/raid1/www/Hosts/bankrupt/TCR_Public/180115.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, January 15, 2018, Vol. 22, No. 14
Headlines
27 FLINT GROUP: Taps Michael E. Gazette as Legal Counsel
6635 W OQUENDO: Taps Miracle Appraisals Inc. as Appraiser
A QUIVER FULL: Unsecureds to Get $1,145 Per Month Over 48 Months
ABACUS INVESTMENT: Taps Palm Harbor Law Group as Legal Counsel
ACADIANA MANAGEMENT: $23MM Exit Financing Loan to Fund Latest Plan
ACHAOGEN INC: Baker Bros. Has 0.3% Stake as of Dec. 31
ACI CONCRETE: Taps David Collin as Broker
ADAMA TECHNOLOGIES: Heaton & Company Raises Going Concern Doubt
ADVANCE LAWN: Case Summary & 20 Top Unsecured Creditors
ADVANCED EDUCATIONAL: Taps Casciano as Business Consultant
ADVANCED MICRO: Vanguard Group Has 10.57% Stake as of Dec. 29
ALTICE USA: S&P Alters Outlook to Pos. on 'B+' CCR Amid Spin-off
AMARILLO AMBASSADOR: Taps ASI Advisors as Financial Advisor
AMBER 77 CORP: Feb. 16 Auction of Queens, NY Lot
ARAMARK SERVICES: S&P Rates New $1.15BB Unsec. Notes Due 2028 'BB'
ARROWHEAD SELF: Taps Krigel & Krigel as Legal Counsel
ASPEN CONSTRUCTORS: Taps Kutner Brinen as Legal Counsel
AUTO MASTERS: U.S. Trustee Adds Security Engineers to Committee
B. LANE INC: Committee Taps Fox Rothschild as Local Counsel
B. LANE INC: Committee Taps Hahn & Hessen as Lead Counsel
BEAUFORT RESTAURANT: U.S. Trustee Unable to Appoint Committee
BELK INC: Bank Debt Trades at 18.62% Off
BENFER STORAGE: Unsecured Creditors to be Paid Over 24 Months
BOMBARDIER INC: DBRS Confirms B Rating & Alters Trend to Stable
BORINQUEN ANESTHESIA: Case Summary & 5 Unsecured Creditors
BRIGHT MOUNTAIN: Net Loss Raises Going Concern Doubt
CABLEVISION SYSTEMS: Altice USA Spin-Off No Impact on Fitch B+ IDR
CAELUS ENERGY: Bank Debt Trades at 11.50% Off
CAMPBELLTON-GRACEVILLE: Feb. 15 Approval Hearing on Plan Outline
CAROUSEL OF LANGUAGES: Taps Pick & Zabicki as New Legal Counsel
CATHOLIC SCHOOL: Case Summary & 20 Top Unsecured Creditors
CLEO'S BRAZILIAN: Taps Robert Goldstein as Legal Counsel
COMPLETE LANDSCAPING: Arkansas Supreme Court Disbars Lawyer
COMSTOCK RESOURCES: T. Rowe Price No Longer a Shareholder
CSC HOLDINGS: Moody's Rates Proposed $500MM Term Loan B 'Ba1'
DALE M. WILLIAMS: Plan and Disclosures Hearing Set for Feb. 28
DAVID'S BRIDAL: Bank Debt Trades at 13.1% Off
DAWSON INTERNATIONAL: Unsecureds to Get Less Than 1% of Claims
DEEP OPERATING: Unsecured Creditors to Get at Least 25% of Claims
DGS REALTY: Case Summary & 7 Unsecured Creditors
DIGIDEAL CORP: March 6 First Amended Plan Confirmation Hearing
DORAN LOFTS: April 25 Post-Confirmation Status Conference
DRONE USA: Salberg & Company Raises Going Concern Doubt
DYNAMIC INTERNATIONAL: Plan Confirmation Hearing on Feb. 8
EAST RIDGE RETIREMENT: Fitch Lowers $68.9MM Bonds Rating to BB-
ENDEMOL ENTERTAINMENT: Bank Debt Due 2021 Trades at 2.08% Off
ENDEMOL ENTERTAINMENT: Bank Debt Due 2022 Trades at 3.44% Off
ETRADE FINANCIAL: Moody's Puts Ba3 Preferred Stock Rating on Review
EVERMILK LOGISTICS: Jan. 22 Disclosure Statement Hearing
EXCO RESOURCES: Common Shares Delisted from NYSE
EXTREME REACH: S&P Puts 'B-' CCR on CreditWatch Negative
FAITH CHRISTIAN: U.S. Trustee Unable to Appoint Committee
FIRST RIVER ENERGY: Case Summary & 9 Unsecured Creditors
FIRST RIVER: CEO-Filed Chapter 11 Case Summary
FOC INC: Taps DeMarb Brophy as Legal Counsel
GARBER BROS: Has Interim OK to Use Cash Collateral Through June 1
GENERAL NUTRITION: Bank Debt Trades at 16.46% Off
GETTY IMAGES: Bank Debt Trades at 9.50% Off
GILA RIVER CAPITAL: Taps Shackelford Hawkins as Legal Counsel
GLOBAL BROKERAGE: Unsecureds to Get Full Recovery Under Plan
GOLFSMITH INTERNATIONAL: Needs More Time to Exclusively File Plan
GRIZZLY LAND: Court Confirms Kloiber Holdings' Modified Plan
GULF COAST HOSPICE: Unsecured Creditors to be Paid Over 5 Years
HAHN HOTELS: Amends Treatment of Secured Claims
HAWAIIAN SPRINGS: Taps Choi & Ito as Legal Counsel
HENRY HOLDINGS: Moody's Affirms B2 CFR; Outlook Stable
HENRY HOLDINGS: S&P Affirms 'B' CCR, Off CreditWatch Developing
HOAG URGENT: Allowed to Continue Using Cash Collateral Until Feb.14
HOBBICO INC: To Sell Hobby Products Business in Chapter 11
HUDSON'S BAY CO: Moody's Lowers Corporate Family Rating to B3
HYDROSCIENCE TECHNOLOGIES: Jan. 31 Plan and Disclosures Hearing
IAN-K LLC: Taps Aiken Schenk as Legal Counsel
ICONIX BRAND: Liquidity Issues Raise Going Concern Doubt
INFINITY CAPITAL: Public Foreclosure Sale Set for January 25
INLAND OASIS GROUP: Seeks Interim OK to Use Cash Collateral
ISLAMIC RESEARCH: Taps AROS Consulting as Accountant
IVANTI SOFTWARE: Bank Debt Trades at 5.12% Off
J & T LLC: Seeks Approval to Access SunTrust Cash Collateral
KIKO USA: Case Summary & 20 Top Unsecured Creditors
KRATOS DEFENSE: Moody's Hikes CFR to B2; Outlook Stable
LEUCADIA NATIONAL: Moody's Puts Ba1 CFR on Review for Upgrade
LIBERTY ASSET MGT: Entitled to $74MM in Damages, Court Rules
LIVING CENTERS OF FRESNO: Taps David Johnston as Attorney
MEDOVEX CORP: Insufficient Financing Raises Going Concern Doubt
MENA STEEL BUILDINGS: Court Confirms Plan of Reorganization
MINI MASTER: Court Sets Plan Confirmation Hearing on March 28
MOUNTAIN CRANE: Case Summary & 20 Largest Unsecured Creditors
NATIONAL TRUCK: Files Supplemental Info to Bankruptcy Exit Plan
NEGRIL VILLAGE: Unsecureds to Get 25% of Claims Within 5 Years
NUWELD INC: Plan Confirmation Hearing Scheduled for March 23
OAK HRC: Involuntary Chapter 11 Case Summary
OHLONE TRIBE: Seeks Interim Authority to Use Cash Collateral
OUTBACK DEVELOPMENT: U.S. Trustee Unable to Appoint Committee
OUTSOURCING STORAGE: Asks Court to Approve Disclosure Statement
P3 FOODS: May Continue Using Cash Collateral Through Feb. 12
PEABODY ENERGY: Ad Hoc Committee's Appeal Junked as Equitably Moot
PETCO HOLDINGS: S&P Lowers CCR to 'B-' on Weak Performance
PETROQUEST ENERGY: Franklin Has 10.5% Stake as of Dec. 31
PGX HOLDINGS: Moody's Lowers CFR to B3; Outlook Negative
PINELLAS PREPARATORY: Fitch Affirms BB Rating on $8.4MM Bonds
PING IDENTITY: Moody's Assigns 'B3' Corporate Family Rating
PREMIER INVESTMENT: Creditors Will Be Paid From Proceeds of Sale
PRIMERA ENERGY: Guilty of Fraudulent Conduct, Bankr. Court Says
PRINCESS POLLY: Unsecureds Creditors Will Receive 50% of Claims
PROPERTY REMODELING: U.S. Trustee Unable to Appoint Committee
PRY WAY TRUCKING: Taps Gardner Law Offices as Legal Counsel
RADIATE HOLDCO: S&P Rates New $300MM Unsecured Notes 'CCC+'
RED RIVER TIC: Voluntary Chapter 11 Case Summary
RELIANT REALTY NY: Coyote Demands Accounting of Cash Collateral
RUBY TUESDAY: Deregisters Securities Under Stock Plans
SAVERS INC: Bank Debt Trades at 6.17% Off
SCIENTIFIC GAMES: Completes Reincorporation in Nevada
SCIENTIFIC GAMES: Deregisters Unsold Securities
SEARS CANADA: Claims Bar Date Set for March 2
SEARS HOLDINGS: Edward Lampert Has 53.9% Stake as of Jan. 10
SEARS HOLDINGS: Raises Incremental $100M in New Financing
SENIOR COMMUNITY HOUSING: Taps Fred Gaines as Expert Witness
SERTA SIMMONS: Bank Debt Due 2023 Trades at 8.75% Off
SERTA SIMMONS: Bank Debt Due 2024 Trades at 15% Off
SHIEKH SHOES: Committee Taps Cooley as Legal Counsel
SKEFCO PROPERTIES: Taps Sean Antone Hunt as Counsel
SOFTWARE TRANSFORMATIONS: Taps Andrew Nichols as Legal Counsel
SPARTAN BUSINESS: Taps Axelson Williamowsky as Legal Counsel
SPARTAN BUSINESS: Taps Stitely & Karstetter as Accountant
SPECIALTY CONTRACTING: Case Summary & 20 Top Unsecured Creditors
ST. JOHN TRUCKING: U.S. Trustee Unable to Appoint Committee
STAPLES INC: Bank Debt Trades at 2.34% Off
STERLING ENTERTAINMENT: Taps Schwartz Flansburg as Legal Counsel
SUNSET PARTNERS: Trustee May Use Cash Collateral Until Feb. 15
SUPERVALU INC: Bank Debt Trades at 3.15% Off
TECHNICAL COMMUNICATIONS: Moody Famiglietti Has Going Concern Doubt
THOMAS O. EIFLER: M. Wheatley Appointed as Chapter 11 Examiner
TMR LLC: Taps Hilliker Corp. as Real Estate Broker
TOYS R US: Affiliates Tap Centerview as Financial Advisor
TOYS R US: Committee Taps Berwin Leighton as U.K. Counsel
TOYS R US: Taps Ducera Partners as Financial Advisor
TOYS R US: Taps Keen-Summit as Real Estate Advisor
TOYS R US: Taps Malfitano as Asset Disposition Advisor
UNISON ENVIRONMENTAL: Case Summary & 20 Top Unsecured Creditors
UNITED MOBILE: Allowed to Use Cash for January 2018 Expenses
VAUGHN COLLEGE OF AERONAUTICS: S&P Alters Outlook to Stable
VELOCITY HOLDING: Taps E&Y as Audit & Tax Services Provider
VERIFONE SYSTEMS: S&P Affirms 'BB' CCR, Outlook Stable
VERO PARENT: Bank Debt Trades at 2.50% Off
VERO PARENT: Bank Debt Trades at 2.50% Off
VESCO CONSULTING: Allowed to Use Cash Collateral Until Feb. 28
WINDSOR MARKETING: Wants to Obtain $50,000 Loan, Use Cash
WINDSOR PLAZA: Unsecureds to Get Full Amount of Claim
WINDSTREAM CORP: Bank Debt Trades at 11% Off
[^] BOND PRICING: For the Week from January 8 to 12, 2018
*********
27 FLINT GROUP: Taps Michael E. Gazette as Legal Counsel
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27 Flint Group, LLC seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Texas to hire the Law Offices of
Michael E. Gazette as its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; negotiate with creditors; assist in the
preparation of a plan of reorganization; and provide other legal
services related to its Chapter 11 case.
Michael Gazette, Esq., charges $300 per hour for his services.
Paraprofessionals charge an hourly fee of $50.
Mr. Gazette disclosed in a court filing that he is a "disinterested
person" as defined in section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Michael E. Gazette, Esq.
100 East Ferguson Street, Suite
1000 Tyler, TX 75702-5706
Telephone: (903) 596-9911
Telecopier: (903) 596-9922
Email: megazette@suddenlinkmail.com
About 27 Flint Group LLC
27 Flint Group, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Tex. Case No. 18-60002) on January 2,
2018. At the time of the filing, the Debtor disclosed that it had
estimated assets and liabilities of less than $1 million.
6635 W OQUENDO: Taps Miracle Appraisals Inc. as Appraiser
---------------------------------------------------------
6635 W Oquendo LLC received approval from the U.S. Bankruptcy Court
for the District of Nevada to hire Las Vegas-based appraiser
Miracle Appraisals, Inc.
The firm will conduct an appraisal of the Debtor's property located
at 6635 W Oquendo Road, Las Vegas, Nevada.
Wayne Miracle, the appraiser who will be providing the services,
will be paid $200 for the appraisal report. The payment will come
from contributions from the Debtor's members.
Mr. Miracle disclosed in a court filing that he is a "disinterested
person" as defined in section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Wayne Miracle
Miracle Appraisals, Inc.
3028 Donnegal Bay Drive
Las Vegas, NV 89117
Phone: 702-204-0666
Fax: 702-256-2944
About 6635 W Oquendo LLC
6635 W Oquendo LLC's asset is a rental property that generates
gross rental income of $10,000 per month. 6635 W Oquendo was
formed on Aug. 11, 2017, for the purpose of acquiring a property at
a trustee sale. Its current property portfolio consists of one
property and all improvements thereto located at 6635 W Oquendo
Road, Las Vegas, Nevada. It has only operated since the
acquisition of this property at foreclosure sale.
6635 W Oquendo filed a Chapter 11 bankruptcy petition (Bankr. D.
Nev. Case No. 17-15953) on Nov. 6, 2017. At the time of the
filing, the Debtor disclosed that it had estimated assets and
liabilities of less than $1 million.
Judge Laurel E. Davis presides over the case. The Debtor hired
Andrew J. Van Ness, partner of Hunter Parker, LLC as its bankruptcy
counsel.
On Nov. 13, 2017, the Debtor filed its proposed Chapter 11 plan of
reorganization.
A QUIVER FULL: Unsecureds to Get $1,145 Per Month Over 48 Months
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A Quiver Full, Inc., files with the U.S. Bankruptcy Court for the
Northern District of Georgia its first amended disclosure statement
in connection with the solicitation of votes for its plan of
reorganization.
Class 1 consists of all allowed claims against the Debtor for
administrative expenses under the Bankruptcy Code, which will be
paid in full under the Plan.
Class 2 consists of the allowed secured claim of Freedom Towel
Holdings, LLC as assignee of the claim of Michael Werner, and Class
3 consists of the allowed secured claim of American Express Co.
Class 4 consists of all allowed unsecured claims against the
Debtor. The Debtor estimates that its unsecured debts will not
exceed $550,000. The 10% payment of approximately $1,145 per month,
provided for the allowed unsecureds, would be paid over 48 months.
Class 2 and 3 secured claims and Class 4 unsecured claims are
impaired and will be entitled to vote on the Plan.
The Debtor's Plan contemplates continued marketing and sale of the
Debtor's product line -- the Frosty Towel product -- to national
and regional companies. Payments under the Plan will be made by the
Debtor from profits and earnings of the company post confirmation.
The Debtor believes that its operation after confirmation of the
Plan will produce sufficient profits to meet all operating expenses
and the payments to creditors contemplated by the Plan.
A copy of the First Amended Disclosure Statement is available at:
http://bankrupt.com/misc/ganb16-66793-108.pdf
About A Quiver Full
A Quiver Full owns and operates a marketing and sales of specialty
goods business at 2715 Arbor Hill Road, Canton, GA 30115. Its
primary business is marketing and selling patented, self-cooling
towels to blue-chip retailers, including some of the nation's
largest amusement parks.
A Quiver Full, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 16-66793) on September
23, 2016. The petition was signed by Jeff Whitmire, authorized
representative. The Debtor is represented by William A. Rountree,
Esq., at Macey, Wilensky & Hennings, LLC. At the time of the
filing, the Debtor estimated assets and liabilities of less than
$500,000.
ABACUS INVESTMENT: Taps Palm Harbor Law Group as Legal Counsel
--------------------------------------------------------------
Abacus Investment Group, Inc. seeks approval from the U.S.
Bankruptcy Court for the Middle District of Florida to hire Palm
Harbor Law Group, P.A. 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.
Palm Harbor does not represent any interest adverse to the Debtor
and its estate, according to court filings.
The firm can be reached through:
Joel S. Treuhaft, Esq.
Palm Harbor Law Group, P.A.
2991 Alternate 19, Suite B
Palm Harbor, FL 34683
Phone: (727) 797-7799
Fax: (727) 213-6933
Email: jstreuhaft@yahoo.com
About Abacus Investment Group Inc.
Abacus Investment Group, Inc.'s principal assets are located at
Hillsborough & Pinellas County, Tampa, Florida. Herb Miller owns
100% of the company's common stock. The company was founded in
2010.
Abacus Investment Group sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 17-10224) on December 9,
2017. Donna Steenkamp, chief financial officer, signed the
petition.
At the time of the filing, the Debtor disclosed $1.74 million in
assets and $3.89 million in liabilities.
Judge Catherine Peek Mcewen presides over the case.
ACADIANA MANAGEMENT: $23MM Exit Financing Loan to Fund Latest Plan
------------------------------------------------------------------
Acadiana Management Group, LLC and affiliates filed with the U.S.
Bankruptcy Court for the Western District of Louisiana a third
amended disclosure statement relating to its third amended chapter
11 plan of reorganization dated Dec. 29, 2017.
Class 3 under the latest plan is the BOKF, NA dba Bank of Oklahoma,
Trustmark National Bank, RLOC claim. CHCT Louisiana, LLC is
currently the holder of this claim.
CHCT will fund NewCo debt as described herein up to a total amount
of $23,000,000 comprised of (i) BOKF RLOC debt purchase at a price
of up to $9,000,000, (ii) the payment of the CHCT deficiency claim
of up to $6,700,000, and (iii) additional incremental CHCT debt
financing of $7,300,000. Management will contribute to NewCo its
50% and 100% equity interests, respectively, in the non-debtor
hospitals at North Alabama and Covington, and Rantz III will make
the UCC Contribution.
The CHCT Debt will include no pre-payment penalty or premium,
closing costs, or facility fees. The CHCT Debt will accrue interest
as follows:
a. During the initial three-year period following the Effective
Date, the outstanding balance of the CHCT Debt will accrue interest
at the rate of 9.0% per annum, with 5.0% of the interest being paid
current and 4% accrued (paid-in-kind).
b. Following the Interim Period, the outstanding balance of the
CHCT Debt will accrue interest at the rate of 9% per annum, with 6%
of the interest being paid current and 3% accrued (paid-in-kind),
subject to the adjustments as outlined in c. below.
c. Following the Interim Period, for any year the outstanding
principal balance of the CHCT Debt is more than (i) $10 million,
the total pay interest rates shall be increased by 0.75%, or (ii)
$5 million the total pay interest rates shall be increased by
0.25%.
The CHCT Debt will have a maturity date that is 13 years following
the Effective Date. The CHCT Debt will be paid interest only during
the Interim Period, subject to the Repayment Provision. Following
the Interim Period, principal and interest on the outstanding
balance of the CHCT Debt will be repaid using a 10-year
amortization.
In exchange for a contribution of 100% of the equity in a
rehabilitation hospital in Covington that Stout estimated the
midpoint of value to be $3.4 million the Equity Interests in the
Operating Debtors and the startup LTAC based in North Alabama will
be reissued to NewCo and those entities will be transferred to
NewCo free and clear of all liens. Management, specifically Gus
Rantz, III, will contribute $250,000 to the Liquidating Trust.
The latest plan will be funded from an exit financing loan of up to
$23,000,000.
A copy of the Second Amended Disclosure Statement is available at:
http://bankrupt.com/misc/lawb17-50799-564.pdf
A copy of the Third Amended Disclosure Statement is available at:
http://bankrupt.com/misc/lawb17-50799-612.pdf
A copy of the Third Amended Plan is available at:
http://bankrupt.com/misc/lawb17-50799-611.pdf
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.
Judge Robert Summerhays presides over the cases. Gold, Weems,
Bruser, Sues & Rundell, serves as the Debtors' bankruptcy counsel.
On July 28, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.
Susan Goodman was appointed as patient care ombudsman.
ACHAOGEN INC: Baker Bros. Has 0.3% Stake as of Dec. 31
------------------------------------------------------
Baker Bros. Advisors LP, Baker Bros. Advisors (GP) LLC, Julian C.
Baker and Felix J. Baker disclosed with the Securities and Exchange
Commission that as of Dec. 31, 2017, they beneficially own 122,482
shares of common stock of Achaogen, Inc., constituting 0.3 percent
based on 42,393,609 shares of common stock outstanding as of Nov.
2, 2017 as reported in the Issuer's Form 10-Q filed with the SEC on
Nov. 8, 2017. The Adviser GP, Felix J. Baker and Julian C. Baker
as principals of the Adviser GP, and the Adviser may be deemed to
be beneficial owners of securities of the Issuer directly held by
the Funds, and may be deemed to have the power to vote or direct
the vote of and the power to dispose or direct the disposition of
such securities. A full-text copy of the regulatory filing is
available for free at https://is.gd/ceWsbW
About Achaogen, Inc.
South San Francisco, California-based Achaogen, Inc. --
http://www.achaogen.com/-- is a clinical-stage biopharmaceutical
company committed to the discovery, development, and
commercialization of novel antibacterials to treat multi-drug
resistant gram-negative infections. The Company is developing
plazomicin, its lead product candidate, for the treatment of
serious bacterial infections due to MDR Enterobacteriaceae,
including carbapenem-resistant Enterobacteriaceae. In 2013, the
Centers for Disease Control and Prevention identified CRE as a
"nightmare bacteria" and an immediate public health threat that
requires "urgent and aggressive action."
Achaogen reported a net loss of $71.22 million in 2016, a net loss
of $27.09 million in 2015, and a net loss of $20.17 million in
2014. As of Sept. 30, 2017, Achaogen had $230.09 million in total
assets, $66.81 million in total liabilities, $10.00 million in
contingently redeemable common stock and $153.3 million in total
stockholders' equity.
ACI CONCRETE: Taps David Collin as Broker
-----------------------------------------
ACI Concrete Placement of Kansas, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Kansas to hire David Collin,
Inc. as broker.
The firm will assist the Debtor in the sale of its equipment during
the pendency of its Chapter 11 bankruptcy proceedings, and will
receive $5,000 from the upcoming sale.
Joshua Gribble, an employee of Collin, disclosed in a court filing
that his firm is "disinterested" as defined in section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
Joshua Gribble
David Collin, Inc.
4237 91st Avenue NE
Yarrow Point, WA 98004
About ACI Concrete Placement
ACI Concrete Placement of Kansas LLC, ACI Concrete Placement of
Lincoln LLC, ACI Concrete Placement of Oklahoma LLC, OKK Equipment
LLC and KOK Holdings LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Kan. Case Nos. 17-21770 to 17-21774) on
Sept. 14, 2017. Matthew Kaminsky, their chief operating officer,
signed the petitions. The cases are jointly administered.
Founded in 2007, ACI Concrete Placement provides concrete pumping
and telebelt material placement. In addition to its traditional
concrete placement services, ACI specializes in slip form concrete
placement and separate placing booms. It owns a fleet of over 55
machines for slope paving, indoor pumping, and small set up areas,
small line and grout pumps and truck mounted conveyors, etc. ACI
Concrete is headquartered in Spring Hill, Kansas, with additional
locations in Nebraska, Missouri, and Oklahoma.
ACI-Kansas is wholly owned by debtor KOK Holdings, LLC.
ACI-Oklahoma, an Oklahoma Limited Liability Company headquartered
in Kansas, owned by: Lawrence Kaminsky who owns 70% of the company
and Matthew Kaminsky who owns 30% of the company. ACI-Lincoln, a
Nebraska Limited Liability Company headquartered in Kansas, owned
by: Lawrence Kaminsky who owns 70% of the company and Matthew
Kaminsky who owns 30% of the company. KOK is owned by: Lawrence
Kaminsky who owns 50% of the company and Matthew Kaminsky who owns
50% of the company. OKK is wholly owned by the Debtor KOK
Holdings, LLC.
ACI-Kansas, ACI-Oklahoma and ACI-Lincoln function as concrete
pouring companies in their respective states. OKK serves as the
common equipment ownership company for all ACI companies. KOK
serves as the parent holding company of the various companies and
also functions as the payroll processor for the related ACI
companies. The same management structure operates all five Debtors
and their operations are centrally located in Spring Hill, Kansas.
At the time of the filing, ACI Kansas disclosed $1.06 million in
assets and $8.4 million in liabilities.
Judge Dale L. Somers presides over the cases.
Bradley D. McCormack, Esq., at the Sader Law Firm, serves as the
Debtors' bankruptcy counsel. The Debtors hired Duncan Financial
Group, LLC as financial consultant; Altus Global Trade Solutions as
collection agent; and GlassRatner Advisory & Capital Group, LLC and
Tarsus CFO Services, LLC as consultants.
On November 1, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The committee is
represented by Hall, Estill, Hardwick, Gable, Golden & Nelson, P.C.
ADAMA TECHNOLOGIES: Heaton & Company Raises Going Concern Doubt
---------------------------------------------------------------
Adama Technologies Corporation filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K, disclosing a
net income of $2,038,261 on $2,880,248 of revenues for the year
ended December 31, 2016, compared to a net loss of $117,641 on
$2,468,657 of revenues for the year ended in 2015.
Heaton & Company, PLLC, in Farmington, Utah, states that the
Company has negative working capital. This factor, among others,
raise substantial doubt about the Company's ability to continue as
a going concern.
The Company's balance sheet at December 31, 2016, showed total
assets of $2.13 million, total liabilities of $7.25 million, and a
total stockholders' deficit of $5.13 million.
A copy of the Form 10-K is available at:
https://is.gd/hg9mHr
About Adama Technologies
Based in Jackson, Tenn., Adama Technologies Corporation's main
business was derived from its reverse merger target, Alpine
Industries, which is a defense contractor for divisions of the
United States military. The Company derive most of its revenues
from government contracts. Its contracts are principally with the
Department of Defense and various military acquisition
organizations.
ADVANCE LAWN: Case Summary & 20 Top Unsecured Creditors
-------------------------------------------------------
Debtor: Advance Lawn & Landscape, Inc.
fdba Advance Lawn & Landscape, LLC
1951 Sharon Road
Woodruff, SC 29388
Business Description: Founded in 1999, Advance Lawn & Landscape
Inc. is a business-licensed, insured, and
bondable landscaping company located in
Spartanburg, South Carolina. The company
provides design, construction, and
maintenance of all its customers' landscape
needs. Advance Lawn provides a wide variety
of landscape services, including landscape
design, landscape maintenance, irrigation
installation and repair, paver patios,
grading & leveling, retaining walls, water
features, landscape illumination and
pressure washing. Visit
http://advancelawninc.comfor more
information.
Chapter 11 Petition Date: January 11, 2018
Case No.: 18-00122
Court: United States Bankruptcy Court
District of South Carolina (Spartanburg)
Judge: Hon. Helen E. Burris
Debtor's Counsel: Randy A. Skinner, Esq.
SKINNER LAW FIRM, LLC
300 North Main Street, Suite 201
Greenville, SC 29601
Tel: (864) 232-2007
Fax: (864) 232-8496
E-mail: main@skinnerlawfirm.com
Total Assets: $422,080
Total Liabilities: $1.41 million
The petition was signed by Christopher Baragar, president.
A full-text copy of the petition, along with a list of 20 largest
unsecured creditors, is available for free at
http://bankrupt.com/misc/scb18-00122.pdf
ADVANCED EDUCATIONAL: Taps Casciano as Business Consultant
----------------------------------------------------------
Advanced Educational Products, Inc. seeks approval from the U.S.
Bankruptcy Court for the Western District of New York to hire
Casciano Consulting Group, LLC as business consultant.
The firm will provide financial consulting services, which include
advising the Debtor regarding potential financing and new sales;
reviewing and maintaining its accounting books and ledgers;
assisting in the preparation of its monthly operating reports; and
advising the Debtor regarding the formulation of a Chapter 11
plan.
The firm will be paid a monthly retainer in the sum of $2,250.
Michael Casciano, principal of Casciano Consulting Group, disclosed
in a court filing that his firm does not hold or represent any
interest adverse to the Debtor, its estate and creditors.
The firm can be reached through:
Michael Casciano
Casciano Consulting Group, LLC
1045 Union Road
West Seneca, NY 14224
Phone: +1 716-995-4440
About Advanced Educational Products
Based in Buffalo, New York, Advanced Educational Products, Inc. --
http://www.aepbooks.com/-- is a HUBZone Certified Small Business
Concern and New York State contractor offering book and multimedia
acquisition services to public and private institutions worldwide.
Established in 1992, the company offers a comprehensive suite of
fulfillment services tailored to meet the needs of government and
institutional customers and their unique ordering and reporting
requirements. The company's gross revenue amounted to $16.32
million in 2016 and $16.87 million in 2015. Kenneth A. Pronti
holds a 100% shareholder interest in Advanced, and is its sole
office and director.
Advanced Educational Products, based in Buffalo, New York, filed a
Chapter 11 petition (Bankr. W.D.N.Y. Case No. 17-12576) on Dec. 4,
2017. In its petition, the Debtor disclosed $2.18 million in
assets and $6.54 million in liabilities.
The Hon. Carl L. Bucki presides over the case.
Arthur G. Baumeister, Jr., Esq., at Baumeister Denz, LLP, serves as
bankruptcy counsel.
ADVANCED MICRO: Vanguard Group Has 10.57% Stake as of Dec. 29
-------------------------------------------------------------
The Vanguard Group reported to the Securities and Exchange
Commission that as of Dec. 29, 2017, it beneficially owns
102,027,325 shares of common stock of Advanced Micro Devices Inc.,
constituting 10.57 percent of the shares outstanding. Vanguard
Fiduciary Trust Company, a wholly-owned subsidiary of The Vanguard
Group, Inc., is the beneficial owner of 927,774 shares or .09% of
the Common Stock outstanding of the Company as a result of its
serving as investment manager of collective trust accounts.
Vanguard Investments Australia, Ltd., a wholly-owned subsidiary of
The Vanguard Group, Inc., is the beneficial owner of 625,324 shares
or .06% of the Common Stock outstanding of the Company as a result
of its serving as investment manager of Australian investment
offerings. A full-text copy of the regulatory filing is available
for free at https://is.gd/vpQG0o
About Advanced Micro Devices
Sunnyvale, California-based Advanced Micro Devices, Inc.
(NASDAQ:AMD) is a global semiconductor company. AMD --
http://www.amd.com/-- offers x86 microprocessors, as a standalone
central processing unit (CPU) or as incorporated into an
accelerated processing unit (APU), chipsets, and discrete graphics
processing units (GPUs) for the consumer, commercial and
professional graphics markets, and server and embedded CPUs, GPUs
and APUs, and semi-custom System-on-Chip (SoC) products and
technology for game consoles.
AMD incurred a net loss of $497 million in 2016, a net loss of $660
million in 2015 and a net loss of $403 million in 2014. As of
Sept. 30, 2017, Advanced Micro had $3.58 billion in total assets,
$3.06 billion in total liabilities and $520 million in total
stockholders' equity.
ALTICE USA: S&P Alters Outlook to Pos. on 'B+' CCR Amid Spin-off
----------------------------------------------------------------
S&P Global Ratings revised the outlook to positive on the 'B+'
corporate credit rating on Town of Oyster Bay, N.Y.-based cable
provider Altice USA Inc. S&P also affirmed all existing debt
ratings at subsidiaries.
European parent Altice N.V. (which owns 67% of Altice USA Inc.) has
announced that it plans to spin off Altice USA to shareholders in
the second quarter of 2018, removing the longer-term threat that
weakness at the parent could hurt the credit quality of Altice USA
while sharpening management focus on U.S. operations.
Immediately prior to the spin-off, Altice USA plans to pay a $1.5
billion dividend to all shareholders resulting in pro forma
leverage increasing to 5.8x from 5.4x. However, management has
lowered its long-term leverage target by 0.5x to 4.5x-5.0x.
S&P said, "At the same time, we assigned our 'BB' issue-level
rating and '1' recovery rating to the company's proposed
incremental term loan due 2026 issued at CSC Holdings LLC. The '1'
recovery rating indicates expectations for very high recovery
(90%-100%; rounded estimate: 95%). We also assigned our 'BB-'
issue-level rating and '2' recovery rating to the company's
guaranteed unsecured notes. The '2' recovery rating indicates our
expectation for substantial recovery (70%-90%; rounded estimate:
85%) in the event of a payment default. The existing guaranteed
notes were also lowered to 'BB-' from 'BB' and revised the recovery
rating to '2' from '1' due to the increase in priority claims.
Following the same logic, we also lowered the issue-level rating on
the company's unsecured notes (issued at CSC Holdings LLC) to 'B-'
from 'B' and revised the recovery rating to '6' from '5'. The '6'
recovery rating indicates our expectation of negligible (0%-10%;
rounded estimate: 0%) recovery for lenders in the event of a
payment default.
"The positive outlook revision is due to the proposed transaction
that separates Altice USA from its European parent, Altice NV. As a
result, we believe the longer-term probability for Altice USA to
support European operations has been greatly reduced. In addition,
the company has articulated a desire to operate with a more
conservative leverage target, will have more clearly defined
executive roles after the spin-off, and has achieved solid
operating performance on a standalone basis over the past year.
Still, there is uncertainty around the company's financial policy
as the company has instituted a $2 billion share repurchase
program, we believe debt-financed acquisitions are a medium-term
possibility, and the company does not have an established track
record of operating within its leverage targets yet.
"The positive outlook reflects our belief that Altice USA has the
ability to delever to the low-5x area in 2018 through earnings
growth through a combination of cost-cutting initiatives and
high-margin broadband growth, which will likely offset competitive
pressures in the video business. Still, uncertainty remains around
the company's financial policy and we believe there is execution
risk associated with its aggressive cost cutting strategy, which
could result in market share losses if customer satisfaction
erodes.
"We could raise the rating over the next year if the company
continues to improve profitability and reduce leverage below 5.5x
without a material deterioration in subscriber trends. We would
also need increased confidence that leverage would remain below
this threshold on a sustained basis, even factoring in the
potential for debt-financed acquisitions and/or shareholder
returns.
"We could revise the outlook to stable if leverage remains above
5.5x over the next year to fund shareholder returns or
acquisitions. Under our base-case operating scenario, this could be
caused by share repurchases of about $1.5 billion-$2 billion or an
acquisition of more than $5 billion in 2018 (although an
improvement in business prospects could cause us to re-evaluate
this threshold). Alternatively, we could take a negative rating
action if FOCF declines substantially from broadband subscriber
losses over the next year."
AMARILLO AMBASSADOR: Taps ASI Advisors as Financial Advisor
-----------------------------------------------------------
Amarillo Ambassador 265 LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Texas to hire ASI Advisors, LLC
as its financial advisor.
The firm will assist the Debtor in reviewing its long-term business
plan; analyze its financial liquidity; assist in the development of
a restructuring plan or merger plan; provide general restructuring
advice; analyze restructuring scenarios and their potential impact
on the value of its assets and recoveries to stakeholders; and
provide other services related to its Chapter 11 case.
The firm will be paid a non-refundable retainer in the sum of
$5,000 upon execution of its employment agreement with the Debtor.
ASI will get a restructuring fee of $25,000 in the event the Debtor
completes a restructuring under Chapter 11. The firm will also be
paid a placement fee if requested to solicit third parties for
debt, which is 2% of any gross debt via a committed
debtor-in-possession loan, credit facility, liquidity facility,
revolving facility, securitization, or any other loan secured; and
4% of any gross equity secured.
In the event of completion of a sale process of the Debtor's assets
or equity, ASI will be paid a transaction fee in lieu of the
restructuring and placement fees equal to 1.50% of the total
transaction value associated with the acquisition or merger payable
upon the closing of a successful acquisition, investment, or
merger.
Donald Stukes, senior managing director of ASI, disclosed in a
court filing that his firm is a "disinterested person" as defined
in section 101(14) of the Bankruptcy Code.
ASI can be reached through:
Donald A. Stukes
ASI Advisors, LLC
Westchester Financial Center
50 Main Street, Suite 1000
White Plains, NY 10606
Phone: (914) 234-6133
Fax: (914) 234-0837
Email: dstukes@asi-advisors.com
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.
AMBER 77 CORP: Feb. 16 Auction of Queens, NY Lot
------------------------------------------------
Barry S. Seidel, Esq., as Referee, will sell at public auction at
the Queens County Supreme Courthouse, 88-11 Sutphin Blvd., in
Courtroom # 25, Jamaica, NY on February 16, 2018 at 10:00 a.m., the
premises located known as No# Amber Street, Queens, NY (Block:
11356).
The Premises will be sold subject to the provisions of the Judgment
of Foreclosure and Sale dated December 22, 2017, in the case, NYCTL
1998-2 TRUST, and THE BANK OF NEW YORK MELLON, as Collateral Agent
and Custodian for the NYCTL 1998-2 TRUST, Plaintiffs -against-
AMBER 77 CORP., et al. Defendant(s), Index Number 705212/2013,
pending before the Supreme Court, County of Queens.
The proceeds of the sale will be used to satisfy a $3,737 lien plus
interest and costs.
The Plaintiffs are represented by lawyers at:
SEYFARTH SHAW LLP
620 Eighth Avenue
New York, NY 10018
ARAMARK SERVICES: S&P Rates New $1.15BB Unsec. Notes Due 2028 'BB'
------------------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating to Aramark
Services Inc.'s proposed $1.15 billion senior unsecured notes due
2028. The recovery rating is '5', reflecting S&P's expectation for
modest (10%-30%; rounded estimate: 20%) recovery in the event of a
payment default. The net proceeds from the proposed senior
unsecured note will fund the AmeriPride acquisition and pay down
revolver borrowings. S&P's ratings assume the transaction closes
substantially on the terms provided to us. Total debt outstanding
pro forma for the proposed transaction is about $7.6 billion.
All of S&P's existing ratings on the company, including its 'BB+'
corporate credit rating, 'BBB-'senior secured debt ratings and 'BB'
senior unsecured note ratings, are unchanged by the transaction.
The outlook is negative.
S&P said, "Our ratings on Aramark incorporate the company's leading
(though not dominant) position in the competitive and fragmented
food and support services market and its sizable business with
customers in relatively stable service segments (particularly heath
care, education, and corrections), which translates into consistent
profitability. Our ratings also incorporate Aramark's high client
retention rates and moderate geographic diversity. We believe the
company has a generally good reputation as an efficient operator
and could benefit from potential industry-wide growth in
outsourcing. We forecast debt to EBITDA in the mid-4x area by the
end of fiscal 2018 and around 4x by the end of fiscal 2019, and FFO
to debt in the mid-teens percentage area in both fiscal 2018 and
2019. This compares with adjusted debt to EBITDA in the high-4x
area and FFO to debt in the low-teens pro forma for the
transaction."
RATINGS LIST
Aramark Services, Inc.
Corporate Credit Ratings BB+/Negative
Aramark Services, Inc.
Senior Unsecured
$1.15bil notes due 2028 BB
Recovery Rating 5(20%)
ARROWHEAD SELF: Taps Krigel & Krigel as Legal Counsel
-----------------------------------------------------
Arrowhead Self Storage, LLC seeks approval from the U.S. Bankruptcy
Court for the Western District of Missouri to hire Krigel & Krigel,
P.C. as its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; assist in the sale of its assets; negotiate with
creditors; assist 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:
Sanford Krigel $350
Erlene Krigel $300
Paul Hentzen $300
Karen Rosenberg $250
Steve Braun $250
Kelsey Nazar $250
Dana Wilders $250
Lara Pabst $250
Christopher Smith $250
Legal Assistants $75
Erlene Krigel, Esq., disclosed in a court filing that she and other
members of the firm do not hold or represent any interest adverse
to the Debtor's estate.
The firm can be reached through:
Erlene W. Krigel, Esq.
Krigel & Krigel, P.C.
4520 Main Street, Suite 700
Kansas City, MO 64111
Tel: (816) 756-5800 / 816-285-6010
Fax: (816) 756-1999
Email: ekrigel@krigelandkrigel.com
About Arrowhead Self Storage LLC
Arrowhead Self Storage, LLC operates a self-storage facility in
Kansas City, Missouri. The company offers for rent storage space
on a short-term basis to tenants.
Arrowhead Self Storage sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Mo. Case No. 17-43057) on November 10,
2017. Susan I. Rose, 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 Dennis R. Dow presides over the case.
ASPEN CONSTRUCTORS: Taps Kutner Brinen as Legal Counsel
-------------------------------------------------------
Aspen Constructors, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Colorado to hire Kutner Brinen, P.C. as
its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; assist 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:
Lee Kutner $500
Jeffrey Brinen $430
Jenny Fujii $340
Keri Riley $280
Law Clerk $175
Paralegal $75
Kutner Brinen was paid $7,182, including the filing fee, for
pre-bankruptcy services it provided to the Debtor. The firm holds
a retainer in the sum of $42,818 for post-petition work.
The firm does not represent any interest adverse to the Debtor's
estate, according to court filings.
Kutner Brinen can be reached through:
Lee M. Kutner, Esq.
Kutner Brinen, P.C.
1660 Lincoln St., Ste. 1850
Denver, CO 80264
Tel: 303-832-2400
Email: lmk@kutnerlaw.com
About Aspen Constructors Inc.
Aspen Constructors, Inc. -- http://aspenconstructors.com/-- is
home builder and high-end commercial general contractor
specializing in luxury mountain homes, commercial and retail
buildings, and custom renovation in Aspen and Snowmass. Aspen
Constructors was founded in 1988 by Michael Tanguay. The company
is headquartered in Aspen, Colorado.
Aspen Constructors sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo. Case No. 17-21728) on December 29,
2017. Michael Tanguay, 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 Elizabeth E. Brown presides over the case.
AUTO MASTERS: U.S. Trustee Adds Security Engineers to Committee
---------------------------------------------------------------
Samuel K. Crocker, U.S. Trustee for Region 8, informed the U.S.
Bankruptcy Court for the Middle District of Tennessee on Jan. 11
that he added an another member to the Official Committee of
Unsecured Creditors in the Chapter 11 bankruptcy cases of Auto
Masters, LLC, and its affiliates.
The new member is:
Gary Sexton, CPA
Chief Financial Officer
Security Engineers, Inc.
