/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/180425.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, April 25, 2018, Vol. 22, No. 114 Headlines 417 LACKAWANNA: Plan Outline Okayed, Plan Hearing on May 30 5200 ENTERPRISES: Foreclosure Sale of Superfund Site on May 17 8281 MERRILL ROAD: Plan Outline Okayed, Plan Hearing on May 22 A & ASSOCIATES: Latest Plan to Pay IRS $9K Per Month Over 10 Years A.J. BART: Lewisburg Buying Property for $150K Cash ALIXPARTNERS LLP: S&P Affirms 'B+' CCR, Outlook Stable APOLLO INVESTMENT: S&P Downgrades ICR to 'BB+', Outlook Stable ARABELLA EXPLORATION: $128K Sale of Oil/Gas Assets to Energen Appro ATM MIRROR: Modifies Plan Payment to Bank of the West B&B LIQUIDATING: Taps NV Consulting as New Financial Advisor BARTLETT MANAGEMENT: Seeks to Hire Valenti Florida as Accountant BELLA HAVANA: Amends Unsecured Creditors' Recovery BERTUCCI'S HOLDINGS: Taps Hilco as Real Estate Advisor BERTUCCI'S HOLDINGS: Taps Landis Rath as Legal Counsel BERTUCCI'S HOLDINGS: Taps Prime Clerk as Administrative Advisor BOWLING GREEN: Case Summary & 12 Unsecured Creditors BRONCO BOWLING: Case Summary & 13 Unsecured Creditors BUANNO TRANSPORT: Taps Waite & Associates as Legal Counsel CALVARY COMMUNITY: Trustee Taps Barnes & Thornburg as Counsel CARIBBEAN COMMERCIAL: Unsecureds to Get $56M from Recovery Suit CHARLES FUQUA: Kempers Buying Neoga Residential Property for $275K CHARLES FUQUA: Lowells Buying Charleston Property for $240K CORRECT CLAIM: Exit Plan to Pay Unsecured Creditors in Full COTIVITI CORP: S&P Alters Outlook to Positive & Affirms 'BB-' CCR DEMERX INC: Taps Halloran Farkas as Special Counsel DESIGNED TO MOVE: Wants Paine to Liquidate 45% of Inventory EAVES INC: Trustee Taps Farinash & Stofan as Legal Counsel ECS REFINING: Case Summary & 20 Largest Unsecured Creditors EFTENI INC: Plan Outline Okayed, Plan Hearing on May 15 EMBER RESOURCES: S&P Cuts Corp. Credit Rating to CCC+, Outlook Neg. ESCALERA RESOURCES: Aspen Buying Atlantic Rim Assets for $2.7M EV ENERGY: Taps Kirkland & Ellis as Legal Counsel EV ENERGY: Taps Pachulski Stang as Co-Counsel EV ENERGY: Taps Perella Weinberg as Financial Advisor EV ENERGY: Taps Prime Clerk as Administrative Advisor FETCH HOLDCO: S&P Lowers Corp. Credit Rating to 'B-', Outlook Neg. FIELDWOOD ENERGY: S&P Raises CCR to 'B-', Outlook Stable FLYGLO LLC: CEO Held in Contempt FMTB BH: Case Summary & 5 Unsecured Creditors GARY ENGLISH: Selling Orange/Lake Counties Property to LIV for $3M GIDEON SERVICES: Committee Taps Rumberger as Legal Counsel HAGHIGHI FAMILY: Plan Outline Okayed, Plan Hearing on May 16 HEMOLIFE MEDICAL: Case Summary & 20 Largest Unsecured Creditors J REILLY REALTY: Foreclosure Sale Set for May 25 JAGGED PEAK: S&P Assigns 'B' Corp. Credit Rating, Outlook Stable JEFFERY ARAMBEL: PDC Buying 107 Acres of Arambel Business Park JEFFREY BERGER: Selling Golden Valley/Wibaux Counties Property JTRL LLC: Taps Berkshire Hathaway as Real Estate Broker KENTUCKY ASSOCIATES: Court Approves Disclosure Statement KHALIL ABDO: Ortegas Buying Dunedin Property for $350K KMC PARTNERS: Case Summary & Unsecured Creditor L.S. RESTAURANT: Voluntary Chapter 11 Case Summary LA CROSS GLASS: Taps Warner Norcross as Legal Counsel LAKE NAOMI REAL ESTATE: Confirmation Hearing Set for June 7 LEVERETTE TILE: Plan Outline Okayed, Plan Hearing on May 10 LINCOLN PAPER: Industrial Buying Remaining Mill Site for $100K LUCKY DRAGON: Taps Mushkin Cica as Conflicts Counsel M.O.R. PRINTING: 2nd Amended Disclosures OK'd; June 6 Plan Hearing MILLERBERND SYSTEMS: Case Summary & 20 Largest Unsecured Creditors MLLD TRUCKING: Plan Outline Okayed, Plan Hearing on May 17 MONTAINER CORPORATION: Gets Approval of Plan to Exit Bankruptcy MULTI-SPECIALTY ENTERPRISES: Taps Buddy D. Ford as Legal Counsel NETFLIX INC: S&P Rates $1.5BB Senior Unsecured Notes Due 2028 'B+' NEW JERSEY MICRO-ELECTRONIC: Confirmation Hearing Set for May 8 NINE WEST: S&P Withdraws 'D' Ratings on Bankruptcy Filing NJ COMMUNITY SPINE: Taps McDowell Law as Legal Counsel NOVA TERRA: Court Conditionally Approves Disclosure Statement OCALA PETROLEUM: Taps Jaffe & Company as Accountant OIL PATCH TRANSPORTATION: Gets Approval of Plan to Exit Bankruptcy OLIN CORP: S&P Raises Corp. Credit Rating to 'BB+', Outlook Stable OUTBACK DEVELOPMENT: Exit Plan to Pay Claims From Asset Sale PARKPROVO LLC: Case Summary & 20 Largest Unsecured Creditors PELICAN REAL: Liquidating Trustee Selling Energy Capital Interests RDX TECHNOLOGIES: Disclosure Statement Hearing Set for May 17 RICHARD SHAUB: Josephs Buying Potomac Property for $695K ROTHSTEIN ROSENFELDT: Trustee Taps Cimo Mazer as Special Counsel SERENITY HOMECARE: Exit Plan to Pay Unsecured Creditors in Full SHIEKH SHOES: Asks Court to Approve Disclosure Statement SMARTMALLOW FARMS: Unsecured Creditors to Get $18K Over 5 Years SOUTHEASTERN GROCERS: Food Fair Buying Stores for $250K SOUTHEASTERN GROCERS: Selling 7 Underperforming Stores for $1.6M SOUTHEASTERN GROCERS: Selling 7 Underperforming Stores for $1M SOUTHEASTERN GROCERS: Selling Underperforming Stores for $300K SOUTHEASTERN GROCERS: Selling Underperforming Stores for $505K SOUTHEASTERN GROCERS: SVFoods Buying Stores for $236K SPANISH ISLES: Creditor Trustee Taps Tripp Scott as Counsel STARS GROUP: S&P Puts 'B+' Corp Credit Rating on Watch Negative TOPS HOLDING II: Committee Taps Morrison & Foerster as Counsel TOWER PROPERTIES: Buttner Buying 2005 Ford E 450 for $7.5K TOYS R US: Judge Okays Wind-Down Budget, Sale of Toys Canada VANSCOY CHIROPRACTIC: Disclosure Statement Hearing Set for May 23 VAZQUEZ ROSARIO: Case Summary & 10 Unsecured Creditors WWLC INVESTMENT: Gets Court Approval of Plan to Exit Bankruptcy YU HUA LONG: Trustee Taps DePasquale to Recover Refunds ZACHRY HOLDINGS: S&P Lowers CCR to 'B+' on Refinancing Risk ********* 417 LACKAWANNA: Plan Outline Okayed, Plan Hearing on May 30 ----------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Pennsylvania is set to hold a hearing on May 30 to consider approval of the Chapter 11 plan for 417 Lackawanna Avenue LLC. The court had earlier approved the company's disclosure statement, allowing it to start soliciting votes from creditors. The order, signed by Judge Robert Opel II on April 5, set a May 9 deadline for creditors to file their objections and submit ballots of acceptance or rejection of the plan. About 417 Lackawanna Avenue 417 Lackawanna Avenue LLC operates a real estate agency in Scranton, Pennsylvania. 417 Lackawanna Avenue filed a Chapter 11 petition (Bankr. M.D. Pa. Case No. 17-04686) on Nov. 13, 2017. In the petition signed by Gerard T. Donahue, president, the Debtor estimated $1 million to $10 million both in assets and liabilities. The Hon. Robert N. Opel II presides over the case. The Debtor hired John H. Doran, Esq., and Lisa M. Doran, Esq., at Doran & Doran P.C., as its bankruptcy counsel; and Kronick Kalada Berdy & Co. as its accountant. On January 31, 2018, the Debtor filed a Chapter 11 plan of reorganization and disclosure statement. 5200 ENTERPRISES: Foreclosure Sale of Superfund Site on May 17 -------------------------------------------------------------- Mark Longo, Esq., as Referee, will sell at public auction at the Kings County Courthouse 360 Adams Street, Room 224, Brooklyn, NY on May 17, 2018 at 2:30 p.m. the premises known as 5200 1ST AVENUE, BROOKLYN, NY (Block 803 and Lot 9). The Premises will be sold subject to provisions of a Judgment of Foreclosure and Sale entered on November 10, 2005 and the Order entered on July 24, 2017, in the case, NYCTL 1996-1 TRUST AND THE BANK OF NEW YORK, AS COLLATERAL AGENT AND CUSTODIAN FOR THE NYCTL 1996-1 TRUST, Plaintiffs -against- 5200 ENTERPRISES LIMITED, et al Defendant(s) pending before Supreme Court of Kings County. The approximate amount of lien is $2,126,753.17 plus interest and costs. Potential bidders should be aware that the premises has been designated by the New York State Department of Environmental Conservation as a Class 2 State Superfund site. Attorney(s) for Plaintiffs: Phillips Lytle LLP 28 East Main Street, Suite 1400 Rochester, NY 14614 8281 MERRILL ROAD: Plan Outline Okayed, Plan Hearing on May 22 -------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida is set to hold a hearing on May 22 to consider approval of the Chapter 11 plan of reorganization for 8281 Merrill Road A, LLC and 8281 Merrill Road C, LLC. The court had earlier approved the companies' disclosure statement, allowing them to start soliciting votes from creditors. The order, signed by Judge Raymond Ray on April 4, set a May 8 deadline for creditors to file their objections and submit ballots of acceptance or rejection of the plan. About 8281 Merrill Road A, LLC 8281 Merrill Road A, LLC, is a manager-managed limited liability company with manager, Jacksonville Merrill Dealership, LLC, which is itself managed by Daniel Rusche. The Debtor filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 17-17027) on June 2, 2017. The Hon. Raymond B. Ray presides over the case. Messana, PA, represents the Debtor as counsel. In its petition, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Tim O'Brien, who, according to court documents, is the manager. The Debtors filed a Chapter 11 plan of reorganization on December 15, 2017. A & ASSOCIATES: Latest Plan to Pay IRS $9K Per Month Over 10 Years ------------------------------------------------------------------ A & Associates, Inc. filed with the U.S. Bankruptcy Court for the Southern District of Florida its latest plan to exit Chapter 11 protection. Under the latest plan, the Internal Revenue Service's Class 1 claim will be paid $9,005.83 per month at 4% interest for 120 months beginning on the effective date of the plan. A & Associates asserts that the correct sum due is $889,507.72. Claims of general unsecured creditors are classified in Class 2. The undisputed general unsecured claims of Highland in the total amount of $38,384.75 will be repaid over the five-year term of the plan at the rate of $250 per month, on a pro rata basis. Payments will commence on the effective date of the plan. Meanwhile, equity holders of the company will not receive any distribution under the plan, according to its latest disclosure statement filed on April 5. A full-text copy of the amended disclosure statement is available for free at: http://bankrupt.com/misc/wvsb17-30271-77.pdf About A & Associates A & Associates, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S. D. Fla. Case No. 16-23524) on Oct. 1, 2016. The petition was signed by Andrew Luchey, Jr., president. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of $1 million to $10 million. The case is assigned to Judge Paul G. Hyman, Jr. The Debtor is represented by Sherri B. Simpson, Esq., at the Simpson Law Group. On Jan. 4, 2018, the Debtor filed its proposed Chapter 11 plan of reorganization and disclosure statement. A.J. BART: Lewisburg Buying Property for $150K Cash --------------------------------------------------- A.J. Bart, Inc., asks the U.S. Bankruptcy Court for the Northern District of Texas to authorize the sale of its customer portal (including source code and all access and operational information), all of its finished goods, and all of its computers, software and computer servers to Lewisburg Printing, Inc. for $150,000 cash. The objection deadline is April 26, 2018. The sale will be free and clear of all liens, claims and encumbrances, and such liens, claims and encumbrances will attach to the sales proceeds. The sales proceeds will be held by the Debtor in its DIP bank account pending an order of distribution approved by the Court. A copy of the Letter of Intent attached to the Motion is available for free at: http://bankrupt.com/misc/AJ_Bart_15_sales.pdf The Property is encumbered with liens of Capital One, N.A. The Debtor asks that the 14-day period following the entry of an Order allowing the sale be waived. The Creditor: CAPITAL ONE, N.A. Attn: Robert P. Harvey, SVP Credit Risk & Analytics 499 Thornall Street, 11th Floor Edison, NJ 0883 About A.J. Bart Inc. Founded in 1956, A.J. Bart Inc. is a full-service commercial printing company headquartered in Addison, Texas with locations in Dallas and New York. It offers multi-page printing, collateral pieces printing, digital and web-based printing, advertising and promotional items printing. A.J. Bart sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 18-31229) on April 3, 2018. In the petition signed by Richard Bart, president, the Debtor estimated assets and liabilities of $1 million to $10 million. Judge Stacey G. Jernigan presides over the case. ALIXPARTNERS LLP: S&P Affirms 'B+' CCR, Outlook Stable ------------------------------------------------------ S&P Global Ratings affirmed its ratings, including the 'B+' corporate credit rating, on Southfield, Mich.-based AlixPartners LLP. The rating outlook is stable. S&P said, "At the same time, we affirmed our 'B+' issue-level and '3' recovery rating on the company's secured credit facility, which includes $170 million of incremental senior secured first-lien term loan due in 2024. The '3' recovery rating reflects our expectation for meaningful (50%-70%; rounded estimate: 50%) recovery of principal for debtholders in the event of a payment default. "The 'B+' corporate rating affirmation reflects our expectation for high-single-digit percentage revenue and EBITDA growth over the next two years. Although, we expect pro forma leverage to increase to 5.9x from 5.3x as of March 31, 2018, we forecast that leverage will decline to about 5.5x by year-end 2018, primarily due to EBITDA growth. Despite our expectations for strong operating performance and cash flow over the next 12 months, leverage will likely remain elevated in the mid- to high-5x area over the next two to three years because of the company's high debt tolerance and preference for debt-financed special dividends. "The stable outlook reflects our expectation that AlixPartners will continue to experience high-single- to low–double-digit percentage revenue and EBITDA growth, which will keep leverage comfortably under 6x over the next 12 months. "We could lower the corporate credit rating if the demand for services declines, resulting in leverage exceeding 6x and DCF to debt below 2%. This could occur if revenue declines by 10%, the company's pursue additional debt-financed dividends, or EBITDA margin declines by 100 basis points. "We are unlikely to raise the rating over the 12 months, primarily due to the company's aggressive financial policy and history of debt-funded dividends. An upgrade would require strong operating performance combined with a more conservative financial policy and lowering of leverage to the mid-4x area on a consistent basis." APOLLO INVESTMENT: S&P Downgrades ICR to 'BB+', Outlook Stable -------------------------------------------------------------- S&P Global Ratings said it lowered its issuer credit rating on Apollo Investment Corp. (AINV) to 'BB+' from 'BBB-'. The outlook is stable. S&P said, "We also lowered the senior unsecured debt rating to 'BB+' from 'BBB-'. We also removed the ratings from CreditWatch, where we placed them on April 5, 2018, with negative implications." In early April 2018, AINV's board of directors voted to approve the adoption of the modified asset coverage act with regard to business development companies (BDCs). The company's applicable asset coverage ratio will decline to 150% from 200% one year from the date of the approval, which effectively increases its maximum allowed debt-to-equity ratio to approximately 2:1 from 1:1. The new ratio could go into effect sooner if the company receives shareholder approval. As a result, S&P's anchor for AINV is now 'bb+', which is the starting point for its ratings of BDCs that adopt the lower asset coverage requirement. S&P said, "Over the next 12 months, we expect the company to continue to rotate its portfolio away from legacy assets and into lower-yielding investments as it prepares to make use of the additional leverage. We believe that the portfolio will trend more to asset-based loans and first-lien loans than it has historically. Longer term, we expect debt to adjusted total equity will rise above 1.0x but remain less than 1.5x. "We could lower the rating if debt to adjusted total equity rises above 1.0x, without reducing risk and improved performance in its investment portfolio. We could also downgrade the company if it continues to underperform relative to peers. "We do not believe an upgrade is likely in the next 12 months. Over a longer time horizon, an upgrade would be predicated on the company significantly lowering risk in its investment portfolio and demonstrating stable performance through a credit cycle." ARABELLA EXPLORATION: $128K Sale of Oil/Gas Assets to Energen Appro ------------------------------------------------------------------- Judge Russell F. Nelms of the U.S. Bankruptcy Court for the Northern District of Texas authorized Arabella Exploration, LLC, and its affiliates to sell oil and gas assets to Energen for $128,000. The sale hearing was held on April 9, 2018. The parties' Letter Agreement dated as of Feb. 14, 2018 (as amended and modified from time to time) is approved. The sale is on an "as is, where is" basis without representation or warranty, express or implied of any kind, nature or description, including without limitation any warranty by description or of merchantability, usability or fitness for any particular purpose. It is also be free and clear of all liens, charges, claims, abstracts of judgment, interests or any other encumbrances of any kind in and against the Oil & Gas Assets. The Debtors will not be required to inspect, test or report on the condition of the assets being sold or on the existence of any possible defects in the same. The Order will be effective immediately upon entry, notwithstanding the provisions of Bankruptcy Rules 6004 and 6006 or any applicable provisions of the Local Bankruptcy Rules, the Order will not be stayed for 14 days after its entry, but will be effective and enforceable immediately upon entry, and the 14-day stay provided in such rules is expressly waived and will not apply. About Arabella Exploration Arabella Exploration, LLC, formed on Oct. 2, 2009, is a wholly-owned subsidiary of Arabella Exploration, Inc., a Cayman Islands corporation. It is an oil and gas exploration company that owns working interests in a number of oil and gas properties and interests. Arabella Exploration filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 17-40120) on Jan. 8, 2017. Charles (Chip) Hoebeke, manager, signed the petition. Arabella Operating, LLC, filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 17-41479) on April 4, 2017. The case is being jointly administered with that of Arabella Exploration. Arabella Exploration estimated $1 million to $50 million in assets and liabilities. Judge Russell F. Nelms in Ft. Worth, Texas, is the case judge. Raymond W. Battaglia, Esq., of the Law Offices of Ray Battaglia, PLLC, serves as counsel to the Debtor. Miller Johnson serves as Battaglia's co-counsel. Rehmann Turnaround and Receivership's Charles Hoebeke is the Debtor's chief restructuring officer. No trustee, examiner or committee has been appointed in the case. ATM MIRROR: Modifies Plan Payment to Bank of the West ----------------------------------------------------- ATM Mirror, Inc., amended its plan of reorganization and accompanying disclosure statement to modify the restructured terms of its indebtedness to Bank of the West. Under the Amended Disclosure Statement, the Debtor will pay to the bank $1,250 per month from Feb. 1, 2017, through July 1, 2018, $2,554 per month from August 1, 2018, through May 1, 2021, and a $31,584 balloon payment on May 1, 2021. A full-text copy of the Amended Disclosure Statement is available at: http://bankrupt.com/misc/nysb16-23276-97.pdf About ATM Mirror ATM Mirror, Inc., is a glass manufacturing and installation company, installing projects from residential frame-less shower doors to commercial architectural glass such as balconies. ATM Mirror is a family-owned business operating since 2005. ATM Mirror filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 16-23276) on Sept. 21, 2016, estimating assets and liabilities of less than $500,000. The petition was signed by James Count, president Judge Robert D. Drain presides over the case. Dawn Kirby, Esq., at DelBello Donnellan Weingarten Wise & Wiederkehr, LLP, is the Debtor's bankruptcy counsel. Fino and Associates is the Debtor's accountant. No official committee of unsecured creditors has been appointed in the case. B&B LIQUIDATING: Taps NV Consulting as New Financial Advisor ------------------------------------------------------------ B&B Liquidating, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire NV Consulting Services LLC as its new financial advisor. NV Consulting will provide financial advisory services, which include the preparation or review of weekly variance reports and financial reports; review of funding requests; and the preparation of financial analysis on specific store locations. The firm will also serve as the principal liaison between the Debtor and its secured lenders and unsecured creditors' committee. The Debtor terminated the employment of its former financial advisor, Clear Thinking Group LLC, effective April 9 pursuant to their agreement. Neema Varghese, managing director of NV Consulting, is the only professional of the firm who will be providing the services. She has agreed to perform services at a reduced hourly rate of $300. The Debtor will pay NV Consulting a post-petition retainer in the sum of $5,000. Ms. Varghese disclosed in a court filing that her firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. NV Consulting can be reached through: Neema Varghese NV Consulting Services LLC 701 Potomac Ave. Naperville, IL 60565 Phone: 630.697.4402 E-mail: nvarghese@nvconsultingservices.com About B&B Liquidating Established in 1877, B&B Liquidating, LLC, doing business as Bachrach is a specialty men's clothing merchandiser with a 140-year history in the retail industry. The Company sells suits, dress shirts, tops, jackets, bottoms, underwear, footwear and accessories. Bachrach -- https://www.bachrach.com/ -- currently has 32 retail locations nationwide with its headquarters located in Los Angeles, California. The Company previously sought bankruptcy protection on April 28, 2017 (Bankr. C.D. Cal. Case No. 17-15292) and on May 6, 2009 (Bankr. S.D.N.Y. Case No. 09-12918). B&B Liquidating is an affiliate of B&B Bachrach, LLC, which sought bankruptcy protection on April 28, 2017. B&B Liquidating filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 18-11744) on Feb. 16, 2018. In the petition signed by Brian Lipman, managing member, the Debtor estimated assets and liabilities at 10 million to $50 million. The case is assigned to Judge Julia W. Brand. The Debtor hired Greenberg Glusker Fields Claman & Machtinger LLP as its bankruptcy counsel; Clear Thinking Group LLC as financial advisor; and Donlin, Recano & Company, Inc. as claims and noticing agent. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on March 13, 2018. The Committee retained Pachulski Stang Ziehl & Jones LLP as its legal counsel. BARTLETT MANAGEMENT: Seeks to Hire Valenti Florida as Accountant ---------------------------------------------------------------- Bartlett Management Services, Inc., and its affiliates seek approval from the U.S. Bankruptcy Court for the Central District of Illinois to hire Valenti Florida Management, Inc. as accounting and financial services provider, or in the alternative, to employ RPT Restaurant Accounting Services LLC in such capacity. The Debtors' agreements with VFM provide for a fixed monthly fee for each of the Debtors, based on an annual fee of $435,000, and prorated among the Debtors based on the number of currently operating locations. The agreements also provide for a 20% hold back each month pending a final application to the court for approval of those fees. If the court declines to approve the employment of VFM, then the Debtors request, in the alternative, that the court authorize them to engage RPT. On the other hand, if the court approves the employment of VFM, then the Debtors request for authority to pay a transition fee to RPT in consideration of the firm's preparation for assuming the role of their accountants and financial services provider. The RPT agreements provide for a one-time transition fee of $275 per location for a total of slightly under $10,000. The Debtors submit that the payment of the transition fee would "represent reasonable compensation" to RPT for its willingness to prepare for a possible transition of their financial management services to the firm despite their efforts to negotiate an acceptable arrangement with VFM. VFM can be reached through: Sharon Ritch Valenti Florida Management, Inc. 3930 Premier North Drive Tampa, FL 33618 Phone: (813)-935-8777 Fax: (813)-932-0854 RPT can be reached through: Richard Schroeder RPT Restaurant Accounting Services LLC 2702 International Lane, Suite 201 Madison, WI 53704 Phone: 608.244.6911 E-mail: contact@rptrestaurantaccounting.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 tapped 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. BELLA HAVANA: Amends Unsecured Creditors' Recovery -------------------------------------------------- Bella Havana, Inc., amended the disclosure statement explaining its plan of reorganization because by the voting deadline, the Debtor received no votes accepting or rejecting the Plan nor any objections to the confirmation of the Plan, so it amends the disclosure statement such that general unsecured creditors will now receive full payment of their claims, instead of the pro rata payment of $1,000. A full-text copy of the Amended Disclosure Statement is available at: http://bankrupt.com/misc/nysb17-10255-44.pdf About Bella Havana Bella Havana Inc. filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 17-10255) on Feb. 1, 2017. The Debtor is represented by Wayne M. Greenwald, Esq. BERTUCCI'S HOLDINGS: Taps Hilco as Real Estate Advisor ------------------------------------------------------ Bertucci's Holdings, Inc., seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Hilco Real Estate, LLC, as its real estate advisor. The firm will assist the company and its affiliates in negotiating the terms of restructuring agreements with their landlords under certain leases. Hilco will be paid a fee in an amount equal to 6% of the cash value paid to the Debtors for each lease assigned, sold or terminated. For any restructured lease, Hilco will be paid a fee in an amount equal to a base fee of $1,500, plus the "restructured lease savings" multiplied by these percentages, depending on the aggregate amount of the restructured lease savings obtained by the firm: (1) In the event the aggregate amount of restructured lease savings is equal to or less than $6 million, Hilco will be owed, in addition to the base fee for each lease, the restructured lease savings for each lease multiplied by 4.5%. (2) In the event the aggregate amount of restructured lease savings is in excess of $6 million but less than or equal to $8 million, Hilco will be owed, in addition to the base fee for each lease, the restructured lease savings for each restructured lease multiplied by 5%. (3) In the event the aggregate amount of restructured lease savings is in excess of $8 million, Hilco will be owed, in addition to the base fee for each lease, the restructured lease savings for each lease multiplied by 5.5%. Ryan Lawlor, vice-president of Hilco's managing member Hilco Trading LLC, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. Hilco can be reached through: Ryan Lawlor Hilco Real Estate, LLC 5 Revere Drive, Suite 320 Northbrook, IL 60062 Phone: 1-847-509-1100 Fax: 1-847-509-1150 About Bertucci's Holdings Founded in 1981, Bertucci's Holdings, Inc. -- http://www.bertuccis.com/-- owns and operates 59 full-service casual family restaurants offering traditional Italian and contemporary food centered around its signature open kitchens and brick ovens. As of the petition date, the company and its affiliates have 969 full-time employees and 3,245 part-time employees. Bertucci's is headquartered in Boston, Massachusetts and operates in 11 east coast states from New Hampshire to Virginia. Bertucci's Holdings, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-10894) on April 15, 2018. In the petitions signed by Brian Connell, chief financial officer and senior vice-president, the Debtors estimated assets of less than $50,000 and liabilities of $50 million to $100 million. Judge Mary F. Walrath presides over the cases. The Debtors tapped Landis Rath & Cobb LLP as their bankruptcy counsel; Schulte Roth & Zabel LLP as special corporate counsel; Imperial Capital, LLC as investment banker; Hilco Real Estate, LLC as real estate advisor; and Prime Clerk LLC as claims and noticing agent. BERTUCCI'S HOLDINGS: Taps Landis Rath as Legal Counsel ------------------------------------------------------ Bertucci's Holdings, Inc., seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Landis Rath & Cobb LLP as its legal counsel. The firm will advise the company and its affiliates regarding their duties under the Bankruptcy Code; negotiate with creditors; assist in any potential asset sale and post-petition financing; prepare a bankruptcy plan; and provide other legal services related to their Chapter 11 cases. The firm's hourly rates range from $575 to $860 for partners, $315 to $495 for associates, and $240 to $245 for paralegals. Legal assistants charge $155 per hour. Landis Rath received advance retainers totaling $513,965.21. Kerri Mumford, Esq., a partner at Landis Rath, disclosed in a court filing that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. Landis Rath can be reached through: Adam G. Landis, Esq. Kerri K. Mumford, Esq. Kimberly A. Brown, Esq. Jennifer L. Cree, Esq. Landis Rath & Cobb LLP 919 Market Street, Suite 1800 Wilmington, DE 19801 Tel: (302) 467 -4400 Fax: (302) 467 -4450 E-mail: landis@lrclaw.com E-mail: mumford@lrclaw.com E-mail: brown@lrclaw.com E-mail: cree@lrclaw.com About Bertucci's Holdings Founded in 1981, Bertucci's Holdings, Inc. -- http://www.bertuccis.com/-- owns and operates 59 full-service casual family restaurants offering traditional Italian and contemporary food centered around its signature open kitchens and brick ovens. As of the petition date, the company and its affiliates have 969 full-time employees and 3,245 part-time employees. Bertucci's is headquartered in Boston, Massachusetts and operates in 11 east coast states from New Hampshire to Virginia. . Bertucci's Holdings, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-10894) on April 15, 2018. In the petitions signed by Brian Connell, chief financial officer and senior vice-president, the Debtors estimated assets of less than $50,000 and liabilities of $50 million to $100 million. Judge Mary F. Walrath presides over the cases. The Debtors tapped Landis Rath & Cobb LLP as their bankruptcy counsel; Schulte Roth & Zabel LLP as special corporate counsel; Imperial Capital, LLC as investment banker; Hilco Real Estate, LLC as real estate advisor; and Prime Clerk LLC as claims and noticing agent. BERTUCCI'S HOLDINGS: Taps Prime Clerk as Administrative Advisor --------------------------------------------------------------- Bertucci's Holdings, Inc., seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Prime Clerk LLC as its administrative advisor. The firm will provide bankruptcy administration services, which include the solicitation, balloting and tabulation of votes; the preparation of reports in support of a Chapter 11 plan; and managing and coordinating any distributions pursuant to the plan. The firm's hourly rates are: Claim and Noticing Rates: Analyst $30 - $55 Technology Consultant $35 - $105 Consultant/Senior Consultant $65 - $175 Director $175 - $210 COO/Executive VP No charge Solicitation, Balloting and Tabulation Rates: Solicitation Consultant $200 Director of Solicitation $225 Benjamin Steele, vice-president of Prime Clerk, disclosed in a court filing that his firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. Prime Clerk can be reached through: Benjamin J. Steele Prime Clerk LLC 830 3rd Avenue, 9th Floor New York, NY 10022 Tel: 212-257-5490 E-mail: bsteele@primeclerk.com About Bertucci's Holdings Founded in 1981, Bertucci's Holdings, Inc. -- http://www.bertuccis.com/-- owns and operates 59 full-service casual family restaurants offering traditional Italian and contemporary food centered around its signature open kitchens and brick ovens. As of the petition date, the company and its affiliates have 969 full-time employees and 3,245 part-time employees. Bertucci's is headquartered in Boston, Massachusetts and operates in 11 east coast states from New Hampshire to Virginia. Bertucci's Holdings, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-10894) on April 15, 2018. In the petitions signed by Brian Connell, chief financial officer and senior vice-president, the Debtors estimated assets of less than $50,000 and liabilities of $50 million to $100 million. Judge Mary F. Walrath presides over the cases. The Debtors tapped Landis Rath & Cobb LLP as their bankruptcy counsel; Schulte Roth & Zabel LLP as special corporate counsel; Imperial Capital, LLC as investment banker; Hilco Real Estate, LLC as real estate advisor; and Prime Clerk LLC as claims and noticing agent. BOWLING GREEN: Case Summary & 12 Unsecured Creditors ---------------------------------------------------- Affiliates that filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code: Name Case No. ---- -------- Bowling Green Recycling of Warren County, Inc. 18-10366 PO Box 51811 Bowling Green, KY 42102 Bowling Green Recycling II, Inc. 18-10367 PO Box 51811 Bowling Green, KY 42102 Business Description: Located in Bowling Green, Kentucky, Bowling Green Recycling is a recycling center serving Bowling Green and Warren County. Chapter 11 Petition Date: April 23, 2018 Court: United States Bankruptcy Court Western District of Kentucky (Bowling Green) Debtors' Counsel: David M. Cantor, Esq. SEILLER WATERMAN LLC 22nd Floor - Meidinger Tower 462 S 4th Street Louisville, KY 40202 Email: cantor@derbycitylaw.com Assets and Liabilities: Estimated Estimated Assets Liabilities ---------- ----------- Recycling $500,000 to $1 million $1 mil.