/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/180314.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, March 14, 2018, Vol. 22, No. 72 Headlines 2950 W. GOLF: May Use Bobs LLC Cash Collateral Until March 31 550 SEABREEZE: Taps Genovese Joblove as Legal Counsel A HELPING HAND TOO: Taps Rosie Harper as Accountant AFFORDABLE ENTERPRISES: Capital Management Agreement Has Final Okay AKC ENTERPRISES: Has Final Approval to Use Cash Collateral ALPHATEC HOLDINGS: Lowers Net Loss to $2.3 Million in 2017 AMADO SALON DE BELLEZA: Taps Justiniano's Law Office as Attorney AMERICAN AXLE: Fitch Rates Proposed $350MM Sr. Unsec. Notes BB- AMERICAN AXLE: Moody's Rates New $350MM Senior Unsecured Notes B2 AMERICAN AXLE: S&P Rates $350MM Senior Unsecured Notes 'B' ANDERSON SHUMAKER: Taps Amari & Locallo as Special Counsel ANTHEM MEMORY: In Talks with Landlord to Extend Forbearance ASCENT RESOURCES: Hires D.R. Payne as Financial Consultant ATLANTIC FABRICATION: Taps Polston as Tax Accountant AXIS ENERGY: Hires Reynolds Law Corp as Attorney BARTLETT MANAGEMENT: Taps Keen-Summit as Lease Negotiation Experts BAYWAY HAND: Trustee Taps Fox Rothschild as Special Counsel BAYWAY HAND: Trustee Taps R.D. Clifford as Real Estate Appraiser BESTWALL LLC: Future Claimants' Rep Taps H&C as Local Co-Counsel BIG GUNS: Case Summary & 5 Unsecured Creditors BK RACING: Taps Henderson Law Firm as Legal Counsel BOB COOK COMPANY: Taps Gabriel Liberman as Legal Counsel BUCK SPRINGS: Taps Maida Clark Law Firm as Legal Counsel CAREVIEW COMMUNICATIONS: Smith et al Have 6.8% Stake as of Feb. 14 CARL SAYERS: April 17 Auction of Four Danbury Properties Set CC CARE LLC: Court Okays Seventh Interim Cash Collateral Order CERTARA HOLDCO: S&P Rates First-Lien Debt 'B' CHINA COMMERCIAL: Qun Ma Acquires 8.8% Stake for $2.5 Million CHRISTIE & CAROLINE: Case Summary & 10 Unsecured Creditors CINEMARK USA: Moody's Gives Ba1 Rating to New $660MM Term Loan B CK ASSISTED: Taps Carmichael & Powell as Legal Counsel CONCORDIA INTERNATIONAL: Incurs $1.59 Billion Net Loss in 2017 CRESTWOOD HOLDINGS: S&P Affirms 'B-' CCR Following Refinancing CYTORI THERAPEUTICS: Incurs $22.7 Million Net Loss in 2017 CYTORI THERAPEUTICS: May Issue 2.58M Shares Under Incentive Plans DELEK LOGISTICS: S&P Raises CCR to 'BB-', Outlook Stable DEXTERA SURGICAL: Hires Moss Adams LLP as Tax Advisor DOLPHIN DIGITAL: Will Discuss Company Overview at Roth Conference DPW HOLDINGS: Super Crypto Will Buy Another 1,100 Mining Machines ENGINEERED MACHINERY: Moody's Affirms B3 CFR After Purchase Deal FALLBROOK TECHNOLOGIES: Hires Ordinary Course Professionals FALLBROOK TECHNOLOGIES: Taps Roy Messing of Ankura as CRO FALLBROOK TECHNOLOGIES: Taps Shearman & Sterling LLP as Co-Counsel FALLBROOK TECHNOLOGIES: Taps Young Conaway as Bankruptcy Co-Counsel FANNIE MAE & FREDDIE MAC: Appaloosa, Akanthos & CSS Now Litigating FILBIN LAND: Taps Macdonald Fernandez as Special Counsel FLORIDA COSMETOGYNECOLOGY: Taps Tally Consulting as Accountant FREEDOM HOLDING: Completes $30M Private Placement of Common Shares GASTAR EXPLORATION: Fir Tree Capital Owns 9.7% Stake as of Dec. 31 GASTAR EXPLORATION: Wilks Brothers Stake at 2.9% as of Dec. 31 GB SCIENCES: Incurs $6.96 Million Net Loss in Third Quarter GB SCIENCES: Will Hold its Special Meeting on April 6 GEA SEASIDE: Voluntary Chapter 11 Case Summary GENESIS HEALTHCARE: Closes $595M in Loans, Staves Off Bankruptcy GIGA-TRONICS INC: Posts $313,000 Net Loss in Third Quarter GLASGOW EQUIPMENT: Taps Timothy H. Kenney as Special Counsel GREAT SOUTHERN: Case Summary & 20 Largest Unsecured Creditors GUITAR CENTER: S&P Lowers CCR to 'CC' on Debt Exchange Offer GULF COAST MARITIME: Taps Neville Peterson LLP as Special Counsel HARVEY GULF: Davis Polk Serves as Adviser on Ch.11 Restructuring HEARTLAND DENTAL: Moody's Puts B3 CFR Under Review for Downgrade HOPEWELL RISK: Taps Hoffman & Saweris as Legal Counsel HOVNANIAN ENTERPRISES: Reports Fiscal 2018 Q1 Net Loss of $30.8M HUMANIGEN INC: Nantahala Capital Has 9.7% Stake as of Dec. 31 ICONIX BRAND: Monecor Holds 8.7% Stake as of Dec. 31 IHEARTMEDIA INC: Lenders Extend Forbearance Deal Until March 13 INPIXON: Amends Prospectus on 520,833 Class A Units Sale INTREPID POTASH: Renaissance Ceases to be a Shareholder IRON MOUNTAIN: S&P Gives BB Rating on New $500MM Term Loan B J&S AUTO: May Continue Using Cash Collateral Through March 27 JERRY DAVIS: $34K Sale of Santa Rosa Property to Gillmans Approved JET MIDWEST: Taps JND Corporate as Claims and Noticing Agent JUDGE'S MARINE: Taps Sandra Spencer CPA as Accountant LAKESHORE FARMS: Seeks Access to Frontier Bank Cash Collateral LARRY HEMBREE: Sale of 56 Acres of Unimproved Rutherford Land OK'd LEGACY RESERVES: Baines Creek Has 15% Stake as of Feb. 28 LIONS GATE: Moody's Affirms Ba3 CFR; Outlook Remains Stable LSCS HOLDINGS: Moody's Rates $50MM Senior Secured 1st Lien Loan B2 M2 SYSTEMS: Case Summary & 20 Largest Unsecured Creditors MCHYL ENTERPRISES: Taps Buddy D. Ford as Legal Counsel MD2U MANAGEMENT: Taps Hublar Enterprises as Business Consultant MEDCISION LLC: Seeks to Hire DSI's Kyle Everett as CRO METROPOLITAN DIAGNOSTIC: Can Continue Using Cash Until March 31 MH SUB I: Term Loan Add-On No Impact on B3 CFR, Moody's Says MOTORS LIQUIDATION: Court OKs Reallocation of $13.6M Cash NEIMAN MARCUS: Posts Second Quarter Earnings of $372.5 Million NEW HEALTH DENTISTRY: Taps Paul Reece Marr as Legal Counsel NVA HOLDINGS: Moody's Rates New $500MM Sr. Unsecured Notes Caa2 NVA HOLDINGS: S&P Rates New $500MM Sr. Unsecured Notes 'CCC+' OREXIGEN THERAPEUTICS: Hogan Lovells Represents Business in Ch.11 OYOTOYO INC: Bidding Procedures for All Assets Approved PACIFIC DRILLING: Taps Jones Walker as Special Counsel PENTHOUSE GLOBAL: Committee Taps Raines Feldman as Legal Counsel PETROLIA ENERGY: Plans to Raise Capital for Drilling Programs PETROQUEST ENERGY: Lowers Net Loss to $11.8 Million in 2017 PHILADELPHIA HAITIAN: Taps Lewis & Monroe as Legal Counsel PROFLO INDUSTRIES: Taps Coward Pinski as Accountant QUALITY CARE: Swings to $443.5M Comprehensive Loss in 2017 R & S ST. ROSE: Date to File Briefs in BB&T Appeals Case Extended R & S ST. ROSE: Date to File Briefs in CLTIC Appeals Case Extended RAND LOGISTICS: Files Form 15 to Halt SEC Reporting Obligations ROSSER RESERVE: Taps Winderweedle Haines as Legal Counsel SAEXPLORATION HOLDINGS: Whitebox Has 44.9% Stake as of March 8 SAMBILL LLC: Hires Wilkins & Wilkins LLP as Attorney SEQUOIA AHWATUKEE: Taps James Portman Webster as Legal Counsel SEVEN STARS: Unit Buys 500,000 DBOT Shares from Shawn Sloves SOMERSET ACADEMY: S&P Rates 2018A/B School Revenue Bonds 'BB' SPEED VEGAS: Committee Taps Fox Rothschild as Legal Counsel SPIRIT AIRLINES: Fitch Affirms BB+ IDR & Alters Outlook to Negative SUNIVA INC: Hires Ross Lane & Company, LLC as 401(k) Auditor SUNSHINE SEATTLE: Chef Lu Buying Seattle Restaurant for $177K TEREX CORP: S&P Alters Outlook to Stable & Affirms 'BB' CCR TGP HOLDINGS: S&P Rates New $391.4MM First-Lien Debt 'B-' THIRUSELVAM SAKTHIVEIL: Ariz. Ct. Affirms Order Appointing Receiver TITAN ENERGY: Lenders Extend Default Waiver Until March 16 TOW YARD: Proposes an Auction of Equipment by Key Auctioneers TOWERSTREAM CORP: Lenders Waive Going Concern Covenant TOYS R US: Taps Frontline Real Estate as Real Estate Advisor VALEANT PHARMACEUTICALS: Fitch Rates $1.25BB Senior Notes B- VALEANT PHARMACEUTICALS: Moody's Rates New $1.25BB Unsec Notes Caa1 VALEANT PHARMACEUTICALS: S&P Rates New $1.25BB Unsec. Notes 'B-' VICTORY SOLUTIONS: Hires Forbes Law LLC as Attorney VITARGO GLOBAL: Trustee Taps GlassRatner as Financial Advisor VRG LIQUIDATING: VonWin Buying Visa/MC Claims for $550K WC PRIME: Taps Wiggam & Geer as Legal Counsel WEATHERFORD INTERNATIONAL: Names New VP Chief Accounting Officer WELBILT INC: S&P Raises Corp. Credit Rating to BB-, Outlook Stable WILLIDPEWS BBQ: Seeks Access to Cache Valley Bank Cash Collateral WOODBRIDGE GROUP: Taps Klee, Tuchin, Bogdanoff & Stern as Counsel WOOTON GROUP: Taps Leslie Cohen as Legal Counsel [] Mercer Joins Donlin Recano as VP, Strategic Communications Head ********* 2950 W. GOLF: May Use Bobs LLC Cash Collateral Until March 31 ------------------------------------------------------------- Judge Jack B. Schmetterer of the U.S. Bankruptcy Court for the Northern District of Illinois has entered an interim order authorizing 2950 W. Golf, LLC to use the cash collateral of Bobs LLC from March 1 through March 31, 2018, in conformity with the budget. Bobs LLC is granted continuing liens equivalent to its prepetition liens in Debtor's postpetition accounts, proceeds and equipment. The Budget provides total proposed expenditures totaling $41,200, but the costs on fire safety construction ($26,983) has been removed from the budget, which will be subject to a hearing set for March 22, 2018. A full-text copy of the Interim Order is available at http://bankrupt.com/misc/ilnb17-36643-75.pdf About 2950 W. Golf 2950 W. Golf, LLC, is a privately held company based in Rolling Meadows, Illinois. The Company is the record owner of the real property commonly known as 2950 West Golf Road, Units 1, 2 and 3, Rolling Meadows, Illinois ("Convention Center") -- a 144,000 square foot multi-function entertainment facility. 2950 W. Golf filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 17-36643) on Dec. 11, 2017. In the petition signed by Madan Kulkarni, manager, the Debtor estimated both assets and liabilities at $1 million to $10 million. The case is assigned to Judge Jack B. Schmetterer. Jonathan D. Golding, Esq., at the Golding Law Offices, P.C., is the Debtor's counsel. 550 SEABREEZE: Taps Genovese Joblove as Legal Counsel ----------------------------------------------------- 550 Seabreeze Development LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Genovese Joblove & Battista, P.A., as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; negotiate with creditors; give advice regarding any financing arrangement or sale of its assets; assist in the preparation of a plan of reorganization; and provide other legal services related to its Chapter 11 case. Prior to the Genovese Joblove received retainers in the total amount of $270,000, of which $92,011.95 was used to pay its pre-bankruptcy fees and expenses. The firm holds a post-petition retainer in the sum of $177,988. Paul Battista, Esq., a shareholder of Genovese Joblove, 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: Paul J. Battista, Esq. Genovese Joblove & Battista, P.A. 100 S.E. Second Street, 44th Floor Miami, FL 33131 Tel: (305) 349-2300 Fax: (305) 349-2310 Email: pbattista@gjb-law.com About 550 Seabreeze Development 550 Seabreeze Development LLC is a general contractor located in Fort Lauderdale, Florida. It is a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). The company filed as a Florida limited liability in Florida in September 2003. 550 Seabreeze Development sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-12193) on Feb. 26, 2018. In its petition signed by Kenneth Bernstein, authorized representative, the Debtor estimated assets and liabilities of $10 million to $50 million. Judge Raymond B. Ray presides over the case. Genovese Joblove & Battista, P.A., is the Debtor's legal counsel. A HELPING HAND TOO: Taps Rosie Harper as Accountant --------------------------------------------------- A Helping Hand Too, LLC, seeks approval from the U.S. Bankruptcy Court for the Western District of Louisiana to hire an accountant. The Debtor proposes to employ Rosie Harper, a certified public accountant, to prepare monthly reports that it is required to file with the Department of Health and Hospitals. Ms. Harper will be paid on a monthly basis for routine accounting work in preparation of the monthly reports. In a court filing, Ms. Harper disclosed that she does not represent any interest adverse to the Debtor. Ms. Harper maintains an office at: Rosie D. Harper 604 N. 3rd Street Monroe, LA 71201 Phone: (318) 387-8008 About A Helping Hand Too A Helping Hand Too, LLC, first filed a Chapter 11 petition (Bankr. W.D. La. Case No. 16-31376) on Sept. 10, 2016. A Helping Hand Too sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 17-31512) on Sept. 12, 2017. In its petition signed by Cynthia Welch, co-owner, the Debtor disclosed less than $50,000 in assets and less than $500,000 in liabilities. James W. Spivey II is the Debtor's bankruptcy counsel. AFFORDABLE ENTERPRISES: Capital Management Agreement Has Final Okay ------------------------------------------------------------------- Judge Robert D. Drain of the U.S. Bankruptcy Court for the Southern District of New York authorized Affordable Enterprises of Westchester, Inc. to enter into the Management Agreement with Capital Industries Corp., on a final basis pending closing on the sale transaction, in connection with the sale of all assets for $570,000. The sale is free and clear of any and all liens, claims or encumbrances and interests. The Assets are being sold and/or assigned "as is" and "where is" without any representation, covenant, guaranty or warranty of any kind or nature, whatsoever except as expressly stated in the Asset Purchase Agreement. The Debtor is authorized to consummate the Sale Transaction pursuant to and in accordance with the terms and conditions set forth in the Sale Motion, the APA, as modified in the Order, and the Order. The Debtor is authorized and directed to pay, at Closing, from the net sale proceeds (after applying the Closing Adjustment), to WK Financial Group the sum of $38,860 in full and final satisfaction of its liens and secured claims with respect to the Debtor's two 2001 Peterbilt 357 Tri Axle Roll Off trucks which are part of the Assets being conveyed to the Purchaser under the APA. The Sale Transaction does not amount to a consolidation, merger or de facto merger of the Purchaser and the Debtor and/ or the Debtor's estate, there is not substantial continuity between the Purchaser and the Debtor, there is no continuity of enterprise between the Debtor and the Purchaser, the Purchaser is not a mere continuation of the Debtor or its estate, and the Purchaser does not constitute a successor to the Debtor or the Debtor's estate including for purposes of any liabilities, debts or obligations of or requirement to be paid by the Debtor for any tax, pension, labor, employment or other law, rule or regulation, or under any products liability law or doctrine with respect to the Debtor's liability under such law, rule, regulation or doctrine. The Lease is deemed rejected under section 365 of the Bankruptcy Code, effective upon entry of the Order. Notwithstanding anything to the contrary in Bankruptcy Rules 6004 or 6006, the Order will not be subject to the 14-day stay provided for in such Rules, for cause, and will be effective and enforceable immediately upon its entry. The Order is a final order within the meaning of 28 U.S.C. Section 158(a). The Purchaser is authorized to file a copy of the Order in any filing office. The Order will be sufficient to evidence the termination of any Lien against the Assets of the Debtor conveyed pursuant to the Order and the APA. About Affordable Enterprises Affordable Enterprises of Westchester, Inc., is fully licensed and insured carting and sanitation company and a member in good standing with the Better Business Bureau. It services all of Westchester, Putnam and Rockland counties, as well as the five boroughs of New York City. Approximately 75% of its customers are contractors and management companies, with the remaining 25% belonging to residential customers. Commercial services fall into broad categories including commercial roofing replacement, whole house renovation, and garbage demolition. Residential services include garage cleanouts, bathroom and kitchen remodels, basement and attic cleanout and deck or siding removal. Affordable Enterprises of Westchester, Inc., sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 4-22168) on Feb. 6, 2014. Jonathan S. Pasternak, Esq., and Dawn Kirby, Esq., at DELBELLO DONNELLAN WEINGARTEN WISE & WIEDERKEHR, LLP, in White Plains, New York, serve as counsel to the Debtor. AKC ENTERPRISES: Has Final Approval to Use Cash Collateral ---------------------------------------------------------- The Hon. Kathy A. Surratt-States of the U.S. Bankruptcy Court for the Eastern District of Missouri authorized AKC Enterprises, Inc. interim and final use of cash collateral. The Debtor is currently indebted to New Frontier Bank in the appropriate sum of $1,067,000 as evidenced by certain promissory notes. New Frontier Bank has a pre-petition lien on substantially all of the Debtor's assets including accounts, inventory, equipment, improvements, and proceeds thereof, pursuant to a Security Agreement and certain Uniform Commercial Code Financing Statements. As adequate protection for use of its cash collateral, New Frontier Bank will have a first priority replacement lien in any pre-petition assets of Debtor's estate which were subject to New Frontier Bank's lien, whensoever acquired pursuant to the provisions of 11 U.S.C. Section 552. The Debtor further grants New Frontier Bank a lien in all post-petition assets of Debtor from and after the Petition Date to the same extent, validity, priority, perfection and enforceability as its interest in any pre-petition assets of Debtor's estate. The replacement liens granted in this Order will be subject only to the carve-out, consisting of: (i) the allowed professional fees and expenses of Debtor's bankruptcy counsel not to exceed $25,000 to be paid as ordered by the Bankruptcy Court and only to the extent so ordered and (ii) the payment of quarterly fees required to be paid pursuant to 28 U.S.C. Section 1930(a)(6). The Debtor is required at all times maintain a policy of property and casualty insurance in an amount equal to the value of all of its assets. A full-text copy of the Order is available at http://bankrupt.com/misc/moeb18-40472-32.pdf About AKC Enterprises AKC Enterprises, Inc., doing business as Little Hills Winery, doing business as Little Hills Restaurant, doing business as Little Hills Wine Shop, is a locally owned and operated wine producer in Saint Charles, Missouri. Its wines are made from French/American Hybrids, German/American Hybrids and Native Missouri Grapes. The Company harvests grapes purchased from Missouri Grape Growers and some Illinois Grape Growers. It also produces its fruit wines from fruit purchased from local suppliers. The company -- https://www.littlehillswinery.com/ -- now produces 16 to 18 wines depending on the time of year, designated and paired with its menu served at its restaurant. The Restaurant offers banquets, catering, and delivery (Grubgo.com) services. The Restaurant accommodates 300 persons on its terraces and 100 inside its building. The company's Little Hills Wine Shop is located at 710 S. Main Street, just two blocks South of the Restaurant. The Shop features Little Hills Wines and many other Missouri Made Wines. AKC Enterprises filed a Chapter 11 petition (Bankr. E.D. Mo. Case No. 18-40472) on Jan. 29, 2018. In the petition signed by David Campbell, president, the Debtor disclosed $1.20 million in assets and $1.57 million in liabilities. Thomas H. Riske, Esq., at Carmody MacDonald P.C., serves as bankruptcy counsel to the Debtor. An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case of AKC Enterprises. ALPHATEC HOLDINGS: Lowers Net Loss to $2.3 Million in 2017 ---------------------------------------------------------- Alphatec Holdings, Inc., filed with the Securities and Exchange Commission its annual report on Form 10-K reporting a net loss of $2.29 million on $101.73 million of revenues for the year ended Dec. 31, 2017, compared to a net loss of $29.92 million on $120.24 million of revenues for the year ended Dec. 31, 2016. As of Dec. 31, 2017, Alphatec Holdings had $84.66 million in total assets, $111.31 million in total liabilities and a total stockholders' deficit of $26.65 million. The Company used net cash of $8.7 million from operating activities for the year ended Dec. 31, 2017. During this period, net cash used in operating activities consisted of i) the Company's net loss adjusted for non-cash adjustment, including the $12.0 million gain from change of fair value of warrants, $7.5 million of depreciation and amortization expenses, $3.9 million of share based compensation, and $2.5 million of inventory reserve expenses, and ii) changes in carrying amounts of operating assets and liabilities, primarily a decrease of $9.5 million in long term liabilities, a decrease of $6.2 million in accrued expenses and a decrease of $4.2 million in accounts receivable. The Company used cash of $6.5 million in investing activities for the year ended Dec. 31, 2017, primarily for the purchase of surgical instruments of $7.6 million, net of $1.1 million of cash received from sale of instruments. Financing activities provided net cash of $17.8 million for the year ended Dec. 31, 2017, primarily attributable to our 2017 Private Placement, which provided net cash proceeds of $17.1 million, and issuance of common stock to certain board of directors for $3.7 million, exercise of warrants issued in its 2017 Private Placement of $3.3 million and issuance of common stock under the Employee Stock Purchase Plan of $0.2 million. Under the MidCap Amended Credit Facility, the Company made net payments of $2.2 million during the year ended Dec. 31, 2017. The Company also made principal payments on notes payable and capital leases totaling $4.4 million in the year ended Dec. 31, 2017. Liquidity and Capital Resources The Company has incurred significant net losses since inception and relied on its ability to fund its operations through revenues from the sale of its products, debt financings and equity financings, including our private placement in March 2017. As the Company has incurred losses, a successful transition to profitability is dependent upon achieving a level of revenues adequate to support its cost structure. At Dec. 31, 2017, the Company's principal sources of liquidity consisted of cash of $22.5 million and accounts receivable, net of $14.8 million. The Company believes that its current available cash, combined with proceeds from March 2018 Private Placement and draws on its revolving credit facility, will be sufficient to fund its planned expenditures and meet its obligations for at least 12 months following its financial statement issuance date. On March 8, 2018, the Company completed a $39.7 million first close of a $45.2 million private placement of its securities to certain institutional and accredited investors, including certain directors and executive officers of the Company. The second close of the private placement is expected to occur within five business days. The private placement was led by L-5 Healthcare Partners, an institutional investor, and provides for the sale by the Company of approximately 14.3 shares of newly created Series B Convertible Preferred Stock, which are automatically convertible into approximately 14.3 million shares of common stock (representing a purchase price of $3.15 per common share), upon approval by Alphatec's stockholders, as required in accordance with the NASDAQ Global Select Market rules. Purchasers also received warrants to purchase up to approximately 12.2 million shares of common stock at an exercise price of $3.50 per share. In addition, the Company entered into an agreement with Armistice Capital, an existing investor, to exercise 2.4 million warrants to purchase common shares for gross proceeds of $4.8 million in exchange for warrants to purchase up to 1,800,000 shares of common stock at an exercise price of $3.50 per share. The new warrants will be exercisable following approval by Alphatec stockholders, and will expire 5 years from the date of such stockholder approval. Certain directors and executive officers of Alphatec agreed to purchase an aggregate of $6.4 million of shares of Series B Convertible Preferred Stock, which shares are convertible into approximately 2.1 million shares of common stock (representing a purchase price of $3.15 per common share), and warrants to purchase up to 1.7 million shares of common stock at a price of $3.50 per share. The Company paid $15 million of the net proceeds from the private placement fund the cash purchase price for SafeOp, and will use the remaining net proceeds for working capital and general corporate purposes, including the integration of next-generation neuromonitoring solutions, advancement of its product pipeline, and investment in sales and marketing to expand our market presence. "We may seek additional funds from public and private equity or debt financings, borrowings under new or existing debt facilities or other sources to fund our projected operating requirements. However, there is no guarantee that we will be able to obtain further financing, or do so on reasonable terms. If we are unable to raise additional funds on a timely basis, or at all, we would be materially adversely affected. "A substantial portion of our available cash funds is held in business accounts with reputable financial institutions. At times, however, our deposits, may exceed federally insured limits and thus we may face losses in the event of insolvency of any of the financial institutions where our funds are deposited. We did not hold any marketable securities as of December 31, 2017." A full-text copy of the Form 10-K is available for free at: https://is.gd/bvdT9p About Alphatec Holdings Carlsbad, California-based Alphatec Holdings, Inc., through its wholly-owned subsidiary of Alphatec Spine, Inc. -- http://www.alphatecspine.com/-- is a medical device company that designs, develops and markets spinal fusion technology products and solutions for the treatment of spinal disorders associated with disease and degeneration, congenital deformities and trauma. The Company's mission is to improve lives by providing innovative spine surgery solutions through the relentless pursuit of superior outcomes. The Company markets products in the U.S. via independent sales agents and a direct sales force. AMADO SALON DE BELLEZA: Taps Justiniano's Law Office as Attorney ---------------------------------------------------------------- Amado Salon De Belleza Inc. seeks authority from the United States Bankruptcy Court for the District of Puerto Rico (Old San Juan) to hire Gloria M Justiniano Irizarry, Esq. and Justiniano's Law Office as attorneys. Services to be rendered by Ms. Justiniano are: -- examine documents of the Debtor and other necessary information to submit schedules and Statement of Financial Affairs; -- prepare the Disclosure Statement, Plan of Reorganization, records and reports as required by the Bankruptcy Code and the Federal Rules of Bankruptcy Procedure; -- prepare applications and proposed orders to be submitted to the Court; -- identify and prosecute of claims and causes of action assert able by the debtor-in-possession on behalf of the estate; -- examine proof of claims filed and to be filed in the case and the possible objections to certain of such claims; -- advise the debtor-in-possession and prepare documents in connection with the ongoing operation of Debtor's business; -- advise the debtor-in-possession and prepare documents in connection with the liquidation of the assets of the estate, if needed, including analysis and collection of outstanding receivables; and -- assist and advise the debtor-in-possession in the discharge of any and all the duties imposed by the applicable dispositions of the Bankruptcy Code and the Federal Rules of the Bankruptcy Procedure. Justiniano's hourly rates are: Attorney $250 Associates $125 Paralegal $50 Gloria M. Justiniano attests that she and each member of her firm is a "disinterested person" as that term is defined in 11 U.S.C. Sec. 101(14). The counsel can be reached through: Gloria M Justiniano Irizarry, Esq. Justiniano's Law Office Ensanche Martinez Calle A Ramirez Silva #8 Mayaquez, PR 0068-4714 Phone: (787) 222-9272 & 805-2945 E-mail: Justinianolaw@gmail.com About Amado Salon De Belleza Based in Guaynabo, Puerto Rico, Amado Salon De Belleza Inc. filed a Chapter 11 petition (Bankr. D.P.R. Case No. 14-10460) on Dec. 23, 2014. The case is assigned to Judge Edward A. Godoy. At the time of filing, the Debtor disclosed $488,861 in total assets and $1.38 million in total liabilities. The Debtor is represented by Gloria M. Justiniano at Justiniano's Law Office as counsel. AMERICAN AXLE: Fitch Rates Proposed $350MM Sr. Unsec. Notes BB- --------------------------------------------------------------- Fitch Ratings has assigned a rating of 'BB-'/'RR4' to American Axle & Manufacturing, Inc.'s (AAM) proposed issuance of $350 million in senior unsecured notes due 2026. AAM is the principal operating subsidiary of American Axle & Manufacturing Holdings, Inc. (AXL). The Long-Term Issuer Default Ratings (IDRs) for AXL and AAM are 'BB-', with a Stable Outlook. The recovery rating of 'RR4' on AAM's senior unsecured notes reflects Fitch's expectations of average recovery prospects in the 31%-50% range in a distressed scenario. AAM intends to use the proceeds from its proposed notes, along with cash-on-hand, to redeem its $400 million in 6.25% senior unsecured notes due 2021. KEY RATING DRIVERS AXL's ratings reflect the auto supplier's strong margins and the increased scale and diversity of its book of business following its acquisition of Metaldyne Performance Group Inc. (MPG) in April 2017, set against a backdrop of significantly increased post-acquisition leverage. Following the acquisition, the breadth of AXL's product offerings increased, with the company adding powertrain components and metal castings to its existing driveline and metal-formed products. More importantly, AXL has diversified its customer base, with sales to General Motors Company (GM) now comprising less than half of the company's revenue, down from 68% in 2016. The acquisition has also increased the geographic diversification of the company's business, in particular by providing AXL with a larger presence in Europe than it previously had. In addition to the benefits of the acquisition, AXL continues to work on the new driveline technologies that it had been developing prior to the acquisition, in order to diversify its business away from its traditional driveline products for light-duty trucks. These products include the EcoTrac disconnecting all-wheel drive (AWD) system for passenger cars and crossover utility vehicles (CUVs) and the e-AAM electric drive system for electric and hybrid vehicles. The latter system will be used to provide the motive power for an upcoming electric CUV, and the company recently announced that another manufacturer has chosen it for use in a hybrid passenger car. AXL also continues to develop its QUANTUM lightweight driveline products for passenger cars and light trucks. Despite the increased diversification, Fitch continues to have several rating concerns. Notably, despite its enhanced diversification, AXL remains heavily exposed to the North American light truck market, particularly with GM, making it sensitive to any changes in that company's light-truck production. This risk will be heightened in the near term as GM is in the process of introducing entirely new full-size trucks and SUVs over the next several years. The light-duty driveline market is also characterized by heavy competition, which is likely to persist going forward. A few other suppliers offer driveline technologies similar to AXL's, and some auto manufacturers produce their own driveline components in-house. Also, although AXL is increasing its exposure to electrified vehicles, it remains a small player in that market, and some of its powertrain products could see a decline in demand over time as vehicle electrification becomes more widespread. Fitch expects gross EBITDA leverage (debt/Fitch-calculated EBITDA) to decline to the low-3x range by year-end 2018 and to the high-2x range by year-end 2019. Fitch expects funds from operations (FFO) adjusted leverage to decline to the high-3x range by year-end 2018 and the low-3x range by year-end 2019. At year-end 2017, AXL had $4.1 billion in debt, resulting in EBITDA leverage of 3.5x and FFO adjusted leverage of 4.7x, although both leverage figures were elevated as they included only about nine months of MPG's EBITDA and FFO. Fitch expects AXL to produce solidly positive FCF over the intermediate term, with FCF margins generally running in the low- to mid-single-digit range. FCF in the LTM ended Dec. 31, 2017 was $156 million, equal to a 2.5% FCF margin. However, this was lower than the expected long-term run rate due to cash expenses tied to operational restructuring and merger integration activities, as well as elevated capital spending that was 7.8% of LTM revenue. FCF in the period also included only nine months of MPG-related FCF. DERIVATION SUMMARY AXL has a relatively strong market position focusing primarily on light vehicle driveline and powertrain components. It also has a strong competitive position manufacturing castings and metal-formed parts. AXL's revenue roughly doubled following its acquisition of MPG, but at about $7 billion on an annual basis, it remains moderately sized compared with the global auto supplier base. However, it is now similar in size to Dana Incorporated, which is one of AXL's primary competitors. Leverage following the MPG acquisition is elevated relative to other 'BB'-category auto suppliers, including Dana, Tenneco Inc. (BB+/Stable), Delphi Technologies PLC (BB/Stable) and The Goodyear Tire & Rubber Company (BB/Stable). Partially mitigating concerns over AXL's leverage are its profitability and FCF performance, with expected long-term EBITDA margins in the high-teens and FCF margins in the mid-single-digits. Both measures are relatively strong for the rating category and for auto suppliers, in general. AXL remains focused on leverage reduction, and Fitch expects the company will use available FCF to reduce debt over the next several years. KEY ASSUMPTIONS Fitch's key assumptions within its rating case for the issuer include: -- U.S. light vehicle sales plateau in the mid-16 million to low- 17 million unit range for the next several years, while global sales continue to rise modestly in the low-single-digit range; -- EBITDA margins remain strong, in the 17% to 18% range, over the next several years; -- Capital spending runs at about 8% of revenue in 2018, then trends toward 6% over the next several years; -- FCF remains solidly positive, with FCF margins in the low- to mid-single-digit range; -- Debt declines as the company works toward its 2x net leverage target; -- Any excess cash is used to repay debt. RATING SENSITIVITIES Future Developments That May, Individually or Collectively, Lead to Positive Rating Action -- Sustained FCF margins of 4% or higher; -- Sustained EBITDA leverage below 3x; -- Sustained FFO adjusted leverage in the low 3x range. Future Developments That May, Individually or Collectively, Lead to Negative Rating Action -- Significant disruptions or inefficiencies resulting from acquisition integration issues; -- Sustained EBITDA leverage above 3.5x; -- Sustained FFO adjusted leverage above 4x; -- A sustained decline in the EBITDA margin to below 12%; -- Sustained FCF margins below 2%. LIQUIDITY Fitch expects AXL's liquidity to remain adequate over the intermediate term. As of Dec. 31, 2017, AXL had $377 million in consolidated cash and cash equivalents, augmented by $866 million of availability on its $900 million secured revolver (after accounting for $34 million in letters of credit backed by the facility). Fitch estimates that about 76% of the company's cash and cash equivalents were located outside the U.S. at Dec. 31, 2017. Based on its criteria, Fitch treats a portion of non-U.S. cash, as well as and cash needed to cover seasonal needs and other obligations, as "not readily available" for purposes of calculating net metrics. Fitch had previously treated all non-U.S. cash as "not readily available". However, with the passage of the U.S. Tax Cuts and Jobs Act, going forward, Fitch will treat the portion of non-U.S. cash needed to cover repatriation taxes as "not readily available". In its forecasts, Fitch has treated $92 million of AXL's consolidated cash as "not readily available", which is Fitch's estimate of cash needed to cover both seasonality and the repatriation tax. FULL LIST OF RATINGS Fitch currently rates AXL and AAM: American Axle & Manufacturing Holdings, Inc. -- Long-term IDR 'BB-'. American Axle & Manufacturing, Inc. -- Long-term IDR 'BB-'; -- Secured revolving credit facility rating 'BB+'/'RR1'; -- Secured term loan A 'BB+'/'RR1'; -- Secured term loan B rating 'BB+'/'RR1'; -- Senior unsecured notes rating 'BB-'/'RR4'. The Rating Outlooks for both AXL and AAM are Stable. AMERICAN AXLE: Moody's Rates New $350MM Senior Unsecured Notes B2 ----------------------------------------------------------------- Moody's Investors Service assigned a B2 rating to American Axle & Manufacturing, Inc.'s (American Axle) proposed $350 million issuance of senior unsecured notes. The net proceeds from the notes, together with cash on hand, are expected to be used to fund the announced tender offer for the full amount of the 6.25% $400 million Senior Notes due 2021 (the "2021 Notes"). American Axle's existing ratings, including B1, Corporate Family Rating; Ba2, senior secured rating; and B2 senior unsecured rating remain unchanged. The rating outlook is stable. Rating Assigned: American Axle & Manufacturing, Inc.: B2(LGD5) to the proposed $350 million senior unsecured guaranteed notes due 2026. RATINGS RATIONALE Moody's considers the transaction to be credit positive as it should modestly improve American Axle's debt/EBITDA leverage to about 3.7x (inclusive of Moody's standard adjustment and pro forma for 9 months of MPG) from 3.8x. The transaction, as contemplated, supports management's commitment to debt reduction. While the transaction reduces American Axle's cash balances to a pro forma level of $312 million at year-end 2017, the remaining cash balance, availability under the $900 million revolving credit facility, and expected positive free cash flow over the next 12-15 months are anticipated to continue to support the SGL-2 Speculative Grade Liquidity rating. The transaction also should support a modestly stronger interest coverage metrics going forward. See American Axle's Credit Opinion published February 26, 2018. A rating upgrade would require continued revenue and earnings growth, resulting in strong free cash flow to support debt reduction. Support for a positive rating action includes the expectation of sustained EBITA/Interest coverage above 2.5x and Debt/EBITDA at below 3.0x, while maintaining a good liquidity profile. A downgrade could arise if industry conditions were to deteriorate without sufficient offsetting restructuring actions or savings by the company. A lower rating could result if EBITA/Interest is expected to approach 1.5x, Debt/EBITDA above 4.5x, or if liquidity deteriorates. The principal methodology used in this rating was Global Automotive Supplier Industry published in June 2016. American Axle & Manufacturing, Inc., headquartered in Detroit, MI, manufactures, designs, engineers and validates driveline systems and related components and modules, chassis systems for light trucks, SUV's, CUV's, passenger cars, and commercial vehicles. In 2017 the company acquired Metaldyne Performance Group Inc., a leading provider of highly-engineered lightweight components for use in powertrain and suspension applications for the global light, commercial, and industrial vehicle markets. American Axle now has over 90 manufacturing facilities in 17 countries. The company reported revenues of $6.3 billion for fiscal year 2017. AMERICAN AXLE: S&P Rates $350MM Senior Unsecured Notes 'B' ---------------------------------------------------------- S&P Global Ratings assigned its 'B' issue-level rating and '6' recovery rating to American Axle & Manufacturing Inc.'s proposed $350 billion senior unsecured notes due 2026. The '6' recovery rating indicates S&P's expectation for negligible (0%-10%; rounded estimate: 5%) recovery in the event of a payment default. S&P expects the transaction to be roughly leverage neutral, since the company will announce a concurrent tender offer for the outstanding $400 million 6.250% notes due 2021. The notes rank pari passu with American Axle's existing bonds and have a downstream guarantee from its parent and upstream guarantees from its direct and indirect wholly owned domestic material restricted subsidiaries. S&P's ratings are based on preliminary terms and are subject to review upon receipt of final documentation. RATINGS LIST American Axle & Manufacturing Inc. Corporate Credit Rating BB-/Stable/-- New Rating American Axle & Manufacturing Inc. $350 bil sr unsec notes due 2026 B Recovery Rating 6(5%) ANDERSON SHUMAKER: Taps Amari & Locallo as Special Counsel ---------------------------------------------------------- Anderson Shumaker Company received approval from the U.S. Bankruptcy Court for the Northern District of Illinois to hire Amari & Locallo as special counsel. The firm will be responsible for monitoring the real estate tax assessment for the years 2013 to 2017 and for the remainder of the current triennial assessment period, according to its employment agreement with the Debtor. Under the agreement, if an assessment reduction is secured for more than one year in the current triennial assessment period, the fee will be 16.67% of the total tax savings. If an assessment reduction is secured for only one year, the fee will be 25% of the one year tax savings. If a real estate tax refund is obtained because of an appeal filed before the Property Tax Appeal Board, a lawsuit in the Circuit Court or a certificate of error at the local assessor, the Debtor will pay a contingency fee equal to 33.33% of the total amount refunded. Anthony Farace, Esq., a principal of Amari & Locallo, disclosed in a court filing that he and all partners and associates of the firm are "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Anthony M. Farace Amari & Locallo 734 N. Wells Street Chicago, IL 60654 Phone: 312-255-8550 Direct: 312-255-0101 ext. 126/406 Fax: 312-255-8551 Email: amf@amari-locallo.com About Anderson Shumaker Based in Chicago, Illinois, Anderson Shumaker Company provides open die forgings and custom forgings in various shapes and finishes using stainless steel, aluminum, carbon steel and various grades of alloy steel. Anderson Shumaker filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 17-05206) on Feb. 23, 2017. In the petition signed by CEO Richard J. Tribble, the Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. The case is assigned to Judge Donald R Cassling. Scott R. Clar, Esq., and Brian P. Welch, Esq., at Crane, Heyman, Simon, Welch & Clar, serve as bankruptcy counsel to the Debtor. On March 9, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. Freeborn & Peters LLP is the Committee's legal counsel. ANTHEM MEMORY: In Talks with Landlord to Extend Forbearance ----------------------------------------------------------- LTC Properties, Inc., disclosed in a recent regulatory filing with the Securities and Exchange Commission that during the 2017 second quarter, it issued a default notice on the Anthem Memory Care master lease. According to LTC, "During the second quarter of 2017, we issued a notice of default on a master lease covering one property under development and ten additional operational memory care communities resulting from lessee’s partial payment of minimum rent. In conjunction with our negotiations to transition two of the operational properties to another operator in our portfolio, we wrote off $1.9 million of straight-line rent and other receivables related to these two properties during the second quarter of 2017. Subsequently, we agreed to leave these two properties in this portfolio. During the year ended December 31, 2017, we entered into a forbearance agreement with our lessee whereby we have agreed not to pursue enforcement of our rights and remedies pertaining to known events of default under the master lease and our guarantees through December 31, 2017, with the stipulation that the lessee pay $0.4 million per month toward their obligations of the master lease through December 31, 2017. For fiscal 2018, we anticipate receiving a minimum of $5.2 million of cash rent for these 11 properties." The Company added: "We are currently negotiating the terms and length of a further forbearance agreement with Anthem Memory Care. We will continue to explore our options which may include transitioning some or all of the properties from Anthem Memory Care to another operator and/or a possible sale of some or all of the properties." LTC is a self-administered real estate investment trust that primarily invests in seniors housing and health care properties primarily through sale-leaseback transactions, mortgage financing and structured finance solutions including mezzanine lending. At December 31, 2017, LTC had 202 investments located in 29 states comprising 105 assisted living communities, 96 skilled nursing centers and 1 behavioral health care hospital. Anthem Memory -- https://www.anthemmemorycare.com/ -- provides highly specialized care for individuals affected by Alzheimer's and other dementias, including Lewy Body, vascular and Parkinson's dementias. ASCENT RESOURCES: Hires D.R. Payne as Financial Consultant ---------------------------------------------------------- Ascent Resources Marcellus Holdings, LLC, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ D.R. Payne & Associates, Inc., as financial consultant to the Debtors. Ascent Resources requires D.R. Payne to: a. assist in the preparation of financial related disclosures required by the Court, including but not limited to Schedules of Assets and Liabilities, Statements of Financial Affairs and Monthly Operating Reports; b. assist with information and analysis required by first day motions; c. assist with the identification of executory contracts and leases of cost/benefit evaluations with respect to the affirmation or rejection of each; d. provide analysis estimation and/or quantification of creditor claims by type, entity, and individual claim; e. assist with information and analyses required pursuant to cash collateral documents; f. assist in the preparation of information and analysis requested by the debtors' counsel and financial advisors/bankers necessary for the confirmation of a plan of reorganization in these chapter 11 cases, including information contained in the plan and disclosure statement; g. render such other general business consulting or such other assistance management or counsel may deem necessary and consistent with the role of a financial consultant to the extent that it would not be duplicative of services provided by other professionals. D.R. Payne will be paid at these hourly rates: Partner/Principal $595 to $325 Manager $395 to $235 Consultant $225 to $175 Staff $165 to $125 As of the Petition Date, D.R. Payne held a balance of $75,000 as a retainer. During the 90-day period prior to the Petition Date, D.R. Payne received approximately $99,464 from the Debtors for professional services performed and expenses incurred. D.R. Payne will also be reimbursed for reasonable out-of-pocket expenses incurred. David R. Payne, managing director of D.R. Payne & Associates, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. D.R. Payne can be reached at: David R. Payne D.R. PAYNE & ASSOCIATES, INC. 119 N. Robinson, Suite 400 Oklahoma City, OK 73102 Tel: (405) 272-0511 Fax: (405) 272-0501 About Ascent Resources Marcellus Holdings, LLC Oklahoma City-based Ascent Resources Marcellus Holdings, LLC and its wholly owned subsidiaries, Ascent Resources - Marcellus, LLC ("ARM") and Ascent Resources Marcellus Minerals, LLC were formed to acquire, explore for, develop, produce and operate natural gas and oil properties in the Marcellus Shale. The ARM Entities currently own or have the right to develop 43,000 net acres in northern West Virginia. Ascent Resources Marcellus Holdings and 2 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-10265) on Feb. 6, 2017. Ascent Resources, LLC, Ascent Resources Utica Holdings, LLC, Ascent Resources - Utica, LLC and Ascent Resources Management Services, LLC -- Ascent Entities -- are not included in the ARM Restructuring and their operations remain unaffected by the ARM Restructuring. The Ascent Entities are separate and distinct entities that have their own capital structures, financing and operations. The Ascent Entities do not guarantee any of the ARM Entities debt. The Debtors tapped SULLIVAN & CROMWELL LLP as general bankruptcy counsel; YOUNG CONAWAY STARGATT & TAYLOR, LLP, as bankruptcy co-counsel; D.R. PAYNE & ASSOCIATES, INC., as restructuring advisor; PJT PARTNERS, as financial advisor; and PRIME CLERK LLC, as claims agent. ATLANTIC FABRICATION: Taps Polston as Tax Accountant ---------------------------------------------------- Atlantic Fabrication & Design LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Oklahoma to hire Polston Tax Resolution & Accounting as its tax accountant. The firm will provide tax preparation and payroll services to help the Debtor meet its obligations to the Internal Revenue Service and Oklahoma Tax Commission regarding tax filings. Polston will be paid a monthly fee of $285 and an initial retainer in the sum of $2,700. Whitney Craig, a certified public accountant and director of Polston, disclosed in a court filing that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. Polston can be reached through: Whitney Craig Polston Tax Resolution & Accounting 4334 NW Expressway, Suite 151 Oklahoma City, OK 73116 Phone: (405) 602-1818 About Atlantic Fabrication Based in Oklahoma City, Oklahoma, and founded in 2007, Atlantic Fabrication & Design LLC provides mechanical and welding fabrication services that range from small equipment change out to the installation of large systems. Atlantic Fabrication is an ASME "U" Stamp certified pressure vessel manufacturer. The Company also carries an NBIC "R" Stamp which covers the repair of pressure vessels, boilers, and steam piping systems. Atlantic Fabrication & Design LLC filed a Chapter 11 petition (Bankr. W.D. Okla. Case No. 17-14891) on Dec. 4, 2017. In the petition signed by Paul D. Stitt, its member manager, the Debtor disclosed $2.02 million in assets and $1.98 million in liabilities. The Hon. Janice D. Loyd presides over the case. The Debtor hired Sansone Howell PLLC as its bankruptcy counsel, and D. R. Payne & Associates, Inc., as its accountant. AXIS ENERGY: Hires Reynolds Law Corp as Attorney ------------------------------------------------ Axis Energy Partners, LLC, seeks authority from the U.S. Bankruptcy Court for the Eastern District of California (Sacramento) to hire Stephen M. Reynolds as its attorney. Professional services to be rendered by Mr. Reynolds are: a. prepare and file complete schedules and statements in support of relief under Chapter 11 of the United States Code; b. advise and represent the Debtor within the present Chapter 11 case; c. obtain employment of professionals as necessary for the proper administration of the estate and case; d. obtain court authority for the use of cash collateral; e. communicate with and negotiate as necessary with the creditors and other parties of interest in this case; f. obtain court authority for any and all actions necessary to the administration of the estate, including funding; g. propose and obtain confirmation of a Plan of Reorganization; h. provide all other actions necessary for the proper administration of the estate; anf i. obtain court authority for the sale of certain property of the estate. Mr. Reynolds' hourly rate is $350 per hour. Reynolds Law Corporation received $34,785 as a prepetition retainer. Mr. Reynolds attests that he does not have any connections with the Debtor, the creditors of the Office of the United States Trustee. The counsel can be reached through: Stephen M. Reynolds, Esq. Reynolds Law Corporation 424 2nd St Ste A Davis, CA 95616 Phone: +1 530-297-5030 About Axis Energy Partners Axis Energy Partners, LLC -- http://axisep.com-- is a full service value add LED lighting company. Axis Energy is a direct manufacturer/distributor of selected LED lighting products including bulbs, tubes, wall pack lights, flood lights, area/ shoebox lights, canopy lights, high/low bay, flat panel, troffer, grow lights, exit/emergency lighting, electrical, rope lights, and tape/stripe light. Axis Energy Partners filed a Chapter 11 petition (Bankr. E.D. Cal. Case No. 18-20689) on Feb. 8, 2018. In the petition signed by Kevin Terry, CFO, the Debtor disclosed $1.14 million in total assets and $3.87 million in total liabilities. The case is assigned to Judge Christopher D. Jaime. Stephen M. Reynolds, Esq., at Reynolds Law Corporation, is the Debtor's counsel. BARTLETT MANAGEMENT: Taps Keen-Summit as Lease Negotiation Experts ------------------------------------------------------------------ Bartlett Management Services, Inc., Bartlett Management Indianapolis, Inc. and Bartlett Management Peoria, Inc., seek authority from the United States Bankruptcy Court for the Central District of Illinois, Springfield Division, to hire Keen-Summit Capital Partners, LLC, as lease negotiation experts. Keen shall provide Company with a desktop evaluation of the Properties, in spreadsheet format, outlining Keen's estimate as to the market rent of each Property. Keen’s valuation shall be based upon an analysis of the market, review of lease abstracts and upon its exercise of its professional judgment. Keen will be paid $20,000 for its report that will include no more than 28 Properties. Keen is disinterested within the meaning and intent of Section 101(14) and Section 1107(b) of the Bankruptcy Code. The firm can be reached through: Matthew Bordwin Keen-Summit Capital Partners LLC 1 Huntington Quadrangle, Suite 2C04 New York, NY 11747 Tel: (646) 381-9202 Email: mbordwin@keen-summit.com About Bartlett Management Services Bartlett Management Services, Inc., Bartlett Management Indianapolis, Inc., and Bartlett Management Peoria, Inc., owned 33 current franchises of KFC Corporation, the franchisor of the Kentucky Fried Chicken quick-services restaurant chain that provides a diverse menu of chicken and related side dishes and desserts. As of Feb. 28, 2018, Bartlett are operating 32 locations, 28 of which are leased. Bartlett Management Services and its affiliates sought Chapter 11 protection (Bankr. C.D. Ill. Lead Case No. 17-71890) on Dec. 5, 2017. The Debtors have sought joint administration of the cases under Case No. 17-71890. In the petitions signed by Robert E. Clawson, president, Bartlett estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. The Hon. Mary P. Gorman presides over the cases. Jonathan A Backman, Esq., at the Law Office of Jonathan A. Backman, serves as bankruptcy counsel to the Debtors. The Debtors also hired Valenti Florida Management, Inc., as accountant and financial advisor, Steven A. Nerger of Silverman Consulting, Inc., as chief restructuring officer. On Jan. 8, 2018, the Office of the United States Trustee appointed an Unsecured Creditors' Committee in each of the three cases. On Jan. 19, 2018, counsel filed appearances on behalf of all three Committees. Goldstein & McClintock LLLP is representing the Committees. BAYWAY HAND: Trustee Taps Fox Rothschild as Special Counsel ----------------------------------------------------------- Donald Conway, the Chapter 11 trustee for Bayway Hand Car Wash Corp., seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Fox Rothschild, LLP as special counsel. The firm will provide legal services to the trustee in connection with the claims in the sum of $3.25 million filed by Ofelia Sanchez, a creditor, in the Chapter 11 case of Jose Louis Vazquez, one of the jointly