquisition of Ruby Tuesday and repayment of the company's rated unsecured notes. SAXON ENGINEERING: Hires Warren J. Fields as Counsel ---------------------------------------------------- Saxon Engineering, Inc. has filed an amended application with the U.S. Bankruptcy Court for the Southern District of Texas seeking approval to hire Warren J. Fields, Esq., as counsel. Saxon Engineering requires Warren J. Fields to: a. give the Debtor legal advice with respect to Debtor's powers and duties as debtor-in-possession in the continued operation of the Debtor's business and management of the Debtor's property; and b. perform all legal services for the debtor-in-possession as may be necessary. Warren J. Fields will be paid at these hourly rates: Attorneys $325 Paralegals $150 On October 3, 2017, the Debtor paid Warren J. Fields a retainer in the amount of $25,000, inclusive of filing fees. Warren J. Fields will also be reimbursed for reasonable out-of-pocket expenses incurred. Warren J. Fields, 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. Warren J. Fields can be reached at: Warren J. Fields, Esq. P.O. Box 809 Katy, TX 77492 Phone: (281) 496-3030 Fax: (832) 202-2341 Email: wfields@wfields-law.com About Saxon Engineering Inc. Saxon Engineering, Inc., a computer numerical control (CNC) machining company in Houston, Texas, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 17-35676) on October 3, 2017. Steven Smith, its president, signed the petition. At the time of the filing, the Debtor disclosed that it had estimated assets and liabilities of $1 million to $10 million. Judge Jeff Bohm presides over the case. SEADRILL LTD: Taps Ernst & Young as Accountant ---------------------------------------------- Seadrill Limited and its debtor-affiliates seek approval from the the U.S. Bankruptcy Court for the Southern District of Texas to hire Ernst & Young LLP as their tax and accounting services provider. Services to be provided by Ernst & Young are: (a) tax advisory services in 27 different jurisdictions; (b) accounting assistance; (c) consideration and draft of tax consequences related to a consolidated step paper for the Debtors' corporate reorganization; and (d) provision of certain 2016-2018 transfer pricing documentation. The firm's hourly rates are: Bankruptcy Accounting Services Partner GBP585 Director GBP459 Senior Manager GBP441 Manager GBP321 Valuation Services Associate Partner/Partner GBP870 Director GBP795 Senior Manager GBP690 Manager GBP490 Staff/Senior GBP355 Alan Millings, partner of Ernst & Young LLP, attests that the firm is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code; does not hold or represent an interest adverse to the Debtors' estates; and has no connection to the Debtors, their creditors, or their related parties. The firm can be reached through: Alan Millings ERNST & YOUNG 5 Times Square, 14th Floor New York, NY 10036-6530 Phone: 212-773-3000 Fax: 212-773-6350 About Seadrill Ltd Seadrill Limited is a deepwater drilling contractor providing drilling services to the oil and gas industry. It is incorporated in Bermuda and managed from London. Seadrill and its affiliates own or lease 51 drilling rigs, which represents more than 6% of the world fleet. As of Sept. 12, 2017, Seadrill employs 3,760 highly-skilled individuals across 22 countries and five continents to operate their drilling rigs and perform various other corporate functions. As of June 30, 2017, Seadrill had $20.71 billion in total assets, $10.77 billion in total liabilities and $9.94 billion in total equity. Seadrill reported a net loss of US$155 million on US$3.17 billion of total operating revenues for the year ended Dec. 31, 2016, following a net loss of US$635 million on US$4.33 billion of total operating revenues for the year ended in 2015. After reaching terms of a reorganization plan that would restructure $8 billion of funded debt, on Sept. 12, 2017, Seadrill Limited and 85 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 17-60079). Together with the chapter 11 proceedings, Seadrill, North Atlantic Drilling Limited ("NADL") and Sevan Drilling Limited ("Sevan") are commencing liquidation proceedings in Bermuda to appoint joint provisional liquidators and facilitate recognition and implementation of the transactions contemplated by the RSA and Investment Agreement, and Simon Edel, Alan Bloom and Roy Bailey of Ernst & Young are to act as the joint and several provisional liquidators. In the Chapter 11 cases, the Company has engaged Kirkland & Ellis LLP as legal counsel, Houlihan Lokey, Inc. as financial advisor, and Alvarez & Marsal as restructuring advisor. Slaughter and May has been engaged as corporate counsel, and Morgan Stanley served as co-financial advisor during the negotiation of the restructuring agreement. Advokatfirmaet Thommessen AS is serving as Norwegian counsel. Conyers Dill & Pearman is serving as Bermuda counsel. Prime Clerk is the claims agent. SECOND PHOENIX: Case Summary & 5 Unsecured Creditors ---------------------------------------------------- Affiliates that filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Second Phoenix Holding LLC 18-10009 216 East 125th Street New York, NY 10035 Harlem Phoenix Realty Corp. 18-10010 Kshel Realty Corp. 18-10011 Business Description: Second Phoenix Holding LLC, Harlem Phoenix Realty Corp., and Kshel Realty Corp. are privately held companies that are engaged in activities related to real estate. Second Phoenix is the fee simple owner of a real property located at 212 East 125th Street, New York, NY 10035 214-216 East 125th Street, New York, NY 10035 14 Second Avenue, New York, NY 10003 with an appraised value of $21.90 million. Harlem holds 47.58% of the equity of Second Phoenix and Kshel holds the other 52.42%. Evan Blum is the sole shareholder of Harlem and Kshel and is the managing member of Second Phoenix. Chapter 11 Petition Date: January 3, 2018 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Debtors' Counsel: Marc Stuart Goldberg, Esq. MARC STUART GOLDBERG, LLC 670 White Plains Road, Suite 121 Scarsdale, NY 10583 Tel: (914) 725-8200 Fax: (914) 725-7724 E-mail: mgoldberg@msglegal.com Second Phoenix's Total Assets: $21.92 million Second Phoenix's Total Liabilities: $12.91 million The petition was signed by Evan Blum, sole managing member. A full-text copy of Second Phoenix's petition is available for free at http://bankrupt.com/misc/nysb18-10009.pdf Second Phoenix's List of Five Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Michael L. Shanker, Esq. $5,000 NYC Department of Buildings Building Violations $50,000 14 Second Avenue NYC Department of Finance Real Estate Taxes $30,757 214-216 125th Street NYC Department of Finance Real Estate Taxes, $25,418 14 Second Avenue NYC Department of Finance Real Estate Taxes, $17,861 12 East 125th Street SECOND PHOENIX: Files for Chapter 11 to Avert Foreclosure --------------------------------------------------------- Second Phoenix Holding LLC, engaged in the business of owning real estate, sought Chapter 11 protection to stop a creditor owed in excess of $12 million from foreclosing on properties in New York. Second Phoenix owns a property at 216 East 125th Street, New York, NY 10035 ("Parcel 1"), which is improved and is tenanted by Brown Meadow, Inc., d/b/a/ Demolition Depot, a related entity. It also owns another parcel, at 14 Second Avenue, New York, NY 10003 (Parcel 2), which is unimproved land. The Debtor's schedules say the property is worth $21.9 million. The Debtor is voluntarily filing a chapter 11 petition after SKW EAST VH LLC -- a lender that asserts a claim of in excess of the principal indebtedness owing to SKW, to wit, in excess of $12,000,000 secured by Parcel 1 and Parcel 2, and the equity of Debtor's equity holders, Harlem Phoenix Realty Corporation and Kshel Realty Corp., entities that are simultaneously filing Chapter 11 cases -- has sought to take control of Parcels 1 and 2 by foreclosing against Harlem and Kshel, under Article 9 of the Uniform Commercial Code. No prior case has been filed by or against the Debtor nor has a committee been organized prior to the filing of this case. Second Phoenix is a privately held limited liability company. Harlem holds 47.58% of the equity of the Debtor and Kshel holds 52.42% of the equity of the Debtor. Evan Blum is the sole shareholder of Harlem and Kshel and is the Managing Member of the Debtor. No property of Debtor is in the control of a receiver, custodian, assignee of rents or any other third party. The Debtor is not a party to any litigation other than an action pending in the Supreme Court of the State of New York, New York County, bearing Index No. 160134/2017, entitled Second Phoenix Holding LLC, Harlem Phoenix Realty Corp. and Kshel Realty Corp. against SKW EAST VH LLC (the "NYS Action"). The NYS Action seeks, amongst other relief, a stay enjoining SKW from selling the interests of Debtor's equity holders at an Article 9 sale. Debtor has also commenced a proceeding against the City of New York for damages to its property at 216 East 125th Street, New York, NY 10035. Second Phoenix Holding LLC, Harlem Phoenix Realty Corp., and Kshel Realty Corp. filed Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 18-10009 to 18-10011) on Jan. 3, 2018. Second Phoenix disclosed $21.93 million in total assets and $12.92 million in liabilities in its schedules. The Debtors tapped Marc Stuart Goldberg, LLC, as Chapter 11 counsel. SENIOR CARE GROUP: Wants to Use $70,000 Cash to Loan to Smoky Ridge ------------------------------------------------------------------- Senior Care Group, Inc. and its affiliates seek authorization from the U.S. Bankruptcy Court for the Middle District of Florida to use cash collateral to make short-term advance of $70,000 to Senior Care Group of Yancey, LLC. Senior Care has 13 wholly-owned subsidiaries which operate nursing homes, a rehabilitation company, and a home health care facility in Florida, North Carolina, Oklahoma, and Georgia. One of the subsidiaries is Senior Care Group of Yancey, LLC which operates a facility known as Smoky Ridge. The Court has entered orders authorizing the Debtors' use of cash collateral amounts to budgets. However, Smoky Ridge has a problem with the timing of receiving its Medicaid payment from the State of North Carolina. As a result of the state's timing for its Medicaid payment, Smoky Ridge will not receive Medicaid payments until January 3, 2018, and Smoky Ridge has a payroll due on December 28, 2017. Without such a short-term advance, Smoky Ridge cannot pay its employees. Accordingly, the Debtors seek authorization to use cash collateral to advance $70,000 to Smoky Ridge on December 27, 2017, which will be repaid on January 3, 2018. The Debtors believe that Fifth Third and HUD may assert security interests in the Debtors’ accounts receivable and other proceeds from the business. As adequate protection for the use of cash collateral, the Debtors propose to provide the Creditors that have a lien on accounts receivable with a replacement lien on assets acquired after the Petition Date to the same extent, validity, and priority as existed on the Petition Date. A full-text copy of the Debtors' Motion is available at: http://bankrupt.com/misc/flmb17-06562-289.pdf About Senior Care Group Senior Care Group, Inc., is a non-profit corporation which, through its wholly-owned subsidiaries, provides residents and patients with nursing and long-term health care services. Senior Care Group and its six affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Lead Case No. 17-06562) on July 27, 2017. David R. Vaughan, chairman of the Board, signed the petitions. At the time of the filing, Senior Care Group estimated assets and liabilities of $1 million to $10 million. Judge Catherine Peek Mcewen presides over the cases. Stichter Riedel Blain & Postler, P.A., is the Debtors' bankruptcy counsel. The Debtors hired Akerman LLP as their special healthcare counsel. The U.S. Trustee for Region 21 appointed Mary L. Peebles as the patient care ombudsman for Key West Health and Rehabilitation Center LLC, SCG Baywood LLC, SCG Gracewood LLC, and SCG Laurellwood, LLC. On Aug. 18, 2017, the U.S. trustee appointed an official committee of unsecured creditors. The committee hired Stevens & Lee, P.C., as its bankruptcy counsel; and Trenam, Kemker, Scharf, Barkin, Frye, O'Neill & Mullis, P.A., as co-counsel. On Aug. 17, 2017, the Debtors retained Holliday Fenoglio Fowler, LP, as Broker. SIDNEY TAYLOR: Auction Sale of 1951 Chevrolet Bel Air Approved -------------------------------------------------------------- Judge Marci B. McIvor of the U.S. Bankruptcy Court for the Eastern District of Michigan authorized Sidney E. Taylor's sale of 1951 Chevrolet Bel Air, VIN # 9JKH7794, at auction. An expedited hearing on the Motion was held on Jan. 3, 2018. The Debtor's auctioneer, R.J. Montgomery & Associates, Inc., will publicize the sale of the Vehicle and have it available for viewing. The Vehicle is sold free and clear of any and all liens, encumbrances, interest, or any ownership interest held by any person or entity with such interest, if any, transferred to the net proceeds. Upon completion of the sale of the Vehicle, RJ Montgomery may retain a 15% buyer's premium paid by the purchasers directly to the auctioneer; pay out-of-pocket approximately $3,725 (storage and towing fees) to the Court officer to retrieve the Debtor's Vehicle that will be listed by the Auctioneer for sale; auction expenses of $500; and approximately $300 to transport the vehicle from the court officer. Total fees and expenses will not exceed $11,000. After deducting professional fees and out of pocket expenses, RJ Montgomery will turnover the balance of the funds from the sale of the Vehicle to be deposited into the escrow account of the Debtor's counsel, Goldstein, Bershad & Fried, P.C. However, these funds will be held in trust for the Debtor's estate and the provision will not create or perfect a security interest in the funds or elevate the Debtor's attorney's administrative claim above any other administrative claim. The sale funds will otherwise be distributed in accordance with 11 U.S.C. Sec. 507. These monies may be used for the Debtor's ordinary course of living expenses up to the amount allowed as exempt under Section 522(d) of the Bankruptcy Code. However, the Debtor will also be permitted to advance monies from the sale proceeds to his counsel as allowed in the Order employing the Debtor's counsel for administrative expenses to be held in an escrow account of the Debtor's counsel pending Court approval. The Debtor will ask Court approval prior to any funds that are used for living expenses and distribution to creditors. Sidney E. Taylor sought Chapter 11 protection (Bankr. E.D. Mich. Case No. 16-55790) on Nov. 13, 2017. The Debtor tapped Aaron J. Scheinfield, Esq., at Goldstein Bershad & Fried