/raid1/www/Hosts/bankrupt/TCR_Public/180905.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, September 5, 2018, Vol. 22, No. 247
Headlines
07-005 ARTOIS: Gets Court Approval of Plan to Exit Bankruptcy
17/21 GROUP: Has Until Sept. 22 to Exclusively File Reorg. Plan
2 SOUTH REALTY: Taps Robert S. Lewis as Legal Counsel
22 FISKE PLACE: Trustee Taps Gottlieb as Substitute Counsel
2413 QUARRION: Taps Andersen Law Firm as Legal Counsel
2806 PARADISE: Taps Andersen Law Firm as Legal Counsel
6 VIA PARADISO: Taps Andersen Law Firm as Legal Counsel
ABSOLUTE CONCRETE: Dale Moore Approved as Accountant
ADETONA LLC: Case Summary & 3 Unsecured Creditors
ADVANCED LENS: Plan Outline Okayed, Plan Hearing on Nov. 5
ALPHA ADVENTURE: Voluntary Chapter 11 Case Summary
ANTHEM INC: Federal Judge Approves Data Breach Settlement
APPVION INC: Liquidation Plan Declared Effective
ARCHER NORRIS: Taps BPM's Russell Burbank as Liquidating Manager
ART & SIGN: Taps Robert Easterling as Bankruptcy Attorney
B. VALDEZ CONSTRUCTION: Amended Plan of Liquidation Filed
BAL HARBOUR: Needs More Time to Exclusively File Plan
BARTLETT TRAYNOR: Taps Cunningham Chernicoff as Legal Counsel
BON-TON STORES: Court Approves Settlement with Comenity Bank
BON-TON STORES: Gets Approval to Terminate Charlestown Mall
BRUNO'S SUPERMARKETS: 11th Cir. Vacates Ruling Against Blue Bell
BTH QUITMAN: May Enter Into Premium Finance Pact With FIRST
BUCHANAN TRAIL: Amended Plan of Liquidation Filed
CALHOUN SATELLITE: Newtek Opposes Payment Date for Secured Claims
CARTER FINANCIAL: Taps Dunay Miskel as Special Counsel & Lobbyist
CENTURY III MALL: Case Summary & 20 Largest Unsecured Creditors
CGH CARPET: May Use Cash Collateral to Pay Pre-Petition Wages
CHINA COMMERCIAL: Five Directors Elected by Stockholders
CHIRAG PATEL: Court Dismisses D. Patel Claim Against Apeksha Patel
CHIROPLUS OF LOCUST: Taps CGA Law as Successor Distribution Agent
COLLEGE PARK: Plan Outline Okayed, Plan Hearing on Oct. 18
COLORADO NATIONAL: Court Confirms 2nd Amended Plan
COWPUNCHER INVESTMENTS: Exit Plan to Pay Unsecured Claims in Full
CYN RESTAURANTS: Eighth Preliminary Cash Collateral Order Entered
DANAOS CORP: Kirkland & Ellis Represents Lenders in Restructuring
DAVIES CONSULTANTS: Taps K&L Gates as Legal Counsel
DEMERX INC: Disclosure Statement Hearing Set for Oct. 11
DEMERX INC: Taps Cimo Mazer Mark as Special Litigation Counsel
DEXTERA SURGICAL: Files Amended Plan of Liquidation
DEXTERA SURGICAL: Reaches Compromise with Alpha Capital, Et Al.
DFH NETWORK: Taps Financial Relief as Legal Counsel
DPW HOLDINGS: DPL Amends Purchase Agreement with I.AM
DU-RITE COMPANY: Taps National Auction Company as Auctioneer
ENDURO RESOURCE: Court Approves Settlement with Echo Production
ETCHER FARMS: Seeks Court's Conditional OK of Proposed Plan Outline
FARMLAND PARTNERS: Bernstein Liebhard Files New Class Action Suit
FIRESTAR DIAMOND: Examiner Report Details Fraud Indications
FU KONG: Seeks Access to Cash Collateral Through Dec. 31
G.A.F. SEELIG: Has Until Dec. 26 to Exclusively File Plan
GIBSON BRANDS: Wants to Maintain Plan Exclusivity Through Nov. 27
GILLESPIE OFFICE: Taps Troutman as Valuation Expert
GOLDMAN SACHS: Might Face Class Action Lawsuit Over CDOs
GREATER LEWISTOWN: Trustee May Use Cash Collateral Until March 29
GULF COAST MEDICAL: Final Cash Collateral Order Entered
HOOPER HOLMES: Taps Raymond James as Investment Banker
IGOR ERIC KUVYKIN: Must Pay WBKH Administrative Claim of $25K/Month
INDUSTRIAL STEEL: Unsecureds to Recover Up to 37% Under Exit Plan
INPIXON: Completes Spin-off of Sysorex, Inc.
INVESTMENT GROUP: Taps Turoci Firm as Legal Counsel
JACKSON OVERLOOK: Taps Goldberg Weprin as Legal Counsel
JAMES T. WEBBER: Court Confirms Chapter 11 Reorganization Plan
JEFFERIES MILITARY 2010-XLII: DBRS Confirms B on Series 2010A Certs
KELLER OUTDOOR: Taps CliftonLarsonAllen as Accountant
LEEBER REALTY: Taps Greenberg Freeman as Special Counsel
LEEBER REALTY: Taps Joseph J. Haspel as Legal Counsel
LEGACY HOSPITALITY: Taps Bond Law Office as Legal Counsel
MADISON CHIROPRACTIC: Hires Seaman Shinkunas as Tax Advisor
MASSA'S RESTAURANT: Taps William G. Harris as Legal Counsel
MCMAHAN-CLEMIS INSTITUTE: Taps Larry J. Wolfe as Accountant
MELINTA THERAPEUTICS: May Issue 2.2M Shares Under 2018 Stock Plan
MICHAEL CARMICHAEL: Ct. Narrows Claims in C. Ellsworth, EMS Suit
MIKES AUTOBODY: Gary Short Okayed as Estate's Legal Counsel
MODERN RADIOLOGY: 1st Cir. Upholds Former Accountant's Sentence
MORGAN AIR: Taps Buddy D. Ford as Legal Counsel
MRPC CHRISTIANA: May Obtain $200,000 in Financing Until Sept. 13
NIGHTHAWK ROYALTIES: Files Chapter 11 Joint Plan of Liquidation
NINE WEST: Seeks Approval of Key Employee Retention Plan
NOBLES COUNTY, MN: ACLU Sues Sheriff for Detaining Immigrants
NOON MEDITERRANEAN: Wants To Obtain $50K in Financing From BWH5
NOWELL TREE: Taps Steven Stein as Accountant
OFFSHORE SPECIALTY: Committee Taps Nathan as Forensic Accountant
PACIFIC DRILLING: Commitment Letters With With Lenders Approved
PEPPERELL MILLS: May Continue Using Cash Collateral Until Sept. 6
PJ REAL ESTATE: Disclosure Statement Hearing Set for Dec. 5
POLICLINICA FAMILIAR: Disclosure Statement Hearing Set for Oct. 17
PREFERRED CARE: PI Claimants Object to Disclosure Statement
PRO TANK PRODUCTS: Seeks to Hire Public Adjusting Company
PROPERTY REMODELING: Disclosure Statement Hearing Set for Oct. 24
QUA LIFE: Ordered to File Revised Plan Outline by Sept. 11
R. HASSELL & CO: Texas Court Reinstates HCCI, J. Hassell Appeal
REAL PRO: Seeks to Hire James F. Guilfoyle as Attorney
REX ENERGY: PennEnergy Resources Named as Successful Bidder
ROCKAWAY WORKFORCE: Request For DIP Financing Denied
ROSE HILL: Ruling Disallowing Charitable Donation Deduction Upheld
ROTULOS VILLEGAS: Taps Heriberto Acevedo as Accountant
RYCKMAN CREEK: Trustee Bid to Enforce Plan as to Belle Butte OK'd
SALMON FALLS LAND: Hires James L. Brunello as Counsel
SAMUELS JEWELERS: Punjab National Seeks Examiner Appointment
SAMUELS JEWELERS: Taps Jones Day as Legal Counsel
SAMUELS JEWELERS: Taps Richards Layton as Co-Counsel
SCOTTISH ANNUITY: Court Confirms Third Amended Reorganization Plan
SCOTTISH ANNUITY: Court OKs $63.5M Settlement of SFL Note Claim
SEARS HOLDINGS: PBGC's Liens on 12 Real Properties are Cancelled
SECOND PHOENIX: Disclosure Statement Hearing Set for Sept. 20
SENECA FISHERIES: Ayers & Haidt Approved as Counsel
SHOREHAM HOTEL: Auction Scheduled for October 17
SILVERVIEW LLC: Disclosure Statement Hearing Set for Oct. 16
SMI GROUP: Initial Order Entered; Deloitte Named Monitor
STORE IT REIT: Polsinelli Approved as Equity Committee's Counsel
SUDANO INC: Trustee Bid for Final Decree Properly Granted, Ct. Says
TELL MY PEOPLE: Case Summary & 7 Unsecured Creditors
TEXAS MEDICAL PLUS: Confirmation Hearing Set for Sept. 19
TOYS R US: Toys Delaware Plan is Ambush, U.S. Trustee Says
VIDEOLOGY INC: Needs More Time to Negotiate Plan Structure
W RESOURCES: $6.2MM Sale of La. Asset to Redstone Group Approved
W RESOURCES: Callais Capital Opposes Stewart Robbins Retention
W RESOURCES: Gets Interim Authority to Finance Insurance Premiums
W RESOURCES: UST Objects to Stewart Robbins Retention
WACHUSETT VENTURES: Plan Outline Okayed, Plan Hearing on Sept. 26
WALHOF PROPERTIES: Benjamin Martin Okayed as Bankruptcy Counsel
WBC INC: Walker & Associates Approved as Committee's Counsel
WEST POINT MARKET: Has Final OK To Obtain UP To $50K in Financing
WILLIAM THOMAS: Creditors Allowed to Pursue Avoidance Actions
WORD INTERNATIONAL: Unsecureds to be Paid 77% Under Exit Plan
WR GRACE: Montana Claims Included in Terms of Injunction
YBARRA ENTERPRISES: May Use Cash Collateral on Interim Basis
*********
07-005 ARTOIS: Gets Court Approval of Plan to Exit Bankruptcy
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nevada on August 24
approved the plan proposed by 07-005 Artois Business Trust to exit
Chapter 11 protection.
The court-approved plan provides for full payment of allowed Class
3 general unsecured claims. The total amount of Class 3 claims is
$102,480.39. Holders of these claims will receive distributions
subsequent to the payment in full of the allowed secured property
tax claim.
A copy of the amended Chapter 11 plan is available for free at:
http://bankrupt.com/misc/nvb18-11490-58.pdf
About 07-005 Artois Business Trust
07-005 Artois Business Trust is a privately-held company in Las
Vegas, Nevada, categorized under business trust. 07-005 Artois
Business Trust sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Nev. Case No. 18-11490) on March 21, 2018. In the
petition signed by Peter J. Becker, managing member of Trustee,
Mesa Asset Management, LLC, the Debtor disclosed $1.69 million in
assets and $298,071 in liabilities.
Judge Laurel E. Davis presides over the case. The Debtor tapped
the Law Offices of Timothy P. Thomas, LLC, as its legal counsel.
17/21 GROUP: Has Until Sept. 22 to Exclusively File Reorg. Plan
---------------------------------------------------------------
The Hon. Robert Kwan of the U.S. Bankruptcy Court for the Central
District of California has extended, at the behest of The 17/21
Group, LLC, the exclusive period for Debtor to file a proposed plan
of reorganization and to solicit plan acceptances through and
including Sept. 22, 2018, and Nov. 21, 2018, respectively.
A copy of the court order is available at:
http://bankrupt.com/misc/cacb18-13300-37.pdf
About The 17/21 Group
The 17/21 Group LLC's line of business includes the wholesale
distribution of women's, children's, and infants' clothing and
accessories. The Company posted gross revenue of $15.69 million in
2017 and gross revenue of $13.34 million in 2016. The Company's
principal place of business is located at 4700 S Boyle Ave, Suite
A, Los Angeles California.
The 17/21 Group, LLC, based in Simi Valley, CA, filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 18-13300) on March 26, 2018.
In the petition signed by CEO Michael Geliebter, the Debtor
disclosed $473,637 in assets and $1.78 million in liabilities. The
Hon. Robert N. Kwan presides over the case. Brett Ramsaur, Esq.,
at Ramsaur Law Office, serves as bankruptcy counsel.
2 SOUTH REALTY: Taps Robert S. Lewis as Legal Counsel
-----------------------------------------------------
2 South Realty Corp. seeks approval from the U.S. Bankruptcy Court
for the Southern District of New York to hire the Law Office of
Robert S. Lewis, PC, as its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; assist in the preparation of a bankruptcy plan;
and provide other legal services related to its Chapter 11 case.
Lewis will be paid an hourly fee of $350 and a retainer of $3,500.
Robert Lewis, Esq., disclosed in a court filing that he is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Robert S. Lewis, Esq.
Law Office of Robert S. Lewis, PC
53 Burd Street
Nyack, NY 10960
Phone: (845) 358-7100
Fax: (845) 353-6943
Email: robert.lewlaw1@gmail.com
About 2 South Realty Corp.
2 South Realty Corp. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 18-23118) on July 23,
2018. At the time of the filing, the Debtor estimated assets of
less than $50,000 and liabilities of less than $500,000. Judge
Robert D. Drain presides over the case.
22 FISKE PLACE: Trustee Taps Gottlieb as Substitute Counsel
-----------------------------------------------------------
Ian Gazes, the Chapter 11 trustee for 22 Fiske Place LLC, seeks
approval from the U.S. Bankruptcy Court for the Southern District
of New York to hire Gottlieb & Janey LLP.
The firm will substitute Gazes LLC, the law firm previously
employed by the trustee in connection with the Debtor's Chapter 11
case.
Gottlieb & Janey will assist the trustee in connection with the
bankruptcy court's August 16 order, which directed him to seek
further relief from the New York Supreme Court regarding the
distribution of as much as $217,000 previously awarded by the state
court to the Debtor's estate. The firm will also represent the
trustee in legal matters that may arise prior to the closure of the
Debtor's case.
The firm will charge these hourly rates:
Partners $850
Counsel $650
Associates $550 to $450
Paraprofessionals $200
Derrelle Janey, Esq., a partner at Gottlieb & Janey, disclosed in a
court filing that the firm's attorneys are "disinterested persons"
as defined in section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Derrelle M. Janey, Esq.
Gottlieb & Janey LLP
111 Broadway, Suite 701
New York, NY 10006
Phone: (212) 566-7766 (212)
Fax: 374-1506
E-mail: djaney@gottliebjaney.com
About 22 Fiske Place
22 Fiske Place, LLC, sought Chapter 11 protection (Bankr. S.D.N.Y.
Case No. 15-11410) in Manhattan on May 28, 2015. The Debtor
estimated assets and debt of $1 million to $10 million.
The case judge is the Hon. Shelley C. Chapman.
Scott S. Markowitz, Esq., at Tarter Krinsky & Drogin LLP, is the
Debtor's counsel.
Ian J. Gazes was appointed as Chapter 11 trustee of the Debtor's
estate on May 16, 2016. The trustee tapped Gazes LLC as his legal
counsel.
On June 16, 2016, the court approved the trustee's sale of the
estate's primary asset: the Debtor's interest in certain multi-unit
residential real property located at 22 Fiske Place, Brooklyn, New
York. That same day, the court confirmed the trustee's Chapter 11
plan for the Debtor.
On Aug. 3, 2016, the trustee closed on the sale of the property and
filed a notice of effective date of the plan.
2413 QUARRION: Taps Andersen Law Firm as Legal Counsel
------------------------------------------------------
2413 Quarrion LLC seeks approval from the U.S. Bankruptcy Court for
the District of Nevada to hire Andersen Law Firm, Ltd. as its legal
counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; negotiate with creditors; assist in any potential
sale of its assets; prepare a plan of reorganization; and provide
other legal services related to its Chapter 11 case.
Andersen will charge these hourly rates:
Ryan Andersen, Esq. $340
Ani Biesiada, Esq. $250
Paralegals $130
The firm was paid a retainer of $5,000 by the Debtor's managing
member.
Andersen Law Firm and its attorneys are "disinterested persons" as
defined in section 101(14) of the Bankruptcy Code, according to
court filings.
The firm can be reached through:
Ryan A. Andersen, Esq.
Ani Biesiada, Esq.
Andersen Law Firm, Ltd.
101 Convention Center Drive, Suite 600
Las Vegas, NV 89109
Phone: 702-522-1992
Fax: 702-825-2824
E-mail: ani@vegaslawfirm.legal
E-mail: ryan@vegaslawfirm.legal
About 2413 Quarrion LLC
2413 Quarrion, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Nev. Case No. 18-14022) on July 6, 2018.
At the time of the filing, the Debtor estimated assets of less
than $100,000 and liabilities of less than $1 million. Judge
Laurel E. Babero presides over the case.
2806 PARADISE: Taps Andersen Law Firm as Legal Counsel
------------------------------------------------------
2806 Paradise Isle LLC seeks approval from the U.S. Bankruptcy
Court for the District of Nevada to hire Andersen Law Firm, Ltd.,
as its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; negotiate with creditors; assist in any potential
sale of its assets; prepare a plan of reorganization; and provide
other legal services related to its Chapter 11 case.
The firm will charge these hourly rates:
Ryan Andersen, Esq. $340
Ani Biesiada, Esq. $250
Paralegals $130
Andersen Law Firm and its attorneys are "disinterested persons" as
defined in Section 101(14) of the Bankruptcy Code, according to
court filings.
The firm can be reached through:
Ryan A. Andersen, Esq.
Ani Biesiada, Esq.
Andersen Law Firm, Ltd.
101 Convention Center Drive, Suite 600
Las Vegas, NV 89109
Phone: 702-522-1992
Fax: 702-825-2824
E-mail: ani@vegaslawfirm.legal
E-mail: ryan@vegaslawfirm.legal
About 2806 Paradise Isle
2806 Paradise Isle, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Nev. Case No. 18-12795) on May 14, 2018.
At the time of the filing, the Debtor estimated assets of less
than $500,000 and liabilities of less than $1 million. Judge
Laurel E. Babero presides over the case.
6 VIA PARADISO: Taps Andersen Law Firm as Legal Counsel
-------------------------------------------------------
6 Via Paradiso LLC seeks approval from the U.S. Bankruptcy Court
for the District of Nevada to hire Andersen Law Firm, Ltd. as its
legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; negotiate with creditors; assist in any potential
sale of its assets; prepare a plan of reorganization; and provide
other legal services related to its Chapter 11 case.
Andersen will charge these hourly rates:
Ryan Andersen, Esq. $340
Ani Biesiada, Esq. $250
Paralegals $130
The firm was paid a retainer of $5,000 by the Debtor's managing
member.
Andersen Law Firm and its attorneys are "disinterested persons" as
defined in section 101(14) of the Bankruptcy Code, according to
court filings.
The firm can be reached through:
Ryan A. Andersen, Esq.
Ani Biesiada, Esq.
Andersen Law Firm, Ltd.
101 Convention Center Drive, Suite 600
Las Vegas, NV 89109
Phone: 702-522-1992
Fax: 702-825-2824
E-mail: ani@vegaslawfirm.legal
E-mail: ryan@vegaslawfirm.legal
About 6 Via Paradiso
6 Via Paradiso, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Nev. Case No. 17-16658) on Dec. 14,
2017. At the time of the filing, the Debtor estimated assets of
less than $500,000 and liabilities of less than $1 million. Judge
Laurel E. Davis presides over the case.
ABSOLUTE CONCRETE: Dale Moore Approved as Accountant
----------------------------------------------------
Absolute Concrete Services, LLC sought and obtained approval from
the United States Bankruptcy Court for the Eastern District of
Louisiana to employ Dale Moore as accountant.
Mr. Moore will be paid at the rate of $125.00 per hour with
bookkeepers and other staff billable at $50.00 for non-tax work.
He will be paid a flat fee of $550.00 for the preparation of tax
returns.
Mr. Moore, CPA, attests that he does not have any material
connection with the Debtor, its creditors, or any other party in
interest, and is a "disinterested person" as that term is defined
in 11 U.S.C. Section 101(14).
Dale Moore can be reached at:
Dale Moore, CPA
85 Whisperwood Blvd.
Slidell, LA 70458.
About Absolute Concrete Services
Absolute Concrete Services LLC operates a concrete production
plant. Absolute Concrete Services sought protection under Chapter
11 of the Bankruptcy Code (Bankr. E.D. La. Case No. 18-11235) on
May 14, 2018. In the petition signed by Linda Backes, managing
member and owner, the Debtor estimated assets of less than $50,000
and liabilities of less than $500,000. Judge Jerry A. Brown
presides over the case. The Debtor hired The De Leo Law Firm LLC as
its legal counsel.
ADETONA LLC: Case Summary & 3 Unsecured Creditors
-------------------------------------------------
Debtor: Adetona, LLC
9480 Huebner Road #400
San Antonio, TX 78240
Business Description: Adetona, LLC filed as a Single Asset Real
Estate Debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: September 3, 2018
Case No.: 18-52099
Court: United States Bankruptcy Court
Western District of Texas (San Antonio)
Judge: Hon. Ronald B. King
Debtor's Counsel: Martin Warren Seidler, Esq.
LAW OFFICES OF MARTIN SEIDLER
One Elm Place, Suite 504
11107 Wurzbach Road
San Antonio, TX 78230
Tel: (210) 694-0300
Email: marty@seidlerlaw.com
Total Assets: $2,500,110
Total Liabilities: $2,745,813
The petition was signed by Olutola Adetona, managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's three unsecured creditors is available for
free at:
http://bankrupt.com/misc/txwb18-52099.pdf
ADVANCED LENS: Plan Outline Okayed, Plan Hearing on Nov. 5
----------------------------------------------------------
Advanced Lens Technologies, LLC is now a step closer to emerging
from Chapter 11 protection after a bankruptcy judge approved the
outline of its plan of reorganization.
Judge Jerry Funk of the U.S. Bankruptcy Court for the Middle
District of Florida on August 23 gave the thumbs-up to the
disclosure statement after finding that it contains "adequate
information."
The order set an October 22 deadline for creditors to submit
ballots of acceptance or rejection of the plan. Objections to
confirmation must be filed seven days before the hearing, which is
scheduled for November 5, at 11:30 a.m.
About Advanced Lens Technologies
Headquartered in Atlantic Beach, Florida, Advanced Lens
Technologies, LLC, filed for Chapter 11 bankruptcy protection
(Bankr. M.D. Fla. Case No. 17-02551) on July 12, 2017, estimating
its assets at between $100,001 and $500,000 and its liabilities at
between $500,001 and $1 million.
Judge Jerry A. Funk presides over the case. Robert D. Wilcox,
Esq., at Wilcox Law Firm serves as the Debtor's bankruptcy
counsel.
No official committee of unsecured creditors has been appointed in
the Debtor's case.
The Debtor filed a disclosure statement, which explains its
proposed Chapter 11 plan of reorganization on May 11, 2018.
ALPHA ADVENTURE: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Alpha Adventure Ranch at Nocona, LLC
2150 S Central Expressway, Suite 200
McKinney, TX 75070
Business Description: Alpha Adventure Ranch at Nocona, LLC
is a privately held company engaged in
activities related to real estate.
Chapter 11 Petition Date: September 3, 2018
Court: United States Bankruptcy Court
Eastern District of Texas (Sherman)
Case No.: 18-41978
Debtor's Counsel: Gregory W. Mitchell, Esq.
THE MITCHELL LAW FIRM, L.P.
12720 Hillcrest Road, Suite 625
Dallas, TX 75230
Tel: 972-463-8417
Fax: 972-432-7540
E-mail: greg@mitchellps.com
greg.mitchell@mitchellps.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Clayton Vette, president.
The Debtor filed an empty list of its 20 largest unsecured
creditors.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/txeb18-41978.pdf
ANTHEM INC: Federal Judge Approves Data Breach Settlement
---------------------------------------------------------
Amanda Bronstad, writing for The Recorder, reports that after
chastising plaintiffs lawyers in the Anthem data breach settlement
for their excessive billing, a federal judge has awarded them
$31.05 million and approved the $115 million deal.
In an order, U.S. District Judge Lucy Koh of the Northern District
of California approved the fees after concluding that the results
were "exceptional."
Koh had hired a special master to review the billing records
submitted by plaintiffs lawyers, who asked for $38 million for
their work on the case. The special master had recommended cutting
more than $9 million based largely on the billable hours, but Koh
based her decision on a percentage of the fund -- about 27 percent.
Although still a reduction from the original request, the award is
higher than the special master's recommendation and the U.S. Court
of Appeals for the Ninth Circuit's 25 percent benchmark.
"Here, based on the court's familiarity with the case, the choice
of a percentage does not strike the court as arbitrary or
unconnected from the performed work in a way that would create a
windfall for class counsel," Koh wrote.
Also, on August 15, Koh approved the settlement, the largest ever
in a data breach case.
A spokeswoman for Anthem, represented by Craig Hoover of Hogan
Lovells in Washington, D.C., declined to comment.
"Obviously, we're pleased that the court approved a settlement as
amended," said co-lead plaintiffs attorney Andrew Friedman, Esq.
--- afriedman@cohenmilstein.com -- of Cohen Milstein Sellers &
Toll. "We think it's a really good deal for the class and will
provide necessary benefits to them."
As to the fee order, he noted that Koh didn't adopt all of the
special master's findings.
"We're pleased that the judge saw to go with a benchmark," he said.
"Obviously, we'd like more. We always want more. We've asked for
more. But I didn't read the tea leaves one way or the other. We
didn't know what to expect. I think she spent her time, gave a
well-reasoned opinion for the final order and judgment and, on the
fees, as well."
Friedman was lead plaintiffs attorney with Eve Cervantez, Esq. --
ecervantez@altshulerberzon.com -- of Altshuler Berzon. Also on the
case were steering committee members Michael Sobol, Esq., of Lieff
Cabraser Heimann & Bernstein and Eric Gibbs, Esq. --
ehg@classlawgroup.com -- of Girard Gibbs.
Ted Frank of the Competitive Enterprise Institute's Center for
Class Action Fairness, which represented an objector to the
settlement and the fee request, also noted Koh's departure from the
special master's findings.
"The billing practices of class counsel in this case were
unconscionable," he said. "We were glad to save the class $7
million, but given the record and the tenor of the district court's
opinion, class counsel must feel fortunate that their fee was only
reduced by 20 percent."
Koh brought in a special master in February after telling the four
lead plaintiffs lawyers she was "deeply disappointed" in their
decision to bring in 49 additional law firms on the case.
The special master, retired Santa Clara County Superior Court Judge
James Kleinberg, now at JAMS, proposed a 10 percent cut to the
billable hours and suggested that the contract attorney rates,
which averaged $360 per hour, be set at $156 instead. Plaintiffs
lawyers continued to press for their initial request, while Frank's
objector thought the award should have been closer to 15 percent of
the fund.
In this week's order, Koh continued to have reservations about the
rates billed for contract attorneys -- remarking "how striking the
markup is" -- and set an hourly rate at $240.
She also agreed that the hours were "almost necessarily excessive,"
particularly given that there were 53 law firms on the case. She
found that was especially true with hours billed for depositions
and settlement. She cut that amount by 13 percent.
She approved a fee award that is more than the Ninth Circuit's
benchmark, however, citing the "novel legal issues and technical
subject matter" and the risks inherent in a data breach case. She
noted that while the fee percentages were higher in data breach
settlements with Home Depot and Target, those cases also included
claims by financial institutions that skewed the compensation to
consumers.
She also approved more than $2.1 million in costs and expenses and
nearly $600,000 in service awards to 105 named plaintiffs.
In her approval of the settlement, Koh found that amendments in
April resolved her concerns about potential money left over from a
$15 million fund in the settlement earmarked for out-of-pocket
costs. The original settlement called for $3.3 million going to cy
pres organizations, but the amendments said two organizations, the
Center for Education and Research in Information Assurance and
Security at Purdue University and the Electronic Frontier
Foundation, would receive no more than about $417,000.
Frank pinpointed that part of Koh's order when praising the
settlement's approval.
"We were glad to see Judge Koh's thorough decision recognizing the
‘law's general preference' against doling out class member funds
to unrelated organizations," he wrote.
Koh also addressed the Ninth Circuit's ruling this year in In re
Hyundai and Kia Fuel Economy Litigation, which, according to some
lawyers, imposed stricter requirements on class certification of
settlements. She agreed that judges should review various state
laws for potential conflicts but found that none existed in the
Anthem class, which was never certified.
On July 27, the Ninth Circuit agreed to hear In re Hyundai en
banc.
The settlement resolves claims by nearly 80 million class members
whose personal information was stolen from a data breach in 2014
and 2015. According to court documents, only 1.8 percent have
submitted claims to get a variety of benefits including credit
monitoring services, alternative cash payouts and cost
reimbursements. [GN]
APPVION INC: Liquidation Plan Declared Effective
------------------------------------------------
Appvion Inc.'s Second Amended Joint Combined Disclosure Statement
and Plans of Liquidation became effective on August 24, 2018.
The Bankruptcy Court previously confirmed the plan on Aug. 14,
2018.
In June 2018, Appvion announced that it had completed the sale of
substantially all of its assets to a group of its lenders led by
Franklin Advisers, Inc. for approximately $365 million plus the
assumption of substantial liabilities, including many of the
Company's contractual obligations.
Requests for payment of Administrative Expense Claims accruing
during the period from October 1, 2017 through the Effective Date
must be filed with the Debtors' claims and noticing agent, Prime
Clerk LLC no later than September 24, 2018.
Requests for payment of Professional Fee Administrative Claims
should be filed no later than Sept. 24, 2018.
About Appvion Inc.
Appvion, Inc. -- http://www.appvion.com/-- produces thermal,
carbonless, security, inkjet, digital specialty, and colored
papers. The Company is the largest manufacturer of direct thermal
paper in North America. Headquartered in Appleton, Wisconsin,
Appvion operates coating and converting plants there and in West
Carrollton, Ohio and a pulp and paper mill in Roaring Spring,
Pennsylvania. The Company employs approximately 1,400 people and
is 100% employee-owned.
Appvion, Inc., and five affiliated debtors each filed a voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
D. Del. Lead Case No. 17-12082) on Oct. 1, 2017. The cases are
pending before the Honorable Kevin J. Carey.
Appvion Inc. disclosed total assets of $413,430,904 and total
liabilities of $714,758,194 as of Aug. 31, 2017.
DLA Piper is serving as legal counsel to Appvion, Guggenheim
Securities LLC is serving as the Company's investment banker, and
Alan Holtz of AlixPartners is serving as the Company's Chief
Restructuring Officer. Prime Clerk LLC is the claims and noticing
agent.
On Oct. 11, 2017, Andrew Vara, acting U.S. trustee for Region 3,
appointed an official committee of unsecured creditors. The
Committee retained Lowenstein Sandler LLP, as counsel, Klehr
Harrison Harvey Branzburg LLP, as Delaware co-counsel.
On Dec. 1, 2017, the court appointed Justin R. Alberto as the fee
examiner. He tapped Bayard, P.A., as legal counsel.
On May 14, 2018, the Bankruptcy Court approved the sale of
substantially all of the Debtors' assets to a group of the
Company's lenders led by Franklin Advisers, Inc. The sale was
completed on June 13, 2018. The transaction will significantly
reduce Appvion's debt, provide additional liquidity, and better
position Appvion to compete long-term in the evolving specialty
paper market and further invest in the innocation that has made it
a market leader.
On May 23, 2018, the Debtors filed their Combined Plan of
Liquidation and Disclosure Statement.
* * *
Following a court-sanctioned sale of the assets, Appvion Inc.
changed its name to Oldapco, Inc.
ARCHER NORRIS: Taps BPM's Russell Burbank as Liquidating Manager
----------------------------------------------------------------
Archer Norris, a Professional Law Corporation, seeks approval from
the U.S. Bankruptcy Court for the Northern District of California
to hire a liquidating manager.
The Debtor proposes to employ Russell Burbank, senior managing
director of BPM LLP, to manage the day-to-day operations of its
financial affairs and to act as the primary liaison between the
Debtor and its secured creditor MUFG Union Bank, N.A., during the
wind-down period.
Mr. Burbank will be compensated at the hourly rate of $600 for his
services, not to exceed $4,800 per day.
In a court filing, Mr. Burbank disclosed that he does not hold any
interest adverse to the Debtor.
Mr. Burbank maintains an office at:
Russell K. Burbank
BPM LLP
600 California Street, Suite 600
San Francisco, CA 94108
Phone: 415.677.4530
E-mail: RBurbank@bpmcpa.com
About Archer Norris
Archer Norris -- https://www.archernorris.com/ -- was a 70-lawyer
litigation firm with four offices located in Walnut Creek, San
Francisco, Newport Beach and Los Angeles. As of its bankruptcy
filing, the firm had 60 non-lawyer employees.
Archer Norris commenced a Chapter 11 case in conjunction with a
Plan of Dissolution designed, among other things, to facilitate the
wind-down of its operations and the smooth transition of client
matters to successor firms, with the goal being to minimize any
harm to the client matters, which is anticipated to maximize the
return to creditors.
Archer Norris sought Chapter 11 protection (Bankr. N.D. Cal. Case
No. 18-30924) on Aug. 22, 2018. In the petition signed by Douglas
C. Strauss, president, the Debtor estimated total estimated assets
and liabilities of $1 million to $10 million. Felderstein
Fitzgerald Willoughby & Pascuzzi LLP, led by name partner Thomas A.
Willoughby, is the Debtor's counsel.
ART & SIGN: Taps Robert Easterling as Bankruptcy Attorney
---------------------------------------------------------
Art & Sign F/X, Inc., seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Virginia to hire Robert Easterling,
Esq., as its attorney.
Mr. Easterling will advise the Debtor regarding its duties under
the Bankruptcy Code; represent the Debtor in its consultations with
creditors; assist in the preparation of a bankruptcy plan; and
provide other legal services related to its Chapter 11 case.
Mr. Easterling charges $350 per hour for his services. The hourly
rate for paralegal services is $150.
The Debtor paid the attorney a retainer in the sum of $15,000,
including the filing fee of $1,717.
Mr. Easterling disclosed in a court filing that he does not
represent any person adverse or potentially adverse to the Debtor
and its bankruptcy estate.
Mr. Easterling maintains an office at:
Robert B. Easterling, Esq.
2217 Princess Anne Street, Suite 100-2
Fredericksburg, VA 22401
Phone: (540) 373-5030
Fax: (540) 373-5234
E-mail: eastlaw@easterlinglaw.com
About Art & Sign FX Inc.
Art & Sign FX, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Va. Case No. 18-12738) on Aug. 8,
2018. At the time of the filing, the Debtor estimated assets of
less than $500,000 and liabilities of less than $1 million. Judge
Brian F. Kenney presides over the case.
B. VALDEZ CONSTRUCTION: Amended Plan of Liquidation Filed
---------------------------------------------------------
B. Valdez Construction & Development, Inc., on August 23 filed with
the U.S. Bankruptcy Court for the Southern District of Texas its
second amended Chapter 11 plan of reorganization.
Under the latest plan, the company will pay to Dominion Homeowner's
Association a total agreed indebtedness of $36,000, consisting of
$5,000 in adequate protection payments, and $31,000 in pre-petition
indebtedness.
B. Valdez will pay adequate protection payments to Dominion in the
amount of $5,000 in three equal monthly installments of $1,667.67
with each payment due on August 15, September 15, and October 15.
Meanwhile, the company will pay to Dominion the $31,000 balance of
the pre-petition indebtedness in monthly installments, amortized
over 10 years, with interest accruing at 5% per annum, with the
remaining principal balance due and payable in full no later than
October 1, 2020. The monthly payment amount of principal and
interest will be $329, according to the latest plan.
A copy of the second amended Chapter 11 plan is available for free
at:
http://bankrupt.com/misc/txsb17-50262-57.pdf
About B. Valdez Construction & Development
B. Valdez Construction & Development, Inc. filed a Chapter 11
petition (Bankr. S.D. Tex. Case No. 17-50262) on December 23, 2017.
At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $500,000 and liabilities of less than
$500,000.
Judge David R. Jones presides over the case. The Debtor is
represented by Carl Michael Barto, Esq., at Law Office of Carl M.
Barto.
BAL HARBOUR: Needs More Time to Exclusively File Plan
-----------------------------------------------------
Drew M. Dillworth, court-appointed receiver for Bal Harbour Quarzo,
LLC, a/k/a Synergy Capital Group, LLC, a/k/a Synergy Investments
Group, LLC, asks the U.S. Bankruptcy Court for the Southern
District of Florida to extend the exclusive periods during which
only the Debtor can to file and solicit acceptances of a plan
through and including Nov. 16, 2018, and Jan. 15, 2019,
respectively.
As reported by the Troubled Company Reporter on June 20, 2018, the
Court previously extended the Exclusive Filing Period and the
Exclusive Solicitation Period through and including Sept. 17, 2018,
and Nov. 13, 2018, respectively.
This case has been pending for just over six months. Since the
entry of the first exclusive period court order, the Receiver and
the Official Committee of Unsecured Creditors, together with their
respective professionals, have been working tirelessly and
diligently to advance this case and have made substantial progress
towards finalizing a joint plan of liquidation, disclosure
statement and litigation trust agreement for this case. The
Receiver and the Committee believe that the filing of the joint
plan, disclosure statement, the litigation trust agreement, and
other plan support documents will have accomplished the main goal
of the Chapter 11 case, to wit, confirming a plan, with
distribution to creditors funded through litigation proceeds.
In addition and importantly, the Receiver and the Committee,
through their respective counsel, have spent a considerable amount
of time and effort on and in respect of advancing the estate's
litigation claims against third parties. To date, the Receiver has
issued over a dozen subpoenas, has taken two critical 2004
examinations and has reviewed thousands of pages of discovery from
third parties and putative defendants. In addition and perhaps
most importantly, the Receiver has scheduled two consensual
pre-suit mediations with each of two of the estate's primary
litigation targets, namely Beach Haus Bal Harbour, LLC, the
purchaser of the Debtor's principal asset in July 2017, and the
Debtor's pre-petition lawyers.
The mediation dates are set for Sept. 5 for the Debtor's
pre-petition lawyers and Sept. 11 for Beach Haus. In connection
therewith, the Receiver and the putative defendants identified and
vetted several potential mediator candidates and have agreed on
using Harley Riedel, Esq., as the mediator for both matters.
According to the Receiver, the results of the mediations may have a
material impact on the plan process and therefore, the Receiver and
the Committee believe that extending the Exclusive Periods advances
the interests of the bankruptcy estate by allowing the Receiver and
the Committee to participate in pre-suit mediation in a good faith
attempt to resolve the estate's claims without the added expense
and delay of complex litigation, and to commence the plan
solicitation and confirmation process.
The Receiver does not believe any other party has a competing
chapter 11 plan ready to file, and, in fact, he is working with the
Committee on a joint plan.
A copy of the Receiver's request is available at:
http://bankrupt.com/misc/flsb18-11793-175.pdf
About Bal Harbour Quarzo
Bal Harbour Quarzo, LLC, also known as Synergy Capital Group, LLC,
also known as Synergy Investments Group, LLC, is a Florida limited
liability company based in Miami operating in the hotels and motels
industry.
Based in Fort Lauderdale, Florida, Bal Harbour Quarzo, LLC, through
its receiver, filed a Chapter 11 petition (Bankr. S.D. Fla. Case
No. 18-11793) on Feb. 16, 2018. In the petition signed by Drew M.
Dillworth, receiver appointed by Florida State Court, the Debtor is
estimated to have $10 million to $50 million in total assets and
$50 million to $100 million in total liabilities. Judge Raymond B.
Ray presides over the case.
Eric J Silver, Esq., at Stearns Weaver Miller Weissler Alhadeff &
Sitterson, P.A., is the Debtor's counsel. Meland Russin & Vazquez,
P.A., is the co-counsel. Genovese Joblove & Battista, P.A., is the
special counsel.
The U.S. Trustee for Region 21 on April 20, 2018, appointed three
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case. The Committee retained Linda Leali, P.A.,
as counsel.
BARTLETT TRAYNOR: Taps Cunningham Chernicoff as Legal Counsel
-------------------------------------------------------------
Bartlett Traynor & London, LLC, seeks approval from the U.S.
Bankruptcy Court for the Middle District of Pennsylvania to hire
Cunningham, Chernicoff & Warshawsky, P.C., as its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code and will provide other legal services related to
its Chapter 11 case.
Cunningham firm will charge these hourly rates:
Robert Chernicoff, Esq. $350
Partners $200 - $300
Associates $150 - $200
Paralegals $100
The firm will be paid a retainer in the sum of $3,546.