P.O. Box 10231
Birmingham, AL 35202
Tel: (205) 251-0566, Ext 17
E-mail: gesexton@securityengineersinc.com
As reported by the Troubled Company Reporter on Nov. 20, 2017, the
U.S. Trustee on Nov. 15 appointed these two creditors to serve on
the Committee:
(1) John Haggard
Revenue Developers/Media Negotiator, LLC
P.O. Box 210615
Nashville TN 37221
Phone: 615-646-9636
Email: jhaggard@revenuedevelopers.com
(2) Veronica Landers
Meredith Corporation
425 14th Street NW
Atlanta, GA 30318
Phone: 404-931-7265
Email: Veronica.landers@meredith.com
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About Auto Masters
Auto Masters, LLC -- https://driveautomasters.com/ -- is a "Buy
Here Pay Here" used car dealer in Nashville that offers financing
to customers for the cars they sell. The company has dealership
locations in Nashville, Smyrna, Franklin, Hermitage, Madison,
Clarksville, West Nashville and Thompson Lane (Nashville).
On Oct. 17, 2017, Auto Masters, LLC, and 14 affiliates sought
Chapter 11 protection (Bankr. M.D. Tenn. Case No. 17-07036). Auto
Masters estimated $10 million to $50 million in assets and $50
million to $100 million in debt.
The Hon. Charles M Walker is the case judge.
Dunham Hildebrand, PLLC, is the Debtors' bankruptcy counsel.
On Nov. 15, 2017, the U.S. trustee for Region 8 appointed an
official committee of unsecured creditors. The creditors committee
retained Gullett, Sanford, Robinson & Martin, PLLC, as its legal
counsel.
B. LANE INC: Committee Taps Fox Rothschild as Local Counsel
-----------------------------------------------------------
The official committee of unsecured creditors of B. Lane, Inc.
received approval from the U.S. Bankruptcy Court for the District
of New Jersey to hire Fox Rothschild LLP as its local counsel.
The firm will advise the committee regarding its duties under the
Bankruptcy Code; analyze the financial condition of B. Lane and its
affiliates; and provide other legal services related to the
Debtors' Chapter 11 cases.
The firm's hourly rates are:
Partners $265 - $875
Counsel $160 - $895
Associates $210 - $575
Paralegals $130 - $400
Richard Meth, Esq., disclosed in a court filing that his firm is
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.
Fox Rothschild can be reached through:
Richard M. Meth, Esq.
Paul J. Labov, Esq.
Fox Rothschild LLP
49 Market Street
Morristown, NJ 07960-5122
Phone: (973) 992-4800
Fax: (973) 992-9125
Email: rmeth@foxrothschild.com
Email: plabov@foxrothschild.com
About B. Lane
B. Lane, Inc., d/b/a Fashion to Figure --
https://www.fashiontofigure.com/ -- operates as a retailer of plus
size fashion apparel for women. The company sells dresses, denim,
jumpsuits and rompers, accessories, tops, bottoms, and jackets with
store locations in Connecticut, Delaware, Georgia, Maryland,
Massachusetts, New Jersey, and New York.
B. Lane and its affiliates filed Chapter 11 petitions (Bankr.
D.N.J. Lead Case No. 17-32958) on Nov. 13, 2017, estimating assets
and liabilities $1 million to $10 million. Michael Kaplan, its
CEO, signed the petitions.
Judge John K. Sherwood is assigned to these cases. Lowenstein
Sandler LLP is the Debtor's bankruptcy counsel.
An official committee of unsecured creditors has been appointed in
the Debtors' cases.
B. LANE INC: Committee Taps Hahn & Hessen as Lead Counsel
---------------------------------------------------------
The official committee of unsecured creditors of B. Lane, Inc.
received approval from the U.S. Bankruptcy Court for the District
of New Jersey to hire Hahn & Hessen LLP as its lead counsel.
The firm will advise the committee regarding its duties under the
Bankruptcy Code and will provide other legal services related to
the Chapter 11 cases of B. Lane and its affiliates.
The firm's hourly rates range from $750 to $930 for partners, $330
to $660 for associates, $500 to $675 for special counsel and of
counsel, and $260 to $270 for paralegals.
Hahn & Hessen has agreed to a 20% reduction in its standard hourly
rates for partners.
Mark Power, Esq., a member of Hahn & Hessen, disclosed in a court
filing that he and his firm are "disinterested" as defined in
section 101(14) of the Bankruptcy Code.
Hahn & Hessen can be reached through:
Mark T. Power, Esq.
Alison M. Ladd, Esq.
488 Madison Avenue
New York, NY 10022
Tel: (212) 478-7200
Fax: (212) 478-7400
Email: mpower@hahnhessen.com
Email: aladd@hahnhessen.com
About B. Lane
B. Lane, Inc., d/b/a Fashion to Figure --
https://www.fashiontofigure.com/ -- operates as a retailer of plus
size fashion apparel for women. The company sells dresses, denim,
jumpsuits and rompers, accessories, tops, bottoms, and jackets with
store locations in Connecticut, Delaware, Georgia, Maryland,
Massachusetts, New Jersey, and New York.
B. Lane and its affiliates filed Chapter 11 petitions (Bankr.
D.N.J. Lead Case No. 17-32958) on Nov. 13, 2017, estimating assets
and liabilities $1 million to $10 million. Michael Kaplan, its
CEO, signed the petitions.
Judge John K. Sherwood is assigned to these cases. Lowenstein
Sandler LLP is the Debtor's bankruptcy counsel.
An official committee of unsecured creditors has been appointed in
the Debtors' cases.
BEAUFORT RESTAURANT: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------------
The Office of the U.S. Trustee on Jan. 10 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Beaufort Restaurant Group,
Inc.
Beaufort is represented by:
Philip Fairbanks, Esq.
Law Office of Philip L. Fairbanks
1214 King Street
Beaufort, SC 29902
Tel: 843-521-1580
Fax: 843-521-1590
Email: chris@lowcountrybankruptcy.com
About Beaufort Restaurant Group Inc.
Beaufort Restaurant Group, Inc. -- http://breakwatersc.com-- is a
privately-held company in Beaufort, South Carolina, that operates
restaurants. The company posted gross revenue of $1.97 million in
2016 and $2.70 million in 2015.
Beaufort Restaurant Group sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. S.C. Case No. 17-06310) on December 19,
2017. Elizabeth Ann Shaw, owner, signed the petition.
At the time of the filing, the Debtor disclosed $24,280 in assets
and $1.23 million in liabilities.
Judge John E. Waites presides over the case. Law Office of Philip
L. Fairbanks is the Debtor's bankruptcy counsel.
BELK INC: Bank Debt Trades at 18.62% Off
----------------------------------------
Participations in a syndicated loan under which BELK Inc is a
borrower traded in the secondary market at 81.38
cents-on-the-dollar during the week ended Friday, December 29,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents an increase of 0.33 percentage points
from the previous week. BELK Inc pays 475 basis points above LIBOR
to borrow under the $1.500 billion facility. The bank loan matures
on Dec. 10, 2022 and Moody's B2 rating and Standard & Poor's B-
rating. The loan is one of the biggest gainers and losers among
247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended December 29.
BENFER STORAGE: Unsecured Creditors to be Paid Over 24 Months
-------------------------------------------------------------
Benfer Storage LLC files with the U.S. Bankruptcy Court for the
Southern District of Texas an amended small business disclosure
statement describing its amended chapter 11 plan of
reorganization.
All Holders of General Unsecured Claims in Class 4 will be paid
from the sale of the Mittlestedt Property or from Exit Financing,
which will occur no later than 24 months installments with interest
bearing at 5% per annum. The holders of Claims in Class 4 are only
required to send two Notices of Default, and upon the third event
of default, Claimants may proceed to collect all amounts owed under
state law without recourse to the Bankruptcy Court and without
further notice.
Payments and distributions under the Plan will be funded by
Benfer's existing Cash on hand, ongoing operations, and Capital
Injection. The Debtor will continue to seek Exit Financing as a
secondary option of payment of all Allowed Claims of the Debtor as
provided in this Plan.
The Troubled Company Reporter previously reported that the Debtors'
plan proposes to pay Holders of General Unsecured Claims in Class 4
in full by cash within 60 days. The holders of Claims in Class 4
are only required to send two Notices of Default, and upon the
third event of default, Claimants may proceed to collect all
amounts owed under state law without recourse to the Bankruptcy
Court and without further notice.
A full-text copy of the Amended Plan is available at:
http://bankrupt.com/misc/txsb17-32767-87.pdf
About Benfer Storage LLC
Benfer Storage LLC, based in Houston, Texas, offers storage spaces
for rent on a prepaid basis.
The Debtor filed a Chapter 11 bankruptcy petition (Bankr. S.D. Tex.
Case No. 17-32767) on May 1, 2017. In its petition, the Debtor
estimated $1 million to $10 million in assets and $500,000 to $1
million in liabilities. Alberto Bernadoni, president, signed the
petition.
The Hon. Jeff Bohm presides over the case. Susan Tran, Esq., at
Corral Tran Singh, LLP, serves as bankruptcy counsel.
A list of the Debtor's three largest unsecured creditors is
available for free at http://bankrupt.com/misc/txsb17-32767.pdf
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Benfer Storage LLC.
BOMBARDIER INC: DBRS Confirms B Rating & Alters Trend to Stable
---------------------------------------------------------------
DBRS Limited has confirmed the Issuer Rating of Bombardier Inc. at
B and changed the trend to Stable from Negative.
DBRS explained in a statement in November that the ratings action
reflects some evidence of stabilization in the Company's financial
profile, albeit at a very weak level; the expectation that further
modest improvement should be achievable over the next 12 months;
material progress achieved after two years of the Company's
margin-improving five-year transformation initiative, especially in
the rail division; greater visibility regarding the viability of
the C Series program as a result of the partnership announced with
Airbus SE; and liquidity that remains sufficient for near-term
requirements. Bombardier's rating continues to be supported by its
70% stake in Bombardier Transportation (BT), a global leader in
rail manufacturing and solutions; the significant capital and
technological barriers to entry into its various business lines;
and the Company's broad portfolio of business aircraft offerings,
to be complemented by the ultra-long-distance Global 7000, which is
currently undergoing flight testing and may enter into service in
H2 2018. Significant execution risks associated with new aircraft
development, volatile end markets and modest margins are structural
challenges.
In the last 12 months (LTM) to Q3 2017, revenues decreased due to
production rate adjustments by Bombardier's business aircraft and
regional jet businesses to align output with market conditions,
only partially offset by growth at BT. However, operating earnings
and margins improved, largely reflecting the successful
implementation of the Company's transformation plan, which has
included substantial workforce reductions. Bombardier continued to
run a significant free cash flow deficit, which was financed with
cash raised from previous sales of non-controlling interests in BT
and the C Series program. Debt has remained roughly flat and credit
metrics achieved very small improvement.
DBRS anticipates that the Company's business risk profile is likely
to remain largely unchanged over the next 12 months, although
further improvements from the transformation program should be
supportive. The financial risk profile should achieve modest
improvement, although DBRS views the Company's target of achieving
a free cash flow break-even position in 2018 as aggressive. Key
metrics are projected to improve to within at least the B rating
category in F2018.
Overall, DBRS views Bombardier's strategic actions, such as the
Airbus partnership, operating performance within the context of the
transformation plan and important milestones achieved such as the
successful flight testing hours of the Global 7000 as illustrative
of a more stable footing. Liquidity remains adequate for near-term
requirements and there are no significant long-term debt maturities
until 2020. (DBRS expects the new issuance of 7.50% Senior Notes
due in 2024 that is currently underway, and the associated tender
offer for the 4.75% Senior Notes due 2019, to be successful.)
Bombardier would need to demonstrate material improvement in key
financial metrics and prove that free cash flow surpluses have been
achieved or are imminent before DBRS would consider an upgrade.
Significant cost overruns or Entry-Into-Service (EIS) delays of the
Global 7000, evidence that the margin gains under the
transformation plan are not sustainable, concerns regarding
liquidity, or substantial downturns in key destination markets may
lead to DBRS considering a downgrade.
BORINQUEN ANESTHESIA: Case Summary & 5 Unsecured Creditors
----------------------------------------------------------
Debtor: Borinquen Anesthesia Services PSC
PO Box 1604
Aibonito, PR 00705
Type of Business: Borinquen Anesthesia Services PSC is a
privately held company based in Aibonito,
Puerto Rico that operates in health care
industry. Its principal assets are located
at Calle Jose C Vazquez Hospital General
ME Aibonito, PR 00705. Borinquen Anesthesia
is a small business debtor as defined in 11
U.S.C. Section 101(51D).
Chapter 11 Petition Date: January 12, 2018
Court: United States Bankruptcy Court
District of Puerto Rico (Old San Juan)
Case No.: 18-00130
Debtor's Counsel: Juan Carlos Bigas Valedon, Esq.
JUAN C BIGAS LAW OFFICE
PO Box 7011
Ponce, PR 00732-7011
Tel: 787-259-1000/787-633-1253
Fax: 787-842-4090
E-mail: cortequiebra@yahoo.com
jcbigas@gmail.com
Total Assets: $89,700
Total Liabilities: $1.20 million
The petition was signed by Jorge A Acevedo Orengo, president.
A copy of the Debtor's petition that contains, among other items, a
list of its five unsecured creditors is available for free at:
http://bankrupt.com/misc/prb18-00130.pdf
BRIGHT MOUNTAIN: Net Loss Raises Going Concern Doubt
----------------------------------------------------
Bright Mountain Media, Inc., filed its quarterly report on Form
10-Q, disclosing a net loss of $581,955 on $715,500 of total
revenues for the three months ended September 30, 2017, compared
with a net loss of $808,401 on $405,737 of total revenues for the
same period in 2016.
At September 30, 2017, the Company had total assets of $3,455,815,
total liabilities of $2,608,599, and a $847,216 in total
stockholders' equity.
The Company sustained a net loss of $2,139,135 and used cash in
operating activities of $1,368,454 for the nine months ended
September 30, 2017. The Company had an accumulated deficit of
$10,963,941 at September 30, 2017. These factors raise substantial
doubt about the ability of the Company to continue as a going
concern for a reasonable period of time. The Company's
continuation as a going concern is dependent upon its ability to
generate revenues and its ability to continue receiving investment
capital and loans from related parties to sustain its current level
of operations.
Management plans to continue to raise additional capital through
private placements and is exploring additional avenues for future
fund-raising through both public and private sources.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/XwxQ8X
About Bright Mountain
Based in Boca Raton, Fla., Bright Mountain Media, Inc., a media
holding company, owns and manages Websites in the United States.
It operates through two segments, Product Sales and Services. The
company develops Web sites, which provide information and news to
military, law enforcement, first responders, and other public
sector employees; and information, including originally written
news content, blogs, forums, career information, and videos.
CABLEVISION SYSTEMS: Altice USA Spin-Off No Impact on Fitch B+ IDR
------------------------------------------------------------------
Altice NV, the parent company of Cablevision Systems Corporation,
plans to spin-off its 67.2% interest in Altice USA to Altice NV
shareholders. Fitch Ratings views the transaction as negative to
Cablevision's credit profile but does not expect any immediate
changes to the company's ratings.
The transaction is subject to regulatory and shareholder approval
and is expected to close by the end of the second quarter of 2018.
Altice USA's Board of Directors have approved a $1.5 billion
special cash dividend, which will be paid to Altice NV immediately
prior to the spin-off, and authorized a $2 billion share repurchase
program.
Since the special dividend will be funded by incremental borrowings
at Cablevision, the transaction will be credit negative for the
company. Fitch estimates that pro forma gross leverage will
increase to 6.4x up from 6.1x for the LTM period ending Sept. 30,
2017 (including collateralized debt). While Cablevision's pro forma
leverage is high, it remains within Fitch 6.5x negative threshold
for the ratings. Fitch also expects that leverage will trend down
over time from a combination of EBITDA growth and debt reduction as
Altice USA manages its leverage down to target levels. Fitch views
positively Altice USA's intention to manage its balance sheet more
conservatively with a revised net leverage target of 4.5x-5.0x,
down from the previously articulated range of 5.0-5.5x. Altice USA
was also paying Altice NV a $30 million management fee, and this
will cease to be paid following the spin-off, which is a modest
positive.
Fitch believes that from an operational perspective the split-off
will allow Altice USA to manage itself more efficiently without the
overhang of operational difficulties from Altice NV's international
operations. It will also afford a greater degree of transparency
into Altice USA's financial and operational performance. Altice USA
management remains focused on achieving operating efficiencies and
executing on its roll-out of its Altice One box (enhanced set-top
box that incorporates over-the-top or OTT applications, similar to
Comcast's X1) and fiber-to-the-home (FTTH) buildout in the
Cablevision (Optimum) and Cequel Communications (Suddenlink)
footprints. Fitch believes that these efforts are prudent given the
evolving and increasingly competitive landscape for multichannel
video programming distributors (MVPDs) with the notable
acceleration in industry subscriber losses over the course of 2017.
Cablevision lost 61,000 video subscribers for the LTM period ending
Sept. 30, 2017, which was relatively flat from year-end 2016.
Cablevision's operational statistics remain impacted by intense
competition from Verizon in its territories.
Pro forma for the transaction, Altice USA's public float will
increase to 42% from roughly 10%. Fitch believes that the increased
equity float and the spin-off from Altice NV could make the company
more able to take advantage of potential future M&A transactions.
Fitch believes that the potential for additional M&A remains an
event risk over the longer-term for Cablevision.
CAELUS ENERGY: Bank Debt Trades at 11.50% Off
---------------------------------------------
Participations in a syndicated loan under which Caelus Energy
Alaska O3 LLC is a borrower traded in the secondary market at 88.50
cents-on-the-dollar during the week ended Friday, December 29,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 0.56 percentage points from
the previous week. Caelus Energy Alaska O3 LLC pays 725 basis
points above LIBOR to borrow under the $300 million facility. The
bank loan matures on April 15, 2020. Moody's & S&P did not give any
rating. The loan is one of the biggest gainers and losers among
247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended December 29.
CAMPBELLTON-GRACEVILLE: Feb. 15 Approval Hearing on Plan Outline
----------------------------------------------------------------
Judge Karen K. Specie of the U.S. Bankruptcy Court for the Northern
District of Florida will convene a hearing on Feb. 15, 2018 at
11:00 AM to consider approval of Campbellton−Graceville Hospital
Corporation's disclosure statement dated Dec. 29, 2017.
Feb. 8, 2018 is fixed as the last day for filing and serving
written objections to the disclosure statement.
The Troubled Company Reporter previously reported that the Debtor
has been in final negotiations and expects to finalize DIP/Exit
Financing to provide sufficient liquidity to satisfy administrative
expense claims and to aggressively pursue the Litigation Claims.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/flnb17-40185-341.pdf
About Campbellton-Graceville
Hospital Corporation
Campbellton-Graceville Hospital Corporation is a non-profit
corporation established pursuant to the laws of the State of
Florida in 1961 and operates as a not-for-profit 25-bed critical
access hospital serving northern Florida, as well as surrounding
areas in Georgia and Alabama, and had approximately 100 employees.
It offered comprehensive medical care, including emergency
services, general hospitalization, laboratory services, swing bed
and physical therapy.
Campbellton-Graceville Hospital filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Fla. Case No. 17-40185) on April 17, 2017.
The Hon. Karen K. Specie presides over the case. Berger Singerman
LLP represents the Debtor as counsel.
In its petition, the Debtor estimated $1 million to $10 million in
assets and $1 million to $10 million to $50 million in
liabilities.
The petition was signed by Marwill Glade of GlassRatner Advisory &
Capital Group, LLC, to Debtor's chief restructuring officer.
On June 8, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The committee hired
Broad and Cassel LLP as counsel, and Wayne Black and Associates,
Inc., as investigative assistant.
Judge Karen K. Specie in June 2017 entered an order finding that
the appointment of a patient care ombudsman for the Debtor is not
necessary.
CAROUSEL OF LANGUAGES: Taps Pick & Zabicki as New Legal Counsel
---------------------------------------------------------------
Carousel of Languages LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of New York to hire Pick & Zabicki
LLP as its new legal counsel.
Pick & Zabicki will advise the Debtor regarding its duties under
the Bankruptcy Code; analyze claims of creditors; assist in the
preparation of a plan of reorganization; and provide other legal
services related to the Debtor's Chapter 11 case. The firm will
replace Arlene Gordon-Oliver & Associates.
The hourly rates for Pick & Zabicki partners range from $350 to
$425. Associates and paraprofessionals charge $250 per hour and
$125 per hour, respectively.
Douglas Pick, Esq., disclosed in a court filing that his firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Douglas J. Pick, Esq.
Eric C. Zabicki, Esq.
Pick & Zabicki LLP
369 Lexington Avenue, Suite 1200
New York, NY 10017
Phone: 212-695-6000
Fax: 212-695-6007
Email: dpick@picklaw.net
Email: ezabicki@picklaw.net
About Carousel of Languages
Carousel of Languages LLC operates an early childhood foreign
language school, offering lessons on Italian, French, Spanish,
Mandarin, Russian, Greek, Hindi, Turkish and Hebrew. Its school
also provides children with a connection to their heritage and new
languages through linguist and cultural exploration. Its additional
projects include the development of educational applications and
products by its affiliates Carousel Language Program LLC and
Carousel Language Product LLC.
Carousel of Languages filed a Chapter 11 petition (Bankr. S.D.N.Y.
Case No. 15-12851) on Oct. 22, 2015, estimating less than $500,000
in assets and debt. The petition was signed by its president,
Patrizia Saraceni Corman.
The Debtor hired Arlene Gordon-Oliver, Esq., at Arlene
Gordon-Oliver & Associates, PLLC as its bankruptcy counsel.
No trustee, examiner or creditors' committee has been appointed in
the Debtor's case.
CATHOLIC SCHOOL: Case Summary & 20 Top Unsecured Creditors
----------------------------------------------------------
Debtor: Catholic School Employees Pension Trust
Calle Jaime Drew
789 URB Los Maestros
San Juan, PR 00923
Type of Business: Catholic School Employees Pension Trust
is a business trust duly constituted under
the laws of the Commonwealth of Puerto
Rico.
Chapter 11 Petition Date: January 11, 2018
Case No.: 18-00108
Court: United States Bankruptcy Court
District of Puerto Rico (Old San Juan)
Judge: Hon. Enrique S. Lamoutte Inclan
Debtor's Counsel: Javier Vilarino, Esq.
VILARINO & ASSOCIATES, LLC
PO Box 9022515
San Juan, PR 00902
Tel: 787-565-9894
E-mail: jvilarino@vilarinolaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Ramon Guzman, president of Board of
Trustees.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/prb18-00108.pdf
A copy of the Debtor's list of 20 unsecured creditors is available
for free at:
http://bankrupt.com/misc/prb18-00108_creditors.pdf
CLEO'S BRAZILIAN: Taps Robert Goldstein as Legal Counsel
--------------------------------------------------------
Cleos Brazilian Steakhouse, Inc. received approval from the U.S.
Bankruptcy Court for the Northern District of California to hire
the Law Offices of Robert Goldstein 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:
Robert Goldstein $550
Eduardo Gonzalez $425
Keith Bryson $175
The Debtor paid the firm a retainer in the sum of $10,000, plus the
filing fee of $1,717.
Goldstein is a "disinterested person" as defined in section 101(14)
of the Bankruptcy Code, according to court filings.
The firm can be reached through:
Robert L. Goldstein, Esq.
Law Offices of Robert L. Goldstein
100 Bush Street #501
San Francisco, CA 94104
Phone: (415) 391-8710
Fax: (415) 391-8701
Email: rgoldstein@taxexit.com
About Cleos Brazilian Steakhouse Inc.
Cleos Brazilian Steakhouse, Inc. sought protection under Chapter 11
of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 17-31193) on
November 29, 2017. Cleonir Lemes, its owner, signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets and liabilities of less than $500,000.
Judge Dennis Montali presides over the case.
COMPLETE LANDSCAPING: Arkansas Supreme Court Disbars Lawyer
-----------------------------------------------------------
The Supreme Court of Kansas resolved a contested attorney
discipline proceeding captioned In the Matter of RICKEY EDWARD
HODGE, JR., Respondent, No. 116,542 (Ark.). Hodge was admitted to
practice law in Kansas in September 2008. A panel of the Kansas
Board for Discipline of Attorneys made lengthy findings of fact and
concluded Hodge violated the Kansas Rules of Professional Conduct
(KRPC) while representing a financially distressed Wichita-based
landscaping company. Highly summarized, Hodge attempted to purchase
the company's assets, as well as an 80-acre ranch held by the
company's majority shareholder. The accusations involve conflict of
interest, client exploitation, and self-dealing.
After five days of hearings, spread out between October 2015 and
March 2016, the panel unanimously determined that Hodge violated
KRPC 1.7 (2017 Kan. S. Ct. R. 300) (concurrent conflict of
interest); 1.8(a) (2017 Kan. S. Ct. R. 307) (conflict of interest
arising from entering business transaction with client), and 1.8(b)
(using information to the client's disadvantage); 4.2 (2017 Kan. S.
Ct. R. 353) (communication with person represented by counsel); and
8.4(g) (2017 Kan. S. Ct. R. 379) (engaging in conduct adversely
reflecting on lawyer's fitness to practice law). The panel
unanimously recommended Hodge be disbarred.
Before the court, the Disciplinary Administrator's office endorses
the panel's findings and recommends disbarment. Hodge takes
exceptions to the panel's findings, as well as to the recommended
discipline. The Court holds that clear and convincing evidence
establishes multiple instances of attorney misconduct and agrees
disbarment is appropriate.
The Court, thus, orders that Hodge be disbarred from the practice
of law in the state of Kansas, effective on the filing of this
opinion.
A full-text copy of the Court's Opinion dated Dec. 29, 2017 is
available at:
https://is.gd/pgTyuU from Leagle.com.
Deborah L. Hughes -- hughesd@kscourts.org -- Deputy Disciplinary
Administrator, argued the cause, and Stanton A. Hazlett --
shazlett@kscourts.org -- Disciplinary Administrator, was with her
on the brief for petitioner.
Charles Davant IV -- cdavant@wc.com -- of Williams & Connolly LLP,
of Washington, D.C., argued the cause, and John K. Villa --
jvilla@wc.com -- of the same firm, and G. Craig Robinson , of
Wichita, were with him on the briefs for respondent. Rickey Edward
Hodge, Jr., respondent, argued the cause pro-se.
Complete Landscaping Systems, Inc., based in Wichita, Kansas, filed
for Chapter 11 (Bankr. D. Kan. Case No. 13-12530) on September 30,
2013. Judge Dale L. Somers oversees the case. David P. Eron,
Esq., at Eron Law, P.A., serves as the Debtor's counsel. In its
petition, the Debtor listed total assets of $1.46
million and total liabilities of $6.14 million. The petition was
signed by Laura Ackerman, authorized individual.
COMSTOCK RESOURCES: T. Rowe Price No Longer a Shareholder
---------------------------------------------------------
T. Rowe Price Associates, Inc., and T. Rowe Price New Era Fund,
Inc. reported to the Securities and Exchange Commission that as of
Dec. 31, 2017, they no longer own shares of common stock of
Comstock Resources Inc. A full-text copy of the regulatory filing
is available for free at https://is.gd/XZ7HfL
About Comstock Resources
Comstock Resources, Inc. -- http://www.comstockresources.com/-- is
an independent energy company based in Frisco, Texas and is engaged
in oil and gas acquisitions, exploration and development primarily
in Texas and Louisiana. The Company's stock is traded on the New
York Stock Exchange under the symbol CRK.
Comstock incurred a net loss of $135.1 million in 2016, a net loss
of $1.0 billion in 2015, and a net loss of $57.11 million in 2014.
As of Sept. 30, 2017, Comstock Resources had $899.6 million in
total assets, $1.22 billion in total liabilities and a total
stockholders' deficit of $328.4 million.
* * *
In September 2016, S&P Global Ratings raised its corporate credit
rating on Comstock Resources to 'CCC+' from 'SD' (selective
default). The outlook is negative. "The rating actions on
Comstock are in conjunction with the Sept. 6, 2016, close of their
comprehensive debt exchange and our assessment of the company's
revised capital structure and credit profile," said S&P Global
Ratings credit analyst Aaron McLean.
Comstock Resources carries a 'Caa2' corporate family rating from
Moody's Investors Service.
CSC HOLDINGS: Moody's Rates Proposed $500MM Term Loan B 'Ba1'
-------------------------------------------------------------
Moody's Investors Service has assigned a Ba1 rating to CSC
Holdings, LLC's (CSC) proposed $500 term loan B due 2026 and $500
million senior guaranteed notes due 2028. CSC is a wholly-owned
subsidiary of Cablevision Systems Corporation (Cablevision or the
company). The proceeds of these issuances, along with a $500
million drawdown on CSC's existing revolver, will be used to fund a
special dividend to Altice N.V., associated with the recently
announced plan to spinoff Altice USA Inc. from Altice N.V. The
transaction is credit negative for Cablevision, as the incremental
debt burden contributes to weaker liquidity with diminished
revolver capacity and increased interest expense. The deal also
raises pro forma leverage to approximately 6.2x (Moody's adjusted),
from approximately 5.6x as of September 30, 2017. However, Moody's
expects leverage to fall back below 6x, the leverage limit for the
B1 corporate family rating (CFR), over the next 12 to 18 months due
to EBITDA growth and debt repayment. Moody's project free cash flow
as a percentage of debt to remain in the low single digit range
over this time frame, constrained by higher interest expense.
Moody's also expect potential use of some excess liquidity to fund
a new $2 billion share repurchase program at the parent company,
Altice USA Inc.
The debt raised is based on terms and conditions that are the same
as, or materially similar to, existing agreements. Moody's note the
shift to a more secured capital structure puts added pressure on
the Ba1 (LGD2) secured instrument ratings. While Moody's believe
the secured ratings may tolerate additional leverage up to the
capacity available on the revolver (immediately following this
transaction), any further shift to a more secured capital structure
is very likely to lead to a downgrade of those instruments, the
extent of which would depend on the magnitude of the change in the
capital structure.
All other ratings for CSC Holdings, LLC are unchanged and the
outlook remains stable.
Assignments:
Issuer: CSC Holdings, LLC
-- Senior Secured Bank Credit Facility (Local Currency), Assigned
Ba1(LGD2)
-- Senior Unsecured Regular Bond/Debenture, Assigned Ba1(LGD2)
RATING RATIONALE
Cablevision's B1 CFR reflects its high leverage, declining video
business, and the business risk inherent in Altice's cost cutting
strategy. Altice has quickly reduced costs and realized a large
portion of its $900 million in targeted savings which has boosted
EBITDA, improving cash flows and leverage leading up to the
announced transaction. While the company appears to be executing
its strategic plan without significant disruption to its customer
base or market position, operational and financial risks remain.
Leverage is elevated again, and the pursuit of strategic
initiatives to grow the business require investment and risk. At
the same time, competitive challenges remain intense, especially in
the video market. Nevertheless, Cablevision has a strong position
in very good markets with favorable demographics within its
footprint. Cablevision competes head to head with Verizon's FiOS in
about half of its urban footprint. Moody's view FiOS as a
competitive product offering and expect Verizon to gain market
share if Cablevision stumbles operationally. However, Cablevision's
industry leading market share reflects its strength and solid
operating performance, particularly in broadband where its upgraded
network produces superior network speeds that attract and retain
residential and commercial customers.
The stable outlook is based upon Moody's expectation that leverage
will fall under 6x over the next 12-18 months. The outlook also
reflects Moody's view that Cablevision will continue to generate
positive free cash flow and maintain good liquidity. Moody's would
consider an upgrade if leverage were sustained below 5x (Moody's
adjusted), free cash flow as a percentage of debt rose above 5%,
and market share and liquidity were maintained, or improved.
Moody's would consider a downgrade if leverage is not on track to
fall below 6x (Moody's adjusted) by year end 2018, liquidity were
to become constrained or market share materially erodes.
The principal methodology used in these ratings was Global Pay
Television - Cable and Direct-to-Home Satellite Operators published
in January 2017.
Headquartered in Long Island City, New York, Cablevision Systems
Corporation served approximately 3.1 million residential and
business customers, passing 5.1 million homes in and around the New
York metropolitan area as of September 30, 2017. Cablevision is
wholly owned by Altice USA and is also the direct parent of CSC
Holdings, LLC (CSC). Revenue for LTM September 30, 2017 was
approximately $6.6 billion. Altice N.V. currently holds a 67%
economic interest and 98% voting interest in Altice USA.
DALE M. WILLIAMS: Plan and Disclosures Hearing Set for Feb. 28
--------------------------------------------------------------
Judge Karen S. Jenneman of the U.S. Bankruptcy Court for the Middle
District of Florida conditionally approved Dale M. Williams, Inc.'s
disclosure statement in support of its plan of reorganization.
An evidentiary hearing will be held on Feb. 28, 2018 at 2:00 PM in
Courtroom 6A, 6th Floor, George C. Young Courthouse, 400 West
Washington Street, Orlando, FL 32801 to consider and rule on the
disclosure statement and to conduct a confirmation hearing.
Creditors and other parties in interest must file their written
acceptances or rejections of the plan no later than seven days
before the date of the Confirmation Hearing.
Any party desiring to object to the disclosure statement or to
confirmation must file its objection no later than seven days
before the date of the Confirmation Hearing.
About Dale M. Williams Inc.
Based in Orlando, Florida, Dale M. Williams Inc. filed a Chapter 11
petition (Bankr. M.D. Fla. Case No. 17-05561) on August 21, 2017.
At the time of filing, the Debtor disclosed that it had estimated
assets of less than $50,000 and liabilities of less than $500,000.
The case is assigned to Judge Karen S. Jennemann. The Debtor is
represented by Peter N. Hill, Esq., at Herron Hill Law Group, PLLC
as bankruptcy counsel. The Debtor hired R.A. Simasek P.A. as its
accountant.
DAVID'S BRIDAL: Bank Debt Trades at 13.1% Off
---------------------------------------------
Participations in a syndicated loan under which David's Bridal Inc
is a borrower traded in the secondary market at 86.90
cents-on-the-dollar during the week ended Friday, December 29,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents an increase of 0.64 percentage points
from the previous week. David's Bridal Inc pays 375 basis points
above LIBOR to borrow under the $520 million facility. The bank
loan matures on October 11, 2019 and carries Moody's Caa1 rating
and Standard & Poor's CCC+ rating. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended December
29.
DAWSON INTERNATIONAL: Unsecureds to Get Less Than 1% of Claims
--------------------------------------------------------------
Dawson International Investments (Kinross) Inc. and its affiliated
debtors have filed a disclosure statement dated December 11, 2017,
relating to their joint Chapter 11 plan with the U.S. Bankruptcy
Court for the Southern District of New York.
Holders of general unsecured claims, amounting to approximately
$16,700,000, will receive its pro rata share of the unsecured
claims fund. The estimated recovery for these claims will be less
than approximately 1% of the allowed claims.
All inter-debtor claims will be cancelled as of the effective date,
and holders will not receive a distribution under the plan in
respect of such claims.
Each holder of a subsidiary equity interest shall not receive or
retain any distribution or property under the plan on account of
such subsidiary equity interest. Upon termination of the plan
administrator, all subsidiary equity interests shall be deemed
cancelled, without further action by any party or order of the
court.
Except to the extent that the holder agrees to less favorable
treatment, in full and final satisfaction of each allowed DIIKI
equity interest, each holder of an allowed DIIKI equity interest
shall receive its pro rata share of the remaining amount.
The plan funds will include all cash, all assets and causes of
action, and the proceeds thereof, of the debtors on the effective
date, other than the Ilion property.
A full-text copy of the disclosure statement is available at:
http://bankrupt.com/misc/nysb16-11551-jlg-153.pdf
Dawson International is represented by:
Patrick L. Hayden, Esq.
Nathan S. Greenberg, Esq.
McGUIREWOODS LLP
1345 Avenue of the Americas
Seventh Floor
New York, NY 10105
Tel: (212)548-2148
Fax: (212)548-2150
Email: phayden@mcguirewoods.com
ngreenberg@mcguirewoods.com
About Dawson International
Dawson International is in the cashmere business. It comprises two
trading divisions, based in the UK and the USA. The UK division
comprises the Barrie Knitwear business, based in Hawick Scotland.
It manufactures highest quality cashmere garments at its factory in
the Scottish borders and sells to some of the world's most
prestigious couture houses, department stores and private label
retail outlets.
Based in Natick, Massachusetts, Ilion Properties, Inc., Dawson
International Investments (Kinross) Inc., Dawson International
Properties, Inc., DCC USA Inc., and Dawson Luxury Garments LLC
filed separate Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y.
Case Nos. 16-11550 to 16-11554) on May 27, 2016. The Hon. James L.
Garrity Jr. presides over the cases.
Patrick L. Hayden, Esq., and Nathan S. Greenberg, Esq., at
McGuireWoods LLP, serve as counsel to the Debtors. Deloitte Tax
LLP has been tapped as tax service provider and Qualified Annuity
Services, Inc., as pension plan consultants to the Debtors.
Each of the Debtors estimated between $1 million to $10 million in
both assets and liabilities. The petitions were signed by David G.
Cooper, president and sole director.
The U.S. Trustee has not appointed an official committee of
unsecured creditors in the Debtors' cases.
DEEP OPERATING: Unsecured Creditors to Get at Least 25% of Claims
-----------------------------------------------------------------
Deep Operating, LLC, files with the U.S. Bankruptcy Court for the
Southern District of Texas a disclosure statement containing
information about the Debtor's Plan of Reorganization filed on
December 7, 2017.
Under the Plan, the general unsecured creditors are classified in
Classes 3, 4 and 5: Class 3 consists of general unsecured claims
that are not secured by equity in the Debtor's Assets; Class 4
consists of general unsecured claims of insiders; and Class 5
consists of general unsecured claims of equity holders.
Class 3 will receive a distribution at the minimum of 25% of their
allowed claims, in deferred monthly disbursements from the Debtor's
revenues generated by its operations, as well as from recovery of
claims and amounts due to the estate.
Class 4 will only receive distributions if all allowed unsecured
claims are paid in full.
Class 5 will retain their interests in equity in the Reorganized
Debtor.
The Debtor intends to fund the Plan by the following means:
(a) Texas Railroad Commission Services Bond. The Debtor has
posted a $50,000 servicer's cash bond with the Texas Railroad
Commission. The Debtor will withdraw its servicer's bond and obtain
release of these funds. The Debtor believes that it does not need
the servicer's bond to continue its operations as an oil and gas
company.
(b) The Debtor will collect on accounts receivable owed to it.
The funds recovered will be used to satisfy obligations under the
Plan.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/txsb17-33626-31.pdf
Counsel for Plan Proponent:
John Vincent Burger, Esq.
BURGER LAW FIRM
4151 Southwest Frwy, Ste 770
Houston, TX 77027
Tel: (713) 960-9696
Fax: (713) 961-4403
E-mail: johnburger@burgerlawfirm.com
About Deep Operating, LLC
Deep Operating, LLC, is a Texas Limited Liability Company,
incorporated on February 13, 2014. The Debtor is a wholly owned
subsidiary of Deep Energy Exploration Partners, LLC, whose
principal place of business is located in Houston, Texas. The
Debtor conducts all oil and gas operations for Deep Energy
Exploration as well as other producers in Texas.
Deep Operating filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Tex. Case No. 17-33626) on June 8, 2017. The petition was
signed by Javier Arellano, chief executive officer. The Hon. Karen
K. Brown is the case judge. The Debtor is represented by John
Vincent Burger, Esq. of the Burger Law Firm. At the time of filing,
the Debtor had $100,000 to $500,000 in estimated assets and $1
million to $10 million estimated liabilities.
DGS REALTY: Case Summary & 7 Unsecured Creditors
------------------------------------------------
Debtor: DGS Realty, LLC
P.O. Box 1077
Concord, NH 03302-1077
Type of Business: DGS Realty, LLC is a privately held company
in Concord, New Hampshire whose principal
place of business is located at 74 Regional
Drive Concord, NH 03301. The company is an
affiliate of Walter H. Booth Clause 4 Trust,
which sought bankruptcy protection on
Nov. 16, 2016 (Bankr. D.N.H. Case No. 16-
11598).
Chapter 11 Petition Date: January 11, 2018
Court: United States Bankruptcy Court
District of New Hampshire (Concord)
Case No.: 18-10024
Debtor's Counsel: Eleanor Wm Dahar, Esq.
VICTOR W. DAHAR PROFESSIONAL ASSOCIATION
20 Merrimack Street
Manchester, NH 03101
Tel: (603) 622-6595
E-mail: edahar@att.net
vdaharpa@att.net
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by David H. Booth, manager.
A full-text copy the petition combined with a list of the Debtor's
seven largest unsecured creditors is available for free at:
http://bankrupt.com/misc/nhb18-10024.pdf
DIGIDEAL CORP: March 6 First Amended Plan Confirmation Hearing
--------------------------------------------------------------
According to a notice, the U.S. Bankruptcy Court for the Eastern
District of Washington approved Digideal Corporation's first
amended disclosure statement and its supplement and amendment dated
Dec. 18, 2017.
Parties in interest who wish to object to the confirmation of the
First Amended Plan of Reorganization must file a written objection
on or before Feb. 5, 2018.
The confirmation hearing on the approval of the First Amended Plan
of Reorganization is scheduled March 6, 2018 at 11:00 a.m. in open
Court at 904 W. Riverside Ave., Third Floor, Spokane, Washington.
Written ballots for accepting or rejecting the First Amended Plan
of Reorganization must be filed no later than Feb. 1, 2018.
About Digideal Corporation
Digideal Corporation sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Wash. Case No. 17-00449) on Feb. 22,
2017. The petition was signed by Michael J. Kuhn, president. The
case is assigned to Judge Frederick P. Corbit.
Kevin O'Rourke, Esq., at Southwell & O'Rourke, P.S., serves as the
Debtor's legal counsel.
At the time of the filing, the Debtor estimated its assets at $100
million to $500 million and liabilities at $1 million to $10
million.
DORAN LOFTS: April 25 Post-Confirmation Status Conference
---------------------------------------------------------
The Hon. Sheri Bluebond of the U.S. Bankruptcy Court for the
Central District of California has entered an Order approving Doran
Lofts, LLC's Second Amended Disclosure Statement and confirming the
Debtor's Liquidating Plan of Reorganization dated November 1,
2017.
The Court will conduct a post-confirmation status conference in
this case on April 25, 2018 at 11:00 a.m. The Reorganized Debtor is
required file and serve a post-confirmation status report not later
than April 13, 2018.
About Doran Lofts
Doran Lofts, LLC, owns, operates, and developed the property, a
20-unit apartment building which is the principal asset of the
Debtor. The Debtor's principal liabilities are the secured liens
on the property.
The Debtor filed a Chapter 11 petition (Bankr. C.D. Cal. Case No.
16-10015) on Jan. 4, 2016. The Debtor is represented by James A.
Tiemstra, Esq., at Tiemstra Law Group PC.
DRONE USA: Salberg & Company Raises Going Concern Doubt
-------------------------------------------------------
Drone USA, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, disclosing a net loss of
$7.83 million on $24.59 million of sales for the year ended
September 30, 2017, compared to a net loss of $5.95 million on
$1.12 million of sales for the year ended in 2016.
Salberg & Company, P.A., in Boca Raton, Fla., states that the
Company has a net loss and net cash used in operating activities in
fiscal 2017 of $7,826,933 and $478,769, respectively, and has a
working capital deficit, stockholders' deficit and an accumulated
deficit of $10,360,702, $6,410,086 and $13,856,425, respectively,
at September 30, 2017.
The Company's balance sheet at September 30, 2017, showed total
assets of $6.00 million, total liabilities of $12.42 million, and a
total stockholders' deficit of $6.41 million.
A copy of the Form 10-K is available at:
https://is.gd/05Au9k
About Drone USA, Inc.
Drone USA, Inc., is an unmanned aerial vehicles (UAV) and related
services and technology company that intends to engage in the
research, design, development, testing, manufacturing,
distribution, exportation, and integration of advanced low altitude
UAV systems, services and products.