-$10 million Recycling II $100,000 to $500,000 $1 mil.-$10 million The petitions were signed by James T. Lofton, general manager. A full-text copy of Bowling Green Recycling's petition containing, among other items, a list of the Debtor's 12 largest unsecured creditors is available for free at: http://bankrupt.com/misc/kywb18-10366.pdf A full-text copy of Bowling Green Recycling II's petition containing, among other items, a list of the Debtor's four unsecured creditors is available for free at: http://bankrupt.com/misc/kywb18-10367.pdf BRONCO BOWLING: Case Summary & 13 Unsecured Creditors ----------------------------------------------------- Debtor: Bronco Bowling Center, LLC 22323 Ryan Rd. Warren, MI 48091 Business Description: Bronco Bowling Center, LLC, is a bowling center operator in Warren, Michigan. Chapter 11 Petition Date: April 23, 2018 Court: United States Bankruptcy Court Eastern District of Michigan (Detroit) Case No.: 18-45900 Judge: Hon. Maria L. Oxholm Debtor's Counsel: Ethan D. Dunn, Esq. MAXWELL DUNN, PLC 24725 W. 12 Mile Rd., Suite 306 Southfield, MI 48034 Tel: (248) 246-1166 E-mail: bankruptcy@maxwelldunnlaw.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Leroy Shepherd, managing member. A copy of the Debtor's list of 13 unsecured creditors is available for free at: http://bankrupt.com/misc/mieb18-45900_creditors.pdf A full-text copy of the petition is available for free at: http://bankrupt.com/misc/mieb18-45900.pdf BUANNO TRANSPORT: Taps Waite & Associates as Legal Counsel ---------------------------------------------------------- Buanno Transport Company, Inc., seeks approval from the U.S. Bankruptcy Court for the Northern District of New York to hire Waite & Associates, P.C., as its legal counsel. The firm will assist the Debtor in the preparation of a plan of reorganization; negotiate with creditors; evaluate claims of creditors; and provide other legal services related to its Chapter 11 case. Stephen Waite, Esq., a principal of Waite & Associates and the attorney who will be handling the case, charges an hourly fee of $350. The Debtor's principal paid $1,717 to the bankruptcy court for the filing fee. Mr. Waite disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. Waite & Associates can be reached through: Stephen J. Waite, Esq. Waite & Associates, P.C. 199 New Scotland Avenue Albany, NY 12208 Tel: 518-463-4257 E-mail: swaite@waite-associates.com About Buanno Transport Company Buanno Transport Company, Inc., d/b/a BTA, is a privately-held trucking company in Fultonville, New York. BTA filed a Chapter 11 petition (Bankr. N.D.N.Y. Case No. 18-60283), on March 7, 2018. In the petition signed by Peter Buanno, president, the Debtor $100,000 to $500,000 in assets and $1 million to $10 million in estimated liabilities. The case is assigned to Judge Diane Davis. The Debtor tapped Stephen J. Waite, Esq., at Waite & Associates, P.C., as legal counsel. CALVARY COMMUNITY: Trustee Taps Barnes & Thornburg as Counsel ------------------------------------------------------------- Kavita Gupta, the Chapter 11 trustee for Calvary Community Assembly of God Inc., seeks approval from the U.S. Bankruptcy Court for the District of Nevada to hire Barnes & Thornburg LLP as her legal counsel. The firm will advise the trustee regarding her duties under the Bankruptcy Code; negotiate with creditors; give legal advice regarding any potential sale of the Debtor's assets; represent the trustee in connection with obtaining authority for post-petition financing; assist in the preparation of a bankruptcy plan; and provide other legal services related to the Debtor's Chapter 11 case. The firm's hourly rates range from $270 to $900 for partners, of counsel and associates, and from $190 to $440 for paralegals. Barnes & Thornburg has agreed to discount the hourly rates for these primary attorneys who will be representing the trustee: Attorneys Discounted Rates --------- ---------------- Ali M.M. Mojdehi $700 Janet Gertz $625 Allison Rego $525 Barnes & Thornburg is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Ali M.M. Mojdehi, Esq. Janet Dean Gertz, Esq. Allison M. Rego, Esq. Barnes & Thornburg LLP 501 West Broadway, Suite 800 San Diego, CA 92101 Telephone: (310) 284-3880 Facsimile: (310) 284-3894 E-mail: amojdehi@btlaw.com E-mail: jgertz@btlaw.com E-mail: arego@btlaw.com About Calvary Community Assembly of God Calvary Community Assembly of God -- http://www.ccalv.org/-- is a Pentecostal church in Las Vegas, Nevada. It is located on an 11-acre campus at 2900 N. Torrey Pines Drive, just a few blocks off the I-95 freeway. In September 2004, Pastor Bruce and Donita Morris began their time serving Calvary. Calvary Community Assembly of God filed a Chapter 11 petition (Bankr. D. Nev. Case No. 17-13475) on June 28, 2017. In the petition signed by Bruce A. Morris, pastor, the Debtor estimated $11.04 million in assets and $3.53 million in liabilities. Angela J. Lizada, Esq., at Lizada Law Firm Ltd., served as the Debtor's bankruptcy counsel. Kavita Gupta was appointed Chapter 11 trustee for the Debtor. CARIBBEAN COMMERCIAL: Unsecureds to Get $56M from Recovery Suit --------------------------------------------------------------- Caribbean Commercial Investment Bank Ltd. filed a plan of liquidation and accompanying disclosure statement proposing $0 to $56,852,840 potential recovery from Recovery Actions to general unsecured creditors, and $0 to $21,262,993 balance of potential recovery from Recovery Actions to interest holders. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/nysb16-13311-169.pdf About Caribbean Commercial Investment Bank Caribbean Commercial Investment Bank Ltd is a commercial bank incorporated and licensed in Anguilla, with its headquarters located at 2 St. Mary's Street, The Valley, Anguilla. The Bank is wholly-owned by the Caribbean Commercial Bank (Anguilla) Ltd. ("CCB"), which was incorporated pursuant to the laws of Anguilla as a privately-owned company. On Aug. 12, 2013, the Eastern Caribbean Central Bank, which was the regulator of CCB, placed the affairs of CCB into conservatorship pursuant to the Eastern Caribbean Central Bank Agreement Act. Caribbean Commercial Investment Bank Ltd. filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 16-13311) on Nov. 22, 2016, listed under $50 million in both assets and liabilities. The Hon. Stuart M. Bernstein presides over the case. James C. McCarroll, Esq., Jordan W. Siev, Esq., and Kurt F. Gwynne, Esq., at Reed Smith LLP, serve as counsel. The petition was signed by William Tacon, foreign representative. Caribbean Commercial Bank (Anguilla) Ltd. is the sole shareholder of the Debtor. CCB was incorporated pursuant to the laws of Anguilla as a privately-owned company. On April 22, 2016, Eastern Caribbean Central Bank appointed a receiver for the CCB pursuant to Section 137 of Anguilla's Banking Act, No. 6 of 2015. CHARLES FUQUA: Kempers Buying Neoga Residential Property for $275K ------------------------------------------------------------------ Charles W. Fuqua, II and Ruth A. Fuqua ask the U.S. Bankruptcy Court for the Central District of Illinois to authorize the private sale of the residential property located at 3572 E. 894 N. Road, Neoga, Illinois to Wendell Kemper and Terry Kemper for $275,000. The objection deadline is April 28, 2018. The Debtors own the house and lot. It is the residence of the Debtors who have claimed a homestead in the amount of $30,000. The real estate is encumbered by a first mortgage granted to First Federal Savings & Loan Association of Central Illinois, SB, which is located at 800 W. Lincoln Ave., Charleston, Illinois. The loan balance for the loan ending 8485 is approximately $79,761. The real estate is also encumbered by a second mortgage granted to First Federal. The loan balance for the loan ending 9204 is approximately $48,889. The Debtors also have multiple other loans with First Federal that contain crosscollateral provisions. Accordingly, First Federal is entitled to any proceeds after Loan 7266 is satisfied. Those loans include (i) 0350 (Proof of Claim Number 11) - $47,393 ; (ii) 7595 (Proof of Claim Number 12) - $24,017; (iii) 7266 (Proof of Claim Number 13) - $95,375; (iv) 1131 (Proof of Claim Number 14) - $24,503; and (v) 0573 (Proof of Claim Number 15) - $14,230. On April 4, 2018, the Debtors and the Buyers, 611 W. Cumberland Street, Greenup, Illinois 62428, entered into an agreement for the sale of the real estate for $275,000. First Federal consents to the purchase. The Debtors wish to sell the real estate by private sale free and clear of all liens. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Charles_Fuqua_129_Sales.pdf The lien of First Federal will attach to the proceeds of the sale. The net proceeds from the sale will be applied to the loans listed . The Debtors will withhold their homestead of $30,000 in a separate DIP account to be used for the purchase of a replacement homestead. Any surplus will be segregated in a separate DIP account for the benefit of the general, unsecured creditors. On March 28, 2018, the Debtors filed an amended application to sell the 38 acre parcel located at 4700 W. State Street, Charleston, Illinois, to Alexander W. Fuqua for $145,000. The net proceeds from that sale will also be applied to the loans listed. The Debtors are also asking a waiver of the 14-day stay period under Bankruptcy Rule 6004(h) so that the sale can proceed expeditiously to closing. The Creditor: FIRST FEDERAL SAVINGS & LOAN ASSOC. 800 W. Lincoln Avenue Charleston, IL 61920-2417 Charles W. Fuqua, II and Ruth A. Fuqua sought Chapter 11 protection (Bankr. C.D. Ill. Case No. 17-91140) on Oct. 20, 2017. The Debtors tapped Roy Jackson Dent, Esq., at Dent Law Office, Ltd., as counsel. CHARLES FUQUA: Lowells Buying Charleston Property for $240K ----------------------------------------------------------- Charles W. Fuqua, II and Ruth A. Fuqua ask the U.S. Bankruptcy Court for the Central District of Illinois to authorize the private sale of two commercial building located at 523 Treeline Drive, Charleston, Illinois to Charles Layman Lowell and Kristen Nicole Lowell for $240,000. The objection deadline is April 28, 2018. The Debtors own 50% undivided interest in the Property. They have scheduled the value of the Property at $170,000. The real estate is encumbered by a mortgage granted to Prairie State Bank & Trust. The Bank is located at 621 W. Lincoln Avenue, Charleston, Illinois. The loan balance for the loan ending 8710 is approximately $221,986. The Debtors also have multiple other loans with Prairie State that contain cross-collateral provisions. Accordingly, the Bank is entitled to any proceeds after Loan 8710 is satisfied. Those loans include: (i) 4215 (Proof of Claim Number 19) - $167,976; (ii) 4893 (Proof of Claim Number 20) - $175,427; (iii) 4891 (Proof of Claim Number 21) - $239,154; and (iv) 5059 (Proof of Claim Number 22) - $254,317. On April 4, 2018, the Debtors and the co-owners, Leland R. Grimes and Carol I. Grimes, as Co-Trustees of the Leland R. Grimes and Carol I. Grimes Revocable Living Trust dated Sept. 15, 2015, P.O. Box 258, Charleston, Illinois, and the Buyers, 4200 Cahokia Lane, Charleston, Illinois, entered into an agreement for the sale of the real estate for $240,000. The Debtors wish to sell the real estate by private sale free and clear of all liens pursuant to Section 363(f)(1, 2). Prairie Bank consents to the purchase. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Charles_Fuqua_131_Sales.pdf The lien of Prairie Bank will attach to the proceeds of the sale. The net proceeds from the sale will be applied to the loans listed. The Debtors are also asking a waiver of the 14-day stay period under Bankruptcy Rule 6004(h) so that the sale can proceed expeditiously to closing. The Creditor: PRAIRIE STATE BANK & TRUST 621 W Lincoln Ave. Charleston, IL 61920-2445 Charles W. Fuqua, II and Ruth A. Fuqua sought Chapter 11 protection (Bankr. C.D. Ill. Case No. 17-91140) on Oct. 20, 2017. The Debtors tapped Roy Jackson Dent, Esq., at Dent Law Office, Ltd., as counsel. CORRECT CLAIM: Exit Plan to Pay Unsecured Creditors in Full ----------------------------------------------------------- General unsecured creditors of Correct Claim Public Adjusters LLC will be paid in full under the company's proposed Chapter 11 plan of reorganization. Under the plan, all allowed general unsecured claims, except for the claim of BVF Fund II, LLC, will be paid in full on or prior to November 30, 2021. These claims will be paid only after priority unsecured claims are paid in full. Meanwhile, BVF will receive $295,200 in cash paid on or prior to November 30, 2021. Moreover, Correct Claim will assign on the effective date of the plan all of its rights, title, and interest in the adversary proceeding it recently initiated against Urban Earth LLC. Correct Claim will fund the plan with its cash flow from operations. Cash flow from litigation on the company's claims and causes of action may be used to supplement, and pay sooner, disbursements under the plan, according to the company's disclosure statement. A full-text copy of the disclosure statement is available for free at: http://bankrupt.com/misc/nvb17-16483-243.pdf About Correct Claim Public Adjusters Based in El Paso, Texas, Correct Claim Public Adjusters, LLC -- http://www.correctclaim.com/-- is a licensed public adjuster that helps homeowners in determining the value of their claim, reviewing their existing insurance policy to establish coverage, and documenting the claim for submission to their insurer. The company's experience includes both broad-based events such as hurricanes, hailstorms, wildfires, explosions, or tornados, and single-property incidents including fires, theft, or plumbing-related water damage. Correct Claim is also based in the Rio Grande Valley of Texas and in Denver, Colorado. Correct Claim was founded by Sergio De La Canal. Correct Claim Public Adjusters, based in San Antonio, Texas, filed a Chapter 11 petition (Bankr. D. Nev. Case No. 17-16483) on Dec. 6, 2017. In its petition signed by managing member Sergio De La Canal, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The Hon. Laurel E. Davis presides over the case. Robert Atkinson, Esq., at Atkinson Law Associates, Ltd., serves as bankruptcy counsel to the Debtor. Angelo Law Firm PLLC has been tapped as special counsel, providing services related to the Debtor's insurance public adjuster business. COTIVITI CORP: S&P Alters Outlook to Positive & Affirms 'BB-' CCR ----------------------------------------------------------------- S&P Global Ratings affirmed its 'BB-' corporate credit rating on the technology-enabled recovery audit service provider Cotiviti Corp. S&P revised the outlook to positive from stable. S&P said, "We also affirmed our 'BB' issue-level rating, on the company's first-lien debt. The recovery rating remains '2', indicating our expectations for substantial (70%-90%; rounded estimate: 85%) recovery in the event of a payment default." The outlook revision reflects the company's positive operating momentum, driven by favorable industry tailwinds in audit services within the health care segment, healthy client retention levels, and improved operating efficiencies. S&P said, "We expect free operating cash flow to grow modestly, resulting in slight improvement to the key credit metrics. However, we do expect the company to return some excess cash to shareholders via share repurchases. Moreover, we see the continued dilution of the company's financial sponsor as a credit positive, as they no longer retain a majority stake." The positive outlook reflects positive operating momentum as the company continues to demonstrate stronger sales and earnings growth than peers. S&P said, "We expect the company will continue to generate free cash flow above $180 million in 2018, with the majority of the cash used for tuck-in acquisitions and share repurchases. Over the next year, we expect the company to reduce leverage slightly to the 3.0x-3.5x range." S&P could raise the rating if Cotiviti continues to maintain solid operating performance, while sustaining debt to EBITDA below 4.0x. Positive ratings momentum would also be contingent on reducing financial sponsor ownership to below 40%, as this would further reduce any influence the sponsor might have on capital allocation decisions. S&P said, "We could revise the outlook back to stable if Cotiviti's credit metrics weaken considerably, including debt-to-EBITDA leverage above 4.0x on a sustained basis. This could occur because of an unexpected event such as an IT security breach or other reputation damaging event, unexpected customer contract losses, large debt-funded acquisitions, or a change in shareholder distributions leading to a higher debt burden. We estimate this could occur if revenues decline by 20% or debt increases by $300 million." DEMERX INC: Taps Halloran Farkas as Special Counsel --------------------------------------------------- DemeRx, Inc., seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Halloran Farkas & Kittila, LLP, as special counsel. The firm will handle all matters related to the Debtor's intellectual property. Halloran will be paid on a monthly basis as follows: 80% of monthly billed fees and costs subject to review by the Debtor, provided that 100% of these fees and costs do not exceed $7,500 per month. The remaining 20% will be subject to hold-back until the conclusion of the Debtor's Chapter 11 case. In the event that the fees and costs in any given month exceed the budgeted amount of $7,500, the Debtor will pay Halloran 80% of $7,500 and the remaining 20%, plus the remaining billed fees and costs which exceed $7,500, will be subject to the hold-back until conclusion of the case. The Debtor has agreed to pay the firm an advance retainer in the sum of $30,000. Michael Keller, Esq., a partner at Halloran, disclosed in a court filing that he and his firm do not hold or represent any interests adverse to the Debtor or its estate. The firm can be reached through: Michael J. Keller, Esq. Halloran Farkas & Kittila, LLP 351 S. Cypress Road, Suite 307 Pompano Beach, FL 33060 About DemeRx Inc. DemeRx, Inc. is a pharmaceutical research and development company headquartered in Miami, Florida. DemeRx sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-14149) on April 9, 2018. In the petition signed by Deborah C. Mash, Ph.D, chief executive officer, the Debtor disclosed $24.88 million in assets and $2.06 million in liabilities. Judge Robert A. Mark presides over the case. The Debtor hired Aaronson Schantz Beiley P.A. as its legal counsel. DESIGNED TO MOVE: Wants Paine to Liquidate 45% of Inventory ----------------------------------------------------------- Designed to Move, LLC, asks the U.S. Bankruptcy Court for the Central District of California to authorize the (i) employment of Stanley J. Paine as auctioneer, and (ii) sale of its 45% of inventory, and (ii) payment of said auctioneer. A hearing on the Motion is set for April 12, 2018 at 10:00 a.m. Although the Debtor's warehouses are in Los Angeles, the majority of the homes currently staged with its furniture are in Montecito, and Santa Barbara, California. The Thomas fire burned the hills and mountains North of the City of Montecito, and subsequent rains flooded many of the houses and roads in Montecito with mud and boulders. As a result, staging and sales of property in Montecito and Santa Barbara have mostly ceased. The Debtor has two warehouse facilities filled with furniture that it does not need presently, and needs to downsize its operations until the real estate market in Montecito rebounds. Since the filing of the case, Aimee Miller, the single member, has been operating as the DIP. Ms. Miller has been interviewing Auctioneers and has decided to hire Stanley J. Paine Auctioneers to liquidate 45% of her inventory. This will allow the Debtor to downsize to a smaller warehouse, and continue its business. The fees due the auctioneer, per the contract, are: (i) 20% from the Seller; (ii) 10% from the Buyer; and (iii) advertising fees of $10,000 and a U.C.C. search fee of $200 dollars. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Designed_to_Move_46_Sales.pdf Prepetition, the Debtor received a three-day-notice to quit from the landlord of its larger warehouse and it is unlikely it could consign, or sell directly, enough of its furniture to allow it to vacate the large warehouse without large losses. As a result, the Debtor asks that the Court approves the hiring of Stanley Paine Auctioneers, the sale of 45% of its inventory, and the payment of the commissions and fees in the contract. About Designed to Move Headquartered in Beverly Hills, California, Designed to Move, LLC -- https://www.designedtomove.com/ -- provides property enhancement services to the real estate market. Founded by Aimee Miller, the Company offers interior design, home staging, luxury lease and e-design services. DTM Interiors services multiple states and areas, tailoring its design to each community and even neighborhood to appeal to the local clientele. Designed to Move sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 18-11774) on Feb. 17, 2018. In the petition signed by Aime Miller, managing member, the Debtor estimated liabilities in the range of $1 million to $10 million. Judge Julia W. Brand is assigned to the case. The Debtor tapped Dennis E. McGoldrick, Esq., at Law Office of Dennis McGoldrick, as counsel. EAVES INC: Trustee Taps Farinash & Stofan as Legal Counsel ---------------------------------------------------------- Jerrold Farinash, the Chapter 11 trustee for Eaves Inc., received approval from the U.S. Bankruptcy Court for the Eastern District of Tennessee to hire his own firm Farinash & Stofan as legal counsel. The firm will assist the trustee in connection with the Debtor's Chapter 11 case. The firm charges these hourly rates: Jerrold Farinash $350 Amanda Stofan $250 Paralegal $100 Farinash & Stofan does not hold any interests adverse to the Debtor's estate, according to court filings. The firm can be reached through: Jerrold D. Farinash, Esq. Farinash & Stofan 100 West M L King Blvd., Suite 816 Chattanooga, TN 37402 Phone: (423) 805-3100 Email: jdf@8053100.com About Eaves Inc. Based in Chattanooga, Tennessee, Eaves, Inc. filed a Chapter 11 petition (Bankr. E.D. Tenn. Case No. 17-15132) on Nov. 8, 2017, disclosing less than $1 million both in assets and liabilities. Judge Nicholas W. Whittenburg presides over the case. W. Thomas Bible, Jr., Esq., and Timothy Millirons, Esq., at the Law Office of W. Thomas Bible, Jr., serve as the Debtor's counsel. Jerrold D. Farinash was appointed Chapter 11 trustee for the Debtor. ECS REFINING: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: ECS Refining, Inc. aka ECS Refining, LLC aka ECS Refining Texas, LLC 2222 S. Sinclair Ave. Stockton, CA 95215 Business Description: ECS Refining, Inc. offers a full suite of IT asset management and disposition solutions. ECS provides national brand protection solutions for environmental services, IT asset management, data protection and end- of-life electronic recycling services. ECS was founded in 1980 by Jim and Ken Taggart as a processor of post-manufacturing scrap and residues for OEMs in the Silicon Valley. As the electronics industry enjoyed rapid growth and manufacturing operations were outsourced to other parts of the world, ECS adapted by shifting its focus to processing post-consumer electronics. The Company has locations in Rogers, Arizona; Santa Clara, California; Santa Fe Springs, California; Stockton, California; Columbus, Ohio; Medford, Oregon; Portland, Oregon; and Mesquite, Texas. Visit https://www.ecsrefining.com for more information. Chapter 11 Petition Date: April 24, 2018 Court: United States Bankruptcy Court Eastern District of California (Sacramento) Case No.: 18-22453 Judge: Hon. Robert S. Bardwil Debtor's Counsel: Michael Bryan Reynolds, Esq. SNELL & WILMER L.L.P. 600 Anton Blvd #1400 Costa Mesa, CA 92626-7689 Tel: (714) 427-7414 E-mail: mreynolds@swlaw.com Debtor's Financial Advisor: MCA FINANCIAL GROUP, LTD. Estimated Assets: $1 million to $10 million Estimated Liabilities: $10 million to $50 million The petition was signed by Jack Rockwood, president. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/caeb18-22453.pdf EFTENI INC: Plan Outline Okayed, Plan Hearing on May 15 ------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey will consider approval of the Chapter 11 plan for Efteni, Inc. at a hearing on May 15. The court will also consider at the hearing final approval of the company's disclosure statement, which it conditionally approved on April 5. The order set a May 8 deadline for creditors to file their objections and submit ballots of acceptance or rejection of the plan. About Efteni Inc. Efteni Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 17-22625) on June 20, 2017. At the time of the filing, the Debtor estimated assets and liabilities of less than $100,000. Judge Christine M. Gravelle presides over the case. The Debtor previously filed a Chapter 11 petition. The petition (Bankr. D.N.J. Case No. 16-16547) was filed on April 5, 2016. The Debtor hired Broege, Neumann, Fischer & Shaver, LLC, and Hoffman & Hoffman, as counsel. EMBER RESOURCES: S&P Cuts Corp. Credit Rating to CCC+, Outlook Neg. ------------------------------------------------------------------- S&P Global Ratings said it lowered its long-term corporate credit rating on Calgary, Alta.