/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/180918.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, September 18, 2018, Vol. 22, No. 260 Headlines 1 GLOBAL: Klayman & Toskes Commences Probe Following Bankruptcy 5431-33 S. WABASH: Taps Pearson Realty Group as Real Estate Broker 5437 S. WABASH: Taps Pearson Realty Group as Real Estate Broker ACHAOGEN INC: OKs Changes to CFO and COO's Salaries and Bonuses ALCHEMY INTERNATIONAL: S&P Assigns 'B' ICR, Outlook Stable ALCHEMY US 1: Moody's Assigns 'B2' CFR & Rates $240MM Loan 'B2' AMERICAN CONSUMER: Timeshare Litigation Pending in Florida Court AMY ELECTRIC: Plan Outline Okayed, Plan Hearing on Oct. 11 ARLINGTON COMPANY: Oct. 9 Plan Confirmation Hearing AVAYA INC: Trial Necessary on Bar Date Notice Issue with Claimant AYTU BIOSCIENCE: Results from Ongoing Natesto Study Released BAMC DEVELOPMENT: Seeks Authority to Use Biel Reo Cash Collateral BARTLETT TRAYNOR: Taps Capozzi Adler as Special Counsel BEDFORD PROPERTIES: Delays Plan for Real Estate Appraisals BLACK IRON: Taps Mining Expert Roscoe Postle Associates BLUE GOLD EQUITIES: Files for Chapter 11 to Restock Kosher Stores BLUE GOLD EQUITIES: SKNY Buying Stores as Going Concern BLUE GOLD: Case Summary & 30 Largest Unsecured Creditors BROOKSTONE HOLDINGS: Sept. 24 Auction of All Assets Set CALHOUN SATELLITE: CDS Wants to Terminate Cash Collateral Use CASCADE FAMILY: Has Final Nod on Continued Cash Collateral Use CD MANAGEMENT: Taps McClain DeWees as Legal Counsel CELLECTAR BIOSCIENCES: FDA Grants RPDD for Osteosarcoma Treatment CHERRY LOGGING: Asks Ct. to Waive Requirement of Filing Disclosures CIRCUIT CITY: CSISF Breached Settlement Agreement with Trustee CITY HOME CARE: Plan and Disclosures Hearing Scheduled for Oct. 16 COCHRAN BROTHERS: Amended Disclosures OK'd; Oct. 16 Plan Hearing CONTURA ENERGY: S&P Affirms B- Issuer Credit Rating, Outlook Pos. COTTON PATCH: Oct. 3 Disclosure Statement Hearing Set CUZCO DEVELOPMENT: Court Narrows Claims in Tera Resource Suit DIVERSIFIED POWER: Oct. 15 Hearing on Plan Confirmation ECS REFINING: Gets Final Nod on Postpetition Financing, Cash Use ET SOLAR: Unsecureds' Recovery Reduced to 10.47% Under New Plan ETERON INC: Oct. 12 Plan Confirmation Hearing Set EXPERT CAR CARE 3: Nov. 15 Evidentiary Hearing on Plan, Disclosures FANNIE MAE: Appoints Manuel Sanchez Rodriguez as Director FOOT LOCKER: S&P Affirms BB+ Issuer Credit Rating, Outlook Stable FRIENDLY HOME: Authorized to Use Texas Capital Cash Collateral GEORGIA CENTRAL UNIVERSITY: Seeks Authority on Cash Collateral Use GIBSON BRANDS: Files Revised Plan, Settles With Major Stakeholders GREEK BROS: Seeks Oct. 9 Plan Exclusivity Period Extension GUMP'S HOLDINGS: Committee Taps Brownstein Hyatt as Legal Counsel GUMP'S HOLDINGS: Seeks OK on $700K Financing, Cash Collateral Use HII TECHNOLOGIES: HB Wins Summary Judgment Bid vs Magna, et al. HORIZONTAL RENTALS: Roger Warncke Seeks Termination of Exclusivity HOUT FENCING: Sale of Machinery and Equipment Approved HUSA INC: Employment of Main Auction as Auctioneer Approved ICONIX BRAND: Extends Term of Interim CEO Until December 31 JEFE PLOVER: Taps Dickson Realty as Real Estate Agent JERUSALEM RESTAURANT: Oct. 18 Hearing on Plan and Disclosures JJ BELLA: Has Authority to Use Enterprise Bank Cash Collateral JUDYCAT INC: Nov. 11 Plan and Disclosures Hearing Set LAYFIELD & BARRETT: R. Bryant Suit vs Forest Laboratories Dismissed MELBOURNE BEACH: Fourth Interim Cash Collateral Order Entered MID-SOUTH GEOTHERMAL: Plan Outline Hearing Set for Oct. 9 MONGE PROPERTY: Nov. 7 Plan Confirmation Hearing Set MYLA JOYCE ASSISTED: Noble Wants to Prohibit Cash Collateral Use NANDINI INC: M&T Bank, MoneyGram to Get 85% Under Amended Plan NATIONAL STORES: Committee Taps Fox Rothschild as Legal Counsel NEW CAL-NEVA: Court Junks Hall Bid to Dismiss Ladera Counterclaim NEWFIELD EXPLORATION: Moody's Hikes CFR & Unsec Notes Rating to Ba1 NEXT COMMUNICATIONS: Oct. 30 Approval Hearing on Plan Outline PENINSULA RESEARCH: Seeks Authorization on Cash Collateral Use PERSONAL SUPPORT: $185K Sale of Assets to NCDSO Approved PERSONAL SUPPORT: $55K Sale of CCP Stocks to Hatooka Approved PERSONAL SUPPORT: Sale of Accounts Receivable to BBT Approved PES HOLDINGS: Moody's Gives B2 Corp. Family Rating, Outlook Stable PIERSON LAKES: Creditors Oppose Approval of Plan PIERSON LAKES: Opposes Approval of Creditors' Plan PINKTOE TARANTULA: Needs More Time to Continue Plan Negotiations PRODUCT QUEST: Taps Kurtzman Carson as Claims Agent PRODUCT QUEST: Taps Northen Blue as Legal Counsel PROTEA BIOSCIENCES: Seeks120-Day Exclusive Filing Period Extension QUALITY UPHOLSTERY: Court Approves Disclosures, Confirms Plan RADIOSHACK CORP: Dismissal of Target FED Action vs Sprint Reversed RALSTON-LIPPINCOTT: $338K Private Sale of Chester Property Approved REAGOR-DYKES MOTORS: May Use Cash Collateral on Interim Basis REBUILTCARS CORP: 14th Interim Cash Collateral Order Entered REBUILTCARS CORP: May Continue Using Cash Collateral Until Oct. 19 RED TAPE: Case Summary & Unsecured Creditors RENNOVA HEALTH: Eextends Warrants Termination Date to June 2019 RESOLUTE ENERGY: Amends Credit Facility with Higher Borrowing Base REX ENERGY: Resolves Committee's Objections to RSA RICH HONEY: Taps The Turoci Firm as Legal Counsel RM HOLDCO: Oct. 4 Auction of All Assets Set ROBERT T. WINZINGER: Sept. 20 Disclosure Statement Hearing Set ROSS ELITE: $1.1M Sale of Redwood Property to Santana Approved RUBY RED: Proposed $625K Sale of Minneapolis Property Approved SEVEN STARS: Signs Deal to Acquire Communication Plaform FinTalk SLIGO PARKWAY: Sept. 25 Disclosure Statement Hearing Set SONOMA MT.: $1.25M Sale of Santa Rosa Property to Schauer Approved SPA 810: Disclosure Statement Hearing Set for Oct. 17 STORE IT REIT: Gets Approval to Hire W. Marc Schwartz as CRO TOYS R US: TRU Inc. Files 2nd Amended Disclosure Statement ULTRA PETROLEUM: S&P Cuts Corp Credit Rating to CCC+, Outlook Neg. VALUEPART INC: Agreed Final Cash Collateral Order Entered VALUEPART INC: Contractual Insider Payments Okayed on Final Basis WALL ST. RECYCLING: Sept. 20 Plan Confirmation Hearing Set WAVEGUIDE CORPORATION: Unsecureds to Get 100% Under Plan WINDY CITY FINANCIAL: Seeks Authority to Use Chase Cash Collateral WINDY CITY FINANCIAL: Seeks Authority to Use ETSG Cash Collateral WJA ASSET: Use of $271K to Get Permits for San Diego Property OK'd Z-1 MANAGEMENT: Court Approves Proposed Plan Outline [*] Mark That Calendar! Distressed Investing Conference on Nov. 26 [*] Matthew Potter Joins JND Legal as Senior Strategic Advisor [^] Large Companies with Insolvent Balance Sheet ********* 1 GLOBAL: Klayman & Toskes Commences Probe Following Bankruptcy --------------------------------------------------------------- The Securities Arbitration Law Firm of Klayman & Toskes, P.A. has commenced an investigation into the sales of notes by brokerage firms and financial advisors who recommended 1 Global Capital, LLC (" 1 Global") to their customers. 1 Global, a business loan service, is currently being investigated by the Securities and Exchange Commission ("SEC") for the direct and indirect sale of unregistered securities. The owner of 1 Global, Carl Ruderman, resigned on July 27, 2018. On the same day as Ruderman's resignation, 1 Global filed for chapter 11 Bankruptcy. Brokerage firms and financial advisors who sold securities in 1 Global had a duty to their customers to perform their due diligence and recommend suitable investments to their clients. This would require the brokerage firms and financial advisors to evaluate the risks and client objectives before recommending securities. Documents in the SEC investigation and Bankruptcy filing suggest 1 Global defrauded its investors out of $287 million. The investments were made by investors who were promised the proceeds of short-term cash advance loans. 1 Global is also associated with 1 West Capital, LLC, which also filed bankruptcy on the same day. The sole purpose of this release is to investigate the sales practices and financial misconduct of brokerage firms and financial advisors in connection with the sale of 1 Global to their customers. Investors who purchased these investments are encouraged to contact Lawrence L. Klayman, Esq. of Klayman & Toskes, P.A. at (888) 997-9956, or visit our website at www.nasd-law.com. About Klayman & Toskes, P.A. K&T is a national securities law firm which practices exclusively in the field of securities arbitration and litigation, on behalf of retail and institutional investors throughout the world in large and complex securities matters. The firm represents high net-worth, ultra-high-net-worth, and institutional investors, such as non-profit organizations, unions, public and multi-employer pension funds. K&T has office locations in California, Florida, New York and Puerto Rico. About 1 Global Capital 1 Global Capital, LLC -- https://1stglobalcapital.com/ -- is a direct small business funder offering an array of flexible funding solutions, specializing in unsecured business funding and merchant cash advances. 1 Global Capital LLC, based in Hallandale Beach, FL, and its debtor-affiliates sought Chapter 11 protection (Bankr. S.D. Fla. Lead Case No. 18-19121) on July 27, 2018. In the petition signed by Steven A. Schwartz and Darice Lang, authorized signatories, 1st Global Capital estimated $100 million to $500 million in assets and liabilities as of the bankruptcy filing. The Hon. Raymond B. Ray presides over the cases. Paul J. Keenan Jr., Esq., at Greenberg Traurig LLP serves as bankruptcy counsel; Epiq Corporate Restructuring, LLC, as claims and noticing agent. 5431-33 S. WABASH: Taps Pearson Realty Group as Real Estate Broker ------------------------------------------------------------------ 5431-33 S. Wabash LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Illinois to hire a real estate broker. The Debtor proposes to employ Pearson Realty Group to market and sell its real property located at 5431-33 S. Wabash Street, Chicago, Illinois. The property will be marketed at an initial listing price of $800,000, to be readjusted every two weeks, if necessary, as the target listing is anticipated to sell within 90 to 120 days. Pearson Realty will get a commission of 5% of the gross sales price, payable from the proceeds of sale at closing. Pearson Realty is "disinterested" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Kirby Pearson Pearson Realty Group 1000 N Milwaukee Chicago, IL 60642 Phone: (773) 325-2800 Email: info@pearsonrealtygroup.com About 5431-33 S. Wabash 5431-33 S. Wabash LLC owns a real property, which is its principal asset, located at 5431-33 S. Wabash, Chicago, Illinois. 5431-33 S. Wabash sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 18-12463) on April 27, 2018. In the petition signed by Dylan Reeves, managing member, the Debtor estimated assets of less than $1 million and liabilities of less than $500,000. Judge Janet S. Baer presides over the case. The Debtor tapped Benjamin Brand LLP as its legal counsel. 5437 S. WABASH: Taps Pearson Realty Group as Real Estate Broker --------------------------------------------------------------- 5437 S. Wabash LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Illinois to hire a real estate broker. The Debtor proposes to employ Pearson Realty Group to market and sell its real property located at 5437 S. Wabash Street, Chicago, Illinois. The property will be marketed at an initial listing price of $690,000, to be readjusted every two weeks, if necessary, as the target listing is anticipated to sell within 90 to 120 days. Pearson Realty will get a commission of 5% of the gross sales price, payable from the proceeds of sale at closing. Pearson Realty is "disinterested" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Kirby Pearson Pearson Realty Group 1000 N Milwaukee Chicago, IL 60642 Phone: (773) 325-2800 E-mail: info@pearsonrealtygroup.com About 5437 S. Wabash LLC 5437 S. Wabash LLC owns a real property, which is its principal asset, located at 5437 S. Wabash, Chicago, Illinois. 5437 S. Wabash sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 18-12476) on April 27, 2018. In the petition signed by Dylan Reeves, managing member, the Debtor estimated assets of less than $1 million and liabilities of less than $500,000. Judge Janet S. Baer presides over the case. The Debtor tapped Benjamin Brand LLP as its legal counsel. ACHAOGEN INC: OKs Changes to CFO and COO's Salaries and Bonuses --------------------------------------------------------------- As previously set forth in Achaogen, Inc.'s Form 8-K filed by Achaogen on July 26, 2018, the Company appointed Zeryn Sarpangal to the role of chief financial officer, effective Oct. 1, 2018, and Liz Bhatt to the role of chief operating officer, effective July 26, 2018. On Sept. 11, 2018, the Company's Board of Directors approved changes to Ms. Sarpangal's annual base salary and target bonus amount, each effective as of Oct. 1, 2018. Ms. Sarpangal's annual base salary will be $370,000. Ms. Sarpangal will also be eligible to receive a discretionary cash bonus for the fiscal year ending Dec. 31, 2018, targeted at 35% of her annual base salary. On Sept. 11, 2018, the Board also approved changes to Ms. Bhatt's annual base salary and target bonus amount, each effective as of July 1, 2018. Ms. Bhatt's annual base salary has been adjusted to $385,000, effective as of July 1, 2018. Ms. Bhatt is also eligible to receive a discretionary cash bonus for the fiscal year ending Dec. 31, 2018, targeted at 35% of her annual base salary. Ms. Sarpangal and Ms. Bhatt have previously entered into or will enter into the Company's form of Change in Control Severance Agreement and Indemnification Agreement, each in the forms previously approved by the Board, and they will participate in the Company's employee benefit plans, policies and arrangements applicable to other executive officers generally. About Achaogen, Inc. South San Francisco, California-based Achaogen, Inc. -- http://www.achaogen.com/-- is a biopharmaceutical company committed to the discovery, development, and commercialization of novel antibacterials to treat multi-drug resistant gram-negative infections. The Company is developing plazomicin, its lead product candidate, for the treatment of serious bacterial infections due to MDR Enterobacteriaceae, including carbapenem-resistant Enterobacteriaceae. In 2013, the Centers for Disease Control and Prevention identified CRE as a "nightmare bacteria" and an immediate public health threat that requires "urgent and aggressive action." Achaogen incurred a net loss of $125.6 million in 2017, a net loss of $71.22 million in 2016 and a net loss of $27.09 million in 2015. As of June 30, 2018, Achaogen had $142.7 million in total assets, $73.78 million in total liabilities, $10 million in contingently redeemable common stock, and $58.91 million in total stockholders' equity. ALCHEMY INTERNATIONAL: S&P Assigns 'B' ICR, Outlook Stable ---------------------------------------------------------- S&P Global Ratings assigned its 'B' issuer credit rating to Research Triangle Park, NC –based metals powders producer Alchemy International Holdings, LLC. The outlook is stable. S&P said, "We also assigned our 'B' issue-level rating to the company's proposed first-lien term loan, along with a '3' recovery rating, indicating our expectation of meaningful recovery in a payment default. The first-lien term loan is entered into by Alchemy US Holdco 1, LLC -- a subsidiary of Alchemy International Holdings, LLC." Key factors contributing to Kymera's rating include the toll-based nature of its operations, which enable the company to pass through volatile input material costs; the company's assorted product applications across broad end markets, which support steady levels of demand; and Kymera's diverse and long dated customer relationships, solidified by customized products integrated into specialized manufacturing processes. The company has a global footprint complemented by supplier relationships that S&P views as a competitive advantage because they are difficult to replicate. S&P said, "The stable outlook reflects our view that Kymera will continue to generate stable revenues and margins over the next year and have limited liquidity demands with modest capital spending. We believe sales growth will initially exceed and then converge towards average U.S. and Eurozone growth rates (2.2% for 2019 falling to 1.7% afterwards). In addition, the company's products serve a broad spectrum of end markets that align overall operating performance closely with general economic activity. We believe these attributes support our expectation for Kymera to maintain adjusted leverage in the upper half of the 4x–5x range through 2019. "We could lower our ratings on Kymera over the next 12 months if adjusted debt to EBITDA rose, and we expected it to remain above 6x, or if interest coverage dropped below 2x. This could occur in a global economic slowdown where end markets curtailed their purchases and demand shifted towards lower margin offerings. Increased leverage could also occur as a result of Kymera pursuing a debt-financed bolt-on acquisition. We could also lower the rating if EBITDA margins fell to less than 10%, indicating weakening business fundamentals. S&P economists put the risk of recession at 10% - 15% in over the next year. "We view an upgrade to be unlikely within a year given the sponsor ownership, and our expectations that expanding the scale and scope of the business in a meaningful way would require some time. We do not believe an organic expansion that could lead to an upgrade is readily achievable within a year." ALCHEMY US 1: Moody's Assigns 'B2' CFR & Rates $240MM Loan 'B2' --------------------------------------------------------------- Moody's Investors Service assigned first time ratings to Alchemy US Holdco 1 LLC including a B2 Corporate Family Rating, a B2-PD Probability of Default Rating, and a B2 rating to the company's proposed $240 million Senior Secured Term Loan B. The secured debt rating reflects the loan's position as the preponderance of debt in the expected capital structure. Proceeds will be used to help fund Palladium Equity Partners' acquisition of Alchemy International Holdco LLC, refinance existing debt, and pay related fees and expenses. The ratings outlook is stable. "Expectations for positive free cash flow support the rating," said Ben Nelson, Moody's Vice President - Senior Credit Officer and lead analyst for Alchemy US Holdco I LCC. Assignments: Issuer: Alchemy US Holdco 1, LLC Probability of Default Rating, Assigned B2-PD Corporate Family Rating, Assigned B2 Senior Secured Bank Credit Facility, Assigned B2 (LGD4) Outlook Actions: Issuer: Alchemy US Holdco 1, LLC Outlook, Assigned Stable The assigned ratings are subject to Moody's review of the terms and conditions of the proposed transaction. RATINGS RATIONALE The B2 CFR is constrained by the company's high financial leverage, its small size and scale, modest organic growth prospects and event risk associated with private equity ownership. Expectations for positive free cash flow over the rating horizon, supported by relatively stable EBITDA generation, modest capital intensity that supports good conversion of EBITDA to free cash flow, and countercyclical working capital during an economic downturn, are key factors supporting the rating. The rating also benefits from good geographic diversity, diverse customers, a range of mostly industrial end-markets and good liquidity. Kymera will be acquired in a secondary leveraged buyout transaction from the private equity firm Platinum Equity LLC which formed the company by combining three companies in the copper and aluminum powders industry that it acquired in separate transactions. The resulting company has a global reach, though most revenue is generated in North America and Europe, and a diverse and stable customer base across a variety of mostly industrial end markets. Adjusted EBITDA margins, on a pro forma basis for the transaction, will remain below the 15% threshold typically associated with specialty chemical companies at closing. Management's ability to shift its business mix toward higher value products, which represent a small percentage of volume, could help the company grow above GDP rates and improve profitability. But Moody's expects that the new private equity sponsor will attempt to augment organic growth with acquisitions in similar metal powder businesses, which could limit the company's ability to reduce financial leverage consistently and sustainably over the rating horizon, and supplier concentration creates some risk to margins over a longer horizon. Moody's estimates adjusted interest coverage in the mid 2 times (EBITDA/Interest) and adjusted financial leverage in the low 5 times (Debt/EBITDA) on a pro forma basis for the twelve months ended June 30, 2018. Moody's expects modest improvement in EBITDA, which should help reduce financial leverage toward 5 times in 2019 and, considering the company's modest capital intensity, enable the company to generate positive of free cash flow. The rating does not incorporate expectations for meaningful discretionary debt reduction in the medium term, but assumes that management will take actions necessary to maintain appropriate credit metrics during an economic downturn. Expectations for countercyclical working capital patterns should help support free cash flow during a period of falling volumes consistent with economic weakness. Kymera will have good liquidity to support operations. Moody's expects that the company's proposed $35 million asset-based revolving credit facility will remain undrawn absent a substantive increase in aluminum or copper prices that increases the company's net working capital position. The credit agreement for the revolving credit facility is expected to contain only a springing fixed coverage ratio based on the excess availability. Moody's does not expect the covenant to be triggered in 2019 and, if it was triggered, expects that the company would be able to comply with a reasonable cushion. The first lien senior secured term loan is not expected to have any financial maintenance covenants. The stable outlook assumes that the company will generate positive free cash flow, excluding an unexpected period of significant increases in metal prices, and maintain adjusted financial leverage comfortably below 5.5 times over the next 12-18 months. Moody's could downgrade the rating with expectations for adjusted financial leverage sustained above 5.5 times, free cash flow tracking below 5% of debt, or a substantive deterioration in liquidity. A debt-financed return of capital to the sponsor or a material step-out acquisition could also have negative rating implications. Moody's could upgrade the rating with expectations for improved size and scale, adjusted financial leverage sustained below 4.0 times, free cash flow to debt sustained above 10%, and a commitment to more conservative financial policies. The principal methodology used in these ratings was Chemical Industry published in January 2018. Headquartered in North Carolina, Kymera produces non-ferrous metal powders, with particular focus on copper and aluminum powder. Following the closing of the transaction, the company will be owned by the Palladium Equity, a private equity firm. The company operates nine plants spread across United States, Australia, China, Europe and the Middle East and serves diverse end-markets including chemicals, automotive and industrial sector. AMERICAN CONSUMER: Timeshare Litigation Pending in Florida Court ---------------------------------------------------------------- The timeshare industry, the American Resort Development Association (ARDA) and ARDA Resort Owners' Coalition (ARDA-ROC), have united to stop the misconduct of those deceiving timeshare owners into paying for illusory timeshare exit services through fraudulent means. Recently, the Supreme Court of Tennessee disbarred attorney Judson Wheeler Phillips, founder of the Castle Law Group, on a myriad of charges relating to consumer fraud complaints. In the past few weeks, Castle Law Group has ceased business operations following federal lawsuits brought by developers against Castle Law Group and those acting in concert with the firm. In another matter prosecuted by Wyndham Destinations against American Consumer Credit (ACC), among the largest timeshare exit companies, the pursuit of ACC, its principal, Dana Micaleff and its attorney, Michael Saracco, Esq. resulted in ACC filing bankruptcy on September 7, 2018. In Mr. Phillips' case, the Tennessee Supreme Court disbarred Mr. Phillips after reviewing upwards of 18 client complaints, many of which made similar allegations of fraud, highlighting a pattern and practice of misconduct. In its ruling, the Tennessee Supreme Court found that Mr. Phillips "poses a threat of substantial harm to the public." Central to the series of complaints were allegations