DYNAMIC INTERNATIONAL: Plan Confirmation Hearing on Feb. 8
----------------------------------------------------------
Judge Catharine Aron of the U.S. Bankruptcy Court for the Middle
District of North Carolina approved on Dec. 28 the disclosure
statement explaining Dynamic International Airways, LLC's third
amended plan of reorganization.
The hearing on confirmation of the Plan will be held on February 8,
2018, at 9:30 a.m. (Eastern Time). Objections to confirmation of
the Plan, if any, must be received no later than January 29, 2018.
Under the Third Amended Plan, each Holder of an Allowed General
Unsecured Claim will receive its pro rata share of the Class 5
Distribution Amount, $2,750,000 less all costs and expenses of the
Committee professional fees and expenses and the fees and expenses
of the Disbursing Agent, to be distributed to the Disbursing Agent.
Class 4 Claims are estimated to total $40,000,000.
Under the Second Amended Plan, each holder of an allowed general
unsecured claim will receive its pro rata share of the distribution
amount, $2,670,000 less all costs and expenses of the Committee
professional fees and expenses and the fees and expenses of the
disbursing agent, to be distributed to the disbursing agent.
Each holder of a secured claim shall be left unimpaired. The U.S.
Department of Agriculture shall receive in full and complete
satisfaction of its allowed secured claim $150,000 in cash of the
first business date following the 10th day after the effective
date.
Each holder of an allowed priority unsecured claim shall be paid in
full in cash on the initial distribution date.
Each holder of an allowed convenience claim, shall be paid in six
equal monthly installments, commencing on the initial distribution
date, the lesser of the allowed amount of such claim or $2,000.
The governmental agencies shall receive in full and complete
satisfaction of their allowed governmental unit residual claims the
sum of $800,000 in cash in the first business day following the
10th day after the effective date.
The equity securities shall be cancelled and holders of equity
securities shall not receive any distribution on account of such
equity interests.
Full-text copies of Dynamic International's disclosure statement
and plan are available at:
http://bankrupt.com/misc/ncmb17-10814-398.pdf
http://bankrupt.com/misc/ncmb17-10814-397.pdf
Dynamic International is represented by:
Gerald M. Gordon, Esq.
Teresa Pilatowicz, Esq.
GARMAN TURNER GORDON LLP
650 White Drive, Suite 100
Las Vegas, NV 89119
Tel: (725)777-3000
Email: ggordon@gtg.legal
tpilatowicz@gtg.legal
-- and --
Walter Pitt, Esq.
Daniel C. Bruton, Esq.
BELL, DAVIS & PITT, PA
100 N Cherry Street
Winston Salem, NC 27101
Tel: (336)722-3700
Email: wpitt@belldavispitt.com
About Dynamic International Airways
Dynamic International Airways, LLC, owns and operates a
full-service aviation enterprise, and is a licensed and
certificated air carrier. It was formed in 2010 and operates in
High Point, North Carolina.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D.N.C. Case No. 17-10814) on July 19, 2017. The
case is assigned to Judge Catharine R. Aron. At the time of the
filing, the Debtor disclosed that it had estimated assets of $10
million to $50 million and liabilities of $50 million to $100
million.
The Debtor hired Bell Davis & Pitt, PA, and Garman Turner Gordon
LLP, as attorneys, and MJAC L.L.C., dba Allison Consulting, as
financial advisor.
An official committee of unsecured creditors has been appointed in
the Debtor's case. The committee hired Saul Ewing LLP and Poyner
Spruill LLP as its bankruptcy counsel, and AlixPartners, LLP, as
financial advisor.
EAST RIDGE RETIREMENT: Fitch Lowers $68.9MM Bonds Rating to BB-
---------------------------------------------------------------
Fitch Ratings has downgraded the rating on the following Alachua
County Health Facilities Authority, FL bonds issued on behalf of
East Ridge Retirement Village (ERRV) to 'BB-' from 'BB':
-- $68.9 million health facilities revenue bonds, series 2014.
The Rating Outlook remains Negative.
SECURITY
The bonds are secured by a pledge of gross revenues and receivables
of the obligated group (OG), a first mortgage lien on all current
and future property of the OG, and a fully-funded debt service
reserve.
KEY RATING DRIVERS
PROLONGED PROJECT STABILIZATION: The downgrade to 'BB-'from 'BB'
results from continued slow fill-up of ERRV's new units below
covenant requirements. Fitch believes that management was slow to
respond to changing market conditions, contributing, with higher
than anticipated turnover, to the slow fill-up. ERRV filed a copy
of its consultant's report and recommendations to remain compliant
with its bond covenants. Aggressive marketing and sales plans
support achievement of stabilized occupancy in the next 12 to 24
months.
PRESSURED PROFITABILITY: Profitability as measured by net operating
margin - adjusted of 11.6% and 18.3%, respectively, for fiscal 2016
and the interim through Sept. 30, is unfavorable in relation to
Fitch's below investment grade (BIG) median of 19.8%. ERRV's
profitability primarily results from lower than anticipated
occupancy across all levels of care. Incremental profitability
improvement is dependent on the timing associated with achievement
of stabilized occupancy and ERRV's ability to manage expenses in
the face of wage pressures.
ELEVATED DEBT: ERRV's leverage metrics reflect a sizeable debt
burden against its current financial profile, affording only
limited financial flexibility against sustained operating
challenges. No additional debt is currently planned. Capital
expenditures of about $2 million per annum are expected to support
competitiveness of independent living units (ILUs) in the current
market.
LIGHT LIQUIDITY: ERRV's liquidity as measured by 24.5% cash-to-debt
on Sept. 30, 2017 is light in relation to Fitch's BIG category
median of 34.2%, reflecting low occupancy, pressured profitability,
heightened capital expenditures and elevated debt. ERRV's
nonrefundable contracts help to stabilize its liquidity position.
RATING SENSITIVITIES
STABILIZED OPERATIONS: Stabilization of operations at East Ridge
Retirement Village (demonstrated by improved occupancy and
profitability, meeting the covenant debt service coverage
requirement, and stabilized liquidity) could support revision of
the Outlook to Stable. Conversely, inability to stabilize
operations could result in further negative rating action.
ENDEMOL ENTERTAINMENT: Bank Debt Due 2021 Trades at 2.08% Off
-------------------------------------------------------------
Participations in a syndicated loan due 2021 under which Endemol
Entertainment Holding NV is a borrower traded in the secondary
market at 97.92 cents-on-the-dollar during the week ended Friday,
December 29, 2017, according to data compiled by LSTA/Thomson
Reuters MTM Pricing. This represents an increase of 0.43
percentage points from the previous week. Endemol Entertainment
Holding NV pays 675 basis points above LIBOR to borrow under the
$50 million facility. The bank loan matures on Aug. 12, 2021 and
Moody's B3 rating and Standard & Poor's CCC+ rating. The loan is
one of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended December 29.
ENDEMOL ENTERTAINMENT: Bank Debt Due 2022 Trades at 3.44% Off
-------------------------------------------------------------
Participations in a syndicated loan due 2022 under which Endemol
Entertainment Holding NV is a borrower traded in the secondary
market at 96.56 cents-on-the-dollar during the week ended Friday,
December 29, 2017, according to data compiled by LSTA/Thomson
Reuters MTM Pricing. This represents an increase of 0.59
percentage points from the previous week. Endemol Entertainment
Holding NV pays 900 basis points above LIBOR to borrow under the
$457 million facility. The bank loan matures on Aug. 12, 2022 and
Moody's Caa3 rating and Standard & Poor's CCC- rating. The loan is
one of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended December 29.
ETRADE FINANCIAL: Moody's Puts Ba3 Preferred Stock Rating on Review
-------------------------------------------------------------------
Moody's Investors Service placed E*TRADE Financial Corp. (E*TRADE)
and E*TRADE Bank ratings on review for upgrade.
RATINGS RATIONALE
Moody's said E*TRADE's credit profile has been benefiting from the
rising interest rate environment as well as the firm's recent
strategy to expand its balance sheet, funded with cash sweep
deposits. E*TRADE is strongly positioned to continue benefiting
from higher rates which helped the firm offset lower commission
income following a pricing cut in early 2017. The rating agency
also noted that E*TRADE's strengthened credit profile reflects the
consistent execution of the firm's strategy to focus on growth at
the brokerage firm.
Moody's also observed that E*TRADE's approach to the use of
leverage in acquisitions and shareholder distribution policies will
remain an important credit consideration. E*TRADE has acquired two
companies in the past two years, the transactions were
conservatively structured and funded with cash and newly issued
preferred shares. Moody's expects E*TRADE to maintain a
conservative risk profile and credit positive approach to inorganic
growth.
In reviewing E*TRADE's ratings for upgrade, Moody's said it will
assess a number of key credit challenges and considerations,
including: the competitive dynamics around commission and deposit
pricing; E*TRADE's organic revenue growth performance and prospects
in relation to its pre-determined targets; the firm's financial
policy with respect to inorganic growth as well as shareholder
distributions; and E*TRADE Bank's funding profile and stability of
its cash sweep deposits.
WHAT COULD CHANGE THE RATING UP?
E*TRADE's ratings could be upgraded should Moody's conclude that
the impact of future competitive pressures on commission and
deposit pricing would have manageable impact on profitability and
that the firm's growth could result in further expansion of profit
margins without increasing its risk profile.
WHAT COULD CHANGE THE RATING DOWN?
A shift in strategy to tolerate a significant increase in debt
leverage driven by debt-funded shareholder distributions or M&A
activity could result in downward rating pressure; especially if
debt/EBITDA worsened to about 2.5x, and absent a clear and cohesive
plan to return leverage to its pre-existing level in the
near-term.
An increased tolerance for asset risk at E*TRADE Bank because it
could lead to greater risk of unexpected losses and capital
depletion.
A significant deterioration in franchise value, via a security
breach of client accounts, a sustained service outage, or a
significant legal or compliance issue resulting in reputational
damage, loss of customers and litigation costs pressuring profit
margins.
Moody's has taken the following rating actions:
On Review for Upgrade:
Issuer: E*TRADE Financial Corp.
-- Issuer Rating, Placed on Review for Upgrade, currently Baa3,
stable
-- Preferred Shelf, Placed on Review currently (P)Ba2
-- Senior Unsecured Shelf, Placed on Review for Upgrade,
currently (P)Baa3
-- Preferred Shelf non-cumulative, Placed on Review for Upgrade,
currently (P)Ba3
-- Subordinated Shelf, Placed on Review for Upgrade, currently
(P)Ba1
-- Pref. Stock Non-cumulative, Placed on Review for Upgrade,
currently Ba3 (hyb)
-- Senior Unsecured Regular Bond/Debenture, Placed on Review for
Upgrade, currently Baa3, stable
Outlook Actions:
Issuer: E*TRADE Financial Corp.
-- Outlook, Changed To Rating Under Review From Stable
On Review for Upgrade:
Issuer: E*TRADE Bank
-- Adjusted Baseline Credit Assessment, Placed on Review for
Upgrade, currently baa2
-- Baseline Credit Assessment, Placed on Review for Upgrade,
currently baa2
-- Short Term Counterparty Risk Assessment, Placed on Review for
Upgrade, currently P-2(cr)
-- Long Term Counterparty Risk Assessment, Placed on Review for
Upgrade, currently Baa1(cr)
-- Issuer Rating, Placed on Review for Upgrade, currently Baa3,
stable
-- Short Term Deposit Rating, Placed on Review for Upgrade,
currently P-2
-- Long Term Deposit Rating, Placed on Review for Upgrade,
currently A3, stable
Outlook Actions:
Issuer: E*TRADE Bank
-- Outlook, Changed To Rating Under Review From Stable
The principal methodology used in rating E*TRADE Bank was Banks
published in September 2017. The principal methodology used in
rating E*TRADE Financial Corp. was Securities Industry Service
Providers published in September 2017.
EVERMILK LOGISTICS: Jan. 22 Disclosure Statement Hearing
--------------------------------------------------------
The Hon. Jeffrey J. Graham of the U.S. Bankruptcy Court for the
Southern District of Indiana will convene a hearing on January 22,
2018 at 1:30 p.m. EST to consider the Disclosure Statement and a
Chapter 11 Plan filed by Evermilk Logistics LLC on December 11,
2017.
Any objection to the disclosure statement are required to be filed
and served at least 5 days prior to the hearing date.
About Evermilk Logistics
Evermilk Logistics LLC -- http://www.evermilklogistics.net/-- is a
member-managed Indiana limited liability company wholly owned by
Teunis Jan Willemsen. It operates a commercial milk hauling
trucking business. Its principal place of business is at 6615 W.
500 N., Frankton, Indiana 46044. Evermilk hauls milk for local
dairy farms that sell milk to Dairy Farmers of America. Evermilk
has been taking milk to the Eastern and Central United States, and
currently is picking up 20-25 tanker loads of milk each day. It
currently employs more than 60 driver and administrative or
maintenance personnel.
Evermilk Logistics LLC filed a Chapter 11 petition (Bankr. S.D.
Ind. Case No. 17-03613), on May 15, 2017. The Petition was signed
by Teunis Jan Willemsen, member. The case is assigned to Judge
Jeffrey J. Graham. The Debtor is represented by Terry E. Hall,
Esq., at Faegre Baker Daniels LLP. At the time of filing, the
Debtor had $100,000 to $500,000 in estimated assets and $1 million
to $10 million in estimated liabilities.
No trustee or examiner has been appointed, and no committee has yet
been appointed or designated.
EXCO RESOURCES: Common Shares 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 Exco Resources Inc.'s common shares on
the Exchange.
About EXCO Resources
EXCO Resources, Inc. -- http://www.excoresources.com/-- is an oil
and natural gas exploration, exploitation, acquisition, development
and production company headquartered in Dallas, Texas with
principal operations in Texas, North Louisiana and the Appalachia
region. EXCO's headquarters are located at 12377 Merit Drive,
Suite 1700, Dallas, TX 75251.
EXCO Resources reported a net loss of $225.3 million for the year
ended Dec. 31, 2016, compared to a net loss of $1.19 billion for
the year ended Dec. 31, 2015. As of Sept. 30, 2017, EXCO Resources
had $830.17 million in total assets, $1.59 billion in total
liabilities and a total shareholders' deficit of $760.36 million.
KPMG LLP, in Dallas, Texas, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2016, citing that probable failure to comply with a financial
covenant in its credit facility as well as significant liquidity
needs, raise substantial doubt about the Company's ability to
continue as a going concern.
* * *
In December 2017, Moody's Investors Service downgraded EXCO
Resources, Inc.'s Probability of Default Rating (PDR) to C-PD/LD
from Ca-PD and its Corporate Family Rating (CFR) to C from Ca.
These rating actions follow the company's announcement that it did
not make the interest payment due on its 1.75 lien term loans
following the expiration on December 26 of the 3-day grace period
with respect to its December 20, 2017 scheduled payment date. The
Speculative Grade Liquidity Rating of SGL-4 remains unchanged and
the outlook was changed to stable from negative.
As reported by the TCR on Dec. 26, 2017, S&P Global Ratings lowered
its corporate credit rating on EXCO Resources Inc. to 'D' from
'CCC-'. "The downgrade reflects the failure by EXCO to meet
interest and covenant requirements on its outstanding debt.
Although the company has entered into a forbearance agreement and
certain holders of the company's debt have opted not to exercise
their rights through Jan. 15, 2017, we believe general default and
possible bankruptcy to be the most likely outcome."
EXTREME REACH: S&P Puts 'B-' CCR on CreditWatch Negative
--------------------------------------------------------
U.S. advertising services company Extreme Reach Inc.'s
weaker-than-expected operating performance has led to an extremely
tight covenant cushion, according to S&P Global Ratings.
S&P its thus placing its ratings, including the 'B-' corporate
credit rating, on U.S. advertising services company Extreme Reach
Inc. on CreditWatch with negative implications.
S&P said, "The CreditWatch placement reflects our view that Extreme
Reach will likely breach its covenants within the next two to three
quarters without a covenant amendment. The company reported
weaker-than-expected operating performance in the first nine months
of 2017, which tightened its covenant cushion to just under 3% as
of Sept. 30, 2017. We expect the covenant cushion to remain below
3% over the next two to three quarters as the covenant drops to
4.25x in the first quarter of 2018 and then to 4.0x by the third
quarter when we expect the covenant breach to occur.
The CreditWatch placement reflects Extreme Reach's extremely tight
covenant cushion and the uncertainty surrounding the outcome of any
covenant amendment. Without a covenant amendment, Extreme Reach
will likely breach its covenant by third-quarter 2018, when the
covenant steps down to 4.0x. In resolving S&P's CreditWatch
placement, it would expect any covenant amendment to increase the
covenant cushion to at least 10% over the next four quarters, and
S&P will reassess the company's ability to maintain the covenant
cushion at this level over time. A negative rating action could
result in a two-notch downgrade.
FAITH CHRISTIAN: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Faith Christian Family Church
of Panama City Beach Inc. as of Jan. 12, according to a court
docket.
Faith Christian is represented by:
William Edward Corley, III, Esq.
Law Offices of William E Corley, III
3050 Tamaya Blvd., No. 105
Jacksonville, FL 32246
Tel: 904-451-0296
Fax: 866-559-4097
Email: wcorleyiii@gmail.com
About Faith Christian Family Church
of Panama City Beach Inc.
Faith Christian Family Church of Panama City Beach, Inc. is a
privately held company that operates the Faith Christian Family
Church in Panama City Beach, Florida. The Debtor is a
not-for-profit corporation believed to have been founded in April
1980. The founding pastors were Steve and Rhonda Morin who served
as two of the three original Board of Directors along with Julie
Chapman. The church filed for bankruptcy in 2011 (Bankr. N.D. Fla.
Case No. 11-50288). The first bankruptcy case was dismissed just
one year from the Petition Date.
Faith Christian Family Church of Panama City Beach Inc. sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D.
Fla. Case No. 17-50334) on November 22, 2017. Markus Q. Bishop,
president, signed the petition.
Judge Karen K. Specie presides over the case. The Debtor is
represented by the Law Offices of William E Corley, III.
At the time of the filing, the Debtor disclosed that it had
estimated assets and liabilities of $1 million to $10 million.
FIRST RIVER ENERGY: Case Summary & 9 Unsecured Creditors
--------------------------------------------------------
Debtor: First River Energy, LLC
fka First River Midstream, LLC
1862 W. Bitters
San Antonio, TX 78248
Type of Business: First River Energy, LLC, is a privately held
company engaged in the oil and gas extraction
business.
Chapter 11 Petition Date: January 12, 2018
Case No.: 18-50063
Court: United States Bankruptcy Court
Western District of Texas (San Antonio)
Judge: Hon. Craig A. Gargotta
Debtor's Counsel: Eric Terry, Esq.
ERIC TERRY LAW, PLLC
3511 Broadway
San Antonio, TX 78209
Tel: (210) 468-8274
Fax: (210) 319-5447
E-mail: eric@ericterrylaw.com
Estimated Assets: $10 million to $50 million
Estimated Debts: $10 million to $50 million
The petition was signed by Raymond W. Battaglia, court-appointed
receiver.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/txwb18-50063.pdf
List of Debtor's Nine Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
A&D Services Trade Debt $2,000
AMID Trucking Trade Debt $0
Deutsche Bank Unknown
Gulf Coast Gas Gathering Trade Debt $0
Monroe Enterprises, Inc. Non Residential $0
Lease
Pearsall Towing and Tires Trade Debt $0
Southern Tire Mart Trade Debt $3,074
Texas Wrecker Service Trade Debt $750
WolfePak Trade Debt $0
FIRST RIVER: CEO-Filed Chapter 11 Case Summary
----------------------------------------------
Debtor: First River Energy, LLC
fdba First River Midstream, LLC
fdba First River Marketing, LLC
1862 West Bitters Road, Suite 300
San Antonio, TX 78248
Type of Business: Based in San Antonio, Texas, First River Energy,
LLC -- http://www.firstriverenergy.com-- is
engaged in the oil and gas extraction business.
Chapter 11 Petition Date: January 12, 2018
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Case No.: 18-10080
Judge: Hon. Mary F. Walrath
Debtor's
Attorneys: AKERMAN LLP
2001 Ross Avenue, Suite 3600
Dallas, Texas 75201
Debtor's
Local
Counsel: William E. Chipman, Jr., Esq.
CHIPMAN BROWN CICERO & COLE, LLP
Hercules Plaza
1313 North Market Street, Suite 5400
Wilmington, DE 19801
Tel: 302-295-0193
Fax: 302-295-0199
Email: chipman@chipmanbrown.com
Debtor's
Financial
Advisor: ARMORY STRATEGIC PARTNERS
1230 Rosecrans Ave, Suite 660
Los Angeles, CA 90266
Estimated Assets: $10 million to $50 million
Estimated Debts: $10 million to $50 million
The petition was signed by Deborah Kryak, chief executive officer.
The Debtor did not file a list of 20 largest unsecured creditors.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/deb18-10080.pdf
FOC INC: Taps DeMarb Brophy as Legal Counsel
--------------------------------------------
FOC, Inc. seeks approval from the U.S. Bankruptcy Court for the
Northern District of Iowa to hire DeMarb Brophy LLC as its legal
counsel.
The firm will advise the company and its affiliates regarding their
duties under the Bankruptcy Code; negotiate with creditors; and
provide other legal services related to their Chapter 11 cases.
Rebecca DeMarb, Esq., the attorney who will be handling the case,
charges an hourly fee of $425. The hourly rates for non-attorney
paraprofessionals range from $80 to $150.
Ms. DeMarb disclosed in a court filing that she and her firm are
"disinterested persons" as defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Rebecca R. DeMarb, Esq.
DeMarb Brophy LLC
1 N. Pinckney Street, Suite 300
Madison, WI 53703
Phone: 608-310-5500 / 608-310-5502
Email: rdemarb@sweetdemarb.com
Email: info@demarb-brophy.com
About FOC Inc.
FOC, Inc. sought Chapter 11 protection (Bankr. N.D. Iowa Case No.
17-00466), together with RLP, LLC, FER, Inc., and F Trans, Inc., on
April 24, 2017. CEF Energy, LLC and Dawson Oil Co., LLC, together
with the first petitioners, filed their petitions for relief
pursuant to Chapter 11 of the Bankruptcy Code on June 8, 2017.
On May 12, 2017, the United States Trustee established a creditors'
committee only for the FOC case.
On July 7, 2017, the court entered an order jointly administering
all of the Debtors' cases.
GARBER BROS: Has Interim OK to Use Cash Collateral Through June 1
-----------------------------------------------------------------
The Hon. Melvin S. Hoffman of the U.S. Bankruptcy Court for the
District of Massachusetts for the District of Massachusetts has
approved, on an interim basis through June 1, 2018, Garber Bros.,
Inc.'s use funds and assets constituting cash collateral subject to
the security interest claimed by Citizens Bank, N.A., Zurich
American Insurance Company, and Massachusetts Department of
Revenue.
The Debtor will file a budget for further use of cash collateral on
or before May 18, 2018. All objections to the Debtor's further use
of cash collateral will be filed not later than May 23, 2018, and a
continued cash collateral hearing will be held on May 30, 2018, at
10:15 a.m.
A full-text copy of the Order is available at:
http://bankrupt.com/misc/mab17-11802-301.pdf
About Garber Bros.
Garber Bros., Inc., is a greater Boston convenience store
distributor. It abruptly closed its doors on April 10, 2017, and
ceased operations.
Alleged creditors signed an involuntary Chapter 7 petition for
Garber Bros. (Bankr. D. Mass. Case No. 17-11802) on May 15, 2017.
The petitioning creditors are BIC USA, Conagra Brands, Inc.,
General Mills, Inc., Mars Financial Services, Mondelez, Nestle USA,
The Coca-Cola Company, and The Hershey Company. The petitioning
creditors are represented by Janet E. Bostwick, at Janet E.
Bostwick, PC.
On June 7, 2017, the Court granted the Debtor's motion to convert
the case to Chapter 11. Murphy & King, PC, is the Debtor's counsel,
and Argus Management Corporation serves as the Debtor's financial
advisor. The Debtors hired Blish & Cavanagh, LLP, as special
litigation counsel.
On June 28, 2017, the U.S. Trustee appointed an official committee
of unsecured creditors. The Committee is represented by Blakeley
LLP.
GENERAL NUTRITION: Bank Debt Trades at 16.46% Off
-------------------------------------------------
Participations in a syndicated loan under which General Nutrition
Centers Industrial is a borrower traded in the secondary market at
83.54 cents-on-the-dollar during the week ended Friday, December
29, 2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 1.37 percentage points from
the previous week. General Nutrition Centers pays 250 basis points
above LIBOR to borrow under the $1.375 billion facility. The bank
loan matures on Mar. 4, 2019 and carries Moody's B3 rating and
Standard & Poor's CC rating. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended December
29.
GETTY IMAGES: Bank Debt Trades at 9.50% Off
-------------------------------------------
Participations in a syndicated loan under which Getty Images Inc is
a borrower traded in the secondary market at 90.50
cents-on-the-dollar during the week ended Friday, December 29,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents an increase of 0.23 percentage points
from the previous week. Getty Images Inc pays 350 basis points
above LIBOR to borrow under the $1.900 billion facility. The bank
loan matures on Oct. 3, 2019 and Moody's B3 rating and Standard &
Poor's CCC rating. The loan is one of the biggest gainers and
losers among 247 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended December 29.
GILA RIVER CAPITAL: Taps Shackelford Hawkins as Legal Counsel
-------------------------------------------------------------
Gila River Capital, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Texas to hire Shackelford,
Hawkins & Searcy, 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 received a $2,500 fee from Bill Garner, the Debtor's
owner, prior to the petition date.
Chip Searcy, Esq., the attorney who will be handling the case, is
"personally disinterested" in the Debtor's bankruptcy estate and is
not an affiliate of the Debtor, according to court filings.
The firm can be reached through:
Chip N. Searcy, Esq.
Shackelford, Hawkins & Searcy, P.C.
3001 Halloran Street, Suite A
Fort Worth, TX 76107
Telephone: 817-386-2881
Telecopier: 817-386-3077
Email: chip@shsfirm.com
About Gila River Capital LLC
Based in Cresson, Texas, Gila River Capital LLC is a small
investor. The company was founded in 2007.
Gila River Capital sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Texas Case No. 17-44922) on December
4, 2017. Bill Garner, its president, signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets of $1 million to $10 million and liabilities of
less than $500,000.
Judge Mark X. Mullin presides over the case.
GLOBAL BROKERAGE: Unsecureds to Get Full Recovery Under Plan
------------------------------------------------------------
Global Brokerage, Inc., has filed a disclosure statement with the
U.S. Bankruptcy Court for the Southern District of New York.
The overall purpose of the Plan is to enable GLBR to restructure
its obligations under $172,500,000 Principal Amount of 2.25%
Convertible Senior Notes due 2018 (the "Existing Notes"), by
effecting an exchange of those notes for new notes with new terms,
including an extended maturity date. All obligations of GLBR other
than those owed to the holders of Existing Notes are expected to be
paid in full in cash in the ordinary course of GLBR's business.
The legal rights of holders of equity interests in GLBR will be
unimpaired under the Plan.
The following table briefly summarizes the claims and projected
recoveries under the plan:
Claims and Interests Est. Allowed Projected
Amount Recovery
-------------------- ------------ ---------
Other Priority Claims $100,000 100%
Other Secured Claims $0 100%
Existing Notes Claims $172,500,000 100%
General Unsecured Claims $95,000 100%
Intercompany Claims $12,145,534 100%
Other Subordinated Claims $0 100%
Interests N/A N/A
Global Brokerage has entered into a Restructuring Support Agreement
with Global Brokerage Holdings, LLC, FXCM Group, LLC, LUK-FX
Holdings, LLC in its capacity as a member of FXCM and as the sole
lender under the Leucadia Credit Agreement, Leucadia National
Corporation in its capacity as the administrative agent under the
Leucadia Credit Agreement, and certain beneficial holders of
existing notes representing more than 68.5% of the outstanding
principal amount of the existing notes. Pursuant to the support
agreement, certain beneficial holders of the existing notes, or
investment advisors on their behalf, have agreed, among other
things, to vote all of their claims in favor of the plan.
On the Effective Date, each Holder of an Allowed General Unsecured
Claim will receive (i) payment in full, in Cash, of the unpaid
portion of its Allowed General Unsecured Claim; (ii) Reinstatement
of its Allowed General Unsecured Claim in accordance with Section
1124(2) of the Bankruptcy Code (including any Cash necessary to
satisfy the requirements for Reinstatement), (iii) such other
distribution as necessary to satisfy the requirements of section
1129 of the Bankruptcy Code, or (iv) other treatment, as decided by
the Debtor and the Holder to their mutual satisfaction, such that
the General Unsecured Claim shall be rendered Unimpaired.
A full-text copy of Global Brokerage's disclosure statement dated
December 12, 2017 is available at:
http://bankrupt.com/misc/nysb17-13532-11.pdf
Global Brokerage is represented by:
Sarah R. Borders, Esq.
Thaddeus D. Wilson, Esq.
Elizabeth T. Dechant, Esq.
KING & SPALDING LLP
1180 Peachtree Street, NE
Atlanta, GA 30309
Tel: (404)572-4600
Fax: (404)572-5100
-- and --
Arthur Steinberg, Esq.
Michael R. Handler, Esq.
KING & SPALDING LLP
1185 Avenue of the Americas
New York, NY 10036
Tel: (212)556-2100
Fax: (212)556-2222
About Global Brokerage
New York-based Global Brokerage, Inc., is a holding company with an
indirect effective ownership of FXCM Group, LLC through its equity
interest in Global Brokerage Holdings, LLC. Through FXCM Group,
LLC the company provides an online foreign exchange trading and
related services to more than 178,000 active retail accounts
globally as of Dec. 31, 2016. The company offers its customers
access to over-the-counter FX markets and has developed a
proprietary technology platform that it believes provides its
customers with an efficient and cost-effective way to trade FX. The
company also offers its non-U.S. customers the ability to trade
contracts-for-difference.
Global Brokerage filed a voluntary Chapter 11 petition (Bankr.
S.D.N.Y. 17-13532) with a prepackaged reorganization plan on Dec.
11, 2017. The Debtor disclosed total assets of $78.78 million and
total liabilities of $172.55 million as of Oct. 31, 2017. The case
is pending before the Honorable Michael E. Wiles.
Global Brokerage's legal advisors are King & Spalding LLP, and its
financial advisors are Perella Weinberg Partners LP. The claims
agent, Prime Clerk, maintains the Web site
https://cases.primeclerk.com/globalbrokerage.
GOLFSMITH INTERNATIONAL: Needs More Time to Exclusively File Plan
-----------------------------------------------------------------
Golfsmith International Holdings, Inc., and its affiliates ask the
U.S. Bankruptcy Court for the District of Delaware to extend the
exclusive periods during which only the Debtors can file a Chapter
11 plan and solicit acceptance of the plan through and including
March 14, 2018, and May 14, 2018, respectively.
Objections to the request must be filed by Jan. 23, 2018, at 4:00
p.m. (ET). Hearing on the request is yet to be scheduled.
The Debtors commenced these chapter 11 cases with the ultimate goal
of implementing a value-maximizing transaction for their creditor
constituencies either through a stand-alone plan of reorganization
or a going-concern sale. Since the Petition Date, the Debtors have
made significant progress in these Chapter 11 cases by, among other
things, (i) concluding the store closing sales, (ii) selling
substantially all of their assets to the purchaser, (iii) selling
their corporate headquarters located in Austin, Texas, (iv)
rejecting or assuming and assigning, as the case may be, all of
their unexpired leases of non-residential real property and
executory contracts, (v) obtaining critical post-petition
debtor-in-possession financing to facilitate the foregoing
restructuring strategies, and (vi) seeking to exit Chapter 11
through the global settlement that is memorialized in the 503(b)(9)
procedures motion and dismissal procedures motion.
The Debtors have worked toward winding down their businesses and
affairs by (i) commencing and concluding the Store Closing Sales,
(ii) selling their headquarters located in Austin, Texas, and,
ultimately, (iii) reaching the Global Settlement and filing the
Wind Down Motions to exit Chapter 11. As a result, the Debtors
have sold substantially all of their assets and seek to orderly
distribute the value obtained from these efforts to the Debtors'
various creditor constituencies, pursuant to the procedures in the
Wind Down Motions.
These cases are sufficiently large and complex to warrant the
extension of the Exclusive Periods. As of the Petition Date, the
Debtors and Golf Town conducted business operations with 164 stores
across nine provinces in Canada and 29 states of the United States
of America and employed thousands of full-time and part-time
employees. The size and complexity of the Debtors’ businesses,
assets, and employee relationships have necessitated significant
efforts by the Debtors' management, employees and advisors since
the Petition Date. Transitioning such a large operation through
the stages of Chapter 11 is a significant undertaking, and the
Debtors have done so while seeking to maximize the value of their
assets for the benefit of their stakeholders. The parallel CCAA
Proceeding in the Canadian Court further increases the complexity
of these Chapter 11 cases. This factor alone may constitute cause
to extend a Debtor's exclusive periods.
The Debtors have made meaningful progress in these cases. Among
other significant accomplishments, the Debtors have obtained
necessary interim and final "first and second day" relief to
minimize operational disruption, have prepared and timely filed
their Schedules and, of particular importance, have worked with
their advisors to analyze the value of their estates and negotiate
and sell substantially all of their assets. Within the first two
months following the Petition Date, the Debtors commenced the Store
Closing Sales, closed a sale for substantially all of their
operational assets, obtained postpetition financing and
administered estate assets pursuant to court orders. Further, the
Debtors sold the real property at which their headquarters were
located in Austin, Texas. And, most recently, the Debtors have
worked constructively with two key creditor constituencies -- the
Official Committee of Unsecured Creditors and the Second Lien
Parties -- to resolve outstanding issues and agree on a consensual
path forward in these Chapter 11 cases via the procedures set forth
in the Wind Down Motions.
The Debtors are now poised to productively move forward with the
next stage of these Chapter 11 cases, including reviewing claims
filed by various parties, and preparing and consulting with
constituent representatives regarding exit strategies.
About Golfsmith International
Headquartered in Austin, Texas, Golfsmith International Holdings,
Inc., the parent company of Golfsmith International, Inc., is a
holding company. The Company is a specialty retailer of golf and
tennis equipment, apparel, footwear and accessories. The Company
operates as an integrated multi-channel retailer, providing its
customers the convenience of shopping in the retail stores across
United States, through its Internet site,
http://www.golfsmith.com/,and from its catalogs.
The Company offers a product selection that features national
brands, pre-owned clubs and its branded products. It offers a
number of customer services and customer care initiatives,
including its club trade-in program, 30-day playability guarantee,
115% low-price guarantee, its credit card, in-store golf lessons,
and SmartFit, its club-fitting program. As of Jan. 1, 2011, the
Company operated 75 stores in 21 states and 33 markets.
Golfsmith International Holdings, Inc., and 12 affiliates filed
Chapter 11 petitions (Bankr. D. Del. Case No. 16-12033) on Sept.
14, 2016. The petitions were signed by Brian E. Cejka, chief
restructuring officer. The Debtors are represented by Mark D.
Collins, Esq., John H. Knight, Esq., Zachary I. Shapiro, Esq., and
Brett M. Haywood, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware; and Michael F. Walsh, Esq., David N.
Griffiths, Esq., and Charles M. Persons, Esq., at Weil, Gotshal &
Manges LLP, in New York.
The Debtors' financial advisor is Alvarez & Marsal North America,
LLC. The Debtors' investment banker is Jefferies LLC. The
Debtors' claims, noticing and solicitation agent is Prime Clerk
LLC. Pope Shamsie & Dooley LLP serves as tax accountants.
At the time of filing, the Debtor estimated assets and liabilities
at $100 million to $500 million.
Andrew Vara, acting U.S. trustee for Region 3, on Sept. 23, 2016,
appointed seven creditors to serve on the official committee of
unsecured creditors. The Committee hired Cooley LLP as lead
counsel, Chaitons LLP as Canadian counsel, Polsinelli PC as
Delaware counsel, Province, Inc. as financial advisor, and A&G
Realty Partners as real estate advisor.
* * *
In November 2016, Golfsmith received Bankruptcy Court approval to
sell its retail operations to a joint venture of Dick's Sporting
Goods and liquidators Hilco Global, Gordon Brothers and Tiger
Capital Group. As widely reported, the deal is for $69 million and
will result in 30 stores remaining operational, while 59 will be
subject to going-out-of-business sales.
The company also has separately sold its Canadian assets, which
deal closed in early November. The buyer has entered into a
transitional services agreement with Golfsmith to help manage the
Canadian business.
In January 2017, Golfsmith received court approval to sell its
corporate headquarters in Austin, Texas, for $22.5 million, to BH
Management Inc., the lone bidder for the property.
GRIZZLY LAND: Court Confirms Kloiber Holdings' Modified Plan
------------------------------------------------------------
Judge Joseph G. Rosania, Jr., of the U.S. Bankruptcy Court for the
District of Colorado confirmed the Modified Plan of Reorganization
for Grizzly Land, LLC dated November 29, 2017, filed by Plan
Proponents Kloiber Holdings LLC and Kloiber Real Estate Holdings,
LLC.
About Grizzly Land
Grizzly Land LLC sought Chapter 11 protection (Bankr. D. Col. Case
No. 16-11757) in Denver on March 1, 2016. Judge Thomas B. McNamara
was initially assigned to the case and has been reassigned to Judge
Joseph G. Rosania Jr. The petition was signed by Kirk A. Shiner,
DVM, manager. The Debtor estimated $10 million to $50 million in
assets and debt.
The Debtor is represented by Lee M. Kutner, Esq., at Kutner Brinen
Garber, P.C. The Debtor hires Ryley Carlock & Applewhite PC as
special counsel.
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Grizzly Land LLC.
The Court entered its Order Granting Motion for Appointment of
Chapter 11 Trustee on May 25, 2016, and on June 2, 2016, the Court
approved the appointment of Mr. Edward Cordes as Trustee for the
Debtor's estate.
The Chapter 11 trustee hired Moye White LLP as his legal counsel;
Burns, Figa & Willas his special counsel; Cordes & Company as
accountant; and Dennis & Company, P.C. as tax accountant.
GULF COAST HOSPICE: Unsecured Creditors to be Paid Over 5 Years
---------------------------------------------------------------
Gulf Coast Of Houston Hospice, Ltd., files with the U.S. Bankruptcy
Court for the Southern District of Texas disclosure statement
referring to its plan of reorganization dated as of December 13,
2017.
The Proof of Claims filed in the Debtor's case reflect secured
claims in the aggregate total amount of $50,427; priority unsecured
claims in the aggregate amount of $467,385; and general unsecured
claims in the aggregate amount of $162,349. The Debtor's
liabilities essentially consist of the sales and use taxes, income
taxes, and general unsecured trade.
Class 3 is comprised of the allowed priority unsecured claim held
by the U.S. Department of Health and Human Services in the amount
of $400,708.53; the Internal Revenue Services for Income Taxes in
the amount of $58,966.78; the Internal Revenue Services for WT-FICA
Taxes in the amount of $3,865.52; the Texas Comptroller of Public
Accounts for Franchise Tax Ch. 171 in the amount of $2,245.00; and
the Texas Workforce Commission for Employment Taxes in the amount
of $1,598.85.
Under the Plan, Class 3 claims will be paid in full and in cash as
follows: Beginning on the Effective Date, the Debtor will continue
to repay its debt obligation as currently being paid to the U.S.
Department of Health via deductions from present and future
remittances; $983 per month over a period of five years from the
date of the filing of this case with interest of 0.001% per annum
to the IRS for Income Taxes; $64 per month over a period of five
years from the date of the filing of this case with interest of
0.001% per annum to the IRS for WT-FICA Taxes; $37 per month over a
period of five years from the date of the filing of this case with
interest of 0.001% per annum to the Texas Comptroller; and $27 per
month over a period of five years from the date of the filing of
this case with interest of 0.001% per annum to the Texas Workforce
Commission for Employment Taxes.
Class 4 is comprised of the general unsecured claims held by
nineteen creditors in the amount of approximately$162,349 for trade
debt. The Debtor proposes to pay said claims on a pro rata basis
over a period of five years from the date of the filing of this
case in regular monthly payments of $2,705.81 with interest at
0.001% per annum. The holders of the Class 4 claim are not impaired
and thus are eligible to vote on the Plan.
The Plan proposes, starting on the Effective Date, to continue to
operate its business of operating a health care business in the
ordinary course of business and to use the income from the
operations to pay all claims over a period of five years from the
date of the filing of this case.
Specifically, the Fort Bend County, the Fort Bend Independent
School District, the Internal Revenue Service, the Palmetto GBA,
the Texas State Comptroller's Office, and the Texas Workforce
Commission claims will be paid over a period of five years from the
date of the filing of this case. The claims held by the general
unsecured creditors will also be paid over a period of five years
from the date of the filing of this case.
A full-text copy of the Debtor's Disclosure Statement is available
at:
http://bankrupt.com/misc/txsb17-31653-49.pdf
Attorney for Plan Proponent:
WEBB & ASSOCIATES
3401 Louisiana Street, Suite 120
Houston, Texas 77002
Telephone: (713) 752-0011
Facsimile: (713) 752-0013
About Gulf Coast Hospice
Headquartered in Sugar Land, Texas, Gulf Coast Hospice of Houston,
Ltd., is a Texas limited partnership and operates as a hospice care
agency in the Houston area. Though the company experienced a
reduction of business over the past several months, the
organization remains operational and expects to continue operations
now that the business is gradually increasing.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Tex. Case No. 17-31653) on March 17, 2017, estimating its assets at
between $100,001 and $500,000 and its liabilities at between
$500,001 and $1 million.
The Debtor is represented by Timothy Webb, Esq., at Webb
Associates.
HAHN HOTELS: Amends Treatment of Secured Claims
-----------------------------------------------
Hahn Hotels of Sulphur Springs, LLC, and its debtor-affiliates
amended the disclosure statement explaining their plan of
reorganization to, among other things, remove the class of holders
of insider claims, and modify the treatment and of Pilgrim Bank's
Class 3-HS Claim, Class 3A-HI Lender's Secured Claim (City Center),
Classes 3B-HI, 3C-HI, 3-SI Lender Secured Claims (FNB Foreclosure
Properties), Classes 3D-HI, 3E-HI, and 3F-HI Lender Secured Claims
(Tall Pines), 115 Tyler, and Oakview Villas, Class 3G-HI
Second-Lien Lender Secured Claim (Tall Pines), and Class 3H-HI
Second-Lien Lender Secured Claims (115 Tyler).
The Amended Disclosure Statement also provided that the reorganized
debtors are jointly and severally liable for all allowed
professional claims, except that Hahn Hotels of Sulphur Springs
will not be jointly and severally liable for all allowed
professional claims against other debtors unless and until Pilgrim
Bank's Class 3-HS claim has been paid in full.
A full-text copy of the First Amended Disclosure Statement is
available at:
http://bankrupt.com/misc/txeb17-40947-302.pdf
About Hahn Hotels
Headquartered in Sulphur Springs, Texas, Hahn Hotels of Sulphur
Springs, LLC, owns the La Quinta Inns and Suites, which provides
hotel accommodations for business and leisure travelers across the
United States, Canada, and Mexico.
Hahn Hotels of Sulphur Springs, LLC, along with its affiliates,
including Hahn Investments, LLC, sought Chapter 11 protection
(Bankr. E.D. Tex. Lead Case No. 17-40947) on May 1, 2017. The
petitions were signed by Dante Hahn, its president.
Hahn Hotels of Sulphur estimated its assets and liabilities between
$1 million and $10 million. Hahn Investments estimated its assets
and liabilities between $10 million and $50 million.
Judge Brenda T. Rhoades presides over the cases.
Jessica Leigh Voyce Lewis, Esq., and Judith W. Ross, Esq., at The
Law Offices of Judith W. Ross and Eric Soderlund, Esq., who has an
office in Dallas, Texas, serve as the Debtors' bankruptcy counsel.