administered debtors. The trustee had previously employed Riker Danzig Scherer Hyland & Perretti, LLP as special counsel. Sandra Fava, Esq., the attorney at Riker who is handling the claims, left the firm and joined Fox Rothschild. Fox Rothschild's hourly rates are: Partners/Counsel/Of Counsel $395 - $650 Associates $210 - $435 Paralegals $115 - $325 Other Paraprofessionals $115 - $325 Ms. Fava, Esq., and Katherine Nunziata, Esq., the attorneys who will be providing the services, charge $435 per hour and $310 per hour, respectively. Ms. Fava disclosed in a court filing that she and her firm are "disinterested" as defined in section 101(14) of the Bankruptcy Code. Fox Rothschild can be reached through: Sandra C. Fava, Esq. Fox Rothschild, LLP 49 Market Street Morristown, NJ 07960 Phone: 973-992-4800 / 973-994-7564 Fax: 973-992-9125 Email: sfava@foxrothschild.com About Vazquez and His Companies Bayway Hand Car Wash Corp. and three affiliates, owned by Jose Louis Vazquez, operated a car wash facility at a different location in the New York metropolitan region. Jose Louis Vazquez and four related entities, Bayway Hand Car Wash Corp., Harlem Hand Car Wash Corp., J.V. Car Wash Ltd. and Webster Hand Car Wash Corp., each filed a voluntary petition for reorganization under chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 13-32632) on Oct. 16, 2013. The Debtors' bankruptcy cases are jointly administered pursuant to the Bankruptcy Court's Order dated Nov. 16, 2013. By order dated May 28, 2014, the Bankruptcy Court directed the appointment of a Chapter 11 trustee for the Debtors. Donald F. Conway serves as the Chapter 11 trustee for the Individual Debtor. Donald V. Biase serves as the Chapter 11 trustee for the Business Debtors. During the course of the bankruptcy cases, the Business Debtors have ceased operating their car wash businesses. In August 2015, the Business Debtors' Trustee sold the car wash operations and real estate owned by Webster. In March 2016, the Business Debtors' Trustee closed the car wash operated by Harlem and the Vazquez Trustee sold the real estate owned by the Individual Debtor from which Harlem operated. In March 2017, the Business Debtors' Trustee closed the car wash operated by J.V. and the Vazquez Trustee began to market for sale the Broadway Property from which J.V. operate. The Vazquez Trustee may be reached at: Donald F. Conway The Mercadien Group 3625 Quakerbridge Rd. Hamilton, NJ 08619 Counsel for the Vazquez Trustee: J. Alex Kress, Esq. Becker, LLC 354 Eisenhower Parkway Plaza II, Suite 1500 Livingston, NJ 07039 Telephone: (973) 422-1100 Email: akress@becker.legal BAYWAY HAND: Trustee Taps R.D. Clifford as Real Estate Appraiser ---------------------------------------------------------------- Donald Conway, the Chapter 11 trustee for Bayway Hand Car Wash Corp., seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire R.D. Clifford Associates, Inc., as real estate appraiser. The firm will conduct an appraisal of the real properties located at 271 Harmon Avenue and at 1341 Oleri Terrace, Fort Lee, New Jersey. Robert Clifford, a real estate appraiser at R.D. Clifford Associates, will charge a flat fee of $400 for each property, and an hourly fee of $150 for providing testimonies in court. Mr. Clifford disclosed in a court filing that he and his firm do not hold any interests adverse to the Debtor's estate. The firm can be reached through: Robert D. Clifford R.D. Clifford Associates, Inc. 210 Summit Avenue Montvale, NJ 07645 Phone: (201) 802-0010 Fax: (201) 701-0218 Email: support@rdcappraisals.com About Vazquez and His Companies Bayway Hand Car Wash Corp. and three affiliates, owned by Jose Louis Vazquez, operated a car wash facility at a different location in the New York metropolitan region. Jose Louis Vazquez and four related entities, Bayway Hand Car Wash Corp., Harlem Hand Car Wash Corp., J.V. Car Wash Ltd. and Webster Hand Car Wash Corp., each filed a voluntary petition for reorganization under chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 13-32632) on Oct. 16, 2013. The Debtors' bankruptcy cases are jointly administered pursuant to the Bankruptcy Court's Order dated Nov. 16, 2013. By order dated May 28, 2014, the Bankruptcy Court directed the appointment of a Chapter 11 trustee for the Debtors. Donald F. Conway serves as the Chapter 11 trustee for the Individual Debtor. Donald V. Biase serves as the Chapter 11 trustee for the Business Debtors. During the course of the bankruptcy cases, the Business Debtors have ceased operating their car wash businesses. In August 2015, the Business Debtors' Trustee sold the car wash operations and real estate owned by Webster. In March 2016, the Business Debtors' Trustee closed the car wash operated by Harlem and the Vazquez Trustee sold the real estate owned by the Individual Debtor from which Harlem operated. In March 2017, the Business Debtors' Trustee closed the car wash operated by J.V. and the Vazquez Trustee began to market for sale the Broadway Property from which J.V. operate. The Vazquez Trustee may be reached at: Donald F. Conway The Mercadien Group 3625 Quakerbridge Rd. Hamilton, NJ 08619 Counsel for the Vazquez Trustee: J. Alex Kress, Esq. Becker, LLC 354 Eisenhower Parkway Plaza II, Suite 1500 Livingston, NJ 07039 Telephone: (973) 422-1100 Email: akress@becker.legal BESTWALL LLC: Future Claimants' Rep Taps H&C as Local Co-Counsel ---------------------------------------------------------------- Sander Esserman, the proposed legal representative for future claimants of Bestwall LLC, seeks approval from the U.S. Bankruptcy Court for the Western District of North Carolina to hire Hull & Chandler, P.A. Hull & Chandler will serve as local co-counsel with Young Conaway Stargatt & Taylor LLP, another firm tapped by Mr. Esserman to be its counsel. The firm's hourly rates for its attorneys range from $250 to $425. Paralegals charge $100 to $125 per hour. Felton Parrish, a member of Hull & Chandler, charges an hourly fee of $425. Mr. Parrish 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: Felton Parrish Hull & Chandler, P.A. 1001 Morehead Square Drive, Suite 450 Charlotte, NC 28203 Phone: 704-375-8488 Fax: (704) 375-8487 E-mail: fparrish@lawyercarolina.com About Bestwall LLC Bestwall LLC -- http://www.Bestwall.com/-- was created in an internal corporate restructuring and now holds asbestos liabilities. Bestwall's asbestos liabilities relate primarily to joint systems products manufactured by Bestwall Gypsum Company, a company acquired by Georgia-Pacific in 1965. The former Bestwall Gypsum entity manufactured joint compounds containing small amounts of chrysotile asbestos; the manufacture of these asbestos-containing products ceased in 1977. Bestwall's non-debtor subsidiary, GP Industrial Plasters LLC ("PlasterCo"), develops, manufactures, sells and distributes gypsum plaster products, including gypsum floor underlayment, industrial plaster, metal casting plaster, industrial tooling plaster, dental plaster, medical plaster, arts and crafts plaster, pottery plaster and general purpose plaster. Bestwall LLC sought Chapter 11 protection (Bankr. W.D.N.C. Case No. 17-31795) on Nov. 2, 2017, in an effort to equitably and permanently resolve all its current and future asbestos claims. The Debtor estimated assets and debt of $500 million to $1 billion. It has no funded indebtedness. The Hon. Laura T. Beyer is the case judge. The Debtor tapped Jones Day as general bankruptcy counsel; Robinson, Bradshaw & Hinson, P.A., as local counsel; Schachter Harris, LLP as special litigation counsel for medicine science issues; King & Spalding as special counsel for asbestos matters; and Bates White, LLC, as asbestos consultants. Donlin Recano LLC is the claims and noticing agent. On Nov. 8, 2017, the U.S. bankruptcy administrator appointed an official committee of asbestos claimants in the Debtor's case. The Committee retained Montgomery McCracken Walker & Rhoads LLP as its legal counsel, Hamilton Stephens Steele + Martin, PLLC and JD Thompson Law as local counsel, FTI Consulting, Inc., as financial advisor. On Feb. 22, 2018, the court approved the appointment of Sander L. Esserman as the future claimants' representative in its case. Mr. Esserman tapped Young Conaway Stargatt & Taylor, LLP as his legal counsel. BIG GUNS: Case Summary & 5 Unsecured Creditors ---------------------------------------------- Debtor: Big Guns Petroleum Inc. 8000 Vantage Drive San Antonio, TX 78249 Business Description: Big Guns Petroleum is a privately held company in San Antonio, Texas engaged in the utility system construction business. Chapter 11 Petition Date: March 12, 2018 Court: United States Bankruptcy Court Western District of Texas (San Antonio) Case No.: 18-50569 Judge: Hon. Craig A. Gargotta Debtor's Counsel: Ronald J. Smeberg, Esq. THE SMEBERG LAW FIRM 2010 W Kings Hwy San Antonio, TX 78201-4926 Tel: (210) 695-6684 Fax: (210) 598-7357 E-mail: ron@smeberg.com Estimated Assets: $50,000 to $100,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Belinda Juarez, president. A full-text copy of the petition, along with a list of five unsecured creditors, is available for free at http://bankrupt.com/misc/txwb18-50569.pdf BK RACING: Taps Henderson Law Firm as Legal Counsel --------------------------------------------------- BK Racing, LLC, received approval from the U.S. Bankruptcy Court for the Western District of North Carolina to hire The Henderson Law Firm PLLC 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. James Henderson, Esq., a member of Henderson Law Firm and the attorney who will be handling the case, charges an hourly fee of $450. His assistant Virginia Harlan charges $85 per hour. Henderson Law Firm received a $25,000 retainer from BRC Loans, LLC, an entity owned or controlled by Ronald Devine, the Debtor's principal. Mr. Henderson 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: James H. Henderson, Esq. The Henderson Law Firm PLLC 1201 Harding Place Charlotte NC 28202-2826 Phone: 704.333.3444 Fax: 704.333.5003 Email: henderson@title11.com About BK Racing BK Racing, LLC, is a Monster Energy NASCAR Cup Series Toyota Racing team headquartered in Charlotte, North Carolina. The team was founded in 2012 after owners Ron Devine and Wayne Press acquired Red Bull Racing. BK Racing sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.C. Case No. 18-30241) on Feb. 15, 2018. In its petition signed by Kathy Burch, power of attorney for managing member Brenda Devine, the Debtor estimated assets and liabilities of $10 million to $50 million. Judge Craig J. Whitley presides over the case. BOB COOK COMPANY: Taps Gabriel Liberman as Legal Counsel -------------------------------------------------------- Bob Cook Company LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of California to hire the Law Offices of Gabriel Liberman, APC, as its legal counsel. The firm will provide legal services to help the Debtor execute its duties under the Bankruptcy and implement the restructuring process. The firm's hourly rates are: Judith Whitman $350 Gabriel Liberman $275 Paraprofessionals $150 The Debtor paid Liberman $2,000, which included the filing fee of $1,717 prior to the petition date. Liberman and its associates are "disinterested persons" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Gabriel E. Liberman, Esq. Law Offices of Gabriel Liberman, APC 2033 Howe Avenue, Suite 140 Sacramento, CA 95825 Phone: (916) 485-1111 Fax: (916) 485-1111 Email: Attorney@4851111.com About Bob Cook Company Bob Cook Company LLC is a privately-held company engaged in activities related to real estate. The company owns in fee simple a single-family residence (4,348 square feet, four bedrooms, 2.5 bath, built in 1991) located at 6416 Orange Hill Lane, Carmichael California. The property has a comparable sale value of $1.39 million. Bob Cook first sought bankruptcy protection (Bankr. E.D. Cal. Case No. 18-20048) on Jan. 3, 2018. Bob Cook sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 18-20604) on Feb. 2, 2018. In its petition signed by Robert A. Cook, managing member, the Debtor disclosed $1.39 million in assets and $966,798 in liabilities. Judge Robert S. Bardwil presides over the case. The Law Offices of Gabriel Liberman, APC, is the Debtor's legal counsel. BUCK SPRINGS: Taps Maida Clark Law Firm as Legal Counsel -------------------------------------------------------- Buck Springs, Inc., seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to hire Maida Clark Law Firm, P.C. as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code and will provide other legal services related to its Chapter 11 case. The firm's hourly rates are: Frank Maida $400 Tagnia Fontana Clark $300 Paralegal $60 Tagnia Fontana Clark, Esq., a partner at Maida Clark, disclosed in a court filing that she and her firm are "disinterested persons" as defined in section 101(14) of the Bankruptcy Code. Maida Clark can be reached through: Tagnia F. Clark, Esq. Maida Clark Law Firm P.C. 4320 Calder Avenue Beaumont, TX 77706 Phone: (409) 898-8200 Fax: (409) 898-8400 Email: maidalawfirm@gt.rr.com About Buck Springs Buck Springs, Inc. is a grocery company located in Jasper, Texas. Buck Springs sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 18-10059) on Feb. 21 2018. In its petition signed by Robert Lee Shellhammer, president, the Debtor estimated assets and liabilities of less than $500,000. Judge Bill Parker presides over the case. Maida Clark Law Firm, P.C., is the Debtor's legal counsel. CAREVIEW COMMUNICATIONS: Smith et al Have 6.8% Stake as of Feb. 14 ------------------------------------------------------------------ As of Feb. 14, 2018, Robert J. Smith, Plato & Associates, LLC and Energy Capital, LLC own (i) 265,000 shares held directly in Mr. Smith's name, (ii) an aggregate of 60,000 shares held in trust for Mr. Smith's minor children, (iii) 3,054,783 shares held indirectly through Energy Capital, and (iv) 6,210,723 shares held indirectly through Plato, resulting in ownership of an aggregate of 9,590,506 shares or 6.88%. During 2007, the Reporting Persons acquired an aggregate of 6,727,024 shares through conversion of debt and shares acquired from an unaffiliated individual in a private transaction. During 2010, the Reporting Persons acquired an aggregate of 3,275,199 shares through the Company's private offering and through conversion of debt. Subsequently, the Reporting Persons transferred/sold or acquired/purchased shares in private transactions and open market transactions resulting in an aggregate ownership of 9,605,506 shares. A full-text copy of the Schedule 13D/A is available for free at: https://is.gd/ARfO5p About CareView Communications Headquartered in Lewisville, Texas, CareView Communications, Inc. -- http://www.care-view.com/-- is a provider of products and on-demand application services for the healthcare industry, specializing in bedside video monitoring, software tools to improve hospital communications and operations, and patient education and entertainment packages. Its proprietary, high-speed data network system is the next generation of patient care monitoring that allows real-time bedside and point-of-care video monitoring designed to improve patient safety and overall hospital costs. The entertainment packages and patient education enhance the patient's quality of stay. CareView reported a net loss of $18.66 million in 2016 following a net loss of $16.35 million in 2015. As of Sept. 30, 2017, CareView had $14.32 million in total assets, $71.54 million in total liabilities, and a total stockholders' deficit of $57.21 million. CARL SAYERS: April 17 Auction of Four Danbury Properties Set ------------------------------------------------------------ Judge Anne M. Nevins of the U.S. Bankruptcy Court for the District of Connecticut authorized bidding procedures of Carl R. Sayers, doing business as Danbury Top Soil Co., and Suzanne Sayers, in connection with the sale of substantially all properties in Danbury, Connecticut: (i) 7,9,13 Miry Brook Road aka Sugar Hollow Road; (ii) 25 Miry Brook Road (Carl Sayers owns a 75% interest, but has been advised by his son Carl Sayers II, that he will consent to the sale by the Debtors' provided Carl Sayers II receives 25% of the net proceeds); (iii) 38 Miry Brook Road; and (iv) 15 Miry Brook Road, at auction. The salient terms of the Bidding Procedures are: a. The Debtors' properties will be sold in the following order as set forth: (i) 7,9,13 Miry Brook Road aka Sugar Hollow Road; (ii) 25 Miry Brook Road (the Debtor owns a 75% interest, but understands the other 25% owner who is an insider would consent to the sale provided they receive 25% of the net proceeds); (iii) 38 Miry Brook Road; and (iv) 15 Miry Brook Road. b. The Court will conduct the Auction of the Properties on April 17, 2018 at 10 a.m. at the US Bankruptcy Court, 157 Church Street, 18th floor, New Haven, CT with internet bidding and in Court bidding with the Auction sale of these Properties serially in the order set forth free and clear of all liens and interests with closings to be conducted within 35 days (or within 21 days thereafter to a Second Best Bidder) after approval of the sale of any property as set forth. As the Auction will be staggered so that each of the Properties is sold separately and in series in the order set forth, if the total proceeds achieved after each sale at the Auction are sufficient to address all allowed claims in the case, the Debtors have the right to cancel all subsequent sales of any remaining Properties at the Auction subject to Court approval. c. Absolute Auction & Realty ("AAR"), Inc., 45 South Ave, Pleasant Valley, NY, with the Debtors' assistance will assist with the Auction and prequalify each potential bidder at the Auction. d. The Highest Bidder is required to supplement its deposit within 24 hours after the Auction is conducted, so that it has paid to the Debtors a total nonrefundable deposit in good funds equal to 10% of the sum of the approved winning bid plus the 5% buyer's premium and sign any necessary purchase and sale agreements prepared by the Debtors. The balance of the approved winning bid will be paid by the Highest Bidder in full upon closing, time being of the essence. In addition to paying the approved winning bid amount to the Debtors at closing, the Highest Bidder will also be responsible for and pay an additional fee, called a buyer's premium, equal to 5% of the approved winning bid to and for the benefit of AAR at closing, time being of the essence. e. If the bid of a Bidder is deemed to be the second highest and best bid for a Property by the Court, that Bidder will be deemed to be the Second Best Bidder, and Second Best Bid is irrevocable until 22 days after the date that the Highest Bidder is required to close (and the Second Best Bid may not be revoked if the Highest Bidder fails to close). f. The Potential Bidder acknowledges that the Properties are being sold "as is, where is" without any representations or warranties, and free and clear of liens, claims, encumbrances, and interests. g. Prior to the Auction, a deposit payable to the order of Zeisler & Zeisler, P.C., Trustee and delivered to 10 Middle Street, 15th Floor, Bridgeport, CT 06604, Attn: Matthew K. Beatman, Esq., 203-368-4234, ext. 233 as escrow agent to be held (but not necessarily deposited) by the Debtors' counsel, in an amount equal to the following based on the Property they intend to bid on: (i) 7, 9 and 13 Miry Brook - $50,000; (ii) 25 Miry Brook - $25,000; (iii) 38 Miry Brook - $25,000; and 15 Miry Brook - $25,000. Notwithstanding these provisions, a Bidder on 25, 38 or 15 MiryBrook Road need only post a single $25,000 Deposit to bid on any one of these Properties. h. The following are the minimum bids that a Bidder must make for each Property on which they intend to make a bid at the Auction:(i) 7, 9 and 13 Miry Brook - $1,100,000; (ii) 25 Miry Brook - $270,000; (iii) 38 Miry Brook - $300,000; and (iv) 15 Miry Brook - $160,000. i. The minimum bid for each Property will not necessarily be the highest and best amount that will be approved for the sale of any Property as such amounts have been established to maximize competitive bidding. With respect to 7, 9 and 13 Miry Brook Road, the Court will approve the Highest Bid at the conclusion of the Auction that is greater than the minimum bid with the proceeds to be paid at closing as follows: 11% of gross proceeds including the Buyer's Premium under $2 million will be carved out for the benefit of the Debtors' estate (i.e. conveyance taxes, allowed auctioneer/broker fees, closing costs, allowed attorneys' fees, U.S. Trustee's fees, etc. however, the Buyer's Premium will be paid from the estate's carveout for this Property). For any amount received for this Property above $2.1 million, the carveout for the above captioned estate will increase to 39.5% (to help pay for estimated federal and state taxes). If this Property sells for an amount high enough to satisfy all secured claims on the Property (after carveouts set forth herein) the remaining proceeds will be retained by the estate. After these carveouts, the proceeds would first be used to pay real estate taxes and then to secured claims on this Property (up to the allowed amount of such claims) in full satisfaction of its claims. j. With respect to the Property located at 15 Miry Brook Road, the Debtors will sell that Property for the highest and best price realized from the Auction that exceeds the minimum bid for that Property. k. The Debtors will ask approval of the Highest Bid and Second Best Bid for the Properties located at 25 Miry Brook Road and 38 Miry Brook Road only if they necessarily believe they are each in an amount sufficient to pay off in full the existing mortgage and liens on such Property pursuant to an updated payoff as of the estimated date of closing, and provide sufficient funds to pay estimated income taxes associated with the sale, conveyance taxes, allowed broker fees, closing costs, allowed attorneys' fees related to the sale and Auction and U.S. Trustee's fees. l. At the Auction, holders of allowed secured claims reserve the right to credit bid the amount of their allowed secured claim on the Property in which that claim is secured on, but such credit bid does not require the Debtors to ask approval of a sale of such Property in the amount of such credit bid. In the event the Highest Bid at the Auction on any property other than 7, 9, 13 Miry Brook Road is insufficient to pay all secured claims on that Property in full, said bid will be rejected and the Debtors will be deemed to immediately consent to relief from the automatic stay to allow the secured creditor with an interest in the subject property to foreclose on said property but not to seek a deficiency judgment against the Debtors without further order of the Court. m. The Debtors are authorized to adopt such other rules for the bidding process that will better promote the goals of the bidding process not inconsistent with the order of the Court. n. Subject to the terms herein, the Debtors will be deemed to have accepted a bid from the Auction only when the bid has been approved by the Bankruptcy Court as the Highest Bid and Second Highest Bid at the hearing to approve the sale. The Debtors may share the reserve or strike price for 25 Miry Brook Road and 38 Miry Brook Road with the U.S. Trustee immediately before the Auction if the U.S. Trustee requests. They have represented that only 25 and 38 Miry Brook Road have reserve or strike prices, with the minimum bids and the carveouts on 7, 9 and 13 Miry Brook Road sufficient to permit the sale for the highest and best offer above the minimum bid. o. Sale Hearing: April 17, 2018 at 10:00 a.m. p. Sale Objection Deadline: April 10, 2018 at 5:00 p.m. A copy of the Bidding Procedures attached to the Order is available for free at: http://bankrupt.com/misc/Carl_Sayers_324_Order.pdf About the Sayers Carl Sayers is an army veteran, having served from 1962 to 1965. He has since worked in a number of entrepreneurial roles and presently operates his Danbury Top Soil business, a sole proprietorship. Suzanne Sayers had been employed in a number of jobs and had been working for Danbury Top Soil but is now retired. Carl R. Sayers and Suzanne Sayers sought Chapter 11 protection (Bankr. D. Conn. Case No. 15-50870) on June 29, 2015. Matthew K. Beatman, Esq., at Zeisler & Zeisler, P.C., serves as counsel to the Debtors. Keller Williams Realty is the Debtors' broker. On Jan. 9, 2018, the Court appointed Absolute Auctions & Realty, Inc., as the Debtors' Broker. CC CARE LLC: Court Okays Seventh Interim Cash Collateral Order -------------------------------------------------------------- Judge Janet S. Baer of the U.S. Bankruptcy Court for the Northern District of Illinois authorized CC Care, LLC, and each of its affiliates to use cash collateral during the term of the Seventh Interim Order, solely to pay the ordinary and reasonable expenses of operating their businesses. The hearing to consider entry of a final order authorizing use of cash collateral will be held on March 12, 2018 at 2:00 p.m. Any party-in-interest objecting to the Debtors' use of cash collateral must file written objections by no later than 8:00 a.m. on March 12, 2018, and will contemporaneously serve such objections to any other party-in-interest. The Debtors, together with certain non-debtor affiliates, the Lenders Party from time to time (AR Lenders), and MidCap Funding IV Trust (f/k/a MidCap Funding IV, LLC) as assignee of Midcap Financial Trust (f/k/s MidCap Financial, LLC) and successor administrative agent entered into a Credit and Security Agreement that was amended numerous times through the present. The AR Lenders' Prepetition Obligations are secured by the accounts receivable of the Operating Debtors. As of the Petition Date, the AR Lenders assert they were owed $8,390,988 in revolving loan principal obligations, plus interest, fees, costs and expenses. The United States Department of Housing and Urban Development ("HUD") as assignee of the FHA mortgage, asserts claims against each Operating Debtor based on the HUD Loan Documents, mortgage insurance contracts, and operating lease rents applicable to each facility and against JLM, for the aggregate, are no less than (a) $81,834,514, representing the approximate total outstanding principal amount of the HUD loans as of the Petition Date; (b) $82,898,528, representing the approximate aggregate amount paid by HUD under its contracts for mortgage insurance; (c) the amount of rents with respect to each facility, in an approximate amount not less than the amount of debt service on the applicable HUD mortgage loan; and (d) other unpaid amounts, obligations or claims. The Pre-petition Agent, the AR Lenders, the HUD and Edward Don & Company have consented to the individual Budgets for each of the Operating Debtors. The AR Lenders, the HUD and Edward Don, are each granted valid and perfected, replacement security interests in and liens on all of the Debtors' right, title and interest in to and under the collateral. The AR Lenders, the HUD and Edward Don are also granted an administrative expense claim with priority in payment over any and all administrative expenses of the kinds, if and to the extent the adequate protection of the interests of the Lenders, the HUD and Edward Don in the collateral proves inadequate. Moreover, pursuant to the Order, the Debtors are mandated to: (a) deliver to the AR Lenders, the HUD and Edward Don financial and other information concerning the business and affairs of the Debtors, as the AR Lenders and the HUD will reasonably request from time to time; (b) provide the AR Lenders, the HUD and Edward Don with detailed information as to the extent and composition of the collateral and any collections thereon; (c) maintain insurance on the collateral to cover its assets from fire, theft and other damage; and (d) maintain the collateral and their businesses in good repair. In addition, the Debtors will make adequate protection payment of $10,000 to the AR Lenders, on or before the fourth business day of each week during the Fifth Interim Order, which payment will be applied against the interest accruing on the AR Lenders' Prepetition Obligations. A full-text copy of the Seventh Agreed Interim Order is available at: http://bankrupt.com/misc/ilnb17-32406-164.pdf About CC Care, LLC CC Care, LLC, and its affiliates are Delaware limited liability companies owned by JLM Financial Healthcare, LP, that operate long-term care facilities that provide nursing, healthcare, therapeutic and social services to the chronically ill with a diagnosis of mental illness. The operating entities own these nursing care facilities: Entity Facility Name/Location ------ ---------------------- CC Care Community Care Center, Chicago, Illinois BT Care Bourbonnais Terrace Nursing Home, Bourbonnais, Ill. CT Care Crestwood Terrace Nursing Center, Crestwood, Ill. FT Care Frankfort Terrace Nursing Center, Frankfort, Ill. JT Care Joliet Terrace Nursing Center, Joliet, Illinois KT Care Kankakee Terrance Nursing Center, Bourbonnais, Ill. SV Care Southview Manor, Chicago, Illinois TN Care Terrace Nursing Home, Waukegan, Illinois WCT Care West Chicago Terrace Nursing Home, West Chicago, Ill. On Oct. 30, 2017, Chapter 11 bankruptcy petitions were filed by CC Care, LLC, doing business as Community Care Center (Bankr. N.D. Ill. Lead Case No. 17-32406), and BT Bourbonnais Care, LLC, doing business as Bourbonnais Terrace Nursing Home (Case No. 17-32411), CT Care, LLC (17-32417), FT Care, LLC (17-32423), JT Care, LLC (17-32425), KT Care, LLC (17-32427), SV Care, LLC (17-32430), TN Care, LLC (17-32429), WCT Care, LLC (17-32433), JLM Financial Healthcare, LP (17-32421). Patrick Laffey, their manager and designated representative, signed the petitions. The cases are jointly administered under Case No. 17-32406 and assigned to Judge Janet S. Baer. At the time of filing, CC Care estimated $1 million to $10 million in assets and liabilities. The Debtors are represented by Burke Warren Mackay & Serritella P.C. On Nov. 27, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. CERTARA HOLDCO: S&P Rates First-Lien Debt 'B' --------------------------------------------- S&P Global Ratings assigned a 'B' issue-level rating and '3' recovery rating to Princeton, N.J.-based Certara Holdco Inc.'s first-lien debt. The '3' recovery rating indicates S&P's expectations for meaningful (50%-70%; rounded estimate: 55%) recovery in the event of payment default. The company is increasing its first-lien debt by $40 million, to $314 million from $274 million, and repricing the loan to L+350 from L+450. The company will use the additional $40 million to fund the acquisition of a leading health economics consultancy and decision support provider. The add-on does not meaningfully change our expectation of leverage, which we expected would remain high at above 7x. S&P said, "Although the acquisition provides a new and complementary service to Certara's existing offerings, it does not change our view of the company's business risk, which continues to reflects the company's limited scale and niche focus in the biosimulation and regulatory software and services industries. We consider the risk of potential competition from much-larger and better-funded outsourced pharmaceutical development firms, such as contract research organizations (CROs) to be a limiting factor in the rating as well. These factors are partially mitigated by Certara's leading market position in the nascent biosimulation industry, which we expect to grow rapidly. The rating also reflects our expectation for moderate free cash flow generation supported by above-average EBITDA margins and double-digit revenue growth, despite high adjusted leverage." The corporate credit rating on Certara is 'B' with a stable outlook. RECOVERY ANALYSIS Key analytical factors -- Certara's capital structure consists of a $20 million floating rate revolver due 2022, a $315 million first-lien term loan ($314 million outstanding) due 2024, and a $100 million unsecured term loan (unrated). -- Given the continued demand for its services, we believe Certara would remain a viable business and would therefore reorganize rather than liquidate following a hypothetical payment default. -- Consequently, S&P has used an enterprise value methodology to evaluate recovery prospects. S&P valued the company on a going-concern basis using a 5.5x multiple off our projected EBITDA at default. -- S&P estimates that for Certara to default, EBITDA would need to decline to about $37 million, which would be a significant deterioration from S&P's base-case forecast. Simulated default assumptions Simulated year of default: 2021 EBITDA at emergence: $37 million EBITDA multiple: 5.5x Jurisdiction: U.S. Simplified waterfall Net enterprise value (after 5% admin. costs): $193 million Valuation split in % (obligors/nonobligors): 75/25 Collateral value available to secured creditors: $176 million. Secured first lien debt: $332 million --Recovery expectations: 50%-70%; rounded estimate: 55% Notes: All debt amounts include six months' prepetition interest. RATINGS LIST Certara Holdco, Inc. Corporate Credit Rating B/Stable/-- New Rating Certara Holdco Inc. Senior Secured First-Lien Debt B Recovery Rating 3 (55%) CHINA COMMERCIAL: Qun Ma Acquires 8.8% Stake for $2.5 Million ------------------------------------------------------------- Qun Ma disclosed in a Schedule 13D/A filed with the Securities and Exchange Commission that as of Feb. 8, 2018, he beneficially owns 1,764,915 shares of common stock of China Commercial Credit, Inc., constituting 8.84 percent based on 19,963,415 shares of common stock outstanding as of Feb. 5, 2018. On Feb. 8, 2018, Mr. Ma acquired 548,835 shares in a private transaction for a per share purchase price of $1.50 from pursuant to certain Share Purchase Agreement dated Feb. 7, 2018 by and among Daqin International Business HK Limited and Yang Jie as sellers and Qun Ma and Wenlong Deng as buyers. Also on February 8, Mr. Ma acquired 1,216,080 shares in a private transaction for a per share purchase price of $1.40 from pursuant to certain Share Purchase Agreement dated Feb. 7, 2018 by and among an entity and two individuals as sellers and the Reporting Person and Wenlong Deng as buyers. A full-text copy of the regulatory filing is available at: https://is.gd/Degt5h About China Commercial Credit Founded in 2008, China Commercial Credit -- http://www.chinacommercialcredit.com/-- is a financial services firm operating in China. Its mission is to fill the significant void in the market place by offering lending, financial guarantee and financial leasing products and services to a target market which has been significantly under-served by the traditional Chinese financial community. The Company's current operations consist of providing direct loans, loan guarantees and financial leasing services to small-to-medium sized businesses, farmers and individuals in the city of Wujiang, Jiangsu Province. China Commercial's independent accounting firm Marcum Bernstein & Pinchuk LLP, in Shanghai, China, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has accumulated deficit that raises substantial doubt about its ability to continue as a going concern. China Commercial reported a net loss of US$1.98 million for the year ended Dec. 31, 2016, compared with a net loss of US$61.26 million for the year ended Dec. 31, 2015. The Company's balance sheet as of Sept. 30, 2017, showed US$7.71 million in total assets, US$8.48 million in total liabilities and a total shareholders' deficit of US$774,251. CHRISTIE & CAROLINE: Case Summary & 10 Unsecured Creditors ---------------------------------------------------------- Debtor: Christie & Caroline, LLC 5677 Buford Hwy, Suite 210 Doraville, GA 30340 Business Description: Christie & Caroline, LLC is a medical group located in Doraville, Georgia, primarily specializing in internal medicine, family medicine and general practice. Chapter 11 Petition Date: March 12, 2018 Court: United States Bankruptcy Court Northern District of Georgia (Atlanta) Case No.: 18-54243 Debtor's Counsel: Leslie M. Pineyro, Esq. JONES & WALDEN, LLC 21 Eighth Street, NE Atlanta, GA 30309 Tel: (404) 564-9300 Fax: 404-564-9301 E-mail: lpineyro@joneswalden.com info@joneswalden.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Min J. Kwon, managing member. A full-text copy of the petition, along with a list of 10 unsecured creditors, is available for free at http://bankrupt.com/misc/ganb18-54243.pdf CINEMARK USA: Moody's Gives Ba1 Rating to New $660MM Term Loan B ---------------------------------------------------------------- Moody's Investors Service has assigned a Ba1 rating to the proposed $660 million 7-year senior secured Term Loan B of Cinemark USA, Inc. Proceeds from the transaction will be used to refinance the company's existing term loan. Pricing of the new facility is expected to step down to LIBOR +175 basis points (bps) from L+200 bps with a maturity extension of approximately three years to March 2025, from May 2022. The obligation will be secured by all leasehold and fee-owned real property. This collateral must have a value that is at least 125% of the loan, amended lower from 250% as per the terms of the previous credit agreement. All other terms and conditions are unchanged. The company's B1 Corporate Family Rating, B1-PD PDR, Ba1 senior secured bank credit facility and B2 senior unsecured notes also remain unchanged. The outlook is stable. A summary of rating action follows: Issuer: Cinemark USA, Inc. - $660 million 7 year senior secured Term Loan B, Assigned Ba1 (LGD2) RATINGS RATIONALE Moody's views the proposed repricing and maturity extension to be credit positive given modest cash interest savings and the enhancement of Cinemark's already long-dated capital structure. The benefits are, however, partially offset by lower collateral cushion. Despite the amendments to the terms and maturity extension, the facility remains fully secured and therefore does not change Moody's view of the capital structure and related credit risk. Cinemark's B1 Corporate Family Rating (CFR) incorporates financial policies that tolerates rich dividend payouts leading to weak free cash flow conversion and debt coverage (FCF/debt) metrics. Additionally, the rating is constrained by a mature industry experiencing a slow but persistent secular decline in attendance, a dependence on a limited number of movie studios, an unpredictable box office, and emerging competitive threats. Despite its challenges, the company maintains modest leverage of approximately 3.5x for the twelve months ended December 2017, is one of the largest operators in the US, growing its share of the US domestic box office to over 14%. Cinemark has a large circuit with national scale and geographic diversification. It has a total of 5,926 screens in over 529 theatres, with 37% of its theatres and 24% of its screens located outside the US. Most of the international circuit is located in Latin American which generates approximately one quarter of total revenues making Cinemark one of the most diversified theatre operators. In addition, the company benefits from high barriers to entry into the first-run window for theatrical distribution, has consistently demonstrated pricing power, produces stable and high margins, and has good liquidity. The cinema has relatively strong entertainment value using a proven distribution model that delivers an inexpensive and unique out-of-home experience with sound and video quality that is hard to replicate in-home. The strength of this market position is reflected in investment-grade level EBITA margin near 20%, supported by strong and steady admission and concession margins that will be near 44% and 86% in the US and 52% and 78% overseas over the next 12-18 months. Cinemark Holdings, Inc., headquartered in Plano, Texas and the owner of Cinemark USA, Inc., operates 529 theaters with 5,926 screens in 41 U.S. states and in Latin America, including Brazil, Argentina and 12 other countries. Revenue for the twelve months ended December 31, 2017 was approximately $3.0 billion. CK ASSISTED: Taps Carmichael & Powell as Legal Counsel ------------------------------------------------------ CK Assisted Living of Arizona, LLC, received approval from the U.S. Bankruptcy Court for the District of Arizona to hire Carmichael & Powell, 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. Donald Powell, Esq., the attorney at Carmichael & Powell who will be handling the case, charges an hourly fee of $375. Mr. Powell does not represent any interest adverse to the Debtor or its estate, according to court filings. Carmichael & Powell can be reached through: Donald W. Powell, Esq. Carmichael & Powell, P.C. 6225 North 24th Street, Suite 125 Phoenix, AZ 85016 Phone: (602) 861-0777 E-mail: d.powell@cplawfirm.com About CK Assisted Living of Arizona CK Assisted Living of Arizona, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 18-01882) on Feb. 28, 2018. At the time of the filing, the Debtor estimated assets of less than $1 million and liabilities of less than $500,000. Judge Daniel P. Collins presides over the case. CONCORDIA INTERNATIONAL: Incurs $1.59 Billion Net Loss in 2017 -------------------------------------------------------------- Concordia International Corp. filed with the Securities and Exchange Commission its annual report on Form 20-F reporting a net loss of US$1.59 billion on US$626.16 million of revenue for the year ended Dec. 31, 2017, compared to a net loss of US$1.31 billion on US$816.15 million of revenue for the year ended Dec. 31, 2016. Revenue for the year ended Dec. 31, 2017 decreased by US$190 million, or 23 per cent, compared to 2016. This decrease was due to lower sales from both the Concordia North America and Concordia International segments, as well as unfavorable foreign exchange rate movements, compared to the corresponding period in 2016. Revenues were lower primarily due to lower volumes, mainly as a result of new market entrants on a number of the Company's products. Concordia North America segment revenue for the year ended Dec. 31, 2017 decreased by $97.9 million or 38 per cent when compared to 2016, mainly as a result of lower volumes on key products, including Plaquenil AG, Donnatal and Nilandron. Gross profit for the year ended Dec. 31, 2017 decreased by US$159.4 million or 27 per cent, compared to 2016 primarily due to the revenue decreases. The decrease in gross profit as a percentage of revenue for the year ended Dec. 31, 2017 compared to 2016 is primarily due to changes in product mix within the Concordia North America and Concordia International segments. Operating expenses for the year ended Dec. 31, 2017 increased by US$63.2 million, or four per cent compared to 2016. Operating expenses were higher primarily due to US$62.5 million higher impairment charges recorded during 2017 and US$43.6 million higher amortization of intangible assets, partially offset by US$22 million lower share-based compensation, US$14.2 million lower litigation settlements and US$12.9 million lower selling and marketing costs. General and administrative expenses reflect costs related to salaries and benefits, professional and consulting fees, ongoing public company costs, travel, facility leases and other administrative expenditures. General and administrative expenses for the year ended Dec. 31, 2017 decreased by US$5.8 million or 10 per cent compared to 2016. This decrease is a result of the Company's objective to reduce operating costs across the business. Selling and marketing expenses reflect costs incurred by the Company for the marketing, promotion and sale of the Company's broad portfolio of products across the Company's segments. Selling and marketing costs for the year ended Dec. 31, 2017 decreased by US$12.9 million or 25 per cent compared to 2016. These costs have decreased primarily due to the termination of the Donnatal contract sales force in 2016, which has been replaced by a co-promotion agreement with Redhill Biopharma Ltd. Sales and marketing expenses in 2017 within the Concordia North America segment have decreased by $11.6 million, and have decreased by $1.2 million within the Concordia International segment. Research and development expenses reflect costs for clinical trial activities, product development, professional and consulting fees and services associated with the activities of the medical, clinical and scientific affairs, quality assurance costs, regulatory compliance and drug safety costs (pharmacovigilance) of the Company. Research and development costs for the year ended Dec. 31, 2017 decreased by US$9.2 million or 23 per cent compared to 2016. This decrease is due to fewer ongoing clinical programs in 2017 compared with 2016, including the cancellation of the Company's cholangiocarcinoma trial in December 2016, and the Company moving certain external service provider activities previously incurred by the Concordia North America segment to the Company's integrated operations in Mumbai, India. The current income tax expense recorded for the year ended Dec. 31, 2017 decreased by US$18.4 million compared to 2016. Income taxes were lower primarily due to the impact of lower foreign exchange translation of the income tax expense from the Concordia International segment as well as lower taxable income compared to 2016. Significant components comprising the net loss in 2017 are impairment charges of US$1,194.8 million and the deduction of other significant cash and non-cash expenses which include, but are not limited to, amortization expense and interest and accretion expenses. As at Dec. 31, 2017, Concordia had US$2.32 billion in total assets, US$4.23 billion in total liabilities and a total shareholders' deficit of US$1.91 billion. As of Dec. 31, 2017, the Company had cash and cash equivalents of US$327 million and 51,282,901 common shares issued and outstanding. "We believe that our accomplishments in 2017, which included the development of DELIVER, our long-term growth strategy, have positioned Concordia to have a promising 2018," said Allan Oberman, chief executive officer of Concordia. "As we make progress towards the potential realignment of our capital structure, our global team remains focussed on leveraging our diverse portfolio of medicines, global sales platform, and product pipeline in order to support our aspirations for long-term growth." Fourth Quarter 2017 Segment Results The Company changed the composition of its reporting segments during the first quarter of 2017. As a result, Concordia has presented prior-period segment information to conform with the current-period presentation by aggregating the 2016 segment information of the Concordia North America segment with the segment information of the 2016 Orphan Drugs segment into a single reporting segment, entitled, 'Concordia North America'. Concordia North America segment's fourth quarter 2017 revenue of US$36.5 million was consistent with third quarter 2017 revenue of US$36.9 million. Revenue for the three months ended Dec. 31, 2017 decreased by US$5.2 million or 12.4 per cent compared to the corresponding period in 2016. This decrease is attributable to competitive pressures on products such as Donnatal and Plaquenil AG. Concordia International segment's revenue for the fourth quarter of 2017 was US$113.7 million compared to US$117.7 million in the third quarter of the year. This decrease is attributable to volume and price declines on key products, including Liothyronine Sodium, and was partially offset by the impact of the sterling strengthening against the U.S. dollar, resulting in $1.6 million of additional translated revenue. Revenue for the three months ended Dec. 31, 2017 decreased by US$15.0 million or 11.7 per cent compared to the corresponding period in 2016. The main drivers of the decrease were primarily due to ongoing competitive market pressures, and were partially offset by foreign currency translation gains. Pipeline Update During the fourth quarter of 2017, the Company launched two new products into markets that have a current IMS estimated market value of US$10 million. Concordia also has 17 products that have already been approved or are awaiting approval by regulators. These products, if launched, are expected to compete in markets that have a current IMS estimated market value in excess of US$150 million. In addition, the Company currently has 32 products under development that are anticipated to launch in the next three to five years. These products, if launched, are expected to compete in markets that have a current IMS estimated market value in excess of US$1.8 billion. Concordia believes that these products include several first-to-market or early-to-market opportunities for difficult-to-make products. In addition, the Company has 15 products identified for potential development that, if launched, are expected to compete in markets that have a current IMS estimated market value in excess of US$350 million. Therefore, in total, Concordia's current pipeline is comprised of more than 60 products that could compete in markets that have a current IMS estimated market value in excess of US$2 billion. Going forward, Concordia intends to continue to evaluate additional opportunities above and beyond the 60 products to further increase the Company's pipeline and portfolio. New Organization Leadership Structure The Company announced that Graeme Duncan, president of Concordia's International segment, will be leaving the organization effective June 30, 2018. There are no plans to fill this position. "We are grateful to Graeme for the contributions he has made to Concordia, and wish him well in his future endeavors," said Allan Oberman, chief executive officer of Concordia. "In alignment with DELIVER, our long-term growth strategy, we have now fully implemented a unified organization structure consisting of four global functions, supporting four geographic business units. I look forward to working more closely with these leaders and their teams as we focus on accelerating Concordia's growth." The following senior leaders will continue to oversee Concordia's four geographic, commercial business units, and will report directly to Mr. Oberman: * Paul Burden, promoted to managing director, UK and Ireland, will continue to oversee Concordia's largest business unit (UK and Ireland). Paul joined Concordia in September 2016 and has served as vice president, Commercial Business, UK and Ireland since then. * Simon Tucker, vice president, Commercial Business will continue to oversee Concordia's Rest of World business unit. * Sanjeeth Pai, president, Concordia North America, will continue to oversee the Company's North American business unit. * Glenn Kutschera, vice president and general manager, Pinnacle Biologics, will continue to oversee the Company's commercial efforts around Photodynamic Therapy by Photofrin for the treatment of certain types of cancer. These individuals and their teams will be supported by the following global functional leaders and their respective support teams: * Karl Belk, senior vice president, Global Pharmaceutical Operations, will continue to lead Concordia's Global Pharmaceutical Operations, overseeing the Company's Supply Chain, Supplier Relationships, Quality, Regulatory, Technical and Operations divisions. * Sarwar Islam, Concordia's chief corporate development officer, will continue to lead the Company's efforts in strategy, corporate development, business development, portfolio development and mergers and acquisitions. * David Price, Concordia's chief financial officer, will continue to lead the Company's finance, human resources, and investor and public relations functions. * Francesco Tallarico, Concordia's chief legal officer, will continue to lead the Company's legal and compliance efforts. The Company believes this streamlined management structure, where all senior leaders report to the CEO, will ultimately help accelerate the execution of the DELIVER strategy. Realignment of Capital Structure and Going Concern During the year ended Dec. 31, 2017, the Company announced as part of its long-term "DELIVER" strategy an objective to realign its capital structure, which includes an intention to significantly reduce the Company's existing secured and unsecured debt obligations. On Oct. 20, 2017, as part of the Company's efforts to realign its capital structure, the Company and one of its wholly-owned direct subsidiaries commenced a court proceeding under the CBCA. The CBCA is a Canadian corporate statute that includes provisions that allow Canadian corporations to restructure certain debt obligations, and is not a bankruptcy or insolvency statute. The CBCA Order issued by the Court, provides a stay of proceedings filed by any third party that is party to or a beneficiary of any loan, note, commitment, contract or other agreement with the Company or any of its subsidiaries, including the Company's debtholders against the Company or its subsidiaries arising out of any loan, note, commitment, contract or other agreement with the Company or any of its subsidiaries. Under the CBCA Proceedings, such parties are stayed from exercising any rights or remedy or any proceeding, including, without limitation, terminating, demanding, accelerating, setting-off, amending, declaring in default or taking any other action under or in connection with any loan, note, commitment, contract, or other agreement of the Company and its subsidiaries on the terms set out in the CBCA Order. The CBCA Order provides for this stay until such time as the stay is modified or removed by the Court. If the Company does not complete the realignment of its capital structure through the CBCA Proceedings, it will be necessary to pursue other restructuring strategies, which may include, among other alternatives, proceedings under the CCAA and / or a filing under the Code. In connection with the Company's efforts to realign its capital structure and as contemplated by the CBCA Proceedings, the Company elected to not make scheduled payments on the following debt obligations: (i) payments under the Covis Notes, (ii) payments under the AMCo Notes; and (iii) payments under the Extended Bridge Loans, which resulted in events of default under certain of the Company's debt agreements that are subject to the stay of proceedings granted by the Court. During the fourth quarter of 2017, and as a result of nonpayment of certain obligations under the Equity Bridge Loan, certain of the Company's subsidiaries had insolvency or similar petitions filed against them in certain foreign jurisdictions. These petitions were withdrawn in November 2017, and the Company entered into a settlement agreement with the holders of the Equity Bridge Loans, pursuant to which all outstanding indebtedness (including, without limitation, principal, interest and fees) and other obligations under the Equity Bridge Loans were satisfied at a significant discount (the settlement amount paid by the Company being approximately $13 million) and were automatically and irrevocably discharged , terminated and released. In addition, as part of the CBCA Proceedings, the Company has terminated the $200 million revolving credit facility that was previously made available to the Company under the Existing Credit Agreement. This revolving loan had not been drawn upon. On Oct. 20, 2017, the Company was notified by the counterparty to the Currency Swaps that one or more events of default occurred under the swap agreements as a result of the Company obtaining a preliminary interim order from the Court pursuant to the arrangement provisions of the CBCA. As a result of the foregoing, the counterparty to the Currency Swaps designated Oct. 23, 2017, as the early termination date with respect to all transactions under the Currency Swaps. During the CBCA Proceedings, the Company has been and intends to continue to make scheduled ordinary course interest and amortization payments