/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/180821.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, August 21, 2018, Vol. 22, No. 232 Headlines 6420 ROSWELL: Sept. 25 Plan and Disclosure Statement Hearing 919 PROSPECT AVE: Plan, Disclosures Hearing Scheduled for Sept. 20 AIAD SAMUEL: Judge McManus Denies Recusal Bids AP GAMING: S&P Raises Issuer Credit Rating to 'B+', Outlook Stable ARCON HOMES: Hires Twenty-One Partners as Investment Banker AUGUST SAGE: Plan Outline Hearing Set for Oct. 2 BARCELONA APARTMENTS: Can Continue Using Fannie Mae Cash Collateral BARCELONA APARTMENTS: SunRidge to Continue Managing Business CARIBBEAN WINDS: Oct. 2 Disclosure Statement Hearing CHARLESTON ASSOCIATES: Court Awards CNB $6.8MM in Damages CHATEAU VILLABOIS: Hires Infinity Real as Property Manager COLORADO WICH: Hires Engrav & Associates as Accountant COMBUSTION EQUIPMENT: Wins Summary Judgment Bid vs Compaction COWPUNCHER INVESTMENTS: Taps Ahlschwede & Spaeth as Special Counsel DECATUR ATHLETIC: Court Confirms 3rd Amended Plan DENNIS JOHNSON II: Court Tosses Bid to Dismiss Trustee Suit EMC HOTELS: Trustee Hires CBIZ Accounting as Financial Advisor EMC HOTELS: Trustee Hires Klestadt Winters Jureller as Counsel EPICUREAN LLC: Plan Outline Okayed, Plan Hearing on Sept. 17 EQUINOX HOME: Hires Cherubino and Company as Accountant ERP IRON ORE: Hires Jefferies as Investment Banker ERP IRON ORE: Unsecureds to be Paid $25K Under Proposed Plan ETERON INC: Taps Michigan Business Advisors as Accountant FAIRBANKS CO: Taps Fitzpatrick as Future Claimants' Representative FAIRBANKS COMPANY: Taps Logan & Company as Claims & Noticing Agent FIRST DATA: S&P Raises Issuer Credit Rating to BB-, Outlook Stable FLAMBEAUX GAS: Hires Congeni Law Firm as Bankruptcy Counsel FRANKLIN ACQUISITIONS: PFS Opposes Claims Treatment in DR Plan FRANKLIN ACQUISITIONS: Seeks Amendment of Creditor's Plan Outline GARDENS REGIONAL: Plan Outline Okayed, Plan Hearing on Sept. 17 GAWKER MEDIA: Pregame, R. Busack Not Barred from Suing R. Goldberg GIBSON BRANDS: Class 6 Creditors to Get Up to 5.4% in Latest Plan GOD'S CHURCH INTERDENOMINATIONAL: Seeks to Hire Henry as Attorney GREEN HORIZON: Hearing on Disclosure Statement Set for Oct. 2 HISTORIC MITCHELL: Hires EWH Small Business as Accountant INFORMATION DOCK: Hires Hiller Law, LLC as Bankruptcy Counsel IRON BRIDGE: Plan Outline Okayed, Plan Hearing on Sept. 19 ITM ENTERPRISES: Court Confirms Amended Reorganization Plan J & M SALES INC: Hires Prime Clerk as Administrative Agent J & M SALES INC: Seeks to Hire Katten Muchin as Co-Counsel J & M SALES INC: Seeks to Hire Pachulski Stang as Co-Counsel J & M SALES INC: Taps Mr. Kroll of SierraConstellation as CRO J.C. PENNEY: Moody's Cuts CFR to B3, Outlook Stable J.C. PENNEY: S&P Cuts Issuer Credit Rating to 'B-', Outlook Neg. JDHG LLC: Approval Hearing on Plan Outline Set for Oct. 2 JTJ DESIGN STUDIO: Unsecureds to Recover 100% Plus 2.08% Interest KANAWHA INSURANCE: A.M. Best Cuts Fin. Strength Rating to B(Fair) LA PALOMA GENERATING: Barred from Seeking Refund for Tax Year 2012 LC LIQUIDATIONS: Seeks to Hire RSM US LLP as Accountant LEMEN INC: Seeks to Hire Brian K. McMahon as Attorney MAIN STREET CAFE: Unsecureds to Recoup 5% in 5 Monthly Installments MITE LLC: Seeks to Hire Inman Kaminow as Counsel NEIGHBORS LEGACY: Hires Porter Hedges as Bankruptcy Counsel NEW PITTS PLACE: Seeks to Hire Cohen Baldinger as Counsel NORDAM GROUP: Hires Guggenheim Securities as Investment Banker NORDAM GROUP: Hires Mr. DiDonato of Huron Consulting as CRO NORDAM GROUP: Seeks to Hire Epiq as Administrative Advisor NORDAM GROUP: Seeks to Hire Richards Layton as Co-Counsel NORDAM GROUP: Seeks to Hire Weil Gotshal as Attorney PARAGON OFFSHORE: Noble's Bid for Arbitration Partly Granted PENINSULA AIRWAYS: Ch. 11 Trustee Hires McHale P.A.as Accountant PHILADELPHIA HEALTH: Plan Outline Okayed, Plan Hearing on Sept. 26 PIERSON LAKES: Creditors File Competing Full-Payment Plan PIERSON LAKES: Proposes to Pay Unsecured Creditors in Full PORTABELLA'S INC: Amended Disclosures OK'd; Oct. 2 Plan Hearing PRAGAT PURSHOTTAM: Hires Richard L. Hirsh as Bankruptcy Counsel PRESCRIPTIVE NUTRITION: Taps Sodoma Law as Bankruptcy Counsel PRODUCTION PATTERN: Plan Confirmation Hearing Set for Oct. 4 PUERTO RICO: Peaje Investments Does Not Hold Statutory Lien R. HASSELL HOLDING: Taps Coldwell Banker as Real Estate Broker RAILYARD COMPANY: Equity Partners Suit vs D. Frewing et al., Junked REAGOR-DYKES MOTORS: Hires Mr. Schleizer of BlackBriar as CRO REBUILTCARS CORP: Oct. 9 Disclosure Statement Hearing REDEEMED CHRISTIAN: Hires CCD Inc. as Financial Consultant REO HOLDINGS: Ruling Charging Interest to Redeem Property Reversed RICK'S PATIO: Wants Court to Approve Proposed Plan Outline RIVER HACIENDA: Plan Outline Okayed, Plan Hearing on Sept. 19 RM DEPOT: Hires Baker & Associates as Attorney SAFE HAVEN: Hires Angstman Johnson as Counsel SCHAFFEL DEVELOPMENT: Hires Lazar and Company as Accountant SCHAFFEL DEVELOPMENT: Hires Lettenmaier as Special Counsel SERENITY HOMECARE: Hires Fulcrum Advisors as Special Counsel STOCKTON PFA: S&P Raises Rating on 2006A Bonds to BB, Outlook Pos. SUPERIOR HOSPICE MCALLEN: To Pay Unsecureds 100% with Interest SURFACE DRILLING: Unsecureds to Recoup 15%-25% Under Amended Plan THE WAY OF HOLINESS: Seeks to Hire Boyer and Boyer as Counsel VOLUME DRIVE: Hires Edward J. Kaushas as Counsel WACHUSETT VENTURES: EOHHS Opposes Approval of Amended Disclosures WACHUSETT VENTURES: Plan Not Confirmable, U.S. Trustee Complains WESCO AIRCRAFT: S&P Affirms B Issuer Credit Rating, Outlook Stable [^] Large Companies with Insolvent Balance Sheet ********* 6420 ROSWELL: Sept. 25 Plan and Disclosure Statement Hearing ------------------------------------------------------------ Bankruptcy Judge Paul W. Bonapfel conditionally approved 6420 Roswell Road Inc.'s disclosure statement for its first amended plan dated May 11, 2018. Sept. 14, 2018 is fixed as the last day for filing written acceptances or rejections of the first amended chapter 11 plan and the last day for filing and serving written objections to the disclosure statement and confirmation of the plan. The Court will hold a hearing on final approval of the disclosure statement and confirmation of the first amended plan on Sept. 25, 2018, at 10:00 a.m., in Courtroom 1401, U.S. Courthouse, 75 Ted Turner Drive, SW, Atlanta, Georgia. The Troubled Company Reporter previously reported that the Debtor amended the plan to clarify the impact of the sale of the land at 6420 Roswell Road on payments to creditors, including if the Land Sale does not close. A full-text copy of the First Amended Restated Plan is available at: http://bankrupt.com/misc/ganb17-56753-66.pdf A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/ganb17-56753-57.pdf About 6420 Roswell Road, Inc. 6420 Roswell Road Inc. filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ga. Case No. 17-56753) on April 12, 2017, disclosing less than $50,000 in assets and less than $500,000 in liabilities. The petition was signed by Harry J. Freese, president. Howard P. Slomka, Esq., at Slipakoff and Slomka, PC, represents the Debtor as bankruptcy counsel. The Debtor hired Polay & Clark as its accountant. 919 PROSPECT AVE: Plan, Disclosures Hearing Scheduled for Sept. 20 ------------------------------------------------------------------ Bankruptcy Judge Shelley C. Chapman conditionally approved 919 Prospect Ave LLC and the Chapter 11 Trustee's amended joint disclosure statement describing their amended joint plan of reorganization dated August 2, 2018. Any objection to confirmation of the Amended Joint Plan or to the conditionally approved Amended Joint Disclosure Statement must be filed and served no later than 4:00 p.m. on Sept. 13, 2018. Confirmation Hearing and the Hearing on the final approval of the Amended Joint Disclosure Statement is scheduled for Sept. 20, 2018, at 11:00 a.m. prevailing Eastern Time, at the United States Bankruptcy Court, Southern District of New York, United States Customs House, One Bowling Green, New York, NY 10004-1408, Courtroom 623. The Troubled Company Reporter previously reported that Class 4 unsecured creditors will be paid by the operating trustee in full on or about the effective date, or with respect to NYCHPD, as agreed by in the court-approved stipulation dated January 17, 2018, or by any order allowing their claims, which will be funded by White Oak Profit Sharing Plan, the principal of 919 Prospect or other lending facilities. A copy of the amended disclosure statement is available for free at: http://bankrupt.com/misc/nysb16-13569-141.pdf About 919 Prospect 919 Prospect Ave LLC filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 16-13569) on Dec. 22, 2016, disclosing total assets of $5 million and total liabilities of $2.40 million. The petition was signed by Seth Miller, managing member of Debtor and the trustee of White Oak Profit Sharing Plan, which is also a member of the Debtor. The Hon. Shelley C. Chapman is the case judge. Rosen, Kantrow & Dillon, PLLC, served as the Debtors bankruptcy counsel. Ian J. Gazes was later appointed as Chapter 11 trustee. The Trustee hired Gazes LLC as his bankruptcy counsel; MYC & Associates, Inc., as property manager; and CBIZ Accounting, Tax and Advisory of New York, LLC, as financial advisor. AIAD SAMUEL: Judge McManus Denies Recusal Bids ---------------------------------------------- Bankruptcy Judge Michael S. McManus denied the motions for recusal filed separately by Debtors Aiad Samuel and Hoda Samuel. Both motions demand that Judge McManus recuse himself and that their case be reassigned to another judge. The motions are based on the assertion that Judge McManus has a conflict of interest and has a "clear prejudice" against the debtors as well as Mr. Samuel's attorney, Richard Jare. Specifically, the debtors assert: (1) the court has been "favoring of the Trustee and other individuals with clear conflicts of interest;" the court has condoned the illegal taking of their assets; the court has improperly approved sales of their properties; the court allowed the trustee to sell their assets for pennies on the dollar, without proper appraisals, and "under highly suspicious criminal circumstances;" (2) Judge McManus' former law firm and "the parties" have professional and business connections to the buyers of the properties that were sold; (3) the court has conspired against the debtors, cooperating in the enforcement of an illegal, invalid, and unenforceable garnishment order of the magistrate court; the court has violated "the terms of judgment that [Mrs. Samuel] is contesting;" the court has violated the "terms of compromise agreements;" (4) the court has not investigated the FDIC's claim of over three million dollars; (5) the court did not dismiss Mrs. Samuel from the case even though she did not sign the petition or the schedules and did no credit counseling; (6) the court has not allowed Mrs. Samuel to participate in matters before the court; the court has denied Mrs. Samuel representation at hearings, despite her requests for legal counsel; (7) the court has violated their civil rights and due Process. The Court finds that there is no basis in fact or in law for recusal in this case. The motions are also not supported by any evidence, such as a declaration or an affidavit. The nub of the debtors' complaint is that the court ruled against them when it appointed a trustee, denied motions to dismiss the case and remove the trustee, authorized the trustee to sell properties and pay the claims of creditors secured by those properties, including the United States. The record demonstrates that the court's decisions have been sound, anchored in both law and fact, and are not the result of bias or prejudice against the debtors or in favor of another. Viewed objectively, a reasonable person would not conclude otherwise. A full-text copy of the Court's Memorandum dated August 7, 2018 is available at: http://bankrupt.com/misc/caeb16-21585-1148.pdf About the Samuels Aiad Samuel and Hoda Samuel filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 16-21585) on March 15, 2016. The Debtors' principal business enterprise is real estate management and leasing. On May 10, 2016, the Court approved the appointment of Scott M. Sackett as the Chapter 11 Trustee for the Debtors' Estate. The Chapter 11 Trustee is represented by Donald W. Fitzgerald, Esq., and Jason E. Rios, Esq., at Felderstein Fitzgerald Willoughby & Pascuzzi LLP, in Sacramento, California. AP GAMING: S&P Raises Issuer Credit Rating to 'B+', Outlook Stable ------------------------------------------------------------------ S&P Global Ratings raised its issuer credit rating on Las Vegas-based gaming equipment manufacturer AP Gaming Holdings LLC to 'B+', from 'B'. The outlook is stable. S&P also raised its issue-level rating on AP Gaming's senior secured debt to 'B+' from 'B'. S&P said, "The upgrade reflects our expectation for adjusted leverage to remain around 4.5x or below through 2019, providing sufficient cushion relative to our 5x adjusted debt-to-EBITDA threshold for AP Gaming at the 'B+' rating level to absorb the impact of potential modest operating underperformance, small tuck-in acquisitions, or modestly higher growth related capital spending. Further, we believe maintaining adjusted leverage in the mid-4x area or below is aligned with the company's financial policy, especially since we no longer expect that funds managed by Apollo--which has reduced its ownership in AP Gaming's parent, PlayAGS, to 34.6% from about 68%--will have a material influence on AP Gaming's financial policy. Although directors appointed by funds Apollo manages currently represent 50% of PlayAGS's board, we expect the composition of AP Gaming's board to change within the next year such that it will have a majority of independent directors to comply with New York Stock Exchange rules. Over the near term, we believe that Apollo's influence on the board could be reduced if it appoints an additional director or if an Apollo-appointed director stepped down, bringing Apollo's representation on the board down below 50%. In the interim, we believe that Apollo-managed funds have minimal economic incentive to drive incremental leverage. "The stable outlook reflects our expectation for our measure of adjusted leverage to remain in the mid-4x area or below through 2019, which provides a sufficient cushion relative to our 5x leverage threshold to absorb the impact of potential modest operating underperformance, small tuck-in acquisitions, or modestly higher growth-related capital spending. "We could consider lower ratings if AP Gaming sustained adjusted leverage above 5x. This could occur if AP Gaming underperformed our forecast for 2019 adjusted EBITDA by about 10%, if the company pursued a leveraging transaction, or if the company made meaningful investments in growth-related capital expenditures that we did not believe would produce returns sufficient to reduce leverage within a few quarters. "Higher ratings are unlikely at this time given our forecast for adjusted leverage to remain in the mid-4x area. Nevertheless, we could consider higher ratings if the company maintained our measure of adjusted leverage in the mid-3x area or below. This would likely occur from a meaningful outperformance of our forecast or an acquisition that we believed meaningfully enhanced the company's competitive position." ARCON HOMES: Hires Twenty-One Partners as Investment Banker ----------------------------------------------------------- Arcon Homes, LLC, seeks authority from the U.S. Bankruptcy Court for the Middle District of Pennsylvania to employ Twenty-One Partners, LLC, as an investment banker. The Debtor desires to sell its business and assets which are located at 195 Airport Road, Selinsgrove, Snyder County, Pennsylvania. 3-21 is an Investment Banker is experienced in selling and restructuring of businesses in and out of bankruptcy proceedings. 3-21, at a minimum, will advertise and market the Debtor's assets. 3-21 has agreed to charge a fee of 5% of the final sale price if 3-21 provides the stalking horse bidder. In addition to its commission, 3-21 shall receive reimbursement of out-of-pocket expenses up to $1,000.00. Ervin M. Terwilliger, Managing Partner of Three Twenty-One Capital Partners, LLC, attests that he has no connection to any party in the Chapter 11 case, including without limitation to the Debtor, its creditors, any other parties in interest, the United States Trustee, or any other person employed in the office of the United State Trustee, or any other party with actual or potential interest in this Chapter 11 case or their respective attorneys, accountants or financial advisor. The banker can be reached through: Ervin M. Terwilliger Three Twenty-One Capital Partners 5950 Symphony Woods Rd, Suite 200 Columbia, MD 21044 Tel: 443-325-5290 ext. 201 Fax: 443-703-2330 – fax E-mail: erv@3-21capital.com About Arcon Homes Arcon Homes, LLC, filed a Chapter 11 bankruptcy petition (Bankr. M.D. Pa. Case No. 18-00213) on Jan. 22, 2018. The Debtor's counsel is Robert E. Chernicoff, Esq., at Cunningham Chernicoff & Warshawsky, P.C. Twenty-One Partners, LLC, is the Debtor's investment banker. AUGUST SAGE: Plan Outline Hearing Set for Oct. 2 ------------------------------------------------ Bankruptcy Judge Enrique S. Lamoutte Inclan is set to hold a hearing on Oct. 2, 2018 at 10:00 A.M. to consider and rule upon the adequacy of August Sage Holdings LLC's disclosure statement explaining its chapter 11 plan. Written objections to the disclosure statement must be filed and served not less than 14 days prior to the hearing. A copy of the Disclosure Statement jointly filed by JDHG, LLC, Caribbean Winds, Inc., August Sage Holdings, LLC, and Green Horizon, Inc., is available at: http://bankrupt.com/misc/prb18-02811-11-68.pdf About August Sage Holdings August Sage Holdings LLC owns three properties in San Juan, Puerto Rico, consisting of: (a) 423.72 square meters with a two-story residence (Wind Chimes Hotel); (b) 393.57 square meters with a two-story residence (Wind Chimes Inn Hotel; and (c) 546.07 square meters with a two-story residence (known as Cervantes 12). The company valued the properties at $2.1 million in the aggregate. August Sage Holding sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 18-02808) on May 21, 2018. In the petition signed by John B. Dennis Brull, president, the Debtor disclosed $2.10 million in assets and $1.94 million in liabilities. Judge Enrique S. Lamoutte Inclan presides over the case. BARCELONA APARTMENTS: Can Continue Using Fannie Mae Cash Collateral ------------------------------------------------------------------- Bankruptcy Judge Barbara J. Houser issues her findings of facts and conclusions of law in support of the order granting Barcelona Apartments, LLC's motion for authority to use cash collateral. On June 5, 2018, the Debtor filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code. The Debtor is now operating its business and managing its property as a debtor-in-possession. Federal National Mortgage Association ("Fannie Mae") claims a lien on the Debtor's real property located at 538 Westover Road in Big Spring, Texas, on which the Debtor operates an apartment complex, and on all rents derived from the Property. Fannie Mae, therefore, claims that all rents derived from the Property are its cash collateral. The Court holds that the Debtor has shown its ongoing need to use Fannie Mae's cash collateral in order to continue the operation of its business. Without such funds, the Debtor will not be able to fund ongoing operating expenses, and the Debtor's ability to use cash collateral is vital to the preservation and maintenance of the going concern value of the Debtor's business and this estate. The Court concludes that entry of the order, entered concurrently with these findings of fact and conclusions of law, is in the best interest of the Debtor, its estate, and its creditors, and that implementation of the order will, among other things, allow for the continued operation and rehabilitation of the Debtor's existing business. The bankruptcy case is in re: BARCELONA APARTMENTS, LLC, Debtor, Case No. 18-31925-bjh11 (Bankr. N.D. Tex.). A full-text copy of the Court's Findings dated July 23, 2018 is available at https://bit.ly/2MCpW5n from Leagle.com. Barcelona Apartments, LLC, Debtor, represented by Charles Brackett Hendricks -- chuckh@chfirm.com -- Cavazos Hendricks Poirot, P.C. & Emily Scott Wall -- wall@chfirm.com -- Cavazos Hendricks Poirot, P.C. About Barcelona Apartments, LLC Barcelona Apartments, LLC is a privately held apartment complex owner based in Big Spring, Texas. Barcelona Apartments sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 18-31925) on June 5, 2018. In the petition signed by Alan Kuatt, managing member, FSG Holdings, LLC, managing member of Barcelona Apartments, LLC, the Debtor estimated assets and liabilities of less than $10 million. The Hon. Barbara J. Houser is the case judge. The Debtor is represented by Charles Brackett Hendricks, Esq., at Cavazos Hendricks Poirot, P.C. BARCELONA APARTMENTS: SunRidge to Continue Managing Business ------------------------------------------------------------ Bankruptcy Judge Barbara J. Houser issues her findings of facts and conclusions of law in support of the order authorizing Barcelona Apartments, LLC to continue management agreement with SunRidge Management Group, Inc. The Court finds that good cause exists for the Debtor to authorize the Management Agreement with SunRidge in order to continue the operation of its business. Without SunRidge operating the debtor's apartment complex, the Debtor's estate will be irreparably harmed by disruption to SunRidge managing and overseeing the day-to-day operations of the Debtor's property. The Court concludes that entry of the order, entered concurrently with these findings of fact and conclusions of law, is in the best interest of the Debtor, its estate, and its creditors, and that implementation of the order will, among other things, allow for the continued operation and rehabilitation of the Debtor's existing business. The bankruptcy case is in re: BARCELONA APARTMENTS, LLC, Debtor, Case No. 18-31925-bjh-11 (Bankr. N.D. Tex.). A full-text copy of the Court's Findings dated July 23, 2018 is available at https://bit.ly/2PgPiUD from Leagle.com. Barcelona Apartments, LLC, Debtor, represented by Charles Brackett Hendricks -- chuckh@chfirm.com -- Cavazos Hendricks Poirot, P.C. & Emily Scott Wall -- ewall@chfirm.com -- Cavazos Hendricks Poirot, P.C. About Barcelona Apartments, LLC Barcelona Apartments, LLC is a privately held apartment complex owner based in Big Spring, Texas. Barcelona Apartments sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 18-31925) on June 5, 2018. In the petition signed by Alan Kuatt, managing member, FSG Holdings, LLC, managing member of Barcelona Apartments, LLC, the Debtor estimated assets and liabilities of less than $10 million. The Hon. Barbara J. Houser is the case judge. The Debtor is represented by Charles Brackett Hendricks, Esq. at Cavazos Hendricks Poirot, P.C. CARIBBEAN WINDS: Oct. 2 Disclosure Statement Hearing ---------------------------------------------------- Bankruptcy Judge Enrique S. Lamoutte Inclan is set to hold a hearing on Oct. 2, 2018 at 10:00 A.M. to consider and rule upon the adequacy of Caribbean Winds Inc.'s disclosure statement explaining its chapter 11 plan. Written objections to the disclosure statement must be filed and served not less than 14 days prior to the hearing. A copy of the Disclosure Statement jointly filed by JDHG, LLC, Caribbean Winds, Inc., August Sage Holdings, LLC, and Green Horizon, Inc., is available at: http://bankrupt.com/misc/prb18-02811-11-68.pdf About Caribbean Winds Inc. Caribbean Winds Inc. owns in fee simple the Acacia Seaside Inn Hotel located at No. 8 Taft Street, Santurce Ward, San Juan, Puerto Rico, having an appraised value of $1.4 million. Caribbean Winds sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 18-02809) on May 21, 2018. In the petition signed by John B. Dennis Brull, president, the Debtor disclosed $7.06 million in assets and $20.22 million in liabilities. Judge Brian K. Tester presides over the case. CHARLESTON ASSOCIATES: Court Awards CNB $6.8MM in Damages --------------------------------------------------------- On June 5, 2018, a hearing was held on the Motion for Partial Summary Judgment brought by City National Bank in the adversary proceeding captioned CHARLESTON ASSOCIATES, LLC, a Delaware limited liability company, Plaintiff, v. RA SOUTHEAST LAND COMPANY, LLC, a Nevada limited liability company, and CITY NATIONAL BANK, a national banking association, Defendants, CITY NATIONAL BANK, a national banking association, Counterclaimant, v. CHARLESTON ASSOCIATES, LLC, a Delaware limited liability company, Counterdefendant, Adv. Proc. No. 10-01452-MKN (Bankr. D. Nev.). Having considered the written and oral arguments and representations of counsel, together with the record in the adversary proceeding and the Chapter 11 case, Bankruptcy Judge Mike K. Nakagawa granted in part and denied in part the motion for partial summary judgment. On February 25, 2011, Debtor filed an amended complaint framed as six counts. Count I, apparently against both RA Southeast Land Company, LLC ("RAS") and CNB, seeks a declaration that the Debtor, not RAS, is the Declarant under the Grant of Reciprocal Easements and Declaration of Covenants (REA). Count II against both RAS and CNB seek a declaration that both defendants violated the automatic stay and that sanctions for the violation are appropriate. Count III against only RAS seeks a declaration that RAS separately violated the automatic stay by removing various signs from the Undeveloped Land. Count IV against only RAS alleges that RAS intentionally interfered with the Debtor's contractual relationships with its tenants. An additional Count IV against only RAS alleges that RAS tortiously interfered with prospective economic advantage. Mis-numbered Count V against both RAS and CNB alleges slander of title with respect to the Undeveloped Land. Debtor alleges that under the REA, it had certain "Declarant Rights" in connection with the Undeveloped Land, that were not the subject of the CNB Deed of Trust, nor the Settlement Agreement, and which were not acquired by CNB through the foreclosure sale that resulted in the Trustee's Deed. On March 28, 2011, CNB answered the Complaint, and also asserted a counterclaim. The counterclaim is framed as six separate claims for relief against the Debtor: First -- Breach of Contract, Second -- Breach of Implied Covenant of Good Faith and Fair Dealing, Third -- Declaratory Relief, Fourth -- Fraudulent Inducement, Fifth -- Negligent Misrepresentation, and Sixth -- Slander of Title. The rule of mandate requires the court to award summary judgment in its favor to CNB on Counts I, II and V of the Debtor's Complaint, as well as on CNB's Third Counterclaim for declaratory relief. Although the rule of mandate does not require that a request be made by parties in interest, the court will await an appropriate motion from RAS requesting entry of summary judgment on all of the Counts set forth in the Complaint as well as on the RAS Counterclaim. The law of the case doctrine also persuades this court to award summary judgment in favor of CNB on its First Counterclaim. Both the USDC and the Ninth Circuit concluded that the Settlement Agreement "unambiguously provided for the transfer of the Declarant's Rights from Charleston to CNB via a Trustee's Sale." As the Borrower under the Settlement Agreement, Debtor agreed in Section 2.2 that it would not "materially interfere with the foreclosure of the Property . . ." Because CNB is entitled to judgment as a matter of law with respect to its First Counterclaim, it is unnecessary for the court to address the Second Counterclaim. Notwithstanding the Debtor's breach of the express terms of the Settlement Agreement, however, Debtor asserts that recovery by CNB should be denied on an "unclean hands" theory. Additionally, the Debtor suggests that additional damages for breach of the Settlement Agreement cannot be awarded because CNB previously was awarded $835,512.15 in attorneys fees by the bankruptcy court, and an additional $540,088.55 in attorneys fees by the USDC in connection with the appeals. Id.at 20:14-25. Neither assertion has merit. CNB's First Counterclaim is a claim at law for breach of contract. The court has concluded that the Debtor breached the express terms of the Settlement Agreement. Unclean hands is an equitable doctrine that bars a party from seeking equitable relief, reflecting the equitable maxim that "he who seeks equity must do equity." The doctrine is designed to preserve the dignity of the court by preventing it from becoming a participant in inequitable conduct. The Settlement Agreement was the product of negotiations between the Debtor and CNB that both prescribed and proscribed particular conduct. The USDC concluded that the Declarant Rights were subject to the foreclosure sale and this court has concluded that the Debtor's subsequent conduct materially interfered with the foreclosure. These are legal conclusions and legal solutions for which the equitable defense of unclean hands simply does not apply. Based on the foregoing, the court concludes that the Partial MSJ must be granted with respect to the First Counterclaim. Damages in the amount of $6,851,030.98 are awarded on the First Counterclaim. Because liability and damages have been determined on the First Counterclaim, it is unnecessary to reach the Second Counterclaim. Thus, the Partial MSJ with respect to the Second Counterclaim is denied without prejudice. A full-text copy of the Court's Memorandum Decision dated July 24, is available at https://bit.ly/2KWZD4F from Leagle.com. A copy of the Court's Order dated July 24, 2018 is available at https://bit.ly/2vMVXxK from Leagle.com. CHARLESTON ASSOCIATES, LLC, A DELAWARE LIMITED LIABILITY COMPANY, Plaintiff, represented by KAREN M. BORG , ROBERT M. CHARLES, Jr. -- rcharles@lrrc.com -- LEWIS ROCA ROTHGERBER CHRISTIE LLP, KATHLEEN P. MAKOWSKI -- kmakowski@pszjlaw.com -- PACHULSKI STANG ZIEHL & JONES LLP, CHARLES H. MCCREA, HEJMANOWSKI &MCCREA LLC, BRADFORD J. SANDLER -- bsandler@pszjlaw.com -- PACHULSKI STANG ZIEHL & JONES LLP & NEAL L. WOLF, Hanson Bridgett LLP. RA SOUTHEAST LAND COMPANY, LLC, A NEVADA LIMITED LIABILITY COMPANY, Defendant, represented by KIMBERLY R. MCGHEE , BLACK & MCGHEE, PLC, STEVE MORRIS , MORRIS LAW GROUP, NATHANAEL R. RULES , KEMP, JONES & COULTHARD, LLP, LENARD E. SCHWARTZER , SCHWARTZER & MCPHERSON LAW FIRM, ROSA SOLIS-RAINEY , MORRIS LAW GROUP & CHRISTINA M. THOMPSON , CONNOLLY BOVE LODGE & HUTZ LLP. CITY NATIONAL BANK, N.A., Defendant, represented by F. THOMAS EDWARDS -- Tedwards@nevadafirm.com -- Holley Driggs Walch Fine Wray Puzey & Th, JEFFREY R. HALL , HUTCHISON & STEFFEN, LLC,RICHARD F. HOLLEY , LANCE JURICH , LOEB & LOEB LLP, VADIM J. RUBINSTEIN , LOEB & LOEB LLP & CHRISTINA M. THOMPSON , CONNOLLY BOVE LODGE & HUTZ LLP. FIRST AMERICAN TITLE INSURANCE COMPANY AS ASSIGNEE OF RA SOUTHEAST LAND COMPANY, LLC, Defendant, represented by LENARD E. SCHWARTZER, SCHWARTZER & MCPHERSON LAW FIRM. NEW BOCA SYNDICATIONS GROUP, LLC, Intervenor, represented by Robert M. CHARLES, Jr., LEWIS ROCA ROTHGERBER CHRISTIE LLP & PAUL E. SLATER, ESQ. , SPERLING & SLATER, P.C. About Charleston Associates Based in Las Vegas, Nevada, Charleston Associates, LLC, is the successor by merger to Boca Fashion Village Syndications Group, LLC. The Debtor initially owned a 96-acre parcel of real estate in Las Vegas, Nevada and began developing a large community shopping center thereon. Situated at the northeast corner of the intersection of Charleston Boulevard and Rampart Boulevard, the entire shopping center was to be known as "The Shops at Boca Park." The Debtor developed Phases I and II (approximately 54 acres) into an operating shopping center whose tenants currently include Target, Petland, Vons, Famous Footwear, Ross, OfficeMax, and a number of other major national retailers and local retailers. The Debtor transferred developed portions of Phases I and II to affiliates, but retained and continues to own nearly nine acres of land in Phases I and II. Phase III encompassed approximately 41.72 acres. The Debtor divided Phase III into two parcels consisting of the approximately 18.28-acre parcel that is the Boca Fashion Village property, and an approximately 23.44-acre parcel of undeveloped land adjacent thereto. The Undeveloped Land, which remains largely unimproved, was subsequently the subject of a "friendly foreclosure" by City National Bank. The Debtor developed Boca Fashion Village into an operating shopping center whose tenants currently include The Cheesecake Factory, Gordon Biersch, Total Wine and More, Grimaldi's Pizzeria, Kona Grill, REI, Pink the Boutique, and many other national and local retailers. Boca Fashion Village consists of three in-line buildings containing 138,869 square feet of rentable area and an additional 3.74 acre site. The 3.74 acre site was formerly subject to a ground lease, but is currently owned by Quality Real Estate Management ("QREM"), and is being renovated to accommodate the opening of a Fry's Electronics, Inc. store, a "big-box" retail electronics store. Approximately 118,258 square feet, or 85.2% of the rentable area in Boca Fashion Village, is currently leased. In addition, there is a cellular tower located on the property that is currently leased to Nextel. Charleston Associates filed for Chapter 11 protection (Bankr. D. Del. Case No. 10-11970) on June 17, 2010. Judge Kevin J. Carey presides over the case. Neal L. Wolf, Esq., Dean Gramlich, Esq., and Jordan M. Litwin, Esq., at Neal Wolf & Associates, LLC, in Chicago, Ill., represent the Debtor as counsel. Bradford J. Sandler, Esq., and Kathleen P. Makowski, Esq., at Pachulski Stang Ziehl & Jones, LLP, in Wilmington, Del., represent the Debtor as Delaware counsel. In its schedules, the Debtor disclosed $92,348,446 in assets and $65,064,894 in liabilities. Attorneys at Brinkman Portillo Ronk, PC, represent the Official Committee of Unsecured Creditors as counsel. Thomas M. Horan, Esq., Steven K. Kortanek, Esq., and Ryan Cicoski, Esq., at Womble Carlyle Sandridge & Rice, LLP, in Wilmington, Del., represent the Committee as Delaware counsel. CHATEAU VILLABOIS: Hires Infinity Real as Property Manager ---------------------------------------------------------- Chateau Villabois, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Oregon to employ Infinity Real Estate Group, Inc., as property manager to the Debtor. Chateau Villabois requires Infinity Real to manage the real property of the Debtor located in Wilsonville, Oregon. Infinity Real will be paid a commission of 6% of the gross rents on a monthly basis. John Meyer, president of Infinity Real Estate Group, Inc., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Infinity Real can be reached at: John Meyer INFINITY REAL ESTATE GROUP, INC. 15829 SW, 1st Street Sherwood, OR 97140 Tel: (503) 625-6555 About Chateau Villabois Chateau Villabois, LLC, based in Lake Oswego, OR, filed a Chapter 11 petition (Bankr. D. Ore. Case No. 18-31827) on May 23, 2018. In the petition signed by John Patrick Lucas, managing member, the Debtor disclosed $1.50 million in assets and $1.79 million in liabilities. The Hon. David W Hercher presides over the case. Ted A. Troutman, Esq., at Troutman Law Firm, PC, serves as bankruptcy counsel. COLORADO WICH: Hires Engrav & Associates as Accountant ------------------------------------------------------ Colorado Wich LLC, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Colorado to employ an accountant. The Debtor seeks to employ Engrav & Associates, P.C. to assist the Debtors with compliance with filing its Tax Returns, Monthly Operating Reports, compliance with other UST reporting requirements, and assisting the Debtors, as needed, with other requested accounting services and assistance. The Firm will bill at its normal hourly rates which are: Partner/Principal $220 Supervisor $170 Staff $135 Lawrence Engrav, CPA and the principal and president of Engrav & Associates, P.C., attests that his Firm is a "disinterested person" as that term is defined in 11 U.S.C. Sec. 101(14) of the Bankruptcy Code. The accountant can be reached through: Lawrence Engrav, CPA Engrav & Associates, P.C. 6750 S Lima St, Englewood, CO 80112 Phone: (303) 792-7372 About Colorado Wich Colorado Wich LLC is a privately-held company in Highlands Ranch, Colorado engaged in the business of selling sandwiches. Colorado Wich Inc. is merely a holding company for Colorado Wich LLC, which is the actual operating Debtor entity. Colorado Wich LLC and Colorado Wich Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Lead Case No. 18-13443) on April 24, 2018. In the petitions signed by Jeffrey A. Gordan, member, Colorado Wich LLC disclosed $500,095 in assets and $2,150,648 in liabilities, and Colorado Wich Inc. disclosed $92 in assets and $22,364 in liabilities. COMBUSTION EQUIPMENT: Wins Summary Judgment Bid vs Compaction ------------------------------------------------------------- In the case captioned NEW JERSEY DEPARTMENT of ENVIRONMENTAL PROTECTION, and ADMINISTRATOR, NEW JERSEY SPILL COMPENSATION FUND Plaintiffs, v. AMERICAN THERMOPLASTICS CORP., et al., Defendants. UNITED STATES Of AMERICA, Plaintiff, v. BECKMAN COULTER, INC. f/k/a BECKMAN INSTRUMENTS, INC., et al., Defendants, No. 98-cv-4781 (WHW)(CLW) (D.N.J.), third-party defendants Carter Day