The Debtors Joint Chapter 11 Plan of Reorganization on Nov. 1,
2017, and their Disclosure Statement Under 11 U.S.C. Section 1125
in Support of the Debtors' Proposed Joint Chapter 11 Plan of
Reorganization on Nov. 8, 2017. They subsequently filed amended
versions of the Plan and Disclosure Statement.
The Court entered its order approving the Disclosure Statement on
Dec. 20, 2017. A confirmation hearing on the Plan has been set for
Jan. 26, 2018 at 10:00 a.m.
HAWAIIAN SPRINGS: Taps Choi & Ito as Legal Counsel
--------------------------------------------------
Hawaiian Springs, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Hawaii to hire Choi & Ito as its legal
counsel.
The firm will advise the Debtor regarding the requirements and
provisions of the Bankruptcy Code; assist in the preparation of a
plan of reorganization; and provide other legal services related to
its Chapter 11 case.
Chuck Choi, Esq., and Allison Ito, Esq., the attorneys who will be
handling the case, will charge $400 per hour and $250 per hour,
respectively.
The firm received a retainer in the sum of $40,000 prior to the
petition date.
Mr. Choi disclosed in a court filing that his firm does not hold or
represent any interest adverse to the Debtor's estate.
The firm can be reached through:
Chuck C. Choi, Esq.
Allison A. Ito, Esq.
Choi & Ito
700 Bishop Street, Suite 1107
Honolulu, HI 96813
Tel: 808.533.1877
Fax: 808.566.6900
Email: cchoi@hibklaw.com
Email: aito@hibklaw.com
About Hawaiian Springs LLC
Hawaiian Springs, LLC -- https://www.hawaiianspringswater.com/ --
is a manufacturer and distributor of bottled spring water based in
Honolulu, Hawaii. The company's water is drawn from an artesian
well in the little town of Kea'au. It began its operations in
February 1995 serving the island and other Asian market.
Hawaiian Springs sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Hawaii Case No. 17-01348) on December
29, 2017. Tamiko Broms, its chief executive officer, 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 Robert J. Faris presides over the case.
HENRY HOLDINGS: Moody's Affirms B2 CFR; Outlook Stable
------------------------------------------------------
Moody's Investors Service affirmed Henry Holdings, Inc.'s B2
Corporate Family Rating and B2-PD Probability of Default Rating
following company's previous announcement that it is acquiring
Fortifiber, LLC. In related rating action, Moody's is affirming B2
rating assigned to Henry's first-lien credit facilities, consisting
of a $40 million revolving credit facility expiring 2021 and a $433
million (currently $318 million) term loan due 2023. Rating outlook
is stable.
Proceeds from $115 million term loan add-on and some cash on hand,
will be used to acquire Fortifiber for $121 million (including fees
and expenses) plus an earn-out for next three years. Fortifiber,
headquartered in Fernley, Nevada, is a family-owned manufacturer of
building products that help protect homes from water intrusion and
moisture including housewrap, building paper and flashing tapes,
closing scheduled for mid-January 2018. Fortifiber expands Henry's
product offerings for building envelope systems, increases exposure
to new housing construction, and reduces dependence on commercial
construction. Closing is expected mid-January 2018.
The following ratings are affected by this action:
Corporate Family Rating, affirmed B2
Probability of Default Rating, affirmed B2-PD
Senior Secured Bank Credit Facilities affirmed B2 (LGD4)
RATINGS RATIONALE
Henry's B2 Corporate Family Rating reflects its leveraged capital
structure following debt-financed acquisition of Fortifiber.
Balance sheet debt is increasing by 35% from year-end 2016,
resulting in pro forma leverage of 6.0x at 3Q17, but improving to
about 4.6x by mid-2019. Moody's projections include some debt
reduction, and higher level of earnings. Another rating constraint
is event risk, which could include more debt-financed acquisitions
or dividends.
Providing offset to its leveraged debt capital structure is Henry's
ability to generate solid operating margins, company's greatest
credit strength and indicative of higher rated entities. Moody's
recognizes Henry's resilient performance during the economic and
housing downturn, and its well-established brand names for roofing
and sealant products. Moody's forecast Henry generating low to
mid-teens EBITA margins over the next 12 to 18 months, resulting in
EBITA interest coverage approaching 3.0x over the same time horizon
(ratios include Moody's standard adjustments). Some price increases
as well as purchasing initiatives should help Henry overcome rising
raw material costs for commodities such as petroleum-based products
and silicone. Moody's project free cash flow-to-debt staying in
mid-single percentages over next 12 to 18 months as well. Loan
amortization at $4.4 million is manageable. Henry has an extended
maturity profile, with no significant maturities until its
revolving credit facility expires in October 2021.
A key thesis for acquiring Fortifiber is increased exposure to new
home construction, which is growing steadily. Moody's maintains a
positive outlook for the domestic homebuilding industry and
projects new housing starts will reach 1.280 million in 2018,
representing a 6.2% increase from Moody's projected 1.205 million
for 2017.
Positive rating actions are unlikely over the intermediate term due
to high leverage, and integration risk associated with acquisition
of Fortifiber. However, Henry's ratings could be upgraded if
operating performance and resulting debt credit metrics exceed
Moody's forecasts and yields following credit metric (ratio
includes Moody's standard adjustments) and characteristics:
* Debt-to-EBITDA sustained below 4.5x
* Permanent debt reduction
* Improved liquidity profile
Negative rating actions could ensue if Henry's operating
performance falls below Moody's expectations, resulting in the
following metrics (all ratios incorporate Moody's standard
adjustments) or characteristics:
* Debt-to-EBITDA remaining above 6.0x
* Significant levels of dividends
* Large debt-financed acquisitions
* Deterioration in liquidity profile
The principal methodology used in these ratings was Global
Manufacturing Companies published in June 2017.
Henry Company, headquartered in El Segundo, CA, is a North American
developer and manufacturer of roofing products and other building
envelope applications for residential and commercial construction
markets. American Securities, through its affiliates, is the owner
of Henry. Pro forma revenues including Fortifiber for 12 months
through September 30, 2017 totaled approximately $400 million.
Henry is privately-owned and does not disclose publicly available
financial information.
HENRY HOLDINGS: S&P Affirms 'B' CCR, Off CreditWatch Developing
---------------------------------------------------------------
El Segundo, Calif.-based roofing products and building envelope
solutions manufacturer Henry Holdings Inc. expects to close its
$117 million acquisition of Fortifiber Building Systems Group in
the first quarter of 2018. This acquisition is expected to be
financed with a $115 million add-on to its $320 million term loan B
due in 2023, which increases our expectation for 2018 leverage
modestly to 5x-5.5x from 4.5x-5x.
S&P Global Ratings affirmed its 'B' corporate credit rating on
Henry Holdings Inc. The outlook is stable.
S&P said, "At the same time, we affirmed our 'B' issue-level rating
on the company's $475 million secured credit facilities, consisting
of a $40 million revolving credit facility due in 2021 and a $435
million term loan B due in 2023. Our recovery rating remains '3',
indicating our expectation of meaningful (50%-70%; rounded
estimate: 50%) recovery in the event of a payment default. We also
removed all our ratings on Henry from CreditWatch with developing
implications, where they were placed Dec. 21, 2017.
"The rating affirmation reflects our expectation that Henry will
generate adjusted debt to EBITDA of 5x-5.5x over the next 12
months, consistent with the rating. The acquisition is expected to
be financed with a $115 million add-on to the company's term loan B
due in 2023, and we do not expect any material debt repayment over
the 12 months following the acquisition. That said, we expect
Henry's leverage to decline as it realizes significant EBITDA
growth in 2018 from incremental Fortifiber EBITDA, modest price
increases and cost synergies.
"The stable outlook reflects our expectation that Henry will
significantly increase EBITDA over the next 12 months due to the
incremental EBITDA from its acquisition of Fortifiber, its
continued cost-saving initiatives, and its ability to begin to pass
recent commodity price increases onto customers. This increased
EBITDA only partially offsets the $115 million increase in debt for
Fortifiber, bringing adjusted debt to EBITDA to about 5x-5.5x in
2018, with EBITDA interest coverage dropping to about 3x.
"We could lower the rating over the next 12 months if Henry
generated adjusted debt to EBITDA approaching 7x or EBITDA interest
coverage below 2x, which could occur if EBITDA margin declined by
6% relative to our expectations. This type of credit-metric
weakness could also be the result of additional debt-financed
acquisitions or shareholder-friendly initiatives.
"We could raise our rating on Henry in the next 12 months if
Henry's financial-sponsor owner supported a financial policy of
adjusted debt to EBITDA at less than 4x, which likely precludes
subsequent leveraging events such as debt-financed dividends or
acquisitions."
HOAG URGENT: Allowed to Continue Using Cash Collateral Until Feb.14
-------------------------------------------------------------------
The Hon. Theodor C. Albert of the U.S. Bankruptcy Court for the
Central District of California to authorized Hoag Urgent Care –
Tustin, Inc., and its affiliated debtors, directly or through
Radiant Physician Group, to use and expend on behalf of the Debtors
and their estates the cash collateral pursuant to the Budget,
solely and with respect to the period through and including Feb.
14, 2018.
During the Interim Period, the Debtors may make monthly
expenditures in an amount in excess of 115% of the actual and
necessary expenditures set forth in the Operative Budget with the
prior written approval of Opus, which approval will not be
unreasonably withheld, or Court order.
Opus Bank is granted a replacement lien in the Hoag Collateral and
the Cypress-Laguna Collateral and all prepetition and postpetition
assets, including the Debtors' accounts, inventory and equipment,
in which and to the extent the Debtors hold an interest, with such
Replacement Lien having the same extent and priority as any duly
perfected and unavoidable liens in Cash Collateral held by Opus
Bank as of Petition Date.
In addition, the Debtors will continue to tender to Opus Bank a
monthly adequate protection payment in the amount of $18,500
payable to Opus Bank. Each $18,500 payment to Opus Bank will be
tendered by either wire transfer or certified cashier's check as
follows: $9,250 to be paid by Hoag Urgent Care-Tustin, Inc., Hoag
Urgent Care-Huntington Harbour, Inc., and/or Hoag Urgent Care,
Anaheim Hills, Inc.; and $9,250 to be paid by either Laguna-Dana
Urgent Care, Inc. and/or Cypress Urgent Care, Inc.
As partial adequate protection of Newport's interests in the
Debtors, the Debtors will continue to tender to Newport a monthly
adequate protection payment in the amount of $3,500 payable to
Newport by either wire transfer or certified cashier's check.
Following the termination of the operations of Hoag Urgent
Care-Tustin, Inc., Hoag Urgent Care-Huntington Harbour, Inc.,
and/or Hoag Urgent Care, Anaheim Hills, Inc. and the turnover of
those premises to Newport, the monthly adequate protection payment
payable to Newport will cease.
The Debtors are required to provide Opus Bank, the Receiver and
Newport with copies of Cash Collateral Reports.
The hearing on the Dismissal Motion and the Cash Collateral Motion,
as well as the status conference in these jointly-administered
bankruptcy cases are continued to February 14, 2018 at 10:00 a.m.
Any briefs in support or in opposition to the Cash Collateral
Motion or the Dismissal Motion must be filed and served on or
before February 12.
A full-text copy of the Order is available at:
http://bankrupt.com/misc/cacb17-13077-418.pdf
Attorneys for Secured Creditor Opus Bank:
Barry A. Smith, Esq.
Steven M. Spector, Esq.
Anthony J. Napolitano, Esq.
BUCHALTER, A Professional Corporation
1000 Wilshire Boulevard, Suite 1500
Los Angeles, CA 90017-2457
Telephone: (213) 891.0700
Facsimile: (213) 896.0400
E-mail: bsmith@buchalter.com
sspector@buchalter.com
anapolitano@buchalter.com
About Hoag Urgent Care-Tustin
Hoag Urgent Care-Tustin, Inc. and its affiliates operate five
urgent care clinics located throughout Southern California.
The Debtors filed Chapter 11 bankruptcy petitions (Bankr. C.D. Cal.
Case No. 17-13077) on Aug. 2, 2017. Dr. Robert C. Amster,
president, signed the petitions.
The Debtors estimated assets and liabilities of $1 million to $10
million.
Judge Theodor Albert presides over the cases.
The Debtors hired Baker & Hostetler LLP as legal counsel;
Keen-Summit Capital Partners LLC as investment banker; and
Grobstein Teeple LLP as their accountants.
HOBBICO INC: To Sell Hobby Products Business in Chapter 11
----------------------------------------------------------
Hobbico, Inc., which claims to be the largest U.S. distributor of
radio-control and general hobby products, has sought Chapter 11
protection to seek a breathing room while it looks for a
going-concern purchaser of the business.
The Company markets and sells thousands of R/C and general hobby
products across more than 250 brands, many of which are
proprietary, including industry-leaders Axial, ARRMA, Revell,
Estes, Great Planes Model Manufacturing, DuraTrax, and Top Flite.
For the 12 months ending Nov. 30, 2017, the Company generated
approximately $248.6 million in revenue on a consolidated basis,
$198.9 million generated by the Debtors. In addition, the Debtors
had approximately $53.1 million in assets and approximately $141.3
million in liabilities based upon the book value of these assets
and liabilities as of Nov. 30, 2017.
The Debtors' headquarters and primary distribution center are
located in Champaign, Illinois. Additionally, the Debtors' have
operations in Mission Viejo, California; Penrose, Colorado; Reno,
Nevada; and Elk Grove, Illinois. Today, the Debtors have
approximately 417 employees.
Tom S. O'Donoghue, Jr., a partner at CR 3 Partners, LLC, who has
been named as Chief Restructuring Officer of Hobbico, explains that
in order to support the financial requirements of several
acquisitions over the years, the Debtors incurred and began
carrying a heavy debt load.
Beginning in 2016, the Debtors' businesses began to struggle due to
a number of factors which included, without limitation, a lack of
investment in product innovation and its core ecommerce platform
coupled with a systemic shift in the drone market. In the second
half of 2016, these challenges became more acute with the
disruption of the Debtors' supply chain in Asia due to the
financial distress of multiple key suppliers.
These factors all combined to negatively impact the Debtors' sales
and profitability and, in conjunction with elevated debt service
obligations, resulted in defaults under their debt obligations and
a sharp decrease in liquidity and financial flexibility.
The Foreign Subsidiaries maintain operations in Moira, United
Kingdom, and Bunde, Germany.
In March 2016, the Debtors' lenders initially declared a default
under the Debtors' secured debt facilities. While searching for
additional sources of financing to supply working capital
liquidity, the Debtors negotiated a series of amendments to, and
forbearance periods with respect to, their senior and subordinated
secured debt obligations. The Debtors also engaged in a thorough
review of strategic alternatives with the advice and guidance of
experienced financial and legal advisors including, but not limited
to, the Debtors' proposed investment banker, Lincoln Partners
Advisors, who were retained in April 2017. Based upon that review
of available options and taking into consideration the liquidity
constraints of the Debtors, which worsened in the Fall of 2017, the
Debtors concluded that pursuing a going-concern sale of
substantially all the assets of the Company is the optimal course
by which to maximize the value of the Company's businesses.
Through the proposed sale process, the Debtors are hopeful that
meaningful recoveries will be available for their various
stakeholders and that the Company will continue as a going-concern
under new ownership. The Debtors' senior prepetition lenders will
provide debtor-in-possession financing to fund these bankruptcy
proceedings, and to provide time for a public auction process,
which Lincoln began in late November 2017, to be completed. The
Debtors' ability to successfully emerge from these bankruptcy
proceedings hinges on the going-concern sale of the enterprise.
The Debtors have therefore committed to engage in a sale effort
with the goal of maximizing value for the benefit of the Debtors'
collective stakeholders.
Accordingly, following the expiration of the lenders' forbearance
period on Jan. 8, 2018, and the Debtors' inability to satisfy their
senior and subordinated secured debt obligations, the Debtors
commenced these bankruptcy proceedings to pursue a going concern
sale of their businesses for the highest and best value. Based on
projected working capital required to maintain business while
pursuing a sale of the Company, the Prepetition Lenders proposed
financing pursuant to debtor-in-possession financing.
Prepetition Capital Structure
Hobbico is an employee-owned company that serves as the ultimate
parent of the other debtors. In 2005, an ESOP was established and
purchased Hobbico for $200.0 million. The transaction was financed
with $100.0 million of senior debt and $100.0 million of seller
notes. Subsequently, Hobbico repaid the seller notes with cash
flow and incremental borrowings from the Agent and from Cyprium.
As of the petition date the ESOP participants owned 100% of the
beneficial interest in the Debtor and non-debtor equity, with
953,887 shares of stock outstanding.
The Debtors' prepetition debt structure primarily consists of:
* approximately $74.5 million outstanding under prepetition
credit facilities, comprised of $37.0 million on account
of the Revolving Credit Loan, $37.5 million on account of
the Term Loan pursuant to an amended and Restated Credit
Agreement with Wells Fargo Bank, N.A. as the administrative
agent, swingline lender and issuing lender;
* approximately $41.2 million outstanding under a
subordinated promissory note issued pursuant to a
Securities Purchase Agreement with Cyprium Investors
IV AIV I LP;
* minimal other secured debt for equipment leasing and
financing; and
* approximately $18.6 million to third-party trade creditors
from the purchase goods and services from hundreds of trade
creditors.
Going-Concern Sale
Recognizing the challenges facing the Company, including its
precarious liquidity position, the Debtors began to review and
assess the Company's strategic alternatives. Following completion
of this strategic review, after careful and extensive consideration
of all available alternatives and having given due consideration to
the interests of all stakeholders, the board of directors of
Hobbico and each of its Debtor subsidiaries, and with the
assistance, input and advice from professional advisers, determined
that the best value-maximizing path forward of the Company
necessitated (a) initiating a sale process to find a purchaser for
substantially all of the Debtors' assets through an auction and
sale process in the chapter 11 proceedings and (b) securing
postpetition debtor-in-possession financing to provide working
capital for operations through the consummation of a sale.
On April 11, 2017, the Debtors retained Lincoln to commence a
review of strategic alternatives, including the sale of individual
business units or subsidiaries, evaluation of alternative financing
options, and a sale of the entire business. Given the challenges,
in October 2017, the Board authorized Lincoln to begin a sale
process for identifying a buyer for substantially all of the
Debtors' assets either in whole or in part through these bankruptcy
proceedings. Lincoln began preparations for this process and, in
late November, began soliciting interest from potential investors.
Since that time, Lincoln has contacted numerous parties,
distributed a confidential information presentation to interested
parties and conducted numerous telephonic and in person meetings
both with and without management. Unfortunately, due to the
expiration of the Lenders' forbearance agreement on Jan. 8, 2018,
and the Debtors' inability to satisfy their senior and subordinated
secured debt obligations, Lincoln was not able to complete its
marketing process prior to the Petition Date. Lincoln is
continuing the Sale Process without interruption and is actively in
discussions with a variety of potential investors for the Company.
The Debtors have access to DIP Facilities from the Prepetition
Lenders pending completion of the sale process. The DIP Facilities
consist of two separate but coordinated facilities in the form of a
revolving credit facility and a new money term loan facility. The
DIP Facilities will provide the Debtors with incremental liquidity
through the Sale Process, and will allow the Debtors to, among
other things, repay and refinance a portion of the Debtors'
obligations under the Prepetition Credit Facility.
A copy of the affidavit in support of the first day motions is
available at:
http://bankrupt.com/misc/Hobbico_34_1st_Day_Affidavit.pdf
About Hobbico, Inc.
Hobbico, Inc. -- https://www.hobbico.com/ -- is engaged in the
design, manufacturing, marketing and distribution of thousands of
hobby products including radio-control and general hobby products.
The company's merchandise includes a wide variety of radio-control
models from cars and boats to airplanes and helicopters.
Hobbico began in 1971 with just two people and now employs over 650
individuals in facilities that include its West Coast distribution
center in Reno, Nevada, facilities in Penrose, Colorado and Elk
Grove Village, Illinois and its corporate headquarters in
Champaign, Illinois.
Hobbico, Inc., along with its U.S. affiliates, sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 18-10055) on Jan. 10,
2018. The petitions were signed by Tom S. O'Donoghue, Jr., chief
restructuring officer.
Hobbico estimated assets of $10 million to $50 million and debt of
$100 million to $500 million.
The Hon. Kevin Gross is the case judge.
The Debtors tapped Neal, Gerber & Eisenberg LLP as general
bankruptcy counsel; Morris, Nichols, Arsht & Tunnell LLP as local
bankruptcy counsel; Lincoln International LLC as investment banker;
AND keystone consulting group, LLC, and CR3 Partners, LLC, as
restructuring advisors. JND Corporate Restructuring is the notice
and claims agent.
HUDSON'S BAY CO: Moody's Lowers Corporate Family Rating to B3
-------------------------------------------------------------
Moody's Investors Service downgraded all ratings of Hudson's Bay
Company (HBC) including the Corporate Family Rating to B3 from B2,
the Probability of Default Rating to B3-PD from B2-PD and the
Senior Secured Credit Facility to B3 from B2. Hudson's Bay
Speculative Grade Liquidity rating was also affirmed at SGL-2. The
rating outlook is stable.
The downgrade reflects Moody's view that the continued secular
shift in the US of apparel demand to alternative channels such as
off-price and e-commerce is increasing the need for department
operators to enhance their level of operational execution and build
the technological capabilities required to meet these demands.
"Despite a healthy consumer, HBC's recent results show it has
struggled to deliver operating performance in line with its larger
well capitalized competitors which has led to increased leverage"
says Moody's Vice President, Christina Boni. "Hudson's Bay is
taking necessary steps with its transformation plan to empower its
operations at the banner level to meet the needs of its customers
while streamlining and establishing shared services for the entire
organization. HBC has also taken significant steps to reduce debt
and increase its liquidity through asset monetization."
Downgrades:
Issuer: Hudson's Bay Company
-- Probability of Default Rating, Downgraded to B3-PD from B2-PD
-- Corporate Family Rating, Downgraded to B3 from B2
-- Senior Secured Bank Credit Facility, Downgraded to B3(LGD4)
from B2(LGD4)
Outlook Actions:
Issuer: Hudson's Bay Company
-- Outlook, Changed To Stable From Negative
Affirmations:
Issuer: Hudson's Bay Company
-- Speculative Grade Liquidity Rating, Affirmed SGL-2
RATINGS RATIONALE
Hudson's Bay Company's B3 Corporate Family Rating (CFR) reflects
the significant equity value in HBC's continued ownership of its
flagship Saks Fifth Avenue asset and its JV real estate investments
which mitigate the company's high financial leverage. The B3 rating
also incorporates the company's good liquidity profile, which has
been enhanced by the recent Rhone preferred equity investment of
$500 million and the sale of its Lord and Taylor flagship store for
an aggregate price of $850 million. Prior to these transactions HBC
had CAD 97 million of cash at Q3 2017 and approximately CAD 826
million of gross availability on its US$2.25 billion multi-currency
asset backed revolving credit facility. The rating recognizes the
significant debt burden with Moody's adjusted debt/EBITDA estimated
to be around 10 times at the end of January 2018. The B3 Corporate
Family Rating incorporates Moody's expectations that HBC must
continue asset sales and curtail capital expenditures to reduce
debt given the expectation of limited free cash flow after
maintenance capex in 2018. Moody's anticipates that despite
concerted efforts to streamline its business and reduce costs,
which is expected to contribute CAD 350 million in annual savings
upon completion, leverage will remain elevated as HBC works like
most of its US competitors to strengthen its customer position and
stabilize sales performance. HBC also has the challenge of managing
weakness in its international markets as Europe comprises
approximately 30% of its business.
The stable outlook reflects Moody's view that although HBC will be
challenged to reduce debt materially through operational
improvement, there remains significant equity value in its real
estate holdings which can be monetized as evidenced through the
recent sale the Lord & Taylor flagship. Moody's outlook assumes
that the company will continue to maintain its good liquidity and
that operational performance will stabilize.
There is limited upward ratings momentum for the near to
intermediate term. Quantitatively, ratings could be upgraded if
debt/EBITDA was sustained below 7.0 times and EBITA/Interest was
sustained above 1.2 times while maintaining a good overall
liquidity profile.
The ratings could be downgraded if there is further erosion in
sales and EBITDA and good liquidity is not maintained. Ratings
could be lowered if there was a debt financed acquisition or
actions with respect to the significant real estate holdings were
not conducted in a creditor friendly manner.
The principal methodology used in these ratings was Retail Industry
published in October 2015.
HBC is a diversified global retailer with a portfolio including
formats ranging from luxury to premium department stores to off
price fashion shopping destinations, with more than 480 stores and
over 66,000 employees around the world. HBC's leading banners
across North America and Europe include Hudson's Bay, Lord &
Taylor, Saks Fifth Avenue, Gilt, Saks OFF 5TH, Galeria Kaufhof, the
largest department store group in Germany, and Belgium's only
department store group Galeria INNO. HBC has significant
investments in real estate joint ventures. It has partnered with
Simon Property Group Inc. in the HBS Global Properties Joint
Venture, which owns properties in the United States and Germany. In
Canada, it has partnered with RioCan Real Estate Investment Trust
in the RioCan-HBC Joint Venture.
HYDROSCIENCE TECHNOLOGIES: Jan. 31 Plan and Disclosures Hearing
---------------------------------------------------------------
Judge Russell F. Nelms of the U.S. Bankruptcy for the Northern
District of Texas issued an order conditionally approving
Hydroscience Technologies, Inc. and Solid Seismic, LLC's disclosure
statement.
To be counted as votes to accept or reject the Plan, all ballots
must be properly executed, completed and delivered no later than
5:00 p.m., Central Time, on Jan. 22, 2018.
A Combined Hearing to consider the adequacy and final approval of
the Disclosure Statement, confirmation of the Plan, and approval of
the Sale Motion will be held before the Honorable Judge Russell F.
Nelms, at the United States Courthouse, 501 West Tenth Street,
Courtroom 204, Second Floor, Fort Worth, Texas 76102 on Jan. 31,
2018, at 2:30 p.m., Central Time.
Objections, if any, to (a) the adequacy and final approval of the
Disclosure Statement, (b) confirmation of the Plan, and/or (c)
approval of the Sale Motion must be made by written objection and
filed no later than Jan. 22, 2018 at 5:00 p.m., Central Time.
About Hydroscience Technologies
Established in 1996, Hydroscience Technologies, Inc. --
http://www.seamux.com-- designs, manufactures, and delivers
customized systems for various seismic applications for the
commercial, government, and education agencies.
In 2011, Solid Seismic, LLC, was formed to expedite and focus on
product development, including solid cable and sensor technology.
HTI owns all of the intellectual property of Solid Seismic with its
70% equity interest in the company.
HTI and Solid Seismic sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case Nos. 17-41442 and 17-41444)
on April 3, 2017. The petitions were signed by Fred Woodland,
manager of Solid Seismic.
At the time of the filing, HTI estimated its assets at $10 million
to $50 million and debt at $1 million to $10 million. Solid
Seismic estimated its assets at $1 million to $10 million and debt
at $10 million to $50 million.
The cases are jointly administered before Judge Russell F. Nelms.
No trustee, examiner or creditors' committee has been appointed.
On Dec. 20, 2017, the Debtors' filed their Joint Chapter 11 Plan.
IAN-K LLC: Taps Aiken Schenk as Legal Counsel
---------------------------------------------
Ian-K, LLC and J. Tina Keyhani DDS-Oral & Maxillofacial Surgery,
P.C. filed separate applications seeking approval from the U.S.
Bankruptcy Court for the District of Arizona to hire legal counsel
in connection with their Chapter 11 cases.
The Debtors propose to employ Aiken Schenk Hawkins & Ricciardi P.C.
to, among other things, give legal advice regarding their duties
under the Bankruptcy Code and assist in the preparation of a
bankruptcy plan.
The firm's hourly rates range from $30 to $500.
Aiken Schenk does not hold or represent any interest adverse to the
Debtors' estates, according to court filings.
The firm can be reached through:
D. Lamar Hawkins, Esq.
Heather A. Macre, Esq.
Aiken Schenk Hawkins & Ricciardi P.C.
2390 E. Camelback Road, Suite 400
Phoenix, AZ 85016
Phone: (602) 248-8203
Fax: (602) 248-8840
Email: dlh@ashrlaw.com
Email: ham@ashrlaw.com
About Ian-K and J. Tina Keyhani
Ian-K, LLC, an Ohio limited liability company, and J. Tina Keyhani
DDS-Oral & Maxillofacial Surgery, P.C., an Arizona professional
corporation filed separate voluntary petitions under Chapter 11 of
the Bankruptcy Code (Bankr. D. Ariz. Case Nos. 18-00002 and
18-00003) on Jan. 2, 2018.
Ian-K was formed for the purpose of owning certain commercial real
properties located at 3150 N. 7th St., Suite 100, Phoenix, Maricopa
County, Arizona, and 3100 N. Robert Road, Prescott Valley, Yavapu
County, Arizona. Ian-K has no employees.
DDS-Oral was formed on Oct. 15, 2001 for the purpose of providing
dental services, specializing in oral and maxillofacial surgery.
DDS-Oral has 2 full-time employees and 1 part-time employee (not
including Keyhani).
Ian-K is operated by J. Tina Keyhani. Keyhani holds 100%
membership interest and is the manager of Ian-K. DDS-Oral is owned
and operated by Keyhani. Keyhani is the sole shareholder and
president of DDS-Oral. Because Ian-K and DDS-Oral are owned,
operated and managed by Keyhani, the Debtors filed a motion to have
the cases jointly administered.
ICONIX BRAND: Liquidity Issues Raise Going Concern Doubt
--------------------------------------------------------
Iconix Brand Group, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $552.70 million on $53.16 million of
revenue for the three months ended September 30, 2017, compared
with a net income of $15.22 million on $60.46 million of revenue
for the same period in 2016.
At September 30, 2017, the Company had total assets of $1.09
billion, total liabilities of $1.13 billion, redeemable
non-controlling interest of $30.73 million, and $77.66 million in
total stockholders' deficit.
At this time, management does not believe that cash from future
operations and its currently available cash and capacity for
additional financing under its Senior Secured Notes facility (to
the extent available) will be sufficient to allow for the repayment
of the Company's 1.50% Convertible Notes' upon maturity in March of
2018. While the First Amendment provided for the availability of
the Delayed Draw Term Loan Facility, due to various conditions
prerequisite (many of which are related to its financial
performance) to the Company being able to draw down on amounts
available, it may not be able to utilize the Delayed Draw Term Loan
in order to repay the 1.50% Convertible Notes when they become
due.
In order to seek to satisfy these requirements, the Company
continues to actively evaluate various capital raising options to
repay debt and add additional liquidity to the company's balance
sheet as well as strategic alternatives, which could include the
sale of certain assets or of the entire company. There can be no
assurance, however, that any of these alternatives will be
successfully completed on terms acceptable to the Company in order
to extend its cash and liquidity. If the Company cannot secure
additional funds and cannot repay the 1.50% Convertible Notes when
they become due in March 2018, the resulting default may result in
a cross-default and acceleration of the Company's other outstanding
indebtedness, which could ultimately force us into bankruptcy or
liquidation. These factors raise substantial doubt about its
ability to continue as a going concern over the next twelve months.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/VkTtdx
About Iconix Brand
Iconix Brand Group, Inc., is a brand management company. The
Company operates through segments: men's, women's, home and
international. The Company's brand portfolio includes brands, such
as Candie's, Bongo, Joe Boxer, Rampage, Mudd, London Fog, Mossimo,
Ocean Pacific/OP, Danskin/Danskin Now, Rocawear/Roc Nation, Cannon,
Royal Velvet, Fieldcrest, Charisma, Starter, Waverly, Ecko
Unltd/Mark Ecko Cut & Sew, Zoo York, Sharper Image, Umbro, Lee
Cooper and Artful Dodger, and interests in Material Girl, Ed Hardy,
Truth or Dare, Modern Amusement, Buffalo, Nick Graham Hydraulic and
PONY brands.
INFINITY CAPITAL: Public Foreclosure Sale Set for January 25
------------------------------------------------------------
Moriches Capital Group LLC will hold a public foreclosure sale on
Jan. 25, 2018, at 11:00 a.m. (Eastern Standard Time) at the offices
of Meltzer, Lippe, Goldstein & Breitstone, LLP, at 190 Willis
Avenue, Mineola, New York, to sell to the highest qualified bidder
substantially all of the assets of Infinity Capital Group LLC.
The sale is held to enforce the rights of secured party under a
certain security agreement, dated Feb. 19, 2016, between Infinity
Capital and Moriches Capital. The collateral is security for
certain indebtedness owed to Moriches Capital in the amount of
about $3.21 million.
For more information, contact:
David J. Heymann, Esq.
Meltzer, Lippe, Goldstein & Breitstone LLP
190 Willis Avenue
Mineola, NY 11501
Tel: 516-747-0300
dheymann@meltzerlippe.com
INLAND OASIS GROUP: Seeks Interim OK to Use Cash Collateral
-----------------------------------------------------------
Inland Oasis Group, Inc., seeks authorization from the U.S.
Bankruptcy Court for the District of Arizona to use cash collateral
on an interim basis, pending a final hearing on its Motion,
consistent with its proposed budget, and to pay required utility
deposits.
The Debtor seeks approval to use cash collateral on an expedited
basis in order to avoid irreparable harm to the estate. The Debtor
needs to utilize cash collateral to pay post-petition operating
expenses, including vendors, utilities and utility deposits, and to
ensure the uninterrupted operation of the Debtor's business. The
Debtor asserts that absent immediate use the cash collateral, the
Debtor will be unable to meet payroll or maintain business
operations.
The Debtor proposes to use cash collateral consistent with the
Budget which provides total monthly expenses of approximately
$66,580.
The Debtor believes that the following parties may have claims
against the Debtor's cash collateral: (a) The Internal Revenue
Service; (b) The Arizona Department of Revenue; and (c) TBF
Financial, LLC. The Debtor, however, has not fully investigated the
claims of these Secured Creditors and the Debtor does not concede
their validity.
The Debtor believes that no other creditor has a lien against any
of the cash collateral, and the Debtor asserts that replacement
cash generated from its operations can adequately protect any
interest that they may claim.
While adequate protection often contemplates payments, the Debtor
claims that prudent operation of the property will allow the Debtor
to preserve its business for sale or to generate further income,
thereby preserving the value of the income stream. The Debtor
expects the replacement cash generated from its operations to
exceed the amount of any lien on an ongoing basis. Accordingly, the
Debtor believes that the secured creditors are adequately protected
for the use of cash collateral because the Debtor's operations act
to preserve the value of the business and to generate replacement
cash collateral.
Moreover, the Debtor intends to propose a plan of reorganization
providing for payment in full of all priority and secured claims,
as well as a substantial dividend to the general unsecured
creditors.
A full-text copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/azb17-13376-31.pdf
About Inland Oasis Group
Inland Oasis Group, Inc. operates "The Reef" -- a restaurant and
bar located in Chandler, Arizona.
Inland Oasis Group, Inc. filed a Chapter 11 petition (Bankr. D.
Ariz. Case No. 16-13376) on Nov. 9, 2017. Mark Vargovich,
president, signed the petition. At the time of filing, the Debtor
estimated under $50,000 in both assets and liabilities.
Inland Oasis Group, Inc., represented by:
Kelly G. Black, Esq.
Kelly G. Black, PLC
1152 E Greenway St., Suite 4
Mesa, AZ 85203-4360
Tel: (480) 639-6719
Fax: (480) 639-6819
E-mail: kgb@kellygblacklaw.com
ISLAMIC RESEARCH: Taps AROS Consulting as Accountant
----------------------------------------------------
The Islamic Research and Humanitarian Services Center of America,
Inc. seeks approval from the U.S. Bankruptcy Court for the District
of Maryland to hire AROS Consulting, LLC as its accountant.
The firm will oversee the Debtor's internal accounting systems;
prepare its tax returns, year-end financial statements and
financial projections; assist in the preparation of a plan of
reorganization; and provide other services related to its Chapter
11 case.
The firm's hourly rates for its partners range from $50 to $100.
Andrea McCants, an accountant employed with AROS Consulting,
disclosed in a court filing that she and other members of the firm
are "disinterested" as defined in section 101(14) of the Bankruptcy
Code.
AROS Consulting can be reached through:
Andrea McCants
AROS Consulting, LLC
P.O. Box 1978
Ellicott City, MD 21041
Phone: (443)288-6054
Fax: (443)478-4697
Email: admin@arosconsultingllc.com
About Islamic Research and
Humanitarian Service Center of America
The Islamic Research and Humanitarian Service Center of America
(IRHSCA) is a private, nonprofit (501C) academic and cultural
institution, concerned with general issues of Islamic thought.
Based in Capital Heights, Maryland, Islamic Research and
Humanitarian Service Center of America filed a voluntary Chapter 11
bankruptcy petition (Bankr. D. Md. Case No. 17-26335) on December
5, 2017, listing under $1 million in both assets and liabilities.
Judge Lori S. Simpson presides over the case. The Debtor is
represented by Anu KMT, Esq. at Kemet Hunt Law Group, Inc. as
counsel.
IVANTI SOFTWARE: Bank Debt Trades at 5.12% Off
----------------------------------------------
Participations in a syndicated loan under which Ivanti Software Inc
(FKA LANDesk Group Inc) is a borrower traded in the secondary
market at 94.88 cents-on-the-dollar during the week ended Friday,
December 29, 2017, according to data compiled by LSTA/Thomson
Reuters MTM Pricing. This represents a decrease of 1.43 percentage
points from the previous week. Ivanti Software Inc (FKA LANDesk
Group Inc)pays 900 basis points above LIBOR to borrow under the
$200 million facility. The bank loan matures on Jan. 20, 2025 and
carries Moody's Caa2 rating and Standard & Poor's CCC+ rating. The
loan is one of the biggest gainers and losers among 247 widely
quoted syndicated loans with five or more bids in secondary trading
for the week ended December 29.
J & T LLC: Seeks Approval to Access SunTrust Cash Collateral
------------------------------------------------------------
J & T, LLC asks the U.S. Bankruptcy Court for the Middle District
of Florida to authorize its use of the cash collateral of SunTrust
Bank.
In its effort to successfully reorganize its business, it is
essential that the Debtor continue operations without interruption,
which will require the use of funds on hand and funds to be
received. Those funds may be subject to a lien in favor of
SunTrust Bank.
The Debtor tells the Court that it continues to incur
debtor-in-possession expenses, including U.S. Trustee fees, and
monthly obligations pursuant to its agreements with the various
clients. As a result, the Debtor requires access to its cash
collateral in order to pay these expenses during the chapter 11
proceeding.
The Debtor estimates it will require the use of approximately
$52,395 of cash collateral to continue to maintain operations
through the end of January, 2018, and depending on the month, a
greater or lesser amount will be required each comparable period
thereafter.
SunTrust may assert a first priority security interest in the
Debtor's accounts and inventory by virtue of a recorded lien on the
Debtor's personal property. As of the Petition Date, the Debtor
owed SunTrust approximately $100,000 in principle secured by a
blanket lien on the Debtor's personal property.
As adequate protection for the use of cash collateral, the Debtor
proposes to grant SunTrust replacement liens to the same validity,
extent, and priority as its prepetition liens.
A full-text copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/flmb17-07685-21.pdf
About J & T, LLC
J & T, LLC, is a Florida limited liability company formed pursuant
to the Florida Limited Liability Act on Sept. 25, 2015. It owns
and operates a Haagen-Dazs Ice Cream Shop and Nestle Toll House
Case located in the Seminole Towne Center.
J & T, LLC, filed a Chapter 11 petition (Bankr. M.D. Fla. Case No.
17-07686) on Dec. 10, 2017. John J. Basile, manager, signed the
petition. The Debtor is represented by Christopher P. Hancock,
Esq., at Hancock & Associates, P.A. At the time of filing, the
Debtor estimated assets and liabilities at $100,000 to $500,000.
KIKO USA: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------
Debtor: KIKO USA, Inc.
470 Park Avenue South
15th Floor
New York, NY 10016
Business Description: KIKO USA, Inc. is a retailer of cosmetics
and a wholly-owned subsidiary of KIKO
S.p.A., an Italian corporation. KIKO S.p.A.
was founded in 1997 by Stefano Percassi, and
it is controlled, through Odissea S.r.L., by
Antonio Percassi, an Italian entrepreneur
who has founded family-owned companies
based in Bergamo, Italy. KIKO USA's
products are also available in the United
States via online sales via the Debtor's
website http://www.kikocosmetics.com
and, more recently, on Amazon.com utilizing
the Fulfillment by Amazon program (Amazon
Prime). The products are sourced and
purchased by KIKO USA through KIKO S.p.A.,
and warehoused locally and supplied into the
U.S.A. operations (Stores and Ecommerce)
through a third party external logistics
provider (Wit Logistics) based in Monroe
Township, New Jersey. KIKO USA has 29
retail stores in the U.S.A. located in 26
shopping malls and three street locations.
Case No.: 18-10069
Chapter 11 Petition Date: January 11, 2018
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Judge: Hon. Mary F. Walrath
Debtor's
Local
Bankruptcy
Counsel: Mark Minuti, Esq.
Monique B. DiSabatino, Esq.
SAUL EWING ARNSTEIN & LEHR LLP
1201 N. Market Street, Suite 2300
P.O. Box 1266
Wilmington, Delaware 19899
Tel: (302) 421-6840
Fax: (302) 421-5873
Email: mark.minuti@saul.com
monique.disabatino@saul.com
- and -
Sharon L. Levine, Esq.
SAUL EWING ARNSTEIN & LEHR LLP
1037 Raymond Boulevard, Suite 1520
Newark, New Jersey 07102
Tel: (973) 286-6718
Fax: (973) 286-6821
Email: Sharon.levine@saul.com
Debtor's
General
Bankruptcy
Counsel: John S. Kaplan, Esq.
PERKINS COIE LLP
1201 Third Avenue, Suite 4900
Seattle, WA 98101-3099
Tel: (2016) 359-8408
Fax: (206) 359-9408
E-mail: jkaplan@perkinscoie.com
- and -
Jeffrey D. Vanacore, Esq.
PERKINS COIE LLP
30 Rockefeller Plaza, 22nd Floor
New York, New York 10112-0085
Tel: (212) 262-6912
Fax: (212) 977-1642
E-mail: jvanacore@perkinscoie.com
Debtor's
CRO: MARK SAMSON
Debtor's
Claims &
Noticing
Agent: BMC GROUP
Web site: https://www.bmcgroup.com/
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Frank Furlan, chief executive officer.
A full-text copy of the petition, along with a list of 20 largest
unsecured creditors, is available for free at
http://bankrupt.com/misc/deb18-10069.pdf
KRATOS DEFENSE: Moody's Hikes CFR to B2; Outlook Stable
-------------------------------------------------------
Moody's Investors Service has upgraded ratings of Kratos Defense &
Security Solutions, Inc., including the Corporate Family and Senior
Secured ratings to B2 from B3. The rating outlook is Stable.
RATINGS RATIONALE
The upgrade reflects Kratos' improved business profile and
prospects with the recent award of several aerial target vehicle
contracts. The company's profit and cash flow are expected to
expand across 2018-2019, materially improving credit metrics and
financial capacity.
In December Kratos was awarded a $93 million, 5-year fixed price
contract by the US Army for jet powered aerial target vehicles that
will replace the prolific but aging MQM-107 Streaker drone. While
not described in the award notice, Moody's believes that Kratos
proposed the Army a modified version of the BQM-167A subscale
aerial target vehicle, which Kratos supplies for the US Air Force
and which possesses characteristics that reasonably fulfill what
the Army sought. In June 2017, under a $35 million initial year
order, Kratos commenced low rate initial production on the
BQM-177A. Kratos developed the BQM-177A for the US Navy to
replicate anti-ship cruise missile threats and to replace the
Navy's BQM-74E Chukar targets.