-based Ember Resources Inc. to 'CCC+' from 'B'. The outlook is negative. At the same time, S&P Global Ratings lowered its issue-level rating on Ember's senior unsecured debt to 'B-' from 'B+'. The '2' recovery rating on the notes is unchanged, reflecting S&P's expectation of substantial (70%-90%; estimate capped at 85%) recovery for the unsecured noteholders in our hypothetical default scenario. S&P said, "The downgrade reflects our view that Ember's capital structure is unsustainable under our natural gas prices and differentials assumptions given the company's weak realized prices, high unit costs, highly leveraged credit metrics, and potential liquidity deterioration. We believe that persistent weak regional prices will hamper Ember's ability to improve its cash flow metrics and to reduce debt during the next two years. "S&P Global Ratings derives its 'CCC+' corporate credit rating on the company by applying its "Criteria For Assigning 'CCC+', 'CCC', 'CCC-', And 'CC' Ratings " (published Oct. 1, 2012). The 'CCC+' rating reflects our view, based on these criteria, that Ember is vulnerable and dependent on favorable business, financial, and economic conditions to meet its financial commitments. The company's financial commitments appear to be unsustainable in the long term, although the company might not face a credit or payment crisis in the next 12 months. "The negative outlook reflects our view that Ember's capital structure is unsustainable under our current natural gas prices and differentials assumptions because persistent weak regional prices will hamper the company's ability to improve its cash flow metrics and reduce debt during the next two years. We expect the price differential to remain high in the Western Canada Sedimentary Basin due to insufficient pipeline capacity to U.S. regions and the increasing competition from rising U.S. domestic production. "We would lower the ratings if Ember cannot renew its revolving credit facility under existing terms or if there is any indication of a potential debt exchange process in the next 12 months. "We could revise the outlook to stable if realized gas prices significantly improve, resulting in stronger cash flow generation that decreases the company's debt levels." ESCALERA RESOURCES: Aspen Buying Atlantic Rim Assets for $2.7M -------------------------------------------------------------- Escalera Resources Co. asks the U.S. Bankruptcy Court for the District of Colorado to authorize the sale of its Atlantic Rim assets to Aspen Oil and Gas Partners, LLC for $2,666,000, subject to certain adjustments. The Debtor, together with its Senior Secured Lenders, determined that a sale of substantially all of its assets would be in the best interests of its estate and creditors. After preliminary marketing activity through Seaport Global Securities, LLC, its investment banker, the Debtor and the Senior Secured Lender's determined that a joint sales effort with Warren Resources, Inc., Warren E&P, Inc. and Warren Energy Services, LLC ("WES") for sale of the Debtor's assets with Warren's Atlantic Rim assets would be advisable. As a result of two competitive bidding procedures (the first procedure of which set a minimum bid amount and did not produce any lasting competitive bids), the Debtor ultimately received a bid for its Atlantic Rim assets from Aspen. The Debtor now asks approval of the sale of its Assets to Aspen. The Debtor's current production consists primarily of natural gas from one core area in southern Wyoming, the Atlantic Rim area of the eastern Washakie Basin, in which it has coalbed methane reserves. Although it has six wholly-owned subsidiaries, and one of these subsidiaries, PetroSearch Energy Corp., a Nevada corporation, has nine wholly-owned subsidiaries, only one of the Debtor's subsidiaries, Eastern Washakie Midstream, LLC, a Wyoming corporation, is considered to be operating in any fashion. Eastern Washakie is a midstream company that owns and operates a pipeline that primarily transports the Debtor's gas. The Debtor's primary property interests lie in the Catalina Unit and the Cow Creek Unit, which are part of what is commonly known as the "Atlantic Rim" in Carbon County, Wyoming. Eastern Washakie owns and operates a pipeline that services the Catalina Unit and the Cow Creek Unit. The Debtor is the operator of these contiguous units. Warren holds a minority interest in the Catalina Unit. Under the Catalina Unit Operating Agreement, Warren is entitled to a right of first refusal for a sale of the Debtor's interests in the Catalina Unit except when Debtor proposes to dispose of its interests by merger, reorganization, consolidation, or by sale of all or substantially all of its oil and gas assets to any party. The Debtor's proposed sale of its interests in the Catalina Unit would be part of the sale of all or substantially all of its oil and gas assets. Accordingly, the Debtor believes that the right of first refusal does not apply to its proposed sale. The Debtor's rights in the Catalina Unit and the Spyglass Hill Unit include certain "deep rights," which are rights to all depths below the Mesa Verde formation. Under the Cow Creek Unit Operating Agreement, holders of minority interests in the Cow Creek Unit are entitled to a right of first refusal for a sale of any unit owner's interests in the Cow Creek Unit except when the seller proposes a sale of all or substantially all of its oil and gas properties within the state [i.e. Wyoming] in which the Unit Area is located. The Debtor's proposed sale is a sale of all or substantially all of its oil and gas properties in Wyoming. Accordingly, the right of first refusal does not apply. WRI is the majority owner of interests in, and Warren E&P is the operator of, the Spyglass Hill Unit in the Atlantic Rim in Carbon County, Wyoming. The Spyglass Hill Unit and the Catalina Unit are contiguous properties. The Debtor owns a minority interest in the Spyglass Hill Unit. WES owns and operates a pipeline that services the Spyglass Hill Unit and transports the Debtor's gas from the Spyglass Hill Unit to Eastern Washakie's pipeline by way of an interconnect. The Spyglass Hill Unit Operating Agreement provides an identical right of first refusal in favor of interest holders in the Spyglass Hill Unit, including Debtor, in the event of a sale of Warren's interests in the Unit. Although the Operating Agreement provides an exception to the first refusal right if the sale is of all or substantially all of Warren's oil and gas assets, the Debtor does not believe that a sale of Warren's interests in the Spyglass Hill Unit, including WES' pipeline, would constitute such a sale, and in all events, the joint sale process renders the right of first refusal moot. The Debtor is a party to a Credit Agreement dated as of Aug. 29, 2014 among the Debtor as the Borrower and Societe Generale and the financial institutions listed therein led by Societe Generale. As of the Petition Date, the Debtor was indebted to the Senior Secured Lenders for not less than: (i) $36,886,300 in aggregate principal amount; (ii) accrued and unpaid interest and fees of $389,641; and (iii) additional amounts claimed as owed under the Credit Facility. These amounts substantially exceeded the borrowing base as re-determined as of Sept. 30, 2015. As of the Petition Date, the Credit Facility was collateralized by substantially all of the Debtor's oil and gas producing properties and substantially all other assets. The Credit Facility is guaranteed by Eastern Washakie. As of the filing of the Motion, the Debtor estimates that the amount of cash collateral it has expended since the Petition Date, which is the measure of the adequate protection lien, exceeds $5.7 million because the Debtor has generally operated at a loss. During negotiation of the purchase and sale agreements, certain issues arose that complicated a separate sale of the Deep Rights. Aspen then offered to raise its price for the Joint Assets by $1 million to include the Deep Rights and miscellaneous overriding royalties, royalties and non-working interests of the Debtor. Pursuant to the Term Sheet, the Debtor's share of the price allocated to the Deep Rights is about $242,000, raising the total price for its Assets to $2,666,000. The Debtor and Aspen entered into a purchase and sale agreement for the Assets on April 13, 2018. The Assets are located primarily in Carbon County, Wyoming, and consist of the interests of the Debtor and Eastern Washakie in the following: (a) the oil and gas leases, lands and units described in Section 1.2(a) of the PSA and Exhibit A thereto; (b) all oil, gas water or injection wells located on the Lands, as described in Section 1.2(b) of the PSA and Exhibit A-1 thereto; (c) the pools or units which include any Lands, Leases or Wells, as described in Section 1.2(c) of the PSA and Exhibit A-1 thereto; (d) all contracts and agreements, other than Leases and Surface Contracts, which relate to the Assets, as described in Section 1.2(d) of the PSA and Schedule 1.2(d) thereto; (e) all easements, permits and other surface contracts pertaining to the Lands, as described in Section 1.2(e) of the PSA and Schedule 1.2(e) thereto; (f) the equipment, machinery, vehicles, fixtures, and other tangible personal property and improvements located on the Lands, as described in Section 2.1(f) of the PSA and Exhibit A-2 thereto; (g) all flow lines, pipelines, gathering systems and appurtances thereto located on the Lands, as described in Section 2.1(g) of the PSA and Schedule 1.2(g) thereto; (h) all facilities used or held for use primarily in connection with operation of the properties including water injection facilities, power generation facilities and the pipe yard facilities, as described in Section 2.1(h) of the PSA; (i) all Hydrocarbons produced from or attributable to the Leases, Lands and Wells after the Effective Time, as described in Section 2.1(i) of the PSA; (j) miscellaneous overriding royalties, royalties and non-working interests; (k) records relating to the foregoing, as described in Section 1.2(j) of the PSA; and (l) all unit interests, net profits interests, overriding royalty interests, all mineral owned in fee and seismic data, as described in Section 2.1(k) of the PSA. The material terms of the PSA and the proposed order approving the sale are: (a) Purchase Price: $2,666,000, subject to certain adjustments; (b) Deposit: $133,300 by April 17, 2018 (c) Contracts and Leases. Debtor will assume and assign certain executory contracts and unexpired leases pursuant to a Designation Notice to be delivered by the Purchaser. (d) Releases: The PSA contains a "Limitation on Damages" clause, in which both the Debtor and Aspen waive any claims either party may have against the other for punitive damages or their respective consequential or indirect damages in connection with the PSA and the transactions contemplated therein regardless of fault (e) Private Sale: The PSA does not contemplate an auction. (f) Closing and Other Deadlines: The Closing of the transaction must occur no later than 15 days after entry of the Sale Order. Aspen has until May 4, 2018, to deliver a Defect Notice; if so delivered, Debtor has until 10 Business Days thereafter in which to dispute or remedy the defect. (g) Use of Proceeds: The sale proceeds will be distributed to the Senior Lenders less an amount agreed upon to fund any senior liens; approved administrative expenses (including professional fees); UST fees; and the fee of Seaport Global of $250,000. The senior adequate protection liens of the Senior Lenders under the Cash Collateral Order far exceed the amount of proceeds from the sale, and the agreed reserve covers all applicable carve-outs. (i) Interim Arrangements with Proposed Buyer: The PSA provides that Debtor and Purchaser will enter into a Transition Services Agreement at Closing, under which the Debtor will provide Purchaser with transition support services as requested by the Purchaser. (j) Record Retention: The Debtor may retain the Records described in the PSA, which are sufficient to enable it to administer what little is still required in its bankruptcy case. (k) Relief from Bankruptcy Rule 6004(h) and 6006(d): As requested later in the Motion, the proposed Sale Order contain a provision that such order will become effective immediately upon entry pursuant to Bankruptcy Rules 6004(h) and 6006(d), rather than being stayed until the entry of 14 days after the entry of the Sale Order. A copy of the PSA attached to the Motion is available for free at: http://bankrupt.com/misc/Escalera_Resources_595_Sales.pdf The Debtor is unaware of any holder of a preferential purchase right that applies to the sale. The Assets are being sold subject to the Permitted Encumbrances. The Debtor proposes to sell the Debtor's Assets free and clear of all liens, claims, encumbrances, and other interests. The Debtor is not aware of any executory contracts and unexpired leases to be assumed and assigned that are past due. The names and estimated amounts owed to each holder of a claim allegedly secured by a lien against the Assets are: Name of Creditor Amount ---------------- ------ Fremont County Treasurer $1,609 Campbell County Treasurer $23,652 Carbon County Treasurer $2,648,807 Natrona County Treasurer $10,788 Fremont County Treasurer $1,609 Sweetwater County Treasurer $211 Warrior Welding & Backhoe Service LLC $55,064 Senior Secured Lenders $37,275,941 The Debtor asks that the Court orders that notice to equity security holders under Bankruptcy Rule 2002(d) need not be provided except to the extent an equity security holder has filed a request for notice with the Court. The Purchaser: ASPEN OIL & GAS PARTNERS, LLC Attn: Craig M. Camozzi Managing Member 2040 W. Hamilton Place Englewood, CO 80110 Telephone: (720) 219-0252 E-mail: cmcaspen@aol.com About Escalera Resources Headquartered in Denver, Colorado, Escalera Resources Co. (OTCMKTS:ESCRQ) is an independent energy company engaged in the exploration, development, production and sale of natural gas and crude oil, primarily in the Rocky Mountain basins of the western United States. Escalera was incorporated in Wyoming in 1972 and reincorporated in Maryland in 2001. As of October 2015, the Company had 22 employees, none of whom are subject to a collective bargaining agreement. Escalera Resources filed for Chapter 11 bankruptcy protection (Bankr. D. Colo. Case No. 15-22395) on Nov. 5, 2015. In the petition signed by CFO Adam Fenster, Escalera disclosed total assets of $97.7 million and total liabilities of $67.7 million as of June 30, 2015. Judge Thomas B. McNamara is assigned to the case. The Debtor hired Onsager Guyerson Fletcher Johnson as bankruptcy counsel; Hein & Associates, LLP, as accountants; Lindquist & Vennum LLP, as special counsel in connection with the Humphrey litigation; Jones & Keller, P.C., as special counsel for general corporate and securities matters; Williams, Porter, Day & Neville, P.C. as special counsel in the pursuit of a tax refund from the State of Wyoming; and Seaport Global Securities LLC as investment banker. On Nov. 13, 2015, the U.S. Trustee appointed an Official Unsecured Creditors Committee. The Creditors Committee filed a motion to appoint a chapter 11 trustee on Oct. 16, 2016. The Debtor filed a response, and the parties informally agreed to put the matter on hold while Debtor obtained and hired financial advisors to conduct a sale process and file a new Plan. EV ENERGY: Taps Kirkland & Ellis as Legal Counsel ------------------------------------------------- EV Energy Partners, L.P., seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Kirkland & Ellis LLP and Kirkland & Ellis International LLP as its legal counsel. Kirkland will advise the company and its affiliates regarding their duties under the Bankruptcy Code; negotiate with creditors; assist the Debtors in any potential asset sale or post-petition financing; advise the Debtors regarding tax-related matters; and provide other legal services related to their Chapter 11 cases. Kirkland will charge these hourly rates: Partners $965 to $1,795 Of Counsel $575 to $1,795 Associates $575 to $1,065 Paraprofessionals $220 to $440 The Debtors paid an initial advance retainer of $250,000 on August 11, 2017, and additional advance retainers totaling $3,015,115.28. Joshua Sussberg, Esq., president of Joshua A. Sussberg, P.C., a partner at Kirkland, disclosed in a court filing that Kirkland is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Mr. Sussberg disclosed that Kirkland has not agreed to any variations from, or alternatives to, its standard billing arrangements; and that no Kirkland professional has varied his rate based on the geographic location of the Debtors' cases. Mr. Sussberg also disclosed that Kirkland represented the Debtors during the 12-month period before the petition date and charged these hourly rates for the period January 1 to December 31, 2017: Partners $930 – $1,745 Of Counsel $555 – $1,745 Associates $555 – $1,015 Paraprofessionals $215 – $420 The Debtors have already approved Kirkland's budget and staffing plan for the period April 2 to June 30, 2018, according to Mr. Sussberg. Kirkland can be reached through: Joshua A. Sussberg, P.C. Jeremy David Evans, Esq. Kirkland & Ellis LLP Kirkland & Ellis International LLP 601 Lexington Avenue New York, NY 10022 Telephone: (212) 446-4800 Facsimile: (212) 446-4900 E-mail: joshua.sussberg@kirkland.com E-mail: jeremy.evans@kirkland.com -- and -- James H.M. Sprayregen, P.C. Brad Weiland, Esq. Travis M. Bayer, Esq. Kirkland & Ellis LLP Kirkland & Ellis International LLP 300 North LaSalle Chicago, IL 60654 Telephone: (312) 862-2000 Facsimile: (312) 862-2200 E-mail: james.sprayregen@kirkland.com E-mail: brad.weiland@kirkland.com E-mail: travis.bayer@kirkland.com About EV Energy EV Energy Partners, L.P. -- https://www.evenergypartners.com/ -- is a publicly traded, master limited partnership engaged in acquiring, producing and developing oil and natural gas properties. The company is headquartered in Houston, Texas. EV Energy Partners and 13 of its subsidiaries filed voluntary petitions under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-10814) on April 2, 2018. The Debtors disclosed total assets of $1.442 billion and total debt of $813.8 million as of Dec. 31, 2017. The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis International LLP as general bankruptcy counsel; Pachulski Stang Ziehl & Jones LLP as local bankruptcy counsel; Parella Weinberg Partners LP as financial advisor; Deloitte & Touche LLP as restructuring advisor; and Prime Clerk LLC as notice, claims & balloting agent and administrative advisor. EV ENERGY: Taps Pachulski Stang as Co-Counsel --------------------------------------------- EV Energy Partners, L.P., seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Pachulski Stang Ziehl & Jones LLP. Pachulski will serve as co-counsel with Kirkland & Ellis LLP and Kirkland & Ellis International LLP, the firms tapped by the company and its affiliates to be their bankruptcy counsel. The firm will charge these hourly rates: Partners $650 to $1,295 Of Counsel $595 to $1,025 Associates $495 to $595 Paraprofessionals $295 to $395 Pachulski received payments from the Debtors in the sum of $149,038 for representing the Debtors prior to the Petition Date. Laura Davis Jones, Esq., a partner at Pachulski, disclosed in a court filing that her firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Ms. Jones disclosed that Pachulski has not agreed to any variations from, or alternatives to, its standard billing arrangements; and that no Pachulski professional has varied his rate based on the geographic location of the Debtors' cases. Ms. Jones also disclosed that her firm represented the Debtors in the 12-month period prior to the petition date, and that the billing rates and material financial terms for the post-petition period remain the same as the pre-bankruptcy period. The Debtors have already approved the firm's budget and staffing plan for approximately the first 13 weeks of their cases, according to Ms. Jones. Pachulski can be reached through: Laura Davis Jones, Esq. Timothy P. Cairns, Esq. Joseph M. Mulvihill, Esq. 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, DE 19899 Telephone: (302) 652-4100 Facsimile: (302) 652-4400 E-mail: ljones@pszjlaw.com E-mail: tcairns@pszjlaw.com E-mail: jmulvihill@pszjlaw.com About EV Energy EV Energy Partners, L.P. -- https://www.evenergypartners.com/ -- is a publicly traded, master limited partnership engaged in acquiring, producing and developing oil and natural gas properties. The company is headquartered in Houston, Texas. EV Energy Partners and 13 of its subsidiaries filed voluntary petitions under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-10814) on April 2, 2018. The Debtors disclosed total assets of $1.442 billion and total debt of $813.8 million as of Dec. 31, 2017. The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis International LLP as general bankruptcy counsel; Pachulski Stang Ziehl & Jones LLP as local bankruptcy counsel; Parella Weinberg Partners LP as financial advisor; Deloitte & Touche LLP as restructuring advisor; and Prime Clerk LLC as notice, claims & balloting agent and administrative advisor. EV ENERGY: Taps Perella Weinberg as Financial Advisor ----------------------------------------------------- EV Energy Partners, L.P., seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Perella Weinberg Partners LP as financial advisor and investment banker. The firm will provide services in connection with any potential transaction or arrangement involving all or a portion of EV Energy's outstanding 8% senior notes due April 2019. Perella will also provide financial advice in structuring and effecting a financing; assist in the arranging of a financing; and will render general financial advisory and investment banking services in connection with Chapter 11 cases of the company and its affiliates. The firm will be paid a monthly financial advisory fee of $125,000; a fee equal to 1% of the face amount of any senior notes exchanged, refinanced, restructured, or discharged, payable promptly upon the closing of the transaction; and a fee of $500,000 for each agreement entered into for the material modification or amendment of the Debtors' credit agreement dated April 26, 2011. Meanwhile, Perella will be paid a financing fee equal to 1% of all gross proceeds from the issuance of debt by the Debtors, plus 3% of all gross proceeds from the issuance of any equity or equity-linked securities by the Debtors, payable upon the closing of any such financing. Kevin Cofsky, a partner at Perella, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. Perella can be reached through: Kevin M. Cofsky Perella Weinberg Partners LP 767 Fifth Avenue New York, NY 10153 Phone: 212.287.3200 About EV Energy EV Energy Partners, L.P. -- https://www.evenergypartners.com/ -- is a publicly traded, master limited partnership engaged in acquiring, producing and developing oil and natural gas properties. The company is headquartered in Houston, Texas. EV Energy Partners and 13 of its subsidiaries filed voluntary petitions under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-10814) on April 2, 2018. The Debtors disclosed total assets of $1.442 billion and total debt of $813.8 million as of Dec. 31, 2017. The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis International LLP as general bankruptcy counsel; Pachulski Stang Ziehl & Jones LLP as local bankruptcy counsel; Parella Weinberg Partners LP as financial advisor; Deloitte & Touche LLP as restructuring advisor; and Prime Clerk LLC as notice, claims & balloting agent and administrative advisor. EV ENERGY: Taps Prime Clerk as Administrative Advisor ----------------------------------------------------- EV Energy Partners, L.P., seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Prime Clerk LLC as its administrative advisor. The firm will provide bankruptcy administration services, which include the solicitation, balloting and tabulation of votes; the preparation of reports in support of a Chapter 11 plan; and managing and coordinating any distributions pursuant to the plan. The firm's hourly rates are: Claim and Noticing Rates: Analyst $30 - $50 Technology Consultant $35 - $95 Consultant/Senior Consultant $65 - $165 Director $175 - $195 COO/Executive VP No charge Solicitation, Balloting and Tabulation Rates: Solicitation Consultant $190 Director of Solicitation $210 Benjamin Steele, vice-president of Prime Clerk, disclosed in a court filing that his firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. Prime Clerk can be reached through: Benjamin J. Steele Prime Clerk LLC 830 3rd Avenue, 9th Floor New York, NY 10022 Tel: 212-257-5490 E-mail: bsteele@primeclerk.com About EV Energy EV Energy Partners, L.P. -- https://www.evenergypartners.com/ -- is a publicly traded, master limited partnership engaged in acquiring, producing and developing oil and natural gas properties. The company is headquartered in Houston, Texas. EV Energy Partners and 13 of its subsidiaries filed voluntary petitions under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-10814) on April 2, 2018. The Debtors disclosed total assets of $1.442 billion and total debt of $813.8 million as of Dec. 31, 2017. The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis International LLP as general bankruptcy counsel; Pachulski Stang Ziehl & Jones LLP as local bankruptcy counsel; Parella Weinberg Partners LP as financial advisor; Deloitte & Touche LLP as restructuring advisor; and Prime Clerk LLC as notice, claims & balloting agent and administrative advisor. FETCH HOLDCO: S&P Lowers Corp. Credit Rating to 'B-', Outlook Neg. ------------------------------------------------------------------ S&P Global Ratings lowered its corporate credit rating on Arlington, Texas-based Fetch Holdco LLC to 'B-' from 'B'. The outlook is negative. S&P said, "At the same time, we lowered our issue-level ratings on the company's senior secured revolving credit facility due in 2022 and senior secured first-lien term loan due in 2024 to 'B-' from 'B'. The recovery rating on the senior secured debt is '3', indicating our expectation for meaningful recovery (50%-70%; rounded estimate: 55%) in the event of a default. Pro forma debt outstanding after the company's recent acquisition of Gamma2 is about $320 million. S&P said, "The downgrade reflects our expectation that leverage will be sustained above 7.5x over the next year due to weaker than expected operating performance and profitability. We estimate leverage pro forma for Fetch's recent tuck-in acquisition of Gamma2 is in the mid-8x area. Profit deterioration has been attributable primarily to higher than expected input and transportation costs, due in part to the impact of Hurricane Harvey. While we expect modest profit improvement over the next year as some hurricane impact subsides, we believe the company will continue to face headwinds and leverage will be sustained well above our prior expectations. "The negative outlook reflects the potential for a lower rating if operating performance continues to weaken and we view Fetch's highly leveraged capital structure as unsustainable. It also reflects further potential disruption to the industry from the rise of e-commerce and pressure on pet specialty retailers, which remain key customers for Fetch. "We could lower the ratings on Fetch if leverage approaches 10x due to continued profit deterioration. This could occur if the company cannot manage greater than expected input cost volatility, is unable to rectify internal distribution issues, or faces greater than expected resistance on its minimum advertised pricing program that negatively impacts future volume or product prices. This could also occur if the company cannot sustain growth with e-commerce customers and sales to pet specialty retailers decline faster than expected. Leverage could weaken to 10x if EBITDA declines around 15%. "We could take a positive rating action if the company reverses recent profit deterioration by controlling costs and leverage improves to the mid-7x area. A positive rating action would also be predicated on the company generating free cash flow over $10 million. Leverage could improve to the mid-7x area if EBITDA improves close to 15%." FIELDWOOD ENERGY: S&P Raises CCR to 'B-', Outlook Stable -------------------------------------------------------- S&P Global Ratings raised its corporate credit rating on Houston-based oil and gas exploration and production (E&P) company Fieldwood Energy LLC to 'B-' from 'D'. The outlook is stable. S&P said, "At the same time, we assigned our 'B+' issue-level rating to the company's new first-lien term loan due 2022 and new second-lien term loan due 2023. We assigned a '1' recovery rating to both issues, indicating our expectation of very high (90% to 100%; rounded estimate: 95%) recovery in the event of a payment default. S&P said, "The upgrade follows Fieldwood's emergence from bankruptcy, and reflects its new capital structure, the company's acquisition of Noble Energy Inc.'s Gulf of Mexico assets, and our revised estimates of the company's operating performance. During the bankruptcy process, Fieldwood was able to complete a $525 million equity rights offering (ERO), equitize approximately $1.6 billion of second-lien debt, refinance other existing term loans, and use proceeds from the ERO for a $480 million cash payment to acquire Noble's GOM assets. In our opinion, these transactions have significantly de-levered the company and strengthened expected operational performance, both of which have resulted in improved credit measures. "The stable outlook reflects our view that Fieldwood Energy will have moderate growth in production over the next 12 months following the Noble asset acquisition. The stable outlook also reflects our expectation that Fieldwood will maintain FFO/debt of at least 20% and debt/EBITDA of less than 4x under our current commodity price assumptions. "We could lower the rating if we expected FFO/debt to fall well below 12% or debt/EBITDA to exceed 5x on a sustained basis or if liquidity were to deteriorate. This could occur if commodity prices were significantly weaker than our expectations, the company engaged in a leveraging transaction to supplement growth, or if capital spending was well above our forecast. "We could raise the rating on Fieldwood if it can improve liquidity, likely in conjunction with improving operational performance. Additionally, an upgrade would be supported by the successful integration of the Noble assets, including the further development of the Katmai well. Both factors will require successful project execution and crude oil prices at or above our price assumptions." FLYGLO LLC: CEO Held in Contempt -------------------------------- Scott Flaherty, writing for The American Lawyer, reports that U.S. Bankruptcy Judge Jerry Brown in New Orleans held FlyGLO CEO Calvin "Trey" Fayard III personally in contempt, saying he had made it difficult for Alandia Ab, an aircraft leasing company based in Finland that was FlyGLO's largest unsecured creditor in a Chapter 7 bankruptcy, to recover three Saab 340 airplanes that FlyGLO rented for its regional airline. Judge Brown said Mr. Fayard had personal liability for causing Alandia to wait more than a month to recover its airplanes after the leases expired. The judge awarded $105,863.25, which would cover the rental income that Alandia lost due to delays in the airplanes' return. "Fayard engaged in a course of conduct that made it difficult for Alandia to obtain the paperwork and information it needed so that it could collect its planes and begin doing what needed to be done so that Alandia could find another lessor for its planes," Judge Brown ruled, according to the report. FlyGLO didn't own its airplanes; instead, it leased them from Alandia, and the airline had an arrangement in which a separate company, Corporate Flight Management LLC (CFM), provided the crew and maintenance for the planes. FlyGLO listed Alandia as an unsecured creditor owed $1.2 million, the report adds. About FlyGLO LLC FlyGLO, LLC filed a Chapter 11 bankruptcy petition (Bankr. E.D. La. Case No. 17-11015) on April 23, 2017. FlyGLO, which operated as GLO Airlines, offered regional flights between New Orleans and several cities in the U.S. Gulf Coast region. The petition was signed by Calvin C. "Trey" Fayard, III, the Company's chief executive officer. In its petition, the Debtor estimated $10 million to $50 million in both assets and liabilities. The Hon. Elizabeth W. Magner was assigned to the Chapter 11 case. Heller, Draper, Patrick, Horn & Dabney, LLC represented the Debtor as counsel. The Debtor hired Fishman Haygood LLP as special counsel regarding various billing disputes and regarding damage to one of the Debtor's leased planes as a result of a "hot start" of the plane's engine; and Akin Gump Strauss Hauer & Feld LLP as special counsel regarding the Department of Transportation's rules and regulations applicable to its operation as an indirect air carrier, its relationship with Corporate Flight Management Inc., and its business dealings with vendors. No trustee or official committee has been appointed. The airline then shut down entirely in June 2017 and the bankruptcy case was converted to a Chapter 7 proceeding in September 2017. FMTB BH: Case Summary & 5 Unsecured Creditors --------------------------------------------- Debtor: FMTB BH LLC 1335 50 Street, Suite 2G Brooklyn, NY 11219 Business Description: FMTB BH LLC is a limited liability company currently under contract to purchase five separate pieces real property located at (a) 1821 Topping Avenue, Bronx New York, which is owned by 1821 Topping Avenue LLC; (b) 1974 Morris Avenue, Bronx, New York, which is owned by 1974 Morris Avenue LLC; (c) 1988 Morris Avenue, Bronx, New York, which is owned by 1988 Morris Avenue LLC; (d) 770 Beck Street, Bronx, New York, which is owned by 700 Beck Street LLC; and (e) 1143 Forest Avenue, Bronx, New York, which is owned by 1143 Forest Avenue LLC. The Five Properties have a combined purchase price of $3.10 million. The Debtor's filing was precipitated by its need to close on the Contracts of Sale for the Properties or risk losing its $845,000 deposit, in addition to paying back its creditors, which it cannot do without closing on the Properties. Chapter 11 Petition Date: April 23, 2018 Case No.: 18-42228 Court: United States Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Hon. Carla E. Craig Debtor's Counsel: Fred B. Ringel, Esq. ROBINSON BROG LEINWAND GREENE GENOVESE & GLUCK P.C. 875 Third Avenue, 9th Floor New York, NY 10022 Tel: 212-603-6301 Fax: 212-956-2164 E-mail: fbr@robinsonbrog.com Total Assets: $3.94 million Total Liabilities: $1.23 million The petition was signed by Martin Ehrenfeld, managing member. A full-text copy of the petition containing, among other items, a list of the Debtor's five unsecured creditors is available for free at: http://bankrupt.com/misc/nyeb18-42228.pdf GARY ENGLISH: Selling Orange/Lake Counties Property to LIV for $3M ------------------------------------------------------------------ Gary Michael English asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize the sale of a portion of the contiguous property located in Orange and Lake Counties, Florida to LIV Development, LLC for $3.25 million, subject to pro-rations and adjustments. The Debtor has filed a Chapter 11 plan of reorganization. The Plan will be funded, in part, from proceeds of the sale contemplated by the Motion. The Debtor