Industries, Inc., Combe Fill Corporation, and Combustion Equipment Associates, Inc. ("Carter Day Parties") moved for summary judgment on all counts of Compaction Systems Corporation of Connecticut, Inc. and Compaction Systems Corporation's complaint. Third-party plaintiffs Compaction System and Compaction Systems Corporation also moved for partial summary judgment. Upon deliberation, Senior District Judge William H. Wallis granted the Carter Day Parties' motion and denied Compaction's motions. This case involves the allocation of environmental clean-up costs at the Combe Fill South Superfund Site. On Oct. 19, 1998, the New Jersey Department of Environmental Protection and the Administrator of the New Jersey Spill Compensation Fund filed a complaint against Compaction, among many others, under the Comprehensive Environmental Response, Compensation, and Liability Act ("CERCLA") and various New Jersey environmental laws seeking to recover past and future response costs at the Site. The next day, the United States filed a separate complaint against Compaction, among many others, seeking to recover clean-up costs at the Site under CERCLA. Between 2000 and 2007, Compaction served the Carter Day Parties on multiple occasions with a Third-Party Summons and Complaint; the Carter Day Parties failed to respond, and the Court entered default against them. The Carter Day Parties then moved to set aside the Court's entry of default, and the Court granted their motion. In December 2011, Compaction filed a First Amended Third-Party Complaint against the Carter Day Parties seeking to recover a portion of the costs it agreed to pay USEPA and NJDEP. That five-count First Amended Third-Party Complaint is the subject of the summary-judgment motions before the Court. In it, Compaction seeks (i) cost recovery under CERCLA Section 107(a) (Count 1); (ii) contribution under CERCLA Section 113(f) (Count 2); (iii) a declaratory judgment under state and federal law (Count 3); (iv) contribution under the New Jersey Joint Tortfeasors Contribution Act (Count 4); and (v) common-law contribution and indemnification (Count 5). The Carter Day Parties argue that they should be granted summary judgment on Count 1 because potentially responsible parties ("PRPs") who have settled their liability with the government do not have any Section 107(a) claims for costs incurred pursuant to a consent decree in a CERCLA lawsuit and are thus limited to a Section 113(f) contribution claim." They contend that controlling Third Circuit precedent precludes settling PRPs from pursuing Section 107(a) cost-recovery claims. In doing so, Compaction attempts to draw a distinction between the $11 million that it is obligated to pay under the Consent Decree regardless of whether the Carter Day Parties must reimburse it, and the additional $26 million contingent judgment it will pay if its recovery from the Carter Day Parties exceeds $11 million. Under established case law, Compaction is limited to claims under Section 113(f). The Supreme Court in Atlantic Research observed that a PRP may incur clean-up costs in at least three different ways: it could incur those costs voluntarily and pre-suit; it could reimburse the costs of another party; or it could "sustain expenses pursuant to a consent decree following a suit." The Atlantic Research court observed that voluntary clean-up costs incurred pre-suit "are recoverable only by way of section 107(a)(4)(B)," and that "costs of reimbursement to another person pursuant to a . . . settlement are recoverable only under section 113(f)." It held open the question whether direct clean-up expenses incurred by a PRP under a post-suit consent decree are recoverable under Section 107, Section 113, or both. Thus, the Carter Day Parties' motion for summary judgment on Count 1 is granted because the only CERCLA claim available to Compaction is one for contribution under Section 113(f). The Carter Day Parties assert that they should be granted summary judgment on Count 2, which seeks contribution under CERCLA Section 113(f), because CERCLA bars contribution claims against settling parties. The Carter Day Parties contend that because the November 1991 settlement "was so ordered by the Bankruptcy Court for the Southern District of New York," it qualifies as a "judicially approved settlement" under Section 113(0(2). Though it may seem harsh that CEA and CDI avoid contributing to Compaction's $11 million settlement by virtue of a $50,000 bankruptcy-court settlement, Congress enacted Section 113(f)(2) to encourage such early settlements: "[S]ettling PRPs gain protection from contribution, enjoy potentially favorable settlement terms, and retain the ability to seek contribution from other defendants. In contrast, non-settling PRPs are barred from seeking contribution from the settling parties and thereby face potentially disproportionate liability." The Court grants summary judgment to CEA and CDI on Count 2. The Carter Day Parties contend that Counts 4 and 5 must be dismissed because "CERCLA precludes contribution by a settling party to non-settling parties," under Section 113)(2), and "[t]o the extent that New Jersey state or common law conflicts, such law is preempted by CERCLA." Compaction replies that its state and common-law claims are not in conflict with CERCLA because, as it argued regarding CEA and CDI's contribution-protection defense, those parties never settled with the USEPA, and thus CERCLA does not bar their federal contribution claims. In re Reading's holding precludes Compaction's common-law claims. As Compaction concedes in its briefing, CFC settled the USEPA's and NJDEP's Site-related claims and earned Section 113(f)(2) contribution protection. Further, this Court determined that CEA and CDI are entitled to full contribution protection by virtue of CDI's November 1991 settlement with the NJDEP. Under CERCLA's "elaborate settlement scheme," therefore, the Carter Day Parties are shielded from Compaction's federal contribution action; to permit Compaction to accomplish under a state statute or common law what it is prohibited from accomplishing under federal law would impermissibly "create a path around the statutory settlement scheme, raising an obstacle to the intent of Congress." The Court grants summary judgment to the Carter Day Parties on Counts 4 and 5. Separately, Compaction moves for partial summary judgment regarding the Carter Day Parties' liability under CERCLA. Because the Court finds that all of Compaction's claims are either barred by CERCLA Section 113(0(2) or preempted by CERCLA itself, its motion is denied as moot. A full-text copy of the Court's Opinion dated July 23, 2018 is available at https://bit.ly/2MnlAQb from Leagle.com. NEW JERSEY DEPARTMENT OF ENVIRONMENTAL PROTECTION, Plaintiff, represented by LOUIS G. KARAGIAS , OFFICE OF THE NJ ATTORNEY GENERAL. ADMINISTRATOR, NEW JERSEY SPILL COMPENSATION FUND, Plaintiff, pro se. UNITED STATES OF AMERICA, Plaintiff Consolidated, represented by BRADLEY LIGHT LEVINE, U.S. DEPARTMENT OF JUSTICE, STEVEN RICHARD BAER, U.S. DEPARTMENT OF JUSTICE ENVIRONMENT & NATURAL RESOURCES DIVISION, TOM J. BOER, US DEPARTMENT OF JUSTICE ENVIRONMENT & NATURAL RESOURCES DIVISION & DAVID LOUIS GORDON, UNITED STATES DEPARTMENT OF JUSTICE. CARTER DAY INDUSTRIES, INC., THE CORPORATION, COMBE FILL CORPORATION & COMBUSTION EQUIPTMENT ASSOCIATES, Third Party Defendants, represented by CRAIG J. HUBER -- chuber@archerlaw.com -- ARCHER & GREINER, PC, DEBRA S. ROSEN -- drosen@archerlaw.com -- ARCHER & GREINER, PC, SEAN D. MORIARTY -- smoriarty@archerlaw.com -- ARCHER & GREINER & CHARLES JENNINGS DENNEN -- cdennen@archerlaw.com -- ARCHER & GREINER PC. COMPACTION SYSTEMS CORPORATION & COMPACTION SYSTEMS CORPORATION OF CONNECTICUT, INC., Counter Claimants, represented by JEFFREY MORROW POLLOCK -- jmpollock@foxrothschild.com -- FOX ROTHSCHILD LLP. Combustion Equipment Associates was a New York corporation and filed for Chapter 11 bankruptcy protection on October 20, 1980. COWPUNCHER INVESTMENTS: Taps Ahlschwede & Spaeth as Special Counsel ------------------------------------------------------------------- Cowpuncher Investments, LLC, seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to hire Allen J. Ahlschwede and Ahlschwede & Spaeth, PC as special counsel to assist with litigation during the bankruptcy case. Services to be rendered by Ahlschwede & Spaeth are: a. assist, advise and represent Debtor in litigation in the Bankruptcy Case; and b. appear and perform all necessary legal services in this case as appropriate, before all courts of the State of Texas. Ahlschwede & Spaeth, PC's hourly rates are: Allen J. Ahlschwede $250 Legal Assistants $50 Allen J. Ahlschwede, attorney with Ahlschwede & Spaeth, PC, attests that he and his firm are "disinterested persons" as that term is defined by 11 U.S.C. Sec. 101(14). The counsel can be reached through: Allen J. Ahlschwede, Esq. AHLSCHWEDE & SPAETH A PROFESSIONAL CORPORATION P.O. Box 46 – 522 Main Junction, TX 76849 Tel: 325-446-9425 Fax: 325-446-9427 Email: aja@ahlschwedelaw.com About Cowpuncher Investments Cowpuncher Investments, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 18-10899) on July 8, 2018. In the petition signed by Reese Kerr, manager, the Debtor estimated assets of less than $100,000 and liabilities of less than $500,000. Smeberg Law Firm, PLLC, led by founding partner Ronald J. Smeberg, is the Debtor's bankruptcy counsel. DECATUR ATHLETIC: Court Confirms 3rd Amended Plan ------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Alabama on Aug. 9 approved the latest disclosure statement filed by Decatur Athletic Club, LLC, and confirmed the third amended Chapter 11 plan of reorganization. The third amended disclosure statement, which explains the company's proposed Chapter 11 plan of reorganization, includes additional language disclosing the source of funding for the administrative expense claim filed by Decatur Mall, LLC. The claim is for post-petition unpaid rent in the agreed upon amount of $74,000, according to court filings. About Decatur Athletic Club Decatur Athletic Club, LLC owns the Pulse Fitness Center, a health center located at 1801 Beltline Road SW, Suite 420, Decatur, Alabama. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ala. Case No. 17-81439) on May 10, 2017. Jeremy Goforth, owner, signed the petition. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and liabilities of less than $500,000. Judge Clifton R. Jessup Jr. presides over the case. Stuart M. Maples, Esq., at Maples Law Firm, PC, serves as the Debtor's bankruptcy counsel. On September 5, 2017, the Debtor filed a disclosure statement, which explains its proposed Chapter 11 plan. DENNIS JOHNSON II: Court Tosses Bid to Dismiss Trustee Suit ----------------------------------------------------------- District Judge Robert C. Chambers denies Great American Insurance Company of New York's motion to dismiss the case captioned THOMAS H. FLUHARTY, Trustee of the Chapter 11 Bankruptcy Estates of Dennis Ray Johnson, II (No. 3:16-BK-30227); DJWV2, LLC (No. 3:16-BK-30062); Southern Marine Services, LLC (No. 3:16-BK-30063); Southern Marine Terminal, LLC (No. 3:17-BK-30064); Redbud Dock, LLC (No. 3:16-BK-30398); Green Coal, LLC (No. 3:16-BK-30399); Appalachian Mining & Reclamation, LLC (No. 3:16-BK-30400) Producer's Land, LLC (3:16-BK-30401); Producer's Coal, Inc. (3:16-BK-30402); Joint Venture Development, LLC (No. 3:16-BK-30403), Plaintiffs, v. PEOPLES BANK, NA, PEOPLES INSURANCE AGENCY, LLC, and GREAT AMERICAN INSURANCE COMPANY OF NEW YORK, Defendants, Civil Action No. 3:17-4220 (S.D.W.V.). Great American issued an insurance policy to one of the Coal Group entities, Southern Marine Terminal LLC ("SMT"). That policy, effective from November 21, 2014 until November 21, 2015, covered SMT's Ivel coal wash plant. The Ivel plant suffered a belt collapse on May 18, 2018, which caused physical damage to the facility and hampered the operation of both SMT specifically and the Coal Group generally. SMT submitted claims for both property loss and business interruption arising from the belt collapse. Although Great American did issue payment for the property loss claim, it refused to pay out on the business interruption claim beyond a $100,000 advance in early December of 2015. From these circumstances, Plaintiff brought the current claims against Great American. Plaintiff claims that Great American's actions constitute two separate, wrongful acts. First, Plaintiff claims that Great American, in concert with the other defendants, made the payment for the property damage claim in bad faith. And, second, Plaintiff claims that Great American refused to fulfill its obligations to satisfy in full the business interruption claim. Great American bases its argument for dismissal upon two basic premises: (1) "Plaintiff's Complaint fails to state a breach of contract claim;" (2) "Plaintiff admits [through allegations contained in his Complaint] that SMT failed to comply with the [insurance policy's] conditions precedent." The second premise, according to Great American, requires dismissal for two independent, but related reasons. Failure to comply, or allege compliance, with the conditions precedent of the insurance policy contract both prevents Plaintiff from bringing a "legal action" against Great American, and "negates coverage under the Policy." In other words, because SMT did not comply with the conditions precedent as laid out in the contract, he cannot bring suit under the contract, and the policy coverage terminated, thus there was no effective obligation under which Plaintiff can state a claim. Turning to Great American's first argument for dismissal, the Court does not find it convincing. Great American argues that because "Plainitff's Complaint . . . only vaguely alleged that Great American has breached its contract," Plaintiff's claims must be dismissed as a matter of law. Great American attempts to advance its argument syllogistically, building upon two predicates. First, it asserts that "a first-party bad faith claim is predicated upon providing a breach of contract claim." Second, Great American notes that Plaintiff has admitted that he has not stated a claim for breach of contract.Therefore, says Great American, Plaintiff's bad faith claims must fail. This, however, distorts the elements for a bad faith claim, as constructed by Kentucky courts. Although a bad faith claim does not require that a plaintiff also state a breach of contract claim, the Kentucky bad faith elements clearly require a contractual obligation to state a bad faith claim. In its second argument for dismissal, Great American argues that because neither SMT, nor Plaintiff (or some other agent of SMT), complied with the conditions precedent to bring a "legal action against [Great American] under [the policy]," the claims must be dismissed. The insurance contract provides that "[n]o one may bring a legal action against [Great American] under this Coverage Part unless: (1) there has been full compliance with all of the terms of this Coverage Part; and (2) the action is brought within 2 years after the date on which the direct physical loss or damage occurred." Further, the insurance policy provides that "in the event of loss or damage to Covered Property [an insured must] . . . [s]end us a signed, sworn proof of loss containing the information we request to investigate the claim." Additionally, Great American reserved the right to "examine any Insured under oath . . . about any matter relating to this insurance or claim." Great American contends that SMT, or its agent, failed to both provide the proof of loss and submit to the examination under oath. Upon that apparent failure, Great American argues that Plaintiff failed to comply with the terms of the policy contract, which is a condition precedent to bringing a "legal action against [Great American]." However, Great American's argument and citation to the "Legal Action Against Us" provision in the insurance policy will not defeat Plaintiff's claims at this stage. The Court agrees with Plaintiff that, at this stage, the Complaint sufficiently states facts which could support a finding that Great American waived, or is estopped from invoking, the enforceability of conditions precedent to sue. A full-text copy of the Court's Memorandum Opinion and Order dated July 24, 2018 is available at https://bit.ly/2OG4fOY from Leagle.com. Thomas H. Fluharty, Trustee of the Chapter 11 Bankruptcy Estates of & Dennis Ray Johnson, II, Plaintiffs, represented by Joe M. Supple, SUPPLE LAW OFFICE. DJWV2, LLC, Southern Marine Services, LLC, Southern Marine Terminal, LLC, Redbud Dock, LLC, Green Coal, LLC, Appalachian Mining & Reclamation, LLC, Producer's Land, LLC, Producer's Coal, Inc. & Joint Venture Development, LLC, Plaintiffs, represented byJoe M. Supple, SUPPLE LAW OFFICE & Martin P. Sheehan, SHEEHAN & NUGENT. Peoples Bank, NA, Defendant, represented by Arch W. Riley, Jr. -- ariley@bernsteinlaw.com -- BERNSTEIN-BURKLEY,John J. Richardson -- jrichardson@bernsteinlaw.com -- BERNSTEIN-BURKLEY & Kirk B. Burkley -- kburkley@bernsteinlaw.com -- BERNSTEIN-BURKLEY. Peoples Insurance Agency, LLC, Defendant, represented by Lawrence E. Morhous, BREWSTER MORHOUS CAMERON CARUTH MOORE KERSEY & STAFFORD, Lisa M. Zaring, MONTGOMERY RENNIE & JONSON, pro hac vice & Ralph E. Burnham, MONTGOMERY RENNIE & JONSON. Great American Insurance Company of New York, Defendant, represented by Carol P. Smith -- csmith@fbtlaw.com -- FROST BROWN TODD & Christopher S. Burnside -- cburnside@fbtlaw.com -- FROST BROWN TODD, pro hac vice. About Dennis Ray Johnson Dennis Ray Johnson, II, filed a Chapter 11 petition (Bankr. S.D. W.Va. Case No. 16-30227) on May 9, 2016, and was represented by Christopher S. Smith, Esq., at Hoyer, Hoyer & Smith, PLLC. In January 2017, Mr. Johnson tapped Lewis Glasser Casey & Rollins PLLC as new counsel. Mr. Johnson is a businessman with ownership interests in at least 10 entities. He operates various rental real estate entities and coal associated operations. Mr. Johnson is a member of each of the following debtor companies -- Appalachian Mining and Reclamation, LLC, DJWV1, LLC, DJWV2, LLC, Elkview Reclamation and Processing, LLC, Green Coal, LLC, Joint Venture Development, LLC, Little Kentucky Elk, LLC, Moussie Processing, LLC, Producer's Coal, Inc., Producer's Land, LLC, Redbud Dock, LLC, Southern Marine Services, LLC, Southern Marine Terminal, LLC, and The Silo Golf Course, LLC -- and has filed a motion asking the Bankruptcy Court to jointly administer the bankruptcy cases. Mr. Johnson is also a guarantor of the debt for most of the companies. Mr. Johnson operated as a debtor-in-possession until Thomas Fluharty was appointed Chapter 11 trustee on November 7, 2016. Counsel for the Trustee is Joe M. Supple, Esq., at Supple Law Office PLLC, in Point Pleasant, West Virginia. EMC HOTELS: Trustee Hires CBIZ Accounting as Financial Advisor -------------------------------------------------------------- Fred Stevens, chapter 11 trustee of EMC Hotels and Resorts, LLC, seeks authority from the US Bankruptcy Court for the Southern District of New York to retain CBIZ Accounting, Tax and Advisory of New York, LLC as his financial advisor nunc pro tunc to July 25, 2018. The Trustee requires a financial advisor to: a. attend meetings and conferences with the Trustee, Debtor, creditors, and their respective attorneys, as requested; b. assist the Trustee on the preparation of monthly operating reports, statement of financial affairs, statement of assets and liabilities, and other schedules, as required by the local rules of the Court, and the United States Trustee’s guidelines; c. assist the Trustee on the preparation of a cash flow budget, cash management and distribution of funds, as requested; d. perform an investigation and analyses of potential claims and recoveries, including analyzing transactions with vendors, insiders, former management, and related and/or affiliated companies, both subsequent and prior to the Debtors’ commencement of their bankruptcy cases; e. provide litigation support to the Trustee in connection with litigation that might be commenced by him to avoid and recover assets of the estate or pursue claims; f. assist in the liquidation or sale of the Debtor's business and assets, as determined by the Trustee; g. assist the Trustee and his information technology professionals with management of intellectual property and related contracts; h. prepare Federal, State, and Local tax returns and requisite disclosures on behalf of the Trustee and the Debtors' estates as requested by the Trustee; i. reconcile filed proofs of claim and claims against the Debtors' estates; j. prepare plans of reorganization or liquidation of assets as determined by the Trustee; k. perform services necessary to preserve and maximize the value of the assets of the Debtors' estates, as requested by the Trustee. Brian Ryniker, CPA, Managing Director of CBIZ Accounting, Tax and Advisory of New York, LLC, attests that his firm is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. Current hourly rates charged by CBIZ NY for professional services are: Directors and Managing Directors $445 to $800 Managers and Senior Managers $315 to $445 Senior Associates and Staff $195 to $315 The advisor can be reached through: Brian Ryniker, CPA CBIZ Accounting, Tax and Advisory of New York, LLC 5 Bryant Park 1065 Avenue of Americas, 11th Floor New York, NY 10018 Tel: 212-790-5700 E-mail: bryniker@cbiz.com About EMC Hotels and Resorts An involuntary Chapter 7 petition (Bankr. S.D.N.Y., Case No. 18-22932) was filed against EMC Hotels and Resorts LLC on June 18, 2018, by alleged creditors Evolve Controls, CJB Asset Management Group LLC, and Consolidated Companies Inc., d/b/a Best Landscape. On July 20, 2018, the Court entered an order granting a motion to convert the Chapter 7 case to a case under Chapter 11 of the Bankruptcy Code. The case is related to EMC Bronxville Metropolitan LLC, f/k/a Metloft Bronxville, LLC, (Bankr. S.D.N.Y. Case No. 18-22963). Judge Robert D. Drain is the case judge. James B. Glucksman at Rattet PLLC is the Debtor's counsel. Fred Stevens was appointed as the estates' Chapter 11 trustee. The Trustee tapped Klestadt Winters Jureller Southard & Stevens, LLP, as his general counsel. EMC HOTELS: Trustee Hires Klestadt Winters Jureller as Counsel -------------------------------------------------------------- Fred Stevens, chapter 11 trustee of EMC Hotels and Resorts, LLC, seeks authority from the US Bankruptcy Court for the Southern District of New York to retain Klestadt Winters Jureller Southard & Stevens, LLP, as his general counsel, nunc pro tunc to July 25, 2018. Services required of Klestadt Winters are: a. advise on issues involving the operation of the Hotel in chapter 11; b. advise on the various contracts between the Debtor and the third-party manager of the Hotel; c. advise on the relationship between the Debtor and affiliated restaurant operating in the Hotel; d. analyze all agreements between the Debtor and its secured lenders, trade vendors, and other creditors, and render advice with respect to same; e. meet with management, creditors, owners, contract parties and other principal parties in the case; f. assist in the determination, creation, drafting, negotiation and seeking approval of the most optimal and expedient exit strategy for the Debtor; g. investigate with the Trustee's financial advisor the Debtor's assets and financial affairs and determine whether there are assets and/or claims against third parties that can be administered for the benefit of the estate and its creditors; h. review, analyze and respond, as necessary, to all applications, motions, orders, and statements, filed with the Court in this case; i. represent the Trustee at all hearings and other proceedings before this Court or any other court; and j. perform such legal services as may be required and/or deemed to be in the interest of the Trustee in accordance with its powers and duties as set forth in the Bankruptcy Code. The counsel's current hourly rates: Partners $495 to $725 Associates $295 to $425 Paralegals $175 Tracy L. Klestadt $725 Fred Stevens $595 Tracy L. Klestadt, Esq., partner at Klestadt Winters Jureller Southard & Stevens, LLP, attests that KWJS&S is "disinterested", as that term is defined in Section 101(14), as modified by Section 1107(b) of the Bankruptcy Code. The counsel can be reached through: Tracy L. Klestadt KLESTADT WINTERS JURELLER SOUTHARD & STEVENS, LLP 200 West 41st Street, 17th Floor New York, NY 10036 Tel: (212) 972-3000 Fax: (212) 972-2245 Email: tklesadt@klestadt.com About EMC Hotels and Resorts An involuntary Chapter 7 petition (Bankr. S.D.N.Y., Case No. 18-22932) was filed against EMC Hotels and Resorts LLC on June 18, 2018, by alleged creditors Evolve Controls, CJB Asset Management Group LLC, and Consolidated Companies Inc., d/b/a Best Landscape. On July 20, 2018, the Court entered an order granting a motion to convert the Chapter 7 case to a case under Chapter 11 of the Bankruptcy Code. The case is related to EMC Bronxville Metropolitan LLC, f/k/a Metloft Bronxville, LLC, (Bankr. S.D.N.Y. Case No. 18-22963). Judge Robert D. Drain is the case judge. James B. Glucksman at Rattet PLLC is the Debtor's counsel. Fred Stevens was appointed as the estates' Chapter 11 trustee. The Trustee tapped Klestadt Winters Jureller Southard & Stevens, LLP, as his general counsel. EPICUREAN LLC: Plan Outline Okayed, Plan Hearing on Sept. 17 ------------------------------------------------------------ The U.S. Bankruptcy Court for the District of South Carolina will consider approval of the Chapter 11 plan of reorganization for The Epicurean, LLC at a hearing on Sept. 17. The hearing will be held at 3:00 p.m., at the J. Bratton Davis United States Bankruptcy Courthouse. The court will also consider at the hearing the final approval of the company's disclosure statement, which it conditionally approved on Aug. 8. The order set a Sept. 10 deadline for creditors to file their objections and submit ballots of acceptance or rejection of the plan. About The Epicurean The Epicurean, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D.S.C. Case No. 18-01820) on April 10, 2018, estimating under $1 million in assets and liabilities. G. William McCarthy, Esq., at McCarthy Reynolds & Penn, LLC, serves as the Debtor's counsel. EQUINOX HOME: Hires Cherubino and Company as Accountant ------------------------------------------------------- Equinox Home Care, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Connecticut to employ Cherubino and Company, P.C., as accountant to the Debtor. Equinox Home requires Cherubino and Company to: (a) assist the Debtor with the preparation of monthly operating reports and any other financial statements required by the Debtor; (b) assist the Debtor in developing and implementing a business plan and plan of reorganization; (c) assist in the analysis of the financial information prepared for distribution to creditors, including cash flow projections, cash receipts and disbursements, and various asset and liability accounts; (d) assist in the preparation of federal and state income tax returns and consultation regarding tax planning issues; and (e) assist in other accounting and tax matters as the Debtor may request. Cherubino and Company will be paid at these hourly rates: Partners $240 to $300 Managers/Consultants $175 to $200 Paraprofessionals $75 Cherubino and Company will be paid a retainer in the amount of $15,000. Cherubino and Company will also be reimbursed for reasonable out-of-pocket expenses incurred. Gregory P. De Stefano, principal of Cherubino and Company, P.C., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Cherubino and Company can be reached at: Gregory P. De Stefano CHERUBINO AND COMPANY, P.C. 530 Middlebury Road, Unit 209B Middlebury, CT 06762 Tel: (203) 598-0757 About Equinox Home Care Equinox Home Care, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Conn. Case No. 18-51009) on Aug. 3, 2018, disclosing under $1 million in assets and liabilities. The Debtor is represented by James M. Nugent, Esq., at Harlow Adams and Friedman. ERP IRON ORE: Hires Jefferies as Investment Banker -------------------------------------------------- ERP Iron Ore, LLC seeks authority from the US Bankruptcy Court for the District of Minnesota (Duluth) to employ Jefferies LLC as investment banker to market and sell all of Debtors real property and equipment as a going concern. The Debtors will compensate Jefferies LLC in accordance with the terms and conditions and at the times set forth in the Engagement Letter, which provides in relevant part for the following compensation structure, the "Fee Structure": Monthly Fee: The Company shall pay Jefferies a monthly fee equal to $50,000 per month until the expiration or termination of this Agreement. The Monthly Fees shall be due and payable in advance on the 10th of each month during the term of this Agreement, with the first Monthly Fee due and payable as of August 10, 2018. After two full Monthly Fees have been paid to Jefferies, 100% of any additional Monthly Fees actually paid to Jefferies shall be credited once (without duplication) against any Transaction Fee subsequently payable to Jefferies. Transaction Fee: The Company shall pay Jefferies, upon the consummation of any Transaction, a fee equal to 1.5% of the Aggregate Consideration up to $100,000,000 and 2.5% of the Aggregate Consideration in excess of $100,000,000, which Transaction Fee shall be paid from the proceeds of the Transaction. The Company acknowledges and agrees that more than one Transaction Fee may be payable under this Agreement and that Jefferies shall be paid a Transaction Fee for each Transaction consummated by the Company. Also, to the extent more than one Transaction Fee is earned under this Agreement, the Aggregate Consideration of any prior Transaction(s) shall be included in determining the application of the 1.5% and/or 2.5% thresholds in calculating the amount of any subsequent Transaction Fee(s). Leon Szlezinger, Managing Director and Joint Global Head of Restructuring & Recapitalization at Jefferies LLC, attests that Jefferies does not hold or represent any entity having an interest adverse to the interests of the Debtor’s estate or of any class of creditors or equity security holders and is a "disinterested person" as that term is defined in section 101(14) of chapter 11 of title 11 of the United States Code. The firm can be reached through: Leon Szlezinger Jefferies LLC 520 Madison Avenue, 10th Floor New York, NY 10022 Phone: 212 284 2300 Email: szlezinger@jefferies.com About ERP Iron Ore Based in Bovey, Minnesota, ERP Iron Ore, LLC (ERPI) is affiliated with a consortium of mining and industrial assets producing coke, coking coal, thermal coal, gold ore, and iron ore. ERP Iron Ore, LLC's bankruptcy case (Bankr. D. Minn. Case No. 18-50378) was commenced by the filing of an involuntary petition for relief under chapter 7 of Title 11 of U.S.C. on May 25, 2018. The case was converted to chapter 11 on July 17, 2018. Ravich Meyer Kirkman McGrath Nauman & Ta, led by Will R. Tansey, is the Debtor's counsel. ERP IRON ORE: Unsecureds to be Paid $25K Under Proposed Plan ------------------------------------------------------------ ERP Iron Ore, LLC, filed with the U.S. Bankruptcy Court for the District of Minnesota a disclosure statement for its plan of reorganization dated August 10, 2018. The Plan provides for the reorganization of the Debtor through the following principle means: (1) the Minnesota Sale(s) of the Debtor's Minnesota Assets to pay off secured creditors, (2) bringing in the Plan Investment to recapitalize and operate the Indiana Assets and (3) a sale of new equity interests either -- (i) to the Plan Sponsor through an already negotiated and executed Plan Support Agreement or (ii) to a Topping Party who is financially and operationally qualified through another transaction -- to pay creditors and fund the Liquidating Trust and the Reorganized Debtor’s operations going forward. The Debtor through its Independent Director, Chief Executive Officer, investment banker and counsel also reserves the right to consider alternative transactions which may be presented to the Debtor. The Debtor and its representatives have been pursuing a strategy of seeking additional capital to complete repairs and necessary upgrading at the Indiana Plants and/or seeking to engage in some other transaction to maximize value for creditors. To that end, the Debtor has: (i) hired the Investment Banker to conduct the Minnesota Sales to market and sell the Minnesota Assets, including the Minnesota Plants; and (ii) engaged in negotiations with the Plan Sponsor and executed; the DIP Credit Agreement, approved by the Court, with the Plan Sponsor providing DIP Financing; and engaged in extensive negotiations with the Plan Sponsor on the Plan and Reorganization Transaction, subject to a Topping Proposal, consisting ofthe sale and issuance of new equity interests in the Reorganized Debtor. The combination of the Minnesota Sales and the Reorganization Transaction is the best outcome for all Creditors. Pending closings, all Allowed Administrative Claims will be paid in full. Class 1 Claims (Priority Employee Claims) have been or will be paid in full. Class 2 Claims (which are Plant 4 M&M Claims) will be paid in full. Class 3 Claims (which are Progress Rail Secured Claims held by Progress Rail, Inc.) will be paid in full. Class 4 (which are the Noteholder Secured Claims) will be paid in full. Class 5 Claims (which are Lighthouse Secured Claims) will be satisfied through Cash distributions and a Replacement Note paid out over five years on quarterly basis at 3% interest. Class 6 Claims (General Unsecured Claims) will be paid Pro Rata from a trust funded by the Liquidation Trust Funding in the amount of $25,000 that will pursue certain Avoidance Actions and if Class 6 votes in favor of the Plan, will also receive their pro rata share of $1,000,000 of cash which would be contributed by the Plan Sponsor for the benefit of Class 6. Class 7 Claims (Insider Claims) will not be paid under this Plan. Class 8 Claims (Equity Interests) will have their interests canceled and receive no distribution under this Plan. To effectuate the Plan, the Debtor negotiated the DIP Credit Agreement providing for the funding necessary to fund the bankruptcy case through consummation of the Minnesota Sales and the Plan. In sum, a significant amount of time and resources have been spent negotiating the Plan and its underlying transactions, to maximize value for creditors in an efficient and expeditious process while being entirely transparent to creditors about the outcome and options. The Liquidating Trust will be funded with $25,000 in Cash from the Plan Investment for administrative purposes and for any other use as determined by the Liquidating Trustee. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/mnb18-50378-153.pdf Attorneys for ERP Iron Ore: Will R. Tansey Michael F. McGrath Ravich, Meyer, Kirkman, McGrath, Nauman & Tansey, P.A. 150 South Fifth Street, Suite 3450 Minneapolis, MN 55402 About ERP Iron Ore A Chapter 7 involuntary petition was filed against non-individual ERP Iron Ore, LLC, by Glacier Park Iron Ore Properties LLC, Chester Company Limited, HT Surface and Mineral LLC, and Allete, Inc. d/b/a Minnesota Power, on May 25, 2018 (Bankr. D. Minn., Case No. 18-50378). On July 17, the Bankruptcy Court converted the involuntary Chapter 7 case to a case under Chapter 11 of the Bankruptcy Code. ETERON INC: Taps Michigan Business Advisors as Accountant --------------------------------------------------------- Eteron, Inc., seeks approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to hire William H. Malek, managing member of Michigan Business Advisors, LLC, as its accountant. Eteron previously sought and obtained court approval to employ the Accountant to obtain a valuation of the Debtor's business for the purpose of setting a listing price for the sale of the business. The arrangement for compensation is Eteron is to pay a retainer of $7,500 to Michigan Business Advisors, LLC, in advance of performance of the proposed appraisal services. The Accountant will perform services for an hourly rate ranging from $100 and $250 to be billed against the retainer. Approval of all fees incurred will remain subject to bankruptcy court approval. William H. Malek, managing member of Michigan Business Advisors, LLC, attests that he and the other professionals employed by Michigan Business Advisors, LLC are disinterested parties as defined by 11 U.S.C. Sec. 101(14). The firm can be reached through: William H. Malek Michigan Business Advisors LLC 10850 E Traverse Hwy Traverse City, MI 49684 Phone: (231) 933-9925 Email: wmalek@mibusinessadvisors.com About Eteron Inc. Eteron, Inc., is a privately-held company in Farmington, Michigan engaged in paint, coating, and adhesive manufacturing. It is affiliated with Sakura, LLC, which sought bankruptcy protection (Bankr. E.D. Mich. Case No. 18-45163) on April 9, 2018. Eteron sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 18-45161) on April 9, 2018. In the petition signed by John C. Kim, II, president, the Debtor estimated assets and liabilities of $1 million to $10 million. Judge Phillip J. Shefferly presides over the case. FAIRBANKS CO: Taps Fitzpatrick as Future Claimants' Representative ------------------------------------------------------------------ The Fairbanks Company seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to appoint Lawrence Fitzpatrick as the legal representative for future asbestos personal injury claimants of the Debtor. The Debtor during its history manufactured, sold, or distributed a line of bronze and iron valves that contained asbestos packing. As a result, for many years, numerous claims were made against the Debtor, and the Debtor has been named as a defendant or as a cross-defendant in numerous lawsuits, wherein the plaintiffs seek money damages from the Debtor for personal injury and wrongful death alleged as a result of exposure to asbestos containing products allegedly produced, sold, or distributed by the Debtor. The Debtor filed this Chapter 11 Case for the purpose of resolving all existing and future Asbestos Claims pursuant to section 524(g) of the Bankruptcy Code. To protect the interests of Future Claimants with respect to their Demands, it is necessary and appropriate for the Court to appoint a legal representative to act as a fiduciary for such Demand holders. The appointment of a future claimants' representative is necessary to represent the interests of Future Claimants and ensure that the relief sought through any plan of reorganization in this case comports with due process and fairness. Mr. Fitzpatrick's current standard hourly rate is $520. Mr. Fitzpatrick assures the Court that he is a "disinterested person," as defined in section 101(14) of the Bankruptcy Code and as required by section 327(a) of the Bankruptcy Code. Mr. Fitzpatrick can be reached through: Lawrene Fitzpatrick 100 American Metro Blvd., Suite 108 Hamilton, NJ 08619 Phone: (609) 219-8862 About The Fairbanks Company Incorporated in 1891, The Fairbanks Company -- http://www.fairbankscasters.com/-- is a Georgia corporation that manufactures customized material handling equipment in its more than 200,000-square-foot manufacturing and warehousing facility located in Rome, Georgia. The Fairbanks Company sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 18-41768) on July 31, 2018. In the petition signed by CEO Robert P. Lahre, the Debtor estimated assets of $1 million to $10 million and liabilities of $100,000 to $500,000. Judge Paul W. Bonapfel presides over the case. The Debtor tapped Reed Smith LLP as its bankruptcy counsel, and Ogier, Rothschild & Rosenfeld, PC, as its local counsel. FAIRBANKS COMPANY: Taps Logan & Company as Claims & Noticing Agent ------------------------------------------------------------------ The Fairbanks Company seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire Logan & Company, Inc., as claims and noticing agent in the above-captioned case nunc pro tunc as of Aug. 10, 2018. Professional services Logan will render are: (a) serve required notices in this Chapter 11 Case from time to time as requested by the Debtor; (b) maintain all proofs of claim and proofs of interests filed in this Chapter 11 Case; (c) docket all Claims; (d) maintain and transmit to the Clerk the official Claims registers; (e) the reconciliation and resolution of Claims; (f) maintain current mailing lists of all entities that have filed Claims and notices of appearance; (g) provide the public access for examination to all Claims at its premises during regular business hours and without charge; and (h) record all transfers of Claims. Kathleen M. Logan, President of Logan & Company, Inc., attests that her firm is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Kathleen M. Logan Logan & Company, Inc. 546 Valley Road Upper Montclair, NJ 07043 Tel: (973) 509-3190 Fax: (973) 509-3191 About The Fairbanks Company Incorporated in 1891, The Fairbanks Company -- http://www.fairbankscasters.com/-- is a Georgia corporation that manufactures customized material handling equipment in its more than 200,000-square-foot manufacturing and warehousing facility located in Rome, Georgia. The Fairbanks Company sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 18-41768) on July 31, 2018. In the petition signed by Robert P. Lahre, chief executive officer, the Debtor estimated assets of $1 million to $10 million and liabilities of $100,000 to $500,000. Judge Paul W. Bonapfel presides over the case. The Debtor tapped Reed Smith LLP as its bankruptcy counsel, and Ogier, Rothschild & Rosenfeld, PC as its local counsel. FIRST DATA: S&P Raises Issuer Credit Rating to BB-, Outlook Stable ------------------------------------------------------------------ S&P Global Ratings raised its issuer credit rating on Atlanta-based First Data Corp. to 'BB-' from 'B+'. The outlook is stable. S&P said, "We affirmed our 'BB' issue-level rating on First Data's first-lien debt. We revise the recovery rating to '2' from '1', indicating substantial recovery (70%-90%; rounded estimate: 85%) in the event of a payment default. "We also raised all issue-level ratings on the company's second-lien and unsecured debt to 'B+' from 'B', in conjunction with the upgrade. The recovery rating is '5', indicating our expectation of modest recovery (10%-30%; rounded estimate: 20%) in the event of a payment default. "We based the upgrade on the company's healthy business outlook, invigorated by recent acquisitions, growing free cash flow generation, and deleveraging trajectory over the next 12 months. First Data has repaid most of the debt from the two acquisitions it made last year to revive its SMB merchant processing business. At the same time, EBITDA growth has outpaced mid-single-digit organic revenue growth this year, contributing to leverage at about 5.8x halfway through 2018 and exceeding our previous expectation. Over the next two years, we estimate the company will generate at least $1.4 billion of annual free cash flow (a substantial portion of which will be used to repay debt), consistent with the company's stated financial objectives." The stable outlook reflects the company's considerable scale and diverse revenue stream in the global payment processing markets. Over the next year, S&P expects the company to realize faster EBITDA growth than revenue growth and deploy a substantial amount of cash to debt repayment, such that leverage will decline toward 5x. S&P said, "We could raise the rating if First Data maintains mid-single-digit organic revenue and higher EBITDA growth, and continues the pace of debt repayment, such that we expect its leverage will remain comfortably below 5x incorporating potential tuck-in acquisitions. "Although unlikely over the coming year, we could lower the rating if material operating weaknesses cause steep revenue declines and EBITDA margin compression, such that leverage approaches the 6x area." FLAMBEAUX GAS: Hires Congeni Law Firm as Bankruptcy Counsel ----------------------------------------------------------- Flambeaux Gas & Electric Lights L.L.C. seeks authority from the U.S. Bankruptcy Court for the Eastern District of Louisiana to employ Congeni Law Firm, LLC, as bankruptcy counsel to the Debtors. Flambeaux Gas requires Congeni Law to: a. advise and consult with the Debtor concerning question arising in the conduct of the administration of the estate, concerning the Debtor's rights and remedies with regard to the estate's assets and the claims of secured, priority and unsecured creditors and other parties in interest; b. appear for, prosecute, defend and represent the Debtor's interests in suits arising in or related to the case; c. investigate and prosecute preference and other actions arising under the Debtor in Possession's avoiding powers; d. assist in the preparation of such pleadings, motions, notices and orders as are required for the orderly administration of the case; and e. consult with and advise the Debtor in connection with the operation of its business. Congeni Law's special duties and responsibilities are: a. advise the debtor-in-possession of the requirements of the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, and the Local Rules, including without limitation Local Rule 4002-1; b. advise the debtor-in-possession of its duty to file monthly reports required by applicable law, rule or regulation; and shall specifically advise the debtor of the potential consequences of non-compliance; c. inform the Debtor that it may not pay any debt or obligation owed by the Debtor on the date of the filing of the petition; d. advise the debtor-in-possession of the prohibition against the sale of any of its assets outside the ordinary course of business without leave of court; e.advise the debtor-in-possession of the Debtor's obligation to comply with the Internal Revenue Code and Internal Revenue Service regulations, including in particular the depository receipt requirements, and applicable state and local taxation laws; f. advise the debtor-in-possession of the Operating Guidelines established by the Office of the U.S. Trustee. Congeni Law will be paid at these hourly rates: Attorneys $250 Paralegals $85 Congeni Law will also be reimbursed for reasonable out-of-pocket expenses incurred. Leo D. Congeni, a partner at Congeni Law Firm, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Congeni Law can be reached at: Leo D. Congeni, Esq. CONGENI LAW FIRM, LLC 424 Gravier Street New Orleans, LA 70130 Tel: (504) 522-4848 Fax: (504) 581-4962 E-mail: leo@congenilawfirm.com Flambeaux Gas & Electric Lights L.L.C. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No. 18-11979) on July 31, 2018, listing under $1 million in both assets and liabilities. Congeni Law Firm LLC, led by founding partner Leo D. Congeni, is the Debtor's bankruptcy counsel. FRANKLIN ACQUISITIONS: PFS Opposes Claims Treatment in DR Plan -------------------------------------------------------------- Creditor Propel Financial Services LLC has criticized the treatment of its claims under the Chapter 11 plan proposed by Downtown Renaissance JV for Franklin Acquisitions LLC. In a filing with the U.S. Bankruptcy Court for the Western District of Texas, Propel's legal counsel questioned the proposed treatment of its claims as "unimpaired." "The terms of the plan significantly alter the terms of Propel's loan documents such that Propel would receive hundreds of thousands of dollars less than what was agreed to in the contracts and notes," said Mary Elizabeth Heard, Esq., at Harrison & Duncan PLLC, in San Antonio, Texas. Propel holds two claims against Franklin Acquisitions, which are secured by the company's real estate. The claims assert a total of $611,377. Ms. Heard also said they will oppose any plan that contemplates the sale of property on which Propel has liens that does not pay, at closing, the creditor's entire payoff amount. Propel can be reached through: Mary Elizabeth Heard, Esq. Harrison & Duncan PLLC 8700 Crownhill, Suite 505 San Antonio, TX 78209 Telephone: (210) 821-5800 Telecopier: (210) 826-6887 Email: meheard@legalcounseltexas.com About Franklin Acquisitions Franklin Acquisitions LLC is a privately-held company whose principal assets are located at 932 Cherry Hill, El Paso, Texas. Franklin Acquisitions sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 18-30185) on Feb. 6, 2018. In the petition signed by William D. Abraham, member, the Debtor estimated assets and liabilities of $1 million to $10 million. Judge H. Christopher Mott presides over the case. Ronald E. Ingalls was appointed as the Chapter 11 trustee of Franklin Acquisitions. Barron & Newburger, P.C., serves as the trustee's counsel. On July 24, 2018, creditor Downtown Renaissance JV proposed a Chapter 11 plan for the Debtor. FRANKLIN ACQUISITIONS: Seeks Amendment of Creditor's Plan Outline ----------------------------------------------------------------- Debtor Franklin Acquisitions, LLC, generally objects to the disclosure statement filed by creditor Downtown Renaissance JV. The Debtor argues that the disclosure statement must be amended as it is riddled with gratuitous disparagement and slander of Debtor as well as the speculation concerning the facts as laid out in the disclosure statement. The disclosure statement also fails to provide creditors with information as to the Proponent of the Plan. The entire Plan is based on a $10.4 Million sale to one specific creditor, Downtown Renaissance JV. If DR is unwilling or unable to consummate the sale in accordance with the Plan, then Debtor will not be able to fulfill his obligations under the Plan. Yet, the creditors are not provided any information about DR. The Plan rides upon DR’s shoulders and should DR fail to perform or simply decide not to perform, then the Plan will utterly fail. At a minimum, the Disclosure Statement should explain who the joint venturers are and how they came to acquire a claim. It should also identify the source of their ability to fund the plan as well as their management. The Disclosure Statement must clarify which creditor or creditor constituency is the true architect of this Plan. The disclosure statement does not include sufficient details regarding how the Plan will be funded. Specifically, it does not contain adequate information detailing from where and when the $10.4 million will come. Creditors cannot evaluate the feasibility of the plan without knowing the source of funds. The disclosure statement does not contain adequate information because it does not explain the need for a liquidating trust or the purpose of replacing the Chapter 11 Trustee with a Liquidating Trustee. It is unclear why the same counsel in this case that requested the Chapter 11 Trustee, now seeks to appoint a different trustee to take over the real property and then sell it to a select group of creditors when the Chapter 11 Trustee is already conducting sales of real property in an orderly fashion. DR may attend the sale and bid on the real property. This seems to be a better result for any of the creditors as evidenced by the increase in sales price of the sales already conducted by the Chapter 11 Trustee. As a result of these deficiencies in the disclosure statement and the Plan, the disclosure statement as presented fails to provide the creditors and equity interest holders of the debtor with information that is of a quality and completeness sufficient to permit those constituencies to make informed decisions about accepting or rejecting the plan of reorganization. A full-text copy of the Objection is available at: http://bankrupt.com/misc/txwb18-30185-131.pdf As previously reported by the Troubled Company Reporter, the creditor plan contemplate that each holder of an Allowed General Unsecured Claim will receive distributions from the Liquidating Trust, the first of which will be made within 30 days after closing on the sale of the Debtors' real property from the Liquidating Trust to Downtown Renaissance. A full-text copy of the Creditor's Disclosure Statement is available at: http://bankrupt.com/misc/txwb18-30185-106.pdf About Franklin Acquisitions Franklin Acquisitions LLC is a privately-held company whose principal assets are located at 932 Cherry Hill, El Paso, Texas. Franklin Acquisitions sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 18-30185) on Feb. 6, 2018. In the petition signed by William D. Abraham, member, the Debtor estimated assets and liabilities of $1 million to $10 million. Judge H. Christopher Mott presides over the case. Ronald E. Ingalls was appointed as the Chapter 11 trustee of Franklin Acquisitions. BARRON & NEWBURGER, P.C., serves as the Trustee's counsel. GARDENS REGIONAL: Plan Outline Okayed, Plan Hearing on Sept. 17 --------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California is set to hold a hearing on Sept. 17 to consider approval of the proposed Chapter 11 plan of liquidation for Gardens Regional Hospital and Medical Center, Inc. The court had earlier approved Gardens Regional Hospital's disclosure statement, allowing it to start soliciting votes from creditors. The order, signed by Judge Ernest Robles on Aug. 9, set a Sept. 10 deadline for creditors to file their objections and an Aug. 31 deadline to submit ballots of acceptance or rejection of the plan. About the Hospital Gardens Regional Hospital and Medical Center, Inc., formerly known as Tri-City Regional Medical Center, doing business as Gardens Regional Hospital and Medical Center leases a 137- bed, acute care hospital doing business at 21530 South Pioneer Boulevard, Hawaiian Gardens, Los Angeles, California. It provides a full range of inpatient and outpatient services, including, but not limited to, medical acute care, general surgical services, bariatric surgery services (for weight loss), spine surgery services, orthopedic and sports medicine and joint replacement services, wound care and pain management services, physical therapy, respiratory therapy, outpatient ambulatory services, diagnostic services, radiology and inpatient/outpatient imaging services, laboratory and pathology services, geriatric services, and community wellness and education programs. Gardens Regional filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 16-17463) on June 6, 2016, estimating its assets between $1 million and $10 million, and liabilities between $10 million and $50 million. The petition was signed by Brian Walton, chairman of the Board. Judge Ernest M. Robles presides over the case. Samuel R Maizel, Esq., and John A Moe, Esq., at Dentons US LLP, serve as the Debtor's bankruptcy counsel. The Office of the U.S. Trustee appointed an official committee of unsecured creditors in the Debtor's case. On June 22, 2018, the Debtor and the committee filed a disclosure statement, which explains their proposed joint Chapter 11 plan of liquidation. GAWKER MEDIA: Pregame, R. Busack Not Barred from Suing R. Goldberg ------------------------------------------------------------------ Bankruptcy Judge Stuart M. Bernstein entered an order denying Ryan Goldberg's motion to enjoin plaintiffs Pregame LLC and Randall James Busack from continuing state court action against him. The confirmed Plan in Debtors Gawker Media, LLC and affiliates' cases included a third-party release in favor of the Debtors' employees and independent contractors (the "Providers") who provided content for publication on the Debtors' websites (the "Provider Release"). However, the Provider Release only barred lawsuits brought by an entity "that has received or is deemed to have received distributions made under the Plan." In a subsequent state court lawsuit described in In re Gawker Media LLC, Plaintiffs Pregame LLC and Randall James Busack sued Gizmodo Media Group LLC the purchaser of substantially all of the Debtors' assets, and Ryan Goldberg, a Provider, for defamation and related claims based on the Debtors' publication of an article Goldberg had authored. The Plaintiffs did not file claims in the Debtors' cases and did not receive distributions under the Plan. Relying on the Provider Release, Gizmodo and Goldberg filed separate motions to enjoin the Plaintiffs from prosecuting the state court lawsuit. Although Goldberg is seeking an injunction, he is, in essence, asserting the Provider Release as a defense to the Plaintiffs' claims and as a bar under the coextensive provisions of section 9.02. A party asserting the affirmative defense of release has the initial burden of showing that the release covers the plaintiff's claims; the burden then shifts to the plaintiff to show facts that would void the release. The Court holds that Goldberg has failed to carry his burden. Mr. Gregg Galardi and Mr. Dipesh Patel, the persons who negotiated the Provider Release, understood that the "deemed to have received" language in the third-party release in the November Plan only "partially protected" the Providers and did not cover creditors who did not receive consideration under the Plan. At trial, Mr. Galardi attempted to explain what was intended, but his testimony was not particularly helpful. The Court noted that the typical third-party release language, which actually appeared in section 9.02, binds creditors whether or not they filed claims, and asked Mr. Galardi why he didn’t use that phraseology. Mr. Galardi responded that he was not comfortable with using the same language in the Provider Release for fear that the Court would not approve. This testimony was consistent with the concerns he expressed to Mr. Patel and his representation to the Court at the hearing to approve the disclosure statement that the Provider Release only extended to creditors who had received a benefit from the case through a distribution. According to Goldberg's counsel, limiting the Provider Release to creditors who filed claims is meaningless because the Debtors' confirmed a 100% Plan that paid the creditors holding allowed claims in full. However, when the Provider Release was being negotiated, the Debtors were not proposing a 100% plan. The November Plan impaired virtually every class, meaning the creditors were not receiving 100% of their claims. The Court recognizes that its conclusion does not effectuate the bargain Goldberg thought he struck when he waived his indemnity claims and voted in favor of the Plan. However, it is clear for the reasons stated that the Providers' counsel and Debtors' counsel understood that the Provider Release did not cover claims by creditors who did not participate in or receive a benefit from the bankruptcy cases. Counsel tried to "finesse" the limitation with ambiguous language by relying on the broader injunction, but the injunction was subsequently cut back to be co-extensive with the Provider Release. In the end, the third-party release that would have released the Plaintiffs' claims is not the one they agreed to, and the Court cannot rewrite the Plan. Accordingly, the motion is denied. The Court has considered Goldberg's other arguments and concludes that they are without merit. A copy of the Court's Memorandum Decision dated August 3, 2018 is available at: http://bankrupt.com/misc/nysb16-11700-1158.pdf Co-Counsel to Ryan Goldberg: Sharon L. Levine, Esq. Dipesh Patel, Esq. SAUL EWING ARNSTEIN & LEHR LLP 1270 Avenue of the Americas, Suite 2005 New York, NY 10020 -and– Thomas G. Hentoff, Esq. Chelsea T. Kelly, Esq WILLIAMS & CONNOLLY LLP 725 Twelfth Street, N.W. Washington, D.C. 20005 thentoff@wc.com ckelly@wc.com Co-Counsel to Pregame LLC and Randall James Busack: Jonathan L. Flaxer, Esq. Michael S. Weinstein, Esq. GOLENBOCK EISEMAN ASSOR BELL & PESKOE LLP 711 Third Avenue New York, New York 10017 jflaxer@golenbock.com mweinstein@golenbock.com -and- Dilan A. Esper, Esq. HARDER LLP 132 S. Rodeo Dr., 4th Floor Beverly Hills, California 90212 About Gawker Media Founded in 2002 by Nick Denton, Gawker Media is privately held online media company operating seven distinct media brands with corresponding websites under the names Gawker, Deadspin, Lifehacker, Gizmodo, Kotaku, Jalopnik, and Jezebel. The Company's various Web sites cover, among other things, news and commentary on current events, politics, pop culture, sports, cars, fashion, productivity, technology and video games. Gawker sought bankruptcy protection after being ordered to pay $140.1 million in connection with an invasion of privacy lawsuit arising from publication of a report and commentary and accompanying sex video involving Terry Gene Bollea, popularly known as Hulk Hogan. New York-based Gawker Media, LLC -- f/d/b/a Gawker Sales, LLC, Gawker Entertainment, LLC, Gawker Technology, LLC and Blogwire, Inc. -- filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 16-11700) on June 10, 2016. Affiliates Gawker Media Group, Inc., and Budapest, Hungary-based Kinja, Kft., filed Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 16-11719 and 16-11718) on June 12, 2016. The Hon. Stuart M. Bernstein presides over the Debtors' cases. Gregg M. Galardi, Esq., David B. Hennes, Esq., and Michael S. Winograd, Esq., at Ropes & Gray LLP serve as counsel to the Debtors. Houlihan Lokey Capital, Inc., serves as the Debtors' investment banker. Prime Clerk LLC serves as claims, balloting and administrative agent. William Holden at Opportune LLP served as Gawkers' chief restructuring officer. Mr. Holden later transferred to The Boathouse Group, LLC. The Debtors estimated $50 million to $100 million in assets and $100 million to $500 million in liabilities. Mr. Denton filed for personal bankruptcy on Aug. 1, 2016, to protect himself from the legal judgment awarded to Hulk Hogan in an invasion-of-privacy lawsuit. The U.S. Trustee for Region 2 on June 24, 2016, appointed three creditors of Gawker Media LLC and its affiliates to serve on the official committee of unsecured creditors. The committee members are Hulk Hogan, Shiva Ayyadurai, and Ashley A. Terrill. The Committee retained Simpson Thacher & Bartlett LLP, in New York, as counsel. Counsel to US VC Partners LP, as Prepetition Second Lien Lender, are David Heller, Esq., and Keith A. Simon, Esq., at Latham & Watkins LLP. Counsel to Cerberus Business Finance, LLC, as DIP Lender, are Adam C. Harris, Esq., at Schulte Roth & Zabel LLP. * * * On Dec. 22, 2016, the Court confirmed the Amended Joint Chapter 11 Plan of Liquidation for Gawker Media Group, Inc., Gawker Media LLC, and Gawker Hungary Kft, which expressly contemplates the sale of the Debtors' assets. On March 17, 2017, the Plan went effective. William D. Holden was named plan administrator. GIBSON BRANDS: Class 6 Creditors to Get Up to 5.4% in Latest Plan ----------------------------------------------------------------- Creditors holding Class 6 general unsecured claims will recover between 2.7% and 5.4% of their claims under the latest Chapter 11 plan of reorganization jointly filed by Gibson Brands, Inc. and its affiliates. An earlier version of the plan proposed to pay general unsecured creditors only 0.2% of their Class 6 claims. Under the plan filed on Aug. 9, Gibson estimated the allowed amount of Class 6 claims at between $192.5 million and $262.6 million. The estimated recovery (i) excludes allowed unsecured prepetition notes deficiency claim; (ii) does not include estimated recoveries on litigation trust claims but does include the $1.5 million litigation trust funding amount on account of litigation trust beneficial interests; and (iii) does not include recovery to those creditors with claims against Gibson Holdings, which are accounted for in Class 7. A copy of the third amended Chapter 11 plan is available for free at http://bankrupt.com/misc/deb18-11025-565.pdf A copy of the latest disclosure statement is available for free at http://bankrupt.com/misc/deb18-11025-566.pdf About Gibson Brands Founded in 1894 and headquartered in Nashville, Tennessee, Gibson Brands, Inc. -- http://www.gibson.com/-- and its subsidiaries design and manufacture guitars and other fretted instruments. Gibson's brands include the Les Paul, SG, Flying V, Explorer, J-45, Hummingbird, and ES-335, among others. Gibson Brands, Inc. and 11 affiliates commenced Chapter 11 cases (Bankr. D. Del. Lead Case No. 18-11025) on May 1, 2018. In the petition signed by CEO Henry E. Juszkiewicz, Gibson Brands estimated $100 million to $500 million in assets and liabilities. The Hon. Christopher S. Sontchi presides over the cases. The Debtors tapped Goodwin Procter LLP as their lead counsel; Pepper Hamilton LLP as Delaware and conflicts counsel; Alvarez & Marsal North America, LLC as restructuring advisor; Brian J. Fox, managing director of Alvarez & Marsal North America LLC, as chief restructuring officer; Jefferies LLC as investment banker; and Prime Clerk LLC as claims and noticing agent. Paul, Weiss, Rifkind, Wharton & Garrison LLP is providing legal counsel, and PJT Partners is the financial advisor, to the ad hoc group of unaffiliated noteholders that is supporting the Debtors' restructuring. The Office of the U.S. Trustee for Region 3 appointed an official committee of unsecured creditors on May 9, 2018. The Committee tapped Lowenstein Sandler LLP as its legal counsel; and FTI Consulting serves as financial advisor. GOD'S CHURCH INTERDENOMINATIONAL: Seeks to Hire Henry as Attorney ----------------------------------------------------------------- God's Church Interdenominational Fellows seeks authority from the U.S. Bankruptcy Court for the Western District of Louisiana to employ L. Laramie Henry, Attorney At Law, as attorney to the Debtor. God's Church Interdenominational requires Henry to represent and provide legal services to the Debtor in the Chapter 11 bankruptcy proceedings. Henry will be paid at these hourly rates: Attorneys $300 Paralegals $75 Henry will also be reimbursed for reasonable out-of-pocket expenses incurred. L. Laramie Henry, partner at L. Laramie Henry, Attorney at Law, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Henry can be reached at: L. Laramie Henry, Esq. L. LARAMIE HENRY, ATTORNEY AT LAW P.O. Box 8536 Alexandria, LA 71306 Tel: (318) 445-6000 About God's Church Interdenominational Fellows God's Church Interdenominational Fellowship filed a Chapter 11 bankruptcy petition (Bankr. W.D. La. Case No. 18-80723) on July 23, 2018, estimating under $1 million in assets and liabilities. The Debtor is represented by L. Laramie Henry, Esq., at L. Laramie Henry, Attorney at Law. GREEN HORIZON: Hearing on Disclosure Statement Set for Oct. 2 ------------------------------------------------------------- Bankruptcy Judge Enrique S. Lamoutte Inclan is set to hold a hearing on Oct. 2, 2018 at 10:00 A.M. to consider and rule upon the adequacy of Green Horizon Inc.'s disclosure statement explaining its chapter 11 plan. Written objections to the disclosure statement must be filed and served not less than 14 days prior to the hearing. A copy of the Disclosure Statement jointly filed by JDHG, LLC, Caribbean Winds, Inc., August Sage Holdings, LLC, and Green Horizon, Inc., is available at: http://bankrupt.com/misc/prb18-02811-11-68.pdf About Green Horizon Inc. Green Horizon Inc. is the fee simple owner of Blue Horizon Boutique Hotel located at State Road 996 km 4.3, La Hueca Sector, Puerto Real Ward, Vieques, Puerto Rico, having an appraised value of $2.15 million. Green Horizon sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 18-02811) on May 21, 2018. In the petition signed by John B. Dennis Brull, president, the Debtor disclosed $2.57 million in assets and $19.71 million in liabilities. Judge Enrique S. Lamoutte Inclan presides over the case. HISTORIC MITCHELL: Hires EWH Small Business as Accountant --------------------------------------------------------- Historic Mitchell Street Retail Center LLC, seeks authority from the U.S. Bankruptcy Court for the Eastern District of Wisconsin to employ EWH Small Business Accounting, as accountant to the Debtor. Historic Mitchell requires EWH Small Business to: a. give the Debtor accounting advice with respect to its powers and duties as Debtor-in-possession, on the account management of its properties and dealings with the Debtors; b. preare on behalf of the Debtors necessary accounting documents, statements, taxes and other necessary documents; and c. perform other accounting services for the Debtor which may be necessary. EWH Small Business will be paid at these hourly rates: Partners $175 Support Staffs $85 to $100 EWH Small Business will also be reimbursed for reasonable out-of-pocket expenses incurred. Ruth Gund, partner of EWH Small Business Accounting, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. EWH Small Business can be reached at: Ruth Gund EWH SMALL BUSINESS ACCOUNTING 20670 Watertown Road Waukesha, WI 53186 Tel: (262) 796-1040 Historic Mitchell Street Retail Center LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Case No. 18-26739) on July 11, 2018. INFORMATION DOCK: Hires Hiller Law, LLC as Bankruptcy Counsel ------------------------------------------------------------- Information Dock Analytics LLC seeks authority from U.S. Bankruptcy Court for the District of Delaware (Delaware) to employ Hiller Law, LLC, as bankruptcy counsel. Professional services that Hiller Law will render are: (a) provide legal advice with respect to the Debtor’s powers and duties as debtor-in-possession in the continued management of its assets; (b) assist the Debtor in maximizing the value of its assets for the benefit of all creditors and other parties in interest; (c) commence and prosecute any and all necessary and appropriate actions and/or proceedings on behalf of the Debtor and its estate, to the extent mutually acceptable terms of agreement are reached between the Debtor and the Firm; (d) prepare, on behalf of the Debtor, all of the applications, motions, answers, orders, reports and other legal papers necessary in this bankruptcy proceeding; (e) appear in Court to represent and protect the interests of the Debtor and its estate; and (f) perform all other legal services for the Debtor that the Debtor and the Firm may agree are necessary and proper in this Chapter 11 proceeding. Adam Hiller will charge is $375 per hour for his services. Adam Hiller, member of the law firm of Hiller Law, LLC, attests that his firm does not hold or represent any interest adverse to the Debtor's estate, and is a "disinterested person" as the phrase is defined in Sec. 101(14) of the Bankruptcy Code, as modified by Sec. 1107(b) of the Bankruptcy Code. The counsel can be reached through: Adam Hiller, Esq. HILLER LAW, LLC 1500 North French Street, 2nd Floor Wilmington, DE 19801 Tel: (302) 442-7677 E-mail: ahiller@hillerarban.com ahiller@adamhillerlaw.com About Information Dock Analytics Information Dock Analytics LLC is a privately held company based in Hockessin, Delaware. The company filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 18-11849) on Aug. 10, 2018. In the petition signed by Jonathon Luckett, managing member, the Debtor estimated $10 million to $50 million in assets and $50,000 to $100,000 in debt. The case is assigned to Judge Brendan Linehan Shannon. Hiller Law, LLC, led by Adam Hiller, is the Debtor's counsel. IRON BRIDGE: Plan Outline Okayed, Plan Hearing on Sept. 19 ---------------------------------------------------------- Iron Bridge Tools, Inc. is now a step closer to emerging from Chapter 11 protection after a bankruptcy judge approved the outline of its plan of reorganization. Judge Raymond Ray of the U.S. Bankruptcy Court for the Southern District of Florida on Aug. 8 gave the thumbs-up to the disclosure statement after finding that it contains "adequate information." The order set a Sept. 5 deadline for creditors to file their objections and submit ballots of acceptance or rejection of the plan. A court hearing to consider confirmation of the plan is scheduled for Sept. 19, at 10:00 a.m. The hearing will take place at Courtroom 308. About Iron Bridge Tools Iron Bridge Tools, Inc., is a Florida corporation, founded in 2006. The Debtor manufactures and wholesales hand tools with operations in Florida, Georgia, California, Canada and China. Iron Bridge Tools manufactures for major retailers and designers such as Home Depot, Skil, OVC, Best Buy, Target, OSH, Advance Auto Parts, ROSS, Carquest among others. Its current corporate headquarters is located at 6820 Lyons Technology Circle, Suite 250, Coconut Creek, Florida 33073. Iron Bridge Tools filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 16-17505) on May 25, 2016. The petition was signed by Glenn Robinson, president. The Debtor estimated assets of $1 million to $10 million and debts of $10 million to $50 million. Judge Raymond B. Ray presides over the case. Craig A. Pugatch, Esq., at Rice Pugatch Robinson Storfer & Cohen, PLLC, is the Debtor's counsel. The Debtor employed Frank Smith, Esq., at FMS Lawyer Law Firm as its special litigation and transactional counsel; Dan M. Delarosa, Esq., as its special patent counsel; Emil Braca, Esq., as its special intellectual property infringement and investigation counsel; and Michael Moecker & Associates, Inc. as financial advisor. On June 21, 2016, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The Committee tapped Eyal Berger, Esq., at Akerman LLP as its legal counsel. ITM ENTERPRISES: Court Confirms Amended Reorganization Plan ----------------------------------------------------------- Bankruptcy Judge Mark X. Mullin entered an order finally approving ITM Enterprises, LLC's disclosure statement and confirming its amended plan of reorganization filed on July 24, 2018. The Court finds that the Plan complies with the applicable provisions of Title 11, and the Debtor, as the plan proponent, has complied with the applicable provisions of Title 11. The Plan has been proposed in good faith and not by any means forbidden by law and the requisite number of impaired classes of claims or interests voting have voted to accept the Plan. The Plan is also not likely to be followed by further need for reorganization. The amended plan discloses that a Motion to Sell Property of the Estate was filed in the Court on June 26, 2018. No objection having been made to the Motion, the Motion is deemed to be unopposed and the Court may enter an order granting the relief sought. If the Motion is granted by the Court, and the sale closes pursuant to its terms, the parties are authorized and directed to take all actions, including the execution of documents, necessary or appropriate to affect the sale of the Debtor's assets. At closing, the Debtor is authorized and directed to pay the amounts received as follows: A. All reasonable, customary and usual costs of closing on the sale of the Debtor's assets; B. The entire Class 3 Claim of Compass Bank. C. All Allowed Class 4 creditors. D. Balance of the proceeds to the Debtor. As a component of the confirmation of the Plan, in the event the proposed sale closes, the Debtor is authorized to assume and assign its existing contracts on this facility and its existing Franchise Agreement with Golden Chick to the Buyer. A copy of the Court's Order and the Amended Plan is available at: http://bankrupt.com/misc/txnb18-40767-11-44.pdf About ITM Enterprises ITM