PC as counsel. She retained R.J. Montgomery & Associates, Inc. as her auctioneer. SIDNEY TAYLOR: Proposes an Auction Sale of 1951 Chevrolet Bel Air ----------------------------------------------------------------- Sidney E. Taylor asks the U.S. Bankruptcy Court for the Eastern District of Michigan to authorize the sale of 1951 Chevrolet Bel Air, VIN # 9JKH7794, at auction. Among the assets in the Debtor's bankruptcy estate is the Vehicle. It has a new 350 horsepower engine with approximately 600 miles. It has been completely rebuilt and the entire exterior and interior is custom designed. Based on preliminary research, similar vehicles have sold between $25,000 and $40,000. Upon information and belief, the Vehicle is free and clear and the title reflects that there is no secured interest on record. The Debtor has submitted paperwork to the Court for approval of the employment of R.J. Montgomery & Associates, Inc. as her auctioneer. RJ Montgomery will publicize the sale and the Vehicle will be available for viewing. Through the Motion, the Debtor proposes to liquidate the Vehicle, with the assistance of RJ Montgomery, through an auction in which the Vehicle will be sold to the individual or entity making the highest or best offer. Upon completion of the sale of the Vehicle, RJ Montgomery Will retain a 15% buyer's premium paid by the purchasers directly to the auctioneer; pay out-of-pocket approximately $3,725 (storage and towing fees) to the Court officer to retrieve the Vehicle that will be listed by the Auctioneer for sale; auction expenses of $500; and approximately $300 to transport the vehicle from the Court officer. The total fees and expenses will not exceed $11,000. After deducting professional fees and out of pocket expenses, RJ Montgomery will turnover the balance of the funds from the sale of the Vehicle to be deposited into the escrow account of the Debtor's counsel. These monies will be used for the Debtor's ordinary course of living expenses, administrative expenses and any surplus will be held for distribution to creditors. The Debtor further asks that the Vehicle be sold free and clear of any and all liens, interest, or any other claims of ownership with the lien or interests, if any, transferring to the proceeds of the sale. Along with the Motion, the Debtor has filed a separate motion asking to expedite the hearing to sell the Vehicle. Counsel for the Debtor: Aaron J. Scheinfield, Esq. GOLDSTEIN, BERSHAD & FRIED, P.C. 4000 Town Center, Suite 1200 Southfield, MI 48075 Telephone: (248) 355-5300 E-mail: aaron@bk-laywer.net Sidney E. Taylor sought Chapter 11 protection (Bankr. E.D. Mich. Case No. 16-55790) on Nov. 13, 2017. The Debtor tapped Aaron J. Scheinfield, Esq., at Goldstein Bershad & Fried PC, as counsel. She retained R.J. Montgomery & Associates, Inc. as her auctioneer. SNEED SHIPBUILDING: Trustee's $350K Sale of Reel Deal to Souza OK'd ------------------------------------------------------------------- Judge David R. Jones of the U.S. Bankruptcy Court for the Southern District of Texas authorized Allison Byman, the Chapter 11 trustee for Sneed Shipbuilding Inc., (i) to sell Irish Sea, Ltd.'s fishing vessel Reel Deal, Hull Identification Number is SAY70F07F595, to Harvey Souza for $350,000; and (ii) to employ Pete Dominguez of Gulf Coast Yacht Group as her broker to sell the Reel Deal. The sale of the Reel Deal to the Buyer will be free and clear of all liens, claims, charges, encumbrances and other interests of any kind or character, with all valid liens, if any, to attach to the net sales proceeds. It will be made "as is, where is" with no representations or warranties of any kind, except as set forth in the Contract. The Trustee is authorized to hire the Broker for the purpose of selling the Reel Deal pursuant to the terms and conditions set out in the Motion and the Listing Agreement. She is authorized at closing to compensate Broker 10% of the total sale price of the Reel Deal. The Trustee is further authorized at closing to pay Mario Alberto May $10,000 in full and final satisfaction of his claims under Mexico's Federal Labor Law against the Debtor related to his employment as the captain of the Reel Deal. She has the authority to pay (i) all ad valorum taxes on the Reel Deal at closing, and (ii) the Bankruptcy Estate's portion of all normal and customary closing costs and fees. The Trustee will not pay at closing any and all purported liens that the Trustee believes are invalid, disputed and/or avoidable. The 14-day stay requirements of Bankruptcy Rule 6004(h) are waived. About Sneed Shipbuilding Sneed Shipbuilding, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 16-60014) on March 4, 2016. The petition was signed by Clyde E. Sneed, president. The Debtor estimated assets of $1 million to $10 million and debt of $10 million to $50 million. The case is assigned to Judge David R. Jones. The Debtor was represented by Amber Michelle Chambers, Esq., Eric Michael VanHorn, Esq., and Nicholas Zugaro, Esq., at McCathern, PLLC. The Office of the U.S. Trustee appointed five creditors of Sneed Shipbuilding to serve on an official committee of unsecured creditors. On Nov. 3, 2016, the court appointed Allison D. Byman as the Chapter 11 trustee. The Trustee is represented by Hughes Watters Askanase, LLP. SOLID CONCRETE: Taps Kurtzman Steady as Legal Counsel ----------------------------------------------------- Solid Concrete Walls Co., LLC seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Kurtzman Steady, LLC as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; assist in its dealings with creditors; assist the Debtor in the preparation of a plan of reorganization; and provide other legal services related to its Chapter 11 case. The firm's hourly rates are: Maureen Steady, Esq. $325 Jeffrey Kurtzman, Esq. $480 Paralegal $75 Kurtzman received a $20,000 retainer, plus the filing fee of $1,717 on December 1, 2017. Maureen Steady, Esq., disclosed in a court filing that she and her firm are "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Maureen P. Steady, Esq. Kurtzman Steady LLC 38 N. Haddon Avenue Haddonfield, NJ 08033 Phone: (856) 428-1060 Fax: (609) 482-8011 Email: maureen.steady@steadylaw.com About Solid Concrete Walls Co. LLC Solid Concrete Walls Co., LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. N.J. Case No. 17-35521) on December 21, 2017. At the time of the filing, the Debtor disclosed that it had estimated assets and liabilities of less than $500,000. SOUTHERN TAN: $26K Sale of Ergoline Tanning Beds to Grubbs Approved ------------------------------------------------------------------- Judge Robert D. Berger of the U.S. Bankruptcy Court for the District of Kansas authorized Southern Tan, Inc.'s sale of Ergoline 1050 and Ergoline 770 tanning beds to Ed Grubbs for the sum of $26,000. The sale is free and clear of any and all mortgages, liens, pledges, hypothecations, security interests, charges, encumbrances, claims and interests, except as limited in the Order. About Southern Tan Southern Tan, Inc., operator of three tanning salons within the Kansas City area, filed a chapter 11 petition (Bankr. D. Kan. Case No. 16-22397) on Dec. 6, 2016. David Henshaw, president, signed the petition. The Debtor estimated assets and liabilities at $500,001 to $1 million. The Debtor is represented by Colin N. Gotham, Esq., at Evans & Mullinix, P.A. STARPORT TRANSPORTATION: Feb. 14 Hearing on Plan and Disclosures ---------------------------------------------------------------- Judge Cynthia A. Norton of the U.S. Bankruptcy Court for the Western District of Missouri conditionally approved Starport Transportation, Inc.'s disclosure statement in support of its chapter 11 plan dated Dec. 21, 2017. Feb. 14, 2018 at 11:00 a.m. is fixed for the hearing on final approval of the disclosure statement and for the hearing on confirmation of the plan and related matters at Bankruptcy Crtrm, 222 N. John Q Hammons Pkwy, Springfield, MO. Feb. 6, 2018 at 11:00 a.m. by telephone is the date for status hearing to discuss any confirmation issues that should arise. Feb. 1, 2018 is the deadline for: A. Filing with the Court objections to the disclosure statement or plan confirmation; and B. Submitting to counsel for the plan proponent ballots accepting or rejecting the plan. About Starport Transportation Starport Transportation, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W. D. Mo. Case No. 17-60184) on Feb. 28, 2017. The petition was signed by Michael Dean Moss, president. The case is assigned to Judge Arthur B. Federman. The Debtor is represented by Angela D. Acree, Esq., at JB James Law Firm, PC. At the time of the filing, the Debtor disclosed $1.01 million in assets and $2.3 million in liabilities. SWAGAT HOTELS: Hires Grant Riffkin as Special Counsel ----------------------------------------------------- Swagat Hotels, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Maryland to employ Grant Riffkin & Strauss, P.C., as special counsel to the Debtor. The Debtor owns and operates a hotel in McHenry, Maryland, which operates as the Quality Inn-McHenry. The hotel is located in the mountains of western Maryland and is dependent on vacation travelers in order to be profitable. The hotel business is seasonal with high volume during the winter ski season (if there is sufficient snowfall) and the summer season at Deep Creek Lake. The Debtor is not operating at a profit, and does not have sufficient capital to fund its ongoing operations. As such, to maximize the value of the bankruptcy estate, the Debtor has sought to sell its hotel property. The Debtor requires Grant Riffkin to: -- assist in the potential sale of the hotel; -- provide legal services in negotiating final terms of the sale; -- draft a contract incorporating those sale terms; and -- resolve issues which may arise regarding the closing on that sale. Grant Riffkin will be paid based upon its normal and usual hourly billing rates. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Rena Strauss, principal of Grant Riffkin & Strauss, 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. Grant Riffkin can be reached at: Rena Strauss, Esq. GRANT RIFFKIN & STRAUSS, P.C. 15204 Omega Drive, Suite 210 Rockville, MD 20850 Tel: (301) 258-1033 About Swagat Hotels, LLC Swagat Hotels, LLC, doing business as Quality Inn Deep Creek Lake, is a Maryland Limited Liability Company operating a hotel trading as the Quality Inn-McHenry. Swagat Hotels sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 16-24255) on Oct. 27, 2016. The petition was signed by Nitin B. Chhibber, its managing member. The case is assigned to Judge Wendelin I. Lipp. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of $1 million to $10 million. The Debtor hired Cohen Baldinger & Greenfeld, LLC, as counsel, and Grant Riffkin & Strauss, P.C., as special counsel. A court filing disclosed that an official committee of unsecured creditors has not been appointed in the Chapter 11 case. TAKATA CORP: TCEQ Files Limited Objection to Plan Outline --------------------------------------------------------- The Texas Commission on Environmental Quality filed a limited objection to TK Holdings Inc. and its affiliated debtors' disclosure statement for its amended joint chapter 11 plan of reorganization. Counsel for TCEQ has recently learned that, pursuant to a preservation order entered by the U.S. Department of Transportation's National Highway Traffic Safety Administration incident to its recall of certain airbag inflators manufactured by the Debtors, millions of recalled airbag inflators are being stored in leased warehouses in the United States, including one warehouse in Eagle Pass, Texas. On information and belief, there are presently approximately 4.3 million recalled airbag inflators stored in the Eagle Pass warehouse. The recalled airbag inflators being stored in Texas are of concern to TCEQ because, inter alia, they contain ammonium nitrate. It is axiomatic that the Debtors and any Reorganized Debtor must comply with environmental obligations imposed by environmental statutes, regulations, licenses, permits, etc. TCEQ respectfully reserves the right to take future actions to enforce any such obligations of the Debtors and/or any Reorganized Debtor, including the right to file an application for administrative expenses, if applicable. Counsel for TCEQ will endeavor to work cooperatively with the Debtors to address TCEQ's remaining concerns in this case, including, but not limited to, securing adequate funding for the Warehousing Entity proposed in the Debtors' Amended Chapter 11 Plan, which upon information and belief, will administer, maintain and dispose of the recalled airbag inflators. In order to protect its interests, TCEQ further reserves its rights to object to confirmation of the Debtors' Plan. A full-text copy of the TCEQ's Objection is available at: http://bankrupt.com/misc/deb17-11375-1466.pdf Attorneys for the Texas Commission on Environmental Quality: Hal F. Morris Texas State Bar No. 14485410 Ashley Flynn Bartram Texas State Bar No. 24045883 P. O. Box 12548 Austin, Texas 78711-2548 Telephone: (512) 463-2173 Facsimile: (512) 936-1409 hal.morris@oag.texas.gov ashley.bartram@oag.texas.gov About TK Holdings, Inc. Japan-based Takata Corporation (TYO:7312) -- http://www.takata.com/en/-- develops, manufactures and sells safety products for automobiles. The Company offers seatbelts, airbags, steering wheels, child seats and trim parts. Headquartered in Tokyo, Japan, Takata operates 56 plants in 20 countries with approximately 46,000 global employees worldwide. The Company has subsidiaries located in Japan, the United States, Brazil, Germany, Thailand, Philippines, Romania, Singapore, Korea, China and other countries. Takata Corp. filed for bankruptcy protection in Tokyo and the U.S., amid recall costs and lawsuits over its defective airbags. Takata and its Japanese subsidiaries commenced proceedings under the Civil Rehabilitation Act in Japan in the Tokyo District Court on June 25, 2017. Takata's main U.S. subsidiary TK Holdings Inc. and 11 of its U.S. and Mexican affiliates each filed voluntary petitions under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 17-11375) on June 25, 2017. Together with the bankruptcy filings, Takata announced it has reached a deal to sell all its global assets and operations to Key Safety Systems (KSS) for US$1.588 billion. Nagashima Ohno & Tsunematsu is Takata's counsel in the Japanese proceedings. Weil, Gotshal & Manges LLP and Richards, Layton & Finger, P.A., are serving as counsel in the U.S. cases. PricewaterhouseCoopers is serving as financial advisor, and Lazard is serving as investment banker to Takata. Ernst & Young LLP is tax advisor. Prime Clerk is the claims and noticing agent. The Debtors Meunier Carlin & Curfman LLC, as special intellectual property counsel. Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel, KPMG is serving as financial advisor, Jefferies LLC is acting as lead financial advisor. UBS Investment Bank also provides financial advice to KSS. On June 28, 2017, TK Holdings, as the foreign representative of the Chapter 11 Debtors, obtained an order of the Ontario Superior Court of Justice (Commercial List) granting, among other things, a stay of proceedings against the Chapter 11 Debtors pursuant to Part IV of the Companies' Creditors Arrangement Act. The Canadian Court appointed FTI Consulting Canada Inc. as information officer. TK Holdings, as the foreign representative, is represented by McCarthy Tetrault LLP. The U.S. Trustee has appointed an Official Committee of Unsecured Trade Creditors and a separate Official Committee of Tort Claimants. The Official Committee of Unsecured Creditors has selected Christopher M. Samis, Esq., L. Katherine Good, Esq., and Kevin F. Shaw, Esq., at Whiteford, Taylor & Preston LLC, in Wilmington, Delaware; Dennis F. Dunne, Esq., Abhilash M. Raval, Esq., and Tyson Lomazow, Esq., at Milbank Tweed Hadley & McCloy LLP, in New York; and Andrew M. Leblanc, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in Washington, D.C., as its bankruptcy counsel. The Committee has also tapped Chuo Sogo Law Office PC as Japan counsel. The Official Committee of Tort Claimants selected Pachulski Stang Ziehl & Jones LLP as counsel. Gilbert LLP will evaluate of the insurance policies. Sakura Kyodo Law Offices will serve as special counsel. Roger Frankel, the legal representative for future personal injury claimants of TK Holdings Inc., et al., tapped Frankel Wyron LLP and Ashby & Geddes PA to serve as co-counsel. Takata Corporation ("TKJP") and affiliates Takata Kyushu Corporation and Takata Services Corporation commenced Chapter 15 cases (Bankr. D. Del. Case Nos. 17-11713 to 17-11715) on Aug. 9, 2017, to seek U.S. recognition of the civil rehabilitation proceedings in Japan. The Hon. Brendan Linehan Shannon oversees the Chapter 15 cases. Young, Conaway, Stargatt & Taylor, LLP, serves as Takata's counsel in the Chapter 15 cases. TAYLOR BEAN: Judge Finds PwC Negligent in Colonial Bank Failure --------------------------------------------------------------- Michael Rapoport, writing for The Wall Street Journal Pro Bankruptcy, reported that Judge Barbara Jacobs Rothstein of the U.S. District Court for the Western District of Washington ruled that accounting firm PricewaterhouseCoopers LLP was negligent in connection with the failure of Colonial Bank. According to the report, the ruling opens up the Big Four accounting firm to the potential of hundreds of millions of dollars in damages. PwC violated auditing rules and didn't take steps that could have detected a $2 billion fraud scheme that contributed to the 2009 failure of Alabama's Colonial Bank, the judge ruled, the report related. The ruling came in a lawsuit brought against PwC by the Federal Deposit Insurance Corp., the report further related. Judge Rothstein will now consider separately whether damages should be imposed on PwC, and how much, the report said. She dismissed other FDIC allegations against PwC, as well as allegations of negligence that Colonial's bankruptcy trustee brought against the accounting firm, the report added. The lawsuit concerns a fraud scheme centering on Taylor Bean & Whitaker Mortgage Corp., once one of the nation's biggest mortgage companies and a major customer of Colonial's, the report related. According to the report, authorities have said Taylor Bean overdrew its Colonial account for years to cover its own cash shortfalls. The mortgage firm covered that up by, among other things, selling Colonial thousands of mortgages it had already sold to other investors, the report said, citing authorities. After the fraud was discovered, Taylor Bean filed for bankruptcy in August 2009, and Colonial failed soon after, costing the FDIC's deposit insurance fund billions of dollars, the report further related. At least eight people, including Taylor Bean Chairman Lee Farkas and two Colonial employees, were convicted or pleaded guilty to participating in the scheme, the report added. PwC was the outside auditor for Colonial's bank holding company, and gave Colonial clean audits that blessed its financial statements for years, the report said. The FDIC and the Colonial trustee had alleged PwC was negligent in not detecting the fraud scheme, and they sued the firm in 2012 and 2011, respectively, the report added. Judge Rothstein agreed, saying PwC failed to design its audits to detect fraud, violating auditing standards, the report related. She also said PwC could have uncovered the fraud simply by inspecting some of the underlying documents for the mortgages at issue, but it didn't, the report further related. But Colonial can't recover damages because its hands aren't clean, the judge said -- its own employees were involved in the fraud, and the bank itself was negligent and its employees interfered with PwC's audits, she said, the report noted. About Taylor Bean Taylor, Bean & Whitaker Mortgage Corp. grew from a small Ocala-based mortgage broker to become one of the largest mortgage bankers in the United States. In 2009, Taylor Bean was the country's third largest direct-endorsement lender of FHA-insured loans of the largest wholesale mortgage lenders and issuer of mortgage backed securities. It also managed a combined mortgage servicing portfolio of approximately $80 billion. The company employed more than 2,000 people in offices located throughout the United States. Taylor Bean sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 09-07047) on Aug. 24, 2009. Taylor Bean filed the Chapter 11 petition three weeks after federal investigators searched its offices. The day following the search, the Federal Housing Administration, Ginnie Mae and Freddie Mac prohibited the company from issuing new mortgages and terminated servicing rights. Taylor Bean estimated more than $1 billion in both assets and liabilities in its bankruptcy petition. Lee Farkas, the former chairman, was sentenced in June to 30 years in federal prison after being convicted on 14 counts of conspiracy and bank, wire and securities fraud in what prosecutors said was a $3 billion scheme involving fake mortgage assets. Jeffrey W. Kelly, Esq., and J. David Dantzler, Jr., Esq., at Troutman Sanders LLP, in Atlanta, Ga., and Russel M. Blain, Esq., and Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, in Tampa, Fla., represent the Debtors. Paul Steven Singerman, Esq., and Arthur J. Spector, Esq., at Berger Singerman PA, in Miami, Fla., represent the Committee. BMC Group, Inc., serves as the claims and noticing agent. Unsecured creditors were expected to receive 3.3% to 4.4% under a Chapter 11 plan approved in July 2011. TEXAS E&P: Taps McGuire Craddock & Strother as Counsel ------------------------------------------------------ Texas E&P Operating, Inc., seeks approval from the United States Bankruptcy Court for the Northern District of Texas, Dallas Division, to employ McGuire, Craddock & Strother, P.C., as attorneys for the Debtor in connection with the commencement and prosecution of the Debtor's Chapter 11 case, effective November 29, 2017. Marc W. Taubenfeld, shareholder in the law firm of McGuire, Craddock & Strother, P.C., attests that MCS does not hold an interest adverse to the Debtor's estate and is a "disinterested person" pursuant to Section 327 of the Bankruptcy Code. The firm's normal hourly billing rates range from $550 to $375 per hour for partners and $325 to $210 per hour for associates. Lead counsel for the Debtor, Marc W. Taubenfeld, has a current billing rate of $435 per hour. The Firm agreed to undertake representation of the Debtor upon receipt of a retainer totaling $100,000 plus the case filing fee of $1,717. The counsel can be reached through: Marc W. Taubenfeld, Esq. J. Mark Chevallier, Esq. MCGUIRE, CRADDOCK & STROTHER, P.C. 2501 North Harwood, Suite 1800 Dallas, TX 75201 Tel: (214) 954-6807 Fax: (214) 954-6850 Email: MChevallier@mcslaw.com MTaubenfeld@mcslaw.com About Texas E&P Operating Based in Richardson, Texas, the Texas E&P group of companies -- http://texasepgroup.com-- offer direct investment opportunities in its oil and natural gas projects in the Southwestern United States. From the initial investment to the production of each well, the Group oversees each phase of development. Texas E&P Operating is an independent oil and natural gas operator, with specialties in developing new and existing oil fields since 1994. Texas E&P Funding manages a diverse offering of oil and natural gas investments. Texas E&P Well Service is in the well workover and completion industry, with dedication to safety and innovation. Texas E&P Operating, Inc. fka Chestnut Exploration and Production, Inc., filed for Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 17-34386) on Nov. 29, 2017, estimating its assets and liabilities at between $10 million and $50 million each. The petition was signed by Mark A. Plummber, president. Judge Stacey G. Jernigan presides over the case. John Mark Chevallier, Esq., at McGuire, Craddock & Strother, P.C., serves as the Debtor's bankruptcy counsel. TOP SHELV: Plan Outline Granted Preliminary Approval ---------------------------------------------------- The Honorable Daniel S. Opperman of the U.S. Bankruptcy Court for the Eastern District of Michigan issued an order conditionally granting preliminary approval of Top Shelv Worldwide LLC's disclosure statement. The Debtor is directed to make the following amendments: (1) Prepetition financials for 2015 are missing. Debtor indicates that such "are being compiled by Debtor's retained accountant. Some of the financial information for Top Shelv for 2015 can be found in Prior Chapter 11 Case, at Docket Number 132, and the exhibits attached to the First Amended Plan and Disclosure Statement in that case." (2) Postpetition to date financials are missing. Reference to the Monthly Operating Reports filed in the case are insufficient. (3) On page 40 of the Disclosure Statement, Debtor references an apiary business as a potential source of supplemental income. Additional information is required in this regard, which may include supplementing the projections. The deadline to return ballots on the plan, as well as to file objections to final approval of the disclosure statement and objections to confirmation of the plan is Jan. 19, 2018. The hearing on objections to final approval of the disclosure statement and confirmation of the plan will be held on Friday, Jan. 26, 2018 at 10:00 a.m. in the U.S. Bankruptcy Courtroom, 111 First Street, Bay City, Michigan 48708. About Top Shelv Worldwide Top Shelv Worldwide, LLC, sought protection under Chapter 11 of the Bankruptcy Code for a second time (Bankr. E.D. Mich. Case No. 17-21434) on July 14, 2017. Stanley Dulaney, its member, signed the 2017 petition. At the time of the filing, the Debtor estimated assets of less than $1 million and liabilities of $1 million to $10 million. Judge Daniel S. Opperman presides over the case. Edward J. Gudeman, Esq., at Brian A. Rookard, Esq., at Gudeman and Associates, P.C., serve as the Debtor's bankruptcy counsel. No official committee of unsecured creditors has been appointed. Top Shelv previously sought bankruptcy protection (Bankr. E.D. Mich. Case No. 15-21770) on Aug. 31, 2015. A plan was confirmed May 6, 2016. TRE AMICI LEASING: Transportation Mgt. Buying Assets for $190K -------------------------------------------------------------- Tre Amici Leasing, LLC, asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize the sale of assets to Transportation Management Group, LLC for $10,000, plus the assumption of approximately $180,000 of secured indebtedness owed to Ford Motor Credit, Mercedes-Benz Credit and Achieva Credit Union. A copy of the list of Assets to be sold attached to the Motion is available for free at: http://bankrupt.com/misc/Tre_Amici_64_Sales.pdf Prior to the filing of the Debtor's Petition, the Debtor owned and operated a transportation service in Pasco County, Florida. However, as a result from Uber, Lyft and other reasons more fully set forth in the Disclosure Statement, the Debtor has not operated profitably in several years. The Debtor has proposed a Plan of Liquidation which proposes that it would sell its assets to the highest bidder or bidders, and distribute the proceeds pursuant to the Bankruptcy Code. The Debtor has received an offer for the purchase of some of its assets from the Purchaser. The proposed sale is for $10,000 cash at closing for the assets, plus the assumption of approximately $180,000 of secured indebtedness owed to Ford Motor Credit, Mercedes-Benz Credit and Achieva Credit Union. The proposed sale proceeds far exceed the value of the assets being sold, and is the highest amount the Debtor anticipates that it will receive for the assets being sold. However, it intends to continue to solicit offers from any interested parties during the notice period, and will accept the offer from the highest bidder, should any other parties choose to bid on the assets which are proposed to be sold. Accordingly, the Debtor has determined that it is in its best interests, its creditors, and the bankruptcy estate to accept the offer, and to approve the bidding procedures. The Debtor proposes that potential third-party bidders be given no later than 5:00 p.m. (ET) within 14 days from the entry of an Order Granting the Motion to submit a competing bid. In the event that a competing bid is received, an auction will be held seven days after the close of the Bid Deadline, or as otherwise agreed between the bidding parties. The Auction will take place at the offices of Joel S. Treuhaft, Esq.; Palm Harbor Law Group, P.A.; 2997 Alternate U.S. 19, Suite B; Palm Harbor, Florida at 11:00 a.m. The auction will be conducted by the Debtor's counsel. The initial bid being the highest competing bid on record and each subsequent bid must exceed the cash portion of the pending offer at the time by at least $2,500, and assumes or satisfies at least as much secured indebtedness. The Bidders must be prepared to close within 20 days of the entry of an Order Approving Sale. Finally, the Debtor asks that the Court shortens the notice period for the proposed sale to 14 days, or less, and that if an objection to sale, or higher sale price is received by the Debtor or the Clerk of Court during the Notice Period, that the Court sets the objection or higher bid for hearing on an expedited basis. About Tre Amici Leasing Tre Amici Leasing, LLC, and J A R R, Inc., operate a personal transportation service, which consists of a traditional taxi service as well as contract work for Pasco County Public Transportation (PCPT). They collectively operate as Signature Car Service. Tre Amici Leasing and J A R R sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Lead