that Phillips and his business partners misled and/or defrauded consumers by taking exorbitant fees from timeshare owners for purported timeshare exit or cancellation services based upon fraudulent and misleading representations. The ACC case is based on various legal theories, some of which are founded in federal law, known as the "Lanham Act." The case remains pending against Ms. Micaleff, individually, and Mr. Saracco, individually, although an automatic stay has been issued relative to ACC in the U.S. District Court action as a result of the bankruptcy filing. That, however, has not deterred the prosecution of the case. As of September 13, 2018, there is a motion pending against Ms. Micaleff and Mr. Saracco to punish them for, among other things, failing to appear for a deposition. "The constant pressure that our member companies, owners and federal and state agencies are putting on disreputable timeshare exit companies has again produced a positive result for the consumer," said Robert Clements, ARDA Vice President of Regulatory Affairs. "Seeing two significant actions against these companies sends a very clear message to others trying to take advantage of timeshare owners: You won't get away with it." Mr. Clements continued, "If you feel you have been unfairly taken advantage of or defrauded by a timeshare exit company, please contact your state Attorney General, local law enforcement or the ARDA-ROC Consumer Support Team at 1-855-939-1515." In addition to ARDA's advocacy efforts that support stricter laws, enforcement measures and tougher penalties on offenders, ARDA created a Joint Investigative / Enforcement Taskforce last fall to minimize fraud in the secondary market. "A top priority for our industry and owners, and for law enforcement and other agencies, is to protect consumers from dishonest individuals or companies trying to take advantage of them," said ARDA-ROC Chairman Ken McKelvey. "These actions send a strong signal to criminals that fraud and deceptive activities will not be tolerated by our industry and it tells consumers that we take the actions of these individuals very seriously." "We are committed to protecting our owners to ensure they aren't taken advantage of," said Michael Brown, President and CEO of Wyndham Destinations. "Through our partnership with ARDA, ARDA-ROC and regulatory and enforcement agencies, we support consumer protection legislation and law enforcement's efforts in cases like these. We encourage our owners to reach out to us or ARDA for participation in legitimate available programs in order to avoid becoming victims of timeshare exit company scams." Nearly two years ago, Diamond Resorts implemented an aggressive litigation strategy in pursuit of third party exit companies for their nefarious and unlawful conduct in an effort to protect the interest of their members who were promised outcomes that could not be legally accomplished. In tandem, Diamond Resorts also pursued those unethical law firms, such as Castle Law Group, which were assisting these timeshare exit companies in their illegal business practices. To date, these efforts culminated in approximately 12 lawsuits prosecuted by Diamond Resorts throughout the country, six of which have already resulted in broad injunctions against the defendants, while the others remain pending. Senior litigation counsel, Bud Bennington, of the law firm Shutts & Bowen LLP, counsel for Diamond Resorts in the Castle Law Group litigation in the U.S. District Court in Nashville, Tennessee, and, counsel for Wyndham Destinations in the ACC matter pending in the U.S. District Court, for the Southern District of Florida, commented that "the various timeshare companies, their law firms, ARDA and ARDA-ROC have undertaken a relentless effort to arrest the nefarious and unlawful conduct of the multiple timeshare exit companies around the world and the unethical lawyers that assist them in the perpetration of their deceptive practices." ARDA continues to pursue and support appropriate timeshare resale and transfer legislation in an effort to protect owners against fraudulent timeshare schemes. For more information about the timeshare secondary market including resales, visit the ARDA-ROC Timeshare Resale Resource Center at www.arda-roc.org/resales. About ARDA The American Resort Development Association (ARDA) -- http://www.arda.org/-- is the Washington D.C.-based professional association representing the vacation ownership and resort development industries. Established in 1969, ARDA today has over 600 members ranging from privately held firms to publicly traded companies and international corporations with expertise in shared ownership interests in leisure real estate. The membership also includes timeshare owner associations (HOAs), resort management companies, and owners through the ARDA Resort Owners Coalition (ARDA-ROC). About ARDA-ROC The ARDA Resort Owners' Coalition (ARDA-ROC) -- http://www.ardaroc.org/-- is a non-profit entity funded by individual timeshare owner's voluntary contributions, dedicated to preserving, protecting, and enhancing vacation ownership. ARDA-ROC is an alliance of owners, developers, and managers who are committed to advocating for local, state, and federal policies that enable the vacation ownership industry to thrive. AMY ELECTRIC: Plan Outline Okayed, Plan Hearing on Oct. 11 ---------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Ohio will consider approval of the Chapter 11 plan of reorganization for Amy Electric, Inc. at a hearing on Oct. 11. The court will also consider at the hearing the final approval of the company's disclosure statement, which it conditionally approved on Sept. 7. The order set an Oct. 9 deadline for creditors to file their objections and an Oct. 4 deadline to submit ballots of acceptance or rejection of the plan. A supplement to the disclosure statement filed on Sept. 6 is available for free at: http://bankrupt.com/misc/ohsb18-bk-51225-55.pdf About Amy Electric Amy Electric, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ohio Case No. 18-51225) on March 7, 2018. In the petition signed by Michael Yoder, president, the Debtor estimated assets of less than $100,000 and liabilities of less than $500,000. Judge C. Kathryn Preston presides over the case. The Debtor tapped Nobile & Thompson Co., L.P.A., as its legal counsel. ARLINGTON COMPANY: Oct. 9 Plan Confirmation Hearing --------------------------------------------------- Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the Middle District of Florida has conditionally approved the disclosure statement explaining The Arlington Company of Sarasota, Inc.'s Chapter 11 plan and scheduled a hearing for the consideration of the final approval of the Disclosure Statement and the confirmation of the Plan for October 9, 2018, at 11:00 A.M. About The Arlington Company of Sarasota The Arlington Company of Sarasota, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-04164) on May 21, 2018. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $500,000. The Debtor tapped Melody Genson, Esq., as its legal counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case of The Arlington Company of Sarasota, Inc., as of June 20, according to a court docket. AVAYA INC: Trial Necessary on Bar Date Notice Issue with Claimant ----------------------------------------------------------------- Debtor Avaya Inc. has moved for an injunction to prevent Angela Adams-DeCarlo, who never filed a proof of claim, from continuing an action to collect a prepetition claim. The Claimant has supplied evidence indicating that the Debtor did not provide her with actual notice of the bar date or the confirmation hearing and she did not have actual notice of either. In addition, the Claimant has requested the chance to file a late claim if it is necessary to do so. Upon careful analysis, Bankruptcy Judge Stuart M. Bernstein concludes that a trial is necessary to resolve issues surrounding the mailing and receipt of the Bar Date Notice and whether the Claimant has demonstrated excusable neglect. The Claimant was formerly employed by the Debtor. While in the Debtor's employ, and as of September 2016, she was receiving long term disability ("LTD") benefits under a plan administered by the Debtor's Claims Administrator, Avaya Absence Management Service Center (Sedgewick CMS). The Debtor's motion raises two questions relating to the notice of the proceedings that resulted in the Injunctions: whether the Debtors provided actual notice to the Claimant, and/or, whether the Claimant nonetheless had actual knowledge of the Bar Date. The Claimant was a known creditor as of the Petition Date. By the Petition Date, Sedgewick had already terminated the Claimant's LTD benefits. In addition, the Claimant appealed that determination administratively, although the Court does not know whether the appeal was pending as of the Petition Date. Moreover, the Bar Date Order required the Debtors to mail the Bar Date Notice and Proof of Claim Form to "known holders of potential Claims," and the Claimant held a "potential" claim for future LTD benefits. The Bar Date Order also required the Debtors to mail the Bar Date Notice and Proof of Claim Form to all current and former employees. Consequently, the Claimant was entitled to actual notice of the Bar Date. Here, the Claimant contends that she did not learn about the Bar Date until March 2018, approximately ten months after the deadline but this is a disputed question of fact. If Prime Clerk mailed notice to an incorrect address, the Claimant did not receive actual notice and lacked actual knowledge of the Bar Date, it is more likely that the Court will grant her leave to file a late claim. Conversely, if Prime Clerk provided the Claimant with actual notice of the Bar Date or she had actual knowledge of the Bar Date, and cannot satisfactorily explain her failure to file a timely claim, it is less likely but not inevitable that she will fail to show excusable neglect. The Court notes, in this regard, that the Claimant, who is pro se, has stated that she was gravely ill at some point during the relevant period. A severe illness resulting in the inability to file a timely claim would likely weigh in favor of finding excusable neglect. Accordingly, a trial is necessary to determine whether the Debtor provided actual notice of the Bar Date to the Claimant, whether she had actual knowledge of the Bar Date, and whether she has demonstrated excusable neglect permitting her to file a late claim. The Debtors are directed to consult with the Claimant -- who must attend the trial -- to determine a mutually convenient time for the trial and contact chambers with that information. A full-text copy of the Court's Memorandum Decision and Order dated Sept. 11, 2018 is available at: http://bankrupt.com/misc/nysb17-10089-2185.pdf Counsel for the Debtors and Debtors-in-Possession: James H.M. Sprayregen, P.C. Jonathan S. Henes, P.C. Patrick J. Nash, Jr., P.C. Gregory S. Arovas, P.C. Natasha Hwangpo, Esq KIRKLAND & ELLIS LLP 601 Lexington Avenue New York, New York 10022 james.sprayregen@kirkland.com jonathan.henes@kirkland.com patrick.nash@kirkland.com gregory.arovas@kirkland.com natasha.hwangpo@kirkland.com -and- Arthur Steinberg, Esq. Scott Davidson, Esq. KING & SPALDING LLP 1185 Avenue of the Americas New York, New York 10036 asteinberg@kslaw.com sdavidson@kslaw.com About Avaya Inc. Avaya Inc. is a multinational company that provides communications products and services, including, telephone communications, internet telephony, wireless data communications, real-time video collaboration, contact centers, and customer relationship software to companies of various sizes. The Avaya Enterprise serves over 200,000 customers, consisting of multinational enterprises, small- and medium-sized businesses, and 911 services as well as government organizations operating in a diverse range of industries. It has approximately 9,700 employees worldwide as of Dec. 31, 2016. Avaya Inc. and 17 of its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 17-10089) on Jan. 19, 2017. The petitions were signed by Eric S. Koza, CFA, chief restructuring officer. Judge Stuart M. Bernstein presides over the cases. The Debtors have hired Kirkland & Ellis LLP as legal counsel; Centerview Partners LLC as investment banker; Zolfo Cooper LLC as restructuring advisor; PricewaterhouseCoopers LLP as auditor; KPMG LLP as tax and accountancy advisor; and The Siegfried Group, LLP, as financial services consultant. Prime Clerk LLC is their claims and noticing agent. On Jan. 31, 2017, the U.S. Trustee for Region 2, appointed an official committee of unsecured creditors. Morrison & Foerster is the creditors committee's counsel. Stroock & Stroock & Lavan LLP and Rothschild, Inc., serve as advisors to an ad hoc group -- Ad Hoc Crossholder Group -- comprised of holders of the Company's (i) 33.98% of the $3.235 billion total amount outstanding under loans issued pursuant to a Third Amended and Restated Credit Agreement, amended and restated as of Dec. 12, 2012 (the "Prepetition Cash Flow Term Loans"); (ii) 28.38% of the $1.009 billion total principal amount outstanding under notes issued pursuant to an indenture for the 7.00% Senior Secured Notes Due 2019 (the "7.00% First Lien Notes"); (iii) 12.82% of the $290 million total principal amount outstanding under notes issued pursuant to an indenture for 9.00% Senior Secured Notes Due 2019 (the "9.00% First Lien Notes"); (iv) 83.70% of the $1.384 billion total amount outstanding under notes issued pursuant to an indenture for 10.5% Senior Secured Notes Due 2021 (the "Second Lien Notes"); and (v) 24% of the $725 million outstanding under loans issued under the Debtors' debtor-in-possession financing (the "DIP Facility") pursuant to a Superpriority Secured Debtor-In-Possession Credit Agreement, dated as of Jan. 24, 2017. AYTU BIOSCIENCE: Results from Ongoing Natesto Study Released ------------------------------------------------------------ Aytu BioScience, Inc., announced the publication of a clinical trial update in the journal European Urology Focus on the effects of Natesto on reproductive hormones and semen parameters. This study is being conducted at the University of Miami's Department of Urology, and Dr. Ranjith Ramasamy, MD, the Director of Reproductive Urology, is the study's principal investigator. The publication entitled, "Natesto Effects on Reproductive Hormones and Semen Parameters: Results from an Ongoing Single-center, Investigator-initiated Phase IV Clinical Trial" provides updated data on five of the 23 currently enrolled subjects, through six months of Natesto treatment. Testosterone therapy (TTh), as a whole, is known to decrease gonadotropin levels, diminish sperm production and function, and decrease the natural production of endogenous testosterone in men being treated with TTh. Maintenance of fertility and family planning is an important discussion topic when considering TTh, therefore, the effect of Natesto possibly minimizing the impact on sperm production would be clinically impactful and novel by providing a safe and effective approach for treating men with hypogonadism. After both three months and six months of Natesto therapy, there were no statistically significant changes in sperm concentration, sperm motility, and total motile sperm count from baseline. Median total motile sperm count (TMSC) were slightly, but not significantly, reduced from 37.5 million at baseline to 32.5 million after six months of Natesto therapy. Additionally, 80% of men had total testosterone levels above 300 ng/dL, median 654.0 (389.5 - 810.3) ng/dL. Gonadotropin levels for luteinizing hormone (LH) and follicle-stimulating hormone (FSH) were reduced, but remained within the normal reference range. Dr. Ranjith Ramasamy commented, "About two million men in the US with low testosterone are young and interested in maintaining their fertility. The current options to increase testosterone and simultaneously maintain sperm production are not FDA-approved and therefore need to be used off-label. The initial results from the trial with Natesto are exciting, and we are optimistic that the final results will be similar to the preliminary data. Increasing testosterone while maintaining fertility with Natesto could be a paradigm-shift in treatment of men with low testosterone." Josh Disbrow, chief executive officer of Aytu BioScience explained, "We believe the implications of these early study results are far reaching in potentially establishing a new clinical approach for treating younger men, and potentially any men, who wish to preserve their fertility and gonadotropin function while being treated for hypogonadism. This study could prove to further distinguish Natesto from other testosterone treatments as more results are reported. We appreciate Dr. Ramasamy's leadership in this potentially paradigm-shifting study, and we look forward to observing additional results as they are available." To read the published article, please visit https://www.eu-focus.europeanurology.com/article/S2405-4569(18)30228-1/fulltext Aytu BioScience is sponsoring this investigator-initiated trial, and complete details on this study can be found at https://clinicaltrials.gov/ct2/show/NCT03203681?term=Natesto&rank=4 About Aytu BioScience Englewood, Colorado-based Aytu BioScience, Inc. (OTCMKTS:AYTU) -- http://www.aytubio.com/-- is a commercial-stage specialty healthcare company concentrating on developing and commercializing products with an initial focus on urological diseases and conditions. Aytu is currently focused on addressing significant medical needs in the areas of urological cancers, hypogonadism, urinary tract infections, male infertility, and sexual dysfunction. Aytu Bioscience reported a net loss of $10.18 million for the year ended June 30, 2018, compared to a net loss of $22.50 million for the year ended June 30, 2017. As of June 30, 2018, Aytu Bioscience had $21.06 million in total assets, $7.63 million in total liabilities and $13.42 million in total stockholders' equity. EKS&H LLLP, in Denver, Colorado, the Company's auditor since 2015, issued a "going concern" qualification in its report on the consolidated financial statements for the year ended June 30, 2018, citing that the Company has suffered recurring losses from operations and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. Aytu BioScience received on April 9, 2018 a letter from The Nasdaq Stock Market LLC indicating that the Company has failed to comply with the minimum bid price requirement of Nasdaq Listing Rule 5550(a)(2). Nasdaq Listing Rule 5550(a)(2) requires that companies listed on the Nasdaq Capital Market maintain a minimum closing bid price of at least $1.00 per share. BAMC DEVELOPMENT: Seeks Authority to Use Biel Reo Cash Collateral ----------------------------------------------------------------- BAMC Development Holding, LLC, asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize the Debtor's immediate use of the cash collateral of Biel Reo, LLC. The Debtor owns in fee simple a parcel of real property located at 201-205 South Howard Avenue Tampa, FL, 33606. The Property is the subject of two lease agreements, for parking, with 2408 W. Kennedy, LLC and 309 S. Howard, LLC which provide for a total monthly rental of $6,400 per month. The Debtor seeks use of cash collateral claimed by Biel Reo in the form of the rent payments from the Tenants for use in payment of operating expenses described in the Budget, including adequate protection payments to Biel Reo. The Cash Collateral Budget projects total monthly cash outlay of approximately $6,123. The Debtor intends to use cash collateral only in an amount necessary to protect, preserve and operate the Property, and the Debtor in filing its monthly operating reports, will account for the disposition of said rents. The Debtor entered into a Commercial Mortgage Note in the principal amount of $1,172,500, a Mortgage and a Security Agreement, as well as other Loan Documents in favor of Whitney National Bank. The Loan Documents are alleged to have been transferred numerous times. Currently Biel Reo claims to own the Note, Mortgage and other Loan Documents. On July 2, 2018 the Hillsborough County Circuit Court entered a Uniform Final Judgment of Foreclosure in the aggregate amount of $2,839,461. The Debtor submits that Biel Reo's claimed secured position is enhanced by Debtor's continued use of the cash collateral as opposed to non-payment of essential operating expenses at the Property. The Debtor offers adequate protection in the form of a replacement lien, financial reporting in the form of the Debtor's monthly operating reports, maintenance of insurance and adequate protection payments at the rate of 5.25% per annum interest only on the value of the Property, which the Debtor believes and alleges is no more than $1,100,000. The monthly adequate protection payments would therefore equal $4,812.50. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/flmb18-06643-4.pdf About BAMC Development Holding BAMC Development Holding, LLC is a privately-held company in Tampa, Florida, engaged in activities related to real estate. It is the fee simple owner of a property located at 201 S. Howard Avenue, Tampa, Florida, which is valued by the Debtor at $1.1 million. BAMC Development Holding sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-06643) on Aug. 9, 2018. The Debtor previously sought bankruptcy protection (Bankr. M.D. Fla. Case No. 16-05643) on June 30, 2016. In the petition signed by Thomas Ortiz, managing member, the Debtor disclosed $1,135,645 in assets and $26,507,460 in liabilities. The Debtor tapped the Office of Leon A. Williamson, Jr., P.A. as its legal counsel. BARTLETT TRAYNOR: Taps Capozzi Adler as Special Counsel ------------------------------------------------------- Bartlett Traynor & London, LLC, seeks approval from the U.S. Bankruptcy Court for the Middle District of Pennsylvania to hire Capozzi Adler, P.C. as special counsel. The firm will provide legal representation regarding matters involving the Pennsylvania Liquor Control Board, issues concerning possible litigation as to disparagement and business interference, and in defense of litigation with McCoy Bros., Inc. Capozzi will charge these hourly rates: Attorneys $375 Paralegals $175 Capozzi does not represent any interest adverse to the Debtor, according to court filings. The firm can be reached through: Craig I. Adler, Esq. Capozzi Adler, P.C. 355 North 21st Street, Suite 205 Camp Hill, PA E-mail: craiga@capozziadler.com E-mail: info@capozziadler.