Robert Chernicoff, Esq., a shareholder of Cunningham and the
attorney who will be handling the case, disclosed in a court filing
that his firm has no connection to any party in the Debtor's case.
The firm can be reached through:
Robert E. Chernicoff, Esq.
Cunningham, Chernicoff & Warshawsky, P.C.
2320 North Second Street
P.O. Box 60457
Harrisburg, PA 17106-0457
Phone: 717 238-6570
Fax: 717-238-4809
Email: rec@cclawpc.com
About Bartlett Traynor & London
Bartlett Traynor & London, LLC, which conducts business under the
name Harrisburg Midtown Arts Center, is a music and arts center at
1110 N. Third St., Harrisburg, Pennsylvania.
Bartlett Traynor & London sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Pa. Case No. 18-03520) on August 23,
2018. In the petition signed by John Traynor, member, the Debtor
estimated assets of $1 million to $10 million and liabilities of $1
million to $10 million. Judge Henry W. Van Eck presides over the
case.
BON-TON STORES: Court Approves Settlement with Comenity Bank
------------------------------------------------------------
BankruptcyData.com reported that the U.S. Bankruptcy Court has
approved a settlement agreement between the Debtors and Comenity
Bank ("Comenity" and together with the Debtors, the "Settling
Parties").
BankruptcyData reported, "Comenity (formerly known as World
Financial Network Bank) and Bon-Ton entered into a Private Label
Credit Card Program Agreement dated as of December 16, 2011. On
April 27, 2018, the Debtors, Comenity, GA Retail and Tiger Capital
Group, entered into a Side Letter Agreement, as authorized by the
Sale Order (the 'April 27 Letter'). After good-faith negotiations,
the Settling Parties have agreed to resolve and settle their
disputes with respect to the matters set forth herein
(collectively, the 'Resolved Claims') on the terms and conditions
set forth in the Settlement Agreement. The Settling Parties have
agreed that Comenity will pay the Debtors a Settlement Payment, in
the amount of $714,895.53 within five business days after the
Settlement Agreement goes effective.”
About The Bon-Ton Stores
The Bon-Ton Stores, Inc. (OTCQX: BONT) -- http://www.bonton.com/--
with corporate headquarters in York, Pennsylvania and Milwaukee,
Wisconsin, operates 250 stores, which includes nine furniture
galleries, in 23 states in the Northeast, Midwest and upper Great
Plains under the Bon-Ton, Bergner's, Boston Store, Carson's,
Elder-Beerman, Herberger's and Younkers nameplates. The stores
offer a broad assortment of national and private brand fashion
apparel and accessories for women, men and children, as well as
cosmetics and home furnishings.
The Bon-Ton Stores, Inc., and nine affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 18-10248) on Feb. 4,
2018.
In the petitions signed by Executive Vice President and CFO Michael
Culhane, Bon-Ton Stores disclosed total assets at $1.58 billion and
total debt at $1.74 billion.
The Bon-Ton Stores tapped Paul, Weiss, Rifkind, Wharton & Garrison
LLP as counsel; Young Conaway Stargatt & Taylor, LLP as co-counsel;
Joseph A. Malfitano, PLLC, as special counsel; PJT Partners LP as
investment banker; AlixPartners LLP as restructuring advisor and AP
Services, LLC as financial advisor; and A&G Realty Partners LLC, as
real estate advisor; and Prime Clerk LLC, as administrative
advisor.
Andrew R. Vara, Acting U.S. Trustee for Region 3, on Feb. 15, 2018,
appointed seven creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case. Counsel for the
Official Committee of Unsecured Creditors are Jeffrey N. Pomerantz,
Esq., Robert J. Feinstein, Esq., and Bradford J. Sandler, Esq., at
Pachulski Stang Ziehl & Jones LLP.
An investor group comprised of DW Partners, LP, Namdar Realty Group
and Washington Prime Group, Inc., primarily as secured mortgage
lender; and AM Retail Group, Inc., who submitted a going concern
bid for the Debtors' assets, are represented by John Lyons, Esq.,
at DLA Piper LLP (US).
Co-Counsel to the Ad Hoc Second Lien Noteholder Group are Norman L.
Pernick, Esq., J. Kate Stickles, Esq., and Katherine M. Devanney,
Esq., at Cole Schotz, P.C.; and Sidney P. Levinson, Esq., Genna L.
Ghaul, Esq., Charles S. Wittmann-Todd, Esq., Bruce Bennett, Esq.,
and Joshua M. Mester, Esq., at Jones Day.
Co-Counsel to the DIP Tranche A-1 Documentation Agent, Crystal
Financial LLC, are Mark D. Collins, Esq., and Joseph Charles
Barsalona II, Esq., at Richards, Layton & Finger, P.A.; and Matthew
P. Ward, Esq., at Womble Bond Dickinson (US) LLP; and Jonathan D.
Marshall, Esq., and John Ventola, Esq., at Choate Hall & Stewart
LLP.
Co-Counsel to the Administrative Agent, Bank of America, N.A., are
Julia Frost-Davies, Esq., Robert A.J. Barry, Esq., and Amelia C.
Joyner, Esq., at Morgan, Lewis & Bockius LLP.
Co-Counsel to the Second Lien Trustee, Wells Fargo Bank, N.A., as
Indenture Trustee and Collateral Agent for the Debtor's 8.00%
Second Lien Senior Secured Notes Due 2021, are Emily Kathryn Devan,
Esq., and Luke A. Sizemore, Esq., at Reed Smith LLP.
Andrew R. Vara, Acting U.S. Trustee for Region 3, has appointed
Luis Salazar, as the Consumer Privacy Ombudsman in the bankruptcy
cases of The Bon-Ton Stores, Inc., and its affiliates.
BON-TON STORES: Gets Approval to Terminate Charlestown Mall
-----------------------------------------------------------
BankruptcyData.com reported that the U.S. Bankruptcy Court in the
Bon-Ton Stores case has authorized Debtor McRil, LLC to enter into
a lease termination agreement with SC Main LLC. The Court documents
explain, "In accordance with the rights granted to the Agent in the
Sale Order, and following discussions with the affected landlord,
SC 3800 MAIN LLC (the 'Landlord'), the Purchaser directed McRIL,
LLC ('McRIL' and, together with the Landlord, the 'Parties'), on
behalf of the Debtors, to terminate that certain lease agreement
dated June 8, 2015, for the premises located at Charlestowne Mall
in St. Charles, Illinois, effective as of August 31, 2018."
About The Bon-Ton Stores
The Bon-Ton Stores, Inc. (OTCQX: BONT) -- http://www.bonton.com/--
with corporate headquarters in York, Pennsylvania and Milwaukee,
Wisconsin, operates 250 stores, which includes nine furniture
galleries, in 23 states in the Northeast, Midwest and upper Great
Plains under the Bon-Ton, Bergner's, Boston Store, Carson's,
Elder-Beerman, Herberger's and Younkers nameplates. The stores
offer a broad assortment of national and private brand fashion
apparel and accessories for women, men and children, as well as
cosmetics and home furnishings.
The Bon-Ton Stores, Inc., and nine affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 18-10248) on Feb. 4,
2018.
In the petitions signed by Executive Vice President and CFO Michael
Culhane, Bon-Ton Stores disclosed total assets at $1.58 billion and
total debt at $1.74 billion.
The Bon-Ton Stores tapped Paul, Weiss, Rifkind, Wharton & Garrison
LLP as counsel; Young Conaway Stargatt & Taylor, LLP as co-counsel;
Joseph A. Malfitano, PLLC, as special counsel; PJT Partners LP as
investment banker; AlixPartners LLP as restructuring advisor and AP
Services, LLC as financial advisor; and A&G Realty Partners LLC, as
real estate advisor; and Prime Clerk LLC, as administrative
advisor.
Andrew R. Vara, Acting U.S. Trustee for Region 3, on Feb. 15, 2018,
appointed seven creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case. Counsel for the
Official Committee of Unsecured Creditors are Jeffrey N. Pomerantz,
Esq., Robert J. Feinstein, Esq., and Bradford J. Sandler, Esq., at
Pachulski Stang Ziehl & Jones LLP.
An investor group comprised of DW Partners, LP, Namdar Realty Group
and Washington Prime Group, Inc., primarily as secured mortgage
lender; and AM Retail Group, Inc., who submitted a going concern
bid for the Debtors' assets, are represented by John Lyons, Esq.,
at DLA Piper LLP (US).
Co-Counsel to the Ad Hoc Second Lien Noteholder Group are Norman L.
Pernick, Esq., J. Kate Stickles, Esq., and Katherine M. Devanney,
Esq., at Cole Schotz, P.C.; and Sidney P. Levinson, Esq., Genna L.
Ghaul, Esq., Charles S. Wittmann-Todd, Esq., Bruce Bennett, Esq.,
and Joshua M. Mester, Esq., at Jones Day.
Co-Counsel to the DIP Tranche A-1 Documentation Agent, Crystal
Financial LLC, are Mark D. Collins, Esq., and Joseph Charles
Barsalona II, Esq., at Richards, Layton & Finger, P.A.; and Matthew
P. Ward, Esq., at Womble Bond Dickinson (US) LLP; and Jonathan D.
Marshall, Esq., and John Ventola, Esq., at Choate Hall & Stewart
LLP.
Co-Counsel to the Administrative Agent, Bank of America, N.A., are
Julia Frost-Davies, Esq., Robert A.J. Barry, Esq., and Amelia C.
Joyner, Esq., at Morgan, Lewis & Bockius LLP.
Co-Counsel to the Second Lien Trustee, Wells Fargo Bank, N.A., as
Indenture Trustee and Collateral Agent for the Debtor's 8.00%
Second Lien Senior Secured Notes Due 2021, are Emily Kathryn Devan,
Esq., and Luke A. Sizemore, Esq., at Reed Smith LLP.
Andrew R. Vara, Acting U.S. Trustee for Region 3, has appointed
Luis Salazar, as the Consumer Privacy Ombudsman in the bankruptcy
cases of The Bon-Ton Stores, Inc., and its affiliates.
BRUNO'S SUPERMARKETS: 11th Cir. Vacates Ruling Against Blue Bell
----------------------------------------------------------------
In the case captioned WILLIAM S. KAYE, Trustee of the BFW
Liquidating Trust, Plaintiff-Appellee, v. BLUE BELL CREAMERIES,
INC., Defendant-Appellant, No. 17-13588 (11th Cir.), the United
States Court of Appeals, Eleventh Circuit, vacates the bankruptcy
court's ruling directing Blue Bell Creameries, Inc. to return much
of the money it had been paid for the goods it provided Debtor
Bruno's Supermarkets, LLC, and remands for a new calculation of
Blue Bell's preference liability.
Bruno's Supermarkets filed for bankruptcy under Chapter 11. In
administering and ultimately liquidating the bankruptcy estate, the
Trustee filed an adversary proceeding against Blue Bell to recover
monies the Trustee contended were owed by Blue Bell to the estate.
Specifically, the Trustee sought to recover from Blue Bell more
than $500,000 in a series of payments that Blue Bell had received
from the Debtor during the 90-day period preceding the Debtor's
bankruptcy filing. Each payment by the Debtor was made for recent
shipments of ice cream and other merchandise that Blue Bell had
delivered to the Debtor for the latter to sell to the public.
Blue Bell acknowledged that the payments it received from the
Debtor constituted preferences under 11 U.S.C. section 547(b),
which meant that absent a valid defense by Blue Bell, the Trustee
would be empowered to "avoid" those payments: that is, require Blue
Bell to repay the money it had earlier been paid by the Debtor for
goods it had actually delivered. Blue Bell argued below that it had
just such a defense. Specifically, 11 U.S.C. section 547(c)(4)
prohibits "avoidance" by the trustee to the extent the recipient of
payments during the preference period provided "new value" to the
debtor during that same period.
Despite Blue Bell having provided new value to the Debtor
here--lots of ice cream products that the latter was able to sell
to its customers in its efforts to remain financially afloat--the
bankruptcy court concluded that it was bound by our precedent to
reject, in large part, Blue Bell's new-value defense. Specifically,
relying on Charisma Investment Company, N.V. v. Airport Systems,
Inc. (In re Jet Florida System, Inc.), the bankruptcy court held
that Blue Bell was entitled to an offset against its preference
liability only to the extent that any new value it extended to the
Debtor "remained unpaid" as of the date the bankruptcy petition was
filed. Because Blue Bell was paid for many of the products that it
had delivered, the bankruptcy court concluded that Jet Florida
System prevented Blue Bell from using the new-value defense to
defeat the Trustee's efforts to "avoid" such payments. As a result,
the court ruled that Blue Bell had to return much of the money it
had been paid for the goods it provided the Debtor.
Blue Bell appeals the bankruptcy court's decision. After careful
review, and with the benefit of oral argument, the Court concludes
that the language in Jet Florida System relied on by the bankruptcy
court was dictum and, as such, it does not bind the Court.
Construing section 547(c)(4) anew, the Court concludes that it does
not require new value to remain unpaid. The Court, therefore,
vacates the bankruptcy court's judgment and remands for a new
calculation of Blue Bell's preference liability.
A full-text copy of the Court's Decision dated August 14, 2018 is
available at https://bit.ly/2wvWvre from Leagle.com.
John Douglas Elrod -- elrodj@gtlaw.com -- for Plaintiff-Appellee.
Bill D. Bensinger -- bdbensinger@csattorneys.com -- for
Defendant-Appellant.
About Bruno's Supermarkets
Bruno's Supermarkets LLC -- now known as BFW Liquidation, LLC --
was a privately held company headquartered in Birmingham, Alabama.
It was the parent company of the Bruno's, Food World, and FoodMax
grocery store chains, which includes 23 Bruno's, 41 Food World, and
2 FoodMax locations in Alabama and the Florida panhandle. Founded
in 1933, Bruno's operated as an independent company since 2007
after undergoing several transitions and changes in ownership
starting in 1995.
Bruno's filed for Chapter 11 relief on Feb. 5, 2009 (Bankr. N.D.
Ala. Case No. 09-00634). At that time, it was owned by
Dallas-based Lone Star Funds.
Burr & Forman LLP served as the Debtor's lead counsel. Najjar
Denaburg, P.C., served as the Debtor's conflicts counsel.
Greenberg Traurig, LLP, acted as the official committee of
unsecured creditors' counsel. Alvarez & Marsal served as the
Debtor's restructuring advisor. Bruno's estimated between $100
million and $500 million each in assets and debts in its Chapter 11
petition.
During the 2009 bankruptcy, Bruno's sold 56 of its stores to C&S
Wholesale Grocers Inc., for $45.8 million.
BTH QUITMAN: May Enter Into Premium Finance Pact With FIRST
-----------------------------------------------------------
The Hon. Bruce T. Beesley of the U.S. Bankruptcy Court for the
District of Nevada has entered an order authorizing BTH Quitman
Hickory LLC to enter into insurance premium finance agreement with
FIRST Insurance Funding, a Division of Lake Forest Bank & Trust
Company, N.A.
The Debtor will grant FIRST or its successor or assigns a first
priority lien on and security interest in unearned premiums, and
will timely make all payments due under the Premium Finance
Agreement. FIRST is authorized to receive and apply the payments
to the indebtedness owed by Debtor to FIRST as provided in the
premium finance agreement.
Without limitation, only the liens, security interests and rights
in unearned premiums granted under the Premium Finance Agreement
are senior to the lien of any DIP Lender in this case and are
senior to any claims under 11 U.S.C. Sections 503, 506(c) or
507(b).
On Aug. 14, 2018, the Court entered an order authorizing the Debtor
to obtain $100,000 in debtor-in-possession financing from Utica
Leaseco, LLC. There are no loan fees and costs. The loan has an
interest of 10% per annum. The DIP Loan will mature and be due and
payable in full on the earlier of Nov. 1, 2018, or upon the
consummation of any sale, sales or other disposition of all or part
of the assets of the Debtor, the Debtor's subsidiaries or Hickory
Leasing LLC. All principal, accrued interest and reasonable
attorney's fees and costs incurred by Utica in connection with the
negotiation and approval of the DIP Loan shall be paid in full
first and prior to any other claims against the Debtor, the
Debtor's subsidiaries or Hickory Leasing, LLC, being paid.
The Debtor said it is in urgent need of funds to continue to
protect and preserve of the assets of the bankruptcy estate. The
primary priority expenses include utilities, insurance coverage and
security protection for the Debtor's assets.
Copies of the court orders are available at:
http://bankrupt.com/misc/nvb17-51375-224.pdf
http://bankrupt.com/misc/nvb17-51375-240.pdf
About BTH Quitman Hickory
BTH Quitman Hickory LLC, based in Quitman, Mississippi, is a
privately-held provider of torrefied wood pellets designed to offer
pellets of varying energy content to meet the diverse needs of
potential buyers. The company's wood pellets focus on innovative
and renewable energy source that can be produced on a commercial
scale, enabling businesses to meet the needs of the present without
compromising the ability of future generations to meet their own
needs. BTH Quitman Hickory LLC operates as a subsidiary of New
Biomass Holding LLC.
BTH Quitman Hickory filed for Chapter 11 bankruptcy protection on
(Bankr. D. Nev. Case No. 17-51375) on Dec. 10, 2017. In the
petition signed by Neal Smaler, president of managing member BTH
Quitman, LLC, the Debtor disclosed $4.22 million in total assets
and $59.46 million in total liabilities. Judge Bruce T. Beesley
presides over the case. Kevin A. Darby, Esq., at Darby Law
Practice, serves as the Debtor's bankruptcy counsel.
BUCHANAN TRAIL: Amended Plan of Liquidation Filed
-------------------------------------------------
Buchanan Trail Industries, Inc., on August 23 filed with the U.S.
Bankruptcy Court for the Southern District of New York its latest
Chapter 11 plan of liquidation.
Under the latest plan, creditors holding Class 6 unsecured claims
will receive their pro-rata share of the remaining proceeds from
the sale of the Greencastle property after payment in full of the
claims in Classes 1 to 5 and payment of administrative claims,
professional fee claims, and priority tax claims in full in cash on
the effective date, otherwise, any interests in Buchanan will be
extinguished.
The estimated amount of Class 6 unsecured claims is $6,566,970.
Confirmation of the plan is dependent on the company receiving a
carve out from Foremost Realty Lender LLC and AHG Investors, LLC
sufficient to fund certain claims under the plan. Additionally,
Foremost and AHG must still enter into an agreement with respect to
the escrow of the sale proceeds. Buchanan is confident that both
of these issues will be resolved prior to any hearing to confirm
its plan, according to the company's amended disclosure statement.
A copy of the amended disclosure statement is available for free
at:
http://bankrupt.com/misc/nysb18-22663-26.pdf
About Buchanan Trail Industries
Buchanan Trail Industries, Inc., owns a 2.38 acre property located
at 2371 Buchanan Trail West, Greencastle, Pennsylvania, which is
improved by a 7,500-square-foot office building.
Buchanan Trail Industries sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 18-22663) on May 2, 2018.
In the petition signed by Daniel Gordon, assistant secretary, the
Debtor disclosed $1.57 million in assets and $14.42 million in
liabilities.
Judge Robert D. Drain presides over the case. The Debtor tapped
Robinson Brog Leinwand Greene Genovese & Gluck P.C. as its legal
counsel.
CALHOUN SATELLITE: Newtek Opposes Payment Date for Secured Claims
-----------------------------------------------------------------
Newtek Small Business Finance, LLC has criticized the proposed
schedule for payments to secured creditors, saying such payments
should be made immediately upon confirmation of Calhoun Satellite
Communications, Inc.'s Chapter 11 plan of reorganization.
In a filing with the U.S. Bankruptcy Court for the Western District
of Pennsylvania, Newtek opposed Calhoun's proposal to pay secured
creditors holding deficiency claims on the anniversary date of the
confirmation order.
"There is no reason to delay these payments and they should be made
immediately upon confirmation," said the creditor's attorney John
Winter, Esq., at The Chartwell Law Offices LLP, in Eagleville,
Pennsylvania.
"[Calhoun] has failed to provide justification for such a lengthy
delay," Mr. Winter said, adding that Calhoun's failure to provide
such information in its disclosure statement violates section
1125(a)(1) of the Bankruptcy Code.
The provision requires a plan proponent to provide "adequate
information" to enable its creditors to vote on the plan.
Newtek can be reached through:
John J. Winter, Esq.
Robert J. Murtaugh, Esq.
The Chartwell Law Offices LLP
970 Rittenhouse Road, Suite 300
Eagleville, PA 19403
Telephone: (610) 666-8437 / (610) 666-7700
Telecopier: (610) 666-7704
Email: jwinter@chartwelllaw.com
Email: rmurtaugh@chartwelllaw.com
About Calhoun Satellite Communications
Calhoun Satellite Communications, Inc., operates a satellite
transmission business. Meanwhile, Transmission Solutions Group,
Inc., was formed solely to hold Calhoun's stock. All of
Transmission's creditors hold identical claims against Calhoun.
Calhoun and Transmission sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Lead Case No. 17-23389) on Aug.
22, 2017. Kevin Husband, its president, signed the petitions.
The Debtors estimated assets of less than $50,000 and liabilities
of $1 million to $10 million.
The Debtor tapped Dennis Spyra, Esq., as its legal counsel.
CARTER FINANCIAL: Taps Dunay Miskel as Special Counsel & Lobbyist
-----------------------------------------------------------------
Carter Financial Group, LLC sought and obtained authority from the
United States Bankruptcy Court for the Southern District of
Florida, Miami Division, to employ Dwayne L. Dickerson, Esq., and
the law firm of Dunay, Miskel & Backman, LLP to represent the
Debtor and its interests both as special legal counsel for land use
and zoning issues and/or as a registered lobbyist with the City of
Pembroke Pines.
Dunay Miskel will represent the Debtor in:
(a) the negotiation and resolution of fines and penalties
assessed by the City of Pembroke Pines against the Debtor for
municipal code violations in connection with the Shopping Center,
and;
(b) discussions with officials of the City of Pembroke Pines
in connection with the Debtor's plans for redevelopment of the
Shopping Center, and the anticipated presentation of a
redevelopment plan to the City of Pembroke Pines for approval and
the issuance of the entitlements necessary for its completion; and
(c) if necessary, discussions with officials of Broward County
in connection with the Debtor's plans for redevelopment of the
Shopping Center.
The Debtor retained Dickerson and Dunay, Miskel & Backman, LLP to
provide the Services at the firm's standard hourly rates, and the
firm commenced providing Services to the Debtor prior to the
Petition Date. The Debtor did not owe pre-petition fees to
Dickerson or Dunay, Miskel & Backman, LLP at the time the Chapter
11 petition was filed.
Dickerson attests that Dunay, Miskel & Backman, LLP and its
professionals do not represent or hold any interest adverse to the
Debtor or to the estate with respect to the matters on which they
are to be employed, as required by 11 U.S.C. Section 327(e).
Dunay, Miskel and Backman, LLP, can be reached at:
Dwayne L. Dickerson, Esq.
DUNAY, MISKEL AND BACKMAN, LLP
14 S.E. 4th Street, Suite 36
Boca Raton, FL 33432
About Carter Financial Group
Established in 2001, Carter Financial Group, LLC, is a privately
held company in Bay Harbor Islands, Florida that provides financial
advisory services.
Carter Financial Group filed a Chapter 11 petition (Bankr. S.D.
Fla. Case No. 18-14454) on April 16, 2018, listing $1 million to
$10 million in both assets and liabilities. The petition was
signed by Dr. Arnold P. Carter, managing director. The Hon. Laurel
M Isicoff presides over the case.
Tamara D McKeown, Esq. at Aaronson Schantz Beiley P.A., is the
Debtor's counsel; and Gidney & Company, P.A., CPAs, is the
accountant.
CENTURY III MALL: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Century III Mall PA LLC
9101 Alta Drive, Suite 1801
Las Vegas, NV 89145
Business Description: Century III Mall PA LLC owns the
Century III Mall shopping center located
in West Mifflin, Pennsylvania. Visit
http://www.centuryiiimall.comfor more
information.
Chapter 11 Petition Date: September 3, 2018
Court: United States Bankruptcy Court
Western District of Pennsylvania (Pittsburgh)
Case No.: 18-23499
Debtor's Counsel: Kirk B. Burkley, Esq.
BERNSTEIN-BURKLEY, P.C.
2200 Gulf Tower
707 Grant Street
Pittsburgh, PA 15219
Tel: 412-456-8108
412-456-8100
Fax: 412-456-8135
E-mail: kburkley@bernsteinlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Edward Sklyaroff, president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/pawb18-23499.pdf
CGH CARPET: May Use Cash Collateral to Pay Pre-Petition Wages
-------------------------------------------------------------
The Hon. Thomas P. Agresti of the U.S. Bankruptcy Court for the
Western District of Pennsylvania authorized CGH Carpet & Upholstery
Care, Inc. to use cash collateral.
The Debtor is authorized to (a) use up to $31,040 in cash to pay
its employees' pre-petition unpaid compensation for wages due
through June 25, 2018 and employee benefits through June 25, 2018;
(b) continue to deduct "Withheld Amounts;" (c) authorize banks and
other financial institutions to receive, process, honor, and pay
all checks presented for payment and electronic payment requests
relating to the foregoing; and (d) pay wages and benefits after the
commencement of the case in the ordinary course of business.
A copy of the Order is available at
http://bankrupt.com/misc/pawb18-22520-47.pdf
About CGH Carpet & Upholstery Care
CGH Carpet & Upholstery Care, Inc., is a privately-held company in
Pittsburgh, Pennsylvania, that provides carpet and upholstery
cleaning services. CGH Carpet & Upholstery Care sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No.
18-22520) on June 22, 2018. In the petition signed by Gregory C.
Heibert, president, the Debtor disclosed $353,389 in assets and
$1.41 million in liabilities. Judge Thomas P. Agresti presides
over the case. Calaiaro Valencik serves as its legal counsel; and
Incorvati & Company as its accountant.
CHINA COMMERCIAL: Five Directors Elected by Stockholders
--------------------------------------------------------
China Commercial Credit, Inc. held its 2018 annual meeting of
stockholders on Aug. 31, 2018. The number of shares of common
stock entitled to vote at the Annual Meeting was 24,595,612 shares.
The number of shares of common stock present or represented by
valid proxy at the Annual Meeting was 11,428,146 shares.
At the Annual Meeting, the stockholders:
1. elected Mr. Chenguang Kang, Mr. Jialin Cui, Ms. Kecen Liu,
Mr. Long Yi, and Mr. Teck Chuan Yeo to serve on the
Company's Board of Directors until the 2019 annual meeting
of stockholders of the Company;
2. ratified the selection of BDO China SHU LUN PAN Certified
Public Accountants LLP as the Company's independent
registered public accounting firm for fiscal year ending
Dec. 31, 2018;
3. ratified and approved, for purposes of complying with
applicable NASDAQ Listing Rules, issuance of more than 20%
of the Company's common stock, par value $0.001 per share,
pursuant to certain Securities Purchase Agreements dated
April 11, April 28, May 25 and June 19, 2018 in private
placements to certain "non-U.S. Persons" as defined in
Regulation S; and
4. approved and adopted amendment to the Company's Certificate
of Incorporation to affect a reverse stock split of the
Company's issued and outstanding common stock by a ratio of
not less than one-for-two and not more than one-for-ten and
then a forward stock split of its then issued and
outstanding common stock by a ratio of not less than one-
for-two and not more than one-for-ten immediately following
the reverse split at any time prior to, March 31, 2019, with
the exact ratios to be set at a whole number within this
range, as determined by its Board in its sole discretion.
About China Commercial Credit
Founded in 2008, China Commercial Credit --
http://www.chinacommercialcredit.com/-- currently engages in used
luxurious car leasing. The used luxurious car business is
conducted under the brand name "Batcar" by the Company's VIE
entity, Beijing Youjiao Technology Limited.
China Commercial incurred a net loss of US$10.69 million for the
year ended Dec. 31, 2017, compared to a net loss of US$2.58 million
for the ended Dec. 31, 2016. As of June 30, 2018, China Commercial
had US$4.14 million in total assets, US$15,246 in total liabilities
and US$4.13 million in total shareholders' equity.
The report from the Company's independent accounting firm Marcum
Bernstein & Pinchuk LLP on the consolidated financial statements
for the year ended Dec. 31, 2017, includes an explanatory paragraph
stating that the Company has incurred significant losses and needs
to raise additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
CHIRAG PATEL: Court Dismisses D. Patel Claim Against Apeksha Patel
------------------------------------------------------------------
Defendant Apeksha C. Patel in the case captioned DASHARATH PATEL,
Plaintiff, v. CHIRAG K. PATEL and APEKSHA PATEL, Defendants, Adv.
No. 17-01692 (Bankr. D.N.J.) filed a motion to dismiss count two
of the Plaintiff's Amended Complaint, which is the count related to
her. Upon review of the case, Bankruptcy Judge Jerrold N. Poslusny
grants the motion without prejudice.
The Amended Complaint filed by Dasharath Patel alleges that the
Defendant's husband, Chirag Patel committed fraud against the
Plaintiff and that Chirag's fraud should be imputed to the
Defendant, such that her alleged debt to the Plaintiff is
nondischargeable. The Plaintiff argues that Chirag's fraud should
be imputed to the Defendant due to the Defendant's "partnership" or
knowledge of, and benefit from, Chirag's scheme to defraud the
Plaintiff. The Defendant argues that the Plaintiff failed to
sufficiently allege that the Defendant and Chirag were involved in
a partnership or that she aided and abetted the fraud, and
therefore the Amended Complaint fails to state a claim upon which
relief can be granted.
The Defendant seeks to dismiss the Amended Complaint as related to
her arguing: (1) that the Plaintiff failed to sufficiently allege a
partnership relationship between herself and Chirag; and (2) that
the Amended Complaint merely alleges her knowledge of the
misappropriations or misrepresentations after they were committed,
but not that she was aware of them during their commission, thus,
the alleged fraud cannot be imputed to her.
The Plaintiff has not alleged sufficient facts to make it plausible
that the Court could find that the Defendant entered into a
business relationship with Chirag, or that she had knowledge of, or
aided in, Chirag's fraud. The Defendant argues that the Plaintiff
failed to establish that the Defendant was in an agency or
partnership relationship with her husband, and thus cannot impute
liability to her. The Defendant argues that the alleged facts
attempt to equate the Defendant's marriage to assert a partnership
relationship with Chirag. Therefore, the Defendant argues, the
Amended Complaint fails to state a claim upon which relief can be
granted with respect to her. The court agrees.
Although the Defendant and Chirag own most of their assets jointly,
the Defendant does not have an interest in the Holding Companies.
The Defendant is also on the payroll of a few, but not all, of her
husband's businesses. This suggests that the Defendant is solely an
employee of those companies, the Amended Complaint does not allege
that the Defendant is involved in making business decisions.
The Plaintiff also alleges that the Defendant's involvement as a
"partner" in the business is evidenced by her issuance of at least
two checks from business accounts. Id. ¶ 34. These factors are
minimal in comparison to what has led prior courts to find a
partnership relationship among spouses to impute fraud. For
example, no facts were alleged to suggest that the checks were for
non-business purposes or for personal expenses.
The Plaintiff further argues that, because the Defendant filed
joint tax returns with Chirag, there was a partnership
relationship. However, the Defendants' act of filing joint taxes
together is an act typical of a married couple, and thus not
indicate a partnership relationship.
The facts provided create a picture of mere possibility of a
partnership between the Defendant and her husband, or knowledge of
her husband's alleged fraud. For a complaint to survive a Motion to
Dismiss, the facts in the complaint must make the claim against the
Defendant plausible on its face, not just possible. Therefore, the
motion is granted without prejudice, and the Plaintiff may file an
amended complaint within 21 days.
A full-text copy of the Court's August 14, 2018 Opinion is
available at https://bit.ly/2MJ48pa from Leagle.com.
Dasharath Patel, Plaintiff, represented by Joel M. Ferdinand --
joel.ferdinand@fisherbroyles.com --Fisherbroyles, LLP & Mukti N.
Patel -- mukti.patel@fisherbroyles.com -- FisherBroyles LLP.
Chirag K. Patel & Apeksha C. Patel, Defendants, represented by
Damien Nicholas Tancredi -- Damien,tancredi@flastergreenberg.com --
Flaster/Greenberg P.C.
Chirag & Apeksha Patel filed for Chapter 11 bankruptcy protection
(Bankr. D.N.J. Case No. 17-17048) on April 6, 2017.
CHIROPLUS OF LOCUST: Taps CGA Law as Successor Distribution Agent
-----------------------------------------------------------------
ChiroPlus of Locust Lane, Inc. sought and obtained authority from
the United States Bankruptcy Court for the Middle District of
Pennsylvania to employ Lawrence V. Young, Esq., and CGA Law Firm as
successor distribution agent.
Leon P. Haller, Esq., of Purcell, Kruger & Haller, the Distribution
Agent appointed pursuant to the Debtor's confirmed Chapter 11 Plan,
has decided to resign from his role.
The Debtor selected Young and the CGA Law Firm to serve as
Distribution Agent as Young is familiar with the Debtor's
bankruptcy case, has served as Distribution Agent in numerous
Chapter 11 cases, and has the accounting software necessary to
facilitate distributions to the Debtor's creditors.
CGA Law Firm can be reached at:
Lawrence V. Young, Esq.
CGA LAW FIRM
135 North George Street
York, PA 17401
Tel: (717) 848-4900
About ChiroPlus
ChiroPlus of Locust Lane, Inc., operates a chiropractic clinic
located at 4607 Locust Lane, Harrisburg, Pennsylvania. It sought
bankruptcy protection (Bankr. M.D. Pa. Case No. 14-05693) on Dec.
10, 2014. The Debtor was represented by Henry W. Van Eck, Esq., at
Mette, Evans & Woodside.
The Debtor's Chapter 11 Plan was confirmed by Order of Court dated
November 8, 2016. The Plan provided for one class of priority
non-tax claims; one class of secured claims; one class of unsecured
claims; and one class of equity security holders. Unsecured
creditors holding allowed claims were to receive distributions,
which the proponent of the Plan has valued at approximately 10
cents on the dollar to be paid in 5 years. The Plan also provided
for the payment of the Allowed Secured Claim of the United States
of America, Internal Revenue Service on or before 5 years after the
Effective Date, together with interest at 3.5% per annum.
In 2017, the Debtor sought and obtained authority to employ
Lawrence V. Young, Esq. and CGA Law Firm as its bankruptcy
counsel.
COLLEGE PARK: Plan Outline Okayed, Plan Hearing on Oct. 18
----------------------------------------------------------
College Park Investments, LLC is now a step closer to emerging from
Chapter 11 protection after a bankruptcy judge approved the outline
of its plan of reorganization.
Judge Thomas Catliota of the U.S. Bankruptcy Court for the District
of Maryland on August 27 gave the thumbs-up to the disclosure
statement, allowing the company to start soliciting votes from
creditors.
The order set an October 8 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 October 18, at 11:00 a.m. The hearing will take place at
Courtroom 3-E.
College Park's latest plan filed on August 23 proposes to pay each
general unsecured creditor 20% of its allowed Class 5 claim. Each
creditor will receive a pro rata distribution from available cash.
The estimated amount of Class 5 general unsecured claims is
$15,810.
A copy of the second amended Chapter 11 plan is available for free
at:
http://bankrupt.com/misc/mdb17-22678-109.pdf
A copy of the amended disclosure statement is available for free
at:
http://bankrupt.com/misc/mdb17-22678-110.pdf
About College Park Investments
College Park Investments, LLC and its affiliate Stein Properties,
Inc., own and lease real properties. College Park's principal
assets are located at 7302 Yale Avenue College Park, Maryland.
Stein Properties owns a real property at 10840 Little Patuxent
Parkway Columbia, Maryland.
College Park and Stein Properties sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Md. Case Nos. 17-22678 and
17-22680) on September 22, 2017. Bruce S. Jaffe, its manager,
signed the petitions.
At the time of the filing, College Park disclosed that it had
estimated assets and liabilities of $1 million to $10 million.
Stein Properties estimated $1 million to $10 million in assets and
$10 million to $50 million in liabilities.
Judge Thomas J. Catliota presides over the case. The Debtor tapped
Lawrence A. Katz, Esq., at Hirschler Fleischer, as its legal
counsel.
COLORADO NATIONAL: Court Confirms 2nd Amended Plan
--------------------------------------------------
Bankruptcy Judge Elizabeth E. Brown confirmed Colorado National
Bancorp's second amended plan of reorganization dated June 28,
2018.
The Court finds that the Debtor has complied with all applicable
provisions of the Bankruptcy Code, including the requirements of
Bankruptcy Code section 1125 in connection with disclosures and
solicitation of acceptances of the plan.
The provisions of chapter 11 of the Bankruptcy Code have been
complied with, and the plan has been proposed in good faith and is
not by any means forbidden by law because the plan was proposed
with a reasonable belief in the likelihood that the plan would
achieve its intended results, which are consistent with the
purposes of the Bankruptcy Code.
As evidenced by the ballot report submitted by the Debtor, the plan
has been accepted by at least one impaired class that does not
include the claims of insiders. Accordingly, the plan satisfies the
requirement of Bankruptcy Code section 1129(a)(10).
The plan also offers reasonable prospect of success and is
feasible.
About Colorado National Bancorp
Colorado National Bancorp, formerly known as Community Bank
Partners Inc., operates as a bank holding company for Colorado
National Bank that provides banking products and services to
businesses and consumers in Colorado and surrounding states. It was
incorporated in 2009 and is based in Denver, Colorado.
Colorado National Bancorp sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo. Case No. 17-20315) on Nov. 8,
2017. In the petition signed by CEO Scott D. Jackson, the Debtor
estimated assets and liabilities of $1 million to $10 million.
Judge Elizabeth E. Brown presides over the case.
The Debtor hired Jackson Kelly PLLC as its counsel, and Eide Bailly
LLP as its accountant.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on Nov. 16, 2017. The Committee retained Markus
Williams Young & Zimmermann LLC as its bankruptcy counsel; Vining
Sparks Community Bank Advisory Group as financial advisor; and
Shapiro Bieging Barber Otteson LLP as special counsel.
COWPUNCHER INVESTMENTS: Exit Plan to Pay Unsecured Claims in Full
-----------------------------------------------------------------
General unsecured creditors of Cowpuncher Investments, LLC will be
paid in full under the company's proposed plan to exit Chapter 11
protection.
According to the reorganization plan, the company will pay allowed
Class 2 general unsecured claims 100% at the federal judgment rate
of interest in effect on the date the plan is confirmed. General
unsecured creditors will receive a quarterly payment of $18,000
until paid in full.
The initial payment will be made on the first day of the first
month of the first calendar quarter to occur 180 days after the
effective date. Subsequent payments will be made on the first day
of each calendar quarter.
Cowpuncher will use its operational revenues to pay claims under
the proposed plan, according to its disclosure statement filed on
August 23 with the U.S. Bankruptcy Court for the Western District
of Texas.
A copy of the disclosure statement is available for free at:
http://bankrupt.com/misc/txwb18-10899-36.pdf
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.
CYN RESTAURANTS: Eighth Preliminary Cash Collateral Order Entered
-----------------------------------------------------------------
The Hon. Ann M. Nevins of the U.S. Bankruptcy Court for the
District of Connecticut has entered an eighth preliminary order
authorizing Cyn Restaurants LLC to collect and use the cash
collateral to continue the usual and ordinary course of its
business by paying those budgeted expenditures through Aug. 31,
2018 as set forth on the budget.
The approved Budget for August 2018 shows total cash disbursements
of approximately $117,443.
Prior to the Petition Date, the Debtor and Webster Bank, and also
Community Investment Corp. were parties to Loans and Security
Agreements pursuant to which, among other things, Webster Bank and
Community Investment Corp. provided the Debtor with a loans and
credit facilities secured by liens and/or security interests in
substantially all of the Debtor's assets. As of the Petition Date,
the Debtor was indebted to Webster Bank in the amount of
$382,175.82 and was also indebted to Community Investment Corp. in
the amount of $208,000.
Webster Bank and Community Investment Corp. are each granted
post-petition claims against the Debtor's estate, which will have
priority in payment over any other indebtedness and/or obligations
now in existence or incurred hereafter by the Debtor and over all
administrative expenses or charges against the Debtor's property.
As security for the Adequate Protection Claim, Webster Bank and
Community Investment Corp. are each granted enforceable and
perfected replacement liens and/or security interests in the
postpetition assets of the Debtor's estate equivalent in nature,
priority and extent to the liens and/or security interests of
Webster Bank and Community Investment Corp., in the Pre-Petition
Collateral and the proceeds and products thereof.