at non-default rates under its secured debt facilities, as applicable. The commencement of the CBCA Proceedings resulted in an event of default under the Existing Credit Agreement, the 2016 Note Indenture, the AMCo Note Indenture and an event of termination under the the Currency Swaps, which defaults are subject to the stay of proceedings granted by the Court. In addition, as a result of the foregoing events of default, a cross default was triggered under the Covis Note Indenture governing the Covis Notes and the Extended Bridge Loans agreement, however any demand for payment of this debt has been stayed by the CBCA Order granted by the Court in connection with the CBCA Proceedings. On Oct. 20, 2017, the counterparty to the Currency Swaps issued a notice of termination with an effective date of Oct. 23, 2017. During the CBCA Proceedings, the Company has been and intends to continue to make interest payments on the purported termination amount of the Currency Swaps. The Company has not paid the purported termination amount. Any attempt by the Company's debtholders (or any other third parties) to lift, amend or violate this stay, or any order by the Court amending or removing this stay, would pose risks to the Company's liquidity and business operations and its efforts to realign its capital structure, and may require that the Company pursue other restructuring strategies, which may include, among other alternatives, proceedings under the CCAA and / or a filing under the Code. Future liquidity and operations of the Company are dependent on the ability of the Company to develop, execute, garner sufficient support for, and obtain Court approval of a proposed plan to restructure its debt obligations and to generate sufficient operating cash flows to fund its on-going operations. If the Company does not complete the realignment of its capital structure through the CBCA Proceedings described above, it will be necessary to pursue other restructuring strategies, which may include, among other alternatives, proceedings under the CCAA and / or a filing under the Code. The Company may not be able to restructure and reduce its debt obligations and this results in a material uncertainty that may cast substantial doubt upon the Company's ability to continue as a going concern. If the Company is unable to continue as a going concern, or if proceedings are commenced under the CCAA or the Code, shareholders of the Company may lose their entire investment and debtholders may lose some, substantially all or all of their investment. A full-text copy of the Form 20-F is available for free at: https://is.gd/NkcUdR About Concordia Based in Ontario, Canada, Concordia -- http://www.concordiarx.com/ -- is an international specialty pharmaceutical company with a diversified portfolio of more than 200 patented and off-patent products, and sales in more than 90 countries. Going forward, the Company is focused on becoming a leader in European specialty, off-patent medicines. Concordia operates out of facilities in Oakville, Ontario and, through its subsidiaries, operates out of facilities in Bridgetown, Barbados; London, England and Mumbai, India. * * * In October 2017, Moody's Investors Service downgraded the Corporate Family Rating of Concordia to 'Ca' from 'Caa3'. "Concordia's Ca Corporate Family Rating reflects its very high financial leverage, ongoing operating headwinds, and imminent risk of a debt restructuring. Moody's estimates adjusted debt/EBITDA will exceed 9.0x over the next 12 months as earnings decline on a year over year basis." In October 2017, S&P Global Ratings lowered its corporate credit rating on Concordia to 'SD' from 'CCC-' and removed the rating from CreditWatch, where it was placed with negative implications on Sept. 18, 2017. "The downgrade follows Concordia International's announcement that it failed to make the Oct. 16, 2016, interest payment on the 7% senior unsecured notes due 2023. Given our view of the company's debt level as unsustainable, and ongoing restructuring discussions, we do not expect the company to make a payment within the grace period." CRESTWOOD HOLDINGS: S&P Affirms 'B-' CCR Following Refinancing -------------------------------------------------------------- S&P Global Ratings affirmed its 'B-' long-term corporate credit rating on Crestwood Holdings LLC (Holdings). The outlook is stable. At the same time, S&P Global Ratings assigned its 'B-' issue-level rating and '3' recovery rating to the company's $350 million senior secured term loan B due 2023. The '3' recovery rating indicates S&P's expectation that lenders will receive meaningful (50%-70%; rounded estimate: 65%) recovery in a default scenario. S&P said, "The affirmation reflects our view that the refinancing has no impact on the rating. The refinancing has extended the debt maturity to 2023. We expect distributions from the master limited partnership (MLP), Crestwood Equity Partners L.P. (CEQP), to increase slightly over the next 12-24 months. Our rating on Holdings reflects a three-notch difference from our 'BB-' corporate credit rating on the MLP. The rating differential reflects Holdings' sole reliance on upstream distributions from CEQP to service its financial obligations, the underlying cash flow stability of the distributions it receives from the MLP, and Holdings' stand-alone leverage. We analyze Holdings as a pure-play general partnership (GP), reflecting its indirect ownership of CEQP's GP, approximately 25% of the MLP's common units (as of Dec. 31, 2017), and all of CEQP's subordinated units. "The stable outlook on Holdings reflects our expectation of steady distributions leading to stand-alone leverage above 7x through 2019. We anticipate these distributions will maintain an interest coverage ratio above 1.2x-1.3x over the next 24 months. "We could lower the rating to 'CCC+' if Holdings' liquidity becomes constrained due to a reduction in distribution levels and we believe that it is vulnerable to nonpayment of financial commitments. Under this scenario, the 'CCC' criteria would apply." A positive rating action is unlikely in the next few years absent a significant growth in distributions or debt repayment such that stand-alone leverage falls below 4x. CYTORI THERAPEUTICS: Incurs $22.7 Million Net Loss in 2017 ---------------------------------------------------------- Cytori Therapeutics, Inc., filed with the Securities and Exchange Commission its annual report on Form 10-K reporting a net loss of $22.68 million on $2.68 million of product revenues for the three months ended Dec. 31, 2017, compared to a net loss of $22.04 million on $4.65 million of product revenues for the year ended Dec. 31, 2016. Fourth quarter 2017 net loss was $4.3 million, or $0.10 per share. Operating cash burn for the fourth quarter and full year 2017 was approximately $4.2 million and $18.1 million, respectively. Cytori ended the year with approximately $9.6 million of cash and cash equivalents. "Manufacturing activities for our oncology drug, ATI-0918, a generic version of Caelyx, are ongoing and on track for submitting an application to the European Medicines Agency late in 2018," said Dr. Marc Hedrick, president and CEO of Cytori. "Additionally, the SCLERADEC-II trial for patients with scleroderma recently completed enrollment and enrollment in the ADRESU trial for patients with post surgical urinary incontinence should be completed soon. Both trials have read-outs later in 2018. Our meeting with the U.S. FDA on our STAR trial data results is forthcoming soon and we will provide an update thereafter on next steps related to Habeo Cell Therapy in the U.S." As of Dec. 31, 2017, Cytori had $31.61 million in total assets, $18.61 million in total liabilities and $13 million in total stockholders' equity. The Company has an accumulated deficit of $401.7 million as of Dec. 31, 2017. Additionally, the Company has used net cash of $18.1 million and $19.5 million to fund its operating activities for the years ended Dec. 31, 2017 and 2016, respectively. The Company does not have sufficient capital to fund operations through one year from the issuance date of these consolidated financial statements. The Company said these factors raise substantial doubt about the Company's ability to continue as a going concern. Net cash used in operating activities for the year ended Dec. 31, 2017 was $18.1 million. Overall, the Company's operational cash use decreased during the year ended Dec. 31, 2017 as compared to 2016 due primarily to a decrease in losses from operations (when adjusted for non-cash items) of $1.7 million offset by a cash outlay of $0.3 million in working capital. The increase in net cash used in investing activities for the year ended Dec. 31, 2017, as compared to 2016, resulted primarily from cash outflows for payment for long-lived assets purchased as part of Azaya's acquisition of $1.2 million, purchase of fixed assets of $0.3 million and increase in restricted cash of $0.3 million. The net cash provided by financing activities for the year ended Dec. 31, 2017 is primarily related to sales of common and preferred stocks of $21.5 million, net of costs from sale, through our Rights Offering, a confidentially marketed public offering, Lincoln Park Agreement and ATM program offset by cash used in principal payments on its debt of $4.7 million. The audit report of the Company's independent registered public accounting firm covering the Dec. 31, 2017 consolidated financial statements contains an explanatory paragraph that states that the Company's recurring losses from operations, liquidity position, and debt service requirements raises substantial doubt about our ability to continue as a going concern. A full-text copy of the Form 10-K is available for free at: https://is.gd/lW0vHR About Cytori Based in San Diego, California, Cytori -- http://www.cytori.com/-- is a therapeutics company developing regenerative and oncologic therapies from its proprietary cell therapy and nano-particle platforms for a variety of medical conditions. Data from preclinical studies and clinical trials suggest that Cytori Cell Therapy acts principally by improving blood flow, modulating the immune system, and facilitating wound repair. As a result, Cytori Cell Therapy may provide benefits across multiple disease states and can be made available to the physician and patient at the point-of-care through Cytori's proprietary technologies and products. Cytori Nanomedicine is developing encapsulated therapies for regenerative medicine and oncologic indications using technology that allows Cytori to use the benefits of its encapsulation platform to develop novel therapeutic strategies and reformulate other drugs to optimize their clinical properties. CYTORI THERAPEUTICS: May Issue 2.58M Shares Under Incentive Plans ----------------------------------------------------------------- Cytori Therapeutics, Inc. filed a Form S-8 registration statement with the Securities and Exchange Commission to register the offer and sale of an additional 2,333,333 shares of Common Stock of Cytori Therapeutics, Inc. for issuance under the 2014 Equity Incentive Plan and an additional 250,000 shares of Common Stock of the Company for issuance under the 2015 New Employee Incentive Plan. About Cytori Based in San Diego, California, Cytori -- http://www.cytori.com/-- is a therapeutics company developing regenerative and oncologic therapies from its proprietary cell therapy and nano-particle platforms for a variety of medical conditions. Data from preclinical studies and clinical trials suggest that Cytori Cell Therapy acts principally by improving blood flow, modulating the immune system, and facilitating wound repair. As a result, Cytori Cell Therapy may provide benefits across multiple disease states and can be made available to the physician and patient at the point-of-care through Cytori's proprietary technologies and products. Cytori Nanomedicine is developing encapsulated therapies for regenerative medicine and oncologic indications using technology that allows Cytori to use the benefits of its encapsulation platform to develop novel therapeutic strategies and reformulate other drugs to optimize their clinical properties. Cytori reported a net loss of $22.68 million on $2.68 million of product revenues for the three months ended Dec. 31, 2017, compared to a net loss of $22.04 million on $4.65 million of product revenues for the year ended Dec. 31, 2016. As of Dec. 31, 2017, Cytori had $31.61 million in total assets, $18.61 million in total liabilities and $13 million in total stockholders' equity. The audit report of the Company's independent registered public accounting firm covering the Dec. 31, 2017 consolidated financial statements contains an explanatory paragraph that states that the Company's recurring losses from operations, liquidity position, and debt service requirements raises substantial doubt about our ability to continue as a going concern. DELEK LOGISTICS: S&P Raises CCR to 'BB-', Outlook Stable -------------------------------------------------------- S&P Global Ratings raised its corporate credit rating on master limited partnership Delek Logistics Partners L.P. to 'BB-' from 'B+'. The outlook is stable. The 'b' stand-alone credit profile (SACP) on the partnership is unchanged. S&P views the partnership to be strategically important to its ultimate parent and controlling owner of its GP, Delek US Holdings Inc. S&P said, "At the same time, we raised our senior unsecured issue-level rating to 'B+'. The '5' recovery rating to the partnership's senior unsecured notes indicates our view that lenders can expect modest (10%-30%; rounded estimate: 10%) recovery in the event of a payment default. We also raised our senior secured issue-level rating on the partnership's $700 million revolving credit facility to 'BB+' from 'BB'. The '1' recovery rating indicates that lenders can expect very high (90%-100%; rounded estimate: 95%) recovery in the event of a payment default. "The rating action reflects our view that the partnership is strategically important to Delek US, which was recently assigned a 'BB' corporate credit rating. The downstream energy company has four refineries totaling 302,000 barrels per day of refining capacity. "The stable rating outlook reflects our expectation that the partnership will maintain adequate liquidity, adjusted debt to EBITDA of approximately 4x, and a distribution coverage ratio above 1x while increasing its scale and asset diversity from asset drop-downs from Delek US. At the same time, we forecast Delek US to maintain consolidated adjusted leverage in the 1x-2x range. "We could lower our rating on the partnership if we lowered the rating on Delek US. This could occur from weak crack spreads or operational underperformance such that leverage is sustained above 3.5x. We could also consider lower ratings if the partnership pursued an aggressive financial policy such that adjusted debt to EBITDA were sustained above 5x and the distribution coverage ratio were consistently below 1x. "Though unlikely in the next year due to the partnership's limited scale, we could consider higher ratings if we raised the rating on Delek US. This could occur if the refiner significantly diversified its asset base and improved its scale while maintaining credit metrics at current levels." DEXTERA SURGICAL: Hires Moss Adams LLP as Tax Advisor ----------------------------------------------------- Dextera Surgical Inc. seeks authority from the United States Bankruptcy Court for the District of Delaware to hire Moss Adams LLP as tax advisor to provide tax related services primarily related to the preparation of the Debtor's 2017 tax returns which must be filed on or before April 17, 2018. Moss Adam's hourly compensation are: Partner $615/hour Senior Manager $455/hour Senior $250/hour Administrative time for processing Federal return: $250 flat fee and assembly State returns: $500 flat fee Stacey Dell, a partner at Moss Adams, LLP, attests that her firm is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code, as required by section 327(a) of the Bankruptcy Code, and does not hold or represent any interest adverse to the Debtor's estate. The advisor can be reached through: Stacey Dell, CPA MOSS ADAMS LLP 635 Campbell Technology Pkwy Campbell, CA 95008 Phone: (408) 558-7532 Email: stacey.dell@mossadams.com About Dextera Surgical Headquartered in Redwood City, California, Dextera Surgical Inc. (DXTR:US OTC US) -- https://www.dexterasurgical.com/ -- is a medical device company that designs and manufactures proprietary stapling devices that enable the advancement of minimally invasive surgical procedures. Founded in 1997 as Vascular Innovations, Inc., the Company changed its name in November 2001 to Cardica, Inc., and in June 2016 to Dextera Surgical Inc. Dextera Surgical sought Chapter 11 protection (Bankr. D. Del. Case No. 17-12913) on Dec. 11, 2017. Dextera Surgical also entered into an asset purchase agreement with Aesculap, Inc, an affiliate of B. Braun Group, for $17.3 million. The Company disclosed $6.53 million in total assets and $14.82 million in total debt as of Sept. 30, 2017. The Debtor tapped Saul Ewing Arnstein & Lehr LLP as counsel; Cooley LLP as special corporate counsel; JMP Securities, LLC, as financial advisor and investment banker; and Rust Consulting/Omni Bankruptcy as claims and noticing agent. DOLPHIN DIGITAL: Will Discuss Company Overview at Roth Conference ----------------------------------------------------------------- Bill O'Dowd, chief executive officer of Dolphin Entertainment, Inc., will be presenting at 3:30 p.m. (PT) at the 30th Annual Roth Conference, to be held at the Ritz Carlton, in Dana Point, California, on March 13, 2018. At the conference, Mr. O'Dowd will present a slide presentation, a copy of which is available for free at https://is.gd/pBR96n As disclosed in the Slide Presentation, the Company had uplisted to Nasdaq on Dec. 21, 2017. As of March 1, 2018, Dolphin Entertainment's common stock traded at $3.38 per share and the Company had $11.2 million common stock outstanding. At Sept. 30, 2017, the Company's cash amounted to $2 million. Its debt totaled $9.8 million as of Sept. 30, 2017. As of March 1, 2018, Bill O'Dowd (president and CEO) beneficially owned 1,802,843 shares of common stock representing 15.9% of the shares outstanding; Allan Mayer (co-CEO of 42west) beneficially owned 473,252 shares of common stock constituting 4.2% of the shares outstanding; and Justo Pozo beneficially owned 1,215,332 shares of common stock representing 10.8% of the shares outstanding. The Company also revealed that 42West, its newly acquired business, is consistently profitable since inception. 42West clients include hundreds of A-list celebrities and seven major studios. About Dolphin Digital Dolphin Digital Media, Inc., based in Coral Gables, Florida -- http://www.dolphindigitalmedia.com/-- is dedicated to the production of digital and motion picture content. Dolphin Digital Studios, a division of the Company, is a producer of original digital programming for online consumption and is committed to delivering entertainment and securing premiere distribution partners to maximize audience reach and commercial advertising potential. Dolphin Ditigal also seeks to develop online kids clubs. Dolphin Digital reported a net loss of $37.19 million for the year ended Dec. 31, 2016, following a net loss of $8.83 million for the year ended Dec. 31, 2015. As of sept. 30, 2017, Dolphin Entertainment had $33.76 million in total assets, $31.02 million in total liabilities and $2.73 million in total stockholders' equity. BDO USA, LLP issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016. The Company, according to BDO USA, has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. DPW HOLDINGS: Super Crypto Will Buy Another 1,100 Mining Machines ----------------------------------------------------------------- DPW Holdings, Inc.'s wholly owned subsidiary Super Crypto Mining, Inc. has entered into an agreement to purchase another 1,100 S9 mining machines (the "Miners") as DPW continues toward its previously stated goal of having 10,000 active mining machines by the end of 2018. Pursuant to the agreement, SCM has agreed to acquire the Miners manufactured by Bitmain Technologies, Inc., in connection with SCM's mining operations, from Blockchain Mining Supply & Services Ltd. Pursuant to the agreement, SCM will pay an aggregate of $3,200,000 to BMSS for the Miners, in the following amounts and on the following dates: (i) $163,625, or 5% of the aggregate purchase price, with $80,000 being paid on March 9, 2018 and $83,625 being payable on March 13, 2018; (ii) an additional $1,487,500, or approximately 46% of the aggregate purchase price, on or before March 23, 2018, providing the inspection conducted by SCM of the Miners is satisfactory to SCM, and (iii) the balance of 1,621,375, or approximately 51% of the aggregate purchase price on or before April 15, 2018. The Company intends to fund SCM's acquisition of the Miners though the proceeds derived from its ongoing At-the-Market Offering described in the Prospectus Supplement filed with the SEC on Feb. 27, 2018. "Prices on the S9 miners dipped so we jumped at the opportunity to purchase these machines slightly ahead of plan," commented Darren Magot, the CEO of Super Crypto Mining. "Our team is focused on the execution of our 2018 plan and these machines keep us on pace to meet our previously stated objectives while maximizing budget efficiencies." This news comes on the heels of the successful 1st round of the Super Crypto Cloud Mining offering and will fuel the next offering expected in early Q2, 2018. "Super Crypto Mining continues to demonstrate that it is an important contributor to the overall business of DPW Holdings," commented Milton "Todd" Ault III, the Company's CEO and Chairman. "We continue to be committed to this rapidly growing business segment and look forward to the next Super Crypto Cloud Mining offering." About DPW Holdings Headquartered in Fremont, California, DPW Holdings, Inc., formerly known as Digital Power Corp. -- http://www.DPWHoldings.com-- is a diversified holding company that, through its wholly owned subsidiary, Coolisys Technologies, Inc., is dedicated to providing technology-based solutions where innovation is the main driver for mission-critical applications and lifesaving services. Coolisys' growth strategy targets core markets that are characterized by "high barriers to entry" and include specialized products and services not likely to be commoditized. Coolisys through its portfolio companies develops and manufactures cutting-edge resonant switching power topologies, specialized complex high-frequency radio frequency (RF) and microwave detector-log video amplifiers, very high-frequency filters and naval power conversion and distribution equipment. Coolisys services the defense, aerospace, medical and industrial sectors and manages four entities including Digital Power Corporation, www.DigiPwr.com, a leading manufacturer based in Northern California, 1-877-634-0982; Digital Power Limited dba Gresham Power Ltd., www.GreshamPower.com, a manufacturer based in Salisbury, UK.; Microphase Corporation, www.MicroPhase.com with its headquarters in Shelton, CT 1- 203-866-8000; and Power-Plus Technical Distributors, www.Power-Plus.com, a wholesale distributor based in Sonora, CA 1-800-963-0066. Coolisys operates the branded division, Super Crypto Power, www.SuperCryptoPower.com. Digital Power reported a net loss of $1.12 million for the year ended Dec. 31, 2016, and a net loss of $1.09 million for the year ended Dec. 31, 2015. As of Sept. 30, 2017, Digital Power had $18.26 million in total assets, $10.79 million in total liabilities and $7.46 million in total equity. "The Company expects to continue to incur losses for the foreseeable future and needs to raise additional capital to continue its business development initiatives and to support its working capital requirements. In March 2017, the Company was awarded a 3-year, $50 million purchase order by MTIX Ltd. ("MTIX") to manufacture, install and service the Multiplex Laser Surface Enhancement ("MLSE") plasma-laser system. Management believes that the MLSE purchase order will be a source of revenue and generate significant cash flows for the Company. Management believes that the Company has access to capital resources through potential public or private issuance of debt or equity securities. However, if the Company is unable to raise additional capital, it may be required to curtail operations and take additional measures to reduce costs, including reducing its workforce, eliminating outside consultants and reducing legal fees to conserve its cash in amounts sufficient to sustain operations and meet its obligations. These matters raise substantial doubt about the Company's ability to continue as a going concern," said the Company in its quarterly report for the period ended Sept. 30, 2017. ENGINEERED MACHINERY: Moody's Affirms B3 CFR After Purchase Deal ---------------------------------------------------------------- Moody's Investors Service affirmed Engineered Machinery Holdings, Inc.'s B3 Corporate Family Rating (CFR), B3-PD Probability of Default Rating (PDR), the B2 rating for the company's $785 million first lien senior secured credit facilities and the Caa2 rating for the $266 million second-lien senior secured credit facilities. The rating outlook is stable. This rating action follows the company's announcement to acquire Key Technology, Inc. for a purchase price of $173 million. The acquisition along with $12 million of fees and expenses will be financed with a $150 million senior secured first-lien term loan add-on and a $35 million senior secured second-lien term loan add-on. "The Key acquisition will substantially increase Duravant's leverage and signifies the company's pursuit of an increasingly aggressive growth strategy," says Inna Bodeck, Lead Analyst with Moody's. "Nonetheless, the company's good liquidity including healthy free cash flow generation and Moody's expectation of continued mid single-digit annual revenue and earnings growth supports the rating." Moody's affirmed the following ratings on Engineered Machinery Holdings, Inc.: Corporate Family Rating, Affirmed B3 Probability of Default Rating, Affirmed B3-PD $70 million senior secured first-lien revolving credit facility due 2022, Affirmed B2 (LGD3) $650 million (including $150 million add-on) senior secured first-lien term loan due 2024, Affirmed B2 (LGD3) $65 million senior secured first-lien delayed draw term loan due 2024, Affirmed B2 (LGD3) $245 (including $35 million add-on) million senior secured second-lien term loan due 2025, Affirmed Caa2 (LGD5) $21 million senior secured second-lien delayed draw term loan due 2025, Affirmed Caa2 (LGD5) Outlook Action: Outlook, Remains Stable RATINGS RATIONALE Duravant's B3 Corporate Family Rating (CFR) reflects the cyclical nature of its products and some end markets, customer concentration and very high leverage pro forma the acquisition of Key Technology. Moody's expects leverage to remain high due to the company's increasingly aggressive acquisitive growth strategy. Pro forma for the transaction, Duravant's FYE 2017E debt-to-EBITDA leverage was 7.8 times incorporating Moody's standard adjustments. Moody's estimates it will decline modestly to 7.4x by the end of 2018, a level that is still very high for the B3 rating category. Duravant, however, has a good position in a niche market of specialized packaging equipment, resulting in good margins and positive free cash flow. Moody's anticipates that the company will generate positive free cash flow of over $20 million in the next 12 months.It has also been able to establish good relationships with blue chip companies primarily in the consumer packaged goods industry. Duravant has been growing its aftermarket presence, which now comprises 26% of the company's revenue which adds a level of revenue stability. The stable ratings outlook reflects Moody's expectation of continued positive organic revenue growth in the low- to mid-single digit range and EBITDA margin improvement of approximately 50 basis points. It also assumes that while Duravant will continue to use free cash flow for acquisitions, it will use a combination of earnings growth and free cash flow to reduce leverage to 7.4x by the end of 2018. Although unlikely in the near-term as leverage is expected to remain elevated and the company's scale is small, ratings could be upgraded should operating performance and financial policy (including acquisitions) support debt to EBITDA remaining below 6.0x and EBITA to interest expense remaining above 2.0x. The ratings could be downgraded if operating trends deteriorated such that Moody's adjusted Debt-to-EBITDA (factoring in pro forma acquired EBITDA) was expected to be sustained above 7.5x for more than 12 months along with EBITA-to-interest below 1.25x. Ratings could also be downgraded should operating margins decline as a result of acquisitions or should liquidity deteriorate. The principal methodology used in these ratings was Global Manufacturing Companies published in June 2017. Duravant, headquartered in Downers Grove, IL, designs and assembles packaging (approximately 40% of 2017 pro forma revenue), material handling (20% of revenue) and food processing equipment (40% of revenue) for a number of industries, including food and beverage, consumer products, e-commerce and distribution, retail, and agriculture and produce. Duravant is owned by affiliates of Warburg Pincus, LLC. Pro forma revenue for the twelve months ended September 30, 2017 was approximately $541 million. FALLBROOK TECHNOLOGIES: Hires Ordinary Course Professionals ----------------------------------------------------------- Fallbrook Technologies Inc. and its debtor-affiliates seek authority from the United States Bankruptcy Court for the District of Delaware to hire certain professionals utilized in the ordinary course of business. Fallbrooks' OCPs are: Ordinary Course Professional Service Provided ---------------------------- ---------------- Crowell & Moring LLP Product compliance and liability counsel Fenwick & West Intellectual property counsel Grant Thornton Tax counsel Knobbe Martens Intellectual property counsel Pope, Shamsie & Dooley Accounting services RSM US LLP International tax services Taylor Wessing LLP German corporate counsel Wijn & Stael Advocaten Dutch corporate counsel The Debtors rely on the assistance of OCPs for essential services that are not bankruptcy-related and the Debtors wish to continue to employ the OCPs to render services similar to those that required by the Debtors prior to the commencement of these chapter 11 cases. About Fallbrook Technologies Fallbrook Technologies -- http://www.fallbrooktech.com/-- is the inventor of the revolutionary NuVinci [(R)] continuously variable planetary (CVP) technology, which enables performance and efficiency improvements for machines that use an engine, pump, motor, or geared transmission system -- including urban mobility vehicles, cars and trucks, industrial equipment, and many other applications. Fallbrook has a unique collective development model and community through which NuVinci technology licensees share enhancements, which adds to the value of the technology and accelerates product development. This approach enables forward-looking companies, who wish to create visionary new products with NuVinci technology, to move quickly from concept to market commercialization. Fallbrook is based in Cedar Park near Austin, Texas, USA and holds rights to over 800 patents and patent applications worldwide. Fallbrook Technologies filed a Chapter 11 petition (Bankr. D. Del. Case no. 18-10384) together with its affiliates Fallbrook Technologies International Co. (Bankr. D. Del. Case No. 18-10385); Hodyon, Inc. (Bankr. D. Del. Case No. 18-10386) and Hodyon Finance, Inc. (Bankr. D. Del. Case no. 18-10387) on Feb. 26, 2018. In the petitions signed by CRO Roy Messing, lead debtor Fallbrook Technologies indicated $50 million to $100 million in total assets and $100 million to $500 million in total liabilities. The cases are assigned to the Judge Mary F. Walrath. Jordan A. Wishnew, Esq. at SHEARMAN & STERLING LLP is the Debtors' general counsel; and Betsy L. Feldman, Esq. at YOUNG CONAWAY STARGATT & TAYLOR, LLP, is the local counsel. FALLBROOK TECHNOLOGIES: Taps Roy Messing of Ankura as CRO --------------------------------------------------------- Fallbrook Technologies Inc. and its debtor-affiliates seek authority from the United States Bankruptcy Court for the District of Delaware to hire Ankura Consulting Group, LLC to provide interim management services and designate Roy Messing as Chief Restructuring Officer. Services to be provided by Ankura are: a. Provide Roy Messing to serve as CRO. Mr. Messing, in such capacity, shall be responsible for the Company's operation and restructuring, which includes: i. accept responsibility for the Debtors' operations and identification of opportunities for operational improvement; ii. identify and implement short-term cash management procedures; iii. identify cost-saving and liquidity enhancement measures; iv. exercise on behalf of the Company authority to approve Company expenditures, and the delegation of authority to approve certain Company expenditures; v. retain key existing employees, recruit of new employees, and retain of existing employees as required by the Company; vi. complete the contemplated transaction(s) approved by the Board as a part of a sale, refinancing or recapitalization, if possible; vii. communicate and engage in negotiations with creditors and stakeholders; viii. provide financial reviews and analyses of the Company as are requested thereby, or by the Board of Directors of the Company and any special committee(s) that may be appointed; ix. develop monthly updates to its initial 13-week cash flow budget to be provided to the Company’s secured lenders pursuant to the Company's amended first lien security agreement; x. report to the Company's secured lenders and their advisors in accordance with the amended first lien security agreement; xi. develop a DIP Budget; xii. negotiate a DIP financing, if required; xiii. provide testimony before the Court as requested or required on matters within the scope of the engagement and Ankura's expertise; xiv. develop and implement a plan of reorganization or sales process in a bankruptcy proceeding; xv. develop/revise of a business plan as required; and xvi. perform such other tasks and services consistent with the role of CRO as requested or directed by the Company or the Board. b. Provide additional resources as required and approved by the Company. Roy Messing, Senior Managing Director at Ankura Consulting Group, LLC, attests that neither Ankura nor any professional, employee, or independent contractor of Ankura has any connection with or any interest adverse to the Debtors, their creditors, or any other party in interest, or their respective attorneys and accountants. Ankura's currently hourly rates are: Senior Managing Director $875 to $975 Other professionals $350 to $875 Paraprofessionals $150 to $250 The firm can be reached through: Roy Messing Ankura Consulting Group, LLC 750 Third Avenue, 28th Floor New York, NY 10017 Tel: +1-212-818-1555 Fax: +1-212-818-1551 About Fallbrook Technologies Fallbrook Technologies -- http://www.fallbrooktech.com/-- is the inventor of the revolutionary NuVinci [(R)] continuously variable planetary (CVP) technology, which enables performance and efficiency improvements for machines that use an engine, pump, motor, or geared transmission system -- including urban mobility vehicles, cars and trucks, industrial equipment, and many other applications. Fallbrook has a unique collective development model and community through which NuVinci technology licensees share enhancements, which adds to the value of the technology and accelerates product development. This approach enables forward-looking companies, who wish to create visionary new products with NuVinci technology, to move quickly from concept to market commercialization. Fallbrook is based in Cedar Park near Austin, Texas, USA and holds rights to over 800 patents and patent applications worldwide. Fallbrook Technologies filed a Chapter 11 petition (Bankr. D. Del. Case no. 18-10384) together with its affiliates Fallbrook Technologies International Co. (Bankr. D. Del. Case No. 18-10385); Hodyon, Inc. (Bankr. D. Del. Case No. 18-10386) and Hodyon Finance, Inc. (Bankr. D. Del. Case no. 18-10387) on Feb. 26, 2018. In the petitions signed by CRO Roy Messing, lead debtor Fallbrook Technologies indicated $50 million to $100 million in total assets and $100 million to $500 million in total liabilities. The cases are assigned to the Judge Mary F. Walrath. Jordan A. Wishnew, Esq. at SHEARMAN & STERLING LLP is the Debtors' general counsel; and Betsy L. Feldman, Esq. at YOUNG CONAWAY STARGATT & TAYLOR, LLP, is the local counsel. FALLBROOK TECHNOLOGIES: Taps Shearman & Sterling LLP as Co-Counsel ------------------------------------------------------------------ Fallbrook Technologies Inc. and its debtor-affiliates seek authority from the United States Bankruptcy Court for the District of Delaware to hire Shearman & Sterling LLP as co-counsel for the Debtors. Services to be rendered by Shearman are: (a) provide legal advice with respect to the Debtors' rights and duties as debtors in possession; (b) prepare on behalf of the Debtors of all necessary applications, motions, complaints, objections, responses, answers, orders, reports, and other legal papers; (c) advice on obtaining debtor in possession financing (and the use of cash collateral) and exit financing, and the terms and conditions of such financing; (d) advice regarding the negotiation and pursuit of confirmation of a chapter 11 plan and approval of the corresponding solicitation procedures and disclosure statement; (e) attend at meetings and negotiations with representatives of creditors, equity holders, prospective investors or acquirers, and other parties-in-interest in connection with the above matters; (f) appear before the Court, any appellate courts, and the Office of the United States Trustee for the District of Delaware to protect the interests of the Debtors; (g) provide general corporate, capital markets, mergers and acquisitions, employment, tax, and litigation advice and other general non-bankruptcy legal services to the Debtors, as required; and (h) perform all other legal services for the Debtors that are necessary and proper in these proceedings. Ned Schodek, a partner at Shearman & Sterling, attests that his firm is a "disinterested person," as that term is defined in Section 101(14) of the Bankruptcy Code, as modified by section 1107(b). Shearman & Sterling's hourly rates are: Partners $950 to $1,395 Counsel $925 to $1,145 Associates $495 to $965 Legal assistants $260 to $435 The counsel can be reached through: Ned S. Schodek Jordan A. Wishnew SHEARMAN & STERLING LLP 599 Lexington Avenue New York, NY 10022 Tel: (212) 848-4000 Fax: (646) 848-8174 About Fallbrook Technologies Fallbrook Technologies -- http://www.fallbrooktech.com/-- is the inventor of the revolutionary NuVinci [(R)] continuously variable planetary (CVP) technology, which enables performance and efficiency improvements for machines that use an engine, pump, motor, or geared transmission system -- including urban mobility vehicles, cars and trucks, industrial equipment, and many other applications. Fallbrook has a unique collective development model and community through which NuVinci technology licensees share enhancements, which adds to the value of the technology and accelerates product development. This approach enables forward-looking companies, who wish to create visionary new products with NuVinci technology, to move quickly from concept to market commercialization. Fallbrook is based in Cedar Park near Austin, Texas, USA and holds rights to over 800 patents and patent applications worldwide. Fallbrook Technologies filed a Chapter 11 petition (Bankr. D. Del. Case no. 18-10384) together with its affiliates Fallbrook Technologies International Co. (Bankr. D. Del. Case No. 18-10385); Hodyon, Inc. (Bankr. D. Del. Case No. 18-10386) and Hodyon Finance, Inc. (Bankr. D. Del. Case no. 18-10387) on Feb. 26, 2018. In the petitions signed by CRO Roy Messing, lead debtor Fallbrook Technologies indicated $50 million to $100 million in total assets and $100 million to $500 million in total liabilities. The cases are assigned to the Judge Mary F. Walrath. Jordan A. Wishnew, Esq. at SHEARMAN & STERLING LLP is the Debtors' general counsel; and Betsy L. Feldman, Esq. at YOUNG CONAWAY STARGATT & TAYLOR, LLP, is the local counsel. FALLBROOK TECHNOLOGIES: Taps Young Conaway as Bankruptcy Co-Counsel ------------------------------------------------------------------- Fallbrook Technologies Inc. and its debtor-affiliates seek authority from the United States Bankruptcy Court for the District of Delaware to hire Young Conaway Stargatt & Taylor, LLP, as bankruptcy co-counsel for the Debtors. Young Conway's hourly rates are: Pauline K. Morgan $920 Kenneth J. Enos $585 Jaime Luton Chapman $555 Tara C. Pakrouh $360 Betsy L. Feldman $300 Casey S. Cathcart (paralegal) $255 The professional services that Young Conaway will render are: i. provide legal advice with respect to the Debtors' powers and duties as debtors in possession in the continued operation of their business, management of their property, and the potential sale of their assets; ii. prepare and pursue confirmation of a plan and approval of a disclosure statement; iii. prepare, on behalf of the Debtors, necessary applications, motions, answers, orders, reports, and other legal papers; iv. appear in Court and protecting the interests of the Debtors before the Court; and v. perform all other legal services for the Debtors that may be necessary and proper in these proceedings. Pauline K. Morgan, a partner at the firm, attests that Young Conaway is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. Consistent with the U.S. Trustee's Appendix B—Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed Under 11 U.S.C. § 330 by Attorneys in Larger Chapter 11 Cases, Pauline K. Morgan states that: i. Young Conaway has not agreed to a variation of its standard or customary billing arrangements for this engagement; ii. None of the Firm's professionals included in this engagement have varied their rate based on the geographic location of these chapter 11 cases; iii. Young Conaway was retained by the Debtors pursuant to an engagement agreement dated December 1, 2017. The billing rates and material terms of the prepetition engagement are the same as the rates and terms described in the Application; and iv. The Debtors have approved or will be approving a prospective budget and staffing plan for Young Conaway's engagement for the postpetition period as appropriate. The counsel can be reached through: Pauline K. Morgan, Esq. Kenneth J. Enos, Esq. Jaime Luton Chapman, Esq. Betsy L. Feldman, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, DE 19801 Tel: (302) 571-6600 Fax: (302) 571-1253 About Fallbrook Technologies Fallbrook Technologies -- http://www.fallbrooktech.com/-- is the inventor of the revolutionary NuVinci [(R)] continuously variable planetary (CVP) technology, which enables performance and efficiency improvements for machines that use an engine, pump, motor, or geared transmission system -- including urban mobility vehicles, cars and trucks, industrial equipment, and many other applications. Fallbrook has a unique collective development model and community through which NuVinci technology licensees share enhancements, which adds to the value of the technology and accelerates product development. This approach enables forward-looking companies, who wish to create visionary new products with NuVinci technology, to move quickly from concept to market commercialization. Fallbrook is based in Cedar Park near Austin, Texas, USA and holds rights to over 800 patents and patent applications worldwide. Fallbrook Technologies filed a Chapter 11 petition (Bankr. D. Del. Case no. 18-10384) together with its affiliates Fallbrook Technologies International Co. (Bankr. D. Del. Case No. 18-10385); Hodyon, Inc. (Bankr. D. Del. Case No. 18-10386) and Hodyon Finance, Inc. (Bankr. D. Del. Case no. 18-10387) on Feb. 26, 2018. In the petitions signed by CRO Roy Messing, lead debtor Fallbrook Technologies indicated $50 million to $100 million in total assets and $100 million to $500 million in total liabilities. The cases are assigned to the Judge Mary F. Walrath. Jordan A. Wishnew, Esq. at SHEARMAN & STERLING LLP is the Debtors' general counsel; and Betsy L. Feldman, Esq. at YOUNG CONAWAY STARGATT & TAYLOR, LLP, is the local counsel. FANNIE MAE & FREDDIE MAC: Appaloosa, Akanthos & CSS Now Litigating ------------------------------------------------------------------ Appaloosa Investment Limited Partnership I and two affiliates, Akanthos Opportunity Master Fund, L.P., and CSS, LLC, filed lawsuits in the U.S. Court of Federal Claims last week that are modeled on last week's filing by Owl Creek Asset Management, L.P., and eight of its affiliates. Appaloosa, Akanthos, CSS and Owl Creek are represented in the four separate lawsuits by the same team of corporate restructuring lawyers led by Bruce Bennett at Jones Day. The litigating shareholders say the government took their property -- preferred stock in the GSEs -- and gave them nothing in return. They allege that HERA's succession clause imposed duties on the government to honor the GSEs' contracts and look out for non-controlling shareholders' interests. Instead, the government breached those duties. They allege the government breached its implied-in-fact contract with junior preferred shareholders. The dates on which these four newest litigating shareholders acquired their junior preferred stock in the GSE differs: -- Owl Creek purchased post-conservatorship and pre-sweep; -- Akanthos purchased pre- and post-conservatorship and pre-sweep; -- Appaloosa purchased pre-sweep; and -- CSS purchased post-conservatorship and pre-sweep. If, as many distressed investors would argue, shareholder rights run with the paper rather than the holder of the paper, these dates should make no difference. The fact that these four shareholders and their lawyers at Jones Day chose to file four separate complaints suggests they think the purchase dates might be meaningful. Arrowood Indemnity Company and two affiliates filed their amended complaint last week, as did Joseph Cacciapalle and American European Insurance Company. The Cacciapalle Plaintiffs tell Judge Sweeney that although dividends on their preferred shares were subject to various contingencies, that did not render them worthless. "Simply because a dividend right may be subject to the discretion of a board of directors or majority shareholder does not render it valueless. A contrary view would mean the Government could appropriate all the dividend rights of every share of stock in the country without paying just compensation. Likewise, simply because the right to a distribution in liquidation depends on certain contingencies does not render it valueless. A contrary view would mean the Government could appropriate all liquidation rights of every shareholder in the country without paying just compensation," the Cacciapalle Plaintiffs tell the Court. "Further, when both dividend rights and liquidation rights are appropriated, and when a company is forced to pay 100% of its net worth to the majority shareholder (thereby eliminating the possibility of redemption rights as well), then the economic rights of otherwise valuable stock has been fully eliminated. That is what the Third Amendment does without providing any just compensation in return. There is no precedent for the Government being able to do this to the shareholders of any kind of institution under any circumstances. "No holder of Preferred Stock could have reasonably foreseen that the Government would effectively confiscate their shares by implementing the Net Worth Sweep. The Net Worth Sweep was unprecedented and contrary to the Governments' public statements that the Companies would be returned to shareholders. Never before in the history of the nation has the Government caused the de facto nationalization of a private corporation under the guise of a "conservatorship" by a federal agency and an “investment” by the Treasury. Prior to the Net Worth Sweep, such an action would have been unthinkable," the Cacciapalle Plaintiffs continue. Fairholme, the Fisher Plaintiffs, the Rafter Plaintiffs, the Reid Plaintiffs and Washington Federal also filed amended complaints in the Court of Federal Claims last week. Because those documents make reference to confidential discovery materials, those litigating shareholders' amended complaints were filed under seal. Redacted copies of the amended complaints should be publicly filed in the coming weeks in accordance with Judge Sweeney's second amended protective order. About Fannie Mae and Freddie Mac Federal National Mortgage Association (OTCQB: FNMA), commonly known as Fannie Mae -- http://www.FannieMae.com/-- is a government-sponsored enterprise (GSE) that was chartered by U.S. Congress in 1938 to support liquidity, stability and affordability in the secondary mortgage market, where existing mortgage-related assets are purchased and sold. A brother organization of Fannie Mae is the Federal Home Loan Mortgage Corporation (FHLMC), better known as Freddie Mac. Freddie Mac (OTCBB: FMCC) -- http://www.FreddieMac.com/-- was established by Congress in 1970 to provide liquidity, stability and affordability to the nation's residential mortgage markets. Freddie Mac supports communities across the nation by providing mortgage capital to lenders. During the time of the subprime mortgage crisis, on Sept. 6, 2008, Fannie Mae and Freddie Mac were placed into conservatorship by the U.S. Treasury. The Treasury committed to invest up to $200 billion in preferred stock and extend credit through 2009 to keep the GSEs solvent and operating. Both GSEs are still operating under the conservatorship of the Federal Housing Finance Agency (FHFA). In exchange for increased future support and capital investments of up to $200 billion in each GSE, each GSE agreed to issue to the Treasury (i) $1 billion of senior preferred stock, with a 10% coupon, without cost to the Treasury and (ii) common stock warrants representing an ownership stake of 79.9%, at an exercise price of one-thousandth of a U.S. cent ($0.00001) per share, and with a warrant duration of 20 years. FHFA and Treasury changed that deal in 2012 to require the GSEs to remit 100% of their profits to Treasury in perpetuity. As of Mar. 2018, Fannie and Freddie received $193.4 billion form Treasury and returned $278.9 billion to Treasury. Treasury says it's still owed $193.4 billion. FILBIN LAND: Taps Macdonald Fernandez as Special Counsel -------------------------------------------------------- Filbin Land & Cattle Co., Inc., seeks approval from the U.S. Bankruptcy Court for the Eastern District of California to hire Macdonald Fernandez LLP as its special counsel. The Debtor had previously filed an application to employ Macdonald Fernandez as its bankruptcy counsel. The court, however, expressed concern regarding the application because of the firm's proposed representation of the Debtor's sole owner, Jeffery Arambel, in his own personal bankruptcy case. As special counsel, Macdonald Fernandez will assist St. James Law P.C., the firm proposed by the Debtor to be its new bankruptcy counsel, in the formulation of a Chapter 11 plan; respond to creditor inquiries; evaluate claims; handle avoidable transfers; and provide other legal services. Macdonald Fernandez is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Iain A. MacDonald, Esq. Reno F.R. Fernandez III, Esq. Matthew J. Olson, Esq. Macdonald Fernandez LLP 914 Thirteenth Street Modesto, CA 95354 Phone: (209) 521-8100 Fax: (209) 236-0172 Email: reno@macfern.com About Filbin Land & Cattle Co. Filbin Land & Cattle Co., Inc., is a privately-held company in Patterson, California, engaged in the cattle business. It is a merchant wholesaler of raw farm products. Filbin Land & Cattle Co. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 18-90030) on Jan. 17, 2018. In the petition signed by Jeffery Edward Arambel, president and CEO, the Debtor estimated assets of $1 million to $10 million and liabilities of $50 million to $100 million. Judge Ronald H. Sargis presides over the case. The Debtor hired St. James Law P.C. as its bankruptcy counsel. FLORIDA COSMETOGYNECOLOGY: Taps Tally Consulting as Accountant -------------------------------------------------------------- Florida Cosmetogynecology, PLLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire The Tally Consulting Group, Inc. as its accountant. The firm will assist the Debtor in the preparation and filing of its tax returns, financial statements, monthly operating reports, and quarterly and annual payroll reports. Tally Consulting will receive these payments for its services: Monthly Financial Statements $150/Month Quarterly Payroll Reports and Payroll Calculations $125/Quarter Annual Payroll Reports $225/Annual Annual Corporate Tax Returns $350/Annual Noel Escobar II, a certified public accountant employed with Tally Consulting, 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: Noel E. Escobar II The Tally Consulting Group, Inc. 1904 SW Saint Andrews Drive Palm City, FL 34990 Phone: +1 800-348-2072 About Florida Cosmetogynecology Florida Cosmetogynecology, PLLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 17-23003) on Oct. 27, 2017. In the petition signed by Joel Borgella, managing member, the Debtor estimated assets of less than $50,000 and liabilities of less than $500,000. Judge Paul G. Hyman, Jr., is handling the case. Chad T. Van Horn, Esq., at Van Horn Law Group, Inc., represents the Debtor. FREEDOM HOLDING: Completes $30M Private Placement of Common Shares ------------------------------------------------------------------ Freedom Holding Corp. has concluded the sale of 5,426,612 common shares at an offering price of $5.50 per share raising a total of $29,846,366 in a private placement to investors outside the United States pursuant to Regulation S. The Company also made a private placement of shares under Regulation S that was completed in December 2017 in which it raised a total of $11,045,000. Company CEO, Timur Turlov stated, "The interest and support we have received from our investors is gratifying. We are a rapidly growing financial services firm and the funding we have secured over that past several months of more than $40 million will allow us to continue to provide outstanding service to our growing clientele while enhancing our ability to take advantage of the expanding opportunities to participate in the international and regional financial markets." About Freedom Holding Freedom Holding Corp., formerly known as BMB Munai, Inc., is a financial services holding company conducting retail financial brokerage, investment counseling, securities trading, investment banking and underwriting services through its subsidiaries under the name of Freedom Finance in the Commonwealth of Independent States (CIS). The Company is a member of the Moscow Exchange (MOEX), Saint-Petersburg Exchange and Kazakhstan Stock Exchange (KASE). The Company is headquartered in Almaty, Kazakhstan, with executive offices also in Moscow, Russia and the United States. The Company employs more than 400 experienced professionals across 24 branch offices in Russia, 15 branches in Kazakhstan, and offices in Kyrgyzstan, Ukraine and Cyprus. BMB Munai reported a net loss of US$578,139 for the year ended March 31, 2017, a net loss of US$491,999 for the year ended March 31, 2016, and a net loss of US$138,634 for the period from Aug. 25, 2014, to March 31, 2015. As of Dec. 31, 2017, Freedom Holding had US$258.84 million in total assets, US$173.32 million in total liabilities and US$85.52 million in total stockholders' equity. GASTAR EXPLORATION: Fir Tree Capital Owns 9.7% Stake as of Dec. 31 ------------------------------------------------------------------ Fir Tree Capital Management LP disclosed in a Schedule 13G filed with the Securities and Exchange Commission that as of Dec. 31, 2017, it beneficially owns 21,351,973 shares of common stock of Gastar Exploration Inc., constituting 9.75 percent of the shares outstanding. The percentage is calculated based upon the 218,941,521 shares of Common Stock issued and outstanding on Nov. 6, 2017 as reported in the Issuer's Quarterly Report on Form 10-Q for the quarterly period ended Sept. 30, 2017 filed with the Securities and Exchange Commission on Nov. 8, 2017. The Schedule 13G was filed on behalf of Fir Tree Capital Management LP, a Delaware limited partnership, relating to the shares of Common Stock, par value $0.001 per share, issued by the Issuer, purchased by certain private-pooled investment vehicles for which Fir Tree serves as the investment manager. Fir Tree is the investment manager of the Funds, and has been granted investment discretion over portfolio investments, including the shares of Common Stock held by the Funds. A full-text copy of the regulatory filing is available at: https://is.gd/g1V1sj About Gastar Exploration Houston, Texas-based Gastar Exploration Inc. -- http://www.gastar.com/-- is a pure play Mid-Continent independent energy company engaged in the exploration, development and production of oil, condensate, natural gas and natural gas liquids. Gastar's principal business activities include the identification, acquisition and subsequent exploration and development of oil and natural gas properties with an emphasis on unconventional reserves, such as shale resource plays. Gastar holds a concentrated acreage position in what is believed to be the core of the STACK Play, an area of central Oklahoma which is home to multiple oil and natural gas-rich reservoirs including the Meramec, Oswego, Osage, Woodford and Hunton formations. Gastar reported a net loss attributable to common stockholders of $103.5 million on $58.25 million of total revenues for the year ended Dec. 31, 2016, compared to a net loss attributable to common stockholders of $474.0 million on $107.3 million of total revenues for the year ended Dec. 31, 2015. As of Sept. 30, 2017, Gastar had $370.8 million in total assets, $391.6 million in total liabilities, and a total stockholders' deficit of $20.77 million. * * * In March 2017, S&P Global Ratings affirmed its 'CCC-' corporate credit rating, with a negative outlook, on Gastar Exploration. Subsequently, S&P withdrew all its ratings on Gastar at the issuer's request. In April 2017, Moody's Investors Service withdrew all assigned ratings for Gastar Exploration, including the 'Caa3' Corporate Family Rating, following the elimination of all of its rated debt. GASTAR EXPLORATION: Wilks Brothers Stake at 2.9% as of Dec. 31 -------------------------------------------------------------- In a Schedule 13G/A filed with the Securities and Exchange Commission, Dan H. Wilks, Staci Wilks, and Wilks Brothers, LLC, reported that as of Dec. 31, 2017, they beneficially own 6,454,011 shares of common stock of Gastar Exploration Inc., constituting 2.95 percent based on 218,941,521 shares of Common Stock of the Issuer issued and outstanding as of Nov. 6, 2017. A full-text copy of the regulatory filing is available at: https://is.gd/tPxGyn About Gastar Exploration Houston, Texas-based Gastar Exploration Inc. -- http://www.gastar.com/-- is a pure play Mid-Continent independent energy company engaged in the exploration, development and production of oil, condensate, natural gas and natural gas liquids. Gastar's principal business activities include the identification, acquisition and subsequent exploration and development of oil and natural gas properties with an emphasis on unconventional reserves, such as shale resource plays. Gastar holds a concentrated acreage position in what is believed to be the core of the STACK Play, an area of central Oklahoma which is home to multiple oil and natural gas-rich reservoirs including the Meramec, Oswego, Osage, Woodford and Hunton formations. Gastar reported a net loss attributable to common stockholders of $103.5 million on $58.25 million of total revenues for the year ended Dec. 31, 2016, compared to a net loss attributable to common stockholders of $474.0 million on $107.3 million of total revenues for the year ended Dec. 31, 2015. As of Sept. 30, 2017, Gastar had $370.8 million in total assets, $391.6 million in total liabilities, and a total stockholders' deficit of $20.77 million. * * * In March 2017, S&P Global Ratings affirmed its 'CCC-' corporate credit rating, with a negative outlook, on Gastar Exploration. Subsequently, S&P withdrew all its ratings on Gastar at the issuer's request. In April 2017, Moody's Investors Service withdrew all assigned ratings for Gastar Exploration, including the 'Caa3' Corporate Family Rating, following the elimination of all of its rated debt. GB SCIENCES: Incurs $6.96 Million Net Loss in Third Quarter ----------------------------------------------------------- GB Sciences, Inc. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss of $6.96 million on $1.27 million of revenue for the three months ended Dec. 31, 2017, compared to a net loss of $3.58 million on $0 of revenue for the three months ended Dec. 31, 2016. For the nine months ended Dec. 31, 2017, GB Sciences reported a net loss of $13.26 million on $1.63 million of revenue compared to a net of $7.46 million on $0 of revenue for the same period a year ago. As Dec. 31, 2017, GB Sciences had $16.39 million in total assets, $7.92 million in total liabilities and $8.47 million in total equity. "The Company will need additional capital to implement its strategies. There is no assurance that it will be able to raise the amount of capital needed for future growth plans. Even if financing is available, it may not be on terms that are acceptable. If unable to raise the necessary capital at the times required, the Company may have to materially change the business plan, including delaying implementation of aspects of the business plan or curtailing or abandoning the business plan. The Company represents a speculative investment and investors may lose all of their investment. In order to be able to achieve the strategic goals, the Company needs to further expand its business and financing activities. Based upon the cash position, it is necessary to raise additional capital by the end of the next quarter in order to continue to fund current operations. These factors raise substantial doubt about the ability to continue as a going concern. The Company is pursuing several alternatives to address this situation, including the raising of additional funding through equity or debt financings. In order to finance existing operations and pay current liabilities over the next twelve months, the Company will need to raise additional capital. No assurance can be given that the Company will be able to operate profitably on a consistent basis, or at all, in the future," GB Sciences stated in the Quarterly Report. As of Dec. 31, 2017, cash was $1.5 million, other current assets excluding cash were $1.6 million, and its working capital was $1.3 million. At the same time, current liabilities were approximately $1.7 million and consisted principally of $0.4 million in accrued liabilities and $1.1 million in notes payable, net of $7 million in discounts. At March 31, 2017, the Company had a cash balance of $2.7 million, other current assets excluding cash were $0.3 million and its working capital was $2.3 million. Current liabilities were approximately $0.7 million, which consisted principally of $0.5 million in accrued liabilities and $0.2 million in accounts payable. Net cash used in operating activities was $8.0 million for the nine months ended Dec. 31, 2017, as compared to net cash used of $2.8 million for the nine months ended Dec. 31, 2016. The Company anticipates that cash flows from operations may be insufficient to fund business operations for the next twelve-month period. Accordingly, it will have to generate additional liquidity or cash flow to fund its current and anticipated operations. This will likely require the sale of additional common stock or other securities. There is no assurance that the Company will be able to realize any significant proceeds from such sales, if at all. During the nine months ended Dec. 31, 2017 and 2016, the Company used $1.5 million and $2.0 million, respectively, of cash in investing activities. The cash used in investing activities during the nine months ended Dec. 31, 2017 and 2016 was primarily for the purchase of property and equipment. During the nine months ended Dec. 31, 2017 and 2016, cash flows from financing activities totaled $8.3 million and $5.8 million, respectively. Cash flows from financing activities for the nine months ended Dec. 31, 2017 related primarily to $8.2 million in proceeds from the issuance of convertible notes and $0.1 million in proceeds from non-controlling interests. Cash flows from financing activities for the nine months ended Dec. 31, 2016 related primarily to $5.1 million in proceeds from the issuance of common stock and warrants, $0.7 million in proceeds from the issuance of convertible notes, and $0.3 million in proceeds from non-controlling interests. The Company has incurred losses since inception resulting in an accumulated deficit of approximately $48.5 million as of Dec. 31, 2017, and further losses are anticipated in the development of the business raising substantial doubt about the ability to continue as a going concern. The Company said its ability to continue as a going concern is dependent upon generating profitable operations in the future and/or obtaining the necessary financing to meet obligations and repay liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand and/or private placements of debt and equity securities. A full-text copy of the Form 10-Q is available for free at: https://is.gd/VAUphs About GB Sciences Las Vegas, Nevada-based GB Sciences, Inc., formerly Growblox Sciences, Inc., is developing and utilizing state of the art technologies in plant biology, cultivation and extraction techniques, combined with biotechnology, and plans to produce consistent and measurable medical-grade cannabis, cannabis concentrates and cannabinoid therapies. The Company seeks to be an innovative technology and solution company that converts the cannabis plant into medicines, therapies and treatments for a variety of ailments. GB Sciences reported a net loss of $10.08 million for the 12 months ended March 31, 2017, compared to a net loss of $7.07 million for the 12 months ended March 31, 2016. The Company's independent registered public accountants' report for the year ended March 31, 2017 includes an explanatory paragraph that expresses substantial doubt about the Company's ability to continue as a "going concern." Soles, Heyn & Company LLP, in West Palm Beach, Florida, stated as of March 31, 2017, the Company had accumulated losses of approximately $35,255,000, has not generated any revenue. These factors and the need for additional financing in order for the Company to meet its business plan, raise substantial doubt about its ability to continue as a going concern. GB SCIENCES: Will Hold its Special Meeting on April 6 ----------------------------------------------------- The special meeting of shareholders of GB Sciences, Inc. noticed to be held at 10:00 a.m. on March 7, 2018, was continued until April 6, 2018, at 10:00 a.m. at the same location being 3550 W. Teco Avenue, Las Vegas, Nevada. John Poss, the CEO of the Company who called the meeting to order stated that the meeting was being continued due to the fact the Company had not received a sufficient number of proxies to constitute a quorum of shareholders to enable the Company to conduct shareholder business. The Company will attempt to solicit additional proxies sufficient to conduct shareholder business on April 6, 2018. About GB Sciences Las Vegas, Nevada-based GB Sciences, Inc., formerly Growblox Sciences, Inc., is developing and utilizing state of the art technologies in plant biology, cultivation and extraction techniques, combined with biotechnology, and plans to produce consistent and measurable medical-grade cannabis, cannabis concentrates and cannabinoid therapies. The Company seeks to be an innovative technology and solution company that converts the cannabis plant into medicines, therapies and treatments for a variety of ailments. GB Sciences reported a net loss of $10.08 million for the 12 months ended March 31, 2017, compared to a net loss of $7.07 million for the 12 months ended March 31, 2016. As Dec. 31, 2017, GB Sciences had $16.39 million in total assets, $7.92 million in total liabilities and $8.47 million in total equity. The Company's independent registered public accountants' report for the year ended March 31, 2017 includes an explanatory paragraph that expresses substantial doubt about the Company's ability to continue as a "going concern." Soles, Heyn & Company LLP, in West Palm Beach, Florida, stated that as of March 31, 2017, the Company had accumulated losses of approximately $35,255,000, has not generated any revenue. These factors and the need for additional financing in order for the Company to meet its business plan, raise substantial doubt about its ability to continue as a going concern. GEA SEASIDE: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: GEA Seaside Investment Inc. 428 Peninsula Drive Daytona Beach, FL 32118 Business Description: GEA Seaside Investment Inc. is a for profit corporation organized under the laws of the State of Florida that owns residential rental properties. The Company previously sought bankruptcy protection on Jan. 10, 2013 (Bankr. M.D. Fla. Case No. 13- 00165). Chapter 11 Petition Date: March 12, 2018 Case No.: 18-01356 Court: United States Bankruptcy Court Middle District of Florida (Orlando) Debtor's Counsel: Thomas C. Adam, Esq. THe ADAM LAW GROUP 301 W. Bay Street, Suite 1430 Jacksonville, FL 32202 Tel: (904) 329-7249 Fax: (904) 516-9230 E-mail: tadam@adamlawgroup.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Jack Aberman, CEO. The Debtor did not file a list of its 20 largest unsecured creditors together with the petition. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/flmb18-01356.pdf GENESIS HEALTHCARE: Closes $595M in Loans, Staves Off Bankruptcy ---------------------------------------------------------------- Kennett Square, Pa.-based Genesis HealthCare (NYSE: GEN), one of the nation's largest providers of post-acute care, announced March 6, 2018, that it has closed on a $555 million asset based lending (ABL) facility and an amended and expanded term loan which includes an additional $40 million tranche. Proceeds of the new 5-year ABL loans from MidCap Financial and Apollo Investment Corporation (NASDAQ: AINV) were used to replace and repay in full the Company's existing $525 million revolving credit facility that was scheduled to mature on February 2, 2020. Genesis also said that affiliates of Welltower, Inc. and Omega Healthcare Investors, Inc. agreed to amend and expand the Company's existing $124 million term loan agreement to include, among other things, a new $40 million term loan tranche that will be used for general corporate purposes. Back in November, the Company warned that it may be forced to seek reorganization under the U.S. Bankruptcy Code in the event it fails to obtain necessary and timely waivers or otherwise achieve fixed charge reductions. Genesis said last week that, with the closing of the new ABL facility, the Company is no longer subject to a forbearance agreement which was set to expire March 21, 2018. "Closing the commitments is an important milestone in our restructuring plan," noted George V. Hager, Jr., Chief Executive Officer of Genesis, in a press statement. "Together, the new ABL facility and expanded term loan provide us $70 million of added liquidity, improving our financial flexibility and extending the maturity of our ABL debt capital from 2020 under our previous facility to 2023." $555-Mil. New Loans from MidCap & Apollo On March 6, 2018, Genesis Healthcare and certain of its subsidiaries entered into a Limited Waiver and Amendment No. 10 to Third Amended and Restated Credit Agreement and Fourth Amended and Restated Credit Agreement, dated as of March 6, 2018, among the Company, the entities listed on Annex I-A thereto, the entities listed on Annex I-B thereto, the lenders party thereto, the L/C issuers party thereto and MidCap Funding IV Trust, a Delaware statutory trust, as administrative agent (as successor to Healthcare Financial Solutions, LLC) for the lenders and L/C issuers. The ABL Credit Agreement provides for a $555 million asset based lending facility comprised of: $325 million closing date term loan facility, $200 million revolving credit facility, and $30 million delayed draw term loan facility. The ABL Credit Facilities have a five-year term and the proceeds were used to refinance in full the Company's existing revolving credit facility with Healthcare Financial Solutions, LLC that was scheduled to mature on February 2, 2020 and the remaining proceeds will be used for working capital and general corporate purposes. Borrowings under the closing date term loan facility and revolving credit facility bear interest at a 3-month LIBOR rate (subject to a floor of 0.5%) plus an applicable margin of 6% per annum. Borrowings under the delayed term loan facility bear interest at a 3-month LIBOR rate (subject to a floor of 1%) plus an applicable margin of 11% per annum. Borrowing levels under the ABL Credit Facilities are limited to a borrowing base that is computed based on the level of eligible accounts receivable. The ABL Credit Agreement, among other things, (i) provides for new term and revolving loans, (ii) modifies the interest rates and the financial covenants, and (iii) permits the Company and its subsidiaries to enter into certain other transactions. The ABL Credit Facilities are secured by a first priority lien on the accounts receivables of the Company and certain of its subsidiaries and certain other assets of the Company and such subsidiaries, and a junior lien on the assets that secure the term loan facility described below on a first priority basis, subject to certain exceptions. Welltower & Omega Pledge Extra $40MM On March 6, 2018, the Company and certain of its subsidiaries entered into Amendment No. 4 to Loan Agreement, dated as of March 6, 2018, in respect of the Term Loan Agreement, dated as of July 29, 2016, among: -- the Company, -- FC-GEN Operations Investment, LLC, as the Term Borrower, -- certain other subsidiaries of the Company party thereto, -- HCRI Tucson Properties, Inc. and OHI Mezz Lender, LLC and any other lender party thereto, and -- Welltower Inc., as administrative agent and collateral agent. Pursuant to the Term Loan Amendment, the Company may borrow an additional $40 million term loan to be used for certain debt repayment and working capital and general corporate purposes. The 2018 Term Loan will mature July 29, 2020 and bear interest at a rate equal to 10% per annum, with up to 5% per annum to be paid in kind. The Term Loan Amendment also changes the interest rate applicable to the initial loans funded on July 29, 2016 to be equal to 14% per annum, with up to 9% per annum to be paid in kind. The Term Loan Agreement eliminates any principal amortization payments on any of the loans under the Term Loan Agreement prior to maturity, effective January 31, 2018. Among other things, the Term Loan Agreement (i) provides for the new 2018 Term Loan, (ii) modifies interest rates and the financial covenants, and (iii) permits the Company and its subsidiaries to enter into certain other transactions. The term loan facility is secured by a first priority lien on the equity interests of certain subsidiaries of the Company and the Term Borrower as well as certain other assets of the Company, the Term Borrower and such subsidiaries, subject to certain exceptions. The term loan facility is also secured by a junior lien on the assets that secure the ABL Credit Facilities on a first priority basis. Bankruptcy Avoided In its Form 10-Q Report filed in November for the quarterly period ended September 30, 2017, Genesis disclosed that its results of operations have been negatively impacted by the persistent pressure of healthcare reforms enacted in recent years. This challenging operating environment has been most acute in the Company's inpatient segment, but also has had a detrimental effect on the Company's rehabilitation therapy segment and its customers. "In recent years, the Company has implemented a number of cost mitigation strategies to offset the negative financial implications of this challenging operating environment. These strategies have been successful in recent years, however, the negative impact of continued reductions in skilled patient admissions, shortening lengths of stay, escalating wage inflation and professional liability losses, combined with the increased cost of capital through escalating lease payments accelerated in the third quarter of 2017," Genesis had said. These factors caused the Company to be unable to comply with certain financial covenants at September 30, 2017 under the Revolving Credit Facilities, the Term Loans, the Welltower Bridge Loans and the Master Lease Agreements and other agreements. The Company received waivers from the parties to the Term Loans, the Welltower Bridge Loans and the Master Lease Agreements at September 30, 2017. Genesis said it was engaged in discussions with its counterparties to its revolving credit facilities to secure a 90-day forbearance agreement through late January 2018. In the event of a failure to obtain necessary and timely waivers or otherwise achieve the fixed charge reductions contained in the Restructuring Plans, the Company warned it may be forced to seek reorganization under the U.S. Bankruptcy Code. Also in November 2017, the Company announced it had reached preliminary non-binding agreements with its counterparties to the Welltower Master Lease, the Sabra Master Leases, the Welltower Bridge Loans and certain other loans to strengthen significantly the capital structure of the Company. In February 2018, the Company provided updates with respect to the Restructuring Plans. (A) Sabra Master Leases In December 2017, Sabra Health Care REIT, Inc. (Sabra) completed the sale of 20 Genesis leased assets in Kentucky, Ohio and Indiana. Genesis continues to operate these facilities with a new landlord subject to a market based master lease. In addition, Genesis has entered into a definitive agreement with Sabra resulting in permanent and unconditional annual cash rent savings of $19 million effective January 1, 2018. Sabra continues to pursue and the Company continues to support Sabra's previously announced sale of Genesis leased assets. At the closing of such sales, Genesis expects to enter into lease agreements with new landlords for a majority of the assets currently leased with Sabra. (B) Welltower Master Lease Genesis has entered into a definitive agreement with Welltower to amend the Welltower Master Lease. The amendment provides Genesis with permanent and unconditional annual cash rent savings of $35 million effective January 1, 2018. Welltower continues to pursue and the Company continues to support Welltower's previously announced sale of Genesis leased assets. At the closing of any such sales, Genesis expects to enter into lease agreements with new landlords for a majority of the assets currently leased with Welltower. Pursuant to the lease amendment, the initial term of the Welltower Master Lease will be extended five years to January 31, 2037 and the annual rent escalator will be reduced from approximately 2.9% currently to 2% starting in 2019. The proposed lease amendment also provides for a potential rent reset, conditioned upon achievement of certain upside operating metrics, effective January 1, 2023. If triggered, the benefit of that upside performance is shared by both the Company and Welltower, with the incremental rent from the rent reset capped at $35 million. (C) Welltower Bridge Loans At December 31, 2017, the Company has approximately $275 million of outstanding real estate loans due January 1, 2022. The Welltower Bridge Loans currently carry a 10.25% cash pay interest rate that increases by 0.25% annually on January 1. Genesis has entered into a definitive agreement with Welltower to amend the Welltower Bridge Loan agreements. The proposed amendments adjust the annual interest rate beginning February 15, 2018 to 12%, of which 7% will be paid in cash and 5% will be paid-in-kind. In connection with the proposed amendments, Genesis has agreed to make commercially reasonable efforts to secure commitments by April 1, 2018 to repay no less than $105 million of the Welltower Bridge Loan obligations. The Company continues to make progress on a number of refinancing and asset sale transactions in order to secure such commitments. Genesis noted at that time that, in the event the Company is unsuccessful securing such commitments or otherwise reducing the outstanding obligation of the Welltower Bridge Loans, the cash pay component of the amended interest rate will be increased by approximately $2 million annually. (D) Issuance of Warrants In connection with the entry into an Omnibus Agreement dated as of February 21, 2018, with Welltower, Welltower TRS Holdco LLC, a subsidiary of Welltower, and OHI Mezz Lender, a subsidiary of Omega Healthcare Investors, pursuant to which Welltower and Omega Subsidiary have committed to provide up to $40 million in new term loans to the Company, Genesis agreed that it will issue Welltower Subsidiary a warrant to purchase 900,000 shares of the Company's Class A Common Stock (subject to anti-dilution provisions), par value $0.001 per share, at an exercise price equal to the greater of (i) $1.00 per share and (ii) the closing price of the Company's Class A Common Stock on the trading day that the Term Loan Upsize is consummated. Issuance of the WT Warrant is subject to the satisfaction of certain conditions, including, among others, (i) complete repayment or conversion to equity or forgiveness of the Company's real estate bridge loans, (ii) consummation of the sale of certain assets such that the Company's rent obligations pursuant to the Master Lease is less than $15 million, and (iii) full repayment of any remaining amounts owed by the Company to Omega Subsidiary. The WT Warrant may be exercised at any time during the period commencing six months from the date of issuance and ending five years from the date of issuance. Additionally, the Company has agreed that it will, in consideration for the Term Loan Upsize, issue Omega Subsidiary or an affiliate thereof a warrant (the "Omega Subsidiary Warrant") to purchase 600,000 shares of the Company's Class A Common Stock (subject to anti-dilution provisions), par value $0.001 per share, at an exercise price equal to the greater of (i) $1.00 per share and (ii) the closing price of the Company's Class A Common Stock on the trading day that the Term Loan Upsize is consummated. Issuance of the Omega Subsidiary Warrant is subject to the closing of the Term Loan Upsize and, once issued, the Omega Subsidiary Warrant may be exercised at any time during the period commencing six months from the date of issuance and ending five years from the date of issuance. The WT Warrant and the Omega Subsidiary Warrant will be issued in a transaction exempt from the registration requirement of the Securities Act of 1933 pursuant to Section 4(a)(2) thereof and Regulation D promulgated thereunder. Separately, on December 22, 2017, the Company amended a master lease with Omega pursuant to which the Company leases 50 skilled nursing facilities. As part of the transaction, the Company issued to an affiliate of Omega a warrant, dated as of December 31, 2017, to purchase 900,000 shares of the Company's Class A Common Stock at $1.00 per share (the "Omega Warrant"). The number of shares issuable upon exercise is subject to adjustment pursuant to the terms of the Omega Warrant, and the Omega Warrant may be exercised at any time during the term commencing on August 1, 2018 and ending on December 30, 2022. The Omega Warrant was issued in a transaction exempt from the registration requirement of the Securities Act of 1933 pursuant to Section 4(a)(2) thereof and Regulation D promulgated thereunder. NYSE Compliance On March 1, 2018, Genesis received written notification from the New York Stock Exchange confirming that Genesis has regained compliance with the continued listing standard set forth in Section 802.01C of the NYSE Listed Company Manual. Genesis regained compliance under Section 802.01C after its closing share price on February 28, 2018 and its average closing share price for the 30 trading-day period ending February 28 both exceeded $1.00. About Midcap Financial MidCap Financial -- http://www.midcapfinancial.com/-- is a middle market-focused, specialty finance firm that provides senior debt solutions to companies across all industries. It provides a broad array of products intended to finance growth and manage working capital. The company is headquartered in Bethesda, MD, with offices in Chicago and Los Angeles. MidCap Financial is managed by Apollo Capital Management, L.P., a subsidiary of Apollo Global Management (NYSE: APO), pursuant to an investment management agreement. About Apollo Investment Corporation Apollo Investment Corporation (NASDAQ: AINV) -- http://www.apolloic.com/-- is a closed-end investment company that has elected to be treated as a business development company under the Investment Company Act of 1940. The Company invests primarily in various forms of debt investments, including secured and unsecured debt, loan investments, and/or equity in private middle-market companies. The Company may also invest in the securities of public companies and structured products and other investments such as collateralized loan obligations and credit-linked notes. The Company seeks to provide private financing solutions for private companies that do not have access to the more traditional providers of credit. Apollo Investment Corporation is managed by Apollo Investment Management, L.P., an affiliate of Apollo Global Management, LLC, a leading global alternative investment manager. About Genesis HealthCare Genesis HealthCare (NYSE: GEN) -- http://www.genesishcc.com/-- is a holding company with subsidiaries that, on a combined basis, comprise one of the nation's largest post-acute care providers with more than 450 skilled nursing facilities and assisted/senior living communities in 30 states nationwide. Genesis subsidiaries also supply rehabilitation and respiratory therapy to more than 1,600 healthcare providers in 46 states, the District of Columbia and China. As of Sept. 30, 2017, the Company listed $4.9 billion in total assets against $5.5 billion in total current liabilities, $284 million in long term debt, and $1.5 billion in stockholders' deficit. GIGA-TRONICS INC: Posts $313,000 Net Loss in Third Quarter ---------------------------------------------------------- Giga-Tronics Incorporated filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss of $313,000 on $3.22 million of net sales for the three months ended Dec. 30, 2017, compared to a net loss of $575,000 on $3.20 million of net sales for the three months ended Dec. 24, 2016. For the nine months ended Dec. 30, 2017, Giga-Tronics reported a net loss of $2.65 million on $7.45 million of net sales compared to a net loss of $1.07 million on $11.03 million of net sales for the nine months ended Dec. 24, 2016. As of Dec. 30, 2017, Giga-Tronics had $8.17 million in total assets, $8.76 million in total liabilities and a total shareholders' deficit of $586,000. The Company also provided guidance for the fourth quarter of fiscal 2018, which will end on March 31, 2018. Net sales for the fourth quarter are expected to be in the range of $1.9 million to $2.1 million, compared to $2.0 million, $2.2 million and $3.2 million reported in the first, second and third quarters of fiscal 2018, respectively, and the $5.2 million reported in the fourth quarter of fiscal 2017. The foregoing guidance is based on management's current review of operations for the fourth quarter of fiscal 2018, and remain subject to change based on actual results, and subject to review by the Company's independent accountants. John Regazzi, the Company's CEO said, "I'm pleased to see the effect of the Company's cost cutting efforts on our operating results. Additionally, our third quarter fiscal 2018 expenses included a final non-cash charge ($431,000) which completes the amortization of our ASG TEmS related capitalized software which will help improve our margins going forward. We believe our pipeline for additional ASG orders along with the significant backlog we have for YIG RADAR filters will further assist in our goal of returning Giga-tronics to profitability within the first half of fiscal 2019." A full-text copy of the Form 10-Q is available for free at: https://is.gd/QKUQhY About Giga-tronics Headquartered in Dublin, California, Giga-tronics Incorporated produces electronic warfare instruments used in the defense industry and YIG RADAR filters used in fighter jet aircraft. It designs, manufactures and markets the new Advanced Signal Generator (ASG) for the electronic warfare market, and switching systems that are used in automatic testing systems primarily in aerospace, defense and telecommunications. Giga-tronics reported a net loss of $1.54 million on $16.26 million of net sales for the fiscal year ended March 25, 2017, compared to a net loss of $4.10 million on $14.59 million of net sales for the year ended March 26, 2016. GLASGOW EQUIPMENT: Taps Timothy H. Kenney as Special Counsel ------------------------------------------------------------ Glasgow Equipment Service, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Timothy H. Kenney, P.A. as its special counsel. The firm will provide legal services to the Debtor in connection with the sale of its real property located at 1750 Hill Avenue, West Palm Beach, Florida; and advise the Debtor on corporate matters. Timothy Kenney, Esq., and Lindsay Demmery, Esq., the attorneys who will be providing the services, will each charge an hourly fee of $325. Mr. Kenney disclosed in a court filing that his firm does not represent or hold any interest adverse to the Debtor and its estate. The firm can be reached through: Timothy H. Kenney, Esq. Timothy H. Kenney, P.A. 120 Butler Street, Suite B West Palm Beach, FL 33407 Phone: (561) 833-8773 Fax: (561) 833-0543 E-mail: tkenney1@bellsouth.net About Glasgow Equipment Service Glasgow Equipment Service, Inc. -- http://www.glasgowequipment.com/ -- is a pollutant storage systems contractor serving the petroleum equipment needs of South Florida by offering design, installation and servicing of fuel storage and dispensing systems. The Company is an all-inclusive fuel storage tank and fuel dispenser supplier with the ability to provide service, retail sales, repair parts, above ground tank installation, underground tank installation, technician training, maintenance and support aviation fuel systems and storage. The Company is headquartered in West Palm Beach, Florida. Glasgow Equipment Service, based in West Palm Beach, FL, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-11712) on Feb. 14, 2018. In the petition signed by Peter H. Ward, president, the Debtor disclosed $3 million in assets and $2.63 million in liabilities. The Hon. Paul G. Hyman, Jr., presides over the case. Philip J. Landau, Esq., at Shraiberg Landau & Page, P.A., serves as bankruptcy counsel. GREAT SOUTHERN: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Great Southern Galvanizing, LLC dba Great States Galvanizing P.O. Box 458 Zachary, LA 70791 Business Description: Great Southern Galvanizing, LLC, based in Zachary, Louisiana, offers galvanizing for structural steel and fasteners. http://www.gsgalv.com/ Chapter 11 Petition Date: March 13, 2018 Case No.: 18-10259 Court: United States Bankruptcy Court Middle District of Louisiana (Baton Rouge) Debtor's Counsel: Paul Douglas Stewart, Jr., Esq. STEWART ROBBINS & BROWN, LLC 301 Main Street, Suite 1640 P.O. Box 2348 Baton Rouge, LA 70821-2348 Tel: 225-231-9998 Fax: 225-709-9467 E-mail: dstewart@stewartrobbins.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Linda Phillips, bookeeper. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/lamb18-10259.pdf List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Advantous $12,268 Attn: Jimmy Leonard 9270 Siegen Lane, Suite 801 Baton Rouge, LA 70810 AZZ, INc. 2013 Settlement $3,162,820 One Museum Place, Ste 500 Agreement, 3100 West 7th Street Subordinated Fort Worth, TX 76107 to Iberia Bank Blue Cross Blue Shield of LA $23,563 P.O. Box 650007 Dallas, TX 75265-0007 Breechen Pipe & Steel $12,980 Attn: Susan DeNova P. O. 4134 Baton Rouge, LA 70821-4134 Coal City COB Co., Inc. $32,433 Attn: Holley Calhoun Dept 8112, P. O. Box 650002 Dallas, TX 75265 Deep South Equipment Co. $26,804 Attn: Nona Entwistle P. O. Box 415000 Nashville, TN 37241-5000 Deshazo $15,269 Attn: Emile Fournet P. O. Box 11407 Birmingham, AL 35246-1457 Drago Supply $30,245 Attn: Timi Smith P.O. Box 849737 Dallas, TX 75284-9737 Glencore Ltd. $386,599 Attn: Ryan Bohling HYG Financial Services, Inc. $90,401 Attn: Kay P. O. Box 14545 Des Moines, IA 50306-3545 James Grady Phillips Mutiple $812,000 19550 Salvant Road Unsecured Zachary, LA 70791 Notes Lard Oil $39,139 Attn: Bobbi Triche P. O. Box 919403 Dallas, TX 75391-9403 Mid Louisiana Gas $55,891 Transmission, LLC Attn: Sandra Flower 2103 City West Blvd., Bldg #4, Suite 800 Houston, TX 77042 Parish of East Baton Rouge $80,733 P. O. Box 2590 Baton Rouge, LA 70821-2590 Penske Truck Leasing Co. $33,743 Attn: Todd Englehart Postlethwaite & Netterville $27,100 Attn: Randy 8550 United Plaza Blvd., Ste. 1001 Baton Rouge, LA 70809 Sochem Solutions $19,398 Attn: Thad Woodward P. O. Box 1912 Gonzales, LA 70707 Taylor, Porter, $169,187 Brooks & Phillips Attn: Ashley Moore P. O. Box 2471 Baton Rouge, LA 70821-2471 TM Deer Park $48,107 Attn: Joe LaQuell P. O. Box 169 Texas City, TX 77592 Total Tire Solutions $20,731 Attn: Lynn Wiggins 8056 S. Choctaw Drive Baton Rouge, LA 70815 GUITAR CENTER: S&P Lowers CCR to 'CC' on Debt Exchange Offer ------------------------------------------------------------ Westlake Village, Calif.-based Guitar Center Holdings Inc. is seeking to address its upcoming debt maturities through a refinancing of its senior secured notes and a debt exchange offer for its unsecured notes. S&P Global Ratings lowered its corporate credit rating on Guitar Center Holdings Inc. and its operating subsidiary and borrower Guitar Center Inc. to 'CC' from 'CCC-'. The outlook is negative. S&P said, "At the same time, we assigned our preliminary 'CCC+' issue-level rating and '3' recovery rating to the company's proposed $635 million 9.5% senior secured notes. The preliminary '3' recovery rating indicates our expectation that lenders will receive meaningful recovery (50%-70%; rounded estimate 60%) in the event of a payment default. The preliminary ratings are subject to our review of final documentation and completion of the exchange offer and revolver maturity extension. "In addition, we placed the 'CCC+' issue-level rating on the company's $375 million asset-based lending (ABL) revolver due April 2, 2019, on CreditWatch with positive implications." The 'C' the issue-level rating and '6' recovery ratings on the company's $325 million 9.625% senior unsecured notes due April 15, 2020, are unchanged. S&P said, "Following the refinancing and based on our current expectation to raise the corporate credit rating to 'CCC+', we expect to raise the issue-level rating on the ABL revolver to 'B' and affirm the '1' recovery rating. We also expect to withdraw the ratings on the existing unsecured notes, and assign a 'CCC-' issue-level and '6' recovery ratings to the new notes." On March 12, 2018, Guitar Center announced refinancing transactions for its secured debt and an exchange offer for its unsecured notes. S&P considers the debt exchange offer to be a distressed transaction. The company plans to issue $635 million 9.5% senior secured notes due 2021, and use the proceeds along with cash to refinance the existing $615 million 6.5% senior secured notes and the company is seeking to amend and extend the maturity of its ABL revolver by three years. The negative outlook reflects S&P's expectation that, once the debt exchange is completed, it will lower the corporate credit rating to 'SD' and the issue-level rating on the senior unsecured notes to 'D'. Shortly thereafter, S&P expects to raise the corporate credit rating to 'CCC+' that reflects the risk of a conventional default. GULF COAST MARITIME: Taps Neville Peterson LLP as Special Counsel ----------------------------------------------------------------- Gulf Coast Maritime Supply, Inc. received approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Neville Peterson LLP as special counsel. Services to be rendered by Neville Paterson are: a) advise the Debtor with respect to customs laws and trade regulations; b) assist the Debtor in its consultations relative to customs laws and trade regulations and their effect on the administration of this case; c) assist the Debtor in analyzing the claims of TTB; d) assist the Debtor in negotiations with TTB and other agencies concerning matters relating to, among other things, the Debtor's Permits and operations; and e) perform such other legal services as may be required and are deemed to be in the interests of the Debtor in accordance with the Debtor's powers and duties as set forth in the Bankruptcy Code. Michael K. Tomenga, Of Counsel to Neville Peterson LLP, attests that his firm is a "disinterested person" as that term is defined in Sec. 101(14) of the Bankruptcy Code. The attorneys who will be handling the case and their hourly rates are: Michael K. Tomenga, Of Counsel $650 John M. Peterson, Partner $650 Associates $200-$400 Legal Assistants $100-$195 The firm can be reached through: Michael K. Tomenga, Esq. Neville Peterson LLP 1400 Sixteenth St N.W., Suite 350 Washington, DC 20036 Tel: (202) 861-2959 Fax: (202) 861-2924 E-mail: mtomenga@npwdc.com About Gulf Coast Maritime Supply Gulf Coast Maritime Supply, Inc., is a corporation in Houston, Texas, that acquires untaxed alcohol and tobacco products and sells them to commercial vessels for consumption while at sea. The company has held alcohol and tobacco permits since 1973. Gulf Coast Maritime sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 17-60217) on Dec. 20, 2017. In the petition signed by Jay Goldstein, its general manager, the Debtor estimated assets and liabilities of $1 million to $10 million. Judge David R. Jones presides over the case. The Debtor tapped Okin Adams LLP as its bankruptcy counsel. HARVEY GULF: Davis Polk Serves as Adviser on Ch.11 Restructuring ---------------------------------------------------------------- Davis Polk is advising the administrative agent and working with a steering committee of lenders holding the majority of the loans under HGIM Holdings, LLC's $1.2 billion prepetition secured credit facility in connection with a comprehensive restructuring to be implemented through a prepackaged chapter 11 plan of reorganization filed with the Bankruptcy Court for the Southern District of Texas. On Feb. 8, 2018, the administrative agent and a substantial majority of the lenders entered into a Restructuring Support Agreement, pursuant to which approximately 70% of the secured debt under the prepetition facility will be equitized in the form of shares and warrants and lenders will receive notes under a new $350 million exit facility. On Feb. 22, 2018, Harvey Gulf's principal equity holder also signed onto the Restructuring Support Agreement and agreed to contribute to Harvey Gulf its 41.3% stake in a shipyard that builds and stores vessels for Harvey Gulf in exchange for $16 million and warrants for equity in the reorganized Harvey Gulf. On March 7, 2018, Harvey Gulf filed voluntary chapter 11 petitions in the Bankruptcy Court for the Southern District of Texas and on March 8, 2018, Harvey Gulf filed its chapter 11 plan of reorganization. The prepackaged plan enjoys the support of lenders holding an overwhelming majority of the equitizing claims. The chapter 11 filing and successful solicitation of Harvey Gulf's prepackaged plan represent the culmination of more than nine months of work on the part of the administrative agent, its steering committee and numerous other stakeholders of Harvey Gulf. By deleveraging Harvey Gulf's capital structure, forming a new board of directors and restructuring Harvey Gulf's relationship with the Gulf Coast Shipyard, the plan clears the way for Harvey Gulf to emerge as a stable industry leader. The Davis Polk team played a leading role on behalf of the lenders in designing, negotiating, documenting and implementing the RSA and the chapter 11 plan. Harvey Gulf is a provider of offshore supply vessels and marine support services to support offshore oil and gas exploration and production and is headquartered in New Orleans, Louisiana. Harvey Gulf provides offshore production and drilling vessel support services, including the transportation of supplies, equipment and personnel to support drilling and production activities, offshore construction, remotely operated underwater vehicles and subsea support services and a variety of other specialized vessel services. The Davis Polk restructuring team includes partner Damian S. Schaible and associates Angela M. Libby and Benjamin M. Schak. The credit team includes partner Jinsoo H. Kim. The mergers and acquisitions team includes partners William L. Taylor and Stephen Salmon and associate Faizan A. Tukdi. The executive compensation team includes counsel Ron M. Aizen. The capital markets team includes partner Derek Dostal. The tax team includes partner Kathleen L. Ferrell. Members of the Davis Polk team are based in the New York and Northern California offices. * * * As reported by the Troubled Company Reporter on Mar 12, 2018, S&P Global Ratings lowered its corporate credit rating on U.S.-based offshore service provider HGIM Corp. to 'D' from 'CCC-'. At the same time, S&P lowered its issue-level rating on the company's senior secured debt to 'D' from 'CCC-'. The recovery rating remains '3'. The '3' recovery rating indicates S&P's expectation of meaningful (50%-70%; rounded estimate: 50%) recovery in the event of a payment default. The downgrade follows the company's announcement that it has voluntarily filed a prepackaged Chapter 11 bankruptcy. HEARTLAND DENTAL: Moody's Puts B3 CFR Under Review for Downgrade ---------------------------------------------------------------- Moody's Investors Service placed the ratings of Heartland Dental, LLC under review for downgrade. This follows the announcement that KKR will acquire a majority interest in the company from Ontario Teachers' Pension Plan. The transaction is expected to close in the second quarter of 2018. The following ratings were placed under review for downgrade: -- Corporate Family Rating at B3 -- Probability of Default Rating at B3-PD -- $100 million senior secured 1st lien revolver expiring 2022, B2 (LGD3) -- $750 million senior secured 1st lien term loan due 2023, B2 (LGD3) -- $225 million senior secured 2nd lien term loan due 2024, Caa2 (LGD 5) While financing details have not been provided, Moody's believes the company will have higher financial leverage following the leveraged buyout. The rating review will focus on the post transaction capital structure and the company's operating performance. If the company's leverage and risk profile is not materially weakened by the transaction, it is likely the CFR will be confirmed. RATINGS RATIONALE Excluding the announced acquisition by KKR, Heartland's B3 Corporate Family Rating reflects the company's high financial leverage, aggressive growth strategy and modest interest coverage. The rating is supported by Heartland's position as the largest dental support organization in the US, good diversity across services and geographies, and the favorable trends within the dental support services industry. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. Heartland provides support staff and business support functions under administrative service agreements to its affiliated dental practices. Heartland has revenues of about $1.3 billion. HOPEWELL RISK: Taps Hoffman & Saweris as Legal Counsel ------------------------------------------------------ Hopewell Risk Strategies, LLC, seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Hoffman & Saweris, p.c., as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; conduct examinations; give advice regarding the reorganization of its assets and liabilities through the bankruptcy court; assist in the preparation of a plan of reorganization; and provide other legal services related to its Chapter 11 case. Matthew Hoffman, Esq., and Alan Brian Saweris, Esq., the attorneys who will be handling the case, charge $335 per hour and $235 per hour, respectively. Paralegals charge an hourly fee of $60. The firm received retainers from the Debtor in the total amount of $46,500, plus $1,717 for the filing fee. Mr. Hoffman, a principal of Hoffman & Saweris, disclosed in a court filing that he does not hold or represent any interest adverse to the Debtor or its estate. The firm can be reached through: Matthew Hoffman, Esq. Alan Brian Saweris, Esq. Hoffman & Saweris, p.c. 2777 Allen Parkway, Suite 1000 Riviana Building Houston, TX 77019 Tel: 713-654-9990 Fax: 713-654-0038 About Hopewell Risk Strategies Hopewell Risk Strategies, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 18-30875) on March 1, 2018. At the time of the filing, the Debtor estimated assets and liabilities of less than $1 million. Judge Karen K. Brown presides over the case. Hoffman & Saweris, p.c., is the Debtor's legal counsel. HOVNANIAN ENTERPRISES: Reports Fiscal 2018 Q1 Net Loss of $30.8M ---------------------------------------------------------------- Hovnanian Enterprises, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss of $30.81 million on $417.16 million of total revenues for the three months ended Jan. 31, 2018, compared to a net loss of $143,000 on $552 million of total revenues for the three months ended Jan. 31, 2017. Homebuilding revenues for unconsolidated joint ventures decreased 9.8% to $58.6 million for the first quarter ended Jan. 31, 2018, compared with $64.9 million in last year's first quarter. Homebuilding gross margin percentage, after interest expense and land charges included in cost of sales, was 14.8% for the first quarter of fiscal 2018 compared with 13.5% in the prior year's first quarter. Homebuilding gross margin percentage, before interest expense and land charges included in cost of sales, was 17.9% for the first quarter of fiscal 2018 compared with 17.2% in the same period one year ago. Total SG&A was $62.4 million, or 14.9% of total revenues, in the first quarter of fiscal 2018 compared with $60.1 million, or 10.9% of total revenues, in the first quarter of fiscal 2017. Interest incurred (some of which was expensed and some of which was capitalized) was $41.2 million for the first quarter of fiscal 2018 compared with $38.7 million in the same quarter one year ago. Total interest expense was $41.4 million in the first quarter of fiscal 2018 compared with $40.9 million in the first quarter of fiscal 2017. Loss before income taxes for the quarter ended Jan. 31, 2018 was $30.5 million compared to income before income taxes of $0.3 million during the first quarter of fiscal 2017. For the quarter ended Jan. 31, 2018, deliveries, including unconsolidated joint ventures, decreased 18.4% to 1,141 homes compared with 1,398 homes during the first quarter of fiscal 2017. Consolidated deliveries were 1,025 homes for the first quarter of fiscal 2018, a 20.5% decrease compared with 1,290 homes during the same quarter a year ago. The contract cancellation rate, including unconsolidated joint ventures, was 20% in both the first quarter of fiscal 2018 and the first quarter of fiscal 2017. The consolidated contract cancellation rate for the three months ended Jan. 31, 2018 was 18%, compared with 19% in the first quarter of the prior year. As of Jan. 31, 2018, Hovnanian had $1.64 billion in total assets, $2.13 billion in total liabilities and a total stockholders' deficit of $491.2 million. Total liquidity at the end of the first quarter of fiscal 2018 was $292.0 million. As of Jan. 31, 2018, consolidated lots controlled increased sequentially to 27,183 from 25,329 lots at Oct. 31, 2017 and increased year over year from 26,234 lots at Jan. 31, 2017. The total consolidated land position was 27,183 lots, consisting of 14,260 lots under option and 12,923 owned lots, as of Jan. 31, 2018. In the first quarter of fiscal 2018, approximately 3,400 lots were put under option or acquired in 39 communities, including unconsolidated joint ventures. The Company paid off $56.0 million principal amount of debt that matured on Dec. 1, 2017. "For the first time in two years, we increased the number of total lots we controlled, which should ultimately lead to community count, revenue and profit growth," stated Ara K. Hovnanian, chairman of the Board, president and chief executive officer. "Hovnanian's position is further strengthened by our recent financing transactions with GSO, along with a commitment for an additional $216 million of capital from GSO which together extend our debt maturities and provide additional stability to our capital structure." "The Company remains in a transition period due to the adverse impacts from having to pay off $320 million of debt in late 2015 and 2016 when the high yield market was closed to us and other companies with similar credit ratings. As a result, we were unable to replenish our land position sufficiently in 2016 and 2017. This led to a reduction in community count and revenues, impacting our overall profitability. We are confident the most challenging quarter for fiscal 2018 is behind us and we expect future quarters this year should yield improved operating results, as we continue to rebuild our company," concluded Mr. Hovnanian. Hovnanian's homebuilding cash balance at Jan. 31, 2018 decreased $185.5 million from Oct. 31, 2017. In addition to using $56.0 million to pay down debt during the period, the Company spent $158.8 million on land and land development. After considering this land and land development and all other operating activities, including revenue received from deliveries, the Company used $82.5 million of cash from operations. During the first quarter of fiscal 2018, cash provided by investing activities was $41.1 million, primarily related to the sale of our corporate headquarters building, along with distributions from a joint venture. Cash used in financing activities was $145.6 million during the first quarter of fiscal 2018 which included payments for debt maturities, $13.0 million to pay-off nonrecourse mortgage loans on our corporate headquarters, $23.4 million for land banking and model sale leaseback programs and a $51.5 million reduction in mortgage warehouse lines of credit. The Company intends to continue to use nonrecourse mortgage financings, model sale leaseback, joint ventures, and, subject to covenant restrictions in its debt instruments, land banking programs as its business needs dictate. Hovnanian's cash uses during the three months ended Jan. 31, 2018 and 2017 were for operating expenses, land purchases, land deposits, land development, construction spending, debt payments, state income taxes, interest payments and investments in joint ventures. During these periods, the Company provided for its cash requirements from available cash on hand, housing and land sales, model sale leasebacks, land banking transactions, joint ventures, financial service revenues and other revenues. The Company believes that these sources of cash taken together with the refinancing transactions will be sufficient through fiscal 2018 to finance its working capital requirements. Recent Financing transactions: * Refinanced $133 million of 7.0% senior notes due 2019, with a 5% unsecured term loan maturing in 2027 from GSO Capital Partners LP, Blackstone's credit platform, and certain funds managed or advised by it. * Accepted $170 million of 8.0% senior notes due 2019 tendered in an exchange offer for the issuance of $91 million of 13.5% unsecured notes due 2026, $90 million of 5.0% unsecured notes due 2040 and $27 million of cash for the purchase of $26 million of the tendered 8.0% senior notes. An additional 5.0% unsecured term loan commitment from GSO Entities will be used to refinance $66 million of 8.0% senior notes. * Commitment for $125 million senior secured revolver/term loan from GSO Entities, which it intends to draw in September 2018 to repay the $75 million super priority term loan due in 2019 and to provide $50 million of incremental liquidity. * In January 2019, additional liquidity provided by $25 million commitment from GSO Entities to purchase additional 10.5% senior secured notes due 2024, at a price approximating the then prevailing yield, which today would be approximately 8%. * Received consent from 10.5% senior secured note holders to eliminate restrictions on its ability to repurchase or acquire its unsecured notes. A full-text copy of the Form 10-Q is available for free at: https://is.gd/vsvUqX About Hovnanian Enterprises Hovnanian Enterprises, Inc., founded in 1959 by Kevork S. Hovnanian, is headquartered in Red Bank, New Jersey. The Company is a homebuilder with operations in Arizona, California, Delaware, Florida, Georgia, Illinois, Maryland, New Jersey, Ohio, Pennsylvania, South Carolina, Texas, Virginia, Washington, D.C. and West Virginia. The Company's homes are marketed and sold under the trade names K. Hovnanian Homes, Brighton Homes and Parkwood Builders. As the developer of K. Hovnanian's Four Seasons communities, the Company is also one of the nation's largest builders of active lifestyle communities. Hovnanian Enterprises reported a net loss of $332.2 million for the year ended Oct. 31, 2017, a net loss of $2.81 million for the year ended Oct. 31, 2016, and a net loss of $16.10 million for the year ended Oct. 31, 2015. * * * In February 2018, Moody's Investors Service upgraded Hovnanian's corporate family rating to 'Caa1' from 'Caa2' as the Company has made strides in reducing its near-to-midterm refinancing risk. Moody's believes that Hovnanian generates sufficient unleveraged free cash flow to cover its interest burden in the next 12 to 18 months. Also in February 2018, S&P Global Ratings raised its corporate credit rating on Hovnanian Enterprises to 'CCC+' from 'SD' (selective default). The rating outlook is stable. "The upgrade of Hovnanian reflects our reassessment following a refinancing transaction in which the company completed a partial debt exchange, whereby holders of about $170 million of its 8% senior notes due 2019 exchanged their debt for $90.6 million 13.5% unsecured notes due 2026, $90.1 million 5% unsecured notes due 2040, and $26.5 million in cash. We viewed the exchange as distressed since the new securities' maturities extend beyond the original securities and because we believed there was a realistic possibility of a conventional default." In January 2018, Fitch downgraded Hovnanian's Issuer Default Rating (IDR) to 'C' from 'CCC' following the company's announcement that it will be exchanging up to $185 million of its $236 million 8% senior unsecured notes due Nov. 1, 2019 for a combination of cash, new 13.5% senior unsecured notes due 2026 and new 5% senior unsecured notes due 2040. HUMANIGEN INC: Nantahala Capital Has 9.7% Stake as of Dec. 31 ------------------------------------------------------------- Nantahala Capital Management, LLC may be deemed to be the beneficial owner of 1,450,000 shares of common stock of Humanigen, Inc., held by funds and separately managed accounts under its control and as the managing members of Nantahala, each of Messrs. Wilmot B. Harkey and Daniel Mack may be deemed to be a beneficial owner of those Shares. As of Dec. 31, 2017, each of the Reporting Persons may be deemed to be the beneficial owner of 9.7% of the total number of Shares outstanding (based upon information provided by the Issuer on Form 10-Q filed Nov. 17, 2017, there were 14,986,712 Shares outstanding as of Nov. 10, 2017). A full-text copy of the regulatory filing is available at: https://is.gd/UneNEO About Humanigen, Inc. Formerly known as KaloBios Pharmaceuticals, Inc., Humanigen, Inc. (OTCQB: HGEN), -- http://www.humanigen.com/-- is a biopharmaceutical company focused on advancing medicines for patients with neglected and rare diseases through innovative, accelerated business models. Lead compounds in the portfolio are benznidazole for the potential treatment of Chagas disease in the U.S., and the proprietary monoclonal antibodies, lenzilumab and ifabotuzumab. Lenzilumab has potential for treatment of various rare diseases, including hematologic cancers such as chronic myelomonocytic leukemia (CMML) and juvenile myelomonocytic leukemia (JMML). Humanigen is based in Brisbane, California. KaloBios filed a voluntary petition for bankruptcy protection under Chapter 11 of Title 11 of the United States Bankruptcy Code (Bankr. D. Del. Case No. 15-12628) on Dec. 29, 2015. The Company was represented by Eric D. Schwartz of Morris, Nichols, Arsht & Tunnell. KaloBios emerged from Chapter 11 bankruptcy six months later. HORNE LLP, in Ridgeland, Mississippi, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, noting that the Company has recurring losses from operations that raise substantial doubt about its ability to continue as a going concern. KaloBios reported a net loss of $27.01 million in 2016 following a net loss of $35.37 million in 2015. As of Sept. 30, 2017, Humanigen had $2.56 million in total assets, $24.14 million in total liabilities and a total stockholders' deficit of $21.57 million. ICONIX BRAND: Monecor Holds 8.7% Stake as of Dec. 31 ---------------------------------------------------- Monecor (London) Limited (trading as ETX CAPITAL) disclosed in a Schedule 13G filed with the Securities and Exchange Commission that as of Dec. 31, 2017, it beneficially owns 5,001,575 shares of common stock of Iconix Brand Group Inc., constituting 8.74 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at https://is.gd/jc4ktU About Iconix Brand Broadway, New York-based Iconix Brand Group, Inc. -- http://www.iconixbrand.com/-- is a brand management company and owner of a diversified portfolio of over 30 global consumer brands across the women's, men's, entertainment, home and international segments. The Company's business strategy is to maximize the value of its brands primarily through strategic licenses and joint venture partnerships around the world, as well as to grow the portfolio of brands through strategic acquisitions. Iconix reported a net loss attributable to the Company of $252.1 million in 2016 following a net loss attributable to the Company of $189.3 million in 2015. As of Sept. 30, 2017, Iconix had $1.08 billion in total assets, $1.13 billion in total liabilities, $30.72 million in redeemable non-controlling interest, and a $77.66 million total stockholders' deficit. "Due to certain developments, including the recent decision by Target Corporation not to renew the existing Mossimo license agreement and by Walmart, Inc., not to renew the existing DanskinNow license agreement with us and our revised forecasted future earnings, we forecasted that we would be unlikely to be in compliance with certain of our financial debt covenants in 2018 and that we may face possible liquidity challenges in 2018. This raises substantial doubt about our ability to continue as a going concern. Our ability to continue as a going concern is dependent on our ability to raise additional capital and implement our business plan," said the Company in its quarterly report for the period ended Sept. 30, 2017. IHEARTMEDIA INC: Lenders Extend Forbearance Deal Until March 13 --------------------------------------------------------------- iHeartMedia, Inc., disclosed on Tuesday that a group of the company's lenders have agreed to extend the term of the parties' Forbearance Agreements to the earliest to occur of (i) March 13, 2018 at 11:59 p.m. Central time and (ii) an event of default under the Company's Credit Agreements other than those that resulted in the entry into the Forbearance Agreement. On March 4 and March 7, iHeartCommunications, Inc., an indirect subsidiary of iHeartMedia, and the Consenting Lenders entered into Forbearance Agreements, with respect to the Credit Agreement, dated as of May 13, 2008, as amended and restated as of February 23, 2011, among iHeartCommunications, as the parent borrower, the subsidiary co-borrowers and foreign subsidiary revolving borrowers party thereto, iHeartMedia Capital I, LLC, as holdings, Citibank, N.A., as administrative agent, swing line lender and letter of credit issuer, and the other the lenders from time to time party thereto. iHeartCommunications has been engaged in ongoing discussions with its stakeholders with respect to the restructuring of its capital structure. In connection with such discussions, iHeartMedia and iHeartCommunications have been working on a proposed draft restructuring support agreement and related proposed draft restructuring term sheet with advisors to groups of iHeartCommunications' noteholders, lenders and equity holders. Revised versions of the draft restructuring support agreement and related draft restructuring term sheet reflecting further negotiations with the advisors have been shared by the advisors with the groups they represent. iHeartMedia said no agreement has been reached with respect to the discussions, and the talks remain ongoing. iHeartMedia will continue to work with its principal creditor and equity constituents to develop a consensual transaction to allocate consideration among its various stakeholders. There can be no assurances that a consensual transaction or any agreement will be reached. Texas Filing The Company is expected to commence bankruptcy proceedings any day from now once the talks are concluded. In the revised proposals filed this week, the Company said it intends to file bankruptcy petitions in the United States Bankruptcy Court for the Southern District of Texas. Under the revised proposals, iHeartMedia will spin off the Clear Channel Outdoor Holdings business on the effective date of the restructuring and the holders of the Term Loan Credit Facility Claims and PGN Claims will become the new owners of the unit. Post-Bankruptcy Capital Structure According to the revised documents, iHeartMedia proposes that as of the Restructuring Effective Date, the Company's pro forma exit capital structure will consist of: -- $[________] in senior secured asset-based revolving credit facility on terms reasonably acceptable to the Company Parties and the Required Consenting Senior Creditors, and set forth in a supplement to the Plan, sufficient to fund the distributions required by the Plan. -- $5.750 billion in principal amount of secured debt on terms reasonably acceptable to the Company Parties and the Required Consenting Senior Creditors, and set forth in a supplement to the Plan. The Company Parties and the Required Consenting Senior Creditors shall consult with the 2021 Noteholder Group and the Consenting Sponsors with respect to the terms of the New Secured Debt. -- Equity/Warrants that Reorganized iHeart will issue on the Restructuring Effective Date to holders of Term Loan Credit Facility Claims, PGN Claims, 2021 Notes Claims, Legacy Notes Claims, and holders of Equity Interests in iHeart (in each case, subject to dilution by the Post- Emergence Equity Incentive Program). Proposed Treatment of Claims iHeartMedia's proposed chapter 11 plan will provide for this treatment of claims against the Debtors: $[371],000,000 ABL Facility Claims To the extent not already satisfied in full during the chapter 11 cases, on or as soon as reasonably practicable following the Restructuring Effective Date, each holder of a Claim on account of the ABL Facility will, in full and final satisfaction, compromise, settlement, release, and discharge of and in exchange for such ABL Facility Claim, be reinstated pursuant to section 1124 of the Bankruptcy Code or receive payment in full in cash. $[6,3]00,000,000 Term Loan Credit Facility Claims; and $[2],000,000,000 2019 PGN Claims Each holder of a Term Loan Credit Facility Claim or 2019 PGN Claim will receive, in full and final satisfaction, compromise, settlement, release, and discharge of and in exchange for the Term Loan Credit Facility Claim or 2019 PGN Claim, its pro rata share and interest in (the "Supplemental Term Loan/2019 PGN Distribution"): (a) $131 million in principal amount of New Secured Debt to be issued by Reorganized iHeart pursuant to the Plan upon the occurrence of the Restructuring Effective Date; and (b) a distribution of (i) Special Warrants, (ii) Reorganized iHeart Common Stock, or (iii) a combination of Special Warrants and Reorganized iHeart Common Stock, which (inclusive of the shares of Reorganized iHeart Common Stock that may be received in connection with the exercise of the Special Warrants) will constitute, in the aggregate, 2.21% of the Reorganized iHeart Common Stock, subject to dilution on account of the Post-Emergence Equity Incentive Program; plus its pro rata share (calculated together with the Other PGN Claims) and interest in: (c) $5.419 billion in principal amount of New Secured Debt to be issued by Reorganized iHeart pursuant to the Plan upon the occurrence of the Restructuring Effective Date; (d) all excess cash estimated after payment of, among other things, all Restructuring Transaction costs and after consideration of a reserve for minimum liquidity for Reorganized iHeart, which reserve shall be in an amount agreed upon between the Company Parties and the Required Consenting Senior Creditors by the date of the entry of an order approving the Disclosure Statement; (e) a distribution of (i) Special Warrants, (ii) Reorganized iHeart Common Stock, or (iii) a combination of Special Warrants and Reorganized iHeart Common Stock, which (inclusive of the shares of Reorganized iHeart Common Stock that may be received in connection with the exercise of the Special Warrants) will constitute, in the aggregate, 91.79% of the Reorganized iHeart Common Stock, subject to dilution on account of the Post-Emergence Equity Incentive Program; and (f) 100% of the common equity in CCOH owned by the Company Parties or their subsidiaries. $[4,752],000 Other PGN Claims Each holder of an Other PGN Claim will receive, in full and final satisfaction, compromise, settlement, release, and discharge of and in exchange for such Other PGN Claim, its pro rata share (calculated together with the Term Loan Credit Facility Claims and 2019 PGN Claims) and interest in: (a) $5.419 billion in principal amount of New Secured Debt to be issued by Reorganized iHeart pursuant to the Plan upon the occurrence of the Restructuring Effective Date; (b) all excess cash estimated after payment of, among other things, all Restructuring Transaction costs and after consideration of a reserve for minimum liquidity for Reorganized iHeart, which reserve shall be in an amount agreed upon between the Company Parties and the Required Consenting Senior Creditors by the date of the entry of an order approving the Disclosure Statement; (c) a distribution of (i) Special Warrants, (ii) Reorganized iHeart Common Stock, or (iii) a combination of Special Warrants and Reorganized iHeart Common Stock, which (inclusive of the shares of Reorganized iHeart Common Stock that may be received in connection with the exercise of the Special Warrants) will constitute, in the aggregate, 91.79% of the Reorganized iHeart Common Stock, subject to dilution on account of the Post-Emergence Equity Incentive Program; and (d) 100% of the common equity in CCOH owned by the Company Parties or their subsidiaries. $[2,235],000,000 2021 Notes $[532],000,000 Legacy Notes Each holder of a 2021 Notes Claim or Legacy Claim will receive, in full and final satisfaction, compromise, settlement, release, and discharge of and in exchange for such 2021 Notes Claim or Legacy Claim, its pro rata share and interest in: (a) $200 million in principal amount of New Secured Debt to be issued by Reorganized iHeart pursuant to the Plan upon the occurrence of the Restructuring Effective Date; and (b) a distribution of (i) Special Warrants, (ii) Reorganized iHeart Common Stock, or (iii) a combination of Special Warrants and Reorganized iHeart Common Stock, which (inclusive of the shares of Reorganized iHeart Common Stock that may be received in connection with the exercise of the Special Warrants) will constitute, in the aggregate, 5.0% of the Reorganized iHeart Common Stock, subject to dilution on account of the Post-Emergence Equity Incentive Program. Any Special Warrants shall have a nominal exercise price. General Unsecured Claims To be agreed to among the Company Parties and the Required Consenting Senior Creditors. Equity Interests Each holder of an Equity Interest will receive, in full and final satisfaction, compromise, settlement, release, and discharge of and in exchange for such Equity Interest, its pro rata share and interest in a distribution of (i) Special Warrants, (ii) Reorganized iHeart Common Stock, or (iii) a combination of Special Warrants and Reorganized iHeart Common Stock, which (inclusive of the shares of Reorganized iHeart Common Stock that may be received in connection with the exercise of the Special Warrants) will constitute, in the aggregate, 1.0 percent of the Reorganized iHeart Common Stock, subject to dilution on account of the Post-Emergence Equity Incentive Program. CCOH Due From Claims All claims held by CCOH against iHeartCommunications, Inc., pursuant to the terms of the intercompany revolving promissory note will receive treatment in a form and substance acceptable to the Company Parties, CCOH, and the Required Consenting Senior Creditors. Bankruptcy Case Milestones iHeartMedia proposes this timetable: 45 days from Petition Date The Plan, Disclosure Statement, and a motion for approval of the Disclosure Statement, all in form and substance reasonably acceptable to the Company Parties and Consenting Stakeholders as provided in the RSA, shall be filed; 70 days of the filing of the Plan and Disclosure Statement An order approving the Disclosure Statement will be entered by the Bankruptcy Court, provided that this milestone may be extended twice, with the first extension being a 20-day period in the Company Parties' sole discretion and the second extension being a 20-day period, upon the Company Parties certifying to the Required Consenting Senior Creditors of the existence of a legitimate, non-binding expression of interest from a qualified third party in a Consistent Alternative Transaction prior to each such extension or with the agreement of the Required Consenting Senior Creditors; 75 days upon approval of the Disclosure Statement An order confirming the Plan shall be entered by the Bankruptcy Court; and 365 days after the petition date The Restructuring Effective Date will occur, provided that the Parties shall negotiate in good faith for a reasonable extension of the Outside Date if the Parties have otherwise complied with the terms of the Definitive Documents and all other events and actions necessary for the occurrence of the Restructuring Effective Date have occurred other than the receipt of regulatory or other approval of a governmental unit necessary for the occurrence of the Restructuring Effective Date. The ad hoc group of holders of Term Loan Credit Facility Claims and PGN Claims are represented by Jones Day and PJT Partners LP. The ad hoc group of holders of Term Loan Credit Facility Claims are represented by Arnold & Porter Kaye Scholer LLP and Ducera Partners LLC. The ad hoc group of holders of 2021 Notes Claims are represented by Gibson, & Crutcher LLP and GLC Advisors & Co. A copy of iHeartMedia's Proposed Draft Restructuring Support Agreement, dated March 12, 2018, is available at https://is.gd/zivSL6 A copy of iHeartMedia's Proposed Draft Restructuring Term Sheet, dated March 12, 2018, is available at https://is.gd/ALfnJV About iHeartMedia, Inc. and iHeartCommunications, Inc. iHeartMedia, Inc. (PINK:IHRT), the parent company of iHeartCommunications, Inc., is a global media and entertainment company. Based in San Antonio, Texas, iHeartCommunications specializes in radio, digital, outdoor, mobile, social, live events, on-demand entertainment and information services for local communities, and uses its unparalleled national reach to target both nationally and locally on behalf of its advertising partners. The Company's outdoor business reaches over 34 countries across five continents. iHeartCommunications reported a net loss attributable to the Company of $296.31 million in 2016, a net loss attributable to the Company of $754.6 million in 2015, and a net loss attributable to the Company of $793.8 million in 2014. As of Sept. 30, 2017, iHeartCommunications had $12.25 billion in total assets, $23.93 billion in total liabilities and a total stockholders' deficit of $11.67 billion. * * * As reported by the TCR on Feb. 12, 2018, Fitch Ratings has affirmed iHeartCommunications, Inc.'s Long-Term Issuer Default Rating (IDR) at 'C'. iHeart's 'C' IDR reflects the likelihood for a near-term default and potential restructuring event, which increased following the company's strategic decision to not pay the $106 million cash interest payment on a more junior piece of debt that was due on Feb. 1, 2018. Also in February 2018, S&P Global Ratings lowered its corporate credit ratings on Texas-based iHeartMedia Inc. and its iHeart subsidiary to 'SD' (selective default) from 'CC'. The downgrade follows iHeart's recent announcement that it did not make a $106 million net cash interest payment on its 12%/14% senior notes due 2021. The payment was due on Feb. 1. HeartCommunications' carries a 'Caa2' Corporate Family Rating from Moody's Investors Service. INPIXON: Amends Prospectus on 520,833 Class A Units Sale -------------------------------------------------------- Inpixon has filed with the Securities and Exchange Commission a fourth amendment to its Form S-1 registration statement relating to the offering of up to 520,833 Class A Units, with each Class A Unit consisting of one share of its common stock, par value $0.001 per share, and one warrant to purchase one share of its common stock. Each share of common stock and Warrant that is a part of a Class A Unit are immediately separable and will be issued separately in this offering. The Company is also offering to those purchasers, if any, whose purchase of Class A Units in this offering would otherwise result in the purchaser, together with its affiliates and certain related parties, beneficially owning more than 4.99% (or, at the election of such purchaser, 9.99%) of its outstanding common stock immediately following the consummation of this offering, or to those purchasers that elect to purchase such securities in their sole discretion, the opportunity, in lieu of purchasing Class A Units, to purchase up to an aggregate of 18,000 Class B Units. Each Class B Unit will consist of one share of the Company's newly designated Series 3 convertible preferred stock with a stated value of $1,000 and convertible into approximately 260 shares of the Company's common stock, together with one Warrant to purchase a number of shares of common stock as would have been issued to such purchaser if such purchaser had purchased Class A units based on the public offering price. The shares of Series 3 Preferred do not generally having any voting rights but are convertible into shares of common stock. The shares of Series 3 Preferred and Warrants that are part of a Class B Unit are immediately separable and will be issued separately in this offering. The Company is issuing in this offering (i) up to an aggregate of 520,833 shares of its common stock and Warrants to purchase 520,833 shares of common stock as components of the Class A Units, and (ii) up to an aggregate of 18,000 shares of its Series 3 Preferred and Warrants to purchase up to 4,687,500 shares of its common stock. The Series 3 Preferred included in the Class B Units will be convertible into an aggregate of 4,687,500 shares of common stock and the Warrants included in the Class B Units will be exercisable for an aggregate of 4,687,500 shares of common stock. The Units, the Series 3 Preferred, the Warrants and the common stock underlying each such security are being registered pursuant to the registration statement of which this prospectus is a part. This offering is being made on a best efforts basis and there is no minimum amount of proceeds that is a condition of closing. On Feb. 12, 2018, the last reported sale price of the Company's common stock was $3.84 per share. A full-text copy of the Form S-1/A is available for free at: https://is.gd/GGE0Yp About Inpixon Headquartered in Palo Alto, California, Inpixon is a technology company that helps to secure, digitize and optimize any premises with Indoor Positioning Analytics (IPA) for businesses and governments in the connected world. Inpixon Indoor Positioning Analytics is based on radically new sensor technology that finds all accessible cellular, Wi-Fi, Bluetooth and RFID signals anonymously. Paired with a high-performance, data analytics platform, this technology delivers visibility, security and business intelligence on any commercial or government premises world-wide. Inpixon's products, infrastructure solutions and professional services group help customers take advantage of mobile, big data, analytics and the Internet of Things (IoT). Inpixon reported a net loss of $27.50 million in 2016 following a net loss of $11.72 million in 2015. As of Sept. 30, 2017, Inpixon had $35.20 million in total assets, $51.67 million in total liabilities and a total stockholders' deficit of $16.46 million. Marcum LLP, in New York, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has recurring losses from operations and expects to continue to have losses in the foreseeable future. These conditions raise substantial doubt about its ability to continue as a going concern. INTREPID POTASH: Renaissance Ceases to be a Shareholder ------------------------------------------------------- In a Schedule 13G/A filed with the Securities and Exchange Commission, Renaissance Technologies LLC and Renaissance Technologies Holdings Corporation disclosed that as of Dec. 29, 2017, they have ceased to be the beneficial owners of shares of common stock of Intrepid Potash, Inc. A full-text copy of the regulatory filing is available at https://is.gd/D9usnj About Intrepid Intrepid Potash (NYSE:IPI) -- http://www.intrepidpotash.com/-- is the only U.S. producer of muriate of potash. Potash is applied as an essential nutrient for healthy crop development, utilized in several industrial applications and used as an ingredient in animal feed. Intrepid also produces a specialty fertilizer, Trio, which delivers three key nutrients, potassium, magnesium, and sulfate, in a single particle. Intrepid also sells water and by-products such as salt, magnesium chloride, and brine. Intrepid serves diverse customers in markets where a logistical advantage exists; and is a leader in the utilization of solar evaporation production, one of the lowest cost, environmentally friendly production methods for potash. Intrepid's production comes from three solar solution potash facilities and one conventional underground Trio mine. The Company is headquartered in Denver, Colorado. Intrepid Potash reported a net loss of $22.91 million in 2017, a net loss of $66.63 million in 2016 and a net loss of $524.77 million in 2015. As of Dec. 31, 2017, Intrepid Potash had $511.05 million in total assets, $108.50 million in total liabilities and $402.55 million in total stockholders' equity. IRON MOUNTAIN: S&P Gives BB Rating on New $500MM Term Loan B ------------------------------------------------------------- S&P Global Ratings assigned its 'BB' issue-level rating and '2' recovery rating to Iron Mountain Inc.'s proposed $500 million senior secured term loan B due 2026. The '2' recovery rating indicates our expectation for substantial recovery (70%-90%; rounded estimate: 75%) of principal in the event of a payment default. The company's subsidiary, Iron Mountain Australia Group Pty. Ltd., is also issuing an incremental 100 million Australian dollars (A$) term loan to its existing A$250 million term loan due in 2022. The 'BB' issue-level rating and '2' recovery rating on the Australian dollars term loan are unchanged. Iron Mountain will use the net proceeds from both the U.S. and the Australian dollar term loans to repay its revolving credit facility borrowings. S&P's corporate credit rating and stable rating outlook on Iron Mountain are unchanged. The rating reflects the company's position as the global market leader in the records management business, its high leverage, acquisitive growth strategy, above-average capital intensity for a business services company, and shareholder-favoring dividend policies. The company benefits from low customer attrition, high switching costs, favorable EBITDA margins, and long-term storage contracts that provide stable and recurring revenue. These strengths are somewhat offset by the increasing secular trend toward digital storage that could negatively affect the company long term. S&P said, "The stable rating outlook reflects our expectation that Iron Mountain's leverage will decline to 5.5x by year-end 2018 and to the low-5x area in subsequent years as the company continues to invest in its business, with revenues increasing at a mid-single-digit percentage rate and lease-adjusted EBITDA margins improving to the low-40% area in 2018. Operating performance missteps, additional capital spending, or acquisitions that raise our leverage expectations above these levels could result in a negative rating action." RATINGS LIST Iron Mountain Inc. Corporate Credit Rating BB-/Stable/-- New Rating Iron Mountain Inc. Senior Secured $500m term loan B due 2026 BB Recovery Rating 2 (75%) J&S AUTO: May Continue Using Cash Collateral Through March 27 ------------------------------------------------------------- The Hon. Melvin S. Hoffman the U.S. Bankruptcy Court for the District of Massachusetts has entered a sixth interim order authorizing J&S Auto Inc. to use cash collateral of secured creditors including App Group International, LLC, and Swift Capital, LLC, through and including March 27, 2018. The Court will hold a further hearing on the use of cash collateral and adequate protection on March 27, 2018 at 10:30 a.m. The Debtor is required to file further cash basis projections for the period of March 27, 2018 to April 27, 2018 on or before the end of business on March 26, 2018. App Group International, LLC, and Swift Capital, LLC, are granted a replacement lien in all accounts, inventory, machinery, equipment, general intangibles, intellectual property, goods, and leasehold interests, as well as all products and proceeds thereof, generated or acquired post-petition; to the same extent as existed prior to the Chapter 11 filing. However, the liens granted will not attach to any avoidance actions pursuant to Chapter 5 of the Bankruptcy Code or the proceeds thereof. A full-text copy of the Sixth Interim Order is available at: http://bankrupt.com/misc/mab17-13911-146.pdf About J&S Auto Inc. Based in Revere, Massachusetts, J&S Auto Inc. filed a Chapter 11 petition (Bankr. D. Mass. Case No. 17-13911) on Oct. 20, 2017. In the petition signed by Sami Morsy, the Company's president, the Debtor estimated $50,001 to $100,000 in assets, and $100,001 to $500,000 in liabilities. The Debtor's counsel is George J. Nader, Esq., at Riley & Dever, P.C. JERRY DAVIS: $34K Sale of Santa Rosa Property to Gillmans Approved ------------------------------------------------------------------ Judge Henry A. Callaway of the U.S. Bankruptcy Court for the Southern District of Alabama authorized Jerry H. Davis' sale of real property known as Lot Number 22 located in Pond Creek Estates in Santa Rosa County, Florida to Kyle Gavin Gillman and Misti Danielle Gillman or their designee for $34,000. A hearing on the Motion was held on Feb. 27, 2018. The sale is free and clear of all liens. No real estate commission will be paid from the proceeds of the sale to PHD Realty, Inc. or to Patty Davis, and there is no real estate commission being paid to any real estate agent. Subsequent to the Hearing, United Bank, through its counsel, agreed to allow $650 of the proceeds be withheld and distributed to the Irvin Grodsky, P.C. IOLTA account to be used to pay the additional Bankruptcy Administrator's fee incurred as a result of the sale of real property. After the payment of all closing costs and fees payable by the Seller under the Purchase Agreement, ad valorem taxes, and $650 to the Irvin Grodsky, P.C. IOLTA account, the Closing Agent shall pay the balance of the sales proceeds to United Bank to be applied against the debt secured by the mortgage against said property. The Court finds, pursuant to B.R. Rule 6004(h), that cause exists for nullifying the stay of the Order and the Order is effective and final immediately. Jerry H. Davis sought Chapter 11 protection (Bankr. S.D. Ala. Case No. 16-04461) on Dec. 23, 2016. The Debtor tapped Irvin Grodsky, Esq., as counsel. JET MIDWEST: Taps JND Corporate as Claims and Noticing Agent ------------------------------------------------------------ Jet Midwest Group, LLC, received approval from the U.S. Bankruptcy Court for the District of Delaware to hire JND Corporate Restructuring as its claims and noticing agent. The firm will oversee the distribution of notices and the maintenance, processing and docketing of proofs of claim filed in the Debtor's Chapter 11 case. Prior to the petition date, the Debtor provided JND a retainer in the sum of $10,000. Travis Vandell, chief executive officer of JND, 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: Travis Vandell JND Corporate Restructuring 8269 E. 23rd Avenue, Suite 275 Denver, CO 80238 Phone: 855-812-6112 E-mail: travis.vandell@jndla.com restructuring@jndla.com About Jet Midwest Jet Midwest Group, LLC -- http://www.jetmidwestgroup.com/-- is a global, multifaceted, aircraft service provider. The Company is a full-service commercial aircraft, engine, and spare parts trading company, offering creative product support solutions and maintenance services. The Company was founded in 1997 and is headquartered in Wilmington, Delaware. Jet Midwest Group sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 18-10395) on Feb. 26, 2018. In the petition signed by COO Karen Kraus, the Debtor estimated $10 million to $50 million in assets and $10 million to $50 million in liabilities. The Hon. Kevin Carey presides over the case. Christopher A. Ward, Esq., of Polsinelli PC, represents the Debtor. JUDGE'S MARINE: Taps Sandra Spencer CPA as Accountant ----------------------------------------------------- Judge's Marine LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of New York to hire Sandra Spencer CPA as its accountant. The firm will assist the Debtor in the preparation of its 2017 tax returns and various accounting materials, including its profit and loss statement. The firm's hourly rates are: Sandra Spencer $200 Sephanie Easterly $100 Sandra Spencer, a certified public accountant, 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. The firm can be reached through: Sandra Spencer Sandra Spencer CPA 6564 Ridings Road Syracuse, NY 13206 Phone: (315) 445-0640 Fax: (315) 446-6317 Email: secretary@sandraspencercpa.com About Judge's Marine Judge's Marine LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D.N.Y. Case No. 18-60150) on Feb. 8, 2018. In the petition signed by Jeffrey Judge, general manager, the Debtor estimated assets of less than $100,000 and liabilities of less than $500,000. Woodruff Lee Carroll P.C. is the Debtor's bankruptcy counsel. LAKESHORE FARMS: Seeks Access to Frontier Bank Cash Collateral -------------------------------------------------------------- Lakeshore Farms, Inc., seeks authorization from the U.S. Bankruptcy Court for the Western District of Missouri for the postpetition use of cash collateral in order to maintain its business operations, and protect its ability to reorganize in accordance with Chapter 11 of the Code. As of the Petition Date, the total principal indebtedness owed by Lakeshore to Frontier Bank (formerly Richardson County Bank & Trust Co.) was approximately $2,772,000, pursuant to a series of Promissory Notes. To secure payment of the obligations owing to Frontier Bank and pursuant to the Loan Documents, Lakeshore granted Frontier Bank first and prior liens and security interests in substantially all of Lakeshore's assets. Lakeshore proposes to grant Frontier Bank with replacement lien in post-petition collateral in an amount equal to but not to exceed the cash collateral used and to the extent that use of the cash collateral results in any decrease in the aggregate value of Frontier Bank's liens on Lakeshore's property on the Petition Date. However, the replacement lien will be subordinate to the DIP Lender, which will have a senior lien in Lakeshore's 2018 crop. Since Lakeshore believes that the total value of the assets securing Frontier Bank's claim far exceeds the amount of Frontier Bank's claim, Lakeshore asserts that this post-petition grant of a security interest in post-petition collateral will provide more than adequate protection to Frontier Bank. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/mowb18-50077-12.pdf About Lakeshore Farms Lakeshore Farms, Inc., is a privately held company in Forest City, Missouri in the oilseed and grain farming industry. Lakeshore Farms filed a Chapter 11 petition (Bankr. W.D. Mo. Case No. 18-50077) on Feb. 28, 2018. In the petition signed by Jonathan L. Russell, president, the Debtor disclosed $8.52 million in total assets and $5.57 million in total debt. The case is assigned to Judge Brian T. Fenimore. The Debtor is represented by Joanne B. Stutz of Evans & Mullinix, P.A. LARRY HEMBREE: Sale of 56 Acres of Unimproved Rutherford Land OK'd ------------------------------------------------------------------ Judge Basil H. Lorch, III, of the U.S. Bankruptcy Court for the Southern District of Indiana authorized Larry D. Hembree's sale of 56 acres of unimproved land in Rutherford Township, Martin County, Indiana. The deed to the Property submitted with the Motion indicates that the Property is owned by the Debtor and Stephanie Hembree as tenants by the entireties. Stephanie Hembree submitted an affidavit granting her consent to a sale on conditions consistent with the relief requested in the Motion. The Debtor is authorized to sell the Property, after marketing by Remax Acclaimed, on any terms the Hembrees, in their business judgment, believe will maximize the net proceeds of the sale. The closing agent will disburse the proceeds of the sale as follows: (i) first, to satisfy any costs of sale assessed against the Hembrees by agreement with the Buyer; (ii) second, to Bloomington Real Estate Services, LLC, doing business as Remax Acclaimed Properties, for any realtor's commission authorized by the Court; (iii) third, to German American Bank, in the amount necessary to satisfy the loan that is secured by the mortgage that encumbers the Property; (iv) fourth, to Seiller Waterman, LLC in the amount equal to the total of payments made on the Loan from the funds held in trust for Hembree Properties, Inc. (i.e. $4,157 through February 2018, plus the amount(s) of any additional payment(s) made on the Loan from such funds prior to the sale; and (v) fifth, to Seiller Waterman to be held separately in trust, subject to further order directing the disposition of such funds. The Debtor, Mrs. Hembree, HCSI, and XTec, Inc. ("Interested Parties"), will retain the same interests in the proceeds disbursed to Seiller Waterman pursuant to the immediately preceding subparagraph as they had in the Property prior to the sale. Such interests will be subject to the same exemptions and defenses as the Interested Parties now have in the Property. The Order will be effective immediately upon its entry. Larry D. Hembree founded Hembree Properties, Inc. in 1997 and has at all times since been its sole owner. Mr. Hembree sought Chapter 11 protection (Bankr. S.D. Ind. Case No. 16-70779) on Aug. 19, 2016. He tapped David M. Cantor, Esq., at Seiller Waterman, LLC, as counsel. LEGACY RESERVES: Baines Creek Has 15% Stake as of Feb. 28 --------------------------------------------------------- In a Schedule 13G filed with the Securities and Exchange Commission, these entities disclosed beneficial ownership of shares of common stock of Legacy Reserves, LP as of Feb. 28, 2018: Shares Percentage Beneficially of Reporting Persons Owned Shares ----------------- ------------ ---------- Baines Creek Partners, L.P. 6,490,000 8.44% Baines Creek Special Purpose Partners, L.P. 4,462,335 5.80% Kevin Tracy 6,510 0.01% Jeremy Carter 142,317 0.19% James Schumacher 4,686 0.01% Brian Williams 473,372 0.62% Baines Creek Capital, LLC 11,579,220 15.06% A full-text copy of the regulatory filing is available at: https://is.gd/QMCvze About Legacy Reserves LP Legacy Reserves LP -- http://www.LegacyLP.com/-- is a master limited partnership headquartered in Midland, Texas, focused on the development of oil and natural gas properties primarily located in the Permian Basin, East Texas, Rocky Mountain and Mid-Continent regions of the United States. Legacy Reserves reported a net loss attributable to unitholders of $72.89 million on $436.30 million of total revenues for the year ended Dec. 31, 2017, compared to a net loss attributable to unitholders of $74.82 million on $314.35 million of total revenues for the year ended Dec. 31, 2016. As of Dec. 31, 2017, Legacy Reserves had $1.49 billion in total assets, $1.76 billion in total liabilities and a total partners' deficit of $271.7 million. LIONS GATE: Moody's Affirms Ba3 CFR; Outlook Remains Stable ----------------------------------------------------------- Moody's Investors Service affirmed Lions Gate Entertainment Corp.'s (Lionsgate) Ba3 Corporate Family Rating (CFR) and Ba3-PD Probability of Default Rating (PDR), and assigned a Ba2 rating to Lions Gate Entertainment Corp.'s wholly owned US subsidiary, Lions Gate Capital Holdings LLC's (Lionsgate Capital) new senior secured credit facilities. Those facilities consist of a $1.5 billion revolving credit facility due 2023, a $500 million first lien term loan A due 2023, and a $1.025 billion first lien term loan B due 2025. At the close of the transaction, there will be approximately $250 million drawn under the new revolving credit facility. Proceeds from the new term loans and revolver draw will be used to repay the existing $950 million term loan A and $825 million term loan B held at Lionsgate. Since the refinancing transaction is leverage-neutral, and there are no material changes in the terms, it will not impact the Ba3 corporate family rating (CFR). The mix of debt priority isn't materially affected, so the refinancing will not impact the existing ratings for the company's individual debt classes. Moody's also assigned a B2 rating to the new 5.875% new Global Notes due in 2024 to be issued by Lionsgate Capital that have been offered in exchange for the existing 5.875% Global Notes due in 2024 issued by LG FinanceCo Corp. The SGL-1 Speculative Grade Liquidity rating will change to SGL-2 due to Moody's expectation of moderately less liquidity and bank facility covenant cushion when the company funds its dissenting equity liability claims, which is expected within the next twelve months. The rating outlook remains stable. Assignments: Issuer: Lions Gate Capital Holdings LLC -- Senior Secured Bank Credit Facilities, Assigned Ba2 (LGD3) -- Senior Unsecured Regular Bond/Debenture, Assigned B2 (LGD6) Affirmations: Issuer: Lions Gate Entertainment Corp. -- Probability of Default Rating, Affirmed Ba3-PD -- Corporate Family Rating, Affirmed Ba3 Downgrades: Issuer: Lions Gate Entertainment Corp. -- Speculative Grade Liquidity Rating, Downgraded to SGL-2 from SGL-1 Outlook Actions: Issuer: Lions Gate Entertainment Corp. -- Outlook, Remains Stable RATINGS RATIONALE The affirmation of Lionsgate's Ba3 Corporate Family rating (CFR) reflects moderate debt-to-EBITDA leverage and expected strong cash flows generated by its Starz premium pay TV network, its film and television production businesses, and its large library of over 16,000 motion picture titles and television programs. Following the company's recent acquisition of Starz, LLC ("Starz") in December 2016 and sale of its 31% stake in EPIX for $397 million in May 2017, Lionsgate has been focused on reducing leverage and completing the integration of Starz. However, Moody's affirmed the ratings given anticipation that the Starz dissenting equity claims will be paid shortly after the court hears the case in 2H of CY2018, which will cause balance sheet debt and leverage to increase by about 1.2x to over 4.0x again, because Moody's believe that management will continue to endeavor to lower leverage below 3.5x. Moody's anticipates that the expanded revolving credit facility will provide sufficient liquidity to meet those payments in full if need be. In Moody's opinion, the Starz acquisition was strategic for both companies. It enhanced Lionsgate's scale and business diversity, provides predictable and more stable cash flows and thereby reducing reliance on its very volatile motion picture business, and provides a steady internal source of TV and film distribution revenue and cash flow. Starz benefits from a future internal source of theatrical output, and gets more opportunities for much needed quality original TV content. The Ba3 CFR reflects Moody's expectation that Starz's cash flows from recurring subscription revenue allows the company financial flexibility to reduce gross debt levels and manage a leverage profile commensurate with its credit rating over the long-term. Since the closing of the transaction, Lionsgate has been reducing leverage well ahead of plan, which helps offset much of the dissenting claims impact. The company will also receive more favorable financing terms, including lower interest rates, and extend maturities for its debt. Additionally, Moody's expect some continued near-term improvement in cash flows through some lasting synergies from the Starz integration and EBITDA growth, as well as from proceeds from other non-core asset sales. The company's contingent liability for the Starz acquisition dissenting equity holders is expected to be resolved in court in CY2019, and is estimated to be as much as $900 million including interest, and Moody's anticipate that it will be funded with debt which will raise leverage by about 1.2x. Debt-to-EBITDA leverage (incorporating Moody's adjustments) as of LTM 12/31/17 was about 3.3x before adding the dissenting equity claim liability, which on a LTM pro forma basis would raise leverage to around 4.5x, which is high for the Ba3 rating. Leverage is expected to fluctuate in the near-term due to the ramp up in investment in content and its impact on working capital. Looking ahead, after the claim is funded, Moody's believe that management will endeavor to reduce debt and improve operating performance to lower leverage back to a level consistent with the rating in the range of 3.0 to 3.5x (including Moody's adjustments) over the ensuing 12 to 18 months. Moody's believe that management is committed to using a majority of its free cash flows and proceeds from noncore asset sales to reducing gross debt levels and bringing leverage below 3.5x (incorporating Moody's adjustments). Rating Outlook The stable outlook reflects Moody's view that Lionsgate will successfully continue to de-lever following the integration of Starz into its operations and after it funds the liability for dissenter claims. It reflects the continued benefit from added scale, enhanced diversification and operating synergies over the long-run. The outlook also assumes that the company will apply its free cash flows and non-core asset sale proceeds towards debt repayment and reduce debt-to-EBITDA (incorporating Moody's adjustments) to under 3.5x. Factors that Could Lead to an Upgrade An upgrade is unlikely in the near term given that leverage is expected to be high for the rating when the dissenter claim is funded and given the volatility and unpredictability of the film business, which results in lower visibility on revenues. However, ratings could be upgraded in the long-term if the company reduces its leverage target and becomes increasingly less reliant on film slate performance (such as if the company diversifies its operations further through continued growth in its television production business), such that it can sustain debt-to-EBITDA (including Moody's adjustments) comfortably under 3.0x. Strong liquidity, a consistent operating track record, and management's commitment to a higher rating will also be necessary for a positive rating action. Factors that Could Lead to a Downgrade The company's ratings could be downgraded if there is material erosion in Starz's subscriber base or if Lionsgate sustains underperformance across its slate or TV production division, or if it directs cash flow towards material acquisitions, a significant increase to dividends or share repurchases, such that Moody's expectation of its ability or commitment towards debt reduction is changed, or leverage is sustained over 3.5x over the long-term. Ratings could also be downgraded if liquidity or cash flow are adversely affected. LSCS HOLDINGS: Moody's Rates $50MM Senior Secured 1st Lien Loan B2 ------------------------------------------------------------------ Moody's Investors Service assigned a B2 rating to LSCS Holdings, Inc.'s ("LSCS") $50 million senior secured first lien delayed draw term loan. The rating agency also assigned a Caa2 rating to LSCS' $20 million secured second lien delayed draw term loan. The delayed draw term loans will provide funding for future acquisition opportunities. There is no change to the B3 Corporate Family Rating or the stable outlook. Separately, Moody's also noted that there is no change to the B2 rating on the upsized senior secured first lien term loan (increased by $40 million to $200 million) or the Caa2 rating on the upsized secured second lien term loan (increased by $20 million to $90 million). LSCS will use the upsize proceeds in conjunction with additional sponsor equity of $24 million to fund its $77 million acquisition of Quorum Review and related transaction fees. Quorum Review provides third-party reviews of clinical studies and helps its customers manage ethical, legal and regulatory risks associated with those studies. "Moody's expect the acquisition of Quorum Review to be a complementary strategic fit with LSCS' existing businesses which will diversify LSCS' revenue streams and provide cross-selling opportunities to its biopharmaceutical customers," commented Moody's VP/Senior Analyst Jonathan Kanarek. "Moody's estimate that the transaction will be slightly leveraging and bring LSCS' pro forma adjusted debt/EBITDA to 6.4 times as of September 30, 2017," he continued. Ratings assigned: LSCS Holdings, Inc. Senior secured first lien delayed draw term loan due 2025 at B2 (LGD3) Secured second lien delayed draw term loan due 2026 at Caa2 (LGD5) Ratings unchanged: LSCS Holdings, Inc. Corporate Family Rating at B3 Probability of Default Rating at B3-PD Gtd Senior secured first lien revolving credit facility expiring 2023 at B2 (LGD3) Gtd Senior secured first lien term loan due 2025 at B2 (LGD3) Gtd Secured second lien term loan due 2026 at Caa2 (LGD5) The outlook is stable. RATINGS RATIONALE The B3 Corporate Family Rating on LSCS Holdings, Inc. reflects the company's moderately small scale, high financial leverage, and high customer concentration. Moody's expects LSCS' revenue to remain below $300 million over the next 12-18 months. Further, Moody's estimates the company's pro forma adjusted debt to EBITDA of 6.4 times at September 30, 2017 to decline towards 5.5 times over this time horizon. Moody's believes that customer concentration will remain high, given that the top 10 clients account for approximately 44% of pro forma revenue. Finally, the B3 CFR also reflects Moody's concern over a significant degree of integration risk. The B3 CFR is supported by the diverse range of drug commercialization services that LSCS offers to its customers. Moody's believes that these services are particularly beneficial to companies that either manufacture orphan drugs or are based overseas but produce generic drugs for the US market. The ratings are also supported by the multi-year duration of LSCS' contracts. The stable outlook reflects Moody's view that LSCS will remain a moderately small company with high financial leverage and high customer concentration during the next 12-18 months. The ratings could be downgraded if the company is unable to smoothly integrate recent acquisitions. A downgrade could also occur if operating performance weakens or the company's liquidity deteriorates. The ratings could be upgraded if the company materially increases its scale while effectively integrating recent acquisitions and managing its growth. Additionally, a ratings upgrade would require the company to sustain adjusted debt to EBITDA below 5.5 times. LSCS Holdings is a provider of drug commercialization services for pharmaceutical and biotechnology companies. The company provides third-party logistics services to manufacturers of generic drugs and orphan drugs. LSCS Holdings also offers pricing & reimbursement consulting services, improves the coordination of patient care, and helps its customers to reduce their regulatory risk. The company is privately owned by JLL Partners and Water Street Healthcare Partners with pro forma revenue of approximately $280 million. M2 SYSTEMS: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: M2 Systems Corporation 500 Winderley Place, Suite 226 Maitland, FL 33275-1000 Business Description: M2 Systems -- https://www.m2-corp.com/ -- provides computer automated solutions for practical business problems utilizing technology serving the financial, healthcare, retail, security, transportation/logistics and telecommunications industries. It specializes in developing, marketing and implementing transaction technologies for both established and emerging markets as well as creating outlets for licensing and operating its solution sets. M2 Systems was founded in 1986 and is headquartered in Maitland, Florida. Chapter 11 Petition Date: March 12, 2018 Court: United States Bankruptcy Court Middle District of Florida (Orlando) Case No.: 18-01339 Debtor's Counsel: Scott R. Shuker, Esq. LATHAM, SHUKER, EDEN & BEAUDINE, LLP Post Office Box 3353 Orlando, FL 32802 Tel: (407) 481-5800 Fax: (407) 481-5801 E-mail: bknotice@lseblaw.com rshuker@lseblaw.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Joseph W. Adams, CEO/director. 