and his non-debtor spouse, Dana D. English, own the Contiguous Property consisting of approximately 16.93 acres located in Orange and Lake Counties, Florida more specifically described as: a. Approximately 12.42 acres of real property, including the homestead of the Debtor and Dana, located at 7 Orange Avenue, Winter Garden, Orange County, FL, Parcel Identification No. 30-22-27-2392-00-010 ("Parcel 1"); b. Approximately 3.67 acres of vacant land, located at 17812 West Colonial Drive, Winter Garden, Orange County, FL, Parcel Identification No. 0-22-27-4180-00-030 ("Parcel "); and c. Approximately 0.301 acres of vacant real property located in Lake County, FL, Parcel Identification No. 25-22-26-000100000700 ("Parcel 3"). The Liens against or interests in the Contiguous Property may be asserted as follows: a. Bankers Lending Co., LLC asserts a claim in the approximate amount of $2.1 million, secured by the Contiguous Property. b. Claims for 2017 property taxes have been asserted as follows: (i) Parcel 1 - $22,387; (ii) Parcel 2 - $6,225; and (iii) Thomas E. Barefoot asserts an easement by necessity over Parcel 3. The Debtor and Dana propose to sell to LIV a portion of the Contiguous Property consisting of approximately 11.601 acres upon the terms of the purchase and sale agreement between LIV and the Sellers. As more fully set forth in the PSA, the sales price for the LIV Property is $3.25 million, subject to pro-rations and adjustments. The Purchase Price under the PSA will exceed all liens against the LIV Property, including the disputed Banker's Lien. The Tax Liens will be paid at closing and the Banker's Lien will attach to the balance of the proceeds of sale, pending resolution of the amount of the lien. A copy of the PSA attached to the Motion is available for free at: http://bankrupt.com/misc/Gary_English_63_Sales.pdf The Sellers have marketed the Contiguous Property before and after the Petition Date and have received multiple offers for all of a portion of the Contiguous Property. The Sellers contend the PSA is the best offer. Benefits of a sale under the PSA include: (a) the Purchase Price is sufficient to pay all claims, interests, and liens in or against the Contiguous Property, including the Banker's Lien and Tax Liens; (b) funding for the Plan; and (c) retention by Sellers of the portion of the Contiguous Property that is the Sellers' homestead. The Debtor has sound business reasons for sale of the LIV Property. Specifically: (a) retention of the Property is not necessary to reorganization of Debtor's financial affairs; (b) the LIV Property is not generating revenue; (c) interest, taxes, and maintenance charges continue to accrue while Debtor owns the LIV Property; and (d) the sale price under the PSA exceeds liens against the Property. Given the requirements of the PSA, and the need to close the sale as promptly as possible, the Debtor asks that the Court waives the 14-day stay period. The Purchaser: LIV DEVELOPMENT, LLC 2204 Lakeshore Drive, Suite 450 Birmingham, AL 35209 Attn: Andrew Murray Telephone: (205) 484-2840 Facsimile: (205) 484-2837 E-mail: Andrew@livdev.com The Purchaser is represented by: Bradley J. Sklar, Esq. SIROTE & PERMUTT, P.C. 2311 Highland Ave. South Birmingham, AL 35205 Telephone: (205) 930-5152 Facsimile: (205) 212-3852 E-mail: bsklar@airote.com Gary Michael English sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 18-00142) on Jan. 9, 2018. The Debtor tapped David R. McFarlin, Esq., at Fisher Rushmer, PA, as counsel. GIDEON SERVICES: Committee Taps Rumberger as Legal Counsel ---------------------------------------------------------- The official committee of unsecured creditors of Gideon Services, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Alabama to hire Rumberger, Kirk & Caldwell, P.C., as its legal counsel. The firm will advise the committee regarding its duties under the Bankruptcy Code and will provide other legal services related to the Debtor's Chapter 11 case. The firm will charge these hourly rates: R. Scott Williams $300 Frederick Clarke $175 Paralegals $125 Rumberger and its attorneys are "disinterested persons" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: R. Scott Williams Rumberger, Kirk & Caldwell, P.C. Renasant Place, Suite 1300 2001 Park Place North Birmingham, AL 35203 Tel: 205.572.4926 / 205.327.5550 Fax: 205.326.6786 E-mail: swilliams@rumberger.com About Gideon Services Huntsville, Alabama-based Gideon Services, Inc. -- http://www.gideon-services.com/-- is an SBA 8(a) WOSB certified firm providing and delivering cost-effective solutions to companies nationwide and abroad for their logistical, training, technology and data security requirements. The company delivers added value with customized programs and solutions that streamline operations, improve efficiencies and responsiveness across an entire organization, utilize its organizations expertise in implementing Performance Based Logistics. Its services go beyond supply chain management, offering its customers technical data, support equipment, training and IT/computer resources. Gideon Services, Inc., based in Huntsville, AL, filed a Chapter 11 petition (Bankr. N.D. Ala. Case No. 18-80207) on Jan. 24, 2018. In the petition signed by CEO Anna Thornley, the Debtor estimated $1 million to $10 million in both assets and liabilities. The Hon. Clifton R. Jessup Jr. presides over the case. Adrienne Blake Fazio, Esq., at Manier & Herod, P.C., serves as bankruptcy counsel to the Debtor. HAGHIGHI FAMILY: Plan Outline Okayed, Plan Hearing on May 16 ------------------------------------------------------------ The U.S. Bankruptcy Court for the Middle District of Florida will consider approval of the Chapter 11 plan of reorganization for Haghighi Family and Sports Medicine, P.A. at a hearing on May 16. The court will also consider at the hearing final approval of Haghighi's disclosure statement, which it conditionally approved on April 5. Ballots of acceptance or rejection of the plan must be filed no later than seven days before the hearing. About Haghighi Family and Sports Medicine, P.A. Haghighi Family and Sports Medicine, P.A.'s business operations involve owning and operating a medical practice with two locations in northeast Florida. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 17-03033) on Aug. 18, 2017. Dr. Michael Haghighi, president, signed the petition. At the time of the filing, the Debtor disclosed $249,621 in assets and $1 million in liabilities. Judge. Paul M. Glenn presides over the case. Jason A. Burgess, Esq., serves as counsel to the Debtor. The Debtor hired Gunn Chamberlain, P.L. as its accountant. The Debtor filed a Chapter 11 plan of reorganization on April 3, 2018. HEMOLIFE MEDICAL: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Hemolife Medical, Inc. dba Hemolife Medical 21550 Oxnard Street, Suite 300 Woodland Hills, CA 91367 Business Description: Hemolife Medical, Inc. is a privately held company in Woodland Hills, California that operates in the health care industry. Chapter 11 Petition Date: April 23, 2018 Case No.: 18-11009 Court: United States Bankruptcy Court Central District of California (San Fernando Valley) Judge: Hon. Martin R. Barash Debtor's Counsel: Ron Bender, Esq. LEVENE, NEALE, BENDER, YOO & BRILL L.L.P 10250 Constellation Blvd Ste 1700 Los Angeles, CA 90067 Tel: 310-229-1234 E-mail: rb@lnbyb.com - and - Lindsey L. Smith, Esq. LEVENE, NEALE, BENDER, RANKIN & BRILL LLP 10250 Constellation Blvd Ste 1700 Los Angeles, CA 90067 Tel: 310-229-1234 Fax: 310-229-1244 E-mail: lls@lnbyb.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Troy Barring, chief executive officer. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/cacb18-11009.pdf J REILLY REALTY: Foreclosure Sale Set for May 25 ------------------------------------------------ Nicole D. Katsorhis, Esq., as Referee, will sell at public auction at the Queens County Supreme Courthouse, 88-11 Sutphin Blvd., in Courtroom # 25, Jamaica, NY on May 25, 2018 at 10:00 a.m. the premises known as 131-13 LIBERTY AVENUE, SOUTH RICHMOND HILL, NY (Block: 9568 Lot: 44). The premises will be sold subject to provisions of a Judgment of Foreclosure and Sale dated March 23, 2018 and entered on March 28, 2018, in the case, NYCTL 2016-A TRUST, and THE BANK OF NEW YORK MELLON, as Collateral Agent and Custodian for the NYCTL 2016-A TRUST, Plaintiffs -against- J. REILLY REALTY CORP., et al. Defendant(s), pending before the Queens County Supreme Court. The approximate amount of the lien is $26,121.33 plus interest and costs. Attorney(s) for Plaintiffs: Seyfarth Shaw LLP 620 Eighth Avenue New York, NY 10018 JAGGED PEAK: S&P Assigns 'B' Corp. Credit Rating, Outlook Stable ---------------------------------------------------------------- S&P Global Ratings assigned its 'B' corporate credit rating to Denver, Colo.-based Jagged Peak Energy Inc. (JAG) and its subsidiary Jagged Peak Energy LLC. The outlook is stable. S&P said, "At the same time, we assigned our 'B' issue-level rating to JAG's proposed $400 million senior unsecured notes due 2026. The recovery rating is '3', indicating our expectation of meaningful (50% to 70%; rounded estimate: 65%) recovery in the event of a payment default. "Our rating on JAG reflects the company's participation in the cyclical and capital-intensive oil and gas exploration and production (E&P) industry, its small proven reserve and production base, lack of geographic diversity, short track record, and control by a financial sponsor. These factors are offset by asset concentration in the prolific, oil-rich Permian Basin, high proportion of oil in overall production, and currently low debt leverage. We expect JAG to increase overall production by more than 80% in 2018 as it develops its acreage aggressively. While we forecast the company will largely outspend cash flow over the next couple of years, we expect leverage to remain at about 1.5x on average based on our production, price, and cost assumptions due to growing EBITDA and cash flows. "The stable outlook reflects our expectation that JAG will continue to grow its reserves and production while maintaining solid credit metrics in 2018 and 2019. In particular, we forecast production to grow by 80% year over year, to more than 30,000 boe/d on average in 2018 from 16,000 boe/d in 2017, while we expect capital spending to stand at about $620 million this year. Based on these forecasts and our price and costs assumptions, we expect FFO/debt to remain in excess of 50% and debt/EBITDA to stay below 2x for the next two years. "We could lower the rating if we expected FFO/debt to fall below 20% or debt/EBITDA to exceed 4x with no near-term remedy, or if liquidity deteriorated. This would most likely occur if commodity prices were to significantly weaken, the company did not meet our oil production growth expectations or spent significantly more than currently anticipated, or due to a leveraging transaction or an unexpected distribution to financial sponsor Quantum. "An upgrade would be possible if we reassessed JAG's financial policy, or if the company continued to improve the scale of its reserves and production to levels more consistent with 'B+' rated peers (including increasing the content of its proved developed reserves), while maintaining adequate liquidity and FFO/debt above 20%." JEFFERY ARAMBEL: PDC Buying 107 Acres of Arambel Business Park -------------------------------------------------------------- Jeffery Edward Arambel asks the U.S. Bankruptcy Court for the Eastern District of California to authorize the sale of more or less 107 acres of Arambel Business Park (all of 021-022-033 and portions of APNs 021-022-034, 021-022-041, and 021-022-042) to PDC Sacramento, LLC or its related assignee for approximately $18,177,588 or $3.90 per square foot. A hearing on the Motion is set for April 26, 2018 at 10:30 a.m. Among the assets of the estate is the Property. PDC Sacramento has agreed to purchase the Property subject to the terms and conditions of the PSA. Under the terms of the PSA, PDC Sacramento agrees to purchase the property for the sum of $3.90 per square foot. The final boundaries of the Property will be determined by the Final Survey, as that term is defined by the PSA. The total purchase price is estimated to be $18,177,588. The Property secures these estimated claims: a. Stanislaus County Tax Collector (Tax) - $8,236 b. Metropolitan Life Insurance Co. (First) - $9,887,295 c. SBN V Ag I, LLC (Second) - $14,899,122 d. Employment Development Dept. (Third) - $20,252 The claims of both MetLife and Summit are secured by other assets as described in the DIP's Schedules, including the remainder of the Arambel Business Park, such that their claims are over-secured. In connection with a separate sale of approximately 42.3 acres of the Arambel Business Park, it is anticipated that either MetLife's claim or Summit's claim will be substantially reduced. Depending on the order of closing between this sale and the 42.3-acre sale, the proceeds from this sale (after payment of the Tax Collector's claim, closing costs, and commissions) will either be paid entirely to MetLife and Summit. The Debtor reserves all rights to object to said claims once MetLife and Summit provide payoff demands. The EDD recorded its lien after the petition for relief was filed in the case, in violation of 11 U.S.C. Section 362(a)(4). Hence, the EDD' lien is subject to a bona fide dispute and the Court may authorize a sale of the Property free and clear of the lien. The EDD has represented to the counsel for the Debtor that it will voluntary reconvey its lien in advance of the hearing on the matter. The Debtor also asks authority to pay a broker's commission to Cushman & Wakefield of 5% of the gross purchase price and a project-management commission to Crestmont Development, LLC of 5% of the gross purchase price. It also estimates that closing costs and transfer taxes will not exceed 1.5% of the gross purchase price. Assuming that the sale closes before the proposed sale of 107 acres of the business park, the sale will pay the secured claim of the Stanislaus County Tax Collector in full and to provide a paydown to MetLife. If it closes after the proposed sale of 107 acres of the business park, the sale will pay the secured claim of the Stanislaus County Tax Collector in full and to provide a paydown to Summit. The following is a summary of the material terms of the PSA: a. PDC Sacramento, or its related assignee, will purchase the Property for the gross of price of $3.90 per square foot based for a total estimated gross price of $18,177,588. The specific boundaries of the parcel are subject to a final survey that is being prepared and the agreement of the parties. b. The sale is set to close within 10 days after the end of the due-diligence period. c. As modified, the agreement provides for a due-diligence period ending June 30, 2018, during which time PDC Sacramento may cancel the agreement and receive a return of its deposit. There are no financing contingencies. d. The PSA requires that all entitlements required to use the Property as a warehouse and distribution center be obtained before closing, which have already been obtained. e. Within three days of the execution of the PSA, PDC Sacramento deposited $100,000 to escrow as its initial deposit. At the end of the due-diligence period, PDC Sacramento will deposit an additional $400,000, for a total of $500,000. Said deposits are refundable only if: (1) the agreement is properly terminated prior to the end of the due-diligence period; or (2) the Debtor in Possession defaults as described in Section 13 of the PSA. f. Real property taxes; water, sewer, and utility charges; amounts payable under agreements encumbering the Property; and annual permit or inspection fees will be pro-rated. The parties will each pay one-half of the total cost of the title insurance policy, closing fees charged by the title company, and any escrow fees. The Debtor will pay all transfer taxes, recording fees for the releases of any mortgage or other encumbrance, a broker's commission to Cushman & Wakefield of 5% of the gross purchase price, and a project-management commission to Crestmont Development, LLC of 5% of the gross purchase price. PDC Sacramento will pay all recording fees for the deed transferring title, all survey costs, and all due diligence costs (including site inspections and environmental audits). Each party will pay its own legal fees, accounting, and other professional fees. The foregoing summary is provided for the convenience of the Court and parties in interest, and the terms of the PSA will control in the event of any discrepancy. The sale will be free and clear of the security interests asserted by MetLife and Summit because they are likely to consent to such sale. The Debtor does not anticipate any significant tax impacts from the proposed sale because of the substantial net operating loss carryovers he has accrued from prior tax years. The Court should authorize the sale on a private-sale basis not subject to overbidding. The Property was actively marketed prior to the Petition Date, PDC Sacramento provided the only firm offer to buy the Property, and sufficient notice of the Sale will be provided through notice of the Motion to permit any other interested party to come forward. The Debtor asks the Court to waive the stays imposed by Rule 62(a) of the Federal Rules of Civil Procedure and Rule 6004(h) of the Federal Rules of Bankruptcy Procedure. Jeffery Edward Arambel sought Chapter 11 protection (Bankr. E.D. Cal. Case No. 18-90029) on Jan. 17, 2018. The Debtor tapped Reno F.R. Fernandez, III, Esq., as counsel. JEFFREY BERGER: Selling Golden Valley/Wibaux Counties Property -------------------------------------------------------------- Jeffrey W. Berger and Tami M. Berger ask the U.S. Bankruptcy Court for the District of Montana to authorize the sale of real property in Golden Valley County, North Dakota, and Wibaux County, Montana to Chad and Jennifer Denowh for $2.5 million. The Debtors have executed a Buy/Sell Agreement and a Counter Offer to sell the Property. Per the Buy/Sell, no leases are being assigned, and; per the Counter Offer, the Buyer assumes pipeline negotiations with One Oak Elk Creek Pipeline, LLC and any other easement pertaining to the land legally described at Exhibit "A" to the attached Buy/Sell. The sale also includes personal property consisting of fuel tanks, fencing, water tanks, steel panels and corals, propane tanks, and solar wells and equipment related to solar wells such as solar panels and batteries. The purchase price is $2,500,000 and the Buyers have tendered $70,000 in earnest money to Prairie Abstract & Title of Terry, MT who are facilitating closing of the transaction. The Purchasers are not related to or affiliated with the Debtors. The sale will be free and clear of liens. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/JEFFREY_BERGER_159_Sales.pdf The Bank of Colorado holds the only liens on the Properly other than property taxes due, and property taxes which are accrued but not due, owing to Golden Valley County, North Dakota and Wibaux County, Montana. The Bank of Colorado holds the sole perfected lien on the Property. The lien holders on the Property are (i) comprised of $3,946 in past due and 52,008 in accrued but not yet due property taxes due to the Golden Valley County, North Dakota treasurer; (ii) $1,492 in past due and $ 1,437 in accrued but not yet due property taxes due to the Wibaux County, Montana treasurer; and (iii) Bank of Colorado, whose claim is currently amended to $25,116,461, per Amended Proof Of Claim No. 4-3, pursuant to promissory notes originally dated Dec. 30,2013 as modified by a Change in Terms Agreement dated March 30, 2076 and as further modified by a Change in Terms Agreement dated Augt. 24, 2016, and/or a promissory note originally dated Oct. 2,2075, and/or a promissory note dated Nov. 25, 2015, all of which are secured by the mortgages securing the Property and security interests which secure the Personal Property, and all of which contain cross-collateralization clauses such that the Property and Personal Property are collateral for all of the Debtors' indebtedness to the Bank of Colorado. The Debtors contend the remaining collateral held by the Bank of Colorado has a value of $48,664,550, less the value of the Property sold under the Motion. The Debtors and the Buyers did not allocate an estimated value for the Personal Property included in the Buy/Sell. The Debtors entered into a listing contract with Bill Bahny and Bill Bahny and Associates, post-petition. It is in the best interest of the creditors of this case that the Court approves the sale as described. The property being sold is not necessary for the Debtors' ongoing business operations. The Debtors project the proceeds of sale to be paid as follows: Gross sales proceeds: $2,500,000 Less estimated commissions (6%): $150,000 Less past due property tax: $5,438 Less accrued but not due and prorated property taxes (est.): $93,444 Less estimated closins costs $12,500 ---------- Net sale proceeds: $2,328,617 The Debtors propose to allocate the net sales proceeds solely to the Bank of Colorado in the amount of $2,328,617. They contend that after sale, the Bank of Colorado will continue to have perfected liens on real estate and personal property collateral valued in excess of $48 million less the value of the Property sold in the Motion. As described, the estimated net sales proceeds to be paid the Bank of Colorado based upon the allocation of the gross purchase price above, is $2,328,617. The allocation is based on estimated costs of closing and properly taxes; in the event these estimates are not correct, the sales proceeds at closing to the Bank of Colorado under the above allocation will not be less than $2,328,617, with adjustment as necessary for increased taxes - if any, reducing commission to Mr. Bahny accordingly, absent further order of the Court. The Purchasers: Chad and Jennifer Denowh 34751 County Road 127 Sidney, MT 59270 Jeffrey W. Berger and Tami M. Berger sought Chapter 11 protection (Bankr. D. Mont. Case No. 18-60032) on Jan. 16, 2018. The Debtor tapped PATTEN, PETERMAN, BEKKEDAHL & GREEN P.L.L.C., as counsel. JTRL LLC: Taps Berkshire Hathaway as Real Estate Broker ------------------------------------------------------- JTRL, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to hire a real estate broker. The Debtor proposes to employ Berkshire Hathaway, The Preferred Realty, in connection with the sale of its real estate located at 850 Ohio River Boulevard, Pittsburgh, Allegheny County, Pennsylvania. Berkshire will receive a commission of 8% of the sale price, which may be shared by any broker who participates in the sale. The property will be listed for sale at $700,000. Richard Hinish, the Berkshire real estate agent who will be providing the services, disclosed in a court filing that he is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. Berkshire can be reached through: Richard Hinish Berkshire Hathaway The Preferred Realty 9401 McKnight Road Pittsburgh, PA 15237 Phone: (800) 860-7653 About JTRL LLC JTRL, LLC, owns real estate located at 850 Ohio River Boulevard, Pittsburgh, Allegheny County, Pennsylvania. JTRL sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 17-21509) on April 12, 2017. The petition was signed by Joanne Teti, sole member. At the time of the filing, the Debtor estimated assets of less than $1 million and liabilities of less than $500,000. Donald R. Calaiaro, Esq., and David Z. Valencik, Esq., at Calaiaro Valencik, serve as the Debtor's bankruptcy counsel. KENTUCKY ASSOCIATES: Court Approves Disclosure Statement -------------------------------------------------------- Judge Jerrold N. Poslusny, Jr., of the U.S. Bankruptcy Court for the District of New Jersey has approved the disclosure statement explaining Kentucky Associates, L.L.C.'s plan. About Kentucky Associates Kentucky Associates, L.L.C., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 16-21083) on June 7, 2016. The petition was signed by Michael Joffe, member. The Debtor disclosed total assets of $1.75 million and total debts of $1.23 million. The case is assigned to Judge Jerrold N. Poslusny Jr. Deiches & Ferschmann represents the Debtor as bankruptcy counsel. The Debtor hired Thompson & Thompson as tax appeal counsel; Hilco Valuation Services LLC as tax consultant; and Eisenberg Gold Cettei Agrawal, P.C., and Zipp Tannenbaum Caccavelli, LLC, as special counsel. No official committee of unsecured creditors has been appointed in the case. KHALIL ABDO: Ortegas Buying Dunedin Property for $350K ------------------------------------------------------ Khalil E. Abdo asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize the sale of the real property located at 1327 Ranchwood Drive East, Dunedin, Florida, together with all fixtures and equipment therein, to Phillip Neil Ortega and Erica Nicole Ortega for $349,900. A major asset of the bankruptcy estate consists of the Property. The tax assessed value of the Real Property is $285,253. The Debtor scheduled the value of the Real Property as $300,000. The secured creditors are: (i) Tammy Fairbanks in the amount of $73,000; and (ii) Pinellas County Tax Collector in the amount of $10,300. The Debtor proposes to sell the Real Property, together with all fixtures and equipment therein. There are no known liens on the property other than to the mentioned creditors. There is currently an offer of $349,900, with $2,000 earnest money deposit, to purchase the Real Property by the Purchasers. The Debtor has no prior relationship with the Purchasers. The parties have entered into their Residential Contract for Sale and Purchase Agreement. Said sale is conditioned upon the approval of the Court. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Khalil_Abdo_24_Sales.pdf The Debtor has engaged Charles Rutenberg Realty, to list the Property for sale, and said Broker has agreed to accept a commission of 5% of the gross sale and reimbursement of any expenses incurred. An Application to Employ the Broker is being filed contemporaneously with the instant motion. It is the belief of the Debtor that the proposed sale is on fair and equitable terms and is in the best interest of the bankruptcy estate and its creditors. He asks authority to pay the Broker its commission and reimburse it for its actual expenses at the closing of the sale of the Real Property. He also asks authority to pay the normal and customary expenses attributed to a seller of real property at the closing of the Real Property. Finally, the Debtor asks that the Court waives the 14-day stay required under Bankruptcy Rule 6004(h) and that any order on the instant motion be effective upon entry. Khalil E. Abdo sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 18-01699) on March 7, 2018. The Debtor tapped Buddy D. Ford, Esq., at Buddy D. Ford, P.A. as counsel. KMC PARTNERS: Case Summary & Unsecured Creditor ----------------------------------------------- Debtor: KMC Partners, LLC 2862 Victoria Ridge Court Pleasanton, CA 94566 Business Description: KMC Partners, LLC listed its business as Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)) whose principal assets are located at 10 and 14 Glory Court Napa, CA 94558. Chapter 11 Petition Date: April 23, 2018 Court: United States Bankruptcy Court Northern District of California (Oakland) Case No.: 18-40938 Judge: Hon. Roger L. Efremsky Debtor's Counsel: Eric A. Nyberg, Esq. KORNFIELD, NYBERG, BENDES, KUHNER & LITTLE P.C. 1970 Broadway #225 Oakland, CA 94612 Tel: (510) 763-1000 E-mail: e.nyberg@kornfieldlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Paul Winkler, managing member. The Debtor lists Marek Stoklosa as its sole unsecured creditor holding a claim of $28,000. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/canb18-40938.pdf L.S. RESTAURANT: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: L.S. Restaurant, LLC 16550 Strathmoor Detroit, MI 48235 Business Description: L.S. Restaurant, LLC is a privately held company in Detroit, Michigan that operates in the restaurants industry. Chapter 11 Petition Date: April 23, 2018 Case No.: 18-45901 Court: United States Bankruptcy Court Eastern District of Michigan (Detroit) Judge: Hon. Maria L. Oxholm Debtor's Counsel: Ethan D. Dunn, Esq. MAXWELL DUNN, PLC 24725 W. 12 Mile Rd., Suite 306 Southfield, MI 48034 Tel: (248) 246-1166 Email: bankruptcy@maxwelldunnlaw.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Leroy Shepherd, managing member. The Debtor lists Comerica Bank as its sole unsecured creditor holding a claim of $1.86 million. The Creditor can be reached at: Comerica Bank c/o Simon PLC 37000 Woodward Ave. Ste. 250 Bloomfield Hills, MI 48304 Tel: 248-720-0290 Email: smorris@simattys.com A full-text copy of the petition is available for free at: http://bankrupt.com/misc/mieb18-45901.pdf LA CROSS GLASS: Taps Warner Norcross as Legal Counsel ----------------------------------------------------- La Cross Glass, Inc.. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to hire Warner Norcross & Judd LLP as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; participate in the negotiation of sale of its assets; assist the Debtor in obtaining credit; prosecute claims of the estate; assist in the preparation of a plan of reorganization; and provide other legal services related to the Debtor's Chapter 11 case. The firm will charge these hourly rates: Rozanne Giunta $400 Adam Bruski $300 Warner Norcross received a retainer in the sum of $5,000 from the Debtor. Rozanne Giunta, Esq., a partner at Warner Norcross, disclosed in a court filing that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. Warner Norcross can be reached through: Rozanne M. Giunta, Esq. Warner Norcross & Judd LLP 715 E. Main Street, Suite 110 Midland, MI 48640-5382 Tel: 989.698.3700 Fax: 989.486.6100 Email: rgiunta@wnj.com About La Cross Glass Inc. La Cross Glass, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 18-20674) on April 6, 2018. At the time of the filing, the Debtor estimated assets and liabilities of less than $1 million. Judge Daniel S. Oppermanbaycity presides over the case. LAKE NAOMI REAL ESTATE: Confirmation Hearing Set for June 7 ----------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Pennsylvania is set to hold a hearing on June 7 to consider approval of the Chapter 11 plan for Lake Naomi Real Estate, Inc. The court had earlier approved the company's disclosure statement, allowing it to start soliciting votes from creditors. The order, signed by Judge John Thomas on April 4, set a May 9 deadline for creditors to file their objections and submit ballots of acceptance or rejection of the plan. About Lake Naomi Real Estate Lake Naomi Real Estate, Inc., filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 17-02419) on March 24, 2017, listing under $1 million in both assets and liabilities, and is represented by Buddy D. Ford, Esq., at Buddy D. Ford, P.A., and David J. Harris, Esq. The Debtor's Chapter 11 case was transferred to the U.S. Bankruptcy Court for the Middle District of Pennsylvania on July 31, 2017. The case number is 17-03138. LEVERETTE TILE: Plan Outline Okayed, Plan Hearing on May 10 ----------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida will consider approval of the Chapter 11 plan for Leverette Tile, Inc. at a hearing on May 10. The court will also consider at the hearing final approval of the company's disclosure statement, which it conditionally approved on April 5. The order required creditors to submit ballots of acceptance or rejection of the plan no later than eight days before the hearing, and file their objections to the disclosure statement no later than seven days prior to the hearing. About Leverette Tile Leverette Tile, Inc., based in Hudson, Florida, is a kitchen and bath remodeling contractor and a granite countertop and cabinet fabricator. Leverette Tile filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 17-07840) on Sept. 5, 2017. Brian Leverette, president, signed the petition. The Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities as of the bankruptcy filing. Alberto F. Gomez, Jr., Esq., at Johnson Pope Bokor Ruppel & Burns, LLP, serves as bankruptcy counsel to the Debtor. No official committee of unsecured creditors has been appointed. LINCOLN PAPER: Industrial Buying Remaining Mill Site for $100K -------------------------------------------------------------- Lincoln Paper and Tissue, LLC, asks the U.S. Bankruptcy Court for the District of Maine to authorize the sale of portions of the paper mill it operated from a mill facility situated on approximately 250 acres of real property located in the Town of Lincoln, Maine ("Remaining Mill Site") to Industrial Sales & Salvage and/or its assignee for $100,000. Prior to selling substantially all of its operating assets in December of 2015 to a joint venture made up of several liquidators ("JV"), the Debtor operated the Mill Site. By Order dated March 1, 2018, the Court approved the sale of a portion of the land making up the Mill Site to the Town of Lincoln. The Debtor continues to own the Remaining Mill Site and has determined that a sale of the Assets is likely to maximize the return to its creditors. To that end, on April 1, 2018, the Parties entered into the Agreement. Pursuant to the Motion, the Debtor asks entry of an order authorizing the Debtor to enter into and perform under the Agreement. Since the retention of Dunham Group, NAI, several parties have expressed an interest in purchasing various portion of the Mill Site and/or assets located at the Mill Site. Although several interested parties approached the Debtor, only one party engaged in substantive discussions, however, the purchase price offered by this party was less than the price offered by the Purchaser. In the weeks leading up to the filing of the Motion, the Purchaser, a party who had expressed an interest approximately a year prior, approached the Debtor and indicated that it was interested in discussing a potential purchase of the Assets. Thereafter, the Purchaser and the Debtor entered into negotiations regarding the terms of the purchase of the Assets. The Debtor permitted the Purchaser to conduct its due diligence regarding any potential sale, and the Parties subsequently executed the Agreement. The Agreement contains the material terms of the Purchaser's proposed purchase of the Assets and should be consulted as to all of the terms of the proposed sale. The material terms of the Agreement are: a. Purchased Assets: As provided in Section 2 of the Agreement, the Assets will include the buildings selected for purchase by the Purchaser and all equipment on the Mill Site, and all remaining fixtures and tangible personal property not sold under the Joint Venture APA, including, but not limited to, all operating and power generating equipment, power turbines, generators, motors, chillers, boilers, HVAC equipment, cabling, wiring, machinery, cranes, electrical and plumbing systems, paper making equipment and systems, stationary tools and equipment, and not previously sold and physically removed from the Remaining Mill Site prior to March 31, 2018, together with the assignment of the Debtor's reversionary interest2 in all of the remaining Property. b. Sale Free and Clear: The transfer of the Assets to the Purchaser will be free and clear of all liens, claims, encumbrances and interests. c. Purchase Price: The purchase price for the Assets consists of $100,000. The Purchase Price will be paid as follows: (a) $50,000 on the Closing Date; (b) an additional $25,000 30 days thereafter; and (c) a final sum of $25,000 30 days after the second payment. d. Conditions to Closing: Entry of an order approving the Motion, as well as further closing conditions as detailed in the Agreement e. Insurance and Security: The Purchaser will be required to secure and insure the Remaining Mill Site in accordance with the terms of the Agreement, including, but not limited to, securing and making safe, the Remaining Mill Site at the conclusion of the License Period. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Lincoln_Paper_1310_Sales.pdf The Debtor asks the Court to waive the provisions of Bankruptcy Rule 6004(h) and that any stay contemplated in Bankruptcy Rule 6004(h) not be imposed upon the sale transaction contemplated by the Motion. About Lincoln Paper Lincoln Paper and Tissue, LLC, is a manufacturer of white tissue located on approximately 350 acres of land along the Penobscot River in Lincoln, Maine. The Company claims to have produced 70,000 tons of tissue and 75,000 tons of specialized, high-bulk uncoated free-sheet paper. Lincoln Paper and Tissue filed a Chapter 11 bankruptcy petition (Bankr. D. Maine Case No. 15-10715) on Sept. 28, 2015. In the petition signed by Keith Van Scotter, the president and CEO, the Debtor estimated assets and liabilities of $10 million to $50 million. Judge Peter G. Cary is assigned to the case. The Debtor has engaged Bernstein Shur Sawyer & Nelson as counsel; Spinglass Management Group as financial advisor; SSG Capital Advisors, LLC, as investment banker; and Eisenstein Malanchuk LLP as insurance claims consultant. On Aug. 24, 2017, the Court retained Dunham Group, NAI, as broker. LUCKY DRAGON: Taps Mushkin Cica as Conflicts Counsel ---------------------------------------------------- Lucky Dragon, LP, an affiliate of Lucky Dragon Hotel & Casino, LLC, seeks approval from the U.S. Bankruptcy Court for the District of Nevada to hire Mushkin Cica Coppedge as legal counsel. The firm will represent the Debtor in matters, which its lead counsel, Schwartz Flansburg PLLC, has potential conflict of interest. The firm's hourly rates range from $250 to $650 for its attorneys and from $195 to $250 for legal assistants and paralegals. Dawn Cica, Esq., a partner at Mushkin and the attorney who will be handling the case, charges $525 per hour. Ms. Cica disclosed in a court filing that her firm does not hold or represent any interests adverse to the Debtor or its estate. Mushkin can be reached through: Dawn M. Cica, Esq. Mushkin Cica Coppedge 4495 S. Pecos Road Las Vegas, NV 89121 Phone: 702.386.3999 Fax: 702.454.3333 About Lucky Dragon LP and Lucky Dragon Hotel & Casino Lucky Dragon, LP, owns the real estate and improvements of the Lucky Dragon Hotel & Casino located at 300 West Sahara Avenue, Las Vegas, Nevada, and employs 68 full-time and 30 part-time people. Lucky Dragon Hotel & Casino, LLC operates the Resort Hotel and Casino. Lucky Dragon and Lucky Dragon Hotel & Casino sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case Nos. 18-10850 and 18-10792) on Feb. 21, 2018. The cases are jointly administered under Lucky Dragon Hotel & Casino's Case No. 18-10792. In the petition signed by Andrew S. Fonfa, managing member of Eastern Investments, LLC, Lucky Dragon estimated assets of $100 million to $500 million and liabilities of $10 million to $50 million. Judge Laurel E. Davis presides over the cases. Schwartz Flansburg PLLC is the Debtors' legal counsel. Prime Clerk LLC is the claims and noticing agent. The Official Committee formed in the cases tapped Levene, Neale, Bender, Yoo & Brill LLP as general bankruptcy counsel; and Armstrong Teasdale LLP as co-counsel. M.O.R. PRINTING: 2nd Amended Disclosures OK'd; June 6 Plan Hearing ------------------------------------------------------------------ Judge John K. Olson of the U.S. Bankruptcy Court for the Southern District of Florida approved MOR Printing, Inc.'s second amended disclosure statement in support of its second amended plan. The Court has set a hearing on June 6, 2018 at 10:30 a.m. to consider confirmation of the Second Amended Plan of Reorganization. May 23, 2018 is the last day for filing and serving objections to confirmation of the Plan, and the last day for filing a ballot accepting or rejecting the plan. A full-text copy of the Second Amended Disclosure Statement is available at: http://bankrupt.com/misc/flsb17-11570-166.pdf Changes made from the First Amended Disclosure Statement are: 1. Pages 13 and 29 of the First Amended Disclosure Statement incorrectly stated that the SBA would release the guarantors upon receipt of payments totaling $300,000.00. The treatment of the SBA claims has been clarified on pages 13, 19 and 29 of this Second Amended Disclosure Statement to remove the "release" language and to correctly reflect that the SBA will retain its right to pursue guarantors for the remainder of its claims. 2. Paragraph 1 on page 17 of this Second Amended Disclosure Statement has been expanded to further justify the compensation paid to each officer of the Debtor. About M.O.R. Printing M.O.R. Printing, Inc., based in Fort Lauderdale, Florida, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 17-11570) on Feb. 8, 2017. The Debtor estimated assets of less than $50,000 and liabilities of $1 million to $10 million. The petition was signed by Owen Luttinger, president. The Hon. John K Olson presides over the case. Chad T. Van Horn, Esq., at Van Horn Law Group, P.A., serves as counsel to the Debtor. An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case of M.O.R. Printing, Inc., as of April 17, 2017. MILLERBERND SYSTEMS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Millerbernd Systems, Inc. 330 6th Street South Winsted, MN 55395 Business Description: Millerbernd Systems, Inc. is a manufacturer of sanitary stainless steel equipment serving the food & beverage, pharmaceutical, agri-food, industrial, utilites, wind energy and construction industries. The Company's fabrication division offers custom cutting with laser equipment, plasma capabilities, forming, rolling, robotic welding, conventional welding, cutting, shearing, machining, complete assembly, bead blasting, and optional finish requirements. Millerbernd operates out of a 105,000 square foot manufacturing facility in Winsted, Minnesota. https://www.millerbernd.com/ Chapter 11 Petition Date: April 23, 2018 Court: United States Bankruptcy Court District of Minnesota (Minneapolis) Case No.: 18-41286 Judge: Hon. Michael E Ridgway Debtor's Counsel: Steven B. Nosek, Esq. STEVEN B. NOSEK, P.A. 2855 Anthony Ln S, Ste 201 St. Anthony, MN 55418 Tel: 612-335-9171 E-mail: snosek@noseklawfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Ralph Millerbernd, CEO. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/mnb18-41286.pdf MLLD TRUCKING: Plan Outline Okayed, Plan Hearing on May 17 ---------------------------------------------------------- The U.S. Bankruptcy Court for the District of Nebraska will consider approval of the Chapter 11 plan of reorganization for MLLD Trucking, LLC at a hearing on May 17. The court will also consider at the hearing final approval of the company's disclosure statement, which it conditionally approved on April 6. The order set a May 8 deadline for creditors to file their objections to confirmation of the plan. Under the company's latest plan, the secured claim of Giltner State Bank will be deferred until the terms and conditions of the MLLD Farms, Inc. and Mark and Lori Dobish plan and term payments are made. Giltner holds a security interest in certain equipment owned by the company and asserts a secured claim of $91,428.21, according to the latest disclosure statement filed on April 5. A full-text copy of the amended disclosure statement is available for free at: http://bankrupt.com/misc/wvsb17-30271-77.pdf About MLLD Trucking LLC MLLD Trucking, LLC is a motor carrier located in Pleasanton, Nebraska. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Neb. Case No. 17-41612) on October 12, 2017. Mark A. Dobish, its president, signed the petition. At the time of the filing, the Debtor disclosed that it had estimated assets of less than $50,000 and liabilities of less than $500,000. Judge Thomas L. Saladino presides over the case. Wolfe, Snowden, Hurd, Luers & Ahl, LLP is the Debtor's legal counsel. The Debtor filed its proposed Chapter 11 plan and disclosure statement on January 24, 2018. MONTAINER CORPORATION: Gets Approval of Plan to Exit Bankruptcy --------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Montana approved the plan proposed by Montainer Corporation to exit Chapter 11 protection. The court gave the thumbs-up to the plan of reorganization after finding that it satisfied the requirements for confirmation under section 1129 of the Bankruptcy Code. In the same filing, the court also gave final approval to the disclosure statement, which explains the plan. A copy of the order is available for free at: http://bankrupt.com/misc/mtb17-60732-63.pdf About Montainer Corporation Montainer Corporation filed a Chapter 11 bankruptcy petition (Bankr. D. Mont. Case No. 17-60732) on July 24, 2017, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Jon R. Binney, Esq., at Binney Law Firm, P.C. MULTI-SPECIALTY ENTERPRISES: Taps Buddy D. Ford as Legal Counsel ---------------------------------------------------------------- Multi-Specialty Enterprises, LLC, 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; represent the Debtor in negotiation with its creditors in the preparation of a bankruptcy plan; and provide other legal services related to its Chapter 11 case. The firm will charge these hourly rates: Buddy Ford, Esq. $425 Senior Associates $375 Junior Associates $300 Senior Paralegals $150 Junior Paralegals $100 Ford received an advance fee of $7,500 from the Debtor's principal Victor Cruz. The firm does not represent any interests adverse to the Debtor and its estate, according to court filings. Ford 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 Phone: (813) 877-4669 Fax: (813) 877-5543 E-mail: Buddy@tampaesq.com E-mail: Jonathan@tampaesq.com E-mail: All@tampaesq.com About Multi-Specialty Enterprises Multi-Specialty Enterprises, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-02738) on April 5, 2018. In the petition signed by Victor D. Cruz, manager, the Debtor estimated assets of less than $50,000 and liabilities of less than $100,000. NETFLIX INC: S&P Rates $1.5BB Senior Unsecured Notes Due 2028 'B+' ------------------------------------------------------------------ S&P Global Ratings assigned its 'B+' issue-level and '3' recovery ratings to Netflix Inc.'s proposed $1.5 billion senior unsecured notes due in 2028. The '3' recovery rating indicates our expectation for meaningful recovery (50%-70%; rounded estimate: 65%) of principal in the event of a payment default. The company plans to use the net proceeds of the debt issuance to fund continued investment in original content and for general corporate purposes. S&P said, "Our 'B+' corporate credit rating and positive rating outlook on Netflix are not affected by the proposed transaction. Pro forma for the debt issuance, the company's adjusted leverage will remain about 4.1x (as of March 31, 2018). However, we expect adjusted leverage to increase slightly to the low- to mid-4x area as Netflix continues to borrow to invest heavily in content in 2018. "The corporate credit rating and positive outlook reflect our expectation that Netflix will continue its significant strength as the leading streaming video on demand (SVOD) service despite increasing competition. The company's strong EBITDA margin expansion in 2017 demonstrates this strength: It successfully raised prices while accelerating subscriber growth. We expect Netflix to continue to invest heavily in original content to retain and expand its subscriber base, and to increase the value of its offering to consumers. This supports its ability to add subscribers while raising prices over time. However, we expect the significant investment in content and marketing will result in free cash flow deficits in excess of $3 billion in 2018." RATINGS LIST Netflix Inc. Corporate Credit Rating B+/Positive/-- New Rating Netflix Inc. Senior Unsecured $1.5 billion notes due 2028 B+ Recovery Rating 3(65%) NEW JERSEY MICRO-ELECTRONIC: Confirmation Hearing Set for May 8 --------------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey is set to hold a hearing on May 8 to consider approval of the Chapter 11 plan for New Jersey Micro-Electronic Testing, Inc. The court had earlier approved the company's disclosure statement, allowing it to start soliciting votes from creditors. The order, signed by Judge John Sherwood on April 4, required creditors to file their objections and submit ballots of acceptance or rejection of the plan not less than seven days before the hearing. About New Jersey Micro-Electronic Testing Based in Clifton, NJ, New Jersey Micro-Electronic Testing, Inc. -- http://njmetmtl.com/-- provides professional electronic component testing to the commercial, military, aerospace, industrial and automotive fields worldwide for nearly 40 Years. The Company posted gross revenue of $2.25 million in 2016 compared to gross revenue of $2.59 million in 2015. New Jersey Micro-Electronic Testing filed a Chapter 11 petition (Bankr. D.N.J. Case No. 17-18977) on May 1, 2017. Giacomo Federico, president, signed the petition. The case is assigned to Judge John K. Sherwood. The Debtor is represented by Matteo Percontino, Esq. and Bruce J. Wisotsky, Esq. at Norris, McLaughlin & Marcus, P.A. At the time of filing, the Debtor had $483,782 in assets and $4.68 million in liabilities. NINE WEST: S&P Withdraws 'D' Ratings on Bankruptcy Filing --------------------------------------------------------- S&P Global Ratings withdrew its 'D' ratings on New York-based Nine West Holdings Inc. as the company is currently under Chapter 11 bankruptcy protection. S&P is withdrawing all of its ratings at the request of the issuer. NJ COMMUNITY SPINE: Taps McDowell Law as Legal Counsel ------------------------------------------------------ NJ Community Spine and Pain, LLC, seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire McDowell Law, PC, as its legal counsel. The firm will assist the Debtor in the preparation and implementation of a plan of reorganization and will provide other legal services related to its Chapter 11 case. Ellen McDowell, Esq., the attorney at McDowell Law who will be providing the services, charges an hourly fee of $400. The hourly rates for other professionals range from $250 to $275. McDowell is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Ellen M. McDowell, Esq. McDowell Law, PC 46 West Main Street Maple Shade, NJ 08052 Phone: (856) 482-5544 E-mail: emcdowell@mcdowelllegal.com About NJ Community Spine and Pain NJ Community Spine and Pain, LLC, practices as a Chiropractor provider in Toms River, New Jersey. NJ Community Spine and Pain sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 17-33945) on Nov. 28, 2017. In its petition signed by Vincent Giardina, manager, the Debtor estimated assets of less than $50,000 and liabilities of less than $1 million. Judge Christine M. Gravelle presides over the case. NOVA TERRA: Court Conditionally Approves Disclosure Statement ------------------------------------------------------------- Judge Edward A. Godoy of the U.S. Bankruptcy Court for the District of Puerto Rico has conditionally approved the disclosure statement explaining Nova Terra, Inc.'s small business plan of reorganization. As previously reported by The Troubled Company Reporter, under the Plan, class 6 general unsecured claims will receive a distribution of 5% of its allowed claim(s) to be paid in 84 monthly payments. Payments will commence on the effective date, which is 60 days after the entry of order of confirmation of the plan. Payments and distributions under the Plan will be funded by Debtor's income from the business, and/or sale of assets and/or from other funds to which Debtor may be entitled. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/prb17-01968-11-68.pdf About Nova Terra Inc. Based in Arecibo, Puerto Rico, Nova Terra, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 17-01968) on March 23, 2017. Nova Terra operates an electronic equipment recycling business. The case is assigned to Judge Edward A. Godoy. Ruben Gonzalez Marrero, Esq., at Ruben Gonzalez Marrero & Associates, serves as the Debtor's legal counsel. OCALA PETROLEUM: Taps Jaffe & Company as Accountant --------------------------------------------------- Ocala Petroleum, Inc. received approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Jaffe & Company, P.A., as its accountant. The firm will assist the Debtor in preparing its financial statements and will provide other accounting services necessary to operate its business. The firm will charge these hourly rates: Arthur Jaffe $295 Non-Partner CPA $200 Paraprofessionals $75 Clerical Staff $50 Arthur Jaffe, a certified public accountant and member of and Jaffe & Company, 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: Arthur J. Jaffe Jaffe & Company, P.A. 3107 Stirling Road, Suite 202 Fort Lauderdale, FL 33312 Phone: (954) 985-1040 Fax: (954) 985-0324 About Ocala Petroleum Ocala Petroleum, Inc., is a privately held company engaged in the real estate rental business. It is the fee simple owner of a real property located at 2711 W. Silver Springs Boulevard, Ocala, Florida. The market value of the total property (consisting of retail store, site improvements, land, fuel equipment, off-site improvements, and indirect expenses) is $1.8 million. The company's gross revenue from rents in 2016 amounted to $144,000 and $122,000 in 2015. Ocala Petroleum, Inc., filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 17-04039) on Nov. 21, 2017. In the petition signed by Scott Mark Sherman, president, the Debtor had $1.8 million in total assets and $3.14 million in total liabilities. Judge Jerry A. Funk presides over the case. The Debtor tapped ChildersLaw, LLC as its legal counsel. OIL PATCH TRANSPORTATION: Gets Approval of Plan to Exit Bankruptcy ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of Texas approved the plan proposed by Oil Patch Transportation, Inc. to exit Chapter 11 protection. The court gave the thumbs-up to the plan of reorganization after finding that it satisfied the requirements for confirmation under the Bankruptcy Code. Under the company's latest plan of reorganization, Class 5A general unsecured claims in the total amount of $474,920.07 will be paid in full, on a pro rata basis, in quarterly installment. Meanwhile, the Class 5B general unsecured claim in the amount of $180,000 held by Carolyn Smith will be paid 100% by the issuance of a no-interest note for the full balance of the claim, payable by April 1, 2043. A full-text copy of Oil Patch's latest Chapter 11 plan of reorganization is available for free at: http://bankrupt.com/misc/txsb17-80152-168.pdf About Oil Patch Transportation Oil Patch Transportation filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 17-80152) on May 16, 2017. The Company says it is a small business debtor as defined in 11 U.S.C. Section 101(51D). It was founded in 2006 and is engaged in the business of arranging transportation of freight and cargo. The Debtor serves the oil and gas industry in Brazoria County, Texas and the surrounding counties. The Debtor operates on a fiscal year of July through June. Gross income for fiscal year 2015 was $9,609,160, and for 2016, it was $4,998,418. Robert Smith, president, signed the petition. At the time of filing, the Debtor disclosed $2.87 million in total assets and $2.48 million in total liabilities. The case is assigned to Judge Marvin Isgur. The Gerger Law Firm, PLLC, serves as counsel to the Debtor. The Debtor hired Hess Hopkins Alexander LLP as its accountant. OLIN CORP: S&P Raises Corp. Credit Rating to 'BB+', Outlook Stable ------------------------------------------------------------------ S&P Global Ratings raised its corporate credit rating on U.S.-based Olin Corp. to 'BB+' from 'BB'. The outlook is stable. S&P said, "We also raised the issue-level rating on the company's senior unsecured debt to 'BB+' from 'BB'. The recovery rating on this debt remains '3', indicating our expectation of meaningful (50%-70%; rounded estimate: 50%) recovery in the event of a payment default. "The upgrade reflects our expectation that Olin's 2018 operating performance will be stronger than our previous forecast, given the favorable industry dynamics for North American producers in the global chlor-alkali industry. The company's revenues increased around 13% year over year by the end of 2017, while reported EBITDA increased 34%, mainly due to improvement in caustic soda pricing and volume and price improvements in epoxy, partially offset by the continued lower commercial ammunition demand from the Winchester segment. We expect revenue and EBITDA growth to continue in 2018 as Olin benefits from increased demand and pricing for caustic soda following tighter supply-demand balance. In Europe, caustic soda producers who used mercury cell-based technology were forced to shut down chlorine capacity due to European Union regulations. We expect exports from China to continue to decline as a significant amount of Chinese PVC production is based on coal-based processes, and the country's environmental and energy policies are targeting pollution-intensive industries. This will lead to increased caustic prices and volumes for Olin, which it has already begun to capitalize on with several price increases in 2018. "The stable outlook reflects our expectation that Olin Corp. will have significantly improved EBITDA in 2018 and 2019, compared with S&P Global Ratings' adjusted EBITDA of roughly $1 billion in 2017. We expect this to be driven by increasing chlorine and caustic soda prices, largely due to industry capacity reductions and increasing demand stemming from global GDP growth, an improving housing market, and higher industrial production. The company's EBITDA should also improve due to non-recurring Hurricane Harvey expenses and lost earnings, as well as continued synergies realized from the integration of the Dow chlorine products acquisition. Our base case scenario assumes U.S. GDP growth in the 2.5%-3% range in 2018 and 2019, and U.S. natural gas prices of $3/mmBtu. We expect credit measures to improve because of margin expansion, strengthening industry conditions, and our expectation that the company will be able to generate sufficient free cash flow that it will prioritize for debt reduction. In our base case scenario, this results in gradually improving credit measures over the next one to two years, and expect FFO to debt will be in the slightly above 20% on a weighted-average basis. This ratio was roughly 16% at the end of 2017 and we would expect it to reach 20% by the end of 2018. "We could lower ratings within in the next 12 months if key product prices such as chlorine, caustic soda, or epoxy prices become depressed, which could happen if higher-than-expected global capacity expansions are announced. We could consider a downgrade if natural gas prices (a key input for the company) are significantly higher than expected or if the company experiences unplanned outages that reduces operating rates. Specifically, we could consider a lower rating if revenues were 15% lower than we project, combined with a 300 basis point (bps) drop in EBITDA margins, causing weighted-average pro forma FFO to debt to remain below 20%. We could also consider a lower rating if the company does not maintain financial policies that we consider appropriate to maintain the current rating, including completing additional large debt-funded acquisitions or shareholder rewards. Additionally, we could lower the ratings if a sustained decline in industry growth prospects and profitability, leads us to reassess the company's business risk profile. "Though unlikely, we could raise the ratings within the next 12 months if caustic soda, chlorine, and epoxy prices increase at a more rapid rate than we currently project, resulting in revenues 10% higher than we project along with EBITDA margins at least 150 bps higher than our base case expectation. We could also raise the ratings if the company were to generate free cash flow at a quicker rate than we project in our base-case scenario, and it was prioritized toward debt repayment, resulting in lower debt levels and significantly improved leverage measures. To consider raising the ratings, we would expect FFO to debt of about 30% on a sustainable basis, pro forma for acquisitions. We would also need to gain clarity that the company's financial policies would remain supportive of maintaining credit metrics that we consider to be appropriate for an investment-grade rating, even after factoring in future downturns." OUTBACK DEVELOPMENT: Exit Plan to Pay Claims From Asset Sale ------------------------------------------------------------ Outback Development, LLC, filed with the U.S. Bankruptcy Court for the Western District of Missouri a Chapter 11 plan of reorganization, which proposes to pay creditors from the sale of its real estate. The company previously obtained court approval to sell its real estate to Bob Robertson Family FLP for $3.8 million and the assets of Outback Oyster Bar & Grill Inc. and Outback Roadhouse Motel and Suites LLC for $1.2 million. Closing of the sale took place on March 13. Outback anticipates its estate will receive more than $800,000 after adjustment from additional disbursements for certain taxes and vendor claims. The cash fund will be available for distribution to creditors. Under the plan, creditors holding Class 3 general unsecured claims will be paid a pro rata share of all remaining cash generated by the sale of the company's assets after payment of administrative costs, secured claims and priority claims. No interest will be paid to unsecured creditors, according to Outback's disclosure statement, which explains the proposed plan. A full-text copy of the disclosure statement is available for free at: http://bankrupt.com/misc/mowb17-61215-61.pdf About Outback Development Based in Branson, Missouri, Outback Development, LLC is a privately-held company engaged in real estate development and management. Outback Development sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Mo. Case No. 17-61215) on Nov. 9, 2017. Steve R. Wood, its managing member, signed the petition. At the time of the filing, the Debtor estimated assets and liabilities of $1 million to $10 million. Judge Cynthia A. Norton presides over the case. David Schroeder Law Office, P.C. is the Debtor's legal counsel. PARKPROVO LLC: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Parkprovo, LLC 1330 East 300 North Provo, UT 84601 Type of Business: Parkprovo, LLC is a privately held company in Provo, Utah that owns a water park. Chapter 11 Petition Date: April 23, 2018 Court: United States Bankruptcy Court District of Utah (Salt Lake City) Case No.: 18-22860 Judge: Hon. Kimball R. Mosier Debtor's Counsel: Ellen E. Ostrow, Esq. HOLLAND & HART LLP 222 South Main Street, Suite 2200 Salt Lake City, UT 84101 Tel: (801) 799-5981 Fax: (801) 799-5700 Email: eeostrow@hollandhart.