Additionally, the Debtor will pay Webster Bank $1,360 as adequate
protection for August, 2018. The Debtor will also continue to keep
the Collateral fully insured against all loss, peril and hazard and
make Webster Bank and Community Investment Corp. loss payees as
their interests appear under such policies.
Any objection to the continued use of cash collateral must be filed
and served no later than August 27, 2018 at 5:00 p.m. A further
hearing on the continued use of cash collateral will be held on
August 29, 2018, at 10:00 a.m.
A full-text copy of the Eighth Preliminary Order is available at
http://bankrupt.com/misc/ctb18-30185-114.pdf
About Cyn Restaurants
Based in Shelton, Connecticut, Cyn Restaurants LLC is engaged in
the business of the operation of a restaurant known as Stone's
Throw located at 337 Roosevelt Drive, Seymour, CT.
Cyn Restaurants filed a Chapter 11 petition (Bankr. D. Conn. Case
No. 18-30185) on Feb. 5, 2018. In the petition signed by Peter
Hamme, the Debtor estimated $100,000 to $500,000 in assets and
$500,001 to $1 million in liabilities. James M. Nugent, Esq., at
Harlow, Adams & Friedman, P.C., is the Debtor's counsel; and Sound
Coaching, Inc., as its accountant.
DANAOS CORP: Kirkland & Ellis Represents Lenders in Restructuring
-----------------------------------------------------------------
Kirkland & Ellis represented an ad hoc committee of secured lenders
to Danaos Corporation, a shipping company headquartered in Attica,
Greece which, on Aug. 13, 2018, announced that it had reached a
consensual agreement with its creditors to restructure $2.2 billion
of its liabilities to reduce its total debt by $551 million.
The Kirkland team was led by restructuring partners Kon
Asimacopoulos and Stephen Hessler, restructuring associates Justin
Bernbrock and Hannah Crawford, and debt finance partner Ben Myers.
About Danaos Corporation
Danaos Corporation (NYSE:DAC) --
http://www.danaos.com/home/default.aspx-- is one of the largest
independent owners of modern, large-size containerships. Its
current fleet of 59 containerships aggregating 353,586 TEUs,
including four vessels owned by Gemini Shipholdings Corporation, a
joint venture, ranks Danaos among the largest containership charter
owners in the world based on total TEU capacity. Its fleet is
chartered to many of the world's largest liner companies on
fixed-rate charters. Its long track record of success is
predicated on our efficient and rigorous operational standards and
environmental controls. Danaos Corporation's shares trade on the
New York Stock Exchange under the symbol "DAC".
DAVIES CONSULTANTS: Taps K&L Gates as Legal Counsel
---------------------------------------------------
Davies Consultants, Inc., seeks approval from the U.S. Bankruptcy
Court for the District of New Jersey to hire K&L Gates LLP as its
legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code and will provide other legal services related to
its Chapter 11 case.
K&L's hourly rates range from $500 to $525 for members, $300 to
$375 for associates, and $200 to $275 for paralegals. The Debtor
paid the firm a retainer of $14,845.50, plus $1,717 for the filing
fee.
Daniel Eliades, Esq., a member of K&L, disclosed in a court filing
that he and his firm are "disinterested" as defined in section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Daniel M. Eliades, Esq.
Matteo Percontino, Esq.
K&L Gates LLP
One Newark Center
1085 Raymond Blvd., 10th Floor
Newark, NJ 07102
Phone: (973) 848-4000
E-mail: daniel.eliades@klgates.com
E-mail: matteo.percontino@klgates.com
About Davies Consultants
Davies Consultants, Inc., is a lessor of real estate based in
Tinton Falls, New Jersey. It owns an unimproved land located at
2065 Highway 37, Manchester Township, New Jersey.
Davies Consultants sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 18-27119) on Aug. 27, 2018.
In the petition signed by John W. Davies, vice-president, the
Debtor estimated assets of $1 million to $10 million and
liabilities of $1 million to $10 million. Judge Kathryn C.
Ferguson presides over the case.
DEMERX INC: Disclosure Statement Hearing Set for Oct. 11
--------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida is
set to hold a hearing on October 11 to consider approval of the
disclosure statement, which explains the Chapter 11 plan for
DemeRx, Inc.
The hearing will take place at 2:30 p.m., at Courtroom 4.
Objections to the disclosure statement are due by October 4.
The Plan provides for the exchange of debt created by the DIP
Facility along with the
secured claim of Philip Sigel Trustee for shares of New Common
Stock; the payment to a
Convenience Class of 50% of their Allowed Claims; the payment to
other Unsecured Creditors on account of their Allowed Claims from
Available Funds; payment in full and/or exchange of certain costs
of administration for shares of New Common Stock; the exchange of
unpaid post-Petition compensation due the Debtor's officers,
directors, and employees into shares of New Common Stock; the
striking of all pre-petition equity interests in the Debtor
consistent with the absolute priority rule; and the formation of a
Liquidating Trust to prosecute Litigation Claims on behalf of the
Bankruptcy Estate.
By way of summary, the Plan provides for the exchange of debt
created by the $2,000,000
DIP Facility for New Common Stock in the Debtor at the rate of ten
shares of common stock for every $1.00. The Plan also provides for
the exchange of the secured claim of Philip Sigel Trustee in the
amount of $135,000, into shares of New Common Stock in the Debtor
at the rate of ten shares of common stock for every $1.00. The
exchange of the DIP Facility and the Philip Sigel Trustee claim for
New Common Stock is pursuant to Section 1145(a) of the Bankruptcy
Code. Accordingly Section 5 of the Securities Act of 1933 and any
state or local law requiring registration for offer or sale of a
security or registration or licensing of an issuer of, underwriter
of, or broker or dealer in, a security do not apply.
Allowed Undisputed Pre-Petition Unsecured Creditors
(Non-Convenience Class), classified in Class 4, total $491,461.98
and will receive a distribution as follows: (1) On the Effective
Date, a distribution pro rata to members of Available Funds; and
(2) Distribution(s) of Liquidating Trust Available Funds pro rata
among members, as those funds become available at the discretion of
the Liquidating Trustee. If Liquidating Trust Available Funds
exceed the total Allowed Amount of Class 4 Creditors,
the excess will be used for Drug Development.
A copy of the Disclosure Statement from PacerMonitor.com is
available at https://tinyurl.com/y8kvud32 at no charge.
About DemeRx Inc.
DemeRx, Inc., is a pharmaceutical research and development company
headquartered in Miami, Florida.
DemeRx sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Fla. Case No. 18-14149) on April 9, 2018.
In the petition signed by CEO Deborah C. Mash, Ph.D, the Debtor
disclosed $24.88 million in assets and $2.06 million in
liabilities.
Judge Robert A. Mark presides over the case. The Debtor hired
Aaronson Schantz Beiley P.A. as its legal counsel, and Halloran
Farkas & Kittila, LLP, as its special counsel.
The Debtor filed its proposed Chapter 11 plan and disclosure
statement on August 20, 2018.
DEMERX INC: Taps Cimo Mazer Mark as Special Litigation Counsel
--------------------------------------------------------------
DemeRx, Inc. sought and obtained authority from the united States
Bankruptcy Court for the Southern District of Florida, Miami
Division, to employ David C. Cimo and Marilee A. Mark, and the law
firm of Cimo Mazer Mark PLLC, as special litigation counsel.
The Debtor says Cimo Mazer's services are necessary to assist the
Debtor, as co-counsel with Aaronson Schantz Beiley P.A., in respect
of due diligence, investigation, analysis, and, to the extent
appropriate, the pursuit of litigation claims that may include:
(a) claims against former officers, directors, managers,
employees, independent contractors, and control persons of the
Debtor;
(b) claims against former professionals of the Debtor,
including accountants, bookkeepers, attorneys, financial brokers,
and investment advisors;
(c) claims against former banks and other financial
institutions that performed or otherwise provided financing,
banking, and other related services to the Debtor;
(d) Chapter 5 turnover and avoidance claims and claim
objections;
(e) insurance recovery claims, including coverage litigation
and bad faith claims; and
(f) any and all other litigation claims as may be directed by
the Debtor.
The salient terms of Cimo Mazer's engagement include:
a. Compensation to Cimo Mazer and Aaronson Schantz in
connection with the Litigation Claims will be on a graduated
contingency fee basis on gross recoveries and/or value to the
estate, as applicable, as follows:
(i) 30% based upon a pre-suit settlement;
(ii) 35% post-suit; and
(iii) 40% from and after the start of the trial.
b. Cimo Mazer and Aaronson Schantz shall be compensated from
the applicable contingency fee pro rata based upon total
professional and/or para-professional hours incurred by Cimo Mazer
and Aaronson Schantz as calculated by multiplying professional
and/or para-professional hours incurred and applicable billable
rates up to recovery of all hourly fees incurred by Cimo Mazer and
Aaronson Schantz, with any excess over hourly fees incurred by Cimo
Mazer and Aaronson Schantz to be allocated equally between the two
law firms. Both firms will keep and maintain detailed time records
in respect of the contingency fee services provided in connection
with the Litigation Claims.
c. The Debtor has agreed to allocate $50,000 to cover
anticipated investigation and litigation costs over a 12-month
period and will consider further costs as may be necessary. Cimo
Mazer and Aaronson Schantz may advance payment of litigation
related costs pertaining to the Litigation Claims, but the
bankruptcy estate shall be responsible for the reimbursement and/or
payment of all expert witness and consulting fees and costs,
mediation fees and costs, and any and all other normal and
customary out-of-pocket expenses incurred in connection with the
professional services provided hereunder, including but not limited
to travel, court reporter fees, printing, photocopy costs,
administrative, and other costs.
d. The Debtor has agreed to cover anticipated forensic
accounting costs which will require a $7,500.00 retainer, which
shall be included in a separate application to employ forensic
accountants.
e. All requests pursuant to the Order approving this Motion
for payment of both firm's professional fees in connection with the
Litigation Claims contingency fee arrangement as set forth will be
included: (i) in each respective motion to approve any and all
settlements pursuant to Fed. R. Bank. P. 9019 with that request
clearly set forth in the title of the motion; and/or (ii) in a
motion for payment of contingency fee in the event of payment other
than from settlement.
About DemeRx Inc.
DemeRx, Inc., is a pharmaceutical research and development company
headquartered in Miami, Florida.
DemeRx sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Fla. Case No. 18-14149) on April 9, 2018.
In the petition signed by CEO Deborah C. Mash, Ph.D, the Debtor
disclosed $24.88 million in assets and $2.06 million in
liabilities.
Judge Robert A. Mark presides over the case. The Debtor hired
Aaronson Schantz Beiley P.A. as its legal counsel, and Halloran
Farkas & Kittila, LLP, as its special counsel.
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of DemeRx, Inc.
DEXTERA SURGICAL: Files Amended Plan of Liquidation
---------------------------------------------------
BankruptcyData.com reported that Dextera Surgical filed with the
Court a First Amended Plan of Liquidation and related Disclosure
Statement.
According to BankruptcyData, the Disclosure Statement notes,
"Debtor shall engage Arch & Beam Global, LLC to designate Matthew
S. English, the Debtor's current Chief Restructuring Officer, as
the Debtor's Representative under the Plan. Julian Nikolchev and
Michael Bates shall serve as the members of the Board
post-Effective Date. The initial Post Effective Date Reserve is
projected to be approximately $1,627,000. The Plan provides that,
on or as soon as practicable after the Effective Date, the Debtor's
Representative shall fund the Professional Fee Claims Reserve from
Cash in the Debtor Cash Account, in the amount of approximately
$661,000. The Debtor's ownership interest in Dextera Surgical GmbH,
a German subsidiary, shall be deemed a Remaining Asset. The terms
of the Series B Convertible Preferred Stock provide for, upon any
liquidation, dissolution, or winding up of the Debtor, pari passu
distributions among the holders of shares of Common Stock and the
shares of Series B Preferred Stock, pro rata based on the number of
shares held by each holder, treating for this purpose all such
shares of Series B Preferred Stock as if they had been converted to
Common Stock pursuant to the formula set forth below, for their
conversion into Common Stock. The Plan involves a liquidation and
winding up of the Debtor and for its dissolution. Accordingly, the
Plan provides that, on the Effective Date, each share of
outstanding Series B Convertible Preferred Stock shall be deemed,
without any action by any Person, to be converted to shares of
Class 5 Common Stock, by dividing $1,000 by the conversion price of
$0.27 (i.e., so that each outstanding share of Series B Convertible
Preferred Stock shall be deemed converted into 3,703 shares of
Common Stock), or pursuant to such other conversion formula as the
Bankruptcy Court may deem appropriate."
About Dextera Surgical
Headquartered in Redwood City, California, Dextera Surgical Inc.
(DXTR:US OTC US), now known as Dex Liquidating Co., is a medical
device company that designs and manufactures proprietary stapling
devices that enable the advancement of minimally invasive surgical
procedures. Founded in 1997 as Vascular Innovations, Inc., the
Company changed its name in November 2001 to Cardica, Inc., and in
June 2016 to Dextera Surgical Inc.
Dextera Surgical sought Chapter 11 protection (Bankr. D. Del. Case
No. 17-12913) on Dec. 11, 2017. Dextera Surgical also entered into
an asset purchase agreement with Aesculap, Inc, an affiliate of B.
Braun Group, for $17.3 million.
The Company disclosed $6.53 million in total assets and $14.82
million in total debt as of Sept. 30, 2017.
The Debtor tapped Saul Ewing Arnstein & Lehr LLP as counsel; Cooley
LLP as special corporate counsel; JMP Securities, LLC as financial
advisor and investment banker; Moss Adams LLP as tax advisor; Arch
& Beam Global, LLC and Matthew English as chief restructuring
officer; and Rust Consulting/Omni Bankruptcy as claims and noticing
agent. David J. Saul, Esq., at Vistegy Law, P.C., serves as as the
Debtor's bankruptcy counsel.
No trustee, examiner or official committee has been appointed.
Dextera Surgical Inc. filed a Certificate of Amendment to its
Amended and Restated Certificate of Incorporation on April 24,
2018, to effect a change of its name from "Dextera Surgical Inc."
to "Dex Liquidating Co." The name change became effective upon the
filing of the Amendment.
DEXTERA SURGICAL: Reaches Compromise with Alpha Capital, Et Al.
---------------------------------------------------------------
BankruptcyData.com reported that Dextera Surgical requested Court
approval for a compromise agreements by and among the Debtor and
Alpha Capital Anstalt, Sabby Healthcare Master Fund and Sabby
Volatility Warrant Master Fund which would resolve disputed claims.
The compromise motion notes, "Alpha Capital Anstalt ('Alpha') holds
one Warrant exercisable for approximately 6,666,667 shares of
Debtor's common stock. Sabby Healthcare Master Fund, Ltd. ('SHMF')
holds one Warrant exercisable for approximately 4,444,445 shares of
Debtor's common stock. Sabby Volatility Warrant Master Fund, Ltd.
('SVWMF,' together with SHMF as, the 'Sabby Entities') holds one
Warrant exercisable for approximately 2,222,222 shares of Debtor's
common stock. On or about January 29, 2018, SHMF filed Claim No. 13
(the 'SHMF Claim') in the total, unsecured amount of $1,432,114.56.
On or about January 29, 2018, SVWMF filed Claim No. 14 (the 'SVWMF
Claim') in the total, unsecured amount of $716,057.26. On or about
March 30, 2018, Alpha filed Claim No. 101 (the 'Alpha Claim,'
collectively with the SHMF Claim and the SVWMF Claim as, the
'Disputed Claims') in the total, unsecured amount of 'at least'
$712,738.16. The Alpha Stipulation provides, generally, that: The
Alpha Claim shall be reduced, and allowed as a general unsecured
claim in the total amount of $425,000 (the 'Allowed Alpha Claim'),
with prejudice to Alpha's ability to amend the Allowed Alpha Claim
or file further claims against the Debtor or its estate.
The Sabby Entities Stipulation provides, generally, that: The SHMF
Claim shall be reduced, and allowed as a general unsecured claim in
the total amount of $283,333.33 (the 'Allowed SHMF Claim'), with
prejudice to SHMF's ability to amend the Allowed SHMF Claim or file
further claims against the Debtor or its estate. The SVWMF Claim
shall be reduced, and allowed as a general unsecured claim in the
total amount of $141,666.67 (the 'Allowed SVWMF Claim,'
collectively with the Allowed SHMF Claims as, the 'Allowed Sabby
Entities Claims'), with prejudice to SVWMF's ability to amend the
Allowed SVWMF Claim or file further claims against the Debtor or
its estate."
About Dextera Surgical
Headquartered in Redwood City, California, Dextera Surgical Inc.
(DXTR:US OTC US), now known as Dex Liquidating Co., is a medical
device company that designs and manufactures proprietary stapling
devices that enable the advancement of minimally invasive surgical
procedures. Founded in 1997 as Vascular Innovations, Inc., the
Company changed its name in November 2001 to Cardica, Inc., and in
June 2016 to Dextera Surgical Inc.
Dextera Surgical sought Chapter 11 protection (Bankr. D. Del. Case
No. 17-12913) on Dec. 11, 2017. Dextera Surgical also entered into
an asset purchase agreement with Aesculap, Inc, an affiliate of B.
Braun Group, for $17.3 million.
The Company disclosed $6.53 million in total assets and $14.82
million in total debt as of Sept. 30, 2017.
The Debtor tapped Saul Ewing Arnstein & Lehr LLP as counsel; Cooley
LLP as special corporate counsel; JMP Securities, LLC as financial
advisor and investment banker; Moss Adams LLP as tax advisor; Arch
& Beam Global, LLC and Matthew English as chief restructuring
officer; and Rust Consulting/Omni Bankruptcy as claims and noticing
agent. David J. Saul, Esq., at Vistegy Law, P.C., serves as as the
Debtor's bankruptcy counsel.
No trustee, examiner or official committee has been appointed.
Dextera Surgical Inc. filed a Certificate of Amendment to its
Amended and Restated Certificate of Incorporation on April 24,
2018, to effect a change of its name from "Dextera Surgical Inc."
to "Dex Liquidating Co." The name change became effective upon the
filing of the Amendment.
DFH NETWORK: Taps Financial Relief as Legal Counsel
---------------------------------------------------
DFH Network Inc. seeks approval from the U.S. Bankruptcy Court for
the Central District of California to hire Financial Relief Law
Center, APC as its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; assist in the administration of the estate's
assets and liabilities; prepare a plan of reorganization; and
provide other legal services related to its Chapter 11 case.
The firm will charge these hourly rates:
Andy Warshaw, Esq. $325
Amanda Billyard, Esq. $300
Richard Sturdevant, Esq. $300
Marc Fiore $300
Prior to the petition date, FRLC received $25,000 from the Debtor.
Andy Warshaw, Esq., disclosed in a court filing that his firm does
not have any interest adverse to the interest of the Debtor's
estate, creditors and equity security holders.
FRLC can be reached through:
Andy C. Warshaw, Esq.
Financial Relief Law Center, APC
1200 Main St., Suite G
Irvine, CA 92614
Phone: 714-442-3319
Fax: 714-361-5380
Email: awarshaw@bwlawcenter.com
About DFH Network Inc.
DFH Network Inc. -- http://www.dfhnet.com/-- is a digital
broadcasting company that delivers Turkish channels to
Turkish-speaking houses in every region of America with its
subscription system.
DFH Network sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Cal. Case No. 18-13119) on August 23, 2018. In
the petition signed by Suleyman Ozrifaioglu, vice-president of
Technology, the Debtor disclosed $57,000 in assets and $2,974,113
in liabilities.
Judge Erithe A. Smith presides over the case.
DPW HOLDINGS: DPL Amends Purchase Agreement with I.AM
-----------------------------------------------------
Digital Power Lending, LLC, a wholly-owned subsidiary of DPW
Holdings, Inc., has entered into Amendment No. 3 to the securities
purchase agreement, dated May 23, 2018, among DPL, I.AM INC., David
J. Krause and Deborah J. Krause. Pursuant to the Purchase
Agreement Amendment, the deadline for the parties to enter into a
management agreement between I.AM and a separate management company
formed and operated by the I.AM Stockholders was extended to Oc. 1,
2018.
About DPW Holdings
Headquartered in Fremont, California, DPW Holdings, Inc., formerly
known as Digital Power Corp. -- http://www.DPWHoldings.com/-- is a
diversified holding company that, through its wholly owned
subsidiary, Coolisys Technologies, Inc., is dedicated to providing
technology-based solutions where innovation is the main driver for
mission-critical applications and lifesaving services. Through its
wholly owned subsidiaries and strategic investments, the company
provides mission-critical products that support a diverse range of
industries, including defense/aerospace, industrial,
telecommunications, medical, crypto-mining, and textiles.
DPW Holdings incurred a net loss of $10.89 million in 2017
following a net loss of $1.12 million in 2016. As of June 30,
2018, DPW Holdings had $53.44 million in total assets, $21.90
million in total liabilities and $31.53 million in total
stockholders' equity.
The report from the Company's independent accounting firm Marcum
LLP, in New York, on the consolidated financial statements for the
year ended Dec. 31, 2017, includes an explanatory paragraph stating
that the Company has a significant working capital deficiency, has
incurred significant losses and needs to raise additional funds to
meet its obligations and sustain its operations. These conditions
raise substantial doubt about the Company's ability to continue as
a going concern.
DU-RITE COMPANY: Taps National Auction Company as Auctioneer
------------------------------------------------------------
Du-Rite Company seeks approval from the U.S. Bankruptcy Court for
the Southern District of Florida to hire an auctioneer.
The Debtor proposes to employ National Auction Company to hold an
auction of its assets, which include restaurant equipment,
appliances, furniture, fixtures, and computer-related equipment.
Compensation of the auctioneer will be based on 10 % buyer's
premium.
George Richards, president of NAC, disclosed in a court filing that
he and his firm do not have any connection to the Debtor or its
estate.
The firm can be reached through:
George Richards
National Auction Company
1325 S. Congress Avenue, Suite 202
Boynton Beach, FL 33426
Telephone: 561-364-7004
Fax: 561-364-8803
About Du-Rite Company
Du-Rite Company conducts its business under the name Denny's
Classic Diner located at 925 Duval Street, Key West, Florida.
Du-Rite Company sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-17194) on June 15,
2018. In the petition signed by Stan Jackowski, president, the
Debtor disclosed $69,884 in assets and $1,257,193 in liabilities.
Judge Robert A. Mark presides over the case. The Debtor tapped
Furr Cohen, P.A., as its legal counsel.
ENDURO RESOURCE: Court Approves Settlement with Echo Production
---------------------------------------------------------------
BankruptcyData.com reported that the Court hearing the Enduro
Resource Partners case approved a settlement agreement between (i)
Enduro Operating and (ii) Echo Production, Talus, Twin Montana,
Cimarron River Investments, CMW Interests, D2 Resources, Elger
Exploration, Plains Production, Solis Energy, The Allar Company,
Ken Seligman and W. Glen Street, Jr. (the "Defendants", and
together with Enduro Operating, the "Litigation Parties").
BankruptcyData previously reported, "If Enduro Operating were to be
unsuccessful on rehearing and any subsequent appeals, it would be
obligated to pay any verdict and, potentially, to pay attorney's
fees in connection with the lawsuit. In addition, the case could
continue for another several years, consuming the Debtors' time and
resources and causing potential delay and disruption to the
Debtors' wind down and dissolution process. The Litigation Parties
engaged in good-faith negotiations to reach a full and final
settlement relating to the Litigation and the release of claims
relating thereto. These negotiations have culminated in the entry
by the Litigation Parties into the Settlement Agreement, which
provides for the mutual release by the Litigation Parties of all
claims related to the Litigation and the Dispute upon entry of the
Proposed Order, that no party shall be deemed liable on account of
the Litigation, and that each party shall bear its own expenses in
connection with the Litigation."
About Enduro Resource
Enduro Resource Partners LLC and its subsidiaries are independent
oil and natural gas companies engaged in the acquisition,
exploration, exploitation, development, and operation of oil and
gas properties. They have operated and non-operated oil and gas
assets in Texas, Louisiana, New Mexico, North Dakota, and Wyoming,
as well as royalty interests in certain properties in Montana.
Enduro Resource Partners LLC and five affiliates filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Lead Case No. 18-11174) on
May 15, 2018. Enduro Royalty Trust, a publicly-traded Delaware
statutory trust formed on May 3, 2011, has not filed a chapter 11
petition and will also continue to operate in the normal course.
In the petition signed by Kimberly A. Weimer, vice president and
CFO, the Debtors estimated $100 million to $500 million in assets
and liabilities.
The Hon. Kevin Gross presides over the cases.
Michael R. Nestor, Esq., and Kara Hammond Coyle, Esq., at Young
Conaway Stargatt & Taylor, LLP; and George A. Davis, Esq., Caroline
A. Reckler, Esq., Matthew L. Warren, Esq., and Jason B. Gott, Esq.,
at Latham & Watkins LLP, serve as counsel to the Debtors. Evercore
Group, L.L.C., serves as the Debtors' financial advisor; and
Alvarez & Marsal North America, LLC, as the Debtors' restructuring
advisor. Kurtzman Carson Consultants LLC serves as the Debtors'
claims and noticing agent.
ETCHER FARMS: Seeks Court's Conditional OK of Proposed Plan Outline
-------------------------------------------------------------------
Etcher Farms, Inc., Etcher Family Farms, LLC, and Elmwood Farms,
LLC, filed a motion asking the U.S. Bankruptcy Court for the
Southern District of Iowa for conditional approval of their
disclosure statement in relation to their proposed plan of
reorganization.
The Debtors also ask the Court to combine the hearings on final
approval of the Disclosure Statement and confirmation of the Plan.
The Debtors assert that conditional approval of their Joint
Combined Plan and Disclosure Statement and the combination of the
hearings on final approval of the Disclosure Statement and
confirmation of the Plan are appropriate and in the best interest
of creditors and parties in interest in the Bankruptcy Cases.
The Plan provides for 12 Classes of Secured Claims and four Classes
of Unsecured Claims. The Plan is premised on all Estates being
"substantively consolidated" on the Effective Date, and proposes to
pay a 100% dividend on account of all Class 15 Allowed Unsecured
Administrative Convenience Class Claims on the Effective Date of
the Plan and all Class 16 Allowed General Unsecured Claims over
time.
Payments and Distributions under the Plan will be funded from the
net monthly income generated by the Reorganized Debtor from its
continued engagement in the same general business activities the
Debtors were engaged in both pre and post-petition. Specifically,
the Reorganized Debtor will continue in the operations of its dairy
and farming businesses.
Subject to the Plan's provisions, the Reorganized Debtor will be
authorized to refinance its assets to pay and/or otherwise satisfy
in full any and all Allowed Secured or Unsecured Claims, and to
enable it to make Plan payments or to enable them to obtain
sufficient capital to operate its businesses.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/iasb18-00554-11-158.pdf
About Etcher Farms, Etcher Family Farms and Elmwood Farms
Etcher Farms, Inc., Etcher Family Farms LLC, and Elmwood Farms,
LLC, are privately held companies in Lovilia, Iowa, in the dairy
farms business. They own a cropland and dairy complex located in
Monroe County.
Etcher Farms, Inc., Etcher Family Farms LLC, and Elmwood Farms,
LLC, simultaneously filed voluntary petitions for relief under
Chapter 11 of the Bankruptcy Code: Etcher Farms, Inc. (Bankr. S.D.
Iowa Case No. 18-00554); Etcher Family Farms, LLC (Bankr. S.D. Iowa
Case No. 18-00555); and Elmwood Farms, LLC (Bankr. S.D. Iowa Case
No. 18-00556) on March 19, 2018.
In the petitions signed by Scott Etcher, the Debtors' vice
president and CEO, the Debtors disclosed $16,590,000 in assets and
$10,000,000 in liabilities for Etcher Farms, Inc.; $7,230,000 in
assets and $6,840,000 in liabilities for Etcher Family Farms; and
$3,870,000 in assets and $4,670,000 in liabilities for Elmwood
Farms, LLC.
The Hon. Lee M. Jackwig presides over the Debtors' cases. Jeffrey
D. Goetz, Esq., and Krystal R Mikkilineni, Esq., at Bradshaw,
Fowler, Proctor & Fairgrave, P.C., serve as the Debtors' counsel.
FARMLAND PARTNERS: Bernstein Liebhard Files New Class Action Suit
-----------------------------------------------------------------
Bernstein Liebhard LLP, a nationally acclaimed investor rights law
firm, announces that it has filed a new securities class action
lawsuit on behalf of those who purchased or acquired the securities
of Farmland Partners Inc. ("Farmland" or the "Company") (NYSE:FPI,
FPI-PB)) between March 16, 2016 and July 10, 2018, both dates
inclusive (the "Class Period"). The lawsuit, which expands the
class period asserted in the recent lawsuit filed against the
Company concerning the revelations made by the Rota Fortunae
report, seeks to recover Farmland shareholders' investment losses.
To join the Farmland class action, and/or to discuss your legal
rights and options, please visit Farmland Shareholder Class Action
Lawsuit or contact Daniel Sadeh toll free at (877) 779-1414 or
dsadeh@bernlieb.com.
According to the lawsuit, throughout the Class Period Defendants
made false and/or misleading statements and/or failed to disclose:
(1) that Farmland artificially increased revenues by making loans
to related-party tenants who round-tripped the cash back to
Farmland as rent; (2) that as a result, Farmland's earnings during
fiscal year 2017 were materially overstated; (3) the true extent
and effect of Farmland's non-arm's length transactions; and (4) as
a result, Defendants' statements about the Company's business,
operations and prospects were materially false and misleading
and/or lacked reasonable bases at all relevant times.
On July 11, 2018, Rota Fortunae published a report stating, among
other things, that "FPI is artificially increasing revenues by
making loans to related-party tenants who round-trip the cash back
to FPI as rent; 310% of 2017 earnings could be made-up." The report
further stated that "FPI has neglected to disclose that the
majority of its loans have been made to two members of the
management team, including Jesse Hough, CEO Paul Pittman's
long-time business partner," and "[w]e found evidence that strongly
supports FPI has significantly overpaid for properties."
On this news, Farmland's stock fell $3.37 per share, or over 38%,
from its previous closing price to close at $5.28 per share on July
11, 2018, damaging investors.
The new class action is pending in the United States District Court
for the District of Colorado, under docket number 1:18-cv-02104. If
you wish to serve as lead plaintiff, you must move the Court no
later than September 10, 2018. A lead plaintiff is a representative
party acting on behalf of other class members in directing the
litigation. Your ability to share in any recovery doesn't require
that you serve as lead plaintiff. If you choose to take no action,
you may remain an absent class member.
To join the Farmland class action, and/or to discuss your legal
rights and options, please visit
https://www.bernlieb.com/cases/farmland-partners-inc-fpi-class-action-lawsuit-73/.
Daniel Sadeh, Esq.
Bernstein Liebhard LLP
Telephone: (877) 779-1414
Email: dsadeh@bernlieb.com [GN]
FIRESTAR DIAMOND: Examiner Report Details Fraud Indications
-----------------------------------------------------------
BankruptcyData reported that Firestar Diamond's Examiner filed with
the Court a report on the case. The reports "Executive Summary"
notes in part, "The Debtors are in the business of selling finished
jewelry to major retailers, including Costco, J.C. Penny, Army/Navy
Stores, Macy's and Zales, among others. The Examiner has uncovered
that in addition to conducting their stated wholesale business, the
Debtors conducted transactions totaling hundreds of millions of
dollars with the foreign shell companies alleged to have been
created and secretly controlled by Modi for the purpose of
furthering the fraudulent banking scheme (the "Shadow Entities").
These transactions were primarily structured as purchases and sales
of loose diamonds, at a volume and in a manner that is not
consistent with the stated business of the Debtors. In the limited
time available, the Examiner has identified tens of millions of
dollars of purported diamond sales by the Debtors to various Shadow
Entities, where payment can be traced to proceeds from the alleged
bank fraud. The Examiner's investigation has confirmed that
criminally derived proceeds from these sales flowed from India into
the U.S. and in numerous instances were returned to Firestar in
India or used to fund Debtors' operations, including making
payments on loans made by banks in the U.S. In addition to linking
the Debtors' transactions to specific Letters of Undertaking
(LOUs), the Examiner has identified numerous indicia of fraud
involving the Debtors' financial reporting, inventory valuation,
and operational practices surrounding these transactions."
About Firestar Diamond
Firestar Diamond Inc. procures, designs, manufactures, and
distributes diamond-studded jewelry. Firestar Diamond's operations
span the USA, Europe, the Middle East, the Far East and India. The
Company employs over 1200 people. Firestar Diamond has offices in
Mumbai, Surat, New York, Chicago, Johannesburg, Antwerp, Yerevan,
Dubai, and Hong Kong. A. Jaffe, Inc., a subsidiary of Firestar
Diamond, designs and manufacturers wedding rings and wedding
bands.
Firestar Diamond, Inc., A. Jaffe, Inc., and Fantasy, Inc., sought
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 18-10509) on
Feb. 26, 2018. Firestar Diamond estimated assets and debt of $50
million to $100 million.
The Hon. Sean H. Lane is the case judge.
The Debtors tapped Ian R. Winters, Esq., at Klestadt Winters
Jureller Southard & Stevens, LLP as their bankruptcy counsel;
Forchelli Deegan Terrana LLP as conflicts counsel; Lackenbach
Siegel, LLP as special counsel; Getzler Henrich & Associates LLC
and its managing director Mark Samson as chief restructuring
officer; and Rust Consulting/Omni Bankruptcy as claims and noticing
agent.
Richard Levin, Esq. has been appointed as Chapter 11 Trustee of
Firestar Diamond, Inc. He has tapped Jenner & Block, LLP, as his
attorneys; Alvarez & Marsal Disputes and Investigations, LLC, as
financial advisors; and Gem Certification & Assurance Lab, Inc., as
appraisers.
John J. Carney, Esq., has been appointed as examiner in the
Debtors' cases. Alvarez & Marsal Disputes and Investigations, LLC,
has been tapped as his financial advisor.
FU KONG: Seeks Access to Cash Collateral Through Dec. 31
--------------------------------------------------------
Fu Kong, Inc., asks the U.S. Bankruptcy Court for the Central
District of California to authorize further interim use of cash
collateral in accordance with Debtor's amended cash collateral
budget for the period of Aug. 10, 2018 through and including Dec.
31, 2018.
The only current source of revenue available to Debtor to use to
maintain and operate its business is the cash and cash collateral
in its debtor-in-possession accounts. To enable Debtor to pay all
of its normal, ordinary, and ongoing operating expenses, Debtor
requires an order of this Court authorizing Debtor to use the cash
collateral. The Debtor proposes to use the cash collateral, with
authority to deviate from the line items in the Budget by up to
20%, on both a line item and aggregate basis, with any unused
portions to be carried over into the following months.
The Debtor has had temporary cash flow problems, but the business
appears to be viable. Beginning September or October 2018, Debtor
projects it will begin generating up to $100,000 to $200,000 in
monthly gross revenue at a 15% to 20% profit margin through selling
custom fabrics.
On July 16, 2018, the Court entered an order authorizing Debtor to
use cash collateral on an interim basis through and including
August 9, 2018. To date, Debtor has been in compliance with the
Order to the best of its knowledge.
Cathay Bank is the holder of a promissory note, secured by Debtor's
assets including inventory and accounts receivable. Cathay Bank's
loan is also secured by two real properties: (1) Debtor's
principals' residence located at 1324 N. Vosburg Dr., Azusa, CA
91702, which has approximately $975,000 in equity to satisfy the
loan and (2) the industrial warehouse leased by Debtor located at
2455 Lee Avenue, S. El Monte, CA 91733, which is valued at $2
million, leaving $941,919.35 in equity to satisfy the loan. In sum,
the Debtor contends that Cathay Bank is protected by equity of
$1,916,919.35 million on the $1,574,163 principal balance.
There are also other working capital lenders with a security
interest in the cash collateral: (1) Funding Metrics, LLC; (2)
Lending Club Corp; (3) Wide Merchant Investment Inc.; and (4)
Yellowstone Capital West, LLC.
The Debtor believes that Cathay Bank is adequately protected by the
equity in real property, and all of the secured creditors are
adequately protected by the continued operation of Debtor's
business.
Additionally, the Debtor contends that it should not be required to
make any further adequate protection payments to Cathay Bank
because on June 20, 2018, the Debtor made a payment of $14,290.92
to Cathay Bank (who acknowledged receipt thereof) and on July 16,
2018, Debtor made a payment of $6,780.32 to Cathay Bank pursuant to
the Court's July 16 Order. These payments, coupled with the fact
that Cathay Bank is adequately protected by equity in real property
(and by Debtor’s continued business operations), have provided
Cathay with more than enough protection.
The next couple of months are a sensitive time for Debtor. The
Debtor needs every penny to pay operating expenses, replenish its
inventory with better products, and change its direction towards a
business known for trendy clothing and stylish custom fabrics.
Thus, requiring Debtor to make further adequate protection payments
would cripple its ability to stay afloat and would frustrate the
very purpose of Chapter 11 which is to promote a successful
reorganization.
Moreover, by virtue of the Debtor's continued business operations,
the Debtor believes that the value of Cathay Bank's collateral is
not declining because the going-concern value is being preserved.
A full-text copy of the Debtor's Motion is available at
http://bankrupt.com/misc/cacb18-17345-40.pdf
About Fu Kong
Based in South El Monte, California, Fu Kong Inc. --
https://www.shu-shu.com/ -- designs and sells women's apparel under
a variety of labels to high end retailers such as Nordstrom, Saks,
and Fine Specialty Stores nationwide. LuLu is the premier label of
founder Lillian Hsu. The company's corporate office is located in
South El Monte, California.
Fu Kong, Inc., filed a voluntary Chapter 11 petition (Bankr. C.D.
Cal. Case No. 18-17345) on June 26, 2018. In the petition signed
by Lillian Yu-Li Shu, president, the Debtor had estimated assets
and liabilities of $1 million to $10 million. The case is assigned
to Judge Ernest M. Robles.
The Debtor is represented by Michael Y. Lo, Esq., at Lo & Lo LLP,
in Alhambra, California.
G.A.F. SEELIG: Has Until Dec. 26 to Exclusively File Plan
---------------------------------------------------------
The Hon. Elizabeth S. Stong of the U.S. Bankruptcy Court for the
Eastern District of New York has extended, at the behest of G.A.F.
Seelig, Inc., the exclusive periods within which to file and to
solicit acceptances of a Chapter 11 plan of reorganization through
and including Dec. 26, 2018 and Feb. 23, 2019, respectively.
As reported by the Troubled Company Reporter on Aug. 14, 2018, the
Court previously granted the Debtor's prior request to extend the
Exclusive Periods to Aug. 27, 2018, and Oct. 26, 2018, to complete
an orderly wind down of its affairs to determine what will be
available for distribution under a plan such that creditors can
vote with a reasonable understanding of the potential benefits to
their respective classes. The Debtor then asked for further
extension of the Exclusive Periods, saying that it needed to first
achieve certainty on major issues in this case, including but not
limited to, establishing what will be available for distribution
under a plan once the Extended Bar Date passes and filing
objections to certain substantial claims including, but not limited
to, the claims filed by the New York State Department of Labor for
$455,406 for alleged WARN Act violations and Local 584 Pension
Trust Fund for alleged "withdrawal liability" in the sum of
$3,107,088.
A copy of the court order is available at:
http://bankrupt.com/misc/nyeb17-46968-224.pdf
About G.A.F. Seelig
Headquartered in Woodside, New York, G.A.F. Seelig, Inc., is a
family owned company that distributes dairy products (skims,
lo-fats, whole milk), creams, yogurts, juices, water, imported and
domestic cheeses, purees, raviolis and pastas, oils and vinegars,
chocolate and an ever expanding array of food service items.
G.A.F. Seelig, Inc., filed Chapter 11 petitions (Bankr. E.D.N.Y.
Case Nos. 17-46968) on Dec. 30, 2017. In the petition signed by
Rodney P. Seelig, president, the Debtor estimated assets of $1
million to $10 million and total liabilities of $1 million to $10
million.
The Debtors tapped Michael L Moskowitz, Esq., at Weltman &
Moskwitz, LLP, as bankruptcy counsel; and MYC & Associates, Inc.,
as auctioneer.
GIBSON BRANDS: Wants to Maintain Plan Exclusivity Through Nov. 27
-----------------------------------------------------------------
Gibson Brands, Inc., and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Delaware to extend the
exclusive periods (a) to file a Chapter 11 plan by 90 days through
and including November 27, 2018, and (b) to solicit votes thereon
by 92 days through and including January 28, 2019.
Any objections or other responses to entry of an order extending
the Exclusivity Periods must be filed on or before September 12,
2018 at 4:00 p.m. A hearing with respect to the requested extension
of the Exclusivity Periods will be held on September 27, 2018 at
9:00 a.m.