Enterprises, LLC, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Tex. Case No. 18-40767-11) on Feb. 28, 2018. The Debtor hired Eric A. Liepins, Esq., at Eric A. Liepins, P.C., as counsel. J & M SALES INC: Hires Prime Clerk as Administrative Agent ---------------------------------------------------------- J & M Sales Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Prime Clerk LLC, as administrative agent to the Debtors. J & M Sales Inc. requires Prime Clerk to: a. assist with, among other things, solicitation, balloting, and tabulation of votes, and prepare any related reports, as required in support of confirmation of a chapter 11 plan, and in connection with such services, process requests for documents from parties in interest, including, if applicable, brokerage firms, bank back-offices, and institutional holders; b. prepare an official ballot certification and, if necessary, testify in support of the ballot tabulation results; c. assist with the preparation of the Debtors' schedules of assets and liabilities and statements of financial affairs and gather data in conjunction therewith; d. provide a confidential data room, if requested; e. manage and coordinate any distributions pursuant to a chapter 11 plan; and f. provide such other processing, solicitation, balloting, and other administrative services described in the Engagement Agreement, but not covered by the Section 156(c) Order, as may be requested from time to time by the Debtors, the Court, or the Office of the Clerk of the Bankruptcy Court (the "Clerk"). Prime Clerk will be paid at these hourly rates: Director of Solicitation $210 Solicitation Consultant $190 COO and Executive VP No charge Director $175 to $195 Consultant/Senior Consultant $65 to $165 Technology Consultant $35 to $95 Analyst $30 to $50 Prime Clerk will be paid a retainer in the amount of $10,000. Prime Clerk will also be reimbursed for reasonable out-of-pocket expenses incurred. Benjamin J. Steele, vice president of Prime Clerk LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Prime Clerk can be reached at: Benjamin J. Steele PRIME CLERK LLC 830 3rd Avenue, 9th Floor New York, NY 10022 Tel: (212) 257-5450 About J & M Sales Inc. National Stores is a 344-store chain in 22 U.S. states and Puerto Rico. National Stores currently does business as Fallas, Fallas Paredes, Fallas Discount Stores, Factory 2-U, Anna's Linen's by Fallas, and Falas (spelled with single "l" in Puerto Rico). Fallas, which emplolys 9,800 people, is a discount retailer offering value-priced merchandise, including apparel, bedding and household supplies. The brands of National Stores are located in retail plazas, specialty centers, and downtown areas to serve the communities its customers and staff members call home. National Stores, Inc., and its affiliates sought Chapter 11 protection and Aug. 6, 2018, and announced that Hilco Merchant Resources, LLC, is conducting going-out-of-business sales for 74 stores. The lead case is In re J & M Sales Inc. (Bankr. D. Del. Lead Case No. 18-11801). J & M Sales estimated assets and debt of $100 million to $500 million as of the bankruptcy filing. The Hon. Laurie Selber Silverstein is the case judge. The Debtors tapped Katten Muchin Rosenman LLP as general bankruptcy counsel, Pachulski Stang Ziel & Jones LLP as bankruptcy co-counsel, Retail Consulting Services, Inc., as real estate advisor, Imperial Capital, LLC, as investment banker, and Prime Clerk LLC as the claims and noticing agent. SierraConstellation Partners, LLC, is providing personnel to serve as chief restructuring officer and support staff. J & M SALES INC: Seeks to Hire Katten Muchin as Co-Counsel ---------------------------------------------------------- J & M Sales Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Katten Muchin Rosenman LLP, as co-counsel to the Debtors. J & M Sales Inc. requires Katten Muchin to: a. provide legal advice with respect to the Debtors' powers and duties as debtors in possession in the continued operation of their business and management of their properties; b. prepare and pursue a restructuring, including a potential sale, process a confirmation of a plan and approval of a disclosure statement; c. prepare on behalf of the Debtors, necessary applications, motions, answers, orders, reports, and other legal papers; d. appear in the Bankruptcy Court and protect the interests of the Debtors before the Bankruptcy Court; e. provide assistance, advice and representation concerning any investigation of the assets, liabilities, and financial condition of the Debtors that may be required under local, state or federal or orders of the Bankruptcy Court or any other court of competent jurisdiction; f. provide counsel and representation with respect to assumption or rejection of executor contracts and leases, sales of assets and other bankruptcy-related matters arising from the Chapter 11 cases; g. advise the Debtors regarding matters of bankruptcy law; h. render advice with respect to general corporate and litigation issues related to the Chapter 11 cases, including securities, corporate finance, labor, tax and commercial matters; and i. perform all other services assigned by the Debtors to Katten Muchin as co-counsel to the Debtors. Katten Muchin will be paid at these hourly rates: Partners $740 to $1,350 Associates $425 to $875 On July 2, 2018, Katten Muchin received an initial retainer of $2,000,000. On July 13, 2018, Katten Muchin received an additional advance fee of $200,000. On July 20, 2018, Katten Muchin received an additional $200,000 advance fee. On August 1, 2018, Katten Muchin received an additional advance fee of $400,000 to replenish the Retainer. Prior to the petition date, Katten Muchin applied $506,014.72 of the Retainer, leaving a balance of $493,985.28 held in the firm's trust account. Katten Muchin will also be reimbursed for reasonable out-of-pocket expenses incurred. William B. Freeman, a partner at Katten Muchin Rosenman, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Katten Muchin can be reached at: William B. Freeman, Esq. Karen B. Dine, Esq. Jerry L. Hall, Esq. KATTEN MUCHIN ROSENMAN LLP 575 Madison Avenue New York, NY 10022 Tel: (202) 940-8800 Fax: (202) 940-8776 E-mail: bill.freeman@kattenlaw.com karen.dine@kattenlaw.com jerry.hall@kattenlaw.com About J & M Sales Inc. National Stores is a 344-store chain in 22 U.S. states and Puerto Rico. National Stores currently does business as Fallas, Fallas Paredes, Fallas Discount Stores, Factory 2-U, Anna's Linen's by Fallas, and Falas (spelled with single "l" in Puerto Rico). Fallas, which emplolys 9,800 people, is a discount retailer offering value-priced merchandise, including apparel, bedding and household supplies. The brands of National Stores are located in retail plazas, specialty centers, and downtown areas to serve the communities its customers and staff members call home. National Stores, Inc., and its affiliates sought Chapter 11 protection and Aug. 6, 2018, and announced that Hilco Merchant Resources, LLC, is conducting going-out-of-business sales for 74 stores. The lead case is In re J & M Sales Inc. (Bankr. D. Del. Lead Case No. 18-11801). J & M Sales estimated assets and debt of $100 million to $500 million as of the bankruptcy filing. The Hon. Laurie Selber Silverstein is the case judge. The Debtors tapped Katten Muchin Rosenman LLP as general bankruptcy counsel, Pachulski Stang Ziel & Jones LLP as bankruptcy co-counsel, Retail Consulting Services, Inc., as real estate advisor, Imperial Capital, LLC, as investment banker, and Prime Clerk LLC as the claims and noticing agent. SierraConstellation Partners, LLC, is providing personnel to serve as chief restructuring officer and support staff. J & M SALES INC: Seeks to Hire Pachulski Stang as Co-Counsel ------------------------------------------------------------ J & M Sales Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Pachulski Stang Ziehl & Jones LLP, as co-counsel to the Debtors. J & M Sales Inc. requires Pachulski Stang to: a. provide legal advice with respect to the Debtors' powers and duties as debtors-in-possession in the continued operation of their business and management of their properties; b. prepare on behalf of the Debtors any necessary applications, motions, answers, orders, reports, and other legal papers; c. appear in the Bankruptcy Court on behalf of the Debtors; d. prepare and pursue a restructuring, including a potential sale process a confirmation of a plan and approval of a disclosure statement; and e. perform other legal services for the Debtors that may be necessary and proper in the bankruptcy proceedings. Pachulski Stang will be paid at these hourly rates: Partners $650 to $1,295 Of Counsel $595 to $1,025 Associates $495 to $595 Paraprofessionals $295 to $395 Pachulski Stang has receied payments from the Debtors during the year prior to the petition date in the amount of $450,000 in connection with the preparation of initial documents and the prepetition representation of the Debtors. Pachulski Stang will also be reimbursed for reasonable out-of-pocket expenses incurred. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the following is provided in response to the request for additional information: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference. Response: Pachulski Stang represented the Debtors for one month during the 12 month period prepetition. The material financial terms for the prepetition engagement remained the same as the engagement was hourly-based subject to economic adjustment. The billing rates and material financial terms for the postpetition period remain the same as the prepetition period subject to an annual economic adjustment. The standard hourly rates of Pachulski Stang are subject to periodic adjustment in accordance with the Firm's practice. Question: Has your client approved your prospective budget and staffing plan, and, if so for what budget period? Response: The Debtors and Pachulski Stang expect to develop a prospective budget and staffing plan to comply with the U.S. Trustee's request for information and additional disclosures, recognizing that in the course of the Chapter 11 case, there may be unforeseeable fees and expenses that will need to be addressed by the Debtors and Pachulski Stang. Richard M. Pachulski, partner of Pachulski Stang Ziehl & Jones LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Pachulski Stang can be reached at: Richard M. Pachulski, Esq. Peter J. Keane, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 North Market Street, 17th Floor Wilmington, DE 19899-8705 Telephone: (302) 652-4100 Facsimile: (302) 652-4400 E-mail: rpachulski@pszjlaw.com pkeane@pszjlaw.com About J & M Sales Inc. National Stores is a 344-store chain in 22 U.S. states and Puerto Rico. National Stores currently does business as Fallas, Fallas Paredes, Fallas Discount Stores, Factory 2-U, Anna's Linen's by Fallas, and Falas (spelled with single "l" in Puerto Rico). Fallas, which emplolys 9,800 people, is a discount retailer offering value-priced merchandise, including apparel, bedding and household supplies. The brands of National Stores are located in retail plazas, specialty centers, and downtown areas to serve the communities its customers and staff members call home. National Stores, Inc., and its affiliates sought Chapter 11 protection and Aug. 6, 2018, and announced that Hilco Merchant Resources, LLC, is conducting going-out-of-business sales for 74 stores. The lead case is In re J & M Sales Inc. (Bankr. D. Del. Lead Case No. 18-11801). J & M Sales estimated assets and debt of $100 million to $500 million as of the bankruptcy filing. The Hon. Laurie Selber Silverstein is the case judge. The Debtors tapped Katten Muchin Rosenman LLP as general bankruptcy counsel, Pachulski Stang Ziel & Jones LLP as bankruptcy co-counsel, Retail Consulting Services, Inc., as real estate advisor, Imperial Capital, LLC, as investment banker, and Prime Clerk LLC as the claims and noticing agent. SierraConstellation Partners, LLC, is providing personnel to serve as chief restructuring officer and support staff. J & M SALES INC: Taps Mr. Kroll of SierraConstellation as CRO ------------------------------------------------------------- J & M Sales Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Mr. Curt Kroll of SierraConstellation Partners, LLC, as chief restructuring officer to the Debtors. J & M Sales Inc. requires SierraConstellation to: a. prepare the Debtors' cash flow forecasts and financing requirements; b. assist and support the Debtors and their investment banker in identifying, negotiating, and closing the debtor-in- possession financing; c. assist and support the Debtors and their investment banker in identifying, negotiation, and closing an asset sale; d. prepare petitions, schedules, and statements for the Debtors' bankruptcy filing; e. provide assistance in the management of schedules and report for filing in a court-supervised proceedings; f. provide testimony and serve as the responsible party for reporting requirements in Delaware; g. provide interim management support related to the Debtors' operations and cash flow management during the bankruptcy process; h. provide management support in evaluating and responding to parties during negotiation, including landlords, vendors, potential buyers, and other key constituents; i. provide analysis and services related to lease assumptions, rejections, modifications, or terminations; j. interact with the unsecured creditors committee, and assist in the preparation of management reports; and k. assist in the drafting and confirming of a plan of reorganization, if necessary. SierraConstellation will be paid at these hourly rates: Lawrence Perkins, Engagement Principal $575 Curt Kroll, CRO $400 Managing Directors $450-$625 Senior Directors $525 Directors $375-$475 Associates $250-$350 Analysts $100-$200 Administrative Staffs $115 On June 25, 2018 SierraConstellation received a retainer of $100,000 as retainer. On July 2018 and additional amount of $100,000 was paid by the Debtors to SierraConstellation. On August 1, 2018, SierraConstellation received a replenishment of the Retainer of $300,000 to cover fees and expenses incurred prior to the petition date. As of the petition date, SierraConstellation is holding $186,751.39 as a Retainer. SierraConstellation will also be reimbursed for reasonable out-of-pocket expenses incurred. Kurt Kroll, senior director of SierraConstellation Partners, LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. SierraConstellation can be reached at: Kurt Kroll SIERRACONSTELLATION PARTNERS, LLC 400 South Hope Street, Suite 1050 Los Angeles, CA 90071 Tel: (213) 289-9060 About J & M Sales Inc. National Stores is a 344-store chain in 22 U.S. states and Puerto Rico. National Stores currently does business as Fallas, Fallas Paredes, Fallas Discount Stores, Factory 2-U, Anna's Linen's by Fallas, and Falas (spelled with single "l" in Puerto Rico). Fallas, which emplolys 9,800 people, is a discount retailer offering value-priced merchandise, including apparel, bedding and household supplies. The brands of National Stores are located in retail plazas, specialty centers, and downtown areas to serve the communities its customers and staff members call home. National Stores, Inc., and its affiliates sought Chapter 11 protection and Aug. 6, 2018, and announced that Hilco Merchant Resources, LLC, is conducting going-out-of-business sales for 74 stores. The lead case is In re J & M Sales Inc. (Bankr. D. Del. Lead Case No. 18-11801). J & M Sales estimated assets and debt of $100 million to $500 million as of the bankruptcy filing. The Hon. Laurie Selber Silverstein is the case judge. The Debtors tapped Katten Muchin Rosenman LLP as general bankruptcy counsel, Pachulski Stang Ziel & Jones LLP as bankruptcy co-counsel, Retail Consulting Services, Inc., as real estate advisor, Imperial Capital, LLC, as investment banker, and Prime Clerk LLC as the claims and noticing agent. SierraConstellation Partners, LLC, is providing personnel to serve as chief restructuring officer and support staff. J.C. PENNEY: Moody's Cuts CFR to B3, Outlook Stable --------------------------------------------------- Moody's Investors Service downgraded Penney Company, Inc. Corporate Family Rating to B3 from B2. Moody's also downgraded Penney Corporation, Inc.'s senior secured ABL Revolving Credit Facility to Ba3 from Ba2, its senior secured term loan and senior secured notes to B1 from Ba3, its senior secured second lien notes downgraded to Caa1 from B3 and its senior unsecured notes were downgraded to Caa2 from Caa1. The rating outlook is stable. The company's SGL-1 rating has been affirmed. "J.C. Penney's decision to aggressively liquidate additional inventory for the remainder of this year will be a significant headwind to its operating performance," Moody's Vice President Christina Boni stated. "New leadership will be critical to improving the company's execution and returning to growth" Boni further stated. Downgrades: Issuer: Penney (J.C.) Company, Inc. Probability of Default Rating, Downgraded to B3-PD from B2-PD Corporate Family Rating, Downgraded to B3 from B2 Issuer: Penney (J.C.) Corporation, Inc. Senior Secured Term Loan, Downgraded to B1 (LGD3) from Ba3 (LGD3) Senior Secured Regular Bond/Debenture, Downgraded to B1 (LGD3) from Ba3 (LGD3) Senior Secured ABL Revolving Credit Facility, Downgraded to Ba3 (LGD2) from Ba2 (LGD2) Senior Secured Regular Bond/Debenture 2nd lien , Downgraded to Caa1 (LGD4) from B3 (LGD4) Senior Unsecured Medium-Term Note Program, Downgraded to (P)Caa2 from (P)Caa1 Senior Unsecured Regular Bond/Debenture, Downgraded to Caa2 (LGD5) from Caa1 (LGD5) Senior Unsecured Shelf, Downgraded to (P)Caa2 from (P)Caa1 Outlook Actions: Issuer: Penney (J.C.) Company, Inc. Outlook, Remains Stable Affirmations: Issuer: Penney (J.C.) Company, Inc. Speculative Grade Liquidity Rating, Affirmed SGL-1 RATINGS RATIONALE J.C. Penney's credit profile is supported by the company's very good liquidity with approximately $2.2 billion - $182 million of cash and $2.0 billion of undrawn revolving credit commitments as of August 4, 2018. Moody's expects the company will generate minimal free cash flow in fiscal 2018 as the company works to improve its competitive position. Debt/EBITDA is estimated to approach 6.8 times at fiscal year-end 2018. The need to reduce inventory levels and connect more effectively with its core customer suggests that leverage levels will remain elevated as the company works with new leadership to define and execute its strategy to return to stabilizing its market position and improving profitability. The credit is also constrained by the structural challenges facing the department store segment, which include market share losses to off-price retailers and the cost of investments associated with managing consumer preferences for online shopping. Ratings could be upgraded if the company has consistent growth in sales and operating earnings indicating its business initiatives are succeeding. Quantitatively ratings could be upgraded if debt/EBITDA is sustained below 6.0x times and the company maintains its very good liquidity profile. Ratings could be downgraded if credit metrics were to weaken such that company's very good liquidity profile were to materially erode. Quantitatively, ratings could be downgraded if Debt/EBITDA was sustained above 7.0x. J.C. Penney Company, Inc. is the holding company of J.C. Penney Corporation, Inc., a U.S. department store operator headquartered in Plano, Texas, with over 860 stores in the United States and Puerto Rico. J.C. PENNEY: S&P Cuts Issuer Credit Rating to 'B-', Outlook Neg. ---------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Plano, Texas-based J.C. Penney Co. Inc. (JCP) to 'B-' from 'B'. The outlook is negative. S&P said, "We also lowered the issue-level rating on the secured debt ($1.604 billion term loan due 2023 and the $500 million senior secured notes due 2023) to 'B' from 'B+'. The '2' recovery ratings on this debt is unchanged, indicating our expectation for substantial (70%-90%; rounded estimate: 85%) recovery in the event of a payment default. "We are also lowering the issue-level rating on the unsecured debt and secured second lien notes to 'CCC+' from 'B-'. The '5' recovery rating on this debt is unchanged, indicating our expectation for modest (10%-30%; rounded estimate: 20%) recovery in the event of default. "The downgrade reflects continued weak operating results, compounded by persistently ineffective inventory management that has been a primary contributor to margin pressure and, in our view, indicates increasing execution risk. JCP has continued to significantly underperform our expectations despite a leaner store fleet (JCP closed 141 stores in fiscal 2017) and repeated efforts in previous quarters to right-size inventory. Most recently in Q2, gross margin fell 160 bps and comparable-sales were only slightly positive as elevated promotional activity was not enough to drive meaningful sales growth. We believe that the departure of JCP's former CEO in May has further exacerbated the company's operational struggles, and heightens operational risk going forward given the uncertainty around JCP's long-term strategy. We now expect free operating cash flow to be around $20 million in 2018, down from our previous expectation of $180 million for the year. This could pressure the company's ability to invest in its business, including its omni-channel segment. We view these investments as critical to JCP's ability to attract customers." The negative outlook reflects the heightened risk that operating performance will not materially improve over the next 12 months due to further operational setbacks and uncertainty around the company's strategy and path forward under new leadership. S&P's forecast leverage in the mid-7.0x area, fixed-charge coverage in the mid-1.0x range, and FOCF to be flat at year end fiscal 2018. For 2019, S&P expects leverage in the mid-to-high 6.0x, fixed-charge coverage in the mid-1.0x, and FOCF to be moderately positive. S&P said, "We could lower the rating if we no longer expect operating performance in 2019 will rebound in line with our expectations. This could happen if operational missteps recur resulting in continued depressed EBITDA margins, or if JCP is unable to deliver on key strategic initiatives in home, beauty, and apparel. Under this scenario, sales and EBITDA margin would remain relatively flat, resulting in negligible free cash flows. This type of performance could lead us to view the capital structure as unsustainable. We could also lower the ratings if we believe the likelihood of a distressed exchange or proactive debt restructuring has increased. "We could revise the outlook to stable if the company can improve its performance such that we expect leverage to decline to less than 6.5x. In addition, we would expect free operating cash flow of more than $50 million on an annual basis and for EBITDA margins to improve to at least 7%. This could occur if the company establishes a track record of effective inventory management, and has a clear and viable long-term business and financial strategy following the appointment of a new CEO." JDHG LLC: Approval Hearing on Plan Outline Set for Oct. 2 --------------------------------------------------------- Bankruptcy Judge Enrique S. Lamoutte Inclan is set to hold a hearing on Oct. 2, 2018 at 10:00 A.M. to consider and rule upon the adequacy of JDHG, LLC's disclosure statement explaining its chapter 11 plan. Written objections to the disclosure statement must be filed and served not less than 14 days prior to the hearing. A copy of the Disclosure Statement jointly filed by JDHG, LLC, Caribbean Winds, Inc., August Sage Holdings, LLC, and Green Horizon, Inc., is available at: http://bankrupt.com/misc/prb18-02811-11-68.pdf About JDHG LLC JDHG, LLC owns hotel furniture and fixtures at Wind Chimes Inn located in San Juan, Puerto Rico, and boat bar equipment valued at $65,255 in total. The company has accounts receivable of $4.6 million. JDHG sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. P.R. Case No. 18-02810) on May 21, 2018. In the petition signed by John B. Dennis Brull, president, the Debtor disclosed $4.67 million in assets and $19.24 million in liabilities. Judge Mildred Caban Flores presides over the case. JTJ DESIGN STUDIO: Unsecureds to Recover 100% Plus 2.08% Interest ----------------------------------------------------------------- JTJ Design Studio Inc., d/b/a Vertical Space and Studio JTJ, Inc. submit a small business disclosure statement in support of their joint plan of reorganization dated August 9, 2018. The Debtors are New York corporations and operate a construction business throughout the New York City area. Studio JTJ employs the construction laborers who work on projects originated and managed by JTJ Design. The business specializes in new construction, refurbishment of existing facilities, and specialized construction for eating and drinking establishments, office, retail/commercial, and residential & industrial sectors. General unsecured creditors under the plan are classified in Classes 2 and 3 and will receive a distribution of 100% of their allowed claims plus interest at the rate of 2.08% to be distributed as lump sum payment on the effective date or such date as the claim is allowed by final non-appealable order. Payments and distributions under the Plan will be funded by future revenue and operations of the Debtors. The Debtors will be the disbursing agents under the Plan. Each Debtor will be responsible for making the payments to its respective creditors. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/nyeb1-18-41064-35.pdf About JTJ Design Studio JTJ Design Studio Inc., d/b/a Vertical Space, filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 18-41064) on Feb. 27, 2018, estimating under $1 million in both assets and liabilities. The Debtor tapped Lawrence F. Morrison, Esq., at Morrison-Tenenbaum, PLLC, as counsel, and Denis L. Abramowitz CPA PLLC, as accountant. KANAWHA INSURANCE: A.M. Best Cuts Fin. Strength Rating to B(Fair) ----------------------------------------------------------------- A.M. Best has removed from under review with negative implications and downgraded the Financial Strength Rating to B (Fair) from B++ (Good) and the Long-Term Issuer Credit Rating to "bb+" from "bbb+" of Kanawha Insurance Company (Kanawha) (Lancaster, SC). The outlook assigned to these Credit Ratings (ratings) is stable. Concurrently, A.M. Best has withdrawn the ratings as the new parent company, HC2 Holdings, Inc. (HC2), has requested to no longer participate in A.M. Best's interactive rating process. The ratings reflect Kanawha's balance sheet strength, which A.M. Best categorizes as adequate, as well as its weak operating performance, limited business profile and appropriate enterprise risk management. The ratings had previously received lift from its prior ultimate parent organization, Humana Inc., based on Humana's financial strength, as well as its historical implicit and explicit support of Kanahwa. The downgrades reflect the withdrawal of this ratings enhancement, following the announcement on Aug. 9, 2018, of the completion of the sale of Kanawha to Continental General Insurance Company, a Texas-based insurance company wholly owned by HC2. LA PALOMA GENERATING: Barred from Seeking Refund for Tax Year 2012 ------------------------------------------------------------------ Chief Bankruptcy Judge Christopher S. Sontchi entered a ruling granting the California State Board of Equalization's motion for summary judgment. The crucial background to the motion is that the La Paloma Generating Company, LLC paid all property taxes assessed to the Facility located in Kern County, California, and thereafter sought a refund of the amounts paid. Now, the La Paloma Liquidating Trust on the one hand, and the California State Board of Equalization and Kern County on the other, are parties to litigation in the Superior Court of the State of California, Los Angeles County concerning the taxable value of the Facility for purposes of computing the Debtors' property tax liability for tax years 2012 to 2016. The Debtors assert that the property values used by SBE and Kern County resulted in the Debtors paying approximately $14 million in excess property taxes over the past five years. The Debtors brought a motion pursuant to section 505 of the Bankruptcy Code requesting that the Court determine the value of the Facility and the Debtors' entitlement to related property tax refunds (the "Determination Motion"). The Court subsequently agreed to hear the taxable value issue in an appropriate order and set the issue for trial on March 6-9, 2018 ("Tax Dispute"). Meanwhile, SBE filed a motion for summary judgment asserting that the Court does not have jurisdiction to hear the Tax Dispute as established in the Determination Motion and Order. SBE's Motion is premised on two grounds: (i) that the Court does not have subject matter jurisdiction to hear the Tax Dispute pursuant to section 505 of the Bankruptcy Code; and (ii) that the Court has no jurisdiction to decide the Tax Dispute on state sovereign immunity grounds. Two jurisdictional arguments support SBE's Motion: the first argument is based on an interpretation of section 505 of the Bankruptcy Code, the other argument rests upon a state sovereign immunity defense under the Eleventh Amendment. Under section 505(a)(2)(B)(i), the Court finds that it has jurisdiction to hear the Determination Motion, however, La Paloma's request would be limited to the amount La Paloma sought before the Board. Furthermore, La Paloma is barred from seeking a refund for the tax year 2012, as it agreed to a unitary value with the SBE and, thus, did not exhaust its administrative remedies. In addition, the Court grants SBE's Eleventh Amendment immunity defense, as SBE has neither waived its argument by consent nor waived its immunity under the consent-by-ratification waiver established in Katz. SBE's motion is, therefore, granted. The bankruptcy case is in re: LA PALOMA GENERATING COMPANY, et al., Chapter 11, Debtors, Case No. 16-12700 (CSS),(Jointly Administered)(Bankr. D. Del.). A full-text copy of the Court's Opinion dated July 25, 2018 is available at https://bit.ly/2Mi4gvP from Leagle.com. La Paloma Generating Company, LLC, Debtor, represented by Peter J. Behmke, Curtis Mallet-Prevost, et al, Craig A. Bruens -- cbruens@debevoise.com -- Debevoise & Plimpton LLP, Mark D. Collins -- collins@rlf.com -- Richards, Layton & Finger, P.A., C. Stephen Davis, Greenburg Traurig, LLP, Andrew Dean, Cindi Eilbott Giglio, Curtis Mallet-Prevost Colt & Mosle LLP, Nick S. Kaluk, III, Debevoise & Plimpton LLP, M. Natasha Labovitz -- nlabovitz@debevoise.com -- Debevoise & Plimpton, Thomas V. Lopez -- tlopwez@debevoise.com -- Debevoise & Plimpton, Jason M. Madron -- madron@rlf.com --Richards, Layton & Finger, P.A., Steven J. Reisman, Katten Muchin Rosenman LLP, Zachary H. Saltzman -- zsaltzman@debevoise.com -- Debevoise & Plimpton LLP, Michael Schaper -- mschaper@debevoise.com -- Debevoise & Plimpton LLP, Turner P. Smith, Curtis, Mallet-Prevost, Colt & Mosle LLP, Kyle J. TumSuden, Curtis Mallet-Provost, Erica S. Weisgerber -- eweisgerber@debevoise.com -- Debevoise & Plimpton LLP & Elie Jonathan Worenklein, Debevoise & Plimpton LLP. U.S. Trustee, U.S. Trustee, represented by Linda J. Casey, Office of United States Trustee. The Liquidating Trustee of the La Paloma Liquidating Trust, Liquidating Trustee, represented by Colin W. Fraser, Greenberg Traurig & Jason M. Madron, Richards, Layton & Finger, P.A. Official Committee of Unsecured Creditors, Creditor Committee, represented by Daren R. Brinkman, Brinkman Portillio Ronk PC, Jason A. Gibson, The Rosner Law Group LLC,Scott J. Leonhardt, The Rosner Law Group LLC, Laura J. Portillo, Brinkman Portillo Ronk, APC, Kevin C. Ronk, Brinkman, Portillio, Ronk, PC & Frederick B. Rosner, The Rosner Law Group LLC. About La Paloma Generating La Paloma Generating Company, LLC, a D.C.-based merchant power generator, and its affiliates La Paloma Acquisition Co, LLC, and CEP La Paloma Operating Company, LLC, filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-12700 to 16-12702) on Dec. 6, 2016. The petitions were signed by Niranjan Ravindran, as the Debtors' authorized person. La Paloma Generating estimated $100 million to $500 million in assets and $500 million to $1 billion in liabilities. The Hon. Christopher S. Sontchi presides over the cases. The Debtors are represented by John J. Rapisardi, Esq., and George A. Davis, Esq., at O'Melveny & Myers LLP, as lead bankruptcy counsel; and Mark D. Collins, Esq., Andrew Dean, Esq., and Jason M. Madron, Esq., at Richards, Layton & Finger, P.A., as Delaware counsel. Lawyers at Curtis, Mallet-Prevost, Colt & Mosle LLP serve as conflicts counsel. Jefferies LLC serves as the Debtors' financial advisor and investment banker, while their claims and noticing agent is Epiq Bankruptcy Solutions. Alvarez & Marsal North America, LLC, is the financial advisor. Maria Aprile Sawczuk has been appointed fee examiner in the bankruptcy case. On Aug. 2, 2017, the Debtors filed a Chapter 11 Plan and Disclosure Statement. Andrew R. Vara, Acting U.S. Trustee for Region 3, on Sept. 5 appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of La Paloma Generating Co. LLC, et al. The committee members are: (1) Argo Chemical, Inc.; (2) PowerFlow Fluid Systems, LLC; and (3) GE Mobile Water, Inc. LC LIQUIDATIONS: Seeks to Hire RSM US LLP as Accountant ------------------------------------------------------- LC Liquidations Corporation, f/k/a Lectrus Corporation, and its debtor-affiliates, seek authority from the U.S. Bankruptcy Court for the Eastern District of Tennessee to employ RSM US LLP, as accountant to the Debtors. LC Liquidations requires RSM US LLP to: -- assist the Debtor in preparing the Debtor’s federal and state income tax returns for the tax year ending December 30, 2017; -- assist the Debtor in calculating estimated tax payments for 2018; and -- assist the Debtor with general with general tax information and explanations. RSM US LLP will be paid a flat fee of $28,000. RSM US LLP will also be reimbursed for reasonable out-of-pocket expenses incurred. Garrick L. Martin, partner of RSM US LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. RSM US LLP can be reached at: Garrick L. Martin RSM US LLP 230 North Elm Street, Suite 1100 Greensbro, NC 27401 Tel: (336) 272-4551 About LC Liquidations Corporation Based in Chattanooga, Tennessee, LC Liquidations Corp., formerly known as Lectrus Corporation -- http://www.lectrus.com/-- designs and manufactures custom metal enclosures and electrical and mechanical integration serving the power, oil and gas, renewable energy, industrial, water and wastewater, transportation, military, mining, data centers, institutional, and commercial markets. The company has two manufacturing facilities located in North America. Lectrus Corp. and parent Lectrus Holding Corporation sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Lead Case No. 17-15588) on Dec. 7, 2017. James P. Beers, vice-president of finance, signed the petitions. At the time of the filing, Lectrus disclosed assets of $13.34 million and liabilities of $35.26 million. Lectrus Holding disclosed zero assets and liabilities totaling $20.55 million. Judge Nicholas W. Whittenburg presides over the cases. The Debtors tapped Baker, Donelson, Bearman, Caldwell & Berkowitz, PC, as counsel; and Livingstone Partners LLC, as investment banker. The U.S. Trustee for Region 8 appointed an official committee of unsecured creditors' in the Debtors' cases. Husch Blackwell LLP is the Committee's legal counsel. LEMEN INC: Seeks to Hire Brian K. McMahon as Attorney ----------------------------------------------------- Lemen, Inc., seeks authority from the U.S. Bankruptcy Court for the Southern District of Florida to employ Brian K. McMahon, P.A., as attorney to the Debtor. Lemen, Inc. requires Brian K. McMahon to: a. give advice to the Debtor with respect to its powers and duties as a debtor in possession; b. advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; c. prepare motions, pleadings, orders, applications, adversary proceedings, and other legal documents necessary in the administration of the case; d. protect the interest of the Debtor in all matters pending before the court; and e. represent the Debtor in negotiation with its creditors in the preparation of a plan. Brian K. McMahon will be paid $1,000 per month. Brian K. McMahon will also be reimbursed for reasonable out-of-pocket expenses incurred. Brian K. McMahon, partner of Brian K. McMahon, P.A., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Brian K. McMahon can be reached at: Brian K. McMahon, Esq. BRIAN K. MCMAHON, P.A. 1401 Forum Way, 6th Floor West Palm Beach, FL 33401 Tel: (561) 478-2500 About Lemen, Inc. Lemen, Inc., based in Fort Pierce, FL, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-19540) on August 4, 2018. The Hon. Erik P. Kimball presides over the case. Brian K. McMahon, Esq., at Brian K. McMahon, P.A., serves as bankruptcy counsel. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Elizabeth Mendez, president. MAIN STREET CAFE: Unsecureds to Recoup 5% in 5 Monthly Installments ------------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Wisconsin has held a hearing on the confirmation of the Chapter 11 Small Business Plan filed by Main Street Cafe Bloomer, LLC. The final hearing is adjourned to September 19, 2018 at 10:00 AM. Under the Debtor's latest plan, each holder of a non-priority, allowed unsecured claims in Class 4 will receive 5% of such holder's allowed unsecured claim payable by the Debtor in five equal monthly installments with the first such installment payable six months after the Effective Date and continuing for each successive month thereafter until five monthly installments have been paid in full by the Debtor. The funds necessary for the payment of the creditors' claims will be derived from the operation of the restaurant and pies sales, and other miscellaneous income. Income of the Debtor is supplemented by the rental of the apartment unit above the restaurant as well as seasonal income for grass mowing and snow plowing performed by Mr. Donald Stoik on behalf of the Debtor. Main Street will retain the property of the estate and continue operation as Debtor-in-Possession. The Plan contemplates there will be no change in management and ownership of Debtor’s assets. Mr. Stoik will retain sole ownership; however, he will contribute $2,000 per month for the first year after confirmation of a $4,000 per month salary into the LLC as additional cash contribution. A copy of the Second Amended Plan is available at: http://bankrupt.com/misc/wiwb1-17-12153-116.pdf About Main Street Cafe Bloomer LLC Main Street Cafe Bloomer, LLC, operates a restaurant at 1418 Main Street, Bloomer, Wisconsin. It also produces pies, which it sells to vendors in western Wisconsin. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wis. Case No. 17-12153) on June 14, 2017. Donald Stoik, its owner, signed the petition. At the time of the filing, the Debtor disclosed that it had estimated assets of less than $100,000 and liabilities of less than $500,000. Judge Catherine Furay presides over the case. Mart W. Swenson, Esq., at The Swenson Law Group serves as the Debtor's legal counsel. MITE LLC: Seeks to Hire Inman Kaminow as Counsel ------------------------------------------------ Mite, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Maryland to employ Inman Kaminow, P.C., as counsel to the Debtor. Mite, LLC, requires Inman Kaminow to: a. provide the Debtor legal advice concerning its powers and duties as debtor-in-possession; b. prepare applications, answers, orders, reports and other legal documents as may become necessary to be filed on behalf of the Debtor; c. file, prosecute, and defense of adversary proceedings as necessary; d. prepare any disclosure statement or plan of reorganization; and e. perform such other legal services as may become necessary and desirable. Inman Kaminow will be paid at the hourly rate of $250. Inman Kaminow will also be reimbursed for reasonable out-of-pocket expenses incurred. David J. Kaminow, partner of Inman Kaminow, P.C., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Inman Kaminow can be reached at: David J. Kaminow, Esq. INMAN KAMINOW, P.C. 611 Rockville Pike, Suite 225 Rockville, MD 20852 Tel: (301) 315-9400 E-mail: dkaminow@kamlaw.net About Mite, LLC Mite, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Md. Case No. 18-19966) on July 27, 2018, disclosing under $1 million in both assets and liabilities. The Debtor is represented by David J. Kaminow, Esq., at Inman Kaminow, P.C. NEIGHBORS LEGACY: Hires Porter Hedges as Bankruptcy Counsel ----------------------------------------------------------- Neighbors Legacy Holdings, Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the Southern District of Texas to employ Porter Hedges LLP, as bankruptcy counsel to the Debtors. Neighbors Legacy requires Porter Hedges to: (a) provide legal advice with respect to the Debtors' rights and duties as debtors in possession and continued business operations; (b) assist, advise and represent the Debtors in analyzing the Debtors' capital structure, investigating the extent and validity of liens, cash collateral stipulations or contested matters; (c) assist, advise and represent the Debtors in postpetition financing transactions; (d) assist, advise and represent the Debtors in the sale of certain assets or companies; (e) assist, advise and represent the Debtors in the formulation of a joint disclosure statement and plan of reorganization and to assist the Debtors in obtaining confirmation and consummation of a joint plan of reorganization; (f) assist, advise and represent the Debtors in any manner relevant to preserving and protecting the Debtors' estates; (g) investigate and prosecute preference, fraudulent transfer and other actions arising under the Debtors' bankruptcy avoiding powers; (h) prepare on behalf of the Debtors all necessary applications, motions, answers, orders, reports, and other legal papers; (i) appear in Court and to protect the interests of the Debtors before the Court; (j) assist the Debtors in administrative matters; (k) perform all other legal services for the Debtors which may be necessary and proper in these proceedings; (l) assist, advise and represent the Debtors in any litigation matter; (m) continue to assist and advise the Debtors in general corporate and other matters previously described in this Application; and (n) provide other legal advice and services, as requested by the Debtors, from time to time. Porter Hedges will be paid at these hourly rates: Partners $425 to $900 Of Counsel $265 to $860 Associates/Staff Attorneys $295 to $555 Paralegals $125 to $335 During the one year prior to the Petition Date, Porter Hedges received $1,975,905.50, including filing fees for these cases, in total compensation from the Debtors for fees and expenses related to restructuring, general corporate work, litigation and other matters as requested by the Debtor. All of such amount was paid in the form of retainers. As of the Petition Date, the balance of the retainer was $165,023.15. Porter Hedges will also be reimbursed for reasonable out-of-pocket expenses incurred. John F. Higgins, partner of Porter Hedges LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Porter Hedges can be reached at: John F. Higgins, Esq. PORTER HEDGES LLP 1000 Main Street, 36th Floor Houston, TX 77002 Tel: (713) 226-6000 Fax: (713) 228-1331 About Neighbors Legacy Holdings Neighbors Legacy Holdings -- http://www.neighborshealth.com/-- and its subsidiaries currently operate 22 freestanding emergency centers throughout the State of Texas, including in the greater Houston area, South Texas, El Paso, the Golden Triangle, the Panhandle, and the Permian Basin. The Emergency Centers are designed to offer an attractive alternative to traditional hospital emergency rooms by reducing wait times, providing better working conditions for physicians and staff, and giving patient care the highest possible priority. The Debtors were founded in Houston in 2008 by nine emergency room physicians. EDMG, LLC, Neighbors Legacy Holdings and several affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 18-33836) on July 12, 2018. In the petition signed by Chad J. Shandler, its chief restructuring officer, the Debtor disclosed less than $50,000 in assets and less than $50,000 in liabilities. Shandler is with CohnReznick LLP. Judge Marvin Isgur presides over the cases. John F Higgins, IV, Esq., at Porter Hedges LLP, serves as counsel to the Debtors. Houlihan Lokey Capital, Inc., is the Debtors' investment bankers. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on July 23, 2018. The committee retained Cole Schotz P.C. as its legal counsel. NEW PITTS PLACE: Seeks to Hire Cohen Baldinger as Counsel --------------------------------------------------------- New Pitts Place, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Columbia to employ Cohen Baldinger & Greenfeld, LLC, as counsel to the Debtor. New Pitts Place requires Cohen Baldinger to: (a) give the Debtor legal advice with respect to powers and duties as debtor-in-possession in the continued operation of their business and management of their property; (b) prepare on behalf of the Debtor as debtor-in-possession necessary applications, answers, orders, reports and other legal papers; and (c) perform all other legal services to the Debtor as debtor- in-possession which may be necessary herein. Cohen Baldinger will be paid at the hourly rate of $400. Cohen Baldinger will be paid a retainer in the amount of $6,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Augustus T. Curtis, partner of Cohen Baldinger & Greenfeld, LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Cohen Baldinger can be reached at: Augustus T. Curtis, Esq. COHEN BALDINGER & GREENFELD, LLC 2600 Tower Oaks Boulevard, Suite 103 Rockville, MD 20852 Tel: (301) 881-8300 About New Pitts Place New Pitts Place, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D.D.C. Case No. 18-00527) on Aug. 2, 2018, estimating under $1 million in assets and liabilities. Augustus T. Curtis, Esq., at Cohen Baldinger & Greenfeld, LLC, is the Debtor's counsel. NORDAM GROUP: Hires Guggenheim Securities as Investment Banker -------------------------------------------------------------- The Nordam Group, Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Guggenheim Securities, LLC, as investment banker to the Debtors. Nordam Group requires Guggenheim Securities to: (a) review and analysis of the business, financial condition and prospects of the Debtors; (b) evaluate the liabilities of the Debtors, their debt capacity and strategic and financial alternatives; (c) evaluate from a financial and capital markets point of view of alternative structures and strategies for implementing a Transaction; (d) prepare offering, marketing or other transaction materials concerning the Debtors and a Transaction for distribution and presentation to the Creditors, Acquirors and Investors; (e) develop and implement a marketing plan with respect to a Transaction; (f) identify and solicit, and the review of proposals received from, the Investors and other prospective Transaction Counterparties; (g) negotiate the applicable Transaction; (h) provide financial advice and assistance to the Debtors in developing and seeking approval of any Transaction, including a Plan, which may be a plan under Chapter 11 of the Bankruptcy Code confirmed in connection with these Cases; (i) participate in hearings before the Court with respect to the matters upon which Guggenheim Securities has agreed to provide advice, including, as relevant, coordinating with the Debtors' legal counsel with respect to testimony in connection therewith; and (j) provide other services as may be agreed upon by Guggenheim Securities and the Debtors in writing during these Cases. Guggenheim Securities will be paid as follows: (a) Monthly Fees. The Debtors will pay Guggenheim Securities a non-refundable Monthly Fee of $175,000 per month, due and payable on the first day of each month during the period of Guggenheim Securities' engagement under the Engagement Letter, in each case, whether or not any Transaction is consummated. Commencing with the tenth Monthly Fee payment made under the Engagement Letter, an amount equal to $75,000 of each $175,000 Monthly Fee payment will be credited (to the extent actually paid and only once) against any Restructuring Transaction Fee, Financing Fee or Sale Transaction Fee payable to Guggenheim Securities pursuant to the Engagement Letter; provided, however, that following the commencement of these Cases, such crediting shall only apply to the extent such Monthly Fees are approved by a final order of the Court. (b) Restructuring Transaction Fee. If (A) any Restructuring Transaction is consummated or (B) (I) an agreement in principle, definitive agreement or Plan to effect a Restructuring Transaction is entered into and (II) concurrently therewith or at any time thereafter, any Restructuring Transaction is consummated, the Debtors will pay Guggenheim Securities a Restructuring Transaction Fee in an amount equal to $3,500,000 upon the consummation of any Restructuring Transaction. (c) Financing Fees. If the Debtors consummates any Financing Transaction or enters into (or becomes bound by) any agreement (including any Plan) pursuant to which a Financing Transaction is subsequently consummated or accepts written commitments (including, but not limited to, execution by the Debtors and any Transaction Counterparty of any commitment letter, securities purchase agreement, backstop agreement or other such definitive commitment documentation) with respect to a Financing Transaction, then, in each case, the Debtors will pay Guggenheim Securities one or more Financing Fees in an amount equal to the sum of: (i) 150 basis points (1.50%) of the aggregate face amount of any debt obligations to be issued or raised by the Debtors in any Debt Financing (including the face amount of any related commitments) (i) that is in the form of debtor- in-possession financing or (ii) that is (or is otherwise generally described and/or marketed to the applicable Transaction Counterparties as being) secured by first priority liens over any portion of the Debtors' or any other person's assets, plus (ii) 300 basis points (3.00%) of the aggregate face amount of any debt obligations to be issued or raised by the Debtors in any Debt Financing (including the face amount of any related commitments) that is not covered by the foregoing subparagraph 14(c)(i) (and, for the avoidance of doubt, that is not in the form of debtor-in-possession financing), plus (iii) 500 basis points (5.00%) of the aggregate amount of gross proceeds raised by the Debtors in any Equity Financing; plus (iv) With respect to any other securities or indebtedness issued that is not otherwise covered by subparagraph 14(c)(i) above, such financing fees, underwriting discounts, placement fees or other compensation as customary under the circumstances and mutually agreed in advance by the Debtors and Guggenheim Securities. Notwithstanding the foregoing, if the Debtors consummates a Debt Financing in the form of debtor-in-possession financing or enters into (or becomes bound by) any definitive agreement pursuant to which a debtor-in-possession financing is subsequently consummated or accepts written commitments with respect to such debtor- in-possession financing, and if commitments for at least 50.0% of the aggregate face amount of debt obligations to be issued or raised in such debtor-in-possession financing are provided by members (or their affiliates) of the Debtors' existing bank facility identified to Guggenheim Securities as of July 17, 2018 and on terms materially consistent with the debtor-in- financing term sheet provided to Guggenheim Securities as of such date (collectively, the "Existing Lenders," and the "Existing Proposal"), then the Financing Fee on account of such debtor-in-possession financing shall equal $200,000; provided, that, if (x) commitments for more than 50.0% of the aggregate face amount of debt obligations to be issued or raised in such debtor-in-possession financing are provided by entities that are not Existing Lenders or (y) commitments in respect of such debtor-in- possession financing are provided on terms that are materially more favorable to the Debtors than as provided by the Existing Proposal, reasonably construed, then, in each case, the Debtors will pay Guggenheim Securities a Financing Fee on account of such debtor-in- possession financing as provided in subparagraph 14(c)(i). The Debtors expressly acknowledges and agrees that a separate Financing Fee will be payable to Guggenheim Securities with respect to each Financing Transaction in the event that more than one Financing Transaction is effected or occurs. (d) Sale Transaction Fee. In the event the Debtors consummates a Sale Transaction or enters into an agreement pursuant to which a Sale Transaction is subsequently consummated, the Debtors will pay Guggenheim Securities a Sale Transaction Fee in an amount equal to the greater of (x) 2.00% of the Aggregate Sale Consideration relating to the Sale Transaction and (y) $2,000,000; provided that if the Acquiror for a Sale Transaction with respect to the Debtors' "maintenance, repair and operating division" is the prospective Acquiror identified to Guggenheim Securities by the Debtors as of July 18, 2018, the Sale Transaction Fee on account of such Sale Transaction shall be 1.25% of the Aggregate Sale Consideration relating to the Sale Transaction. Any such Sale Transaction Fee will be payable promptly upon the consummation of any Sale Transaction. A separate Sale Transaction Fee will be payable to Guggenheim Securities respect to each Sale Transaction in the event that more than one Sale Transaction is effected or occurs. If a Transaction is consummated that would reasonably constitute both a Sale Transaction and a Restructuring Transaction, the applicable transaction fee payable to Guggenheim Securities under the Engagement Letter on account thereof shall be the larger of the Restructuring Transaction Fee or Sale Transaction Fee applicable thereto. Ronen Bojmel, senior managing director of Guggenheim Securities, LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Guggenheim Securities can be reached at: Ronen Bojmel GUGGENHEIM SECURITIES, LLC 330 Madison Avenue New York, NY 10017 Tel: (212) 739-0700 About The Nordam Group Founded in 1969 on family values with multiple, strategically-located operations and customer support facilities around the world, Tulsa-based NORDAM is a leading independently owned aerospace company. The firm designs, certifies and manufactures integrated propulsion systems, nacelles and thrust reversers for business jets; builds composite aircraft structures, interior shells, custom cabinetry and radomes; and manufactures aircraft transparencies, such as cabin windows, wing-tip lens assemblies and flight deck windows. NORDAM also is a major third-party provider of maintenance, repair and overhaul services to the military, commercial airline and air freight markets. The NORDAM Group, Inc. and certain of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-11699) on July 22, 2018. In the petition signed by CRO John C. DiDonato, The NORDAM Group estimated assets of $500 million to $1 billion and liabilities of $100 million to $500 million. The Debtors tapped Weil Gotshal & Manges LLP and Richards, Layton & Finger, P.A., as counsel; Huron Consulting, LLC as financial advisor; Guggenheim Securities, LLC as investment banker; and Epiq Corporate Restructuring, LLC, as the claims and noticing agent. NORDAM GROUP: Hires Mr. DiDonato of Huron Consulting as CRO ----------------------------------------------------------- The Nordam Group, Inc., and its debtor-affiliates, seeks authority from the U.S. Bankruptcy Court for the District of Delaware to employ John C. DiDonato of Huron Consulting Services LLC, as chief restructuring officer to the Debtors. Nordam Group requires Huron Consulting to: a. manage the liquidity position of the businesses, including (i) forecasting cash requirements and (ii) managing those activities that impact the net cash position of the businesses; b. provide due diligence support for transactions being pursued and managing prospective counterparties; c. analyze prospective sales or divestures of operations and assets; d. develop business models and financial planning tools that assess (i) economic impacts of restructuring initiatives and events, (ii) underlying performance of operative divisions and units, (iii) cost saving initiatives, (iv) risks and opportunities of key restructuring initiatives, and (v) key actions required to restructure the business; e. conduct contingency planning exercises that maximize the value of the estates; f. provide bankruptcy case management activities in connection with these chapter 11 cases including (i) serving as the authorized representative of the Debtors, (ii) providing expert reports and testimony, if necessary, (iii) leading the preparation and review of customary financial reporting required by the Debtors, and (iv) managing the requests and direct inquiries of the U.S. Trustee and the Creditors' Committee; g. prepare analysis to evaluate the damage claim resulting from rejection of the Long-Term Purchase Agreement for Nacelle Hardware Products dated October 18, 2010 between the Debtors and Pratt & Whitney Canada Corp. and any other claims asserted; and h. exercise such duties and responsibilities as are customary of interim executive officers at companies of similar size and operations. Huron Consulting will be paid at these hourly rates: Managing Director $750 to $950 Senior Director $650 to $725 Director $550 to $650 Manager $475 to $550 Associate $400 to $435 Huron Consulting will be paid a retainer in the amount of $325,000. The firm will be paid a success fee of $1,500,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. John C. DiDonato, managing director of Huron Consulting Services, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Huron Consulting can be reached at: John C. DiDonato HURON CONSULTING SERVICES LLC 550 West Van Buren Street Chicago, IL 60607 Tel: (312) 583-8700 About The Nordam Group Founded in 1969 on family values with multiple, strategically-located operations and customer support facilities around the world, Tulsa-based NORDAM is a leading independently owned aerospace company. The firm designs, certifies and manufactures integrated propulsion systems, nacelles and thrust reversers for business jets; builds composite aircraft structures, interior shells, custom cabinetry and radomes; and manufactures aircraft transparencies, such as cabin windows, wing-tip lens assemblies and flight deck windows. NORDAM also is a major third-party provider of maintenance, repair and overhaul services to the military, commercial airline and air freight markets. The NORDAM Group, Inc. and certain of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-11699) on July 22, 2018. In the petition signed by CRO John C. DiDonato, The NORDAM Group estimated assets of $500 million to $1 billion and liabilities of $100 million to $500 million. The Debtors tapped Weil Gotshal & Manges LLP and Richards, Layton & Finger, P.A., as counsel; Huron Consulting, LLC as financial advisor; Guggenheim Securities, LLC as investment banker; and Epiq Corporate Restructuring, LLC, as the claims and noticing agent. NORDAM GROUP: Seeks to Hire Epiq as Administrative Advisor ---------------------------------------------------------- The Nordam Group, Inc., and its debtor-affiliates, seeks authority from the U.S. Bankruptcy Court for the District of Delaware to employ Epiq Corporate Restructuring, LLC, as administrative advisor to the Debtors. Nordam Group requires Epiq to: (a) assist with, among other things, solicitation, balloting and tabulation of votes, and prepare any related reports, as required in support of confirmation of a chapter 11 plan, and in connection with such services, process requests for documents from parties in interest, including, if applicable, brokerage firms, bank back- offices and institutional holders; (b) prepare an official ballot certification and, if necessary, testify in support of the ballot tabulation results; (c) assist with the preparation of the Debtors' schedules of assets and liabilities and statements of financial affairs and gather data in conjunction therewith; (d) provide a confidential data room, if requested; (e) manage and coordinate any distributions pursuant to a chapter 11 plan; and (f) provide such other processing, solicitation, balloting and other administrative services described in the Engagement Agreement, but not included in the Section 156(c) Application, as may be requested from time to time by the Debtors, the Court or the Office of the Clerk of the Bankruptcy Court (the "Clerk"). Epiq will be paid at these hourly rates: Executives No Charge Executive Vice President, Solicitation $190 Solicitation Consultant $190 Consultants/Directors/Vice Presidents $160 to $183 Case Managers $70 to $153 IT/Programming $65 to $85 Clerical/Administrative Support $25 to $45 Epiq will be paid a retainer in the amount of $25,000. Epiq will also be reimbursed for reasonable out-of-pocket expenses incurred. Angela Tsai, director of Epiq Corporate Restructuring, LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Epiq can be reached at: Angela Tsai EPIQ CORPORATE RESTRUCTURING, LLC 777 Third Avenue, 12th Floor New York, NY 10017 Tel: (212) 225-9200 About The Nordam Group Founded in 1969 on family values with multiple, strategically-located operations and customer support facilities around the world, Tulsa-based NORDAM is a leading independently owned aerospace company. The firm designs, certifies and manufactures integrated propulsion systems, nacelles and thrust reversers for business jets; builds composite aircraft structures, interior shells, custom cabinetry and radomes; and manufactures aircraft transparencies, such as cabin windows, wing-tip lens assemblies and flight deck windows. NORDAM also is a major third-party provider of maintenance, repair and overhaul services to the military, commercial airline and air freight markets. The NORDAM Group, Inc. and certain of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-11699) on July 22, 2018. In the petition signed by CRO John C. DiDonato, The NORDAM Group estimated assets of $500 million to $1 billion and liabilities of $100 million to $500 million. The Debtors tapped Weil Gotshal & Manges LLP and Richards, Layton & Finger, P.A., as counsel; Huron Consulting, LLC as financial advisor; Guggenheim Securities, LLC as investment banker; and Epiq Corporate Restructuring, LLC, as the claims and noticing agent. NORDAM GROUP: Seeks to Hire Richards Layton as Co-Counsel --------------------------------------------------------- The Nordam Group, Inc., and its debtor-affiliates, seeks authority from the U.S. Bankruptcy Court for the District of Delaware to employ Richards Layton & Finger, P.A., as bankruptcy co-counsel to the Debtors. Nordam Group requires Richards Layton to: a) advise the Debtors of their rights, powers and duties as the Debtors and debtors in possession under chapter 11 of the Bankruptcy Code; b) take action to protect and preserve the Debtors' estates, including the prosecution of actions on the Debtors' behalf, the defense of actions commenced against the Debtors in these chapter 11 cases, the negotiation of disputes in which the Debtors are involved and the preparation of objections to claims filed against the Debtors; c) assist in preparing on behalf of the Debtors all motions, applications, answers, orders, reports and other papers in connection with the administration of the Debtors' estates; d) prosecute on behalf of the Debtors any chapter 11 plan that may be proposed by the Debtors and seeking approval of all transactions contemplated therein and in any amendments thereto; and e) perform other necessary or desirable legal services in connection with these chapter 11 cases. Richards Layton will be paid at these hourly rates: Directors $710-$925 Counsel $610-$625 Associates $320-$595 Paraprofessionals $255 Prior to the Petition Date, Richards Layton received a total payments in the amount of $131,894.98 as retainer, after deducting prepetition expenses and costs. Richards Layton will also be reimbursed for reasonable out-of-pocket expenses incurred. Daniel J. DeFranceschi, partner of Richards Layton & Finger, P.A., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Richards Layton can be reached at: Daniel J. DeFranceschi, Esq. RICHARDS LAYTON & FINGER, P.A. 920 North King Street Wilmington, DE 19801 Tel: (302) 651-7700 E-mail: DeFranceschi@rlf.com About The Nordam Group Founded in 1969 on family values with multiple, strategically-located operations and customer support facilities around the world, Tulsa-based NORDAM is a leading independently owned aerospace company. The firm designs, certifies and manufactures integrated propulsion systems, nacelles and thrust reversers for business jets; builds composite aircraft structures, interior shells, custom cabinetry and radomes; and manufactures aircraft transparencies, such as cabin windows, wing-tip lens assemblies and flight deck windows. NORDAM also is a major third-party provider of maintenance, repair and overhaul services to the military, commercial airline and air freight markets. The NORDAM Group, Inc. and certain of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-11699) on July 22, 2018. In the petition signed by CRO John C. DiDonato, The NORDAM Group estimated assets of $500 million to $1 billion and liabilities of $100 million to $500 million. The Debtors tapped Weil Gotshal & Manges LLP and Richards, Layton & Finger, P.A., as counsel; Huron Consulting, LLC as financial advisor; Guggenheim Securities, LLC as investment banker; and Epiq Corporate Restructuring, LLC, as the claims and noticing agent. NORDAM GROUP: Seeks to Hire Weil Gotshal as Attorney ---------------------------------------------------- The Nordam Group, Inc., and its debtor-affiliates, seeks authority from the U.S. Bankruptcy Court for the District of Delaware to employ Weil Gotshal & Manges LLP, as attorney to the Debtors. Nordam Group requires Weil Gotshal to: a. take all necessary action to protect and preserve the Debtors' estates, including the prosecution of actions on the Debtors' behalf, the defense of any actions commenced against the Debtors, the negotiation of disputes in which the Debtors are involved, and the preparation of objections to claims filed against the Debtors' estates; b. prepare on behalf of the Debtors, as debtors in possession, all necessary motions, applications, answers, orders, reports, and other papers in connection with the administration of the Debtors' estates; c. take all necessary actions in connection with any chapter 11 plan and related disclosure statement and all related documents, and such further actions as may be required in connection with the administration of the Debtors' estates; and d. perform all other necessary legal services in connection with the prosecution of these chapter 11 cases. Weil Gotshal will be paid at these hourly rates: Partners $990 to $1,500 Associates $535 to $975 Paraprofessionals $230 to $390 As of the Petition Date, Weil Gotshal held an advance payment of $39,714.70. Weil Gotshal will also be reimbursed for reasonable out-of-pocket expenses incurred. Ryan Preston Dahl, partner of Weil Gotshal & Manges LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Weil Gotshal can be reached at: Ryan Preston Dahl, Esq. WEIL GOTSHAL & MANGES LLP 767 Fifth Avenue New York, NY 10153 Tel: (212) 310-8000 About The Nordam Group Founded in 1969 on family values with multiple, strategically-located operations and customer support facilities around the world, Tulsa-based NORDAM is a leading independently owned aerospace company. The firm designs, certifies and manufactures integrated propulsion systems, nacelles and thrust reversers for business jets; builds composite aircraft structures, interior shells, custom cabinetry and radomes; and manufactures aircraft transparencies, such as cabin windows, wing-tip lens assemblies and flight deck windows. NORDAM also is a major third-party provider of maintenance, repair and overhaul services to the military, commercial airline and air freight markets. The NORDAM Group, Inc. and certain of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-11699) on July 22, 2018. In the petition signed by CRO John C. DiDonato, The NORDAM Group estimated assets of $500 million to $1 billion and liabilities of $100 million to $500 million. The Debtors tapped Weil Gotshal & Manges LLP and Richards, Layton & Finger, P.A., as counsel; Huron Consulting, LLC as financial advisor; Guggenheim Securities, LLC as investment banker; and Epiq Corporate Restructuring, LLC, as the claims and noticing agent. PARAGON OFFSHORE: Noble's Bid for Arbitration Partly Granted ------------------------------------------------------------ Defendants Noble Corporation PLC et al., filed a motion to dismiss certain counts in Paragon Litigation Trust's complaint in favor of arbitration and to stay the proceedings over certain claims that allegedly occurred as part of the Spin-Off of Paragon Offshore PLC and Noble. Upon review, Bankruptcy Judge Christopher Sontchi grants the motion to compel arbitration for Claim VIII, which applies to the Corporate Defendants, and denies the motion for Claims VI-VII, which would allow the non-signatory Defendants to compel arbitration outside the enforceable scope of the Arbitration Provision. Furthermore, the Court declines to stay either the litigation or arbitration, allowing both to run concurrently. The dispute described in the Complaint centers on alleged misconduct associated with the corporate spin-off of Debtors from Noble. In particular, Counts VI-VIII of the Complaint, alleging claims of (1) breach of fiduciary duty by two former Paragon Directors, (2) aiding and abetting breach of fiduciary duty against certain current and former Noble Directors, and (3) unjust enrichment against the Corporate Defendants. The Complaint also contains counts of actual and constructive fraudulent transfer and recharacterization of debt as equity against the Corporate Defendants. Defendants seek dismissal of certain counts in the Complaint on the grounds that the Trust has failed to state a claim for which relief can be granted, and further seeks to stay any remaining litigation in the Court pending arbitration. Defendants stylize their Motion as one for dismissal "in favor of arbitration and to stay the proceedings," but stated in oral argument that the Motion in fact seeks "to compel arbitration." There can be no question that there is a strong, overwhelming, federal policy in favor of arbitration. The Supreme Court has repeatedly said so, as recently as a few months ago. Yet even the federal policy in favor of arbitration has its limits. This is such a case. Here certain officers and directors of parties to a contract containing a broad Arbitration Provision seek to require the Trust to pursue through arbitration its breach of fiduciary duty claims against those officers and directors--who are not signatories to the contract containing the Arbitration Provision. These Paragon and Noble Directors are expressly excluded from the Arbitration Provision and included in another part of the same contract. Where fiduciaries are so expressly removed from a contract's Arbitration Provision, the Court declines to extend the policy in favor of arbitration to include these fiduciaries of the related entities. At the same time, the Trust's claim for unjust enrichment against the Corporate Defendants that signed the relevant Agreements must proceed through arbitration. Count VIII does not present a critical and predominate part of the proceedings in the Complaint. While Count VIII arguably requires a contractual review, it merely relates back to the allegations and relief sought within the fraudulent conveyance claim. The arbitration of the unjust enrichment claim will proceed concurrently with the litigation in this Court with no stay of either proceeding being granted. A full-text copy of the Court's Opinion dated August 6, 2018 is available at: http://bankrupt.com/misc/deb16-10386-2156.pdf Counsel for the Defendants: Anthony W. Clark Stephen J. Della Penna SKADDEN, ARPS, SLATE, MEAGHER & FLOM, LLP One Rodney Square P.O. Box 636 Wilmington, DE 19899-0636 anthony.clark@skadden.com stephen.dellapenna@skadden.com -and- George A. Zimmerman (Argued) Lauren E. Aguiar Four Times Square New York, NY 10036-6522 george.zimmerman@skadden.com lauren.aguiar@skadden.com -and- Wallis M. Hampton 1000 Louisiana Street, Suite 6800 Houston, TX 77002-5026 wallis.hampton@skadden.com Counsel to Paragon Litigation Trust: Pauline K. Morgan Joel A. Waite Jaime Luton Chapman Michael S. Neiburg YOUNG, CONAWAY STARGATT & TAYLOR, LLP 1000 North King Street Wilmington, DE 19801 pmorgan@ycst.com jwaite@ycst.com jchapman@ycst.com mneiburg@ycst.com -and- Bruce Bennett James O. Johnston JONES DAY 555 South Flower Street, 50th Floor Los Angeles, CA 90071 bbennett@jonesday.com jjohnston@jonesday.com -and- Gregory M. Shumaker David S. Torborg (Argued) 51 Louisiana Avenue, N.W. Washington, DC 20001 gshumaker@jonesday.com dtorborg@jonesday.com -and- Jennifer L. Del Medico Genna L. Ghaul 250 Vesey Street New York, New York 10281 jdelmedico@jonesday.com gghaul@jonesday.com About Prospector Offshore and Paragon Offshore Paragon Offshore Plc, and several affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10385 to 16-10410) on Feb. 14, 2016. The Delaware Bankruptcy Court entered an order on June 7, 2017, confirming the 2016 Debtors' Fifth Joint Chapter 11 Plan of Reorganization. Prospector Offshore Drilling S.a r.l. and three affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 17-11572 to 17-11575) on July 20, 2017. The affiliates are Prospector Rig 1 Contracting Company S.a r.l.; Prospector Rig 5 Contracting Company S.a r.l.; and Paragon Offshore plc (in administration). The Hon. Christopher S. Sontchi presides over the cases. The Debtors are represented by Gary T. Holtzer, Esq., and Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP, and Mark D. Collins, Esq., Amanda R. Steele, Esq., and Joseph C. Barsalona II, Esq., at Richards, Layton & Finger, P.A., as counsel. The Debtors hired as their financial advisors, Lazard Freres & Co. LLC; as their restructuring advisor, AlixPartners, LLP; and as their claims, noticing and solicitation agent, Kurtzman Carson Consultants LLC. In their petition, the Debtors estimated $1 billion to $10 billion in both assets and liabilities. The petitions were signed by Lee M. Ahlstrom as senior vice president and chief financial officer. The Debtors' bankruptcy filing came two days after the Paragon Offshore group completed its corporate and