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/flmb18-01339.pdf MCHYL ENTERPRISES: Taps Buddy D. Ford as Legal Counsel ------------------------------------------------------ MCHYL Enterprises, Inc., seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Buddy D. Ford, P.A., as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; negotiate with creditors in the preparation of a bankruptcy plan; and provide other legal services related to its Chapter 11 case. The firm's hourly rates are: Buddy Ford, Esq. $425 Senior Associate Attorneys $375 Junior Associate Attorneys $300 Senior Paralegals $150 Junior Paralegals $100 The Debtor paid the firm an advance fee of $21,717, which included the filing fee of $1,717 prior to the Petition Date. Buddy D. Ford does not represent any interest adverse to the Debtor and its estate, according to court filings. The firm can be reached through: Buddy D. Ford, Esq. Jonathan A. Semach, Esq. Buddy D. Ford, P.A. 9301 West Hillsborough Avenue Tampa, FL 33615-3008 Tel: (813) 877-4669 Fax: (813) 877-5543 E-mail: All@tampaesq.com Buddy@tampaesq.com Jonathan@tampaesq.com About MCHYL Enterprises MCHYL Enterprises, Inc., is a privately-held company in Odessa, Florida that provides printing and related support activities. MCHYL Enterprises sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-01594) on March 1, 2018. In its petition signed by Thomas A. McLaren, president and chief executive officer, the Debtor disclosed $425,929 in assets and $1.55 million in liabilities. MD2U MANAGEMENT: Taps Hublar Enterprises as Business Consultant --------------------------------------------------------------- MD2U Management LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Kentucky to hire a business consultant. MD2U proposes to hire Hublar Enterprises, Inc. as business consultant and the firm's principal, Mike Hublar, as the sole representative of the company and its affiliates. Mr. Hublar will be the sole "person in control" of the Debtors, according to court filings. Hublar will receive $9,500 per month for its services. Mr. Hublar disclosed in a court filing that he is "disinterested" as defined in section 101(14) of the Bankruptcy Code, and does not hold or represent any interest adverse to the Debtor and its estate. Hublar can be reached through: Mike Hublar Hublar Enterprises, Inc. 3003 Wolf Lair Court New Albany, IN 47150 Phone: (812) 944-4062 About MD2U Management Founded in 2010 and based in Louisville, Kentucky MD2U Management, LLC -- http://www.md2u.com/-- provides home-based primary medical care services for chronic and acute illnesses. The Company offers adult primary care, medication management, post discharge visits, wound care visits, mental and behavioral healthcare, mobility assessments, home medical equipment assessments, end of life care, and mental health services. It serves to home-bound or home-limited patients in Kentucky, Indiana, Ohio and North Carolina. MD2U Management LLC and its affiliates MD2U Kentucky LLC, MD2U Indiana LLC, and MD2U North Carolina LLC each filed separate Chapter 11 petition (Bankr. W.D. Ky. Case Nos. 17-32761 to 17-32764) on Aug. 29, 2017. The cases are jointly administered. In the petitions signed by Joel Coleman, president, MD2U estimated $500,000 to $1 million in assets and $1 million to $10 million in debt; and MD2U Kentucky estimated between $1 million and $10 million in assets, and $500,000 to $1 million in debt. The Debtors hired Kaplan & Partners LLP as their bankruptcy counsel, and Deming Malone Livesay & Ostroff as their accountant. MEDCISION LLC: Seeks to Hire DSI's Kyle Everett as CRO ------------------------------------------------------ MedCision, LLC, seeks approval from the U.S. Bankruptcy Court for the Northern District of California to hire Kyle Everett of Development Specialists, Inc., as its chief restructuring officer. Mr. Everett, a senior managing director of DSI, will help the Debtor evaluate and implement strategic and tactical options through a restructuring and sale process. Specifically, the services to be provided by the CRO include developing strategies to improve the Debtor's cash flows and reduce expenses; identifying potential buyers; implementing cash management strategies and processes; and providing reports to the Debtor's secured lender, creditors and board of directors. The Debtor has agreed to pay the CRO at the rate of $595 per hour, subject to a $30,000 monthly rolling maximum on fees billed each month. Mr. Everett is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. Mr. Everett maintains an office at: Kyle Everett Development Specialists, Inc. 150 Post Street, Suite 400 San Francisco, CA 94108 Tel: 415-981-2717 Fax: 415-981-2718 E-mail: keverett@dsi.biz info@dsi.biz About MedCision LLC MedCision LLC develops automation technologies for vital clinical product handling processes. MedCision initially filed a voluntary petition for relief pursuant to Chapter 7 of the Bankruptcy Code on Dec. 20, 2017. By order dated Feb. 16, 2018, the case was converted to one under Chapter 11 (Bankr. N.D. Cal. Case No. 17-31272). Judge Hannah L. Blumenstiel presides over the case. The Debtor's bankruptcy counsel: SHEPPARD, MULLIN, RICHTER & HAMPTON LLP ORI KATZ J. BARRETT MARUM MICHAEL M. LAUTER Four Embarcadero Center, 17th Floor San Francisco, California 94111-4109 Telephone: 415.434.9100 Facsimile: 415.434.3947 E-mail: okatz@sheppardmullin.com bmarum@sheppardmullin.com mlauter@sheppardmullin.com METROPOLITAN DIAGNOSTIC: Can Continue Using Cash Until March 31 --------------------------------------------------------------- The Hon. Timothy A. Barnes of the U.S. Bankruptcy Court for the Northern District of Illinois has signed a fourth interim order authorizing Metropolitan Diagnostic Imaging, Inc., to use cash collateral to the extent of plus or minus 10% of each line item set forth on the Budget up to and including March 31, 2018. The Budget for the period ending March 31, 2018 provides total operating expenses of $107,593. The Debtor's Motion for Use of Cash Collateral is continued for further hearing to March 28, 2018 at 10:30 a.m. The Bancorp Bank is granted and will have replacement liens in and to the collateral which will have the validity, perfection and enforceability as the pre-petition liens held by Bancorp Bank. In addition, the Debtor will make an unallocated adequate protection payment to Bancorp Bank in the amount of $10,000 on or before March 18, 2018. A full-text copy of the Fourth Interim Order is available at http://bankrupt.com/misc/ilnb17-35285-67.pdf About Metropolitan Diagnostic Imaging Based in Chicago, Illinois, Advanced Medical Imaging Center, Inc. -- https://www.amic-chicago.com/ -- has been providing radiological services since 1985. Its services include diagnostic breast MRI, digital screening mammography, high field MRI/MRA, open MRI/MRA, digital general x-ray, ultrasound, multi-detector CT/CTA, DEXA and fluoroscopy/arthrography. Metropolitan Diagnostic Imaging, d/b/a Advanced Medical Imaging, Inc., filed a Chapter 11 petition (Bank. N.D. Ill. Case No. 17-35285) on Nov. 28, 2017. In the petition signed by Moqueet Syed, its president, the Debtor estimated $1 million to $10 million in both assets and liabilities. The case is assigned to Judge Timothy A. Barnes. The Debtor's legal counsel is Gregory K. Stern P.C. MH SUB I: Term Loan Add-On No Impact on B3 CFR, Moody's Says ------------------------------------------------------------ Moody's Investors Service said MH Sub I, LLC's (d/b/a "Internet Brands") B3 Corporate Family Rating (CFR) and B3-PD Probability of Default Rating (PDR) and existing debt instrument ratings at Micro Holding Corp. (B2 first-lien term loan rating, B2 first-lien revolver rating and Caa2 second-lien term loan rating) are not immediately impacted by the announcement that it plans to raise a $305 million add-on to its existing $2.237 billion outstanding first-lien term loan. Headquartered in Los Angeles, CA, Internet Brands is the trade name for MH Sub I, LLC, an internet media company that owns more than 250 branded websites across four verticals (Health, Legal, Automotive and Other (includes Home and Travel)) characterized by high consumer activity and good advertising spend. The company licenses and delivers its content and internet technology products and services to small and medium-sized businesses (SMBs), major corporations and individual website owners primarily via two revenue models: (i) a subscription-based Software-as-a-Service (SaaS) platform; and (ii) performance-based advertising. MOTORS LIQUIDATION: Court OKs Reallocation of $13.6M Cash --------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York entered an order on March 6, 2018, granting Wilmington Trust Company's motion seeking an order (i) authorizing the reallocation and use of distributable cash held by the GUC Trust to fund anticipated administrative and reporting fees, costs and expenses of the GUC Trust, and (ii) extending the duration of the GUC Trust for an additional 12 months or through and including March 31, 2019. The Motion was filed on Feb. 15, 2018, in accordance with the Second Amended and Restated Motors Liquidation Company GUC Trust Agreement dated as of July 30, 2015 and the Debtors' Second Amended Joint Chapter 11 Plan dated as of March 18, 2011, by Wilmington Trust Company, solely in its capacity as trust administrator and trustee of the Motors Liquidation Company GUC Trust. Pursuant to Section 6.1(b) of the GUC Trust Agreement, the GUC Trust Administrator is authorized to reallocate and use $9,051,300 of Distributable Cash to satisfy administrative costs estimated for the calendar year 2018, all as set forth in the 2018 Administrative Costs Budget. Pursuant to Section 6.1(c) of the GUC Trust Agreement, the GUC Trust Administrator is authorized to reallocate and use $4,554,500 of Distributable Cash to satisfy the reporting costs estimated for the calendar year 2018. The duration of the GUC Trust is extended an additional 12 months and the GUC Trust will remain in full force and effect through and including March 31, 2019. About Motors Liquidation General Motors Corporation and three of its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. * * * The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31. On Dec. 15, 2011, Motors Liquidation Company was dissolved. On the Dissolution Date, pursuant to the Plan and the Motors Liquidation Company GUC Trust Agreement, dated March 30, 2011, between the parties thereto, the trust administrator and trustee -- GUC Trust Administrator -- of the Motors Liquidation Company GUC Trust, assumed responsibility for the affairs of and certain claims against MLC and its debtor subsidiaries that were not concluded prior to the Dissolution Date. NEIMAN MARCUS: Posts Second Quarter Earnings of $372.5 Million -------------------------------------------------------------- Neiman Marcus Group LTD LLC reported financial results for its second quarter of fiscal year 2018 ended Jan. 27, 2018 that reflect indications that the Company's base business is stabilizing and is positioned for growth after two straight quarters of year-over-year revenue increases. These increases were supported by the company's "Digital First" strategy and recent investments in new technologies and marketing tools. "I am excited about our momentum, which underscores Neiman Marcus Group is truly unique within our industry for our ability to deliver on a personalized luxury shopping experience across channels and brands," commented Geoffroy van Raemdonck, chief executive officer of the Company. "We will continue to innovate and invest in the business to envision new ways to serve the luxury customers of today and tomorrow." Neiman Marcus reported net earnings of $372.53 million on $1.48 billion of revenues for the 13 weeks ended Jan. 27, 2018, compared to a net loss of $117.06 million on $1.39 billion of revenues for the 13 weeks ended Jan. 28, 2017. For the 26 weeks ended Jan. 27, 2018, Neiman Marcus reported net earnings of $346.31 million on $2.60 billion of revenues compared to a net loss of $140.58 million on $2.47 billion of revenues for the 26 weeks ended Jan. 28, 2017. As of Jan. 27, 2018, Neiman Marcus had $7.62 billion in total assets, $6.78 billion in total liabilities and $839.01 million in total member equity. The Company believes that cash generated from its operations, its existing cash and cash equivalents and available sources of financing will be sufficient to fund its cash requirements during the next 12 months, including merchandise purchases, operating expenses, anticipated capital expenditure requirements, debt service requirements, income tax payments and obligations related to its Pension Plan. Net cash provided by the Company's operating activities increased by $78.1 million from $117.4 million in year-to-date fiscal 2017 to $195.5 million in year-to-date fiscal 2018. This increase in net cash provided by its operating activities was due primarily to (i) the increase in cash generated by its operating activities on a higher level of revenues and (ii) lower working capital requirements driven by the reduction in its net investment in inventories, partially offset by (iii) required fundings to our Pension Plan of $9.3 million in year-to-date fiscal year 2018 compared to $2.5 million in year-to-date fiscal year 2017. Net cash used for investing activities, representing capital expenditures, decreased by $49.9 million from $115.7 million in year-to-date fiscal 2017 to $65.8 million in year-to-date fiscal 2018. This decrease in capital expenditures in year-to-date fiscal 2018 reflects lower spending for NMG One, the construction of new stores and the remodeling of existing stores. Currently, the Company projects capital expenditures for fiscal year 2018 to be approximately $175 to $195 million. Net of developer contributions, capital expenditures for fiscal year 2018 are projected to be approximately $125 to $140 million. The Company has and will continue to manage the level of capital spending in a manner designed to balance current economic conditions and business trends with its long-term initiatives and growth strategies. Cash provided by its operating activities net of capital expenditures was $129.7 million in year-to-date fiscal 2018 and $1.7 million in year-to-date fiscal 2017. Net cash used for financing activities of $143.7 million in year-to-date fiscal 2018 was comprised primarily of (i) net repayments of borrowings of $128.4 million under its revolving credit facilities due to the higher level of cash flows from operations, lower working capital requirements and lower capital expenditures and (ii) repayments of borrowings of $14.7 million under our Senior Secured Term Loan Facility. Net cash used for financing activities of $15.1 million in year-to-date fiscal 2017 was comprised primarily of (i) repayments of borrowings of $14.7 million under its Senior Secured Term Loan Facility and (ii) $5.4 million paid for debt issuance costs related to the Asset-Based Revolving Credit Facility refinancing amendment partially offset by (iii) net borrowings of $5.0 million under its Asset-Based Revolving Credit Facility due to seasonal workings capital requirements. A full-text copy of the Form 10-Q is available for free at: https://is.gd/gkgw74 About Neiman Marcus Headquartered in Dallas, Texas, Neiman Marcus Group LTD LLC -- http://www.neimanmarcusgroup.com/-- is a luxury, multi-branded, omni-channel fashion retailer conducting integrated store and online operations under the Neiman Marcus, Bergdorf Goodman, Last Call, Horchow, CUSP, and mytheresa brand names. Neiman Marcus incurred a net loss of $531.8 million for the fiscal year ended July 29, 2017, following a net loss of $406.1 million for the fiscal year ended July 30, 2016. * * * As reported by the TCR on March 17, 2017, Moody's Investors Service downgraded Neiman Marcus' Corporate Family Rating to 'Caa2' from 'B3' and its Probability of Default Rating to 'Caa2-PD' from 'B3-PD'. The company's Speculative Grade Liquidity rating is affirmed at 'SGL-2'. The outlook is changed to negative from stable. "The downgrade of NMG's Corporate Family Rating reflects the continued weakness in its financial results as it faces both the cyclical and secular challenges that face the North America luxury department stores", says Christina Boni, VP senior analyst. "Its designation of its MyTheresa.com operations and certain owned properties to unrestricted subsidiaries reduces assets coverage for its debt obligations. The hiring of a financial advisor to evaluate strategic alternatives also signals the likelihood of its capital structure being addressed well before its first significant debt maturity in October 2020. Despite good liquidity, overall leverage levels remain well above what can be refinanced and a path to return to peak EBITDA levels is unlikely in the present operating environment." NEW HEALTH DENTISTRY: Taps Paul Reece Marr as Legal Counsel ----------------------------------------------------------- New Health Dentistry PC seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire Paul Reece Marr, 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. Paul Reece Marr, Esq., the attorney who will be handling the case, charges an hourly fee of $325. The firm's paralegals and clerks charge $125 per hour and $50 per hour, respectively. The agreed-upon retainer is $10,000, of which $6,700 has already been paid to the firm. Mr. Marr disclosed in a court filing that he does not represent any interests adverse to the Debtor and its estate. The firm can be reached through: Paul Reece Marr, Esq. Paul Reece Marr, P.C. 300 Galleria Parkway, NW, Suite 960 Atlanta, GA 30339 Phone: 770-984-2255 E-mail: paul.marr@marrlegal.com About New Health Dentistry New Health Dentistry PC sought protection under Chapter 11 of the Bankruptcy Code (N.D. Ga. Case No. 18-52584) on Feb. 14, 2018. In its petition signed by Dr. Saed Nabi, the CEO, the Debtor estimated assets of less than $50,000 and liabilities of less than $500,000. NVA HOLDINGS: Moody's Rates New $500MM Sr. Unsecured Notes Caa2 --------------------------------------------------------------- Moody's Investors Service assigned a Caa2 (LGD5) rating to NVA Holdings, Inc.'s proposed $500 million senior unsecured notes due 2025. Proceeds from this new issuance will be used to repay the company's existing $400 million second lien term loan due 2022 and $90 million drawing on the revolving credit facility, to cover transaction costs, and to fund pending acquisitions. Moody's also assigned a B1 (LGD3) rating to NVA's revolving credit facility, which will have same terms as the existing revolving facility except for an upsized amount of $140 million (from $94.5 million) and an extended expiry in 2023. Concurrently, Moody's affirmed the company's B3 Corporate Family Rating, B3-PD probability of default rating and B1(LGD3) senior secured first lien term loan rating. The rating outlook is stable. A summary of NVA's affected ratings is as following: Rating Assigned: Senior unsecured notes due 2025 at Caa2 (LGD5) Senior secured first lien revolving credit facility expiring 2023 at B1 (LGD3) Ratings Affirmed: Corporate Family Rating at B3 Probability of Default Rating at B3-PD Senior secured first lien term loan due 2025 at B1 (LGD3) Rating to be withdrawn upon close: Second lien term loan due 2022 currently rated Caa2 (LGD5) Senior secured first lien revolving credit facilities expiring 2019 and 2020 currently rated at B1 (LGD3) RATINGS RATIONALE "The refinancing transactions will increase NVA's leverage slightly but considering the incremental pro forma profits contribution from recent acquisitions, Moody's expect the leverage to remain at a level consistent with a B3 corporate family rating" said Moody's Vice President Kailash Chhaya. The transactions will enhance liquidity as the company will be meaningfully extending its debt maturity profile. NVA's B3 Corporate Family Rating reflects its high financial leverage with debt/EBITDA near eight times. Moody's expects that leverage will remain high, as the company will continue to use incremental debt to fund acquisitions. NVA's credit profile benefits from its solid market presence as a leading operator of freestanding veterinary hospitals in the U.S., Australia, and Canada. While NVA is growing rapidly by acquisitions, it has a solid track record managing acquired hospitals, evidenced by its ability to consistently grow same-store sales while maintaining high operating margins. The ratings also reflect its good liquidity with solid free cash flow (before acquisitions) and access to a largely undrawn revolving credit facility. Ratings could be upgraded if NVA maintains more conservative financial policies than currently, such that debt/EBITDA is sustained below 6.5 times. The company would also need to continue to demonstrate successful acquisition integration while maintaining good liquidity. Ratings could be downgraded if the company's liquidity profile erodes or financial policies become more aggressive. Quantitatively, ratings could be lowered if EBITA/interest falls below one times. Based in Agoura Hills, California, NVA Holdings, Inc. is a leading provider of veterinary medical services, operating approximately 550 locally-branded animal hospitals across the United States, Australia, New Zealand and Canada. NVA provides medical, diagnostic testing, and surgical services to support veterinary care. The company also offers ancillary services including boarding and grooming, and the sale of pet food and other retail pet care products. NVA is owned by funds affiliated with Ares Management LLC and OMERS. Revenues exceed $1 billion. NVA HOLDINGS: S&P Rates New $500MM Sr. Unsecured Notes 'CCC+' ------------------------------------------------------------- S&P Global Ratings assigned its 'CCC+' issue-level rating and '6' recovery rating to NVA Holdings Inc.'s proposed $500 million senior unsecured notes. The company will use the proposed notes to refinance the $400 million second-lien term loan and pay down the outstanding revolver balance of $90 million. The company is also upsizing its revolver to $140 million from $94.5 million. S&P said, "Our 'CCC+' issue-level rating and '6' recovery rating on the unsecured notes indicates our expectations for negligible (0%-10%; rounded estimate: 0%) recovery in the event of payment default. Our rating on the first-lien debt remains 'B', with a '3' recovery rating. The '3' recovery rating indicates our expectation for meaningful (50%-70%; rounded estimate: 55%) recovery of principal in the event of a payment default. "Our corporate credit rating on NVA remains 'B' with a stable outlook, reflecting the company's leading position but narrow operating focus in the highly fragmented veterinary practices market. The rating also reflects our expectation that NVA's adjusted leverage will remain above 7x. RECOVERY ANALYSIS Key analytical factors: -- NVA's capital structure will consist of the proposed $140 million revolving credit facility, the $938 million first-lien term loan, the proposed $500 million senior unsecured notes, and approximately $23 million in subordinated seller notes. -- S&P has valued the company as a going-concern basis using a 5.5x multiple of our projected emergence EBITDA. -- S&P estimates that in a default scenario, EBITDA would decline significantly, stemming from a prolonged economic downturn that leads to a sharp revenue decline (in light of the discretionary nature of consumer spending on animal health products and services). Simplified recovery waterfall: -- Emergence EBITDA: $121 million -- Multiple: 5.5x -- Gross recovery value: $667 million -- Net recovery value for waterfall after admin expenses (5%): $634 million -- Obligor/non-obligor valuation split: 92%/8% -- Estimated first-lien claim: $1,056 million -- Value available for first-lien claim: $616 million --Recovery range: 50%-70%; rounded estimate: 55% -- Estimated unsecured claims: $971 million -- Value available for unsecured claims: $18 million --Recovery range: 0%-10%; rounded estimate: 0% RATINGS LIST NVA Holdings Inc. Corporate Credit Rating B/Stable/-- New Rating NVA Holdings Inc. $500 Mil. Senior Unsecured Notes CCC+ Recover Rating 6 (0%) OREXIGEN THERAPEUTICS: Hogan Lovells Represents Business in Ch.11 ----------------------------------------------------------------- International Law firm Hogan Lovells is representing Orexigen Therapeutics, Inc., a biopharmaceutical company focused on the treatment of obesity, in filing for voluntary relief under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the District of Delaware. Orexigen also intends to file a motion seeking authorization to pursue an auction and sale process under Section 363 of the U.S. Bankruptcy Code. The team representing Orexigen is led by Hogan Lovells Business Restructuring and Insolvency practice group head and partner Chris Donoho, counsel Christopher Bryant and senior associate John Beck. The team also consisted of associates Sean Feener and Eric Einhorn. About Orexigen Therapeutics Orexigen Therapeutics, Inc. (NASDAQ: OREX) -- http://www.orexigen.com/-- is a biopharmaceutical company focused on the treatment of weight loss and obesity. The company's mission is to help improve the health and lives of patients struggling to lose weight. Orexigen's first product, Contrave(R) (naltrexone HCl and bupropion HCl extended release), was approved in the U.S. in September 2014. In the European Union, the medicine has been approved under the brand name Mysimba(TM) (naltrexone HCl/ bupropion HCl prolonged release). Millions around the globe continue to face challenges of weight loss. Orexigen is undertaking a range of development and commercialization activities, both on its own and with strategic partners, to bring Contrave / Mysimba to patients around the world. As a patient-centric company, Orexigen continues to focus not only on innovating medicine for the treatment of obesity, but to also offer unique resources and healthcare delivery options to improve the patient experience. OYOTOYO INC: Bidding Procedures for All Assets Approved ------------------------------------------------------- Judge Elizabeth D. Katz of the U.S. Bankruptcy Court for the District of Massachusetts authorized (i) the bidding procedures proposed by Oyotoyo, Inc. and Oyo Sportstoys, Inc., in connection with sale of substantially all assets free and clear of all liens, claims, interests and encumbrances; and (ii) the break-up fee and the minimum bid increment described in the Motion. The Contract Notice and the proposed service of such notices as requested in the Sale Motion are approved. Notwithstanding anything to the contrary in the Sale Motion or the Binding LOI, the Debtors will not sell at the Sale any personally identifiable information that the privacy policy at http://www.oyosports.com/does not permit the Debtors to sell, and they will remove any such information from any equipment or computers on which such information is stored prior to transferring such equipment and computers to the Winning Bidder. No later than March 16, 2018, the Debtors will designate the contracts to be assumed and assigned by the Winning Bidder Designated Contracts, and will file and serve upon counterparties to such contracts the proposed amounts to be paid to cure any defaults pursuant Proposed Cure Costs, together with a motion for authority to assume and assign the Designated Contracts Designated Contracts Motion. Any objection to the Sale and any objection to the Proposed Cure Costs, the proposed assumption and assignment of the Designated Contracts, and the Designated Contracts Motion will be filed by April 6, 2018, at 4:30 p.m. (ET). The Sale Notice and exhibits, including the Disclosure Supplement will be and is approved, and the Debtors will serve the Sale Notice on all creditors and on all persons and entities upon whom the Debtors have served the Sale Motion no later than March 6, 2018. The Debtors will file a certificate of service with respect to such service on March 7, 2018. The equipment described in proof of claim number 9 Royal Bank Equipment, filed by Royal Bank America Leasing, L.P., will not be sold free and clear of Royal Bank's alleged interest absent the latter's consent unless the Winning Bidder (i) cures, or provides adequate assurance that it will promptly cure, any and all monetary arrearages due by the Debtors to Royal Bank as of the Closing Date, and (ii) provides adequate assurance of future performance to Royal Bank of all of the Debtors' contractual obligations to Royal Bank. Royal Bank and the Debtors reserve all other rights and remedies, including, without limitation, regarding whether the transaction that underlies Royal Bank's claims in the case is a true lease transaction or a secured financing transaction. Any inventory that incorporates the intellectual property of any of the Leagues will not be sold, transferred, conveyed or assigned pursuant to the Sale Motion unless and until the Court enters an order, after notice and an opportunity for hearing, authorizing the Debtors or the Winning Bidder to use or sell products that incorporate such intellectual property pursuant to the Licenses. The Licenses will not be assumed and assigned to the Winning Bidder unless (i) the Debtors and the Winning Bidder satisfy the requirements for assumption and assignment of the Licenses under section 365 of the Bankruptcy Code, and (ii) the Court, after notice and a hearing, authorizes and approves the Debtors' assumption and assignment of the Licenses. The Debtors will provide the affected Leagues with no less than 21 days' notice of the hearing on any proposed sale, transfer, conveyance or assignment of such inventory and assumption and assignment of the Licenses, and any objection thereto based on the Reserved Rights will be filed on April 6, 2018 at 4:30 p.m. (ET). The provisions of Bankruptcy Rules 6004(h) and 6006(d) staying the effectiveness of the Order, to the extent applicable, are waived and the Bidding Procedures Order will be effective immediately upon entry. The Debtors will file a notice identifying the Winning Bidder no later than March 16, 2018. The hearing to approve the Sale Motion and the sale to the Winning Bidder, and on the Designated Contracts Motion Sale Hearing, will be held on April 10, 2018 at 1:00 p.m. (ET). About Oyotoyo Inc. Oyotoyo, Inc. and Oyo Sportstoys, Inc., a retailer based in Hudson, Massachusetts, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case Nos. 17-41261 and 17-41394) on July 11, 2017 and July 30, 2017. In the petition signed by Thomas Skripps, its president, Oyotoyo estimated assets and liabilities of $1 million to $10 million. Judge Elizabeth D. Katz presides over the case. Jeffrey D. Sternklar LLC serves as bankruptcy counsel to the Debtor. KCP Advisory Group LLC serves as its financial advisor. PACIFIC DRILLING: Taps Jones Walker as Special Counsel ------------------------------------------------------ Pacific Drilling S.A. seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Jones Walker LLP as special counsel. Jones Walker will assist the company and its affiliates in consummating transactions that may arise out of or that may close during the pendency of their Chapter 11 cases. The firm will also provide legal advice regarding U.S. securities, corporate and tax laws; corporate matters; labor and employment-related issues; the Debtor's global compliance program; and litigation, regulatory and transactional matters involving maritime and offshore energy issues. The firm's current preferred rates for its services range from $360 to $585 per hour for partners, $225 to $350 per hour for associates, and $120 to $215 for paraprofessionals. The Jones Walker lawyers who will likely provide services to the Debtors, and their client rates and current preferred rates are: Client Rates Preferred Rates ------------ --------------- William Baldwin Partner $360 $360 Richard Bertram Partner $355 $410 Jason Culotta Associate $250 $265 Luke Falgoust Associate $330 $330 Michael Foley Associate $255 $265 Elizabeth Futrell Partner $450 $450 Pauline Hardin Partner $425 $475 Curt Hearn Partner $545 $545 Sarah Hunt Associate $295 $295 Grady Hurley Partner $385 $420 R. Scott Jenkins Partner $330 $385 Alexandra Layfield Partner $350 $350 Sidney Lewis, IV Partner $390 $440 Dionne Rousseau Partner $525 $525 Amy Scafidel Partner $455 $455 Kelly Simoneaux Partner $425 $425 Chris Ulfers Associate $215 $220 Justin Ward Associate $260 $260 Hansford Wogan Associate $230 $230 Benjamin Woodruff Partner $385 $385 As of Feb. 1, 2018, Jones Walker held $23,886 in its trust account as a retainer, which the Debtors paid prior to the Petition Date. Dionne Rousseau, Esq., a partner at Jones Walker, disclosed in a court filing that she and other professionals employed with the firm do not hold or represent any interests adverse to the Debtors and their estates. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Ms. Rousseau disclosed that her firm has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements; and that no Jones Walker professional has varied his rate based on the geographic location of the Debtors' bankruptcy cases. Ms. Rousseau also disclosed that during the 12-month period prior to the petition date, Jones Walker's billing rates and material financial terms have not changed other than the periodic adjustment (in January of each year) to reflect economic and other conditions. The Debtors have already approved the firm's preliminary budget and staffing plan through April 2018, Ms. Rousseau further disclosed. Jones Walker can be reached through: Dionne M. Rousseau, Esq. JONES WALKER LP Four United Plaza 8555 United Plaza Blvd. Baton Rouge, LA 70809 Tel: 225.248.2026 / 504.582.‎8191 Fax: 225.248.3026 E-mail: drousseau@joneswalker.com About Pacific Drilling Pacific Drilling S.A., a Luxembourg public limited liability company (societe anonyme), operates an international offshore drilling business that specializes in ultra-deepwater and complex well construction services. Pacific Drilling -- http://www.pacificdrilling.com/-- owns seven high-specification floating rigs: the Pacific Bora, the Pacific Mistral, the Pacific Scirocco, the Pacific Santa Ana, the Pacific Khamsin, the Pacific Sharav and the Pacific Meltem. All drillships are of the latest generations, delivered between 2010 and 2014, with a combined historical acquisition cost exceeding $5.0 billion. The average useful life of a drillship exceeds 25 years. On Nov. 12, 2017, Pacific Drilling S.A. and 21 affiliates each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 17-13193). The cases are pending before the Honorable Michael E. Wiles and are jointly administered. Pacific Drilling disclosed $5.46 billion in assets and $3.18 billion in liabilities as of Sept. 30, 2017. The Debtors tapped Sullivan & Cromwell LLP as bankruptcy counsel but was later replaced by Togut, Segal & Segal LLP; Evercore Partners International LLP as investment banker; AlixPartners, LLP, as restructuring advisor; Alvarez & Marsal Taxand, LLC as executive compensation and benefits consultant; Ince & Co LLP as special counsel; and Prime Clerk LLC as claims and noticing agent. The RCF Agent tapped Shearman & Sterling LLP, as counsel, and PJT Partners LP, as financial advisor. The ad hoc group of RCF Lenders engaged White & Case LLP, as counsel. The SSCF Agent tapped Milbank Tweed, Hadley & McCloy LLP, as counsel, and Moelis & Company LLC, as financial advisor. The Ad Hoc Group of Various Holders of the Ship Group C Debt, 2020 Notes and Term Loan B tapped Paul, Weiss, Rifkind, Wharton & Garrison, in New York as counsel. PENTHOUSE GLOBAL: Committee Taps Raines Feldman as Legal Counsel ---------------------------------------------------------------- The official committee of unsecured creditors of Penthouse Global Media, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Raines Feldman LLP as its legal counsel. The firm will advise the committee regarding its duties under the Bankruptcy Code; represent the committee in its consultations with Penthouse Global and its affiliates; investigate the Debtors' operations; evaluate claims; participate in the preparation of a bankruptcy plan; and provide other legal services related to the Debtors' Chapter 11 cases. The firm's hourly rates are: Hamid Rafatjoo $815 Marina Feldman $495 Stephen Farkas $435 Hamid Rafatjoo, Esq., a partner at Raines Feldman, disclosed in a court filing that his firm does not hold or represent any interest adverse to the Debtors' estates, creditors or equity security holders. Raines Feldman can be reached through: Hamid R. Rafatjoo, Esq. Raines Feldman LLP 1800 Avenue of the Stars, 12th Floor Los Angeles, CA 90067 Tel: 310.440.4100 Fax: 310.691.1367 E-mail: hrafatjoo@raineslaw.com About Penthouse Global Headquartered in Chatsworth, California, Penthouse Global Media, Inc. -- http://www.penthouseglobalmedia.com/-- was launched in February 2016 as an acquisition by veteran entertainment executive, Kelly Holland. The Company continues the 50+ year Penthouse brand legacy. The focal point of the business includes four main branches: broadcast, publishing, licensing and digital. Various Penthouse TV channels are available in over 100 countries. Penthouse Magazine was founded in the U.K. in 1965 by Bob Guccione and brought to the U.S. in 1969. Penthouse Global Media, Inc. and its affiliates filed Chapter 11 petitions (Bankr. C.D. Cal. Lead Case No. 18-10098) on Jan. 11, 2018. In the petitions signed by Kelly Holland, CEO, Penthouse Media estimated its assets at up to $50,000 and its liabilities at between $10 million and $50 million. Penthouse Broadcasting estimated its assets at between $1 million and $10 million and liabilities at between $500,000 and $1 million. Penthouse Licensing estimated its assets and liabilities at between $1 million and $10 million each. Judge Martin R. Barash presides over the case. Michael H. Weiss, Esq., and Laura J. Meltzer, Esq., at Weiss & Spees, LLP, serve as the Debtors' bankruptcy counsel. The Debtors hired Akerman LLP, the Law Offices of Allan B. Gelbard and the Law Offices of Dermer Behrendt as litigation counsel. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on Jan. 30, 2018. PETROLIA ENERGY: Plans to Raise Capital for Drilling Programs ------------------------------------------------------------- From time to time, Petrolia Energy Corporation will meet with investors regarding a potential investment in the Company and will, at those meetings, present a powerpoint presentation discussing company overview. Petrolia Energy is an oil & gas exploration, production and service company with producing and prospective offshore assets. The Company has assets in the United States and Indonesia. Petrolia was launched in March 2015 (official name change from Rockdale Resources in September 2016). The Company's focus for 2018 includes: * raising additional capital for drilling programs; * raising profile amongst U.S. investors; and * uplisting into the NYSE American or the NASDAQ. A copy of the PowerPoint Presentation is available at: https://is.gd/hqbx12 About Petrolia Energy Headquartered in Houston, Texas, Petrolia Energy Corporation, formerly known as Rockdale Resources Corporation -- http://www.petroliaenergy.com/-- is an oil and gas exploration, development, and production company. With operations in Texas, Oklahoma and New Mexico, the Company focuses on redeveloping existing oil fields in well-established oil rich regions of the U.S., employing industry-leading technologies to create added value. Petrolia Energy reported a net loss of $1.87 million on $321,000 of total revenue for the year ended Dec. 31, 2016, compared with a net loss of $1.85 million on $188,000 of total revenue for the year ended Dec. 31, 2015. As of Sept. 30, 2017, Petrolia Energy had $13.49 million in total assets, $1.89 million in total liabilities and $11.59 million in total stockholders' equity. MaloneBailey, LLP, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that Petrolia Energy has incurred losses from operation since inception and has a net working capital deficiency. These factors raise substantial doubt about the Company's ability to continue as a going concern. PETROQUEST ENERGY: Lowers Net Loss to $11.8 Million in 2017 ----------------------------------------------------------- Petroquest Energy, Inc., filed with the Securities and Exchange Commission its annual report on Form 10-K reporting a net loss available to common stockholders of $11.77 million on $108.28 million of oil and gas revenues for the year ended Dec. 31, 2017, compared to a net loss available to common stockholders of $96.24 million on $66.66 million of oil and gas sales for the year ended Dec. 31, 2016. As of Dec. 31, 2017, Petroquest Energy had $164.29 million in total assets, $413.23 million in total liabilities and a $248.93 million total stockholders' deficit. At Dec. 31, 2017 the Company had a working capital deficit of $5.9 million compared to a working capital deficit of $37.8 million at Dec. 31, 2016. The increase in the Company's working capital is primarily due to the redemption on March 31, 2017 of its remaining 2017 Notes. Additionally, the Company's working capital was positively impacted by the reclassification to Current Assets of the $8.3 million of cash collateral provided to support the surety bonds that secure its offshore decommissioning obligations that the Company expects to receive during 2018, as a result of the sale of its Gulf of Mexico assets in January 2018. Net cash flow provided by (used in) operations increased from $(56.6) million during the year ended Dec. 31, 2016 to $44.2 million during the 2017 period. The increase in operating cash flow during 2017 as compared to 2016 was primarily attributable to increases in oil and gas revenues as well as the timing of payment of payables based on operational activity. The Company's operating cash flow during 2018 is expected to be negatively impacted by higher cash interest expense related to our 2021 PIK Notes. A full-text copy of the Form 10-K is available for free at: https://is.gd/3Wr46p 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 Texas and Louisiana. PetroQuest's common stock trades on the New York Stock Exchange under the ticker PQ. * * * 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. In December 2017, S&P Global Ratings raised its corporate credit rating on PetroQuest Energy 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. PHILADELPHIA HAITIAN: Taps Lewis & Monroe as Legal Counsel ---------------------------------------------------------- Philadelphia Haitian Baptist Church of Orlando, Inc., seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Lewis & Monroe, PLLC, as its legal counsel. The firm will advise the Debtor concerning the operation of its business in compliance with the Bankruptcy Code; assist in the formulation of a plan of reorganization; and provide other legal services related to its Chapter 11 case. Prior to the petition date, the Debtor paid the firm an advance fee of $25,000, of which $1,717 was used to pay the filing fee and $2,760 for its pre-bankruptcy services. Cynthia Lewis, Esq., at Lewis & Monroe, disclosed in a court filing that her firm does not represent any creditor or any party adverse or potentially adverse to the Debtor and its estate. Lewis & Monroe can be reached through: Cynthia E. Lewis, Esq. Lewis & Monroe, PLLC P.O. Box 540163 Orlando, FL 32854-0163 Tel: (407) 872-7447 Fax: (407) 872-7491 E-mail: clewis@jamesmonroepa.com About Philadelphia Haitian Baptist Church of Orlando Inc. Philadelphia Haitian Baptist Church of Orlando, Inc., is a privately-held company in Orlando, Florida categorized under the religious organizations industry. Philadelphia Haitian Baptist Church of Orlando sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-01091) on Feb. 28, 2018. It first sought bankruptcy protection on (Bankr. Md. Fla. Case No. 14-06667) on June 6, 2014. In its petition signed by Jean-Caroll Bernadin, pastor and president, the Debtor disclosed $5.25 million in assets and $4 million in liabilities as of the bankruptcy filing on Feb. 28, 2018. Judge Cynthia C. Jackson presides over the case. PROFLO INDUSTRIES: Taps Coward Pinski as Accountant --------------------------------------------------- ProFlo Industries, LLC, seeks approval from the U.S. Bankruptcy Court for the Northern District of Ohio to hire Coward, Pinski & Associates, LLC, as its accountant. Coward will assist the Debtor in the preparation and filing of its financial statements and will provide tax-related services for an hourly fee of $150. Meanwhile, the firm will charge $100 per hour for accounting services. Gregory Coward, the accountant who will be providing the services, is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Gregory E. Coward Coward, Pinski & Associates, LLC 101 West Sandusky St., Suite 200 Findlay, OH 45840 Phone: 419-425-0163 Fax: 419-425-0526 Email: gcoward@woh.rr.com About ProFlo Industries Headquartered in Alvada, Ohio, ProFlo Industries, LLC, is an Ohio Limited Liability Company engaged in the airline refueling business. The principal customers of the business are multi-national companies providing goods, services and advice in the global aviation industry. ProFlo consists of one shareholder: Terry N. Bosserman who owns 100% of the shares. ProFlo Industries filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ohio Case No. 17-33184) on Oct. 8, 2017. In the petition signed by Terry N. Bosserman, president, the Debtor estimated less than $1 million in assets and less than $500,000 in liabilities. The Debtor is represented by Patricia A. Kovacs, Esq. No official committee of unsecured creditors has been appointed in the Debtor's case. QUALITY CARE: Swings to $443.5M Comprehensive Loss in 2017 ---------------------------------------------------------- Quality Care Properties, Inc., filed with the Securities and Exchange Commission its annual report on Form 10-K reporting a net loss and comprehensive loss of $443.46 million on $318.49 million of total revenues for the year ended Dec. 31, 2017, compared to net income and comprehensive income of $81.14 million on $471.17 million of total revenues for the year ended Dec. 31, 2016. Total revenues decreased by $152.7 million to $318.5 million for the year ended Dec. 31, 2017 primarily due to a $161.2 million aggregate net reduction/deferral/underpayment of rent due under the Master Lease for the 2017 period. This decrease was partially offset by a net $8.5 million increase primarily from rent escalations under the Master Lease, net of reductions related to the sale of 28 non-strategic properties and one additional property during 2017 and 2016. Depreciation and amortization expense decreased by $33.9 million to $131.6 million for the year ended Dec. 31, 2017 primarily due to reductions related to depreciable assets with estimated useful lives of five years becoming fully depreciated in the first quarter of 2016 and reductions related to lower depreciable bases of properties that were impaired during the fourth quarter of 2016 and the second and third quarters of 2017. Operating expenses decreased by $1.3 million to $2.4 million for the year ended Dec. 31, 2017 primarily due to certain asset management costs no longer being allocated to operating expenses after the Spin-Off, which was completed on Oct. 31, 2016. General and administrative expenses increased by $5.1 million to $27.2 million for the year ended Dec. 31, 2017 primarily due to additional compensation-related and other costs being incurred by the Company on a stand-alone basis after the Spin-Off, which was completed on Oct. 31, 2016. Restructuring costs of $18.5 million incurred during the year ended Dec. 31, 2017 consist primarily of legal, advisory and diligence costs related to the Company's restructuring and workout discussions with HCR ManorCare, Inc. Interest expense increased by $115.5 million to $140.5 million for the year ended Dec. 31, 2017 primarily related to the indebtedness incurred in connection with the Spin-Off, which was completed on Oct. 31, 2016. During the year ended Dec. 31, 2017, the Company recognized impairment charges totaling $445.7 million related to certain properties classified as held for use. During the year ended Dec. 31, 2017, the Company recognized a gain of $3.3 million from the sale of seven non-strategic properties. During the year ended Dec. 31, 2016, the Company recognized a gain of $10.6 million from the sale of 22 non-strategic properties. As of Dec. 31, 2017, Quality Care had $4.39 billion in total assets, $1.79 billion in total liabilities, $1.93 million in redeemable preferred stock and total equity of $2.59 billion. HCRMC is the Company's principal operator and lessee, representing approximately 91% of its total revenues for the year ended Dec. 31, 2017. HCRMC, along with other post-acute/skilled nursing operators, has been and continues to be adversely impacted by a challenging operating environment in the post-acute/skilled nursing sector, which has put downward pressure on revenues and operating income. At Dec. 31, 2017, the Company had 10 employees (including its executive officers), none of whom was subject to a collective bargaining agreement. The HCRMC Transactions and the HCRMC Bankruptcy On March 2, 2018, Quality Care entered into a plan sponsor agreement with HCRMC, HCP Mezzanine Lender, LP, a wholly owned subsidiary of QCP ("Purchaser"), and certain lessor subsidiaries of QCP. The Plan Sponsor Agreement contemplates that, among other things, pursuant to a prepackaged plan of reorganization of HCRMC under Chapter 11 of the Bankruptcy Code, the Purchaser will acquire all of the issued and outstanding capital stock of HCRMC, in exchange for the discharge under the Prepackaged Plan of all claims of QCP against HCRMC and its subsidiaries arising under HCRMC's guaranty of the Master Lease. On March 4, 2018, as required by the Plan Sponsor Agreement, HCRMC filed a voluntary petition for reorganization under chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. Under the terms of the Plan Sponsor Agreement and as contemplated in the Prepackaged Plan, all creditors of HCRMC other than QCP will be unimpaired. A full-text copy of the Form 10-K is available for free at: https://is.gd/hr1uMb About Quality Care Quality Care Properties, Inc., headquartered in Bethesda, Maryland -- http://www.qcpcorp.com/-- was formed in 2016 to hold the HCR ManorCare portfolio, 28 other healthcare related properties, a deferred rent obligation due from HCRMC under a master lease and an equity method investment in HCRMC previously held by HCP, Inc. * * * In December 2017, S&P Global Ratings lowered its corporate credit rating on Quality Care Properties to 'CCC' from 'B-'. "The downgrade reflects our view that QCP has limited covenant cushion and a heightened probability of breaching its DSC covenant as early as the first or second quarter of 2018 absent an amendment of its credit facilities, waiver by the lenders, or possible debt or company reorganization. In October 2017, Moody's Investors Service confirmed Quality Care's ratings, including its 'Caa1' corporate family rating following QCP's announcement that the REIT's work-out discussions with its struggling tenant, HCR Manorcare, Inc. (HCR, unrated), are continuing. R & S ST. ROSE: Date to File Briefs in BB&T Appeals Case Extended ----------------------------------------------------------------- District Judge Miranda M. Du approves the stipulation entered into by the parties in the case captioned BRANCH BANKING AND TRUST COMPANY, Appellant, v. R & S ST. ROSE LENDERS, LLC, et al., Appellees, Case No. 2:17-cv-01251-mmd (D. Nev.) and extends the deadlines to file appellate briefs: a. The opening brief will be due on March 14, 2018; b. The answering briefs will be due on April 13, 2018; and c. The reply brief will be due April 27, 2018. This is the first request for an extension made by the parties to this appeal after the conclusion of the mediation. The parties make this request in good faith and not for the purpose of delay. A copy of the Court's Order dated Feb. 22, 2018 is available at https://is.gd/w7jSOq from Leagle.com. Branch Banking and Trust Company, Successor in Interest to FDIC as Receiver of, Appellant, represented by Bryce Alstead -- balstead@hollandhart.com -- Holland & Hart, LLP, J. Stephen Peek -- speek@hollandhart.com -- Holland & Hart, LLP, Joseph S. Kistler , Hutchison & Steffen & Joseph G. Went -- jwent@hollandhart.c om -- Holland & Hart LLP. R&S St. Rose, LLC, Appellee, represented by Samuel A. Schwartz, Schwartz Flansburg PLLC. R&S St. Rose Lenders, LLC, Appellee, represented by Nedda Ghandi -- nedda@ghandilaw.com -- Ghandi Deeter Blackham. U.S. Trustee, Trustee, represented by U.S. Trustee, Las Vegas. About R & S St. Rose Lenders Las Vegas, Nevada-based R & S St. Rose Lenders, LLC, filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 11-14973) on April 4, 2011. Rose Lenders disclosed $12,041,574 in assets and $24,502,319 in liabilities in its schedules, as amended. Its primary asset consists of its claim in the scheduled amount of $12 million against R&S St. Rose, LLC. Affiliate R & S St. Rose, LLC, filed a separate Chapter 11 petition (Bankr. D. Nev. Case No. 11-14974) on April 4, 2011. According to its schedules, it disclosed $16,821,500 in total assets and $48,293,866 in total debts. Its primary asset consists of a fee simple interest in approximately 38 acres of raw land located in Henderson, Nevada. R & S ST Rose Lenders' bankruptcy case is assigned to Judge Mike K. Nakagawa. R&S St. Rose Lenders has tapped Nedda Ghandi, Esq., of Ghandi Law Offices as bankruptcy counsel. The Debtor previously had Larson & Larson as counsel but the application was opposed by the U.S. Trustee, prompting the withdrawal. Commonwealth Land Title Insurance Company is represented by Scott E. Gizer, Esq., at Early Sullivan Wright Gizer & McRae LLP, in Las Vegas, Nevada, and Mary C.G. Kaufman, Esq., at Early Sullivan Wright Gizer & McRae LLP, in Los Angeles, California. Branch Banking and Trust Company is represented by J. Stephen Peek, Esq., and Joseph G. Went, Esq., at Holland & Hart LLP, in Las Vegas, Nevada. R & S ST. ROSE: Date to File Briefs in CLTIC Appeals Case Extended ------------------------------------------------------------------ District Judge Miranda M. Du approves the stipulation entered into by the parties in the case captioned COMMONWEALTH LAND TITLE INSURANCE COMPANY, Appellant, v. R & S ST. ROSE LENDERS, LLC, R & S ST. ROSE, LLC, R & S INVESTMENT GROUP, BRANCH BANKING AND TRUST COMPANY, THE CREDITOR GROUP, AND THE US TRUSTEE, Appellees. Case No. 2:17-cv-01301-mmd (D. Nev.) and orders the following extension of deadlines to file appellate briefs: a. The opening brief will be due on March 14, 2018; b. The answering briefs will be due on April 13, 2018; and c. The reply brief will be due April 27, 2018. This is the first request for an extension made by the parties to this appeal after the conclusion of the mediation. The parties make this request in good faith and not for the purpose of delay. A copy of the Court's Order dated Feb. 22. 