The Debtors assert that they have already achieved key milestones
necessary for their ultimate reorganization, including the filing
of their Plan and Disclosure Statement, reaching an agreement with
the Ad Hoc Group of Secured Noteholders and the Committee on the
terms of the Plan, obtaining approval of their Disclosure
Statement, have solicited votes on their Plan, and a confirmation
is scheduled for September 27, 2018.
Although the Debtors believe that the Plan will be confirmed at the
Confirmation Hearing, the Debtors seek to preserve all rights in
the event the Plan is not confirmed within the current Exclusivity
Periods to ensure sufficient time to maximize value for all their
stakeholders.
With the vast majority of the Debtors' operational relief
addressed, the Debtors are now focusing their attention on the
solicitation and confirmation of the Plan, including an attempt to
facilitate settlement of the remaining disputes. Indeed, while the
Debtors remain on schedule to confirm their Plan within the
existing schedule, the Debtors believe that further developments
could alter that schedule.
Moreover, the Debtors continue to explore potential alternative
transactions through the procedures agreed upon with the Committee
and the Debtors might need more time if such alternatives
crystallize.
The Debtors tell the Court that they are not seeking an extension
of the Exclusivity Periods to pressure or prejudice any of their
stakeholders. Rather, the Debtors are seeking an extension of the
Exclusivity Periods to preserve the progress they made to date,
facilitate ongoing negotiations and to maintain flexibility so
competing plans do not derail their restructuring process.
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.
GILLESPIE OFFICE: Taps Troutman as Valuation Expert
---------------------------------------------------
Gillespie Office and Systems Furniture, Inc. sought and obtained
approval from the United States Bankruptcy Court for District of
Nevada to employ William B. Troutman as valuation expert for the
Debtor.
Gillespie Office submitted its disclosure statement on March 15,
2017, and its second amended plan of reorganization on Feb. 16,
2018.
On June 8, 2018, the council parties conducted an inspection of the
Debtor's business and its equipment, attended by their valuation
witness, Dave Ford.
Valuation is needed to support confirmation of the Plan.
Troutman will charge an hourly rate of $100 for his services, plus
reimbursement of his expenses.
Troutman established his company, Graphics International, Inc., in
July 1981 in Charlotte, North Carolina.
Troutman attests that he does not hold or represent any interest
adverse to the Debtor or its estate, and is a "disinterested
person" as that term is defined in Bankruptcy Code section 101(14),
as modified by Bankruptcy Code section 1101(b), and used in section
327(a).
About Gillespie Office and Systems Furniture
Gillespie Office and Systems Furniture, Inc., does business as A&B
Printing, located at 2908 South Highland Drive, Set. B, Las Vegas,
Nevada. The Company has been providing printing and mailing
services to customers in Las Vegas since 1979.
Gillespie Office and Systems Furniture filed a Chapter 11
bankruptcy petition (Bankr. D. Nev. Case No. 16-11943) on April 11,
2016. In the petition signed by Kathleen L. Gillespie, president,
the Debtor estimated assets and liabilities at $500,001 to $1
million at the time of the filing.
Clark Hill PLLC's Candace C. Carlyon, Esq, and Tracy M. O'Steen,
Esq., presently serve as counsel to the Debtor. Morris, Polich &
Purdy served as bankruptcy counsel to the Debtor in place of the
law firm of Larson and Zirzow, effective as of June 17, 2016.
Levy Law, LLC serves as special counsel while Holland & Hart serves
as insurance defense litigation counsel to the Debtor. Serl,
Keefer, Welter CPAs, LLP has been tapped as accountant.
No request has been made for the appointment of a trustee or
examiner, and no official committees have been appointed in this
Chapter 11 case.
GOLDMAN SACHS: Might Face Class Action Lawsuit Over CDOs
--------------------------------------------------------
Zachs reports that Shareholders of The Goldman Sachs Group have
been permitted to go ahead with a class action lawsuit against the
company alleging it of making fraudulent claims of prioritizing
customer interests over its own, while creating risky subprime
securities. These securities included a collateralized debt
obligation (CDO) known as Abacus, just prior to the financial
crisis era.
U.S. District Judge Paul Crotty has allowed shareholders to sue as
a group on lack of evidence from Goldman Sachs to prove that the
statements made by it at the time of selling risky products had no
impact on its stock price.
Moreover, Crotty noted that a damages model offered by one of the
plaintiffs' expert establishes a link between the news of Goldman
Sachs' conflicts and the subsequent stock declines.
This is the second time that Crotty has approved shareholders'
request for suing Goldman Sachs with a class action lawsuit.
Previously, in September 2015, he had given investors the right to
sue as a group, which was later on reversed by a U.S. appeals
court, stating need for trial judge to review whether Goldman
Sachs' misrepresentations had affected its market price.
Goldman's Sachs investors from February 2007 to June 2010,
including The Arkansas Teacher Retirement System, claimed to have
suffered losses of more than $13 billion due to the company's
misdeeds.
To date, penalties are being imposed on companies over wrongdoings
that contributed to the financial crisis. Earlier this month, Wells
Fargo was slapped with a $2.09 billion fine by the U.S. Department
of Justice ("DOJ") accusing it of originating and selling
residential mortgage loans, despite having knowledge that these
loans contained misstated income information and did not meet the
quality that the company represented.
In April 2018, Barclays agreed to pay $2 billion to the DOJ to
resolve allegations over its role in the sale of subprime mortgage
and the subsequent financial crisis.
Despite involvements in legal matters, Goldman Sachs' performance
remains solid due to its strong investment banking operations.
Further, the company's efforts to tap new growth opportunities
through several strategic investments, including the digital
consumer lending platform, will likely support its overall business
growth.
The stock has gained 4.9% over the past year compared with the
industry's rally of 13.7%.
Another stock in the same space worth considering is Evercore. The
stock has been witnessing upward estimate revision for current-year
earnings over the last 30 days. Also, the company's shares have
rallied 48.6% in the past year. It carries a Zacks Rank of 2.[GN]
GREATER LEWISTOWN: Trustee May Use Cash Collateral Until March 29
-----------------------------------------------------------------
The Hon. Robert N. Opel, II, of the U.S. Bankruptcy Court for the
Middle District of Pennsylvania has entered a revised order
authorizing John Neblett, the Chapter 11 trustee for Greater
Lewistown Shopping Plaza LP to use cash collateral.
The Chapter 11 Trustee is authorized to use the cash to pay to pay
expenses incurred by the Debtor in the ordinary course of their
business and in the manner set forth in the 12 Month Cash Flow
Projection through the earlier of (a) closing on a sale of the
Property or (b) March 29, 2019.
The Revised Order provides that no payments from cash will be made
to the Debtor's affiliated management company or Nicholas J.
Moraitis, for any reason, during the Period. However, the Chapter
11 Trustee may use The Ronan Group and/or Mark Myers for accounting
and bookkeeping services in accordance with the Budget.
The Lender asserts and the Chapter 11 Trustee acknowledges that:
(i) the Lender holds valid, enforceable, and allowable claims
against Debtor, as of the Petition Date, pursuant to the Loan
Documents and applicable law; and
(ii) as of said time, the Debtor was indebted to the Lender
under the Loan Documents in the amount of at least $10,136,111
secured by unavoidable first priority liens and security interests
in inter alia, the Property, rent paid by tenants at the Property
and the proceeds thereof (to the extent such constitutes property
of the Debtor's bankruptcy estate, which issue is not being
determined herein), all of the Debtor's personal property and the
proceeds thereof, and all right, title, and interest in all leases
related to the Property and all rent due and payable under such
leases and the proceeds thereof.
As adequate protection for, and to secure against, any diminution
in the Lender's collateral resulting from the Chapter 11 Trustee's
use of cash, the Debtor grants to the Lender additional and
replacement liens in and upon the Property and all personal
property which constituted the Lender's Pre-Petition Collateral to
the extent the value of the same is diminished as a result of the
Debtor's use of Cash, which will be first priority liens with
respect to collateral that was not subject to valid and perfected
liens as of the Petition Date and will be junior priority liens
with respect to collateral that was subject to valid and perfected
liens as of the Petition Date.
In addition to the payments made or required to be made by the
Debtor prior to the entry of the Order, on or before the 31st day
of each month, the Debtor will pay the amount of $74,961 to the
Lender, with the first payment in said amount due under the Order
to be paid to Lender on or before July 31, 2018. The Lender will be
entitled to immediately apply all adequate protection payments
received from the Chapter 11 Trustee pursuant to this paragraph to
principal and interest at the contract rate due and owing under the
Loan.
In addition, the Chapter 11 Trustee is required to:
(a) timely file monthly operating reports and provide a copy
of such monthly operating reports to Lender's counsel on or before
the 20th day of each month during the Period;
(b) at all times continue to maintain, with financially sound
and reputable insurance companies, insurance in accordance with the
Loan Documents, and provide the Lender with insurance certificates
showing proof that the Chapter 11 Trustee has insurance policies
that fully comply with the requirements of the Loan Documents;
(c) provide a current rent roll for the Property to the
Lender, which rent roll will: (i) identify the space occupied by
each tenant at the Property, (ii) provide the lease start date and
the date on which the term of each lease for the Property will
terminate (ignoring any option to extend the lease term which has
not yet been exercised by a tenant), and (iii) the amount of rent
to be paid each month by each tenant;
(d) pay the real property and school district taxes for the
Property as and when such taxes become due, including the past due
post-petition real property and school district taxes on or before
August 31, 2018;
(e) allow an appraiser selected by Lender to access the
Property for purposes of inspecting the condition of the Property
and provide to the appraiser such other records or information
related to the Property reasonably requested by the appraiser in
order to conduct its appraisal during normal business Sale of the
Property;
(f) engage in a process to market the Property for sale for a
purchase price sufficient to pay the Lender's claim in full.
In connection with such process, the Chapter 11 Trustee will:
(a) File an application to employ a broker reasonably
acceptable to the Lender to market and sell the Property in an
amount sufficient to pay the Lender's claim in full on or before
July 31, 2018, and obtain entry of an Order authorizing the
employment of such broker on or before August 31, 2018;
(b) File a motion seeking approval of bid procedures to sell
the Property and to sell the Property for a purchase price in
excess of the indebtedness owed to the Lender and otherwise
reasonably acceptable to the Lender, on or before July 31, 2018,
and obtain entry of an Order approving bid procedures for the sale
of the Property on or before August 31, 2018;
(c) Conclude an auction for the Property on or before March
15, 2019;
(d) Obtain entry of an Order approving of the sale of the
Property for a purchase price in excess of the indebtedness owed to
the Lender and otherwise reasonably acceptable to the Lender on or
before March 15, 2019; and
(e) Close on sale of the Property and pay the indebtedness
owed to the Lender, in full, on or before March 15, 2019.
A full-text copy of the Revised Order is available at
http://bankrupt.com/misc/pamb17-00693-232.pdf
About Greater Lewistown Shopping Plaza
Greater Lewistown Shopping Plaza LP sought protection under Chapter
11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 17-00693) on
Feb. 23, 2017. The petition was signed by Nicholas J Moraitis,
president, NJM Lewistown Properties, Inc., sole general partner of
Greater Lewistown Shopping Plaza, L.P. At the time of the filing,
the Debtor estimated assets and liabilities of $10 million to $50
million.
The case is assigned to Judge Robert N Opel II.
The Debtor tapped Gary J. Imblum, Esq., at Imblum Law Offices,
P.C., as counsel.
John P. Neblett, Esq., was appointed Chapter 11 trustee in the
Debtor's case. The Trustee tapped Mick Trombley Commercial Real
Estate Services as real estate agent.
GULF COAST MEDICAL: Final Cash Collateral Order Entered
-------------------------------------------------------
The Hon. Caryl E. Delano of the U.S. Bankruptcy Court for the
Middle District of Florida has entered an order authorizing Gulf
Coast Medical Park, LLC to use cash collateral on a final basis.
The Debtor may use cash collateral to pay: (a) amounts expressly
authorized by the Court, including payments to the U.S. Trustee for
quarterly fees; (b) the current and necessary expenses set forth in
the Budget provides total monthly expenses of approximately
$45,263, plus an amount not to exceed 10% for each line item; and
(c) such additional amounts as may be expressly approved in writing
by Centennial Bank, as successor to American Momentum Bank.
Centennial Bank will have a perfected post-petition lien against
the Prepetition Collateral to the same extent and with the same
validity and priority as the prepetition lien, without the need to
file or execute any document as may otherwise be required under
applicable non-bankruptcy law.
The Debtor will provide to Centennial Bank monthly financial
statements and a monthly rent roll, as additional adequate
protection under this Order. Additionally, upon reasonable notice,
and provided that it does not unreasonably interfere with the
business of the Debtor, the Debtor will grant Centennial Bank
access to the Debtor's business records and premises for
inspection. Moreover, the Debtor will maintain insurance coverage
for its property in accordance with the obligations under the Loan
Documents with Centennial Bank.
A full-text copy of the Final Order is available at
http://bankrupt.com/misc/flmb18-02446-88.pdf
About Gulf Coast Medical Park
Gulf Coast Medical Park LLC, based in Punta Gorda, FL, filed a
Chapter 11 petition (Bankr. M.D. Fla. Case No. 18-02446) on March
28, 2018. In the petition signed by Magnus Karlstedt, managing
member, the Debtor estimated $1 million to $10 million in assets
and $10 million to $50 million in liabilities. The Hon. Caryl E.
Delano presides over the case. Michael R. Dal Lago, Esq., at Dal
Lago Law, serves as bankruptcy counsel to the Debtor. Holmes
Fraser, P.A., is the special litigation counsel; and Webb, Lorah &
McMillan, PLLC, CPAs, as its accountant.
HOOPER HOLMES: Taps Raymond James as Investment Banker
------------------------------------------------------
Hooper Holmes, Inc., seeks approval from the U.S. Bankruptcy Court
for the Southern District of New York to hire Raymond James &
Associates, Inc., as its investment banker.
The firm will assist the company and its affiliates in reviewing
their operations, financial condition and debt capacity to
facilitate a transaction; evaluate potential transaction
alternatives and strategies; advise them on tactics and strategies
for negotiating with holders of debt or other claims in the context
of facilitating a transaction; and provide other investment banking
services related to their Chapter 11 cases.
The Debtors will compensate Raymond James pursuant to this fee
arrangement:
(1) The Debtors will pay the firm a monthly advisory fee of
$40,000. In addition to the advisory fee, the firm received a
$100,000 retainer prior to the petition date. Fifty percent of all
advisory fees indefeasibly paid to the firm since the execution of
the engagement agreement through Sept. 1, 2018, and any unapplied
portion of the retainer will be fully credited and offset once
against payment of any transaction fee.
(2) If any financing transaction closes, the Debtors will pay
the firm from the proceeds of the placement, at closing, of each
transaction a cash fee equal to the sum of (i) 1.5% of the proceeds
of all first lien senior secured notes and bank debt raised, and
(ii) 3% of the proceeds of any second lien or junior debt capital
raised, and (iii) 5% of equity or equity-linked securities raised.
(3) In conjunction with any restructuring transaction, the
Debtors will pay the firm a cash fee of $1 million less the
"advisory fee credit" and less any unapplied retainer.
(4) If any business combination transaction closes, the Debtors
will pay the firm from the proceeds at the closing a cash fee of
(i) $1 million and (ii) 4.25% of the "transaction value" in excess
of $35 million, less the advisory fee credit and less any unapplied
additional retainer.
If the Debtors or their security holders enter into a definitive
agreement regarding a business combination transaction that is
subsequently terminated, and they receive a "break-up,"
"termination," or similar fee or payment, the Debtors will pay
Raymond James a break-up fee equal to 35% of all such amounts. In
addition to those fees, the firm will also be reimbursed for its
expenses.
Geoffrey Richards, managing director of Raymond James, disclosed in
a court filing that his firm is a "disinterested person" as defined
in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Geoffrey Richards
Raymond James & Associates, Inc.
880 Carillon Parkway
St. Petersburg, FL 33716
Phone: +1.212.885.1885
Email: geoffrey.richards@raymondjames.com
About Hooper Holmes
Headquartered in Olathe, Kansas, Hooper Holmes, Inc., provides
comprehensive health and well-being programs offered through
organizations' sponsorship. Hooper Holmes, founded in 1899, is a
publicly-traded New York corporation (OTXQX: HPHW).
In 2015, Hooper Holmes acquired substantially all of the assets of
Accountable Health Solutions, Inc. In 2017, Hooper Holmes merged
with Provant Health Solutions, LLC.
Hooper Holmes, Inc., and its affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 18-23302) on Aug. 27,
2018. Hooper Holmes reported total assets of $30,232,000 and total
debt of $46,839,000 as of June 30, 2018.
The Hon. Robert D. Drain is the case judge.
Foley & Lardner LLP, led by Richard J. Bernard, John P. Melko, Jill
Nicholson, and Geoff Goodman, serves as counsel to the Debtors.
The Debtors also tapped Halperin Battaglia Benzija, LLP as their
conflicts counsel; Spencer Fane LLP as securities counsel; Phoenix
Management Services as financial advisor; Raymond James &
Associates, Inc., as investment banker; and Epiq Corporate
Restructuring, LLC, as claims agent.
IGOR ERIC KUVYKIN: Must Pay WBKH Administrative Claim of $25K/Month
-------------------------------------------------------------------
Bankruptcy Judge James L. Garrity, Jr. granted creditor WB Kirby
Hill, LLC's motion for an order compelling Debtor Igor Eric Kuvykin
to pay immediately the administrative expense incurred in the
Kuvykins' use and occupancy of the property in Muttontown, New
York.
Igor Kuvykin resides with his wife and children at 11 Mansion
Drive, Muttontown, New York 11791. The Debtor and his wife owned
the Property until on or about March 20, 2018, when WB Kirby, a
creditor of the Debtor whose claim is secured by a mortgage against
the Property, purchased the Property at a foreclosure sale. WB
Kirby has commenced a proceeding in state court to evict the
Kuvykins from the Property. Although the Kuvykins are occupying the
Property, the Debtor has not paid WB Kirby for their use of the
Property and has not offered to do so.
In its motion, WB Kirby seeks the allowance of an administrative
expense claim, at
the rate of $25,000/month, for the Debtor's use and occupancy of
the Property from March 20, 2018 through and including the date
that the Debtor delivers possession of the Property to WB Kirby;
the immediate payment of the use and occupancy of the Property
incurred through the date of the order granting the motion; and the
payment of use and occupancy going forward on the first day of each
month in advance. WB Kirby contends that "[t]he Debtor's estate has
benefitted from the Debtor's occupancy of the Property because,
among other things, the Debtor has had the use of the Property for
his residence, obviating the cost of paying rent and moving to a
new residence." WB Kirby further contends that $25,000 per month is
the market rental rate for the Property.
The burden of proving entitlement to an administrative expense is
on the claimant and the measure of proof is a preponderance of the
evidence. To meet that burden, the claimant must demonstrate that
(i) its claim arose from a transaction with or on account of
consideration furnished to the debtor-in-possession, and (ii) the
transaction or consideration directly benefited the
debtor-in-possession. Second, it must show that the transaction
resulted in a direct benefit for the debtor-in-possession.
The day after Petition Date, WB Kirby purchased the Property out of
foreclosure. The Debtor and his family have resided at the Property
since the Petition Date, and the administrative expense claim that
WB Kirby asserts against the Debtor is predicated on the Debtor's
acknowledged post-petition use and occupancy of the Property. As
such, WB Kirby has established the first prong of the
administrative claim test.
WB Kirby also has met its burden of establishing that the Debtor
benefitted from his family's continued use and occupancy of the
Property. Thus it has satisfied the second prong of the test. To
that end, although the Debtor is not occupying the Property
pursuant to a lease agreement with WB Kirby, cases involving the
accrual of administrative expense liabilities by a debtor/lessee
who remains in possession of a leased premises post-petition are
instructive as to the methodology that the Court should employ in
assessing whether the debtor has "benefitted" from its
post-petition possession of the property. WB Kirby has met its
burden of proving that it is entitled to an administrative expense
claim on account of the Debtor’s post-petition use and occupancy
of the Property.
WB Kirby submitted a declaration from Karen Sharf, a New York
State-licensed real estate broker. Based upon Ms. Sharf's review of
certain comparable properties in the geographical area, and in
light of her in-depth knowledge of the current market conditions in
that area, she opines that the current monthly rental value of the
Property is between $20,000 and $25,000.
WB Kirby contends that based on the Sharf report, the reasonable
fair rental value of the Property is $25,000/month. That is the
high end of the range provided by Ms. Sharf. Based upon the
Court’s review of the Sharf Declaration and the exhibits thereto,
the Debtor’s critique of Ms. Sharf's opinion, and the other
evidence in the record, the Court finds that the fair market
monthly rent for the Property is $22,500.
In sum, the Court awards WB Kirby an administrative expense claim
in the amount of $22,500/month, commencing on March 20, 2018, and
pro-rated on a daily basis until the Debtor delivers possession of
the Property to WB Kirby. Within three business days of the entry
of this Decision and Order, the Debtor must pay WB Kirby an amount
equal to the accrued, but unpaid administrative expense claim
through August 31, 2018. Thereafter, the Debtor must pay the
administrative expense claim on a monthly basis, in advance, with
payment due on or before the seventh day of the month. The Debtor
must pay the pro-rata portion of the rent fixed by this Order for
the period of March 20, 2018 through March 31, 2018.
A full-text copy of the Court's Memorandum Decision and Order dated
August 31, 2018 is available at:
http://bankrupt.com/misc/nysb17-02440-11-610.pdf
Igor Eric Kuvykin filed for chapter 11 bankruptcy protection
(Bankr. S.D.N.Y. Case No. 18-10760) on March 19, 2018, and is
represented by Wayne M. Greenwald, Esq. of Wayne M. Greenwald, P.C.
INDUSTRIAL STEEL: Unsecureds to Recover Up to 37% Under Exit Plan
-----------------------------------------------------------------
Unsecured creditors of Industrial Steel & Pipe Supply Company will
recover up to 37% of their claims under the company's proposed plan
to exit Chapter 11 protection.
Under the reorganization plan, creditors whose Class 6 unsecured
claims are more than $1,000 will be paid between 35% and 37% before
December 31. The first payment will be made on September 30.
Meanwhile, creditors whose Class 5 unsecured claims are equal to or
less than $1,000 will be paid in full on the effective date of the
plan.
Industrial Steel intends to liquidate its assets and use the
proceeds from the sale to make payments under the plan. The plan
will also be funded from profits earned from the company's ongoing
business prior to the sale, according to the company's disclosure
statement filed on August 23 with the U.S. Bankruptcy Court for the
Western District of Pennsylvania.
A copy of the disclosure statement is available for free at:
http://bankrupt.com/misc/pawb18-10578-110.pdf
About Industrial Steel
Industrial Steel & Pipe Supply Company is a wholesaler of
industrial equipment and supplies in Saint Marys, Pennsylvania.
Industrial Steel & Pipe Supply Co. filed a voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa.
Case No. 18-10578) on June 8, 2018. In the petition signed by
Howard S. Lepovetsky, president, the Debtor estimated $1 million to
$10 million in both assets and liabilities.
The case is assigned to Judge Thomas P. Agresti. Knox McLaughlin
Gornall & Sennett, P.C., led by Guy C. Fustine, is the Debtor's
counsel. No official committee of unsecured creditors has been
appointed in the Chapter 11 case.
INPIXON: Completes Spin-off of Sysorex, Inc.
--------------------------------------------
Inpixon has successfully completed the spin-off of its value added
reseller business, Sysorex, Inc. As a result, Inpixon and Sysorex
are now two separate publicly traded companies.
In connection with the transaction, Inpixon distributed one share
of Sysorex common stock for every three shares of Inpixon common
stock to its stockholders (including holders of Series 4
Convertible Preferred Stock) and holders of outstanding warrants of
record as of Aug. 21, 2018 entitled to participate in the
distribution. No fractional Sysorex shares were issued; however,
Distributees who would otherwise have been entitled to receive a
fractional Sysorex share in the distribution will instead receive
cash in lieu of that fractional share. The Sysorex shares were
distributed at 4:01 Eastern time on Aug. 31, 2018 in a distribution
that is intended to be tax-free for U.S. federal income tax
purposes, provided, however, that the receipt of cash in lieu of
fractional shares generally will be taxable to the recipient for
U.S. federal income tax purposes. RECIPIENTS OF SYSOREX SHARES ARE
ENCOURAGED TO CONSULT THEIR OWN TAX ADVISORS REGARDING THE
PARTICULAR TAX CONSEQUENCES OF THE SPIN-OFF TO THEM.
Sysorex common stock is anticipated to begin "regular-way" trading
under the symbol "SYSX" on the OTC Markets on Sept. 4, 2018.
Sysorex has applied to have its common stock quoted on the OTCQB
platform of the OTC Markets. Inpixon common stock will continue to
trade on the Nasdaq under the symbol "INPX".
"The successful completion of this separation marks a significant
milestone for Inpixon and creates two independent companies with
strong attributes for individual success and greater strategic
flexibility, with each company now able to focus on its core
business and better-positioned to bring enhanced value for all
stakeholders including customers, stockholders, partner and
employees," said Nadir Ali, CEO of Inpixon. "Inpixon is now
focused exclusively on expanding its position as the leader in
indoor positioning analytics, which we believe has a phenomenal
growth potential in both Security and Intelligence markets."
Sysorex, Inc., led by Zaman Khan as chief executive officer, will
focus on leveraging the strength of its brand and reputation,
particularly within the federal government, as a provider of
right-fit IT solutions and professional services enabling customers
to manage, protect, and monetize their enterprise assets whether
on-premises, in the cloud, or via mobile. These products include
enterprise computing, storage, virtualization, networking, etc. and
the services include custom application and software design,
architecture and development, staff augmentation and project
management. Nadir Ali will continue to serve as a director and
Chairman of the Board of Sysorex for continuity.
In addition, prior to and in connection with the separation,
Inpixon contributed $2 million to Sysorex in existing cash used for
working capital needs and other general corporate purposes
including the satisfaction of certain outstanding payables.
For additional information regarding the spin-off please visit:
http://client.irwebkit.com/inpixon/faqs
About Inpixon
Headquartered in Palo Alto, California, Inpixon is a technology
company that helps to secure, digitize and optimize any premises
with Indoor Positioning Analytics (IPA) for businesses and
governments in the connected world. Inpixon Indoor Positioning
Analytics is based on new sensor technology that finds all
accessible cellular, Wi-Fi, Bluetooth and RFID signals anonymously.
Paired with a high-performance, data analytics platform, this
technology delivers visibility, security and business intelligence
on any commercial or government premises world-wide. Inpixon's
products, infrastructure solutions and professional services group
help customers take advantage of mobile, big data, analytics and
the Internet of Things (IoT).
Inpixon reported a net loss of $35.03 million on $45.13 million of
total revenues for the year ended Dec. 31, 2017, compared to a net
loss of $27.50 million on $53.16 million of total revenues for the
year ended Dec. 31, 2016. As of June 30, 2018, Inpixon had $24.89
million in total assets, $22.27 million in total liabilities and
$2.61 million in total stockholders' equity.
Marcum LLP, in New York, the Company's auditor since 2012, issued a
"going concern" opinion in its report on the consolidated financial
statements for the year ended Dec. 31, 2017, citing that the
Company has a significant working capital deficiency, has incurred
significant losses and needs to raise additional funds to meet its
obligations and sustain its operations. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
Nasdaq Noncompliance
Inpixon received a letter from the Listing Qualifications Staff of
The Nasdaq Stock Market LLC on May 17, 2018, indicating that, based
upon the closing bid price of the Company's common stock for the
last 30 consecutive business days beginning on April 5, 2018 and
ending on May 16, 2018, the Company no longer meets the requirement
to maintain a minimum bid price of $1 per share, as set forth in
Nasdaq Listing Rule 5550(a)(2). The notice does not result in the
immediate delisting of the Company's Common Stock from the Nasdaq
Capital Market.
INVESTMENT GROUP: Taps Turoci Firm as Legal Counsel
---------------------------------------------------
Investment Group, LLC seeks approval from the U.S. Bankruptcy Court
for the Central District of California to hire The Turoci Firm as
its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; assist in the administration of the estate's
assets; conduct examinations of witnesses or claimants; assist in
the preparation and implementation of a plan of reorganization; and
provide other legal services related to its Chapter 11 case.
Turoci will charge these hourly rates for the services of its
attorneys:
Todd Turoci, Esq. $500
Julie Philippi, Esq. $400
Celine Gaston, Esq. $275
Paralegals and law clerks charge $175 per hour.
The firm received a retainer of $10,000, which included the filing
fee of $1,717 from Micasso Group LLC, a business that has a member
in common with the Debtor.
Todd Turoci, Esq., at Turoci, disclosed in a court filing that he
and his firm are "disinterested persons" as defined in section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Todd L. Turoci, Esq.
The Turoci Firm
3845 Tenth Street
Riverside, CA 92501
Tel: 888-332-8362
Fax: 866-762-0618
Email: mail@theturocifirm.com
About Investment Group
Investment Group, LLC, is a lessor of real estate based in San
Bernardino, California.
Investment Group sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 18-17175) on August
24, 2018. In the petition signed by Sam Samarah, manager, the
Debtor disclosed $262,053 in assets and $5,502,998 in liabilities.
Judge Scott C. Clarkson presides over the case.
JACKSON OVERLOOK: Taps Goldberg Weprin as Legal Counsel
-------------------------------------------------------
Jackson Overlook Corp. seeks approval from the U.S. Bankruptcy
Court for the Southern District of New York to hire Goldberg Weprin
Finkel Goldstein LLP as its legal counsel.
The firm will assist the Debtor in any potential sale of its
assets; prepare a bankruptcy plan; and provide other legal services
related to its Chapter 11 case.
Goldberg will charge these hourly rates:
Partner Up to $595
Associate $250 - $425
Paralegal $90 - $120
Kevin Nash, Esq., at Goldberg, disclosed in a court filing that his
firm is a "disinterested person" as defined in section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
Kevin J. Nash, Esq.
Goldberg Weprin Finkel Goldstein LLP
1501 Broadway, 22nd Floor
New York, NY 10036
Tel: (212)-301-6944/(212)-221-5700
Fax: (212) 422-6836
Email: KNash@gwfglaw.com
About Jackson Overlook Corp.
Jackson Overlook Corp. owns a 100% membership interest in Fort
Tryon Tower SPE LLC. Fort Tryon owns certain real property located
in the Hudson Heights section of Manhattan at 1 Bennett Park, New
York. The property is the site of an intended but still incomplete
23-storey, 114-unit condominium development project that was
originally scheduled to open years ago but ran into a host of
problems involving lenders, cessation of financing, cessation of
construction, and changing market conditions.
Jackson Overlook sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 18-12465) on Aug. 14,
2018. In the petition signed by Rutherford H.C. Thompson,
authorized manager, the Debtor estimated assets of $10 million to
$50 million and liabilities of $10 million to $50 million.
JAMES T. WEBBER: Court Confirms Chapter 11 Reorganization Plan
--------------------------------------------------------------
Bankruptcy Judge R. Kimball Mosier confirms James T. Webber and
Gidget S. Webber plan of reorganization dated June 19, 2018.
The Court finds that the Plan complies with applicable provisions
of section 1122 of the Bankruptcy Code in that it has placed within
each respective Class only those Claims or Interests which are
substantially similar. Each secured claim is separately classified
according to its various rights, and similarly situated unsecured
claims are classified in their respective classes.
The plan also complies with section 1123(b) of the Bankruptcy Code
in that it provides for the treatment of all Claims and Interests,
whether impaired or otherwise, provides for the assumption or
rejection of all executory contracts or unexpired leases of the
Debtors, and includes other appropriate provisions not inconsistent
with the Bankruptcy Code. Any creditors whose claims are modified
under the Plan have consented to such treatment by not objecting to
or voting against the Plan.
The Plan complies with section 1129(a)(9)(A) in that, except to the
extent that a holder of a particular Claim has agreed to a
different treatment, the Plan provides that, with respect to Claims
of a kind specified in sections 507(a)(2) or (3) of the Bankruptcy
Code, the holder of such a Claim will receive, on the Effective
Date or the date such Claim becomes Allowed, Cash equal to the
Allowed amount of such Claim.
To the extent required, the Plan complies with the applicable
provisions of Section 1129(b) in that the Plan is fair and
equitable to all Classes, and secured creditors will receive
deferred cash payments as set forth in the Plan.
Upon entry of the confirmation order, the Debtors will be
authorized and directed to implement the terms of the Plan, and
perform such other acts as required by the Plan.
A copy of the Court's Findings dated August 14, 2018 is available
at https://bit.ly/2MIfEkP from Leagle.com.
James T Webber, Debtor, represented by James W. Anderson --
jwa@clydesnow.com -- Clyde Snow & Sessions, P.C.
Gidget S Webber, Joint Debtor, represented by James W. Anderson,
Clyde Snow & Sessions, P.C.
United States Trustee, U.S. Trustee, represented by Laurie A.
Cayton, US Trustees Office.
The bankruptcy case is in re: JAMES T. WEBBER AND GIDGET S. WEBBER,
Chapter 11, Debtors, Bankruptcy Case No. 17-20113 (Bankr. D. Utah).
JEFFERIES MILITARY 2010-XLII: DBRS Confirms B on Series 2010A Certs
-------------------------------------------------------------------
DBRS Limited confirmed the following class of Jefferies Military
Housing Trust, Series 2010-XLII:
-- Pass-Through Certificates, Series 2010-XLII, HUNTER Project
Certificates Series 2010A at B (sf)
The trend is Stable.
This transaction consists of one loan collateralized by the
residual cash flow interests from 12 U.S. military housing projects
located on 11 bases in ten states (the Original Collateral). The
sponsor, Hunt Companies, also pledged collateral in distribution
rights and/or development fees for an additional 15 projects as
collateral for the loan after DBRS's initial review of the
transaction. The loan was originated in 2010, with scheduled
maturity in October 2030 and final maturity in October 2045.
Following an initial interest-only period of five years, the loan
began amortizing in November 2015. As of the July 2018 remittance,
the loan had an outstanding balance of $89.1 million.
The rating confirmation reflects the stable performance of the
transaction, which reported a trailing 12 months (T-12) ending July
2018 average debt service coverage ratio (DSCR) of 1.77 times (x)
for the senior debt. Over the past year, the T-12 average DSCR has
hovered between 1.77x and 1.94x, with cash flows holding relatively
steady for the last year. These reported figures include the
additional pledged collateral, which DBRS did not give credit to at
issuance. The DBRS Term DSCR of 1.29x is reflective of the Original
Collateral, based on the cash flow assumptions in a base-case
scenario that included a 1.0% annual growth rate for expenses and
Basic Allowance for Housing (BAH) income over the life of the loan.
DBRS received updated BAH figures for nine of the 12 projects in
the Original Collateral set. For those nine projects, the
weighted-average BAH per unit was $1,446, comparing well with the
weighted-average of $1,241 for those nine projects at issuance and
implying annual growth well above the 1.0% in the DBRS base-case
scenario. As of the July 2018 rent rolls received for those nine
properties, the weighted-average occupancy rate was healthy at
94.6%, ranging between 91.8% and 97.7%.
KELLER OUTDOOR: Taps CliftonLarsonAllen as Accountant
-----------------------------------------------------
Keller Outdoor Lawn Maintenance, LLC and Keller Outdoor
Environmental Services, LLC, seek approval from the U.S. Bankruptcy
Court for the Middle District of Florida to hire
CliftonLarsonAllen, LLP, as their accountant.
The firm will assist in the preparation of the 2017 federal and
state income tax returns for a fee of $3,500 for KOLM and $1,500
for KOES.
Courtney DeVane, a certified public accountant employed with
CliftonLarsonAllen, disclosed in a court filing that the firm is a
"disinterested person" as defined in Section 101(14) of the
Bankruptcy Code.
CliftonLarsonAllen can be reached through:
Courtney DeVane
CliftonLarsonAllen, LLP
CNL Center II
420 S. Orange Avenue, Suite 500
Orlando, FL 32801
Tel: 407-802-1261 / 407-802-1200
Fax: 407-802-1250
About Keller Outdoor
Keller Outdoor Lawn Maintenance, LLC, and Keller Outdoor
Environmental Services, LLC, are privately held companies in
Sanford, Florida that provides lawn & garden services to buildings
and dwellings.
Keller Outdoor Lawn Maintenance and Keller Outdoor Environmental
Services concurrently filed voluntary petitions seeking relief
under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
18-02958 and 18-02961, respectively) on May 18, 2018.
In the petitions signed by Daniel Munoz, manager, Keller Outdoor
estimated $1 million to $10 million in assets and liabilities, and
Keller Environmental estimated less than $1 million in assets and
$1 million to $10 million in liabilities.
Latham, Shuker, Eden & Beaudine, LLP, is the Debtors' counsel.
LEEBER REALTY: Taps Greenberg Freeman as Special Counsel
--------------------------------------------------------
Leeber Realty LLC seeks approval from the U.S. Bankruptcy Court for
the Southern District of New York to hire Greenberg Freeman, LLP as
special counsel.
The firm will represent the Debtor in its case against its former
tenant Trustco Bank (Case No. 17-cv-2934) pending in the U.S.
District Court for the Southern District of New York.
The fee arrangement provides for an hourly rate of $420 for the
firm's partners, plus a "success fee" of $3 of the amount recovered
from the litigation.
Michael Freeman, Esq., at Greenberg, disclosed in a court filing
that he and his firm do not hold any interest adverse to the Debtor
and its estate.
Greenberg can be reached through:
Michael Freeman, Esq.
Greenberg Freeman, LLP
110 East 59th Street, 22nd Floor
New York, NY 10022
Phone: (212) 838-3121
Email: freeman@greenbergfreeman.com
About Leeber Realty
Leeber Realty LLC is a real estate company that owns in fee simple
a property located at 21 Route 59, Nyack, New York, valued by the
company at $800,000.
Leeber Realty sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 18-23094) on July 17, 2018. At the
time of the filing, the Debtor disclosed $800,000 in assets and
$450,000 in liabilities. Judge Robert D. Drain presides over the
case.
LEEBER REALTY: Taps Joseph J. Haspel as Legal Counsel
-----------------------------------------------------
Leeber Realty LLC seeks approval from the U.S. Bankruptcy Court for
the Southern District of New York to hire Joseph J. Haspel, PLLC as
its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code and will provide other legal services related to
its Chapter 11 case.
The hourly rates for the firm's attorneys range from $300 to $460.
Paralegals charge $150 per hour. The retainer fee is $12,000.
Joseph Haspel, Esq., the attorney who will be handling the case,
disclosed in a court filing that he does not represent any interest
adverse to the Debtor and its estate.
The firm can be reached through:
Joseph J. Haspel, Esq.
Joseph J. Haspel, PLLC
1 West Main Street
Goshen, NY 10924
Tel: (845) 694-4409
Fax: 866-857-1340
E-mail: jhaspel@haspellaw.net
About Leeber Realty
Leeber Realty LLC is a real estate company that owns in fee simple
a property located at 21 Route 59, Nyack, New York, valued by the
company at $800,000.
Leeber Realty sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 18-23094) on July 17, 2018. At the
time of the filing, the Debtor disclosed $800,000 in assets and
$450,000 in liabilities. Judge Robert D. Drain presides over the
case.
LEGACY HOSPITALITY: Taps Bond Law Office as Legal Counsel
---------------------------------------------------------
Legacy Hospitality Group, LLC, seeks approval from the U.S.
Bankruptcy Court for the Western District of Arkansas to hire Bond
Law Office as its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code and will provide other legal services related to
its Chapter 11 case.
Bond Law Office will charge these hourly rates:
Stanley Bond $300
Emily Henson $250
Paraprofessional $100
Prior to the Petition Date, the firm received form the Debtor the
sum of $3,283 for attorney fees and $1,717 for the filing fee.
Stanley Bond, Esq., at Bond Law Office, disclosed in a court filing
that the firm and its attorneys are "disinterested" as defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Stanley V. Bond, Esq.
Emily J. Henson, Esq.
Bond Law Office
P.O. Box 1893
Fayetteville, AR 72702-1893
(V) 479.444.0255
(F) 479.235.2827
E-mail: attybond@me.com
E-mail: ehenson.attybond@icloud.com
About Legacy Hospitality Group
Legacy Hospitality Group, LLC, sought protection under Chapter 11
of the Bankruptcy Code (Bankr. W.D. Ark. Case No. 18-72224) on Aug.
20, 2018. At the time of the filing, the Debtor estimated assets
of less than $50,000 and liabilities of less than $500,000. Judge
Ben T. Barry presides over the case.
MADISON CHIROPRACTIC: Hires Seaman Shinkunas as Tax Advisor
-----------------------------------------------------------
Madison Chiropractic & Nutrition Center, LLC sought and obtained
authority from the United States Bankruptcy Court for Northern
District of Alabama to employ Paul Lindgren, CPA, and the firm of
Seaman, Shinkunas & Lindgren, P.C. as its tax advisor.