financial reorganization on July 18, 2017. The plan of reorganization under Chapter 11 of the U.S. Bankruptcy Code substantially de-levered Paragon Offshore's ongoing business, eliminating approximately $2.3 billion of secured and unsecured debt. PENINSULA AIRWAYS: Ch. 11 Trustee Hires McHale P.A.as Accountant ---------------------------------------------------------------- Gerard A. McHale, Jr., the Chapter 11 Trustee of Peninsula Airways Inc., d/b/a Penair, filed a second amended application with the U.S. Bankruptcy Court for the District of Alaska seeking approval to hire McHale P.A., as accountant to the Trustee. The Trustee requires McHale P.A. to: a. review all financial information prepared by the Debtor or its accountants, review all of the Debtor's financial information as of the date of the petition date, the Debtor's assets and liabilities; b. review and analyze the organizational structure of and financial interrelationship among the Debtor and its affiliates and insiders, review books of such companies or persons as may be requested for any potential causes of action; c. review and analyze transfers to and from the Debtor to third parties, both pre-petition and post-petition; d. attend at meetings with the Debtor, its creditors, the attorneys of such parties, and with federal, state and local tax authorities; e. review of the books and records of the Debtor for potential preference payments, fraudulent transfers, or any other matters that the Trustee may request; and f. render such other assistance in the nature of accounting services, financial consulting, valuation issues, or other financial projects as the Trustee may deem necessary. McHale P.A. will be paid at these hourly rates: Partners $275 to $400 Managers $125 to $200 Staffs $80 to $140 McHale P.A. will also be reimbursed for reasonable out-of-pocket expenses incurred. Gerard A. McHale, Jr., partner of McHale P.A., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. McHale P.A. can be reached at: Gerard A. McHale, Jr. MCHALE P.A. 1601 Jackson Street, Suite 200 Fort Myers, FL 33901 Tel: (239) 337-0808 About Peninsula Airways Founded in 1955 by Orin Seybert in Pilot Point, Alaska, Peninsula Airways, Inc., doing business as PenAir, is one of the oldest family-owned airlines in the United States and is Alaska's second largest commuter airline. Its main base is Ted Stevens Anchorage International Airport, with other hubs located at Portland International Airport in Oregon, Boston Logan International Airport in Massachusetts and Denver International Airport in Colorado. PenAir currently has a code sharing agreement in place with Alaska Airlines with its flights operated in the state of Alaska as well as all of its flights in the lower 48 states appearing in the Alaska Airlines system timetable. Peninsula Airways filed a Chapter 11 petition (Bankr. D. Alaska Case No. 17-00282) on Aug. 6, 2017. In the petition signed by Daniel P. Seybert, its president, the Debtor estimated assets and liabilities ranging from $10 million to $50 million. The case is assigned to Judge Gary Spraker. Cabot C. Christianson, Esq., at the Law Offices of Cabot Christianson, P.C., is serving as bankruptcy counsel to the Debtor. Dawson Law Group, LLC, is the Debtor's special counsel. The official committee of unsecured creditors formed in the case retained Erik LeRoy, P.C., as counsel. PHILADELPHIA HEALTH: Plan Outline Okayed, Plan Hearing on Sept. 26 ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Eastern District of Pennsylvania is set to hold a hearing on Sept. 26 to consider approval of the Chapter 11 plan for North Philadelphia Health System. The court had earlier approved NPHS' disclosure statement, allowing it to start soliciting votes from creditors. The order, signed by Judge Magdeline Coleman on Aug. 8, set a Sept. 18 deadline for creditors to file their objections and submit ballots of acceptance or rejection of the plan. About North Philadelphia Health System North Philadelphia Health System, a Pennsylvania non-profit, non-stock, non-member corporation, operates the Girard Medical Center, a state-licensed 65-person private psychiatric hospital, and the Goldman Clinic, a medically assisted treatment center located in Philadelphia, Pennsylvania. North Philadelphia Health System sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 16-18931) on Dec. 30, 2016. The petition was signed by George Walmsley III, president & CEO. The Debtor estimated assets and liabilities at $10 million to $50 million. The case is assigned to Judge Magdeline D. Coleman. The Debtor hired Martin J. Weis, Esq. at Dilworth Paxson LLP as counsel; John D. Kutzler, Esq. at Buzby & Kutzler, Attorneys at Law, as special counsel; and SSG Advisors as investment banker. On Jan. 23, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The committee retained Obermayer Rebmann Maxwell & Hippel LLP as its legal counsel and M S Fox Real Estate Group as consultant. On Jan. 11, 2017, the Court entered a Consent Order Directing the Appointment of a Patient Care Ombudsman Pursuant to 11 U.S.C. Sec. 333 and, on Jan. 13, 2017, the Office of the United States Trustee appointed David N. Crapo to serve as the Patient Care Ombudsman in the Debtor's bankruptcy case. PIERSON LAKES: Creditors File Competing Full-Payment Plan --------------------------------------------------------- Pierson Project, L.L.C., Potake Lake, L.L.C., and Rock Hill L.L.C. d/b/a Rock Hill Project, have proposed a Chapter 11 plan of reorganization for Pierson Lakes Homeowners Association that provides for payment in full of general unsecured claims. Under the creditors' proposed plan, Class 2 general unsecured claims will receive 100% distribution, with interest payable in 12 months after the effective date of the plan. The total amount asserted by general unsecured creditors is approximately $3.9 million. Class 2 includes the plan proponents' claim, various de minimus claims totaling $5,000 scheduled by the association, and the disputed claim of EONS Properties, LLC in the amount of $900,000. The plan proposes to create a reserve for the disputed claim of EONS for $900,000, which funds will be collected from Pierson Lakes' homeowner members (other than the proponents and their successors or assigns) through a 12-month assessment process to be instituted by an independent third-party plan administrator. The plan will be funded through Pierson Lakes' cash on hand together with proceeds from the post-confirmation assessment of its members (excluding the plan proponents and their successors or assigns). The assessment will be issued within 30 days of confirmation and each assessed member will be invoiced on a monthly basis thereafter for a period of 12 months beginning 30 days thereafter, according to the association's disclosure statement filed on Aug. 9 with the U.S. Bankruptcy Court for the Southern District of New York. A copy of the disclosure statement is available for free at: http://bankrupt.com/misc/nysb18-22463-57.pdf The creditors are represented by: Dawn Kirby, Esq. Erica R. Aisner, Esq. DELBELLO DONNELLAN WEINGARTEN WISE & WIEDERKEHR, LLP One North Lexington Avenue White Plains, New York 10601 Tel: (914) 681-0200 About Pierson Lakes Homeowners Association Inc. Pierson Lakes Homeowners Association, Inc., is a tax-exempt homeowners association based in Sterlington, New York. Pierson Lakes Homeowners Association filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 18-22463) on March 27, 2018. In the petition signed by Sean Rice, president, the Debtor disclosed $1.55 million in assets and $3.49 million in liabilities. The Hon. Robert D. Drain presides over the case. Gary M. Kushner, Esq., and Scott D. Simon, Esq., at Goetz Fitzpatrick LLP, serve as bankruptcy counsel to the Debtor. PIERSON LAKES: Proposes to Pay Unsecured Creditors in Full ---------------------------------------------------------- General unsecured creditors of Pierson Lakes Homeowners Association, Inc., will be paid in full under its proposed plan to exit Chapter 11 protection. Under the plan, general unsecured claims are classified in Classes 3 and 4. Class 3 consists of convenience claims, which will be paid in full on the effective date of the plan. Class 3 is unimpaired and holders of convenience claims are not entitled to vote to accept or reject the plan. Meanwhile, Class 4 consists of the general unsecured claim of Pierson Project LLC, Potake Lake LLC, and Rock Hill LLC in an amount not greater than $2,552,744.75. These creditors will receive a 100% distribution on the allowed claim, plus interest. Class 4 is unimpaired and holders of the Class 4 claim are not entitled to vote to accept or reject the plan. Distributions under the plan will be funded by the collection of maintenance dues under authorized budgets approved by Pierson Lakes' board of directors and by the special plan assessment, according to the association's disclosure statement filed on Aug. 9 with the U.S. Bankruptcy Court for the Southern District of New York. A copy of the disclosure statement is available for free at: http://bankrupt.com/misc/nysb18-22463-55.pdf About Pierson Lakes Homeowners Association Inc. Pierson Lakes Homeowners Association, Inc., is a tax-exempt homeowners association based in Sterlington, New York. Pierson Lakes Homeowners Association filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 18-22463) on March 27, 2018. In the petition signed by Sean Rice, president, the Debtor disclosed $1.55 million in assets and $3.49 million in liabilities. The Hon. Robert D. Drain presides over the case. Gary M. Kushner, Esq., and Scott D. Simon, Esq., at Goetz Fitzpatrick LLP, serve as bankruptcy counsel to the Debtor. PORTABELLA'S INC: Amended Disclosures OK'd; Oct. 2 Plan Hearing --------------------------------------------------------------- Bankruptcy Judge Henry W. Van Eck approved Portabella's, Inc.'s amended disclosure statement explaining its amended plan of reorganization dated August 5, 2018. Sept. 17, 2018 is fixed as the last day for submitting written acceptances or rejections of the plan, and the last day for filing and serving written objections to confirmation of the plan. Oct. 2, 2018 at 9:30 AM in the Bankruptcy Courtroom, Third Floor, The Ronald Reagan Federal Building, Third and Walnut Streets, Harrisburg, Pennsylvania, is fixed for the hearing on confirmation of the plan. As previously reported by the Troubled Company Reporter, the amended plan added the claim of the Commonwealth of Pennsylvania, Department of Environmental Protection in Class XI. The amended plan also incorporated the agreement with PADEP. A copy of the Amended Plan is available for free at: http://bankrupt.com/misc/pamb1-17-02370-85.pdf About Portabella's, Inc Portabella's, Inc. owns a restaurant located at 2495 E. Harrisburg Pike Middletown, Pennsylvania. It is a small business debtor as defined in 11 U.S.C. Section 101(51D). The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 17-02370) on June 6, 2017. The petition was signed by Justin L. Nicholson, president. At the time of the filing, the Debtor estimated its assets and liabilities at $1 million to $10 million. The case is assigned to Judge Henry W. Van Eck. Lawrence G. Frank, Esq. at Law Office of Lawrence G. Frank represents the Debtor. The Debtor previously sought bankruptcy protection on Feb. 10, 2014 (Bankr. M.D. Pa. Case No. 14-00542). PRAGAT PURSHOTTAM: Hires Richard L. Hirsh as Bankruptcy Counsel --------------------------------------------------------------- Pragat Purshottam, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Illinois to employ Richard L. Hirsh, P.C., as bankruptcy counsel to the Debtor. Pragat Purshottam requires Richard L. Hirsh to: a. provide legal advice with respect to the Debtor's powers and duties as a Debtor-in-Possession in the continued operation of its business; b. take all necessary action on behalf of the Debtor to protect and preserve the Debtor's estate, including prosecuting actions on behalf of the Debtor, negotiating any and all litigation in which the Debtor is involved, and objecting to claims filed against the Debtor's estate; c. prepare on behalf of the Debtor all necessary motions, answers, orders, reports, and other legal papers in connection with the administration of the Debtor's estate; d. attend meetings and negotiate with representation of creditors and other parties in interest, attend court hearings, and advise the Debtor on the conduct of its Chapter 11 case; e. perform any and all other legal services for the Debtor in connection with the Chapter 11 case and with the implementation of the Debtor's plan of reorganization; f. advise and assist the Debtor regarding all aspects of the plan confirmation process, including, but not limited to, negotiating and drafting a plan of reorganization and accompanying disclosure statement, securing the approval of a disclosure statement, soliciting votes in support of plan confirmation, and securing confirmation of the plan; g. provide legal advice and legal services with respect to litigation, and other general non-bankruptcy legal issues for the Debtor to the extent requested by the Debtor; and h. render such other services as may be in the best interests of the Debtor in connection with any of the foregoing and all other necessary or appropriate legal services in connection with this Chapter 11 case. Richard L. Hirsh will be paid at these hourly rates: Attorneys $400 Paraprofessionals $75 Richard L. Hirsh will be paid a retainer in the amount of $10,000. Richard L. Hirsh will also be reimbursed for reasonable out-of-pocket expenses incurred. Richard L. Hirsh, partner of Richard L. Hirsh, P.C., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Richard L. Hirsh can be reached at: Richard L. Hirsh, Esq. RICHARD L. HIRSH, P.C. 1500 Eisenhower Lane, Suite 800 Lisle, IL 60532 Tel: (630) 434-2600 E-mail: richala@sbcglobal.net About Pragat Purshottam Pragat Purshottam, Inc., is a real estate company that owns a commercial property located at 270-280 Glen Ellyn Road, Bloomingdale, Illinois. The company valued the property at $500,000. Pragat Purshottam sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 18-20221) on July 19, 2018. In the petition signed by Nikunj Patel, manager, the Debtor disclosed $505,578 in assets and $1,559,150 in liabilities. Judge Carol A. Doyle presides over the case. PRESCRIPTIVE NUTRITION: Taps Sodoma Law as Bankruptcy Counsel ------------------------------------------------------------- Prescriptive Nutrition & Fitness, LLC, d/b/a Golds Gym of Mooresville, seeks authority from the U.S. Bankruptcy Court for the Western District of North Carolina (Statesville) to employ Sodoma Law, P.C., as bankruptcy counsel. Standard hourly rates charged by Sodoma are: John C. Woodman $300 Paralegal $130 Staff $65 Professional services Sodoma will render are: a. provide legal advice concerning the responsibilities as chapter 11 debtor-in-possession ans the continued management of the business; b. negotiate, prepare and pursue confirmation of a chapter 11 plan and approval of disclosure statement, and all related reorganization agreements and/or documents; c. prepare all necessary motions, applications, reports, orders, objections and the like associated with prosecuting the chapter 11 case; d. prepare and appear in Bankruptcy Court to protect the Debtor's best interest; e. perform all other legal services for the Debtor which may become necessary in this chapter 11 case; and f. prosecute and defend the Debtor in all adversary proceedings related to the base case. John C. Woodman, Esq., at Sodoma Law, P.C., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. The Firm may be reached at: John C. Woodman, Esq. Sodoma Law, P.C. 211 East Boulevard Charlotte, NC 28203 Phone: 704-442-0000 About Prescriptive Nutrition Prescriptive Nutrition & Fitness, LLC, owns the Golds Gym of Mooresville in Mooresville, North Carolina. The Company filed a Chapter 11 petition (Bankr. W.D.N.C. Case No. 18-50481) on July 25, 2018, estimating under $1 million in both assets and liabilities. Sodoma Law, P.C., is the Debtor's bankruptcy counsel. PRODUCTION PATTERN: Plan Confirmation Hearing Set for Oct. 4 ------------------------------------------------------------ Bankruptcy Judge Bruce T. Beesley entered an order approving Production Pattern and Foundry Co., Inc.'s disclosure statement, dated April 16, 2018, and as supplemented on July 16, 2018, referring to its plan of reorganization. Sept. 20, 2018 is fixed as the last day for serving written ballots accepting or rejecting the Debtor's Plan of Reorganization, and the last day for filing and serving written objections/oppositions to confirmation of the Plan. Oct. 4, 2018 at 10:00 a.m. is fixed for the hearing on the confirmation request of the Plan, as may be amended. The Debtor must amend its Plan of Reorganization consistent with the Supplement to Debtor's Disclosure Statement and must file any amendment to the Plan and Disclosure Statement no later than August 20, 2018. The Troubled Company Reporter previously reported that Class 5 general unsecured creditors will be paid 100% of their allowed claims within seven years of the Effective Date, with interest at the discount rate of 4% per annum, commencing to accrue interest from the Effective Date until paid in full. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/nvb17-51106-173.pdf About Production Pattern and Foundry Production Pattern and Foundry Co., Inc. -- http://www.ppfco.com/ -- is a TS-16949 Certified, casting foundry, producing aluminum castings for a wide variety of industries. PPF produces parts and equipment components for a broad spectrum of markets -- from chip-making equipment to drinking fountains. Typical PPF customer applications have included: housings mounting bases, manifolds, valve bodies, door hinges and brackets. The company also has experience in heavy truck manufacturing, semiconductor chip manufacturing equipment, medical and dental equipment manufacturing, construction, utility, packaging machinery and sports equipment industries. Production Pattern filed a Chapter 11 petition (Bankr. D. Nev. Case No. 17-51106) on Sept. 20, 2017. In the petition signed by Arlene Cochran, president, the Debtor estimated assets and liabilities of $10 million to $50 million. The case is assigned to Judge Bruce T. Beesley. The Debtor hired Minden Lawyers, LLC, as its bankruptcy counsel and Harris Law Practice LLC as co-counsel. PUERTO RICO: Peaje Investments Does Not Hold Statutory Lien ----------------------------------------------------------- The United States Court of Appeals for the First Circuit affirms both the Title III court's order granting defendants Puerto Rico et al.'s motion to strike and the primary grounds for its order denying Peaje Investments LLC's request for a preliminary injunction and relief from the stay. The Court otherwise vacate and remand for further proceedings. The Court was asked for the second time to weigh in on Peaje's claim that what it characterizes as its "collateral" is being permanently impaired. Peaje is the beneficial owner of $65 million of uninsured bonds issued by the Puerto Rico Highways and Transportation Authority Peaje alleges that its bonds are secured by a lien on certain toll revenues of the Authority and that, in response to Puerto Rico's financial crisis, the Authority and the Commonwealth of Puerto Rico are diverting funds to which Peaje believes it is entitled under the lien and using them for purposes other than paying the bonds. Because both the Authority and the Commonwealth have commenced bankruptcy cases under Title III of the Puerto Rico Oversight, Management, and Economic Stability Act ("PROMESA"), Peaje instituted the adversary proceedings on consolidated appeal to challenge this diversion. Despite the novelty and complexity of the bankruptcies from which this case arose, three narrow rulings dispose of the appeal: First, the district court did not abuse its discretion in limiting Peaje to its argument that it holds a statutory lien on certain toll revenues of the Authority. Second, Peaje does not hold such a lien. And third, the Court vacates the district court's alternative reasons for denying relief so that they may be reconsidered de novo on a comprehensive, updated record now that it is clear that Peaje has no statutory lien. Whether Peaje waived its non-statutory lien argument is admittedly a close call. One can easily see why the statements to which the Title III court pointed made it appear that Peaje was limiting itself to asserting a statutory lien. At the same time, however, the mutually exclusive nature of a security interest and a statutory lien under the Code invited Peaje's counsel to characterize its lien as statutory (and thus by definition not a security interest), without intending to waive the logically alternative argument, which defendants' prior statements in Peaje I had not made an obvious subject of dispute. Ultimately, what gives the Court confidence that the Title III court did not abuse its discretion in granting the motion to strike is the fact that any waiver here is not permanent, a point that the Title III court itself made. Moreover, even were the Court to rule in favor of Peaje on this issue, and thus consider the other issues on appeal based on the premise that Peaje holds a security interest, the most Peaje could realistically expect to gain is a remand to take a renewed shot at obtaining relief on a supplemented record that reflects where matters now stand. The Court, therefore, affirms the Title III court's holding that, for purposes of the motion on review, Peaje has limited itself to arguments predicated upon its claim that it holds a statutory lien on the Authority's toll revenues. Peaje argues that it holds a statutory lien by virtue of the Enabling Act. But none of the provisions Peaje cites supports his assertion. As the Title III court found, these provisions permit the Authority to secure the payment of bonds by making a pledge of revenues, but they do not require that it do so. Even the language of section 2015 of the Act applies only to funds "pledged . . . pursuant to . . . section 2004(l)," and such pledges are voluntary. Peaje counters that a statutory lien need not be specified "exclusively and formally in some statutory text." Rather, Peaje argues, the Code provides that a statutory lien can arise from specified circumstances or conditions and, in its view, these include "regulatory elaboration and agency action." Peaje is correct about the definition but wrong about its application. In sum, Peaje does not hold a statutory lien. As anticipated by the parties, this conclusion, together with the Court's conclusion that the Title III court did not abuse its discretion in construing the limited nature of Peaje's motion, resolves this appeal. With the only asserted lien (a statutory lien) found not to exist, for purposes of this appeal, Peaje claims no relevant property interest necessary to compel relief from the automatic stay. A full-text copy of the Court's Decision dated August 8, 2018 is available at: http://bankrupt.com/misc/prb17-03567-479.pdf About Puerto Rico Puerto Rico is a self-governing commonwealth in association with the United States that's facing a massive bond debt of $70 billion, a 68% debt-to-GDP ratio and negative economic growth in nine of the last 10 years. The Commonwealth of Puerto Rico has sought bankruptcy protection, aiming to restructure its massive $74 billion debt-load and $49 billion in pension obligations. The debt restructuring petition was filed by Puerto Rico's financial oversight board in U.S. District Court in Puerto Rico (Case No. 17-01578) on May 3, 2017, and was made under Title III of 2016's U.S. Congressional rescue law known as the Puerto Rico Oversight, Management, and Economic Stability Act ('PROMESA'). The Financial Oversight and Management Board later commenced Title III cases for the Puerto Rico Sales Tax Financing Corporation (COFINA) on May 5, 2017, and the Employees Retirement System (ERS) and the Puerto Rico Highways and Transportation Authority (HTA) on May 21, 2017. On July 2, 2017, a Title III case was commenced for the Puerto Rico Electric Power Authority ("PREPA"). U.S. Chief Justice John Roberts has appointed U.S. District Judge Laura Taylor Swain to oversee the Title III cases. The Honorable Judith Dein, a United States Magistrate Judge for the District of Massachusetts, has been designated to preside over matters that may be referred to her by Judge Swain, including discovery disputes, and management of other pretrial proceedings. Joint administration of the Title III cases, under Lead Case No. 17-3283, was granted on June 29, 2017. The Oversight Board has hired as advisors, Proskauer Rose LLP and O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic consultant, Citigroup Global Markets, as municipal investment banker, and Ernst & Young, as financial advisor. Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M. Abelson, Esq., of Proskauer Rose; and Hermann D. Bauer, Esq., at O'Neill & Borges are on-board as attorneys. McKinsey & Co. is the Board's strategic consultant, Ernst & Young is the Board's financial advisor, and Citigroup Global Markets Inc. is the Board's municipal investment banker. Prime Clerk LLC is the claims and noticing agent. Prime Clerk maintains a case web site at https://cases.primeclerk.com/puertorico Epiq Bankruptcy Solutions LLC is the service agent for ERS, HTA, and PREPA. O'Melveny & Myers LLP is counsel to the Commonwealth's Puerto Rico Fiscal Agency and Financial Advisory Authority (AAFAF), the agency responsible for negotiations with bondholders. The Oversight Board named Professor Nancy B. Rapoport as fee examiner and to chair a committee to review professionals' fees. Bondholders' Attorneys Kramer Levin Naftalis & Frankel LLP and Toro, Colon, Mullet, Rivera & Sifre, P.S.C. and serve as counsel to the Mutual Fund Group, comprised of mutual funds managed by Oppenheimer Funds, Inc., and the First Puerto Rico Family of Funds, which collectively hold over $4.4 billion of GO Bonds, COFINA Bonds, and other bonds issued by Puerto Rico and other instrumentalities. White & Case LLP and Lopez Sanchez & Pirillo LLC represent the UBS Family of Funds and the Puerto Rico Family of Funds, which hold $613.3 million in COFINA bonds. Paul, Weiss, Rifkind, Wharton & Garrison LLP, Robbins, Russell, Englert, Orseck, Untereiner & Sauber LLP, and Jimenez, Graffam & Lausell are co-counsel to the ad hoc group of General Obligation Bondholders, comprised of Aurelius Capital Management, LP, Autonomy Capital (Jersey) LP, FCO Advisors LP, and Monarch Alternative Capital LP. Quinn Emanuel Urquhart & Sullivan, LLP and Reichard & Escalera are co-counsel to the ad hoc coalition of holders of senior bonds issued by COFINA, comprised of at least 30 institutional holders, including Canyon Capital Advisors LLC and Varde Investment Partners, L.P. Correa Acevedo & Abesada Law Offices, P.S.C., is counsel to Canyon Capital Advisors, LLC, River Canyon Fund Management, LLC, Davidson Kempner Capital Management LP, OZ Management, LP, and OZ Management II LP (the QTCB Noteholder Group). Committees The U.S. Trustee formed an official committee of retirees and an official committee of unsecured creditors of the Commonwealth. The Retiree Committee tapped Jenner & Block LLP and Bennazar, Garcia & Milian, C.S.P., as its attorneys. The Creditors Committee tapped Paul Hastings LLP and O'Neill & Gilmore LLC as counsel. R. HASSELL HOLDING: Taps Coldwell Banker as Real Estate Broker -------------------------------------------------------------- R. Hassell Holding Company, Inc., seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Coldwell Banker United as a real estate broker, expert and consultant. Pursuant to the Sale Motion, the Debtor's sole shareholder, Royce Hassell, and his wife Silvia Hassell, have requested authority to transfer to the Debtor in part two real estate properties: Property I: Located at 6417 Buffalo Speedway, Houston, Texas, more particularly described as the North Fifty Feet (N. 50') of Block Nine (9), in Block Twelve (12), of WEST UNIVERSITY PLACE, an addition in Harris County, Texas, according to the map or plat thereof, recorded in Volume 444, Page 563 of the Official Real Property Records of Harris County, Texas, having a fair market value according to HCAD in the amount of $2,074,400. Property II: Located at 6421 Buffalo Speedway, Houston, Harris County, Texas, and more particularly described as the South Fifty Feet (S. 50') of Lots Nine (9), in Block Twelve (12), of WEST UNIVERSITY PLACE, an addition in Harris County, Texas , according to the map or plat thereof, recorded in Volume 444, Page 563 of the Official Real Property Records of Harris County, Texas., having a fair market value according to HCAD in the amount of $968,280. Professional services that Coldwell Banker United is to render are: a. act as real estate broker for the Debtor in connection with the sale of Properties I and II; b. consult with the Debtor in areas where the firm may have expertise that the Debtor requires; c. have Eric Campbell, the agent assigned to the project, or other representatives of Coldwell Banker United appear at any hearing to provide expert testimony regarding the value of Properties I & II. d. perform all incidental services, such as providing expert testimony as needed. Coldwell Banker United will a charge a 5% brokerage fee upon the closing of the sale of Properties I & II without the need of a further Court Order. Eric Campbell, broker at Coldwell Banker United, attests that neither he nor his firm holds or represents an interest adverse to the Debtor or its estate on any matter on which Broker is to be employed, and Broker is a disinterested person as defined in 11 U.S.C. Sec. 101(14). The broker can reached through: Eric Campbell Coldwell Banker United, Realtors - Houston 5111 Bellaire Blvd Bellaire, TX 77401 Phone: 713-249-0738 About R. Hassell Holding R. Hassell Holding Company, Inc., is a construction company based in Houston, Texas. R. Hassell Holding Co. filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 18-33541) on June 29, 2018. In the petition signed by Royce J. Hassell, president, the Debtor estimated $1 million to $10 million in assets and liabilities. The case is assigned to Judge Marvin Isgur. Leonard H. Simon, Esq., at Pendergraft & Simon, LLP, serves as the Debtor's counsel. RAILYARD COMPANY: Equity Partners Suit vs D. Frewing et al., Junked ------------------------------------------------------------------- Magistrate Judge Steven C. Yarbrough granted Defendants Craig Dill, David Frewing, and U.S. Bowling Corporation's amended motions to dismiss the case captioned RICK JARAMILLO, STEVE DURAN, RAILYARD BREWING COMPANY, LLC, RINGSIDE ENTERTAINMENT, LLC, Plaintiffs, v. DAVID FREWING, U.S. BOWLING CORPORATION, a Nevada corporation, and CRAIG DILL, Chapter 11 Trustee., Defendants, Case No. 17-00673 JB/SCY (Bankr. D.N.M.). This is not the first lawsuit Plaintiffs Steven Duran and Rick Jaramillo -- equity partners in Railyard Company, LLC -- have pursued against Defendant Dill in his capacity as trustee of the bankruptcy estate. On August 15, 2016, Plaintiffs filed suit against Mr. Dill and attempted to nullify Judge Jacobvitz's order approving his appointment as trustee. Chief Judge William P. Johnson ultimately dismissed the plaintiffs' Complaint on the bases that (1) Defendant Dill, in his capacity as trustee, was immune from suit; (2) the court lacked subject matter jurisdiction because the plaintiffs had not obtained permission to sue Defendant Dill, and (3) the plaintiffs insufficiently served him. In the present case, Defendants filed their Amended Motions to Dismiss on November 1, 2017, and November 6, 2017, respectively. Defendants raise multiple reasons as to why Plaintiffs' Complaint should be dismissed. Both Defendants contend that (1) the Court does not have federal question or diversity jurisdiction; (2) Plaintiffs do not have standing to pursue claims set forth in the Complaint, which are exclusively bankruptcy estate property; (3) Plaintiffs have willfully violated the automatic stay in the bankruptcy proceeding; and (4) Plaintiffs have failed to comply with D.N.M.LR-Civ. 83.7 requiring corporations, partnerships, or business entities to be represented by attorneys authorized to practice law before this Court. Defendant Dill separately also moves for dismissal on the basis that he is entitled to quasi-judicial immunity in his capacity as trustee of the bankruptcy estate and that the Court lacks subject matter jurisdiction because Plaintiffs failed to obtain the permission of the Bankruptcy Court to sue him in that capacity. Defendant Frewing separately contends that Plaintiffs have failed to state a claim against him. It is apparent that no federal law appears on the face of Plaintiffs' Complaint. Plaintiffs' Complaint asserts three causes of action: (1) breach of contract; (2) promissory estoppel; and (3) negligent misrepresentation. Although difficult to parse which facts are alleged to support the various causes of action, these appear to be "garden variety" state law causes of action. Given that Plaintiffs' is asserting state law claims, the Court notes that there is no basis to conclude that Plaintiffs' claims "necessarily turn on a substantial question of federal law.'" For instance, the contract underlying Plaintiffs' breach of contract claim provides that California law would apply to all disputes arising under the contract. Further, even giving Plaintiffs the benefit of the doubt, the Court is unable to conceive of a situation in which either the promissory estoppel or negligent misrepresentation claims would implicate substantial questions of federal law. Accordingly, the Court concludes that there is no basis for the Court to exercise federal question jurisdiction. Plaintiffs are New Mexico citizens for purposes of diversity jurisdiction and at least one Defendant, Defendant Dill, is also a New Mexico citizen. Accordingly, the requirement of complete diversity is not present in this case. Because there is not complete diversity, the Court concludes that the Court cannot exercise diversity jurisdiction over this suit. In sum, the Court does not have subject matter jurisdiction over Plaintiffs' Complaint. Given this lack of jurisdiction, the Court concludes that it is unnecessary to consider Defendants' remaining arguments as to why Plaintiffs' claims should be dismissed. The Court recommends that filing restrictions be placed on Plaintiffs to prevent future frivolous lawsuits against Defendant Dill. Chief Judge Johnson's previous dismissal of Plaintiffs' prior lawsuit against Defendant Dill concluded that Defendant Dill, in his capacity as bankruptcy trustee, is immune from suit. The Court, therefore, recommends that as a precondition to filing future lawsuits Plaintiffs be required to (1) file a petition with the Clerk of Court requesting leave to file a pro se proceeding against Defendant Dill, (2) plaintiffs file with Clerk of Court a notarized affidavit setting out the basis of the causes of action they intend to pursue against Defendant Dill and specifically why the intended causes of action are not directed toward Defendant Dill in his capacity as the bankruptcy trustee, or (3) that they have received permission in bankruptcy court to bring suit against Defendant Dill. A full-text copy of the Court's Findings and Recommendations dated July 24, 2018 is available at https://bit.ly/2Pg1FAk from Leagle.com. Rick Jaramillo, a private citizen, Plaintiff, pro se. Steve Duran, a private person, Plaintiff, pro se. David Frewing, a private Person & U.S. Bowling Corporation, a Nevada Corporation, Defendants, represented by William R. Keleher, Tax, Estate & Business Law, Ltd. Craig Dill, Chapter 11 Trustee, Defendant, represented by Thomas D. Walker -- twalker@walkerlawpc.com -- Walker & Associates, P.C. About Railyard Company Railyard Company, LLC, owns and developed two-story Market Station that houses the REI sporting goods store and other tenants. It filed a Chapter 11 petition (Bankr. D. N.M. Case No. 15-12386) on Sept. 4, 2015. The petition was signed by Richard Jaramillo as managing member. The Debtor is represented by William F. Davis, Esq., at William F. Davis & Associates, P.C., as counsel. The Debtor's Chapter 11 petition says the Company has about $11.2 million in debts and $13.8 million in assets. A Chapter 11 Trustee was appointed for Railyard Company, LLC. The Chapter 11 Trustee hired Hunt & Davis, P.C., as counsel, and Steven W. Johnson, CPA, LLC as accountant. Railyard Brewing Company, LLC, filed a Chapter 11 petition (Bankr. D.N.M. Case No. 16-12829) on November 16, 2016, and is represented by Michael K. Daniels, Esq. REAGOR-DYKES MOTORS: Hires Mr. Schleizer of BlackBriar as CRO ------------------------------------------------------------- Reagor-Dykes Motors, LP, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the Northern District of Texas to employ Bob Schleizer of BlackBriar Advisors LLC, as chief restructuring officer to the Debtors. Reagor-Dykes Motors requires BlackBriar to: a. review all aspects of operations, accounting, and the business activities of the Debtors, the accounting services for certain non-Debtor operating entities, the work for which will be necessary to provide full accounting pictures of the Debtors; b. evaluate the Debtors inventory and other assets; c. evaluate the Debtors capital needs; d. set and adjust compensation for other employees of the Debtors; e. review the Debtors' books and records; f. conduct investigation