Case No. 17-05123) on June 13, 2017. At the time of the filing, both debtors estimated assets of less than $100,000 and liabilities of less than $1 million. Joel S. Treuhaft, Esq., at Palm Harbor Law Group, P.A., serves as the Debtors' legal counsel. On Oct. 24, 2017, the Debtor filed its Disclosure Statement and Plan of Liquidation. TRI-STAR CONSTRUCTION: Case Summary & 20 Top Unsecured Creditors ---------------------------------------------------------------- Debtor: Tri-Star Construction and Restoration Services, Inc. 1270 N. La Loma Circle Anaheim, CA 92806 Type of Business: Tri-Star Construction and Restoration Services is a privately held company that provides water damage restoration, mold repair and fire damage repair services in Anaheim, California. It is a small business debtor as defined in 11 U.S.C. Section 101(51D). Chapter 11 Petition Date: January 3, 2018 Case No.: 18-10006 Court: United States Bankruptcy Court Central District of California (Santa Ana) Judge: Hon. Erithe A. Smith Debtor's Counsel: Michael R Totaro, Esq. TOTARO & SHANAHAN P.O. Box 789 Pacific Palisades, CA 90272 Tel: 310-573-0276 Fax: 310-496-1260 E-mail: Ocbkatty@aol.com Total Assets: $1.23 million Total Liabilities: $613,407 The petition was signed by Salvador Reyes Gomez, president. A full-text copy of the petition, along with a list of 17 largest unsecured creditors, is available for free at http://bankrupt.com/misc/cacb18-10006.pdf USI SERVICES: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Lead Debtor: USI Services Group, Inc. 51 Progress Street Union, NJ 07083 Type of Business: USI provides facility management services and solutions to pharmaceutical campuses, commercial office buildings, shopping mall or national retailers, industrial complex or major entertainment venues. USI offers complete janitorial service programs, hard surface floor care, carpet care programs, window cleaning, post construction cleaning, landscaping & design, snow management, parking lot lighting, parking lot maintenance, parking lot striping, facility management, 3rd party contract management, HVAC services, security services, electronic security solutions and energy management. The company is headquartered in Union, New Jersey. Chapter 11 Petition Date: January 3, 2018 Affiliates that simultaneously filed Chapter 11 petitions: Debtor Case No. ------ -------- USI Services Group, Inc. 18-10153 Ultimate Services, Inc. 18-10154 Strike Force Protective Services, Inc. 18-10156 Strike Force of New Jersey, Inc. 18-10158 Initial Protective Services, Inc. 18-10159 USI Landscape and Design, Inc. 18-10160 Summit Staffing Solutions, Inc. 18-10162 Court: United States Bankruptcy Court District of New Jersey (Newark) Judge: Hon. John K. Sherwood Debtors' Counsel: Stuart Gold, Esq. MANDELBAUM SALSBURG P.C. 155 Prospect Avenue West Orange, NJ 07052 Tel: (973) 736-4600 Fax: (973)325-7467 E-mail: sgold@msgld.com USI Services Group's Estimated Assets: $0 to $50,000 USI Services Group's Estimated Liabilities: $1 million to $10 million The petitions were signed by Frederick G. Goldring, president. A full-text copy of USI Services Group's petition, along with a list of 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/njb18-10153.pdf WALTER INVESTMENT: May Guarantee Subsidiaries' Warehouse Financing ------------------------------------------------------------------ The Hon. James L. Garrity Jr. of the U.S. Bankruptcy Court for the Southern District of New York has entered a final order authorizing Walter Investment Management Corp. to guarantee warehouse financing of certain non-debtor subsidiaries and use cash collateral. As reported by the Troubled Company Reporter on Dec. 14, 2017, Alex Wolf of Bankruptcy Law360 reported that the Debtor obtained interim authorization from the Court to access $1.9 billion in bankruptcy financing to fund the operations of its affiliates. The Debtor proposed to guarantee up to $1.90 billion in warehouse financing of its non-debtor affiliates Ditech Financial LLC, Reverse Mortgage Solutions, Inc., RMS REO CS, LLC, and RMS REO BRC, LLC, from Credit Suisse First Boston Mortgage Capital LLC, Credit Suisse AG, Cayman Islands Branch, Barclays Bank PLC, or their respective affiliates and other permitted assigns, and to use cash collateral. The Debtor is immediately authorized and empowered to, and to cause each OpCo to, (i) enter into and perform its obligations under each of (A) the Master Refinancing Amendment, (B) the DIP Warehouse Guaranty, (C) the Netting Agreement, (D) the Receivables Sale Agreements and (E) the Specified Prepetition Credit Agreement Amendment, (ii) execute and deliver all other DIP Documents required or advisable to effect the DIP Warehouse Facilities and the transactions contemplated by the Master Refinancing Amendment, and (iii) take all actions which may be necessary for the performance by the Debtor and the OpCos under each of the DIP Documents and the Specified Prepetition Credit Agreement Amendment. The Debtor is authorized to enter into and cause or permit any OpCo to enter into agreements with or obtain waivers from the DIP Warehouse Credit Parties providing for any consensual non-material modifications to the DIP Documents, or of any other modifications to the DIP Documents necessary to conform the terms of the DIP Documents to the Interim Order or the Final Order; provided, however, that the Debtor will not enter into any material modification to the DIP Documents absent further court order. The Debtor is authorized to indefeasibly pay the reasonable and documented fees, costs, and expenses of: (i)(A) Kirkland and (B) FTI Consulting Inc., as counsel and financial advisor, respectively, to the Prepetition Term Loan Lenders; (ii)(A) the Prepetition Credit Agreement Agent and (B) Davis Polk; and (iii)(A) Alston & Bird LLP, as counsel to the DIP Warehouse Agent and certain DIP Warehouse Lenders and (B) Skadden, Arps, Slate, Meagher & Flom LLP, as counsel to Barclays Bank PLC in its capacity as DIP Warehouse Lender and party to other DIP Documents. The DIP Warehouse Agent, on behalf of itself and the DIP Warehouse Credit Parties, is granted the DIP Warehouse Superpriority Claim, which administrative expense claim in the Chapter 11 case (or any successor case) will be senior to all other administrative expense or other claims, subject and subordinate only to the carve-out and the prepetition credit agreement superpriority claim. The Debtor is authorized to use the prepetition collateral of the Debtor, including cash collateral, during the period from the Petition Date through the occurrence of the earliest of any of these events: (i) the effective date of the Prepackaged Plan; (ii) the termination of that certain Amended and Restated Restructuring Support Agreement, dated as of Oct. 20, 2017, between WIMC and certain Prepetition Term Loan Lenders; (iii) the acceleration of the Debtor's obligations under the DIP Warehouse Guaranty, unless the acceleration is rescinded; (iv) the failure of the Debtor to make Adequate Protection Payments as and when required under this Final Order; provided that following receipt of the necessary notices, the Debtor will have the benefit of a three business day cure period with respect to this clause 4(a)(iv); (v) the failure of the Debtor to provide financial reporting in accordance with clause 4(a)(v) and the applicable agreements; provided, that, notwithstanding anything to the contrary in the Interim Order, this Final Order, or the applicable agreements, following receipt of the necessary notices, the Debtor will have the benefit of a seven business day cure period with respect to this clause 4(a)(v); (vi) the failure to comply with clause 4(c)(i)(B); and (vii) the dismissal of the Chapter 11 case, the conversion of the Chapter 11 case to a case under Chapter 7 of the U.S. Bankruptcy Code, or the appointment of a Chapter 11 trustee in this Chapter 11 case. Upon the occurrence of a Cash Collateral Termination Event, the Debtor's right to use cash collateral will cease upon three business days' written notice of the Cash Collateral Termination Event provided to the carve-out notice parties by the Prepetition Credit Agreement Agent unless the Debtor has obtained an order from the Court allowing use of cash collateral and other Prepetition Collateral owned by the Debtor on a non-consensual basis. As adequate protection, the Prepetition Credit Agreement Secured Parties are granted, for any diminution in value of the Prepetition Credit Agreement Secured Parties interests in the Prepetition Collateral owned by the Debtor: (i) replacement security interest in and lien on all assets, property, and interests of the Debtor (or any successor trustee or other estate representative in the Chapter 11 case or any successor case); (ii) a superpriority administrative expense claim as provided for in Section 507(b) of the Bankruptcy Code, which administrative expense claim in the Chapter 11 case (or any successor case) will be senior to all other administrative expense or other claims, including those arising under Sections 105, 326, 328, 330, 331, 503(b), 506(c), 507(a), 546(c), 546(d), and 726, 1113, and 1114 of the Bankruptcy Code, subject only to the carve-out; and (iii) (a) ongoing payments, when due or as soon as practicable thereafter; and (b) payment of accrued interest on the outstanding principal amount of the loans and letter of credit fronting fees and participation fees, in each case, under the Prepetition Credit Agreement at the nondefault rate. A copy of the court order is available at: http://bankrupt.com/misc/nysb17-13446-118.pdf About Walter Investment Based in Fort Washington, Pennsylvania and established in 1958, Walter Investment Management Corp., formerly known as Walter Investment Management LLC -- http://www.walterinvestment.com/-- is a diversified mortgage banking firm focused primarily on servicing and originating residential loans, including reverse loans. The company services a wide array of loans across the credit spectrum for its own portfolio and for GSEs, government agencies, third-party securitization trusts and other credit owners. The company originates and purchases residential loans that it predominantly sells to GSEs and government entities. Walter Investment commenced a prepackaged Chapter 11 case (Bankr. S.D.N.Y. Lead Case No. 17-13446) with a plan of reorganization where the Company commits to reduce its outstanding corporate debt by approximately $806 million through a combination of cancellation of debt ($531 million) and principal pay-downs ($275 million). As of Sept. 30, 2017, the Debtor had total assets of $14.97 billion and total debt of $15.21 billion. The case is assigned to Hon. James L. Garrity Jr. Weil, Gotshal & Manges LLP, is the Debtor's counsel, with the engagement led by Sunny Singh, Esq., Ray C. Schrock, P.C., and Joseph H. Smolinsky, Esq. The Debtor's investment banker is Houlihan Lokey Capital, Inc. The Debtor's restructuring advisor is Alvarez & Marsal North America, LLC. The Debtor's claims and noticing agent is Prime Clerk LLC. WESTINGHOUSE ELECTRIC: Brookfield to Buy Business for $4.6 Billion ------------------------------------------------------------------ Brookfield Business Partners L.P., together with institutional partners, has entered into an agreement to acquire 100% of Westinghouse Electric Company, a global provider of infrastructure services to the power generation industry, which is currently owned by Toshiba Corp., Brookfield said Jan. 4, 2018. The transaction provides for a purchase price of approximately $4.6 billion, expected to be funded with approximately $1 billion of equity, approximately $3 billion of long-term debt financing and the balance by the assumption of certain pension, environmental and other operating obligations. According to Westinghouse, the purchase price for substantially all of the global business of Westinghouse Electric Company and its affiliated debtors and debtors-in-possession excludes cash, but includes the assumption of certain pension, environmental and other operating obligations. "Brookfield's acquisition of Westinghouse reaffirms our position as the leader of the global nuclear industry," said Westinghouse President & CEO Jose Emeterio Gutierrez. "Our transformation and strategic restructuring process is creating a stronger, stable, and more streamlined global Westinghouse business, for the benefit of our customers and employees." "Westinghouse is a high-quality business that has established itself as a leader in its field, with a long-term customer base and a reputation for innovation," said Cyrus Madon, CEO of Brookfield Business Partners. "We look forward to bringing our significant expertise and reputation as a long-term owner and operator of critical infrastructure in the U.S. and globally, as well as our deep facilities management capabilities, to enhance the Company's position as a leading global infrastructure services provider to the power generation industry." Brookfield Business Partners will commit to fund approximately 50% of the equity on closing using existing liquidity. Prior to or following closing, a portion of Brookfield Business Partners' investment may be syndicated to other institutional investors. Closing of the transaction remains subject to Bankruptcy Court approval and customary closing conditions including, among others, regulatory approvals. Closing is expected to occur in the third quarter of 2018. PJT Partners is the financial advisor to Westinghouse, Weil, Gotshal & Manges LLP is Westinghouse's legal counsel, and AlixPartners LLP is Westinghouse's turnaround consultant. Strong Market Position According to Brookfield, Westinghouse is among the world's leading suppliers of infrastructure services to nuclear power generating facilities. The Company provides sophisticated engineering, maintenance, facilities management and repair services to its global customer base. Business highlights include: * Strong market position. Westinghouse is a leader in its field, as the largest service provider to the world's nuclear power facilities. The Company operates within a complex regulatory and licensing environment requiring depth of expertise and capability. * Global, diversified customer base. Westinghouse has a well-established installed base of long-term customers globally. * Attractive revenue and cash flow profile. The majority of the Company's profitability is delivered through regularly scheduled services which are provided under long-term contracts. Westinghouse's core business has generated stable margins and consistent free cash flow. * Strong reputation driven by focus on innovation. An iconic American company, Westinghouse offers a full suite of specialized parts and components, many of which are licensed or patented, as well as industry-leading engineering and other services that enhance the