The Debtor relates it maintains a viable business of providing
chiropractic and nutritional services and products to the general
public in the greater Huntsville area. In the ordinary course of
business, its business activities typically involve tax and payroll
issues. Employment of Paul Lindgren, CPA, and Seaman, Shinkunas &
Lindgren, P.C. is essential to an efficient reorganization, the
Debtor states.
Mr. Lindgren will provide his services to the Estate at these
hourly rates:
CPA tax work and business consulting
(including audits and preparation of
Debtor's income tax returns) $165
Staff preparation of reports and returns
(including withholding and unemployment) $70
Per return fees incurred for out-of-state
income tax returns approx. $15.00/state
Serve as an expert witness as needed in
this case $190.00
For the preparation and filing of all tax returns for 2016 and
2017, Mr. Lindgren has agreed to a fee cap of $10,000.
Madison Chiropractic & Nutrition Center, LLC, provides chiropractic
and nutritional services and products to the general public in the
greater Huntsville area. It sought Chapter 11 bankruptcy
protection (Bankr. N.D. Ala. Case No. 18-82075) on July 13, 2018,
listing under $1 million in both assets and liabilities. A copy of
the petition is available at no charge at
http://bankrupt.com/misc/alnb18-82075.pdf Tazewell Taylor Shepard,
IV, Esq., at Sparkman, Shepard & Morris, P.C., serves as counsel to
the Debtor.
MASSA'S RESTAURANT: Taps William G. Harris as Legal Counsel
-----------------------------------------------------------
Massa's Restaurant, Inc., seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to hire the Law Office of
William G. Harris as its legal counsel.
The firm will assist the Debtor in the preparation of a plan of
reorganization; negotiate and consummate non-routine sales of the
estate's assets; and provide other legal services related to its
Chapter 11 case.
William Harris, Esq., the attorney who will be handling the case,
charges an hourly fee of $350.
Mr. Harris disclosed in a court filing that his firm does not
represent any interest adverse to the Debtor or its creditors.
The firm can be reached through:
William G. Harris, Esq.
Law Office of William G. Harris
24 E. Greenway Plaza, Suite 1705
Houston, TX 77046
Telephone: (281) 888-5226
Facsimile: (281) 888-5586
Email: wgh@wgharrislaw.com
About Massa's Restaurant
Massa's Restaurant, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Case No. 18-34119) on July 29,
2018. At the time of the filing, the Debtor estimated assets of
less than $50,000 and liabilities of less than $50,000. Judge Jeff
Bohm presides over the case.
MCMAHAN-CLEMIS INSTITUTE: Taps Larry J. Wolfe as Accountant
-----------------------------------------------------------
McMahan-Clemis Institute of Otolaryngology, S.C., seeks approval
from the U.S. Bankruptcy Court for the Northern District of
Illinois to hire Larry J. Wolfe, Ltd., as its accountant.
The firm will assist the Debtor in the preparation of its income
tax returns; review and amend payroll quarterly returns; and
provide other accounting services.
The firm charges these hourly rates:
Larry Wolfe $450
Stan Green $400
Steve Craig $400
Marilyn Ganser $350
Rafael Fontan $350
Karin Banks $350
Staff $175 to $250
Clerical $35
Larry Wolfe, a certified public accountant, disclosed in a court
filing that he and his firm do not represent any interest adverse
to the Debtor and its estate.
The firm can be reached through:
Larry J. Wolfe
Larry J. Wolfe, Ltd.
9933 Lawler Suite 208
Skokie, IL 60077
Phone: 847-675-7900
Fax: 847-675-7902
E-mail: larry@larryjwolfe.com
About McMahan-Clemis Institute
of Otolaryngology S.C.
McMahan-Clemis Institute of Otolaryngology, S.C., d/b/a Physician's
Hearing Aid Services, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ill. Case No. 18-17563) on June
20, 2018. In the petition signed by John T. McMahan, president,
the Debtor estimated assets of less than $50,000 and liabilities of
less than $1 million. Judge Lashonda A. Hunt presides over the
case. The Debtor is represented by Gregory K. Stern, P.C.
MELINTA THERAPEUTICS: May Issue 2.2M Shares Under 2018 Stock Plan
-----------------------------------------------------------------
Melinta Therapeutics, Inc. has filed a registration statement on
Form S-8 with the Securities and Exchange Commission to register
2,205,599 shares of the Company's common stock, par value $0.001
per share, which may be issued under the Melinta Therapeutics, Inc.
2018 Stock Incentive Plan, which was adopted on April 20, 2018 and
approved by the Company's stockholders on June 12, 2018. This
amount includes (i) 2,000,000 shares of the common stock of the
Company which were approved by the Company's stockholders at its
2018 Annual Meeting of Stockholders on June 12, 2018, plus (ii)
65,152 shares of the common stock of the Company that were
available authorized for issuance under the Company's 2011 Equity
Incentive Plan, as amended and restated, on April 20, 2018 and
became available for issuance under the 2018 Plan upon approval of
such by the Company's stockholders at its 2018 Annual Meeting of
Stockholders on June 12, 2018, plus (iii) 140,447 shares of the
common stock of the Company that became available for issuance
under the 2018 Plan as of June 30, 2018 as a result of awards
outstanding under the 2011 Plan expiring or being canceled,
forfeited, settled in cash or otherwise terminated without delivery
to the grantee of the full number of shares to which the awards
related.
The Company has also filed a separate Form S-8 to register 879,957
shares of the Company's common stock, par value $0.001 per share
issuable under the Company's 2011 Equity Incentive Plan, as
amended.
About Melinta Therapeutics
New Haven, Connecticut-based Melinta Therapeutics, Inc. --
http://www.melinta.com/-- is a commercial-stage pharmaceutical
company focused on discovering, developing and commercializing
differentiated anti-infectives for the hospital and select
non-hospital, or community, settings that address the need for
effective treatments for infections due to resistant gram-negative
and gram-positive bacteria. The Company currently market four
antibiotics to treat a variety of infections caused by these
resistant bacteria.
Deloitte & Touche LLP, in Chicago, Illinois, the Company's auditor
since 2014, issued a "going concern" opinion in its report on the
consolidated financial statements for the year ended Dec. 31, 2017,
stating that the Company's recurring losses from operations and its
need to obtain additional capital raise substantial doubt about its
ability to continue as a going concern.
Melinta reported a net loss available to common shareholders of
$78.17 million in 2017, a net loss available to common shareholders
of $95.04 million in 2016, and a net loss available to common
shareholders of $94.92 million in 2015. As of June 30, 2018,
Melinta had $514.6 million in total assets, $253.7 million in total
liabilities and $260.97 million in total shareholders' equity.
MICHAEL CARMICHAEL: Ct. Narrows Claims in C. Ellsworth, EMS Suit
----------------------------------------------------------------
In the adversary proceeding captioned CYNTHIA ELLSWORTH and EMS
UNIVERSAL ID, LLC, Plaintiffs, v. MICHAEL SCOTT CARMICHAEL,
Defendant, Adv. Pro. No. 18-5010 MPP (Bankr. E.D. Tenn.), the
plaintiffs Cynthia Ellsworth and her company EMS Universal ID, LLC
seek a judgment and a determination of nondischargeability under 11
U.S.C. section 523(a)(2)(A), (4), and (6) against the debtor and
defendant Michael Scott Carmichael. Carmichael filed motion to
dismiss. He contends that the complaint which describes a failed
romantic and business relationship between him and Ms. Ellsworth
that resulted in a settlement agreement, now breached, is
insufficient to state a claim for relief. Mr. Carmichael also seeks
to strike certain portions of the complaint which he maintains
serve no purpose other than to embarrass him.
Upon deliberation, Chief Bankruptcy Judge Marcia Phillips Parsons
grants the motion to dismiss as to the section 523(a)(4) count of
the complaint but denies the motion as to the section 523(a)(2)(A)
and (6) counts, and denies the motion to strike.
In this adversary proceeding timely commenced by Ms. Ellsworth and
EMS-LLC, they seek a judgment against Mr. Carmichael for the
amounts sought in their proofs of claim, along with a determination
that the judgment is nondischargeable. In count one of the
complaint based on section 523(a)(2)(A), Ms. Ellsworth and EMS-LLC
allege that Mr. Carmichael obtained money, property and/or services
from them through false pretenses, false representations, and
actual fraud.
Regarding the second count of the complaint premised on section
523(a)(4), Ms. Ellsworth and EMS-LLC contend that they hold claims
against Mr. Carmichael for defalcation while acting in a fiduciary
capacity and for embezzlement. They allege that his failure to pay
them the share of commissions he controlled and agreed to pay
pursuant to the Independent Contractor Agreement was a defalcation
while acting in a fiduciary capacity.
The third count of the complaint is based on section 523(a)(6) of
the Bankruptcy Code, which excepts from discharge debts for willful
and malicious injury to another or another's property. Ms.
Ellsworth and EMS-LLC allege that Mr. Carmichael intentionally and
without just excuse converted the share of the commissions that he
agreed to pay under the Independent Contractor Agreement. They also
allege that Mr. Carmichael intentionally inflicted emotional
distress upon Ms. Ellsworth.
In his motion to dismiss for failure to state a claim, Mr.
Carmichael first observes that all of the damages claimed by Ms.
Ellsworth and EMS-LLC are derived from his breach of the Settlement
Agreement, and that they have alleged no damages from the torts of
fraud, breach of fiduciary duty, embezzlement, conversion, or
intentional infliction of emotional distress. Consequently, he
argues, as a matter of law they have failed to state a claim for
relief under 11 U.S.C. section 523(a)(2)(A), (4) or (6). Mr.
Carmichael adds that the statute of limitations for pursuing these
tort claims ran before the bankruptcy case was filed, such that Ms.
Ellsworth and EMS-LLC are now barred from asserting claims based on
these causes of action. Lastly, Mr. Carmichael asserts that even if
Ms. Ellsworth and EMS-LLC are able to overcome these hurdles, the
facts as alleged in the complaint fail to state a claim for relief
under any of the Bankruptcy Code sections.
In the first count, the Court admits that the complaint has holes
if any single misrepresentation were to be the sole basis of a
fraud claim. However, when all of the allegations are considered
collectively, it is clear that there are sufficient factual
allegations, pled with specificity, that state a plausible claim
for fraud and false pretenses under section 523(a)(2)(A). The
complaint adequately describes numerous representations by Mr.
Carmichael to Ms. Ellsworth that they would be business partners
and marry. While Mr. Carmichael may dispute that the business
partner representations were false, the complaint contains
sufficient allegations to support the contention that the
representations were in fact false and that the parties were not
business partners. Consequently, the claim for relief under section
523(a)(2)(A) will not be dismissed.
Regarding the second count, the only allegation regarding an
embezzlement in the complaint is that Mr. Carmichael embezzled the
share of commissions that he and his business EMS-INC were
obligated under the Independent Contractor Agreement to pay to Ms.
Ellsworth and EMS-LLC. However, the agreement required Mr.
Carmichael to pay certain percentages of "all of [Mr.] Carmichael's
gross monthly receipts for every client/merchant after April 1,
2012. . . ." Thus, the receipts belonged to Mr. Carmichael and his
business; he was simply obligated by the agreement to pay a
percentage of them to Ms. Ellsworth and EMS-LLC. Because the
complaint fails to state a claim for defalcation while acting in a
fiduciary capacity or embezzlement under section 523(a)(4), this
count of the complaint must be dismissed.
In the third count, Mr. Carmichael does not deny in his motion to
dismiss that the factual allegations of the complaint are
sufficient to satisfy the state law components of a cause of action
for intentional infliction of emotional distress. He argues,
however, that there is no claim because no damages are alleged to
have resulted from the alleged misconduct and that the only damages
claimed by Ms. Ellsworth and EMS-LLC are for breach of the
Settlement Agreement. However, the Settlement Agreement establishes
that Mr. Carmichael owes a debt to Ms. Ellsworth and EMS-LLC. The
extent to which that debt results from the claim for intentional
infliction of emotional distress will need to be established at
trial. The count under section 523(a)(6) will not be dismissed.
Finally, Mr. Carmichael requests that paragraphs 48-51 of the third
count of the complaint be stricken as scandalous pursuant to
subdivision (f) of Federal Rule of Civil Procedure 12 because they
"are made without any justification for the sole purpose of
embarrassing" him. The court having determined that the intentional
infliction of emotional distress claim has been adequately pled,
the allegations are material and therefore will not be stricken.
A full-text copy of the Court's Memorandum dated August 14, 2018 is
available at https://bit.ly/2C6hvuH from Leagle.com.
Cynthia Ellsworth & EMS Universal ID LLC, Plaintiffs, represented
by Maurice K. Guinn -- mkg@tennlaw.com -- Gentry, Tipton & McLemore
P.C.
Michael Scott Carmichael, Defendant, represented by Ryan E. Jarrard
-- rej@qcflaw.com -- Quist, Fitzpatrick & Jarrard.
Michael Scott Carmichael filed for chapter 11 bankruptcy protection
(Bankr. E.D. Tenn. Case No. 18-50024) on Jan. 5, 2018, and is
represented by Ryan E. Jarrard, Esq. of Quist, Fitzpatrick &
Jarrard.
MIKES AUTOBODY: Gary Short Okayed as Estate's Legal Counsel
-----------------------------------------------------------
Mikes Autobody, Inc. sought and obtained approval from the United
States Bankruptcy Court for the Western District of Pennsylvania to
employ Gary W. Short as legal counsel to represent the Debtor in
all legal matters relating to its Chapter 11 bankruptcy
proceeding.
Short will be paid $350 per hour for his services.
Short disclosed that he has received an initial payment of $6,717,
which was applied for prepetition services and costs related to the
filing of the Chapter 11 petition. The Debtor is required to
deposit $2,500 with the firm per month.
Short attests that he and his firm does not represent any interest
materially adverse to the Debtor or the Debtor's estate in the
matters upon which the firm is to be engaged for the Debtor and
that his employment will be in the best interests of the Debtor and
its estate.
Counsel can be reached at:
Gary W. Short, Esq.
212 Windgap Road
Pittsburgh, PA 15237
Tel: (412) 765-0100
Fax: (412) 536-3977
Email: garyshortlegal@gmail.com
About Mikes Autobody Inc.
Mikes Autobody, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 18-22787) on July 11,
2018. At the time of the filing, the Debtor estimated assets of
less than $500,000 and liabilities of $1,000,001 to $10 million.
Judge Jeffery A. Deller presides over the case.
The Debtor has hired Gary W. Short as bankruptcy counsel and Einwag
Morrow & Associates as accountant.
Andrew R. Vara, Acting U.S. Trustee for Region 3, has appointed
three creditors to serve on the official committee of unsecured
creditors in the Chapter 11 case of Mikes Autobody, Inc.
MODERN RADIOLOGY: 1st Cir. Upholds Former Accountant's Sentence
---------------------------------------------------------------
Defendant-Appellant Arquimedes A. Gierbolini-Rivera in the case
captioned UNITED STATES OF AMERICA, Appellee, v. ARQUIMEDES A.
GIERBOLINI-RIVERA, Defendant, Appellant, No. 15-2076 (1st Cir.)
pled guilty to one count of theft in connection with health care,
in violation of 18 U.S.C. section 669(a), and to one count of wire
fraud, in violation of 18 U.S.C. section 1343. Gierbolini
challenges the procedural and substantive reasonableness of his
upwardly variant sentence. After careful review, the United States
Court of Appeals, First Circuit affirms.
In January 2000, Gierbolini was hired as an accountant by Modern
Radiology, PSC. In or around 2005, Gierbolini devised and
implemented a scheme to defraud Modern Radiology through regularly
scheduled transfers of thousands of dollars to his personal
accounts. Gierbolini was able to defraud Modern Radiology for
years. He carried out this scheme in every pay period from January
2005 to February 2010. Altogether, Gierbolini completed 217
unauthorized transfers for a total of $984,596.95.
In 2013, Gierbolini was charged with fifty-three counts of theft in
connection with health care and twenty-eight counts of wire fraud.
Gierbolini pled guilty to one count of each charge, pursuant to a
plea agreement.
In the plea agreement, the parties calculated a total offense level
of twenty. To arrive at that level, they started with a base
offense level of seven, pursuant to United States Sentencing
Guidelines. They then found applicable a two-level enhancement for
Gierbolini's abuse of a position of trust in a manner that
significantly facilitated the commission or concealment of the
offense, a fourteen-level enhancement because the offense involved
losses greater than $400,000 but not over $1,000,000, and a
three-level reduction for Gierbolini's timely acceptance of
responsibility. This, in conjunction with Gierbolini's Criminal
History Category of I, yielded a Guidelines sentencing range
("GSR") of thirty-three to forty-one months' imprisonment.
Gierbolini reserved the right to argue for a sentence at the lower
end of the proposed GSR, while the government could argue for a
sentence at the high end of the GSR.
After calculating the same GSR as that which the plea agreement and
PSR contained, the distric court found that the GSR did not
"properly reflect the seriousness of the offense and [did] not
necessarily promote respect for the law or reflect the harm caused
to the victim." Specifically, the court focused on two factors that
it found "highly important and of significant weight." First, the
court reiterated its concern that Gierbolini was both an accountant
and a lawyer, and yet appeared to have "no qualms" about abusing
his position of trust repeatedly and regularly over a span of at
least five years. Second, the court emphasized the "substantial
harm and financial hardship to the victim which ha[d] turned them
to becoming insolvent." Thus, the court imposed an upwardly variant
sentence of sixty months of imprisonment on each count of
conviction, to run concurrently, and to be followed by three years
of supervised release. The court also ordered Gierbolini to forfeit
$394,300, and to pay $590,296 in restitution to the victim, Modern
Radiology. Gierbolini did not object to the sentence imposed.
Gierbolini challenges both the procedural and substantive
reasonableness of his sentence. With regard to procedural
reasonableness, Gierbolini argues that the district court did not
adequately explain its chosen sentence. Gierbolini's primary
procedural challenge is that the district court's explanation of
his sentence was inadequate because the reasons relied on by the
district court in justifying his sentence were already included in
the GSR calculation. The First Circuit disagrees.
A sentence outside the advisory range typically ought to be
accompanied by greater explanation than need accompany a guideline
sentence. Furthermore, "[w]hen a factor is already included in the
calculation of the guidelines sentencing range, a judge who wishes
to rely on that same factor to impose a sentence above or below the
range must articulate specifically the reasons that this particular
defendant's situation is different from the ordinary situation."
Here, the sentencing court complied with these requirements. After
calculating the GSR, the judge considered the section 3553(a)
factors, including mitigating factors. The court noted that the GSR
accounted for Gierbolini's abuse of his position of trust and for
the amount stolen.
In sum, the district court, which "need[ed] only identify the main
factors behind its decision," United States v. Vargas-García,
adequately set forth its reasons for imposing an upwardly variant
sentence and, in so doing, properly relied on facts included in the
PSR to which Gierbolini not only failed to object, but even
expressly indicated were correct.
Gierbolini also alleges that the district court improperly weighed
the section 3553(a) factors and various mitigating circumstances,
and also that it engaged in reverse "socioeconomic discrimination"
by considering that he had "a good upbringing and came from a good
family," and thus he had no excuse for his unlawful conduct. Thus,
he says, the upward variance was unjustified.
In essence, Gierbolini's claim is that the district court placed
too little weight on the mitigating factors. But, the record shows
that the district court properly considered the section 3553(a)
sentencing factors, including mitigating factors. Here, the
district court gave a plausible explanation and reached a
defensible result in light of Gierbolini's criminal acts against a
trusting employer every two weeks, for at least four years, to the
tune of nearly one million dollars, and for no apparent reason
except personal enrichment. No more is required. Gierbolini's
sentence is, therefore, affirmed.
A full-text copy of the Court's Ruling dated August 14, 2018 is
available at https://bit.ly/2C3DQsW from Leagle.com.
Joseph C. Laws, on brief for appellant.
Julia M. Meconiates, Assistant United States Attorney, Rosa Emilia
Rodríguez-Vélez, United States Attorney, and Thomas F. Klumper,
Assistant United States Attorney, Acting Chief, Appellate Division,
on brief for appellee.
Based in Ponce, Puerto Rico, Modern Radiology PSC filed for
chapter 11 bankruptcy protection (Bankr. D.P.R. Case No. 15-03629)
on May 14, 2015, with estimated assets of $0 to $50,000 and
estimated liabilities at $1 million to $10 million. The petition
was signed by Gamalier Bermudez Ruiz, president.
MORGAN AIR: Taps Buddy D. Ford as Legal Counsel
-----------------------------------------------
Morgan Air Conditioning, LLC, seeks approval from the U.S.
Bankruptcy Court for the Middle District of Florida to hire Buddy
D. Ford, P.A., as its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; represent the Debtor in negotiation with its
creditors in the preparation of a bankruptcy plan; and provide
other legal services related to its Chapter 11 case.
The firm will charge these hourly rates:
Buddy Ford, Esq. $425
Senior Associate $375
Junior Associate $300
Senior Paralegal $150
Junior Paralegal $100
Prior to the Petition Date, the Debtor paid an advance fee of
$15,000.
Ford disclosed in a court filing that his firm does not represent
any interest adverse to the Debtor and its estate, according to
court filings.
The firm can be reached through:
Buddy D. Ford, Esq.
Buddy D. Ford, P.A.
9301 West Hillsborough Avenue
Tampa, FL 33615-3008
Tel: 813-877-4669
Fax: 813-877-5543
E-mail: Buddy@TampaEsq.com
E-mail: All@tampaesq.com
About Morgan Air Conditioning
Morgan Air Conditioning, LLC, provides air conditioning repair
service in Florida.
Morgan Air Conditioning sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-07081) on Aug. 23,
2018. In the petition signed by Brainard Morgan, manager, the
Debtor estimated assets of less than $50,000 and liabilities of $1
million to $10 million.
MRPC CHRISTIANA: May Obtain $200,000 in Financing Until Sept. 13
----------------------------------------------------------------
The Hon. Stacey L. Meisel of the U.S. Bankruptcy Court for the
District of New Jersey has entered an interim order authorizing
MRPC Christiana, LLC, to obtain up to $200,000 of the $500,000
secured postpetition financing from Crown Bank, N.A., for the
purpose of funding Debtor's general operating and working capital
needs and the administration of the Debtor's Chapter 11 case.
The final hearing on the financing is scheduled for Sept. 13, 2018,
at 10:00 a.m. (ET).
As of the Petition Date, the Debtor was truly and justly indebted
to the DIP Lender pursuant to the Prepetition Loan Documents,
without defense, counterclaim or offset of any kind, in the
aggregate principal amount of not less than $17,999,618.28 in
respect of Loans made by the DIP Lender, plus all accrued and
hereafter accruing and unpaid interest thereon and any additional
fees and expenses.
The Debtor is unable to obtain sufficient levels of unsecured
credit allowable under Section 503(b)(1) of the U.S. Bankruptcy
Code as an administrative expense necessary to maintain and conduct
their businesses. The Debtor is unable to obtain secured credit on
more favorable terms than under the terms and conditions provided
in this Order and the DIP Credit Agreement. The Debtor is also
unable to obtain secured credit allowable under Sections 364(c)(1),
364(c)(2) and 364(c)(3) of the Bankruptcy Code without granting the
DIP Lender, subject to the carve-out, the DIP Liens and the DIP
superpriority claim under the terms and conditions set forth in
this court order and in the DIP Credit Agreement.
The Debtor requires access to the funding available under the DIP
Facility and the DIP Credit Agreement to satisfy administrative
expenses associated with the operation of its business as a going
concern and other costs relating to the administration of this
Chapter 11 case, and to avoid immediate and irreparable harm to the
Debtor's estates pending the Final Hearing.
The DIP Lender is willing to provide the DIP Facility subject to
the conditions set forth herein and in the DIP Credit Agreement,
including, without limitation, the provision of this court order
assuring that the DIP Superpriority Claim, DIP Liens and other
protections granted pursuant to this Order and the DIP Credit
Agreement will not be affected by any subsequent reversal or
modification of this Order or any other order which is applicable
to the DIP Facility, to the extent provided in Section 364(e) of
the Bankruptcy Code.
All obligations under the DIP Credit Documents will constitute a
claim with priority in payment over any and all administrative
expenses of the kinds specified or ordered pursuant to any
provision of the Bankruptcy Code.
As security for the DIP Obligations arising under or in connection
with the DIP Credit Documents, the DIP Lender is granted first
priority liens and security interests in and on all of the DIP
Collateral of the Debtors that is made subject to the security
interests granted to the DIP Lender under the DIP Facility that was
not encumbered as of the Petition Date, but excluding any avoidance
power actions the Debtors have under Sections 544 through 551, and
Section 553, of the Bankruptcy Code.
The DIP Lender is also granted a perfected lien and security
interest in all of the DIP collateral of the Debtor junior in
priority only to valid and perfected liens or security interests
held by third-parties as of the Petition Date, and senior in
priority to any liens or security interests held by the DIP Lender
in the Prepetition Collateral as of the Petition Date.
The DIP Lender will be granted a first priority lien and security
interest in and to all of the Debtor's Hotel revenues, all cash
proceeds, or their equivalents.
The outstanding principal and interest amounts with respect to the
DIP Loan will be due and payable as follows: monthly payments of
$25,000 starting 30 days after entry of the final court order and
continuing on the 1st business day of every month thereafter until
paid in full.
All amounts owed on account of the DIP Loan, including accrued
interest and other amounts due under this Agreement, must be paid
in full on the Maturity Date, or the first business day thereafter.
The Maturity Date is the earlier to occur of (a) the date that is
90 days after the date of entry of the final court order, (b) the
closing of a sale of all, or substantially all of Debtor's assets,
(c) entry of an order confirming a plan of reorganization or
liquidation of Debtor, or (d) the acceleration of the outstanding
amounts owed under the DIP Credit Agreement and the termination of
the DIP Credit Agreement.
The loan will have an interest rate of 6% provided however,
interest will accrue at a rate per annum equal to 8.0% on all
obligations owed hereunder that are not paid on the Maturity Date
until the amounts are repaid in full. The DIP Financing does not
include the payment of any upfront or exit fees.
The DIP Loan will be secured by, to the extent not already
encumbered by a valid and unavoidable pre-existing lien or security
interest, (a) a first secured interest in all of borrower's
property and proceeds not subject to a pre-existing lien or
security interest, including without limitation, all of the
borrower's hotel revenues, and all cash proceeds or their
equivalents (b) a junior lien on all property already subject to a
lien or security interest, (c) a super-priority administrative
expense claim, and (d) an administrative expense claim, in that
order.
Copies of the financing request and the interim court order are
available at:
http://bankrupt.com/misc/njb18-26567-23.pdf
http://bankrupt.com/misc/njb18-26567-58.pdf
About MRPC Christiana
Based in Elizabeth, New Jersey, MRPC Christiana, LLC, filed for
relief under chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case
No. 18-26567) on Aug. 17, 2018. At the time of filing, the Debtor
estimates $10,000,001 to $50 million in both assets and
liabilities. Trenk DiPasquale Della Fera & Sodono, P.C., led by
Richard D. Trenk, represents the Debtor.
NIGHTHAWK ROYALTIES: Files Chapter 11 Joint Plan of Liquidation
---------------------------------------------------------------
Nighthawk Royalties LLC and its affiliates submit a disclosure
statement for its joint chapter 11 plan of liquidation.
The Plan proposed in the Chapter 11 Cases is the culmination of the
Debtors' efforts to maximize value for creditors and other parties
in interest through the sale of substantially all of the assets of
Nighthawk Production and the orderly wind-down of the Debtors’
remaining assets and interests. The Plan provides generally for the
preservation and transfer of all remaining assets of the Debtors to
a Liquidating Trust to be administered by a Liquidating Trustee for
the benefit of all creditors. The terms of the Plan represent the
best possible outcome for all Claim Holders.
The Debtors' unsecured creditors are estimated to recover 0-100%
under the proposed liquidation plan.
On or prior to the Effective Date, the Debtors, on their own behalf
and on their Estates’ behalf and on behalf of the Holders of
Claims that are to be satisfied with the Liquidating Trust Assets,
will execute the Liquidating Trust Agreement and will take all
other steps necessary to establish the Liquidating Trust pursuant
to the Liquidating Trust Agreement. On the Effective Date, and in
accordance with and pursuant to the terms of the Plan, the Debtors
will transfer to the Liquidating Trust all of their, respective,
right, title, and interests in all of the Liquidating
Trust Assets free and clear of all Liens, Claims, and encumbrances
except as otherwise set forth in the Plan, and all such Liquidating
Trust Assets shall be deemed to vest in the Liquidating Trust
pursuant to Section 1141(b) of the Bankruptcy Code. The Plan will
be funded from the Liquidating Trust Assets on the Effective Date.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/deb18-10989-201.pdf
About Nighthawk Energy
Nighthawk Energy -- http://www.nighthawkenergy.com/-- is an
independent oil and natural gas company operating in the
Denver-Julesburg (DJ) Basin of Colorado, USA. Nighthawk Energy and
affiliate Nighthawk Royalties LLC are the direct and ultimate
parent entities of non-debtors Nighthawk Production LLC and
OilQuest USA, LLC. The sole or primary operating entity of the
Debtors is Nighthawk Production, an oil and gas exploration company
which is organized under Delaware law and based in Denver,
Colorado. Production's principal business activity is the
exploration for, as well as the development and sale of,
hydrocarbons, operating solely in the state of Colorado where it
holds interests in over 150,000 net mineral acres in and around
Lincoln County. Nighthawk's common shares are publicly listed on
the London Stock Exchange (LSE:HAWK).
Debtors Nighthawk Royalties and Nighthawk Energy sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 18-10989) on April 30,
2018.
In the petitions signed by Rick McCullough, president, Nighthawk
Royalties estimated at least $50,000 in assets and $10 million to
$50 million in liabilities, while Nighthawk Energy estimated
$100,000 to $500,000 in assets and $10 million to $50 million in
liabilities.
The cases are assigned to Judge Brendan Linehan Shannon.
The Debtors employed Greenberg Traurig, LLP as counsel; SSG
Advisors, LLC, as investment banker; and JND Corporate
Restructuring as claims Agent.
NINE WEST: Seeks Approval of Key Employee Retention Plan
--------------------------------------------------------
BankruptcyData.com reported that Nine West Holdings requested Court
approval of its Key Employee Retention Plan (the KERP).
The KERP motion explains, "The Debtors seek approval of the
Debtors' KERP, which is necessary for the Debtors to maintain
stability in their operations and maintain enterprise value and is
consistent with retention programs in similar chapter 11 cases. The
KERP provides for payment of bonus awards to 51 of the Debtors'
non-insider employees (each a 'KERP Participant', and,
collectively, the 'KERP Participants'). No KERP Participant is an
officer or director (as such terms are normally understood), but
instead play vital rank-and-file shared services functions for the
Debtors' businesses. The Debtors' sized the KERP conservatively in
both total amount and in payments to each KERP Participant. The
KERP contemplates retention payments made in two installments to
each of the KERP Participants with a total approximate cost of
$655,000, with an average of approximately $13,000 per KERP
Participant, with no single KERP Participant eligible for an award
totaling more than $30,000 and with $20,000 as the most common
award." The Court scheduled a September 14, 2018 hearing on the
motion with objections due by September 7, 2018.
About Nine West
Nine West Holdings Inc. is a footwear, accessories, women's
apparel, and jeanswear company with a portfolio of brands that
includes Nine West, Anne Klein, and Gloria Vanderbilt. The company
is a wholesale partner to major U.S. retailers and has
international licensing arrangements covering more than 1,200
points of sale around the world.
In April 2014, Sycamore Partners Management, L.P., acquired The
Jones Group Inc. for $2.2 billion via leveraged buyout. As part of
the transaction, The Jones Group merged with several affiliates,
and the newly merged company was renamed as Nine West Holdings.
On April 6, 2018, Nine West Holdings, Inc., and 10 affiliates
sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No.
18-10947) to right size their balance sheet, sell the Nine West
Group's assets, and execute on their turnaround strategy to
concentrate exclusively on their One Jeanswear Group, Kasper Group,
The Jewelry Group, and Anne Klein businesses.
In addition to the chapter 11 cases, Jones Canada, Inc., and Nine
West Canada LP commenced foreign insolvency proceeding under the
Bankruptcy and Insolvency Act in Canada.
The Hon. Shelley C. Chapman is the U.S. case judge.
The Debtors tapped Kirkland & Ellis LLP as counsel; Lazard Freres &
Co. as investment banker; Alvarez & Marsal North America LLC as
interim management and financial advisory services provider;
Consensus Advisory Services LLC and Consensus Securities LLC as
investment banker in connection with the sale of intellectual
property associated with the Nine West and Bandolino brands;
Deloitte Tax LLP as tax services provider; and BDO USA, LLP, as
auditor and accountant.
Munger, Tolles & Olson LLP is serving as the company's independent
counsel, rendering services at the direction of independent
directors Alan Miller and Harvey Tepner. Berkeley Research Group
is serving as independent financial advisor, rendering professional
services at the direction of the Independent Directors.
Prime Clerk LLC is the claims and noticing agent.
The Ad Hoc Group of Secured Term Loan Lenders tapped Davis Polk &
Wardwell LLP as counsel; and Ducera Partners LLC as financial
advisor.
The Ad Hoc Crossover Group of Secured and Unsecured Term Loan
Lenders tapped King & Spalding LLP as counsel and Guggenheim
Securities, LLC, as financial advisor.
Brigade Capital Management, LP, a party to the RSA tapped Kramer
Levin Naftalis & Frankel LLP as counsel.
The Official Committee of Unsecured Creditors tapped Akin Gump
Strauss Hauer & Feld LLP as counsel; Houlihan Lokey Capital, Inc.,
as investment banker; and Protiviti Inc. as financial advisor and
forensic accountant.
Sycamore Partners Management, L.P., owner of 90.2% of the equity
interests in the debtors, tapped Proskauer Rose LLP as counsel.
Authentic Brands, which bought Nine West's IP assets, tapped DLA
Piper Global Law Firm as counsel.
* * *
The Debtors filed a Chapter 11 plan that's based on a restructuring
support agreement signed with certain members of the Secured Lender
Group, certain members of the Crossover Group, and Brigade, who
collectively hold over 78 percent of the company's secured term
loan and over 89 percent of the unsecured term loan.
In an auction on June 8, 2018 for the company's Nine West,
Bandolino and associated brands, brand developer and marketing
company Authentic Brands Group outbid shoe retailer DSW Inc. The
winning bid of Authentic Brands' ABG-Nine West LLC was $340 million
in cash and other consideration, which is $140 million more than
ABG's stalking horse bid.
The official committee of unsecured creditors has filed a motion
seeking to conduct an examination of and seek discovery from the
Debtors and third parties pursuant to Rule 2004 of the Federal
Rules of Bankruptcy Procedure. The Committee says its initial
investigation indicates there are a number of potential estate
claims arising from the 2014 LBO.
NOBLES COUNTY, MN: ACLU Sues Sheriff for Detaining Immigrants
-------------------------------------------------------------
Matt McKinney, writing for Star Tribune, reports that a lawsuit
filed by the American Civil Liberties Union contends that the
Nobles County Sheriff's Office has illegally detained immigrants at
the request of federal officials.
Even though Sheriff Kent Wilkening doesn't have the authority to
enforce federal immigration law, the suit says, he has held people
for "days, weeks and even months" after they've posted bond,
completed their sentence or otherwise resolved their criminal
cases.
The class-action suit filed in Nobles County names four plaintiffs,
three of whom were still in detention as of August 17, said ACLU
attorney Ian Bratlie.
"They don't have any legal reason to hold people under our state
Constitution," said Bratlie. "All four should have been released."
The suit alleges there are many more who have been and will be
detained unless a court grants relief.
Wilkening was not available for comment on August 17, nor was Bill
Hutton, the head of the Minnesota Sheriffs' Association.
The plaintiffs in the ACLU suit include Worthington resident
Rodrigo Esparza, a green card holder and lawful permanent U.S.
resident. He was arrested four months ago on allegations of
receiving stolen property and sentenced to time served in early
August. Wilkening has not released him from detention, however,
instead holding him for immigration authorities.
In other cases, the plaintiffs allege that they've been subjected
to false imprisonment after paying a bond or after having their
case dismissed by a judge.
It's the second time the ACLU has taken legal action against
immigration detentions in Nobles County, on the Iowa border in
southwestern Minnesota.
In its 2014 suit against the Sheriff's Office, the ACLU won a
settlement for Jose Lopez-Orellana after his family paid bail money
only to see him remain on an ICE hold for 10 more days.
The issue of ICE detentions has shadowed local law enforcement in
recent years. In 2014, Hennepin County Sheriff Rich Stanek's office
cited legal challenges in saying it would no longer honor ICE
requests to hold inmates for up to 48 hours.
The Nobles County jail is one of four jails in Minnesota housing
immigration detainees. The others are in Sherburne, Freeborn and
Carver counties. Ramsey County stopped taking ICE detainees last
year.
Bratlie, the ACLU attorney, said it's unknown how many people are
now being held in custody in Minnesota at the request of
immigration authorities.
The ACLU says a data practices act request earlier this year found
that some 270 people in Nobles County had been subject to an ICE
hold in the first three months of this year.[GN]
NOON MEDITERRANEAN: Wants To Obtain $50K in Financing From BWH5
---------------------------------------------------------------
Noon Mediterranean, Inc., seeks permission from the U.S. Bankruptcy
Court for the District of Delaware to obtain post-petition
financing from BWH5 GmbH&Co.KG on an interim and final basis.
The Debtor seeks approval of a debtor-in-possession financing
agreement which provides for postpetition financing in the interim
amount of $50,000 to fund the expenses listed in the Debtor's cash
flow statement, with the ability to increase the DIP facility to
$200,000 if other lenders are willing to participate on
substantially-similar terms.
The proposed Lender is an existing investor and affiliate of an
existing investor of the Debtor. The loan terms are simple and
uncomplicated: 10% interest rate. The proposed financing will be
unsecured and have administrative-level priority.
The Debtor says it does not have sufficient funds available to
maintain operations in the ordinary course of business for the
anticipated duration of the case. Without access to the funds
available under the DIP Facility, the Debtor would be forced to
cease operations at an imminent, future point. This would cause
the Debtor's estate to suffer irreparable harm. Absent an
appropriate level of funding, the Debtor would be forced to close
its remaining locations, and all of the efforts and expense by the
Debtor to date in developing its fast casual restaurant concept
would be wasted. The DIP Facility is thus crucial to maximize the
value of the Debtor's estate and distribution to creditors. The DIP
Facility will allow the Debtor to continue operating while it
formulates a plan of reorganization.
The Debtor negotiated the DIP Facility in good faith and at arm's
length, and the Debtor believes the terms of the DIP Facility are
fair and reasonable because, inter alia, they afford the Debtor
sufficient liquidity to continue its operations while it proceeds
with its reorganization, and because the terms of the DIP Credit
Agreement are the best that the Debtor could obtain from any
lender. These negotiations culminated in an agreement with BWH5
GmbH&Co.KG, an existing investor and affiliate of an existing
investor of the Debtor, to provide postpetition financing.
The DIP Lender is charging a 10% interest rate for amounts
borrowed, payable on the earlier of (i) Dec. 31, 2018; (ii) the
Effective Date of a confirmed, Chapter 11 plan proposed by the
Debtor in the Bankruptcy Case; and (iii) termination of the lending
relationship after three days have passed from the date of notice
of an Event of Default. The default rate of interest is 15%.
The Debtor tells the Court that it will be unable to continue
operating without the financing provided by the DIP Credit
Agreement. The Debtor lacks the ability to pay expenses essential
to operations. Thus, the DIP Facility is necessary for the Debtor
to operate in the ordinary course of business pending its
reorganization.
A copy of the Debtor's request is available at:
http://bankrupt.com/misc/deb18-11814-32.pdf
About Noon Mediterranean
Established in 2011, Noon Mediterranean, Inc., owns and operates
restaurants in Austin, Dallas, Houston, and San Antonio, Texas; and
New York City. The company is headquartered in New York.
Noon Mediterranean sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 18-11814) on Aug. 6, 2018.
In the petition signed by Stefan Boyd, president and CEO, the
Debtor estimated assets of $1 million to $10 million and
liabilities of $10 million to $50 million. Judge Brendan Linehan
Shannon presides over the case. The Debtor tapped Ciardi Ciardi &
Astin as its legal counsel.
NOWELL TREE: Taps Steven Stein as Accountant
--------------------------------------------
Nowell Tree Farm, LLC received approval from the U.S. Bankruptcy
Court for the District of Arizona to hire Steven Stein, a certified
public accountant.