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $1 million to $10 million The petition was signed by Robert Conte, managing member. A full-text copy of the petition is available at: http://bankrupt.com/misc/utb18-22860.pdf List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Accountemps $34,577 Bennett Tueller Attorney Services $46,139 Johnson & Deere Blake Llewellyn $24,933 Plumbing Inc. Bob Van Ronkel Loan $5,000 Brenntag Pacific, Inc. $77,429 Bryce Nelson Construction $41,106 Bulwark Services $15,854 David Holstein Loan $12,000 Dominion Energy $14,960 Freeson Holdings LLC $4,200 Jared Lucero Loan $10,000 Mark Rodriguez Loan $10,000 Matt Lovelady Loan $10,000 Michael Burke Loan $10,000 Pam Wilcken Loan $10,000 Provo City Utilities $28,721 Rhino Pumps $30,809 The Flooring and Granite Guyz $4,375 Todd A. McKinnon, Receiver Fees $34,320 CAP, DFE, CGMA Utility Cost $13,370 Management Consultants PELICAN REAL: Liquidating Trustee Selling Energy Capital Interests ------------------------------------------------------------------ Maria M. Yip, Liquidating Trustee of the Smart Money Liquidating Trust and its debtor-affiliates, asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize the bidding procedures in connection with the sale and assignment of joint venture interests in Energy Capital Wilcox J.V. at auction. On the effective date of March 2, 2017, the Smart Money Liquidating Trust came into existence, and the Liquidating Trust Assets -- including the Assets -- transferred to the Liquidating Trust. The Liquidating Trust is governed by the Liquidating Trust Agreement and Yip is the Liquidating Trustee. The Liquidating Trust Agreement provides that the Liquidating Trustee will have the power to, among other things, (a) liquidate the Liquidating Trust Assets, (b) take actions reasonably necessary or appropriate to effectuate and implement the terms of the Plan, (c) protect and enforce the rights to the Liquidating Trust Assets, (d) compromise and settle claims in favor of and against the Liquidating Trust, and (e) exercise all powers vested in Debtors pursuant to the Bankruptcy Code as may be necessary to carry out the provisions of the Plan. The Debtors Smart Money Secured Income Fund, LLC ("SIF") and Turnkey Investment Fund, LLC ("TIF") made various oil and gas investments. These investments included interests ("JV Interests”) in the Energy Capital Wilcox, J.V. ("ECW"), as evidenced by these subscription agreements: a. Amended Subscription Agreement with TIF dated July 16, 2015, for 4 Joint Venture Participation Units of ECW ("Units") at $248,000; b. Amended Subscription Agreement with TIF dated July 16, 2015, for 13.5 Units at $837,000; c. Amended Subscription Agreement with TIF dated July 16, 2015, for 14.5 Units at $899,000; and d. Subscription Agreement with SIF dated Aug. 1, 2014, for 8 Units at $469,000; and as governed by the Energy Capital Wilcox, Joint Venture Agreement, dated May 1, 2014 ("JV Agreement"). As reflected, SIF and TIF invested a total of $2,453,000 to acquire the JV Interests. The JV Interests represent a 42.471% ownership interest in ECW (40 Units out of 94.18 Units total or said another way, grossed up 42.47 Units out of 100 Units total). The Liquidating Trust now owns the JV Interests. ECW owns six oil and gas wells located in Bee County, Texas. There are a total of seven joint venturers in ECW, including the Liquidating Trustee. Energy Capital Fund, LLC, a Texas limited liability company, is the Managing Venturer under the JV Agreement. Daniel Smith is the Manager of Energy Capital Fund, LLC. The six joint venturers other than the Liquidating Trustee originally invested approximately $3.17 million into ECW. Accordingly, the total amount raised by ECW was approximately $5.6 million. On May 20, 2016, a few weeks before the Petition Date, EDW issued a capital call requesting a total of $209,594 from SIF and TIF combined. All of the other joint venturers paid their share of the capital call. ECW has asserted that the capital call was the result of the collapse in oil prices experienced two weeks after commencing operations, and that SIF and TIF's failure to pay the capital call has prevented ECW from completing the improvements necessary to make full use of the lease interests as originally contemplated. ECW has informed the Liquidating Trustee that it believes that once it resolves its disputes with the Liquidating Trustee, brings on a new joint venturer to acquire the Liquidating Trustee's JV Interests and make the capital call, and raises additional funds: that it will be able to complete its improvements and projects increased production levels and profitability to its joint venturer investors. The Liquidating Trustee and ECW have resolved their disputes through the Settlement, for which they are presently asking Court approval. The terms of the Settlement provide (in principal) and among other things that: (a) ECW will pay $12,500 to the Liquidating Trustee upon the date that an order of the Bankruptcy Court approving the Liquidating Trustee's sale of the JV Interests becomes final and non-appealable; (b) the Liquidating Trustee and the ECW Parties will mutually release each other from all claims effective on the Effective Date; and (c) that the ECW Parties will cooperate in utmost good faith with the sale of the JV Interests by the Liquidating Trustee. The CEW Parties have agreed to expeditiously take all actions required of them to ensure compliance with the resale requirements of the Securities Act of 1933, as amended. The deadline for the Liquidating Trustee to assume or reject the JV Agreement has been extended by agreement to the earlier of (a) the Effective Date, (b) one week from the entry of an order denying the Settlement, or (c) 120 days from the date of an order approving the sale procedures for the sale of the JV Interests. If the JV Agreement is rejected, then all obligations and releases under the Settlement Agreement will also be terminated. The Liquidating Trustee asks to sell all of the Liquidating Trust's right, title, and interest in the JV Interests (and assign the JV Agreement) for the highest and best offer, "as is, where is," with no representations or warranties of any kind, subject to court approval. She has not yet accepted an offer, and is proposing an open auction in accordance with these Sale Procedures" a. Qualified Bid: $25,000 b. Deposit: $5,000 made payable to the Liquidating Trustee or her counsel c. The deadline to submit a Qualifying Bid will be set by the Court on a date no later than 90 days from the entry of an Order approving the sale procedures. d. The Liquidating Trustee will market the JV Interests to ensure compliance with applicable resale requirements of the Securities Act. The Liquidating Trustee is not aware of any liens on, claims against, or interests of others in the JV Interests, except for the following: a. Potential claims against or interests in the JV Interests by creditors or investors of the Debtors, including those who entered into private placement memoranda, joint venture agreements, and other contractual and legal documents with the Debtors. TIF created the Turnkey WBCT #3 (for which TIF was manager) in an apparent effort to resell the cash flows from ECW. b. Potential claims against or interests in ECW or other joint venturers of ECW. c. Potential claims, including rights of first refusal to the JV Interests, by the joint venturers or the Managing Venturer of ECW. The Liquidating Trustee asks that the Court sets a deadline of 5:00 p.m. (ET) on the 30th day after the filing of the Motion to assert any lien, claim, or interest in the JV Interests or its proceeds, including the assertion of any right of first refusal for purposes of this sale, or be forever barred from asserting such lien, claim, or interest. The sale will be free and clear of liens, claims, and interests. Because of the need to close rapidly on the sale, the Liquidating Trustee submits that the circumstances warrant the elimination of the 14-day stay provided by Bankruptcy Rule 6004(h). The rule provides that the stay will not apply if the Court so orders. About Pelican Real Estate Pelican Real Estate, LLC, and its eight affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Lead Case No. 16-03817) on June 8, 2016. The petition was signed by Jared Crapson, president of SMFG, Inc., manager of Pelican Management Company, LLC. At the time of the filing, Pelican Real Estate estimated under $50,000 in both assets and debt. The Debtors are represented by Elizabeth A. Green, Esq., at Baker & Hostetler LLP. The Debtors hired Bill Maloney Consulting as their financial advisor; Hammer Herzog and Associates P.A. as their accountant; and Pino Nicholson PLLC as their special counsel. Turnkey Investment Fund LLC, an affiliate of Pelican Real Estate LLC, hired Dance Bigelow Sharp & Co. as accountant. Guy Gebhardt, acting U.S. trustee for Region 21, on July 27, 2016, formed an official committee of unsecured creditors for Pelican Real Estate LLC's affiliates, Smart Money Secured Income Fund LLC and Accelerated Asset Group LLC. Maria Yip was appointed examiner in the case. She hired GrayRobinson, P.A., as her lead counsel; Fikso Kretschmer Smith Dixon Ormseth PS as special counsel; and Schweet Linde & Coulson, PLLC, as special foreclosure counsel. * * * On Feb. 15, 2017, the Court entered an order confirming the Debtors' Second Amended Plan of Liquidation. The Plan became effective on March 2, 2017, at which time the Smart Money Liquidating Trust came into existence and Ms. Yip was named the liquidating trustee. RDX TECHNOLOGIES: Disclosure Statement Hearing Set for May 17 ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Arizona is set to hold a hearing on May 17 to consider approval of the disclosure statement, which explains the Chapter 11 plan for RDX Technologies Corporation. The hearing will take place at Courtroom 601. The deadline for filing objections to the disclosure statement is fixed at five business days prior to the hearing. About RDX Technologies Corp Based in Scottsdale, Arizona, RDX Technologies Corporation operates as an energy services and water treatment company in Canada and the United States. It operates through Environmental and Reclamation, Energy, Water, and Equipment Sales and Rentals segments. The Company was formerly known as Ridgeline Energy Services Inc. and changed its name to RDX Technologies Corp in August 2013. The company sought bankruptcy protection on Dec. 17, 2015 (Bankr. D. Ariz. Case No. 15-15859). RDX Technologies Corp again sought Chapter 11 protection (Bankr. D. Ariz. Case No. 17-14387) on Dec. 5, 2017. In the petition signed by Tony Ker, its director, the Debtor disclosed $925,000 in assets and $37.24 million in liabilities. The Hon. Eddward P. Ballinger Jr. presides over the case. Mark J. Giunta, Esq., at the Law Office of Mark J. Giunta, serves as bankruptcy counsel. RICHARD SHAUB: Josephs Buying Potomac Property for $695K -------------------------------------------------------- Richard Shaub asks the U.S. Bankruptcy Court for the District of Maryland to authorize the sale of the real property and improvements located at 7828 Whiterim Terrace, Potomac, Maryland to Jijo K. and Soly K. Joseph for $695,000. On the Petition Date, the Debtor and his non-filing spouse owned the Property. This is the only significant asset of the Debtor's estate. The Property is improved by a single family home. Prior to the Petition Date, the Debtor entered into a contract to sell the Property to disinterested third party. Prior to the filing, James Halota, obtained a judgment against the Debtor in the approximate amount of $290,000 on June 9, 2016. The judgment was on account of a lease guaranty for Montrose Motors, Inc., a nonoperating business owned by the Debtor. Subsequently, Mr. Halota filed a second lawsuit against the Debtor and his non-filing spouse asserting claims for fraudulent conveyances. The matter is captioned Halota v. Shaub, et al.; Case No.: 432405-V and is pending in the Circuit Court for Montgomery County, Maryland on the Petition Date. The Debtor has disputed the claims raised in the second Halota case. However on account of the lawsuit, there was a lis pendens on any real property owned by the Debtor located in Montgomery County. Due to lis pendens, the Debtor could not go to closing on the Property. Besides the judgment owed to Halota, the Debtor has tax liability to the Internal Revenue Service in the approximate amount of $20,000, credit card debt of at least $35,000, and liability of approximately $22,000 to Social Security Administration for overpayment of disability. He is currently unemployed. His only source of income is social security disability of approximately $2,400 a month which will resume in April, 2018. Additionally, his non-filing spouse is also unemployed. She also has additional individual liabilities. Therefore, she is not capable of funding the Debtor's plan. She already assists him with living expenses. Pursuant to the contract, the purchase price of the contract was $695,000. The Property is to be sold to the Purchasers. The Debtor is not affiliated with them. The contract was negotiated at arm's-length an represents the fair market value for the Property. The contract contained several contingencies, which have been satisfied. Specifically, the Buyers were entitled to conduct a home inspection, which has been conducted. Based upon the inspection of the Property, the Debtor agreed to give the Buyers a credit of $1,500 at closing. The issues raised by the Buyers' inspection are outlined in Exhibit 1a. Based upon the repairs identified, the credit is reasonable. Further, the Debtor's realtor agreed to reduce her commission by $1,750 on account of these issues. Additionally, the contract contained a financing contingency. The Buyers have provided evidenced that they have obtained a loan and at this time are ready, able, and willing to go to settlement. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Richard_Shaub_15_Sales.pdf The parties were supposed to go to settlement prior to the Petition Date. The Buyers have agreed to extend the settlement date through April 25, 2018. The parties desire to settle on this date. The Debtor has attached a preliminary settlement sheet. Based upon the disbursements to the lien holders, payment of transfer and recordation taxes, payment of real estate commissions, and disbursement of routine settlement costs, the Debtor and his non-filing spouse will receive approximately $104,000 from the sale of the Property. The Property secures the first priority deed of trust for the benefit of PHH Mortgage Services in the approximate amount of $461,000. The monthly mortgage is approximately $3,300 and has not been paid since January 2018. Additionally, the Property secures a second priority home equity line of credit for the benefit of United Bank in the approximate amount of $81,000. The Debtor proposes to pay both liens in full at settlement. Further as noted, James Halota's lawsuit constitutes a lis pendens on the Property. There are no other claims against the Property. The Property has a tax assessed value of $623,900. Further, the Debtor as owner avers that the Property is worth $685,000. Therefore, the sale price represents the value of the Property and is reasonable. Since the Debtor asks approval to sell his only significant asset, the Motion must be the functional equivalent of a disclosure statement. The Debtor avers that the disclosure is sufficient. The Debtor asks the Court to authorize him to make the following distributions at settlement: 1) payment of all cost associated with settlement, including transfer taxes and recordation charges; 2) payment of approximately $461,000 to PHH Mortgage Services in complete satisfaction of its lien on the Property; 3) payment of approximately $81,000 to United Bank in complete of its lien on the Property; and 4) payment of $32,750 for real estate commissions to Harry Lamberton Real Estate and Tri-Star Realty, LLC. The Debtor's business judgment, based upon the advice of professionals, leads the Debtor to conclude that a sale of the Property will maximize his estate and his ability to make payments to creditors. Therefore, the sale of the Property, with maximum return is in the best interest of the Debtor's estate and all creditors. As noted, the contract was entered into pre-petition and the parties wish to settle. Therefore, the Debtor is concurrently filing a Motion to Shorten Time and for Expedited Hearing. The Purchasers: Jijo K. and Soly K. Joseph 7916 Stable Way Potomac, MD 20854 Richard Shaub sought Chapter 11 protection (Bankr. D. Md. Case No. 18-14052) on March 28, 2018. The Debtor tapped Richard B. Rosenblatt, Esq., at The Law Offices of Richard B. Rosenblatt, as counsel. ROTHSTEIN ROSENFELDT: Trustee Taps Cimo Mazer as Special Counsel ---------------------------------------------------------------- Michael Goldberg, the official overseeing the Rothstein Rosenfeldt Adler P.A., Liquidating Trust, seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to retain Cimo Mazer Mark PLLC as special counsel. The firm will continue to represent the liquidating trustee in a case styled Stettin et al v. National Union Fire Insurance Company of Pittsburgh, PA et al. (Case No. 13-cv-21653) in the U.S. District Court for the Southern District of Florida. Mr. Goldberg is one of the plaintiffs in the case, which seeks to recover insurance claims against National Union Fire Insurance Company of Pittsburgh, PA, Twin City Fire Insurance Company and AON Risk Services Central, Inc. Cimo Mazer will apply for compensation for services rendered and reimbursement of costs incurred on behalf of the liquidating trustee pursuant to the court order, which confirmed the Chapter 11 plan of liquidation for Rothstein. Cimo Mazer does not hold or represent any interests adverse to the liquidating trust, according to court filings. The firm can be reached through: Jason S. Mazer, Esq. Cimo Mazer Mark PLLC 100 SE Second Street, 30th Floor Miami, FL 33131- 2158 Phone: 305-577-4849 Email: jmazer@vpl-law.com About Rothstein Rosenfeldt Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler PA -- http://www.rra-law.com/-- was suspected of running a $1.2 billion Ponzi scheme. U.S. authorities claimed in a civil forfeiture lawsuit filed Nov. 9, 2009, that Mr. Rothstein, the firm's former chief executive officer, sold investments in non-existent legal settlements. Mr. Rothstein pleaded guilty to five counts of conspiracy and wire fraud on Jan. 27, 2010. Creditors of Rothstein Rosenfeldt Adler signed a petition sending the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No. 09-34791). The petitioners include Bonnie Barnett, who says she lost $500,000 in legal settlement investments; Aran Development, Inc., which said it lost $345,000 in investments; and trade creditor Universal Legal, identified as a recruitment firm, which said it is owed $7,800. The creditors alleged being owed money invested in lawsuit settlements. Herbert M. Stettin, the state-court appointed receiver for Rothstein Rosenfeldt, was officially carried over as the Chapter 11 trustee in the involuntary bankruptcy case. On June 10, 2010, Mr. Rothstein was sentenced to 50 years in prison. The official committee of unsecured creditors appointed in the case is represented by Michael Goldberg, Esq., at Akerman Senterfitt. RRA won approval of an amended liquidating Chapter 11 plan pursuant to the Court's July 17, 2013 confirmation order. The revised plan, filed in May, is centered around a $72.4 million settlement payment from TD Bank NA. SERENITY HOMECARE: Exit Plan to Pay Unsecured Creditors in Full --------------------------------------------------------------- Unsecured claims will be paid in full under the proposed joint Chapter 11 plan of reorganization for Serenity Homecare, LLC and its affiliates. Under the plan, general unsecured creditors will receive a distribution of 100% of their allowed claims, except for unsecured creditors of Central Louisiana Home Health LLC whose dividend is dependent solely on the outcome of litigation against the USA Department of Health & Human Services Centers for Medicare Services. Unsecured creditors of Central Louisiana Home Health will receive their pro-rata portion of proceeds of litigation after all secured and priority claims against the company are paid. Payments and distributions under the plan will be funded by the ongoing operations of the companies' business, according to their disclosure statement filed with the U.S. Bankruptcy Court for the Western District of Louisiana. A full-text copy of the disclosure statement is available for free at: http://bankrupt.com/misc/lawb17-80881-258.pdf About Serenity Homecare Serenity Homecare, LLC, is a home health care service provider in Alexandria, Louisiana. Serenity Homecare and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Lead Case No. 17-80881) on Aug. 22, 2017. Thomas E. Cupples, II, its member and manager, signed the petitions. Judge John W. Kolwe presides over the cases. Each of Serenity Homecare, Antigua Investments, Central Louisiana Home, Cupples Holdings, Hospice Care of Avoyelles, Quality Home Health I and Quality Home Health estimated under $50,000 in assets. Serenity Homecare and Cupples Holdings estimated under $1 million in liabilities. Antigua Investments estimated $1 million to $10 million in liabilities. Central Louisiana Home, Hospice Care of Avoyelles and Quality Home Health I estimated under $500,000 in liabilities. Quality Home Health estimated under $100,000 in liabilities. The Debtors tapped Gold, Weems, Bruser, Sues & Rundell as bankruptcy counsel; Daenen Henderson & Company, LLC as accountant; and Langlinais Broussard & Kohlenberg as special purpose accountant. SHIEKH SHOES: Asks Court to Approve Disclosure Statement -------------------------------------------------------- Shiekh Shoes, LLC asked a U.S. bankruptcy court to approve the outline of its proposed plan to exit Chapter 11 protection. In its motion filed with the U.S. Bankruptcy Court for the Central District of California, the company also asked the court to approve procedures related to voting and tabulation of ballots and fix these plan confirmation-related deadlines: Deadline for the Debtor to serve April 30, 2018 solicitation package Voting deadline On or about May 14, 2018 Preliminary plan objection On or about May 14, 2018 deadline Deadline for the Debtor to file On or about May 17, 2018 motion to confirm plan Deadline to file a response to On or about May 24, 2018 the motion to confirm plan Confirmation Hearing Date between May 31 and June 7, 2018 Under U.S. bankruptcy law, the proponent of a Chapter 11 plan must get court approval of its disclosure statement to begin soliciting acceptances from creditors. The document must contain adequate information to enable creditors to make an informed decision about the plan. Shiekh Shoes filed its plan of reorganization and disclosure statement on March 15, 2018. About Shiekh Shoes LLC Based in Ontario, California, Shiekh Shoes, LLC -- http://www.shiekhshoes.com/-- is a shoe retailer company with 79 locations in California, five in Nevada, 11 in Arizona, 11 in Texas, two in New Mexico, one in Oregon, six in Illinois, eight in Michigan, and five in Washington. Shiekh Shoes features brands like Shiekh, Adidas, Puma, Timberland, Converse, among others. It offers dress, casual, athletic, infant, toddler, youth, basketball, running, training, and skate shoes; slippers, sandals, wedges, pumps, boots, high heels, and sneakers; and apparel. The company was founded in 1991. Shiekh Shoes sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 17-24626) on Nov. 29, 2017. In the petition signed by CEO Shiekh E. Ellahi, the Debtor estimated total assets and liabilities of $50 million to $100 million. Judge Vincent P. Zurzolo presides over the case. The Debtor tapped SulmeyerKupetz, APC as its legal counsel; Pedersen & Houpt, A Professional Corporation, as special counsel; DJM Realty Services, LLC as real estate lease consultant; and KGI Advisors, Inc. as its financial advisor. On Dec. 11, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The Committee is represented by Cooley LLP. SMARTMALLOW FARMS: Unsecured Creditors to Get $18K Over 5 Years --------------------------------------------------------------- Smartmallow Farms, LLC proposes to pay $18,000 to unsecured creditors under its plan to exit Chapter 11 protection. According to the company's proposed plan of reorganization, creditors holding Class 2 general unsecured claims will receive a monthly payment of $300 over 60 months. Payments under the plan will be made from Smartmallow's future income derived from rentals; from the cash contributed by Timothy Hogan Hogan, owner of 100% of the company's membership interest; from monies he loaned; and from the proceeds of a refinancing that will occur at or before the balloon payment date, according to the company's disclosure statement filed with the U.S. Bankruptcy Court for the Southern District of Alabama. A full-text copy of the disclosure statement is available for free at: http://bankrupt.com/misc/alsb16-02735-145.pdf About Smartmallow Farms Smartmallow Farms, LLC filed a Chapter 11 bankruptcy petition (Bankr. S.D. AL. Case No. 16-02735) on August 12, 2016. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Timothy Hogan, managing member. Judge Jerry C. Oldshue presides over the case. The Debtor hired Irvin Grodsky, P.C. as its bankruptcy counsel, and the Law Office of Christopher A. Callaghan, LLC as special counsel. SOUTHEASTERN GROCERS: Food Fair Buying Stores for $250K ------------------------------------------------------- Southeastern Grocers, LLC and its debtor-affiliates filed a notice with the U.S. Bankruptcy Court for the District of Delaware of their intent to enter into a Lease Sale Transaction with respect to underperforming stores with Food Fair Wholesale Fresh Market, LLC, for $250,000, and assign associated leases pursuant to their Lease Sale Agreement, dated March 19, 2018. On April 2, 2018, the Court entered the Discrete Procedures Order, it authorized the Debtors to, among other things, sell the Stores free and clear of all liens, claims, encumbrances, and interests. The Assets consist of the leases and the additional assets referenced: I. Lease: a. Landlord Name and Address: STW Holdings, LLC, 1140 NE 163RD Street, Suite 28 N., Miami Beach, FL 33162 b. Store Number and Banner: 244 Winn-Dixie c. Real Property Address: 6301 County Line Road, Miramar, FL 33023 d. Lease Expiration Date: Dec. 27, 2020 e. Description: Permits/Licenses, FF&E f. Location: Store 244 II. Lease: a. Landlord Name and Address: Plantation Marketplace Investments, LLC, c/o Miami Manager Property Managers, 179 NW 136th Avenue, Sunrise, FL 33325 b. Store Number and Banner: 348 Winn-Dixie c. Real Property Address: 7139 W. Broward Blvd., Plantation, FL 33317 d. Lease Expiration Date: Nov. 5, 2024 e. Description: Permits/Licenses, FF&E f. Location: Store 348 The Debtors propose to sell or dispose of the Assets to Counterparty on an "as is" basis, free and clear of all liens, claims, encumbrances and other interests therein. They're aware of remaining liens and/or encumbrances on the Assets granted under: (1) Interim Order Pursuant to 11 U.S.C. Sections 105, 361, 362, 363, 364 and 507, Fed. R. Bankr. P. 2002, 4001 and 9014, and Del. Bankr. L.R. 4001-2 (I) Authorizing the Debtors to Use Cash Collateral of the Prepetition Secured Parties, (II) Granting Adequate Protection to the Prepetition Secured Parties, (III) Prescribing Form and Manner of Notice of and Scheduling Final Hearing, and (IV) Granting Related Relief; (2) Amended and Restated ABL Credit Agreement, dated as of May 21, 2014, among BI-LO Holding, LLC, as holdings, BI-LO, LLC, as borrower, the lenders party thereto and Deutsche Bank AG New York Branch, as administrative agent and collateral agent; and (3) Indenture (as amended, supplemented, or otherwise modified prior to the Commencement Date), dated as of Feb. 3, 2011, pursuant to which BILO, LLC and BI-LO Finance Corp. issued Senior Secured Notes due 2019. To the extent that any party has liens and encumbrances on or interests in the Assets, the Debtors believe that any such liens, encumbrances or interests would be subject to monetary satisfaction, and such liens, encumbrances or interests will attach to the proceeds of the sale in their same order of priority. In connection with the Transaction, the Debtors ask to assume and assign the Leases to Counterparty. Pursuant to the Discrete Procedures Order, the Debtors provide these Assumption and Assignment Information: I. Store No. 244 a. Proposed Effective Date of Assumption and Assignment: April 27, 2018 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: Food Fair Wholesale Fresh Market, LLC, 1851 NE 2nd Avenue, Miami, Florida, 33132, E-mail: kemttavera@gmail.com II. Store No. 348 a. Proposed Effective Date of Assumption and Assignment: April 27, 2018 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: Food Fair Wholesale Fresh Market, LLC, 1851 NE 2nd Avenue, Miami, Florida, 33132, E-mail: kemttavera@gmail.com Objections, if any, must be filed within 14 calendar days after the date of service of the Sale Notice. A copy of the Agreement attached to the Notice is available for free at: http://bankrupt.com/misc/Southeastern_Grocers_193_Sales.pdf The Purchaser is represented by: Brian Louis Lipshy, Esq. SARAGA/LIPSHY, PL 201 NE 1st Ave. Delray Beach, FL 33444 E-mail: lipshy@sl-law.com About Southeastern Grocers Southeastern Grocers, LLC, (SEG), the parent company and home of BI-LO, Fresco y Mas, Harveys Supermarket and Winn-Dixie grocery stores, is one of the largest conventional supermarket companies in the U.S. SEG grocery stores, liquor stores and in-store pharmacies serve communities throughout the seven southeastern states of Alabama, Florida, Georgia, Louisiana, Mississippi, North Carolina and South Carolina. BI-LO, Fresco y Mas, Harveys Supermarket and Winn-Dixie are well known and well-respected regional brands with deep heritages, strong neighborhood ties, proud histories of giving back, talented and caring associates and strong commitments to providing the best possible quality and value to customers. Their Web sites are http://www.bi-lo.com/, http://www.frescoymas.com/, http://www.harveyssupermarkets.com/and http://www.winndixie.com/ BI-LO and its affiliates filed for Chapter 11 bankruptcy protection on March 23, 2009 (Bankr. D. S.C. Case No. 09-02140). BI-LO emerged from bankruptcy in May 2010 with Lone Star Funds remaining as majority owner. Winn-Dixie Stores, Inc., sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 05-11063, transferred April 14, 2005, to Bankr. M.D. Fla. Case Nos. 05-03817 through 05-03840) on Feb. 21, 2005. In December 2011, BI-LO Holdings signed a deal to acquire all of the outstanding shares of Winn-Dixie Stores stock in a merger. Holdings was later renamed Southeastern Grocers. On March 27, 2018, Southeastern Grocers, LLC and 26 affiliated debtors sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-10700). SEG commenced Chapter 11 cases to seek confirmation of a prepackaged chapter 11 plan that will cancel their unsecured notes in exchange for 100% of the equity of the reorganized company. The Debtors have requested joint administration of the cases. The Honorable Mary F. Walrath oversees the cases. Weil, Gotshal & Manges LLP is serving as legal counsel to the Debtors, Evercore is serving as their investment banker, and FTI Consulting Inc. as restructuring advisor. Prime Clerk LLC is the claims and noticing agent and administrative advisor. Morrison & Foerster LLP is serving as legal counsel and Moelis & Company LLC is serving as financial advisor to an ad hoc group of holders of Unsecured Notes and 9.25% Senior Secured Notes due 2019. SOUTHEASTERN GROCERS: Selling 7 Underperforming Stores for $1.6M ---------------------------------------------------------------- Southeastern Grocers, LLC and its debtor-affiliates filed a notice with the U.S. Bankruptcy Court for the District of Delaware of their intent to enter into a Lease Sale Transaction with respect to underperforming stores with: Valdosta Fresh for Less, Inc., Reynolds IGA Foodliner, Inc., Eagle Foods, Inc., Manning, Inc., Fresh Foods Outlet, LLC and Buy-Lo Quality Food Stores, Inc., pursuant to the Purchase and Sale Agreement, dated March 23, 2018. On April 2, 2018, the Court entered the Discrete Procedures Order, it authorized the Debtors to, among other things, sell the Stores free