as it deems necessary to fulfill the required components of their engagements; g. direct the preparation of budget projections, cash disbursements and receipts and results of operations to determine long and short-term needs; h. provide CFO and outside accounting services that will include preparation of the Debtors' Monthly Operating Reports; i. oversee the analysis and investigation of possible recapitalization or merger options and the determination of whether any such possibilities could reach fruition; j. pursue and oversee a sale process for the Debtors' assets if BlackBriar in consultation with Ownership determines it is in the best interest of the estates; k. oversee the process for determining whether formulation and filing of a joint chapter 11 plan and disclosure statement is a viable possibility; and l. perform other services as directed by the Bankruptcy Court and mutually agreed by BlackBriar. BlackBriar will be paid at these hourly rates: Partners and Managing Directors $395 Senior Directors $345 Directors $295 Senior Financial Analysts $245 Financial Analysts $175 BlackBriar will also be reimbursed for reasonable out-of-pocket expenses incurred. Bob Schleizer, managing director of BlackBriar Advisors, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. BlackBriar can be reached at: Bob Schleizer BLACKBRIAR ADVISORS LLC 3131 McKinney Ave., Suite 600 Dallas, TX 75204 Tel: (214) 599-8600 About Reagor-Dykes Motors Dykes Auto Group -- https://www.reagordykesautogroup.com/ -- is a dealer of automobiles headquartered in Lubbock, Texas. The Company offers new and used vehicles, automobile parts, and other related accessories, as well as car financing, leasing, repair, and maintenance services. Some of its new vehicles include brands like Ford, Toyota, GMC, Cadillac, Chevrolet and Buick. Reagor-Dykes Motors, LP, based in Lubbock, TX, and its debtor-affiliates sought Chapter 11 protection (Bankr. N.D. Tex. Lead Case No. 18-50214) on Aug. 1, 2018. In its petition, the Debtors estimated $10 million to $50 million in both assets and liabilities. The petition was signed by Bart Reagor, managing member of Reagor Auto Mall I, LLC, general manager and Rick Dykes, managing member of Reagor Auto Mall I, LLC, general partner. The Hon. Robert L. Jones presides over the case. David R. Langston, Esq., at Mullin Hoard & Brown, L.L.P., serves as bankruptcy counsel. BlackBriar Advisors LLC, is providing a chief restructuring officer for the Debtor. REBUILTCARS CORP: Oct. 9 Disclosure Statement Hearing ----------------------------------------------------- Bankruptcy Judge Timothy A. Barnes will convene a hearing on Oct. 9, 2018 at 10:30 a.m. to consider approval of Rebuiltcars Corporation's third amended disclosure statement describing its third amended plan of reorganization dated August 1, 2018. If at the conclusion of said hearing the Disclosure Statement with Addendum is approved by the court, the Court will immediately hold a hearing to consider confirmation of the Plan with Addendum. Sept. 7, 2018, is fixed as the last day to file written acceptances or rejections of the plan. About Rebuiltcars Corp Rebuiltcars Corporation filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 17-11811) on April 14, 2017. The petition was signed by Mindaugas Kazakevicius, president. The Debtor estimated $50,000 to $100,000 in assets and $500,000 to $1 million in liabilities. The case is assigned to Judge Timothy A. Barnes. The Debtor is represented by Paul M. Bach, Esq., at the Bach Law Offices. REDEEMED CHRISTIAN: Hires CCD Inc. as Financial Consultant ---------------------------------------------------------- Redeemed Christian Church of God, River of Live, seeks authority from the U.S. Bankruptcy Court for the District of Maryland to employ CCD, Inc., as financial consultant to the Debtor. Redeemed Christian requires CCD Inc. to: -- assist the Debtor in finding financing alternatives; and -- provide guidance and conceptual understanding to the Debtor as its seeks alternatives avenues to fund its reorganization. CCD Inc. will be paid $10,000 flat fee, which shall be paid with an initial deposit of $5,000, and the balance paid 90 days thereafter. Tim Metheny, partner of CCD, Inc., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. CCD Inc. can be reached at: Tim Metheny CCD, INC. 605 W Commerce Drive Bryant, AR 72022 Tel: (501) 847-2895 Fax: (501) 847-9659 About Redeemed Christian Church of God River of Live Redeemed Christian Church of God, River of Life is a tax-exempt religous entity (as described in 26 U.S.C. Section 501). Based in Riverdale, Maryland, the Debtor filed a Chapter 11 petition (Bankr. D. Md. Case no. 18-12290) on Feb. 22, 2018. In the petition signed by Pastor Oluwagbemiga Adekunle, director, the Debtor estimated $50,000 in assets and $1 million to $10 million in liabilities. Judge Wendelin I. Lipp is the case judge. Steven H. Greenfeld, Esq., at Cohen Baldinger & Greenfeld, LLC, is the Debtor's counsel. REO HOLDINGS: Ruling Charging Interest to Redeem Property Reversed ------------------------------------------------------------------ In the case captioned METROPOLITAN GOVERNMENT OF NASHVILLE AND DAVIDSON COUNTY, v. DELINQUENT TAXPAYERS AS SHOWN ON THE 2011 REAL PROPERTY TAX RECORD, No. M2018-00026-COA-R3-CV (Tenn. App.), the Court of Appeals of Tennessee reverses the judgment of the trial court charging REO Holdings, LLC interest past the date it tendered moneys to redeem a Tennessee property, and remands the case for a recalculation of the amount due G Co. Investments, LLC. A delinquent taxpayer's property was sold to G Co. at a tax sale on January 22, 2014. The taxpayer subsequently conveyed her interest in the property to REO Holdings, a third party that redeemed the property, within the one-year statutory redemption period. The proceedings were stayed a year and a half due to the REO Holdings bankruptcy; after the stay was lifted, the trial court held a hearing on the G. Co.’s motion for additional costs and then entered an order finalizing the redemption. In that order, the trial court ruled that REO Holdings was required to, among other things, pay interest on the price paid by the tax-sale purchaser at the tax sale for the entire period between the tax sale and entry of the final order. REO Holdings appeals, arguing that the statute only allowed interest to be charged from the date of the tax sale through the date the redemption process began. At the time of the tax sale in this case, the redemption process was governed by Tennessee Code Annotated sections 67-5-2701-2707.1 The parties do not dispute that the governing version of the statute is the one that was in effect from May 13, 2013, through June 30, 2014. The threshold issue presented in this appeal is whether interest on the purchase price ends when the redemption process is initiated or when it is completed. This determination involves the interpretation of statutes, which is a question of law, and thus the Court reviews the chancery court's decision de novo, without any presumption of correctness. The statutes pertinent to this issue are sections 67-5-2702, -2703, and -2704. Section 2703 lists the costs a redeeming party must submit in order to redeem. Relevant here is the provision that the redeeming party pay "interest at the rate of 10% per annum computed from the date of the sale on the entire purchase price paid at the tax sale." While this provides that the interest begins to accrue on the date of the tax sale, it does not tell us the date through which it accrues. Section 2702 requires a redeeming party to pay the funds specified in section 2703 to the clerk "within one year from the date of entry of the order of confirmation of sale." Because the redeeming party must pay its funds, including interest on the amount paid at the tax sale within one year, there is no authority in the statute for a longer period of interest. G Co. argues that section 2704's directive that "the clerk . . . disburse the purchase price, plus interest at a rate of 10% per annum computed from the date of the sale" is authority on which a court can charge a redeeming party interest on the purchase price after the redemption is filed. The Court disagrees. Section 2704 authorizes a court to impose two different categories of charges: (1) "lawful charges, including property taxes due or delinquent on the property" and amounts "expended to preserve the value of the property2 or to otherwise protest the redemption"; (2) "a reasonable fee to the clerk and master or delinquent tax attorney for the preparation of the notices, motions, and orders required to give effect to the request to redeem the property." Thus, the legislature expressly directed the redeeming party to pay the purchaser for "lawful charges" and to pay the clerk and master or the delinquent tax attorney a "reasonable fee." Had the legislature intended the redeeming party to pay interest while the redemption was proceeding, it could have expressly done so. In sum, the Court holds there was no statutory authority for charging REO interest on the purchase price past the date it filed the funds required under section 2703. A copy of the Court's Opinion dated July 23, 2018 is available at https://bit.ly/2MulBAT from Leagle.com. Charles Walker, Nashville Tennessee, for the appellant, REO Holdings, LLC. S. Madison Roberts, IV -- mroberts@stites.com -- Franklin, Tennessee, for the appellee, G. Co. Investments, LLC. Lora Barkenbus Fox, Nashville, Tennessee, for the appellee, Metropolitan Government of Nashville & Davidson Co. About REO Holdings LLC REO Holdings, LLC, filed a Chapter 11 bankruptcy petition (Bankr. W.D. Tenn. Case No. 16-10414) on Feb. 29, 2016. The Debtor is represented by Thomas Harold Strawn Jr., Esq. On May 6, 2016, the case was transferred to the U.S. Bankruptcy Court for the Middle District of Tennessee. On July 29, 2016, the bankruptcy court ordered the appointment of Eva M. Lemeh as trustee. The trustee hired Manier & Herod, P.C., as special counsel; and Alexander Thompson Arnold PLLC as accountant. On Feb. 29, 2016, Charles E. Walker, who owns a 50% interest in the Debtor, filed a voluntary petition for relief under Chapter 11 with the U.S. Bankruptcy Court for the Western District of Tennessee (Case No. 16-10413). On May 6, 2016, the case was transferred to the U.S. Bankruptcy Court for the Middle District of Tennessee. On Aug. 1, 2016, John C. McLemore was appointed to serve as the Chapter 11 trustee for Mr. Walker. RICK'S PATIO: Wants Court to Approve Proposed Plan Outline ---------------------------------------------------------- According to a notice, Rick's Patio Inc. will file a motion on Sept. 25, 2018, at 2:00 p.m. to ask the U.S. Bankruptcy Court for the Central District of California for an order approving its disclosure statement in support of its chapter 11 plan. The Debtor believes that the motion should be granted because the Disclosure Statement has been prepared by the Debtor and its professionals to provide adequate information to creditors of the estate so that they can intelligently assess the proposed plan of reorganization and vote with regard to its proposed confirmation. The Debtor's Disclosure Statement provides more than enough information to creditors affected by the plan of reorganization. The Disclosure Statement covers what the debtor is, what its business is, how it got into bankruptcy, and how it is going to operate under the Plan and pay its debts in full. Creditors are informed into which class they fall, with their respective voting rights and claim treatment. As such, the Court should approve the Disclosure Statement, authorize its distribution to creditors, and set a hearing for the confirmation of the Chapter 11 Plan. Under the plan, all general unsecured claims in Class 3 will be satisfied in full, with interest at the federal judgment rate on each unpaid balance starting from the Petition Date, within 72 months of the Effective Date. Said simple interest rate is believed to be 2.1% per annum. The funds for implementation of the Plan will come from the funds held by the estate as of the entry of the Confirmation Order and the ongoing operating profits of the Debtor’s business operations. Among the improvements that will allow for the payments called for under the Plan will be a change in the Debtor's lease obligations starting on Nov. 1, 2018. The landlord of the Debtor's warehouse space will have a new tenant then take over the lease obligations for that property, which will save the Debtor $8,000 per month from that time onwards. The Debtor will move its warehouse functions to the rear 7,000 square feet of its current showroom, which will suffice as the Debtor's total inventory levels are lower (but with faster turnover) now than they were during the Prior Case, and as the Debtor is no longer acquiring inventory through the Wells Fargo floor financing; it has been (and will continue to) sell the Wells Fargo-financed units to paydown the balance of the Wells Fargo claim. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/cacb6-18-11806-48.pdf About Rick's Patio, Inc. Rick's Patio, Inc. -- https://spamax.com/ -- is a dealer of hot tubs and new and refurbished spas in Corona, California. The Company is a small business debtor as defined in 11 U.S.C. Section 101(51D). Rick's Patio, Inc. file a chapter 11 petition (Bankr. C.D. Cal. Case No. 17-171) on August 25, 2017. The petition was signed by Richard Joseph Colosimo, vice president. The Hon. Mark D. Houle presides over the case. Robert B Rosenstein, Esq., of Rosenstein & Associates represents the Debtor as bankruptcy counsel. The Debtor hired Shafer & MacRae, CPA as its bankruptcy accountant. At the time of filing, the Debtor estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities. RIVER HACIENDA: Plan Outline Okayed, Plan Hearing on Sept. 19 ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Arizona is set to hold a hearing on Sept. 19 to consider approval of the Chapter 11 plan of reorganization proposed by a group of creditors for River Hacienda Holdings, LLC. The hearing will be held at 2:00 p.m., at Courtroom 329. The court had earlier approved the creditors' disclosure statement after finding that it contains "adequate information." The order, signed by Judge Scott Gan on Aug. 9, set a Sept. 12 deadline for creditors to file their objections and submit ballots of acceptance or rejection of the plan. About River Hacienda Holdings LLC River Hacienda Holdings, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 18-00136) on January 5, 2018. At the time of the filing, the Debtor disclosed that it had estimated assets of less than $500,000 and liabilities of less than $1 million. Judge Scott H. Gan presides over the case. The Debtor is represented by Alan R. Solot, Esq. The Debtor filed a Chapter 11 plan of reorganization on March 26, 2018. On June 18, 2018, River Road Properties, LLC and six other creditors filed a rival reorganization plan for the Debtor. RM DEPOT: Hires Baker & Associates as Attorney ---------------------------------------------- RM Depot, Inc., seeks authority from the U.S. Bankruptcy Court for the Southern District of Texas (Corpus Christi) to employ Reese W. Baker and Baker & Associates to act as the attorney for the Debtor. Professional services to be rendered on behalf of the Debtor by Baker are: a. analyse the financial situation, and rendering advice and assistance to the Debtor; b. advise the Debtor with respect to its duties as a debtor; c. prepare and file all appropriate petitions, schedules of assets and liabilities, statements of affairs, answers, motions and other legal papers; d. represent the Debtor at the first meeting of creditors and such other services as may be required during the course of the bankruptcy proceedings; e. represent the Debtor in all proceedings before the Court and in any other judicial or administrative proceeding where the rights of the Debtor may be litigated or otherwise affected; f. prepare and file a Disclosure Statement and Chapter 11 Plan of Reorganization; and g. assist the Debtor in any matters relating to or arising out of the captioned case. Baker received from the Debtor the amount of $7,000 prior to filing the chapter 11 case. Baker has applied $2,190 to pre-petition fees and expenses and $1,717 to the filing fee. The remaining amount of $3,093 will be held in the IOLTA account of Baker subject to further order of this court. Reese W. Baker, attorney at Baker & Associates, attests that his firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The counsel can be reached through: Reese W. Baker, Esq. Baker & Associates 950 Echo Lane, Suite 200 Houston, TX 77024 Phone: (713) 869-9200 Fax: (713) 869-9100 (Fax) About RM Depot Mattress Depot is located in the greater South Texas area, they currently have six locations proudly serving Corpus Christi, Flourblluff, Portland, Kingsville, Beville, and Victoria, Texas. Mattress Depot is a top retailer for furniture and mattress in its area and it works hard to offer a great selection at great prices. RM Depot, Inc., doing business as Mattress Depot, filed a voluntary petition for relief on July 11, 2018, under Chapter 11 of Title 11, United States Code 11 U.S.C. Sec. 101 (Bankr. S.D. Tex. Case No. 18-20300) on July 11, 2018, listing under $1 million in both assets and liabilities. Reese W. Baker, Esq., at Baker & Associates, is the Debtor's counsel. SAFE HAVEN: Hires Angstman Johnson as Counsel --------------------------------------------- Safe Haven Health Care, Inc., seeks authority from the United States Bankruptcy Court for the District of Idaho (Boise) to hire Matthew T. Christensen and other attorneys from Angstman Johnson as counsel. Professional services Angstman Johnson will render are: a. prepare and file of a petition, Schedules, Statement of Financial Affairs, and other related forms; b. attend at all meetings of creditors, hearings, pretrial conferences, and trials in the case or any litigation arising in connection with the case, whether in state or federal court; c. prepare, file, and present to the Bankruptcy Court of any pleadings requesting relief; d. prepare, file, and present to the court of a disclosure statement and plan of arrangement under Chapter 11 of the Bankruptcy Code; e. review of claims made by creditors or interested parties, preparation, and prosecution of any objections to claims as appropriate; f. prepare and present a final accounting and motion for final decree closing the bankruptcy case; and g. perform all other legal services for the Applicant that may be necessary. The hourly rates of Angstman Johnson's personnel are: T.J. Angstman $325 Wyatt B. Johnson $325 Matthew T. Christensen $325 Sheli Fulcher Koontz $325 Natashs N. Hazlett $275 Erin J. Wayne $235 Anthony Shallat $215 Kaleena M. Beck $215 Chad R. Moody $195 Kevin Gilbert $130 Matthew T. Christensen, practicing attorney and a partner with the law firm of Angstman Johnson, attests that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Matthew T. Christensen, Esq. Chad R. Moody, Esq. ANGSTMAN JOHNSON 3649 N. Lakeharbor Lane Boise, Idaho 83703 Phone: (208) 384-8588 Fax: (208) 853-0117 Email: mtc@angstman.com chad@angstman.com About Safe Haven Health Care Safe Haven Health Care, Inc. -- http://www.safehavenhealthcare.org/ -- provides both in-patient and out-patient psychiatric, skilled nursing and assisted living services. The Company has facilities throughout southwestern, central and eastern Idaho. Safe Haven is a division of CareFix, Inc. Safe Haven Health Care filed a Chapter 11 petition (Bankr. D. Idaho Case No. 18-01044) on Aug. 10, 2018. In the petition signed by Scott Burpee, president, the Debtor disclosed $10,234,818 in assets and $17,313,444 in liabilities. The case is assigned to Judge Jim D. Pappas. Angstman Johnson, led by Matthew Todd Christensen, is the Debtor's counsel. SCHAFFEL DEVELOPMENT: Hires Lazar and Company as Accountant ----------------------------------------------------------- Schaffel Development Company, Inc., seeks authority from the U.S. Bankruptcy Court for the Central District of California to employ Lazar and Company, as accountant to the Debtor. Schaffel Development requires Lazar and Company to prepare the Debtor's 2017 federal and state income tax returns. Lazar and Company will be paid a fee of $12,500. The Debtor owed Lazar and Company the amount of $10,000, such claim is waived upon approval of application. Lazar and Company will also be reimbursed for reasonable out-of-pocket expenses incurred. David Lazar, partner of Lazar and Company, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Lazar and Company can be reached at: David Lazar LAZAR AND COMPANY 21800 Oxnard Street, Suite 250 Woodland Hills, CA 91367 Tel: (818) 981-4200 About Schaffel Development Company Schaffel Development Company, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-11411) on June 1, 2018. In the petition signed by Gary Schaffel, president, the Debtor estimated assets of less than $500,000 and liabilities of less than $500,000. The Debtor hired Lewis Landau, Esq., as counsel; and The Law Offices of Arthur J. Lettenmaier, as special litigation counsel. SCHAFFEL DEVELOPMENT: Hires Lettenmaier as Special Counsel ---------------------------------------------------------- Schaffel Development Company, Inc., seeks authority from the U.S. Bankruptcy Court for the Central District of California to employ The Law Offices of Arthur J. Lettenmaier, as special litigation counsel to the Debtor. Schaffel Development requires Lettenmaier to represent in the appeal in connection with an arbitration regarding a dispute with Element436, LLC, and related entities. Lettenmaier will be paid at these hourly rates: Attorneys $300 to $450 Paralegals $150 Lettenmaier will also be reimbursed for reasonable out-of-pocket expenses incurred. Arthur J. Lettenmaier, a partner of The Law Offices of Arthur J. Lettenmaier, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Lettenmaier can be reached at: Arthur J. Lettenmaier, Esq. THE LAW OFFICES OF ARTHUR J. LETTENMAIER 2900 Adams Street, Suite C-130 Riverside, CA 92504 Tel: (951)226-1312 About Schaffel Development Company Schaffel Development Company, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-11411) on June 1, 2018. In the petition signed by Gary Schaffel, president, the Debtor estimated assets of less than $500,000 and liabilities of less than $500,000. The Debtor hired Lewis Landau, Esq., as counsel; and The Law Offices of Arthur J. Lettenmaier, as special litigation counsel. SERENITY HOMECARE: Hires Fulcrum Advisors as Special Counsel ------------------------------------------------------------ Serenity Homecare, LLC, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the Western District of Louisiana to substitute Fulcrum Advisors, LLC, and Shawn H. Kiefer as special counsel to provide legal advice related to Central Louisiana Home Healthcare, LLC's pending United States District Court Appeal of the Decision of the Medicare Appeals Council's decision with respect to certain alleged overpayments. On March 3, 2017, the Debtor, through counsel Mark A. Mintz, filed a "Complaint for Judicial Review" of the Council's decision in the United States District Court for the Western District of Louisiana, Alexandria Division. This Court granted Debtor's Application to Employ the law firm of Elkins, PLC, and firm attorneys, including Shawn H. Kiefer, on April 12, 2018. Attorney Shawn H. Kiefer has transferred to Fulcrum Advisors, LLC. Debtor requests to substitute Fulcrum Advisors, LLC, and Shawn H. Kiefer as counsel with regards to the judicial review proceeding. Fulcrum Advisors bills for its services at rates ranging between $175.00 per hour for paralegals and $600.00 per hour for senior attorneys. It is anticipated that Shawn H. Kiefer will be primarily responsible for handling the Debtor's matters. His time presently is charged at $400.00 per hour. The counsel can be reached through: Shawn H. Kiefer, Esq. Fulcrum Advisors, LLC 6063 Highway 73 Evergreen, CO 80439 Phone: (303) 670-0690 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. STOCKTON PFA: S&P Raises Rating on 2006A Bonds to BB, Outlook Pos. ------------------------------------------------------------------ S&P Global Ratings has raised its long-term rating and underlying rating (SPUR) four notches to 'BB' from 'B-' on Stockton Public Financing Authority, Calif.'s $9.4 million series 2006A lease revenue refunding bonds, which is an appropriation obligation of the City of Stockton. The outlook is positive. "The rating action reflects our view of the city's sustained strong-to-very strong financial performance, which we think reflects the positive effects of continued cost containment and voter-supported revenue enhancements. We increasingly view this pattern as sustainable, due, in part, to what we view as now institutionalized enhancements to its reserve policy," said S&P Global Ratings credit analyst Chris Morgan. S&P said, "We view it as significant that both the revised reserve policy and its formal budget documents directly link its minimum reserves threshold to the city's intention to avoid a repeat of the circumstances present when the city filed for bankruptcy in 2012. Coupled with a long-term forecast that puts current decisions into a 20-year look into the future, we are optimistic Stockton will be ready to discuss the tradeoffs necessary to maintain financial sustainability the next time its core operating revenues decline. The city, with an estimated population of 315,103, is located in San Joaquin County in the Stockton-Lodi metropolitan statistical area, which S&P considers to be broad and diverse. The city used the bonds to realize interest expense savings by refunding its series 1999 lease revenue bonds, which were originally used to provide a portion of the financing for a police administration building. S&P said, "The positive outlook reflects our view of the likelihood that continued local economic growth, disciplined expenditure growth management, and implementation of recent policy enhancements will sustain a pattern of balanced operations through fiscal 2020, even if new employment contracts lead to higher salary and benefit costs. This could lead us to raise our rating during our two-year outlook horizon. "Because we view the city's willingness to meet its obligations as untested by adverse economic or financial conditions, we could revise the outlook to stable if we see signs that a more difficult budgetary environment--such as if revenue growth reverses or if efforts to improve service quality cause cost growth to exceed revenue growth--leads to weakening performance and flexibility." SUPERIOR HOSPICE MCALLEN: To Pay Unsecureds 100% with Interest -------------------------------------------------------------- Superior Hospice of McAllen, LLC, Superior Hospice, LLC, Superior Home Health Services, LLC, Superior Home Health of San Antonio, LLC, Superior Home Health of Eagle Pass, LLC, and Superior Hospice of Del Rio, LLC filed a joint disclosure statement in support of their plans of reorganization. The Debtors will generally pay non-governmental secured lenders 7% interest on their loans unless otherwise stated in the Plan. The duration of the secured loan payouts shall be in accordance with the stated plan treatment for each creditor. The Debtors will pay general unsecured claims 100% at the federal judgment rate of interest in effect on the confirmation date in quarterly payments over 60 months. The first payments will be made the first day of the first month of the first calendar quarter to occur 180 days after the effective date and subsequent payments will be made the first day of each calendar quarter. Unless otherwise provided, the Debtors will pay unsecured priority employee claims for wages 100% at the federal judgment rate of interest in 12 monthly installments. The first payment will be made the first day of the first month to occur 60 days after the effective date and subsequent payments will be made the first day of each calendar month. The Debtors will continue to manage their financial affairs as they did prior to the bankruptcy filing as a part of their respective Plans of Reorganization. The Debtors will be able to make monthly plan payments with money generated by home health and hospice businesses. The Plan is feasible as a result of the income generated from Debtors' business operations and assets. A full-text copy of the Joint Disclosure Statement is available at: http://bankrupt.com/misc/txwb18-50600-97.pdf About Superior Home Health Services and Affiliates Superior Home Health -- http://superiorforyou.com/-- is a provider of home health and hospice care services with locations in Texas and Nevada. The Debtors are affiliates of Big Guns Petroleum, Inc., which sought bankruptcy protection on March 13, 2018 (Bankr. W.D. Tex. Case No. 18-50569). Superior Home Health Services, LLC and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 18-50597) on March 16, 2018. The petitions were signed by Belinda Juarez, president. The Debtors estimated assets of less than $500,000 and liabilities of less than $1 million. Smeberg Law Firm, PLLC, serves as the Debtors' legal counsel. The Hon. Ronald B. King is assigned to the case. Affiliates that filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Superior Home Health Services, LLC 18-50597 Superior Home Health of Eagle Pass, LLC 18-50598 Superior Home Health of San Antonio, LLC 18-50599 Superior Hospice of McAllen, LLC 18-50600 Superior Hospice of Del Rio, LLC 18-50601 Superior Hospice, LLC 18-50602 An order was entered in March 2018 directing the joint administrative of the chapter 11 cases of Superior Hospice of McAllen, LLC, Superior Hospice, LLC,Superior Home Health Services, LLC, Superior Home Health of San Antonio, LLC, Superior Home Health of Eagle Pass, LLC, and Superior Hospice of Del Rio, LLC. The Superior Hospice of McAllen's case is the lead case. SURFACE DRILLING: Unsecureds to Recoup 15%-25% Under Amended Plan ----------------------------------------------------------------- Surface Drilling of Texas, LLC, filed an amended disclosure statement explaining its amended plan, proposing for the liquidation of Surface Drilling's assets. Unsecured creditors will be paid a pro rata share of all remaining cash generated by the collection of funds from all sources on their allowed claims only. Surface Drilling estimated payment of a total dividend between 15% and 25% on all allowed creditors' unsecured claims, according to the company's first amended disclosure statement filed on Aug. 9. A copy of the first amended disclosure statement is available for free at: http://bankrupt.com/misc/txwb17-70155-109.pdf About Surface Drilling of Texas Surface Drilling sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 17-70155) on Sept. 19, 2017. Tyson Cornwell, its manager, signed the petition. The Debtor disclosed $1.24 million in assets and $2.39 million in liabilities. Founded in 2013, Surface Drilling of Texas, LLC, provides drilling services to the energy industry. It is a small business debtor as defined in 11 U.S.C. Section 101(51D), posting gross revenue of $4 million in 2016 and gross revenue of $2.14 million in 2015. Judge Tony M. Davis presides over the case. Todd J. Johnston, Esq., at McWhorter Cobb & Johnson, LLP, in Lubbock, Texas, serves as counsel to the Debtor. THE WAY OF HOLINESS: Seeks to Hire Boyer and Boyer as Counsel ------------------------------------------------------------- The Way of Holiness Church, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Indiana to employ Boyer and Boyer, as counsel to the Debtor. The Way of Holiness requires Boyer and Boyer to: a. prepare the schedules and statements of financial affairs; b. advise the Debtor with respect to its powers and duties, the management and operations of its property and recovery actions and other legal proceedings with it might bring on behalf of the bankruptcy estate; c. apply for authority to sell certain of the Debtor's assets at one or more private sales and conduct negotiations with prospective buyers and lease agreements and prepare any and all pleadings and motions related to the same; d. conduct financial and other negotiations with advisors and creditors of the Debtor and prepare and propose a disclosure statement plan of reorganization or liquidation, then take necessary steps necessary to confirm such plan; e. prepare on behalf of the Debtor necessary applications, notices, complaints, answers, orders, reports, and other filings and pleadings in the bankruptcy case; f. advise the Debtor in connection with the use, sale and lease of all property, including to use cash collateral and obtain financing; g. advise the Debtor on matters relating to evaluation and assumption, rejection or assignment of executor contracts and unexpired leases; h. appear before the Bankruptcy Court to represent and protect the interest of the Bankruptcy Estate; and i. perform all other legal services which may be necessary and proper for an effective Chapter 11 reorganization. Boyer and Boyer will be paid at the hourly rate of $250. Prior commencement of the bankruptcy case, the Debtor paid Boyer and Boyer an advance payment retainer of $1,996. As of the Petition Date, $0 remains in the client trust account after deducting from the retainer prepetition invoices. Boyer and Boyer will be paid a retainer in the amount of $5,000. Boyer and Boyer will also be reimbursed for reasonable out-of-pocket expenses incurred. R. David Boyer, II, partner of Boyer and Boyer, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Boyer and Boyer can be reached at: R. David Boyer, II, Esq. BOYER AND BOYER 110 W. Berry Street, Suite 1910 Fort Wayne, IN 46802 Tel (260) 407-7123 About The Way of Holiness Church The Way of Holiness Church, Inc., filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ind. Case No. 18-11450) on Aug. 2, 2018, estimating under $1 million in assets and liabilities. The Debtor is represented by R. David Boyer II, Esq., at Boyer & Boyer. VOLUME DRIVE: Hires Edward J. Kaushas as Counsel ------------------------------------------------ Volume Drive, Inc., seeks authority from the U.S. Bankruptcy Court for the Middle District of Pennsylvania to employ Edward J. Kaushas, Esq., as counsel to the Debtor. Volume Drive requires Edward J. Kaushas to: a. prepare all forms, petitions, orders, applications and other legal papers and documents filed with the Bankruptcy Court for the Debtor-in-Possession; b. advise the Debtor on legal matters pertaining said Bankruptcy; c. conduct any negotiations involving the Debtor's rights; d. prepare and file of Bankruptcy pleadings, motions, and related documents in facilitating Debtor's Chapter 11 case; and e. attend the Bankruptcy proceedings in facilitating the Debtor's Chapter 11 Case. Edward J. Kaushas will be paid at the hourly rate of $175. Edward J. Kaushas will also be reimbursed for reasonable out-of-pocket expenses incurred. Edward J. Kaushas, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Edward J. Kaushas can be reached at: Edward J. Kaushas, Esq. KAUSHAS LAW Room 3218 Pittston Ave Scranton, PA 18505 Tel: (570) 299-7487 Fax: (570) 227-3196 E-mail: ekaushas@kaushaslaw.com About Volume Drive Volume Drive Inc., a Pennsylvania corporation engaged in providing cloud storage services to its customers throughout the United States, filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Pa. Case No. 18-03352) on Aug. 9, 2018. The Debtor is represented by Edward J. Kaushas, Esq., at Kaushas Law. WACHUSETT VENTURES: EOHHS Opposes Approval of Amended Disclosures ----------------------------------------------------------------- The Massachusetts Executive Office of Health and Human Services filed an objection to Wachusett Ventures, LLC, and affiliates' first amended disclosure statement for their amended joint plan of reorganization. The basis for the objection is that the disclosure statement does not contain adequate information and the proposed amended joint chapter 11 plan is not confirmable. The EOHHS complains that despite Debtors' prior representations in the cash flow statements that the Commonwealth began recouping monies in April 2018, the Commonwealth has not yet recouped any monies to be applied towards its pre-petition priority tax claim. Additionally, the Debtors failed to make their required post-petition nursing facility user fee payments due on August 1, 2018 pursuant to 101 CMR 512.05. Further, failure of the Debtors to pay their respective post-petition nursing facility user fees may result in EOHHS' referral of the operational licenses to DPH for revocation pursuant to M.G.L. 118E, section 63 and 101 CMR 512.05. The Amended Plan also impermissibly releases third parties, including the insiders Joel Kirchick, Steven Vera, and Raymond Dennehy. A copy of EOHHS' Objection is available at: http://bankrupt.com/misc/mab18-11053-606.pdf About Wachusett Ventures Founded in 2013, Wachusett Ventures, LLC, operates five skilled nursing facilities in Connecticut and Massachusetts and employ approximately 600 people. For the fiscal year 2017, their gross revenue was approximately $54 million. Wachusett Ventures and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Lead Case No. 18-11053) on March 26, 2018. In the petitions signed by Steven Vera, chief operating officer, Wachusett Ventures estimated assets of $1 million to $10 million and liabilities of less than $1 million. Judge Frank J. Bailey presides over the case. The Debtors hired Nixon Peabody LLP as legal counsel; CBIZ Accounting, Tax & Advisory of New York, LLC as financial advisor; Marcum LLP as accountant; and Donlin, Recano & Company, Inc., as claims and noticing agent. The U.S. Trustee for Region 1 on April 6, 2018, appointed five creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of Wachusett Ventures, LLC, and its affiliates. WACHUSETT VENTURES: Plan Not Confirmable, U.S. Trustee Complains ---------------------------------------------------------------- William K. Harrington, the United States Trustee for Region 1, objects to the August 7, 2018 first amended disclosure statement filed by Wachusett Ventures, LLC and affiliates' in support of their amended joint amended plan of reorganization because the Plan is not confirmable. The U.S. Trustee contends that the Plan is not confirmable for the following four reasons: i. The Plan violates 11 U.S.C. section 1129(a)(5). As with its predecessor, the Plan does not comply with 11 U.S.C. section 1129(a)(5), because it does not disclose Messrs. Kirchick, Vera and Dennehy’s post-confirmation compensation, including their benefits, such as car allowances. ii. The Plan is not feasible. The Debtors' post-petition operations are severely cash flow negative. iii. The Plan violates the absolute priority rule. 11 U.S.C. section 1129(b)(2)(B)(ii). General unsecured creditors will not be paid in full under the Plan. The Plan nevertheless permits Messrs. Kirchick, Vera and Dennehy to retain property -- 100% of the membership interests in the reorganized Debtors, plus broad releases, indemnification and exculpation for all personal liability associated with the Debtors plus their salaries plus their undisclosed benefits -- "on account of" their status as insiders and in exchange for $50,000. iv. The Plan impermissibly releases third parties, including Messrs. Kirchick, Vera and Dennehy. The Disclosure Statement is also deficient because: a. it provides an insufficient analysis of intercompany claims that the Debtors will waive under the Plan; b. it provides no historical basis for the Debtors' projections, including a summary of their consolidated post-petition operations; c. the liquidation analysis attached as Exhibit "B" appears to omit general unsecured claims, which likely total between $7 and $10 million; d. it does not explain the circumstances culminating in the Cuzzupoli settlement, its provisions and why the Debtors now consider it to be non-executory; and e. it provides no basis for the third party releases in the Plan. A full-text copy of the U.S. Trustee's Objection is available at: http://bankrupt.com/misc/mab18-11053-604.pdf About Wachusett Ventures Founded in 2013, Wachusett Ventures, LLC, operates five skilled nursing facilities in Connecticut and Massachusetts and employ approximately 600 people. For the fiscal year 2017, their gross revenue was approximately $54 million. Wachusett Ventures and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Lead Case No. 18-11053) on March 26, 2018. In the petitions signed by Steven Vera, chief operating officer, Wachusett Ventures estimated assets of $1 million to $10 million and liabilities of less than $1 million. Judge Frank J. Bailey presides over the case. The Debtors hired Nixon Peabody LLP as legal counsel; CBIZ Accounting, Tax & Advisory of New York, LLC as financial advisor; Marcum LLP as accountant; and Donlin, Recano & Company, Inc., as claims and noticing agent. The U.S. Trustee for Region 1 on April 6, 2018, appointed five creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of Wachusett Ventures, LLC, and its affiliates. WESCO AIRCRAFT: S&P Affirms B Issuer Credit Rating, Outlook Stable ------------------------------------------------------------------ S&P Global Ratings affirmed its ratings, including the 'B' issuer credit rating, on Valencia, Calif.