Mr. Stein will provide accounting services, including the filing of
the Debtor's tax returns. He will charge an hourly fee of $75 for
his services.
The accountant does not represent any person or entity having an
adverse interest in connection with the Debtor's Chapter 11 case,
according to court filings.
Mr. Stein maintains an office at:
Steven Stein, CPA
2069 Hendricks Ave
Bellmore, NY 11710
Phone: (516) 223-1040
About Nowell Tree Farm
Nowell Tree Farm, LLC, operates a nursery growing, developing and
selling trees, shrubs, cactus and palms primarily on a wholesale
basis to landscapers, contractors and nurseries.
Nowell Tree Farm sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Ariz. Case No. 18-08022) on July 9,
2018. At the time of the filing, the Debtor estimated assets of
$10 million to $50 million and liabilities of $1 million to $10
million. Judge Madeleine C. Wanslee presides over the case. Burch
& Cracchiolo PA, led by Alan A. Meda, serves as the Debtor's
counsel.
OFFSHORE SPECIALTY: Committee Taps Nathan as Forensic Accountant
----------------------------------------------------------------
The Official Committee of Unsecured Creditors for Offshore
Specialty Fabricators, LLC, sought and obtained authority from the
United States Bankruptcy Court for the Southern District of Texas
in Houston to retain Nathan Associates Inc. as its forensic
accountant.
On June 8, 2018, the Committee filed its plan and disclosure
statement for the Debtor. The Plan proposes to recharacterize
certain unsecured claims filed by insiders of the Debtor as equity,
and then subordinate those claims to the claims of other
non-insider unsecured creditors. The Committee also intends to
file objections to the Affiliate Claims on the basis that they
should be recharacterized as equity and subordinated to the claims
of the general unsecured creditors, as well as on other grounds.
Additionally, the Committee believes that the estate may hold
claims against the Affiliates and that any proceeds from
liquidating those claims could be available for distribution to
unsecured creditors.
The Creditors' Committee needs Nathan to provide consulting,
support, and expert witness services to the Committee in connection
with its efforts to recharacterize and subordinate the Affiliates
Claims, as well as to investigate the potential claims by the
estate against the Affiliates.
Nathan will charge at these hourly rates:
W. Marc Schwartz $525
Professional staff and
other experts $225-$450
Nathan will also seek reimbursement of its expenses. Reimbursable
expenses include long distance telephone charges, facsimiles,
computer charges, messengers, postage, printing and reproduction,
word processing, travel expenses, and other miscellaneous charges.
W. Marc Schwartz, Senior Vice President of Nathan, will be
primarily responsible for the engagement. He attests that the firm
does not have any connection with the Debtors, the Affiliates, or
other parties in interest or their respective attorneys, and that
the firm is a "disinterested person" as that term is defined in
section 101(14) of the Bankruptcy Code.
About Offshore Specialty Fabricators
Offshore Specialty Fabricators, LLC -- http://www.osf-llc.com/--
provides decommissioning project management utilizing its heavy
lift derrick barges for the installation and removal of oil and gas
facilities in the Gulf of Mexico. Its facility is located at 115
Menard Rd. in Houma, Louisiana. Offshore Specialty has been
providing offshore construction solutions to the international and
domestic oil and gas industry for more than 20 years.
Offshore Specialty sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Case No. 17-35623) on Oct. 1,
2017. In the petition signed by CEO Tammy Naron, the Debtor
estimated assets of $50 million to $100 million and estimated
liabilities of $10 million to $50 million.
Judge Marvin Isgur presides over the case.
The Debtor hired Diamond McCarthy LLP as counsel, and Koch &
Schmidt Law Firm, as special counsel.
On Oct. 25, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The Committee is
represented in the case by:
Susan C. Mathews, Esq.
Daniel J. Ferretti, Esq.
BAKER, DONELSON, BEARMAN, CALDWELL & BERKOWITZ, P.C.
1301 McKinney St., Suite 3700
Houston, TX 77010
Telephone: (713) 650-9700
Facsimile: (713) 650-9701
E-mail: smathews@bakerdonelson.com
dferretti@bakerdonelson.com
- and -
Jan M. Hayden, Esq.
Edward H. Arnold, III, Esq.
BAKER, DONELSON, BEARMAN, CALDWELL & BERKOWITZ, P.C.
201 St. Charles Avenue, Suite 3600
New Orleans, Louisiana 70170
Telephone: (504) 566-8645
Facsimile: (504) 585-6945
E-mail: jhayden@bakerdonelson.com
harnold@bakerdonelson.com
PACIFIC DRILLING: Commitment Letters With With Lenders Approved
---------------------------------------------------------------
Pacific Drilling S.A. on Aug. 31, 2018, disclosed that it has made
progress in connection with its Chapter 11 proceedings.
On August 23, 2018, the bankruptcy court approved the Company's
entry into a commitment letter with a third-party financial
institution relating to the $700 million first lien notes offering
contemplated by the plan of reorganization.
In addition, on August 30, 2018, the bankruptcy court approved the
backstop commitment by certain members of the Company's ad hoc
group of creditors and the commitment premium payable to such
commitment parties, in each case as agreed by the parties in the
commitment agreement relating to the $300 million second lien notes
offering contemplated by the plan of reorganization. However, the
remainder of the second lien commitment agreement and related
documents referenced therein remain subject to the ongoing review
of the bankruptcy court. The bankruptcy court also approved the
Company's implementation of the 2018 key employee incentive plan.
About Pacific Drilling
Pacific Drilling S.A. (OTC: PACDQ) a Luxembourg public limited
liability company (societe anonyme), operates an international
offshore drilling business that specializes in ultra-deepwater and
complex well construction services. Pacific Drilling --
http://www.pacificdrilling.com/-- owns seven high-specification
floating rigs: the Pacific Bora, the Pacific Mistral, the Pacific
Scirocco, the Pacific Santa Ana, the Pacific Khamsin, the Pacific
Sharav and the Pacific Meltem. All drillships are of the latest
generations, delivered between 2010 and 2014, with a combined
historical acquisition cost exceeding $5.0 billion. The average
useful life of a drillship exceeds 25 years.
On Nov. 12, 2017, Pacific Drilling S.A. and 21 affiliates each
filed a voluntary petition for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 17-13193). The
cases are pending before the Honorable Michael E. Wiles and are
jointly administered.
Pacific Drilling disclosed $5.46 billion in assets and $3.18
billion in liabilities as of Sept. 30, 2017.
The Debtors tapped Sullivan & Cromwell LLP as bankruptcy counsel
but was later replaced by Togut, Segal & Segal LLP; Evercore
Partners International LLP as investment banker; AlixPartners, LLP,
as restructuring advisor; Alvarez & Marsal Taxand, LLC as executive
compensation and benefits consultant; Ince & Co LLP and Jones
Walker LLP as special counsel; and Prime Clerk LLC as claims and
noticing agent.
The RCF Agent tapped Shearman & Sterling LLP, as counsel, and PJT
Partners LP, as financial advisor.
The ad hoc group of RCF Lenders engaged White & Case LLP as
counsel.
The SSCF Agent tapped Milbank Tweed, Hadley & McCloy LLP, as
counsel, and Moelis & Company LLC, as financial advisor.
The Ad Hoc Group of Various Holders of the Ship Group C Debt, 2020
Notes and Term Loan B tapped Paul, Weiss, Rifkind, Wharton &
Garrison, in New York as counsel.
PEPPERELL MILLS: May Continue Using Cash Collateral Until Sept. 6
-----------------------------------------------------------------
The Hon. Joan N. Feeney of the U.S. Bankruptcy Court for the
District of Massachusetts authorized Pepperell Mills Limited
Partnership's use of cash collateral through the continued hearing
which will be held on September 6, 2018 at 11:30 a.m.
A copy of the Order is available at
http://bankrupt.com/misc/mab18-11804-65.pdf
About Pepperell Mills
Pepperell Mills Limited Partnership, based in Fall River,
Massachusetts, filed for Chapter 11 bankruptcy (Bankr. D. Mass.
Case No. 18-11804) on May 15, 2018. The Debtor estimated $1
million to $10 million in assets and liabilities. The petition was
signed by Christine Laudon, president of Pepperell Mills
Associates, general partner. Judge Joan N. Feeney presides over
the case. John M. McAuliffe, Esq., at John McAuliffe & Associates,
P.C., serves as counsel to the Debtor.
PJ REAL ESTATE: Disclosure Statement Hearing Set for Dec. 5
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Maryland is set to
hold a hearing on December 5, at 10:00 a.m., to consider approval
of the disclosure statement, which explains the Chapter 11 plan for
PJ Real Estate LLC.
The hearing will take place at the U.S. Courthouse, Courtroom 3C.
Objections to the disclosure statement are due by September 26.
As previously reported by The Troubled Company Reporter, the Court
denied approval of the amended disclosure statement explaining the
Debtor's Chapter 11-exit plan and ordered the Debtor to file an
amended Disclosure Statement, for reasons stated on the record.
The amended Disclosure Statement was filed on July 15 to disclose
that on December 4, 2017, the Debtor filed a motion to sell free
and clear of liens and encumbrances Unit 3 (or ½ of its main
asset). The Court granted the motion to sell on February 1, 2018,
and Unit 3 closed escrow on February 21, 2018, selling for a
purchase price of $400,000. Of this sale, $360,859.55 was
disbursed to the main secured creditor, M&T Bank per the Lien
Release Letter forwarded to the Escrow Agent on February 21, 2018.
$14,000 was disbursed to the Realtor employed to list the property
for sale, and the remaining monies was disbursed to the buying
agent, and were fees and costs associated with closing.
The Debtor also disclosed that M&T Bank filed its claim at Claim
no. 4. Its claim has yet to be amended to reflect the sales
proceeds and disbursements made to it under the sale and closing
disbursed to M&T Bank on February 21, 2018 of $360,859.55. Its
original claim of $678185.49 was reduced by $360,859.55 to leave a
balance of $317,325.94.
Prince George's County, MD, also filed Claim no. 2 asserting
$3843.843. Per the County's Objection, the Debtor understands and
recognizes that this claim is subject to increase due to allowed
and statutory interest. The payoff balance is likely to be in
excess of $4,000 at the time of closing and sale of Unit 4. Insofar
as PG County was disbursed at closing for Unit 3, Claim no. 1 is
being omitted in the analysis and the Debtor expects that the
Claimant will withdraw claim no. 1 as having been fully paid on or
about March 19, 2018.
Woodcliff Condominium Association filed a claim asserting
$10,327.50. This claim was filed as a protective proof of claim
insofar as the Debtor erroneously omitted this secured claim on its
schedules. $20,625 per claim 6 minus the disbursement at closing
and sale on February 21, 2018 of Unit 3 of $10,287.50 results in a
remaining balance for Unit 4 of $10,327.50.
A copy of the Amended Disclosure Statement from PacerMonitor.com is
available at https://tinyurl.com/yat85dhp at no charge.
About PJ Real Estate LLC
PJ Real Estate, LLC owns a parcel of commercial real estate in
Bowie, Prince George's County, Maryland.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Md. Case No. 17-18758) on June 27, 2017. Paul
Burns, its authorized representative, signed the petition.
At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of less than $1 million.
The John Roberts Law Firm, PC, is the Debtor's bankruptcy counsel.
POLICLINICA FAMILIAR: Disclosure Statement Hearing Set for Oct. 17
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Puerto Rico is set to
hold a hearing on October 17, at 9:00 a.m., to consider approval of
the disclosure statement, which explains the Chapter 11 plan for
Policlinica Familiar Shalom Inc.
Objections to the disclosure statement must be filed not less than
14 days prior to the hearing.
About Policlinica Familiar Shalom Inc.
Policlinica Familiar Shalom Inc. filed a Chapter 11 petition
(Bankr. D.P.R. Case No. 17-02544) on April 12, 2017. The Debtor is
engaged in the health care business as defined in 11 U.S.C. Section
101(27A) whose principal assets are located at Carr 2 Km 101.6
Barrio Terranova Quebradillas, PR 00678. The Company said it is
suffering economic hardship and is in the process of losing its
business premises in foreclosure proceedings.
The Debtor's counsel is Jose Ramon Cintron, Esq., in San Juan,
Puerto Rico.
At the time of filing, the Debtor had estimated assets of $0 to
$50,000 and estimated liabilities of $1 million to $10 million.
PREFERRED CARE: PI Claimants Object to Disclosure Statement
-----------------------------------------------------------
Certain personal injury claimants object to the proposed disclosure
statement filed on June 25, 2018, explaining Preferred Care
Partners Management Group, L.P. and Kentucky Partners Management,
LLC’s joint Chapter 11 plan.
The Claimants assert that the proposed Disclosure Statement is
woefully inadequate and fails to provide creditors, and in
particular claimants with personal injury and tort claims, with
adequate information about the treatment of their claims and
recovery options under the proposed Plan. In particular, and as
more fully set forth below, the Disclosure Statement fails to
provide adequate information about: i) estimated claim recovery
amounts; ii) the availability of insurance coverage for tort claim
recoveries; and iii) the impact the automatic stay, debtor releases
and injunctions will have on the ability of tort claimants to
prosecute tort claims following confirmation of the Plan.
If the Debtors propose to go forward with solicitation, the
Claimants argue, the Disclosure Statement should at a minimum be
amended to provide such information so that creditors can make an
informed decision about the Plan. By filing the objections listed
infra, the Claimants in no way waive any further objections to the
Disclosure Statement, nor do Claimants waive any objection to the
legality, propriety, or good faith of Debtors’ underlying
bankruptcy petition and so-called plan of reorganization.
For these reasons, the Claimants ask the Court to disapprove the
Disclosure Statement.
The Claimants are represented by:
Michael A. McConnell, Esq.
Nancy Ribaudo, Esq.
KELLY HART & HALLMAN LLP
201 Main Street, Suite 2500
Fort Worth, TX 76102
Telephone: (817) 332-2500
Telecopier: (817) 878-9774
Email: nancy.ribaudo@kellyhart.com
About Preferred Care Partners
Headquartered in Plano, Texas, Preferred Care Partners Management
Group and Kentucky Partners operate skilled nursing care
facilities.
Preferred Care Partners Management Group, L.P., and affiliate
Kentucky Partners Management, LLC, filed for Chapter 11 bankruptcy
protection (Bankr. N.D. Tex. Case No. 17-34296 and 17-34297) on
Nov. 13, 2017. Travis Eugene Lunceford, manager of general
partner, signed the petition. The jointly administered cases were
later transferred to the Fort Worth Division and assigned Case No.
17-44741.
Mark Edward Andrews, Esq., Jane Anne Gerber, Esq., and Aaron
Michael Kaufman, Esq., at Dykema Cox Smith, serve as the Debtors'
bankruptcy counsel.
Preferred Care estimated its assets at between $50,000 and
$100,000, and its liabilities at between $10 million and $50
million. Kentucky Partners estimated its assets at up to $50,000
and its liabilities at between $10 million and $50 million.
PRO TANK PRODUCTS: Seeks to Hire Public Adjusting Company
---------------------------------------------------------
Pro Tank Products, Inc., seeks approval from the U.S. Bankruptcy
Court for the District of Montana to hire a public adjusting
company.
The Debtor proposes to employ Adjusters International/Matrix
Business Consulting, Inc., to provide consulting services for the
loss and damage to its property from a tornado that occurred in
July 2018.
The firm will get 10% of the amount either paid by the insurance
carrier or recovered from another source, plus reimbursement of
necessary expenses.
AI/MBC and its agents do not represent any interest adverse to the
Debtor and its estate, according to court filings.
The firm can be reached through:
R. Scott Deluise
Adjusters International/Matrix
Business Consulting, Inc.
340 E. 1st Ave., Suite 300
Broomfield, CO 80020
Phone: 888.321.5200
About Pro Tank Products
Pro Tank Products is a privately held company based in Plentywood,
Montana, that manufactures tanks and tank components.
Pro Tank is affiliated with Marsh Land & Livestock, Inc. and Marsh
Resources, LLC, both of which sought bankruptcy protection on Oct.
17 and Oct. 13, 2016, respectively (Bankr. D. Mont. Case Nos.
16-60999 and 16-61010).
Pro Tank filed a Chapter 11 petition (Bankr. D. Mont. Case No.
17-61181) on Dec. 12, 2017. In the petition signed by Todd J.
Marsh, its president, the Debtor estimated $1 million to $10
million in both assets and liabilities. The Hon. Benjamin P. Hursh
presides over the case. Gary S. Deschenes, Esq., at Deschenes &
Associates Law Offices, serves as bankruptcy counsel.
PROPERTY REMODELING: Disclosure Statement Hearing Set for Oct. 24
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of West
Virginia is set to hold a hearing on October 24, at 1:30 p.m., to
consider approval of the disclosure statement, which explains the
proposed Chapter 11 plan of reorganization for Property Remodeling
Development, LLC.
The hearing will take place at the Robert C. Byrd U.S. Courthouse,
Bankruptcy Courtroom A. Objections to the disclosure statement are
due by October 17.
About Property Remodeling Development
Property Remodeling Development, LLC sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D.W. Va. Case No.
17-20634) on December 7, 2017. John H. Wellford III, manager,
signed the petition.
At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $50,000 and liabilities of less than
$1 million.
Judge Frank W. Volk presides over the case. The Debtor is
represented by the Law Office of John Leaberry.
QUA LIFE: Ordered to File Revised Plan Outline by Sept. 11
----------------------------------------------------------
A U.S. bankruptcy judge ordered Aqua Life Corp. to file a fourth
amended disclosure statement by September 11.
In his decision issued August 23, Judge Robert Mark of the U.S.
Bankruptcy Court for the Southern District of Florida ordered Aqua
Life to include in the fourth amended disclosure statement an
accurate description of the lease between the company and Ralu
Corp.; a revised description of the meaning of "fair and equitable"
under section 1129(b), which is inaccurately described in the
current draft; a revised liquidation analysis; and a revised
60-month plan projections, if necessary.
If timely filed, a hearing to consider approval of the fourth
amended disclosure statement will be conducted on October 10, at
2:00 p.m. The hearing will be held at the C. Clyde Atkins United
States Courthouse, Courtroom 4.
The deadline for filing objections to the fourth amended disclosure
statement is October 3.
About Aqua Life Corp.
Aqua Life Corp., which conducts business under the name of
Pinch-A-Penny #43, filed a Chapter 11 petition (Bankr. S.D. Fla.
Case No. 17-15918) on May 10, 2017. The petition was signed by
Raymond E. Ibarra, vice-president. At the time of filing, the
Debtor had $1.07 million in assets and $2.49 million in
liabilities.
The case is assigned to Judge Robert A Mark. The Debtor tapped
Agentis PLLC as its legal counsel.
No trustee, examiner or statutory committee has been appointed in
the Debtor's case.
R. HASSELL & CO: Texas Court Reinstates HCCI, J. Hassell Appeal
---------------------------------------------------------------
Judge Russell Lloyd of the Court of Appeals Texas reinstates the
appeals case captioned Hassell Construction Company, Inc., and
James C. Hassell, v. R. Hassell & Co., Inc., R. Hassell Builders,
Inc., R. Hassell Holding Co., Inc., and G. R. Group Resources, LLP,
No. 01-18-00546-CV (Tex. App.) on the Court’s active docket.
The appeal was stayed pursuant to the "Notice of Bankruptcy
Pursuant to TRAP Rule 8 "that appellants, Hassell Construction
Company, Inc. and James C. Hassell, filed in this Court on July 16,
2018, stating that R. Hassell Holding Companies, Inc., R. Hassell &
Co., Inc., and R. Hassell Builders, Inc. had filed chapter 11
petitions for relief in the United States Bankruptcy Court for the
Southern District of Texas. Appellants filed an "Unopposed Motion
to Reinstate Appeal and Reset Briefing Deadline," representing that
the bankruptcy court has entered an order lifting the automatic
stay to permit the appeal to proceed. The Court grants appellants'
motion and reinstates the case.
A copy of the Court's Order dated August 14, 2018 is available at
https://bit.ly/2N5DyWZ from Leagle.com.
Bogdan Rentea -- brentea@rentealaw.com -- for Hassell Construction
Company, Inc., and James C. Hassel, Appellant.
Leonard H. Simon -- lsimon@pendergrafsimon.com -- for R. Hassell &
Co., Inc., R. Hassell Builders, Inc., R. Hassell Holding Co., Inc.
and G.R. Group Resources, LLP, Appellee.
About R. Hassell & Co Inc.
and R. Hassell Builders Inc.
R. Hassell & Co Inc. and R. Hassell Builders Inc. are general
contractors in Houston, Texas. R. Hassell Builders offers real
estate construction services. Each of the Debtors is a wholly
owned subsidiary of R. Hassell Holding Company, Inc.
R. Hassell & Co and R. Hassell Builders sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case Nos.
18-33608 and 18-33619) on July 2, 2018. Royce J. Hassell,
president, signed the petitions.
At the time of the filing, R. Hassell & Co. disclosed that it had
estimated assets of $1 million to $10 million and liabilities of $1
million to $10 million. R. Hassell Builders estimated $1 million
to $10 million in assets and less than $50,000 in liabilities.
REAL PRO: Seeks to Hire James F. Guilfoyle as Attorney
------------------------------------------------------
Real Pro, Inc., seeks authority from the U.S. Bankruptcy Court for
the Southern District of Indiana to employ James F. Guilfoyle, as
attorney to the Debtor.
Real Pro requires James F. Guilfoyle to:
a. give legal advice with respect to the Debtor's powers and
duties as debtor in possession in the continued operations
of their business and management of their assets;
b. take all necessary action to protect and preserve the
Debtor's estate, including the prosecution of actions on
behalf of the Debtor, the defense of any actions commenced
against the Debtor, negotiations concerning all litigation
in which the Debtor is involved, if any, 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
herein; and
d. perform any and all other legal services for the Debtor in
connection with this chapter 11 case and the formulation
and implementation of the Debtor's chapter 11 plan.
James F. Guilfoyle will be paid at the hourly rate of $125. The
Debtor has paid Guilfoyle the amount of $4,217, and $1,717 filing
fee. He will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Guilfoyle 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.
He can be reached at:
James F. Guilfoyle, Esq.
431 E Court Ave.
Jeffersonville, IN 47130
Tel: (812) 206-1840
E-mail: james@Guilfoylelawoffice.com
About Real Pro, Inc.
Real Pro, Inc., filed a Chapter 11 bankruptcy petition (Bankr. S.D.
Ind. Case No. 18-91023) on July 16, 2018, disclosing under $1
million in both assets and liabilities. The Debtor is represented
by James F. Guilfoyle, Esq.
REX ENERGY: PennEnergy Resources Named as Successful Bidder
-----------------------------------------------------------
BankruptcyData.com reported that Rex Energy filed with the U.S.
Bankruptcy Court a notice announcing the cancellation of its
auction with respect to a sale of the Debtors' Assets and selected
the bid submitted by PennEnergy Resources, LLC as the Successful
Bid. The aggregate purchase price for the purchase, sale,
assignment and conveyance of Sellers' right, title and interest in,
to and under the Assets shall be $600,500,000. The filing attaches
the asset purchase agreement, dated as of August 24, 2018, between
the Debtors and the Successful Bidder.
About Rex Energy Corp.
Rex Energy Corporation -- http://www.rexenergy.com/-- and its
subsidiaries are independent oil and gas companies operating in the
Appalachian Basin, engaged in the acquisition, production,
exploration and development of oil, natural gas and natural gas
liquids. They are focused on drilling and exploration activities
in the Marcellus Shale, Utica Shale and Upper Devonian Shale. Rex
Energy is headquartered in State College, Pennsylvania and became a
public company in 2007.
On May 18, 2018, Chapter 11 cases were filed by Rex Energy
Corporation (Bankr. W.D. Pa. Case No. 18-22033) and its affiliates
R.E. Gas Development, LLC (Bankr. W.D. Pa. Case No. 18-22032), Rex
Energy Operating Corp. (Case No. 18-22034), and Rex Energy I, LLC
(Case No. 18-22035). R.E. Gas Development is the lead case.
In the petitions signed by Thomas C. Stabley, president and CEO,
the Debtors listed total assets of $851,000,957 and total debt of
$984,529,090 as of April 30, 2018.
Judge Jeffery A. Deller presides over the cases.
James D. Newell, Esq., Timothy P. Palmer, Esq., and Tyler S.
Dischinger, Esq., at Buchanan Ingersoll & Rooney PC and Scott J.
Greenberg, Esq., Michael J. Cohen, Esq., Anna Kordas, Esq., Thomas
A. Howley, Esq., and Rachel Biblo Block, Esq., at Jones Day, serve
as the Debtors' bankruptcy counsel.
The Debtors tapped Perella Weinberg Partners as their investment
banker; FTI Consulting, Inc., as financial advisor; and Prime Clerk
LLC as claims and noticing agent.
The Office of the U.S. Trustee for Region 3 appointed an official
committee of unsecured creditors on May 29, 2018. The Committee
tapped Brown Rudnick LLP as its lead counsel; and Leech Tishman
Fuscaldo & Lampl, LLC, as its local counsel.
ROCKAWAY WORKFORCE: Request For DIP Financing Denied
----------------------------------------------------
The Hon. Bruce T. Beesley of the U.S. Bankruptcy Court for the
District of Nevada has denied Rockaway Workforce Housing Partners,
LLC's request for authorization to obtain postpetition financing
pursuant to Section 364(c)(3) of Title 11 of the U.S. Bankruptcy
Code, Rule 4001(c) of the Federal Rules of Bankruptcy Procedure
(Bankruptcy Rules) and Local Rule 4001(b) of the Rules of this
Court by executing as maker that certain promissory note (estimated
to be approximately $500,000 +/-) payable to Michael Klestoff,
secured by a junior lien on property of the Estate.
The Debtor said the status of the only existing lien which is
secured by property of the estate will not be affected in any way
by the proposed borrowing except to reduce the amount of principal
owed upon receipt of the defaulted payment amount by secured
creditor from Debtor and change the status from Defaulted to
Current in good standing. The proposed borrowing does not change
the seniority of the existing lien and has no effect on the rights
of the secured creditor or on any related property rights.
The Debtor also sought an order directing the senior secured
creditors, Pacifica Land Conservation, LLC, and Seventeen
Enterprises, LLC, to advise Debtor prior to August 24, 2018 of the
exact amount needed to cure the existing default on the Note and
bring its existing Note current.
The Debtor sought to leave to borrow the amount necessary to cure
the default on the installment note from Michael Klestoff, with
repayment assured by a deed of trust junior to all existing
encumbrances on property of the estate. A Wells Faro account
statement showing sufficient funds belonging to Mr. Klestoff and
available to fund the loan.
The terms of the loan are as follows: interest rate: 8%; maturity:
1 year; payments: all payments due under the note will be due and
payable upon the maturity date; Events of default: nonpayment of
all amounts due upon the maturity date of the note; borrowing
limits: N/A; and borrowing conditions: Michael Klestoff may ask the
Court at a future date to be allowed to convert the Note to equity
in the Real Property upon the Debtor exiting from bankruptcy
proceedings.
As the proposed loan proceeds are to be devoted to bringing
Debtor's existing senior loan with PACIFICA current, Debtor needs
to know what its arrearages are.
The funds will be used to pay the default amount of the Note to the
secured creditors prior to Aug. 24, 2018.
Debtor sought authorization to borrow approximately $500,000
secured by a junior lien on property of the estate. The borrowed
money will be paid over to PACIFICA to cure the existing default in
PACIFICA's note.
Copies of the request for financing and the court order are
available at:
http://bankrupt.com/misc/nvb18-50535-28.pdf
http://bankrupt.com/misc/nvb18-50535-47.pdf
About Rockaway Workforce
Rockaway Workforce Housing Partners, LLC, is a privately-held
company in Stateline, Nevada, engaged in activities related to real
estate. Rockaway Workforce sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Nev. Case No. 18-50535) on May 22,
2018. In the petition signed by John Hickey, president, the Debtor
estimated assets of $10 million to $50 million and liabilities of
$1 million to $10 million. Judge Bruce T. Beesley presides over
the case. John White, Esq., at White Law Chartered serves as the
Debtor's bankruptcy counsel.
ROSE HILL: Ruling Disallowing Charitable Donation Deduction Upheld
------------------------------------------------------------------
The United States Court of Appeals, Fifth Circuit, affirmed the tax
court's judgment against PBBM Rose Hill, Ltd., in the case
captioned PBBM-ROSE HILL, LIMITED; PBBM CORPORATION, Tax Matters
Partner, Petitioners-Appellants, v. COMMISSIONER OF INTERNAL
REVENUE, Respondent-Appellee, No. 17-60276 (5th Cir.).
For the 2007 tax year, PBBM Rose Hill, Ltd., claimed a charitable
contribution deduction of $15,160,000 for its donation of a
conservation easement to the North American Land Trust.
Subsequently, the Commissioner of Internal Revenue issued a final
partnership administrative adjustment that determined PBBM Rose
Hill, Ltd., was not entitled to the deduction and assessed a
penalty for the overvaluation of the conservation easement. PBBM
Rose Hill, Ltd., and its tax matters partner, PBBM Corp., filed a
petition for readjustment in tax court.
The tax court concluded that the contribution was not exclusively
for conservation purposes because it (1) did not protect any of the
conservation purposes under 26 U.S.C. section 170(h)(4)(A)(i)-(iii)
and (2) failed to satisfy the perpetuity requirement of section
170(h)(5)(A). Consequently, the tax court disallowed the deduction.
The tax court also concluded that the value of the easement was
$100,000 and PBBM Rose Hill, Ltd., was subject to a gross valuation
misstatement penalty.
The Fifth Circuit holds that while the contribution protected the
conservation purpose of preserving land for outdoor recreation by
the general public under section 170(h)(4)(A)(i), it did not meet
the perpetuity requirement of section 170(h)(5)(A). Accordingly,
the donation did not qualify for a deduction. The Court also finds
no error in the tax court's valuation of the easement or its
determination of a penalty. Thus, the Court affirms.
A full-text copy of the Court's Decision dated August 14, 2018 is
available at https://bit.ly/2LMszNa from Leagle.com.
Gilbert Steven Rothenberg, for Respondent-Appellee.
Francesca Ugolini, for Respondent-Appellee.
Gregory Philip Rhodes -- grhodes@sirote.com -- for
Petitioner-Appellant.
Jennifer Marie Rubin -- joliver@moginrubin.com -- for
Respondent-Appellee.
Harry Dean Shapiro -- harry.shapiro@saul.com -- for
Respondent-Appellee.
George Asimos -- George.asimos@saul.com -- for
Respondent-Appellee.
William M. Paul, for Respondent-Appellee.
David A. Hubbert, for Respondent-Appellee.
David M. Wooldridge, for Petitioner-Appellant.
Michelle Abroms Levin, for Petitioner-Appellant.
Ann Taylor Schwing, for Petitioner-Appellant.
Based in Dallas, Texas, PBBM-Rose Hill, Ltd. aka Rose Hill Golf
Club operates a golf course.
Rose-Hill filed for chapter 11 bankruptcy protection (Bankr. N.D.
Tex. Case No. 06-31164) on March 21, 2006, with estimated assets at
$1 Million to $10 Million and estimated liabilities at $1 Million
to $10 Million.
ROTULOS VILLEGAS: Taps Heriberto Acevedo as Accountant
------------------------------------------------------
Rotulos Villegas Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Puerto Rico to hire an accountant.
The Debtor proposes to employ Heriberto Reguero Acevedo, an
accountant, to prepare its monthly operating reports, financial
statements and tax returns; prepare cash flow projections for its
plan of reorganization; and provide other accounting services.
The Debtor will pay the accountant an hourly fee of $50. His
associates will charge $25 per hour.
Mr. Acevedo disclosed in a court filing that he and his associates
and employees are "disinterested" as defined in section 101(14) of
the Bankruptcy Code.
Mr. Acevedo maintains an office at:
Heriberto Reguero Acevedo
105 Avenida Borinquen
Base Ramey
Aguadilla, PR
Phone: 787-890-1954
Email: rameysportsapartments@gmail.com
Email: heribereg@aol.com
About Rotulos Villegas Inc.
Rotulos Villegas Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 18-04498) on Aug. 8, 2018.
At the time of the filing, the Debtor estimated assets of less than
$500,000 and liabilities of less than $1 million. Judge Brian K.
Tester presides over the case. The Debtor tapped Justiniano Law
Offices as its legal counsel.
RYCKMAN CREEK: Trustee Bid to Enforce Plan as to Belle Butte OK'd
-----------------------------------------------------------------
Bankruptcy Judge Kevin J. Carey granted JLL Consultants, Inc.'s, in
its capacity as liquidating trustee of the Ryckman Liquidating
Trust, motion to enforce provisions of the confirmed plan of
reorganization as to Plan Sponsor Belle Butte LLC.
Belle Butte purchased Ryckman's businesses pursuant to the
financing structure described in the Plan and the Plan Sponsorship
Transaction Documents, which includes the LLC Agreements. Under the
Plan Sponsor Agreement, Belle Butte purchased 80% of the new equity
created in Reorganized Ryckman in exchange for $16 million and a
secured promissory note. In part, the Plan provided for the
creation of the Liquidating Trust. Belle Butte had the option under
Section 9.1 1(0) of the LLC Agreement to purchase the remaining 20%
equity interests (the "Call Option") owned by the Liquidating
Trust. The combined 80% and 20% equity interests are categorized
throughout the documents as the "Class B Membership Interests."
The Liquidating Trustee's Motion to Enforce presents two discrete
questions. One, whether Section 9.11(c)(ii)(A)(z) of the Amended
and Restated LLC Agreement create a preset, mathematically
determined minimum floor price for Belle Butte's call option. Two,
whether Belle Butte is bound by its exercise of the call option to
go forward with the process in light of the dispute between the
parties about how the purchase price is to be calculated.
Upon review, the Court holds that because Section 9.1 1(0) sets a
minimum floor price for the Call Option and because the parties
have stipulated that the Fair Market Value is, without question,
less than the $50 million assumed equity value, Belle Butte is
required to pay $11 million for its exercise of the Call Option.
Belle Butte argues that, if the Court interprets Section 9.11(c) to
impose a minimum floor price of $11 million, the Call Option Notice
should be categorized as a counter-offer, as opposed to the
acceptance of the Call Option. Belle Butte's argument is
unavailing. This contention misapprehends the nature of the Call
Option. The Call Option is itself the "offer" to Belle Butte. The
Call Option Notice is the "acceptance" by Belle Butte to initiate
the valuation process. That the Liquidating Trustee responded to
the Call Option Notice with a different view of what the valuation
should be is not the defining factor here. Rather, in its response,
the Liquidating Trustee "notifie[d] Belle Butte of its intention to
invoke its rights... to put forth its own Fair Market Value of the
Class B Membership Interests, and, if necessary, proceed with an
Appraiser..."
As the Liquidating Trustee points out, the LLC Agreement does not
provide a mechanism for withdrawing from the exercise of the Call
Option. In an attempt to circumvent the absence of such a
provision, counsel for Belle Butte, at oral argument, for the first
time, asserted that the parties had not sufficiently had a "meeting
of the minds," which, in theory, would nullify the parties' mutual
assent to be bound by the Call Option, and consequently would void
the contract.
The "heart" of the Call Option is the process for determining the
price of the 20% Class B Membership Interests. The Call Option
validly left open the matter of whether the Fair Market Value of
the Company exceeded the assumed equity value of $50 million.
Accordingly, contrary to Belle Butte's position, the necessary
meeting of the minds revolved around the parties' mutual assent to
the process under Section 9.1 l(c), not the eventual
consideration.
The parties agree that this was a heavily negotiated, arms-length
transaction between two sophisticated parties. Essentially, after
acquiring 80% of the Company's equity at a bankruptcy discount,
Belle Butte apparently looks now to re-trade the deal for the
remaining 20%. However, under the clear, unambiguous language of
Section 9.11(c), Belle Butte is bound by the minimum floor price of
$11 million.
Accordingly, the Court sustains the Liquidating Trustee's Motion to
Enforce the Plan as to Belle Butte, and orders Belle Butte to (i)
pay $11 million in exchange for the Class B Membership Interests as
required by Section 9.1 l(c), and (ii) pay the outstanding balance
of $10 million on the accelerated Plan Sponsor Note in accordance
with Section 7.1 of the Plan Sponsor Note."
A full-text copy of the Court's Opinion dated August 29, 2018 is
available at:
http://bankrupt.com/misc/deb16-10292-1503.pdf
About Ryckman Creek Resources, LLC
Formed on Sept. 8, 2009, Ryckman Creek Resources, LLC, is engaged
in the acquisition, development, marketing, and operation of a
natural gas storage facility known as the Ryckman Creek Facility.
The Ryckman Creek Facility is a depleted crude oil and natural gas
reservoir located in Uinta County, Wyoming. The company began
development of the reservoir into a natural gas storage facility in
2011. The Ryckman Creek Facility began commercial operations in
late 2012 and received injections of customer gas and gas purchased
by the company. The company and its affiliated debtors have
approximately 35 employees.
Ryckman Creek Resources, LLC, Ryckman Creek Resources Holdings LLC,
Peregrine Rocky Mountains LLC and Peregrine Midstream Partners LLC
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No.
16-10292) on Feb. 2, 2016. The petitions were signed by Robert Foss
as chief executive officer. Kevin J. Carey has been assigned the
case.
The Debtors hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel; AP Services, LLC, as management provider; Evercore Group
LLC as investment banker; and Kurtzman Carson Consultants LLC as
claims and noticing agent.
On April 11, 2016, Ryckman Creek Resources disclosed total assets
of more than $205 million and total debt of more than $391.2
million.
On Feb. 12, 2016, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. Attorneys for the
committee are Greenberg Traurig, LLP's Dennis A. Meloro, Esq.,
David B. Kurzweil, Esq., and Shari L. Heyen, Esq. The committee
retained Alvarez & Marsal, LLC, as financial advisor.
SALMON FALLS LAND: Hires James L. Brunello as Counsel
-----------------------------------------------------
Salmon Falls Land and Cattle Company, LLC sought and obtained
approval from the United States Bankruptcy Court for the Eastern
District of California to employ James L. Brunello as its Chapter
11 counsel.
Mr. Brunello and his associate Karen Pine are admitted to practice
before this Court.
Mr. Brunello is required to perform these services:
(a) prepare and file schedules and statements in support of
relief under Chapter 11 of the Bankruptcy Code.
(b) advise and represent the Debtor within the Chapter 11
case.
(c) obtain employment of professionals as necessary for the
proper administration of the estate and case.
(d) communicate with and negotiate as necessary with the
creditors and other parties interest in this case.
(e) obtain Court authority for any and all actions necessary
to the administration of the estate including funding.
(f) propose and obtain confirmation of Plan of
Reorganization.
(g) render other services as necessary for the proper
administration of the estate.
Brunello's hourly rate is $250 per hour and Pine's hourly rate is
$200 per hour. No prepetition retainer has been received.
Brunello attests that neither he nor Pine has any connections with
the Debtor, the creditors or any party in interest, their
respective attorneys, accountants, or the US Trustee, or any
employee of the U.S. Trustee. Neither Brunello nor Pine holds or
represents any interest adverse to the bankruptcy estate.
Brunello can be reached at:
James L. Brunello, Esq.
ATTORNEY AT LAW
P.O. Box 4155
El Dorado Hills, CA 95762
Tel: (916) 358-8585
Fax: (916) 358-8588
About Salmon Falls Land and Cattle Company
Salmon Falls Land and Cattle Company, LLC listed its business as a
Single Asset Real Estate (as defined in 11 U.S.C. Section
101(51B)). Salmon Falls Land and Cattle Company, LLC sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. CA.
Case No. 18-22368) on April 20, 2018. In the petition signed by
Joel Martin Korotkin, managing member, the Debtor disclosed between
$1 million to $10 million in assets and between $1 million and $10
million in liabilities. Judge Christopher D. Jaime presides over
the case.
James L. Brunello, Esq., at Attorney at Law, serve as the Debtors'
counsel.
SAMUELS JEWELERS: Punjab National Seeks Examiner Appointment
------------------------------------------------------------
BankruptcyData.com reported that Punjab National Bank ("PNB") filed
with the Court a motion directing the appointment of an examiner in
the Samuels Jewelers case. PNB asserts, "PNB seeks the appointment
of an examiner, pursuant to section 1104(d) of the Bankruptcy Code.
The Debtor in this case is 100% owned by Gitanjali Gems, Ltd.
(‘Gitanjali') whose chairman and director is Mehul Choksi
(‘Choksi'). Both Gitanjali and Choksi have been implicated in
the largest bank fraud (the ‘Fraud') in the history of the
Republic of India. They have been indicted by Indian authorities,
and Choksi is currently an international fugitive from justice.