and clear of all liens, claims, encumbrances, and interests. The material terms of the Agreements are: The Assets consist of the leases and subleases referenced, Store No. 1615, and the additional assets: I. Pursuant to the Agreement, Valdosta has agreed to pay a purchase price equal to $570,000 in exchange for the applicable Debtors' interest in the following Lease and Additional Assets a. Landlord Name and Address: Moultrie Retail I, LLC, 1810 Water Place, Suite 220, Atlanta, GA 30339 b. Store Number and Banner: 1615 Harveys c. Real Property Address: 1209 1st Avenue, Southeast, Moultrie, GA 31768 d. Sublease Expiration Date: Jan. 31, 2019 e. Description: Permits/Licenses, FF&E f. Location: Store 1615 II. Pursuant to the Agreement, Eagle has agreed to pay a purchase price equal to $395,000 in exchange for the applicable Debtors' interest in the following Lease and Additional Assets: a. Landlord Name and Address: Saks Commercial Properties, LLC, 5801 Congress Avenue, Suite 219, Boca Raton, FL 33487 b. Store Number and Banner: 434 Winn-Dixie c. Real Property Address: 2495 Highway 431, Anniston, AL 36206 d. Llease Expiration Date: Aug. 31, 2022 e. Description: Permits/Licenses, FF&E f. Location: Store 434 III. Pursuant to the Agreement, Manning has agreed to pay a purchase price equal to $370,000 in exchange for the applicable Debtors interest in the following Lease and Additional Assets: a. Landlord Name and Address: Robertsdale Development, LLC, c/o LW Cave Real Estate, Inc., 3800 Airport Boulevard, Suite 201, Mobile AL, 36608 b. Store Number and Banner: 1345 Winn-Dixi c. Real Property Address: 21951D Highway 59, Robertsdale, AL 36567 d. Llease Expiration Date: Aug. 31, 2021 e. Description: Permits/Licenses, FF&E f. Location: Store 1345 IV. Pursuant to the Agreement, Manning has agreed to pay a purchase price equal to $370,000 in exchange for the applicable Debtors' interest in the following Lease and Additional Assets: a. Landlord Name and Address: United Methodist Church of Gulf, P.O. Box 374, Gulf Shores, AL 36547 b. Store Number and Banner: 586 Winn Dixie c. Real Property Address: Highway 59 and 16th Avenue, Gulf Shores, AL 36542 d. Llease Expiration Date: Feb. 25, 2019 e. Description: Permits/Licenses, FF&E f. Location: Store 586 V. Pursuant to the Agreement, Fresh Foods has agreed to pay a purchase price equal to $170,000 in exchange for the applicable Debtors' interest in the following Lease and Additional Assets: a. Landlord Name and Address: Tenalok Partners, Ltd., c/o Azad Comm Realty Services, LLC, 701 N. Post Oak Road, Suite 210, Houston, TX 77024 b. Store Number and Banner: 471 Winn-Dixie c. Real Property Address: 1130 By-Pass, Andalusia, AL 36420 d. Llease Expiration Date: Aug. 31, 2020 e. Description: Permits/Licenses, FF&E f. Location: Store 471 VI. Pursuant to the Agreement, Buy-Lo has agreed to pay a purchase price equal to $120,000 in exchange for the following Additional Assets: a. Store Number and Banner: 405 Winn-Dixie b. Description: FF&E c. Location: 2220 Bessemer Road, Birmingham, AL 35208 VII. Pursuant to the Agreement, Reynolds has agreed to pay a purchase price equal to $52,000 in exchange for the applicable Debtors' interest in the following Lease and Additional Assets: a. Landlord Name and Address: Regency Georgia 1, LLC, 380 Cross Pointe Boulevard, Evansville, IN 47715 b. Store Number and Banner: 1609 Harveys c. Real Property Address: 506F Spaulding Road, Montezuma, GA 31063 d. Llease Expiration Date: Aug. 31, 2018 e. Description: Permits/Licenses, FF&E f. Location: Store 1609 The Debtors propose to sell or dispose of the Assets to Counterparty on an "as is" basis, free and clear of all liens, claims, encumbrances and other interests therein. They're aware of remaining liens and/or encumbrances on the Assets granted under: (1) Interim Order Pursuant to 11 U.S.C. Sections 105, 361, 362, 363, 364 and 507, Fed. R. Bankr. P. 2002, 4001 and 9014, and Del. Bankr. L.R. 4001-2 (I) Authorizing the Debtors to Use Cash Collateral of the Prepetition Secured Parties, (II) Granting Adequate Protection to the Prepetition Secured Parties, (III) Prescribing Form and Manner of Notice of and Scheduling Final Hearing, and (IV) Granting Related Relief; (2) Amended and Restated ABL Credit Agreement, dated as of May 21, 2014, among BI-LO Holding, LLC, as holdings, BI-LO, LLC, as borrower, the lenders party thereto and Deutsche Bank AG New York Branch, as administrative agent and collateral agent; and (3) Indenture (as amended, supplemented, or otherwise modified prior to the Commencement Date), dated as of Feb. 3, 2011, pursuant to which BILO, LLC and BI-LO Finance Corp. issued Senior Secured Notes due 2019. To the extent that any party has liens and encumbrances on or interests in the Assets, the Debtors believe that any such liens, encumbrances or interests would be subject to monetary satisfaction, and such liens, encumbrances or interests will attach to the proceeds of the sale in their same order of priority. In connection with the Transaction, the Debtors ask to assume and assign the Leases to Counterparty. Pursuant to the Discrete Procedures Order, the Debtors provide these Assumption and Assignment Information: I. Store No. 209 a. Proposed Effective Date of Assumption and Assignment: April 29, 2018 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: Valdosta Fresh for Less, Inc., 7280 Highway 90, Grand Ridge, Florida 32442, Attn: Cody G. McDaniel, E-mail: mcdaniel.cody@gmail.com II. Store No. 434 a. Proposed Effective Date of Assumption and Assignment: April 29, 2018 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: Eagle Foods, Inc., P.O. Box 55, Talladega, AL 35151, Attn: Ronald Baker, E-mail: rb240@bellsouth.net III. Store No. 1345 a. Proposed Effective Date of Assumption and Assignment: April 29, 2018 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: Manning, Inc., 100 Plantation Point, Fairhope, AL 36532, Attn: Danny Manning, E-mail: dmanning@pwagc.com IV. Store No. 586 a. Proposed Effective Date of Assumption and Assignment: April 29, 2018 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: Manning, Inc., 100 Plantation Point, Fairhope, AL 36532, Attn: Danny Manning, E-mail: dmanning@pwagc.com V. Store No. 471 a. Proposed Effective Date of Assumption and Assignment: April 29, 2018 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: Fresh Foods Outlet, LLC, 2980 Tunnel Road, Pace, FL 32571, Attn: Ronnel Harding Douglas, E-mail: thedouglasfive@icloud.com VI. Store No. 1609 a. Proposed Effective Date of Assumption and Assignment: April 29, 2018 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: Reynolds IGA Foodliner, Inc., P.O. Box 515, Oglethorpe, GA 31068, Attn: Tom Coogle, E-mail: thomaslcoogle@gmail.com Objections, if any, must be filed within 14 calendar days after the date of service of the Sale Notice. A copy of the Agreements attached to the Notice is available for free at: http://bankrupt.com/misc/Southeastern_Grocers_202_Sales.pdf About Southeastern Grocers Southeastern Grocers, LLC, (SEG), the parent company and home of BI-LO, Fresco y Mas, Harveys Supermarket and Winn-Dixie grocery stores, is one of the largest conventional supermarket companies in the U.S. SEG grocery stores, liquor stores and in-store pharmacies serve communities throughout the seven southeastern states of Alabama, Florida, Georgia, Louisiana, Mississippi, North Carolina and South Carolina. BI-LO, Fresco y Mas, Harveys Supermarket and Winn-Dixie are well known and well-respected regional brands with deep heritages, strong neighborhood ties, proud histories of giving back, talented and caring associates and strong commitments to providing the best possible quality and value to customers. Their Web sites are http://www.bi-lo.com/, http://www.frescoymas.com/, http://www.harveyssupermarkets.com/and http://www.winndixie.com/ BI-LO and its affiliates filed for Chapter 11 bankruptcy protection on March 23, 2009 (Bankr. D. S.C. Case No. 09-02140). BI-LO emerged from bankruptcy in May 2010 with Lone Star Funds remaining as majority owner. Winn-Dixie Stores, Inc., sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 05-11063, transferred April 14, 2005, to Bankr. M.D. Fla. Case Nos. 05-03817 through 05-03840) on Feb. 21, 2005. In December 2011, BI-LO Holdings signed a deal to acquire all of the outstanding shares of Winn-Dixie Stores stock in a merger. Holdings was later renamed Southeastern Grocers. On March 27, 2018, Southeastern Grocers, LLC and 26 affiliated debtors sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-10700). SEG commenced Chapter 11 cases to seek confirmation of a prepackaged chapter 11 plan that will cancel their unsecured notes in exchange for 100% of the equity of the reorganized company. The Debtors have requested joint administration of the cases. The Honorable Mary F. Walrath oversees the cases. Weil, Gotshal & Manges LLP is serving as legal counsel to the Debtors, Evercore is serving as their investment banker, and FTI Consulting Inc. as restructuring advisor. Prime Clerk LLC is the claims and noticing agent and administrative advisor. Morrison & Foerster LLP is serving as legal counsel and Moelis & Company LLC is serving as financial advisor to an ad hoc group of holders of Unsecured Notes and 9.25% Senior Secured Notes due 2019. SOUTHEASTERN GROCERS: Selling 7 Underperforming Stores for $1M -------------------------------------------------------------- Southeastern Grocers, LLC and its debtor-affiliates filed a notice with the U.S. Bankruptcy Court for the District of Delaware of their intent to enter into a Lease Sale Transaction with respect to underperforming stores with: (a) Ram Distributors, Inc. pursuant to the Lease Sale Agreement dated March 15, 2018; (b) Clover Grocers, LLC pursuant to the Lease Sale Agreement dated March 14, 2018, as assigned; (c) Abbeville Grocers, LLC pursuant to the Lease Sale Agreement dated March 14, 2018, as assigned; (d) Lakeland Grocery, LLC pursuant to the Lease Sale Agreement dated March 14, 2018; (e) Pearson Grocers, LLC pursuant to the Lease Sale Agreement dated March 14, 2018; (f) Homerville Grocery, LLC pursuant to the Lease Sale Agreement dated March 14, 2018; and (g) PW Grocers, LLC (together with, Ram, Clover, Abbeville, Lakeland, Pearson, and Homerville, the "Counterparties") pursuant to the Lease Sale Agreement, dated March 14, 2018. On April 2, 2018, the Court entered the Discrete Procedures Order, it authorized the Debtors to, among other things, sell the Stores free and clear of all liens, claims, encumbrances, and interests. The material terms of the Agreements are: The Assets consist of the leases and the additional assets referenced: I. Pursuant to the Ram Agreement, Ram has agreed to pay a purchase price equal to $600,000 in exchange for the applicable Debtors' interest in the following Lease and Acquired Assets: a. Landlord Name and Address: P Johnson Plaza, LLC, 701 Brickell Ave, Suite 2040, Miami, FL 33131 b. Store Number and Banner: 209 Winn-Dixie c. Real Property Address: 701 NW 99th Avenue, Pembroke Pines, FL 33024 d. Lease Expiration Date: Dec. 10, 2020 e. Description: Permits/Licenses, FF&E f. Location: Store 209 II. Pursuant to the Clover Agreement, Clover has agreed to pay a purchase price equal to $75,000, plus the applicable Acquired Inventory Costs, in exchange for the applicable Debtors' interest in the following Lease and Acquired Assets: a. Landlord Name and Address: HHQ Properties, LLC, 4008 Weatherstone Way, Anderson, SC 29621 b. Store Number and Banner: 5764 BI-LO c. Real Property Address: 136 South Main Street, Clover, SC 29710 d. Lease Expiration Date: June 30, 2025 e. Description: Permits/Licenses, Inventory, FF&E f. Location: Store 5764 III. Pursuant to the Abbeville Agreement, Abbeville has agreed to pay a purchase price equal to $75,000, plus the applicable Acquired Inventory Costs, in exchange for the applicable Debtors interest in the following Lease and Acquired Assets: a. Landlord Name and Address: Vishal 5775 Norcross, LLC, c/o American Management Services, Inc., 5675 Jimmy Carter Blvd, Suite 500 Norcross, GA 30071 b. Store Number and Banner: 5280 BI-LO c. Real Property Address: 809 West Greenwood Street, Abbeville, SC 29620 d. Lease Expiration Date: March 10, 2022 e. Description: Permits/Licenses, Inventory, FF&E f. Location: Store 5280 IV. Pursuant to the Lakeland Agreement, Lakeland has agreed to pay a purchase price equal to $75,000, plus the applicable Acquired Inventory Costs, in exchange for the applicable Debtors' interest in the following Lease and Acquired Assets: a. Landlord Name and Address: Lanier Grocery, LLC, P.O. Box 4551, Valdosta GA, 31604 b. Store Number and Banner: 1606 Harvey c. Real Property Address: 75 South Valdosta Road, Lakeland, GA 31635 d. Lease Expiration Date: Oct. 26, 2018 e. Description: Permits/Licenses, Inventory, FF&E f. Location: Store 1606 V. Pursuant to the Pearson Agreement, Pearson has agreed to pay a purchase price equal to $75,000, plus the applicable Acquired Inventory Costs, in exchange for the applicable Debtors' interest in the following Lease and Acquired Assets: a. Landlord Name and Address: Pearson Grocery, LLC, P.O. Box 162, Nashville, GA 31639 b. Store Number and Banner: 1622 Harveys c. Real Property Address: 1016 North Main Street, Pearson, GA 31642 d. Lease Expiration Date: Oct. 25, 2018 e. Description: Permits/Licenses, Inventory, FF&E f. Location: Store 1622 VI. Pursuant to the Homerville Agreement, Homerville has agreed to pay a purchase price equal to $75,000, plus the applicable Acquired Inventory Costs, in exchange for the applicable Debtors' interest in the following Lease and Acquired Assets: a. Landlord Name and Address: Clinch Grocery, LLC, P.O. Box 4551, Valdosta, GA 31604 b. Store Number and Banner: 1668 Harveys c. Real Property Address: 528 North Church Street, Homerville, GA 31634 d. Lease Expiration Date: Sept. 8, 2036 e. Description: Permits/Licenses, Inventory, FF&E f. Location: Store 1668 VII. Pursuant to the PW Agreement, PW has agreed to pay a purchase price equal to $75,000, plus the applicable Acquired Inventory Costs, in exchange for the applicable Debtors' interest in the following Lease and Acquired Assets: a. Landlord Name and Address: Fincher Patrick Weir, LLC, 2400 South Boulevard, Suite 300, Charlotte, NC 28203 b. Store Number and Banner: 5751 BI-LO c. Real Property Address: 630 Skylark Drive, Charleston, SC 29407 d. Lease Expiration Date: Jan. 31, 2019 e. Description: Permits/Licenses, Inventory, FF&E f. Location: Store 5751 The Debtors propose to sell or dispose of the Assets to Counterparty on an "as is" basis, free and clear of all liens, claims, encumbrances and other interests therein. They're aware of remaining liens and/or encumbrances on the Assets granted under: (1) Interim Order Pursuant to 11 U.S.C. Sections 105, 361, 362, 363, 364 and 507, Fed. R. Bankr. P. 2002, 4001 and 9014, and Del. Bankr. L.R. 4001-2 (I) Authorizing the Debtors to Use Cash Collateral of the Prepetition Secured Parties, (II) Granting Adequate Protection to the Prepetition Secured Parties, (III) Prescribing Form and Manner of Notice of and Scheduling Final Hearing, and (IV) Granting Related Relief; (2) Amended and Restated ABL Credit Agreement, dated as of May 21, 2014, among BI-LO Holding, LLC, as holdings, BI-LO, LLC, as borrower, the lenders party thereto and Deutsche Bank AG New York Branch, as administrative agent and collateral agent; and (3) Indenture (as amended, supplemented, or otherwise modified prior to the Commencement Date), dated as of Feb. 3, 2011, pursuant to which BILO, LLC and BI-LO Finance Corp. issued Senior Secured Notes due 2019. To the extent that any party has liens and encumbrances on or interests in the Assets, the Debtors believe that any such liens, encumbrances or interests would be subject to monetary satisfaction, and such liens, encumbrances or interests will attach to the proceeds of the sale in their same order of priority. In connection with the Transaction, the Debtors ask to assume and assign the Leases to Counterparty. Pursuant to the Discrete Procedures Order, the Debtors provide these Assumption and Assignment Information: I. Store No. 209 a. Proposed Effective Date of Assumption and Assignment: April 26, 2019 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: Ram Distributor, Inc., 8846 76th Street, Woodhaven, NY 11421-2306, E-mail: thealchem@yahoo.com II. Store No. 5764 a. Proposed Effective Date of Assumption and Assignment: May 1, 2018 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: Clover Grocers, LLC, 136 South Main Street (Rte 321), Clover, SC 29710, Attn: John Gillis, E-mail: johngillis@thepig.net III. Store No. 5280 a. Proposed Effective Date of Assumption and Assignment: May 1, 2018 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: Abbeville Grocers, LLC, 809 West Greenwood Street, Abbeville, SC 29620, Attn: John Gillis, E-mail: johngillis@thepig.net IV. Store No. 1606 a. Proposed Effective Date of Assumption and Assignment: May 7, 2018 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: Lakeland Grocery, LLC, P. O. Box 115, Townsend, GA 31331, Attn: Missy Thompson, E-mail: missthompson@thepig.net V. Store No. 1622 a. Proposed Effective Date of Assumption and Assignment: May 7, 2018 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: Pearson Grocers, LLC, P. O. Box 115, Townsend, GA 31331, Attn: Missy Thompson, E-mail: missthompson@thepig.net VI. Store No. 1668 a. Proposed Effective Date of Assumption and Assignment: May 7, 2018 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: Homerville Grocery, LLC, P. O. Box 115, Statesboro, GA 30458, Attn: Missy Thompson, E-mail: missthompson@thepig.net VII. Store No. 5751 a. Proposed Effective Date of Assumption and Assignment: May 1, 2018 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: PW Grocers, LLC, 630 Skylark Drive, Charleston, SC 29407, Attn: David Smith, E-mail: davidsmith@thepig.net Objections, if any, must be filed within 14 calendar days after the date of service of the Sale Notice. A copy of the Agreements attached to the Notice is available for free at: http://bankrupt.com/misc/Southeastern_Grocers_201_Sales.pdf About Southeastern Grocers Southeastern Grocers, LLC, (SEG), the parent company and home of BI-LO, Fresco y Mas, Harveys Supermarket and Winn-Dixie grocery stores, is one of the largest conventional supermarket companies in the U.S. SEG grocery stores, liquor stores and in-store pharmacies serve communities throughout the seven southeastern states of Alabama, Florida, Georgia, Louisiana, Mississippi, North Carolina and South Carolina. BI-LO, Fresco y Mas, Harveys Supermarket and Winn-Dixie are well known and well-respected regional brands with deep heritages, strong neighborhood ties, proud histories of giving back, talented and caring associates and strong commitments to providing the best possible quality and value to customers. Their Web sites are http://www.bi-lo.com/, http://www.frescoymas.com/, http://www.harveyssupermarkets.com/and http://www.winndixie.com/ BI-LO and its affiliates filed for Chapter 11 bankruptcy protection on March 23, 2009 (Bankr. D. S.C. Case No. 09-02140). BI-LO emerged from bankruptcy in May 2010 with Lone Star Funds remaining as majority owner. Winn-Dixie Stores, Inc., sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 05-11063, transferred April 14, 2005, to Bankr. M.D. Fla. Case Nos. 05-03817 through 05-03840) on Feb. 21, 2005. In December 2011, BI-LO Holdings signed a deal to acquire all of the outstanding shares of Winn-Dixie Stores stock in a merger. Holdings was later renamed Southeastern Grocers. On March 27, 2018, Southeastern Grocers, LLC and 26 affiliated debtors sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-10700). SEG commenced Chapter 11 cases to seek confirmation of a prepackaged chapter 11 plan that will cancel their unsecured notes in exchange for 100% of the equity of the reorganized company. The Debtors have requested joint administration of the cases. The Honorable Mary F. Walrath oversees the cases. Weil, Gotshal & Manges LLP is serving as legal counsel to the Debtors, Evercore is serving as their investment banker, and FTI Consulting Inc. as restructuring advisor. Prime Clerk LLC is the claims and noticing agent and administrative advisor. Morrison & Foerster LLP is serving as legal counsel and Moelis & Company LLC is serving as financial advisor to an ad hoc group of holders of Unsecured Notes and 9.25% Senior Secured Notes due 2019. SOUTHEASTERN GROCERS: Selling Underperforming Stores for $300K -------------------------------------------------------------- Southeastern Grocers, LLC and its debtor-affiliates filed a notice with the U.S. Bankruptcy Court for the District of Delaware of their intent to enter into a Lease Sale Transaction with respect to underperforming stores with Mitchell Grocery Corp. pursuant to the Lease Sale Agreement, dated March 13, 2018, for $300,000, plus the Acquired Inventory Costs for the Assets. On April 2, 2018, the Court entered the Discrete Procedures Order, it authorized the Debtors to, among other things, sell the Stores free and clear of all liens, claims, encumbrances, and interests. The material terms of the Agreements are: The Assets consist of the leases referenced and the additional assets: I. Lease: a. Landlord Name and Address: WDJX Holdings, LLC, 2439 Kuser Road, Hamilton, NJ 08690 b. Store Number and Banner: 525 Winn-Dixie c. Real Property Address: 815 South Pelham Road, Jacksonville, Alabama 36265 d. Sublease Expiration Date: Dec. 9, 2018 e. Description: Permits/Licenses, Inventory, FF&E f. Location: Store 525 II. Lease: a. Landlord Name and Address: Coldwater Plaza, L.L.C., 5801 Congress Avenue, Suite 219, Boca Raton, FL 33487 b. Store Number and Banner: 462 Winn-Dixie c. Real Property Address: 4920 Highway 78 West, Oxford, Alabama 36203 d. Sublease Expiration Date: Sept. 5, 2019 e. Description: Permits/Licenses, Inventory, FF&E f. Location: Store 462 III. Lease: a. Landlord Name and Address: Pell City Partners, LLC, 2926 Foster Creighton Drive, Nashville, TN 37204 b. Store Number and Banner: 410 Winn-Dixie c. Real Property Address: Pell City Marketplace, 1009 Martin Street South, Pell City, Alabama 3512 d. Sublease Expiration Date: Nov. 17, 2023 e. Description: Permits/Licenses, Inventory, FF&E f. Location: Store 410 The Debtors propose to sell or dispose of the Assets to Counterparty on an "as is" basis, free and clear of all liens, claims, encumbrances and other interests therein. They're aware of remaining liens and/or encumbrances on the Assets granted under: (1) Interim Order Pursuant to 11 U.S.C. Sections 105, 361, 362, 363, 364 and 507, Fed. R. Bankr. P. 2002, 4001 and 9014, and Del. Bankr. L.R. 4001-2 (I) Authorizing the Debtors to Use Cash Collateral of the Prepetition Secured Parties, (II) Granting Adequate Protection to the Prepetition Secured Parties, (III) Prescribing Form and Manner of Notice of and Scheduling Final Hearing, and (IV) Granting Related Relief; (2) Amended and Restated ABL Credit Agreement, dated as of May 21, 2014, among BI-LO Holding, LLC, as holdings, BI-LO, LLC, as borrower, the lenders party thereto and Deutsche Bank AG New York Branch, as administrative agent and collateral agent; and (3) Indenture (as amended, supplemented, or otherwise modified prior to the Commencement Date), dated as of Feb. 3, 2011, pursuant to which BILO, LLC and BI-LO Finance Corp. issued Senior Secured Notes due 2019. To the extent that any party has liens and encumbrances on or interests in the Assets, the Debtors believe that any such liens, encumbrances or interests would be subject to monetary satisfaction, and such liens, encumbrances or interests will attach to the proceeds of the sale in their same order of priority. In connection with the Transaction, the Debtors ask to assume and assign the Leases to Counterparty. Pursuant to the Discrete Procedures Order, the Debtors provide these Assumption and Assignment Information: I. Store No. 525 a. Proposed Effective Date of Assumption and Assignment: May 8, 2018 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: Mitchell Grocery Corp., 550 Railroad Avenue, Albertville, Alabama 35950, Attn: David Mitchell, E-mail: david.mitchell@mitchellgrocery.com II. Store No. 462 a. Proposed Effective Date of Assumption and Assignment: May 8, 2018 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: Mitchell Grocery Corp., 550 Railroad Avenue, Albertville, Alabama 35950, Attn: David Mitchell, E-mail: david.mitchell@mitchellgrocery.com III. Store No. 410 a. Proposed Effective Date of Assumption and Assignment: May 8, 2018 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: Mitchell Grocery Corp., 550 Railroad Avenue, Albertville, Alabama 35950, Attn: David Mitchell, E-mail: david.mitchell@mitchellgrocery.com Objections, if any, must be filed within 14 calendar days after the date of service of the Sale Notice. A copy of the Agreement attached to the Notice is available for free at: http://bankrupt.com/misc/Southeastern_Grocers_207_Sales.pdf About Southeastern Grocers Southeastern Grocers, LLC, (SEG), the parent company and home of BI-LO, Fresco y Mas, Harveys Supermarket and Winn-Dixie grocery stores, is one of the largest conventional supermarket companies in the U.S. SEG grocery stores, liquor stores and in-store pharmacies serve communities throughout the seven southeastern states of Alabama, Florida, Georgia, Louisiana, Mississippi, North Carolina and South Carolina. BI-LO, Fresco y Mas, Harveys Supermarket and Winn-Dixie are well known and well-respected regional brands with deep heritages, strong neighborhood ties, proud histories of giving back, talented and caring associates and strong commitments to providing the best possible quality and value to customers. Their Web sites are http://www.bi-lo.com/, http://www.frescoymas.com/, http://www.harveyssupermarkets.com/and http://www.winndixie.com/ BI-LO and its affiliates filed for Chapter 11 bankruptcy protection on March 23, 2009 (Bankr. D. S.C. Case No. 09-02140). BI-LO emerged from bankruptcy in May 2010 with Lone Star Funds remaining as majority owner. Winn-Dixie Stores, Inc., sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 05-11063, transferred April 14, 2005, to Bankr. M.D. Fla. Case Nos. 05-03817 through 05-03840) on Feb. 21, 2005. In December 2011, BI-LO Holdings signed a deal to acquire all of the outstanding shares of Winn-Dixie Stores stock in a merger. Holdings was later renamed Southeastern Grocers. On March 27, 2018, Southeastern Grocers, LLC, and 26 affiliated debtors sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-10700). SEG commenced Chapter 11 cases to seek confirmation of a prepackaged chapter 11 plan that will cancel their unsecured notes in exchange for 100% of the equity of the reorganized company. The Debtors have requested joint administration of the cases. The Honorable Mary F. Walrath oversees the cases. Weil, Gotshal & Manges LLP is serving as legal counsel to the Debtors, Evercore is serving as their investment banker, and FTI Consulting Inc. as restructuring advisor. Prime Clerk LLC is the claims and noticing agent and administrative advisor. Morrison & Foerster LLP is serving as legal counsel and Moelis & Company LLC is serving as financial advisor to an ad hoc group of holders of Unsecured Notes and 9.25% Senior Secured Notes due 2019. SOUTHEASTERN GROCERS: Selling Underperforming Stores for $505K -------------------------------------------------------------- Southeastern Grocers, LLC and its debtor-affiliates filed a notice with the U.S. Bankruptcy Court for the District of Delaware of their intent to enter into a Lease Sale Transaction with respect to underperforming stores with R & F Foods of Alabama, Inc., R & M Foodliner, Inc., and Rouse's Enterprises, L.L.C., as respective successors-in-interest to Associated Wholesale Grocers, Inc. ("AWG") for $505,000, and assign associated leases pursuant to their Lease Sale Agreement, dated March 13, 2018, as assigned under (a) that Purchase Agreement, dated as of March 13, 2018, by and between AWG and R&F, (b) that Purchase Agreement, dated as of March 13, 2018, by and between AWG and R&M, and (c) that Purchase Agreement, dated as of March 13, 2018, by and between AWG and Rouse's. On April 2, 2018, the Court entered the Discrete Procedures Order, it authorized the Debtors to, among other things, sell the Stores free and clear of all liens, claims, encumbrances, and interests. The Assets consist of the leases and the additional assets referenced: A. Pursuant to the Agreement, R&F has agreed to pay a purchase price equal to $285,000, plus the applicable Acquired Inventory Costs, in exchange for the applicable Debtors' interest in the following Lease and Acquired Assets: -- Lease: a. Landlord Name and Address: Daniel G Kamin Atmore, LLC, 490 South Highland Avenue, Pittsburgh, PA 15206 b. Store Number and Banner: 512 Winn-Dixie c. Real Property Address: 600 East Church Street, Atmore, AL 36502 d. Lease Expiration Date: June 4, 2020 e. Description: Permits/Licenses, Inventory, FF&E f. Location: Store 512 B. Pursuant to the Agreement, Rouse's has agreed to pay a purchase price equal to $135,000, plus the applicable Acquired Inventory Costs, in exchange for the applicable Debtors' interest in the following Lease and Acquired Assets: -- Lease: a. Landlord Name and Address: Gulf View Partnership, Ltd., 5350 W. Hillsboro Blvd., Suite #B-104, Coconut Creek, FL 33073 b. Store Number and Banner: 490 Winn-Dixie c. Real Property Address: 25405 Perdido Blvd., Orange Beach, AL 36561 d. Lease Expiration Date: Dec. 2, 2020 e. Description: Permits/Licenses, Inventory, FF&E f. Location: Store 490 C. Pursuant to the Agreement, R&M has agreed to pay a purchase price equal to $85,000, plus the applicable Acquired Inventory Costs, in exchange for the applicable Debtors' interest in the following Lease and Acquired Assets: -- Lease: a. Landlord Name and Address: Blountstown Ventures, LLC, 2126 West Newport Pike, Suite 200, Wilmington, DE 19804 b. Store Number and Banner: 1643 Harveys c. Real Property Address: 17932 Main St. North, Suite 6, Blountstown, FL 32424 d. Lease Expiration Date: June 29, 2018 e. Description: Permits/Licenses, Inventory, FF&E f. Location: Store 1643 The Debtors propose to sell or dispose of the Assets to Counterparty on an "as is" basis, free and clear of all liens, claims, encumbrances and other interests therein. They're aware of remaining liens and/or encumbrances on the Assets granted under: (1) Interim Order Pursuant to 11 U.S.C. Sections 105, 361, 362, 363, 364 and 507, Fed. R. Bankr. P. 2002, 4001 and 9014, and Del. Bankr. L.R. 4001-2 (I) Authorizing the Debtors to Use Cash Collateral of the Prepetition Secured Parties, (II) Granting Adequate Protection to the Prepetition Secured Parties, (III) Prescribing Form and Manner of Notice of and Scheduling Final Hearing, and (IV) Granting Related Relief; (2) Amended and Restated ABL Credit Agreement, dated as of May 21, 2014, among BI-LO Holding, LLC, as holdings, BI-LO, LLC, as borrower, the lenders party thereto and Deutsche Bank AG New York Branch, as administrative agent and collateral agent; and (3) Indenture (as amended, supplemented, or otherwise modified prior to the Commencement Date), dated as of Feb. 3, 2011, pursuant to which BILO, LLC and BI-LO Finance Corp. issued Senior Secured Notes due 2019. To the extent that any party has liens and encumbrances on or interests in the Assets, the Debtors believe that any such liens, encumbrances or interests would be subject to monetary satisfaction, and such liens, encumbrances or interests will attach to the proceeds of the sale in their same order of priority. In connection with the Transaction, the Debtors ask to assume and assign the Leases to Counterparty. Pursuant to the Discrete