2018 is available at https://is.gd/fFvKak from Leagle.com. R & S St. Rose LLC, Debtor, represented by Samuel A. Schwartz, Schwartz Flansburg PLLC. Commonwealth Land Title Insurance Company, Appellant, represented by Scott E. Gizer -- sgizer@earlysullivan.com -- Early Sullivan Wright Gizer & McRae LLP. R&S St. Rose Lenders, LLC, Appellee, represented by Nedda Ghandi -- nedda@ghandilaw.com -- Ghandi Deeter Blackham & David J. Merrill, David J. Merrill, P.C. R&S Investment Group, Appellee, represented by Ogonna M. Brown -- OBrown@nevadafirm.com -- Holley, Driggs, Walch, Fine, Wray, Puzey, & Thompson. Branch Banking & Trust Company, Appellee, represented by Joseph G. Went -- jgwent@hollandhart.com -- Holland & Hart LLP. The Creditor Group, Appellee, represented by Mark Malloy Weisenmiller, Garman Turner Gordon LLP. U.S. Trustee, Trustee, represented by U.S. Trustee, Las Vegas. About R & S St. Rose Lenders Las Vegas, Nevada-based R & S St. Rose Lenders, LLC, filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 11-14973) on April 4, 2011. Rose Lenders disclosed $12,041,574 in assets and $24,502,319 in liabilities in its schedules, as amended. Its primary asset consists of its claim in the scheduled amount of $12 million against R&S St. Rose, LLC. Affiliate R & S St. Rose, LLC, filed a separate Chapter 11 petition (Bankr. D. Nev. Case No. 11-14974) on April 4, 2011. According to its schedules, it disclosed $16,821,500 in total assets and $48,293,866 in total debts. Its primary asset consists of a fee simple interest in approximately 38 acres of raw land located in Henderson, Nevada. R & S ST Rose Lenders' bankruptcy case is assigned to Judge Mike K. Nakagawa. R&S St. Rose Lenders has tapped Nedda Ghandi, Esq., of Ghandi Law Offices as bankruptcy counsel. The Debtor previously had Larson & Larson as counsel but the application was opposed by the U.S. Trustee, prompting the withdrawal. Commonwealth Land Title Insurance Company is represented by Scott E. Gizer, Esq., at Early Sullivan Wright Gizer & McRae LLP, in Las Vegas, Nevada, and Mary C.G. Kaufman, Esq., at Early Sullivan Wright Gizer & McRae LLP, in Los Angeles, California. Branch Banking and Trust Company is represented by J. Stephen Peek, Esq., and Joseph G. Went, Esq., at Holland & Hart LLP, in Las Vegas, Nevada. RAND LOGISTICS: Files Form 15 to Halt SEC Reporting Obligations --------------------------------------------------------------- Rand Logistics, Inc., filed a Form 15 with the Securities and Exchange Commission to notifying the termination of registration of its common stock, $0.0001 par value per share, under Section 12(g) of the Securities Exchange Act of 1934. On Feb. 28, 2018, the U.S. Bankruptcy Court for the District of Delaware entered an order confirming the Joint Prepackaged Chapter 11 Plan of Reorganization for the Company and certain of its direct and indirect subsidiaries. On March 1, 2018, the effective date of the Plan occurred and all of the shares of Common Stock issued and outstanding immediately prior to the effective date of the Plan were cancelled in accordance with the terms of the Plan. As a result of the Form 15 filing, Rand Logistics is no longer obligated to file periodic reports with the SEC. About Rand Logistics Rand Logistics, Inc. -- http://www.randlogisticsinc.com/-- provides bulk freight shipping services in the Great Lakes region. Through its subsidiaries, the Company operates a fleet of ten self-unloading bulk carriers, including eight River Class vessels and one River Class integrated tug/barge unit, and three conventional bulk carriers, of which one is operated under a contract of affreightment. The Company's vessels operate under the U.S. Jones Act -- which dictates that only ships that are built, crewed and owned by U.S. citizens can operate between U.S. ports -- and the Canada Marine Act -- which requires Canadian commissioned ships to operate between Canadian ports. Headquartered in Jersey City, New Jersey, Rand Logistics was formed in 2006 through the acquisition of the outstanding shares of capital stock of Lower Lakes Towing Ltd. Common shares of Rand Logistics trade on the NASDAQ Capital Market under the symbol RLOG. On Jan. 29, 2018, Rand Logistics, Inc., and seven of its subsidiaries filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-10175). In the petitions signed by CFO Mark S. Hiltwein, the Debtors listed total consolidated assets of $268,948,855 and total consolidated debt of $258,535,349 as of Nov. 30, 2017. The Debtors engaged Pepper Hamilton LLP as Delaware bankruptcy counsel; Akin Gump Strauss Hauer & Feld LLP as general bankruptcy counsel; Conway Mackenzie, Inc., as turnaround manager; Miller Buckfire & Co. LLC as financial advisor; and Kurtzman Carson Consultants as noticing, balloting & claims agent. ROSSER RESERVE: Taps Winderweedle Haines as Legal Counsel --------------------------------------------------------- Rosser Reserve, LLC, seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Winderweedle, Haines, Ward & Woodman, P.A., 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. Winderweedle will replace the Law Offices of L. William Porter III, P.A., the firm initially employed by the Debtor as its legal counsel. Winderweedle received a retainer in the sum of $15,000 on Feb. 20, which was funded by the Debtor's member Green Tree Development Group, LLC. Green Tree, on behalf of the Debtor, will pay the firm an additional $20,000 as a retainer by April 5. The firm has no connection with creditors of the Debtor or any "party-in-interest," according to court filings Winderweedle can be reached through: Ryan E. Davis, Esq. Winderweedle, Haines, Ward & Woodman, P.A. 329 Park Avenue, North, 2nd Floor P.O. Box 880 Winter Park, FL 32790-0880 Phone: (407) 423-4246 Fax: (407) 645-3728 E-mail: rdavis@whww.com About Rosser Reserve Rosser Reserve is the fee simple owner of nine real properties in Windermere, Florida, valued by the company at $9.83 million. Rosser Reserve, based in Oakland, Florida, filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 17-07730) on Dec. 12, 2017. In the petition signed by Sue R. Prosser, its managing member, the Debtor disclosed $9.83 million in assets and $8.20 million in liabilities. The Law Offices of L. William Porter III, P.A., serves as bankruptcy counsel to the Debtor. S. Avery Smith, Esq., is the Debtor's special real estate counsel. SAEXPLORATION HOLDINGS: Whitebox Has 44.9% Stake as of March 8 -------------------------------------------------------------- Whitebox Advisors LLC may be deemed to be the beneficial owner of 10,052,865 shares of common stock of SAExploration Holdings, Inc., constituting 44.96% of the Shares of the Issuer, based on 14,913,837 shares of Common Stock issued and outstanding as of March 8, 2018 based on the 8-K filed by the Issuer on March 8, 2018. WA has the sole power to vote or direct the vote of 0 Shares; has the shared power to vote or direct the vote of 10,052,865 Shares; has the sole power to dispose or direct the disposition of 0 Shares; and has the shared power to dispose or direct the disposition of 10,052,865 Shares. As of March 9, 2018, Whitebox General Partner LLC may be deemed to be the beneficial owner of 10,052,865 Shares, constituting 44.96% of the Shares of the Issuer. WB GP has the sole power to vote or direct the vote of 0 Shares; has the shared power to vote or direct the vote of 10,052,865 Shares; has the sole power to dispose or direct the disposition of 0 Shares; and has the shared power to dispose or direct the disposition of 10,052,865 Shares. As of March 9, 2018, Whitebox Multi-Strategy Partners, LP may be deemed to be the beneficial owner of 6,020,733 Shares, constituting 31.11% of the Shares of the Issuer. WMP has the sole power to vote or direct the vote of 0 Shares; has the shared power to vote or direct the vote of 6,020,733 Shares; has the sole power to dispose or direct the disposition of 0 Shares; and has the shared power to dispose or direct the disposition of 6,020,733 Shares. As of March 9, 2018, Whitebox Credit Partners, LP may be deemed to be the beneficial owner of 2,004,934 Shares, constituting 12.22% of the Shares of the Issuer. WCP has the sole power to vote or direct the vote of 0 Shares; has the shared power to vote or direct the vote of 2,004,934 Shares; has the sole power to dispose or direct the disposition of 0 Shares; and has the shared power to dispose or direct the disposition of 2,004,934 Shares. As of March 9, 2018, Whitebox Asymmetric Partners, LP may be deemed to be the beneficial owner of 1,472,223 Shares, constituting 9.19% of the Shares of the Issuer. WAP has the sole power to vote or direct the vote of 0 Shares; has the shared power to vote or direct the vote of 1,472,223 Shares; has the sole power to dispose or direct the disposition of 0 Shares; and has the shared power to dispose or direct the disposition of 1,472,223 Shares. On March 5, 2018, an amendment to the Charter which increased the amount of authorized shares of Common Stock from 55,000,000 to 200,000,000 and authorized the issuance of a number of shares of Common Stock in an amount up to 92.76% of the outstanding shares of Common Stock, on a fully diluted basis as of the closing of the 2018 Exchange Offer (approximately 131,292,475 shares) became effective as a result of the required shareholder approval. On March 6, 2018, the Issuer issued 4,491,674 shares of Common Stock and on March 8, 2018, the Issuer issued 14,098,370 series D warrants with terms identical to those of the Series C Warrants in connection with a mandatory conversion of the Series B Preferred Shares. As a result of the mandatory conversion, the Issuer converted all outstanding shares of the Series B Preferred Shares into shares of Common Stock and/or Series D Warrants, upon which each holder of Series B Preferred Shares received, for each share of Series B Preferred Shares being converted, a number of shares of Common Stock and/or a number of Series D Warrants, in aggregate equal to the conversion rate. The initial conversion rate for the Series B Preferred Shares is 21.7378 shares of Common Stock, or, if a warrant election is made, 21.7378 Series D Warrants (with shares of Common Stock or Series D Warrants, as applicable, issued in whole integral multiples, rounded down in lieu of any fractional shares or warrants, as applicable), per share of Series B Preferred Shares. WMP, WCP, WAP and a certain other WA Private Fund, as holders thereof, elected to receive solely Series D Warrants. A full-text copy of the regulatory filing is available at: https://is.gd/UkYErn About SAExploration Holdings Based in Houston, Texas, SAExploration Holdings, Inc. -- http://www.saexploration.com/-- is an internationally-focused oilfield services company offering a full range of vertically-integrated seismic data acquisition and logistical support services in remote and complex environments throughout Alaska, Canada, South America, Southeast Asia and West Africa. SAExploration reported a net loss attributable to the Company of $25.03 million for the year ended Dec. 31, 2016, a net loss attributable to the Company of $9.87 million for the year ended Dec. 31, 2015, and a net loss attributable to the Company of $41.75 million for the year Dec. 31, 2014. The Company's balance sheet at Sept. 30, 2017, showed $158.6 million in total assets, $143.3 million in total liabilities and $15.28 million in total stockholders' equity. * * * In June 2016, S&P Global Ratings lowered its corporate credit rating on SAExploration Holdings to 'CC' from 'CCC-'. At the same time, S&P lowered the issue-level rating on the company's senior secured notes to 'CC' from 'CCC-'. The outlook remains negative. The downgrade follows SAExploration's announcement that it plans to launch an exchange offer to existing holders of its 10% senior secured notes for shares of common equity and a new issue of second-lien notes. Following the rating action, S&P withdrew the corporate credit and issue-level ratings at the company's request. Moody's Investors Service withdrew SAExploration's 'Caa2' Corporate Family Rating and other ratings. Moody's withdrew the rating for its own business reasons, as reported by the TCR on Sept. 13, 2016. SAMBILL LLC: Hires Wilkins & Wilkins LLP as Attorney ---------------------------------------------------- Sambill, LLC, seeks authority from the United States Bankruptcy Court for the Western District of Texas (San Antonio) to hire James S. Wilkins and Wilkins & Wilkins LLP as attorney. Services to be rendered by Wilkins are: a. prepare and file a petition, schedules, statement of financial affairs and statement of executory contracts; b. attend at all meetings of creditors, hearings, pretrial conferences, and trials in the case or any litigation arising in connection with the case, whether in state or federal court; c. prepare, file and present to the Court of any pleadings requesting relief; d. prepare, file and present to the Court of a disclosure statement and plan of arrangement under Chapter 11 of the Bankruptcy Code; e. review of claims made by creditors or interested parties, preparation and prosecution of any objections to claims as appropriate; and f. prepare and present of final accounting and motion for final decree closing the bankruptcy case. Wilkins & Wilkins will be entitled to a fee of $17,500 as a retainer fee before the commencement of the Chapter 11 case, and will be used for time and work of attorneys at the rate of $375 an hour. James S. Wilkins attests that his firm represents no interest adverse to the Debtor or the estate in matters upon which they are to be engaged. The counsel can be reached through: James S. Wilkins, P.C. WILLIS & WILKINS, L.L.P. 711 Navarro Street, Suite 711 San Antonio, TX 78205-1711 Tel: (210) 271-9212 Fax: (210) 271-9389 E-mail: jwilkins@stic.net About Sambill, LLC Sambill, LLC, is a privately held company in Boerne, Texas. Sambill filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 18-50345) on Feb. 17, 2018. In the petition signed by Sam Bournias, managing member, the Debtor estimated $1 million to $10 million in both assets and liabilities. The case is assigned to the Hon. Craig A. Gargotta. James S. Wilkins at Wilkins & Wilkins LLP is the Debtor's counsel. SEQUOIA AHWATUKEE: Taps James Portman Webster as Legal Counsel -------------------------------------------------------------- Sequoia Ahwatukee Investments, LLC, received approval from the U.S. Bankruptcy Court for the District of Arizona to hire James Portman Webster Law Office, PLC, as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; assist in resolving postpetition financing issues; assist in the preparation of a plan of reorganization; and provide other legal services related to its Chapter 11 case. James Portman Webster, Esq., the attorney who will be handling the case, charges an hourly fee of $250. Law clerks and paralegals charge $125 per hour while the firm's secretary and legal assistants charge $75 per hour. The firm has no connection with creditors of the Debtor or any "party-in-interest," according to court filings. Webster can be reached through: James Portman Webster, Esq. James Portman Webster Law Office, PLC 1845 S. Dobson Road, Suite 201 Mesa, AZ 85202 Phone: (480) 464-4667 Fax: (888) 214-8293 Email: Jim@JPWLegal.com About Sequoia Ahwatukee Investments Sequoia Ahwatukee Investments, LLC, headquartered in Phoenix, Arizona, listed its business as single asset real estate (as defined in 11 U.S.C. Section 101(51B)). It is a small business debtor as defined in 11 U.S.C. Section 101(51D). Sequoia Ahwatukee Investments sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 18-01732) on Feb. 26, 2018. In its petition signed by Charles Chiu, member, the Debtor estimated assets of less than $1 million and liabilities of $1 million to $10 million. Judge Paul Sala presides over the case. SEVEN STARS: Unit Buys 500,000 DBOT Shares from Shawn Sloves ------------------------------------------------------------ Seven Stars Cloud Group, Inc. has entered into a stock purchase agreement with Shawn Sloves, China Broadband, Ltd., a wholly-owned subsidiary of Seven Stars Cloud Group, Inc. (the "Purchaser") and Delaware Board of Trade Holdings, Inc., pursuant to which Sloves agreed to sell 500,000 shares of common stock of DBOT to China Broadband and the Company issued an aggregate of 320,000 shares of Common Stock of the Company to Sloves. Sloves agreed to a one-year lock up period for the shares of common stock of the Company received by Sloves pursuant to the Sloves Purchase Agreement. About Seven Stars Seven Stars Cloud Group, Inc., formerly Wecast Network, Inc. -- http://www.sevenstarscloud.com/-- is aiming to become a next generation Artificial-Intelligent (AI) & Blockchain-Powered, Fintech company. By managing and providing an infrastructure and environment that facilitates the transformation of traditional financial markets such as commodities, currency and credit into the asset digitization era, SSC provides asset owners and holders a seamless method and platform for digital asset securitization and digital currency tokenization and trading. The company is headquartered in Tongzhou District, Beijing, China. KPMG Huazhen LLP, in Beijing, China, issued a "going concern" qualification in its report on the consolidated financial statements for the year ended Dec. 31, 2016, noting that the Company incurred recurring losses from operations, has net current liabilities and an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. Webcast reported a net loss of $27.43 million in 2016 following a net loss of $8.54 million in 2015. As of Sept. 30, 2017, Seven Stars had $71.55 million in total assets, $47.76 million in total liabilities, $1.26 million in convertible redeemable preferred stock, and $22.53 million in total equity. SOMERSET ACADEMY: S&P Rates 2018A/B School Revenue Bonds 'BB' ------------------------------------------------------------- S&P Global Ratings assigned its 'BB' rating and stable outlook to Nevada Department of Business & Industry's series 2018A and 2018B (taxable) charter school lease revenue bonds, issued for Somerset Academy of Las Vegas, and affirmed its 'BB' rating, with a stable outlook, on the department's existing debt issued for Somerset. Based on the group-rating methodology, published Nov. 19, 2013, on RatingsDirect, the rating analysis encompasses the entire Somerset Academy of Las Vegas organization. The rating reflects S&P Global Ratings' group credit profile on Somerset Academy and its view that the four schools obligated to support the bonds are core to the organization. The obligated group accounts for the majority of revenue and enrollment of Somerset. Due to the obligated group's core status, the rating is equal to that on the group credit profile. The rating applies only to the bonds and not to Somerset Academy of Las Vegas as an organization. "We could raise the rating or revise the outlook to positive if financial metrics were consistently in-line with a higher-rating category, including lower debt and higher lease-adjusted maximum annual debt service coverage and cash," said S&P Global Ratings credit analyst Melissa Brown. "We could lower the rating or revise the outlook to negative during the one-year outlook period if management does not meet enrollment projections such that financial performance were to deteriorate, cash were to decline, and lease-adjusted maximum annual debt service coverage were to weaken. In addition, if Somerset were to issue additional debt that materially impairs financial operations, we could also lower the rating or revise the outlook to negative." Based on the application of the group-rating methodology and since the obligated group is core to the organization, the stable outlook reflects S&P Global Ratings' expectation that Somerset will likely maintain its excellent enrollment growth and solid demand, achieve positive operations, and continue to grow unrestricted reserves. S&P Global Ratings also expect Somerset Academy will likely prudently manage its growth so liquidity and lease-adjusted maximum annual debt service coverage remain at levels the rating service considers consistent with the rating category. The department is issuing the series 2018A and 2018B bonds on parity with the series 2015 bonds. Gross revenue of the North Las Vegas I, Sky Pointe, Stephanie, and Losee campuses secures the bonds. State payments made on behalf of the obligated schools are subject to a monthly intercept for the repayment of debt service. SPEED VEGAS: Committee Taps Fox Rothschild as Legal Counsel ----------------------------------------------------------- The official committee of unsecured creditors of Speed Vegas, LLC seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Fox Rothschild LLP as its legal counsel. The firm will advise the committee regarding its duties under the Bankruptcy Code; investigate the Debtor's business operation and other matters relevant to its Chapter 11 case and the formulation of a bankruptcy plan; and provide other legal services related to the Debtor's Chapter 11 case. The firm's hourly rates are: Partners $265 - $875 Associates $220 - $575 Paraprofessionals $130 - $400 The attorneys and paralegal who are likely to work on the case and their hourly rates are: Michael Sweet Partner $625 L. John Bird Associate $430 Ian Densmore Paralegal $275 Michael Sweet, Esq., a partner at Fox Rothschild, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. Fox Rothschild can be reached through: Michael A. Sweet, Esq. Fox Rothschild LLP 345 California Street, Suite 2200 San Francisco, CA 94104-2670 Tel: 415.364.5548 / 415.364.5540 Fax: 415.391.4436 Email: msweet@foxrothschild.com About Speed Vegas Speed Vegas, LLC -- https://speedvegas.com/ -- owns a car racing track in the Las Vegas Valley, Nevada. Speed Vegas allows guests to drive sports cars around a custom race track: a 1.5 mile track, with a half mile straight. Racers can choose from a multi-million dollar collection of exotic supercars: Ferrari, Lamborghini, Porsche, Mercedes and more. Alleged creditors Phil Fiore, Velocita, LLC, EME Driving, LLC, Thomas Garcia, Sloan-Speed, LLC, and T-VV, LLC, filed an involuntary Chapter 11 petition (Bankr. D. Del. Case No. 17-11752) against Speed Vegas on Aug. 12, 2017. The petitioning creditors are represented by Steven K. Kortanek, Esq., at Drinker, Biddle, & Reath LLP. On Dec. 15, 2017, the Delaware Court converted the involuntary bankruptcy petition to a voluntary action. The Hon. Kevin J. Carey presides over the case. Bielli & Klauder, LLC, is the Debtor's bankruptcy counsel. SPIRIT AIRLINES: Fitch Affirms BB+ IDR & Alters Outlook to Negative ------------------------------------------------------------------- Fitch Ratings has affirmed Spirit Airlines Inc.'s Issuer Default Rating at 'BB+' and revised its Rating Outlook to Negative from Stable. Fitch has also affirmed its existing ratings on Spirit's 2015-1 and 2017-1 series of EETCs. The Outlook revision was driven by a stiff competitive environment, upcoming increases in salaries and wages due to Spirit's recently ratified pilot contract, and higher-than-expected fuel costs, all of which will pressure operating margins and cause leverage to remain elevated at least through 2018 and 2019. Fitch's prior forecast anticipated that Spirit's credit metrics would weaken, but the softness in the unit revenue environment and the run-up in fuel were greater than expected. Therefore some of Spirit's credit metrics could remain outside a level commensurate with the 'BB+' rating for longer than previously anticipated. Fitch expects Spirit's credit metrics to gradually improve over the next several years. Should that improvement fail to materialize, Fitch may take a negative rating action. The 'BB+' rating is supported by Spirit's solid profitability, healthy liquidity, and low cost structure. Spirit's cost advantage over its peers remains a significant ratings factor as it provides the company a meaningful cushion to operate through potential future economic downturns. The ratings are also supported by an improving unit revenue environment among U.S. air carriers. KEY RATING DRIVERS Weaker Operating Margins: Spirit remains solidly profitable compared to airline peers, but margin performance deteriorated in 2017, and Fitch does not anticipate any material improvement in the near term. In 2017 Spirit's EBIT margin was 15.6%, which was 5.5 percentage points lower than 2016 due to the headwinds mentioned above, along with several one-time items such as disruptions from hurricanes and pilot work actions. Spirit's margin premium to the industry has declined over the past two years as it faced unit revenue pressures of a greater magnitude than its peers. Spirit remains solidly profitable, but Fitch now anticipates that it may generate margins that are only in-line with or slightly above the industry average over the next several years compared to the meaningful outperformance that it generated in the 2011-2017 time period. Margin pressures will be due, in part, to Spirit's pilot contract. Spirit's pilots recently ratified a contract that includes an average pay hike of 43%. Fitch expects that some of the additional cost will be offset by pilot work rules that are more favourable to the company. Nevertheless, the new pilot deal will present a material headwind. Mixed Credit Metrics: Spirit's adjusted leverage has increased over the past year as it has taken on debt to finance aircraft and as margins have declined. On an adjusted basis (including operating leases) Fitch calculates Spirit's total adjusted debt/EBITDAR at 4.7x as of 12/31/2017, which is up from 3.7x a year ago. Spirit's leverage position compared to peers has suffered as leverage metrics for much of the rest of the industry have improved or flattened out as fuel prices remain moderate and as some airlines have paid down debt or purchased aircraft with cash. Leverage was also temporarily impacted by one-time events in 2017 including pilot work actions and severe weather events. Absent these events, Fitch estimates that leverage would have been closer to 4.3x. Fitch's concerns regarding Spirit's leverage are partially offset by the company's low cost structure and large cash balance. Although Fitch generally focuses on gross leverage metrics for airline companies due to the possibility for cash balances to decline quickly in stress scenarios, the size of Spirit's cash balance mitigates some concerns around leverage. As of year-end Spirit's cash balance totaled 34% of LTM revenue, a level that is well above most peers. Two-thirds of Spirit's adjusted debt is comprised of capitalized operating rent expenses. Debt/EBITDA (not including rent expense) remains modest at 2.7x. Fitch expects that total adjusted leverage will remain close to 4.5x over the next year or two depending on competition, profitability and financing preferences, but will slowly trend lower. Spirit's coverage metrics are weak compared to some peers because of the company's heavy use of operating leases. FFO/Fixed charge coverage as of year-end was 2.2x, which is down from 2.5x a year ago and remains weak compared to its peer group. Fitch expects coverage metrics to improve over the next several years due to the benefits of owning aircraft versus having operating leases. Unit Revenues to Improve: Fitch expects unit revenues to flatten out or improve modestly through 2018 based on higher fuel costs and a generally more positive revenue environment. However, Fitch expects that a highly competitive operating environment and material levels of capacity growth from other carriers will likely keep a lid on material unit revenue growth in the near term. Spirit's total RASM is likely to remain well below the levels that the company generated prior to 2015 when unit revenues started to decline sharply. Negative FCF: Fitch expects Spirit's free cash to remain negative for the intermediate term as high capital spending is sustained by heavy aircraft deliveries in the coming years. Spirit generated negative FCF of -$353 million in 2017, and Fitch anticipates that the company's deficit will be in the same range or slightly greater in 2018 reflecting higher fuel and labor costs in addition to material spending on aircraft deliveries. EETC Ratings: The 'AA' and 'A' ratings on the 2017-1 class AA and class A certificates along with the 'A' rating on the 2015-1 class A certificates are primarily based on a significant amount of overcollateralization and a high quality pool of underlying assets. Since Fitch's previous reviews of these transactions, asset values, and the levels of overcollateralization have remained relatively stable. The 2017-1 transaction is secured by five A321-200s and seven A320-200s that are scheduled to be delivered between late 2017 and late 2018. The 2015-1 transaction is secured by 12 A321-200s and three A320-200s delivered in 2015 and 2016. Fitch considers both the A320 and A321 to be high-quality tier 1 assets. The class B certificate ratings of 'BBB+' for both the 2017-1 and 2015-1 class B certificates are derived by notching up from Spirit's corporate rating of 'BB+'. The three notch ratings uplift on the B certificates reflects Fitch's view that the affirmation factor for this pool of aircraft is high (plus two notches), and due to the presence of an 18-month liquidity facility (plus one notch). DERIVATION SUMMARY Spirit's 'BB+' rating is supported by its low cost structure and solid operating margins compared to peers. Operating margins compare favorably to North American Airlines that Fitch rates in the 'BBB' category such as Delta Air Lines and Southwest Airlines. These factors act as an effective buffer against economic downturns as they allow its ability to operate profitably while offering low fares. Spirit also maintains a sizeable liquidity balance compared to its peer set. As of year-end 2017, Spirit had a cash balance equal to 34% of LTM revenue, which is notably higher than peers rated in the 'BB' or 'BBB' category. Spirit's liquidity advantage is offset by its comparatively small base of unencumbered assets. Spirit's ratings are constrained by its relatively high gross adjusted leverage compared to peers. Fitch calculates Spirit's adjusted leverage at 4.7x as of year-end, which is higher than other 'BB' rated peers such as United (BB, 3.8x) and JetBlue (BB, 2.3x). Unlike the major network carriers (Delta, United, and American) Spirit has no pension obligations, which partially offsets its higher gross leverage ratio. (Fitch does not include pension deficits in total debt.) Free cash flow is also weak compared to peers rated in the 'BB' category, but this is largely attributable to Spirit's high rate of growth. KEY ASSUMPTIONS Fitch's key assumptions within Fitch rating case for the issuer include: -- Capacity growth in the low 20% range in 2018 followed by mid- teens growth thereafter; -- Continued moderate economic growth in the U.S. over the near- term, translating into stable demand for air travel; -- Jet Fuel prices of around $2.15/gallon throughout the forecast period; -- Neutral to slightly positive RASM increase in 2018 followed by low growth thereafter. RATING SENSITIVITIES Future Developments That May, Individually or Collectively, Lead to Positive Rating Action -- Total adjusted debt/EBITDAR falling below 3x on a sustained basis; -- Free cash flow trending towards positive; -- FFO fixed charge coverage ratio sustained at or above 3x. Future Developments That May, Individually or Collectively, Lead to Negative Rating Action -- Total adjusted debt/EBITDAR sustained at or above 4x; -- Liquidity as a percentage of LTM revenue falling below 20% on a sustained basis; -- Material weakness in revenue or a sharp uptick in costs resulting in EBIT margins sustained below 12%; -- Difficulties managing planned capacity growth which cause Fitch to make material negative revisions to its financial projections. LIQUIDITY As of Dec. 31, 2017 Spirit had cash and equivalents of $902 million, equal to 34% of LTM revenue. Spirit's financial flexibility is supported by the absence of significant near-term debt maturities and lack of pension obligations. The company's upcoming debt maturities are manageable at less than $130 million per year. Spirit has also unencumbered some assets including eight A319s and four spare engines. In 2016 Spirit used cash to acquire seven A319s, which were formerly under lease agreements, with a total fair value of $95.7 million. Spirit's cash equivalents consist of highly liquid money market funds and $101 million in short-term investments. The company also maintains two lines of credit totaling $85.1 million. The credit lines consist of a $33.6 million line related to corporate credit cards that the company uses for interrupted trip expenses and crew hotels, among other things, and a $51.5 million line available for both physical fuel delivery and jet fuel derivatives. As of Dec. 31, 2017, the company had drawn $1.7 million on the former and $24.2 million on the latter. The company also maintains $35 million in unsecured standby letter of credit facilities. As of Dec. 31, 2017, the company had $17.5 million in outstanding letters of credit under this facility. FULL LIST OF RATING ACTIONS Fitch has affirmed the following ratings: Spirit Airlines, Inc. -- Long-Term IDR at 'BB+'. The Outlook is revised to Negative from Stable. Spirit Airlines Pass Through Trust Certificates, Series 2017-1 -- Class AA certificates at 'AA'; -- Class A certificates at 'A'; -- Class B certificates at 'BBB+'. Spirit Airlines Pass Through Trust Certificates, Series 2015-1 -- Class A certificates at 'A'; -- Class B certificates at 'BBB+'. SUNIVA INC: Hires Ross Lane & Company, LLC as 401(k) Auditor ------------------------------------------------------------ Suniva, Inc., seeks authority from the United States Bankruptcy Court for the District of Delaware to hire Ross Lane & Company, LLC as 401(k) auditor. Service Ross Lane will perform: a. audit the Suniva 401(k) Plan for the year ended December 31, 2016 in connection with Suniva's annual reporting obligations under the Employee Retirement Income Security Act of 1974; b. audit supplemental information accompanying the financial statements, including: -- Assets (Held at End of Year) and Assets (Acquired and Disposed of Within the Year); -- Loans or Fixed Income Obligations in Default or Classified as Uncollectible; -- Leases in Default or Classified as Uncollectable; -- Reportable Transactions; -- Nonexempt Transactions; and -- Delinquent Participant Contributions; c. issue a written report upon completion of the audit of the 401(k) Plan’s financial statements. Charity E. Monk, partner with Ross Lane & Company, LLC, attests that Ross Lane is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code, as required by section 327(a) of the Bankruptcy Code, and does not hold or represent any interest materially adverse to the Debtor’s estate. Rose Lane's standard hourly rates are: Partner $300 Manager $175 to $225 Staff/Senior Accountants $115 to $175 The auditor can be reached through: Charity E. Monk, CPA Ross Lane & Company, LLC 7000 Peachtree Dunwoody Rd Building One Atlanta, GA 30328 Phone: (770) 804-8044 Fax: 404-921-9149 E-mail: cem@ross-lane.com About Suniva, Inc. Founded in 2007 by Dr. Ajeet Rohatgi, Suniva, Inc. -- http://www.suniva.com/-- is a manufacturer of PV solar cells with manufacturing facilities at its metro-Atlanta, Georgia headquarters as well as in Saginaw, Michigan. Impacted by Chinese manufacturers who are able to flood the U.S. market for solar cells and modules with cheap imports, Suniva, Inc., filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 17-10837) on April 7, 2017. Suniva estimated $10 million to $50 million in assets and $100 million to $500 million in debt. The Hon. Kevin Gross is the case judge. Kilpatrick, Townsend & Stockton LLP is serving as general counsel to the Debtor. Potter Anderson & Corroon LLP is serving as Delaware counsel, with the engagement led by Stephen R. McNeill, Jeremy William Ryan. Garden City Group, LLC, is the claims and noticing agent. Andrew R. Vara, Acting U.S. Trustee for Region 3, on April 27, 2017, appointed five creditors of Suniva, Inc., to serve on the official committee of unsecured creditors. The Committee tapped Seward & Kissel LLP as counsel, Morris, Nichols, Arsht & Tunnell LLP as co-counsel, and Emerald Capital Advisors as financial advisors. SUNSHINE SEATTLE: Chef Lu Buying Seattle Restaurant for $177K ------------------------------------------------------------- Sunshine Seattle Enterprises, LLC, asks the U.S. Bankruptcy Court for the Western District of Washington to authorize the sale of its restaurant, Henry's Taiwan Restaurant, located at 4106 Brooklyn Avenue, Suite 102B, in the University District of Seattle, Washington to Chef Ku, LLC for the sum equal to the amount necessary to pay all creditors in full with interest at the federal rate in the approximate amount of $176,899 (which includes the interest paid over time). A hearing on the Motion is set for March 23, 2018 at 9:30 a.m. The objection deadline is March 16, 2018. The final hearing is set for March 30, 2018 at 9:30 a.m. The reply deadline is March 23, 2018. In 2013, the Debtor was formed, and it opened and operated the present location of Henry's Taiwan Kitchen in the University District. Another location was opened around the same time at Arizona State University in Tempe. That location was operated by a different entity and has since closed. Unfortunately, a few years into operation of the University District restaurant, a dispute arose between the two individual owners of the Debtor. The Debtor is owned by Henry's Taiwan Restaurant Group, LLC. That company is in turn owned 50% by 15W Kitchen, LLC, and 50% by JZX118, LLC. 15W Kitchen is owned 100% by Henry Ku. JZX118 is owned 100% by Xuanxuan Cao, although it is her son, Zaozao "Jonathan" Zhang, who was actually participating in the operation of the restaurant (through a power of attorney that he holds for his mother as the other nominal owner). The dispute in management between Mr. Zhang and Mr. Ku appears to have intensified toward the end of 2016 and into 2017. A review of the 2016 partnership tax return of Henry's Taiwan Restaurant Group, LLC, indicates a healthy business which generated that year $136,250 in net income after expenses. However, excessive draws by the individual owners of $212,311 crippled the business and depleted the cash reserves that had previously existed, reducing them from a starting balance of $56,919 at the beginning of 2016, to a mere $7,376 by the end of 2016. These withdrawals by the owners resulted in the company falling behind on bills, necessitating the filing of the involuntary Chapter 11 petition. The Debtor believes these excessive draws violated R.C.W. 25.15.231(2), which if true, would make the equity holders personally liable to creditors of the debtor under R.C.W. 25.15.236. The LLC presumably holds claims against both Henry Ku and Jonathan Zhang to the extent that they received distributions ahead of unpaid creditors. The current lease would have expired on Feb. 28, 2018, but the current manager, Henry Ku, obtained a one-month extension of that lease. Jonathan Zhang previously indicated in July, 2017 that he was unwilling to personally guarantee a renewal of the lease. Both owners of the business had to personally guarantee the current lease. Without both guarantees, the Debtor will not be able to renew the current lease. Henry Ku, however, has indicated a desire and willingness to operate the restaurant, but only if it's done through a new entity without any ownership involvement with his former co-owner Jonathan Zhang. The landlord has indicated he is willing to lease the current premises to Henry Ku under 10-year lease term, based on his personal guarantee of a new lease. Henry Ku's company Chef Ku, proposes to purchase the Debtor's business for the sum equal to the amount necessary to pay all creditors in full with interest at the federal rate, which Debtor estimates totals approximately $176,899 (which includes the interest paid over time). The proposed purchase price would not generate any funds for the equity holders. The breakdown for this estimated purchase price is set forth as follows: (i) Henry Ku, secured claim (UCC filing) - $31,000; (ii) IRS payroll taxes for 2017 - $11,767; (iii) WA State Department of Revenue sales taxes for 2017 - $8,055; (iv) Wells and Jarvis, P.S. estimated attorney fees - $25,000; (v) US Trustee statutory quarterly fees - $4,875; (vi) Unpaid post-petition operating expenses - $53,202; and (vii) General unsecured claims - $43,000. The total purchase price referenced would be paid by the Buyer from proceeds of the continuing restaurant operations, in the form of monthly payments to creditors of the Debtor over a five-year period. Those payments would be distributed among the various classes of claims in a manner consistent with the Bankruptcy Code’s priority structure. The monthly plan payments are a down payment of $10,000 and monthly payments of $2,707 over 5 years for a total payment of $172,395. The Debtor will file a small business plan and a disclosure statement which spell out these proposed payments in more detail. However, should the proposed plan payments be insufficient to fully fund the Debtor's confirmed plan, monthly payments of $2,707 will continue until all obligations under the Debtor's confirmed plan are satisfied. The Motion will be set for hearing on March 23, 2018, so that the sale might be approved prior to the end of the Debtor's lease on March 30, 2018. If the sale is approved, the closing will occur before the end of the Debtor's lease on March 30, 2018. The Debtor's Plan and Disclosure Statement will be noted for plan approval on April 13, 2018, or such earlier date as might be specifically set. The assets that are proposed to be transferred to the buyer as part of the sale: (i) monies in the Debtor's bank account as of closing $43,000 (based on the original Schedule B); (ii) rent deposit with landlord - $5,891; (iii) accounts receivable - $2,500; (iv) food inventory - $1,000; (v) kitchen equipment - $4,000; (vi) cash register - $1,000; and (vii) business' good will, phone number, website, existing advertising (the balance of the purchase price). The recipes of Henry Ku do not belong to the Debtor and would therefore not be part of any sale of the business. A copy of the APA attached to the Motion is available for free at: http://bankrupt.com/misc/Sunshine_Seattle_72_Sales.pdf About Sunshine Seattle Enterprises Sunshine Seattle Enterprises, LLC, operates a Taiwanese restaurant in Seattle's University District called Henry's Taiwan Kitchen. It leases the space in which it operates. Henry Kuo-Chiang Ku, 100% owner and managing member of 15W Kitchen, LLC, manages the restaurant. An involuntary Chapter 11 petition (Bankr. W.D. Wash. Case No. 17-14983) was filed against Sunshine Seattle Enterprises on Nov. 14, 2017, by its creditor Henry Kuo-Chiang Ku. Larry B. Feinstein, Esq., at Vortman & Feinstein, is the creditor's bankruptcy counsel. The Hon. Timothy W. Dore, the case judge, on Dec. 13, 2017, entered for relief against Sunshine Seattle under Chapter 11 of the U.S. Bankruptcy Code. The order for relief was entered after no responses to the involuntary petition were filed. Jeffrey B. Wells, Esq. and Emily Jarvis, Esq., at Wells and Jarvis, P.S., serve as the Debtor's bankruptcy counsel. TEREX CORP: S&P Alters Outlook to Stable & Affirms 'BB' CCR ----------------------------------------------------------- Westport, Conn.-based lifting and material handling equipment manufacturer Terex Corp.'s operating results have improved as the decline in its sales slowed and its margins expanded in 2017. S&P Global Ratings revised its outlook on Terex Corp. to stable from negative and affirmed its 'BB' corporate credit rating on the company. S&P said, "At the same time, we affirmed our 'BBB-' issue-level rating on the company's senior secured credit facilities and our 'BB' issue-level rating on its unsecured notes. The '1' recovery rating on the senior secured credit facilities remains unchanged, indicating our expectation for very high (90%-100%; rounded estimate: 100%) recovery in the event of a default. The '4' recovery rating on the unsecured notes also remains unchanged, indicating our expectation for average recovery (30%-40%; rounded estimate: 40%) in the event of a payment default. "The outlook revision reflects our belief that improving conditions in the company's end markets combined with benefits from management's rationalization initiatives will support revenue growth in the mid-to-high single digit percent area and modest margin expansion. Specifically, we expect that these factors will cause the company's S&P Global adjusted debt-to-EBITDA metric to decline to the 3.0x-3.5x range by the end of 2018. "The stable outlook on Terex reflects our expectation that improving demand across the company's three business segments, strong backlog growth, and modest margin improvement will enable it to maintain a debt-to-EBTIDA leverage metric of less than 4x over the next 12 months. The stable outlook also incorporates our belief that the company will partially mitigate increases in its raw material costs by passing on modest surcharges to its customers. "We could lower our ratings on Terex if its leverage increases above 4.0x debt-to-EBITDA and we expect it to remain at this level. This would most likely be caused by a much higher-than-expected increase in the company's raw material costs due to the recently imposed U.S. tariffs on steel, particularly if Terex is unable to pass along a meaningful amount of those increase to its customers. "While we view an upgrade as unlikely over the next year given Terex's still compressed profit margins and our expectation for increased raw material costs, we could raise our ratings on the company if it reduces its leverage below 3x." TGP HOLDINGS: S&P Rates New $391.4MM First-Lien Debt 'B-' --------------------------------------------------------- S&P Global Ratings assigned its 'B-' issue-level rating and '3' recovery rating to the proposed $391.4 million first-lien debt of Salt Lake City-based TGP Holdings III LLC (TGP; B-/Positive/--), parent of Traeger Pellet Grills. The facility consists of a $50 million revolving credit facility (RCF) maturing in 2022, $301.4 million first-lien term loan maturing in 2024, and $40 million delayed-draw term loan that will be fungible with the first-lien term loan. The recovery rating of '3' reflects S&P's expectation of meaningful recovery (50%-70%; rounded estimate: 60%) in the event of a payment default. The 'CCC' issue rating and '6' recovery rating on the company's $115 million second-lien term loan maturing in 2025 are unchanged. The '6' recovery rating indicates S&P's expectation of negligible recovery (0-10%; rounded estimate: 0%) in the event of a payment default. Pro forma the transaction, S&P estimates TGP will have roughly $461 million of reported debt outstanding. The proceeds from the refinanced facility will be used to pay down the current first-lien facility and fund an earn-out associated with the LBO. S&P's 'B-' rating on TGP reflects its view of the company's narrow product scope, geographic and regional concentrations, participation in the smaller wood pellet grill category, and the highly discretionary nature of its products. RATINGS LIST TGP Holdings III LLC Corporate Credit Rating B-/Positive/-- New Rating TGP Holdings III LLC Senior Secured $50 mil revolver due 2022 B- Recovery Rating 3(60%) $341.363 mil 1st-lien term loan due 2024 B- Recovery Rating 3(60%) THIRUSELVAM SAKTHIVEIL: Ariz. Ct. Affirms Order Appointing Receiver ------------------------------------------------------------------- In the appeals case captioned CAPITAL FUND II LLC, Plaintiff/Appellee, v. THIRUSELVAM SAKTHIVEIL, Defendant/Appellant, AVANT GARDE RESIDENTIAL MANAGEMENT SERVICES LLC, Receiver/Appellee, No. 1 CA-CV 17-0228 (Ariz. App.), Sakthiveil appeals the superior court's appointment of a receiver and the denial of his motions to dissolve the receivership and to set aside trustee's sales of real property securing debts on which he had defaulted. The Arizona Court of Appeals affirms the orders. Sakthiveil argues the superior court erred in appointing the receiver and by denying his subsequent motion to dissolve the receivership. Under section 12-1241, the superior court may appoint a receiver when it determines "that the property or the rights of the parties need protection." Here, Sakthiveil stipulated through counsel to an order in which the court found "that no other adequate remedy exists for the protection and preservation of [Capital Fund's] rights with respect to the property." The record supports this finding. Sakthiveil does not dispute that he had defaulted on the loans, and, according to a declaration by a Capital Fund officer, several of the properties were in disrepair, with exposed electrical wiring and broken windows. Because such conditions adversely affected the value of the properties, the court did not abuse its discretion in appointing a receiver to manage the properties until the trustee's sales. Sakthiveil also contends the superior court erred by denying his motion to dissolve the receivership because the receiver failed to collect rents, evict tenants in arrears or properly manage the properties. He presented the superior court no evidence to support that contention, however, and his assertions are not borne out by the record. The "February 2016 Cash Collateral Report" that Sakthiveil filed with the bankruptcy court shows the properties made a net income of $931 that month under Sakthiveil's management. The receiver showed a net income of $3,679 in May 2016 -- the first month of the receivership -- $5,030 in June 2016, and $3,408 in July -- the month of the trustee's sales. Moreover, Sakthiveil offered no evidence that the receiver acted outside the scope of the appointment order, which allowed it, inter alia, to enter the premises, collect rents, negotiate leases and market the properties. Nor did Sakthiveil offer evidence to support his assertion that any of the properties deteriorated due to action or inaction by the receiver. Finally, although Sakthiveil suggests the superior court should have dissolved the receivership on the basis that the receiver did not send him monthly accounting, it is not clear that any monthly accounting would have been due during the short period between the date the court appointed the receiver and the date Sakthiveil moved to dissolve the receivership. A full-text copy of the Court's Memorandum Decision dated Feb. 22, 2018 is available at https://is.gd/TDaSud from Leagle.com. Gammage & Burnham, PLC, Phoenix, By Kevin J. Blakley -- kblakley@gblaw.com -- Gregory J. Gnepper -- ggnepper@gblaw.com -- Counsel for Plaintiff/Appellee. Thiruselvam Sakthiveil, Phoenix, Defendant/Appellant. Law Offices of David L. Knapper, Phoenix, By David L. Knapper, Counsel for Receiver/Appellee. Thiruselvam Sakthiveil filed for chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 15-12978) on Oct. 9, 2015. TITAN ENERGY: Lenders Extend Default Waiver Until March 16 ---------------------------------------------------------- Titan Energy, LLC, its subsidiary, Titan Energy Operating, LLC, as borrower, and certain subsidiary guarantors entered into the Second Amendment to the Limited Waiver Agreement with respect to the Company's Third Amended and Restated Credit Agreement, as amended, with Wells Fargo Bank, National Association, as administrative agent, and the lenders. The Amendment has an effective date of March 1, 2018. Pursuant to the Amendment, the lenders agreed to extend the length of the waiver from Feb. 15, 2018 to March 16, 2018. The Borrower, the Parent, the Administrative Agent and certain Lenders have entered into that certain Limited Waiver Agreement dated as of Dec. 8, 2017, pursuant to which the Lenders have waived certain Defaults and Events of Default that exist under the Credit Agreement and the other Loan Documents. A full-text copy of the Second Amendment to Limited Waiver Agreement is available for free at https://is.gd/d9W1te In connection with, and as a condition to, the effectiveness of the Amendment, the lenders under the Company's second lien credit facility agreed to extend the standstill period under the intercreditor agreement (during which the lenders under the Second Lien Facility are prevented from pursuing remedies against the collateral securing the Company's obligations under the Second Lien Facility) until April 6, 2018. About Titan Energy Pittsburgh, Pennsylvania-based Titan Energy, LLC is an independent developer and producer of natural gas, crude oil and NGLs, with operations in basins across the United States with a focus on the horizontal development of resource potential from the Eagle Ford Shale in South Texas. The Company is a sponsor and manager of Drilling Partnerships in which the Company co-invest, to finance a portion of its natural gas, crude oil and natural gas liquids production activities. Titan Energy is the Successor to the business and operations of ARP, a Delaware limited partnership organized in 2012. For the period from Sept. 1 through Dec. 31, 2016, Titan Energy reported a net loss of $33.31 million. For the period from Jan. 1, 2016, through Aug. 31, 2016, the Company reported a net loss of $177.4 million. Grant Thornton LLP, in Cleveland, Ohio, issued a "going concern" qualification in its report on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company does not have sufficient liquidity to repay all of its current debt obligations. The Company's business plan for 2017 contemplates asset sales, obtaining additional working capital, and the refinancing or restructuring of its credit agreements to long-term arrangements, or other modifications to its capital structure. The Company's ability to achieve the foregoing elements of its business plan, which may be necessary to permit the realization of assets and satisfaction of liabilities in the ordinary course of business, is uncertain and raises substantial doubt about its ability to continue as a going concern. As of Sept. 30, 2017, Titan Energy had $605.4 million in total assets, $605.5 million in total liabilities and a $61,000 total members' deficit. TOW YARD: Proposes an Auction of Equipment by Key Auctioneers ------------------------------------------------------------- Tow Yard Brewing, LLC, asks the U.S. Bankruptcy Court for the Southern District of Indiana to authorize the sale auction of all of its brewing and restaurant equipment assets located at 501 S Madison Ave., Indianapolis, Indiana, free and clear of any interests, liens, claims and encumbrances. The Debtor owns and operates a brewery and restaurant in downtown Indianapolis. It filed the case in order to forestall eviction from the premises in which it operates by its landlord. The Debtor has determined after substantial negotiations with its landlord that there is no viable way to continue to occupy the premises and otherwise cannot continue to operate without such premises. BMO Harris Bank is the secured creditor having a blanket lien behind purchase money financiers on the Equipment to secure a claim of approximately $240,000. As of the Petition Date, there was one purchase money secured creditor having a claim of approximately $2,500, meaning almost all of the proceeds from the sale proposed herein will go to satisfy the BMO claim. The Debtor does not have the capital to make its operation a profitable enterprise that will generate money for the bankruptcy estate. As a result, it believes that an orderly liquidation of the Equipment will benefit both the Debtor and the bankruptcy estate. The Debtor filed its Application to Employ Auctioneer contemporaneously with the filing of the Motion wherein it requested authority to employ Key Auctioneers, 5520 S Harding St, Indianapolis, Indiana to sell the Equipment by open outcry auction to be held on April 9, 2018. The auction will be conducted pursuant to the proposed bid procedures. The Bidding Procedures are: a. Conduct of Auction; Sale of Property; Open Outcry Auction: The Equipment will be sold at public open outcry auction, free and clear of liens and encumbrances on April 9, 2018. Bidders may also bid online at www.keyauctioneers.com or through the Key Auctioneers mobile app, available for both iOS and Android mobile operating system. The property will be sold on an "as is, where is" basis with no representations or warranties of any kind other than a warranty of title. Payment must be received in full on the day of the auction. Acceptable payment methods will be cash, credit card (MVD & AMEX), check with an accompanying Bank Letter of Guarantee of Funds, ACH or wire transfer. They will charge the purchasers on-site a 15% Buyer's Premium and online purchasers an 18% Buyer's Premium. The Purchasers will be required to remove their purchases during Key's open removal times or by appointment. The Purchasers must have their purchases removed on or before April 14, 2018, otherwise their purchases will be considered abandoned. For additional information, contact Key Auctioneers at (317)353-1100 or info@keyauctioneers.com. b. Credit Bidding: The Debtor, BMO Harris Bank and Key agree that secured creditors having an Allowed Secured Claim entitled to priority over other secured creditors will be allowed to credit bid their claim. By separate motion the Debtor has filed his Motion for Bar Date seeking to establish a deadline for creditors to obtain an Allowed Secured Claim for purposes of credit bidding in the sale. c. Bidding Procedure: All bidders must pre-register with the auctioneer in order to bid. The successful high bidder will be required to pay the bid amount at the close of bidding. The Equipment will be marketed by Key in order to obtain the best possible price. As Key will be accepting bids from all interested parties, the market will set the price for the Equipment, and the purchaser will not receive a windfall. In the event that there are not sufficient net proceeds from the sale to pay sale expenses, the Debtor proposes to surcharge each secured creditor a pro rata portion of those expenses based on the value of each item of collateral sold. In any case, Key will be authorized to deduct its approved expenses and commission from the sale proceeds before distribution is made to secured creditors. Key will be in control of the proceeds of the sale and therefore requires a bond to protect the estate from loss. The Debtor asks that the Court sets the amount of the bond based on the most relevant estimation of the risk to the estate in this context. There is no personally identifiable information in or on the sale assets that requires disclosure under local rule B-6004-4 (5). The Debtor asks authority to establish bidding procedures proposed that will allow it to implement the authority granted under the Sale Motion. While these bid procedures contemplate a traditional open outcry auction, the Debtor and its landlord have agreed that the Debtor may continue its going concern business until March 15, 2018, at which time the Debtor has agreed to cease its business operations. Key will continue to market the Equipment as part of a going concern until the open outcry auction date of April 9, 2018. If no such buyer is procured by then, the open outcry auction will proceed as described. The Debtor proposes to serve notice of the Bid Procedures, the Sale Motion, and the hearing on the Sale Motion on all requisite parties in interest and, subject to the Court granting the Motion, will serve the Bid Procedures on all such parties and on all parties or entities that the Debtor identifies as possibly having an interest in submitting a bid to acquire the Equipment. The Debtor asks the Court to waive the 14-day waiting period under Bankruptcy Rule 6004(h). A copy of the Auction Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Tow_Yard_33_Sales.pdf About Tow Yard Brewing Tow Yard Brewing, LLC, owns and operates a brewery and restaurant in downtown Indianapolis. It commenced a Chapter 11 case in order to forestall eviction from the premises in which it operates by its landlord. It has determined after substantial negotiations with its landlord that there is no viable way to continue to occupy the premises and otherwise cannot continue to operate without such premises. BMO Harris Bank is the secured creditor having a blanket lien behind purchase money financiers on the Equipment to secure a claim of $240,000. Tow Yard Brewing sought Chapter 11 protection (Bankr. S.D. Ind. Case No. 18-00260) on Jan. 17, 2018. In the petition signed by Shawn Cannon, manager, the Debtor estimated assets of up to $50,000 and debt of $100,001 to $500,000. The Debtor tapped KC Cohen, Esq., at KC Cohen, Lawyer, PC, as counsel. TOWERSTREAM CORP: Lenders Waive Going Concern Covenant ------------------------------------------------------ Effective February 28, 2018, Towerstream Corporation and its subsidiaries Hetnets Tower Corporation, Omega Communications Corporation, Alpha Communications Corporation and Towerstream Houston, Inc. entered into an amended and restated Forbearance to Loan Agreement with Melody Business Finance LLC and the majority lenders under the loan agreement entered into on October 16, 2014 by and among the Company, certain of its subsidiaries, Melody and the lenders party thereto. Pursuant to the Amended and Restated Agreement, Melody and the majority lenders waived the Company's requirement under Section 6.1(a)(i) of the Loan Agreement to deliver to Melody an auditor's report without a "going concern" qualification in connection with the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2017. The Amended and Restated Agreement amends and restates the forbearance agreement by and between the Company and Melody originally effective January 26, 2018, and described in the Company's Current Report on Form 8-K filed on February 1, 2018. The terms of the Original Forbearance Agreement remain unchanged. About Towerstream Towerstream Corporation (OTCQB:TWERD) -- http://www.towerstream.com/-- is a fixed-wireless fiber alternative company delivering Internet access to businesses. The company offers broadband services in 12 urban markets including New York City, Boston, Los Angeles, Chicago, Philadelphia, the San Francisco Bay area, Miami, Seattle, Dallas-Fort Worth, Houston, Las Vegas-Reno, and the greater Providence area. Towerstream reported a net loss attributable to common stockholders of $22.15 million on $26.89 million of revenues for the year ended Dec. 31, 2016, compared to a net loss attributable to common stockholders of $40.48 million on $27.90 million of revenues for the year ended Dec. 31, 2015. As of Sept. 30, 2017, Towerstream had $26.65 million in total assets, $39.04 million in total liabilities and a total stockholders' deficit of $12.39 million. Marcum LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2016, citing that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. TOYS R US: Taps Frontline Real Estate as Real Estate Advisor ------------------------------------------------------------ Girafee Holdings, LLC, Giraffe Junior Holdings, LLC, and Toys "R" Us seek authority from the U.S. Bankruptcy Court for the Eastern District of Virginia to hire Frontline Real Estate Partners, LLC, as their real estate advisor. Services to be provided by Frontline are: a. discuss the Applicant's goals, objectives, and expectations with respect to the properties in their real estate portfolio; b. review all information provided by the Applicants, including, but not limited to building specs, lease documents, and rent schedules; c. analyze each property in the portfolio, including a study on their subject markets and trade areas to determine market lease rates and property values for each location; d. provide the Applicants with perspective on market value and market rents for each property along with restructuring strategies to achieve the best outcome. The level of detail of detail and reporting for each site will determined by the Applicants' needs; e. advise the Applicants throughout the lease resturcturing process; and f. provide the Applicants with such other real estate advisory services as may be required in connection with Conflict Matters. Hourly rates for Frontline are: Partner $500 Vice President $300 Associate $150 Mitchell P. Khan, CEO of Frontline Real Estate Partners, attests that Frontline is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code and does not hold or represent an interest adverse to the Debtor's estate. The firm can be reached through: Mitchell P. Khan Joshua Joseph Frontline Real Estate Partners, LLC 477 Elm Place Highland Park, IL 60035 Tel: (847) 780-8060 Email: mkhan@frontlineREpartners.com jjoseph@frontlineREpartners.