PNB is the largest victim of that Fraud. This case has significant
similarities and connections to In re Firestar Diamond, Inc., Case
No. 18-bk-10509 (SHL) (Bankr. S.D.N.Y.) proceeding before the
Honorable Sean Lane in New York. Like the Debtor in this case, the
Firestar Debtors cited the Fraud as a major factor in their filing
for bankruptcy and attempted to proceed as though they were
unconnected to the Fraud. As events unfolded, however, that facade
of innocence collapsed as the Firestar Debtors' President and
former sole director invoked his Fifth Amendment rights against
self-incrimination, a Chapter 11 trustee was appointed, and the
Examiner published its report making it clear the Firestar Debtors
participated in the Fraud. The similarities between these cases --
and the underlying fraud -- underscores the compelling need for the
appointment of an examiner in this case. The Court should appoint
an examiner in this case to ensure the integrity of these
proceedings and allow a neutral third-party to assess the claims
that might exist for and against the estate of the Debtor."
About Samuels Jewelers
Samuels Jewelers, Inc. -- http://www.samuelsjewelers.com/--
operates a chain of jewelry stores with more than 120 stores in 23
states across the United States. These stores are located
primarily in strip-mall centers, major shopping malls and as
stand-alone stores.
Samuels Jewelers, Inc. filed for Chapter 11 protection (Bankr. D.
Del. Lead Case No. 18-11818) on Aug. 7, 2018. The petitions were
signed by Farhad K. Wadia, chief executive officer. Samuels
Jewelers, Inc. has total estimated assets of $100 million to $500
million and total estimated liabilities of $100 million to $500
million.
The Debtors tapped Daniel J. DeFranceschi, Esq. and Zachary I
Shapiro, Esq. of Richards, Layton & Finger, P.A., as counsel.
Berkeley Research Group, LLC, acts as financial advisor and Prime
Clerk LLC serves as claims and noticing agent to the Debtors.
On Aug. 16, 2018, the U.S. Trustee appointed a seven-member panel
to serve as the Official Committee of Unsecured Creditors in the
Debtors' cases.
SAMUELS JEWELERS: Taps Jones Day as Legal Counsel
-------------------------------------------------
Samuels Jewelers, Inc., seeks approval from the U.S. Bankruptcy
Court for the District of Delaware to hire Jones Day as its legal
counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; negotiate with debt holders and other
stakeholders; assist the Debtor in connection with any asset
dispositions; review and help resolve claims of creditors; assist
in the preparation of a plan of reorganization; and provide other
legal services related to its Chapter 11 case.
The firm will charge these hourly rates:
Partners $675 - $1,450
Counsel $625 - $925
Associates $175 - $975
Paralegals $250 - $450
On June 22, the Debtor provided Jones Day with an advance payment
of $50,000 to establish a retainer, which was subsequently
increased to $185,000.
Paul Green, Esq., a partner at Jones Day, disclosed in a court
filing that the firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Green disclosed that his firm has agreed to apply a one-time credit
of $50,000 to fees and expenses and that its hourly rates remain
consistent with the rates that it charges other comparable Chapter
11 clients.
Mr. Green also disclosed that no Jones Day professional has varied
his rate based on the geographic location of the Debtor's
bankruptcy case; that the firm represented the Debtor during part
of the 12-month period prior to the petition date; and that the
firm charged the Debtor its standard rates and will continue to
charge the Debtor its standard rates post-petition.
The Debtor and Jones Day expect to develop a prospective budget and
staffing plan to comply with the U.S. trustee's requests for
information and additional disclosures, according to Mr. Green.
Jones Day can be reached through:
Paul M. Green, Esq.
Jones Day
717 Texas, Suite 3300
Houston, TX 77002
Tel: 832.239.3939
Fax: 832.239.3600
Email: pmgreen@jonesday.com
-- and --
Gregory M. Gordon, Esq.
Amanda S. Rush, Esq.
Jonathan M. Fisher, Esq.
Jones Day
2727 North Harwood Street
Dallas, TX 75201-1515
Tel: 214.220.3939
Fax: 214.969.5100
Email: gmgordon@jonesday.com
Email: asrush@jonesday.com
Email: jmfisher@jonesday.com
About Samuels Jewelers
Samuels Jewelers, Inc. -- http://www.samuelsjewelers.com/--
operates a chain of jewelry stores with more than 120 stores in 23
states across the United States. These stores are located
primarily in strip-mall centers, major shopping malls and as
stand-alone stores.
Samuels Jewelers filed for Chapter 11 protection (Bankr. D. Del.
Lead Case No. 18-11818) on Aug. 7, 2018. In the petitions signed
by CEO Farhad K. Wadia, the Debtor estimated total assets of $100
million to $500 million and total liabilities of $100 million to
$500 million.
The Debtors tapped Jones Day and Richards, Layton & Finger, P.A. as
counsel. Berkeley Research Group, LLC, acts as financial advisor
and Prime Clerk LLC serves as claims and noticing agent to the
Debtors.
On Aug. 16, 2018, the U.S. Trustee appointed an official committee
of unsecured creditors.
SAMUELS JEWELERS: Taps Richards Layton as Co-Counsel
----------------------------------------------------
Samuels Jewelers, Inc., seeks approval from the U.S. Bankruptcy
Court for the District of Delaware to hire Richards, Layton &
Finger, P.A.
The firm will serve as co-counsel with Jones Day, another law firm
tapped by the Debtor in connection with its Chapter 11 case.
Richards Layton will charge these hourly rates:
Directors $710 - $925
Counsel $610 - $625
Associates $320 - $595
Paraprofessionals $255
Prior to the petition date, the Debtor paid the firm the sum of
$85,000 as retainer.
Daniel DeFranceschi, Esq., a director of Richards Layton, disclosed
in a court filing that his firm is a "disinterested person" as
defined in section 101(14) of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
DeFranceschi disclosed that his firm has not agreed to a variation
from or alternative to its standard or customary billing
arrangements; and that no Richards Layton professional has varied
his rate based on the geographic location of the Debtor's
bankruptcy case.
Mr. DeFranceschi also disclosed that Richards Layton has advised
the Debtor in connection with its restructuring efforts since
February 2018; and that the billing rates and material financial
terms of the firm's engagement have not changed post-petition from
the pre-bankruptcy arrangement.
Richards Layton, in conjunction with the Debtor and Jones Day, is
developing a prospective budget and staffing plan for the case,
according to Mr. DeFranceschi.
The firm can be reached through:
Daniel J. DeFranceschi, Esq.
Richards, Layton & Finger, P.A.
920 North King Street
Wilmington, DE 19801
Tel: 302-651-7816
Fax: 302-651-7701
Email: defranceschi@rlf.com
-- and --
Zachary I Shapiro, Esq.
Richards, Layton & Finger, P.A.
920 North King Street, P.O. Box 551
Wilmington, DE 19801
Tel: 302-651-7700
Fax: 302-651-7701
Email: shapiro@rlf.com
About Samuels Jewelers
Samuels Jewelers, Inc. -- http://www.samuelsjewelers.com/--
operates a chain of jewelry stores with more than 120 stores in 23
states across the United States. These stores are located
primarily in strip-mall centers, major shopping malls and as
stand-alone stores.
Samuels Jewelers filed for Chapter 11 protection (Bankr. D. Del.
Lead Case No. 18-11818) on Aug. 7, 2018. In the petitions signed
by CEO Farhad K. Wadia, the Debtor estimated total assets of $100
million to $500 million and total liabilities of $100 million to
$500 million.
The Debtors tapped Jones Day and Richards, Layton & Finger, P.A. as
counsel. Berkeley Research Group, LLC, acts as financial advisor
and Prime Clerk LLC serves as claims and noticing agent to the
Debtors.
On Aug. 16, 2018, the U.S. Trustee appointed an official committee
of unsecured creditors.
SCOTTISH ANNUITY: Court Confirms Third Amended Reorganization Plan
------------------------------------------------------------------
BankruptcyData reported that the Court hearing the Scottish Annuity
& Life Insurance Company case confirmed the Debtors Third Amended
Joint Plan of Reorganization.
BankruptcyData reported, "Generally, the Plan provides for, among
other things, the following: (1) the reorganization and
recapitalization of the Debtors and certain of their non-debtor
Affiliates through a new money contribution of $12,500,000 by the
Purchaser in the form of the Recapitalization Funding Payment; (2)
the funding of distributions to the Debtors' Creditors through an
additional new money contribution of $21,500,000 by the Purchaser
in the form of the Plan Funding Payment subject to reduction by the
amount of the TruPS Returned Cash; (3) in exchange for the
foregoing payments and other consideration, the issuance or
assignment to the Purchaser of one hundred percent (100%) of the
New Equity, subject to downward adjustment to no less than seventy
percent (70%), to the extent that eligible unsecured creditors
elect to receive their pro rata share of up to thirty percent (30%)
of the New Equity, in lieu of a cash distribution under the Plan.
If the SFLST I TruPS CDO Facility Holders each (1) have voted their
respective Allocated Portions of SALIC TruPS Claims to accept the
Plan, then (a) the SFL Note Claim Allowance Conditions will be
deemed satisfied, such that the Holder of the SFL Note Claim will
be deemed (i) to have voted the entire SFL Note Claim to accept the
Plan and (ii) to not have opted out of the ‘Releases by Holders
of Claims and Interests’ set forth in Section 10.3 of the Plan,
and (b) the SFL Note Claim shall be deemed Allowed as a Class 6
Claim in the amount of $63,536,014.32."
About Scottish Holdings
Scottish Holdings, Inc., and Scottish Annuity & Life Insurance
Company (Cayman) operate as subsidiaries of Scottish Re Group Ltd.
Scottish Re Group Limited -- http://www.scottishre.com/-- is a
holding company organized under the laws of the Cayman Islands with
its principal executive office in Bermuda. Through its operating
subsidiaries, the company is engaged in the reinsurance of life
insurance, annuities and annuity-type products. These products are
written by life insurance companies and other financial
institutions primarily located in the United States. Scottish Re
Group has operating companies in Bermuda, Ireland, and the United
States.
Scottish Holdings and Scottish Annuity sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
18-10160) on Jan. 28, 2018. In the petition signed by CEO Gregg
Klinenberg, the Debtor estimated assets and liabilities of $1
billion to $10 billion.
The Debtors hired Hogan Lovells US LLP as bankruptcy counsel;
Morris, Nichols, Arsht & Tunnell LLP as co-counsel; Mayer Brown LLP
as special counsel; and Keefe, Bruyette & Woods, Inc., as
investment banker.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on Feb. 20, 2018. The Committee tapped Mayer
Brown LLP as special counsel and Appleby (Cayman) Ltd. as special
counsel.
Max Mailliet serves as Luxembourg insolvency receiver of non-debtor
affiliate Scottish Financial (Luxembourg) S.a r.l.
SCOTTISH ANNUITY: Court OKs $63.5M Settlement of SFL Note Claim
---------------------------------------------------------------
BankruptcyData.com reported that the Court hearing the Scottish
Annuity & Life Insurance Company case approved the stipulation by
and among (i) Scottish Annuity & Life Insurance Company (Cayman),
(ii) Scottish Holding and (iii) Scottish Financial (Luxembourg)
S.A.R.L. (SFL) regarding (a) the allowance of the SFL Note Claim as
a Class 6 claim under the Plan of Reorganization and (b) the voting
of the SFL note claim in favour of the Plan. BankruptcyData
previously reported that "So long as the SFL Receiver and SFL
comply with the terms of the Stipulation, the SFL Note Claim
Allowance Conditions set forth in Section 4.3(c)(ii)(B)(2)(a) of
the Plan will be deemed satisfied and the SFL Note Claim will be
Allowed under the Plan as a Class 6 Claim in the amount of
$63,536,014.32."
About Scottish Holdings
Scottish Holdings, Inc., and Scottish Annuity & Life Insurance
Company (Cayman) operate as subsidiaries of Scottish Re Group Ltd.
Scottish Re Group Limited -- http://www.scottishre.com/-- is a
holding company organized under the laws of the Cayman Islands with
its principal executive office in Bermuda. Through its operating
subsidiaries, the company is engaged in the reinsurance of life
insurance, annuities and annuity-type products. These products are
written by life insurance companies and other financial
institutions primarily located in the United States. Scottish Re
Group has operating companies in Bermuda, Ireland, and the United
States.
Scottish Holdings and Scottish Annuity sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
18-10160) on Jan. 28, 2018. In the petition signed by CEO Gregg
Klinenberg, the Debtor estimated assets and liabilities of $1
billion to $10 billion.
The Debtors hired Hogan Lovells US LLP as bankruptcy counsel;
Morris, Nichols, Arsht & Tunnell LLP as co-counsel; Mayer Brown LLP
as special counsel; and Keefe, Bruyette & Woods, Inc., as
investment banker.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on Feb. 20, 2018. The Committee tapped Mayer
Brown LLP as special counsel and Appleby (Cayman) Ltd. as special
counsel.
Max Mailliet serves as Luxembourg insolvency receiver of non-debtor
affiliate Scottish Financial (Luxembourg) S.a r.l.
SEARS HOLDINGS: PBGC's Liens on 12 Real Properties are Cancelled
----------------------------------------------------------------
Sears Holdings Corporation and certain of its subsidiaries have
entered into an amendment to the Pension Plan Protection and
Forbearance Agreement, dated as of March 18, 2016, among the
Company, certain of its subsidiaries and Pension Benefit Guaranty
Corporation, and certain related transaction documents. Under the
terms of the PPPFA Amendment, upon the deposit of $32.0 million by
certain of the Company's subsidiaries into escrow for the benefit
of the Company's pension plans, the PBGC's liens on 12 real estate
properties, which liens had originally been granted in connection
with the Company's sale of its Craftsman brand, will be
terminated.
The Required Deposit was made on Aug. 30, 2018, and the PBGC's
liens on the Real Properties were released. When contributed to
the Company's pension plans, the Required Deposit will be fully
credited against certain of the Company's minimum pension funding
obligations.
Third Amendment to Credit Agreement
On Aug. 31, 2018, the Company, through SRC O.P. LLC, SRC Facilities
LLC and SRC Real Estate (TX), LLC, entities wholly-owned and
controlled indirectly by the Company, entered into a Third
Amendment to the Credit Agreement, dated as of March 14, 2018,
among the Secured Loan Borrowers, the lenders party thereto, UBS
AG, Stamford Branch, LLC, as administrative agent, and UBS
Securities LLC, as lead arranger and bookrunner. The Credit
Agreement provides for a term loan, which was initially in an
aggregate principal amount of $200.0 million. Immediately prior to
the effectiveness of the Credit Agreement Amendment, the aggregate
principal amount of the Original Loan was $30.0 million.
In connection with the entry into the Credit Agreement Amendment,
the Secured Loan Borrowers borrowed an additional $113.0 million
from the Secured Lenders. The Original Loan and the Additional
Term Loan are secured by the Secured Loan Borrowers' interests in
119 real properties. The Company will use the proceeds of the
Additional Term Loan for general corporate purposes.
The Original Loan was originally scheduled to mature on Dec. 14,
2018. In connection with the entry into the Credit Agreement
Amendment, the maturity date of the Original Loan was extended to
Aug. 30, 2019, which is also the maturity date of the Additional
Term Loan. The Secured Loans will bear interest at an annual
interest rate of LIBOR plus 6.5% for the first four months
following the effective date of the Credit Agreement Amendment,
LIBOR plus 7.5% for the fifth through the eighth month following
the effective date of the Credit Agreement Amendment and LIBOR plus
8.5% for the ninth through the twelve month following the effective
date of the Credit Agreement Amendment. Accrued interest is
payable monthly.
The Company paid an upfront commitment fee of 2.75% of the
principal amount of the Additional Term Loan. To the extent
permitted under other debt of the Company or its affiliates, the
Secured Loans may be prepaid at any time in whole or in part,
without penalty or premium. The Secured Loan Borrowers are
required to apply the net proceeds of the sale of any real property
collateral for the Secured Loans to repay the Secured Loans.
The Credit Agreement includes certain representations and
warranties, indemnities and covenants, including with respect to
the condition and maintenance of the real property collateral. The
Credit Agreement has certain events of default, including (subject
to certain materiality thresholds and grace periods) payment
default, failure to comply with covenants, material inaccuracy of
representation or warranty, and bankruptcy or insolvency
proceedings. If there is an event of default, the Secured Loan
Lenders may declare all or any portion of the outstanding
indebtedness to be immediately due and payable, exercise any rights
they might have (including against the collateral), and require the
Secured Loan Borrowers to pay a default interest rate of 2.0% in
excess of the base interest rate.
About Sears Holdings
Based in Hoffman Estates, Illinois, Sears Holdings Corporation
(NASDAQ: SHLD) -- http://www.searsholdings.com/-- is an integrated
retailer focused on seamlessly connecting the digital and physical
shopping experiences to serve its members. Sears Holdings is home
to Shop Your Way, a social shopping platform offering members
rewards for shopping at Sears and Kmart, as well as with other
retail partners across categories important to them. The Company
operates through its subsidiaries, including Sears, Roebuck and Co.
and Kmart Corporation, with full-line and specialty retail stores
across the United States.
Sears Holdings reported a net loss of $383 million on $16.70
billion of total revenues for the year ended Feb. 3, 2018, compared
to a net loss of $2.22 billion on $22.13 billion of total revenues
for the year ended Jan. 28, 2017. As of May 5, 2018, Sears
Holdings had $7.28 billion in total assets, $11.39 billion in total
liabilities and a total deficit of $4.11 billion.
* * *
In April 2018, S&P Global Ratings raised its corporate credit
rating on Sears Holdings to 'CCC-' from 'SD' and its short-term
corporate credit rating on Sears Roebuck Acceptance Corp. to 'C'
from 'SD'. The outlook is negative. S&P said, "The upgrade
reflects our view that Sears has addressed most but not all of the
2018 maturities and will need to continue to raise capital as well
as make further progress on reducing cash use and losses.
In March 2018, Fitch Ratings upgraded Sears Long-Term IDR to 'CC'
from 'RD', which Fitch believes is reflective of the post-DDE
credit profile given ongoing restructuring concerns.
In January 2018, Moody's Investors Service downgraded Sears
Holdings' Corporate Family Rating to 'Ca' from 'Caa3'. Sears' 'Ca'
rating reflects the company's announced pursuit of debt exchanges
to extend maturities and its sizable operating losses - Domestic
Adjusted EBITDA was an estimated loss of $625 million for the LTM
period ending Oct. 28, 2017.
SECOND PHOENIX: Disclosure Statement Hearing Set for Sept. 20
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York is
set to hold a hearing on September 20, at 4:00 p.m., to consider
approval of the disclosure statement, which explains the Chapter 11
plan of reorganization for Second Phoenix Holding LLC.
The hearing will take place at Courtroom 523. Objections are due
by August 31.
Under the plan, creditors holding general unsecured claims will be
paid in full on the effective date, with interest. The estimated
amount of general unsecured claims is $100,000. This class is not
impaired, according to the company's third amended disclosure
statement filed on August 23.
A copy of the second amended disclosure statement from
PacerMonitor.com is available at https://tinyurl.com/ycjtjo3y at no
charge.
A copy of the third amended disclosure statement is available for
free at:
http://bankrupt.com/misc/nysb18-10009-117.pdf
About Second Phoenix Holding
Second Phoenix Holding LLC, Harlem Phoenix Realty Corp., and Kshel
Realty Corp. are privately held companies that are engaged in
activities related to real estate. Second Phoenix is the fee
simple owner of a real property located at 212 East 125th Street,
New York, NY 10035 214-216 East 125th Street, New York, NY 10035 14
Second Avenue, New York, NY 10003 with an appraised value of $21.90
million. Harlem holds 47.58% of the equity of Second Phoenix and
Kshel holds the other 52.42%. Evan Blum is the sole shareholder of
Harlem and Kshel and is the managing member of Second Phoenix.
Based in New York, New York, Second Phoenix Holding LLC filed a
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 18-10009) on Jan. 3,
2018. In the petition signed by Evan Blum, sole managing member,
the Debtor disclosed $21.92 million in total assets and $12.91
million in liabilities. The Debtor is represented by Marc Stuart
Goldberg, Esq., at Marc Stuart Goldberg, LLC, as counsel.
SENECA FISHERIES: Ayers & Haidt Approved as Counsel
---------------------------------------------------
Seneca Fisheries, Inc., sought and obtained approval from the
United States Bankruptcy Court for Eastern District of North
Carolina in Greenville to employ David J. Haidt, of Ayers & Haidt,
P.A., as counsel to represent and assist the Debtor in carrying out
its duties under the provisions of Chapter 11 of the Bankruptcy
Code.
The Debtor has not paid David J. Haidt any amounts as of the date
of this Application or as the filing of the bankruptcy petition.
On a pre-petition basis, the firm received $5,000 from Day Boat
Seafood, LLC. Of this amount, $4,870 has been applied to
pre-petition attorneys' fees and costs.
On a post-petition basis, the firm received an additional $5,000
from Day Boat Seafood. The firm is currently holding the sum of
$5,130 in trust.
David J. Haidt attests that his firm does not hold or represent an
interest adverse to the estate, and that the firm is a
"disinterested person" within the meaning of Section 327(a) of the
Bankruptcy Code.
David J. Haidt can be reached at:
David J. Haidt
Post Office Box 1544
New Bern, NC 28563
Seneca Fisheries, Inc., filed for Chapter 11 bankruptcy (Bankr.
E.D.N.C. Case No. 18-02920) on June 8, 2018, listing under $1
million in assets and liabilities. A copy of the petition is
available at no charge at http://bankrupt.com/misc/nceb18-02920.pdf
David J. Haidt, Esq., at AYERS & HAIDT, P.A., serves as counsel to
the Debtor.
The Bankruptcy Administrator has not appointed a committee of
creditors holding unsecured claims due to insufficient interest.
SHOREHAM HOTEL: Auction Scheduled for October 17
------------------------------------------------
Mission Capital Advisors (NY Firm # 10991214316), in cooperation
with RealINSIGHT Marketplace (collectively the "Advisors" or
"Asset Sale Advisors" ), is pleased to present the opportunity to
acquire the first-lien leasehold interests in the Shoreham Hotel, a
179-key full-service hotel located in the Midtown West section of
Manhattan, New York, NY (the "Hotel" , "Property" , or "Asset").
On behalf of the seller, Mission is soliciting non-contingent final
bids, via the RealINSIGHT Marketplace online platform, from
prospective bidders (the "Prospective Bidders") for the purchase of
the Property pursuant to the Asset Sale timeline.
Asset Sale Timeline
8/28/2018 Sale Announcement
10/4/2018 Indicative Bid Date
10/9/2018 - 10/10/2018 Final Bidder Site Visits
10/17/2018 Auction Start
10/18/2018 Auction End
Sale Summary
The Asset Sale offers Prospective Bidders an opportunity to acquire
the first-lien leasehold interests in the Shoreham Hotel in
Midtown, Manhattan.
* The Hotel enjoys a prime central location in the heart of
Midtown, Manhattan. The Property is located just four blocks south
of Central Park between 5th Ave and Avenue of the Americas (6th
Ave) in the famed Plaza District. The Hotel is within walking
distance to several popular tourist attractions, including Times
Square, Rockefeller Center, Fifth Avenue retail and Carnegie Hall,
among others.
* The Hotel is comprised of two buildings on separate ground
leases that are adjoined on the ground floor and basement. The
first building ("Building 1") has 78 years remaining on its ground
lease with an expiration date of August 31, 2096 and the second
building ("Building 2") has 28 years remaining on its ground lease
with an expiration date of June 30, 2046.
* Per the July STR Report, the Hotel had a T-12 occupancy of
79.4%, ADR of $190.08 and RevPAR of $150.87, all of which lagged
behind its competitive set. However, the Hotel provides an
opportunity for investors to create value by improving its F&B
location, outdated rooms design and facilities, and an unutilized
rooftop space with excellent views of Manhattan.
For more information visit:
https://market.missioncap.com/memo/new?id=0063800000mIrhuAAC
SILVERVIEW LLC: Disclosure Statement Hearing Set for Oct. 16
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona is set to
hold a hearing on October 16, at 10:00 a.m., to consider approval
of the disclosure statement, which explains the Chapter 11 plan for
Silverview LLC. The hearing will take place at Courtroom 603.
Objections are due by October 9.
The Debtor owes general unsecured creditors an aggregate of
approximately $46,972.56.
General unsecured claims, classified in Class 6, will be paid in
full of its allowed amount, without interest, in four quarterly
payments equal to 25% of the Allowed Amount with the first payment
being made by the Reorganized Debtor on or before the 30th day
after the Effective Date. Class 6 Claims are impaired and Holders
of Class 6 Claims are entitled to vote to accept or reject the
Plan.
The Reorganized Debtor's primary focus will be to continue to hold
and operate the Resort as an income-producing property. In
addition, the Reorganized Debtor will have the exclusive power and
standing to bring, dismiss or compromise all Causes of Action. The
net proceeds realized from any Causes of Action will be available
to the Reorganized Debtor and disbursed or invested as the
Reorganized Debtor deems fit in its sole discretion.
A copy of the Disclosure Statement from PacerMonitor.com is
available at https://tinyurl.com/yau7rnax at no charge.
About Silverview LLC
Silverview, LLC, is a privately-held company whose principal assets
are located at 1501 E. Gold Rush Road Bullhead City, Arizona.
The company previously sought bankruptcy protection (Bankr. D.
Ariz. Case No. 11-03325) on Feb. 9, 2011.
Silverview sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Ariz. Case No. 18-04471) on April 24, 2018. In the
petition signed by Robert C. Lewis, manager, the Debtor estimated
assets of $1 million to $10 million and liabilities of $1 million
to $10 million. Judge Daniel P. Collins presides over the case.
The Debtor tapped Engelman Berger, P.C., as its legal counsel. No
official committee of unsecured creditors has been appointed in the
Debtor's case.
SMI GROUP: Initial Order Entered; Deloitte Named Monitor
--------------------------------------------------------
On Aug. 24, 2018, following the filing of joint application made by
Alaris Royalty Corp. and Integrated Private Debt Fund V LP, the
Hon. Justice Chantal Corriveau of the Superior Court of Quebec
(Commercial Division) rendered an initial order pursuant to the
Companies' Creditors Arrangement Act in respect of each of The SMI
Group Inc., The S.M. Group Inc., Claulac Inc., SMi Construction
Inc., Enerpro Inc., S.M. International Group (Construction) Inc.,
as well as each of the following impleaded parties ("SM Group"):
-- The S.M. Group International LP;
-- Enerpro LP;
-- Les services de personnels S.M. Inc.;
-- The S.M. Group (Ontario) Inc.;
-- Amenatech Inc.; Labo S.M. Inc.;
-- S.M. Industrial consultants Inc.;
-- S.M. consultants Inc.;
-- Faciliop Experts Corp.;
-- The S.M. Group International Inc.;
-- CSP Security Consultants Inc.;
-- The S.M. Group International (S.A.) Inc.;
-- Le Groupe S.M. International (Construction) EURL;
-- SM Saudi Arabia Co Ltd;
-- The S.M. Group International SARL;
-- The S.M. Group International Algérie EURL;
-- S.M. United Emirates General Contracting LLC;
-- SMi-Enerpro Green Fund GP Inc.;
-- SMi-Enerpro Green Fund LP;
As part of the Initial Order, Deloitte Restructuring Inc. was
appointed to monitor the business and financial affairs of the SM
Group as an officer of the Court, and LGBM Inc. was appointed as
chief restructuring officer for the SM Group. Also, the Court
appointed Paul Lafreniere to continue in that role as a court
appointed officer, with all of the powers necessary to effect the
contemplated restructuring in collaboration with Alaris Royalty's
proposed monitor;
Furthermore, the Court approve interim financing for the Debtors to
be provided by Integrated Asset Management Corp. and to be secured
by a priority charge on the property;
Deloitte Restructuring can be reached at:
Deloitte Restructuring Inc.
Monitor of SM Group
1190 Avenue des Canadiens-de-Montréal, Suite 500
Montréal QC H3B 0M7
Attn: Martin Franco, CPA, CA, CIRP, LIT
Patrick Fillion, CPA, CA, CF
Tel: 514-369-9699
Fax: 514-390-4103
Email: groupesmccaa@deloitte.ca
Deloitte Restructuring retained as counsel:
Stikeman Elliott
1155 Rene-Levesque Blvd. West 41st Floor
Montreal, Québec, H3B 3V2
Guy P. Martel
Tel: 514-397-3163
Email: gmartel@stikeman.com
Martin Franco
Tel: 514-393-8474
Email: marfranco@deloitte.ca
Patrick Fillion
Tel: 514-393-7034
Email: pfillion@deloitte.ca
Frederic Turbide
Tel: 514-393-5258
Email: fturbide@deloitte.ca
LGBM Inc. can be reached at:
LGBM Inc.
85, autoroute du Souvenir
Ile-Perrot (Qc) J7V 5L7
Attn: Paul Lafreniere
Tel: 514-609-2232
Email: plafreniere@lgbm.ca
Alaris Royalty can be reached at:
Alaris Royalty Corporation
250, 333 – 24th Avenue S.W. Calgary, Alberta, T2S 3E6
Attn: Liz McCarthy
Tel: 403-221-7301
Email: LMcCarthy@alarisroyalty.com
Alaris Royalty retained as counsel:
McCarthy Tetrault
1000 De La Gauchetiere Street West Suite 2500
Montreal, Québec, H3B 0A2
Alain N. Tardif
Tel: 514-397-4274
Email: atardif@mccarthy.ca
Jocelyn T. Perreault
Tel: 14-397-7092
Email: jperreault@mccarthy.ca
Noah Zucker
Tel: 514-397-5480
Email: nzucker@mccarthy.ca
The monitor's website can be accessed at
http://www.insolvencies.deloitte.ca/en-ca/groupe-sm
Founded in 1983, Groupe S.M. International Inc. --
https://www.groupesm.com -- provides professional engineering
services.
STORE IT REIT: Polsinelli Approved as Equity Committee's Counsel
----------------------------------------------------------------
The Official Committee of Equity Security Holders of Store It REIT,
Inc. sought and obtained authority from the United States
Bankruptcy Court for the Southern District of Texas in Houston to
retain Polsinelli PC as counsel to the Committee.
Polsinelli is required to perform these services:
(a) providing legal advice on the powers and duties available
to the Committee, an official committee appointed under section
1102 of the Bankruptcy Code;
(b) assisting in the investigation of the acts, conduct,
assets, liabilities, and financial condition of the Debtor, the
operation of the Debtor's business, and any other matter relevant
to this Case or a plan of reorganization or liquidation;
(c) preparing on behalf of the Committee necessary
applications, motions, complaints, answers, orders, agreements, and
other legal papers, and appearing in Court to present necessary
motions, applications, and pleadings and to otherwise protect the
interests of the Committee;
(d) reviewing, analyzing, and responding to all pleadings
filed by the Debtor;
(e) consulting with the Debtor, its professionals, and the US
Trustee concerning the administration of the Debtor's estate;
(f) representing the Committee in hearings and other judicial
proceedings;
(g) advising the Committee on practice and procedure before
the United States Bankruptcy Court for the Southern District of
Texas; and
(h) performing all other legal services for the Committee in
connection with this Case.
The firm's hourly rates generally range from $450 to $700 per hour
for shareholders, from $260 to $450 per hour for associates and
senior counsel, and from $125 to $300 per hour for
paraprofessionals.
The primary attorneys who will represent the Committee and their
respective hourly rates are:
Trey A. Monsour (Shareholder) $600
Randye B. Soref (Shareholder) $625
Nicholas A. Griebel (Associate) $260
Caryn E. Wang (Associate) $300
Trey Monsour attests that no partner, associate or employee of
Polsinelli is not disinterested within the meaning of sections
101(14) and 327(a) of the Bankruptcy Code.
Polsinelli PC can be reached at:
Trey A. Monsour
State Bar No. 14277200
POLSINELLI PC
1000 Louisiana Street Suite 6400
Houston, TX 77002
Tel: (713) 374-1643
Fax:(713) 374-1601
Email: tmonsour@polsinelli.com
About Store It REIT
Store It REIT, Inc., formerly known as Evergreen Realty REIT, Inc.,
and American Spectrum REIT I, Inc., is a privately held company in
Ketchum, Idaho engaged in activities related to real estate. The
Company has 98.64% equity interest in Evergreen REIT, LP.
Evergreen REIT, LP, is a real estate investment trust owning
interest in entities that own tenant in common, limited
partnership, and/or general partnership interest in three
self-storage facilities.
Store It REIT filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Tex. Case No. 18-32179) on April 27, 2018, listing $13.18
million in total assets and $127,143 in total liabilities. The
petition was signed by William J. Carden, president and director.
Judge Marvin Isgur presides over the case. The Debtor tapped
Deirdre Carey Brown, Esq., at Hoover Slovacek LLP, as its
bankruptcy counsel.
On July 3, 2018, the Office of the U.S. Trustee appointed an
official committee of equity security holders. The equity committee
tapped Polsinelli PC as its legal counsel.
The equity committee has sought appointment of an examiner in the
company's Chapter 11 case.
The Debtor has filed a plan of liquidation and disclosure
statement.
SUDANO INC: Trustee Bid for Final Decree Properly Granted, Ct. Says
-------------------------------------------------------------------
Bankruptcy Judge Carla E. Craig denied Sebastian Bongiovanni Jr.'s
second motion to reconsider the Court's July 23, 2018 order
overruling an objection to the Trustee's Motion for the Entry of a
Final Decree in the Chapter 11 cases of Sudano, Inc. and
affiliates, and denying a motion to renew objections to the
Trustee's Final Report.
Bongiovanni Jr. seeks reconsideration of the order granting the
Trustee's Motion for Final Decree and overruling his renewed
objection to the Final Report under Rule 59(e). He argues that he
has standing because the exhibits to the Trustee's Motion for Final
Decree demonstrate the existence of funds that should be
distributed to him, as the heir of the holder of equity interests
in the Debtors; and the Cash Receipt and Disbursement Summary for
2004- 2005, attached as Exhibit 1 to Exhibit 5 of the Trustee's
Motion for Final Decree constitutes "newly discovered evidence"
which permit him to renew his objection to the Final Report which
was approved ten years ago.
The Court holds that the motion for reconsideration must be denied
as the court overlooked no controlling decision or factual matters
that were put before it; nor is reconsideration needed to correct a
clear error or prevent manifest injustice.
It is clear that Bongiovanni Jr. lacks standing to make a motion to
reconsider the Final Report. As the District Court held in
Bongiovanni IV, "[a]ny financial interest Bongiovanni Jr. had on
behalf of Bongiovanni Sr.'s estate was extinguished when the
Liquidation Plan went into effect on August 30, 2005." Therefore,
at the time of the filing of the Final Report, no member of the
Bongiovanni family had an interest in the Debtors' estates. It,
therefore, follows that, since all of the shares of the Debtors
were canceled pursuant to the Liquidation Plan, neither Bongiovanni
Sr. nor Bongiovanni Jr. as successor in interest would be entitled
to receive any distribution, as the Liquidation Plan did not
provide for any such distribution to equity interests. It provided
instead that any surplus would fund an operating and tax reserve
for post-confirmation expenses, and pursuant to the Final Report,
any balance thereafter would be deposited with the Clerk of the
Court. Bongiovanni Jr. therefore fails to assert a pecuniary
interest which would confer him standing in this matter.
The Second Motion to Reconsider next asserts that the Second Motion
to Renew was not time barred. Bongiovanni Jr. sought to renew his
objection to the Final Report under Rule 60(b)(2) based on the
"newly discovered evidence."
Relief under Rule 60(b)(2) is not available to Bongiovanni Jr. to
permit him to renew his objection to the Final Report for the
obvious reason that it is time-barred. The motion was brought over
10 years after the approval of the Final Report. Furthermore, the
Court has no ability to grant this relief despite the time bar
because Bankruptcy Rule 9006(b)(2) prohibits the enlargement of
time for seeking reconsideration of an order or judgment under
Bankruptcy Rules 9023 and 9024 (which incorporate Rules 59 and 60
respectively). There was, therefore, no misapplication of law or
error in the Court's determination that the Second Motion to Renew
was time-barred.
Moreover, there is no newly discovered evidence in this matter. The
Cash Receipt and Disbursement Summary to which Bongiovanni Jr.
refers is attached to a letter dated May 15, 2013 sent by the
Trustee to the Office of the US Trustee, responding to inquiries by
that office made in response to Bongiovanni Jr.'s complaints. This
document constitutes a summary of deposits and disbursements
reflected in the operating reports filed by the Trustee in
2004-2005, which were available to Bongiovanni Jr. at the time the
Final Report was filed.
Finally, Bankruptcy Rule 3022 states that "after an estate is fully
administered in a chapter 11 reorganization case, the court, on its
own motion or on motion of a party in interest, shall enter a final
decree closing the case." This case is fully administered, by any
definition of that term. The Liquidation Plan was confirmed on
August 17, 2005; all distributions under the Liquidation Plan have
been made; all property transfers have occurred and the debtors
have been wound down; and all plan payments have been made. There
are also no motions pending in this case other than this motion for
reconsideration. The Motion for Final Decree was, therefore,
properly granted in this case.
A full-text copy of the Court's Decision dated August 30, 2018 is
available at:
http://bankrupt.com/misc/nyeb1-02-21821-529.pdf
The bankruptcy cases are in re: Sudano, Inc., et al., Case Nos.
02-21821, 02-22350, 02-22714 (Bankr. E.D.N.Y.).
TELL MY PEOPLE: Case Summary & 7 Unsecured Creditors
----------------------------------------------------
Debtor: Tell My People, Inc.
12928 Saint John Rd.
Pilot Point, TX 76258
Business Description: Tell My People, Inc. --
http://english.tmpinc.org-- was established
in 1976 as a non-profit non-denominational
international organization focusing on
strengthening the body of Christ by
communicating the life-transforming reality
of God's great love and unending grace
through the Gospel of Jesus Christ. Tell My
People was founded by Dale and Helen Lynch.
Chapter 11 Petition Date: September 3, 2018
Court: United States Bankruptcy Court
Eastern District of Texas (Sherman)
Case No.: 18-41981
Debtor's Counsel: Joseph H. Acosta, Esq.
FISHERBROYLES, LLP
4514 Cole Avenue, Suite 600
Dallas, TX 75205
Tel: 214-614-8939
Fax: 214-614-8992
E-mail: joseph.acosta@fisherbroyles.com
Total Assets: $1,592,078
Total Liabilities: $983,000
The petition was signed by Helen Lynch, president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's seven unsecured creditors is available for
free at:
http://bankrupt.com/misc/txeb18-41981.pdf
TEXAS MEDICAL PLUS: Confirmation Hearing Set for Sept. 19
---------------------------------------------------------
Judge Bill Parker of the U.S. Bankruptcy Court for the Eastern
District of Texas is set to hold a hearing on September 19, at
10:00 a.m., to consider confirmation of the Chapter 11 plan of
reorganization for Texas Medical Plus, P.A.
The deadline for creditors to file their objections and submit
ballots of acceptance or rejection of the plan is September 14,
according to an order signed by Judge Parker on August 23.
In a separate order, Judge Parker granted a motion by Texas Medical
Plus to waive the requirement to file a disclosure statement.
General unsecured claims, classified in Class 3, total $79,321.07
and are impaired. Class 3 claims will be paid in installment
payments of $1,322.02 commencing five years from the Effective Date
over five years.
A copy of the Chapter 11 Small Business Plan from PacerMonitor.com
is available at https://tinyurl.com/y82jabeb at no charge.
About Texas Medical Plus P.A.
Texas Medical Plus, P.A. filed a Chapter 11 petition (Bankr. E.D.
Tex. Case No. 18-10095), on March 7, 2018. The petition was signed
by its owner, Michael Holmes. At the time of filing, the Debtor
had at least $50,000 in estimated assets and $100,000 to $500,000
in estimated liabilities.
The case is assigned to Judge Bill Parker. The Debtor is
represented by Tagnia Fontana Clark, Esq., of Maida Law Firm.
The Debtor filed its proposed Chapter 11 plan of reorganization on
August 7, 2018.
TOYS R US: Toys Delaware Plan is Ambush, U.S. Trustee Says
----------------------------------------------------------
BankruptcyData.com reported that the U.S. Trustee filed an
objection to the adequacy of the Disclosure Statement filed by Toys
Delaware Debtors and Geoffrey Debtors.
BankruptcyData related that the U.S. Trustee asserts, "After almost
a year of navigating through Chapter 11, the Disclosure Statement
and underlying Plan currently before the Court reinforce what many
long-feared - administrative insolvency. Despite the inability to
pay administrative claimants in full - aside from the professionals
who appear to be the only ones who will emerge unscathed - the
Debtors recently presented and sought approval of a settlement
agreement that shielded the lenders from future litigation and
created a pot of money of approximately $180 million to be shared
among the administrative claimants. The Debtors have now presented
- on shortened notice - a Plan and Disclosure Statement that
encompasses the settlement agreement recently approved. The Plan
fails to pay in full all administrative claimants and priority tax
claimants and contemplates no distribution for other priority
claimants – all contravention of the requirements for
confirmation. In hope of getting the Plan confirmed despite these
significant infirmities, The Debtors have manipulated the
Bankruptcy Code requirements and sought the ‘consent' of
Administrative Claim Holders to the proposed treatment, which
offers them less than what they are entitled to under the Code.