safety, efficiency and reliability of its customers' facilities. About Brookfield Brookfield Business Partners (NYSE:BBU) (TSX:BBU.UN) is a business services and industrials company focused on owning and operating high-quality businesses that benefit from barriers to entry and/or low production costs. Brookfield Business Partners -- https://bbu.brookfield.com/ -- is the flagship listed business services and industrials company of Brookfield Asset Management Inc. (NYSE:BAM) (TSX:BAM.A) (EURONEXT:BAMA), a leading global alternative asset manager with over $265 billion of assets under management, of which approximately $141 billion are in the U.S. About Westinghouse Electric 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, the Debtors' 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 its 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. WILD CALLING: Great Life Buying All Assets for $25K --------------------------------------------------- Wild Calling Pet Foods, LLC, asks the U.S. Bankruptcy Court for the District of Colorado to authorize the sale of substantially all assets to Great Life PetFood, LLC for $25,000 plus assumption of liabilities, subject to overbid. The Debtor has entered into a binding Letter of Intent dated Dec. 27, 2017 which will be formalized in an Asset Purchase Agreement, a copy of which will be filed with the Court by Jan. 8, 2018, with the Stalking Horse Bidder for the sale of the Purchased Assets. The Stalking Horse Bidder has agreed to assume certain liabilities plus pay cash in the amount of $25,000 for the Purchased Assets. The Stalking Horse Bidder will make an earnest money deposit in the amount of $10,000 to the Debtor by Jan. 5, 2018. After Jan. 8, 2018, any interested party or potential bidder may request a copy of the APA from the Debtor's counsel. A closing of the transactions contemplated by the APA is expected to occur by Jan. 31, 2018. The APA and a sale of the Purchased Assets are subject to Court approval. Accordingly, the Debtor is filing the Sale Motion asking approval of the APA and the transactions contemplated therein. The sale of the Purchased Assets to the Successful Bidder is contingent on Court approval of the Sale Motion. The Debtor will ask that the Court sets a hearing on the Sale Motion as soon as possible after the Auction to allow for a closing no later than Jan. 31, 2018. In connection with the APA, the Debtor is filing a motion to approve auction and sales procedures for the auction. In the Bidding Procedures Motion, it is also asking approval and terms of a Break-Up Fee and Expense Reimbursement. A copy of the Binding Letter of Intent attached to the Motion is available for free at: http://bankrupt.com/misc/Wild_Calling_56_Sales.pdf These Assumed Liabilities are: a. The liabilities owed by the Debtor to TCJ I, LLC estimated to be approximately $507,000 as of Nov. 30, 2017, provided however, that Stalking Horse Bidder's assumed liability to TCJ will be reduced to reflect amounts applied or to be applied to the assumed liability from the sale of any pet food product and other inventory located at the Greeley warehouse previously leased by the Debtor and/or any pet food product produced by Simmons Pet Foods on behalf of the Debtor which pet food product has not been purchased from Simmons and which is located at Simmons' facility through the Closing Date pursuant to the Stipulation between the Debtor and the Secured Creditor TCJ providing Relief from Automatic Stay and Authorizing TCJ a Temporary License to Use Debtor's Trademarks. The assumed liability to TCJ will be further reduced by the proceeds received by TCJ from the sale of the Equipment or if not sold, the value of such Equipment; b. The Liabilities owed by the Debtor to Super G Funding, LLC estimated to be approximately $268,607 as of Dec. 27, 2017; provided however, that Stalking Horse Bidder's assumed liability to Super G will be reduced by any amounts actually received by Super G from any other source that reduces the Debtor's debt to Super G; c. Any additional amounts accruing on the Debtor's outstanding debts to TCJ and/or Super G through the Closing Date, including reasonable attorneys' fees; and d. All Cure Costs related to the Assigned Contracts. The Debtor is asking to sell the Purchased Assets to the Successful Bidder free and clear of all liens and interests in the Purchased Assets, except for the Assumed Liabilities. It is also asking that the Court approves the assumption and assignment of any Assigned Contract. The Debtor will ask payoffs from TCJ and Super G through Jan. 25, 2018 with an estimated per diem amount through the Closing Date, which amounts will be made available to any potential bidder. It believes that TCJ and Super G consent to a sale pursuant to the terms of the APA and the Sale Motion. Pending approval and Closing of the APA, the Stalking Horse Bidder may enter into a sublicense with TCJ to distribute and market the Debtor's pet food product pursuant to the terms of the TCJ Agreement. In order to fulfill purchase orders for dry pet food products pending approval and closing of the APA, the Stalking Horse Bidder may produce the Debtor's dry pet food. It will maintain title to the Debtor's dry pet food product produced by Stalking Horse Bidder and will be entitled to any proceeds from the sale of the Debtor's dry pet food produced by Stalking Horse Bidder. If Stalking Horse Bidder is not the Successful Bidder at the Auction, the Stalking Horse Bidder's right to produce and sell the Debtor's dry pet food product will terminate after conclusion of the Auction, except that Stalking Horse Bidder may sell any of the Debtor's remaining dry dog food produced by Stalking Horse Bidder to the Successful Purchaser upon such terms as may be agreed to by the Stalking Horse Bidder and the Successful Bidder. In the Bidding Procedures Motion, the Debtor is asking that if at least one Qualified Overbid is made, it will conduct an auction on Jan. 26, 2018 at Connolly & Lofstedt, P.C., 950 Spruce St., Ste. 1C, Louisville, Colorado at 10:00 a.m. The time and place of the Auction is subject to change. If no Qualified Overbid is made, the Auction will not be conducted and the Stalking Horse Bidder will be deemed the Successful Bidder. The Stalking Horse Bidder will make an earnest money deposit in the amount of $10,000 to be held by the Debtor. If a bidder is deemed not to be the Successful Bidder, the Debtor will promptly return the earnest money deposit to such bidder. To the extent that the Successful Bidder fails to close by Jan. 31, 2018, or the Court does not authorize a sale of the Purchased Assets to the Successful Bidder, the Debtor may asks authority to sell the Purchased Assets to the Qualified Bidder who made the next highest and best Auction Overbid. In the event the Debtor receives one or more Qualified Bids and an Auction is held, the Stalking Horse Bidder will be entitled to a fee in the amount of $28,651 and a reimbursement in an amount not to exceed $20,000 for costs incurred on or prior to the Auction Date to produce the Debtor's dry pet food less amounts received or to be received from the sale of such dry pet food plus an additional $20,000 for all other expenses incurred in entering into the APA. In the event the Stalking Horse Bidder is the Successful Bidder, it may hire Timothy Petersen, CEO and Managing Member of the Debtor upon such terms as may be agreed to by the parties. Finally, the Debtor asks the Court to waive the 14-day stay imposed by operation of Fed.R.Bankr.P. 6004(h) and 6006(d). About Wild Calling Pet Food Wild Calling Pet Food, LLC -- http://wildcalling.com-- is a relatively new company in the pet food manufacturing industry. Based in Greeley, Colorado, the family-owned company claims that its line of dog and cat foods are all natural and grain-free with added vitamins and minerals. Wild Calling Pet Food filed a Chapter 11 petition (Bankr. D. Colo. Case No. 17-19898) on October 25, 2017. The petition was signed by Timothy Petersen, its CEO. The Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The Hon. Thomas B. McNamara presides over the case. Joli A. Lofstedt, Esq., at Connolly & Lofstedt, P.C., is the Debtor's bankruptcy counsel. WILLIAMS FINANCIAL: $10K Sale of Furniture & Computer Items Okayed ------------------------------------------------------------------ Judge Harlin DeWayne Hale of the U.S. Bankruptcy Court for the Northern District of Texas authorized Williams Financial Group, Inc., and its affiliates to sell furniture and computer equipment that was and continues to be used by their subtenant, National Securities Corp. ("NSC"), to NSC for $10,000. The sale is free and clear of any interest, with any liens, claims or encumbrances attaching to the proceeds of such sale. Notwithstanding the possible applicability of Bankruptcy Rule 6004(h), the Order will be immediately effective and enforceable upon its entry. About Williams Financial Group Williams Financial Group, Inc. and its subsidiaries WFG Management Services Inc., WFG Investments Inc. and WFG Advisors LP sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case Nos. 17-33578 to 17-33581) on Sept. 24, 2017. At the time of the filing, Williams Financial Group estimated assets and liabilities of $1,000,001 to $10 million. Judge Harlin Dewayne Hale presides over the cases. David William Parham, Esq., at Akerman LLP, serves as the Debtors' Chapter 11 counsel. Sessions, Fishman, Nathan & Israel LLC serves as the Debtors' special counsel. Baker & McKenzie LLP is the special claims counsel. Richard F. Amsberry P.C. is the Debtors' accountant. WILLIAMS FINANCIAL: $12K Sale of Computer Eqpt. to Green Tek Okayed ------------------------------------------------------------------- Judge Harlin DeWayne Hale of the U.S. Bankruptcy Court for the Northern District of Texas authorized Williams Financial Group, Inc., and its affiliates to sell the computer equipment they previously used to conduct their business to Green Tek Solutions, LLC for $12,000. The sale is free and clear of any interest, with any liens, claims or encumbrances attaching to the proceeds of such sale. Notwithstanding the possible applicability of Bankruptcy Rule 6004(h), the Order will be immediately effective and enforceable upon its entry. About Williams Financial Group Williams Financial Group, Inc. and its subsidiaries WFG Management Services Inc., WFG Investments Inc. and WFG Advisors LP sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case Nos. 17-33578 to 17-33581) on Sept. 24, 2017. At the time of the filing, Williams Financial Group estimated assets and liabilities of $1,000,001 to $10 million. Judge Harlin Dewayne Hale presides over the cases. David William Parham, Esq., at Akerman LLP, serves as the Debtors' Chapter 11 counsel. Sessions, Fishman, Nathan & Israel LLC is the Debtors' special counsel. Baker & McKenzie LLP is the special claims counsel. Richard F. Amsberry P.C. is the Debtors' accountant. WILLIAMS FINANCIAL: Files Chapter 11 Joint Plan of Liquidation -------------------------------------------------------------- Williams Financial Group, Inc., and its affiliated debtors filed with the U.S. Bankruptcy Court for the Northern District of Texas a disclosure statement for their joint plan of liquidation dated Dec. 22. 2017. The Plan provides for substantive consolidation of the Estates of WFG, WFGI, Management and WFGA into a single estate. Substantive consolidation is an equitable remedy that treats separate legal entities as if they were merged into a single surviving entity with all the cumulative Assets and Liabilities. The result is that claims of creditors against separate debtors morph into claims against the consolidated entity. The Plan also provides a mechanism for the expeditious and orderly collection of assets, the resolution of disputed claims, and the distribution of funds to creditors, including distributions in the form of interim installments to the extent such distributions are determined to be advisable by a liquidating trustee. The Debtors' secured creditors will be paid in full, as will any allowed priority or administrative claims. The Plan provides for a professional claims resolution arbitrator to serve who will be responsible for quickly and efficiently determining the amount of the Debtors' securities arbitration claims that will be allowed. The Plan contemplates that the Court will appoint a Liquidating Committee consisting of unsecured creditors with which the Liquidating Trustee will consult. It is impossible to predict the total amount of distributions, which will be largely dependent upon the results of further litigation or settlements. In addition, the Plan establishes a Disputed Claims Reserve for the benefit of Holders of Disputed Claims. The Liquidating Trustee may (but is not obligated) to make interim distribution of Cash on account of Allowed Claims of a given Class from time to time, provide the Liquidating Trustee leaves sufficient Cash in reserve to cover the Disputed Claims of that Class. No Distribution or payment will be made on account of a Disputed Claim until such Disputed Claim becomes an Allowed Claim. Classes 3WFG, 3WFGI, 3WFGM and 3WFGA consists of the general unsecured claims. Each holder of an Allowed General Unsecured Claim will receive a pro rata share of the Unsecured Distribution Amount. The Debtors estimate recoveries for this class in the range of 42%-57%. The Plan is a liquidating plan and will be funded with the Cash on hand as of the Effective Date and the liquidation and monetization of all other assets that may be liquidated or otherwise monetized and/or Claims that may be recovered for the benefit of the Liquidating Trust. The Liquidating Trust will be established and will become effective on the Effective Date. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/txnb17-33578-11-276.pdf About Williams Financial Group Williams Financial Group, Inc. and its subsidiaries WFG Management Services Inc., WFG Investments Inc. and WFG Advisors LP sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case Nos. 17-33578 to 17-33581) on Sept. 24, 2017. At the time of the filing, Williams Financial Group estimated assets and liabilities of $1,000,001 to $10 million. Judge Harlin Dewayne Hale presides over the cases. David William Parham, Esq., at Akerman LLP, serves as the Debtors' Chapter 11 counsel. Sessions, Fishman, Nathan & Israel LLC serves as the Debtors' special counsel. Baker & McKenzie LLP is the special claims counsel. Richard F. Amsberry P.C. is the Debtors' accountant. WILLIAMS FINANCIAL: Kestra Buying Client Accounts for $405K ----------------------------------------------------------- Williams Financial Group, Inc. ("WFGI"), and its affiliates ask the U.S. Bankruptcy Court for the Northern District of Texas to authorize their sale of client accounts to Kestra Financial, Inc. for $405,000. As part of the wind down of their operations, the Debtors have an opportunity to generate additional income for the estate in the form of proceeds from the sale of all of the WFGI's right, title and interest in, to and under the client accounts to Kestra. Kestra is an investment firm regulated by the Financial Industry Regulatory Authority, is compliant with SEC regulations, and is not an insider of the Debtors. Pursuant to the Asset Purchase Agreement, the Debtor asks authority to sell the following assets to Kestra free and clear of any interest: (i) all remaining client accounts managed by WFGI on the Petition Date ("Client Accounts"); (ii) all books, records and files related to the Client Accounts; and (iii) all rights under any agreements related to the Client Accounts, including but not limited to agreements pursuant to which the Seller is entitled to receive any form of remuneration with respect to the Client Accounts. WFGI was in the business of managing Client Accounts as a broker-dealer and acquired the Client Accounts, over many years, throughout its normal business operations. WFGI, in exchange for its services, received agreed upon fees pursuant to the Assumed Contracts for managing these Client Accounts. The Client Accounts, which are comprised of annual annuity accounts, variable life insurance policy investment accounts, IRA's, mutual fund accounts, and other investment accounts, themselves are unencumbered and belong to the underlying investors. Through the sale, the Debtors are assigning their right, title, and interest to manage these accounts, pursuant to the Assumed Contracts, to Kestra, with the expectation that Kestra will receive remuneration for their future services in managing the Client Accounts pursuant to the terms in the Assumed Contracts. The APA does not provide for the sale to Kestra of the Debtors' cash in hand, receivables, office equipment and furniture, the Debtors' or the estates' causes of action, or any other assets other than the Client Accounts, the Assumed Contracts, and the related documents. All other assets not sold through the APA will remain assets of the Debtors. The APA contains representations and warranties of the Debtors and Kestra that are customary for transactions of the type proposed, including authority and capacity, and obtaining of necessary consents and approvals. The APA requires the prior approval of the Court to consummate the sale. A copy of the APA and the list of the Client Accounts to be sold attached to the Motion is available for free at: http://bankrupt.com/misc/Williams_Financial_287_Sales.pdf As set forth above the primary asset to be sold by the Debtors to Kestra is WFGI's right to manage the Client Accounts. In connection with the sale, it will be necessary for the Debtors to assume and assign the individual Assumed Contracts that exist with respect to each of the Client Accounts managed by WFGI. In accordance with SEC regulations, the Debtors will notify owners of Client Accounts that the Debtors intend to transfer their Client Accounts to Kestra if the owners do not opt-out. As the managing of the Client Accounts is the only obligation owed to the owners of the Client Accounts, there can be no cure amounts due and owing with respect to the Assumed Contracts. The Debtors are confident that the proceeds from the sale of the Assets will exceed the value of any lien on the Property. In light of their liquidity restraints and to limit the costs of administering their estates, it is critical that the Debtors close the sale of the Assets as soon as possible, otherwise this potential sale of an asset that, by its nature, only few buyers can actually purchase, could evaporate. Further, the clients of WFGI also deserve to have an active broker-dealer managing their investments. Any delays would also be to the detriment of the customers affected by the sale. Accordingly, the Debtors ask the Court to waive the 14-day stay periods under Bankruptcy Rules 6004(h) and 6006(d). The Purchaser: KESTRA FINANCIAL, INC. 5707 Southwest Parkway Building 2, Suite 400 Austin, TX 78735 About Williams Financial Group Williams Financial Group, Inc. and its subsidiaries WFG Management Services Inc., WFG Investments Inc. and WFG Advisors LP sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case Nos. 17-33578 to 17-33581) on Sept. 24, 2017. At the time of the filing, Williams Financial Group estimated assets and liabilities of $1,000,001 to $10 million. Judge Harlin Dewayne Hale presides over the cases. David William Parham, Esq., at Akerman LLP, serves as the Debtors' Chapter 11 counsel. Sessions, Fishman, Nathan & Israel LLC serves as the Debtors' special counsel. Baker & McKenzie LLP is the special claims counsel. Richard F. Amsberry P.C. is the Debtors' accountant. WISCONSIN PFA: S&P Cuts 2015 Housing Revenue Bonds Rating to BB+ ---------------------------------------------------------------- S&P Global Ratings lowered its long-term rating to 'BB+' from 'A' on Public Finance Authority, Wis.' multifamily housing revenue bonds (Trinity Affordable Section 8 Assisted Apartments Project), series 2015 A and 2015 A-T, and placed the rating on CreditWatch with negative implications. "The rating action and CreditWatch placement reflect our view of the anticipated sale of the properties within the CreditWatch period and the poor asset quality as well as operating, performance, and maintenance issues at one of the five properties, which have dragged down the financial performance of the entire pool," said S&P Global Ratings credit analyst Aulii Limtiaco. WONDERWORK INC: Examiner Files Exhibit 211 to Final Report ---------------------------------------------------------- Jason R. Lilien, the appointed Examiner for Wonderwork, Inc., files with the U.S. Bankruptcy Court for the Southern District of New York, Exhibit 211 to Examiner's Final Report, which was omitted from the previously filed Appendices of exhibits to the Report. Exhibit 211 is Sample Employment Agreement Term Sheet with comments by Brian Mullaney, chief executive officer of Wonderwork, Inc. A copy of the Exhibit 211 to Examiner's Final Report is available at: http://bankrupt.com/misc/nysb16-13607-353.pdf About Wonderwork, Inc. Wonderwork, Inc., is a charity that has provided grants to fund more than 220,000 surgeries in just six years. The Debtor filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 16-13607) on Dec. 29, 2016, and is represented by Aaron R. Cahn, Esq., at Carter Ledyard & Milburn LLP, as counsel; and BDO USA, LLP, as auditor and tax advisor. The petition was signed by Brian Mullaney, chief executive officer. At the time of filing, the Debtor had $10 million to $50 million in estimated assets and $10 million to $50 million in estimated debts. Jason R. Lilien has been appointed by the Court as Chapter 11 examiner. He hired Loeb & Loeb LLP as his counsel. WOODBRIDGE GROUP: Drinker Biddle Represents Noteholders ------------------------------------------------------- Drinker Biddle & Reath LLP filed with the U.S. Bankruptcy Court for the District of Delaware a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure stating that it is representing the Ad Hoc Committee of Holders of Promissory Notes of Woodbridge Mortgage Investment Fund Entities and Affiliates in the Chapter 11 cases of Woodbridge Group of Companies, LLC, and certain of its affiliates and subsidiaries. The Ad Hoc Committee was formed as of Dec. 11, 2017, subject to the addition of new members from time to time, and has elected to engage DBR to represent the interests of the Ad Hoc Committee in connection with these Chapter 11 cases. The Ad Hoc Committee members and the nature and amount of disclosable economic interests are: a. Harry Breyer, Beneficiary Harry Breyer Revocable Living Trust 7186 Arcadia Bay Court Delray Beach, FL 33446 $2,650,000 notes b. Rodney Black 46 Almadera Drive Wayne, NJ 07470 $1,142,000 notes; $500,000 units c. Richard Carli 221 Ventasso Drive Clayton, NC 27520 $1,075,000 notes d. Randy Botwinick 1645 Linton Lake Drive, Unit F Delray Beach, FL 33445 $975,000 notes e. Mark Krantz 28109 Highridge Road #12 Rolling Hills Estates, CA 90275 $717,000 notes f. Jay Beynon, Trustee Jay Beynon Family Trust 531 East Maple Avenue El Segundo, CA 90245 $500,000 notes g. Alice Norkeen 22724 Meridian Drive Boca Raton, FL 33433 $500,000 note h. Lorraine Schocket 7186 Arcadia Bay Court Delray Beach, FL 33446 $500,000 notes i. Anne Perella 6035 Belle Terre Court Bridgeville, PA 15017 $350,000 notes j. Michelle Parks Address yet to be provided $225,000 notes k. Kimberly M. Harris, individually and as attorney-in-fact for Isabella DiMarco 300 Mt. Lebanon Boulevard Suite 2218-A Pittsburgh, PA 15234 $218,000 notes l. Michael Gubler 70 North Coleman Street Tooele, UT 84074 $200,000 notes m. Edward Tierney 5 Echo Court Hawthorn Woods, IL 60047 $160,000 notes n. Boyd A. Armstrong, Jr., individually and as attorney-in-fact for Robert Brazee 34470 Maple Hill Road Townville PA 16360 $150,000 notes o. Ali Heidari Saeid 20 Baudin Circle Ladera Ranch, CA 92694 $150,000 notes p. John G. Harris, as attorney-in-fact for Helen A. Harris 300 Mt. Lebanon Boulevard Suite 2218-A Pittsburgh, PA 15234 $100,000 notes q. Laurie Poehler P.O. Box 124 Waterville, MN 56096 $100,000 notes r. Jennifer Volkmann P.O. Box 124 Waterville, MN 56096 $100,000 notes s. Mark Kersting 8200 S. Quebec Street A3# 716 Centennial, CO 80112 $54,900 notes $450,000 units t. Jane Breyer 7186 Arcadia Bay Court Delray Beach, FL 33446 $50,000 notes u. Abraham and Hilary Wolf 3330 NE 190 Street, Apt. 1611 Aventura, FL 33180 $50,000 notes DBR assures the Court that it does not hold any claims against, or interests in, the Debtors. DBR can be reached at: Steven K. Kortanek, Esq. Patrick A. Jackson, Esq. Joseph N. Argentina, Jr., Esq. DRINKER BIDDLE & REATH LLP 222 Delaware Avenue, Suite 1410 Wilmington, Delaware 19801 Tel: (302) 467-4200 Fax: (302) 467-4201 E-mail: steven.kortanek@dbr.com patrick.jackson@dbr.com joseph.argentina@dbr.com -- and -- James H. Millar, Esq. DRINKER BIDDLE & REATH LLP 1177 Avenue of the Americas, 41st Floor New York, NY 10036-2714 Tel: (212) 248-3140 Fax: (212) 248-3141 E-mail: james.millar@dbr.com About Woodbridge Group Headquartered in Sherman Oaks, California, The Woodbridge Group Enterprise -- http://www.woodbridgecompanies.com/-- is a comprehensive real estate finance and development company. Its principal business is buying, improving, and selling high-end luxury homes. The Woodbridge Group Enterprise also owns and operates full-service real estate brokerages, a private investment company, and real estate lending operations. The Woodbridge Group Enterprise and its management team have been in the business of providing a variety of financial products for more than 35 years, and have been primarily focused on the luxury home business for the past five years. Since its inception, the Woodbridge Group Enterprise has completed more than $1 billion in financial transactions. These transactions involve real estate, note buying and selling, hard money lending, and alternative financial transactions involving thousands of investors. Woodbridge Group of Companies and certain of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No. 17-12560) on Dec. 4, 2017. Woodbridge estimated assets and liabilities at between $500 million and $1 billion. Judge Kevin J. Carey presides over the case. Samuel A. Newman, Esq., Oscar Garza, Esq., Daniel B. Denny, Esq., Jennifer L. Conn, Esq., Eric J. Wise, Esq., Matthew K. Kelsey, Esq., and Matthew P. Porcelli, Esq., at Gibson, Dunn & Crutcher, LLP, and Sean M. Beach, Esq., Edmon L. Morton, Esq., Ian J. Bambrick, Esq., and Allison S. Mielke, Esq., at Young Conaway Stargatt & Taylor, LLP, serve as the Debtors' bankruptcy counsel. Homer Bonner Jacobs, PA, as special counsel, Province, Inc., as expert consultant, Moelis & Company LLC, as investment banker. The Debtors' financial advisors are Larry Perkins, John Farrace, Robert Shenfeld, Reece Fulgham, Miles Staglik, and Lissa Weissman at SierraConstellation Partners, LLC. Beilinson Advisory Group is serving as independent management to the Debtors. Garden City Group, LLC, is the Debtors' claims and noticing agent. Pachulski Stang Ziehl & Jones is counsel to the Official Committee of Unsecured Creditors. WOODBRIDGE GROUP: Says SEC Actions Unnecessary ---------------------------------------------- Woodbridge Group of Companies, LLC and certain of its affiliates and subsidiaries, on Jan. 2, 2018, responded to objections filed by the Securities and Exchange Commission ("SEC"), stating the following: "Since the Independent Manager took control of the Company and appointed a Chief Restructuring Officer on December 1, 2017, all fund raising was ceased, the Chapter 11 cases were commenced to maximize value to investors and other stakeholders, and Robert Shapiro was removed from all Company oversight or involvement and is not receiving any compensation from the debtor. As such, it is interesting that the SEC, after looking at this case for a year without taking any action -- including allowing the Company to continue to raise approximately $350 million -- now suddenly decides to step in after the new, independent management team has accomplished substantial work to reorganize the business and its financial structure. "We believe the time-tested Chapter 11 process, paired with the business expertise of the new independent management team, best protects the interests of creditors, offers them a voice in the process and will maximize recovery. The SEC's action could cause irreparable harm to Woodbridge investors and other creditors -- dramatically alter the Company's rights, impair and deplete assets of the estate and hinder the reorganization efforts." "The SEC's current action would erase the extensive efforts the Company's independent management has taken to bring transparency to the business and maximize recoveries for all the Company's constituents," said Sam Newman, partner at Gibson, Dunn & Crutcher LLP and counsel to Woodbridge. Since the appointments of Beilinson Advisory Group and Chief Restructuring Officer, Larry Perkins, new management has focused on protecting investors and maximizing the estate for the benefit all stakeholders. Specific actions include: -- Immediately ceased all fundraising, which was the subject of the SEC's investigation -- an action protecting the public good. -- Commenced Chapter 11 cases to maximize value for the benefit of all stakeholders. -- Implemented a process to protect the value of the Company's assets, evaluate the Company's obligations to its creditors, resolve their claims promptly, and make appropriate use of the Bankruptcy Code to ensure a fair and equitable distribution. -- Removed Robert Shapiro from all involvement in the Company's business and ensured that he is currently receiving no