The foregoing contract face amounts, while not overwhelming,
represent significant developments as Kratos has retained many
underlying technical data rights and the programs will likely be
long lived. Further, a high degree of missile and aircraft
development activity globally will drive demand for modernized
aerial target vehicles outside the US, which helps the foreign
military sales opportunity. Kratos is beginning to recoup its high
R&D and other investment spending within the jet powered aerial
target vehicle niche, and the initial awards lessen the market
opportunity for newcommers.
The B2 CFR anticipates EBITDA margin in the 8% to 9% range with
each business segment achieving profitability, and leverage around
5x (Moody's adjusted basis) with free cash flow leverage around 5%
by end of 2018. In 2019, EBITDA margin should rise by 100bps with
lower R&D and better fixed cost absorption and free cash flow
leverage should move closer to 10%.
The stable rating outlook expects the company's good liquidity
profile to be sustained. Further, Moody's minimally expects a low
single digit percentage global defense spending growth over the
next two years that should help Kratos raise backlog at its, more
established, Government Solutions Segment.
Moody's estimates that the company ended 2017 with around $120
million of cash on hand and no borrowing under the $90 million
revolving credit line. Cash could decline to $90 million over the
first half of 2018 as development projects conclude and contract
receivables build in advance of mid-year contract milestone
payments. Cash should rise to $140 million by 2018 end.
Beyond aerial target vehicles, Kratos is pursuing several tactical
unmanned aerial vehicle programs that are still within the
development/test phase. Under these programs the prospective
vehicle would perform a tactical or combat mission, rather than
just serve a target role. These projects offer significant revenue
upside as the associated operational concepts call for high unit
volume. Should Kratos win such a contract, the production growth
would be substantial and would add execution risk. But the rating
anticipates that the capital needed to fulfill higher production
rates should not be problematic. Besides the expected high cash
balance and improved financial capacity, Kratos' past
ability/willingness to raise funding through stock issuance adds
confidence. The company's production planning and order execution
capabilities should also benefit from the aerial target vehicle
ramp up underway.
Upward rating momentum would depend on backlog materially above $1
billion (was $800 million at Q3-2017), leverage closer to 4x with
free cash flow leverage at 10% or higher. A continued good
liquidity profile would also likely be important to rating
upgrade.
Downward rating pressure would develop with diminishing liquidity,
backlog decline, leverage approaching 6x or a lack of free cash
flow generation.
The following summarizes rating action:
Upgrades:
Issuer: Kratos Defense and Security Solutions, Inc.
-- Probability of Default Rating, Upgraded to B2-PD from B3-PD
-- Corporate Family Rating, Upgraded to B2 from B3
-- Senior Secured Regular Bond/Debenture, Upgraded to B2 (LGD4)
from B3 (LGD4)
Outlook Actions:
Issuer: Kratos Defense and Security Solutions, Inc.
-- Outlook, Remains Stable
Affirmations:
Issuer: Kratos Defense and Security Solutions, Inc.
-- Speculative Grade Liquidity Rating, Affirmed SGL-2
Kratos Defense & Solutions, Inc., headquartered in San Diego, CA,
operates in three sectors: Government Solutions (70% of 2016
revenues), Public Safety and Security (19%) and Unmanned Systems
(11%). Revenues over the twelve months ended October 1, 2017 were
$732 million.
The principal methodology used in these ratings was Global
Aerospace and Defense Industry published in April 2014.
LEUCADIA NATIONAL: Moody's Puts Ba1 CFR on Review for Upgrade
-------------------------------------------------------------
Moody's Investors Service placed on review for upgrade Leucadia
National Corporation's Ba2 senior unsecured debt rating and Ba1
Corporate Family Rating. The Baa3 senior long-term debt ratings of
Jefferies Group LLC as well as its broker-dealer subsidiaries
(issuer ratings at Baa2) were affirmed with stable outlooks.
RATINGS RATIONALE
The review for upgrade of Leucadia's Ba2 senior unsecured debt
rating and Ba1 Corporate Family rating reflects management's
faithful adherence to self-imposed guardrails governing
concentration, leverage and liquidity risk at Leucadia, since its
merger with Jefferies nearly five years ago. The observance of
these limits, combined with a liquidation of certain larger and
more speculative investments, has allowed Leucadia to evolve from
an investment driven holding company to a more integrated merchant
bank, leveraging Jefferies' deal flow. Continued observation of
these limits will provide important protection to bondholders as
Leucadia pursues its opportunistic event-driven merchant banking
strategy.
Moody's observed that Leucadia has maintained a dedicated liquidity
pool to service its debt and benefits from additional
diversification beyond earnings from Jefferies. Accordingly, the
review will consider narrowing or eliminating the two notch rating
differential between Leucadia's Ba2 senior unsecured debt and
Jefferies Baa3 senior unsecured debt - notwithstanding Leucadia's
structural subordination to Jefferies.
The affirmation of Jefferies ratings reflect the firm's improved
performance in the year ended November 30 2017, as well as
management's continued commitment to a modesty leveraged and
rapidly turning balance sheet.
Moody's expects Leucadia to continue to pursue an opportunistic and
contrarian merchant banking strategy that will take advantage of
Jefferies banking relationships. Such transactions can be "lumpy"
and often require significant asset sales or reengineering to
generate cash flows -- which can make the debt-servicing
capabilities of such investments less reliable. Therefore,
adherence to Leucadia's self-imposed restrictions on investment
size, parent leverage and liquidity remain critical to maintaining
credit quality.
The review will focus on Leucadia's corporate policies regarding
funding of intercompany transactions, fungibility of capital and
liquidity within the group and attitude towards double leverage.
The rating agency noted that given the evolution of Leucadia's
strategic execution and the significance of Jefferies to the
balance sheet and profitability of Leucadia, that Leucadia will now
be analyzed under the Securities Industry Market Makers Methodology
(as opposed to the Investment Holding Companies and Conglomerates
Methodology which had previously been used). As a result of the
change in methodology, certain ratings of Leucadia were withdrawn.
Withdrawals:
Issuer: Leucadia National Corporation
-- Probability of Default Rating, Withdrawn , previously rated
Ba1-PD
-- Speculative Grade Liquidity Rating, Withdrawn , previously
rated SGL-3
-- LGD Senior Unsecured Regular Bond/Debenture, Withdrawn ,
previously rated LGD5
On Review for Upgrade:
Issuer: Leucadia National Corporation
-- Corporate Family Rating, Placed on Review for Upgrade,
currently Ba1
-- Senior Unsecured Regular Bond/Debenture, Placed on Review for
Upgrade, currently Ba2
Affirmations:
Issuer: Jefferies Group LLC
-- Issuer Rating, Affirmed Baa3, stable
-- Senior Unsecured Shelf, Affirmed (P)Baa3
-- Pref. Stock, Affirmed Ba2 (hyb), stable
-- Senior Unsecured Medium-Term Note Program, Affirmed (P)Baa3
-- Senior Unsecured Regular Bond/Debenture, Affirmed Baa3, stable
Issuer: Jefferies International Limited
-- Issuer Rating, Affirmed Baa2
Issuer: Jefferies LLC
-- Issuer Rating, Affirmed Baa2
Outlook Actions:
Issuer: Jefferies Group LLC
-- Outlook, Remains Stable
Issuer: Jefferies International Limited
-- Outlook, Remains Stable
Issuer: Jefferies LLC
-- Outlook, Remains Stable
Issuer: Leucadia National Corporation
-- Outlook, Changed To Rating Under Review From Stable
The principal methodology used in these ratings was Securities
Industry Market Makers published in September 2017.
LIBERTY ASSET MGT: Entitled to $74MM in Damages, Court Rules
------------------------------------------------------------
Judge Ernest M. Robles of the U.S. Bankruptcy Court for the Central
District of California ruled in favor of the plaintiff in the case
captioned Official Unsecured Creditors Committee for Liberty Asset
Management Corporation, Plaintiff, v. Lucy Gao and Benjamin Kirk,
Defendants, Adv. No. 2:16-ap-01337-ER (Bankr. C. D. Cal.).
On August 10, 2016, the Court approved a stipulation between
Liberty Asset Management Corporation and Plaintiff which granted
Plaintiff derivative standing to pursue their action on behalf of
Liberty's estate. Based on an assertion that Lucy Gao and Benjamin
Kirk breached their fiduciary duties to Liberty by failing to
account for the assets of Liberty that were under their control,
Plaintiff seeks a judgment against Ms. Gao and Mr. Kirk, jointly
and severally, in the amount of $74.3 million.
Upon analysis of the case, the Court finds that Defendants breached
their fiduciary duties to Liberty and have failed to account for
Liberty's assets. In connection with these breaches and this
failure to account, Liberty has been damaged in the amount of
$74,140,695.29. The Court will enter judgment against the
Defendants, jointly and severally, in the amount of
$74,140,695.29.
The funds which Ms. Gao and Mr. Kirk have failed to account for are
as follows:
(1) $36,266,939 in investor deposits earmarked for the purchase
of specific real properties;
(2) $26,000,000 in net proceeds from the sale of the Geary
Property;
(3) $6,000,000 on account of the principal amount Liberty
originally borrowed from Huesing Holdings LLC;
(4) $2,750,000 in net proceeds from the sale of the hotels in
the Coastline and Diamond bankruptcies (consisting of $2,600,000
wired to an account controlled by Ms. Gao at Mega Bank, plus an
additional $150,000 subsequently wired to the same account); and
(5) $3,123,756.29 in proceeds distributed in Atherton Financial
Building LLC's bankruptcy (consisting of $1,500,000 wired to Bank
SinoPac in May 2015 and $1,623,756.29 wired to Cathay Bank in June
2015).
The bankruptcy case is in re: Liberty Asset Management Corporation,
Debtor, Case No. 2:16-bk-13575-ER (Bankr. C.D. Cal.).
A full-text copy of the Court's Memorandum of Decision dated Dec.
29, 2017 is available at https://is.gd/AQq95C from Leagle.com.
LIBERTY ASSET MANAGEMENT CORPORATION, Plaintiff, represented by
Gail S. Greenwood – ggreenwood@pszjlaw.com -- Pachulski Stang
Ziehl & Jones LLP & Jeremy V. Richards – jrichards@pszlaw.com --
Pachulski Stang Ziehl & Jones LLP.
Lucy Gao, Defendant, represented by Stephen R. Wade, The Law
Offices of Stephen R Wade.
Benjamin Kirk, Defendant, represented by Derrick Talerico, Zolkin
Talerico LLP.
About Liberty Asset Management
Before ceasing operations, West Covina, California-based Liberty
Asset Management Corporation was a real estate management company.
Its mission was to seek out real estate opportunities throughout
Northern and Southern California, invest in such opportunities, and
manage them.
Liberty Asset Management Corporation filed for Chapter 11
protection (Bankr. C.D. Cal. Case No. 16-13575) on March 21, 2016.
The Debtor estimated assets at $100 million to $500 million and
debt at $50 million to $100 million. The petition was signed by
Benjamin Kirk, CEO.
The Debtor tapped Leven Neale Bender Yoo & Brill LLP, as counsel.
The Debtor also engaged SierraConstellation Partners LLC, as
restructuring management advisor, and Lawrence R. Perkins, as chief
restructuring officer.
The Office of the U.S. Trustee on April 27, 2016, appointed three
creditors to serve on an official committee of unsecured creditors.
The Committee tapped Jeremy V. Richards, Esq., John D. Fiero,
Esq., Gail S. Greenwood, Esq., and Victoria A. Newmark, Esq., at
Pachulski Stang Ziehl & Jones LLP, in Los Angeles, California, as
counsel. Development Specialists Inc. serves as the Committee's
financial advisor.
LIVING CENTERS OF FRESNO: Taps David Johnston as Attorney
---------------------------------------------------------
The Living Centers of Fresno, Inc. received approval from the U.S.
Bankruptcy Court for the Eastern District of California to hire
David Johnston, Esq., as its legal counsel.
Mr. Johnston will advise the Debtor regarding its duties under the
Bankruptcy Code; assist in the sale of its assets; prepare a plan
of reorganization; and provide other legal services related to its
Chapter 11 case. He will charge an hourly fee of $360.
The attorney received a retainer in the sum of $7,500, plus $1,717
for the filing fee.
Mr. Johnston is a "disinterested person" as defined in section
101(14) of the Bankruptcy Code, according to court filings.
Mr. Johnston maintains an office at:
David C. Johnston, Esq.
1600 G Street, Suite 102
Modesto, CA 95354
Tel: (209) 579-1150
Fax: (209) 579-9420
Email: david@johnstonbusinesslaw.com
About The Living Centers of Fresno Inc.
Based in California, The Living Centers of Fresno, Inc. provides
mental health service.
The Living Centers of Fresno sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. E.D. Cal. Case No. 17-90981) on
December 1, 2017. Troy D. Dorman, its president, signed the
petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets and liabilities of less than $1 million.
Judge Ronald H. Sargis presides over the case.
MEDOVEX CORP: Insufficient Financing Raises Going Concern Doubt
---------------------------------------------------------------
Medovex Corp. filed its quarterly report on Form 10-Q, disclosing a
net loss of $1,367,354 on $117,277 of revenues for the three months
ended September 30, 2017, compared with a net loss of $1,808,529 on
$nil of revenues for the same period in 2016.
At September 30, 2017, the Company had total assets of $2,599,350,
total liabilities of $592,190, and a $2,007,160 in total
stockholders' equity.
The Company incurred a net loss of approximately $4,842,000 and
$13,185,000 for the nine months ended September 30, 2017 and 2016,
respectively. The Company will continue to incur losses until it
can sell a sufficient enough volume of the DenerveX System with
margins sufficient to offset expenses.
To date, the Company's primary source of funds has been from the
issuance of debt and equity.
In February and July 2017, the Company obtained approximately
$2,618,000 and $2,469,000, respectively, net of fees, in private
equity financings. The Company will require additional cash in
2017 and is exploring other fundraising options for 2017. No
assurances can be provided regarding the success of such efforts.
Furthermore, if the Company is unable to raise sufficient financing
in 2017, it could be required to undertake initiatives to conserve
its capital resources, including delaying or suspending the launch
of its product outside the United States and seeking FDA approval
to sell its product in the United States. Delaying or suspending
these initiatives would raise substantial doubt about the Company's
ability to continue as a going concern.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/0XIM6p
About Medovex Corp.
Headquartered in Alpharetta, Ga., Medovex Corp. is in the business
of designing and marketing proprietary medical devices for
commercial use in the United States and Europe. It focuses on
development and commercialization of the DenerveX System, which
consists of the DenerveX Device and the DenerveX Pro-40 power
generator (DenerveX). DenerveX is a device that is intended to be
used in the treatment of conditions resulting from the degeneration
of joints in the spine that cause back pain. The DenerveX Pro-40
Power Generator is the power source for the DenerveX System.
MENA STEEL BUILDINGS: Court Confirms Plan of Reorganization
-----------------------------------------------------------
Judge Ben Barry of the U.S. Bankruptcy Court for the Western
District of Arkansas conditionally confirmed Mena Steel Buildings,
Inc.'s Plan of Reorganization.
The Court acknowledged that the Debtor had its disclosure statement
conditionally approved on or about October 6, 2017. Since no
objections have been made to the conditionally approved disclosure
statement, the Court approved the Debtor's disclosure statement.
About Mena Steel Buildings
Mena Steel Buildings, Inc., an Arkansas corporation involved in the
construction business, filed a Chapter 11 bankruptcy petition
(Bankr. D. Ark. Case No. 17-70983) on April 19, 2017. The petition
was signed by Bryan Hebert, president. The Debtor disclosed $1.10
million in assets and $915,328 in liabilities. The Hon. Ben T.
Barry presides over the case. The Debtor is represented by Don
Brady, Esq. in Fort Smith, Arkansas.
MINI MASTER: Court Sets Plan Confirmation Hearing on March 28
-------------------------------------------------------------
Judge Mildred Caban Flores of the U.S. Bankruptcy Court for the
District of Puerto Rico approved the disclosure statement referring
to a Chapter 11 Plan filed by Mini Master Concrete Services, Inc.
on September 1, 2017.
A hearing for the consideration of confirmation of the Plan and of
such objections as may be made to the confirmation of the Plan will
be held on March 28, 2018 at 9:00 a.m.
The acceptances or rejections of the Plan may be filed in writing
by the holders of all claims on or before 14 days prior to the date
of the hearing on confirmation of the Plan. Any objection to
confirmation of the plan will be filed on or before 14 days prior
to the date of the hearing on confirmation of the Plan.
The Debtor is required to file with the Court a statement setting
forth compliance with each requirement in 11 U.S.C. Section 1129,
the list of acceptances and rejections and the computation of the
same, within 7 working days before the hearing on confirmation.
About Mini Master Concrete Services
Mini Master Concrete Services, Inc. filed a Chapter 11 bankruptcy
petition (Bankr. D.P.R. Case No. 16-09956) on December 22, 2016.
The Hon. Mildred Caban Flores over the case. Charles A. Cuprill,
PCS Law Offices represents the Debtor as counsel.
The Debtor disclosed total assets of $15.78 million and total
liabilities of $5.46 million. The petition was signed by Carmen M.
Betancourt, president.
MOUNTAIN CRANE: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Mountain Crane Service LLC
DBA PC Crane Service LLC
DBA PC Crane Service Limited Liability Company
393 S Monterey St
Salt Lake City, UT 84104
Type of Business: Mountain Crane Service LLC specializes in
refinery turnarounds and has a fleet comprised
of
over 100 cranes, and hundreds of other pieces of
equipment dedicated to refineries in Utah,
Montana, and Wyoming. The company's project
management and engineering staff provide site
survey and lift-planning that dramatically
increase operational efficiency and safety
during turnaround work. Mountain Crane
has completed contracts with Tesoro, Chevron,
Phillips 66, Sinclair, and others. The company
has an ongoing preferred MSA with Chevron for
turnaround and capital construction work, and
has been the primary crane provider for Sinclair
since 2013. In the spring of 2017 Mountain
Crane Service was awarded the major turnaround
scope for the Billings, Montana Phillips 66
refinery. Mountain Crane is located in
Salt Lake City, Utah with satellite offices and
wind maintenance service locations in Montana,
Nevada, Washington, Idaho, Wyoming, Iowa, Texas
and Michigan.
https://www.mountaincrane.com/
Case No.: 18-20225
Chapter 11 Petition Date: January 12, 2018
Court: United States Bankruptcy Court
District of Utah (Salt Lake City)
Judge: Hon. Joel T. Marker
Debtor's Counsel: Matthew M. Boley, Esq.
COHNE KINGHORN, P.C.
111 E. Broadway, 11th Floor
Salt Lake City, UT 84111
Tel: (801) 363-4300
Fax: (801) 363-4378
E-mail: mboley@cohnekinghorn.com
- and -
Steven C. Strong, Esq.
COHNE KINGHORN, P.C.
111 E. Broadway, Suite 1100
Salt Lake City, UT 84111
Tel: (801) 415-0120
Fax: (801) 363-4378
E-mail: sstrong@cohnekinghorn.com
Estimated Assets: $50 million to $100 million
Estimated Debts: $50 million to $100 million
The petition was signed by Paul Belcher, managing member.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/utb18-20225.pdf
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Trinity Logistics Inc $1,047,487
PO Box 62702
Baltimore, MD
21264-2702
Reynolds Rigging & $234,623
Crane Services
Operating Engineers $229,606
Trust Fund for UT
Coast 2 Coast Logistics $224,060
H&E $207,977
Zions Bank $201,417
Continental Bank $196,208
Wells Fargo Equipment Finance $181,061
Terex Financial Services $155,132
Park City Towing $152,124
Tom Randall Distributing $125,351
Texas Comptroller $116,259
of Public Accounts
Leavitt Cranes USA Inc. $108,750
Western Heavy Haul, Inc. $106,309
Moventas $99,623
Southwest Visa Chase $87,768
Construction Truck & Trailer $87,285
Bigge Equipment Co. $76,487
Steve Sharp Transportation $65,500
ATS Specialized Inc $65,005
NATIONAL TRUCK: Files Supplemental Info to Bankruptcy Exit Plan
---------------------------------------------------------------
American Truck Group, LLC, and National Truck Funding, LLC filed
with the U.S. Bankruptcy Court for the Southern District of
Mississippi a supplement to their Joint Chapter 11 Plan of
Reorganization on January 12, 2018.
The Hon. Katharine M. Samson had given the Debtors until Friday to
provide all supplemental information referred to in the Plan that
was filed on Dec. 13, 2017.
The period of time in which the Debtors must filed a plan in order
to maintain the exclusive right to file a plan of reorganization is
extended to and including Dec. 13, 2017, Judge Samson said in an
order dated January 9.
The period of time in which the Debtors are required to obtain
acceptance of the plan to maintain exclusivity is extended to and
through the conclusion of the hearing on confirmation of the
Debtors' plan.
A copy of the court order is available at:
http://bankrupt.com/misc/mssb17-51243-642.pdf
As reported by the Troubled Company Reporter on Sept. 26, 2017,
National Truck Funding and American Truck Group asked the Court to
extend their exclusive plan filing period for 90 days, through and
including Jan. 22, 2018, from Oct. 23, 2017.
About National Truck Funding
Headquartered in Gulfport, Mississippi, National Truck Funding, LLC
-- http://nationaltruckfunding.com/-- retails and rents trucks.
It operates as a subsidiary of American Truck Group, LLC --
http://americantruckgroup.com/
National Truck and American Truck sought Chapter 11 protection
(Bankr. S.D. Miss. Case Nos. 17-51243 and 17-51244) on June 25,
2017. Louis J. Normand, Jr., their manager, signed the petitions.
National Truck estimated its assets and liabilities at $10 million
to $50 million. American Truck estimated its assets and
liabilities at $1 million to $10 million.
Judge Katharine M. Samson presides over the cases.
The Debtors hired Lugenbuhl, Wheaton, Peck, Rankin & Hubbard as
bankruptcy counsel; Wessler Law Firm as local counsel; Haworth
Rossman & Gerstman, LLC, as special counsel, Lefoldt & Company PA
as accountant; and Chaffe & Associates as restructuring advisor and
investment banker.
NEGRIL VILLAGE: Unsecureds to Get 25% of Claims Within 5 Years
--------------------------------------------------------------
Negril Village, Inc., and Imagek, LLC, submitted a First Amended
Joint Disclosure Statement dated December 11, 2017 before the U.S.
Bankruptcy Court for the Southern District of New York.
Holders of general unsecured claims, amounting to approximately
$200,000, will receive up to 25% of their allowed claim payable in
yearly installments of 5% per year with the first installment being
made six months after the effective date and continuing on the
yearly anniversary of such payment date for four years thereafter.
Marva Layne, the sole shareholder of Negril Village, shall receive
no distribution under the plan.
There are no priority non-tax claims in this case. Nor has any
party filed a priority claim prior to the expiration of the bar
date.
The plan will be funded by all of the debtor's cash on hand on the
effective date and cash generated from post-effective date
operations.
A full-text copy of the joint disclosure statement is available
at:
http://bankrupt.com/misc/nysb17-10319-shl-52.pdf
About Negril Village Inc.
Negril Village, Inc. operates a restaurant at 70 W. 3rd Street, New
York, New York, under the name Negril Village. The restaurant
serves Caribbean cuisine including traditional dishes from locales
such as Trinidad, Puerto Rico and Jamaica. The Debtor's sole
shareholder and principal officer is Marva Lane.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 17-10319) on February 13, 2017.
Marva Lane, shareholder and principal officer, signed the
petition.
At the time of the filing, the Debtor estimated less than $100,000
in assets and less than $1 million in liabilities.
The Law Offices of James E. Hurley, Jr. represents the Debtor as
bankruptcy counsel.
NUWELD INC: Plan Confirmation Hearing Scheduled for March 23
------------------------------------------------------------
Judge John J. Thomas of the U.S. Bankruptcy Court for the Middle
District of Pennsylvania approved the disclosure statement
referring to joint plan of reorganization filed by Nuweld, Inc. on
December 11, 2017.
March 23, 2018, at 10:00 a.m. is fixed for the hearing on
confirmation of the plan. Written objections to confirmation of the
plan are due by January 17, 2018.
January 17, 2018, is fixed as the last day for submitting written
acceptances or rejections of the plan and March 16, 2018 as the
last day for filing tabulation of ballots accepting or rejecting
the plan.
About Nuweld, Inc.
Williamsport, Pennsylvania-based Nuweld, Inc., filed for Chapter 11
bankruptcy protection (Bankr. M.D. Pa. Case No. 16-02115) on May
18, 2016, estimating its assets and liabilities at between $1
million and $10 million each. The petition was signed by Timothy
Satterfield, president.
Judge John J Thomas presides over the case.
Mark J. Conway, Esq., at the Law Offices of Mark J. Conway PC and
Brian E Manning, Esq., at the Law Offices of Brian E. Manning serve
as the Debtor's bankruptcy counsel.
OAK HRC: Involuntary Chapter 11 Case Summary
--------------------------------------------
Alleged Debtor: Oak HRC New Castle, LLC
32 Buena Vista Drive
New Castle, DE 19720
Type of Business: Oak HRC New Castle, LLC -- http://newcastle-
health.com -- provides post-acute services,
rehabilitative services, skilled nursing, short
and long term care through physical,
occupational, and speech therapists; registered
and licensed practical nurses; and certified
nursing assistants. Oak HRC is headquartered in
New Castle, Delaware.
Involuntary Chapter 11 Petition Date: January 12, 2018
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Case Number: 18-10074
Judge: Hon. Kevin Gross
Petitioners' Counsel: Joseph H. Huston, Jr., Esq.
STEVENS & LEE
919 North Market Street, Suite 1300
Wilmington, DE 19801
Tel: 302-425-3310
Fax: 610-371-7972
E-mail: jhh@stevenslee.com
Alleged creditors who signed the involuntary petition:
Petitioners Nature of Claim Claim Amount
----------- --------------- ------------
Healthcare Services Trade $164,712
Group, Inc.
Patrick Orr
3220 Tillman Drive
Suite 300
Bensalem, PA 19020
Medline Industries, Inc. Trade $34,524
Shane Reed
Three Lakes Drive
Northfield, IL 60093
McKesson Medical-Surgical Trade $63,291
Minnesota Supply Inc.
Melanie Brewer
4345 Southpoint Boulevard # 110
Jacksonville, FL 32216
A full-text copy of the involuntary petition is available at:
http://bankrupt.com/misc/deb18-10074.pdf
OHLONE TRIBE: Seeks Interim Authority to Use Cash Collateral
------------------------------------------------------------
Ohlone Tribe of Carmel First Settlers of Chino Valley, CA Inc.,
seeks authorization from the U.S. Bankruptcy Court for the Central
District of California to use cash collateral on an interim through
and including March 31, 2018.
The hearing on the Debtor's Cash Collateral Motion will be held on
Feb. 13, 2018 at 2:00 p.m.
The Debtor requires the use of what a creditor or lienholder may
claim to be as cash collateral. The Debtor believes that the use
of cash collateral is necessary for the Debtor to continue its
operations and to organize.
The Debtor primarily generates income from the rents from the homes
on the real property located at 15400 Highway 173, Hesperia CA.
The property generates $17,500 per month and is valued at
$13,000,000.
The Debtor acknowledges that Vanhoops Holdings and/or EZ Housing
may have a lien on its cash collateral. The principal balance due
to Vanhoops is approximately $2,900,000. The outstanding principal
balance due to EZ Housing is approximately $500,000.
As adequate protection, the Debtor offers the following:
(a) The equity in the collateral above each of their
respective lien. The Debtor claims $9,600,000 equity in the
collateral;
(b) The maintenance of the property; and
(c) Payment to EZ Housing in the amount of $5,000 per month.
The entire Vanhoops Note has been called due. As part of the
Debtor's reorganization plan, the Debtor will seek to repay the
debt with interest if allowed to use the collateral to obtain a
loan to pay off the first mortgage.
A full-text copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/cacb17-19965-18.pdf
About Ohlone Tribe of Carmel First Settlers
Based in Rancho Cucamonga, California, Ohlone Tribe of Carmel First
Settlers of Chino Valley, CA Inc., is a small business debtor as
defined in 11 U.S.C Section 101(51D) and is engaged in activities
related to real estate.
Ohlone Tribe filed a Chapter 11 petition (Bankr. C.D. Cal. Case No.
17-19965), on Dec. 2, 2017. The petition was signed by David
Vargas, CFO. The case is assigned to Judge Mark D. Houle. The
Debtor is represented by Odeha L Warren, Esq., at the Law Office of
Odeha Warren. At the time of filing, the Debtor had $7 million in
total assets and $3.40 million in total liabilities.
OUTBACK DEVELOPMENT: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Outback Development, LLC as of
Jan. 10, according to a court docket.
About Outback Development LLC
Outback Development, LLC is a privately held company engaged in
real estate development and management. It is based in Branson,
Missouri.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Mo. Case No. 17-61215) on November 9, 2017.
Steve R. Wood, its managing 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 Cynthia A. Norton presides over the case. David Schroeder
Law Office, P.C. is the Debtor's legal counsel.
OUTSOURCING STORAGE: Asks Court to Approve Disclosure Statement
---------------------------------------------------------------
Outsourcing Storage, Inc. has filed a motion to approve its
disclosure statement with the U.S. Bankruptcy Court for the Middle
District of Pennsylvania.
Outsourcing Storage requested that an Order be entered setting the
time for the approval of the disclosure statement, providing for 28
days' notice thereof. The debtor also requested that following the
approval by the Court of the disclosure statement, that the hearing
for the confirmation of the plan occur upon 28 days' notice
thereof.
Outsourcing Storage further requested that the Court fix a date not
less than seven days after entry of an Order approving the
disclosure statement, for service of the Order Approving Ballot
Procedures and Fixing Time for Filing of Acceptances or Rejections
of the Plan, the Plan, Disclosure Statement and Ballots on those
parties entitled to receive such Ballots.
A full-text copy of the motion dated December 11, 2017 is available
at:
http://bankrupt.com/misc/pamb17-bk-0058-110.pdf
Outsourcing Storage is represented by:
Robert E. Chernicoff, Esq.
CUNNINGHAM, CHERNICOFF & WARSHAWSKY, P.C.
2320 North Second Street
P.O. Box 60457
Harrisburg, PA 17106-0457
Tel: (717)238-6570
About Outsourcing Storage
Outsourcing Storage, Inc., is engaged in a warehousing, storage and
shipping business for companies throughout the United States.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M. D. Pa. Case No. 17-00581) on Feb. 13, 2017. The
case is assigned to Judge Robert N. Opel II.
At the time of the filing, the Debtor estimated assets of less than
$100,000 and liabilities of less than $50,000.
Cunningham, Chernicoff & Warshawsky, P.C., has been tapped to serve
as legal counsel to the Debtor.
P3 FOODS: May Continue Using Cash Collateral Through Feb. 12
------------------------------------------------------------
The Hon. Donald R. Cassling of the U.S. Bankruptcy Court for the
Northern District of Illinois has signed a 16th interim order
authorizing P3 Foods, LLC, to use PNC Equipment Finance, LLC 's
cash collateral solely to pay ordinary and necessary expenses as
set forth on the Budget through February 12, 2018.
The 16th Interim Order authorizes the Debtor to use cash of
$892,655 during the period from January 11, 2018 through February
12, 2018.
In consideration of and as adequate protection for any diminution
in the value of PNC Equipment's cash and non-cash collateral
arising from the Debtor's use of cash collateral:
(a) PNC Equipment is granted post-petition replacement liens,
to the same extent and with the same priority it held pre-petition
on the same type of assets. Such adequate protection liens will be
a valid, perfected, first priority lien in favor of PNC Equipment
against all pre-petition and post-petition assets of the Debtor of
the same kind and type and to the same extent and priority as
existed as of the Petition Date;
(b) The Debtor will maintain all necessary insurance as may be
currently in effect, and obtain such additional insurance in an
amount as is appropriate for the business in which the Debtor is
engaged;
(c) PNC Equipment will have the right to inspect the
collateral or the assets subject to its Adequate Protection Liens
as well as the Debtor's books and records; and
(d) The Debtor will make an adequate protection payment to PNC
Equipment in the amount of $16,428.
In addition, 20/20 Franchise Funding and Leaf Capital Funding are
each granted with a postpetition replacement lien, to the same
extent and with the same priority as they respectively held
prepetition on the same type of assets.
In addition, on or before Feb. 15, 2018, the Debtor will make these
adequate protection payments to its secured creditors:
(a) 20/20 Franchise Funding LLC in the amount of $4,835; and
(b) Leaf Capital Funding in the amount of $797.
The Debtor's Motion for use of cash collateral is continued for a
hearing on Feb. 6, 2018 at 10:00 a.m.
A full-text copy of the 16th Interim Order is available at
http://bankrupt.com/misc/ilnb16-32021-192.pdf
About P3 Foods
P3 Foods, LLC, which operates nine Burger King franchises in
Minneapolis, Minnesota, filed a chapter 11 petition (Bankr. N.D.
Ill. Case No. 16-32021) on Oct. 6, 2016.
Judge Donald Cassling is the case judge.
The Debtor tapped Richard L. Hirsh, Esq., at Richard L. Hirsh,
P.C., as counsel. The Debtor also engaged Aldridge Chasewater LLC
as accountant.
An official committee of unsecured creditors has not been appointed
in the case.
PEABODY ENERGY: Ad Hoc Committee's Appeal Junked as Equitably Moot
------------------------------------------------------------------
The matter captioned AD HOC COMMITTEE OF NON-CONSENTING CREDITORS,
Appellant, v. PEABODY ENERGY CORPORATION, et al., Appellees, No.
4:17-CV-01053-AGF (E.D. Mo.) arises out of the Chapter 11
bankruptcy of Peabody Energy Corporation and its subsidiaries. The
United States Bankruptcy Court for the Eastern District of Missouri
entered an order confirming the Debtors' plan of reorganization on
March 17, 2017. The Ad Hoc Committee of Non-Consenting Creditors
appealed. The Ad Hoc Committee is comprised, as of May 12, 2017, of
seven beneficial holders (or investment managers or advisers to
holders) of, among other things, second lien notes and senior
unsecured notes.
On March 30, 2017, the Court denied the Ad Hoc Committee's
emergency motion for a stay pending appeal. On April 21, 2017, the
Debtors, who had by then reorganized, moved to dismiss the appeal
as equitably moot because the Plan had been "substantially
consummated." The Official Committee of Unsecured Creditors
appointed in the bankruptcy case, and other creditors that
supported the Plan have joined the motion to dismiss. The motion to
dismiss and the merits of this appeal were submitted to the Court
at approximately the same time, and the Court heard oral argument
on both on Sept. 20, 2017.
The Court finds that the appeal is equitably moot and grants the
motions to dismiss. In the alternative, the Court affirms the
judgment of the Bankruptcy Court.
"The doctrine of equitable mootness is most often applied in the
context of a reorganization bankruptcy where the bankruptcy court
has confirmed a plan, the plan has been substantially consummated,
and then a party seeks appellate review of an issue that, if upset,
would unduly disturb the plan." The Ad Hoc Committee argues that
the Eighth Circuit has not expressly recognized the doctrine of
equitable mootness in a "precedential" opinion. This argument is
unavailing. The Eighth Circuit has affirmed the dismissal of
bankruptcy appeals on equitable mootness grounds in unpublished
opinions. Moreover, "[e]very other circuit to consider the issue
has found that equitable, prudential, or pragmatic considerations
can render an appeal of a bankruptcy court decision moot even when
the appeal is not constitutionally moot."
Factors considered by courts to determine whether an appeal is
equitably moot in the context of a reorganization bankruptcy
include: (1) whether the reorganization plan has been substantially
consummated; (2) whether a stay has been obtained; (3) whether the
relief requested would affect the rights of parties not before the
court; (4) whether the relief requested would affect the success of
the plan; and (5) the public policy of affording finality to
bankruptcy judgments.
The Court concludes that these factors, on balance, warrant a
finding of equitable mootness here.
A full-text copy of Judge Fleissig's Memorandum and Order dated
Dec. 29, 2017 is available at https://is.gd/xkxmZ5 from
Leagle.com.
PointState Capital LP, Contrarian Capital Management, L.L.C. &
Panning Capital Management LP, Plaintiffs, represented by John G.
Young, Jr. , STINSON AND LEONARD LLP, Jonathan Louis Frank --
jonathan.frank@skadden.com -- SKADDEN AND ARPS, pro hac vice &
Shana A. Elberg -- shana.elberg@skadden.com -- SKADDEN AND ARPS.
Discovery Capital Management LLC, Plaintiff, represented by Stephen
E. Hessler -- stephen.hessler@kirkland.com -- KIRKLAND AND ELLIS,
LLP, Daniel T. Donovan -- daniel.donovan@kirkland.com -- KIRKLAND
AND ELLIS, Melissa N. Koss -- melissa.koss@kirkland.com -- KIRKLAND
AND ELLIS LLP & Tiffany Ann Rowe -- tiffany.rowe@kirkland.com --
KIRKLAND AND ELLIS.
Ad Hoc Committee of Non-Consenting Creditors, Appellant,
represented by Alan J. Stone -- astone@milbank.com -- MILBANK AND
TWEED LLP, pro hac vice, Andrew Leblanc -- aleblanc@milbank.com --
MILBANK AND TWEED LLP, pro hac vice, David M. Dare , HERREN, DARE &
STREETT, Eric King Stodola -- estodola@milbank.com -- MILBANK AND
TWEED & Gerard Uzzi -- guzzi@milbank.com -- MILBANK AND TWEED LLP,
pro hac vice.
Peabody Energy Corporation, Appellee, represented by Amy Edgy ,
JONES DAY, Daniel T. Moss -- dtmoss@jonesday.com -- JONES DAY, pro
hac vice, Heather Lennox -- hlennox@jonesday.com -- JONES DAY, pro
hac vice, Steven N. Cousins -- scousins@armstrongteasdeale.com --
ARMSTRONG TEASDALE LLP & Susan K. Ehlers --
sehlers@armstrongteasdale.com -- ARMSTRONG TEASDALE LLP.
Citibank, N.A., Appellee, represented by Brian C. Walsh --
brian.walsh@bryancave.com -- BRYAN CAVE LLP.
Aurelius Capital Management, LP & Elliott Management Corporation,
Appellees, represented by Alexander Lee Moen , DOSTER ULLOM, LLC,
Kenneth H. Eckstein -- keckstein@kramerlevin.com -- KRAMER LEVIN,
P. Bradley O'Neill -- boneill@kramerlevin.com -- KRAMER LEVIN &
Stephen D. Zide -- szide@kramerlevin.com -- KRAMER LEVIN.
South Dakota Investment Council, c/o Robert A. Breidenbach
Goldstein & Pressman, P.C. Appellee, represented by Jordan J. Feist
-- Jordan.feist@woodsfuller.com -- WOODS AND FULLER.
South Dakota Investment Council, c/o Robert A. Breidenbach
Appellee, represented by Robert A. Breidenbach , GOLDSTEIN AND
PRESSMAN, P.C.
South Dakota Retirement System, c/o Robert A. Breidenbach Goldstein
& Pressman, P.C. Appellee, represented by Jordan J. Feist , WOODS
AND FULLER & Robert A. Breidenbach , GOLDSTEIN AND PRESSMAN, P.C.
Wilmington Savings Fund Society, FSB, c/o Spencer Desai, Esq.
Carmody MacDonald P.C. Appellee, represented by Howard Supplee
Steel -- hsteel@brownrudnick.com -- BROWN RUDNICK, LLP, pro hac
vice, Spencer P. Desai -- sdesai@demlawllc.com -- DESAI AND
EGGMANN, LLC, Thomas H. Riske , CARMODY MACDONALD P.C. & Jill L.
Forster -- jforster@brownrudnick.com -- BROWN RUDNICK, LLP.
Wilmington Trust Company, Appellee, represented by Richard James
Bernard -- rbernard@foley.com -- FOLEY AND LARDNER, LLP.
About Peabody Energy Corporation
Headquartered in St. Louis, Missouri, Peabody Energy Corporation --
http://www.PeabodyEnergy.com/-- claims to be the world's largest
private-sector coal company. As of Dec. 31, 2014, the Company owned
interests in 26 active coal mining operations located in the U.S.
and Australia. The Company has a majority interest in 25 of those
mining operations and a 50% equity interest in the Middlemount Mine
in Australia. In addition to its mining operations, the Company
markets and brokers coal from other coal producers, both as
principal and agent, and trade coal and freight-related contracts
through trading and business offices in Australia, China, Germany,
India, Indonesia, Singapore, the United Kingdom and the U.S.
At Dec. 31, 2015, the Company had total assets of $11.02 billion
against $10.1 billion in total liabilities, and stockholders'
equity of $919 million.
On April 13, 2016, Peabody Energy Corp. and 153 affiliates filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code. The 154 cases are jointly administered
before the Honorable Judge Barry S. Schermer under (Bankr. E.D. Mo.
Case No. 16-42529).
As of the Petition Date, PEC has approximately $4.3 billion in
outstanding secured debt obligations and $4.5 billion in
outstanding unsecured debt obligations.
The Debtors tapped Jones Day as general counsel; Armstrong,
Teasdale LLP as local counsel; Lazard Freres & Co. LLC and
investment banker Lazard PTY Limited as investment banker; FTI
Consulting, Inc., as financial advisors; and Kurtzman Carson
Consultants, LLC, as claims, ballot and noticing agent.
The Office of the U.S. Trustee on April 29, 2016, appointed seven
creditors of Peabody Energy Corp. to serve on the official
committee of unsecured creditors. The Committee retained Morrison &
Foerster LLP as counsel, Spencer Fane LLP as local counsel, Curtis,
Mallet-Prevost, Colt & Mosle LLP as conflicts counsel, Blackacre
LLC as its independent expert, and Berkeley Research Group, LLC, as
financial advisor.
On March 17, 2017, the U.S. Bankruptcy Court for the Eastern
District of Missouri, Eastern Division, entered an order confirming
the Second Amended Joint Plan of Reorganization of Peabody Energy
Corporation, et al., as Revised March 15, 2017. At 4:01 p.m.
(Eastern Time), on April 3, 2017, the Effective Date of the Plan
occurred.
PETCO HOLDINGS: S&P Lowers CCR to 'B-' on Weak Performance
----------------------------------------------------------
U.S.-based specialty pet retailer Petco Holdings Inc. performance
was weaker in third-quarter 2017 on larger negative same-store
sales comparisons and declining profits, driven by increasing costs
and competition from other retailers including e-commerce and mass
channel operators.
S&P Global Ratings lowered its corporate credit rating on San
Diego-based specialty pet retailer Petco Holdings Inc. to 'B-' from
'B'. The outlook is negative.
In conjunction with the lower corporate credit rating, S&P lowered
its issue-level ratings on the company's $2.5 billion first-lien
term loan due 2023 to 'B-' from 'B'. The '3' recovery rating is
unchanged and indicates S&P's expectation for meaningful (50%-70%;
rounded estimate: 60%) recovery in our default scenario.
S&P said, "The downgrade reflects our expectation that competitive
pressures in the pet retailing space will continue as the company
aggressively competes for market share. As a result, we expect
prolonged weakness in the company's comparable same-store sales
trends, which will hurt profits and cash flows, over the next
several quarters. We believe e-commerce players including Chewy and
Amazon will meaningfully increasing their market share at the
expense of sales from physical retail stores, which puts Petco's
performance at risk given its small e-commerce presence.
Third-quarter same-store sales were negative, declining in the
mid-3% area—the largest quarterly decline year to date—and we
expect sales comparisons to remain soft in the next year. We think
the company will execute initiatives to grow its e-commerce
presence and add pet services at physical stores as strategies to
turn around performance trends. However, we do not expect any
notable benefits to occur anytime soon. Because of these factors,
we expect debt to EBITDA to rise above 6.5x over the next year and
fixed charge coverage of 1.4x.