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. The Debtor hired Cunningham Chernicoff & Warshawsky, P.C., as counsel. BEDFORD PROPERTIES: Delays Plan for Real Estate Appraisals ---------------------------------------------------------- Bedford Properties BEH Y LLC and debtor-affiliates request the U.S. Bankruptcy Court for the District of Connecticut for an extension of time, up to and including December 19, 2018, in which to file their Plan for Reorganization and Disclosure Statement. The Debtors are each classified as Single Asset Real Estate (SARE) pursuant to 11 U.S.C. Section 101. GREF Hartford LLC, a secured creditor, has obtained commercial real estate appraisals on each of the buildings subject to this consolidated proceeding. The Debtors disagree with the valuation imposed by said appraisals, and they are presently evaluating whether they seek their own appraisals. Accordingly, the Debtors request additional time to determine whether independent appraisals are necessary, and if so, time to have said appraisals completed prior to filing their Plan for Reorganization. About Bedford Properties Bedford Properties is the fee simple owner of five six-unit residential apartment buildings in Hartford, Connecticut having a total aggregate value of $1.05 million. Bedford Properties BEH Y, LLC, filed a Chapter 11 petition (Bankr. D. Conn. Case No. 18-21009) on June 19, 2018. In the petition signed by Yakov Stiel, member, the Debtor disclosed $1.07 million in total assets and $4.61 million in total debt. The Debtor is represented by Gary J. Greene, Esq. of Greene Law, PC. BLACK IRON: Taps Mining Expert Roscoe Postle Associates ------------------------------------------------------- Black Iron, LLC, seeks approval from the U.S. Bankruptcy Court for the District of Utah to hire a mining expert. The Debtor proposes to employ Roscoe Postle Associates Inc. to provide consulting services with respect to the technical and economic feasibility of the Cougar Mountain Project; and the claims and causes of action in adversary cases (Case Nos. 17-2088 and 17-2094, including allegations by Wells Fargo Rail of a fraudulent transfer involving the Debtor's purchase of the Iron Mountain Mine in 2015. Roscoe will charge these hourly rates: Richard Lambert Principal Mining Engineer $350 Graham Clow Principal Mining Engineer $350 Dr. William Roscoe Principal Geologist $350 Dr. Kathleen Altman Principal Metallurgist $280 Other Principals, Engineers, Geologists or Metallurgists $240 Richard Lambert, executive vice-president and chief operating officer of Roscoe, disclosed in a court filing that none of the current clients of his firm holds any interest adverse to the Debtor and its bankruptcy estate. Roscoe can be reached through its president and chief executive officer: Deborah McCombe Roscoe Postle Associates Inc. 55 University Avenue, Suite 501 Toronto, Ontario M5J 2H7, Canada Tel: +1 416-947-0907 Fax: +1 416 947 0395 Email: Deborah.McCombe@rpacan.com About Black Iron Black Iron, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Utah Case No. 17-24816) on June 1, 2017. In the petition signed by Steve L. Gilbert, its manager, the Debtor estimated its assets and debts at $1 million to $10 million. The Hon. William T. Thurman is the case judge. The Debtor hired Adelaide Maudsley, Esq., and Ralph R. Mabey, Esq., at Kirton McConkie P.C., as bankruptcy counsel. The Debtor tapped Gary Thorup, Esq., at Durham Jones, to serve as its special litigation counsel; WSRP, LLC, as its accountant; and Alysen Tarrant as its environmental consultant. BLUE GOLD EQUITIES: Files for Chapter 11 to Restock Kosher Stores ----------------------------------------------------------------- Blue Gold Equities LLC, owner of nine Seasons kosher supermarkets in New York and three other states, has sought Chapter 11 protection in order to restock its stores while it pursues a bankruptcy sale of the business. In 2010, Zvi Bloom, Mayer Gold and Blue Gold Equities, an entity that Bloom and Gold formed, entered into an agreement to acquire the business of Supersol kosher supermarkets in Queens, Lawrence, Manhattan, and Scarsdale, in New York, from Laurence Garber and Norman Lampert. The stores were operated under the "Seasons", and additional Seasons stores were opened over time. In 2013, Garber and Lampert requested that Bloom and Gold convert its obligation to pay for the purchase of the Supersol stores into obligations to pay a "consulting fee". Bloom and Gold agreed to retain the services of Garber and Lampert as "consultants" and to pay them a total of $18.8 million as "consulting fees" over a period of 9 years. Within a couple of years after the store acquisitions, the stores were profitable on an operational basis. However, over time, complications and delays relating to the opening of new stores and the large payments to the Consultants began to drain cash flow. By 2015, the Company was having difficulty making the monthly payments due under the Consulting Agreement. In 2017, the Consultants commenced an arbitration proceeding in a Beth Din (an arbitration panel governed by Jewish law), and in March 2018, Consultants won a judgment of $8.3 million. Bank United, which granted a $10 million secured loan in October 2016, has declared a default on the loan, based on the judgment. As a result of actions by the Consultants and Bank United, the Company's cash was dramatically reduced, rendering it unable to keep the store shelves stocked. Suppliers began to require COD payments and attempts to obtain funding to restock the Stores were unsuccessful. As of the Petition Date, the Debtors owned assets of $31 million based on book value. As of the Petition Date, the Debtors had aggregate liabilities of $42 million, including $8.8 million owed to Bank United and $8 million owed to the Consultants. The Debtors' revenue for 2018 through the Petition Date is $63 million. Restructuring Options The Company has retained Joel Getzler and William Henrich of the firm of GHA as co-chief restructuring officers to assist in the development of restructuring options and negotiation of a reorganization plan, oversee and execute the process for the sale of the Debtors' assets, monitor and manage the Debtors' operations and cash flow and guided the Debtors through the bankruptcy process, including performing the necessary bankruptcy administration requirements. Messrs. Getzler and Henrich will commence acting as co-CRO once the Debtor obtain D&O insurance. The Company has also arranged for a DIP financing and hopes to use the proceeds thereof to restock the stores in time for the upcoming Jewish holiday of Sukkos. Without the DIP loan, the Debtors would not have sufficient funding to continue operations, and would lose its employees and its leases, thereby destroying the value of their business. About Blue Gold Launched in 2010, Blue Gold owns and operates nine retail kosher food stores under the name of "Seasons" in New York , New Jersey, Ohio and Maryland. On Sept. 16, 2018, Blue Gold Equities LLC and 11 of its subsidiaries filed voluntary petitions seeking relief under the provisions of Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 18-45280). Blue Gold disclosed $31 million in total assets and $42 million in total liabilities. The Hon. Nancy Hershey Lord is the case judge. ZEICHNER ELLMAN & KRAUSE LLP, led by Nathan Schwed, Peter Janovsky, and Robert Guttmann, serve as the Debtors' counsel. GETZLER HENRICH & ASSOCIATES, LLC, is the restructuring advisor. OMNI MANAGEMENT GROUP, INC., is the claims and noticing agent. BLUE GOLD EQUITIES: SKNY Buying Stores as Going Concern ------------------------------------------------------- Blue Gold Equities LLC, owner of nine kosher stores in four states, is seeking approval of bidding procedures and a deal to sell the business for $12 million to SKNY LLC, absent higher and better offers. The Debtors said in court filings that the consummation of value-maximizing, job-preserving, going concern sales of the Debtors' stores is the cornerstone of their Chapter 11 cases. To that end, the Debtors have identified SKNY LLC, which is willing to expeditiously consummate the purchase of the assets for $12 million, subject to higher and better offers. The purchaser will be responsible for paying any cure costs related to the assumption of the leases, and the cure costs are included in the purchase price. The purchase agreement requires a closing to occur no later than Dec. 31, 2018. The purchaser will receive a break-up fee -- 3% of purchase price -- and expense reimbursement of up to $150,000 in the event the Debtors pursue an alternative transaction. SKNY is a creditor of the Debtors, owed $3.25 million on account of prepetition secured loans granted to the Debtors in February through September 2018. To fund the Chapter 11 cases, SKNY has agreed to provide the Debtors a senior priority, perfected secured term loan in an aggregate principal amount not to exceed $5.7 million at any time outstanding. In making the decision to sell their assets under Sec. 363 of the Bankruptcy Code, and seek financing as part of the transaction, the Debtors considered the impending collapse of the Debtors' business and the best opportunity to save the business and jobs of 400 employees. To maximize the value of the assets, the Debtors will accept competing offers for the assets. The Debtors will conduct an auction if the Debtors receive additional offers by the deadline to be set by the Court. Interested parties are required to submit initial bids of not less than $12.6 million. The purchaser is represented by Tracy L. Klestadt, Esq. KLESTADT WINTERS JURELLER SOUTHARD & STEVENS, LLP 200 West 41st Street, 17th Floor New York, NY 10036 About Blue Gold Launched in 2010, Blue Gold owns and operates nine retail kosher food stores under the name of "Seasons" in New York , New Jersey, Ohio and Maryland. On Sept. 16, 2018, Blue Gold Equities LLC and 11 of its subsidiaries filed voluntary petitions seeking relief under the provisions of Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 18-45280). Blue Gold disclosed $31 million in total assets and $42 million in total liabilities. The Hon. Nancy Hershey Lord is the case judge. ZEICHNER ELLMAN & KRAUSE LLP, led by Nathan Schwed, Peter Janovsky, and Robert Guttmann, serve as the Debtors' counsel. GETZLER HENRICH & ASSOCIATES, LLC, is the restructuring advisor. OMNI MANAGEMENT GROUP, INC., is the claims and noticing agent. BLUE GOLD: Case Summary & 30 Largest Unsecured Creditors -------------------------------------------------------- Lead Debtor: Blue Gold Equities LLC d/b/a Seasons 5 Doughty Blvd. Inwood, NY 11096 Business Description: Launched in 2010, Blue Gold owns and operates a chain of kosher supermarkets located in communities with large populations of kosher consumers in four states. As of the Petition Date, the Company operates eight stores, is preparing to open a new store to replace one of them and is in the midst of construction of a ninth store. Chapter 11 Petition Date: September 16, 2018 Affiliated companies that simultaneously filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Blue Gold Equities LLC (Lead Debtor) 18-45280 Amsterdam Avenue Market LLC 18-45281 Lawrence Supermarket LLC 18-45282 Seasons Cleveland LLC 18-45283 Seasons Corporate 18-45284 Wilmont Road Market LLC 18-45285 Seasons Lakewood LLC 18-45286 Central Avenue Market LLC 18-45287 Seasons Clifton LLC 18-45288 Upper West Side Supermarket LLC 18-45289 Seasons Express Inwood LLC 18-45290 Seasons Maryland LLC 18-45291 Court: United States Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Hon. Nancy Hershey Lord Debtors' Counsel: Nathan Schwed, Esq. Peter Janovsky, Esq. Robert Guttmann, Esq. ZEICHNER ELLMAN & KRAUSE LLP 1251 Avenue of the Americas New York, NY 10036 Tel: (212) 826-5317 (212) 223-0400 Fax: (212) 753-0396 Emails: nschwed@zeklaw.com pjanovsky@zeklaw.com rguttmann@zeklaw.com Debtors' Restructuring Advisors: GETZLER HENRICH & ASSOCIATES, LLC 295 Madison Avenue, New York NY 10017 Debtors' Claims & Noticing Agent: OMNI MANAGEMENT GROUP, INC. https://www.omnimgt.com/main/cases Blue Gold's Total Assets: $31 million Blue Gold's Total Liabilities: $42 million The petition was signed by Joel Getzler, CRO. A full-text copy of Blue Gold's petition is available at: http://bankrupt.com/misc/nyeb18-45280.pdf Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Bank United Bank Loan $8,800,000 445 Broadhollow Road Melville, NY 11747 Tel: 305-569-2020 L&N Consulting Seller $8,000,000 c/o Kasowitz Benson Torres Financing 1633 Broadway Loan New York, NY 10019 Tel: 212-506-1700 Bank Capital Services Equipment $1,500,000 dba FNB Equipment Loan 1853 Highway 315 Pittston, PA 18640 Tel: 216-331-1913 Quality Glatt NJ Corp. Vendor $1,355,473 383 Kingston Avenue Ste. 262 Brooklyn, NY 11213 Yossi Rubashkin Tel: 917-903-9047 New Albertsons/ Landlord $547,405 Acme Markets, Inc. P.O. Box 956679 St. Louis, MO 63195 Tel: 484-567-2373 Shloms Heimish Corp. Vendor $395,185 5104 12 Avenue Brooklyn, NY 11219 Leiby Berkowitz Tel: 718-483-4911 Kenover Marketing Corp. Vendor $343,689 72 New Hook Road Bayonne, NJ 07002 Effy Landsberg Tel: 347-515-4404 Nassau Provisions Kosher Vendor $318,403 200 Albany Avenue Freeport, NY 11520 Scott Horowitz Tel: 516-381-3691 Scarsdale Shopping Center Landlord $300,000 Associates, LLC P.O. Box 327H Scarsdale, NY 10583 Tel: 914-472-6326 American Express Merchant $302,370 P.O. Box 650448 Financing Dallas, TX 75265-0448 Loan Tel: 855-98-1209 ext 2 Cleveland Kosher Market Landlord $291,663 27 Shonny Court Lakewood, NJ 08701 Tel: 732-901-7843 Main Five Co. Landlord $272,757 Lewis & Murphy Realty Inc. 47 Hillside Ave., 1st Fl. Manhasset, NY 11030 Tel: 516-627-9600 CEG Co. LLP Landlord $261,050 30-30 Northern Blvd., Ste. 4 Long Island City, NY 11101 Tel: 516-944-5000 ext. 239 SBP International Vendor $252,110 701 39 Street Brooklyn, NY 11232 Gary Beyer Tel: 718-755-2564 J&J Farms Creamery Vendor $248,191 57-48 49th Street Maspeth, NY 11378 Morris Glauber Tel: 718-490-7238 Third Nassau Cop. Landlord $235,449 c/o First Service Residential Emerson, NJ 07630 Tel: 212-324-9787 Blue Sky Trading Vendor $208,045 Mechis Deli Corp. Vendor $205,394 Flaum Appetizing Vendor $160,002 Raskins Fish Market Vendor $149,915 Glicks Vendor $141,171 Main Ingredient Vendor $125,474 Golden Taste Vendor $112,519 RPE LLC Vendor $108,262 Main Street Bakeshop Vendor $105,672 Quality Frozen Foods Vendor $97,612 Lantev Distributing Vendor $96,948 Robert Spano Plumbing Inc. Vendor $91,650 Bagels Bites Vendor $90,074 B&W Foods Inc. Vendor $84,239 BROOKSTONE HOLDINGS: Sept. 24 Auction of All Assets Set ------------------------------------------------------- Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the District of Delaware authorized the bidding procedures of Brookstone Holdings Corp. and its debtor-affiliates in connection with the sale of substantially all assets at auction. The salient terms of the Bidding Procedures are: a. Bid Deadline: Sept. 20, 2018 (ET) b. Initial Bid: A price equal to or greater than the Stalking Horse Overbid in the event that a Stalking Horse Bid Notice has been filed prior to the Bid Deadline with respect to the relevant Assets c. Deposit: 5% of the Bid d. Auction: An Auction in accordance with the Bid Procedures, which Auction will take place on Sept. 24, 2018 at 10:00 a.m. (ET) at the offices of the counsel to the Debtors, Young Conaway Stargatt & Taylor, LLP, Rodney Square, 1000 North King Street, Wihnington, Delaware 19801, or such later time or such other place as the Debtors will designate. e. Bid Increments: To be announced at the Auction f. Sale Hearing: Oct. 1, 2018 at 10:00 a.m. (ET) g. Closing: Oct. 4, 2018 h. Sale Objection Deadline: Sept. 24, 2018 at 4:00 p.m. (ET) i. The Prepetition Secured Parties holding perfected security interests in such Assets, may ask to credit bid some or all of their claims for their respective collateral. In the event that the Debtors designate a Next-Highest Bid which implicates one or more unexpired leases of the real property owned or operate by the landlords represented by Ballard Spahr LLP, the Debtors will consent to the scheduling of a telephonic status conference (at the request of the Ballard Landlords) on Sept. 27, 2018. The Assignment Procedures will govern the assumption and assignment of the Contracts in connection with the Sale, and any objections related thereto: The salient terms of the Assignment Procedures are: a. On Sept. 10, 2018 the Debtors will file with the Court and serve on each Non-Debtor Counterparty to each of the Contracts the Potential Asstunption and Assignment Notice. b. The Cure Cost/Assigmnent Objection Deadline with respect to such Non-Debtor Counterparty will be 4:00 p.m. (ET) on the date that is the later of Sept. 24, 2018 or 14 days following service of the Potential Assumption and Assignment Notice. c. Post-Auction Objection Deadline: No later than 4:00 p.m. (ET) Sept. 28, 2018 d. Consideration of unresolved Cure Cost/Assignment Objections and Post-Auction Objections relating to all Contracts, if any, will be held at the Sale Hearing. e. The Debtors' assumption and/or assignment of a Contract is subject to approval by the Court and consummation of the Sale. f. The Debtors' decision to assume and assign the Contracts to the relevant Successful Bidder is subject to the Court’s approval and the closing of the Sale. Two business days after entry of the Bid Procedures Order, the Debtors will cause the Notice of Auction and Sale Hearing. Within 12 hours following conclusion of the Auction, the Debtors will file a notice on the Court's docket identifying the Successful Bidder(s) for the Assets (or subset thereof) and any applicable Next-Highest Bidder(s). A copy of the Bidding Procedures attached to the Order is available for free at: http://bankrupt.com/misc/Brookstone_Holdings_265_Order.pdf The requirements set forth in Local Rules 6004-1, 9006-1, and 9013-1 are satisfied or waived. About Brookstone Holdings Founded in 1965, Brookstone Holdings Corp. is a U.S.-based product developer and retailer of wellness, entertainment, and travel products that are fun to discover, smart to use and beautiful in design. Brookstone products are available at its 35 retail locations in airports throughout the U.S., online at Brookstone.com and through select premium retailers worldwide. Brookstone Holdings and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-11780) on Aug. 2, 2018. In the petitions signed by Stephen A. Gould, secretary, the Debtors estimated assets of $50 million to $100 million and liabilities of $100 million to $500 million. Judge Brendan Linehan Shannon presides over the cases. The Debtors tapped Gibson, Dunn & Crutcher LLP as their bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as Delaware counsel; Berkeley Research Group, LLC as financial advisor; and GLC Advisors & Co. as investment banker; Omni Management Group, Inc., as administrative agent. CALHOUN SATELLITE: CDS Wants to Terminate Cash Collateral Use ------------------------------------------------------------- CDS Business Services, Inc., d/b/a Newtek Business Credit, asks the US Bankruptcy Court for the Western District of Pennsylvania to terminate Calhoun Satellite Communications, Inc.'s use of cash collateral and to direct the Debtor to pay CDS in full from the proceeds of sale which Debtor's Counsel holds in his IOLTA account. In the alternative, CDS asks the Court to direct the Accountant to investigate the validity and collectability of accounts receivable and recommend what action should be taken to collect on delinquent receivables and to file a report, to require Debtor to turnover 100% of all accounts receivable collections to the Accountant and for the Accountant to remit 100% of the collections to CDS weekly until CDS is paid in full. CDS holds a first lien on Debtor's Accounts Receivable and a fully secured creditor. As of July 30, 2018, CDS is owed a balance of $102,438.09. The Debtor filed a Report of Accounts Receivable at Document No. 479 which reflects that as of July 30, 2018, the Debtor has outstanding accounts receivable in the aggregate amount of $168,611. The Debtor has sold substantially all of its operating assets pursuant to the Court's Order Granting Motion for Sale of Property. Closing on the sale took place on or about July 31, 2018. Pursuant to the Report of Sale filed by the Debtor on August 6, 2018, the Debtor holds proceeds from the sale in the approximate amount of $256,517. The Debtor has filed a proposed Plan of Reorganization that provides that after the Debtor ceases business operations CDS is to receive 100% of the proceeds from the collection of Accounts Receivable until CDS is paid in full. The Debtor no longer has any business operations. Thus, Debtor no longer has a need for the use of cash collateral. Counsel for CDS continues to work on the accounts receivable issues in the Debtor's case and has unbilled attorney fees and costs to CDS in the approximate amount of $12,000 which will increase the balance owed by the Debtor to CDS. The Debtor continues to incur interest charges, collateral monitoring fees, attorney fees, and any other charges allowed under the Accounts Receivable Administration Agreement between the Debtor and CDS. Accordingly, CDS believes that it would be in the best interest of creditors of the estate for the Debtor to pay the balance owed to CDS in full from the proceeds of sale held by the Debtors to stop the accrual of interest and other fees and to the allow the Debtor and its newly appointed accountant to collect the balance of the accounts receivable for the benefit of the estate. Counsel for CDS Business Services, Inc.: Daniel P. Foster, Esq. Foster Law Offices, LLC PO Box 966 Meadville, PA 16335 Phone: 814.724.1165 Fax: 814.724.1158 Email: Dan@MrDebtBuster.com -- and -- Ronald E. Cook, Esq. Foster Law Offices LLC. PO Box 966 Meadville, PA 16335 Direct Line: 814-969-5298 Main Phone: 814-724-1165 Main Fax: 814-724-1158 Email: Ronald@mrdebtbuster.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. CASCADE FAMILY: Has Final Nod on Continued Cash Collateral Use -------------------------------------------------------------- The Hon. Lisa Ritchey Craig the U.S. Bankruptcy Court for the Northern District of Georgia has signed a final order authorizing Cascade Family Skating, LLC's continued use of cash collateral. The Debtor owns and operates a family skating rink located at 3335 Martin Luther King Jr. Drive in Atlanta, Georgia. U.S. Bank Association, as Trustee for the registered holders of Waterfall Commercial Mortgage Trust 2015-SBC5, Commercial Mortgage Pass through Certificates, Series 2015-SBC5, asserts a claim in the approximate amount of $370,000 secured by the Property. The United States Small Business Administration ("SBA") asserts a second priority claim in the approximate amount of $300,000 secured by the Property. The Georgia Department of Revenue ("GA DOR") asserts a claim in the aggregate amount of $887,863 and asserts that $749,099.70 thereof as secured and the remainder as priority for unpaid sale and use and withholding taxes. The Debtor's property taxes will be held in a Debtor's Debtor-in-Possession Account and will be frozen each month so that the money will only be used for property tax purposes. In order to provide adequate protection for the Debtor's use of the cash collateral, the Debtor will pay (a) U.S. Bank $2,500; (b) the SBA $2,000; and (c) GA DOR $2,000. The Debtor is also authorized to grant U.S. Bank, the SBA and GA DOR a valid and properly perfected security interest of the same extent, validity and priority on all property acquired after the Petition Date that is the same or similar in nature, kind or character as U.S. Bank's, the SBA's and GA DOR's respective pre-petition collateral, to the extent of any diminution in the value of the cash collateral. However, no such replacement liens will attach to the proceeds of any avoidance actions under the Chapter 5 of the Bankruptcy Code. A full-text copy of the Final Order is available at http://bankrupt.com/misc/ganb18-57159-45.pdf About Cascade Family Skating LLC Cascade Family Skating LLC -- https://atlantafamilyfuncenters.com/ -- owns a family entertainment center that operates a roller skating rink in Atlanta, Georgia. Cascade Family Skating, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 18-57159) on April 27, 2018. In the petition signed by Gregory Alexander, president, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. The Debtor tapped Rountree & Leitman, LLC as its legal counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case of Cascade Family Skating, LLC as of June 6, according to a court docket. CD MANAGEMENT: Taps McClain DeWees as Legal Counsel --------------------------------------------------- CD Management, LLC, seeks approval from the U.S. Bankruptcy Court for the Western District of Kentucky to hire McClain DeWees, PLLC as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; take all necessary action to protect and preserve its estate; and provide other legal services in connection with its Chapter 11 case and the formulation and implementation of bankruptcy plan. Michael McClain, Esq., an attorney at McClain DeWees, disclosed in a court filing that his firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael W. McClain, Esq. McClain DeWees, PLLC 6008 Brownsboro Park Blvd., Suite H Louisville, KY 40207 Phone: (502) 749-2388 E-mail: mmcclain@mcclaindewees.com About CD Management CD Management, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Ky. Case No. 18-32078) on July 5, 2018. At the time of the filing, the Debtor estimated assets of less than $100,000 and liabilities of less than $500,000. Judge Thomas H. Fulton presides over the case. CELLECTAR BIOSCIENCES: FDA Grants RPDD for Osteosarcoma Treatment ----------------------------------------------------------------- The U.S. Food and Drug Administration FDA has granted Rare Pediatric Disease Designation (RPDD) to CLR 131 for the treatment of osteosarcoma, a rare pediatric cancer. CLR 131 is Cellectar Biosciences' lead Phospholipid Drug Conjugate (PDC) product candidate. "CLR 131 has demonstrated promise as an anticancer agent in preclinical and clinical settings, and we are working now to establish its impact on various rare and deadly pediatric cancers," said John Friend, M.D., chief medical officer of Cellectar. "Cellectar is pleased to have the opportunity to work closely with the FDA on our planned Phase 1 trial for these indications and we remain committed to advancing the pediatric programs as rapidly as possible." Since May 2018 the company has received RPDD for CLR 131 in four pediatric cancers: neuroblastoma, rhabdomyosarcoma, Ewing's Sarcoma and, most recently, osteosarcoma. Should any of these indications reach approval, the RPDD may enable Cellectar to receive a priority review voucher. Priority review vouchers can be used by the sponsor to receive Priority Review for a future NDA or BLA submission, which would reduce the FDA review time from 12 months to six months. Currently, these vouchers can also be transferred or sold to another entity. Over the last 16 months, five priority review vouchers were sold for between $110 million and $150 million each. The FDA grants Rare Pediatric Disease Designation for