compensation from the debtors. -- Secured control of additional non-debtor entities with a value exceeding $20M. The Company is seeking a hearing on January 18, 2018 for these matters. Gibson Dunn & Crutcher LLP is serving as legal advisor, SierraConstellation Partners LLC is serving as chief restructuring officer and financial advisor, and Beilinson Advisory Group is serving as independent management to the debtors. About Woodbridge Group Headquartered in Sherman Oaks, California, The Woodbridge Group Enterprise -- http://www.woodbridgecompanies.com/-- is a comprehensive real estate finance and development company. Its principal business is buying, improving, and selling high-end luxury homes. The Woodbridge Group Enterprise also owns and operates full-service real estate brokerages, a private investment company, and real estate lending operations. The Woodbridge Group Enterprise and its management team have been in the business of providing a variety of financial products for more than 35 years, and have been primarily focused on the luxury home business for the past five years. Since its inception, the Woodbridge Group Enterprise has completed more than $1 billion in financial transactions. These transactions involve real estate, note buying and selling, hard money lending, and alternative financial transactions involving thousands of investors. Woodbridge Group of Companies and certain of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No. 17-12560) on Dec. 4, 2017. Woodbridge estimated assets and liabilities at between $500 million and $1 billion. Judge Kevin J. Carey presides over the case. Samuel A. Newman, Esq., Oscar Garza, Esq., Daniel B. Denny, Esq., Jennifer L. Conn, Esq., Eric J. Wise, Esq., Matthew K. Kelsey, Esq., and Matthew P. Porcelli, Esq., at Gibson, Dunn & Crutcher, LLP, and Sean M. Beach, Esq., Edmon L. Morton, Esq., Ian J. Bambrick, Esq., and Allison S. Mielke, Esq., at Young Conaway Stargatt & Taylor, LLP, serve as the Debtors' bankruptcy counsel. Homer Bonner Jacobs, PA, as special counsel, Province, Inc., as expert consultant, Moelis & Company LLC, as investment banker. The Debtors' financial advisors are Larry Perkins, John Farrace, Robert Shenfeld, Reece Fulgham, Miles Staglik, and Lissa Weissman at SierraConstellation Partners, LLC. Beilinson Advisory Group is serving as independent management to the Debtors. Garden City Group, LLC, is the Debtors' claims and noticing agent. Andrew R. Vara, U.S. Trustee for Region 3, appointed 3 members to the official committee of unsecured creditors of Woodbridge Group. XS RANCH FUND: Unsecured Creditors to Recoup 100% Under Plan ------------------------------------------------------------ XS Ranch Fund, VI, L.P., filed with the U.S. Bankruptcy Court for the Northern District of California a disclosure statement in support of its amended chapter 11 plan of reorganization. The Debtor's Plan provides for three classes of secured claims; one class of Priority Claims; one class of General Unsecured Claims; one class of subordinated claims; and one class of Interest Holders. The Effective Date of the Plan is the tenth Business Day of the first full month after entry of the Confirmation Order. Creditors holding Allowed Secured Claims will receive Distributions, which the Debtor has valued at 100 cents on the dollar plus interest, on the Distribution Date or over a period of time. The Class of Allowed Priority Claims will receive Distributions, which the Debtor has valued at 100 cents on the dollar, on the initial Distribution Date. The Class of Allowed General Unsecured Claims will receive Distributions, which the Debtor has valued at 100 cents on the dollar, on the Distribution Date. The Class of Rescission Claims will receive Distributions based on the results of the Subordination Litigation. Interest Holders will retain their interest. All Creditors and equity Interest Holders should refer to Article V of the Plan for information regarding the precise treatment of their Claims and Interests. The Debtor's Plan provides for the structured reorganization of the Debtor. The Debtor will make all payments due under the Plan to holders of Allowed Claims and Allowed Interests from the Net Financing Proceeds, Net Cash flow, Net Sales Proceeds, and the prosecution and liquidation of the Debtor's Avoidance Actions if any. In order to avoid a foreclosure of the Debtor's Bastrop County, Texas Property based on the Debtor's inability to pay $1.75 million of interest due to Steiner, its senior secured creditor, the Debtor negotiated a transaction whereby it transferred 2,430 of its 8,740 acres of real property to Steiner and its Affiliate S&S, with rights to repurchase the Transferred Property pursuant to three repurchase option agreements. A full-text copy of the Disclosure Statement is available at : http://bankrupt.com/misc/ganb17-60948-91.pdf A full-text copy of the Amended Plan is available at: http://bankrupt.com/misc/canb16-31367-313.pdf About XS Ranch Fund VI L.P. Dr. Hasso Plattner, David Winton, Granite Land Company, and Peter Mainstain filed an involuntary petition (Bankr. N.D. Cal. Case No. 16-31367) against XS Ranch Fund VI, L.P for relief under Chapter 7 of the Bankruptcy Code on December 23, 2016. On May 31, 2017, the Debtor consented to conversion of the Bankruptcy Case to one under Chapter 11. On June 1, the Court entered its order converting the Bankruptcy Case to Chapter 11. The petitioning creditors were represented by Patricia H. Lyon, Esq., at French and Lyon; Terry J. Mollica, Esq., at Chiarelli & Mollica, LLP; Mary Ellmann Tang, Esq., at French Lyon Tang; and David C. Winton, Esq., at the Law Offices of David C. Winton. The Debtor is represented by Pamela Egan, Esq., at Rimon P.C.; and Richard H. Golubow, Esq., Garrick A. Hollander, Esq., and Andrew Levin, Esq., at Winthrop Couchot. On July 28, 2017, the U.S. Trustee for Region 17 appointed an official committee of unsecured creditors. The committee hired Sheppard Mullin Richter & Hampton LLP, as counsel. YOUR NEIGHBORHOOD: California Properties Sale Denied w/o Prejudice ------------------------------------------------------------------ Judge Theodore C. Albert of the U.S. Bankruptcy Court for the Central District of California denied without prejudice Your Neighborhood Urgent Care, LLC's sale motion. Your Neighborhood had filed a motion for the sale and contemporaneously assignment of its interest in unexpired leases for the three urgent care facilities located at (i) 5630 Santa Ana Canyon Road, Anaheim, California, (ii) 5355 Warner Avenue, Suite 102, Huntington Beach, California, and (iii) 2560 Bryan Avenue, Tustin, California to Hoag Urgent Care-Anaheim Hills, Inc., Hoag Urgent Care-Huntington Harbour, Inc., and Hoag Urgent Care-Tustin, Inc.; or, in the alternative, to assume and assign unexpired leases to the Hoag Debtors. As reported in the Nov. 30, 2017 edition of the TCR, according to Your Neighborhood's filings, in the process of establishing the Hoag Clinics, the Hoag Debtors and the Debtor, the former management company for the Hoag Debtors, entered into a series of agreements with Newport Newport Healthcare Center, LLC. The agreements include a structured leasing of the property by which Newport leased the Properties from the Landlords and, shortly thereafter, subleased the Properties to the Debtor. The Debtor is the management company of the Hoag Debtors and only holds bare legal title in the Subleases. The Hoag Debtors hold the beneficial interest in the Subleases. A hearing on the Motion was held on Nov. 29, 2017 at 10:00 a.m. The Court adopted the tentative ruling issued by the Court on Nov. 28, 2017. The motion was denied on account of an OST opposition. About Your Neighborhood Urgent Care Located at 18231 Irvine Blvd., Suite 204, Tustin, California, Your Neighborhood Urgent Care, LLC is a privately held Tustin, California operating under the health care industry. Your Neighborhood was a former management company for Hoag Urgent Care - Tustin, Inc., et al. (the "Hoag Debtors"). Your Neighborhood Urgent Care sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 17-14545) on Nov. 17, 2017. The petition was signed by Dr. Robert C. Amster, president. The Debtor estimated assets in range of $50,000 to $100,000 and $1 million to $10 million in debt. The case is assigned to Judge Scott C Clarkson. The Debtor tapped Jeffrey I. Golden, Esq., at Lobel Weiland Golden Friedman LLP as counsel. Affiliates Hoag Urgent Care - Tustin, Inc. and five other entities sought Chapter 11 protection (Bankr. C.D. Cal. Lead Case No. 17-13077) on Aug. 2, 2017. The Hoag Debtors own and operate five urgent care facilities. located in Orange County, California, YU HUA LONG: Trustee's $23M Sale of Monterey Park Property Okayed ----------------------------------------------------------------- Judge Deborah J. Saltzman of the U.S. Bankruptcy Court for the Central District of California authorized Timothy J. Yoo, the Chapter 11 Trustee of Yu Hua Long Investments LLC, to sell the real property located in the City of Monterey Park, California, composed of six parcels known as (i) 120 S, Garfield Ave., APN 5257-015-003; (ii) 114 East Garvey Ave., APN 5257-015-001; (iii) 100 S. Garfield Ave., APN 5257-015-002; (iv) 150 South Garfield Ave., APN 5257-015-004; (v) 200 South Garfield Ave., APN 5257-015-005; and (vi) a parcel known as the City parking lot, APN 5257-015-035, formerly identified as APN 5257-015-900, Rykadan 005, LLC and Rykadan Capital Ltd. for $23,450,000. A hearing on the Motion was held on Dec. 13, 2017 at 2:00 p.m. The Auction was held immediately prior to the Sale Hearing in accord with the Bidding Procedures Order. The bid from the Purchasers, pursuant to a Vacant Land Purchase Agreement and Joint Escrow Instructions and Addendum constituted the Successful Bid under the Bidding Procedures; and Chang Chih Int'l Investment, LLC, the Stalking Horse Bidder, has agreed to maintain its offer to purchase the Purchased Assets as the back-up bidder pursuant to the agreement between the Trustee and the Stalking Horse Bidder at a purchase price of $23,072,500. The sale is free and clear of all liens, claims, and interests. The Trustee will be entitled to pay from the Aggregate Consideration, via escrow at closing of the Transactions the following ("Permitted Costs"): i. Closing Costs allocated to Seller under section 9 of the Asset Purchase Agreement. ii. Broker compensation payable by the Seller under section 24 of the Asset Purchase Agreement. iii. Property taxes payable by the Seller under section 23 of the Asset Purchase Agreement. iv. The approved Break-up Fee, in the amount of $277,500 payable to the Stalking Horse Bidder (unless the Transaction is closed with the Stalking Horse Bidder). If the Transactions fail to close with the Purchasers and the Asset Purchase Agreement is terminated, the Trustee will be authorized to complete the Transactions with the Stalking Horse Bidder pursuant to the Back-up Asset Purchase Agreement, and in that event the provisions of the Sale Order applicable to the Purchasers and to the Asset Purchase Agreement will apply to the Stalking Horse Bidder and to the Back-up Asset Purchase Agreement, respectively. Unless otherwise agreed by the Trustee, the deposit of the Stalking Horse Bidder will be retained by the Trustee as a deposit under the Back-up Asset Purchase Agreement and will be returned to the Stalking Horse Bidder on the closing by the Purchaser of the Transactions. As additional adequate protection of all rights, claims and interests of the Magnus Members relating to the Purchased Assets ("Magnus Members Property Interests"): a. The Magnus Members Property Interests will attach to the Net Sale Proceeds to the same extent, validity and effect as they attached or could attach to the Purchased Assets. b. The Trustee will be entitled to pay, from the Aggregate Consideration, only (i) the Permitted Costs, via escrow at closing of the Transactions; and (ii) secured claims which were secured by the Debtor's real property at the time of the transfer of the real property to the Debtor, if such claims are allowed as secured claims by final order of the court after notice and hearing, at such time as consistent with such order. c. The Trustee will hold the Net Sale Proceeds pending (a) (i) written agreement of the Magnus Members (which may be communicated by their counsel), or (ii) a resolution of the Magnus Members Property Interests by final non-appealable order of a court of competent jurisdiction; and (b) order of the Court. Upon the Closing, the Trustee is authorized and directed to assume, assign and/or transfer to the Purchaser the City Lease, there being no existing default. The Purchasers will then have assumed the City Lease and the assignment by the Trustee of the City Lease will not be a default thereunder. Notwithstanding Bankruptcy Rules 6004(h), 6006(d), 7062, or 9014, if applicable, or any other Local Bankruptcy Rule, the Sale Order will not be stayed for 14-days after its entry, but will be effective and enforceable immediately upon entry pursuant to Bankruptcy Rule 6004(h). Time is of the essence in approving the Transactions (including the transfer and the sale of the Purchased Assets). About Yu Hua Long Investments Yu Hua Long Investments, LLC, is engaged in the development of real property located in the City of Monterey Park, California. Yu Hua Long Investments filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 16-22745) on Sept. 26, 2016, estimating under $1 million in both assets and liabilities. Timothy J. Yoo has been named as Chapter 11 trustee for the Debtor's case. Levene Neale Bender Yoo & Brill, LLP, is the Trustee's general bankruptcy counsel. Re/Max Omega's the Trustee's broker. ZIMMER SALES: Taps Trevett Cristo as Legal Counsel -------------------------------------------------- Zimmer Sales & Services Corp. seeks approval from the U.S. Bankruptcy Court for the Western District of New York to hire Trevett Cristo P.C. as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code and will provide other legal services related to its Chapter 11 case. The firm's hourly rates are: Partners $300 Associates $175 Paralegals $75 The Debtor paid the firm a retainer in the sum of $5,717, and has agreed to pay an additional $5,000 retainer. David Ealy, Esq., disclosed in a court filing that he and his firm do not represent any interest adverse to the Debtor or its estate. The firm can be reached through: David H. Ealy, Esq. Trevett Cristo P.C. Two State Street, Suite 1000 Rochester, NY 14614 Tel: (585) 454-2181 Email: dealy@trevettcristo.com About Zimmer Sales & Services Corp. Zimmer Sales & Services Corp. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. N.Y. Case No. 17-21357) on December 21, 2017. At the time of the filing, the Debtor disclosed that it had estimated assets and liabilities of less than $500,000. [*] Kramer Levin Promotes Seven Lawyers to Special Counsel ---------------------------------------------------------- Kramer Levin Naftalis & Frankel LLP on Jan. 3, 2018, disclosed that the following associates have been promoted to special counsel, effective January 1: Katrina Baker, Allison Gray Jason Moff, Jennifer Sharret and Andrew Ward, Adam Taubman and Julia Wachter. "Congratulations to Katrina, Allison, Jason, Jennifer, Adam, Julia and Andrew on their well-deserved promotions. These talented lawyers are motivated and resourceful thinkers who provide creative and practical solutions consistent with our clients' objectives," said Paul S. Pearlman, managing partner of Kramer Levin. "We look forward to their continued growth and success at the firm." Katrina L. Baker – Employment Katrina advises and represents employers in connection with employment law matters and policies. She assists employers by drafting policies and agreements, conducting investigations, and providing advice regarding all aspects of employment law. Representing employers in federal and state courts, administrative proceedings, and arbitration panels, she litigates a variety of employment law claims, including age, race, gender, disability, caregiver and national origin discrimination, and harassment allegations, as well as retaliation, wrongful discharge, wage and hour, whistleblower, contract, restrictive covenant, and bonus claims. Ms. Baker graduated magna cum laude from Ithaca College with a B.A. in journalism and earned her J.D., cum laude, from Fordham University School of Law. Allison D. Gray – Immigration Ms. Gray advises and represents major corporations, in particular those in the advertising, digital marketing, media and public relations industries, in employment-based immigration matters. She has also successfully transferred managers, executives and specialized knowledge professionals within multinational organizations from foreign offices to the United States, both temporarily (on L-1 visas) and permanently (by obtaining green cards). Ms. Gray earned her B.A. in English and French, magna cum laude, from Davidson College and graduated cum laude with a J.D. from New York University School of Law. Jason M. Moff – Litigation Mr. Moff maintains a diverse commercial practice, with an emphasis on complex civil litigation and regulatory defense work, and represents public and private companies in federal and state court and in sensitive proceedings before regulatory and administrative agencies. He has served as counsel, including as co-lead counsel, in significant securities and shareholder matters; represented major corporations in regulatory and criminal investigations; served on a number of trial teams; and advised clients on a range of regulatory and litigation issues. Mr. Moff graduated, cum laude, with a Bachelor of Arts degree in Psychology at Yale University, and he earned his J.D., cum laude, from the University of Michigan Law School. Jennifer R. Sharret – Bankruptcy and Restructuring Ms. Sharret represents significant parties, including official creditors' committees, bondholders, indenture trustees, and secured and unsecured creditors and debtors in complex Chapter 11 bankruptcy cases, out-of-court restructurings and other distressed situations. She has been involved in some of the largest and most multifaceted bankruptcies and restructurings across a diverse range of industries, including energy, shipping, automotive and retail. Ms. Sharret holds a Bachelor of Science degree in Industrial and Labor Relations from Cornell University and graduated magna cum laude with a J.D. from Benjamin N. Cardozo School of Law. Adam B. Taubman – Land Use Mr. Taubman represents private developers, banks, and not-for-profit educational, cultural and health care institutions in the planning, development, and financing and acquisition of major properties in New York City. He regularly appears on behalf of clients before New York City's various land use agencies, including the City Planning Commission, the Board of Standards and Appeals, the Department of Buildings, the Department of Transportation, the City Council and local community boards. Mr. Taubman graduated, summa cum laude, with a Bachelor of Arts degree in Psychology from Yale University, and he earned his J.D., magna cum laude, from New York University Law School. Julia L. Wachter – Real Estate Ms. Wachter is a real estate lawyer concentrating her practice in the area of condominiums and cooperatives. She represents major developers and other property owners and investors in the acquisition, development, registration and sale of luxury residential units in public offerings, as well in structuring complex commercial and mixed-use developments for sale in publicly offered and non-public transactions. She has played an integral role in implementing creative condominium solutions that have enabled clients to improve the value of their assets and structure their property ownership in accordance with their specific needs. Ms. Wachter graduated magna cum laude with a Bachelor of Science degree from Syracuse University and holds a J.D. from Benjamin N. Cardozo School of Law. Andrew I. Ward – Bankruptcy and Restructuring Mr. Ward has a diverse transactional-based practice that focuses on assisting hedge funds, investment banks and other financial institutions with the purchase and sale of bankruptcy trade claims, Loan Syndications and Trading Association (LSTA) and Loan Market Association (LMA) bank debt, notes, bonds, and various types of equity interests, both domestically and in foreign jurisdictions. Mr. Ward graduated with a Bachelor of Arts degree from the University of Michigan and a J.D. from the Benjamin N. Cardozo School of Law. [*] The Deal Releases Bankruptcy League Table Rankings ------------------------------------------------------ The Deal, a business unit of TheStreet, Inc., on Jan. 4, 2018, released its exclusive League Table rankings, revealing the top global advisers involved in mergers and acquisitions, bankruptcy, out-of-court restructuring, private equity and PIPEs deals between January 1 and December 31, 2017. Two December mega-deals capped M&A activity in the fourth quarter, which also featured three large unsolicited offers and several multi-billion dollar deals in which private equity firms cashed out of investments. Deal volume was steady but not frenetic and spread across a range of sectors. Goldman Sachs landed roles on five of the largest M&A situations of the 4 [th] quarter; Centerview is on four. Rankings include the names of lead M&A and/or corporate partners at law firms that represented principals and investment advisers. Only deals involving a change of control at a target company with a market value of $100 million or more are included, and only when a key party involved is a U.S. company. Unless the target is a recognized stand-alone operating business, rankings will not include asset sales, unit sales, sales of subsidiaries, spin-offs or joint ventures. 2017 saw robust private equity activity even as valuations stayed high and competition for quality assets remained intense. This year's largest deal was the agreement by the Bain Capital-led consortium in September to buy Toshiba Corp's chip unit in a transaction valued at 2 trillion yen ($17.7 billion), according to Dealogic. The Deal's Private Equity League Tables include global deals involving PE firms, either on the buy side or sell side, regardless of whether financial terms were disclosed. Deal types range from leveraged buyouts, add-on acquisitions, management-backed buyouts and any deal where a PE firm had a stake in the target, buyer or seller. Transactions where the investment implied at least a 30% stake in the target are also included, as are minority investments where PE executives joined target boards. Predictions in the fall that the energy and healthcare industries would be most active for out-of-court restructurings in the fourth quarter were only about half correct. Restructuring attorneys and advisers correctly predicted that oil, gas and coal related companies would be among the most active in the fourth quarter, but they missed on the healthcare industry. The list of energy company out-of-court restructurings seemed to grow with each month. Among the most significant restructurings were coal producer Armstrong Energy Inc., Anton Oilfield Services Group and EP Energy Corp. The Deal's Out-of-Court Restructuring league tables include advisors to distressed companies experiencing financial restructuring ongoing or completed during the period under review. There are neither geographic nor company value size restrictions for the distressed company. Bankruptcy filings during the last three years have been dominated by one of two industries. In 2017, it was retail, while the prior two years saw a slew of oil and gas companies march into Chapter 11. With the expectation that interest rates will be rising, albeit slowly, indicators point to another active year ahead in restructuring across industry sectors. The Deal's Bankruptcy League Tables are comprised of advisory assignments on business petitions with liabilities of at least $25 million, filed in U.S. courts, between January 1 and December 31, 2017. The final quarter of 2017 was one of the most active ever for the private-investment-in-public-equity market, coming at the end of year when PIPE offerings raised more than $76 billion. The quarter saw more individual deals than almost any quarter since 2007, when the buildup to the global financial crisis drove deal flow the likes of which has seldom been seen. In terms of dollars raised -- more than $20 billion -- the fourth quarter was one of the few since the GFC to exceed that number. The PIPEs League Tables are based on proprietary information from PrivateRaise, a service of The Deal. Data includes PIPEs (equity private placements and registered direct offerings) that are at least $1 million and have been completed or entered into by public corporations domiciled in the U.S. or by public, foreign companies that have primary listing or a significant or consistent trading presence on a U.S. stock exchange or market. About The Deal The Deal -- http://www.thedeal.com/-- provides actionable, intraday coverage of mergers, acquisitions and all other changes in corporate control to institutional investors, private equity, hedge funds and the firms that serve them. The Deal is a business unit of TheStreet, Inc. (NASDAQ: TST, www.t.st), a leading financial news and information provider. Other business units include TheStreet (www.thestreet.com), an unbiased source of business news and market analysis for investors; BoardEx (www.boardex.com), a relationship mapping service of corporate directors and officers; and RateWatch (www.rate-watch.com), which supplies rate and fee data from banks and credit unions across the U.S. [^] BOOK REVIEW: Lost Prophets -- An Insider's History ------------------------------------------------------ Author: Alfred L. Malabre, Jr. Publisher: Beard Books Softcover: 256 pages List Price: $34.95 Review by Henry Berry Order your personal copy today at http://is.gd/KNTLyr Alfred Malabre's personal perspective on the U.S. economy over the past four decades is firmly grounded in his experience and knowledge. Economics Editor of The Wall Street Journal from 1969 to 1993 and author of its weekly "Outlook" column, Malabre was in a singular position to follow the U.S. economy in recent decades, have access to the major academic and political figures responsible for economic affairs, and get behind the crucial economic stories of the day. He brings to this critical overview of the economy both a lively, often provocative, commentary on the picture of the turns of the economy. To this he adds sharp analysis and cogent explanation. In general, Malabre does not put much stock in economists. "In sum, the profession's record in the half century since Keynes and White sat down at Bretton Woods [after World War II] provokes dismay." Following this sour note, he refers to the belief of a noted fellow economist that the Nobel Prize in this field should be discontinued. In doing so, he also points out that the Nobel for economics was not one originally endowed by Alfred Nobel, but was one added at a later date funded by the central bank of Sweden apparently in an effort to give the profession of economists the prestige and notice of medicine, science, literature and other Nobel categories. Malabre's view of economists is widespread, although rarely expressed in economic circles. It derives from the plain fact that modern economists, even hugely influential ones such as John Meynard Keynes, are wrong as many times as they are right. Their economic theories have proved incomplete or shortsighted, if not basically wrong-headed. For example, Malabre thinks of the leading economist Milton Friedman and his "monetarist colleagues" as "super salespeople, successfully merchandising.an economic medicine that promised far more than it could deliver" from about the 1960s through the Reagan years of the 1980s. But the author not only cites how the economy has again and again disproved the theories and exposed the irrelevance of wrong-headedness of the policy recommendations of the most influential economists of the day. Malabre also lays out abundant economic data and describes contemporary marketplace and social activities to show how the economy performs almost independently of the best analyses and ideas of economists. Malabre does not engage in his critiques of noted economists and prevailing economic ideas of recent decades as an end in itself. What emerges in all of his consistent, clear-eyed, unideological analysis and commentary is his own broad, seasoned view of economics-namely, the predominance of the business cycle. He compares this with human nature, which is after all the substance of economics often overlooked by professional and academic economists with their focus on monetary policy, exchange rates, inflation, and such. "The business cycle, like human nature, is here to stay" is the lesson Malabre aims to impart to readers interested in understanding the fundamental, abiding nature of economics. In Lost Prophets, in language that is accessible and jargon-free, this author, who has observed, written about, and explained economics from all angles for several decades, persuasively makes this point. In addition to holding a top position at The Wall Street Journal, Malabre is also the author of the books, Understanding the New Economy and Beyond Our Means, which received the George S. Eccles Prize from the Columbia Business School as the best economics book of 1987. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2018. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000 or Nina Novak at 202-362-8552. *** End of Transmission ***