"The negative outlook reflects our expectations that Petco's credit
metrics will remain weak for the ratings given the intensely
competitive retail environment, soft traffic trends, and declining
profits. We also think rating downside risk has increased because
of the possibility that customer traffic will continue shifting to
online and mass channels. We forecast leverage above 6.5x and
fixed-charge coverage ratio around 1.4x in the next several
quarters.
"We could lower the rating into the 'CCC' category if we conclude
profits or cash flows are declining more than we anticipate because
of heightened competitor incursions leading us to believe the
company's capital structure becomes unsustainable, or there is
potential for a debt buyback. This could result from prolonged
negative same-store sales cadence driving strained cash flows that
leads to borrowings on the revolver. We could also see the
fixed-charge coverage ratio dropping to the low-1x area in this
situation."
An outlook revision back to stable would be predicated on Petco's
ability to rebound from negative same-store sales and improve its
credit profile such that debt to EBITDA is sustained at the
6x-area. S&P would also need to believe a debt exchange is
unlikely, the company can grow its online sales without hurting
profitability, and cost savings initiatives boost profits.
PETROQUEST ENERGY: Franklin Has 10.5% Stake as of Dec. 31
---------------------------------------------------------
Franklin Resources, Inc., Charles B. Johnson, Rupert H. Johnson,
Jr. and Franklin Advisers, Inc. disclosed that as of Dec. 31, 2017,
they beneficially own 2,240,000 shares of common stock of
Petroquest Energy, Inc., constituting 10.5 percent of the shares
outstanding.
Charles B. Johnson and Rupert H. Johnson, Jr. each own in excess of
10% of the outstanding common stock of FRI and are the principal
stockholders of FRI. FRI and the Principal Shareholders may be
deemed to be, for purposes of Rule 13d-3 under the Act, the
beneficial owners of securities held by persons and entities for
whom or for which FRI subsidiaries provide investment management
services.
A full-text copy of the regulatory filing is available at:
https://is.gd/fHkOdi
About Petroquest
Lafayette, La.-based PetroQuest Energy, Inc. --
http://www.petroquest.com/-- is an independent energy company
engaged in the exploration, development, acquisition and production
of oil and natural gas reserves in the Texas, Louisiana and the
shallow waters of the Gulf of Mexico. PetroQuest's common stock
trades on the New York Stock Exchange under the ticker PQ.
PetroQuest reported a net loss available to common stockholders of
$96.24 million on $66.66 million of oil and gas revenues for the
year ended Dec. 31, 2016, compared to a net loss available to
common stockholders of $299.92 million on $115.96 million of oil
and gas revenues for the year ended Dec. 31, 2015. The Company's
balance sheet at Sept. 30, 2017, showed $159.5 million in total
assets, $415.7 million in total liabilities and a total
stockholders' deficit of $256.20 million.
* * *
In June 2017, Moody's Investors Service withdrew all assigned
ratings for PetroQuest Energy, including the 'Caa3' Corporate
Family Rating, following the elimination of all of its rated debt.
As reported by the TCR on Dec. 7, 2017, S&P Global Ratings raised
its corporate credit rating on Lafayette, La.-based exploration and
production company PetroQuest Energy Inc. to 'CCC+' from 'CCC'.
The rating outlook is negative. "The upgrade reflects our
assessment that PetroQuest is likely to generate sufficient cash
flow and, along with continued access to its multidraw term loan,
have sufficient liquidity to meet cash interest requirements
through 2018. The company has the option to make PIK interest
payments on its second-lien senior secured PIK notes through August
2018 at 1% cash interest and 9% PIK.
PGX HOLDINGS: Moody's Lowers CFR to B3; Outlook Negative
--------------------------------------------------------
Moody's Investors Service downgraded PGX Holdings, Inc.'s
Corporate Family Rating (CFR) to B3 from B2 and its Probability of
Default Rating (PDR) to B3-PD from B2-PD. Moody's also affirmed
Progrexion's first lien senior secured term loan at B1 and
downgraded its second lien senior secured term loan to Caa2 from
Caa1. The rating outlook is negative.
The downgrade to B3 CFR reflects Progrexions' underperformance
following the December 2016 dividend recapitalization, due to
slower revenue growth and significant rise in customer acquisition
costs. Moody's believes the increased competition in digital media
is driving the negative trends, which will persist and continue to
pressure cash flow and elevate operating risk. Competition is
making it much harder and more expensive for Progrexion to acquire
new accounts and creating significant downward pressure on margins,
which have declined by more than 1,000 basis points over the last
three years. Moody's believes the company will be challenged to
meaningfully improve earnings and cash flows in the near term. As
such, Moody's expects that over the next 12-18 months Progrexion's
debt-to-EBITDA will remain in the mid 5.0 times.
Moody's took the following rating actions on PGX Holdings, Inc.:
-- Corporate Family Rating, downgraded to B3 from B2
-- Probability of Default Rating, downgraded to B3-PD from B2-PD
-- $380 million ($328 million outstanding as of September 30,
2017) first lien senior secured term loan due 2020, affirmed
at B1 (LGD3)
-- $160 million ($158 million outstanding as of September 30,
2017) second lien senior secured term loan due 2021,
downgraded to Caa2 (LGD5) from Caa1 (LGD5)
-- Outlook is Negative
RATINGS RATIONALE
Progrexion's B3 CFR reflects the company's high financial leverage,
small operating scale and its aggressive financial policies that
are demonstrated by recurring debt-financed distributions to
shareholders under its current sponsors. The rating also
incorporates uncertainty surrounding covenant compliance over the
next 6-12 months. Weaker than expected operating performance,
primarily stemming from slower topline growth and rising client
acquisition costs is increasing business risk. The significant
earnings decline in 2017 has raised debt-to-EBITDA (Moody's
adjusted) to around 5.5 times and tightened the covenant cushion as
of September 30, 2017, with meaningful covenant step downs over the
next year increasing the risk of a violation. Moody's expects the
operating pressures to create additional upward pressure on
leverage despite continued use of free cash flow to repay debt. In
addition, the company's business risk is high because of its
reliance on a single independent law firm, John C Heath PLLC
("Heath"). Progrexion has operated with Heath since 2004 and has
multi-year contracts to ensure continuity. Moody's believes that
continued access to Heath's network of lawyers and paralegals is
critical to Lexington Law's customer acquisition strategy and to
ensure compliance with applicable statutes in the various states
where the law firm operates. The potential for competitive
pressures or changes in the legal and regulatory environment that
could affect Progrexion's business model also constrains the
ratings.
However, the company's leading position in the niche credit report
repair services industry through its well-recognized brands,
Lexington Law and CreditRepair.com, partially mitigate these
business risks. Progrexion benefits from its direct relationships
with the principal consumer credit reporting agencies and ongoing
support of the agencies is critical to the company's operations.
Despite significant rise in new customer acquisition costs over the
last three years that resulted in margin compression, Moody's
expects the company's EBITA margins to remain solid for the current
rating, around 20% over the next 12-18 months.
The negative rating outlook reflects Moody's concerns that
Progrexion will struggle to generated earnings and free cash flow
sufficient to substantially de-lever its capital structure, as well
as the refinancing risk associated with the approaching first lien
term loan maturity in September 2020. The negative outlook also
incorporates expectation that the company's liquidity will remain
weak over the next 12 months due to increased uncertainty
surrounding covenant compliance. A lack of material EBITDA
improvement and/or debt repayment may lead to covenant tightness in
the next several quarters.
Moody's could downgrade Progrexion's ratings if operating
performance materially deteriorates for any reason, subscriber
trends worsen or if liquidity weakens, including the approach of
the term loan maturities and a less than certain ability to meet or
amend the financial maintenance covenants.
A ratings upgrade is not expected given the operating pressures,
Progrexion's high financial leverage, approaching maturity and
covenant compliance uncertainty. However, the ratings could be
upgraded if Progrexion's revenues, earnings and operating cash flow
materially increase. Progrexion would also need to sustain debt-to-
EBITDA (Moody's adjusted) below 5.0 times, free cash flow in the
high-single digits of total debt, and maintain good liquidity.
Progrexion is a leading provider of credit report repair services
in the U.S. primarily through its Lexington Law and
CreditRepair.com brands. The company helps consumers access and
understand information in their credit reports to correcting errors
and addressing other factors that may negatively impact their
credit scores. Progrexion's services are offered on a subscription
basis. The company has been majority owned by PE firm H.I.G.
Capital since 2010. Progrexion reported approximately $380 million
of net revenues for the last twelve months ended
September 30, 2017.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
PINELLAS PREPARATORY: Fitch Affirms BB Rating on $8.4MM Bonds
-------------------------------------------------------------
Fitch Ratings has affirmed the 'BB' rating on the following
outstanding series of bonds issued by the Pinellas County
Educational Facilities Authority, FL on behalf of Pinellas
Preparatory Academy, Inc. (PPA, Inc.):
-- $8,465,000 outstanding revenue bonds, series 2011A.
The Rating Outlook is Positive.
SECURITY
The bonds are a general obligation of PPA, Inc., which operates
Pinellas Preparatory Academy (Pinellas Prep), a charter school
serving grades 4-8, and Pinellas Primary Academy (Pinellas
Primary), a charter school serving grades K-3 located in Largo,
Florida. The bonds are further secured by a first mortgage lien
over the facility in which the schools are co-located and a
cash-funded debt service reserve.
KEY RATING DRIVERS
FAVORABLE CHARTER STATUS: The Positive Outlook reflects the
potential that cost savings and larger capital outlay fund
distributions that are expected to provide for budget relief will
improve operating margins.
STABLE OPERATIONS: The 'BB' rating reflects Pinellas Prep's
established operating history, with multiple charter renewals and a
track record of solid demand as well as solid demand for Pinellas
Primary since 2011. The financial cushion remains low but generally
positive operating results should continue to support slow but
steady growth in financial flexibility.
ADEQUATE COVERAGE: Per Fitch's charter school rating criteria, the
calculation of debt service coverage includes transaction maximum
annual debt service (TMADS) coverage on the series 2011 bonds.
TMADS coverage for Pinellas Prep and Pinellas Primary remains
adequate at the current rating at 1.3x on a combined basis in
fiscal 2017.
STANDARD SECTOR CONCERNS: Additional credit concerns include
revenue concentration, a weak balance sheet cushion and a high debt
burden, which are characteristic of the charter school sector.
RATING SENSITIVITIES
ACHIEVEMENT OF FINANCIAL METRICS: Improvement in Pinellas Prep's
operating performance yielding improved TMADS coverage and growth
in balance sheet resources could lead to an upgrade.
PING IDENTITY: Moody's Assigns 'B3' Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service assigned to Ping Identity Corporation a
B3 Corporate Family Rating (CFR), B3-PD Probability of Default
rating and a B3 rating to the company's proposed $265 million of
first lien credit facilities. The ratings outlook is stable.
The proceeds from the $240 million of the proposed term loan
facility will be used to refinance existing debt, pay transaction
fees and augment cash reserves.
RATINGS RATIONALE
The B3 CFR reflects Ping Identity's modest operating scale, weak
profitability and very high leverage of about 9x (total debt to LTM
3Q 2017 EBITDA, Moody's adjusted, including change in deferred
revenues and after expensing capitalized software costs). However,
Moody's recognizes Ping Identity's rapidly improving profitability
and strong growth in subscription revenues and Moody's expects
total debt to EBITDA to decline to about 6x and free cash flow to
increase to the mid to high single digit percentages of total debt
in 2018. Ping Identity's credit profile is supported by its high
revenue retention rates, though with a limited history, its
well-regarded, niche Access Management products and only modest
customer revenue concentration. Moody's believes that Ping
Identity's addressable market is large and the demand environment
for Access Management products is favorable. At the same time, Ping
Identity operates in a very fragmented industry and faces strong
competition from diversified enterprise software vendors as well as
the niche providers of Access Management solutions. Ping Identity
has good liquidity comprising cash balances, projected free cash
flow and access to an undrawn, $25 million revolving credit
facility. The company will maintain excess cash for small
acquisitions in the future.
The stable ratings outlook is based on Moody's expectations for
revenue growth of over 20% and free cash flow of at least 5% of
adjusted debt driven by adjusted cash EBITDA margins approaching
30% over the next 12 to 18 months.
Moody's could downgrade Ping Identity's ratings if revenue growth
and increase in profitability fall short of expectations, free cash
flow remains in the low single digit percentages of total debt or
debt-financed acquisitions or dividends result in deterioration of
credit metrics. Moody's could upgrade Ping Identity's ratings if
revenues and profit growth remains strong, the company establishes
a track record of conservative financial policies, and if it could
sustain free cash flow in the high single digit percentages of
total debt and total debt to EBITDA (Moody's adjusted, including
change in deferred revenues) below 6x.
Assignments:
Issuer: Ping Identity Corporation
-- Corporate Family Rating, Assigned B3
-- Probability of Default Rating, Assigned B3-PD
-- Senior Secured Bank Credit Facility, Assigned B3 (LGD3)
Outlook Actions:
Issuer: Ping Identity Corporation
-- Outlook, Stable
Ping Identity Corporation is a wholly owned subsidiary of Roaring
Fork Intermediate, LLC. Roaring Fork Intermediate, LLC and its
subsidiaries, doing business as Ping Identity Corporation, provide
secure access to employees, partners and consumers of its
enterprise customers that allows users to connect to software
applications. Funds affiliated to Vista Equity Partners acquired
Ping Identity on June 30, 2016.
The principal methodology used in these ratings was Software
Industry published in December 2015.
PREMIER INVESTMENT: Creditors Will Be Paid From Proceeds of Sale
----------------------------------------------------------------
Premier Investment Company II, LLC, submits to the U.S. Bankruptcy
Court for the District of Kansas a Disclosure Statement which
summarizes certain provisions of its Plan of Reorganization.
Class 3 consists of the Allowed Secured Claim of the First Lien
Lender. To the extent Proceeds remain after payment in full of the
Allowed Class 1 and Class 2 Claims, if any, the First Lien Lender's
Allowed Secured Claim will be paid in full from the Proceeds from
the sale of the Property or any part of it. The First Lien Lenders
will retain their liens in, to, or against any property of the
Debtor and its Estate, which liens will continue to apply and
attach to the property for the Reorganized Debtor, all with the
same validity, extent, and priority that otherwise existed on the
Petition Date, pending the payment of the Allowed Secured Tax Claim
in full.
The Class 3 Claim is impaired. The Holders of the Class 3 Claim
will be entitled to vote to accept or reject the Plan.
Class 4 consists of the Allowed Secured Claim of the Second Lien
Lender, which will be paid in full from the Proceeds from the sale
of the Property or any part of it to the extent that proceeds
remain after payment in full of the Allowed Class 3 Claim. The
Second Lien Lender will retain its liens in, to, or against any
property of the Debtor and its Estate, which liens will continue to
apply and attach to the property for the Reorganized Debtor, all
with the same validity, extent, and priority that otherwise existed
on the Petition Date, pending the payment of the Allowed Secured
Tax Claim in full.
Class 4 Claim is impaired, and holders of the Class 4 Claim will be
entitled to vote to accept or reject the Plan.
Under the Plan, Class 5 consists of all Allowed General Unsecured
Claims. To the extent Proceeds remain after payment in full of the
Allowed Class 4 Claim, each allowed general unsecured claim will be
paid in full from the proceeds from the sale of the Property with
interest accruing at the Federal Judgment Rate from the Petition
Date to the date of such repayment. Class 5 Claims are impaired and
each holder of an allowed Class 5 Claim will be entitled to vote to
accept or reject the Plan.
The Plan will be funded with the proceeds from the sale of the
Property or such portion of it as is sufficient to satisfy all
allowed claims as required under the Plan.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/ksb17-21794-45.pdf
Attorneys for Plan Proponent:
James P. Maloney, Esq.
BRYAN CAVE LLP
1200 Main Street, Suite 3800
Kansas City, Missouri 64105
Telephone: (816) 374-3200
Facsimile: (816) 374-3300
Email: james.maloney@bryancave.com
-- and --
Michael P. Cooley, Esq. (admitted pro hac vice)
BRYAN CAVE LLP
2200 Ross Avenue, Suite 3300
Dallas, Texas 75201
Telephone: (214) 721-8054
Facsimile: (214) 220-6754
Email: michael.cooley@bryancave.com
About Premier Investment Company II
Premier Investment Company II, LLC sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Kan. Case No. 17-21794) on
September 17, 2017. David Hoff, its manager, signed the petition.
Premier Investment Company II is a single asset real estate (as
defined in 11 U.S.C. Sec. 101(51B)) whose principal assets are
located in Wichita, Kansas. It is an affiliate of CIP Investment
Properties, LLC, which sought bankruptcy protection (Bankr. D. Kan.
Case No. 12-21952) on July 17, 2012.
At the time of the filing, Premier Investment Company II disclosed
that it had estimated assets and liabilities of $1 million to $10
million.
Judge Robert D. Berger presides over the case. Bryan Cave LLP is
the Debtor's bankruptcy counsel.
PRIMERA ENERGY: Guilty of Fraudulent Conduct, Bankr. Court Says
---------------------------------------------------------------
Bankruptcy Judge Craig A. Gargotta ruled that the Defendants in the
case captioned FREDERICK PATEK; GERALDINE PATEK; JASPER COMPISE;
WILLIAM CRAWFORD; MICAHEL COVINGTON; RICK GRIFFEY; ED MCPHERSON;
DIETER JANSEN; QUACKENBUSH PETROLEUM LLC; JAMES REILEY; BETTY
REILEY; RICK REILEY; VINCENT J. GILLETTE; MARJORIE A. GILLETTE;
THOMAS J. GILLETTE; EDWARD A. GILLETTE; SHARON WALLS; BUDDY WALLS;
DC OIL COMPANY, INC.; BUFORD SALMON; LILLIAN SALMON; JOSEPH HART;
BRIAN HUBER; DAVID DAVALOS; DANIEL DAVALOS; FREDERICK JOHNSTON;
MILAN KNEZOVICH 11; FOUNTAINGATES INVESTMENT GROUP; JAMES PETERS;
and BROC YAKEL, Plaintiffs, v. BRIAN K. ALFARO; KING MINERALS, LLC;
SILVER STAR RESOURCES, LLC; 430 ASSETS, LLC, A MONTANA LLC; KRISTI
MICHELLE ALFARO; BRIAN AND KRISTI ALFARO, AS TRUSTEES OF THE BRIAN
AND KRISTI ALFARO LIVING TRUST; and ANA AND AVERY'S CANDY ISLAND,
LLC, Defendants, Adversary No. 15-05047-CAG (Bankr. W.D. Tex.) are
liable for the following causes of action: common law fraud, fraud
in the inducement, fraud in the real estate transaction, negligent
misrepresentation, and Texas Uniform Fraudulent Transfer Act.
Plaintiffs contend that Brian Alfaro served as the Chief Executive
Officer and sole Managing Member and alter ego of Defendants (1)
Primera, (2) Alfaro O&G, (3) Alfaro Energy, (4) King, (5) Candy
Island, (6) 430 Assets, and (7) Silver Star, all of which operated
out of a single office in San Antonio, Texas. Plaintiffs also
assert that (1) King, (2) Silver Star, (3) Candy Island, (4) 430
Assets, (5) Kristi Alfaro and (6) Living Trust received funds from
the fraudulent activities of Alfaro, individually and as the head
of Defendants Primera, Alfaro O&G and Alfaro Energy.
Upon review, the Court holds that certain Plaintiffs may recover
from fraud because they meet all elements of fraud, including
actual and justifiable reliance on misrepresentations made by
Defendants. As such, Plaintiffs successfully prove the elements of
fraud in that they were induced into giving away money to
Defendants.
The ordinary measure of damages in a fraud case is the actual
amount of the plaintiff's loss that directly and proximately
results from the defendants' fraudulent conduct. As such,
Plaintiffs are entitled to their actual damages, which is the value
of their investment.
Therefore, the Court finds actual damages will be awarded as
follows:
Damages
Plaintiff Awarded
--------- -----------
Rick Reiley $149,832.00
Betty Reiley $111,399.22
Vincent J. Gillette $324,244.44
Sharon Walls $350,055.44
Rick Griffey $210,412.00
Thomas J. Gillette $379,221.05
DC Oil Company $430,820.00
James Buford Salmon $6,008,181.10
David Davalos $25,361.50
Moreover, because the above-identified Plaintiffs prevailed in
their claim for fraud in the real estate transaction, such
Plaintiffs are entitled to attorneys' fees, expert witness fees,
costs for copies of depositions and costs of court pursuant to
§section 27.01 of the Texas Business and Commerce Code. Motions
for such costs and objections to such costs will be filed and
served in accordance with Local Rule 7054.
The bankruptcy case is in re: IN RE: PRIMERA ENERGY, LLC, Chapter
11, Debtor, Case No. 15-51396-CAG (Bankr. W.D. Tex.).
A full-text copy of the Court's Memorandum Opinion dated Dec. 29,
2017 is available at https://is.gd/Qy4b9r from Leagle.com.
Frederick Patek, Plaintiff, represented by Brandon Barchus , Faulk
Barchus PLLC, Ashely M. Hymel , Faulk Barchus, PLLC, Lawrence
Morales, II , The Morales Firm, P.C., Natalie F. Wilson , Langley &
Banack, Inc -- nwilson@langleybanack.com -- Brandon Michael Barchus
-- bbarchus@faulkbarchus.com -- Faulk Barchus PLLC & David S. Gragg
-- dgragg@langleybanack.com -- Langley & Banack, Inc.
Brian Alfaro, Defendant, represented by J. Mitchell Little --
mitch.little@solidcounsel.com -- Scheef & Stone, L.L.P. & Patrick
J. Schurr -- Patrick.schurr@solidcounsel.com -- Scheef & Stone,
LLP.
Primera Energy, LLC, Defendant, represented by J. Mitchell Little,
Scheef & Stone, L.L.P.
About Primera Energy
Primera Energy, LLC, headquartered in San Antonio, Texas, filed for
Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Case No.
15-51396) on June 3, 2015, to stop the investors from trying to
"squeeze" money out of the Company, according to the Company's
owner, Brian K. Alfaro.
The Company estimated its assets and liabilities at between $1
million and $10 million.
Judge Craig A. Gargotta presides over the case.
Dean William Greer, Esq., who has an office in San Antonio, Texas,
serves as the Debtor's bankruptcy counsel.
The Chapter 11 petition was signed by Mr. Alfaro.
PRINCESS POLLY: Unsecureds Creditors Will Receive 50% of Claims
---------------------------------------------------------------
Princess Polly Anna, Inc., submits to the U.S. Bankruptcy Court for
the Southern District of West Virginia its disclosure statement
referring to its plan of reorganization.
The Debtor projects that all secured claims will be paid the fair
market value of the collateral of each secured creditor. The plan
projects that unsecured creditors' claims will be paid
approximately 50% of filed and proven claims.
Class 10 consists of the unsecured claims under $2,500 as a
"convenience class" for purposes of administration and payment of
these smaller unsecured creditors. Any unsecured creditor in Class
11 with a claim greater than $2,500 may opt into Class 10, forgive
their debt in excess of $2,500 and receive a distribution of $2,500
before the Class 11 Unsecured Claims are paid.
Class 11 consists of the allowed unsecured claims, being Creditors
who hold non-priority claims against the Debtor, not secured by any
collateral. The unsecured claims include the Deficiency Claims,
Rejection Claims, Guarantee Claims and subordinated tax penalties.
After payment in full of Classes 1, 2 and 12, the Creditors in
Class 11 will be paid from the unsecured Creditors Funds, Pro Rata,
until their Claims are all paid in full or until the end of the
Term, whichever event occurs first.
Any Creditor in Class 11 may make an election on its ballot to be
treated as a Creditor in Class 12 with an Allowed Claim of $2,500
and to receive the maximum distribution in that Class of $2,500.
However, such election may be made only on its ballot during the
voting on the Confirmation of the Plan and once made will be
irrevocable.
The Debtor proposes to continue its operations under the direction
of its sole shareholder, Frederick J. Taylor, and will repay its
Creditors in conformity with and pursuant to the terms of the Plan.
The Debtor will endeavor to keep its operating costs low.
Upon the Effective Date of the Plan, the Debtor will devote the
business operations from its Big Mountain Mine to the payment of
its operating costs and payments to its secured creditors. The
Classes 2, 10 and 11 priority and non-priority unsecured creditors
will receive $0.50 per ton from all coal sales arising from the Big
Mountain Mine, plus such additional amounts determined by the
Debtor to be surplus funds not necessary for the continued mining
operations, as well as the Prosecutable Claims Proceeds, defined in
the Plan as the "Unsecured Creditors Funds."
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/wvsb17-50060-157.pdf
About Princess Polly Anna
Headquartered in Lewisburg, West Virginia, Princess Polly Anna,
Inc, filed for Chapter 11 bankruptcy protection (Bankr. S.D. W.V.
Case No. 17-50060) on March 1, 2017, estimating its assets at up to
$50,000 and its liabilities at between $1 million and $10 million.
The petition was signed by Frederick J. Taylor, president.
Judge Frank W. Volk presides over the case.
John F. Leaberry, Esq., at the Law Office of John Leaberry serves
as the Debtor's bankruptcy counsel.
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Princess Polly Anna, Inc, as of
April 6, 2017, according to a court docket.
The Debtor began its existence April 24, 1984 when it was organized
Frederick J. Taylor with the filing of its Articles with the West
Virginia Secretary of State’s Office. In 2012 the Debtor was to
begin contract mining services on Big Mountain in Greenbrier
County, West Virginia.
PROPERTY REMODELING: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Property Remodeling
Development, LLC, as of Jan. 10, according to a court docket.
Property Remodeling is represented by:
John F. Leaberry, Esq.
Law Office of John Leaberry
167 Patrick Street
Lewisburg, WV 24901
Phone: (304) 645-2025
Email: leaberry01@yahoo.com
About Property Remodeling Development
Property Remodeling Development, LLC sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D.W. Va. Case No.
17-20634) on December 7, 2017. John H. Wellford III, manager,
signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $50,000 and liabilities of less than
$1 million.
Judge Frank W. Volk presides over the case. The Debtor is
represented by the Law Office of John Leaberry.
PRY WAY TRUCKING: Taps Gardner Law Offices as Legal Counsel
-----------------------------------------------------------
Pry Way Trucking Co., Inc. seeks approval from the U.S. Bankruptcy
Court for the Western District of North Carolina to hire Gardner
Law Offices, PLLC as its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; assist in the preparation of a plan of
reorganization; and provide other legal services related to its
Chapter 11 case.
William Gardner, Esq., disclosed in a court filing that he and his
firm do not hold, or represent any interest adverse to the Debtor's
estate.
The firm can be reached through:
William S. Gardner, Esq.
Gardner Law Offices, PLLC
320-1 E. Graham Street
Shelby, NC 28150
Phone: (704) 600-6113
Fax: (888) 870-1644
Email: billgardner@gardnerlawoffices.com
About Pry Way Trucking Co. Inc.
Pry Way Trucking Co., Inc. sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. W.D.N.C. Case No. 17-40471) on December
22, 2017. Sadie Pryor, president, signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $500,000 and liabilities of less than
$1 million.
Judge J. Craig Whitley presides over the case.
RADIATE HOLDCO: S&P Rates New $300MM Unsecured Notes 'CCC+'
-----------------------------------------------------------
S&P Global Ratings assigned its 'CCC+' issue-level rating and '6'
recovery rating to Radiate Holdco LLC's proposed $300 million
unsecured notes. The '6' recovery rating indicates our expectation
of minimal (0%-10%; rounded estimate: 0%) recovery in a simulated
default scenario. Proceeds will be used to fund the previously
announced acquisition of WaveDivision Holdings, which is expected
to close in the coming weeks. This does not affect S&P's 'B'
corporate credit rating, as this financing was incorporated into
its recent affirmation of the rating.
RECOVERY ANALYSIS
Key analytical factors
S&P said, "Our simulated default scenario contemplates a default in
2021 precipitated by intense competitive pressures from
significantly larger and better-capitalized video operators, such
as Comcast, Charter, and Verizon, as well as alternative video
sources offered over the internet. This would result in the company
unable to meet its fixed charges, including interest expense,
required debt amortization, and a maintenance level of capital
expenditures. We have valued Radiate as a going concern, using a
5.5x emergence EBITDA multiple. This multiple is higher than the
5.0x multiple we ascribe to overbuilder WideOpenWest given
Radiate's higher penetration levels but lower than the 6x-7x
multiple typically assumed for pure incumbent cable operators given
Radiate still generates a significant portion of its revenue from
competitive overbuilt markets."
Other default assumptions include an 85% draw on the revolver,
LIBOR rises to 2.5%, and all debt includes six months of
prepetition interest.
Simulated default assumptions
-- Simulated year of default: 2021
-- EBITDA at emergence: 335 million
-- EBITDA multiple: 5.5x
Simplified waterfall
-- Net enterprise value (after 5% admin. costs): $1.75 billion
-- Valuation split in % (obligors/nonobligors): 100/0
-- Collateral value available to secured creditors: $1.75 billion
-- Secured first-lien debt: $3.1 billion
--Recovery expectations: 50%-70% (rounded estimate: 55%)
-- Senior unsecured debt and pari passu claims: $2.1 billion
-- Recovery expectations: 0%-10% (rounded estimate: 0%)
RATINGS LIST
Radiate Holdco LLC
Corporate Credit Rating B/Stable/--
New Rating
Radiate Holdco LLC
Radiate Finance, Inc
Senior Unsecured
$300 million 6.625% notes due 2/15/2025 CCC+
Recovery Rating 6(0%)
RED RIVER TIC: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Red River TIC - Pendleton, LLC
1312 Neptune Avenue
Encinitas, CA 92024
Case No.: 18-bk-00194
Type of Business: Red River TIC - Pendleton, LLC listed itself as
a Single Asset Real Estate (as defined in 11
U.S.C. Section 101(51B)). The company owns a
3.43% interest in Four Seasons Nursing Center -
1212 Four Seasons Drive, Durant, Oklahoma 74701;
Oak Ridge Nursing Center - 1100 Oak Ridge Drive,
Durant, Oklahoma 74701, and Brookside Manor
Nursing Center - Highway 99 South, Madill,
Oklahoma 73446, valued by the company at $18
million.
Chapter 11 Petition Date: January 11, 2018
Court: United States Bankruptcy Court
Middle District of Florida (Tampa)
Debtor's Counsel: Buddy D Ford, Esq.
BUDDY D. FORD, P.A.
9301 West Hillsborough Avenue
Tampa, FL 33615-3008
Tel: 813-877-4669
Fax: 813-877-5543
E-mail: Buddy@TampaEsq.com
All@tampaesq.com
Total Assets: $18 million
Total Debt: $7.68 million
The petition was signed by Ted K. Pendleton, manager.
The Debtor said it has no unsecured creditors.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/flmb18-00194.pdf
Pending bankruptcy cases of affiliates:
Debtor Petition Date Case No.
------ ------------- --------
Key West Health & Rehabilitation 7/27/17 17-06580
Center, LLC
Red River TIC - Roberts, LLC 12/05/17 17-10124
SCG Baywood, LLC 7/27/17 17-06563
SCG Durant Four Seasons, LLC 12/05/17 17-10103
SCG Gracewood, LLC 7/27/17 17-06564
SCG Harbourwood, LLC 7/27/17 17-06572
SCG Lake County, LLC 12/05/17 17-10104
SCG Laurellwood Nursing, LLC 7/27/17 17-06576
SCG Madill Brookside, LLC 12/05/17 17-10101
SCG Oak Ridge, LLC 12/05/17 17-10107
SCG Red River Management, LLC 12/05/17 17-10109
SCG Red River, LLC 12/05/17 17-10108
Senior Care Group, Inc. 7/27/17 17-06562
The Bridges Nursing & 7/27/17 17-06579
Rehabilitation, LLC
RELIANT REALTY NY: Coyote Demands Accounting of Cash Collateral
---------------------------------------------------------------
Secured Creditor Coyote Capital Investments, LLC, asks the U.S.
Bankruptcy Court for the District of Arizona to direct Reliant
Realty NY, LLC, for accounting and turn-over of cash collateral.
A hearing on the merits on Coyote Capital's Objection to Use Cash
Collateral will be held on Feb. 6, 2018 at 11:00 a.m., which is
also the First Status Hearing for this Chapter 11 case.
Creditor Coyote submits that the Deed of Trust and Assignment of
Rents encumbering the condominium known as 4600 North 68th Street
#335, Scottsdale, Arizona 85251, contains an assignment of rents
clause establishing that Coyote Capital holds a perfected security
interest in the income and/or rents that the Debtor is generating
by leasing-out the Property. Therefore, this income and/or rents
constitute Coyote Capital's cash collateral.
Coyote Capital objects to the Debtor's use of cash collateral and
does not consent to the Debtor's further use thereof, otherwise,
Coyote Capital demands that it be adjudicated as having a
superpriority claim to said cash collateral.
Additionally, Coyote Capital requires that the Debtor provide it
with written proof that the Debtor is maintaining hazard insurance
coverage on the Property and with the insurance policy explicitly
stating that:
(a) Coyote Capital Investments, LLC, is named additional
insured and/or co-insured/loss-payee;
(b) the coverage limit is at least $100,000; and
(c) the deductible is not more than $1,000.
Coyote Capital obliges the Debtor to provide it written proof of:
(a) all income and/or rents the Debtor has thus far collected
postpetition from the property, commencing Jan. 4, 2018 and will
subsequently collect throughout the duration of this Chapter 11
case, and (b) what has happened with all the income and/or rents
the Debtor has collected post-petition.
As a condition to the Debtor securing Coyote Capital's and/or the
Court's required consent to utilize Coyote Capital's cash
collateral, Coyote Capital demands the Debtor to provide monthly
income statements and expense budgets (which must be pre-approved
by either Coyote Capital or the Court) and reconciliations
reflecting anticipated cost to keep the Property up-and-running,
and the actual costing.
Attorney for Coyote Capital:
David L. Knapper, Esq.
Law Offices of David L. Knapper
1599 East Orangewood, Suite 125
Phoenix, Arizona 85020
Telephone: (602) 252-0809
Facsimile: (602) 256-0432
E-mail: dlk@knapperlaw.com
The case is In re Reliant Realty NY, LLC, (Bankr. D. Ariz. Case No.
18-00086). The case is assigned to Judge Daniel P. Collins.
RUBY TUESDAY: Deregisters Securities Under Stock Plans
------------------------------------------------------
Ruby Tuesday, Inc. filed with the Securities and Exchange
Commission post-effective amendments to its Form S-8 registration
statement to withdraw and remove from registration all shares of
the Company's common stock, $0.01 par value per share, and all
unsecured obligations of the Company to pay deferred compensation,
remaining unissued under these registration statements:
* Registration Statement No. 333-162394, filed on Oct. 8, 2009,
registering the offer and sale of 2,800,000 of the
Company's Shares, issuable pursuant to the Ruby Tuesday, Inc.
2003 Stock Incentive Plan;
* Registration Statement No. 333-122124, filed on Jan. 19,
2005, registering an aggregate of $5,000,000 of Deferred
Compensation Obligations, issuable under the Ruby Tuesday,
Inc. 2005 Deferred Compensation Plan;
* Registration Statement No. 333-88879, filed on Oct. 13, 1999,
registering the offer and sale of 3,000,000 of the
Company's Shares, issuable pursuant to the Company's 1996
Stock Incentive Plan;
* Registration Statement No. 333-03165, filed on May 3, 1996,
registering an aggregate of $6,000,000 of Deferred
Compensation Obligations and the offer and sale of 300,000 of
the Company's Shares and 300,000 Series A Junior
Participating Preferred Stock Purchase Rights, issuable
pursuant to the Company's Deferred Compensation Plan;
* Registration Statement No. 333-03153, filed on May 3, 1996,
registering the offer and sale of 300,000 of the Company's
Shares and 300,000 Series A Junior Participating Preferred
Stock Purchase Rights, issuable pursuant to the Company's
Salary Deferral Plan;
* Registration Statement No. 033-20585, as amended by Post-
Effective Amendment No. 1, filed on April 30, 1996,
registering the offer and sale of 892,278 of the Company's
Shares and 892,278 Series A Junior Participating Preferred
Stock Purchase Rights, issuable pursuant to the Company's
Salary Deferral Plan; and
* Registration Statement No. 033-32697, as amended by Post-
Effective Amendment No. 1, filed on April 30, 1996,
registering an aggregate of $9,900,000 of Deferred
Compensation Obligations and the offer and sale of 405,000 of
the Company's Shares and 405,000 Series A Junior
Participating Preferred Stock Purchase Rights, issuable
pursuant to the Company's Deferred Compensation Plan.
On Dec. 21, 2017, pursuant to the terms of an Agreement and Plan of
Merger, dated as of Oct. 16, 2017, by and among RTI Holding
Company, LLC, RTI Merger Sub, LLC, a wholly-owned subsidiary of
RTIH ("Merger Sub"), and the Company, Merger Sub merged with and
into the Company, with the Company continuing as the surviving
corporation and a wholly-owned subsidiary of RTIH.
At the effective time of the Merger, each Share issued and
outstanding immediately prior to the Merger (other than any shares
held by the Company, RTIH, Merger Sub, any other wholly-owned
subsidiary of RTIH or the Registrant, or any stockholder who
properly demanded and did not validly withdraw 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.
In addition, on Dec. 22, 2017, the New York Stock Exchange filed a
Form 25 to delist the Company's Shares. The Company intends to
file Form 15 to terminate registration under Section 12(g) of the
Securities Exchange Act of 1934, as amended, and its duty to file
reports under Sections 13 and 15(d) of the Exchange Act.
As a result of the Merger, the Company has terminated any and all
offerings of its securities pursuant to the Registration
Statements. Accordingly, the Company terminates the effectiveness
of each Registration Statement and, in accordance with an
undertaking made by the Company in Part II of each Registration
Statement to remove from registration, by means of a post-effective
amendment, any securities that had been registered for issuance but
remain unsold at the termination of the offering, removes from
registration any and all securities of the Company registered but
unsold under the Registration Statements as of the effective time
of the Merger.
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.
SAVERS INC: Bank Debt Trades at 6.17% Off
-----------------------------------------
Participations in a syndicated loan under which Savers Inc (fka TVI
Inc) is a borrower traded in the secondary market at 93.83
cents-on-the-dollar during the week ended Friday, December 29,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents an increase of 0.36 percentage points
from the previous week. Savers Inc (fka TVI Inc) pays 375 basis
points above LIBOR to borrow under the $715 million facility. The
bank loan matures on Oct. 2, 2019 and Moody's B3 rating and
Standard & Poor's CCC rating. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended December
29.
SCIENTIFIC GAMES: Completes Reincorporation in Nevada
-----------------------------------------------------
Scientific Games Corporation announced that effective 12:00 p.m.,
Eastern Time, it has completed its reincorporation in the State of
Nevada by merging into a wholly-owned Nevada subsidiary. The
reincorporation was approved by stockholders of Scientific Games at
a special meeting of stockholders held on Nov. 27, 2017.
As of the Effective Time (as defined in the reincorporation merger
agreement), each share of Scientific Games Class A common stock,
par value $0.01 per share, issued and outstanding immediately prior
to the Effective Time has been converted into one fully paid and
non-assessable share of common stock, par value $0.001, of the
surviving Nevada corporation. Following the reincorporation,
holders of Class A Common Stock of Scientific Games own the same
number of shares of common stock in the surviving Nevada
corporation as they owned in the Delaware corporation prior to
completion of the reincorporation. Stockholders of Scientific
Games do not need to exchange their stock certificates. The
reincorporation did not result in any change in Scientific Games'
name, ticker symbol, CUSIP number, headquarters, business,
management, location of offices, assets, liabilities or net worth,
other than as a result of the costs incident to the reincorporation
merger.
The Company's management, including all directors and officers,
have assumed identical positions with the surviving Nevada
corporation.
About Scientific Games
Based in Las Vegas, Nevada, Scientific Games Corporation (NASDAQ:
SGMS) -- http://www.scientificgames.com/-- is a developer of
technology-based gaming systems, table games, table products and
instant games and a leader in products, services and content for
gaming, lottery and interactive gaming markets. Scientific Games
delivers what customers and players value most: trusted security,
creative content, operating efficiencies and innovative technology.
Today, the Company offers customers a fully integrated portfolio
of technology platforms, robust systems, engaging content and
unrivaled professional services.
Scientific Games reported a net loss of $353.7 million in 2016, a
net loss of $1.39 billion in 2015 and a net loss of $234.3 million
in 2014. Scientific Games had $7.06 billion in total assets, $9.03
billion in total liabilities and a $1.97 billion total
stockholders' deficit.
SCIENTIFIC GAMES: Deregisters Unsold Securities
-----------------------------------------------
Scientific Games Corporation filed with the Securities and Exchange
Commission post-effective amendments to the following registration
statements on Form S-3, which have been previously filed with the
Securities and Exchange Commission:
i. Registration No. 333-74590 originally covering 5,447,588
shares of Predecessor Common Stock for resale by selling
stockholders; and
ii. Registration No. 333-110477 originally covering (a)
$500,000,000 of debt securities for sale by the Company and
shares of Predecessor Common Stock issuable upon conversion
of the debt securities, (b) 10,000,000 additional shares of
Predecessor Common Stock for sale by the Company and (c)
146,793 shares of Predecessor Common Stock for resale by
selling stockholders.
The Company amended the Registration Statements to deregister any
remaining securities registered and unsold under the Registration
Statements. The securities are being removed from registration
because the securities are no longer being offered or sold pursuant
to the Registration Statements.
Scientific Games also filed post-effective amendments to its Form
S-8 registration statements in part in order to deregister,
effective as of the Effective Time:
i. all securities that remain unissued or unsold under
Registration File No. 333-192716 (originally covering
300,000 shares of Predecessor Common Stock issuable in
connection with equity awards granted to Andrew E. Tomback
pursuant to an Inducement Equity Award Agreement);
ii. all securities that remain unissued or unsold under
Registration File No. 333- 177148 (originally covering
200,000 shares of Predecessor Common Stock issuable in
connection with equity awards granted to Grier C. Raclin
pursuant to an Employee Inducement Award);
iii. all securities that remain unissued or unsold under
Registration File No. 333-216429 (originally covering
100,000 shares of Predecessor Common Stock issuable in
connection with equity awards granted to Karin-Joyce Tjon
Sien Fat pursuant to an Inducement Equity Award Agreement);
iv. all securities that remain unissued or unsold under
Registration File No. 333-101725 (originally covering
1,000,000 shares of Predecessor Common Stock in connection
with the Scientific Games Corporation 2002 Employee Stock
Purchase Plan);
v. all securities that remain unissued or unsold under
Registration File Nos. 333-44979 and 333-101729 (originally
covering 1,600,000 shares of Predecessor Common Stock and
an additional 3,800,000 shares of Predecessor Common Stock,
in each case, in connection with the Scientific Games
Corporation 1997 Incentive Compensation Plan);
vi. only those such securities that remain unissued or unsold
under Registration File No. 333-110141 relating
specifically to the Scientific Games Corporation 2003
Inducement Stock Option Agreement Grants (originally
covering 170,000 shares of Predecessor Common Stock
issuable for each of Steven Saferin, Eric Pullman, Alan
Middleton and David Schorr);
vii. only those such securities that remain unissued or unsold
under Registration File No. 333-134043 relating
specifically to the 2005 Inducement Stock Option Agreement
Grants (originally covering 637,500 shares of Predecessor
Common Stock issuable for each of Michael Chambrello and
Steven Beason).