diseases that primarily affect children from birth to 18 years old, and affect fewer than 200,000 persons in the U.S. This program is intended to encourage development of new drugs and biologics for the prevention and treatment of rare pediatric diseases. About Cellectar Biosciences Cellectar Biosciences -- http://www.cellectar.com/-- is a clinical stage biopharmaceutical company focused on the discovery, development and commercialization of targeted treatments for cancer and leveraging its proprietary phospholipid drug conjugate (PDC) platform to develop the next generation of tumor targeting treatments. Its headquarters are located in Madison, Wisconsin. The report from the Company's independent accounting firm Baker Tilly Virchow Krause, LLP, in Madison, Wisconsin, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. Cellectar reported a net loss attributable to common stockholders of $15.01 million for the year ended Dec. 31, 2017, following a net loss attributable to common stockholders of $9.36 million for the year ended Dec. 31, 2016. As of June 30, 2018, Cellectar had $6.99 million in total assets, $2.28 million in total liabilities and $4.70 million in total stockholders' equity. CHERRY LOGGING: Asks Ct. to Waive Requirement of Filing Disclosures ------------------------------------------------------------------- Cherry Logging, Inc. submits a motion asking the U.S. Bankruptcy Court for the District of Texas to waive the requirement to file a disclosure statement as its proposed plan includes and provides adequate information to the creditors sufficient to make a decision as to whether to vote in favor of the Plan. The Debtor, as Debtors-in-Possession, and the Plan proponent request the Court to waive the requirement of filing a separate Disclosure Statement in order to expedite and simplify the confirmation process. About Cherry Logging Cherry Logging, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 18-10140) on April 3, 2018. At the time of the filing, the Debtor estimated assets and liabilities of less than $1 million. Judge Bill Parker presides over the case. CIRCUIT CITY: CSISF Breached Settlement Agreement with Trustee -------------------------------------------------------------- The adversary proceeding captioned ALFRED H. SIEGEL, Trustee of the Circuit City Stores, Inc. Liquidating Trust Plaintiff, v. CALIFORNIA SELF-INSUREDS' SECURITY FUND, and ANDRÉ SCHOORL, solely in his capacity as Acting Director of the California Department of Industrial Relations Defendants, APN 18-03040-KRH (Bankr. E.D. Va.) concerns the scope of a settlement agreement between plaintiff, Alfred H. Siegel, Trustee of the Circuit City Stores, Inc. Liquidating Trust and defendants, the California Self-Insureds' Security Fund and Andre Schoorl, solely in his capacity as Acting Director of the California Department of Industrial Relations. On July 25, 2018, the Court conducted a hearing on the motion of Plaintiff Trustee Alfred H. Siegel for summary judgment. After considering the applicable statutory authority, the case law, the pleadings, and the arguments of counsel, Bankruptcy Judge Kevin R. Huennekens granted the motion. The Court finds that the extrinsic evidence proffered by the Fund is inadmissible as it does not does not make the release provision susceptible of the meaning advanced by the Fund, but rather flatly contradicts the express terms of the Settlement Agreement. The terms of the Settlement Agreement are clear and unambiguous that the Parties released each other and their "beneficiaries" from "any and all claims" "whether now known or unknown" "arising out of the Parties' relationship in any way, shape or form whatsoever." The Court rejects the Defendants' argument that discovery, in this case, would establish the Fund's subjective but unexpressed intent that the release would not apply to the Debtors' self-insurance claims insured by Old Republic Insurance Company ("ORIC"). As a preliminary matter, the applicable legal standard is not subjective intent, but rather what "a reasonable person in the releasing party's shoes would have believed the other party understood the scope of the release." Given the history of the relationship between the Parties and the express terms of the Settlement Agreement, a reasonable person in the Fund's position would have understood the release to include ORIC. Even assuming arguendo that subjective intent did apply, the Fund was unable to identify with any particularity evidence that the releases did not apply to ORIC. As such, the Court finds that the Settlement Agreement is unambiguous and therefore turns to the plain language to determine whether the releases applied to ORIC. The Court finds that the case at bar is analogous to Winet v. Price. In the Winet case, there was a fee dispute between an attorney and client, which subsequently settled. The settlement agreement included broad mutual releases of both known and unknown claims, similar to the release provision at issue here. Later, the client brought a malpractice claim against the attorney. The court rejected the client's argument that the release should not be interpreted to apply as to the malpractice claim because it was not the client's subjective intent to release such claim. In making that determination, the court emphasized that it was the only transaction at issue between the parties and the client was represented by counsel in negotiating the terms of the fee settlement agreement. Similarly, in the case at bar, the Fund was represented by counsel in the negotiation and execution of the Settlement Agreement. The claims at issue in the Settlement Agreement arise out of the same facts and circumstances upon which the Fund issued demands to ORIC. Just as the California court rejected the client's purported subjective intent in Winet, so too must this Court reject the Fund's purported subjective intent. For these reasons, the Court finds that there are no material facts in dispute and that, as a matter of law, the Settlement Agreement released any and all claims of the Fund against the Trust, including but not limited to any claims against ORIC. The Court further finds that the Fund has breached the Settlement Agreement by issuing demand upon ORIC. Accordingly, the Court grants the motion. A full-text copy of the Court's Memorandum Opinion dated August 27, 2018 is available at https://bit.ly/2x9PLjZ from Leagle.com. Alfred H. Siegel, Trustee of the Circuit City Stores, Inc. Liquidating Trust, Plaintiff, represented by Lynn L. Tavenner -- LTavenner@tb-lawfirm.com -- Tavenner & Beran, PLC. California Self -Insureds' Security Fund, Defendant, represented by William Edward Evans -- wevans@nixonpeabody.com -- Nixon Peabody LLP. Andre Schoorl, Defendant, pro se. About Circuit City Headquartered in Richmond, Virginia, Circuit City Stores Inc. (NYSE: CC) -- http://www.circuitcity.com/-- was a specialty retailer of consumer electronics, home office products, entertainment software and related services in the U.S. and Canada. Circuit City Stores together with 17 affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. 08-35653) on Nov. 10, 2008. InterTAN Canada, Ltd., which runs Circuit City's Canadian operations, also sought protection under the Companies' Creditors Arrangement Act in Canada. The Debtors disclosed total assets of $3,400,080,000 and debts of $2,323,328,000 as of Aug. 31, 2008. Gregg M. Galardi, Esq., and Ian S. Fredericks, Esq., at Skadden, Arps, Slate, Meagher & Flom, LLP, served as the Debtors' general restructuring counsel. Dion W. Hayes, Esq., and Douglas M. Foley, Esq., at McGuireWoods LLP, acted as the Debtors' local counsel. The Debtors also tapped Kirkland & Ellis LLP as special financing counsel; Wilmer, Cutler, Pickering, Hale and Dorr, LLP, as special securities counsel; and FTI Consulting, Inc., and Rotschild Inc. as financial advisors. The Debtors' Canadian general restructuring counsel was Osler, Hoskin & Harcourt LLP. Kurtzman Carson Consultants LLC served as the Debtors' claims and voting agent. Circuit City opted to liquidate its 721 stores and obtained the Bankruptcy Court's approval to pursue going-out-of-business sales, and sell its store leases in January 2009. In May 2009, Systemax Inc., a multi-channel retailer of computers, electronics, and industrial products, acquired certain assets, including the name Circuit City, from the Debtors through a Court-approved auction. On Sept. 14, 2010, the Court entered an order confirming the Debtors' Plan of Liquidation, which created the Circuit City Stores, Inc. Liquidating Trust and appointed Alfred H. Siegel as Trustee. The Plan became effective Nov. 1, 2010. CITY HOME CARE: Plan and Disclosures Hearing Scheduled for Oct. 16 ------------------------------------------------------------------ Bankruptcy Judge Jason D. Woodard issued an order conditionally approving City Home Care, LLC's small business amended disclosure statement with respect to its chapter 11 plan dated Sept. 4, 2018. Oct. 10, 2018 is fixed as the last day for filing written acceptances or rejections of the Amended Plan, and the last day for filing and serving written objections to the Amended Disclosure Statement and confirmation of the Amended Plan. Oct. 16, 2018 at 10:30 AM, in the Cochran U.S. Bankruptcy Courthouse, 703 Highway 145 North, Aberdeen, MS, is fixed for the hearing on final approval of the Amended Disclosure Statement and for the hearing on the confirmation of Amended Plan. About City Home Care LLC City Home Care, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Miss. Case No. 17-14302) on Nov. 10, 2017. In the petition signed by Cherryl Jones, its managing member, the Debtor estimated assets of less than $50,000 and liabilities of less than $500,000. Judge Jason D. Woodard presides over the case. James W. Amos, Esq., who has an office in Hernando, Mississippi, serves as the Debtor's bankruptcy counsel. COCHRAN BROTHERS: Amended Disclosures OK'd; Oct. 16 Plan Hearing ---------------------------------------------------------------- Bankruptcy Judge James R. Sacca approved Cochran Brothers Electric Co., Inc., Cochran Holdings, Inc., and BS&K Holding's amended disclosure statement for its amended plan of reorganization dated May 4, 2018. Oct. 11, 2018 at 4:45 p.m. Eastern Time is fixed as the deadline for filing ballots indicating written acceptances or rejections of the Plan, and the deadline for filing objections to confirmation of the Plan. Oct. 16, 2018 at 1:30 p.m. Eastern Time is fixed as the time for the hearing on confirmation of the Plan. The hearing will be held in Courtroom 1404, U.S. Courthouse, 75 Ted Turner Drive, S.W., Atlanta, Georgia 30303. The Troubled Company Reporter previously reported that the disclosure statement was amended to substitute the attached revised Exhibits "B" and "C" which reflect an amended proof of claim filed by the Internal Revenue Service and payments to be made by Debtors pursuant to the Settlement Agreement with SummitBridge National Investments IV LLC. A copy of the Amendment is available for free at: http://bankrupt.com/misc/ganb14-22059-216.pdf About Cochran Brothers Cochran Brothers Electric Co., Inc., Cochran Holdings, Inc., and BS&K Property Holding, LLC, based in Gainesville, Ga., filed a Chapter 11 petition (Bankr. N.D. Ga. Lead Case No. 14-22059) on September 1, 2014. John A. Christy, Esq., at Schreeder, Wheeler & Flint, LLP, serves as bankruptcy counsel. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Boyd Stanley Cochran, president. A list of Cochran Brothers's 19 largest unsecured creditors is available for free at http://bankrupt.com/misc/ganb14-22059.pdf CONTURA ENERGY: S&P Affirms B- Issuer Credit Rating, Outlook Pos. ----------------------------------------------------------------- S&P Global Ratings affirmed its 'B-' issuer credit rating, on Bristol, Tenn.-based coal producer Contura Energy Inc. and removed the rating from CreditWatch, where we placed it with positive implications on May 4, 2018. The outlook is positive. S&P said, "At the same time, we assigned our 'B' issue-level rating and '2' recovery rating to the company's proposed $600 million first-lien term loan due 2025. The '2' recovery rating indicates our expectation for substantial (70%-90%; rounded estimate: 70%) recovery in the event of a payment default. "The positive outlook reflects our favorable view of Contura's all-stock merger with Alpha Natural Resources. The two companies have reduced their asset retirement obligations (ARO) by over $350 million (about 73% of their combined obligations) over the past two years. Due to Contura's ARO reductions and rising EBITDA results in 2018, the company lowered its adjusted leverage to 1.4x from 3.8x in the five quarter period ended June 30, 2018. Subsequently, leverage fell further still, below 2x. The recent details of the refinancing confirm that the merger will be a leverage-neutral transaction, therefore we expect Contura to incorporate Alpha's assets while maintaining leverage in the 1x-2x range. The merger will solidify Contura's access to Alpha's controlled reserves and eliminate the current metallurgical (met) coal sales agreement and its associated renegotiation risks. "The positive outlook on Contura reflects our belief that the merger and refinancing will strengthen its credit quality. Specifically, the outlook incorporates the company's favorable contracted position, the extent to which we expect it will continue to take advantage of elevated met coal prices, and our anticipation that the company will sustain its credit measures within their current ranges. In particular, we expect the company to maintain leverage in the upper half of the 1x-2x range over the next 12 months despite our belief that its EBITDA margins will fall below 25% in 2019. "We could revise our outlook on Contura to stable if we expect leverage to rise above 2x. This could be associated with adjusted EBITDA below $400 million. Alternatively, we could lower our rating on the company if we believe it is unlikely that it will be able to sustain EBITDA margins of more than 15%. This could be due to rising costs specific to Contura or a general decline in met coal prices. "We could raise our rating on Contura if the company completes the merger and refinancing as expected and we believe that its leverage will remain below 2x. Under this scenario, we expect that the company would generate cash flow after capital spending in excess of $150 million while preserving adequate liquidity." COTTON PATCH: Oct. 3 Disclosure Statement Hearing Set ----------------------------------------------------- The U.S. Bankruptcy Court for the District of Arizona will convene a hearing on October 3, 2018 at 10:15 a.m., to consider approval of the disclosure statement explaining the joint plan of reorganization filed by Cotton Patch, Salcot Planting Co., Charles William and Christine A. Salmons. Objections and Responses to the Disclosure Statement are due by September 26. As previously reported by The Troubled Company Reporter, the Debtors have continued their farming operation since the bankruptcy by entering into subleases with Cy Salmons, Aaron Salmons, and Bill and Christine Salmons. These individuals received financing from the USDA Farm Service Agency to pay the normal farming expenses. Pursuant to the subleases, amounts netted from the 2018 Cotton Crop in excess of the expenses will be paid to the Estates of Cotton Patch and Salcot. The goal of the proposed Plan is to continue the operation of the Debtors' businesses and for Salmons Family to continue to farm as they have done for the last 25 years in the Casa Grande area. The continuing businesses will allow the Debtors to repay creditors and to conduct business with trade vendors. Monetary funding of the Plan will come from the current assets of the Debtors and future operations of the farms as well as financing on Bill and Christine Salmons' exempt assets and Bill and Christine Salmons' future income. Class 8 general unsecured claims under the plan will share pro rata in funds contributed by the Debtors on the Effective Date of $10,000. The Debtors will make distributions to the unsecured claims from Bill and Christine Salmons' disposable income and 50% of the net proceeds of the Reorganized Debtors after operating expenses and reorganization payments with $10,000 to be distributed on April 15th each year and any amount of the 50% of net proceeds above the $10,000 to be distributed on October 31st each year, but not less than $20,000 per year for five years following the Effective Date. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/azb4-18-04037-94.pdf About Cotton Patch and Salcot Planting Co. Cotton Patch and Salcot Planting Co. farm approximately 1,100 acres in Pinal County, Arizona, consisting of six separate leaseholds. Cotton Patch, is the lessee of two Arizona State Land Department agricultural leases. Cy W. Salmons, Aaron M. Salmons, Charles Wm. Salmons, and Christine A. Salmons own all of the equity of Salcot Planting and they are the only members of the general partnership. Both companies have no employees and they now primarily grow cotton. The Debtors sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case Nos. 18-04037 and 18-04038) on April 17, 2018. In the petitions signed by Cy W. Salmons, general partner, the Debtors each had estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Brenda Moody Whinery presides over the cases. CUZCO DEVELOPMENT: Court Narrows Claims in Tera Resource Suit ------------------------------------------------------------- Defendants Dong Woo Lee, Cuzco Development U.S.A., LLC, Newco, LLC, and Cuzco Development Korea, Inc. in the case captioned TERA RESOURCE CO., LTD., etc. Plaintiff, v. DONG WOO LEE, et al., Defendants, Adv. Pro. No. 17-90009 (Bankr. D. Haw.) moved to dismiss the Third Amended Verified Complaint filed on May 15, 2018 by plaintiff Tera Resource Co., Ltd. After a thorough analysis, Bankruptcy Judge Robert J. Faris grants dismissal as to counts IV and VII of the complaint but denies the rest of the motion. The motion argues that the bankruptcy court lacks subject matter jurisdiction, that the court must or should abstain if it has jurisdiction, and that the complaint fails to state any plausible claims. In this case, the bankruptcy court has subject matter jurisdiction to adjudicate Tera's direct and derivative claims against Cuzco USA. First, all of those claims arise out of the conduct of Cuzco USA, its manager, and others, after or in preparation for the filing of the bankruptcy case. All of those claims, if proven, could amount to administrative claims. The allowance of administrative claims is governed by section 503 of the Bankruptcy Code; thus, that issue "arises under" the Bankruptcy Code. Second, even if one disregards the fact that these claims could amount to administrative expenses, they all turn on the conduct of Cuzco USA and its manager, during the bankruptcy case, in the course of administering the estate's assets. Thus, the claims "arose in" Cuzco USA's chapter 11 case. Third, even if the claims did not "arise under" the Bankruptcy Code or "arise in" Cuzco USA's bankruptcy case, they are closely related to that case. If Tera prevails and establishes that it holds administrative claims, those claims must, under the confirmed plan, be paid in full. Thus, Tera's claims against Cuzco USA relate to "the interpretation, implementation, consummation, execution, or administration of the confirmed plan." Thus, the moving defendants' request that the Court dismiss the complaint for lack of subject matter jurisdiction is denied. The moving defendants argue that count IV, conversion, is insufficiently alleged, because none of the moving defendants exercised wrongful dominion over any property belonging to Tera. Tera failed to address this argument in its memorandum in opposition to the motion. At oral argument, Tera's counsel confirmed that the property in question is the Keeaumoku Property. But the Keeaumoku Property has never left Cuzco USA's hands. The third amended plan provided that the property would pass to Newco, but that plan was never consummated. Instead, it was replaced by the fourth amended plan, under which the property remained with Cuzco USA. Because no property was ever actually converted, the defendants request to dismiss count IV is granted. The moving defendants argue that count VII, piercing the corporate veil between Cuzco USA and Cuzco Korea, must be dismissed. The Court agrees with the conclusion, but not the reasoning. In the Court’s view, collapsing the two companies into a single entity, or holding Cuzco USA liable for some or all of the debts of Cuzco Korea, would fatally undercut the confirmed plan, because the plan treats Cuzco USA and Cuzco Korea as separate entities. Therefore, the request to dismiss count VII is granted. A copy of the Court's Memorandum of Decision dated August 27, 2018 is available at https://bit.ly/2xaFG6p from Leagle.com. Tera Resource Co., Ltd., Plaintiff, represented by Jade Lynne Ching , Nakashima Ching LLC, Ryan B. Kasten , Nakashima Ching LLC, Simon Klevansky -- sklevansky@kplawhawaii.com -- Klevansky Piper, LLP &David A. Nakashima , Nakashima Ching LLC. Dong Woo Lee, Defendant, represented by Paul D. Alston -- paul.alston@dentons.com -- Dentons US LLP, Gary W. Marsh -- gary.marsh@dentons.com -- DENTONS US LLP & John S. Rhee -- john.rhee@dentons.com -- Dentons US LLP. Soo Kyung Yang, Defendant, pro se. NEWCO, LLC, Defendant, represented by Gary W. Marsh, DENTONS US LLP & John S. Rhee, Dentons US LLP. Cuzco Development U.S.A., LLC, Defendant, represented by Paul D. Alston , Dentons US LLP, Chuck C. Choi, CHOI & ITO, Allison A. Ito, CHOI & ITO, Gary W. Marsh, DENTONS US LLP & John S. Rhee, Dentons US LLP. Cuzco Development Korea, Inc., Intervenor, represented by Paul D. Alston, Dentons US LLP, Gary W. Marsh, DENTONS US LLP & John S. Rhee, Dentons US LLP. About Cuzco Development Cuzco Development U.S.A., LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Hawaii Case No. 16-00636) on June 20, 2016. The petition was signed by Kay Nakano, responsible individual. The case is assigned to Judge Robert J. Faris. At the time of the filing, the Debtor estimated its assets and liabilities at $10 million to $50 million. The confirmation hearing on the Debtor's plan of reorganization is on Feb. 13, 2017. The TCR reported on Dec. 23, 2016, that Judge Faris approved the Debtor's first amended disclosure statement for its Chapter 11 plan of reorganization, dated Dec. 5, 2016, which proposed that the holder of an allowed general unsecured claims receive on account of its claim in full and complete satisfaction, discharge and release thereof: 100% of their allowed claims with post-petition interest at 3% simple interest per annum paid in full within 30 days after the Refinance deadline. DIVERSIFIED POWER: Oct. 15 Hearing on Plan Confirmation ------------------------------------------------------- Bankruptcy Judge Russell F. Nelms conditionally approved Diversified Power Systems, Inc.'s small business disclosure statement describing its chapter 11 plan. Oct. 8, 2018 at 5:00 p.m., is fixed as the last day and time for filing and serving written acceptances or rejections of the Plan in the form of a ballot. Oct. 9, 2018 is fixed as the last day for filing and serving written objections to confirmation of the Plan or final approval of the Debtor's Disclosure Statement. Oct. 15, 2018 at 9:30 a.m. is fixed for the hearing on Confirmation of the Plan before the Honorable Russell F. Nelms, United States Bankruptcy Judge, U.S. Courthouse 501 W. Tenth Street, Room 204, Fort Worth, Texas. As previously reported by the Troubled Company Reporter, general unsecured creditors under the plan will be paid 0.006% distribution Pro-Rata over 10 years. Payments and distributions under the Plan will be funded by the normal operations of the generator service and sales company. The primary risk factor to the success of the Plan is the possibility that the sales will underperform and not be sufficiently profitable to fund the payments required by the Plan. A copy of the Disclosure Statement dated Sept. 4, 2018 is available for free at: http://bankrupt.com/misc/txnb17-44538-11-63.pdf About Diversified Power Systems Diversified Power Systems, Inc., filed a Chapter 11 bankruptcy petition (Bankr. N.D. Tex. Case No. 17-44538) on Nov. 6, 2017, disclosing under $50,000 in both assets and liabilities. William R. Bertrand, president, signed the petition. The Debtor is represented by Craig D. Davis, Esq., at Davis Ermis & Roberts, P.C. ECS REFINING: Gets Final Nod on Postpetition Financing, Cash Use ---------------------------------------------------------------- The Hon. Robert S. Bardwil of the U.S. Bankruptcy Court for the Eastern District of California has entered a final order granting the relief provided in the Interim Order, entered on July 18, 2018, authorizing W. Donald Gieseke, the duly-appointed and