This is an ambush."
About Toys R Us, Inc.
Toys "R" Us, Inc., was an American toy and juvenile-products
retailer founded in 1948 and headquartered in Wayne, New Jersey, in
the New York City metropolitan area. Merchandise was sold in 880
Toys "R" Us and Babies "R" Us stores in the United States, Puerto
Rico and Guam, and in more than 780 international stores and more
than 245 licensed stores in 37 countries and jurisdictions.
Merchandise was also sold at e-commerce sites including Toysrus.com
and Babiesrus.com.
On July 21, 2005, a consortium of Bain Capital Partners LLC,
Kohlberg Kravis Roberts, and Vornado Realty Trust invested $1.3
billion to complete a $6.6 billion leveraged buyout of the
company.
Toys "R" Us is a privately owned entity but still files with the
U.S. Securities and Exchange Commission as required by its debt
agreements.
The Company's consolidated balance sheet showed $6.572 billion in
assets, $7.891 billion in liabilities, and a stockholders' deficit
of $1.319 billion as of April 29, 2017.
Toys "R" Us, Inc., and certain of its U.S. subsidiaries and its
Canadian subsidiary voluntarily filed for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No.
17-34665) on Sept. 19, 2017. In addition, the Company's Canadian
subsidiary voluntarily commenced parallel proceedings under the
Companies' Creditors Arrangement Act ("CCAA") in Canada in the
Ontario Superior Court of Justice. The Company's operations
outside of the U.S. and Canada, including its 255 licensed stores
and joint venture partnership in Asia, which are separate entities,
were not part of the Chapter 11 filing and CCAA proceedings.
Grant Thornton is the monitor appointed in the CCAA case.
Judge Keith L. Phillips presides over the Chapter 11 cases.
In the Chapter 11 cases, Kirkland & Ellis LLP and Kirkland & Ellis
International LLP serve as the Debtors' legal counsel. Kutak Rock
LLP serves as co-counsel. Toys "R" Us employed Alvarez & Marsal
North America, LLC as its restructuring advisor; and Lazard Freres
& Co. LLC as its investment banker. It hired Prime Clerk LLC as
claims and noticing agent. Consensus Advisory Services LLC and
Consensus Securities LLC, serve as sale process investment banker.
A&G Realty Partners, LLC, serves as the Debtors' real estate
advisor.
On Sept. 26, 2017, the U.S. Trustee for Region 4 appointed an
official committee of unsecured creditors. The Committee retained
Kramer Levin Naftalis & Frankel LLP as its legal counsel; Wolcott
Rivers, P.C., as local counsel; FTI Consulting, Inc. as financial
advisor; and Moelis & Company LLC as investment banker.
Toys "R" Us UK
Toys "R" Us Limited, Toys "R" Us, Inc.'s UK arm with 105 stores and
3,000 employees, was sent into administration in the United Kingdom
in February 2018.
Arron Kendall and Simon Thomas of Moorfields Advisory Limited, 88
Wood Street, London, EC2V 7QF were appointed Joint Administrators
on Feb. 28, 2018. The Administrators now manage the affairs,
business and property of the Company. The Administrators act as
agents only and without personal liability.
The Administrators said they will make every effort to secure a
buyer for all or part of the business.
Liquidation of U.S. Stores
Toys "R" Us, Inc., on March 15, 2018, filed with the U.S.
Bankruptcy Court a motion seeking Bankruptcy Court approval to
start the process of conducting an orderly wind-down of its U.S.
business and liquidation of inventory in all 735 of the Company's
U.S. stores, including stores in Puerto Rico.
Propco I Debtors
Toys "R" Us Property Company I, LLC and its subsidiaries own fee
and leasehold interests in more than 300 properties in the United
States. The Debtors lease the properties on a triple-net basis
under a master lease to Toys-Delaware, the operating entity for all
of TRU's North American businesses, which operates the majority of
the properties as Toys "R" Us stores, Babies "R" Us stores or
side-by-side stores, or subleases them to alternative retailers.
Toys "R" Us Property was founded in 2005 and is headquartered in
Wayne, New Jersey. Toys 'R' Us Property operates as a subsidiary
of Toys "R" Us Inc.
Company LLC, MAP Real Estate LLC, TRU 2005 RE I LLC, TRU 2005 RE II
Trust, and Wayne Real Estate Company LLC (collectively, "Propco I
Debtors") sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. E.D. Va. Lead Case No. 18-31429) on March 20, 2018. The
Propco I Debtors sought and obtained procedural consolidation and
joint administration of their Chapter 11 cases, separate from the
Toys "R" Us Debtors' Chapter 11 cases.
The Propco I Debtors estimated assets of $500 million to $1 billion
and liabilities of $500 million to $1 billion.
Judge Keith L. Phillips presides over the Propco I Debtors' cases.
The Propco I Debtors hired Klehr Harrison Harvey Branzburg, LLP;
and Crowley, Liberatore, Ryan & Brogan, P.C., as co-counsel. The
Debtors also tapped Kutak Rock LLP. They hired Goldin Associates,
LLC, as financial advisors.
VIDEOLOGY INC: Needs More Time to Negotiate Plan Structure
----------------------------------------------------------
Videology, Inc. and its affiliated debtors request the U.S.
Bankruptcy Court for the District of Delaware to extend for 90 days
the Debtors' Exclusive Periods to file a chapter 11 plan and
solicit acceptances thereof through and including Dec. 6, 2018 and
Feb. 4, 2019, respectively.
Absent the requested extension, the initial Exclusive Filing Period
in these cases extends through and including Sept. 7, 2018, while
the initial Exclusive Solicitation Period extends through and
including Nov. 6, 2018.
The Debtors assert that the requested extension will provide the
Debtors and their advisors the opportunity to fully negotiate,
confirm and implement the terms of a chapter 11 plan for the
distribution of assets to creditors. Thus, the Debtors believe
that sufficient cause exists in the present cases to extend their
Exclusive Periods.
Since the Petition Date, the Debtors and their advisors have worked
diligently to administer this case as efficiently as possible to
minimize administrative expenses and maximize the recovery
available to all of the Debtors' stakeholders. To that end, the
Debtors have, among other things:
(a) negotiated and obtained Court approval of the Debtors'
post-petition financing credit facility and related documents that
involved two contested hearings;
(b) sought recognition of the U.S. Chapter 11 case of
Videology, Ltd. and obtained a stay by a U.K. Court to permit the
Videology, Ltd. case to proceed;
(c) initiated a sale process and conducted an extraordinarily
successful auction through which substantially all of the Debtors'
assets were sold;
(d) prepared and filed the Debtors' Schedules of Assets and
Liabilities and Statements of Financial Affairs;
(e) prepared and filed the Debtors' monthly operating reports;
(f) established bar dates, including a General Bar Date,
Governmental Bar Date, Administrative Claims Bar Date, Amended
Schedules Bar Date and Rejection Bar Date, for creditors to file
proofs of claim;
(g) retained Debtors' professionals;
(h) established procedures for the retention of ordinary
course professionals;
(i) addressed, and resolved in a timely manner, challenges
related to the Debtors' business and the chapter 11 efforts; and
(j) responded to creditor inquiries.
In addition, the Debtors have worked diligently to inform and
involve the Committee in these Chapter 11 Cases, including
providing documents in a data room for the benefit of the
Committee. The Debtors intend to continue to consult and work
cooperatively with the Committee on all major issues, including
developing a plan.
The Debtors aver that accomplishing these tasks, within three and a
half months, has been a labor-intensive and time-consuming process,
fully occupying the Debtors' employees and professionals. In fact,
closing of the sale to the successful bidder, Amobee, Inc., did not
close until August 21, 2018.
The Debtors submit that their progress to date and the nature and
extent of activity contemplated for the next couple of months
provides ample cause to extend the Exclusive Periods.
About Videology Inc.
Videology, Inc., headquartered in Baltimore, Maryland, is a
privately-held, venture-backed company specializing in television
and video advertising. It was founded in 2007 by Scott Ferber.
Videology and its affiliates sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-11120) on May
10, 2018. In the petitions signed by CEO Scott A. Ferber, the
Debtors estimated assets of $10 million to $50 million and
liabilities of $100 million to $500 million.
Judge Brendan Linehan Shannon presides over the cases.
The Debtors tapped Cole Schotz P.C. as their legal counsel; Hogan
Lovells US LLP and Hogan Lovells International LLP as special
corporate counsel; and Berkeley Research Group as financial
advisor.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on May 17, 2018. The Committee tapped Cooley
LLP as its lead counsel; Whiteford, Taylor & Preston LLC as its
Delaware counsel; and Gavin/Solmonese LLC as its financial advisor.
W RESOURCES: $6.2MM Sale of La. Asset to Redstone Group Approved
----------------------------------------------------------------
BankruptcyData.com reported that the Court hearing the W Resources
case approved the sale of property in the vicinity of Zachary,
Louisiana to the Redstone Group, LLC for a cash price of
$6,270,200. As previously reported, "Through this motion, the
debtor-in-possession seeks to sell roughly 313 acres of raw land in
the vicinity of Zachary, Louisiana, for a sale price of $6,270,200
and an additional $100,000 facilitation fee, thereby significantly
reducing the amount of secured debt, and associated default rate
interest, carried by the estate."
Before the Court entered its ruling, Investar Bank, as
successor-in-interest to The Highlands Bank, individually and as
agent for First National Bankers Bank, Louisiana; United Community
Bank as successor-in-interest to Community Bank of Lafourche; and
Plaquemine Bank & Trust ("Investar") filed with the Court an
objection to the sale of certain W Resources assets to the Redstone
Group ("the Purchaser"), citing concerns relating to sale terms,
mineral rights and an "inducement fee", BankruptcyData related.
About W Resources
W Resources, LLC, is a privately-owned company in Baton Rouge,
Louisiana, engaged in activities related to real estate.
W Resources sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. La. Case No. 18-10798) on July 23, 2018. In the
petition signed by Dwayne M. Murray, Chapter 11 trustee for Michael
Worley, manager, the Debtor estimated assets and liabilities of $50
million to $100 million each.
The Debtor hired Stewart Robbins & Brown, LLC as its legal counsel.
Horne LLP serves as accountant.
W RESOURCES: Callais Capital Opposes Stewart Robbins Retention
--------------------------------------------------------------
BankruptcyData.com reported that Callais Capital Management filed
with the Court an objection to the Debtor's retention of Stewart
Robbins & Brown as counsel.
BankruptcyData related that the objection asserts, "Because W
Resources and Worley are alter egos of one another, Counsel's
prepetition representation of W Resources constituted the
representation of Worley. Counsel cannot represent W Resources'
estate because Counsel's prepetition representation of Worley/W
Resources may preclude counsel from asserting claims against Worley
on behalf of the estate of W Resources. Counsel's prepetition
representation has created an informational conflict whereby
Counsel's duties to the W Resources estate may require Counsel to
disclose information gleaned during Counsel's prepetition
representation of W Resources/Worley, which disclosure is
prohibited by the Rules of Professional Conduct. Counsel's duties
and obligations to Worley will inhibit Counsel's ability to
effectively serve the estate, which has a fiduciary duty to its
creditors. Insofar as Worley is the alter ego of W Resources,
Counsel cannot represent W Resources because Counsel's prepetition
representation gave rise to duties and obligations in favor of
Worley that will prevent Counsel from properly performing its
duties and obligations to the estate of W Resources and assisting W
Resources in fulfilling its fiduciary duties to its creditors."
About W Resources, LLC
W Resources, LLC is a privately-owned company in Baton Rouge,
Louisiana, engaged in activities related to real estate.
W Resources sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. La. Case No. 18-10798) on July 23, 2018. In the
petition signed by Dwayne M. Murray, Chapter 11 trustee for Michael
Worley, manager, the Debtor estimated assets and liabilities of $50
million to $100 million each.
The Debtor hired Stewart Robbins & Brown, LLC as its legal counsel.
Horne LLP serves as accountant.
W RESOURCES: Gets Interim Authority to Finance Insurance Premiums
-----------------------------------------------------------------
BankruptcyData.com reported that the Court hearing the W Resources
case has granted interim approval for the Debtor to obtain the
credit necessary to pay insurance premiums covering various assets
of the its estate. The interim order states that "[the] Debtor is
authorized to borrow from BXS Insurance the sum of $13,154.47 with
which to pay insurance premiums associated with the following
policies: (i) Evanston Insurance – Pol. #MKLV4EUL101410 and (ii)
XL Specialty Insurance – Pol. #UM00054834MA18A. The $9,769.26 due
BXS Insurance for pre-petition sums shall be considered to be
post-petition claims against the Debtor's estate and entitled to
administrative expense priority under 11 U.S.C. section 503."
About W Resources, LLC
W Resources, LLC is a privately-owned company in Baton Rouge,
Louisiana, engaged in activities related to real estate.
W Resources sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. La. Case No. 18-10798) on July 23, 2018. In the
petition signed by Dwayne M. Murray, Chapter 11 trustee for Michael
Worley, manager, the Debtor estimated assets and liabilities of $50
million to $100 million each.
The Debtor hired Stewart Robbins & Brown, LLC as its legal counsel.
Horne LLP serves as accountant.
W RESOURCES: UST Objects to Stewart Robbins Retention
-----------------------------------------------------
BankruptcyData.com reported that the United States Trustee in the W
Resources case filed with the Court a limited objection to the
retention of Paul Douglas Stewart, Jr. and Stewart Robbins & Brown,
LLC ("SRB") as attorneys, citing the failure of those attorneys to
specify prepetition services provided to the Debtors. The U.S.
Trustee asserts, "Section 327(a) requires that an attorney be both
a 'disinterested person' and hold 'no adverse interest to the
bankruptcy estate.' The SRB Application and the Verified Statement
are void of specific details regarding any pre-petition legal
services or involvement with this Debtor and/or Michael Allen
Worley. In this instance, the UST requests that the Applicant make
full and complete disclosure of all connections to the Debtors, any
creditors, and any company owned, or managed by Michael Allen
Worley. The UST requests that the Application and any related
Verified Statement be amended to specifically enumerate or specify
what prepetition service may have been provided by the Applicant
regarding this Debtor or any services provided directly or
indirectly on behalf of Michael Allen Worley or any entity owned or
controlled by the Debtor or Michael Allen Worley. The SRB
Application states: Prior to filing, the Debtor paid SRB a retainer
in the aggregate amount of $30,000. Prior to the filing of the
case, SRB drew down on the retainer in the ordinary course of
business in the amount of $30,000, leaving a prepetition retainer
of $0. Applicant has a total of $30,664.04 in unpaid fees and
expenses that it has agreed to waive."
About W Resources
W Resources, LLC, is a privately-owned company in Baton Rouge,
Louisiana, engaged in activities related to real estate.
W Resources sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. La. Case No. 18-10798) on July 23, 2018. In the
petition signed by Dwayne M. Murray, Chapter 11 trustee for Michael
Worley, manager, the Debtor estimated assets and liabilities of $50
million to $100 million each.
The Debtor hired Stewart Robbins & Brown, LLC as its legal counsel.
Horne LLP serves as accountant.
WACHUSETT VENTURES: Plan Outline Okayed, Plan Hearing on Sept. 26
-----------------------------------------------------------------
Wachusett Ventures, LLC and its affiliates are now a step closer to
emerging from Chapter 11 protection after a bankruptcy judge
approved the outline of their plan of reorganization.
Judge Frank Bailey of the U.S. Bankruptcy Court for the District of
Massachusetts on August 23 gave the thumbs-up to the disclosure
statement after finding that it contains "adequate information."
The order set a September 21 deadline for creditors to file their
objections and submit ballots of acceptance or rejection of the
plan.
An evidentiary hearing on confirmation of the plan is scheduled for
September 26, at 9:30 a.m. (Eastern Time).
The companies' latest plan filed on August 23 proposes to pay
creditors holding Class 6 general unsecured claims between 7.7% and
10.6%. An earlier version of the plan projected a recovery of 4.5%
to 6.25%.
Under the latest plan, general unsecured creditors will receive a
pro rata share of $600,000, payable upon the effective date;
$125,000, payable on November 1, 2018; and $125,000, payable on
December 1, 2018, according to the companies' third amended
disclosure statement.
Prior to the Disclosure Statement hearing, the Massachusetts
Executive Office of Health and Human Services ("EOHHS") objected to
the adequacy of the Disclosure Statement complaining that:
* The Amended Plan correctly defines the Commonwealth's
prepetition provider tax claim as a "Priority Tax Claim." However,
the Amended Plan treats the Commonwealth's prepetition priority tax
claim as a Class 1 - Non-Priority Tax Claim.
* The Amended Plan represents the Debtors will be filing a Plan
Supplement no later than twenty (20) days prior to the confirmation
hearing, intended to provide information necessary for creditors
and the Court to ascertain the feasibility and fairness of the
Amended Plan. The necessary information yet to be disclosed
includes:
-- The Balance Sheet and Feasibility Analysis;
-- The compensation to be paid to the insiders who will retain
their ownership interest;
-- The number of intercompany loans and the terms of each
loan, which will be abandoned under the Amended Plan; and
-- The circumstances giving rise to the Cuzzupoli settlement.
A copy of the third amended disclosure statement is available for
free at:
http://bankrupt.com/misc/mab18-11053-641.pdf
A blacklined version of the second amended disclosure statement is
available for free at:
http://bankrupt.com/misc/mab18-11053-616-2.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 appointed an official committee of
unsecured creditors on April 6, 2018. The committee tapped Pepper
Hamilton LLP as its legal counsel.
WALHOF PROPERTIES: Benjamin Martin Okayed as Bankruptcy Counsel
---------------------------------------------------------------
Walhof Properties LLC, sought and obtained authority from the
United States Bankruptcy Court for Middle District of Florida,
Tampa Division, to employ Benjamin G. Martin, Esq. as Chapter 11
counsel.
Martin will assist the Debtor with the following:
(a) Preparation and filing of schedules, statement of
financial affairs and statement of executory contracts;
(b) Representation of the debtor-in-possession at all meetings
of creditors, hearings, pretrial conferences, and trials in this
case or any litigation arising in connection with the case.
(c) Preparation, filing, and presentation to the court of any
pleading requesting relief.
(d) Preparation, filing, and presentation to the court of any
disclosure statement, and plan of reorganization under Chapter 11
of the Bankruptcy Code.
(e) Review of claims made by creditors and interested parties,
including preparation and prosecution of any objections to claims
as appropriate;
(f) Preparation and presentation of a final accounting and
motion for final decree closing this case.
(g) Performance of all other legal services as may be
necessary.
Walhof & Co. Acquisitions & Mergers has paid a $5,000.00 retainer
and Debtor's principal, Christiaan Walhof, has paid the costs of
$1,717.00 for the bankruptcy filing fee.
The Debtor has agreed to pay attorney's fees as follows: services
to be billed and charged at the hourly rate of $300.00 per hour for
Martin's time, and $100.00 per hour for his travel time.
Benjamin G. Martin attests that he has no connection to the Debtor,
the creditors, or any other party in interest, or their respective
attorneys or accountants, nor does this attorney represent or hold
any interest that is adverse to the Debtor or the Debtor's Estate,
and his employment would be in the best interests of the estate and
its creditors.
Mr. Martin can be reached at:
Benjamin G. Martin, Esq.
Attorney at Law
1620 Main Street, Suite 1
Sarasota, FL 34236
Tel: (941) 951-6166
E-mail: skipmartin@verizon.net
About Walhof Properties LLC
Walhof Properties, LLC filed as a Florida Limited Liability in the
State of Florida on Jan. 26, 2018. Walhof & Co. Mergers and
Acquisitions, LLC owns 99% stake in the company.
Walhof Properties, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-05531) on July 2,
2018. In the petition signed by Christiaan Walhof, its managing
member, the Debtor disclosed between $1 million to $10 million in
assets and between $1 million and $10 million in liabilities.
Benjamin G. Martin, Esq., at Law Offices of Benjamin Martin, serves
as the Debtors' counsel.
WBC INC: Walker & Associates Approved as Committee's Counsel
------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
case of WBC Inc. sought and obtained approval from the United
States Bankruptcy Court for the District of New Mexico to employ
Walker & Associates, P.C. as its counsel.
Walker & Associates will perform these services:
(a) represent and render legal advice to the Committee
regarding all aspects of conducting this bankruptcy case, including
without limitation:
(i) negotiation and refinement of any plan of
reorganization;
(ii) selection and coordination of the efforts of other
professionals and experts which may be employed by the Committee;
(iii) evaluation and advice on the unique aspects of the
chapter 11 cases under the Bankruptcy Code and other applicable
law; and
(iv) render other services as it may be reasonable and
proper for the Committee to undertake in this bankruptcy case.
The Debtor's bankruptcy estate is required to pay the firm's
monthly fees and costs.
Thomas D. Walker attests that his firm has no connection with the
Debtors, their creditors, the judge assigned to this case, the
United States Trustee for the region and district, or any other
part in interest or their respective attorneys that would make the
firm not disinterested or otherwise disqualified from representing
the Committee.
Walker & Associates, P.C. can be reached at:
Thomas D. Walker
WALKER & ASSOCIATES P.C.
500 Marquette N.W., Suite 650
Albuquerque, N.M. 87102
Tel: (505) 766-9272
Fax: (505) 722-9287
Email: twalker@walkerlawpc.com
About WBC Inc.
WBC, Inc., d/b/a Lithexcel is a privately held company founded in
1989. Based in Albuquerque, New Mexico, the company's line of
business includes commercial printing such as bags, business forms,
calendars, cards, and other printed material.
WBC Inc. sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. NM. Case No. 18-10945) on April 18, 2018. In the
petition signed by Waleed Ashoo, president/CEO, the Debtor
disclosed between $1 million to $10 million in assets and between
$1 million and $10 million in liabilities.
Judge Robert H. Jacobnitz presides over the case.
Daniel J. Behles, Esq., at Askew & Mazel, LLC is the Debtor's
counsel.
WEST POINT MARKET: Has Final OK To Obtain UP To $50K in Financing
-----------------------------------------------------------------
The Hon. Alan M. Koschik of the U.S. Bankruptcy Court of the
Northern District of Ohio has entered a final order authorizing
West Point Market of Akron, LLC, to obtain credit from Richard
Vernon in a total amount not to exceed $50,000, including the
$25,000 approved by the Court in the interim order, for the purpose
of covering payroll expenses.
For the extension of this credit, the Lender is granted a lien
against the proposed collateral, and the Lender will be allowed an
administrative expense claim under Section 364(b) of the U.S.
Bankruptcy Code.
The Debtor is authorized to obtain the unsecured credit from Mr.
Vernon for the purpose of allowing him to use his credit card to
purchase inventory for the Debtor from certain vendors who require
the use of a credit card and to submit the charges to the Debtor
for payment as administrative expense.
Copies of the court orders are available at:
http://bankrupt.com/misc/ohnb18-51253-74.pdf
http://bankrupt.com/misc/ohnb18-51253-73.pdf
About West Point Market
West Point Market of Akron, LLC, is a specialty family-owned
supermarket in Akron, Ohio. West Point Market was founded in 1936
and is owned by Richard Vernon.
West Point Market of Akron sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ohio Case No. 18-10659) on May 24,
2018. In the petition signed by its member, Richard Vernon, the
Debtor estimated assets and liabilities of less than $10 million.
The Hon. Alan M. Koschik presides over the case. Julie K. Zurn,
Esq., of Zurn Law, LLC, is the Debtor's counsel.
WILLIAM THOMAS: Creditors Allowed to Pursue Avoidance Actions
-------------------------------------------------------------
Chief Bankruptcy Judge David S. Kennedy granted Creditors Tennison
Brothers, Inc., and Clear Channel Outdoor, Inc.'s joint motion for
authorization to maintain and prosecute certain adversary
proceedings seeking to avoid asserted fraudulent and/or
preferential transfers.
Debtor William H. Thomas Jr. filed the Chapter 11 petition on June
2, 2016. Movants subsequently filed a motion seeking derivative
standing on June 4, 2018. Movants also filed adversary proceeding
number 18-00131 seeking to recover alleged fraudulent transfers
and/or preferences on June 4, 2018.
In their motion and complaint, Movants allege that Debtor
transferred certain real property to his wife for little or no
consideration. Movants further allege that Debtor also transferred
$170,000 in cash to his wife without receiving equivalent value in
return. At Debtor's deposition on May 8, 2018, he indicated, as
debtor-in-possession, that he had no plans to pursue the recovery
of these transfers.
Movants additionally allege that these transfers are voidable under
the Tennessee Uniform Fraudulent Transfer Act, the Bankruptcy Code,
or both.
In order to have derivative standing to pursue an avoidance action,
a creditor must: 1) make a demand upon the statutorily authorized
party to take action (e.g., the trustee, or debtor-in-possession);
2) the demand is declined; 3) a colorable claim that would benefit
the estate if successful exists; and 4) the inaction is unjustified
in light of the debtor-in-possession's duties in a Chapter 11
case.
Movants allege, and Debtor has not denied, that a demand to pursue
these avoidance actions was made and that the Debtor, acting as
debtor-in-possession, declined to pursue such actions. Debtor's
contentions for why derivative standing should not be granted are
twofold. First, that Movants were not granted derivative standing
prior to initiating their adversary proceeding and that derivative
standing cannot be granted retroactively. Second, that Movants have
not presented a colorable claim.
In this case, Movants filed their motion for derivative standing
the same day on which they filed the adversary proceeding.
Therefore, the Court believes under a totality of the particular
facts and circumstances and applicable law that the motion for
derivative standing here was timely and derivative standing may be
granted in favor of Movants if they can otherwise satisfy the
requirements of derivative standing.
While the Movants' allegations may not be true or Debtor may have
some other defense, weighing the evidence at this stage of the
litigation is not appropriate. At this stage of the proceedings,
the Court must simply look to the complaint to determine if a
colorable claim has been made. Considering a totality of the
particular facts and circumstances and applicable law, the Court
finds that Movants have made a colorable claim.
Debtor argues that Movants cannot file their complaints because the
statute of limitations had expired. Section 546 limits when an
avoidance action may be brought. Under section 546(a)(1)(A), if
such an action is brought within 2 years of the filing of the
petition, it is considered timely. Debtor filed his Chapter 11
petition on June 2, 2016. Movants filed their avoidance actions on
June 4, 2018. While this appears to be outside of the two-year
period, Federal Rule of Bankruptcy Procedure 9006(a)(1)(C) states
that "if the last day is a Saturday, Sunday, or legal holiday, the
period continues to run until the end of the next day that is not a
Saturday, Sunday, or legal holiday." Therefore, because June 2,
2018 was a Saturday, Movants had until the end of day June 4, 2018
to file their complaint. Because the complaint was filed on June 4,
2018, it was timely.
The Debtor-In-Possession has a statutory obligation and a fiduciary
duty to act in the best interest of the estate. If the Court
accepts the allegations in the complaint as true, the
Debtor-In-Possession has an obvious conflict of interest.
Potentially, the estate could recover hundreds of thousands of
dollars, while Debtor's wife would lose an equal amount. Based on
the allegations in the complaint, the alleged transfers appear to
be of the type this Court would expect a traditional bankruptcy
trustee, were one appointed, to pursue. Considering all of the
facts and circumstances and applicable law, the Court finds that
the debtor-in-possession's refusal to seek recovery is sufficiently
unjustified.
In sum, Movants have met their burden for achieving derivative
standing. They made a demand upon the Debtor-In-Possession to take
action; the demand was declined; a colorable claim that would
benefit the estate if successful exists; and the
debtor-in-possession's inaction is unjustified in light of the
debtor-in-possession's statutory duties to the estate and
creditors.
A full-text copy of the Court's Memorandum and Order dated August
24, 2018 is available at:
http://bankrupt.com/misc/tnwb16-27850-412.pdf
About William H. Thomas, Jr.
William H. Thomas, Jr., is a resident of Perdido Key, Florida. He
is an attorney licensed to practice in the State of Tennessee and
owns various real estate and business interests, including the
ownership and operation of various advertising billboards and raw
land.
William H. Thomas, Jr., sought Chapter 11 protection (Bankr. D.
Tenn. Case No. 16-27850-DSK) on June 2, 2016.
Counsel for the Debtor is Michael P. Coury, Esq., at Glankler Brown
PLC.
WORD INTERNATIONAL: Unsecureds to be Paid 77% Under Exit Plan
-------------------------------------------------------------
General unsecured creditors may recover 77% of their claims under a
Chapter 11 plan of reorganization proposed by Word International
Ministries.
According to the plan, creditors holding Class 3(a) general
unsecured claims may get 77% depending on the net proceeds
generated from the sale of WIM's Mooneyhan Road real estate. These
creditors will receive a monthly payment of $462.33. Payments will
start 30 days after the effective date of the plan.
Meanwhile, Class 3(b) unsecured claims, which are based on
potential tort claims against WIM, will not be discharged and will
survive confirmation of the plan.
WIM will fund the plan and pay its operating expenses through
tithes and offerings from its members and through the proceeds
generated from its rental property, according to its disclosure
statement filed on August 23 with the U.S. Bankruptcy Court for the
District of South Carolina.
A copy of the disclosure statement is available for free at:
http://bankrupt.com/misc/scb17-04845-86.pdf
About Word International Ministries
Word International Ministries is a religious organization based in
Sumter, South Carolina. World International filed a Chapter 11
petition (Bankr. D.S.C. Case No. 17-04845) on Sept. 29, 2017.
Melody DuRant, its trustee manager, signed the petition. At the
time of filing, the Debtor estimated $1 million to $10 million in
assets and $500,000 to $1 million in liabilities. The Hon. David
R. Duncan presides over the case. Reid B. Smith, Esq., of Bird &
Smith PA, is the Debtor's bankruptcy counsel. No official
committee of unsecured creditors has been appointed in the Chapter
11 case.
WR GRACE: Montana Claims Included in Terms of Injunction
--------------------------------------------------------
In the case captioned CONTINENTAL CASUALTY COMPANY; TRANSPORTATION
INSURANCE COMPANY, v. JEREMY B. CARR, et al., Jeremy B. Carr, et
al., Appellants, No. 17-1208 (3rd Cir.), the United States Court of
Appeals, Third Circuit affirms the Bankruptcy Court's decision that
the Montana Claims are included in the terms of the Injunction. The
Court, however, vacate its decision that the Montana Claims may be
enjoined under section 524(g)(4) and remands to it with
guidelines.
Mass-tort liability of entities with asbestos operations typically
results in their filing for bankruptcy protection. The Bankruptcy
Code allows a court to supplement a confirmed plan of
reorganization by entering an injunction that channels this
liability to a trust set up to compensate persons injured by the
debtor's asbestos.
In certain circumstances, channeling injunctions can also protect
the interests of non-debtors, such as insurers. The question the
Court answers is whether the claims of plaintiffs in litigation
begun in Montana fit a channeling injunction's coverage.
The Plaintiffs are a group of individuals suffering from asbestos
disease as a result of exposure to the asbestos mining and
processing operations in Libby, Montana of W.R. Grace & Co. and its
related entities. They seek to hold Grace's insurers, Continental
Casualty Company and Transportation Insurance Company ("CNA"),
liable under various state-law negligence theories for their
injuries (the "Montana Claims"). CNA, however, seeks to enforce a
third-party-claims channeling injunction entered under Grace's
confirmed plan of reorganization to bar the Montana Plaintiffs'
action.
The Montana Plaintiffs ask the Court to interpret the Plan and
Settlement Agreement's terms to preserve all of CNA's duties as a
workers' compensation insurer and all rights of workers'
compensation claimants (which, they allege, state law requires). To
do otherwise, they claim, would impermissibly preempt state law.
The Court agrees with the Bankruptcy Court and see no conflict
between their interpretation of these documents' terms and the
state workers' compensation obligations to which Plaintiffs refer.
Provisions of the CNA Policies that solely cover claims to state
workers' compensation benefits are excluded from the terms of the
Injunction, and, moreover, the Montana Plaintiffs do not allege any
violation of state workers' compensation laws. In this context, the
Court sees no risk that the Grace Plan or the Settlement Agreement
would preempt Montana workers' compensation law.
The Court does not disturb the Bankruptcy Court's assumption that
CNA's provision of insurance to Grace must be a "legally relevant
factor" to its alleged liability. But even under this assumption,
the Court should review the applicable law to determine the
relationship's legal relevance to the third-party's alleged
liability. The Court should examine the elements necessary to make
the Montana Claims under the applicable law (here, state law), and
determine whether CNA's provision of insurance to Grace is relevant
legally to those elements. At this juncture, the record is not
sufficiently developed for the Court to undertake that analysis,
prompting the Court also to remand for the Bankruptcy Court to do
so.
As the Montana Claims fit the text of the Injunction and are not
excluded from it, the Courts affirm the Bankruptcy Court's decision
as it pertains to this issue. The Court, does not decide, however,
whether it could bar the Montana Claims within the limits of 11
U.S.C. section 524(g)(4). Instead, the Court vacates this portion
of the Court's decision and remands for it to make this
determination.
A full-text copy of the Court's Opinion dated August 14, 2018 is
available at https://bit.ly/2MI9f9q from Leagle.com.
Michael Busenkell -- mbusenkell@gsbblaw.com -- Gellert Scali
Busenkell & Brown, 1201 North Orange Street, Suite 300, Wilmington,
DE 19801.
Daniel C. Cohn -- dcohn@murthalaw.com --[Argued], Taruna Garg --
tgarg@murthalaw.com --Murtha Cullina, 99 High Street, 20th Floor,
Boston, MA 02110.
Allan M. McGarvey, McGarvey, Heberling, Sullivan & Lacey, P.C., 345
First Avenue East, Kalispell, MT 59901, Counsel for Appellants.
Brian T. Burgess , Michael S. Giannotto [Argued], Goodwin Procter,
901 New York Avenue, N.W., Suite 900 East, Washington, DC 20001.
Scott D. Cousins -- scousins@bayardlaw.com -- Evan T. Miller --
emiller@bayardlaw.com -- Bayard P.A., 600 North King Street, Suite
400, Wilmington, DE 19801, Counsel for Appellees.
Robert M. Horkovich , Anderson Kill, 1251 Avenue of the Americas,
42nd Floor, 41-154W, New York, NY 10020.
Edward J. Longosz, II, Mark A. Johnston, Kennedy L. Cabell, Eckert
Seamans Cherin & Mellott, 1717 Pennsylvania Avenue, N.W., 12th
Floor, Washington, DC 20006.
Jeffrey C. Wisler , Connolly Gallagher, 1000 West Street, The
Brandywine Building, Suite 1400, Wilmington, DE 19801, Counsel for
Amici Appellees.
About W.R. Grace
Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) --
http://www.grace.com/-- supplies catalysts and silica products,
especially construction chemicals and building materials, and
container products globally. Grace employs approximately 6,500
people in over 40 countries and had 2012 net sales of $3.2
billion.
The company and its debtor-affiliates filed for chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
The Debtors are represented by Adam Paul, Esq., and John Donley,
P.C., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois; Roger
Higgins, Esq., at The Law Offices of Roger Higgins, in Chicago,
Illinois; and Laura Davis Jones, Esq., James E. O'Neill, Esq., and
Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones, LLP, in
Wilmington, Delaware.
The Debtors hired Blackstone Group, L.P., for financial advice.
PricewaterhouseCoopers LLP is the Debtors' accountant.
Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent
the Official Committee of Unsecured Creditors. The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.
Roger Frankel serves as legal representative for victims of
asbestos exposure who may file claims against W.R. Grace. Mr.
Frankel, a partner at Orrick Herrington & Sutcliffe LLP, replaces
David Austern, who was appointed to that role in 2004. Mr. Frankel
has served as legal counsel for Mr. Austern who passed away in May
2013. The FCR is represented by Orrick Herrington & Sutcliffe LLP
as counsel; Phillips Goldman & Spence, P.A., as Delaware
co-counsel; and Lincoln Partners Advisors LLC as financial
adviser.
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu
Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R.
Eskin, Esq., at Campbell & Levine, LLC, represent the Official
Committee of Asbestos Personal Injury Claimants. The Asbestos
Committee of Property Damage Claimants tapped Scott Baena, Esq.,
and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod,
LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin
Naftalis & Frankel, LLP, represents the Official Committee of
Equity Security Holders.
W.R. Grace obtained confirmation of a plan co-proposed with the
Official Committee of Asbestos Personal Injury Claimants, the
Official Committee of Equity Security Holders, and the Asbestos
Future Claimants Representative. The Chapter 11 plan is built
around an April 2008 settlement for all present and future asbestos
personal injury claims, and a subsequent settlement for asbestos
property damage claims.
District Judge Ronald Buckwalter on Jan. 31, 2012, entered an order
affirming the bankruptcy court's confirmation of the Plan.
Bankruptcy Judge Judith Fitzgerald had approved the Plan on Jan.
31, 2011.
W.R. Grace defeated four appeals from approval of the Plan. A
fifth appeal was by secured bank lenders claiming the right to $185
million of interest at the contractual default rate. Pursuant to a
settlement announced in December 2013, lenders are to receive $129
million in settlement of the claim for additional interest.
W.R. Grace & Co. and its debtor affiliates notified the U.S.
Bankruptcy Court for the District of Delaware that they have
satisfied or waived conditions to the occurrence of the effective
date of the First Amended Joint Plan of Reorganization co-proposed
by the Official Committee of Asbestos Personal Injury Claimants,
the Asbestos PI Future Claimants' Representative, and the Official
Committee of Equity Security Holders. The effective date of the
Plan occurred on Feb. 3, 2014.
YBARRA ENTERPRISES: May Use Cash Collateral on Interim Basis
------------------------------------------------------------
The Hon. Eduardo V. Rodriguez of the United States Bankruptcy Court
for the Southern District of Texas authorized Ybarra Enterprises,
Inc. to use cash collateral in accordance with the terms of the
Interim Order and the Budget, with a 5% deviation from the Budget.
The Internal Revenue Service is granted a replacement lien on all
inventory and accounts receivable acquired by the Debtor since the
filing of the petition. The IRS ratified and confirmed its lien on
the Debtor's inventory, accounts and fixtures perfected prior to
the filing of the Debtor's petition in the cause with such lien and
replacement lien to continue until further Order of the Court or
confirmation of a Plan of Reorganization.
The Debtor will make periodic monthly payments to the IRS in the
sum of $ 5,000 each month (in two payments of $2,500 each), on the
5th and 20th of each month until a Plan is confirmed or further
Order of the Court.
The Debtor will remain current of all tax obligations, including
but not limited to, deposit of employee withholdings for income,
Social Security taxes and hospital insurance (Medicare) and
employer's contribution for Social Security taxes and deposit
excise tax, if applicable.
The Debtor is also required to file all present and future tax
returns as they become due. The Debtor will also file any tax
returns which are delinquent as of the date of the filing of the
bankruptcy petition, including the following returns: (A) Form 941
for tax quarter ending September 30, 2017 and (B) Form 941 for tax
quarter ending March 31, 2018.
That Lone Star National Bank will have as adequate protection of
its claim of security (a) a security interest in and to all
prepetition inventory, accounts receivable, and contract rights,
and (b) a security interest in all postpetition inventory, accounts
receivable, contract rights, general intangibles, documents,
instruments, furniture, and fixtures. In addition, The Debtor will
make payment to Lone Star based on an amount equal to $5,000 the
10th day of each month until further order of the Court.
The priority of the liens of Internal Revenue Service and Lone Star
National Bank will remain as it existed pre-petition.
A full-text copy of the Order is available at
http://bankrupt.com/misc/txsb18-70254-42.pdf
Attorney for Ybarra Enterprises, Inc.:
Kelly K. McKinnis, Esq.
3423 W. Alberta Road
Edinburg TX 78539
Phone: 956.686.7039
Email: mckinnis22@yahoo.com
Attorney for the Internal Revenue Service:
David L. Guerra, Esq.
Assistant U.S. Attorney
Southern District of Texas
1701 W. Business Highway 83
Suite 600
McAllen TX 78501
Phone: 956.618.8010
Fax: 956.618.8016
Email: david.guerra@usdoj.gov
Attorney for Lone Star National Bank:
Scott Walsh, Esq.
4900-B N. 10th Street
McAllen TX 78504
Phone: 956.632.5013
Email: swalsh@wmcnlaw.com
*********
Monday's edition of the TCR delivers a list of indicative prices
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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
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Copyright 2018. All rights reserved. ISSN: 1520-9474.
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