In accordance with Rule 414(d) under the Securities Act, the
Registrant, as successor to the Predecessor Registrant pursuant to
Rule 12g-3 of the Exchange Act, expressly adopts the following
Registration Statements on Form S-8 of the Predecessor Registrant
as its own for all purposes of the Securities Act and the Exchange
Act:
i. Registration File No. 333-213432 (originally covering
2,000,000 shares of Predecessor Common Stock in connection
with the ESPP);
ii. Registration File Nos. 333-110141, 333-134043, 333-157638,
333-161232, 333-191817 and 333-200463 (originally covering
6,500,000 shares of Predecessor Common Stock, an additional
2,000,000 shares of Predecessor Common Stock, an additional
3,000,000 shares of Predecessor Common Stock, an additional
2,000,000 shares of Predecessor Common Stock, an additional
6,116,908 shares of Predecessor Common Stock and an
additional 4,814,791 shares of Predecessor Common Stock,
respectively, and, in each case, relating specifically to
the 2003 Plan);
iii. Registration File Nos. 333-05811 and 333-44983 (originally
covering 2,000,000 shares of Predecessor Common Stock and
an additional 2,000,000 shares of Predecessor Common Stock,
in each case, in connection with the 1995 Plan);
iv. Registration File No. 333-197948 (originally covering
247,116 shares of Predecessor Common Stock issuable in
connection with equity awards granted to Michael Gavin
Isaacs pursuant to an Equity Inducement Award); and
v. Registration File No. 333-213434 (originally covering
734,804 shares of Predecessor Common Stock issuable in
connection with equity awards granted to Kevin Sheehan
pursuant to Equity Inducement Awards).
On Jan. 10, 2018, Scientific Games Corporation, a Delaware
corporation (the "Predecessor Registrant"), merged with and into
its wholly owned subsidiary, SG Nevada Merger Company, a Nevada
corporation (the "Registrant"), pursuant to an Agreement and Plan
of Merger, dated as of Sept. 18, 2017, between the Predecessor
Registrant and the Registrant, with the Registrant as the surviving
corporation. At the effective time of the Reincorporation Merger,
the Company was renamed "Scientific Games Corporation" and
succeeded to the assets, continued the business and assumed the
rights and obligations of the Predecessor Registrant immediately
prior to the Reincorporation Merger all by operation of law. The
Reincorporation Merger Agreement was adopted by the holders of
Predecessor Common Stock at a special meeting of the stockholders
of the Predecessor Registrant held on Nov. 27, 2017.
At the Effective Time, pursuant to the Reincorporation Merger
Agreement, each outstanding share of Class A common stock, par
value $0.01 per share, of the Predecessor Registrant automatically
converted into one share of common stock, par value $0.001 per
share, of the Company.
About Scientific Games
Based in Las Vegas, Nevada, Scientific Games Corporation (NASDAQ:
SGMS) -- http://www.scientificgames.com/-- is a developer of
technology-based gaming systems, table games, table products and
instant games and a leader in products, services and content for
gaming, lottery and interactive gaming markets. Scientific Games
delivers what customers and players value most: trusted security,
creative content, operating efficiencies and innovative technology.
Today, the Company offers customers a fully integrated portfolio
of technology platforms, robust systems, engaging content and
unrivaled professional services.
Scientific Games reported a net loss of $353.7 million in 2016, a
net loss of $1.39 billion in 2015 and a net loss of $234.3 million
in 2014. Scientific Games had $7.06 billion in total assets, $9.03
billion in total liabilities and a $1.97 billion total
stockholders' deficit.
SEARS CANADA: Claims Bar Date Set for March 2
---------------------------------------------
The Ontario Superior Court of Justice (Commercial List) issued an
order in the Companies' Arrangement Act proceedings of the Sears
Canada Inc. et al., commencing a claims procedure to identify and
determine all claims against the Debtors and their respective
directors and officers including former directors and officers.
All persons who assert a claim against the Debtors, and their
directors and officers must file a proof of claim with the Debtors'
monitor, FTI Consulting Canada Inc., on or before 5:00 p.m.
(Toronto Time) on March 2, 2018. In addition, effective as of Jan.
21, 2018, Sears loyalty points and gift cards will no longer be
honored by the Debtors.
For more information, contact:
FTI Consulting Canada Inc.
Sears Canada Monitor
TD Waterhouse Tower
79 Wellington Street West
Suite 2010, P.O. Box 104
Toronto, Ontario M5K 1G8
Tel: +1 416-649-8113
Toll Free: +1 855-649-8113
Fax: +1 416-649-8101
Email: searscanada@fticonsulting.com
About Sears Canada
Sears Canada Inc. is an independent Canadian digital and
store-based retailer and technology company whose head office is
based in Toronto. Sears Canada's unique brand format offers
premium quality Sears Label products, designed and sourced by Sears
Canada, and of-the-moment fashion and home decor from designer
labels in The Cut @ Sears. Sears Canada also has a top ranked
appliance and mattress business in Canada. Sears Canada is
undergoing a reinvention, including new customer experiences at
every touchpoint, a new e-commerce platform, new store concepts,
and a new set of customer service principles designed to deliver
WOW experiences to customers. Information can be found at
sears.ca/reinvention. Sears Canada operates as a separate entity
from its U.S.-based co-founder, now known as Sears Holdings Corp.
based in Illinois.
The Company's balance sheet as of April 29, 2017, showed total
assets of C$1.187 billion against total liabilities of C$1.107
billion.
Amid mounting losses and liquidity constraints Sears Canada and
certain of its subsidiaries on June 22, 2017, applied to the
Ontario Superior Court of Justice (Commercial List) for protection
under the Companies' Creditors Arrangement Act ("CCAA"), in order
to continue to restructure its business.
Sears Canada and its subsidiaries on June 22, 2017, were granted an
order (the "Initial Order") under the Companies' Creditors
Arrangement Act (the "CCAA"). Pursuant to the Initial Order, FTI
Consulting has been appointed Monitor. Sears Canada and certain of
its subsidiaries have obtained orders from the Ontario Superior
Court of Justice (Commercial List) extending the stay period
provided by the Initial Order to Nov. 7, 2017, under the CCAA.
The Company has engaged BMO Capital Markets, as financial advisor,
and Osler, Hoskin & Harcourt LLP, as legal advisor. The Board of
Directors and the Special Committee of the Board of Directors of
the Company has retained Bennett Jones LLP, as legal advisor.
FTI Consulting is the Court-appointed monitor. The Monitor tapped
Norton Rose Fulbright Canada LLP as counsel.
SEARS HOLDINGS: Edward Lampert Has 53.9% Stake as of Jan. 10
------------------------------------------------------------
In a Schedule 13D/A filed with the Securities and Exchange
Commission, these reporting persons disclosed that they may be
deemed to beneficially own shares of Sears Holdings Corporation
common stock as of Jan. 10, 2018:
Number of Percentage
Shares of
Beneficially Outstanding
Reporting Person Owned Shares
---------------- ------------ ------------
ESL Partners, L.P. 63,677,890 56.6%
SPE I Partners, LP 150,124 0.1%
SPE Master I, LP 193,341 0.2%
RBS Partners, L.P. 64,021,355 56.9%
ESL Investments, Inc. 64,021,355 56.9%
Edward S. Lampert 64,021,355 53.9%
The percentages are based upon 107,613,718 shares of Holdings
Common Stock outstanding as of Nov. 24, 2017, as disclosed in
Holdings' Quarterly Report on Form 10-Q for the fiscal quarter
ended Oct. 28, 2017, that was filed by Holdings with the SEC on
Nov. 30, 2017, and 4,808,465 shares of Holdings Common Stock that
may be acquired by the reporting person within 60 days upon the
exercise of Warrants to purchase shares of Holdings Common Stock.
In grants of shares of Holdings Common Stock by Holdings on Oct.
31, 2017, Nov. 30, 2017, and Dec. 29, 2017, pursuant to the
Extension Letter between Holdings and Mr. Lampert, Mr. Lampert
acquired an additional 151,617 shares of Holdings Common Stock. Mr.
Lampert received the shares of Holdings Common Stock as
consideration for serving as chief executive officer and no cash
consideration was paid by Mr. Lampert in connection with the
receipt of those shares of Holdings Common Stock.
Each reporting person may be deemed to be a member of a group with
respect to Holdings or securities of Holdings for the purposes of
Section 13(d) or 13(g) of the Act.
A full-text copy of the regulatory filing is available at:
https://is.gd/X2qJir
About Sears Holdings
Based in Hoffman Estates, Illinois, Sears Holdings Corporation
(NASDAQ: SHLD) -- http://www.searsholdings.com/-- is an integrated
retailer focused on seamlessly connecting the digital and physical
shopping experiences to serve its members. Sears Holdings is home
to Shop Your Way, a social shopping platform offering members
rewards for shopping at Sears and Kmart, as well as with other
retail partners across categories important to them. The Company
operates through its subsidiaries, including Sears, Roebuck and Co.
and Kmart Corporation, with full-line and specialty retail stores
across the United States.
Sears Holdings reported a net loss of $2.22 billion on $22.13
billion of revenues for the fiscal year 2016, compared to a net
loss of $1.12 billion on $25.14 billion of revenues for the fiscal
year 2015. As of Oct. 28, 2017, Sears Holdings had $8.19 billion
in total assets, $12.20 billion in total liabilities and a total
deficit of $4 billion.
* * *
In January 2017, Fitch Ratings affirmed the Long-term Issuer
Default Ratings (IDR) on Sears Holdings and its various subsidiary
entities at 'CC'.
As reported by the TCR on Nov. 3, 2017, S&P Global Ratings lowered
its corporate credit rating on Sears Holdings Corp. to 'CCC' from
'CCC+'. The outlook is negative. "The downgrade reflects our view
that addressing 2018 maturities over upcoming quarters will
determine if the company can continue its turnaround plan without
seeking a broader restructuring," S&P said.
In November 2017, Moody's Investors Service downgraded Sears
Holdings Corp.'s Corporate Family Rating to 'Caa3' from 'Caa2'.
Sears' Caa3 rating reflects the company's sizable operating losses
- Domestic Adjusted EBITDA was an estimated loss of approximately
$625 million for the LTM period ending Oct. 28, 2017.
SEARS HOLDINGS: Raises Incremental $100M in New Financing
---------------------------------------------------------
Sears Holdings Corporation has raised $100 million in new financing
and is pursuing an additional $200 million from other
counterparties. In addition, Sears Holdings has amended its
existing second lien notes, maturing Oct. 15, 2018, to increase
their borrowing base advance rate for inventory and defer their
collateral coverage test and restart it with the second quarter of
2018, and is in discussions with certain lenders regarding
additional transactions to improve the terms on potentially more
than $1 billion of its non-first lien debt.
The Company also outlined incremental actions to further streamline
its operations to drive profitability, including cost reductions of
$200 million on an annualized basis in 2018 unrelated to store
closures.
Rob Riecker, Sears Holdings' chief financial officer, said: "As
previously announced, we are actively pursuing transactions to
adjust our capital structure in order to generate liquidity and
increase our financial flexibility. The new capital we have
secured represents meaningful progress towards those objectives and
demonstrates that we continue to have options to finance our
business."
Edward S. Lampert, chairman and chief executive officer of Sears
Holdings, said: "We made significant progress in 2017 through our
efforts to reset our cost base and enhance our liquidity, as well
as our recently announced agreement with the PBGC to pre-fund our
contributions to our pension plan for the next two years. The
initiatives we have announced today build on those achievements and
make clear our determination to remain a viable competitor in the
challenging retail environment. The financial transactions we are
pursuing and incremental cost actions are designed to accelerate
our return to profitability and enable Sears Holdings to increase
our investment in the most promising opportunities in our
enterprise, including our Shop Your Way network and our Sears Home
Services business. Our leadership team is more aligned and
committed to the transformation of Sears Holdings than ever before.
With the support of our associates, we hope to work constructively
with our investors, vendors and other constituents to facilitate
the actions we are announcing today."
Financial Transactions
Sears Holdings has amended the borrowing base definition in the
indenture relating to the Company's second lien notes, maturing
Oct. 15, 2018, to change the advance rate for inventory to 75%,
increased from 65%. The amendment also defers the collateral
coverage test for purposes of the repurchase offer covenant in such
indenture and restarts it with the second quarter of 2018 (such
that no collateral coverage event can occur until the end of the
third quarter of 2018). The Company has also made corresponding
amendments to its second lien credit agreement.
Sears Holdings has also initiated a series of financial
transactions to raise an incremental $300 million in new liquidity.
The Company has already received a $100 million term loan,
supported by ground leases and select intellectual property. Under
certain circumstances and with the consent of the lender, the
Company will be entitled to raise an additional $200 million
against the same collateral.
In addition, the Company is in discussions with certain lenders
regarding additional transactions to enhance its liquidity and
strengthen its balance sheet through a series of agreements that
would improve the terms on potentially more than $1 billion of its
non-first lien debt, including significantly reducing cash interest
expense and extending the maturity of some of that debt. The
Company will disclose the outcome of these negotiations as
appropriate.
Further, the Company is also continuing to pursue a secured credit
facility, consisting of an approximately $407 million (net of
associated costs) first lien tranche and a second lien tranche of
up to $200 million, secured by the 138 properties currently subject
to a ring-fence arrangement with the Pension Benefit Guaranty
Corporation. The 138 properties have an aggregate appraised value
of approximately $985 million.
However, should the Company's efforts to complete these
transactions not be fully successful, the Board will consider all
other options to maximize the value of its assets.
Committed to Return to Profitability
In addition to the significant cash savings that would be realized
from completion of the financial transactions, Sears Holdings
announced incremental actions to become a more agile and
competitive retailer and deliver on its commitment to return to
profitability in 2018. The Company has identified $200 million of
cost savings, unrelated to store closures, to achieve its goal.
Sears Holdings will also benefit from cost reduction activities
undertaken in the 2017 fiscal year, including additional store
closures announced in January 2018, as the Company continues to
right-size its store footprint in number and size. While the
closing stores collectively generated about $850 million in sales
over the past 12 months, they were among our lowest performing
stores with an average gross margin rate approximately 400 basis
points lower than our ongoing stores. While closing these stores
may negatively impact our sales, our actions are aimed at returning
the Company to profitability. Furthermore, we expect to generate a
significant amount of cash from the liquidation of the inventory
and related assets of these stores. Eligible associates impacted
by these additional store closures will receive severance and will
have the opportunity to apply for open positions at area Kmart or
Sears stores. Customers can use the store locator function on the
Company's web sites to find the location of their nearest Kmart and
Sears stores.
Sears Holdings will continue to strategically evaluate the
productivity of its Kmart and Sears stores as the Company
transforms its business model so that its physical store footprint
and its digital capabilities match the needs and preferences of its
members. In addition, Sears Holdings will continue to evaluate
strategic options to unlock value from its real estate portfolio,
as well as its Kenmore and DieHard brands and its Sears Home
Services and Sears Auto Centers businesses, as well as continue to
seek other potential sources of capital.
Financial Update
Despite the challenges in the retail environment, the Company
continues to focus on managing expenses and inventory levels
closely and its current quarter-to-date Adjusted EBITDA performance
has improved over the prior year by approximately $40 million.
Comparable store sales at Sears and Kmart for the first two months
of the fourth quarter of 2017 have declined in the range of
16%-17%. Adjusting for the adverse impact on the Company's
revenues resulting from reductions in the number of pharmacies in
open stores and the reduction in consumer electronics assortment,
comparable store sales declined in the range of 14%-15%.
Adjusted EBITDA is expected to be between $(70) million and $(10)
million for the fourth quarter of 2017 compared to $(61) million in
the fourth quarter of 2016. In addition, the Company expects a net
loss attributable to Sears Holdings' shareholders of between $320
million and $200 million in the fourth quarter of 2017, compared to
a net loss attributable to Sears Holdings' shareholders of $607
million in the prior year fourth quarter. This range excludes the
impact of charges related to additional restructuring activities
including severance, store closings and impairment charges, any
tax-related matters and any non-cash impairment charges related to
fixed assets or intangible assets.
Additional information is available for free at:
https://is.gd/m7Ym08
About Sears Holdings
Based in Hoffman Estates, Illinois, Sears Holdings Corporation
(NASDAQ: SHLD) -- http://www.searsholdings.com/-- is an integrated
retailer focused on seamlessly connecting the digital and physical
shopping experiences to serve its members. Sears Holdings is home
to Shop Your Way, a social shopping platform offering members
rewards for shopping at Sears and Kmart, as well as with other
retail partners across categories important to them. The Company
operates through its subsidiaries, including Sears, Roebuck and Co.
and Kmart Corporation, with full-line and specialty retail stores
across the United States.
Sears Holdings reported a net loss of $2.22 billion on $22.13
billion of revenues for the fiscal year 2016, compared to a net
loss of $1.12 billion on $25.14 billion of revenues for the fiscal
year 2015. As of Oct. 28, 2017, Sears Holdings had $8.19 billion
in total assets, $12.20 billion in total liabilities and a total
deficit of $4 billion.
* * *
In January 2017, Fitch Ratings affirmed the Long-term Issuer
Default Ratings (IDR) on Sears Holdings and its various subsidiary
entities at 'CC'.
As reported by the TCR on Nov. 3, 2017, S&P Global Ratings lowered
its corporate credit rating on Sears Holdings Corp. to 'CCC' from
'CCC+'. The outlook is negative. "The downgrade reflects our view
that addressing 2018 maturities over upcoming quarters will
determine if the company can continue its turnaround plan without
seeking a broader restructuring," S&P said.
In November 2017, Moody's Investors Service downgraded Sears
Holdings Corp.'s Corporate Family Rating to 'Caa3' from 'Caa2'.
Sears' Caa3 rating reflects the company's sizable operating losses
- Domestic Adjusted EBITDA was an estimated loss of approximately
$625 million for the LTM period ending Oct. 28, 2017.
SENIOR COMMUNITY HOUSING: Taps Fred Gaines as Expert Witness
------------------------------------------------------------
Senior Community Housing Long Beach LLC seeks approval from the
U.S. Bankruptcy Court for the Central District of California to
hire Fred Gaines, Esq., as expert witness.
Mr. Gaines, a managing partner at Gaines & Stacey LLP, will assist
the Debtor in reviewing the appraisal of its property located at
3655 Elm Avenue, Long Beach, California, and will testify as an
expert at a court hearing to determine the value of the property.
Dean Isaacson, the managing member of the Debtor, has agreed to pay
Mr. Gaines a retainer in the sum of $5,000 from personal funds.
The expert witness' hourly fee is $575.
Mr. Gaines disclosed in a court filing that he and his firm are
"disinterested persons" as defined in section 101(14) of the
Bankruptcy Code.
Mr. Gaines maintains an office at:
Fred Gaines, Esq.
Gaines & Stacey, LLP
16633 Ventura Blvd., Suite 1220
Encino, CA 91436-1872
Phone: (818) 933-0200
Fax: (818) 933-0222
Email: fgaines@gaineslaw.com
About Senior Community Housing
Long Beach LLC
Senior Community Housing Long Beach, LLC, based in Winnetka,
California, filed a Chapter 11 petition (Bankr. C.D. Calif. Case
No. 17-12260) on August 24, 2017. In its petition, the Debtor
disclosed $1.65 million in total assets and $6.66 million in total
liabilities. The petition was signed by Dean R. Isaacson,
president of the Debtor's managing partner.
Judge Maureen Tighe presides over the case. Michael R. Totaro,
Esq., at Totaro & Shanahan, is the Debtor's bankruptcy counsel
while Mihel Law is the special litigation counsel. Agredano Lozano
and Associates is the Debtor's consultant.
On October 18, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.
SERTA SIMMONS: Bank Debt Due 2023 Trades at 8.75% Off
-----------------------------------------------------
Participations in a syndicated loan due 2023 under which Serta
Simmons Bedding LLC is a borrower traded in the secondary market at
91.25 cents-on-the-dollar during the week ended Friday, December
29, 2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 0.48 percentage points from
the previous week. Serta Simmons Bedding LLC pays 350 basis points
above LIBOR to borrow under the $1.950 billion facility. The bank
loan matures on Nov. 8, 2023 and Moody's B2 rating and Standard &
Poor's B rating. The loan is one of the biggest gainers and losers
among 247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended December 29.
SERTA SIMMONS: Bank Debt Due 2024 Trades at 15% Off
---------------------------------------------------
Participations in a syndicated loan due 2024 under which Serta
Simmons Bedding LLC is a borrower traded in the secondary market at
85 cents-on-the-dollar during the week ended Friday, December 29,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents an increase of 0.29 percentage points
from the previous week. Serta Simmons Bedding LLC pays 800 basis
points above LIBOR to borrow under the $450 million facility. The
bank loan matures on Nov. 8, 2024 and Moody's Caa1 rating and
Standard & Poor's CCC+ rating. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended December
29.
SHIEKH SHOES: Committee Taps Cooley as Legal Counsel
----------------------------------------------------
The official committee of unsecured creditors of Shiekh Shoes LLC
seeks approval from the U.S. Bankruptcy Court for the Central
District of California to hire Cooley LLP as its legal counsel.
The firm will assist the committee in its negotiations with the
Debtor; investigate pre-bankruptcy transactions in which the Debtor
and its insiders were involved; assist in the Debtor's efforts to
reorganize or sell its assets; and provide other legal services
related to its Chapter 11 case.
The Cooley professionals expected to handle the case and their
hourly rates are:
Customary Discounted
Hourly Rate Hourly Rate
----------- -----------
Jay Indyke Partner $1,180 $1,062
Ali Mojdehi Partner $1,050 $945
Robert Eisenbach Of Counsel $1,065 $958.50
Robert Winning Associate $835 $751.50
Max Schlan Associate $735 $661.50
Summer McKee Associate $595 $535.50
Mollie Canby Paralegal $390 $351
David Fleischer Paralegal $240 $216
Jay Indyke, Esq., a member of Cooley, disclosed in a court filing
that his firm is a "disinterested person" as defined in section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Ali Mojdehi, Esq.
Cooley LLP
1333 2nd Street, Suite 400
Santa Monica, CA 90401-4100
Tel: (310) 883-6400
Fax: (310) 883.6500
Email: amjodehi@cooley.com
- and -
Jay R. Indyke, Esq.
Robert Winning, Esq.
Max D. Schlan, Esq.
Summer McKee, Esq.
Cooley LLP
1114 Avenue of the Americas
New York, NY 10036-7798
Tel: (212) 479-6000
Fax: (212) 479-6575
Email: jindyke@cooley.com
Email: rwinning@cooley.com
Email: mschlan@cooley.com
Email: smckee@cooley.com
About Shiekh Shoes LLC
Based in Ontario, California, Shiekh Shoes, LLC --
http://www.shiekhshoes.com/-- is a shoe retailer company with 79
locations in California, five in Nevada, 11 in Arizona, 11 in
Texas, two in New Mexico, one in Oregon, six in Illinois, eight in
Michigan, and five in Washington. Shiekh Shoes features brands
like Shiekh, Adidas, Puma, Timberland, Converse, among others. It
offers dress, casual, athletic, infant, toddler, youth, basketball,
running, training, and skate shoes; slippers, sandals, wedges,
pumps, boots, high heels, and sneakers; and apparel. The company
was founded in 1991.
Shiekh Shoes sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Cal. Case No. 17-24626) on Nov. 29, 2017. Shiekh
E. Ellahi, its chief executive officer, signed the petition.
At the time of the filing, the Debtor estimated assets and
liabilities of $50 million to $100 million.
Judge Vincent P. Zurzolo presides over the case.
The Debtor tapped SulmeyerKupetz, APC as its legal counsel; DJM
Realty Services, LLC as real estate lease consultant; and KGI
Advisors, Inc. as its financial advisor.
On December 11, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.
SKEFCO PROPERTIES: Taps Sean Antone Hunt as Counsel
---------------------------------------------------
Skefco Properties, Inc. seeks approval from the U.S. Bankruptcy
Court for the Western District of Tennessee to hire Sean Antone
Hunt, Esq., as its attorney.
Mr. Hunt will represent the Debtor in a lawsuit styled Skefco
Properties, Inc. v. Colony Insurance Co., et al. (CT-000449-15)
pending in the Circuit Court of Shelby County, Tennessee. He will
charge an hourly fee of $210 for his services.
In a court filing, Mr. Hunt disclosed that he does not hold or
represent any interest adverse to the Debtor's estate.
Mr. Hunt maintains an office at:
Antone Hunt, Esq.
3257 W. Sarazens Circle
Memphis, TN 38125
Phone: (901) 730-0937
Fax: (901) 753-7542
About Skefco Properties
Skefco Properties, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. W.D. Tenn. Case No. 17-28262) on Sept. 19, 2017, disclosing
under $1 million in both assets and liabilities. The Debtor hired
The Law Office of Craig & Lofton, P.C. as its bankruptcy counsel;
and Eugene G. Douglass, Esq., as co-counsel.
SOFTWARE TRANSFORMATIONS: Taps Andrew Nichols as Legal Counsel
--------------------------------------------------------------
Software Transformations, Inc. seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Texas to hire The Law
Office of Andrew B. Nichols as its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; assist in the preparation of a bankruptcy plan;
and provide other legal services related to its Chapter 11 case.
Andrew Nichols, Esq., will charge an hourly fee of $350 for his
services. Paralegals & legal assistants will charge $85 per hour.
The firm received a retainer in the sum of $7,000.
Mr. Nichols disclosed in a court filing that his firm does not
represent any interest adverse to the Debtor's estate.
The firm can be reached through:
Andrew B. Nichols, Esq.
Law Office of Andrew B. Nichols
990 S. Sherman Street
Richardson, TX 75081
Phone: (214) 999-1313
Fax: (214) 853-5889
Email: a_nichols_law@justice.com
About Software Transformations Inc.
Based in Plano, Texas, Software Transformations, Inc. --
http://www.softtrans.net/-- is an international IT service
provider. It provides technology consulting, process consulting
and global development services to its customers. SoftTrans has
rapidly grown over the past few years and currently has over 200
associates worldwide.
Software Transformations sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Texas Case No. 17-42598) on November
27, 2017. Srikanth Venkat, its president, signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $50,000 and liabilities of $1 million
to $10 million.
Judge Brenda T. Rhoades presides over the case.
SPARTAN BUSINESS: Taps Axelson Williamowsky as Legal Counsel
------------------------------------------------------------
Spartan Business & Technology Services, Inc. seeks approval from
the U.S. Bankruptcy Court for the Eastern District of Virginia to
hire Axelson, Williamowsky, Bender & Fishman, 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 will charge $325 per hour for the services of its
principal attorneys designated to represent the Debtor.
Axelson has received $10,000 from the Debtor for attorney's fees
and an additional $1,717 for the filing fee.
Justin Reiner, Esq., disclosed in a court filing that his firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
Axelson can be reached through:
Justin M. Reiner, Esq.
1401 Rockville Pike, Suite 650
Rockville, MD 20852
Phone: (301) 738-7679
Fax: (301) 424-0124
Email: jmr@awbflaw.com
About Spartan Business & Technology
Services Inc.
Spartan Business & Technology Services, Inc. is a privately owned
company that provides business management and information
technology solutions to government, non-profit and service
organizations. The company's capabilities include acquisition,
logistics and IT systems management; business process improvement
and business process reengineering; governance, compliance &
performance; healthcare documentation & training; information
assurance & access management; IT portfolio management; logistics
lifecycle cost studies and implementation; medical and laboratory
research; organizational development;
performance-and-evidence-based budgeting; professional and
management developmental training; professional healthcare
management and health information technology analysis; and program
and project management. The company is headquartered in
Alexandria, Virginia.
Spartan Business & Technology Services sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No.
18-10032) on January 4, 2018. Lorenzo Downing, its president and
secretary, signed the petition.
At the time of the filing, the Debtor disclosed $50,889 in assets
and $2.20 million in liabilities.
Judge Klinette H. Kindred presides over the case.
SPARTAN BUSINESS: Taps Stitely & Karstetter as Accountant
---------------------------------------------------------
Spartan Business & Technology Services, Inc. seeks approval from
the U.S. Bankruptcy Court for the Eastern District of Virginia to
hire Stitely & Karstetter, PLLC as its accountant.
The firm will assist the Debtor in preparing its financial
statements and other documents necessary to comply with the
requirements of its Chapter 11 case; prepare its monthly operating
reports and tax returns; and provide other services related to the
case.
The Debtor has agreed to pay the firm $3,000 prior to filing any
document related to its bankruptcy case.
Michelle Hecker, an accountant employed with Stitely, disclosed in
a court filing that she does not have any connection with the
Debtor or any of its creditors.
Stitely can be reached through:
Michelle Hecker
Stitely & Karstetter, PLLC
14016-D Sullyfield Circle
Chantilly, VA
Tel: 703.802.2309
Fax: 703.802.2306
Email: info@skcpas.com
About Spartan Business & Technology
Services Inc.
Spartan Business & Technology Services, Inc. is a privately-owned
company that provides business management and information
technology solutions to government, non-profit and service
organizations. The company's capabilities include acquisition,
logistics and IT systems management; business process improvement
and business process reengineering; governance, compliance &
performance; healthcare documentation & training; information
assurance & access management; IT portfolio management; logistics
lifecycle cost studies and implementation; medical and laboratory
research; organizational development;
performance-and-evidence-based budgeting; professional and
management developmental training; professional healthcare
management and health information technology analysis; and program
and project management. The company is headquartered in
Alexandria, Virginia.
Spartan Business & Technology Services sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No.
18-10032) on January 4, 2018. Lorenzo Downing, its president and
secretary, signed the petition.
At the time of the filing, the Debtor disclosed $50,889 in assets
and $2.20 million in liabilities.
Judge Klinette H. Kindred presides over the case.
SPECIALTY CONTRACTING: Case Summary & 20 Top Unsecured Creditors
----------------------------------------------------------------
Debtor: Specialty Contracting Company, Inc.
dba Diversified Demolition Company
59 Coney Island Dr.
Sparks, NV 89431
Type of Business: Specialty Contracting is a privately held
demolition contractor in Sparks, Nevada.
Chapter 11 Petition Date: January 11, 2018
Court: United States Bankruptcy Court
District of Nevada (Reno)
Case No.: 18-50037
Judge: Hon. Bruce T. Beesley
Debtor's Counsel: Stephen R Harris, Esq.
HARRIS LAW PRACTICE LLC
6151 Lakeside Dr, Ste 2100
Reno, NV 89511
Tel: (775) 786-7600
Fax: (775) 786-7764
E-mail: steve@harrislawreno.com
Estimated Assets: $1 million to $10 million
Estimated Debts: $1 million to $10 million
The petition was signed by Kenneth Mercurio, president.
A full-text copy of the petition, along with a list of the Debtor's
20 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/nvb18-50037.pdf
ST. JOHN TRUCKING: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
The Office of the U.S. Trustee on Jan. 10 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of St. John Trucking Service,
Inc.
About St. John Trucking Service Inc.
St. John Trucking Service, Inc. sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. S.C. Case No. 17-06344) on
December 20, 2017. Judge Helen E. Burris presides over the case.
At the time of the filing, the Debtor disclosed that it had
estimated assets and liabilities of less than $500,000.
STAPLES INC: Bank Debt Trades at 2.34% Off
------------------------------------------
Participations in a syndicated loan under which Staples Inc is a
borrower traded in the secondary market at 97.66
cents-on-the-dollar during the week ended Friday, December 29,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents an increase of 0.24 percentage points
from the previous week. Staples Inc pays 400 basis points above
LIBOR to borrow under the $2.900 billion facility. The bank loan
matures on Sept. 12, 2024 and Moody's B1 rating and Standard &
Poor's B+ rating. The loan is one of the biggest gainers and
losers among 247 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended December 29.
STERLING ENTERTAINMENT: Taps Schwartz Flansburg as Legal Counsel
----------------------------------------------------------------
Sterling Entertainment Group LV, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Nevada to hire Schwartz
Flansburg PLLC as its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; negotiate with creditors; give advice on any
potential sale of its assets; assist in the preparation of a plan
of reorganization; and provide other legal services related to its
Chapter 11 case.
The firm's hourly rates range from $265 to $625 for attorneys and
from $140 to $215 for legal assistants and support staff.
Schwartz Flansburg received a retainer in the sum of $25,000 from
the Salahadin Family Trust, managing member of the Debtor.
Samuel Schwartz, Esq., its principal of Schwartz Flansburg,
disclosed in a court filing that his firm is a "disinterested
person" as defined in section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Samuel A. Schwartz, Esq.
Bryan A. Lindsey, Esq.
Connor H. Shea, Esq.
Schwartz Flansburg PLLC
6623 Las Vegas Blvd. South, Suite 300
Las Vegas, NV 89119
Tel: (702) 385-5544
Fax: (702) 385-2741
About Sterling Entertainment Group
Los Angeles, California-based Sterling Entertainment Group LV, LLC,
owns the Olympic Garden Gentlemen's Club located at 1531 Las Vegas
Boulevard, Las Vegas, Nevada 89104 as well as the real Property
associated with the Club. Sterling Entertainment Group filed a
voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr.
D. Nev. Case No. 17-13662) on July 6, 2017. The petition was
signed by Amadouba Tall, trustee of Salahadin Family Trust.
At the time of filing, the Debtor estimated $10 million to $50
million in both assets and liabilities.
Judge August B. Landis presides over the case. Bryan M. Viellion,
Esq., at Kaempfer Crowell, represents the Debtor.
SUNSET PARTNERS: Trustee May Use Cash Collateral Until Feb. 15
--------------------------------------------------------------
The Hon. Joan N. Feeney of the U.S. Bankruptcy Court for the
District of Massachusetts authorized Lynne Riley, the duly
appointed Chapter 11 trustee of Sunset Partners, Inc. and Chapter 7
trustee of Bema Restaurant Corporation, for further use of cash
collateral on an interim basis through and including Feb. 15, 2018
subject to the submission of a revised operating budget.
A continued hearing will be held on Feb. 15, 2018, at 10:00 a.m.
and any objections must be filed no later than Feb. 13.
A full-text copy of the Order is available at:
http://bankrupt.com/misc/mab17-12178-197.pdf
About Sunset Partners
Sunset Partners, Inc., is a Massachusetts corporation that owns and
operates two Boston area restaurants: the Sunset Grill & Tap
located at 130 Brighton Avenue, Allston, MA; and, the Sunset
Cantina located at 916 Commonwealth Avenue, Brookline, MA.
Affiliate Bema Restaurant Corporation, d/b/a Patron's, is a
Massachusetts corporation that owns and operates a Boston area
restaurant called Patrons, which is located at 138 Brighton Avenue,
Allston, Massachusetts.
Sunset Partners filed for Chapter 11 bankruptcy protection (Bankr.
D. Mass. Case No. 17-12178) on June 7, 2017, disclosing $1.05
million in total assets and $5.67 million in total liabilities.
Bema Restaurant Corporation filed a Chapter 11 petition (Bankr. D.
Mass. Case No. 17-12434) on June 29, 2017, disclosing $1.12 million
in assets and $4.45 million in liabilities. Marc Berkowitz,
president, signed the petitions.
The cases are jointly administered and assigned to Judge Joan N.
Feeney.
David B. Madoff, Esq., and Steffani Pelton Nicholson, Esq., at
Madoff & Khoury LLP, served as bankruptcy counsel to the Debtors.
Verdolino & Lowey, P.C., served as the Debtors' accountant.
On Sept. 25, 2017, Lynee F. Riley was appointed as the Chapter 11
trustee to the Debtors. The Trustee retained Casner & Edwards LLP
as counsel.
SUPERVALU INC: Bank Debt Trades at 3.15% Off
--------------------------------------------
Participations in a syndicated loan under which SuperValu Inc is a
borrower traded in the secondary market at 96.85
cents-on-the-dollar during the week ended Friday, December 29,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents an increase of 0.36 percentage points
from the previous week. SuperValu Inc pays 350 basis points above
LIBOR to borrow under the $315 million facility. The bank loan
matures on June 8, 2024 and Moody's Ba3 rating and Standard &
Poor's BB- rating. The loan is one of the biggest gainers and
losers among 247 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended December 29.
TECHNICAL COMMUNICATIONS: Moody Famiglietti Has Going Concern Doubt
-------------------------------------------------------------------
Technical Communications Corporation filed with the U.S. Securities
and Exchange Commission its annual report on Form 10-K, disclosing
a net loss of $1.43 million on $4.21 million of net sales for the
year ended September 30, 2017, compared to a net loss of $2.47
million on $2.52 million of net sales for the year ended in 2016.
Moody, Famiglietti & Andronico, LLP, in Tewksbury, Mass., states
that the Company has an accumulated deficit, has suffered
significant net losses and negative cash flows from operations and
has limited working capital that raises substantial doubt about its
ability to continue as a going concern.
The Company's balance sheet at September 30, 2017, showed total
assets of $3,934,824, total liabilities of $434,470, all current,
and a total stockholders' equity of $3,500,354.
A copy of the Form 10-K is available at:
https://is.gd/HdVmnS
About Technical Communications Corp.
Headquartered in Concord, Mass., Technical Communications
Corporation is engaged in the design, development, manufacture,
distribution, marketing and sale of communications security
devices, systems, and services. The Company's products can be used
to protect confidentiality in communications between radios,
landline telephones, mobile phones, facsimile machines and data
network equipment over wires, fiber optic cables, radio waves, and
microwave and satellite links. The principal markets for the
Company's products are foreign and domestic governmental agencies,
law enforcement and military agencies, financial institutions, and
multinational companies requiring protection of mission-critical
information.
THOMAS O. EIFLER: M. Wheatley Appointed as Chapter 11 Examiner
--------------------------------------------------------------
Samuel K. Crocker, the U.S. Trustee, asks the United States
Bankruptcy Court for the Western District of Kentucky to approve
his appointment of Michael Wheatley as the Chapter 11 examiner in
Thomas O. Eifler, Sr.'s Chapter 11 proceeding.
Currently, Mr. Wheatley maintains an office at 2 Anchorage Pointe,
Louisville, KY 40223.
Thomas O. Eifler, Sr. filed a Chapter 11 petition (Bankr. W.D. Ky.
Case No. 17-31862), on June 6, 2017. At the time of filing, the
Debtor had estimated both assets and liabilities at $1,000,000 to
$10 million each.
The Debtor is represented by:
James E. McGhee III, Esq.
Kaplan & Partners LLP
710 West Main Street, Fourth Floor
Louisville, KY 40202
Phone: (502) 416-1630
E-mail: jmcghee@kplouisville.com
TMR LLC: Taps Hilliker Corp. as Real Estate Broker
--------------------------------------------------
TMR, LLC received approval from the U.S. Bankruptcy Court for the
Eastern District of Missouri to hire Hilliker Corporation as its
real estate broker.
Hilliker will assist the Debtor in the sale of its property located
at 1100 Stafford Street, Washington, Missouri.
The firm will receive a commission of 6% of the sales price for the
property. The Debtor wants the property sold for $5.9 million.
Scott Martin, a real estate broker employed with Hilliker,
disclosed in a court filing that he and his firm are "disinterested
persons" as defined in section 101(14) of the Bankruptcy Code.
Hilliker can be reached through:
Scott Martin
Hilliker Corporation
1401 S. Brentwood Blvd., Suite 650
St. Louis, MO 63144
Phone: 314-781-0001
About TMR LLC
TMR, LLC, owns a commercial building in Washington, Missouri, which
houses two manufacturing companies. The building also was owned by
the Roewes before being transferred to TMR in 2014.
TMR filed for Chapter 11 bankruptcy protection (Bankr. E.D. Mo.
Case No. 17-45907) on Aug. 29, 2017, estimating its assets and
liabilities at between $1 million and $10 million. The Debtor
listed its business as a single asset real estate (as defined in 11
U.S.C. Section 101(51B)); and as a small business debtor as
defined in 11 U.S.C. Section 101(51D).
The petition was signed by Timothy M. Roewe, its managing member.
Judge Charles E. Rendlen III presides over the case.
A. Thomas DeWoskin, Esq., at Danna Mckitrick, PC, serves as the
Debtor's bankruptcy counsel.
TOYS R US: Affiliates Tap Centerview as Financial Advisor
---------------------------------------------------------
TRU Taj LLC and TRU Taj Finance, Inc. seek approval from the U.S.
Bankruptcy Court for the Eastern District of Virginia to hire
Centerview Partners LLC as their financial advisor.
The firm will provide services, at the direction of the Debtors'
directors Jeffrey Stein and David Weinstein, in connection with any
matter pertaining to the Debtors' Chapter 11 cases in which a
conflict exists between them and their equity holders, affiliates
and the directors or officers of their affiliates.
Centerview will be paid a financial advisory fee of $125,000 per
month.
If at any time during the term of Centerview's employment or within
the six full months following the termination of its employment the
Debtors consummate any transaction, the firm will be entitled to
receive a transaction fee of $2.25 million. Fifty percent of any
monthly fee paid after the seventh monthly fee will be credited
against the transaction fee.
Samuel Greene, a partner at Centerview, disclosed in a court filing
that his firm is a "disinterested person" as defined in section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Samuel M. Greene
Centerview Partners LLC
31 West 52nd Street, 22nd Floor
New York, NY 10019
Phone: (212) 380-2650
Fax: (212) 380-2651
About Toys "R" Us
Toys "R" Us, Inc., is an American toy and juvenile-products
retailer founded in 1948 and headquartered in Wayne, New Jersey, in
the New York City metropolitan area. Merchandise is sold in 880
Toys "R" Us and Babies "R" Us stores in the United States, Puerto
Rico and Guam, and in more than 780 international stores and more
than 245 licensed stores in 37 countries and jurisdictions.
Merchandise is also sold at e-commerce sites including Toysrus.com
and Babiesrus.com.
On July 21, 2005, a consortium of Bain Capital Partners LLC,
Kohlberg Kravis Roberts and Vornado Realty Trust invested $1.3
billion to complete a $6.6 billion leveraged buyout of the
company.
Toys "R" Us is now a privately owned entity but still files with
the Securities and Exchange Commission as required by its debt
agreements.
The Company's consolidated balance sheet showed $6.572 billion in
assets, $7.891 billion in liabilities, and a stockholders' deficit
of $1.319 billion as of April 29, 2017.
Toys "R" Us, Inc., and certain of its U.S. subsidiaries and its
Canadian subsidiary voluntarily filed for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No.
17-34665) on Sept. 19, 2017. In addition, the Company's Canadian
subsidiary voluntarily commenced parallel proceedings under the
Companies' Creditors Arrangement Act ("CCAA") in Canada in the
Ontario Superior Court of Justice. The Company's operations
outside of the U.S. and Canada, including its 255 licensed stores
and joint venture partnership in Asia, which are separate entities,
are not part of the Chapter 11 filing and CCAA proceedings.
Grant Thornton is the monitor appointed in the CCAA case.
Judge Keith L. Phillips presides over the Chapter 11 cases.
In the Chapter 11 cases, Kirkland & Ellis LLP and Kirkland & Ellis
International LLP serve as the Debtors' legal counsel. Kutak Rock
LLP serves as co-counsel. Toys "R" Us employed Alvarez & Marsal
North America, LLC as its restructuring advisor; and Lazard Freres
& Co. LLC as its investment banker. It hired Prime Clerk LLC as
claims and noticing agent. A&G Realty Partners, LLC, serves as its
real estate advisor.
On Sept. 26, 2017, the U.S. Trustee for Region 4 appointed an
official committee of unsecured creditors. The Committee retained
Kramer Levin Naftalis & Frankel LLP as its legal counsel; Wolcott
Rivers, P.C. as local counsel; FTI Consulting, Inc. as financial
advisor; and Moelis & Company LLC as investment banker.
TOYS R US: Committee Taps Berwin Leighton as U.K. Counsel
---------------------------------------------------------
The official committee of unsecured creditors of Toys "R" Us, Inc.
seeks approval from the U.S. Bankruptcy Court for the Eastern
District of Virginia to hire Berwin Leighton Paisner LLP as its
special counsel.