acting Chapter 11 Trustee for the bankruptcy estate of ECS Refining, Inc., to use postpetition cash collateral and to obtain post-petition financing on a final basis. A full-text copy of the Final Order is available at http://bankrupt.com/misc/caeb18-22453-405.pdf About ECS Refining Inc. ECS Refining, Inc. -- https://www.ecsrefining.com/ -- offers a full suite of IT asset management and disposition solutions. It provides national brand protection solutions for environmental services, IT asset management, data protection and end-of-life electronic recycling services. ECS was founded in 1980 by Jim and Ken Taggart as a processor of post-manufacturing scrap and residues for OEMs in the Silicon Valley. As the electronics industry enjoyed rapid growth and manufacturing operations were outsourced to other parts of the world, ECS adapted by shifting its focus to processing post-consumer electronics. The company has locations in Rogers, Arizona; Santa Clara, California; Santa Fe Springs, California; Stockton, California; Columbus, Ohio; Medford, Oregon; Portland, Oregon; and Mesquite, Texas. ECS Refining sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 18-22453) on April 24, 2018. In the petition signed by Jack Rockwood, president, the Debtor estimated assets of $1 million to $10 million and liabilities of $10 million to $50 million. Judge Robert S. Bardwil presides over the case. The Debtor tapped Snell & Wilmer LLP as its legal counsel; Ringstad & Sanders LLP as special counsel; and MCA Financial Group, Ltd., as its financial advisor. W. Donald Gieseke was appointed as the Chapter 11 Trustee. The Trustee hired Felderstein Fitzgerald Willoughby & Pascuzzi LLP as his legal counsel. ET SOLAR: Unsecureds' Recovery Reduced to 10.47% Under New Plan --------------------------------------------------------------- ET Solar, Inc., amended the disclosure statement in support of their plan of reorganization dated Sept. 11, 2018, after the Court denied approval of the disclosure statement. On August 20, 2018, the Debtor filed an amended Disclosure Statement. During the August 16th hearing, the court informed Debtor’s counsel that the Debtor needed to state what portion of a $400,000 payment to be made by ET Solar Industry, LTD (China) was "new value" and how much of that amount was being used to compromise controversies with several related entities. The Court finds that the Debtor's Amended Plan and Disclosure statement did not sufficiently address this issue, which the court believes must be addressed under Bankruptcy Code Section 1125(a). Absent this clarification, the court said it also cannot determine whether the compromise of controversies satisfies the elements of In re A&C Properties, 784 F.2d 1377 (9th Cir. 1986). Accordingly, ET Solar, Inc., was ordered to show cause why this Chapter 11 case should not be converted or dismissed under Bankruptcy Code Section 1112(b) for its failure to comply with this court's August 16th order. The Plan is presented as a "new value plan" under which the Debtor seeks to exit Chapter 11 as a Reorganized Debtor to operate, with a corporate discharge, free of all prior debt. It is also a "pot plan" in which creditors will twice each year receive pro rata distributions of the proceeds of sale of all existing assets, the proceeds of all recoveries from collections and lawsuits, and a share of the New Value Contribution of at least $100,000 and the Compromise Payment of $300,000. The projected recovery for general unsecured creditors is 10.47% based on projected proceeds available of $2,069,732.04 with payments expected to be completed over 3-5 years based upon estimates of the time needed to collect all amounts owed to the Debtor. Recovery of unsecured creditors in the previous version of the plan was 10.55%. Confirmation of the plan and payment of the $300,000 Compromise Payment effectuates, upon entry of the confirmation order, a compromise of all claims and causes of action between Debtor and ET Solar Capital (USA), Inc., ET Solar Energy Limited, ET Solar Global, Inc., ET Solar Industry Limited, and ET Solar International Co. Ltd. The terms of the compromise are as follows: all amounts owed by the Other ET Entities to the Debtor will be offset against all amounts owed by the Debtor to the Other ET Entities. Subject to approval of the Court as part of the Plan, the Debtor and Other ET Entities will execute mutual, general releases of all claims. A copy of the Latest Disclosure Statement is available for free at: http://bankrupt.com/misc/canb17-43031-257.pdf A copy of the Amended Disclosure Statement dated Aug. 20 from PacerMonitor.com is available at https://tinyurl.com/y6wsb9z3 at no charge. About ET Solar Based in Pleasanton, California, ET Solar, Inc., is a solar energy equipment supplier. ET Solar sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 17-43031) on Dec. 4, 2017. In the petition signed by Steppe Hao, its president, the Debtor estimated assets of less than $50,000 and liabilities of $10 million to $50 million. Judge Charles Novack presides over the case. Binder & Malter, LLP, is the Debtor's legal counsel; and Sensiba San Filippo LLP is the accountant. ETERON INC: Oct. 12 Plan Confirmation Hearing Set ------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Michigan has granted preliminary approval of the disclosure statement explaining Eteron Inc.'s combined plan and disclosure statement, and scheduled the hearing regarding final approval of the Disclosure Statement and confirmation of the Plan to be held on October 12, 2018 at 11:00 a.m. Objections to Disclosure and Confirmation of Plan are due October 5. Class 4 will consist of the Allowed General Unsecured Claims. The estimated General Unsecured Claims total $1,615,000.00. The Debtor reserves all its rights to object to the claims of General Unsecured Creditors under this Plan, or as provided by the Bankruptcy Code. The holders of an Allowed Claim in Class 4 will be paid, on a pro rata basis, all funds recovered by the Estate after all preceding classes are paid in full. This class is impaired. Class Five will consist of the claims of all equity interest holders. 100% of the equity interests are held by John Kim, II. The estimated Class 5 Claims total $250,478.00. The holders of Allowed Claims in this class will be paid, on a pro rata basis, all funds recovered by the Estate after all preceding classes have been paid in full with interest. All of the Debtor's assets, with the exception of cash and accounts receivable, were sold for $380,000 to JVIS FH, LLC. Subsequent to that sale, the Debtor has ceased operations, but has continued to collect outstanding receivables. There has not been a distribution order entered and all proceeds from the sale are held in the Debtor counsel's client trust account. All other receivables are being collected and held in the Debtor's DIP account. A copy of the Combined Plan and Disclosure Statement from PacerMonitor.com is available at https://tinyurl.com/y9t3g4ew at no charge. About Eteron Inc. Eteron, Inc., is a privately held company in Farmington, Michigan, engaged in paint, coating, and adhesive manufacturing. Eteron sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 18-45161) on April 9, 2018. In the petition signed by John C. Kim, II, president, the Debtor estimated assets and liabilities of $1 million to $10 million. Judge Phillip J. Shefferly presides over the case. Eteron is affiliated with Sakura, LLC, which sought bankruptcy protection (Bankr. E.D. Mich. Case No. 18-45163) on April 9, 2018. EXPERT CAR CARE 3: Nov. 15 Evidentiary Hearing on Plan, Disclosures ------------------------------------------------------------------- Bankruptcy Judge Cynthia C. Jackson conditionally approved Expert Car Care 3, L.L.C. and Expert Car Care 4, L.L.C.’s disclosure statement to accompany its chapter 11 plan. An evidentiary hearing will be held on Nov. 15, 2018 at 2:45 PM in Courtroom 6D, 6th Floor, George C. Young Courthouse, 400 West Washington Street, Orlando, FL 32801 to consider and rule on the disclosure statement and, if the Court determines that the disclosure statement contains adequate information, to conduct a confirmation hearing. Creditors and other parties in interest must file with the clerk their written acceptances or rejections of the plan (ballots) no later than seven days before the date of the Confirmation Hearing. Any party desiring to object to the disclosure statement or to confirmation must file its objection no later than seven days before the date of the Confirmation Hearing. About Expert Car Care Expert Car Care 3, LLC and Expert Car Care 4, LLC, are privately-held companies in Sanford, Florida, engaged in automotive repair and maintenance. They sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case Nos. 18-01439 and 18-01440) on March 16, 2018. In the petitions signed by James Sada, managing member, the Debtors each estimated assets of less than $1 million and liabilities of $1 million to $10 million. Judge Cynthia C. Jackson presides over the cases. Bartolone Law, PLLC, led by principal Aldo G Bartolone, Jr., Esq., serves as counsel to the Debtors. No official committee of unsecured creditors has been appointed in the Chapter 11 cases. FANNIE MAE: Appoints Manuel Sanchez Rodriguez as Director --------------------------------------------------------- Manuel "Manolo" Sanchez Rodriguez was elected to the Board of Directors of Fannie Mae (formally, the Federal National Mortgage Association) on Sept. 12, 2018. Mr. Sanchez was appointed to the Strategic Initiatives & Technology Committee and the Nominating & Corporate Governance Committee of the Board. Mr. Sanchez, age 52, is an adjunct professor at Rice University's Jones Graduate School of Business, founder of Adelante Ventures LLC, and founder advisor to Spring Labs Inc. Mr. Sanchez was the president and chief executive officer of Compass Bank, Inc., a U.S. subsidiary of Banco Bilbao Vizcaya Argentaria, S.A., from December 2008 to January 2017. Mr. Sanchez also served as a member of BBVA's worldwide Executive Committee and was BBVA's Country Manager for U.S. operations from September 2010 to January 2017. In addition, Mr. Sanchez became chairman of the Board of Directors of Compass Bank and its holding company, BBVA Compass Bancshares, Inc., in September 2010 and served in these roles until November 2017. Mr. Sanchez joined BBVA in 1990 and served in a number of other roles at BBVA prior to becoming President and chief executive officer of Compass Bank in 2008, including as senior executive vice president of Community Banking in 2008, president and chief executive officer of Laredo National Bank (then newly-acquired by BBVA) from 2005 to 2008, and chief risk officer for BBVA Bancomer in Mexico City from 2002 to 2005. Mr. Sánchez currently serves as a trustee or member of the Board of Directors of a number of civic, cultural and educational institutions, including the Houston Symphony, KIPP Houston Public Schools, and the Center for Houston's Future. Based on its review of the relevant facts and circumstances, Fannie Mae's Board determined that Mr. Sanchez will serve as an independent director. About Fannie Mae and Freddie Mac Federal National Mortgage Association (OTCQB: FNMA), commonly known as Fannie Mae -- http://www.FannieMae.com/-- is a government-sponsored enterprise (GSE) that was chartered by U.S. Congress in 1938 to support liquidity, stability and affordability in the secondary mortgage market, where existing mortgage-related assets are purchased and sold. Through its single-family and multifamily business segments, the Company provided approximately $570 billion in liquidity to the mortgage market in 2017, which enabled the financing of approximately 3 million home purchases, refinancings or rental units. A brother organization of Fannie Mae is the Federal Home Loan Mortgage Corporation (FHLMC), better known as Freddie Mac. Freddie Mac (OTCBB: FMCC) -- http://www.FreddieMac.com/-- was established by Congress in 1970 to provide liquidity, stability and affordability to the nation's residential mortgage markets. Freddie Mac supports communities across the nation by providing mortgage capital to lenders. About Fannie Mae's Conservatorship and Agreements with Treasury Fannie Mae has operated under the conservatorship of FHFA since Sept. 6, 2008. Treasury has made a commitment under a senior preferred stock purchase agreement to provide funding to Fannie Mae under certain circumstances if the company has a net worth deficit. Pursuant to this agreement and the senior preferred stock the company issued to Treasury in 2008, the conservator has declared and directed Fannie Mae to pay dividends to Treasury on a quarterly basis for every dividend period for which dividends were payable since the company entered into conservatorship in 2008. FOOT LOCKER: S&P Affirms BB+ Issuer Credit Rating, Outlook Stable ----------------------------------------------------------------- S&P Global Ratings affirmed its 'BB+' issuer credit rating on New York-based footwear retailer Foot Locker Inc. The outlook remains stable. S&P said, "At the same time, we affirmed our 'BB+' issue-level rating on the company's unsecured debt. The '3' recovery rating remains unchanged, indicating our expectation for meaningful recovery (50%-70%; rounded estimate: 65%) in the event of a payment default. "The affirmation reflects our view that Foot Locker's operating performance has begun to stabilize--a trend that we expect to continue over the next 12 months, primarily driven by a more compelling product pipeline from key vendor Nike. We also expect the company's performance to benefit from its heightened focus on customer experience through its new store formats, revamped loyalty program, and increased digital investment. However, we believe that realizing the benefits of these initiatives will be a gradual process. Given these assumptions, we project credit metrics to be relatively unchanged over the next 12 months, with debt-to-EBITDA in the mid- to high-1x area and funds from operations (FFO)-to-debt in the low- to mid-40% range. "The stable outlook on Foot Locker reflects our expectation that the company's operating performance will continue to stabilize over the next 12 months as the Nike product flow improves and it increases its digital platform capabilities. We expect Foot Locker's credit metrics to be relatively unchanged over the next 12 months, with debt-to-EBITDA in the mid- to high-1x range and FFO-to-debt in the low- to mid-40% range as of fiscal year-end 2018. "We could lower the rating in the next year if Foot Locker continues to underperform our expectations due to merchandise missteps, lack of consumer demand for Nike products, and increased competition. Under this scenario, we would believe that the company's competitive standing and operating efficiency have continued to weaken, leading us to assess the business less favorably. We could also lower the rating if an operating underperformance or releveraging event causes the company's FFO-to-debt ratio to decline below 30% on a sustained basis due to a mid-single-digit percent decline in sales in 2019 (compared with our forecast of a low-single-digit percent increase) and a 300 bps decline in the company's gross margin from the assumptions in our base-case forecast. "Although unlikely over the next 12 months, we could raise the rating if the company continues to stabilize and improve its operating trends while strengthening its competitive position and materially increasing its product and vendor diversity. This could happen if Foot Locker improves its speed to market through enhanced supply chain capabilities, increases its assortment of exclusive products, and meaningfully reduces its reliance on key brands while demonstrating a committed and transparent financial policy with target credit metrics that support an investment-grade rating. This would lead us to compare the company's credit prospects more favorably with those of investment-grade retailers." FRIENDLY HOME: Authorized to Use Texas Capital Cash Collateral -------------------------------------------------------------- The Hon. William R. Sawyer of the U.S. Bankruptcy Court for the Middle District of Alabama has signed a consent order authorizing Friendly Home Rentals, LLC, to use cash collateral incident to expenses incurred in the normal course of its business. The Debtor proposes to use the cash collateral to meet its post-petition obligations and to pay its expenses, general and administrative operating expenses, and other necessary costs and expenses, including taxes and insurance and other expenses incurred during the pendency of the bankruptcy case. The Debtor has a secured note with Texas Capital Bank having a balance of approximately $850,000. As security for its claims, Texas Capital asserts a lien on all accounts receivable and working capital. Texas Capital Bank's interest in the Debtor's cash collateral was properly perfected prior to the Petition Date. Texas Capital Bank has consented to Debtor's use of the cash-collateral on the following conditions: (a) The Debtor's use of the cash collateral is conditioned on the Debtor making adequate protection payments to Texas Capital Bank in the amount of $9,000 per month. (b) To the extent Debtor uses cash collateral, Texas Capital Bank is granted and will have replacement liens pursuant to 11 U.S.C. Section 361(2) for all Collateral to the same extent and priority that Texas Capital Bank held pre-petition. (c) The Debtor will provide to Texas Capital Bank a monthly accounting showing all income and expenses of the Debtor. Such accounting is due to Texas Capital Bank by the 15th of each month following the month being reported. Such accounting will include cash accounting statements, i.e. which do not include non-cash expenses such as depreciation. (d) The Debtor agrees to maintain proper insurance on all of the collateral assigned to Texas Capital bank, with Texas Capital Bank named as a loss payee on the subject policy and will provide proof of insurance to Texas Capital Bank. A full-text copy of the Consent Order is available at http://bankrupt.com/misc/almb18-31855-46.pdf About Friendly Home Rentals Friendly Home Rentals, LLC, is a privately held company in Tallassee, Alabama, operating in the household appliance rental industry. Friendly Home Rentals, LLC, a/k/a Friendly Furniture, a/k/a Friendly Rentals filed a Chapter 11 petition (Bankr. M.D. Ala. Case No. 18-31855) on July 3, 2018. In the petition signed by Bobby Ray Cagle, Jr., president, the Debtor estimated $50,000 to $100,000 in assets and $1 million to $10 million in liabilities. The Debtor is represented by Michael A. Fritz, Sr., Esq. at Fritz Law Firm. No official committee of unsecured creditors has been appointed in the Chapter 11 case. GEORGIA CENTRAL UNIVERSITY: Seeks Authority on Cash Collateral Use ------------------------------------------------------------------ Georgia Central University seeks authorization from the U.S. Bankruptcy Court for the Northern District of Georgia to use cash collateral on and after the Petition Dates to pay necessary expenses associated with its Real Estate. The Debtor owns several pieces of improved real property in DeKalb County, Georgia upon which it operates a small college. The Real Estate is subject to the interest of Secured Creditors. The Debtor needs to use its cash, deposit accounts, accounts receivable, inventory, equipment, rents and business income to continue to service debt secured by the Mortgage, as well as to pay taxes, utilities and insurance on the Real Estate, and to continue operating the business that generates all of its income. The Debtor proposes to provide Secured Creditors with adequate protection as follows: (i) service debt obligations secured by the Mortgages; (ii) pay taxes, utilities and insurance on the Real Estate; and (iii) agree to the granting of replacement liens upon the security interests in all prepetition collateral and rents acquired on or after the Petition Date. The Debtor warrants that the interests of Secured Creditors will be adequately protected, and that their use of Cash Collateral is essential to maintain the Real Estate. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/ganb18-63208-11.pdf About Georgia Central University Georgia Central University provides education in theology, divinity, religious education, business, music, acupuncture and oriental medicine, and divinity. It has been authorized by the State of Georgia Nonpublic Postsecondary Education Commission (GNPEC) since 2003. Georgia Central University sought protection under Chapter 11 of the Bankruptcy Code(Bankr. N.D. Ga. Case No. 18-63208) on Aug. 7, 2018. In the petition signed by Paul C. Kim, president, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. GIBSON BRANDS: Files Revised Plan, Settles With Major Stakeholders ------------------------------------------------------------------ Gibson Brands, Inc. on Sept. 6 filed with the U.S. Bankruptcy Court for the District of Delaware its latest plan to exit Chapter 11 protection. The fourth amended plan of reorganization incorporates the terms of a global settlement reached by major stakeholders in the Chapter 11 cases of the company and its affiliates. The plan now provides that: (1) Upon the effective date of the plan, the Debtors will waive with prejudice all causes of action (including avoidance actions) against Koninklijke Philips N.V., the GSO Capital entities, Elavon Financial Services DAC, UK Branch, Alan Carr, Solomon Picciotto, and the supporting principals Henry Juszkiewicz and David Berryman. (2) The treatment of Class 6 has been amended to include the improved treatment provided for under Article III.E.6 of the plan and the provisions regarding the profits interests set forth in Article V.Y of the plan. (3) Koninklijke Philips will receive an allowed Class 6 general unsecured claim against Gibson, which will share pro rata with all other holders of allowed Class 6 claims; and the Debtors will withdraw their objection to Koninklijke Philips' proof of claim as of the effective date. (4) Elavon, on behalf of the GSO entities, will receive an allowed Class 6 and Class 7 general unsecured claim against each of the Debtors, which will receive the treatment provided under Class 7 of the plan. (5) The concept of a post-effective date "litigation trust" to pursue causes of action against the GSO entities, Elavon, the supporting principals, and Messrs. Carr and Picciotto has been removed from the plan. (6) Koninklijke Philips will be a member of the creditors' oversight committee solely with respect to the resolution of disputed claims and distributions to holders of allowed Class 6 claims. The oversight committee's consent will be required with respect to the settlement of disputed Class 6 claims with a proposed or asserted allowed amount in excess of $3 million, which rights will be solely exercised by unanimous vote. (7) Koninklijke Philips, the GSO entities and Elavon have agreed to support and vote in favor of the plan (including by changing any previously cast vote to reject the plan). (8) Koninklijke Philips, the GSO entities and Elavon have agreed to not opt out of the third party releases provided under Article X of the plan. (9) The GSO entities and Elavon have agreed to the release of any claim of the agent or lenders under the International Term Loan Agreement (ITLA) against Gibson's wholly-owned subsidiaries Qingdao Gibson Musical Instrument Co., Qingdao Epiphone Musical Instrument Co., Ltd. and Kabushiki Kaisha Gibson Guitar Corporation Japan provided for under Article V.L of the plan. (10) Upon the effective date, Koninklijke Philips, the GSO entities and Elavon will waive with prejudice their claims against the supporting principals and Messrs. Carr and Picciotto. (11) The supporting principals have agreed that the Management Employment and Consulting Agreements will be drafted such that (i) the aggregate amount of new common stock to be received upon exercise of the new warrants received by David Berryman and Henry Juszkiewicz under such agreements will be reduced from 4.5% to 3.45%; and (ii) Mr. Juszkiewicz will receive $650,000 and not $1.5 million of profits interests under such agreement otherwise consistent with the Restructuring Support Agreement. (12) Mr. Juszkiewicz shall be re-nominated to the Board of Directors of TEAC Corp. in 2019 for an additional one-year term if the reorganized Debtors continue to control board seats of TEAC at that time. (13) The Debtors have agreed, pursuant to the Restructuring Support Agreement, to retain an operations consultant. (14) Koninklijke Philips, the GSO entities, Elavon, the supporting principals and Messrs. Carr and Picciotto have been added as "released parties," "releasing parties" and "exculpated parties." (15) The Debtors, the official committee of unsecured creditors, the ad hoc committee of secured notes, Koninklijke Philips