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 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. VALEANT PHARMACEUTICALS: Fitch Rates $1.25BB Senior Notes B- ------------------------------------------------------------ Fitch Ratings has assigned a 'B-'/'RR4' rating to Valeant Pharmaceuticals International's $1.25 billion senior notes (due 2026) offering. The net proceeds of this offering, along with cash on hand, are expected to be used to fund the retirement of up to $1.25 billion aggregate principal amount of the outstanding 6.375% senior notes due 2020, 5.375% senior notes due 2020 and 6.750% senior notes due 2021. The ratings apply to approximately $25.75 billion of debt outstanding at Dec. 31, 2017. The Rating Outlook is Stable. KEY RATING DRIVERS Lingering High Leverage: Valeant's balance sheet is highly leveraged due to past acquisitions funded in part with significant debt and suboptimal operations management under the leadership of prior management. The company has made decent progress in reducing the absolute level of debt outstanding, having paid down more than $6.5 billion in debt since March 31, 2016 with a combination of internally generated cash flow and proceeds from asset divestitures. However, leverage remains high, with gross debt to EBITDA of 7.4x as of Dec. 31, 2017. To date, deleveraging has depended upon debt paydown as EBITDA has contracted by $1.69 billion since 2015, due to a combination of divestitures executed at relatively favorable multiples, loss of exclusivity on certain products and price and volume headwinds in certain businesses. Product Portfolio Supports Return to Growth in 2019: Valeant operates with a reasonably diverse business model relative to its products, customers and geographies served. Many of the company's businesses are comprised of defensible product portfolios, which Fitch believes are capable of generating durable margins and cash flows. Expected long-term growth for Valeant's eye health (Bausch + Lomb) and gastrointestinal (GI/Salix) businesses support the company's operating prospects, and Fitch believes the dermatology business should return to growth in 2019-2020 upon the launch of new products. This supports an expectation for a return to positive growth in EBITDA in 2019, which is important to the company's longer term efforts to repair the balance sheet. Challenges Remain in Stabilizing Operations: Valeant has made significant progress in shoring up its operating profile during the past six quarters. The company has stabilized its Salix and Bausch + Lomb businesses, investing in additional sales force for Salix and reducing overall firm operating costs through improved efficiencies and divestitures. However, the company continues to face operating challenges on various fronts, including price and volume headwinds in the dermatology business, the loss of patent protection on some of its branded drugs, and litigation. Nevertheless, Fitch views the company's internal and more narrowed focus under the new management team as a constructive underpinning to further improving operations. Reliance on New Products: The stabilization of Valeant's operating profile has involved an increased focus on developing an internal research and development pipeline, which Fitch believes is supportive of the company's credit profile over the long term. However, it is early days, and the company still faces some challenges. Specifically, Valeant needs to ramp up the utilization of recently-approved products. These include Siliq (for the treatment of moderate-to-severe plaque psoriasis, although with safety restrictions) and Vyzulta (glaucoma). The successful approval and commercialization of Duobrii or IDP-118 (dermatology) and Jemdel or IDP-122 (dermatology) should help to strengthen the company's dermatology business. Advancing late-stage pipeline products that are focused on eye health and GI is also important for Valeant's longer-term growth prospects. Near-Term Liquidity Exists: Valeant consistently generates positive FCF and has satisfied most debt maturities until 2020. The company's ability to tap the credit markets for an unsecured notes issue in late 2017 was an important step forward for the prospects of refinancing shorter dated maturities. DERIVATION SUMMARY Valeant, rated 'B-'/Stable, is significantly larger and more diversified than peers Mallinckrodt plc (bb-*/Stable) and Endo International plc Endo (bb-*/Negative). While all three manufacture and market specialty pharmaceuticals and have maturing pharmaceutical products, Valeant's Bausch + Lomb (B+L) business meaningfully decreases business concentration risk relative to Mallinckrodt and Endo. B&L offers operational diversification in terms of geographies and payers. Many of its products are purchased directly by customers without the requirement of a prescription. However, Valeant's lower rating reflects gross debt leverage that is much higher than peers. The company accumulated a significant amount of debt through numerous acquisitions. Valeant's prior management also had some operational issues, including suboptimal resource allocation to select businesses. New management has been focusing on reducing leverage by applying operating cash flow and divestiture proceeds to debt reduction. KEY ASSUMPTIONS Fitch's Key Assumptions Within Fitch Rating Case for the Issuer -- Forecasted revenue declining in 2018 and returning to growth thereafter. Fitch expects the loss of exclusivity (LOE) on products in the Bausch + Lomb and, Dermatology, GI and Neuro & Other businesses will be a roughly $470 million headwind to revenues in 2018. The growth of Siliq and potentially Duobrii and Jembdel should help return the dermatology business to growth in 2019-2020. -- EBITDA of $3.1 billion to $3.2 billion in 2018 and gradually increasing thereafter, driven by revenue growth, improved sales mix and cost control. -- Normalized annual FCF of $1 billion to $1.2 billion. -- Continued debt reduction utilizing FCF. -- Leverage declining to near 7.0x by the end of 2019. -- Fitch projects continued compliance under the debt agreement financial maintenance covenants during the forecast period. RATING SENSITIVITIES Developments That May, Individually or Collectively, Lead to Positive Rating Action -- An expectation of gross debt leverage (total debt/EBITDA) durably below 7.0x. -- Valeant continues to make progress in stabilizing operations and refrains from pursuing large strategic transactions, and EBITDA growth turns positive in 2019. -- Forecasted FCF remains significantly positive. -- Debt maturities are successfully addressed well in advance through a combination of debt reduction and refinancing. Developments That May, Individually or Collectively, Lead to Negative Rating Action -- Material operational stress returns without a clear path to stabilize in the near term. -- FCF significantly and durably deteriorates. -- Refinancing risk increases and the prospect for meaningful leverage reduction weakens. -- Gross debt leverage (total debt/EBITDA) continues to trend higher from year-end 2018 levels. LIQUIDITY Valeant had adequate near-term liquidity at Dec. 31, 2017, including cash on hand of $800 million (including $77 million of restricted cash) and roughly $1.16 billion availability under revolving lines of credit of $1.5 billion at Dec. 31, 2017, with availability reduced by $250 million of revolver borrowings and $94 million in letters of credit. Valeant's $1.19 billion revolver matures in April 2020 and the $310 million revolver matures in April 2018. The company's refinancing activities have largely satisfied debt maturities until 2020. At Dec. 31, 2017, Valeant had roughly $209 million of debt payments in 2018, $2.69 billion of debt maturing in 2020, $3.18 billion maturing in 2021 and $19.68 billion maturing thereafter. Valeant paid down $200 million of debt due in 2018 in January of this year, and the current unsecured notes offering will address a portion of the 2020 and 2021 maturities. Fitch forecasts 2018 FCF of $1.0 billion to $1.2 billion, and the rating incorporates an expectation that the company will continue to prioritize use of cash for debt reduction ahead of acquisitions or share repurchases. Valeant has consistently generated significantly positive FCF during 2015-2017, despite facing serious operating challenges. Fitch expects the company to maintain adequate headroom under the debt agreement financial maintenance covenants during the 2018-2021 forecast period. FULL LIST OF RATING ACTIONS Fitch currently rates Valeant: Valeant Pharmaceuticals International Inc. -- Long-term Issuer Default Rating (IDR) 'B-'; -- Senior secured bank facility 'BB-'/'RR1' (100%); -- Senior secured notes 'BB-'/'RR1' (100%); -- Senior unsecured notes 'B-'/'RR4' (38%). The Rating Outlook is Stable. Valeant Pharmaceuticals International -- Long-term IDR 'B-'; -- Senior Unsecured Notes 'B-'/'RR4' (38%). The Rating Outlook is Stable. VALEANT PHARMACEUTICALS: Moody's Rates New $1.25BB Unsec Notes Caa1 ------------------------------------------------------------------- Moody's Investors Service assigned a Caa1 rating to the proposed $1.25 billion senior unsecured notes of Valeant Pharmaceuticals International, an indirect subsidiary of Valeant Pharmaceuticals International, Inc. (collectively "Valeant"). There are no changes to Valeant's existing ratings including the B3 Corporate Family Rating, B3-PD Probability of Default Rating, Ba3 (LGD 2) senior secured rating, Caa1 (LGD 4) senior unsecured rating and the SGL-2 Speculative Grade Liquidity Rating. The rating outlook is stable. The Caa1 rating on the notes reflects the guarantee from Valeant Pharmaceuticals International, Inc. Proceeds of the new 8-year unsecured notes will be used to fund a tender offer for certain tranches of unsecured notes due 2020 and 2021. The transaction is leverage-neutral, but credit positive based on a modest extension of Valeant's debt maturity profile. Ratings assigned: Valeant Pharmaceuticals International: $1.25 billion senior unsecured notes due 2026 at Caa1 (LGD4) RATINGS RATIONALE Valeant's B3 Corporate Family Rating reflects very high financial leverage with gross debt/EBITDA of about 7.5 times, and significant challenges in restoring consistent organic growth. Valeant also faces considerable uncertainty related to unresolved legal matters. Patent expirations over the next 12 to 18 months will erode revenue, causing debt/EBITDA to approach 8.0 times in 2018. This is higher than Moody's expectations incorporated in the B3 rating. However, patent expirations will moderate in 2019, and pipeline launches will contribute to revenue growth. Together with steady debt repayment, this will result in a reduction in debt/EBITDA below 7.5 times. The credit profile is supported by Valeant's good scale with $8 billion of revenue, good diversity, high margins, and solid cash flow. Valeant does not face any material debt maturities until 2020. The rating outlook is stable, reflecting Moody's expectation that Bausch + Lomb/International and Salix will continue to grow and that Valeant will use free cash flow to reduce debt. Factors that could lead to an upgrade include restoring credibility through solid performance and underlying growth, reducing debt with free cash flow, and progress at resolving legal proceedings. Specifically, sustaining debt/EBITDA below 6.0 times could lead to an upgrade. Factors that could lead to a downgrade include significant reductions in pricing or utilization trends, unfavorable developments in the Xifaxan patent challenge, or escalation of legal issues or large litigation-related cash outflows. Specifically, sustaining debt/EBITDA above 7.5 times could lead to a downgrade. Headquartered in Laval, Quebec, Valeant Pharmaceuticals International, Inc. is a global specialty pharmaceutical and healthcare company with expertise including branded dermatology, gastrointestinal disorders, eye health, neurology, branded generics and OTC products. VALEANT PHARMACEUTICALS: S&P Rates New $1.25BB Unsec. Notes 'B-' ---------------------------------------------------------------- S&P Global Ratings assigned its 'B-' issue-level rating and '5' recovery rating to Valeant Pharmaceuticals International's proposed $1,250 million senior unsecured note issuance due 2026. The debt is rated the same as the company's existing unsecured debt. The company intends to use proceeds to refinance unsecured debt maturing in 2020 and 2021. S&P said, "Our corporate credit rating remains 'B' with a stable outlook. All other ratings on Valeant, including our 'BB-' senior secured rating, are not affected by the company's debt issuance. "Our 'B-' rating and '5' recovery rating on Valeant's unsecured debt indicates our expectations for modest (10%-30%; rounded estimate: 20%) recovery to unsecured lenders in the event of payment default. The proposed transaction is leverage neutral, with proceeds earmarked to repay $1,250 million of the company's existing unsecured debt. "Our 'B' corporate credit rating and stable outlook continues to reflect our expectation that Valeant's debt leverage will remain above 7x over the next two years, though the company will continue to generate substantial free cash flow (aided by a low tax rate). It also reflects our favorable view of Valeant's substantial scale and revenue diversity, despite the company's very high exposure to patent losses over the next two years, and our belief that its product pipeline is insufficient to offset revenue and EBITDA declines in the next 12 to 18 months. This is only partially offset by our belief that the company has a very diverse product portfolio, with limited therapeutic concentration and only one drug, Xifaxan, a treatment for irritable bowel syndrome, accounting for more than 10% of revenues." RATINGS LIST Valeant Pharmaceuticals International Corporate Credit Rating B/Stable/-- New Ratings Valeant Pharmaceuticals International Senior Unsecured Notes Due 2025 B- Recovery Rating 5 (20%) VICTORY SOLUTIONS: Hires Forbes Law LLC as Attorney --------------------------------------------------- Victory Solutions, LLC, seeks authority from the Northern District of Ohio (Cleveland) to employ Glenn E. Forbes and Forbes Law LLC as attorney. Services to be rendered by Forbes Law are: a. advise the Debtor as to its rights, duties and powers as a Debtor in possession; b. prepare and file the Statements, Schedules, Plans and other documents and pleadings necessary to be filed by the Debtor in this case; c. represent the Debtor at all hearings, meetings of creditors, conferences, trials, and other proceedings in this case; and d. perform such other legal services as may be necessary in connection with this case. Forbes Law will charge $325.00 per hour for time spent in Court and for other time spent by the attorney and $125 per hour for time spent by paralegals of the firm. Glenn E. Forbes, Esq. attests that he and his law firm are disinterested persons, as that term is defined in the Bankruptcy Code, and do not hold or represent an interest adverse to the estate with respect to the matter on which they are proposed to be employed. The counsel can be reached through: Glenn E. Forbes, Esq. FORBES LAW LLC 166 Main Street Painesville, OH 44077 Phone: 440-357-6211 Email: bankruptcy@geflaw.net About Victory Solutions Victory Solutions LLC is a telecommunications equipment supplier in Strongsville, Ohio. The Company developed the Victory VoIP (Voice-over Internet Protocol) system - a specially equipped phone that serves as a plug-and-play call center and enables campaigns to contact more voters and build intelligent databases. Victory Solutions filed a Chapter 11 petition (Bankr. N.D. Ohio Case No. 18-10977) on Feb. 26, 2018. In the petition signed by Shannon Burns, managing member, the Debtor estimated $100,000 to $500,000 in total assets and $1 million to $10 million in liabilities. Judge Jessica E. Price Smith presides over the case. Glenn E. Forbes, Esq., at Forbes Law LLC, is the Debtor's counsel. VITARGO GLOBAL: Trustee Taps GlassRatner as Financial Advisor ------------------------------------------------------------- Richard Laski, the Chapter 11 trustee for Vitargo Global Sciences Inc., seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire GlassRatner Advisory & Capital Group, LLC. The firm will provide financial consulting and investment banking services in connection with the sale of substantially all of the Debtor's assets. The trustee plans to hold an auction and sale hearing on March 20. GlassRatner will receive a book fee of $10,000. The firm will receive nothing further other than the book fee in the event there are no overbids and the assets are sold to the stalking horse bidder, Vitargo, Inc. In the event there are qualified overbids, which the court determines are higher and better than the stalking horse bid, GlassRatner will receive from escrow at the close of such sale the greater of (i) a commission equal to 5% of the gross sale proceeds or (ii) 10% of the amount by which any overbidder's sale price exceeds the current offer less any incremental costs associated with the overbid. J. Michael Issa, a principal of GlassRatner, disclosed in a court filing that his firm does not hold any interests adverse to the trustee and the Debtor or any of its creditors. GlassRatner can be reached through: J. Michael Issa GlassRatner Advisory & Capital Group, LLC 19800 MacArthur Blvd., Suite 820 Irvine, CA 92612 Main: (949) 407-6620 / 949 862-1595 Mobile: (949) 279-4244 Fax: (949) 863-9274 E-mail: missa@glassratner.com About Vitargo Global Sciences Vitargo Global Sciences, Inc., was initially formed as Vitargo Global Sciences, LLC, in June 2013, a follow-along entity of GENr8, Inc., a predecessor business to Vitargo. Conversion from LLC to Inc. took place on September 2015. The Company's line of business includes manufacturing dry, condensed, and evaporated dairy products. Vitargo Global Sciences previously filed a Chapter 12 bankruptcy petition (N.D. Tex. Case No. 92-42174) on May 5, 1992. Vitargo Global Sciences, based in Irvine, California, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 17-10988) on March 15, 2017. In the petition signed by CEO Anthony Almada, the Debtor estimated $1 million to $10 million in assets and liabilities. Judge Theodor Albert presides over the case. Michael Jay Berger, Esq., at the Law Offices of Michael Jay Berger, served as the Debtor's bankruptcy counsel. Damian Moos, Esq., at Kang Spanos & Moos LLP, was the litigation counsel. Jeffrey Bolender, Esq., at Bolender Law Firm PC, served as the Debtor's state court insurance coverage counsel. On April 4, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The Committee retained Marshack Hays LLP, as general counsel. Richard J. Laski has been appointed as the Chapter 11 Trustee. The Trustee hired Arent Fox LLP, as general bankruptcy and restructuring counsel. VRG LIQUIDATING: VonWin Buying Visa/MC Claims for $550K ------------------------------------------------------- VRG Liquidating, LLC, and affiliates ask the U.S. Bankruptcy Court for the District of Delaware to authorize the bidding procedures in connection with the sale of any and all Visa/MC Claims it may hold in connection with the putative consolidated class action styled In re Payment Card Interchange Fee and Merchant Discount Antitrust Litigation, Case No. 1:05-md-01720-JG-JO, and the injuries alleged therein, including the right to a monetary recovery, to VonWin Capital Management, L.P. for $525,000, subject to overbid. A hearing on the Motion is set for March 26, 2018 at 2:00 p.m. (ET). The objection deadline is March 16, 2018 at 4:00 p.m. (ET). The Debtors, in consultation with the Committee, actively solicited interest in the Visa/MC Claims. To that end, the Debtors and the Committee developed a list of approximately 36 potential bidders that might have an interest in acquiring the Visa/MC Claims. On Sept. 28, 2017, the Debtors contacted the Potential Bidders to solicit indications of interest in the Visa/MC Claims. Once the additional documentary support finally had been obtained, the Debtors reengaged with the Stalking Horse Bidder, who previously had presented the Debtors with the highest and best indication of interest. On Feb. 28, 2018, the Debtors and the Stalking Horse Bidder entered into the Stalking Horse APA. The salient terms of the Stalking Horse APA are: a. Sellers: The Debtors b. Stalking Horse Bidder: VonWin Capital Management, L.P. c. Acquired Assets: All of the Debtors' right, title, and interest (now or in the future) to benefits arising from and/or relating to the putative consolidated class action entitled In re Payment Card Interchange Fee and Merchant Discount Antitrust Litigation (Case No. 1:05-MD-1720-JG-JO) and the injuries alleged therein, including the right to a monetary recovery d. Purchase Price: $525,000 e. Representations and Warranties: The Debtors and the Stalking Horse Bidder make certain limited representations and warranties. f. Termination Fee: If the Stalking Horse APA is terminated pursuant to Section 5.1(b) of the Stalking Horse APA because the Debtors consummate a transaction pursuant to a definitive agreement with a Successful Bidder other than the Stalking Horse Bidder, then, within three business days after the date such sale is consummated, the Debtors will pay the Stalking Horse Bidder a termination fee in the amount of $25,000 of immediately available funds. g. Closing and Other Deadlines: The closing of the transaction contemplated under the Stalking Horse APA will take place within one business day after the entry of the Sale Order, provided there is no stay pending appeal. h. Good Faith Deposit: The Stalking Horse Bidder made a good faith deposit in an amount of cash equal to 10% of the Purchase Price. i. Relief from Bankruptcy Rule 6004(h): The Debtors ask a waiver of the 14-day stay under Bankruptcy Rule 6004(h). The salient terms of the Bidding Procedures are: a. Bid Deadline: April 16, 2018 at 5:00 p.m. (ET) b. Minimum Bid: All bids must (i) indicate a purchase price of at least $550,000 in cash consideration, (ii) remain irrevocable until twenty-four (24) hours after the conclusion of the Sale Hearing and continue to remain irrevocable if the bid is selected as the Successful Bid or a back-up bid, and (iii) not provide for any break-up fee, termination fee, expense reimbursement, or any other type of transaction fee. c. Deposit: 10% of the proposed purchase price d. Auction: If the Debtors receive a qualified competing bid, they will conduct the Auction on April 19, 2018 at 1:00 p.m. (ET) by telephone to determine the highest or otherwise best bid for the Visa/MC Claims. Any creditor may telephonically attend the Auction. e. Bid Increments: $10,000 f. Sale Hearing: April 23, 2018 at 11:00 a.m. (ET) g. Sale Objection Deadline: Seven days before the Sale Hearing A copy of the Stalking Horse APA and the Bidding Procedures attached to the Motion is available for free at: http://bankrupt.com/misc/VRG_Liquidating_1786_Sales.pdf By the Motion, the Debtors ask entry of the Bidding Procedures Order (i) approving the Bidding Procedures; (ii) authorizing and approving the Debtors' entry into the Stalking Horse APA; (iii) approving the form and manner of notice of the Sale of the Visa/MC Claims. They further ask that the Court enters the Sale Order upon the conclusion of the Sale Hearing, authorizing the Sale of the Visa/MC Claims, free and clear of claims, liens, and other interests, to the Successful Bidder, pursuant to the Stalking Horse APA or an asset purchase agreement entered into with a Successful Bidder other than the Stalking Horse Bidder. The Debtors also ask that the Court waives any applicable stay of the Sale Order under Bankruptcy Rule 6004(h) or otherwise. The Purchaser: VONWIN CAPITAL MANAGEMENT, L.P. 261 Fifth Avenue 22nd Floor New York NY 10016 Attn: Michael Winschuh E-mail: mw@vonwincapital.com About VRG Liquidating Headquartered in Meriden, Connecticut, Vestis Retail Group, LLC, et al., operate 144 retail stores, which are located in 15 states. Bob's Stores operates 36 stores throughout New England, New York, and New Jersey. Eastern Mountain Sports operates 61 stores, located primarily in the Northeastern states. Sport Chalet operates 47 stores throughout California, Arizona, and Nevada. Bob's Stores and EMS primarily operate stores located in the Northeastern states, while Sport Chalet's stores, which are currently being liquidated, are located in the Western states. Vestis and its affiliates operated e-commerce sites at http://www.bobstores.com/, http://www.sportchalet.com/, and http://www.ems.com/ Vestis Retail Group LLC and eight of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No. 16-10971) on April 18, 2016. The Debtors estimated assets of up to $50,000 and debt of $100 million to $500 million. The petitions were signed by Thomas A. Kennedy, their secretary. Judge Laurie Selber Silverstein is assigned to the cases. The Debtors have hired Young, Conaway, Stargatt & Taylor, LLP, as their counsel, FTI Consulting, Inc. and Lincoln Partners Advisors LLC as their financial advisor and Kurtzman Carson Consultants, LLC, as their claims and noticing agent, KPMG LLP as tax compliance and consulting service provider. An official committee of unsecured creditors has been appointed in the cases. The Committee has tapped Cooley LLP as its lead counsel and Polsinelli as conflicts counsel. Zolfo Cooper, LLC, serves as its bankruptcy consultant and financial advisor. * * * In April 2016, Vestis Retail Group LLC successfully restructured and recapitalized Eastern Mountain Sports and Bob's Stores through a section 363 sale to an affiliate of Versa Capital Management LLC, the Debtors' lender, in exchange for the satisfaction of some debt, a $3 million cash contribution to the estate and the assumption of some liabilities. The Company's remaining retailer, Sport Chalet, was concurrently divested through an organized wind down. WC PRIME: Taps Wiggam & Geer as Legal Counsel --------------------------------------------- WC Prime Investors, LLC, and Worthington Georgia Holdings, LLC, seek approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire Wiggam & Geer, LLC as their legal counsel. The firm will advise the Debtors regarding their duties under the Bankruptcy Code; conduct examination; represent the Debtors with respect to a Chapter 11 plan; and provide other legal services related to their bankruptcy cases. The firm's attorneys and legal assistants charge $350 per hour and $150 per hour, respectively. Wiggam & Geer received from the Debtors a retainer of $23,282, plus $1,717 for the filing fee. Will Geer, Esq., at Wiggam & Geer, disclosed in a court filing that he and his firm do not hold or represent any interest adverse to the Debtors and their estates. The firm can be reached through: Will B. Geer, Esq. Wiggam & Geer, LLC 333 Sandy Springs Circle, NE, Suite 225 Atlanta, GA 30328 Phone: (678) 587-8740 Fax: (404) 287-2767 Email: wgeer@wiggamgeer.com About WC Prime Investors LLC and Worthington Georgia Holdings LLC WC Prime Investors, LLC and Worthington Georgia Holdings, LLC, lease various real estate properties in Marietta, Georgia. WC Prime Investors and Worthington Georgia Holdings sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case Nos. 18-52904 and 18-52907) on Feb. 21, 2018. In the petitions signed by Thomas Roberts, manager, WC Prime Investors disclosed $4.31 million in assets and $4.43 million in liabilities; and Worthington Georgia disclosed $4.85 million in assets and $4.93 million in liabilities. Judge Lisa Ritchey Craig presides over the cases. WEATHERFORD INTERNATIONAL: Names New VP Chief Accounting Officer ---------------------------------------------------------------- Weatherford International plc has appointed Stuart Fraser as chief accounting officer and corporate controller effective April 15, 2018. Mr. Fraser, 50, joined the Company in March 2015 as vice president and corporate controller. In April 2016 he assumed the role of vice president of finance and purchasing, sourcing and logistics for global operations. Prior to joining the Company, Mr. Fraser held a number of positions with increasing responsibility in the areas of finance, accounting and corporate tax with Schlumberger Limited and its affiliates, beginning in 1996. Mr. Fraser is a chartered accountant with 20 years of financial experience in the oilfield service industry and holds a Bachelors of Business degree in accounting from Edith Cowan University in Perth, Australia. Mr. Fraser's annual base salary is $425,000 and Mr. Fraser will be eligible to participate in the Company's Executive Non-Equity Incentive Compensation Plan with a target bonus of 75% of his annual base salary. The Company and one of its primary subsidiaries will enter into customary officer indemnification agreements (deeds of indemnity) with Mr. Fraser. The Company will also enter into its standard Change in Control Agreement with Mr. Fraser that has a term of two years, automatically renewing, and with severance payment based on a multiple of two. Effective April 15, 2018, Douglas M. Mills, vice president and chief accounting officer will be departing the Company. Prior to his departure, Mr. Mills will assist with the transition of his duties to Mr. Fraser. In connection with his departure, Mr. Mills will receive the benefits set forth in his Executive Employment Agreement. The Company said that Mr. Mills' departure is not the result of any issue or concern with the Company's accounting, financial reporting or internal control over financial reporting. About Weatherford Weatherford International plc (NYSE: WFT), an Irish public limited company and Swiss tax resident -- http://www.weatherford.com/-- is a multinational oilfield service company. Weatherford provides equipment and services used in the drilling, evaluation, completion, production and intervention of oil and natural gas wells. The Company operates in over 90 countries and has a network of approximately 800 locations, including manufacturing, service, research and development, and training facilities and employs approximately 29,200 people. Weatherford reported a net loss attributable to the Company of $2.81 billion in 2017, a net loss attributable to the Company of $3.39 billion in 2016, and a net loss attributable to the Company of $1.98 billion in 2015. As of Dec. 31, 2017, Weatherford had $9.74 billion in total assets, $10.31 billion in total liabilities and a total shareholders' deficiency of $571 million. * * * As reported by the TCR on Nov. 20, 2017, Fitch Ratings affirmed Weatherford and its subsidiaries' Long-Term Issuer Default Ratings (IDR) and senior unsecured ratings at 'CCC'. WFT's 'CCC' rating reflects exposure to the oilfield services sector and a stressed balance sheet. Fitch expects an extended down-cycle and delayed recovery from Fitch initial sector recovery expectations due to low to range-bound oil and gas prices. WELBILT INC: S&P Raises Corp. Credit Rating to BB-, Outlook Stable ------------------------------------------------------------------ S&P Global Ratings raised its corporate credit rating on Florida-based foodservice equipment manufacturer Welbilt Inc. (WBT) to 'BB-'. The outlook is stable. S&P said, "At the same time, we raised our issue-level rating on Welbilt's senior secured credit facilities, which consist of a $225 million senior secured revolving credit facility due in 2021 and an $825 million senior secured term loan due in 2023, to 'BB-' from 'B+'. The '3' recovery rating indicates our expectation of meaningful (50%-70%; rounded estimate: 55%) recovery in the event of a payment default. "Additionally, we raised our issue-level rating on WBT's $425 million senior notes due in 2024 to 'B+' from 'B'. The '5' recovery rating indicates our expectation of modest (10%-30%; rounded estimate: 15%) recovery in the event of a payment default. "The upgrade reflects our expectation that the company will continue to reduce leverage toward the low- to mid-4x range over the next 12-18 months. We expect increasing North American sales and benefits from previous restructuring initiatives will help offset sluggish demand in Europe, the Middle East, and Africa (EMEA) and moderating growth in Asia-Pacific (APAC) following robust new build and refresh activity in the regions in 2017. Operating performance in 2017 was largely in line with our expectations, as soft demand from U.S. foodservice companies offset refresh and buildout activity in APAC and European markets, leading to relatively flat revenues. Despite the relatively soft demand environment during the year, WBT increased S&P Global Ratings-adjusted EBITDA margins above 19% in 2017 through significant rationalization and restructuring activities aimed at product and footprint optimization. The company also prepaid about $50 million of debt via internally generated funds and successfully repriced its term loan, which will save approximately $16.5 million per year in interest expense. "The stable outlook reflects our expectation that WBT will continue to gradually reduce leverage to around 4x over the next 12-18 months through modest volume increases, an increasing percentage of sales from higher-margin equipment and solutions (primarily in North America), and continued benefits from recent restructuring initiatives. "We could lower our ratings on Welbilt if significant decline in global foodservice demand caused operating performance to weaken to the point that leverage increased meaningfully above 5x on a sustained basis. We could also lower the rating if the company pursues significant acquisitions beyond what we currently expect or shareholder returns that result in leverage sustained above 5x. "We could raise our ratings on Welbilt if we expect the company to maintain leverage metrics below 4x and adequate headroom under its covenants. We would also expect the company to adhere to a financial policy, including decisions around potential future acquisitions and shareholder returns, that support its improved credit measures." WILLIDPEWS BBQ: Seeks Access to Cache Valley Bank Cash Collateral ----------------------------------------------------------------- Willidpews BBQ Emporium, Inc., seeks authorization from the U.S. Bankruptcy Court for the District of Nevada to use the cash collateral of Cache Valley Bank. The Debtor intends to use the cash collateral for ordinary operating expenses, in accordance with the budget. The Debtor estimates that it will have average monthly operating expenses of approximately $54,540. Cache Valley Bank holds a first priority security interest in Debtor's personal property, including deposit accounts. The Debtor submits that Cache Valley Bank is adequately protected by virtue of (1) the value the Cache Valley Bank's collateral is not decreasing; (2) Cache Valley Bank's cash collateral is being used to preserve, maintain and operate Cache Valley Bank's collateral. In addition, the Debtor is willing and able to make the regular contractual monthly payment of $1,690 as a form of additional monthly adequate protection payments to Cache Valley Bank. Likewise, the Debtor will maintain adequate insurance on all of its real and personal property and provide proof of coverage at any time upon request of Cache Valley Bank. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/nvb18-50140-16.pdf Willidpews BBQ Emporium, Inc., is represented by: Kevin A. Darby, Esq. Tricia M. Darby, Esq. DARBY LAW PRACTICE, LTD. 4777 Caughlin Parkway Reno, Nevada 89519 Telephone: (775) 322-1237 Facsimile: (775) 996-7290 E-mail: kad@darbylawpractice.com tricia@darbylawpractice.com About Willidpews BBQ Emporium Willidpews BBQ Emporium, Inc., which owns and operates a two Dickey’s BBQ Pit franchises in Reno, Nevada, filed a Chapter 11 petition (Bankr. D. Nev. Case No. 18-50140) on Feb. 12, 2018. Kevin A. Darby, Esq., of Darby Law Practice, Ltd., is the Debtor's counsel. WOODBRIDGE GROUP: Taps Klee, Tuchin, Bogdanoff & Stern as Counsel ----------------------------------------------------------------- Woodbridge Group of Companies, LLC and its affiliated debtors seek authority from the United States Bankruptcy Court for the District of Delaware to hire Klee, Tuchin, Bogdanoff & Stern LLP as counsel for the Debtors nunc pro tunc to February 14, 2018. In accordance with the Joint Resolution, the New Board selected KTB&S to assume the role of the Debtors' bankruptcy counsel from the Debtors’ former bankruptcy counsel, Gibson, Dunn & Crutcher LLP. Services to be provided by KTB&S are: (a) advise the Debtors with respect to their rights, duties, and powers in these Cases as debtors and debtors in possession in the continued management and operation of their businesses and properties; (b) attend meetings and negotiating with representatives of creditors and other parties-in-interest and advising and consult on the conduct of these Cases, including all of the legal and administrative requirements of operating in chapter 11; (c) advise and assist the Debtors with respect to actions to protect, preserve, and enhance the Debtors’ estates, including the prosecution of actions on their behalf, the defense of actions commenced against their estates, negotiations concerning litigation in which the Debtors may be involved, and objections to claims filed against their estates; (d) prepare, on behalf of the Debtors, motions, applications, answers, orders, reports, and papers necessary to the administration of their estates; (e) negotiate and prepare, on the Debtors’ behalf, chapter 11 plan(s), disclosure statement(s), and all related agreements and/or documents, and taking appropriate action on behalf of the Debtors to obtain confirmation of such plan(s); (f) advise the Debtors in connection with the sale of any assets; (g) appear before this Court, any appellate courts on matters originating before this Court, and the U.S. Trustee; and (h) perform other necessary and appropriate legal services, within the scope of KTB&S's practice, for the Debtors in connection with their Cases. Kenneth N. Klee, partner in the law firm of Klee, Tuchin, Bogdanoff & Stern LLP, attests that KTB&S is a "disinterested person" within the meaning of Bankruptcy Code section 101(14), as modified by Bankruptcy Code section 1107(b), and does not hold or represent any interest adverse to the Debtors' estates. KTB&S has agreed to cap its legal fees for the Cases at a blended rate of $850 per hour for attorneys and to apply a fee reduction of up to $250,000 of legal fees in transitioning from Gibson to KTB&S. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, Kenneth N. Klee disclosed that: -- KTB&S has agreed to cap its legal fees for the Cases at a blended rate of $850 per hour for attorneys and to apply a fee reduction of up to $250,000 of legal fees in transitioning from Gibson to KTB&S; -- none of the professionals included in the engagement vary their rate based on the geographic location of the bankruptcy case; -- KTB&S has not represented the Debtors 12 months prepetition; and -- The Debtors, KTB&S, and Young Conaway expect to develop a prospective budget and staffing plan. The counsel can be reached through: Kenneth N. Klee, Esq. Michael L. Tuchin, Esq. David A. Fidler, Esq. Jonathan M. Weiss, Esq. KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 Avenue of the Stars, 39th Floor Los Angeles, CA 90067 Tel: (310) 407-4000 Fax: (310) 407-9090 About Woodbridge Group Headquartered in Sherman Oaks, California, The Woodbridge Group Enterprise -- http://www.woodbridgecompanies.com/-- is a comprehensive real estate finance and development company. Its principal business is buying, improving, and selling high-end luxury homes. The Woodbridge Group Enterprise also owns and operates full-service real estate brokerages, a private investment company, and real estate lending operations. The Woodbridge Group Enterprise and its management team have been in the business of providing a variety of financial products for more than 35 years, and have been primarily focused on the luxury home business for the past five years. Since its inception, the Woodbridge Group Enterprise has completed more than $1 billion in financial transactions. These transactions involve real estate, note buying and selling, hard money lending, and alternative financial transactions involving thousands of investors. Woodbridge Group of Companies and certain of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No. 17-12560) on Dec. 4, 2017. Woodbridge estimated assets and liabilities at between $500 million and $1 billion. The Chapter 11 cases are being jointly administered. Judge Kevin J. Carey presides over the case. Samuel A. Newman, Esq., Oscar Garza, Esq., Daniel B. Denny, Esq., Jennifer L. Conn, Esq., Eric J. Wise, Esq., Matthew K. Kelsey, Esq., and Matthew P. Porcelli, Esq., at Gibson, Dunn & Crutcher, LLP, and Sean M. Beach, Esq., Edmon L. Morton, Esq., Ian J. Bambrick, Esq., and Allison S. Mielke, Esq., at Young Conaway Stargatt & Taylor, LLP, serve as the Debtors' bankruptcy counsel. Homer Bonner Jacobs, PA, as special counsel, Province, Inc., as expert consultant, Moelis & Company LLC, as investment banker. The Debtors' financial advisors are Larry Perkins, John Farrace, Robert Shenfeld, Reece Fulgham, Miles Staglik, and Lissa Weissman at SierraConstellation Partners, LLC. Beilinson Advisory Group is serving as independent management to the Debtors. Garden City Group, LLC, is the Debtors' claims and noticing agent. Pachulski Stang Ziehl & Jones is counsel to the Official Committee of Unsecured Creditors; and FTI Consulting, Inc., serves as its financial advisor. An official committee of unsecured creditors was appointed in the Chapter 11 cases on Dec. 14, 2017. On Jan. 23, 2018, the Court approved a settlement providing for the formation of an ad hoc noteholder group and an ad hoc unitholder group. WOOTON GROUP: Taps Leslie Cohen as Legal Counsel ------------------------------------------------ Wooton Group, LLC, seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Leslie Cohen Law, PC, 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: Leslie Cohen $575 J'aime Williams $390 Senior Contract Attorneys $350 Paraprofessionals $110 Leslie Cohen Law received a pre-bankruptcy retainer of $25,000, of which $4,080 was used to pay the filing fee and the services it provided prior to the petition date. Leslie Cohen, Esq., president and sole shareholder of the firm, disclosed in a court filing that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Leslie A. Cohen, Esq. J'aime K. Williams Esq. Leslie Cohen Law, PC 506 Santa Monica Blvd., Suite 200 Santa Monica, CA 90401 Phone: (310) 394-5900 Fax: (310) 394-9280 E-mail: leslie@lesliecohenlaw.com jaime@lesliecohenlaw.com About Wooton Group Wooton Group, LLC, is a California limited liability company formed in 1996 which owns and manages real property. Wooton Group first sought bankruptcy protection (Bankr. C.D. Cal. Case No. 12-31323) in June 2012. Wooton Group again sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-11727) on Feb. 16, 2018. In its petition signed by Mark Slotkin, managing member, the Debtor estimated assets and liabilities of $10 million to $50 million. Judge Neil W. Bason presides over the case. Leslie Cohen Law, PC, is the Debtor's legal counsel. [] Mercer Joins Donlin Recano as VP, Strategic Communications Head ------------------------------------------------------------------ Donlin, Recano & Company, Inc. (Donlin Recano), an AST company -- a provider of corporate restructuring services -- on March 13, 2018, disclosed that Jennifer E. Mercer has joined the firm as Vice President and leader of its Strategic Communications group. In this role, Ms. Mercer works closely with internal corporate teams and company advisors to create strategies that effectively communicate about business transactions. Her arrival also marks an expansion of Donlin Recano's services to include strategic communications, in response to growing client needs. "Jennifer is a perfect addition to the team, providing our clients with expert counsel on communications issues at critical junctures when protecting their reputation and maintaining transparency are top priorities," said Nellwyn Voorhies, Executive Director of Donlin Recano. Her experience is a tremendous asset, especially as she adds strategic communications capabilities to serve our clients in this increasingly important area." A communications expert with more than 20 years of industry experience, Ms. Mercer has a proven track record of promoting brands and protecting reputations. Specializing in transactional communications, she is knowledgeable in the many facets of crisis and corporate communications, employee and financial/investor communications, media relations and program development. Her experience spans a diverse range of sectors, including financial services, energy, homebuilding, retail, media, non-profit, pharmaceuticals, professional services, restaurant, retail and technology. "In coming to Donlin Recano, I am able to apply the knowledge and skills I have developed over the past two decades to help even more companies navigate complex communication issues and represent themselves in the best light," said Ms. Mercer. "AST as a whole is doing wonderful work in helping companies succeed throughout the entire corporate lifecycle, and I am thrilled to be a part of it." Prior to joining Donlin Recano, Ms. Mercer launched and led the Strategic Communications group at Epiq. Her experience also includes developing and managing critical communications programs for clients at some of the world's leading public relations firms, including Sitrick & Company, Hill & Knowlton and MWW Group. Ms. Mercer's other past experience includes managing public relations for the CEO of Hitatchi Data Systems, where she drove executive visibility, both internally and externally, through a multi-faceted communications program that generated extensive media interest and news coverage. Ms. Mercer's operating experience also includes serving as Director of Communications of a leading information management and professional services firm, where she was a member of the executive team and established the company's investor relations practice. Ms. Mercer sits on the board of the Turnaround Management Association's (TMA) Southern California Chapter as Communications Chair. She is an active member of the American Bankruptcy Institute (ABI), the Association for Corporate Growth (ACG) and the Public Relations Society of America (PRSA). She is also a published author and frequent speaker. About Donlin Recano Donlin, Recano & Company, Inc., an AST company, has the expertise and comprehensive case management and consulting services to assist corporations considering a corporate restructuring every step of the way. With offerings including claims administration, file preparation, noticing, balloting, tabulation, debt issuer, and disbursement services, Donlin Recano supports clients in all aspects of the restructuring process. About AST AST was originally founded as a transfer agent over 45 years ago. Through organic growth and strategic acquisitions, AST has pioneered a new model of integrated ownership services and financial technology in the industry. AST affiliates now include AST Trust Company (Canada), D.F. King & Co, Inc. and Donlin, Recano & Company, Inc. Today, AST offers a full scope of ownership services that include registry services, corporate proxy solicitation and advisory solutions, employee plan services, information agent, mutual fund proxy solicitation, shareholder identification, asset recovery and investment management offerings. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2018. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***