-based Wesco Aircraft Holdings Inc. The outlook is stable. S&P aid, "The affirmation reflects our expectation that Wesco's credit metrics will improve moderately through 2019, but remain consistent with the current rating, as the company's revenue and earnings grow, and operating cash flow becomes a source of cash rather than the use it was in 2017. We expect debt to EBITDA of 5.0x-5.5x and operating cash flow (OCF) to debt of 0%-4% for 2018. This is due to the company's success in winning new contracts, resulting in higher earnings, slightly offset by costs related to its Wesco 2020 initiative to reduce costs and improve operating efficiency, as well investments in inventory. We expect this improvement to continue in 2019, with debt to EBITDA declining to 4.8x-5.2x and OCF to debt improving to 2%-6%. We expect Wesco's revenues to benefit from increased defense spending and growth in build rates on popular commercial aircraft. In addition, we expect the company to realize the benefits from Wesco 2020, resulting in improved profitability and reduced working capital needs. "The stable outlook on Wesco reflects our expectation that the company's credit metrics will improve modestly through 2019 benefiting from new contract wins, as customers regain confidence in the company, and improved operating performance, somewhat offset by increased SG&A and other costs associated with the Wesco 2020 initiative. We expect debt to EBITDA of 5.0x-5.5x in 2018 and 4.8x-5.2x in 2019, and OCF to debt of 0%-4% in 2018 and 2%-6% in 2019. "We could lower our ratings on Wesco in the next 12 months if the company's debt to EBITDA increases above 7x and we do not expect it to improve. This could occur if Wesco's revenue and earnings weaken, likely due to lower demand from its customers or because management's turnaround efforts, including inventory management, have failed. This could also occur if the required investments for the company's new growth are higher than we anticipate, resulting in diminished cash flow. "We could raise the rating on Wesco in the next 12 months if the company is able to benefit from the Wesco 2020 initiative faster than we anticipate, increasing its earnings and cash flow generation, with free cash flow used to reduce its debt. Under this scenario, we would need to see the company's debt to EBITDA improve below 5.0x and its OCF to debt approach 10% on a sustained basis. In addition, we would expect the company's covenant cushion to remain above 15%." [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABBVIE INC ABBV US 61,641.0 (3,375.0) (3,379.0) ABBVIE INC ABBV AV 61,641.0 (3,375.0) (3,379.0) ABBVIE INC 4AB GZ 61,641.0 (3,375.0) (3,379.0) ABBVIE INC 4AB TH 61,641.0 (3,375.0) (3,379.0) ABBVIE INC 4AB QT 61,641.0 (3,375.0) (3,379.0) ABBVIE INC ABBVUSD EU 61,641.0 (3,375.0) (3,379.0) ABBVIE INC ABBVEUR EU 61,641.0 (3,375.0) (3,379.0) ABBVIE INC 4AB GR 61,641.0 (3,375.0) (3,379.0) ABBVIE INC ABBV* MM 61,641.0 (3,375.0) (3,379.0) ABSOLUTE SOFTWRE ABT CN 97.0 (56.5) (35.2) ABSOLUTE SOFTWRE OU1 GR 97.0 (56.5) (35.2) ABSOLUTE SOFTWRE ALSWF US 97.0 (56.5) (35.2) ABSOLUTE SOFTWRE ABT2EUR EU 97.0 (56.5) (35.2) ACELRX PHARMA ACRX US 64.6 (49.0) 39.7 AIMIA INC AIM CN 3,521.5 (190.9) (1,254.4) AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) AMERICA'S CAR-MA CRMT US 455.6 (211.7) 354.4 AMERICA'S CAR-MA HC9 GR 455.6 (211.7) 354.4 AMERICA'S CAR-MA CRMTEUR EU 455.6 (211.7) 354.4 AMERICAN AIRLINE AAL AV 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE AAL TE 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE A1G SW 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE AAL1CHF EU 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE A1G GZ 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE AAL11EUR EU 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE A1G QT 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE AAL US 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE AAL* MM 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE A1G GR 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE AAL1USD EU 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE A1G TH 52,622.0 (869.0) (7,493.0) AMYRIS INC 3A01 GR 118.7 (249.0) (91.8) AMYRIS INC 3A01 TH 118.7 (249.0) (91.8) AMYRIS INC AMRS US 118.7 (249.0) (91.8) AMYRIS INC AMRSUSD EU 118.7 (249.0) (91.8) AMYRIS INC AMRSEUR EU 118.7 (249.0) (91.8) AMYRIS INC 3A01 QT 118.7 (249.0) (91.8) AQUESTIVE THERAP AQST US 46.1 (22.4) 14.3 ASPEN TECHNOLOGY AST GR 264.9 (284.1) (371.1) ASPEN TECHNOLOGY AZPN US 264.9 (284.1) (371.1) ASPEN TECHNOLOGY AZPNUSD EU 264.9 (284.1) (371.1) ASPEN TECHNOLOGY AST TH 264.9 (284.1) (371.1) ASPEN TECHNOLOGY AZPNEUR EU 264.9 (284.1) (371.1) ASPEN TECHNOLOGY AST QT 264.9 (284.1) (371.1) ATLATSA RESOURCE ATL SJ 170.1 (210.5) 6.1 AUTODESK INC ADSK US 3,911.4 (128.6) (154.6) AUTODESK INC AUD TH 3,911.4 (128.6) (154.6) AUTODESK INC AUD GR 3,911.4 (128.6) (154.6) AUTODESK INC ADSK AV 3,911.4 (128.6) (154.6) AUTODESK INC ADSKEUR EU 3,911.4 (128.6) (154.6) AUTODESK INC ADSKUSD EU 3,911.4 (128.6) (154.6) AUTODESK INC ADSK TE 3,911.4 (128.6) (154.6) AUTODESK INC AUD GZ 3,911.4 (128.6) (154.6) AUTODESK INC ADSK* MM 3,911.4 (128.6) (154.6) AUTODESK INC AUD QT 3,911.4 (128.6) (154.6) AUTOZONE INC AZO US 9,301.8 (1,361.6) (247.1) AUTOZONE INC AZ5 GR 9,301.8 (1,361.6) (247.1) AUTOZONE INC AZ5 TH 9,301.8 (1,361.6) (247.1) AUTOZONE INC AZOUSD EU 9,301.8 (1,361.6) (247.1) AUTOZONE INC AZOEUR EU 9,301.8 (1,361.6) (247.1) AUTOZONE INC AZ5 QT 9,301.8 (1,361.6) (247.1) AVALARA INC AVLR US 352.7 142.2 66.3 AVID TECHNOLOGY AVID US 254.0 (176.9) 3.8 AVID TECHNOLOGY AVD GR 254.0 (176.9) 3.8 B4MC GOLD MINES RKFL US 0.2 (0.1) (0.1) BENEFITFOCUS INC BNFT US 181.3 (27.5) (2.3) BENEFITFOCUS INC BTF GR 181.3 (27.5) (2.3) BENEFITFOCUS INC BNFTEUR EU 181.3 (27.5) (2.3) BIOSCRIP INC BIOSUSD EU 566.1 (29.5) 74.4 BLOOM ENERGY C-A BE US 1,184.6 (515.9) 154.6 BLOOM ENERGY C-A 1ZB GR 1,184.6 (515.9) 154.6 BLOOM ENERGY C-A 1ZB QT 1,184.6 (515.9) 154.6 BLUE BIRD CORP BLBD US 331.5 (44.5) 10.8 BLUE RIDGE MOUNT BRMR US 1,060.2 (212.5) (62.4) BOEING CO-BDR BOEI34 BZ 113,195.0 (1,374.0) 8,676.0 BOEING CO-CED BA AR 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BOE LN 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BCO TH 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BACHF EU 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BOEI BB 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BA US 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BA SW 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BA* MM 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BA TE 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BAEUR EU 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BA EU 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BCO GR 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BA AV 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BAUSD SW 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BCO GZ 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BCO QT 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BA CI 113,195.0 (1,374.0) 8,676.0 BOMBARDIER INC-A BDRAF US 25,029.0 (3,829.0) 1,419.0 BOMBARDIER INC-A BBD/A CN 25,029.0 (3,829.0) 1,419.0 BOMBARDIER INC-B BBDB GR 25,029.0 (3,829.0) 1,419.0 BOMBARDIER INC-B BBDB TH 25,029.0 (3,829.0) 1,419.0 BOMBARDIER INC-B BBD/B CN 25,029.0 (3,829.0) 1,419.0 BOMBARDIER INC-B BBDB GZ 25,029.0 (3,829.0) 1,419.0 BOMBARDIER INC-B BBDBN MM 25,029.0 (3,829.0) 1,419.0 BOMBARDIER INC-B BBD/BEUR EU 25,029.0 (3,829.0) 1,419.0 BOMBARDIER INC-B BBDB QT 25,029.0 (3,829.0) 1,419.0 BOMBARDIER INC-B BDRBF US 25,029.0 (3,829.0) 1,419.0 BRINKER INTL BKJ GR 1,347.3 (718.3) (278.1) BRINKER INTL EAT US 1,347.3 (718.3) (278.1) BRINKER INTL BKJ QT 1,347.3 (718.3) (278.1) BRINKER INTL EAT2EUR EU 1,347.3 (718.3) (278.1) BROOKFIELD REAL BRE CN 101.1 (41.7) 5.6 BRP INC/CA-SUB V BRPIF US 2,643.7 (366.1) (166.9) BRP INC/CA-SUB V DOO CN 2,643.7 (366.1) (166.9) BRP INC/CA-SUB V B15A GR 2,643.7 (366.1) (166.9) BUFFALO COAL COR BUC SJ 31.9 (34.4) (49.1) CACTUS INC- A WHD US 406.1 265.3 141.5 CACTUS INC- A 43C GR 406.1 265.3 141.5 CACTUS INC- A WHDEUR EU 406.1 265.3 141.5 CACTUS INC- A 43C QT 406.1 265.3 141.5 CACTUS INC- A 43C TH 406.1 265.3 141.5 CACTUS INC- A WHDUSD EU 406.1 265.3 141.5 CACTUS INC- A 43C GZ 406.1 265.3 141.5 CADIZ INC CDZI US 74.7 (73.9) 17.7 CADIZ INC 2ZC GR 74.7 (73.9) 17.7 CAMBIUM LEARNING ABCD US 150.3 (6.5) (63.3) CARDLYTICS INC CDLX US 140.2 36.8 64.9 CARDLYTICS INC CYX TH 140.2 36.8 64.9 CARDLYTICS INC CYX QT 140.2 36.8 64.9 CARDLYTICS INC CDLXEUR EU 140.2 36.8 64.9 CARDLYTICS INC CDLXUSD EU 140.2 36.8 64.9 CARDLYTICS INC CYX GR 140.2 36.8 64.9 CARDLYTICS INC CYX GZ 140.2 36.8 64.9 CASELLA WASTE CWST US 652.6 (34.7) 1.1 CASELLA WASTE WA3 GR 652.6 (34.7) 1.1 CASELLA WASTE WA3 TH 652.6 (34.7) 1.1 CASELLA WASTE CWSTEUR EU 652.6 (34.7) 1.1 CASELLA WASTE CWSTUSD EU 652.6 (34.7) 1.1 CDK GLOBAL INC C2G QT 3,008.4 (347.3) 818.9 CDK GLOBAL INC CDKUSD EU 3,008.4 (347.3) 818.9 CDK GLOBAL INC C2G TH 3,008.4 (347.3) 818.9 CDK GLOBAL INC CDKEUR EU 3,008.4 (347.3) 818.9 CDK GLOBAL INC C2G GR 3,008.4 (347.3) 818.9 CDK GLOBAL INC CDK US 3,008.4 (347.3) 818.9 CEDAR FAIR LP 7CF GR 2,079.2 (70.1) (127.4) CEDAR FAIR LP FUN US 2,079.2 (70.1) (127.4) CHESAPEAKE ENERG CHK* MM 12,341.0 (117.0) (1,633.0) CHESAPEAKE ENERG CS1 TH 12,341.0 (117.0) (1,633.0) CHESAPEAKE ENERG CHKUSD EU 12,341.0 (117.0) (1,633.0) CHESAPEAKE ENERG CHK US 12,341.0 (117.0) (1,633.0) CHESAPEAKE ENERG CS1 GR 12,341.0 (117.0) (1,633.0) CHESAPEAKE ENERG CHKEUR EU 12,341.0 (117.0) (1,633.0) CHESAPEAKE ENERG CS1 GZ 12,341.0 (117.0) (1,633.0) CHESAPEAKE ENERG CS1 QT 12,341.0 (117.0) (1,633.0) CHOICE HOTELS CZH GR 1,123.0 (204.0) (3.5) CHOICE HOTELS CHH US 1,123.0 (204.0) (3.5) CINCINNATI BELL CIB1 GR 2,166.1 (143.4) 331.1 CINCINNATI BELL CBB US 2,166.1 (143.4) 331.1 CINCINNATI BELL CBBEUR EU 2,166.1 (143.4) 331.1 CLEAR CHANNEL-A C7C GR 4,521.1 (2,079.0) 305.4 CLEAR CHANNEL-A CCO US 4,521.1 (2,079.0) 305.4 CLEVELAND-CLIFFS CLF* MM 3,051.5 (306.3) 1,072.0 CLEVELAND-CLIFFS CLF US 3,051.5 (306.3) 1,072.0 CLEVELAND-CLIFFS CVA TH 3,051.5 (306.3) 1,072.0 CLEVELAND-CLIFFS CLF2 EU 3,051.5 (306.3) 1,072.0 CLEVELAND-CLIFFS CVA GR 3,051.5 (306.3) 1,072.0 CLEVELAND-CLIFFS CVA GZ 3,051.5 (306.3) 1,072.0 CLEVELAND-CLIFFS CVA QT 3,051.5 (306.3) 1,072.0 CLEVELAND-CLIFFS CLF2EUR EU 3,051.5 (306.3) 1,072.0 COGENT COMMUNICA OGM1 GR 700.2 (114.6) 221.8 COGENT COMMUNICA CCOI US 700.2 (114.6) 221.8 COLGATE-BDR COLG34 BZ 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CL EU 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CPA TH 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CLEUR EU 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CLCHF EU 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CL* MM 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CL SW 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CL TE 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV COLG AV 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CLUSD SW 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CPA GZ 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CL US 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CPA GR 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CPA QT 12,650.0 (189.0) 230.0 COMMUNITY HEALTH CYH1USD EU 16,794.0 (289.0) 1,632.0 COMMUNITY HEALTH CYH1EUR EU 16,794.0 (289.0) 1,632.0 COMMUNITY HEALTH CYH US 16,794.0 (289.0) 1,632.0 CONSUMER CAPITAL CCGN US 11.4 (4.6) (2.6) CONVERGEONE HOLD CVON US 1,018.8 (128.2) 44.7 CUMULUS MEDIA-A CMLS US 2,413.5 (498.0) 342.7 DELEK LOGISTICS DKL US 650.3 (129.0) 29.0 DELEK LOGISTICS D6L GR 650.3 (129.0) 29.0 DENNY'S CORP DENN US 334.6 (117.9) (44.5) DENNY'S CORP DENNEUR EU 334.6 (117.9) (44.5) DENNY'S CORP DE8 GR 334.6 (117.9) (44.5) DINE BRANDS GLOB IHP GR 1,650.3 (223.3) 65.6 DINE BRANDS GLOB DIN US 1,650.3 (223.3) 65.6 DOLLARAMA INC DR3 GR 2,052.7 (146.6) 29.8 DOLLARAMA INC DLMAF US 2,052.7 (146.6) 29.8 DOLLARAMA INC DOL CN 2,052.7 (146.6) 29.8 DOLLARAMA INC DOLEUR EU 2,052.7 (146.6) 29.8 DOLLARAMA INC DR3 GZ 2,052.7 (146.6) 29.8 DOLLARAMA INC DR3 TH 2,052.7 (146.6) 29.8 DOLLARAMA INC DR3 QT 2,052.7 (146.6) 29.8 DOMINO'S PIZZA DPZEUR EU 954.6 (2,929.2) 305.5 DOMINO'S PIZZA DPZUSD EU 954.6 (2,929.2) 305.5 DOMINO'S PIZZA EZV QT 954.6 (2,929.2) 305.5 DOMINO'S PIZZA EZV GR 954.6 (2,929.2) 305.5 DOMINO'S PIZZA DPZ US 954.6 (2,929.2) 305.5 DOMINO'S PIZZA EZV TH 954.6 (2,929.2) 305.5 DUN & BRADSTREET DNB US 1,961.9 (758.1) (330.1) DUN & BRADSTREET DB5 GR 1,961.9 (758.1) (330.1) DUN & BRADSTREET DNB1USD EU 1,961.9 (758.1) (330.1) DUN & BRADSTREET DB5 QT 1,961.9 (758.1) (330.1) DUN & BRADSTREET DNB1EUR EU 1,961.9 (758.1) (330.1) DUNKIN' BRANDS G 2DB GR 3,298.7 (817.8) 226.5 DUNKIN' BRANDS G 2DB TH 3,298.7 (817.8) 226.5 DUNKIN' BRANDS G DNKN US 3,298.7 (817.8) 226.5 DUNKIN' BRANDS G DNKNUSD EU 3,298.7 (817.8) 226.5 DUNKIN' BRANDS G 2DB GZ 3,298.7 (817.8) 226.5 DUNKIN' BRANDS G 2DB QT 3,298.7 (817.8) 226.5 DUNKIN' BRANDS G DNKNEUR EU 3,298.7 (817.8) 226.5 EGAIN CORP EGAN US 37.6 (9.2) (10.9) EGAIN CORP EGCA GR 37.6 (9.2) (10.9) EGAIN CORP EGANEUR EU 37.6 (9.2) (10.9) ENPHASE ENERGY E0P GR 218.5 (30.1) 40.7 ENPHASE ENERGY ENPH US 218.5 (30.1) 40.7 ENPHASE ENERGY E0P GZ 218.5 (30.1) 40.7 ENPHASE ENERGY ENPHUSD EU 218.5 (30.1) 40.7 ENPHASE ENERGY E0P QT 218.5 (30.1) 40.7 ENPHASE ENERGY ENPHEUR EU 218.5 (30.1) 40.7 ENPHASE ENERGY E0P TH 218.5 (30.1) 40.7 EVERI HOLDINGS I EVRI US 1,439.8 (120.3) (3.8) EVERI HOLDINGS I G2C TH 1,439.8 (120.3) (3.8) EVERI HOLDINGS I G2C GR 1,439.8 (120.3) (3.8) EVERI HOLDINGS I EVRIUSD EU 1,439.8 (120.3) (3.8) EVERI HOLDINGS I EVRIEUR EU 1,439.8 (120.3) (3.8) EXELA TECHNOLOGI XELAU US 1,728.9 (62.1) (40.6) EXELA TECHNOLOGI XELA US 1,728.9 (62.1) (40.6) FERRELLGAS-LP FGP US 1,532.6 (812.6) 26.0 FERRELLGAS-LP FEG GR 1,532.6 (812.6) 26.0 FUSION CONNECT I GVB GR 638.9 (118.9) (84.3) FUSION CONNECT I FSNN US 638.9 (118.9) (84.3) GAMCO INVESTO-A GBL US 140.2 (44.9) - GNC HOLDINGS INC GNC US 1,499.1 (166.1) 250.2 GNC HOLDINGS INC GNC* MM 1,499.1 (166.1) 250.2 GNC HOLDINGS INC GNC1USD EU 1,499.1 (166.1) 250.2 GOGO INC GOGO US 1,304.3 (228.2) 310.1 GOGO INC GOGOEUR EU 1,304.3 (228.2) 310.1 GOGO INC G0G QT 1,304.3 (228.2) 310.1 GOGO INC G0G GR 1,304.3 (228.2) 310.1 GOOSEHEAD INSU-A 2OX GR 32.0 (26.7) - GOOSEHEAD INSU-A GSHDEUR EU 32.0 (26.7) - GOOSEHEAD INSU-A GSHD US 32.0 (26.7) - GRAFTECH INTERNA EAFUSD EU 1,566.9 (991.0) 422.9 GRAFTECH INTERNA EAF US 1,566.9 (991.0) 422.9 GRAFTECH INTERNA G6G GR 1,566.9 (991.0) 422.9 GRAFTECH INTERNA G6G TH 1,566.9 (991.0) 422.9 GRAFTECH INTERNA EAFEUR EU 1,566.9 (991.0) 422.9 GRAFTECH INTERNA G6G QT 1,566.9 (991.0) 422.9 GREEN PLAINS PAR 8GP GR 92.2 (66.4) 4.0 GREEN PLAINS PAR GPP US 92.2 (66.4) 4.0 GREEN THUMB INDU GTII CN 1.1 (0.5) (0.5) GREENSKY INC-A GSKY US 758.7 (46.5) (65.5) HANGER INC HNGR US 664.4 (35.3) 126.1 HCA HEALTHCARE I 2BH TH 37,742.0 (4,125.0) 2,769.0 HCA HEALTHCARE I HCA US 37,742.0 (4,125.0) 2,769.0 HCA HEALTHCARE I 2BH GR 37,742.0 (4,125.0) 2,769.0 HCA HEALTHCARE I HCA* MM 37,742.0 (4,125.0) 2,769.0 HCA HEALTHCARE I HCAUSD EU 37,742.0 (4,125.0) 2,769.0 HCA HEALTHCARE I HCAEUR EU 37,742.0 (4,125.0) 2,769.0 HCA HEALTHCARE I 2BH QT 37,742.0 (4,125.0) 2,769.0 HELIUS MEDICAL T 26H GR 17.1 (12.1) (12.4) HELIUS MEDICAL T HSM CN 17.1 (12.1) (12.4) HELIUS MEDICAL T HSDT US 17.1 (12.1) (12.4) HERBALIFE NUTRIT HLF US 2,421.5 (779.4) (133.9) HERBALIFE NUTRIT HOO GR 2,421.5 (779.4) (133.9) HERBALIFE NUTRIT HLFUSD EU 2,421.5 (779.4) (133.9) HERBALIFE NUTRIT HLFEUR EU 2,421.5 (779.4) (133.9) HERBALIFE NUTRIT HOO QT 2,421.5 (779.4) (133.9) HORTONWORKS INC HDP US 291.4 (3.6) (5.2) HORTONWORKS INC 14K GR 291.4 (3.6) (5.2) HORTONWORKS INC HDPEUR EU 291.4 (3.6) (5.2) HORTONWORKS INC 14K QT 291.4 (3.6) (5.2) HP COMPANY-BDR HPQB34 BZ 32,087.0 (1,863.0) (3,694.0) HP INC HPQ TE 32,087.0 (1,863.0) (3,694.0) HP INC 7HP TH 32,087.0 (1,863.0) (3,694.0) HP INC 7HP GR 32,087.0 (1,863.0) (3,694.0) HP INC HPQ US 32,087.0 (1,863.0) (3,694.0) HP INC HPQ* MM 32,087.0 (1,863.0) (3,694.0) HP INC HPQUSD SW 32,087.0 (1,863.0) (3,694.0) HP INC HPQEUR EU 32,087.0 (1,863.0) (3,694.0) HP INC 7HP GZ 32,087.0 (1,863.0) (3,694.0) HP INC HWP QT 32,087.0 (1,863.0) (3,694.0) HP INC HPQCHF EU 32,087.0 (1,863.0) (3,694.0) HP INC HPQUSD EU 32,087.0 (1,863.0) (3,694.0) HP INC HPQ SW 32,087.0 (1,863.0) (3,694.0) HP INC HPQ CI 32,087.0 (1,863.0) (3,694.0) IDEXX LABS IDXX AV 1,520.7 (40.8) (34.5) IDEXX LABS IX1 GZ 1,520.7 (40.8) (34.5) IDEXX LABS IDXX TE 1,520.7 (40.8) (34.5) IDEXX LABS IDXX US 1,520.7 (40.8) (34.5) IDEXX LABS IX1 GR 1,520.7 (40.8) (34.5) IDEXX LABS IX1 QT 1,520.7 (40.8) (34.5) IDEXX LABS IX1 TH 1,520.7 (40.8) (34.5) INFRASTRUCTURE A IEA US 180.2 (118.2) (20.7) INNOVIVA INC HVE GR 338.7 (155.4) 171.9 INNOVIVA INC HVE TH 338.7 (155.4) 171.9 INNOVIVA INC HVE QT 338.7 (155.4) 171.9 INNOVIVA INC INVAUSD EU 338.7 (155.4) 171.9 INNOVIVA INC INVA US 338.7 (155.4) 171.9 INNOVIVA INC INVAEUR EU 338.7 (155.4) 171.9 INNOVIVA INC HVE GZ 338.7 (155.4) 171.9 INSPIRED ENTERTA INSE US 206.6 (5.0) (7.7) INTERNAP CORP IP9N GR 724.7 (5.0) (33.2) INTERNAP CORP INAP US 724.7 (5.0) (33.2) INTERNAP CORP INAPEUR EU 724.7 (5.0) (33.2) IRONWOOD PHARMAC IRWD US 618.2 (44.0) 184.6 IRONWOOD PHARMAC I76 GR 618.2 (44.0) 184.6 IRONWOOD PHARMAC I76 QT 618.2 (44.0) 184.6 IRONWOOD PHARMAC IRWDEUR EU 618.2 (44.0) 184.6 ISRAMCO INC IRM GR 110.2 (14.8) (7.3) ISRAMCO INC ISRL US 110.2 (14.8) (7.3) ISRAMCO INC ISRLEUR EU 110.2 (14.8) (7.3) JACK IN THE BOX JBX GR 879.4 (490.5) (30.9) JACK IN THE BOX JACK US 879.4 (490.5) (30.9) JACK IN THE BOX JBX GZ 879.4 (490.5) (30.9) JACK IN THE BOX JBX QT 879.4 (490.5) (30.9) JACK IN THE BOX JACK1EUR EU 879.4 (490.5) (30.9) JAMBA INC JMBA US 36.7 (10.3) (11.9) JAMBA INC XJA1 GR 36.7 (10.3) (11.9) KERYX BIOPHARM KERXUSD EU 145.7 (41.2) 70.6 KERYX BIOPHARM KERX US 145.7 (41.2) 70.6 L BRANDS INC LB US 7,749.0 (969.0) 1,032.0 L BRANDS INC LTD TH 7,749.0 (969.0) 1,032.0 L BRANDS INC LBUSD EU 7,749.0 (969.0) 1,032.0 L BRANDS INC LBEUR EU 7,749.0 (969.0) 1,032.0 L BRANDS INC LB* MM 7,749.0 (969.0) 1,032.0 L BRANDS INC LTD QT 7,749.0 (969.0) 1,032.0 L BRANDS INC LTD GR 7,749.0 (969.0) 1,032.0 LAMB WESTON LW-WUSD EU 2,752.6 (279.2) 411.7 LAMB WESTON 0L5 GR 2,752.6 (279.2) 411.7 LAMB WESTON LW-WEUR EU 2,752.6 (279.2) 411.7 LAMB WESTON 0L5 TH 2,752.6 (279.2) 411.7 LAMB WESTON 0L5 QT 2,752.6 (279.2) 411.7 LAMB WESTON LW US 2,752.6 (279.2) 411.7 LEE ENTERPRISES LEE US 604.8 (48.3) (19.4) LEGACY RESERVES LGCY US 1,510.6 (251.0) (589.8) LEGACY RESERVES LRT GR 1,510.6 (251.0) (589.8) LEGACY RESERVES LRT GZ 1,510.6 (251.0) (589.8) LEGACY RESERVES LRT QT 1,510.6 (251.0) (589.8) LENNOX INTL INC LXI GR 2,099.4 (180.2) 641.7 LENNOX INTL INC LII US 2,099.4 (180.2) 641.7 LENNOX INTL INC LII* MM 2,099.4 (180.2) 641.7 LENNOX INTL INC LXI TH 2,099.4 (180.2) 641.7 LENNOX INTL INC LII1USD EU 2,099.4 (180.2) 641.7 LENNOX INTL INC LII1EUR EU 2,099.4 (180.2) 641.7 LEXICON PHARMACE LX31 GR 332.9 (4.9) 138.9 LEXICON PHARMACE LXRX US 332.9 (4.9) 138.9 LEXICON PHARMACE LXRXUSD EU 332.9 (4.9) 138.9 LEXICON PHARMACE LX31 QT 332.9 (4.9) 138.9 LEXICON PHARMACE LXRXEUR EU 332.9 (4.9) 138.9 LIQUIDIA TECHNOL LQDA US 20.8 (12.9) (5.0) LIQUIDIA TECHNOL LT4 TH 20.8 (12.9) (5.0) MCDONALDS - BDR MCDC34 BZ 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MCD SW 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MCD US 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MCD* MM 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MDO GR 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MCD TE 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MCD AV 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MCDUSD SW 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MCDEUR EU 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MDO GZ 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MDO QT 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MCDCHF EU 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MCDUSD EU 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MCD CI 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MDO TH 32,708.4 (5,851.0) 1,385.3 MCDONALDS-CEDEAR MCD AR 32,708.4 (5,851.0) 1,385.3 MDC PARTNERS-A MDCA US 1,788.6 (97.6) (177.0) MDC PARTNERS-A MD7A GR 1,788.6 (97.6) (177.0) MDC PARTNERS-A MDCAEUR EU 1,788.6 (97.6) (177.0) MEDLEY MANAGE-A MDLY US 94.2 (54.1) 13.7 MICHAELS COS INC MIK US 2,313.5 (1,483.9) 743.9 MICHAELS COS INC MIM GR 2,313.5 (1,483.9) 743.9 MONEYGRAM INTERN MGI US 4,526.8 (236.6) (52.3) MONEYGRAM INTERN 9M1N GR 4,526.8 (236.6) (52.3) MONEYGRAM INTERN MGIUSD EU 4,526.8 (236.6) (52.3) MONEYGRAM INTERN 9M1N TH 4,526.8 (236.6) (52.3) MONEYGRAM INTERN MGIEUR EU 4,526.8 (236.6) (52.3) MONEYGRAM INTERN 9M1N QT 4,526.8 (236.6) (52.3) MOTOROLA SOLUTIO MOT TE 8,881.0 (1,492.0) 659.0 MOTOROLA SOLUTIO MSI US 8,881.0 (1,492.0) 659.0 MOTOROLA SOLUTIO MTLA GR 8,881.0 (1,492.0) 659.0 MOTOROLA SOLUTIO MTLA TH 8,881.0 (1,492.0) 659.0 MOTOROLA SOLUTIO MSI1EUR EU 8,881.0 (1,492.0) 659.0 MOTOROLA SOLUTIO MTLA GZ 8,881.0 (1,492.0) 659.0 MOTOROLA SOLUTIO MTLA QT 8,881.0 (1,492.0) 659.0 MSG NETWORKS- A MSGN US 849.6 (657.7) 227.2 MSG NETWORKS- A 1M4 GR 849.6 (657.7) 227.2 MSG NETWORKS- A MSGNEUR EU 849.6 (657.7) 227.2 MSG NETWORKS- A 1M4 QT 849.6 (657.7) 227.2 MSG NETWORKS- A 1M4 TH 849.6 (657.7) 227.2 NATERA INC 45E GR 218.7 (3.9) 83.1 NATERA INC NTRA US 218.7 (3.9) 83.1 NATHANS FAMOUS NATH US 79.4 (82.9) 58.3 NATHANS FAMOUS NFA GR 79.4 (82.9) 58.3 NATIONAL CINEMED NCMI US 1,132.7 (95.1) 100.6 NATIONAL CINEMED XWM GR 1,132.7 (95.1) 100.6 NATIONAL CINEMED NCMIEUR EU 1,132.7 (95.1) 100.6 NAVISTAR INTL IHR TH 6,487.0 (4,527.0) 456.0 NAVISTAR INTL IHR GR 6,487.0 (4,527.0) 456.0 NAVISTAR INTL NAV US 6,487.0 (4,527.0) 456.0 NAVISTAR INTL NAVEUR EU 6,487.0 (4,527.0) 456.0 NAVISTAR INTL NAVUSD EU 6,487.0 (4,527.0) 456.0 NAVISTAR INTL IHR QT 6,487.0 (4,527.0) 456.0 NAVISTAR INTL IHR GZ 6,487.0 (4,527.0) 456.0 NEOS THERAPEUTIC NEOS US 84.0 (18.6) 3.9 NEURONETICS INC STIM US 28.3 (18.1) 11.2 NEW ENG RLTY-LP NEN US 253.8 (35.6) - NII HOLDINGS INC NIHDEUR EU 966.0 (159.4) 132.4 NII HOLDINGS INC NIHD US 966.0 (159.4) 132.4 NII HOLDINGS INC NJJA GR 966.0 (159.4) 132.4 NORTHERN OIL AND NOG1USD EU 883.1 (147.8) 118.0 OMEROS CORP OMER US 106.3 (56.3) 72.1 OMEROS CORP 3O8 GR 106.3 (56.3) 72.1 OMEROS CORP OMERUSD EU 106.3 (56.3) 72.1 OMEROS CORP 3O8 TH 106.3 (56.3) 72.1 OMEROS CORP OMEREUR EU 106.3 (56.3) 72.1 OPTIVA INC RE6 GR 158.9 (16.7) 21.9 OPTIVA INC OPT CN 158.9 (16.7) 21.9 OPTIVA INC RKNEF US 158.9 (16.7) 21.9 OPTIVA INC RKNEUR EU 158.9 (16.7) 21.9 OPTIVA INC 3230510Q EU 158.9 (16.7) 21.9 PAPA JOHN'S INTL PZZAEUR EU 558.2 (243.0) 11.9 PAPA JOHN'S INTL PZZA US 558.2 (243.0) 11.9 PAPA JOHN'S INTL PP1 GR 558.2 (243.0) 11.9 PHILIP MORRIS IN PM US 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN PM1 EU 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN 4I1 GR 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN PM1CHF EU 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN PM1 TE 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN 4I1 TH 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN PM1EUR EU 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN PMI SW 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN PMI EB 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN PMI1 IX 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN PMOR AV 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN 4I1 GZ 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN 4I1 QT 40,721.0 (10,168.0) 2,587.0 PINNACLE ENTERTA 65P GR 3,859.0 (281.5) (33.6) PINNACLE ENTERTA PNK US 3,859.0 (281.5) (33.6) PLANET FITNESS-A PLNT1USD EU 1,124.7 (91.2) 104.2 PLANET FITNESS-A PLNT1EUR EU 1,124.7 (91.2) 104.2 PLANET FITNESS-A 3PL QT 1,124.7 (91.2) 104.2 PLANET FITNESS-A PLNT US 1,124.7 (91.2) 104.2 PLANET FITNESS-A 3PL TH 1,124.7 (91.2) 104.2 PLANET FITNESS-A 3PL GR 1,124.7 (91.2) 104.2 PLURALSIGHT IN-A PS US 416.2 239.9 97.3 PROS HOLDINGS IN PRO US 281.4 (68.7) 74.6 PROS HOLDINGS IN PH2 GR 281.4 (68.7) 74.6 PROS HOLDINGS IN PRO1EUR EU 281.4 (68.7) 74.6 QUEBECOR INC-A QBR/A CN 9,142.5 (339.1) (1,076.3) QUEBECOR INC-B QB3 GR 9,142.5 (339.1) (1,076.3) QUEBECOR INC-B QBCRF US 9,142.5 (339.1) (1,076.3) QUEBECOR INC-B QBR/B CN 9,142.5 (339.1) (1,076.3) REATA PHARMACE-A RETAEUR EU 174.7 (167.9) 116.7 REATA PHARMACE-A RETA US 174.7 (167.9) 116.7 REATA PHARMACE-A 2R3 GR 174.7 (167.9) 116.7 RESOLUTE ENERGY REN US 826.6 (82.8) (152.0) RESOLUTE ENERGY R21 GR 826.6 (82.8) (152.0) RESOLUTE ENERGY RENEUR EU 826.6 (82.8) (152.0) RESVERLOGIX CORP RVX CN 8.6 (78.5) (34.5) REVLON INC-A RVL1 GR 3,091.9 (980.7) 6.7 REVLON INC-A REV US 3,091.9 (980.7) 6.7 REVLON INC-A REVUSD EU 3,091.9 (980.7) 6.7 REVLON INC-A RVL1 TH 3,091.9 (980.7) 6.7 REVLON INC-A REVEUR EU 3,091.9 (980.7) 6.7 RIMINI STREET IN RMNIU US 119.5 (229.9) (131.1) RIMINI STREET IN RMNI US 119.5 (229.9) (131.1) ROSETTA STONE IN RS8 TH 169.2 (4.2) (63.3) ROSETTA STONE IN RS8 GR 169.2 (4.2) (63.3) ROSETTA STONE IN RST US 169.2 (4.2) (63.3) ROSETTA STONE IN RST1USD EU 169.2 (4.2) (63.3) ROSETTA STONE IN RST1EUR EU 169.2 (4.2) (63.3) RR DONNELLEY & S DLLN TH 3,653.8 (247.5) 673.5 RR DONNELLEY & S RRDUSD EU 3,653.8 (247.5) 673.5 RR DONNELLEY & S DLLN GR 3,653.8 (247.5) 673.5 RR DONNELLEY & S RRD US 3,653.8 (247.5) 673.5 RR DONNELLEY & S RRDEUR EU 3,653.8 (247.5) 673.5 SALLY BEAUTY HOL SBH US 2,095.7 (326.2) 615.4 SALLY BEAUTY HOL SBHEUR EU 2,095.7 (326.2) 615.4 SALLY BEAUTY HOL S7V GR 2,095.7 (326.2) 615.4 SANCHEZ ENERGY C SN* MM 2,904.4 (67.7) 58.6 SANCHEZ ENERGY C SNUSD EU 2,904.4 (67.7) 58.6 SBA COMM CORP 4SB GR 7,289.4 (3,042.1) 49.1 SBA COMM CORP SBAC US 7,289.4 (3,042.1) 49.1 SBA COMM CORP SBACUSD EU 7,289.4 (3,042.1) 49.1 SBA COMM CORP 4SB GZ 7,289.4 (3,042.1) 49.1 SBA COMM CORP SBACEUR EU 7,289.4 (3,042.1) 49.1 SBA COMM CORP SBJ TH 7,289.4 (3,042.1) 49.1 SCIENTIFIC GAMES TJW TH 7,612.9 (2,268.4) 630.9 SCIENTIFIC GAMES TJW GZ 7,612.9 (2,268.4) 630.9 SCIENTIFIC GAMES SGMS US 7,612.9 (2,268.4) 630.9 SCIENTIFIC GAMES SGMSUSD EU 7,612.9 (2,268.4) 630.9 SCIENTIFIC GAMES TJW GR 7,612.9 (2,268.4) 630.9 SEALED AIR CORP SDA GR 4,859.2 (372.4) 156.9 SEALED AIR CORP SEE US 4,859.2 (372.4) 156.9 SEALED AIR CORP SEE1EUR EU 4,859.2 (372.4) 156.9 SEALED AIR CORP SDA TH 4,859.2 (372.4) 156.9 SEALED AIR CORP SDA QT 4,859.2 (372.4) 156.9 SERES THERAPEUTI MCRB1EUR EU 133.0 (13.3) 64.8 SERES THERAPEUTI 1S9 GR 133.0 (13.3) 64.8 SERES THERAPEUTI MCRB US 133.0 (13.3) 64.8 SHELL MIDSTREAM 49M QT 1,870.4 (320.8) 177.1 SHELL MIDSTREAM 49M GR 1,870.4 (320.8) 177.1 SHELL MIDSTREAM 49M TH 1,870.4 (320.8) 177.1 SHELL MIDSTREAM SHLX US 1,870.4 (320.8) 177.1 SIGA TECH INC SIGA US 128.3 (341.3) (258.9) SIRIUS XM HOLDIN RDO GR 8,299.2 (1,370.6) (2,462.2) SIRIUS XM HOLDIN SIRI US 8,299.2 (1,370.6) (2,462.2) SIRIUS XM HOLDIN RDO TH 8,299.2 (1,370.6) (2,462.2) SIRIUS XM HOLDIN SIRI AV 8,299.2 (1,370.6) (2,462.2) SIRIUS XM HOLDIN SIRIUSD EU 8,299.2 (1,370.6) (2,462.2) SIRIUS XM HOLDIN SIRI TE 8,299.2 (1,370.6) (2,462.2) SIRIUS XM HOLDIN SIRIEUR EU 8,299.2 (1,370.6) (2,462.2) SIRIUS XM HOLDIN RDO GZ 8,299.2 (1,370.6) (2,462.2) SIRIUS XM HOLDIN RDO QT 8,299.2 (1,370.6) (2,462.2) SIX FLAGS ENTERT 6FE GR 2,610.4 (152.0) (253.4) SIX FLAGS ENTERT SIXEUR EU 2,610.4 (152.0) (253.4) SIX FLAGS ENTERT SIX US 2,610.4 (152.0) (253.4) SLEEP NUMBER COR SNBR US 470.4 (21.2) (251.8) SLEEP NUMBER COR SL2 GR 470.4 (21.2) (251.8) SLEEP NUMBER COR SNBREUR EU 470.4 (21.2) (251.8) SONIC CORP SO4 GR 545.5 (273.3) 45.6 SONIC CORP SONC US 545.5 (273.3) 45.6 SONIC CORP SO4 TH 545.5 (273.3) 45.6 SONIC CORP SONCUSD EU 545.5 (273.3) 45.6 SONIC CORP SONCEUR EU 545.5 (273.3) 45.6 STARCO BRANDS IN STCB US 0.1 (0.8) (0.8) TAILORED BRANDS TLRDEUR EU 1,945.8 (37.2) 540.2 TAILORED BRANDS WRM TH 1,945.8 (37.2) 540.2 TAILORED BRANDS TLRDUSD EU 1,945.8 (37.2) 540.2 TAILORED BRANDS TLRD US 1,945.8 (37.2) 540.2 TAILORED BRANDS WRM GR 1,945.8 (37.2) 540.2 TAILORED BRANDS TLRD* MM 1,945.8 (37.2) 540.2 TAUBMAN CENTERS TCO US 4,362.2 (201.4) - TAUBMAN CENTERS TU8 GR 4,362.2 (201.4) - TENABLE HOLDINGS TENB US 155.6 (106.9) (82.0) TENABLE HOLDINGS TE7 GZ 155.6 (106.9) (82.0) TENABLE HOLDINGS TE7 GR 155.6 (106.9) (82.0) TENABLE HOLDINGS TE7 QT 155.6 (106.9) (82.0) TENABLE HOLDINGS TE7 TH 155.6 (106.9) (82.0) TESARO INC TSRO US 810.5 (21.5) 573.2 TESARO INC TSROUSD EU 810.5 (21.5) 573.2 TESARO INC TSROEUR EU 810.5 (21.5) 573.2 TESARO INC T8S QT 810.5 (21.5) 573.2 TESARO INC T8S TH 810.5 (21.5) 573.2 TESARO INC T8S GR 810.5 (21.5) 573.2 TOWN SPORTS INTE CLUB US 255.8 (72.5) (7.4) TOWN SPORTS INTE CLUBEUR EU 255.8 (72.5) (7.4) TOWN SPORTS INTE T3D GR 255.8 (72.5) (7.4) TRANSDIGM GROUP TDG US 11,804.5 (2,098.5) 2,568.2 TRANSDIGM GROUP T7D GR 11,804.5 (2,098.5) 2,568.2 TRANSDIGM GROUP T7D TH 11,804.5 (2,098.5) 2,568.2 TRANSDIGM GROUP TDGEUR EU 11,804.5 (2,098.5) 2,568.2 TRANSDIGM GROUP T7D QT 11,804.5 (2,098.5) 2,568.2 TRILOGY INTERNAT TLLYF US 709.9 (12.5) (16.7) TRILOGY INTERNAT TRL CN 709.9 (12.5) (16.7) TRIUMPH GROUP TG7 GR 3,420.0 (226.6) 292.1 TRIUMPH GROUP TGI US 3,420.0 (226.6) 292.1 TRIUMPH GROUP TGIEUR EU 3,420.0 (226.6) 292.1 TUPPERWARE BRAND TUP GR 1,338.1 (175.5) (64.2) TUPPERWARE BRAND TUP US 1,338.1 (175.5) (64.2) TUPPERWARE BRAND TUP TH 1,338.1 (175.5) (64.2) TUPPERWARE BRAND TUP1EUR EU 1,338.1 (175.5) (64.2) TUPPERWARE BRAND TUP1USD EU 1,338.1 (175.5) (64.2) TUPPERWARE BRAND TUP GZ 1,338.1 (175.5) (64.2) TUPPERWARE BRAND TUP QT 1,338.1 (175.5) (64.2) UNISYS CORP UIS EU 2,370.9 (1,244.1) 413.1 UNISYS CORP USY1 TH 2,370.9 (1,244.1) 413.1 UNISYS CORP USY1 GR 2,370.9 (1,244.1) 413.1 UNISYS CORP UIS1 SW 2,370.9 (1,244.1) 413.1 UNISYS CORP UIS US 2,370.9 (1,244.1) 413.1 UNISYS CORP UISEUR EU 2,370.9 (1,244.1) 413.1 UNISYS CORP UISCHF EU 2,370.9 (1,244.1) 413.1 UNISYS CORP USY1 GZ 2,370.9 (1,244.1) 413.1 UNISYS CORP USY1 QT 2,370.9 (1,244.1) 413.1 UNITI GROUP INC CSALUSD EU 4,471.7 (1,289.8) - UNITI GROUP INC UNIT US 4,471.7 (1,289.8) - UNITI GROUP INC 8XC GR 4,471.7 (1,289.8) - VALVOLINE INC VVVUSD EU 1,849.0 (288.0) 365.0 VALVOLINE INC 0V4 GR 1,849.0 (288.0) 365.0 VALVOLINE INC 0V4 TH 1,849.0 (288.0) 365.0 VALVOLINE INC VVVEUR EU 1,849.0 (288.0) 365.0 VALVOLINE INC 0V4 QT 1,849.0 (288.0) 365.0 VALVOLINE INC VVV US 1,849.0 (288.0) 365.0 VECTOR GROUP LTD VGR US 1,333.9 (428.7) 164.9 VECTOR GROUP LTD VGR GR 1,333.9 (428.7) 164.9 VECTOR GROUP LTD VGREUR EU 1,333.9 (428.7) 164.9 VECTOR GROUP LTD VGR QT 1,333.9 (428.7) 164.9 VERISIGN INC VRSN US 1,911.6 (1,381.0) 307.7 VERISIGN INC VRS GR 1,911.6 (1,381.0) 307.7 VERISIGN INC VRSN* MM 1,911.6 (1,381.0) 307.7 VERISIGN INC VRSNEUR EU 1,911.6 (1,381.0) 307.7 VERISIGN INC VRS GZ 1,911.6 (1,381.0) 307.7 VERISIGN INC VRS QT 1,911.6 (1,381.0) 307.7 VERISIGN INC VRS TH 1,911.6 (1,381.0) 307.7 W&T OFFSHORE INC WTI US 958.2 (507.4) (55.7) W&T OFFSHORE INC UWV GR 958.2 (507.4) (55.7) W&T OFFSHORE INC WTI1EUR EU 958.2 (507.4) (55.7) WAYFAIR INC- A W US 1,287.3 (195.5) (96.3) WAYFAIR INC- A WUSD EU 1,287.3 (195.5) (96.3) WAYFAIR INC- A 1WF QT 1,287.3 (195.5) (96.3) WAYFAIR INC- A 1WF GR 1,287.3 (195.5) (96.3) WAYFAIR INC- A 1WF TH 1,287.3 (195.5) (96.3) WAYFAIR INC- A WEUR EU 1,287.3 (195.5) (96.3) WEIGHT WATCHERS WTW US 1,336.6 (923.0) (88.2) WEIGHT WATCHERS WW6 GR 1,336.6 (923.0) (88.2) WEIGHT WATCHERS WTWUSD EU 1,336.6 (923.0) (88.2) WEIGHT WATCHERS WW6 GZ 1,336.6 (923.0) (88.2) WEIGHT WATCHERS WTWEUR EU 1,336.6 (923.0) (88.2) WEIGHT WATCHERS WW6 QT 1,336.6 (923.0) (88.2) WEIGHT WATCHERS WW6 TH 1,336.6 (923.0) (88.2) WESTERN UNION W3U TH 9,115.6 (451.3) (813.3) WESTERN UNION WU* MM 9,115.6 (451.3) (813.3) WESTERN UNION W3U GR 9,115.6 (451.3) (813.3) WESTERN UNION WUEUR EU 9,115.6 (451.3) (813.3) WESTERN UNION W3U GZ 9,115.6 (451.3) (813.3) WESTERN UNION W3U QT 9,115.6 (451.3) (813.3) WESTERN UNION WU US 9,115.6 (451.3) (813.3) WIDEOPENWEST INC WU5 TH 2,196.8 (422.4) (95.7) WIDEOPENWEST INC WU5 GR 2,196.8 (422.4) (95.7) WIDEOPENWEST INC WU5 QT 2,196.8 (422.4) (95.7) WIDEOPENWEST INC WOW1EUR EU 2,196.8 (422.4) (95.7) WIDEOPENWEST INC WOW US 2,196.8 (422.4) (95.7) WINDSTREAM HOLDI B4O2 GR 10,839.8 (1,406.5) (406.3) WINDSTREAM HOLDI WIN US 10,839.8 (1,406.5) (406.3) WINDSTREAM HOLDI B4O2 TH 10,839.8 (1,406.5) (406.3) WINDSTREAM HOLDI WIN2USD EU 10,839.8 (1,406.5) (406.3) WINGSTOP INC WING1EUR EU 124.1 (140.7) (6.7) WINGSTOP INC EWG GR 124.1 (140.7) (6.7) WINGSTOP INC WING US 124.1 (140.7) (6.7) WINMARK CORP WINA US 48.8 (20.8) 7.9 WINMARK CORP GBZ GR 48.8 (20.8) 7.9 WORKIVA INC WKEUR EU 181.7 (17.7) (21.7) WORKIVA INC WK US 181.7 (17.7) (21.7) WORKIVA INC 0WKA GR 181.7 (17.7) (21.7) WYNDHAM DESTINAT WYND US 7,075.0 (520.0) (138.0) WYNDHAM DESTINAT WD5 GR 7,075.0 (520.0) (138.0) WYNDHAM DESTINAT WD5 TH 7,075.0 (520.0) (138.0) WYNDHAM DESTINAT WYNUSD EU 7,075.0 (520.0) (138.0) WYNDHAM DESTINAT WD5 QT 7,075.0 (520.0) (138.0) WYNDHAM DESTINAT WYNEUR EU 7,075.0 (520.0) (138.0) XERIUM TECHNOLOG TXRN GR 574.2 (128.1) 89.7 XERIUM TECHNOLOG XRM US 574.2 (128.1) 89.7 YELLOW PAGES LTD YEUR EU 544.3 (182.3) 70.9 YELLOW PAGES LTD YMI GR 544.3 (182.3) 70.9 YELLOW PAGES LTD Y CN 544.3 (182.3) 70.9 YELLOW PAGES LTD YLWDF US 544.3 (182.3) 70.9 YRC WORLDWIDE IN YEL1 GR 1,644.5 (344.1) 182.2 YRC WORLDWIDE IN YRCW US 1,644.5 (344.1) 182.2 YRC WORLDWIDE IN YRCWUSD EU 1,644.5 (344.1) 182.2 YRC WORLDWIDE IN YEL1 QT 1,644.5 (344.1) 182.2 YRC WORLDWIDE IN YRCWEUR EU 1,644.5 (344.1) 182.2 YRC WORLDWIDE IN YEL1 TH 1,644.5 (344.1) 182.2 YUM! BRANDS INC TGR TH 4,326.0 (7,247.0) 279.0 YUM! BRANDS INC TGR GR 4,326.0 (7,247.0) 279.0 YUM! BRANDS INC YUM US 4,326.0 (7,247.0) 279.0 YUM! BRANDS INC YUMUSD SW 4,326.0 (7,247.0) 279.0 YUM! BRANDS INC YUMUSD EU 4,326.0 (7,247.0) 279.0 YUM! BRANDS INC TGR GZ 4,326.0 (7,247.0) 279.0 YUM! BRANDS INC YUMEUR EU 4,326.0 (7,247.0) 279.0 YUM! BRANDS INC TGR QT 4,326.0 (7,247.0) 279.0 YUM! BRANDS INC YUMCHF EU 4,326.0 (7,247.0) 279.0 YUM! BRANDS INC YUM SW 4,326.0 (7,247.0) 279.0 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2018. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***