and the GSO entities have agreed that the Debtors will no longer actively market their assets or otherwise provide information to any potential counterparty with respect to an alternative transaction. (16) The Debtors, the official committee of unsecured creditors, the ad hoc committee of secured notes, Koninklijke Philips and the GSO entities have agreed that all pending discovery propounded among them will be suspended and no party will have any obligation to respond to any such discovery. In the event that the bankruptcy court denies confirmation of the plan, the parties' respective rights to undertake discovery will be preserved. A copy of the fourth amended plan of reorganization is available for free at: http://bankrupt.com/misc/deb18-11025-726.pdf About Gibson Brands Founded in 1894 and headquartered in Nashville, Tennessee, Gibson Brands, Inc. -- http://www.gibson.com/-- and its subsidiaries design and manufacture guitars and other fretted instruments. Gibson's brands include the Les Paul, SG, Flying V, Explorer, J-45, Hummingbird, and ES-335, among others. Gibson Brands, Inc. and 11 affiliates commenced Chapter 11 cases (Bankr. D. Del. Lead Case No. 18-11025) on May 1, 2018. In the petition signed by CEO Henry E. Juszkiewicz, Gibson Brands estimated $100 million to $500 million in assets and liabilities. The Hon. Christopher S. Sontchi presides over the cases. The Debtors tapped Goodwin Procter LLP as their lead counsel; Pepper Hamilton LLP as Delaware and conflicts counsel; Alvarez & Marsal North America, LLC as restructuring advisor; Brian J. Fox, managing director of Alvarez & Marsal North America LLC, as chief restructuring officer; Jefferies LLC as investment banker; and Prime Clerk LLC as claims and noticing agent. Paul, Weiss, Rifkind, Wharton & Garrison LLP is providing legal counsel, and PJT Partners is the financial advisor, to the ad hoc group of unaffiliated noteholders that is supporting the Debtors' restructuring. The Office of the U.S. Trustee for Region 3 appointed an official committee of unsecured creditors on May 9, 2018. The Committee tapped Lowenstein Sandler LLP as its legal counsel; and FTI Consulting serves as financial advisor. GREEK BROS: Seeks Oct. 9 Plan Exclusivity Period Extension ---------------------------------------------------------- The Greek Bros., Inc. asks the U.S. Bankruptcy Court for the Southern District of Texas to extend the Exclusivity Period to file a Plan of Reorganization and Disclosure Statement from Oct. 9, 2018 to March 1, 2019. The Debtor needs additional time to file a Plan of Reorganization and Disclosure Statement because the Debtor's potential expert witness has declined to proceed with disputing the Comptroller's (a) $204,000 sales and use Tax Claim No. 2, (b) $335,000 mixed beverage sales Tax Claim No. 3, and (c) $761,000 mixed beverage Tax Claim No. 4. Thus, the Debtor requires time to locate another expert in this field so that Debtor can either negotiate with the Comptroller or file a defensible objection to the Comptroller's claim. About The Greek Bros. Inc. The Greek Bros., Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 18-60017) on April 11, 2018. In the petition signed by George Charkalis, president, the Debtor estimated assets of less than $50,000 and liabilities of less than $1 million. The Debtor tapped the Law Office of Margaret M. McClure as its legal counsel. The Office of the U.S. Trustee on June 11 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of The Greek Bros., Inc. GUMP'S HOLDINGS: Committee Taps Brownstein Hyatt as Legal Counsel ----------------------------------------------------------------- The official committee of unsecured creditors of Gump's Holdings, LLC, and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Nevada to hire Brownstein Hyatt Farber Schreck, LLP, as its legal counsel. The firm will advise the committee regarding its duties under the Bankruptcy Code; assist the committee in transactions disposing of property of the Debtors' estate; conduct examinations; investigate pre-bankruptcy transactions and prosecuting, if appropriate, preference and other avoidance actions; and provide other legal services related to their Chapter 11 cases. The hourly rates range from $295 to $770 for the firm's attorneys and from $175 to $210 for legal assistants and support staff. Brownstein is "disinterested" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Samuel A. Schwartz, Esq. Bryan A. Lindsey, Esq. Connor H. Shea, Esq. Brownstein Hyatt Farber Schreck, LLP 100 North City Parkway, Suite 1600 Las Vegas, NV 89106-4614 Telephone: 702.382.2101 Facsimile: 702.382.8135 E-mail: saschwartz@bhfs.com E-mail: blindsey@bhfs.com E-mail: cshea@bhfs.com About Gump's Holdings Gump's Holdings, LLC -- http://www.gumps.com/-- operates as a holding company. The company, through its subsidiaries, sells furniture, lighting, rugs, linens, apparel and jewelry. Gump's Holdings, Gump's Corp. and Gump's By Mail, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case Nos. 18-14683 to 18-14685) on Aug. 3, 2018. In the petitions signed by Tony Lopez, CFO and chief operating officer, the Debtor disclosed these assets and liabilities: Assets Liabilities ------------ ------------ Gump's Holdings, LLC $47,031 $16,456,335 Gump's Corp. $9,812,318 $23,713,258 Gump's By Mail, Inc. $4,198,319 $23,755,942 The Debtors tapped Garman Turner Gordon LLP as counsel; Lincoln Partners Advisors LLC as financial advisor; and Donlin, Recano & Company Inc. as claims and notice agent. The U.S. Trustee for Region 17 appointed an official committee of unsecured creditors on Aug. 20, 2018. The committee tapped Brownstein Hyatt Farber Schreck, LLP as its legal counsel. GUMP'S HOLDINGS: Seeks OK on $700K Financing, Cash Collateral Use ----------------------------------------------------------------- Gump's Holdings, LLC, Gump's Corp., and Gump's By Mail, Inc., seek authority from the U.S. Bankruptcy Court for the District of Nevada to obtain senior secured post-petition financing from their prepetition lender, Sterling Business Credit, LLC in the amount of up to $737,000, and to use cash collateral in accordance with the Budget. The Debtors have an immediate and critical need to obtain the DIP Financing and use Cash Collateral to, among other things, enable the orderly continuation of limited operations, facilitate the liquidation of the Debtors' merchandise, furniture, fixtures, and equipment pursuant to the Agency Agreement, and to generally administer and preserve the value of their estates. In early July 2018, the Debtors received separate proposals from Hilco Merchant Resources, LLC and Gordon Brothers Retail Partners, LLC for liquidation of the Debtors' assets, and on or about July 13, Debtors received a joint proposal from Hilco and Gordon Brothers for an orderly liquidation of the Debtors' assets pursuant to a store closing sale. Over the next few weeks, Debtors negotiated the terms of an agreement for the conduct of an orderly liquidation sale of their merchandise and fixtures with a joint venture between Hilco and Gordon Brothers (the "Agent") and the terms of the DIP Financing. The Debtors intend to use cash collateral in an amount up to $375,000, consisting of the: Initial Guaranty Payment to the Debtors (representing 5.0% of the Initial Guaranteed Amount) advanced by the Agent as provided in the Agency Agreement, plus Debtors' share of proceeds from sales of the Merchant's Consignment Goods under the Agency Agreement, plus Debtors' Sharing Amounts under the Agency Agreement, plus Debtors' share of proceeds from the sale of Owned FF&E, and grant adequate protection liens in connection therewith. Pre-petition, Retail and Direct, as borrowers, Holdings, as Guarantor, and Sterling Business Credit, LLC are parties to that certain Loan and Security Agreement for a revolving credit facility. Under the terms of the Prepetition Loan Agreement, the Borrowers are jointly and severally liable for all of the obligations incurred under the Prepetition Loan Agreement, which are also guaranteed by Holdings. Sterling holds a security interest and lien on substantially all of the current and future assets of the Borrowers, and all of the property of Holdings. As of the close of business on August 3, 2018 (the Petition Date), the aggregate principal amount outstanding under the Prepetition Loan Agreement was $5,752,649. Advances under the Prepetition Loan Agreement bear interest at the LIBOR rate plus an applicable margin of 3.5%, subject to a floor of 4.5%. Retail and Direct, as borrowers, and Holdings, as guarantor, and Corporate Partners II Limited are parties to a Secured Promissory Note. The Junior Note grants a security interest in all or substantially all of the assets of Retail and Direct, while the Secured Guaranty of Holdings grants a security interest in all or substantially all of the assets of Holdings. The Junior Note bears interest at 14% and matures July 31, 2021. Interest payments have been payable only "in-kind" pursuant to section 5(a) of the Corporate Partners Subordination. As of the Petition Date, the balance due on the Junior Note was $9,634,000. Retail and Direct, as borrowers, obtained an additional loan from Methuselah Capital Partners, L.P., an affiliate of director John Chachas, in the principal amount of $250,000 pursuant to that certain Secured Promissory Note. The Methuselah Note grants a security interest on substantially all assets of the borrowers and is guaranteed by Holdings. The principal and interest due, as of the Petition Date, was $289,000. As a condition to the extension of credit under the DIP Financing and authorization for the use of Cash Collateral, Debtors agree to: (a) file a motion for authorization to sell their intellectual property and approval of related sale processes and procedures, and (b) file the IP Sale Motion no later than August 15, 2018 with a sale to occur on or before September 30, 2018, unless otherwise agreed by Sterling, which agreement will not be unreasonably withheld. The Debtors have further agreed that, if the Court does not enter a final order approving its Motion substantially, (a) Debtors will have no obligation to prosecute the IP Sale Motion, and (b) Sterling will be authorized and entitled to file a motion with the Court requesting modification of the stay imposed by Section 362 of the Bankruptcy Code to the extent necessary to take any and all actions necessary to foreclose on Debtors' intellectual property. However, if the Debtors' intellectual property is foreclosed upon or otherwise sold following Court approval of the Agency Agreement but before the Agent has completed the Sale contemplated therein, the sale of such intellectual property would be subject to a temporary license in favor of the Agent, which would terminate when the liquidation process is completed (or otherwise terminated) or December 31, 2018, whichever is earlier. Sterling and the Debtor have agreed that proceeds of the DIP Financing and the Cash Collateral will be used solely as reflected in the Budget, subject to the Permitted Variance, except as otherwise agreed to by Sterling upon request of the Debtors. Further, as a condition to the extension of credit under the DIP Financing and the authorization to use Cash Collateral, the Debtors represent and agree that the pre-petition expenses listed on the Budget are essential and necessary to the Debtors' Chapter 11 Cases and plans to proceed with an orderly liquidation. As a condition to the extension of credit under the DIP Financing and as adequate protection for the use of its Cash Collateral, and, provided Agent has paid the Initial Guaranty Payment and issued the Letter of Credit, subject to the superpriority claims and liens granted to the Agent under the Agency Agreement and Order Approving Agency Agreement with respect to the proceeds of the sale of Prepetition Collateral, the Debtors will grant to Sterling granted the following claims and liens: (a) an allowed super-priority administrative claim having priority in right of payment over any and all other unsecured obligations, liabilities, and indebtedness of the Debtors pursuant to Section 364(c)(1) of the Bankruptcy Code; and (b) pursuant to Section 364(c)(2) of the Bankruptcy Code, valid, binding, enforceable, and automatically perfected, first-priority liens on any of Debtors' assets not encumbered as of the Petition Date and any assets constituting Prepetition Collateral of Sterling, whether acquired pre- or post-petition, for which Sterling’s security interest would not otherwise continue post-petition; (c) pursuant to Section 364(c)(3) of the Bankruptcy Code, valid, binding, enforceable, and perfected junior liens on any Debtor assets which are subject to valid, binding, perfected, enforceable, and non-avoidable liens immediately prior to the Petition Date; and (d) pursuant to Section 364(d)(1) of the Bankruptcy Code, first-priority, valid and perfected, priming liens and security interests in on all encumbered property of the Debtors, which lien and security interest will be senior to any existing liens, claims, interests or encumbrances. Sterling will retain its first-priority liens in the Debtors' accounts receivables in place as of the Petition Date and up to the Sale Commencement Date, Debtors' intellectual property pre-petition litigation claims (whether known or unknown as of the Petition Date), and other intangibles (other than causes of action under Chapter 5 of the Bankruptcy Code), and any other Debtor assets not constituting Agent Collateral to the extent Sterling had such valid and perfected liens as of the Petition Date. The $204,676.55 retainer paid to Garman Turner Gordon LLP, proposed Debtors' counsel in these Chapter 11 Cases, by Corporate Partners II Limited, will not be subject to Prepetition Liens or the liens, security interests, and claims granted herein. A full-text copy of the Debtors' Motion is available at http://bankrupt.com/misc/nvb18-14683-36.pdf About Gump's Holdings Gump's Holdings, LLC -- http://www.gumps.com/-- operates as a holding company. The company, through its subsidiaries, sells furniture, lighting, rugs, linens, apparel and jewelry. Gump's Holdings, Gump's Corp. and Gump's By Mail, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case Nos. 18-14683 to 18-14685) on Aug. 3, 2018. In the petitions signed by Tony Lopez, CFO and chief operating officer, the Debtor disclosed these assets and liabilities: Assets Liabilities ------------ ------------ Gump's Holdings, LLC $47,031 $16,456,335 Gump's Corp. $9,812,318 $23,713,258 Gump's By Mail, Inc. $4,198,319 $23,755,942 The Debtors tapped Garman Turner Gordon LLP as counsel, and Lincoln Partners Advisors LLC as financial advisor. Donlin, Recano & Company Inc. is the claims and notice agent. HII TECHNOLOGIES: HB Wins Summary Judgment Bid vs Magna, et al. --------------------------------------------------------------- Plaintiffs in the case captioned MAGNA EQUITIES II, LLC; BTG INVESTMENTS, LLC; AVI MIRMAN; JAI ALAI INSURANCE, INC.; DAVID A. FIELDS; MITCHELL LUKIN; BETTY ANN PURDIE; SHANNON P. PRATT; FRANCIS JUNGERS; GEORGE GILMAN; MONICA WEHBY; and TOWNES PRESSLER, Plaintiffs, v. HEARTLAND BANK, Defendant, Civil Action No. H-17-1479 (S.D. Tex.) bring causes of action against defendant, Heartland Bank for fraud, negligent misrepresentation, money had and received, unjust enrichment, and promissory estoppel. Heartland Bank filed a motion for summary judgment. Upon review, District Judge Sim Lake granted the Defendant's motion. Heartland argued that it is entitled to summary judgment because the Plaintiffs lacked standing to assert their claims, the Plaintiffs' claims fail as a matter of law, and the Plaintiffs' claims are barred by release and waiver and by the bankruptcy court's injunction. The Plaintiffs responded that they have standing under Fifth Circuit precedent, material questions of fact exist as to their claims that preclude summary judgment, and the release and waiver provisions and the bankruptcy court's injunction do not apply to their claims. The Plaintiffs' claims for fraud and negligent misrepresentation are not derivative of HII Technologies, Inc.’s injury and belong exclusively to Plaintiffs if they materially relied on misrepresentations that Heartland made to them. Like the bondholders in Seven Seas and the school districts in Educators Group, the Plaintiffs allege that they suffered a direct injury because they relied on false information Heartland provided to them, albeit indirectly, in deciding whether to purchase HII's Series B stock, and allege that Heartland "intended to induce the Plaintiffs into investing millions of dollars." The Plaintiffs seek compensation for the loss of their own investment. Although HII may have been harmed when Heartland allegedly reneged on its promises, HII was not harmed by the Plaintiffs' investments. Like the Fifth Circuit in Seven Seas, the court doubts that HII could have raised either claim as of the commencement of the bankruptcy case because "[HII] would not have been in a position to assert the [investors'] reliance on any alleged misrepresentations, or to claim to have suffered damages on account of such reliance, . . ." Although the Plaintiffs allege that Heartland committed wrongdoing against HII,"it is entirely possible for a bankruptcy estate and a creditor to own separate claims against a third party arising out of the same general series of events and broad course of conduct." The Plaintiffs have therefore alleged a direct injury to themselves to the extent that their fraud and negligent misrepresentation claims are based on representations Heartland knew would reach the Plaintiffs and induce their investments. Because the Plaintiffs' fraud and negligent misrepresentations claims allege an injury that is not merely derivative of an injury to HII, and that HII could not have asserted as of the commencement of the bankruptcy case, the claims belong to the Plaintiffs rather than to the bankruptcy estate. The parties do not specifically address whether the Plaintiffs' claims for money had and received, unjust enrichment, or promissory estoppel belong to the bankruptcy estate or to the Plaintiffs. Heartland argues generally that each of the Plaintiffs' claims is property of the estate and that the Plaintiffs' injury is derived from HII's injury. The Court finds that because the Plaintiffs' injury is derivative of HII's injury, HII's bankruptcy estate is the proper party to bring unjust enrichment and money had and received claims against Heartland and the Plaintiff lacks standing to assert these claims. The Plaintiffs' promissory estoppel claim is based on the same alleged promises as the Plaintiffs' other claims -- that upon successfully raising equity Heartland would waive HII's defaults, permit HII to acquire Water Transfer LLC, and allow HII to continue to operate. The court has already concluded that Heartland's alleged promise to waive HII's defaults was true because it did waive the defaults in the Third Modification Agreement. The court has also concluded that the Plaintiffs' reliance on the alleged promise regarding the Water Transfer acquisition was not justified. Therefore, the Plaintiffs raise no genuine issue of material fact as to their promissory estoppel claim, and Heartland is entitled to judgment as a matter of law. In sum, the Court holds that the Plaintiffs lack standing to bring their claims for money had and received and unjust enrichment because those claims are property of the bankruptcy estate. The Plaintiffs have also failed to raise a genuine issue of material fact as to the Plaintiffs' claims for fraud, negligent misrepresentation, and promissory estoppel. Thus, Heartland Bank's motion for summary judgment is granted. A full-text copy of the Court's Memorandum Opinion and Order dated August 27, 2018 is available at https://bit.ly/2p4ViDZ from Leagle.com. Magna Equities II, LLC, JAI ALAI INSURANCE, INC, David A Fields, Mitchell Lukin, BETTY ANN PURDIE, SHANNON P PRATT, FRANCIS JUNGERS, GEORGE GILMAN, MONICA WEHBY, TOWNES PRESSLER, Avi Mirman & BTG Investments, LLC, Plaintiffs, represented by W. Mark Lanier , The Lanier Law Firm & Christopher Lee Gadoury , The Lanier Law Firm PC. Heartland Bank, Defendant, represented by William Russell Jenkins, Jr. , Jackson Walker LLP, Allison B. Allman , Jackson Walker LLP & William James Stowe , Jackson Walker LLP. Roth Capital Partners LLC, Respondent, represented by Jack D. Ballard , Ballard Littlefield LLP. Heartland Bank, Counter Claimant, represented by William Russell Jenkins, Jr., -- wjenkins@jw.com -- Jackson Walker LLP, William James Stowe -- wjames@jw.com -- Jackson Walker LLP & Allison B. Allman , Jackson Walker LLP. BTG Investments, LLC, David A Fields, GEORGE GILMAN, JAI ALAI INSURANCE, INC, FRANCIS JUNGERS, Mitchell Lukin, Magna Equities II, LLC, Avi Mirman, SHANNON P PRATT, TOWNES PRESSLER, BETTY ANN PURDIE & MONICA WEHBY, Counter Defendants, represented by Christopher Lee Gadoury, The Lanier Law Firm PC & W. Mark Lanier, The Lanier Law Firm. About HII Technologies HII Technologies, Inc., Apache Energy Services, LLC, Aqua Handling of Texas, LLC, Hamilton Investment Group, Inc., and Sage Power Solutions, Inc., filed Chapter 11 bankruptcy petitions (Bankr. S.D. Tex. Lead Case No. 15-60070) on Sept. 18, 2015. Judge David R. Jones is assigned to the cases. HII Technologies (HIITQ) is a publicly-traded oilfield services company which entered the hydraulic fracturing water management business via acquisition of Apache Energy Services dba AES Water Solutions in September 2012. HII Technologies currently has only one employee, its CEO, Matt Flemming. HII Technologies reported assets of $17.6 million and liabilities of $26.5 million as of July 31, 2015. The Debtors tapped McKool Smith P.C. as counsel, and Stout Risius Ross, Inc. for management and restructuring services. On Sept. 29, 2015, Power Reserve Corp., Bold Production Services LLC, and Black Gold Energy LLC were appointed to serve on its official committee of unsecured creditors. On Oct. 7, Black Gold was replaced by Worldwide Power Products LLC. The Official Committee is represented by W. Steven Bryant, Esq., and Elizabeth M. Guffy, Esq., at Locke Lord LLP. Unsecured Creditors of Debtor Apache Energy Services, LLC, have formed their own group. The Ad Hoc Committee of AES Unsecured Creditors is represented by Leonard H. Simon, Esq., at Pendergraft & Simon, L.L.P.; and Joan Kehlhof, Esq., at Wist Holland & Kehlhof. HORIZONTAL RENTALS: Roger Warncke Seeks Termination of Exclusivity ------------------------------------------------------------------ Roger Warncke asks the U.S. Bankruptcy Court for the Western District of Texas to terminate Horizontal Rentals, Inc.'s exclusive periods to propose and confirm a plan. Roger asserts that the major parties/constituencies in this case consist of: (i) the Secured Lender, (ii) Roger Warncke, (iii) the general unsecured creditors, and (iv) management. He contends that unlike larger Chapter 11 cases where a significant amount of time is needed to flesh-out potential issues that will have a meaningful impact on a creditor classes' treatment, those issues do not exist in this case. Roger claims that the issues here are known, and no amount of additional time is needed to further determine those issues. Rather, each of the major constituencies is present and ready to quickly negotiate and facilitate the Debtor's exit from bankruptcy. Moreover, termination of exclusivity does not mean that the Debtor is precluded from proposing its own plan. Roger relates that this bankruptcy case was filed as a result of the Debtor's current management acting in its own self-interest to the detriment of the Debtor. In the years leading up to the filing of this case, the Debtor's current management has saddled the Debtor with additional debt by recharacterizing admitted equity investments to loans and transferring assets and business opportunities away from the Debtor to an affiliated entity owned and operated by the same management. The Debtor was formed in approximately 1979 (then known as Roger Warncke Rentals) by Roger Warncke. In approximately 1981, Glennwood Warncke, Roger's father invested in the Debtor and later became a director and officer of Horizontal Rentals, Inc. Prior to Petition Date, Glennwood's ownership of the Debtor had grown to as hidh as 62.5%, with Roger owning the other 37.5%. The Debtor's books and records show that in approximately August 1993, Glennwood had invested allegedly $1,375,175 as an equity contribution. Glennwood also owns 99% of Metco Oil Corporation -- it has no active operations, except to receive modest oil and gas royalties. Beginning in at least 2009, Glennwood began acting in his own self-interest. He voted to remove Roger as director of the Debtor and replaced him with his wife Joyce Warncke. Later, without notice or even an explanation, Glennwood terminated Roger's employment with the Debtor. Shortly