Procedures Order, the Debtors provide these Assumption and Assignment Information: I. Store No. 512 a. Proposed Effective Date of Assumption and Assignment: April 30, 2018 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: R & F Foods of Alabama, Inc., P.O. Box 699, Waynesboro, MS 39367, Attn: Mike Ford, E-mail: mikef@rameys.com II. Store No. 490 a. Proposed Effective Date of Assumption and Assignment: April 30, 2018 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: Rouse's Enterprises, L.L.C., P.O. Box 5358, Thibodaux, LA 70302, Attn: Charles Merrell, E-mail: Charles.merrell@rouses.com III. Store No. 1643 a. Proposed Effective Date of Assumption and Assignment: April 30, 2018 b. Proposed Cure Amount: $0 c. Counterparty's Name, Address, and Email Address: R & M Foodliner, Inc., 20118 W. Central Ave., Blountstown, FL 32424, Attn: Chad Ramsey, E-mail: pig217@fairpoint.net Objections, if any, must be filed within 14 calendar days after the date of service of the Sale Notice. A copy of the Agreements attached to the Notice is available for free at: http://bankrupt.com/misc/Southeastern_Grocers_194_Sales.pdf About Southeastern Grocers Southeastern Grocers, LLC, (SEG), the parent company and home of BI-LO, Fresco y Mas, Harveys Supermarket and Winn-Dixie grocery stores, is one of the largest conventional supermarket companies in the U.S. SEG grocery stores, liquor stores and in-store pharmacies serve communities throughout the seven southeastern states of Alabama, Florida, Georgia, Louisiana, Mississippi, North Carolina and South Carolina. BI-LO, Fresco y Mas, Harveys Supermarket and Winn-Dixie are well known and well-respected regional brands with deep heritages, strong neighborhood ties, proud histories of giving back, talented and caring associates and strong commitments to providing the best possible quality and value to customers. Their Web sites are http://www.bi-lo.com/, http://www.frescoymas.com/, http://www.harveyssupermarkets.com/and http://www.winndixie.com/ BI-LO and its affiliates filed for Chapter 11 bankruptcy protection on March 23, 2009 (Bankr. D. S.C. Case No. 09-02140). BI-LO emerged from bankruptcy in May 2010 with Lone Star Funds remaining as majority owner. Winn-Dixie Stores, Inc., sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 05-11063, transferred April 14, 2005, to Bankr. M.D. Fla. Case Nos. 05-03817 through 05-03840) on Feb. 21, 2005. In December 2011, BI-LO Holdings signed a deal to acquire all of the outstanding shares of Winn-Dixie Stores stock in a merger. Holdings was later renamed Southeastern Grocers. On March 27, 2018, Southeastern Grocers, LLC and 26 affiliated debtors sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-10700). SEG commenced Chapter 11 cases to seek confirmation of a prepackaged chapter 11 plan that will cancel their unsecured notes in exchange for 100% of the equity of the reorganized company. The Debtors have requested joint administration of the cases. The Honorable Mary F. Walrath oversees the cases. Weil, Gotshal & Manges LLP is serving as legal counsel to the Debtors, Evercore is serving as their investment banker, and FTI Consulting Inc. as restructuring advisor. Prime Clerk LLC is the claims and noticing agent and administrative advisor. Morrison & Foerster LLP is serving as legal counsel and Moelis & Company LLC is serving as financial advisor to an ad hoc group of holders of Unsecured Notes and 9.25% Senior Secured Notes due 2019. SOUTHEASTERN GROCERS: SVFoods Buying Stores for $236K ----------------------------------------------------- Southeastern Grocers, LLC and its debtor-affiliates filed a notice with the U.S. Bankruptcy Court for the District of Delaware of their intent to enter into a Lease Sale Transaction with respect to underperforming stores with SVFoods Old Hammond, LLC, doing business as Shoppers Value Foods, for $236,173, and assign associated leases, pursuant to their Lease Sale Agreement, dated March 16, 2018. On April 2, 2018, the Court entered the Discrete Procedures Order, it authorized the Debtors to, among other things, sell the Stores free and clear of all liens, claims, encumbrances, and interests. The Assets consist of the leases and the additional assets referenced: I. Lease: a. Landlord Name and Address: Daniel G. Kamin Gardiner, LLC, c/o Kamin Realty Co., P.O. Box 10234, Pittsburg, PA 15232 b. Store Number and Banner: 2628 Winn-Dixie c. Real Property Address: 170 Beacon Street, Laurel, MS 39440 d. Lease Expiration Date: Feb. 28, 2020 e. Description: FF&E f. Location: Store 2628 II. Lease: a. Landlord Name and Address: H&R Baton Rouge, LLC, 3625 Dufferin Street, Suite 500, Toronto, ON M3K 1N4 b. Store Number and Banner: 1467 Winn-Dixie c. Real Property Address: 13555 Old Hammond Highway, Baton Rouge, LA 70816 d. Lease Expiration Date: Dec. 15, 2025 III. Sublease (Store 2628) a. Subtenant Name and Address: Thomas Pharmacy Gardiner Center, LLC, 153 A. Beacon Street, P.O. Box 4111, Laurel, MS 39441 b. Real Property Address: 170 Beacon Street, Laurel, MS 39440 c. Sublease Expiration Date: Month-to-month IV. Sublease (Store 1467) a. Subtenant Name and Address: SVFoods Old Hammond LLC, doing business as Shoppers Value Foods, 5910 Airline Highway, Baton Rouge, LA 70805 b. Real Property Address: 13555 Old Hammond Highway, Baton Rouge, LA 70816 c. Sublease Expiration Date: Dec. 15, 2025 The Debtors propose to sell or dispose of the Assets to Counterparty on an "as is" basis, free and clear of all liens, claims, encumbrances and other interests therein. They're aware of remaining liens and/or encumbrances on the Assets granted under: (1) Interim Order Pursuant to 11 U.S.C. Sections 105, 361, 362, 363, 364 and 507, Fed. R. Bankr. P. 2002, 4001 and 9014, and Del. Bankr. L.R. 4001-2 (I) Authorizing the Debtors to Use Cash Collateral of the Prepetition Secured Parties, (II) Granting Adequate Protection to the Prepetition Secured Parties, (III) Prescribing Form and Manner of Notice of and Scheduling Final Hearing, and (IV) Granting Related Relief; (2) Amended and Restated ABL Credit Agreement, dated as of May 21, 2014, among BI-LO Holding, LLC, as holdings, BI-LO, LLC, as borrower, the lenders party thereto and Deutsche Bank AG New York Branch, as administrative agent and collateral agent; and (3) Indenture (as amended, supplemented, or otherwise modified prior to the Commencement Date), dated as of Feb. 3, 2011, pursuant to which BILO, LLC and BI-LO Finance Corp. issued Senior Secured Notes due 2019. To the extent that any party has liens and encumbrances on or interests in the Assets, the Debtors believe that any such liens, encumbrances or interests would be subject to monetary satisfaction, and such liens, encumbrances or interests will attach to the proceeds of the sale in their same order of priority. In connection with the Transaction, the Debtors ask to assume and assign the Leases to Counterparty. Pursuant to the Discrete Procedures Order, the Debtors provide these Assumption and Assignment Information: I. Store No. 1467 a. Proposed Effective Date of Assumption and Assignment: April 27, 2018 b. Proposed Cure Amount - Lease: $0 c. Proposed Cure Amount - Sublease: $0 d. Counterparty's Name, Address, and Email Address: SVFoods Old Hammond LLC, doing business as Shoppers Value Foods, 5910 Airline Hwy., Baton Rouge, LA 70805, Attn: Danielle Satawa, E-mail: dsatawa@svfoodsla.com II. Store No. 2628 a. Proposed Effective Date of Assumption and Assignment: April 27, 2018 b. Proposed Cure Amount - Lease: $0 c. Proposed Cure Amount - Sublease: $0 d. Counterparty's Name, Address, and Email Address: SVFoods Old Hammond LLC, doing business as Shoppers Value Foods, 5910 Airline Hwy., Baton Rouge, LA 70805, Attn: Danielle Satawa, E-mail: dsatawa@svfoodsla.com Objections, if any, must be filed within 14 calendar days after the date of service of the Sale Notice. A copy of the Agreement attached to the Notice is available for free at: http://bankrupt.com/misc/Southeastern_Grocers_188_Sales.pdf The Purchaser is represented by: Thomas D. Fazio, Esq. MCCOLLISTER, MCCLEARY & FAZIO 11616 Southfork Ave., Suite 302 Baton Rouge, LA 70816 E-mail: tfazio@eatel.net About Southeastern Grocers Southeastern Grocers, LLC, (SEG), the parent company and home of BI-LO, Fresco y Mas, Harveys Supermarket and Winn-Dixie grocery stores, is one of the largest conventional supermarket companies in the U.S. SEG grocery stores, liquor stores and in-store pharmacies serve communities throughout the seven southeastern states of Alabama, Florida, Georgia, Louisiana, Mississippi, North Carolina and South Carolina. BI-LO, Fresco y Mas, Harveys Supermarket and Winn-Dixie are well known and well-respected regional brands with deep heritages, strong neighborhood ties, proud histories of giving back, talented and caring associates and strong commitments to providing the best possible quality and value to customers. Their Web sites are http://www.bi-lo.com/, http://www.frescoymas.com/, http://www.harveyssupermarkets.com/and http://www.winndixie.com/ BI-LO and its affiliates filed for Chapter 11 bankruptcy protection on March 23, 2009 (Bankr. D. S.C. Case No. 09-02140). BI-LO emerged from bankruptcy in May 2010 with Lone Star Funds remaining as majority owner. Winn-Dixie Stores, Inc., sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 05-11063, transferred April 14, 2005, to Bankr. M.D. Fla. Case Nos. 05-03817 through 05-03840) on Feb. 21, 2005. In December 2011, BI-LO Holdings signed a deal to acquire all of the outstanding shares of Winn-Dixie Stores stock in a merger. Holdings was later renamed Southeastern Grocers. On March 27, 2018, Southeastern Grocers, LLC and 26 affiliated debtors sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-10700). SEG commenced Chapter 11 cases to seek confirmation of a prepackaged chapter 11 plan that will cancel their unsecured notes in exchange for 100% of the equity of the reorganized company. The Debtors have requested joint administration of the cases. The Honorable Mary F. Walrath oversees the cases. Weil, Gotshal & Manges LLP is serving as legal counsel to the Debtors, Evercore is serving as their investment banker, and FTI Consulting Inc. as restructuring advisor. Prime Clerk LLC is the claims and noticing agent and administrative advisor. Morrison & Foerster LLP is serving as legal counsel and Moelis & Company LLC is serving as financial advisor to an ad hoc group of holders of Unsecured Notes and 9.25% Senior Secured Notes due 2019. SPANISH ISLES: Creditor Trustee Taps Tripp Scott as Counsel ----------------------------------------------------------- Margaret Smith, creditor trustee of the Spanish Isles Creditor Trust, received approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Tripp Scott, P.A. as special counsel. The firm will pursue and, if necessary, litigate collection matters arising from or relating to delinquencies of homeowners in paying all charges, assessments and special assessments. Tripp Scott will provide services consistent with this compensation structure: (a) The fee for writing demand letters and settlement letters to a homeowner is charged at the rate of $150 per letter, plus costs. (b) The fee for preparing a lien and writing a lien letter is $375 per unit, plus costs. (c) The above fees include researching the deed in the public records to insure that the proper parties are given notice of the delinquent assessments. (d) If the lien is not collected and Tripp Scott must pursue foreclosure, then the firm will bill at a rate of $275 to $300 per hour for partners and $250 to $275 per hour for associates. Paralegals will bill at the rate of $155 per hour. (e) Tripp Scott will collect all legal fees and costs from the homeowner. (f) However, if a lender's foreclosure or a bankruptcy eliminates the ability to complete a foreclosure, Tripp Scott will have the right to seek those fees through a fee application, and if approved, paid pari passu with other administrative expenses. Matthew Zifrony, Esq., director of Tripp Scott, 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: Matthew Zifrony, Esq. Tripp Scott, P.A. 110 Southeast Sixth Street, 15th Floor Fort Lauderdale, FL 33301 Main: 954-525-7500 Fax: 954-761-8475 E-mail: MZZ@trippscott.com About Spanish Isles Property Owners Association Inc. Spanish Isles Property Owners Association, Inc., filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 14-34444) on Nov. 2, 2014, estimating assets and liabilities of less than $1 million. The Debtor was represented by Brett A. Elam, Esq. Judge Erik P. Kimball presides over the case. Margaret J. Smith was appointed as Chapter 11 trustee in the Debtor's case. Kristopher E. Aungst, Esq., at Tripp Scott, P.A., is the Trustee's counsel. No official committee of unsecured creditors has been appointed in the case. * * * On Oct. 27, 2017, the Trustee filed the Amended Chapter 11 Plan of Reorganization. On Dec. 1, 2017, the Court entered an order confirming the Plan, which confirmation order authorized the appointment of Margaret J. Smith as the Creditor Trustee. STARS GROUP: S&P Puts 'B+' Corp Credit Rating on Watch Negative --------------------------------------------------------------- S&P Global Ratings said it placed its ratings, including its 'B+' long-term corporate credit rating and senior secured debt ratings, on The Stars Group Inc. on CreditWatch with negative implications. The CreditWatch placement follows Stars Group's announcement to acquire Sky Bet for US$4.7 billion. The company expects to fund the acquisition through US$3.6 billion cash (debt) and the rest in equity. S&P believes the acquisition will lead to adjusted debt-to-EBITDA of about 7.0x through 2018, which is significantly higher than its previous expectation of 4.5x. S&P said, "We expect the acquisition to improve Stars Group's product diversity, with poker revenue's contribution falling to about one-third from our previous expectation of about two-thirds, while high-growth sports betting will represent about 34% of pro forma revenue. The acquisition improves the company's presence in the highly competitive sportsbook market. However, pro forma EBITDA margins will be lower because Sky Bet is a lower-margin business. The ratings also reflect Star Group's strong share of the mature online poker market, which is highly discretionary and cyclical in nature, along with fluctuations of local currencies against the U.S. dollar. We believe that the company's solid position in several regulated markets supports the industry-leading poker player liquidity of its network and breadth of games, which is important for attracting and retaining players, thus leading to robust free operating cash flow generation. "We expect to resolve the CreditWatch within the next 90 days, after assessing Stars Group's business risk and financial risk profiles pro forma the transaction, with emphasis on the company's prospective financial policies and credit measures." TOPS HOLDING II: Committee Taps Morrison & Foerster as Counsel -------------------------------------------------------------- The official committee of unsecured creditors of Tops Holding II Corporation seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Morrison & Foerster LLP as its legal counsel. The firm will advise the committee regarding its duties under the Bankruptcy Code; assist the committee in any potential sale of the Debtors' assets; negotiate with creditors; assist in the analysis and negotiation of any bankruptcy plan filed in the Debtor's Chapter 11 case; and provide other legal services. The firm will charge these hourly rates: Partners $800 - $1,400 Of Counsel/Senior Of Counsel $700 - $1,300 Attorneys/Associates $460 - $875 Paraprofessionals $230 - $730 Brett Miller, Esq., a partner at Morrison, disclosed in a court filing that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Mr. Miller disclosed that his firm has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements; and that no Morrison professional has varied his rate based on the geographic location of the Debtors' cases. Mr. Miller also disclosed that his firm did not represent the committee prior to the petition date. The committee has already approved Morrison's prospective budget and staffing plan for the first interim period, according to Mr. Miller. The firm can be reached through: Brett H. Miller Morrison & Foerster LLP 250 West 55th Street New York, NY 10019 Phone: (212) 468-8051 Email: brettmiller@mofo.com About Tops Holding II Corporation Tops Markets, LLC -- http://www.topsmarkets.com/-- is headquartered in Williamsville, NY and operates 169 full-service supermarkets with five additional by franchisees under the Tops Markets banner. Tops employs over 14,000 associates and is a full-service grocery retailer in Upstate New York, Northern Pennsylvania, and Vermont. Tops Management, led by Frank Curci, its chairman and chief executive officer, acquired Tops in December 2013 through a leveraged buyout from Morgan Stanley's private equity arm. Morgan Stanley bought the company in 2007 from the Dutch retailer now known as Koninklijke Ahold Delhaize NV. In 2010, Tops acquired The Penn Traffic Company, a local chain with 64 stores. In 2012, it purchased 21 Grand Union Family Markets stores. Tops Holding II Corporation, and its subsidiaries, including Tops Markets, LLC, sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 18-22279) on Feb. 21, 2018, to pursue a financial restructuring that would eliminate a substantial portion of debt from the Company's balance sheet and position Tops for long-term success. The Company listed total assets of $977 million and total liabilities at $1.17 billion as of Dec. 30, 2017. The Debtors hired Weil, Gotshal & Manges LLP as their legal counsel; Hilco Real Estate, LLC as real estate advisor; Evercore Group L.L.C. as investment banker; FTI Consulting, Inc. and Michael Buenzow as chief restructuring officer; and Epiq Bankruptcy Solutions, LLC, as their claims and noticing agent. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors on March 6, 2018. TOWER PROPERTIES: Buttner Buying 2005 Ford E 450 for $7.5K ---------------------------------------------------------- Tower Properties, LLC, asks the U.S. Bankruptcy Court for the Eastern District of Louisiana to authorize the sale of a 2005 Ford E 450 modified van, VIN IFDXE45S44HA56642, to Adam Buttner for $7,500, subject to higher and better offers. Listed on the Debtor's Bankruptcy Schedules is the Van. The Van is not encumbered by any secured creditors or loans. By proposal dated March 5, 2018, the Purchaser has proposed to purchase the Van for the amount of $7,500 cash as the purchase price. The Debtor asks authority to sell the Property and the Purchaser agrees to purchase the Van for cash in the amount of $7,500. The sale is "as-is, where-is" condition, with no warranty either express or implied. The Debtor asks authority to sell the Property in accordance with the referenced terms, subject to higher and better offers. The Debtor believes that the proposed purchase price is fair and reasonable, and that the sale of the Property is in the best interest of the estate and its creditors; more specifically, it does not require the use of the property and was not using the property for years prior to the case and has not used the property during these proceedings. About Tower Properties Tower Properties, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No. 17-11909) on July 20, 2017. In the petition signed by James M. Dyess, president, the Debtor estimated assets and liabilities of less than $1 million. Judge Elizabeth W. Magner presides over the case. Robert L. Marrero, LLC, is the Debtor's counsel. TOYS R US: Judge Okays Wind-Down Budget, Sale of Toys Canada ------------------------------------------------------------ Reuters reports that U.S. Bankruptcy Judge Keith Phillips has approved the proposed wind-down budget for Toys 'R' US at a hearing on Tuesday. Judge Phillips also authorized the sale of Toys 'R' Canada to Toronto-based Fairfax Financial Holdings Ltd for $237 million. Toys 'R' US has said it is in talks over the sale of its Asian and Central European businesses. At Tuesday's hearing, Toys 'R' Us lawyer Joshua Sussberg told the U.S. Bankruptcy Court in Richmond, Virginia, the Company will set aside about $156 million to pay vendors for toys and merchandise shipped after the bankruptcy filing, Reuters reports. The vendor reserve fund will be carved out of a broader budget meant to cover some expenses as the retailer winds down its business. Lawyers who represent trade vendors, however, told the Court that the amount fails to cover total trade claims worth roughly $760 million. Many vendors believed that payment for shipments after the Sept. 18 Chapter 11 filing would be covered by a $3.1 billion bankruptcy loan, but that loan gives priority to lenders and other expenses such as legal fees, lawyers said, according to Reuters. "It's a really hard pill to swallow," said Erika Morabito, a lawyer who represents a group of trade vendors, according to Reuters. At the hearing, she said vendors remain in a "dire" situation even after laying off employees and closing stores. The report notes that more than a dozen executives, specialists and lawyers have told Reuters that many small vendors are at risk of bankruptcy due to the disappearance of Toys 'R' Us and Babies 'R' Us in the United States. In a court filing late Monday, Ms. Morabito said that absent a more comprehensive settlement, the group's members and other vendors will likely pursue litigation "against the persons or entities responsible for the severe losses suffered," Reuters relates. Both Ms. Morabito's group and an official committee of unsecured creditors are pushing for reserve funds to be paid on a pro rata basis, Reuters says. Ms. Morabito -- emorabito@foley.com -- at Foley & Lardner LLP. 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. Toys "R" Us UK Toys "R" Us Limited, Toys "R" Us, Inc.'s UK arm with 105 stores and 3,000 employees, was sent into administration in the United Kingdom in February 2018. Arron Kendall and Simon Thomas of Moorfields Advisory Limited, 88 Wood Street, London, EC2V 7QF were appointed Joint Administrators on Feb. 28, 2018. The Administrators now manage the affairs, business and property of the Company. The Administrators act as agents only and without personal liability. The Administrators said they will make every effort to secure a buyer for all or part of the business. Liquidation of U.S. Stores Toys "R" Us, Inc., on March 15, 2018, filed with the U.S. Bankruptcy Court a motion seeking Bankruptcy Court approval to start the process of conducting an orderly wind-down of its U.S. business and liquidation of inventory in all 735 of the Company's U.S. stores, including stores in Puerto Rico. VANSCOY CHIROPRACTIC: Disclosure Statement Hearing Set for May 23 ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of West Virginia is set to hold a hearing on May 23 to consider approval of the disclosure statement, which explains the Chapter 11 plan of reorganization for Vanscoy Chiropractic Corporation Holistic Health Center. The hearing will take place at Bankruptcy Courtroom A. Objections are due by May 18. The plan is based upon a sale of the company's chiropractic practice or negotiation with First Bank of Charleston for a workable repayment compromise. Meanwhile, the amount which can be paid to general unsecured creditors will depend upon successful negotiations with First Bank of Charleston or the sale of Vanscoy's business assets. The allowed amount of general unsecured claims is $797,000, according to the company's disclosure statement. A full-text copy of the disclosure statement is available for free at: http://bankrupt.com/misc/wvsb17-30271-77.pdf About VanScoy Chiropractic Corporation Holistic Health Center VanScoy Chiropractic Corporation Holistic Health Center sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. W.Va. Case No. 17-30271) on June 12, 2017, disclosing under $1 million in both assets and liabilities. Judge Frank W. Volk, presides over the case. Joseph W. Caldwell, Esq., at Caldwell & Riffee, serves as the Debtor's legal counsel. No committee of unsecured creditors has been appointed. VAZQUEZ ROSARIO: Case Summary & 10 Unsecured Creditors ------------------------------------------------------ Debtor: Vazquez Rosario, Inc. 257 Calle San Justo San Juan, PR 00901 Business Description: Vazquez Rosario, Inc. is a privately held company in San Juan, Puerto Rico that owns a jewelry store business. Vazquez Rosario previously sought bankruptcy protection on May 5, 2010 (Bankr. D. P.R. Case No. 10-03770). Chapter 11 Petition Date: April 23, 2018 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Case No.: 18-02181 Judge: Hon. Brian K. Tester Debtor's Counsel: Pedro E. Vazquez Melendez, Esq. ARVELO & VAZQUEZ, P.S.C. PO Box 9024025 San Juan, PR 00902 Tel: 787-721-7255 Fax: 787-723-3063 Email: quiebras@gmail.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Jose Rosario Cristobal, president. A full-text copy of the petition containing, among other items, a list of the Debtor's 10 largest unsecured creditors is available for free at: http://bankrupt.com/misc/prb18-02181.pdf WWLC INVESTMENT: Gets Court Approval of Plan to Exit Bankruptcy --------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Texas approved the plan proposed by WWLC Investment, L.P. to exit Chapter 11 protection. The court gave the thumbs-up to the plan of reorganization after finding that it satisfied the requirements for confirmation under the Bankruptcy Code. Under the plan of reorganization, creditors holding Class 3 general unsecured claims in the total amount of $37,747 will be paid in full upon the sale of WWLC's real property located at 2901 W. 15th Street, Plano, Texas. Prior to the hearing on the Disclosure Statement, creditor Sorab Miraki filed another objection, complaining, among other things, that in Paragraph E(4) of the First Amended Plan, the Debtor identifies his claim as the sole member of Class 4, but does not specify the precise amount of the claim (i.e., amount of the Judgment, plus interest, costs and attorney fees identified in the Abstract of Judgment filed by Creditor Sorab Miraki), or whether Debtor will abide by the amount of the judgment, interest, costs and attorney fees from the State Court lawsuit currently on appeal in the 5th District Court of Appeals in Dallas, Texas (Case No. 05-17-01126-CV), should the appeal be denied. The Debtor, according to Mr. Miraki, seems to be leaving open the possibility that an objection could be filed to this claim even if the appeal is denied. Without this information, Mr. Miraki says he does not have enough information to accept the plan. Debtor should be required to amend the First Amended Plan to state that if the Debtor's appeal is denied, his claim will be allowed in the amount set by the State Court, with interest as provided therein. If the appeal is granted, the Miraki claim amount will then be determined by the State Court. Further, the Plan must be amended to state that there are no viable counterclaims or offsets available to the Debtor to be asserted against Miraki. A full-text copy of WWLC's latest Chapter 11 plan of reorganization is available for free at: http://bankrupt.com/misc/txeb17-41913-60.pdf About WWLC Investment WWLC Investment, L.P., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 17-41913) on Sept. 1, 2017. In the petition signed by authorized representative Wendy Chen, the Debtor estimated assets and liabilities of less than $50,000. Judge Brenda T. Rhoades presides over the case. The Debtor hired Quilling Selander Lownds Winslett & Moser, P.C., as legal counsel; and Palmer & Manuel, LLP, and The Erikson Firm as special counsel. The Debtor filed a Chapter 11 a plan of reorganization on January 4, 2018. YU HUA LONG: Trustee Taps DePasquale to Recover Refunds ------------------------------------------------------- Timothy Yoo, the Chapter 11 trustee for Yu Hua Long Investments LLC, seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire DePasquale, Kelley & Company, Property Tax Consultants. The firm will assist the trustee with the analysis pertaining to and the recovery of certain refunds resulting from the Debtor's previous payments of direct assessment charges and taxes. Pursuant to their agreement, in the event of a recovery of the refunds, DePasquale will be entitled to a contingency fee of 35% of the amount received by the trustee on behalf of the Debtor's estate. James DePasquale, executive vice-president of DePasquale, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. DePasquale can be reached through: James R. DePasquale DePasquale, Kelley & Company 19200 Von Karman Avenue, Suite 1000 Irvine, CA 92612 Tel: (949) 236-3720 Fax: (949) 236-3710 E-mail: jdepasquale@dkctax.com About Yu Hua Long Investments Yu Hua Long Investments, LLC, is engaged in the development of real property located in the City of Monterey Park, California. Yu Hua Long Investments filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 16-22745) on Sept. 26, 2016, estimating less than $1 million in both assets and liabilities. Judge Deborah J. Saltzman presides over the case. Timothy J. Yoo was appointed Chapter 11 trustee for the Debtor. The Trustee hired Levene Neale Bender Yoo & Brill, LLP as bankruptcy counsel; Re/Max Omega as broker; R.Y. Properties, Inc. as real property consultant; and SLBiggs as accountant. ZACHRY HOLDINGS: S&P Lowers CCR to 'B+' on Refinancing Risk ----------------------------------------------------------- S&P Global Ratings lowered its corporate credit rating on Zachry Holdings Inc. to 'B+' from 'BB-'. The outlook is stable. S&P said, "At the same time, we lowered our issue-level rating on the company's senior unsecured notes due 2020 to 'B' from 'B+'. The '5' recovery rating is unchanged, indicating our expectation for modest recovery (10%-30%; rounded estimate: 25%) in the event of a payment default." The downgrade reflects the upcoming maturity of the company's $250 million senior unsecured notes on Feb. 1, 2020. S&P said, "We see heightened refinancing risk given that the company's weighted average maturity of debt is less than two years, and recent operating results have been weaker than we expected. However, we note that similar to other engineering, procurement, and constriction (EPC) companies, Zachry's financial results can be volatile year to year because of payments from its work on large discrete projects. Although FOCF has been negative the past two years—and we expect this trend to continue in 2018—the company's work on its projects has been profitable. Moreover, we continue to analyze credit measures over a time horizon of several years. "S&P Global Ratings' stable outlook on Zachry Holdings Inc. reflects our expectation that the company will maintain mid-single-digit percent EBITDA margins and generate positive FOCF over the business cycle, based on expected improvement in the company's end markets in the second half of 2018. "We could raise our rating on Zachry over the next 12 months if the company is able to successfully refinance its unsecured notes by extending the maturity beyond 2020, and the company consistently maintains FOCF-to-adjusted debt above 10% over the business cycle while maintaining financial policies consistent with a higher rating. "We could lower our rating over the next year if a shortfall in the company's operating performance dampens its profit margins and leads to significantly lower-than-expected FOCF generation over the long term. We would likely downgrade Zachry if its credit protection measures deteriorate--for instance, if we expected that FOCF-to-adjusted debt would consistently remain below 5%." ********* 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. 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