The firm will advise the committee regarding the proposal issued by
Toys "R" Us Limited, a non-debtor subsidiary that is incorporated
in England, for a company voluntary arrangement in order to impair
certain unsecured claims filed by its creditors.
The firm's hourly rates are:
Partners GBP605 - GBP875
Associate Directors GBP500 - GBP550
Senior Associates GBP350 - GBP540
Junior Associates GBP265 - GBP340
Trainees GBP210 - GBP230
Ian Benjamin, Esq., a partner at Berwin Leighton, disclosed in a
court filing that his firm is a "disinterested person" as defined
in section 101(14) of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Benjamin disclosed that his firm has not agreed to any variations
from, or alternatives to, its standard or customary billing
arrangements; and that no Berwin Leighton professional has varied
his rate based on the geographic location of the Debtors'
bankruptcy cases.
Mr. Benjamin also disclosed that Berwin Leighton has not
represented the committee before its formation and that its rates
have not changed since the petition date.
Berwin Leighton is developing a budget and staffing plan that will
be presented for approval by the committee, according to Mr.
Benjamin.
The firm can be reached through:
Ian Benjamin, Esq.
Berwin Leighton Paisner LLP
Adelaide House, London Bridge,
London, United Kingdom
EC4R 9HA
Tel: +44 (0)20 3400-1000 / +44 (0)20 3400-4131
Email: ian.benjamin@blplaw.com
About Toys "R" Us
Toys "R" Us, Inc., is an American toy and juvenile-products
retailer founded in 1948 and headquartered in Wayne, New Jersey, in
the New York City metropolitan area. Merchandise is sold in 880
Toys "R" Us and Babies "R" Us stores in the United States, Puerto
Rico and Guam, and in more than 780 international stores and more
than 245 licensed stores in 37 countries and jurisdictions.
Merchandise is also sold at e-commerce sites including Toysrus.com
and Babiesrus.com.
On July 21, 2005, a consortium of Bain Capital Partners LLC,
Kohlberg Kravis Roberts and Vornado Realty Trust invested $1.3
billion to complete a $6.6 billion leveraged buyout of the
company.
Toys "R" Us is now a privately owned entity but still files with
the Securities and Exchange Commission as required by its debt
agreements.
The Company's consolidated balance sheet showed $6.572 billion in
assets, $7.891 billion in liabilities, and a stockholders' deficit
of $1.319 billion as of April 29, 2017.
Toys "R" Us, Inc., and certain of its U.S. subsidiaries and its
Canadian subsidiary voluntarily filed for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No.
17-34665) on Sept. 19, 2017. In addition, the Company's Canadian
subsidiary voluntarily commenced parallel proceedings under the
Companies' Creditors Arrangement Act ("CCAA") in Canada in the
Ontario Superior Court of Justice. The Company's operations
outside of the U.S. and Canada, including its 255 licensed stores
and joint venture partnership in Asia, which are separate entities,
are not part of the Chapter 11 filing and CCAA proceedings.
Grant Thornton is the monitor appointed in the CCAA case.
Judge Keith L. Phillips presides over the Chapter 11 cases.
In the Chapter 11 cases, Kirkland & Ellis LLP and Kirkland & Ellis
International LLP serve as the Debtors' legal counsel. Kutak Rock
LLP serves as co-counsel. Toys "R" Us employed Alvarez & Marsal
North America, LLC as its restructuring advisor; and Lazard Freres
& Co. LLC as its investment banker. It hired Prime Clerk LLC as
claims and noticing agent. A&G Realty Partners, LLC, serves as its
real estate advisor.
On Sept. 26, 2017, the U.S. Trustee for Region 4 appointed an
official committee of unsecured creditors. The Committee retained
Kramer Levin Naftalis & Frankel LLP as its legal counsel; Wolcott
Rivers, P.C. as local counsel; FTI Consulting, Inc. as financial
advisor; and Moelis & Company LLC as investment banker.
TOYS R US: Taps Ducera Partners as Financial Advisor
----------------------------------------------------
Toys "R" Us, Inc. seeks approval from the U.S. Bankruptcy Court for
the Eastern District of Virginia to hire Ducera Partners LLC as
financial advisor.
The firm will provide services to Alan Miller and Mohsin Meghji,
directors of Toys "R" Us, on matters in which a conflict exists
between the company and its shareholders, affiliates, directors and
officers.
Ducera will be paid a non-refundable cash fee of $125,000 per
month, and an additional fee of $2.25 million, payable upon the
consummation of a restructuring. Fifty percent of any monthly fees
paid after the seventh monthly fee will be credited against the
restructuring fee.
Bradley Robins, a partner at Ducera, disclosed in a court filing
that his firm is a "disinterested person" as defined in section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Bradley A. Robins
Ducera Partners LLC
499 Park Avenue, 16th Floor
New York, NY 10022
Tel: (212) 671-9700 / (212) 671-9709
Email: brobins@ducerapartners.com
Email: info@ducerapartners.com
About Toys "R" Us
Toys "R" Us, Inc., is an American toy and juvenile-products
retailer founded in 1948 and headquartered in Wayne, New Jersey, in
the New York City metropolitan area. Merchandise is sold in 880
Toys "R" Us and Babies "R" Us stores in the United States, Puerto
Rico and Guam, and in more than 780 international stores and more
than 245 licensed stores in 37 countries and jurisdictions.
Merchandise is also sold at e-commerce sites including Toysrus.com
and Babiesrus.com.
On July 21, 2005, a consortium of Bain Capital Partners LLC,
Kohlberg Kravis Roberts and Vornado Realty Trust invested $1.3
billion to complete a $6.6 billion leveraged buyout of the
company.
Toys "R" Us is now a privately owned entity but still files with
the Securities and Exchange Commission as required by its debt
agreements.
The Company's consolidated balance sheet showed $6.572 billion in
assets, $7.891 billion in liabilities, and a stockholders' deficit
of $1.319 billion as of April 29, 2017.
Toys "R" Us, Inc., and certain of its U.S. subsidiaries and its
Canadian subsidiary voluntarily filed for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No.
17-34665) on Sept. 19, 2017. In addition, the Company's Canadian
subsidiary voluntarily commenced parallel proceedings under the
Companies' Creditors Arrangement Act ("CCAA") in Canada in the
Ontario Superior Court of Justice. The Company's operations
outside of the U.S. and Canada, including its 255 licensed stores
and joint venture partnership in Asia, which are separate entities,
are not part of the Chapter 11 filing and CCAA proceedings.
Grant Thornton is the monitor appointed in the CCAA case.
Judge Keith L. Phillips presides over the Chapter 11 cases.
In the Chapter 11 cases, Kirkland & Ellis LLP and Kirkland & Ellis
International LLP serve as the Debtors' legal counsel. Kutak Rock
LLP serves as co-counsel. Toys "R" Us employed Alvarez & Marsal
North America, LLC as its restructuring advisor; and Lazard Freres
& Co. LLC as its investment banker. It hired Prime Clerk LLC as
claims and noticing agent. A&G Realty Partners, LLC, serves as its
real estate advisor.
On Sept. 26, 2017, the U.S. Trustee for Region 4 appointed an
official committee of unsecured creditors. The Committee retained
Kramer Levin Naftalis & Frankel LLP as its legal counsel; Wolcott
Rivers, P.C. as local counsel; FTI Consulting, Inc. as financial
advisor; and Moelis & Company LLC as investment banker.
TOYS R US: Taps Keen-Summit as Real Estate Advisor
--------------------------------------------------
Toys "R" Us, Inc. seeks approval from the U.S. Bankruptcy Court for
the Eastern District of Virginia to hire Keen-Summit Capital
Partners LLC as real estate advisor.
The services to be provided by the firm include organizing the
information for the Debtor's leased property; establishing
negotiating goals and parameters such as rent reductions, lease
term modifications and other leasehold concessions; contacting the
landlord for each property; negotiating with the landlord for
modifications; and working with the landlord, the Debtor and its
counsel to document all lease modification proposals.
Upon full execution of a lease modification agreement, Keen-Summit
will be paid on a per-property basis the greater of 5% of "savings"
or $5,000. Moreover, the firm will receive a non-refundable
advisory and consulting fee of $25,000, subject to setoff against
transactional fees.
Harold Bordwin, principal and managing director of Keen Summit,
disclosed in a court filing that his firm is a "disinterested
person" as defined in section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Harold J. Bordwin
Keen Summit Capital Partners LLC
1460 Broadway
New York, NY 10036
Phone: (646) 381-9201
Email: hbordwin@Keen-Summit.com
About Toys "R" Us
Toys "R" Us, Inc., is an American toy and juvenile-products
retailer founded in 1948 and headquartered in Wayne, New Jersey, in
the New York City metropolitan area. Merchandise is sold in 880
Toys "R" Us and Babies "R" Us stores in the United States, Puerto
Rico and Guam, and in more than 780 international stores and more
than 245 licensed stores in 37 countries and jurisdictions.
Merchandise is also sold at e-commerce sites including Toysrus.com
and Babiesrus.com.
On July 21, 2005, a consortium of Bain Capital Partners LLC,
Kohlberg Kravis Roberts and Vornado Realty Trust invested $1.3
billion to complete a $6.6 billion leveraged buyout of the
company.
Toys "R" Us is now a privately owned entity but still files with
the Securities and Exchange Commission as required by its debt
agreements.
The Company's consolidated balance sheet showed $6.572 billion in
assets, $7.891 billion in liabilities, and a stockholders' deficit
of $1.319 billion as of April 29, 2017.
Toys "R" Us, Inc., and certain of its U.S. subsidiaries and its
Canadian subsidiary voluntarily filed for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No.
17-34665) on Sept. 19, 2017. In addition, the Company's Canadian
subsidiary voluntarily commenced parallel proceedings under the
Companies' Creditors Arrangement Act ("CCAA") in Canada in the
Ontario Superior Court of Justice. The Company's operations
outside of the U.S. and Canada, including its 255 licensed stores
and joint venture partnership in Asia, which are separate entities,
are not part of the Chapter 11 filing and CCAA proceedings.
Grant Thornton is the monitor appointed in the CCAA case.
Judge Keith L. Phillips presides over the Chapter 11 cases.
In the Chapter 11 cases, Kirkland & Ellis LLP and Kirkland & Ellis
International LLP serve as the Debtors' legal counsel. Kutak Rock
LLP serves as co-counsel. Toys "R" Us employed Alvarez & Marsal
North America, LLC as its restructuring advisor; and Lazard Freres
& Co. LLC as its investment banker. It hired Prime Clerk LLC as
claims and noticing agent. A&G Realty Partners, LLC, serves as its
real estate advisor.
On Sept. 26, 2017, the U.S. Trustee for Region 4 appointed an
official committee of unsecured creditors. The Committee retained
Kramer Levin Naftalis & Frankel LLP as its legal counsel; Wolcott
Rivers, P.C. as local counsel; FTI Consulting, Inc. as financial
advisor; and Moelis & Company LLC as investment banker.
TOYS R US: Taps Malfitano as Asset Disposition Advisor
------------------------------------------------------
Toys "R" Us, Inc. seeks approval from the U.S. Bankruptcy Court for
the Eastern District of Virginia to hire Malfitano Advisors, LLC as
its asset disposition advisor.
The firm will advise the company and its affiliates regarding the
disposition of their business assets; give advice regarding issues
associated with any planned closures; identify and contact proposed
purchasers; and inspect the Debtors' assets.
The firm's hourly rates are:
Joseph Malfitano $725
Senior Consultants $475 - $550
Junior Consultants $225 - $450
Support Staff $100 - $200
Malfitano does not hold or represent any interest adverse to the
Debtors' estates, according to court filings.
The firm can be reached through:
Joseph A. Malfitano
Malfitano Advisors, LLC
747 Third Avenue, 2nd Floor
New York, NY 10017
Phone: +1 (646) 776-0155
Email: info@malfitanopartners.com
About Toys "R" Us
Toys "R" Us, Inc., is an American toy and juvenile-products
retailer founded in 1948 and headquartered in Wayne, New Jersey, in
the New York City metropolitan area. Merchandise is sold in 880
Toys "R" Us and Babies "R" Us stores in the United States, Puerto
Rico and Guam, and in more than 780 international stores and more
than 245 licensed stores in 37 countries and jurisdictions.
Merchandise is also sold at e-commerce sites including Toysrus.com
and Babiesrus.com.
On July 21, 2005, a consortium of Bain Capital Partners LLC,
Kohlberg Kravis Roberts and Vornado Realty Trust invested $1.3
billion to complete a $6.6 billion leveraged buyout of the
company.
Toys "R" Us is now a privately owned entity but still files with
the Securities and Exchange Commission as required by its debt
agreements.
The Company's consolidated balance sheet showed $6.572 billion in
assets, $7.891 billion in liabilities, and a stockholders' deficit
of $1.319 billion as of April 29, 2017.
Toys "R" Us, Inc., and certain of its U.S. subsidiaries and its
Canadian subsidiary voluntarily filed for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No.
17-34665) on Sept. 19, 2017. In addition, the Company's Canadian
subsidiary voluntarily commenced parallel proceedings under the
Companies' Creditors Arrangement Act ("CCAA") in Canada in the
Ontario Superior Court of Justice. The Company's operations
outside of the U.S. and Canada, including its 255 licensed stores
and joint venture partnership in Asia, which are separate entities,
are not part of the Chapter 11 filing and CCAA proceedings.
Grant Thornton is the monitor appointed in the CCAA case.
Judge Keith L. Phillips presides over the Chapter 11 cases.
In the Chapter 11 cases, Kirkland & Ellis LLP and Kirkland & Ellis
International LLP serve as the Debtors' legal counsel. Kutak Rock
LLP serves as co-counsel. Toys "R" Us employed Alvarez & Marsal
North America, LLC as its restructuring advisor; and Lazard Freres
& Co. LLC as its investment banker. It hired Prime Clerk LLC as
claims and noticing agent. A&G Realty Partners, LLC, serves as its
real estate advisor.
On Sept. 26, 2017, the U.S. Trustee for Region 4 appointed an
official committee of unsecured creditors. The Committee retained
Kramer Levin Naftalis & Frankel LLP as its legal counsel; Wolcott
Rivers, P.C. as local counsel; FTI Consulting, Inc. as financial
advisor; and Moelis & Company LLC as investment banker.
UNISON ENVIRONMENTAL: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Unison Environmental Services, LLC
403 Thomas Ave
Cleveland, TN 37311
Type of Business: Unison Environmental Services, LLC, provides
waste treatment and disposal services. The
company's principal assets are located at
6315 12th Ave East Tuscaloosa, AL 35405.
http://www.unisonenvironmental.net/
Chapter 11 Petition Date: January 11, 2018
Court: United States Bankruptcy Court
Eastern District of Tennessee (Chattanooga)
Case No.: 18-10113
Judge: Hon. Shelley D. Rucker
Debtor's Counsel: David J. Fulton, Esq.
SCARBOROUGH & FULTON
620 Lindsay Street, Suite 240
Chattanooga, TN 37403
Tel: 423- 648-1880
Fax: (423) 648-1881
E-mail: djf@sfglegal.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jefferson Knox Horner, chief manager.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/tneb18-10113_creditors.pdf
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/tneb18-10113.pdf
UNITED MOBILE: Allowed to Use Cash for January 2018 Expenses
------------------------------------------------------------
The Hon. Barbara Ellis-Monro of the U.S. Bankruptcy Court for the
Northern District of Georgia has entered an eighth order extending
United Mobile Solutions, LLC's use of cash collateral through Jan.
31, 2018 on the terms contained in the Cash Collateral Order or as
extended by Order of the Court or consent of T-Mobile USA, Inc.,
MetroPCS Georgia, LLC, and MetroPCS Texas, LLC.
All other terms and conditions of the Cash Collateral Order will
remain in full force and effect.
The approved Budget for the month of January 2018 provides total
expenses of approximately $55,850.
A full-text copy of the Eighth Order is available at:
http://bankrupt.com/misc/ganb16-62537-268.pdf
About United Mobile Solutions
United Mobile Solutions, LLC, is a carrier master dealer that
operates and manages approximately 20 retail cellular phone stores.
Its corporate offices are located in Norcross, Georgia.
United Mobile filed a Chapter 11 petition (Bankr. N.D. Ga. Case No.
16-62537) on July 20, 2016. The petition was signed by Kil Won
Lee, president. 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 is represented by Cameron M. McCord, Esq., at Jones &
Walden, LLC.
An official committee of unsecured creditors has not been appointed
in the case.
* * *
On Dec. 16, 2016, the Debtor filed a disclosure statement and
Chapter 11 plan of reorganization.
VAUGHN COLLEGE OF AERONAUTICS: S&P Alters Outlook to Stable
-----------------------------------------------------------
S&P Global Ratings revised its outlook to stable from negative and
affirmed its 'BB-' long-term rating on the Dormitory Authority of
the State of New York's series 2006 and 2016A revenue bonds, issued
for Vaughn College of Aeronautics and Technology (VCAT).
"The revision to stable outlook reflects our view of the college's
recent return to more sustainable endowment draws, reduction of
direct placement debt, and fiscal 2017 performance, which we
believe reduced the likelihood that the rating will be lowered
within the outlook period," said S&P Global Ratings credit analyst
Ashley Ramchandani. The stable outlook further reflects our view of
the school's acceptable available resources for the rating,
reasonable demand profile, and limited debt plans.
S&P said, "We assessed VCAT's enterprise profile as adequate
characterized by relatively stable matriculation and reasonable
selectivity and retention despite some fluctuation in freshman
applicants and overall enrollment in the past few years. We
assessed VCAT's financial profile as vulnerable, with weak
operations, high student dependence, and above-average debt burden.
Combined, we believe these credit factors lead to an indicative
stand-alone credit profile of 'bb'. As our criteria indicate, the
final rating can be within one notch of the indicative credit
level. In our opinion, the 'BB-' rating on the college's bonds
better reflect VCAT's status as a specialty school with niche
programming, as well as the school's ongoing attempts to implement
strategic initiatives to bolster enrollment such as adding new
programs, which have not yet supported the stabilization of
enrollment and overall operations.
"The stable outlook reflects our expectation that, in the next 12
months, enrollment will not decline significantly from current
levels, operating margins will remain at or near current levels,
and that financial resources remain adequate for the rating.
We could consider lowering the rating if enrollment fails to
stabilize such that Vaughn College's operating performance becomes
negative on a cash basis if available resources deteriorate from
current levels.
"Although unlikely, we could consider a positive rating action if
enrollment in traditional degree programs increases, thereby
sustaining at minimum, breakeven operating performance on a full
accrual basis, and if the balance sheet strengthens substantially."
VELOCITY HOLDING: Taps E&Y as Audit & Tax Services Provider
-----------------------------------------------------------
Velocity Holding Company, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Ernst & Young
LLP.
The firm will provide audit services and tax-related services to
the company and its affiliates related to their Chapter 11 cases.
For tax advisory services, Ernst & Young will charge these hourly
fees:
Partners/Principals $1,229
Executive Director $1,100
Senior Manager $983
Manager $870
Senior $645
Staff $354
Ernst & Young will perform a review of the Debtors' sales and use
tax nexus footprint in all 50 states and the District of Columbia.
It will work with the Debtors to gather information related to
nexus creating activities, including affiliate agreements.
The Debtors will pay the firm a $5,000 fixed fee for the Phase I
services to be invoiced on January 30, and additional fixed fees
for the Phase II services:
Drop Shipment Research $1,500 per state
Click through Nexus Research $3,000 per state
For routine on-call advisory services, Ernst & Young will charge
these hourly rates:
Partners/Principals $969
Executive Director $845
Senior Manager $797
Manager $642
Senior $607
Staff $318
The Debtors will pay Ernst & Young a fee of $350,000 for the
preparation of tax returns. This fee will be paid in accordance
with this schedule:
Invoice Date Amount
------------ -------
First progress bill April 1, 2018 $50,000
Second progress bill May 1, 2018 $50,000
Third progress bill June 1, 2018 $50,000
Fourth progress bill July 1, 2018 $50,000
Fifth progress bill August 1, 2018 $50,000
Sixth progress bill September 1, 2018 $50,000
Final progress bill October 1, 2018 $50,000
Meanwhile, the Debtors have agreed to pay the firm for its audit
services a fee of $830,700, of which $175,000 has been paid in
advance. The firm will be paid in accordance with this schedule:
December 1, 2017 $100,000
December 21, 2017 $150,000
January 11, 2018 $150,000
February 8, 2018 $150,000
March 1, 2018 $150,000
For "non-core" audit services or additional unplanned effort, the
discounted hourly rates are:
Partner $710
Senior Manager $610
Manager $520
Senior $430
Staff $260
Richard Fung, a partner at Ernst & Young, disclosed in a court
filing that his firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Richard C. Fung
Ernst & Young LLP
725 South Figueroa Street
90017-5418 Los Angeles
Phone: +1 213 977 3200
Fax: +1 213 977 3729
About Velocity Holding Company Inc.
Velocity Holding Company, Inc., doing business as Motorsport
Aftermarket Group -- http://www.maggroup.com/-- is an independent
wholesale distributor, designer, manufacturer, retailer, and
marketer of aftermarket parts, apparel, and accessories for the
powersports industry. The powersports industry is a subset of the
broader motorsports industry and consists of vehicles such as
motorcycles, all-terrain vehicles, "side-by-sides" or utility
terrain vehicles, and snowmobiles, among others. The MAG Group
office provides support in the areas of business development,
finance, sourcing, information technology, sales, marketing and
administration.
Velocity Holding Company, Inc., and its affiliates sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 17-12442) on Nov. 15,
2017, after reaching a deal that would transfer ownership of the
Company to the first lien lenders.
Velocity Holding estimated under $50,000 in assets. Debtor Ed
Tucker Distributor estimated between $100 million and $500 million
in assets. The Debtors disclosed $440 million in total debt.
The Hon. Kevin J. Carey is the case judge.
In an Order dated December 12, 2017, the Bankruptcy Court approved
Proskauer Rose LLP as counsel to the Debtors; Cole Schotz P.C., as
Delaware Co-Counsel, Anthony C. Flanagan of AP Services, as chief
restructuring officer; and Donlin, Recano & Company, Inc., as
claims and noticing agent and administrative agent. The Debtors
tapped AlixPartners as restructuring advisor.
On November 29, 2017, Andrew Vara, acting U.S. Trustee for Region
3, appointed an official committee of unsecured creditors. The
committee hired Foley & Lardner LLP, as counsel; Whiteford Taylor &
Preston LLC, as Delaware counsel; Province, Inc., as financial
advisor.
VERIFONE SYSTEMS: S&P Affirms 'BB' CCR, Outlook Stable
------------------------------------------------------
Global payment solutions provider VeriFone Systems Inc. is
refinancing its credit facility and increasing its revolver
capacity. The transaction will result in pro forma adjusted debt to
EBITDA of around 3x.
S&P Global Ratings affirmed its 'BB' corporate credit rating on San
Jose, Calif.-based VeriFone Systems Inc. (Verifone). The outlook is
stable.
S&P said, "At the same time, we assigned our 'BB' issue-level
rating and '3' recovery rating to the company's first-lien credit
facility, comprising a $700 million revolving credit facility and
$350 million term loan A due 2023 and a $350 million term loan B
due 2025. The '3' recovery rating reflects our expectation for
meaningful (50%-70%; rounded estimate: 55%) recovery in the event
of a payment default. Upon closing, we will withdraw the
issue-level ratings and recovery ratings on the existing credit
facility."
The 'BB' rating reflects Verifone's strong market position as a
global payments solution provider and S&P's expectation for
adjusted debt to EBITDA to remain under 3x in fiscal year 2018
(ending Oct. 31). However, growth headwinds in the brick-and-mortar
retail industry and competing innovations in point-of-sale
technology partially offset these factors. Although Verifone is one
of the top two payment terminal providers in most of the markets it
operates, secular challenges drove the company to undergo a
strategic review in 2015. Since then, it has divested unprofitable
businesses and invested in new product launches to drive growth.
S&P said, "The stable outlook reflects our expectation that recent
divestitures and new product launches will result in Verifone
returning to EBITDA growth in 2018, and that the company will use
at least half of its of free cash flow to pay down debt, such that
adjusted debt to EBITDA stays below 3x.
"We could lower the rating if increased competition, weakness in
brick-and-mortar merchant spend, or difficulties penetrating
higher-growth markets result in consistent organic revenue decline.
We could also lower the rating if Verifone adopts a more aggressive
financial policy, including large debt-financed acquisitions or
shareholder returns, leading to adjusted leverage sustained above
3x.
"We could raise the rating if the company demonstrates that it can
adapt to market disruption at the point-of-sale such that new
product launches result in multi-year revenue growth in at least
the mid-single-digit percentage range, with expanding EBITDA
margins, while leverage stays below 3x."
VERO PARENT: Bank Debt Trades at 2.50% Off
------------------------------------------
Participations in a syndicated loan under which Vero Parent Inc is
a borrower traded in the secondary market at 97.50
cents-on-the-dollar during the week ended Friday, December 29,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 0.34 percentage points from
the previous week. Vero Parent Inc pays 900 basis points above
LIBOR to borrow under the $180 million facility. The bank loan
matures on Aug. 16, 2025 and Moody's Caa2 rating and Standard &
Poor's CCC rating. The loan is one of the biggest gainers and
losers among 247 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended December 29.
VERO PARENT: Bank Debt Trades at 2.50% Off
------------------------------------------
Participations in a syndicated loan under which Vero Parent Inc is
a borrower traded in the secondary market at 97.50
cents-on-the-dollar during the week ended Friday, December 29,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 0.34 percentage points from
the previous week. Vero Parent Inc pays 900 basis points above
LIBOR to borrow under the $180 million facility. The bank loan
matures on Aug. 16, 2025 and Moody's Caa2 rating and Standard &
Poor's CCC rating. The loan is one of the biggest gainers and
losers among 247 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended December 29.
VESCO CONSULTING: Allowed to Use Cash Collateral Until Feb. 28
--------------------------------------------------------------
Judge Elizabeth E. Brown of the U.S. Bankruptcy Court for the
District of Colorado authorized VESCO Consulting Services, LLC, to
continue using cash collateral pursuant to the Budget attached to
the Motion through Feb. 28, 2018, subject to the ability to deviate
from the Budget by up to 15% per line item, per month.
The adequate protection provided to Points West Community Bank and
Colorado Department of Revenue ("CDOR") in the Amended Order
Authorizing Use of Cash Collateral will continue.
The Supplemental Budget process set forth in the Stipulated Motion
by Debtor for Authority to Use Cash Collateral and for Adequate
Protection remains available to the parties.
A full-text copy of the Order is available at:
http://bankrupt.com/misc/cob16-21351-258.pdf
About VESCO Consulting Services
VESCO Consulting Services, LLC, leases properties to mine
construction aggregates (sand and gravel) and sells and delivers
the material to its customers, which are typically concrete and
asphalt producers as well as oil and gas construction companies.
The Debtor also engages in trucking activities, construction,
custom crushing, and mine reclamation.
VESCO sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. Colo. Case No. 16-21351) on Nov. 19, 2016. Michael
Miller, president, signed the petition. 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 Elizabeth E. Brown.
The Debtor is represented by Kevin S. Neiman, Esq., at the Law
Offices of Kevin S. Neiman, PC.
An official committee of unsecured creditors has not been appointed
in the Chapter 11 case.
WINDSOR MARKETING: Wants to Obtain $50,000 Loan, Use Cash
---------------------------------------------------------
Windsor Marketing Group, Inc., seeks authorization from the U.S.
Bankruptcy Court for the District of Connecticut to use cash
collateral on a preliminary basis in order to meet its ongoing
working capital and general business needs, which primarily
consists of payroll, goods and supplies during the Budget period.
Windsor Marketing also seeks authority to borrow $50,000 from Kevin
Armata on an administrative claim basis. The Loan will bear
interest at 2% and become due on the earlier of confirmation of a
plan of reorganization, dismissal of the case, conversion of the
case to a case under chapter 7 or the appointment of a trustee. The
advance of the $50,000 reflects an agreement with People's United
Bank prior to the filing, which will provide the Debtor with extra
liquidity in the event of an emergency, and provides additional
adequate protection.
Kevin Armata, is the sole owner and president of the Debtor and
guaranteed all obligations to People's United Bank.
The Debtor's major secured creditor is People's United Bank. As of
the Petition Date, the Debtor was indebted and liable to People's
United Bank approximately as follows: (a) under the Revolver:
$3,412,976.74 (b) under first capex loan: $190,024.13 (c) under a
term loan: $642,857.28; and (d) under second capex loan
$126,944.62. To secure the payment and performance of the
indebtedness, the Debtor granted People's United Bank a security
interest in substantially all present and future personal property
of the Debtor.
The Debtor believes that the State of Connecticut Department of
Economic Development and People's Capital and Leasing Corp. may
assert liens in some portion of the Cash Collateral ("Other Lien
Holders").
To the extent of any diminution in value of the prepetition
collateral, People's United Bank will be granted valid, binding,
enforceable and perfected replacement liens on and security
interests in all property and assets of any kind and nature in
which the Debtor has an interest, including all proceeds, products,
rents and profits thereof, to the same extent, priority and
validity as People's United Bank had at the Petition Date. The
Adequate Protection Liens to have the following priorities: (a)
first priority on unencumbered property; (b) liens junior to
certain existing liens; and (c) superpriority claims.
The Debtor will also provide to People's United Bank: (i) a weekly
report showing comparison of Debtor's actual collections and
disbursements, as measured against Debtor's projected collections
and disbursements in the Budget, as measured on a weekly basis;
(ii) a weekly accounts receivable aging and accounts payable aging;
and (iii) a weekly report showing all deposits, disbursements and
other activity in the Deposit Accounts. The Debtor will also to
cooperate with all reasonable audit and appraisal requests of
People's United Bank and its representatives and agents.
To the extent that any of the Other Lien Holders hold an interest
in the Cash Collateral, the Debtor proposes to grant each such
Other Lien Holder (a) a replacement lien on all of the prepetition
collateral and the postpetition collateral and (b) a superpriority
claim. Such replacement liens and superpriority claims are to be
only for the amount of any diminution in value of such Other Lien
Holder's interest in the Cash Collateral and that such replacement
liens or superpriority claim are to be only to the same validity,
priority and extent of any pre-petition interest in the cash
collateral held by such Other Lien Holder.
A full-text copy of the Debtor's Motion is available at:
http://bankrupt.com/misc/ctb18-20022-4.pdf
About Windsor Marketing Group
Headquartered in Suffield, Connecticut, Windsor Marketing Group,
Inc. -- https://windsormarketing.com/ -- is a privately held
company that develops and implements innovative in-store marketing
programs for more than 3,000 clients, including some of the
nation's top retailers. Founded in 1976, Windsor Marketing helps
retailers make their stores easier to shop, reduce turnaround times
and lower production and fulfillment costs.
Windsor Marketing Group filed a Chapter 11 petition (Bankr. D.
Conn. Case No. 18-20022) on Jan. 8, 2018. The petition was signed
by Kevin F. Armata, president. The Debtor is represented by James
Berman, Esq. at Zeisler & Zeisler, P.C. At the time of filing, the
Debtor estimated assets and liabilities at $10 million to $50
million.
WINDSOR PLAZA: Unsecureds to Get Full Amount of Claim
-----------------------------------------------------
Windsor Plaza LLC has filed a disclosure statement with the U.S.
Bankruptcy Court for the Southern District of New York with respect
to its Chapter 11 Plan of Reorganization.
The City of New York has filed a secured tax claim in the amount of
$350,000 in real estate taxes. The claims of the City of New York
will be paid in full on confirmation.
Holders of allowed general unsecured claims, which the debtor
believes will be approximately $100,000, shall be paid the full
amount of the claim, together with postpetition interest at the
federal judgment rate, in cash, as soon as practicable after the
later of (i) the effective date and (ii) the date on which such
claim becomes an allowed general unsecured claim.
Equity interests, of which $30,000,000 is paid to Rosemarie A.
Herman, are unimpaired.
J. Maurice Herman will implement the plan pursuant to the Silver
Point Term Sheet, 14 days after entry of the Confirmation Order or
when the Order of Confirmation becomes final and nonappealable,
whichever is later.
A full-text copy of Windsor Plaza's disclosure statement dated
December 11, 2017 is available at:
http://bankrupt.com/misc/nysb17-12891-jlg-33.pdf
Windsor Plaza is represented by:
Robert L. Rattet, Esq.
RATTET PLLC
202 Mamaroneck Avenue, Suite 300
White Plains, NY 10601
Tel: (914)381-7400
About Windsor Plaza LLC
Windsor Plaza LLC is a Single Asset Real Estate (as defined in 11
U.S.C. Section 101(51B)) with its principal place of business
located at 952 Fifth Avenue New York, NY 10075.
Windsor Plaza LLC filed a Chapter 11 petition (Bankr. S.D.N.Y. Case
No. 17-12891) on October 16, 2017. The petition was signed by
Maurice J. Herman, managing member.
The Hon. James L. Garrity Jr. presides over the case. Robert Leslie
Rattet, Esq. at Ratet LLC represents the Debtor as counsel.
At the time of filing, the Debtor estimates $10 million to $50
million in assets and $1 million to $10 million in liabilities.
WINDSTREAM CORP: Bank Debt Trades at 11% Off
--------------------------------------------
Participations in a syndicated loan under which Windstream Corp is
a borrower traded in the secondary market at 89 cents-on-the-dollar
during the week ended Friday, December 29, 2017, according to data
compiled by LSTA/Thomson Reuters MTM Pricing. This represents a
decrease of 0.56 percentage points from the previous week.
Windstream Corp pays 325 basis points above LIBOR to borrow under
the $580 million facility. The bank loan matures on Feb. 17, 2024
and Moody's B2 rating and Standard & Poor's BB- rating. The loan
is one of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended December 29.
[^] BOND PRICING: For the Week from January 8 to 12, 2018
---------------------------------------------------------
Company Ticker Coupon Bid Price Maturity
------- ------ ------ --------- --------
Alpha Appalachia
Holdings Inc ANR 3.25 0.001 8/1/2015
American Eagle Energy Corp AMZG 11 1.25 9/1/2019
Amyris Inc AMRS 9.5 64.209 4/15/2019
Amyris Inc AMRS 6.5 61.866 5/15/2019
Appvion Inc APPPAP 9 37.53 6/1/2020
Appvion Inc APPPAP 9 15 6/1/2020
Armstrong Energy Inc ARMS 11.75 14.75 12/15/2019
Armstrong Energy Inc ARMS 11.75 14.5 12/15/2019
Avaya Inc AVYA 10.5 6.25 3/1/2021
Avaya Inc AVYA 10.5 7 3/1/2021
BPZ Resources Inc BPZR 6.5 3.017 3/1/2015
BPZ Resources Inc BPZR 6.5 3.017 3/1/2049
Bon-Ton Department
Stores Inc/The BONT 8 22.5 6/15/2021
BreitBurn Energy
Partners LP / BreitBurn
Finance Corp BBEP 7.875 0.12 4/15/2022
BreitBurn Energy
Partners LP / BreitBurn
Finance Corp BBEP 8.625 1 10/15/2020
BreitBurn Energy
Partners LP / BreitBurn
Finance Corp BBEP 8.625 1.077 10/15/2020
BreitBurn Energy
Partners LP / BreitBurn
Finance Corp BBEP 8.625 1.077 10/15/2020
Buffalo Thunder
Development Authority BUFLO 11 42.75 12/9/2022
Cenveo Corp CVO 8.5 16.5 9/15/2022
Cenveo Corp CVO 8.5 20.25 9/15/2022
Chassix Holdings Inc CHASSX 10 8 12/15/2018
Chassix Holdings Inc CHASSX 10 8 12/15/2018
Chukchansi Economic
Development Authority CHUKCH 9.75 57.134 5/30/2020
Claire's Stores Inc CLE 9 66.25 3/15/2019
Claire's Stores Inc CLE 8.875 27.8 3/15/2019
Claire's Stores Inc CLE 7.75 11.5 6/1/2020
Claire's Stores Inc CLE 9 66.141 3/15/2019
Claire's Stores Inc CLE 9 66.118 3/15/2019
Claire's Stores Inc CLE 7.75 11.5 6/1/2020
Cobalt International
Energy Inc CIEI 2.625 34.86 12/1/2019
Cumulus Media Holdings Inc CMLS 7.75 18.25 5/1/2019
EV Energy Partners LP /
EV Energy Finance Corp EVEP 8 53 4/15/2019
EXCO Resources Inc XCOO 8.5 5.525 4/15/2022
Egalet Corp EGLT 5.5 45.5 4/1/2020
Emergent Capital Inc EMGC 8.5 56.915 2/15/2019
Energy Conversion
Devices Inc ENER 3 7.875 6/15/2013
Energy Future Holdings Corp TXU 5.55 14.75 11/15/2014
Energy Future Holdings Corp TXU 6.5 15 11/15/2024
Energy Future Holdings Corp TXU 6.55 14.75 11/15/2034
Energy Future Holdings Corp TXU 9.75 29.25 10/15/2019
Energy Future Intermediate
Holding Co LLC /
EFIH Finance Inc TXU 11.25 38 12/1/2018
Energy Future Intermediate
Holding Co LLC / EFIH
Finance Inc TXU 9.75 5.3 10/15/2019
Energy Future Intermediate
Holding Co LLC / EFIH
Finance Inc TXU 11.25 38.5 12/1/2018
FGI Operating Co LLC / FGI
Finance Inc GUN 7.875 24.418 5/1/2020
Federal Home Loan Banks FHLB 2 97 11/10/2026
Fleetwood Enterprises Inc FLTW 14 3.557 12/15/2011
Gibson Brands Inc GIBSON 8.875 85.25 8/1/2018
Gibson Brands Inc GIBSON 8.875 82.238 8/1/2018
Gibson Brands Inc GIBSON 8.875 85.131 8/1/2018
Global Brokerage Inc GLBR 2.25 45.313 6/15/2018
Guitar Center Inc GTRC 9.625 58.963 4/15/2020
Guitar Center Inc GTRC 9.625 57.75 4/15/2020
Homer City Generation LP HOMCTY 8.137 38.75 10/1/2019
Iconix Brand Group Inc ICON 1.5 82 3/15/2018
Illinois Power
Generating Co DYN 7 33.375 4/15/2018
Illinois Power
Generating Co DYN 6.3 33.375 4/1/2020
Interactive Network Inc /
FriendFinder
Networks Inc FFNT 14 70.267 12/20/2018
IronGate Energy
Services LLC IRONGT 11 36.875 7/1/2018
IronGate Energy
Services LLC IRONGT 11 36.875 7/1/2018
IronGate Energy
Services LLC IRONGT 11 36.875 7/1/2018
IronGate Energy
Services LLC IRONGT 11 36.875 7/1/2018
Las Vegas Monorail Co LASVMC 5.5 4.062 7/15/2019
Lehman Brothers
Holdings Inc LEH 1.6 3.326 11/5/2011
Lehman Brothers
Holdings Inc LEH 4 3.326 4/30/2009
Lehman Brothers
Holdings Inc LEH 2 3.326 3/3/2009
Lehman Brothers
Holdings Inc LEH 1.5 3.326 3/29/2013
Lehman Brothers
Holdings Inc LEH 2.07 3.326 6/15/2009
Lehman Brothers
Holdings Inc LEH 1.383 3.326 6/15/2009
Lehman Brothers
Holdings Inc LEH 5 3.326 2/7/2009
Lehman Brothers Inc LEH 7.5 1.226 8/1/2026
Linc USA GP / Linc
Energy Finance USA Inc LNCAU 9.625 1 10/31/2017
MF Global Holdings Ltd MF 3.375 30 8/1/2018
MModal Inc MODL 10.75 6.125 8/15/2020
Mashantucket Western
Pequot Tribe MASHTU 7.35 17.375 7/1/2026
Midstates Petroleum
Co Inc / Midstates
Petroleum Co LLC MPO 10.75 3.486 10/1/2020
Murray Energy Corp MURREN 11.25 52.24 4/15/2021
Murray Energy Corp MURREN 11.25 52 4/15/2021
Murray Energy Corp MURREN 9.5 48.191 12/5/2020
Murray Energy Corp MURREN 9.5 48.191 12/5/2020
Nine West Holdings Inc JNY 8.25 12.875 3/15/2019
Nine West Holdings Inc JNY 6.125 15.269 11/15/2034
Nine West Holdings Inc JNY 6.875 15.655 3/15/2019
Nine West Holdings Inc JNY 8.25 10.5 3/15/2019
OMX Timber Finance
Investments II LLC OMX 5.54 10.25 1/29/2020
Orexigen Therapeutics Inc OREX 2.75 34 12/1/2020
Orexigen Therapeutics Inc OREX 2.75 29.99 12/1/2020
PaperWorks Industries Inc PAPWRK 9.5 69 8/15/2019
PaperWorks Industries Inc PAPWRK 9.5 64.5 8/15/2019
Powerwave Technologies Inc PWAV 3.875 0.435 10/1/2027
Powerwave Technologies Inc PWAV 2.75 0.435 7/15/2041
Powerwave Technologies Inc PWAV 1.875 0.435 11/15/2024
Powerwave Technologies Inc PWAV 3.875 0.435 10/1/2027
Powerwave Technologies Inc PWAV 1.875 0.435 11/15/2024
Prospect Holding Co LLC /
Prospect Holding
Finance Co PRSPCT 10.25 48.25 10/1/2018
RAAM Global Energy Co RAMGEN 12.5 1.55 10/1/2015
Real Alloy Holding Inc REAALL 10 72 1/15/2019
Real Alloy Holding Inc REAALL 10 63 1/15/2019
Renco Metals Inc RENCO 11.5 26.25 7/1/2003
Rex Energy Corp REXX 8.875 44.5 12/1/2020
Rex Energy Corp REXX 6.25 31.3 8/1/2022
Rolta LLC RLTAIN 10.75 25 5/16/2018
SAExploration Holdings Inc SAEX 10 60 7/15/2019
SandRidge Energy Inc SD 7.5 2.081 2/15/2023
Sears Holdings Corp SHLD 8 47.475 12/15/2019
SiTV LLC / SiTV Finance Inc NUVOTV 10.375 69 7/1/2019
SiTV LLC / SiTV Finance Inc NUVOTV 10.375 68 7/1/2019
Standard Industries Inc/NJ BMCAUS 5.125 103.203 2/15/2021
TMST Inc THMR 8 18.25 5/15/2013
Talos Production LLC /
Talos Production
Finance Inc TALPRO 9.75 84.5 2/15/2018
Talos Production LLC /
Talos Production
Finance Inc TALPRO 9.75 84.5 2/15/2018
TerraVia Holdings Inc TVIA 5 5.51 10/1/2019
Texas Competitive Electric
Holdings Co LLC /
TCEH Finance Inc TXU 11.5 0.75 10/1/2020
Texas Competitive Electric
Holdings Co LLC / TCEH
Finance Inc TXU 11.5 0.75 10/1/2020
Toys R Us - Delaware Inc TOY 8.75 28.64 9/1/2021
Toys R Us Inc TOY 7.375 31.063 10/15/2018
Transworld Systems Inc TSIACQ 9.5 38.063 8/15/2021
Transworld Systems Inc TSIACQ 9.5 34 8/15/2021
UCI International LLC UCII 8.625 4.689 2/15/2019
Walter Energy Inc WLTG 9.875 0.834 12/15/2020
Walter Energy Inc WLTG 8.5 0.834 4/15/2021
Walter Energy Inc WLTG 9.875 0.834 12/15/2020
Walter Energy Inc WLTG 9.875 0.834 12/15/2020
Walter Investment
Management Corp WAC 4.5 11 11/1/2019
iHeartCommunications Inc IHRT 10 93.01 1/15/2018
iHeartCommunications Inc IHRT 6.875 48.978 6/15/2018
*********
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
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Troubled Company Reporter is a daily newsletter co-published
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