after Glennwood removed Roger as director, Glennwood and Joyce held a secret meeting in which they voted to recharacterize the Glennwood Equity Amount to a loan -- the Phantom Loan. The resolution signed by Joyce and Glennwood not only recharacterized the Glennwood Equity Amount to a loan, but Glennwood and Joyce voted to have the Debtor pay themselves over $1 million in bank interest on the Phantom Loan. Since the creation of the Phantom Loan, Glennwood's calculations (which have not been verified by a review by Roger of the underlying documents), state that he has caused the Debtor to pay himself, on account of the Phantom Loan, $1,359,913 in cash, $615,456 in transferred equipment (which does not reflect the actual value of the equipment), and $103,045 in "other" payments. In addition, Glennwood has also extracted a further $440,210 in personal payments and allegedly accrued $180,000 in account payable for consulting fees. Roger asserts that the Debtor is well-positioned and has significant assets that, if utilized correctly, would make it successful. In this case though, Glennwood, Brian and Joyce have systematically breached their fiduciary duties to the Debtor by engaging in self-dealing transactions designed solely to benefit Metco and themselves, as well as loot from the Debtor. The management's prepetition actions show that it is less concerned with the well-being of the Debtor and more concerned with enriching themselves. Roger submits that the uncontroverted facts underlying his request constitute cause to not only terminate Debtor's exclusive periods, but also for the immediate appointment of a Chapter 11 Trustee. However, instead of seeking appointment of a Chapter 11 Trustee, Roger requests instead that the Court terminate the exclusive period for the Debtor to propose and confirm a plan of reorganization pursuant to Section 1121 to allow Roger and any other creditor or party in interest, the opportunity to propose a plan of reorganization or liquidation. Attorneys for Roger Warncke: Edward Jason Dennis, Esq. Andrew Hansbrough, Esq. Ben A. Barnes, Esq. LYNN PINKER COX HURST LLP 2100 Ross Ave., Suite 2700 Dallas, Texas 75201 Telephone: (214) 981-3800 Telecopier: (214) 981-3839 Email: jdennis@lynnllp.com ahansbrough@lynnllp.com bbarnes@lynnllp.com -- and -- Jason P. Kathman, Esq. PRONSKE GOOLSBY & KATHMAN, P.C. 2701 Dallas Pkwy, Ste. 590 Plano, Texas 75093 Telephone: (214) 658-6500 Telecopier: (214) 658-6509 Email: jkathman@pgkpc.com About Horizontal Rentals Based in Seguin, Texas-based Horizontal Rentals, Inc. -- http://horizontalrentalsinc.com/-- offers oil field equipment for rent for the oil and gas industry. The Company offers eliminator separation system, standard skim system, strategic Hydrodynamic separator, gas management program, mud mixing units, light towers, fire box systems and hydro washers. Horizontal Rentals filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 18-51972) on Aug. 20, 2018. In the petition signed by Brian Warncke, vice president, the Debtor estimated $50,000 in assets and $1 million to $10 million in liabilities. Judge Craig A. Gargotta presides over the case. The Law Office of David T. Cain is the Debtor's counsel. HOUT FENCING: Sale of Machinery and Equipment Approved ------------------------------------------------------ Judge Cathleen D. Parker of the U.S. Bankruptcy Court for the District of Wyoming authorized Hout Fencing of Wyoming, Inc.'s sale of machinery and equipment described on Exhibit A to the Motion. The sales may be consummated without further Order of Court unless otherwise an order is required under the terms of the procedures specified in the moving papers. All net proceeds will be deposited and held in a segregated account pending further Order of the Court. Should the Debtor wish to employ an auctioneer, or pursue other procedures to sell the specified assets, it must file an appropriate motion pursuant to Section 327 or 363(b) of the Bankruptcy Code. About Hout Fencing of Wyoming Hout Fencing of Wyoming, Inc., is a fence contractor based in Worland, Wyoming, offering bridge and barrier fence installation and repair. The company serves Cheyenne, Laramie, Casper, Buffalo, Sheridan, Gillette, Rawlins, Rock Springs, Cody and New Mexico areas. Hout Fencing of Wyoming sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Wyo. Case No. 18-20423) on May 23, 2018. In the petition signed by Dave Hout, president, the Debtor disclosed $3.50 million in assets and $3.63 million in liabilities. Judge Cathleen D. Parker presides over the case. HUSA INC: Employment of Main Auction as Auctioneer Approved ----------------------------------------------------------- Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern District of Texas authorized Baker St. Marina Square, LLC and its debtor-affiliates (i) to employ Main Auction Services, Inc., as Auctioneer to the Debtor, Sherlock's USA, Inc.; and (ii) to sell the the sale of the property listed on Exhibit 1 at auction. The sale is on an "as is/where is" basis, and free and clear of all liens, claims, encumbrances and other interests. The Debtor is authorized to pay the following closing costs from the proceeds of sale, including but not limited to the following: (i) payment to the Auctioneer on account of its auction fee of 38% of the sale proceeds, (ii) payment of secured taxes of Harris County secured by the property in an amount up to $806 and $806 for postpetition 2018 taxes, exclusive of any alleged penal amount, (iii) payment of secured taxes of Alief ISD secured by the property in an amount up to $1,687 and $1,687 for postpetition 2018 taxes, exclusive of any alleged penal amount, (iv) payment of secured taxes of the City of Houston secured by the property in an amount up to the balance of $741 and $741 for postpetition 2018 taxes, exclusive of any alleged penal amount, and (v) payment of the balance to MKCJ for application upon its allowed secured claim against the Debtor. The stay and any time periods imposed by Fed. R. Bankr. P. 6004(h) is in all things waived. A copy of the Exhibit 1 attached to the Order is available for free at: http://bankrupt.com/misc/Philipp_Theune_147_Order.pdf About HUSA, Inc. Based in Houston, Texas, HUSA Management is a privately held corporation owned by Larry Martin and Edgar Carlson. The company portfolio includes brands like Baker St. Pub & Grill, Sherlock's Pub & Grill, Sherlock's Pub, Local Pour, Restless Palate, Big Texas Ice House & Dance Hall and British Beverage Company. With the purchase of Sherlock's Baker St. Pub 1995, HUSA Management Inc. continues to grow. The company is founded in 1995. HUSA Management filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 17-36535) on Dec. 4, 2017. In the petition signed by Larry Martin, president, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Judge Marvin Isgur presides over the case. Matthew Brian Probus, Esq., at Wauson Probus, is the Debtor's counsel. Guideboat Advisors, LLC, is the financial investment advisor and asset sale broker. ICONIX BRAND: Extends Term of Interim CEO Until December 31 ----------------------------------------------------------- Iconix Brand Group, Inc. has entered into an amendment to its employment agreement dated as of June 15, 2018 with Peter F. Cuneo, interim chief executive officer of the Company. The Amendment (i) extends the term of Mr. Cuneo's employment from Sept. 15, 2018 to Dec. 31, 2018 and (ii) in the event that the Company hires a chief executive officer prior to the end of the Term, obligates the Company to pay Mr. Cuneo two weeks of severance instead of severance until the end of the Term. About Iconix Brand Broadway, New York-based Iconix Brand Group, Inc. -- http://www.iconixbrand.com/-- is a brand management company and owner of a diversified portfolio of over 30 global consumer brands across the women's, men's, entertainment, home and international segments. The Company's business strategy is to maximize the value of its brands primarily through strategic licenses and joint venture partnerships around the world, as well as to grow the portfolio of brands through strategic acquisitions. Iconix Brand owns, licenses and markets a portfolio of consumer brands including: Candie's, Bongo, Joe Boxer, Rampage, Mudd, London Fog, Mossimo, Ocean Pacific/OP, Danskin/Danskin Now, Rocawear/Roc Nation, Cannon, Royal Velvet, Fieldcrest, Charisma, Starter, Waverly, Ecko Unltd/Mark Ecko Cut & Sew, Zoo York, Umbro, Lee Cooper, and Artful Dodger; and interests in Material Girl, Ed Hardy, Truth or Dare, Modern Amusement, Buffalo, Hydraulic, and PONY. Iconix Brand incurred a net loss attributable to the Company of $489.3 million in 2017, a net loss attributable to the Company of $252.1 million in 2016 and a net loss attributable to the Company of $186.5 million in 2015. As of June 30, 2018, Iconix Brand had $730.18 million in total assets, $795.19 million in total liabilities, $29.29 million in redeemable non-controlling interest and a total stockholders' deficit of $94.30 million. The Company stated in its 2017 Annual Report that due to certain developments, including the decision by Target Corporation not to renew the existing Mossimo license agreement following its expiration in October 2018 and by Walmart, Inc. not to renew the existing Danskin Now license agreement following its expiration in January 2019, and the Company's revised forecasted future earnings, the Company forecasted that it would unlikely be in compliance with certain of its financial debt covenants in 2018 and that it may otherwise face possible liquidity challenges in 2018. The Company said these factors raised substantial doubt about its ability to continue as a going concern. The Company's ability to continue as a going concern is dependent on its ability to raise additional capital and implement its business plan. JEFE PLOVER: Taps Dickson Realty as Real Estate Agent ----------------------------------------------------- Jefe Plover Interests, Ltd., seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire a real estate agent. The Debtor proposes to employ Dickson Realty in connection with the sale of unimproved residential lot in located at 20322 Bordeaux Drive, Reno, Nevada. Brooke Sullivan is the Dickson Realty agent who will be providing the services. The firm will get a commission of 6% of the gross sales price of the property. Dickson Realty is "disinterested" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Brooke Sullivan Dickson Realty 16475 Bordeaux Drive Reno, NV 89511 Office: 775-849-9444 Cell: 775-813-4890 Email: bsullivan@dicksonrealty.com About Jefe Plover Interests Jefe Plover Interests, Ltd., based in Dallas, Texas, is engaged in activities related to real estate. Jefe Plover is affiliated with Forest Park Medical Center at Southlake and Forest Park Medical Center, LLC. Jefe Plover Interests filed a Chapter 11 Petition (Bankr. N.D. Tex. Case No. 18-32722) on Aug. 15, 2018. The petition was signed by Jeffrey H. Mims, Chapter 7 Trustee for the Bankruptcy Estate of Wade Neal Barker, Case No. 18-32014-sgj7. The Hon. Stacey G. Jernigan presides over the case. Charles Brackett Hendricks, Esq., at Cavazos Hendricks Poirot, P.C., is the Debtor's counsel. JERUSALEM RESTAURANT: Oct. 18 Hearing on Plan and Disclosures ------------------------------------------------------------- Bankruptcy Judge Cynthia C. Jackson issued an order conditionally approving Jerusalem Restaurant, Inc. dba The Flame Kabob's disclosure statement in connection with its plan of reorganization. An evidentiary hearing will be held on Oct. 18, 2018 at 2:45 PM in Courtroom 6D, 6th Floor, George C. Young Courthouse, 400 West Washington Street, Orlando, FL 32801 to consider and rule on the disclosure statement and to conduct a confirmation hearing. Creditors and other parties in interest must file with the clerk their written acceptances or rejections of the plan (ballots) no later than seven days before the date of the Confirmation Hearing. Any party desiring to object to the disclosure statement or to confirmation must file its objection no later than seven days before the date of the Confirmation Hearing. About Jerusalem Restaurant Inc. Jerusalem Restaurant, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-01065) on February 27, 2018. In the petition signed by Izzeddin Hamdeh, vice-president, the Debtor disclosed that it had estimated assets and liabilities of less than $50,000. Judge Cynthia C. Jackson presides over the case. The Mark Law Firm, PA is the Debtor's bankruptcy counsel. JJ BELLA: Has Authority to Use Enterprise Bank Cash Collateral -------------------------------------------------------------- The Hon. Carlota M. Bohm of the United States Bankruptcy Court for the Western District of Pennsylvania authorized J.J. Bella, Inc. to use cash collateral in the ordinary course of business, subject to adequate protection payments to be made to Enterprise Bank in the amount of $2,827.79 each month, with 5.5% interest fixed, until the indebtedness to Enterprise Bank is paid in full or other relief is entered by the Court. A copy of the Order is available at http://bankrupt.com/misc/pawb18-22722-35.pdf About J.J. Bella, Inc. J.J. Bella, Inc. filed for Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No. 18-22722) on July 5, 2018, listing under $1 million in both assets and liabilities. Robert H. Slone, Esq., at Mahady & Mahady, serves as counsel. JUDYCAT INC: Nov. 11 Plan and Disclosures Hearing Set ----------------------------------------------------- Bankruptcy Judge Cynthia A. Norton conditionally approved Judycat, Inc.'s disclosure statement in support of its chapter 11 plan dated Sept. 6, 2018. Nov. 7, 2018 at 11:00 a.m. is fixed for the hearing on final approval of the disclosure statement and for the hearing on confirmation of the plan. Oct. 18, 2018 is the deadline for filing with the Court objections to the disclosure statement or plan confirmation; and submitting ballots accepting or rejecting the plan. About Judycat Inc. Judycat, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Mo. Case No. 17-61330) on Dec. 12, 2017. Judge Cynthia A. Norton presides over the case. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $500,000. Ted L. Tinsman, Esq., at Douglas, Haun & Heidemann, P.C., serves as the Debtor's bankruptcy counsel. An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case of Judycat, Inc., as of Jan. 18, 2018, according to a court docket. LAYFIELD & BARRETT: R. Bryant Suit vs Forest Laboratories Dismissed ------------------------------------------------------------------- District Judge Andre Birotte, Jr. dismissed the case captioned Richard T. Bryant, Plaintiff, v. Forest Laboratories, Inc., Defendants, Case No. CV 17-04422-AB (AJWx) (C.D. Cal.) without prejudice, for lack of prosecution and for failure to comply with the orders of the Court. On July 17, 2018, the Court issued an Order to Show Cause why the case should not be dismissed for lack of prosecution. No response was filed to the Show Cause Order, thus the case is dismissed. A copy of the Court's Order dated August 28, 2018 is available at https://bit.ly/2QszPkS from Leagle.com. Richard T. Bryant, Plaintiff, pro se. Forest Laboratories, Inc., a New York Corporation, Defendant, represented by Kevin W. Alexander -- kalexander@grsm.com -- Gordon Rees Sccully Mansukhani LLP & Thomas Robert Watson -- twatson@grsm.com -- Gordon and Rees LLP. Richard M. Pachulski, Chapter 11 Trustee for the Bankruptcy Estate of Layfield & Barrett, APC, Creditor, represented by Debra I. Grassgreen -- dgrassgreen@pszjlaw.com -- Pachulski Stang Ziehl and Jones LLP &Malhar S. Pagay -- mpagay@pszjlaw.com -- Pachulski Stang Ziehl and Jones LLP. About Layfield & Barrett APC Certain creditors of Layfield & Barrett, APC, filed an involuntary Chapter 7 case on August 3, 2017. The Debtor moved for conversion of the case to one under Chapter 11 of the Bankruptcy Code. On August 11, 2017, the case was converted to a Chapter 11 case (Bankr. C.D. Calif. Case No. 17-19548). Judge Neil W. Bason presides over the case. Havkin & Shrago, Attorneys at Law represents the Debtor as bankruptcy counsel. MELBOURNE BEACH: Fourth Interim Cash Collateral Order Entered ------------------------------------------------------------- The Hon. Karen S. Jennemann of the U.S. Bankruptcy Court for the Middle District of Florida has entered a fourth interim order authorizing Melbourne Beach, LLC to use cash collateral through Sept. 26, 2018. The Court will hold a further preliminary hearing on the Cash Collateral Motion and a case status conference on Sept. 26, 2018 at 1:00 p.m. The Debtor, solely at the discretion of Daniel Stermer, as CRO of the Debtor, is authorized to use cash collateral to pay current and necessary expenses that are less than $5,000 on an aggregated annual basis per payee, and may pay larger expenses that are necessary for the operation of the Debtor and preservation of its assets, if approved by the CRO, after providing notice and obtaining input from each of: (a) U.S Bank, National Association, as Trustee for the registered holders of Bear Stearns Commercial Securities Inc., Commercial Mortgage Pass Through Certificates, Series 2003 PWR2; (b) Brian West; (c) Pirogee Investments, LLC; and (d) Yellow Funding Corp. U.S. Bank will have a perfected postpetition lien against cash 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 is required to provide U.S. Bank, Pirogee Investments, LLC and Yellow Funding Corp. with copies of estimates prior to making expenditures for the "New Tenant A/C Units," "Immediate Roof Repairs" and "Lighting" expenses set forth in the budget presented by Brian West. The Debtor will grant U.S. Bank, Pirogee Investments, LLC, and Yellow Funding Corp. access to its business records and premises for inspection, including, without limitation, a current rent roll and financial documents, to permit U.S. Bank, Pirogee Investments, LLC, and/or Yellow Funding Corp. to perform an appraisal of the premises, which will be coordinated with Debtor's counsel. The Debtor is also required to maintain insurance coverage for its property in accordance with the obligations under the loan and security documents with U.S. Bank. A full-text copy of the Fourth Interim Cash Collateral Order is available at http://bankrupt.com/misc/flmb17-07975-192.pdf About Melbourne Beach Established in 1998, Melbourne Beach, LLC is a privately held company that leases real properties. Melbourne Beach is the owner of Ocean Spring Plaza, located at 981 E. Eau, Gallie Boulevard, Melbourne, Florida, valued by the company at $15.30 million. The company's gross revenue amounted to $997,732 in 2016 and $924,000 in 2015. Melbourne Beach filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 17-07975) on Dec. 26, 2017. In the petition signed by Brian West, its managing member, the Debtor disclosed $15.35 million in assets and $2.82 million in liabilities. James W. Elliott, Esq., at McIntyre Thanasides Bringgold Elliott Grimaldi Guito & Mathews, P.A., serves as bankruptcy counsel to the Debtor. Marcus & Millichap is the Debtor's real estate broker. No official committee of unsecured creditors has been appointed in the Chapter 11 case. MID-SOUTH GEOTHERMAL: Plan Outline Hearing Set for Oct. 9 --------------------------------------------------------- Bankruptcy Judge David S. Kennedy is set to hold a hearing on Oct. 9, 2018 at 11:00 am to consider the approval of Mid−South Geothermal, LLC's disclosure statement explaining its chapter 11 plan. Oct. 2, 2018 is fixed as the last day for filing and serving written objections to the disclosure statement. The Troubled Company Reporter previously reported that under the plan, unsecured debt will be to equity and be paid a priority amount from annual net profits for 10 years. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/tnwb18-21498-82.pdf About Mid-South Geothermal Mid-South Geothermal, LLC, installs geothermal heating and cooling systems for large commercial projects. Its principal place of business is located at 28 Superior Lane Gray, Kentucky. Mid-South Geothermal filed for Chapter 11 bankruptcy protection (Bankr. W.D. Tenn. Case No. 18-21498) on Feb. 20, 2018, listing $2.04 million in total assets and $2.14 million in total liabilities. The petition was signed by Scott W. Triplett, president. Judge David S. Kennedy presides over the case. Steven N. Douglass, Esq., at Harris Shelton Hanover Walsh, PLLC, serves as the Debtor's bankruptcy counsel. MONGE PROPERTY: Nov. 7 Plan Confirmation Hearing Set ---------------------------------------------------- Judge Ernest M. Robles of the U.S. Bankruptcy Court for the Central District of California has approved the adequacy of the second amended disclosure statement describing the second amended Chapter 11 plan of reorganization of Monge Property Investments, Inc. The Court scheduled the hearing to consider confirmation of the Debtor's Plan for November 7, 2018 at 10:00 a.m. About Monge Property Investments Monge Property Investments, Inc., sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 12-29275) on May 31, 2012. In the petition signed by Ruben Monge, Jr., president, the Debtor estimated assets in the range of $1 million to $10 million and up to $500,000 in debt. Judge Thomas B. Donovan is assigned to the case. On April 9, 2018, an order granting a motion to withdraw Valensi Rose, PLC, as counsel was entered. The Debtor filed the substitution of attorney on April 13, 2018. Simon Resnik Hayes LLC, is presently serving as counsel to the Debtor. MYLA JOYCE ASSISTED: Noble Wants to Prohibit Cash Collateral Use ---------------------------------------------------------------- Noble Capital Servicing LLC requests the U.S. Bankruptcy Court for the Southern District of Texas to prohibit Myla Joyce Assited Living Homes, LLC from using cash collateral. The residential property located at 2425 Calumet St, Houston TX 77004 is the sole significant asset of the Debtor. The Property is a rental property, but the Debtor has not requested use of cash collateral and has shown no rental income in its MORs. Noble is the holder or servicer of a perfected, first-priority lien, which secures indebtedness of at least $374,500 as of the date of filing. The Deed of Trust contains an Assignment of Rents clause and a Security Agreement. On July 21, 2018, the Noble filed a Motion for Relief from Stay. In its response, the Debtor claims that any rents to be collected should be applied to the "ongoing management of Myla Joyce and its ongoing business operations." In the ratification, Debtor's counsel claims to have no evidence of rents paid or received on the property. Since the filing of the bankruptcy, the Debtor has made no payments to Noble nor tendered any other form of adequate protection. Noble does not consent to the use of its cash collateral. About Myla Joyce Assisted Myla Joyce Assisted Living Homes, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 18-32152) on April 27, 2018. In the petition signed by Belinda Cohen, owner, the Debtor estimated assets and liabilities of less than $500,000. The Debtor is represented by Hoff Law Offices, P.C. as special counsel. NANDINI INC: M&T Bank, MoneyGram to Get 85% Under Amended Plan -------------------------------------------------------------- Nandini, Inc., amended its plan of reorganization to increase the recovery of holders of specially classified general unsecured claims from 75 cents on the dollar to 85 cents on the dollar. Unsecured creditors holding allowed claims will receive distributions of approximately 5 cents on the dollar. Specifically, the specially-classified claims are treated as follows: Class 1 - M&T Bank is impaired. Payment of approximately 85% of all Allowed Claims ($44,835) payable in quarterly pro-rata cash distributions from future revenues in the amount of $1,905 beginning on the Effective Date of the Amended Plan and ending 60 months thereafter. Class 2 - MoneyGram Payment Systems, Inc. is impaired. Payment of approximately 85% of All Allowed Unsecured Claims ($15,413) payable in quarterly pro-rata cash distributions from future revenues in the amount of $655 beginning on the Effective Date of the Amended Plan and ending 60 months thereafter. Under the Plan, Class 4 - Equity Interest are impaired. All interests will be cancelled as of the Effective Date. Upon cancellation, new stok equal to the prepetition stock will issue to the New Equity Owner in exchange for the sum of $1,000. A copy of the First Amended Plan from PacerMonitor.com is available at https://tinyurl.com/ycthrlwy at no charge. About Nandini, Inc. Nandini, Inc., d/b/a Exxon Food mart d/b/a Hershey Shell Food Mart, filed a Chapter 11 bankruptcy petition (Bankr. M.D. Pa. Case No. 17-03409) on August 17, 2017. The Debtor's assets and liabilities are both below $1 million. Lisa A. Rynard, Esq., at Purcell, Krug & Haller serves as bankruptcy counsel. NATIONAL STORES: Committee Taps Fox Rothschild as Legal Counsel --------------------------------------------------------------- The official committee of unsecured creditors of National Stores, Inc., and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Fox Rothschild LLP as its legal counsel. The firm will advise the committee regarding its duties under the Bankruptcy Code; investigate the Debtors' financial condition, the operation of their businesses and other matters relevant to their Chapter 11 cases or to the formulation of a bankruptcy plan; and provide other legal services related to their bankruptcy cases. Fox Rothschild's hourly rates range from $280 to $900 for partners, $205 to $595 for associates and $120 to $410 for paraprofessionals. The attorneys and paralegals who are likely to represent the committee are: Paul Labov Partner $690 Thomas Horan Partner $510 Courtney Emerson Associate $350 Ian Densmore Paralegal $295 Marcia Steen Paralegal $335 Thomas Horan, Esq., a partner at Fox Rothschild, disclosed in a court filing that he and other attorneys of the firm do not have interest adverse to the committee and the Debtors' estates or their creditors. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Mr. Horan disclosed that his firm has not agreed to a variation of its standard or customary billing arrangements; and that no Fox Rothschild professional has varied his rate based on the geographic location of the Debtors' bankruptcy cases. Mr. Horan also disclosed that his firm has not represented the committee in the 12 months prior to the petition date. The committee and Fox Rothschild 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. Horan. Fox Rothschild can be reached through: Thomas M. Horan, Esq. Fox Rothschild LLP 919 North Market Street, Suite 300 Wilmington, DE 19801 Tel: 302.480.9412 Fax: 302.656.8920 Email: thoran@foxrothschild.com About National Stores National Stores is a 344-store chain in 22 U.S. states and Puerto Rico. National Stores currently does business as Fallas, Fallas Paredes, Fallas Discount Stores, Factory 2-U, Anna's Linen's by Fallas, and Falas (spelled with single "l" in Puerto Rico). Fallas, which emplolys 9,800 people, is a discount retailer offering value-priced merchandise, including apparel, bedding and household supplies. The brands of National Stores are located in retail plazas, specialty centers, and downtown areas to serve the communities its customers and staff members call home. National Stores, Inc., and its affiliates sought Chapter 11 protection and Aug. 6, 2018, and announced that Hilco Merchant Resources, LLC, is conducting going-out-of-business sales for 74 stores. The lead case is In re J & M Sales Inc. (Bankr. D. Del. Lead Case No. 18-11801). J & M Sales estimated assets and debt of $100 million to $500 million as of the bankruptcy filing. The Hon. Laurie Selber Silverstein is the case judge. The Debtors tapped Katten Muchin Rosenman LLP as general bankruptcy counsel; Pachulski Stang Ziehl & Jones LLP as bankruptcy co-counsel; Retail Consulting Services, Inc. as real estate advisor; Imperial Capital, LLC as investment banker; and Prime Clerk LLC as the claims and noticing agent. SierraConstellation Partners, LLC is providing personnel to serve as chief restructuring officer and support staff. On Aug. 16, 2018, the Office of the U.S. Trustee appointed an official committee of unsecured creditors in the Debtors' cases. The committee tapped Fox Rothschild LLP and Cooley LLP as its legal counsel; and Province as its financial advisor. NEW CAL-NEVA: Court Junks Hall Bid to Dismiss Ladera Counterclaim ----------------------------------------------------------------- In the case captioned HALL CA-NV, LLC, Plaintiff, v. LADERA DEVELOPMENT LLC, Defendant, No. 3:18-cv-00124-RCJ-VPC (D. Nev.), District Judge Robert C. Jones entered an order denying Plaintiff’s motion to dismiss Defendant’s counterclaim. On Sept. 30, 2014, Plaintiff Hall CA-NV, LLC and Defendant Ladera Development, LLC made $29,000,000 and $6,000,000 loans to Debtor New Cal-Neva Lodge, LLC. In connection with the Junior Loan, Defendant obtained a policy of insurance from Old Republic National Title Insurance Co. insuring the priority of Defendant's lien. To induce Plaintiff to make the Senior Loan, Defendant agreed to subordinate the Junior Loan via separate agreement ("Intercreditor Agreement"). The Intercreditor Agreement subordinated the Junior Loan to the Senior Loan and contained additional promises by Defendant, e.g., that it would not contest any aspect of the Senior Loan or its priority or take any action to interfere with the enforceability of the Senior Loan, including actions in potential bankruptcy proceedings. In the third amended complaint, the Plaintiff has sued the Defendant for breach of the Intercreditor Agreement due to the Defendant's promotion of the Ladera Plan and its objections to the settlement in the Bankruptcy Case, as well as for failing to timely disclaim any intent to appeal the rulings in the Bankruptcy Case. The Plaintiff also seeks a declaration that it would violate the Intercreditor Agreement for the Defendant to keep any proceeds of the Policy from Old Republic before the Senior Loan has been paid in full. The Defendant has filed a Counterclaim, listing claims for intentional and negligent misrepresentation and seeking a declaration that the Intercreditor Agreement is void or voidable. The Defendant essentially alleges that the Plaintiff intentionally or negligently concealed from the Defendant that fact that Penta had begun construction on the Debtor's Property prior to the Senior Loan and the Junior Loan being given on Sept. 30, 2014, which the Plaintiff knew or should have known would give Penta a senior lien (once perfected) under Nevada law. The Defendant argues it would not have agreed to the Intercreditor Agreement had it known, as the Plaintiff did when representing to the Defendant that no work had begun on the Property at the time of the loans, that the Defendant's interest in the Property would be in third position behind both Penta's and the Plaintiff's interests. The Plaintiff has moved to dismiss the Counterclaim. The Court finds that the Defendant has particularly stated the circumstances of the false representation. The exact alleged misrepresentations and how they were made have been specified in the Counterclaim. The Defendant has stated when and to whom the statements were made, alleging in relevant part, "Along with the [Senior Loan Agreement] and Contractor's Agreement, [Plaintiff] entered into and provided [Defendant] access to review the Penta Subordination Agreement [Plaintiff] executed with Penta." This implies the documents were provided to Defendant before Defendant signed the Intercreditor Agreement. The Defendant has sufficiently alleged justifiable reliance. It has alleged that it would not have made a $6,000,000 loan junior to Plaintiff's $29,000,000 loan had it not been falsely assured of facts indicating that there could not be any mechanic's liens against the property senior to both loans, i.e., that no mechanic's work had been performed on the property, when in fact there had been such work. The Plaintiff argues that the Defendant's claim for a declaration that the Intercreditor Agreement is void or voidable is duplicative of the Defendant's claim for breach of contract. But the Defendant has brought no breach of contract claim, only claims for misrepresentation and declaratory relief. A party's claim for a declaration can in some cases be duplicative of that same party's claim for breach of contract but that is not the case here. Only the Plaintiff has brought a breach of contract claim, not the Defendant. Even assuming the Defendant's declaratory relief claim concerns the same issue(s) as the Plaintiff's breach of contract claim, counterparties can, and very often do, bring parallel claims against one another in the same action, each seeking an opposite ruling on the same issue(s). Parallel claims by and against counterparties are not duplicative even when they seek a determination of the same issue, because counterparties to parallel claims have opposite pleading and evidentiary burdens in the contexts of dismissal, summary judgment, and trial. Nor is the Defendant's counterclaim for a declaration duplicative of its misrepresentation claims. The Defendant could obtain a declaration as to the voidability of the Intercreditor Agreement without succeeding on its misrepresentation claims, because the latter claims require additional proof of reliance and damages. A full-text copy of the Court's Order dated August 27, 2018 is available at https://bit.ly/2OpdW4Q from Leagle.com. Hall CA-NV, LLC, Plaintiff, represented by Frank J. Wright -- fwright@foley.com -- FOLEY GARDERE, pro hac vice & Nathan Aman , Fahrendorf, Viloria, Oliphant & Oster LLP. Ladera Development LLC, Defendant, represented by David C. McElhinney -- dmcelhinney@lrrc.com -- LEWIS ROCA ROTHGERBER CHRISTIE LLP, Erik Foley -- efoley@lrrc.com -- & Kristen L. Martini -- kmartini@lrrc.com --Lewis Roca Rothgerber Christie LLP. Ladera Development LLC, amd cntrclm, Counter Claimant, represented by David C. McElhinney, LEWIS ROCA ROTHGERBER CHRISTIE LLP, Erik Foley & Kristen L. Martini, Lewis Roca Rothgerber Christie LLP. Hall CA-NV, LLC, amd cntrclm, Counter-Defendant, represented by Frank J. Wright, FOLEY GARDERE & Nathan Aman, Fahrendorf, Viloria, Oliphant & Oster LLP. About New Cal-Neva Lodge New Cal-Neva Lodge, LLC, based in Saint Helena, California, filed a Chapter 11 petition (Bankr. N.D. Cal. Case No. 16-10648) on July 28, 2016. In its petition, New Cal-Neva estimated $50 million to $100 million in assets and $10 million to $50 million in liabilities. The petition was signed by Robert Radovan, president and secretary. Judge Thomas E. Carlson presides over the case. Keller & Benvenutti LLP serves as bankruptcy counsel. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on Sept. 13, 2016. The committee hired Pachulski Stang Ziehl & Jones LLP, as legal counsel; Province, Inc., as financial advisor; and Fennemore Craig P.C. as Nevada counsel. New Cal-Neva filed a Chapter 11 plan of reorganization for the company and its parent Cal Neva Lodge, LLC. On Jan. 6, 2017, Leslie P. Busick and several other creditors proposed a Chapter 11 plan of reorganization for New Cal-Neva. The group is represented by the Law Offices of Alan R. Smith. On March 21, 2017, Ladera Development, LLC, filed a Chapter 11 plan of reorganization for New Cal-Neva and its parent. NEWFIELD EXPLORATION: Moody's Hikes CFR & Unsec Notes Rating to Ba1 ------------------------------------------------------------------- Moody's Investors Service upgraded Newfield Exploration Company's Corporate Family Rating to Ba1 from Ba2, its Probability of Default Rating to Ba1-PD from Ba2-PD, its senior unsecured notes ratings to Ba1 from Ba2 and the Speculative Grade Liquidity Rating to SGL-1 from SGL-2. The outlook remains stable. "The upgrade of Newfield's ratings is driven by improving credit metrics as the company benefits from cost efficiencies along with a flexible capital spending program," said Amol Joshi, Moody's Vice President. "The stable outlook incorporates our expectation that the company will avoid a significant increase in debt to fund acquisitions, or a decrease in scale due to asset sales, while its credit metrics continue to gradually improve." Upgrades: Issuer: Newfield Exploration Company Corporate Family Rating, Upgraded to Ba1 from Ba2 Probability of Default Rating, Upgraded to Ba1-PD from Ba2-PD Senior Unsecured Regular Bond/Debentures, Upgraded to Ba1 (LGD4) from Ba2 (LGD4) Speculative Grade Liquidity Rating, Upgraded to SGL-1 from SGL-2 Outlook Actions: Issuer: Newfield Exploration Company Outlook, Remains Stable RATINGS RATIONALE The upgrade of Newfield's CFR to Ba1 from Ba2 reflects the company's focus on increasing its STACK production as credit metrics gradually improve. Cash flow generation and cash margins will strengthen from cost efficiencies and a flexible capital spending program, as well as expected production growth. Newfield derives its production from several regions including the Anadarko, Williston, Uinta and Arkoma Basins. However, the Anadarko Basin represents about 70% of Newfield's production and proved reserves, and the company is challenged by increasing geographic concentration risk due to its drilling focus on the STACK. Newfield is likely to maintain a good liquidity profile and Moody's does not anticipate any significant acquisitions that could materially increase debt balances. Newfield's senior notes ($2.45 billion as of June 30) were upgraded to Ba1 from Ba2, and are at the same level as the CFR. The senior notes and the revolving credit facility (unrated) are unsecured. Additionally, the senior notes and bank revolver have no guarantees from Newfield's operating subsidiaries. Accordingly, both classes of debt are structurally subordinated to subsidiary liabilities, although no long-term debt resides at those subsidiaries and the bank revolver includes restrictions on debt incurrence at the subsidiary level. Newfield's SGL-1 liquidity rating reflects the company's very good liquidity. Newfield's capital spending should be within operating cash flow through 2019. As of June 30, the company had $293 million in cash and short-term investments, and full availability under its $2 billion unsecured revolving credit facility expiring in May 2023. The company has no meaningful debt maturities until 2022 when $750 million of senior notes mature. The credit facility has two financial covenants: a maximum debt to capital ratio of 60% and a minimum interest coverage ratio of 2.5x. Moody's expects the company to remain comfortably compliant with its covenants through 2019. Secondary liquidity is available since the company's reserves are not pledged as collateral. The stable outlook reflects Moody's expectation that Newfield's credit metrics will continue to gradually improve and that the company will avoid either a significant increase in debt to fund acquisitions or a decrease in scale due to asset sales. To consider an upgrade, Newfield would need to have a growing production profile exceeding 250,000 barrels of oil equivalent per day with its ratio of retained cash flow (RCF) to debt exceeding 50%, and its leveraged full cycle ratio exceeding 2x. Newfield's ratings could be downgraded if production declines materially or if RCF/debt falls below 35%. The principal methodology used in these ratings was Independent Exploration and Production Industry published in May 2017. Newfield is an independent exploration and production company that is primarily focused in the Mid-Continent (Anadarko and Arkoma Basins) and Rocky Mountain (Uinta and Williston Basins) regions of the United States. NEXT COMMUNICATIONS: Oct. 30 Approval Hearing on Plan Outline ------------------------------------------------------------- Bankruptcy Judge Robert A. Mark will convene a hearing on Oct. 30, 2018 at 1:30 p.m. to consider approval of Next Communications, Inc.'s first amended disclosure statement. The last day for filing and serving objections to the disclosure statement is Oct. 23, 2018. The Debtor has amended the disclosure statement explaining its Plan to modify the treatment of claims. The Debtor anticipates that Class 2, consisting of holders of Allowed Unsecured Claims equal to $500.00 or less, most likely will opt to reduce their claims in exchange for treatment as a Class 2 claim. The Debtor estimates this will be result in payments to 82 holders of Class 2 claims totaling $25,821. In full satisfaction of each holder's Allowed Class 2 Claim, the Debtor on the 90th day following the Effective Date will pay each holder of an Allowed Class 2 Claim the lessor of (a) the full amount of their claim without interest or as included in a timely filed proof of claim, or (b) $500.00. Class 2 is impaired under the Plan. The Debtor estimates that Allowed Class 3, consisting of holders of Allowed Unsecured Claims exceeding $500.00 who do not elect Class 2 treatment, total $11,426,276. Commencing on the Effective Date, the Debtor will commence monthly pro rata payments to each holder of an Allowed Class 3 Unsecured Claim based upon the following distribution schedule: Months 1-12 following Effective Date: $15,000 per month $180,000 Months 13-24 following Effective Date: $25,000 per month $300,000 Months 25-36 following Effective Date: $30,000 per month $360,000 Months 37-48 following Effective Date: $35,000 per month $420,000 Months 49-60 following Effective Date: $40,000 per month $480,000 Total Distributions Class 3 Allowed Claims $1,740,000 In full satisfaction of each holder's Allowed Class 3 Claim, each holder will receive a percentage distribution equal to 15.23% on their total allowed claim. The litigation recovery on the adversary proceeding and the resolution of the objection to Verizon's claim may moderately increase the distribution. Assuming the adversary litigation regarding the missing computer equipment is revolved for a $500,000 less attorneys fees and costs of $150,000 this would add another $350,000 to the distribution resulting in an additional distribution of 3% of each allowed claim. Assuming the Debtor is successful in its objection to Verizon's claim in the amount $376,309 this would add another 0.5% distribution to each holders Allowed Claim. Class 3 is impaired under the Plan. Class 4 consists of holders of equity interests in the Debtor. At confirmation, the equity interests in the Debtor will contribute $150,000 to fund the Plan payments. Also, to the extent the funds from operations and from NGH are insufficient to make the payments under the Plan, each owner will be obligated to pay its pro rata share of any shortfall suffer the dilution and extinguishment of their interest to the extent extinguished. According to the Debtor's five-year forecast, the Debtor incurs a Plan funding shortfall up to $87,000 in October 2019 before it declines and eventually goes away. A copy of the Amended Disclosure Statement from PacerMonitor.com is available at https://tinyurl.com/y8s57gkn at no charge. About Next Communications Next Communications, Inc., is an International Voice Over Internet Protocol (International VoIP) provider. Next Communications filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 16-10411) on Dec. 21, 2016. In the petition signed by CEO Arik Maimon, the Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. The Hon. Robert A. Mark presides over the case. AM Law, LLC, is the Debtor's bankruptcy counsel, and Hasapidis Law Offices is the special counsel. An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case of Next Communications, Inc. as of March 1, according to a court docket. PENINSULA RESEARCH: Seeks Authorization on Cash Collateral Use -------------------------------------------------------------- Peninsula Research Ormond Beach, LLC, seeks authorization from the U.S. Bankruptcy Court for the Middle District of Florida to use cash collateral. The Debtor requires the use of the cash collateral to continue and maintain the operation of its business. The Debtor derives all of its operating revenue from the conduct of clinical testing for a variety of national pharmaceutical companies. The cash earned by the Debtor for the conduct of clinical testing is necessary to enable the Debtor to pay operational expenses and to continue its operations, and thus is necessary to enable the Debtor to file a confirmable Chapter 11 Plan. The Debtor intends to use a combination of funds currently on hand, which are approximately $1,000, and funds currently in the possession and control of BTC Network -- which is a clearing house that pharmaceutical companies use to pay funds destined for distribution to clinical testing facilities like and including the Debtor. BTC Network is unable to distribute to the Debtor the funds it holds on account of the Debtor, due to the pending UCC financing statements on file. Accordingly, an Order from the Court allowing for the conditioned use by the Debtor of the Cash Collateral will in turn allow BTC Network to release to the Debtor the funds it currently holds as well as funds it is expected to continue to receive on account of the Debtor on a weekly basis as this case proceeds. The Debtor anticipates that these creditors may assert an interest in cash collateral of the Debtor: (i) Complete Business Solutions Group, which is owed approximately $250,780; (ii) MCA Recovery for World Global Capital, which is owed approximately $10,626; (iii) Mulligan Funding, which is owed approximately $50,349; (iv) Forward Financing, which is owed approximately $43,000; and (v) Jill Keough, who is owed approximately $143,000. In exchange for its permitted use of the cash collateral, the Debtor agrees to offer adequate protection in the form replacement liens on cash received as Debtor's case progresses, and including periodic payments should revenues allow. Additionally, the Debtor agrees to offer periodic reporting of revenues and expenses on such terms as reasonably requested by any effected creditor and as approved by the Court. Moreover, the Debtor agrees that should a default of its obligations under any terms required by the Court as a condition of the use of cash collateral, relief from stay will be available on terms imposed by the Court. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/flmb18-04498-18.pdf About Peninsula Research Ormond Beach Peninsula Research Ormond Beach, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-04498) on July 27, 2018. In the petition signed by Angel Ribo, CEO and president, the Debtor estimated assets of less than $50,000 and liabilities of less than $500,000. The Debtor is represented by the Law Offices of Scott W. Spradley, P.A. PERSONAL SUPPORT: $185K Sale of Assets to NCDSO Approved -------------------------------------------------------- Judge Ashely M. Chan of the U.S. Bankruptcy Court for the Eastern District of Pennsylvania authorized Personal Support Medical Suppliers, Inc. and its affiliates to sell assets of Personal Support to NCDSO, Ltd., for $185,000. The sale is free and clear of all liens, claims, interests and encumbrances. The closing of the Sale will occur as soon as possible. Notwithstanding the provisions of Bankruptcy Rule 6004(h), the Order will be effective and enforceable immediately and will not be stayed. A copy of the APA attached to the Order is available for free at: http://bankrupt.com/misc/Personal_Support_359_Order.pdf About Personal Support Medical Suppliers Personal Support Medical Suppliers, Inc., and Care for You Home Medical Equipment, LLC, doing business as Community Care Partners, are both home medical equipment organizations operating in the greater Philadelphia Region and New York with offices in Philadelphia and Seneca, Pennsylvania. The Debtors filed Chapter 11 petitions (Bankr. E.D. Pa. Case Nos. 17-12833 and 17-12836) on April 24, 2017. David Halooka, president, signed the petitions. On May 10, 2017, the Court entered an order granting the joint administration of the Debtors' cases. At the time of filing, the Debtors each estimated assets and liabilities at $1 million to $10 million. The Hon. Ashely M. Chan is the case judge. Albert A. Ciardi, III, Esq., at Ciardi Ciardi & Astin, P.C., serves as counsel to the Debtors, and David A Applebaum, Esq., at Friedman, Schuman, Applebaum & Nemeroff, PC, as their special counsel. The Debtors hired Momentum Advisors Services, LLC, Inc., as their financial advisor; and Gitomer & Berenholz P.C. as their accountant. No trustee, examiner or creditors' committee has been appointed in the Debtors' cases. PERSONAL SUPPORT: $55K Sale of CCP Stocks to Hatooka Approved ------------------------------------------------------------- Judge Ashely M. Chan of the U.S. Bankruptcy Court for the Eastern District of Pennsylvania authorized Personal Support Medical Suppliers, Inc. and its affiliates to sell the CCP stocks to Michelle Hatooka for $55,000. The sale is free and clear of all liens, claims, interests and encumbrances. Notwithstanding the provisions of Bankruptcy Rule 6004(h), the Order will be effective and enforceable immediately and will not be stayed. About Personal Support Medical Suppliers Personal Support Medical Suppliers, Inc., and Care for You Home Medical Equipment, LLC, doing business as Community Care Partners, are both home medical equipment organizations operating in the greater Philadelphia Region and New York with offices in Philadelphia and Seneca, Pennsylvania. The Debtors filed Chapter 11 petitions (Bankr. E.D. Pa. Case Nos. 17-12833 and 17-12836) on April 24, 2017. David Halooka, president, signed the petitions. On May 10, 2017, the Court entered an order granting the joint administration of the Debtors' cases. At the time of filing, the Debtors each estimated assets and liabilities at $1 million to $10 million. The Hon. Ashely M. Chan is the case judge. Albert A. Ciardi, III, Esq., at Ciardi Ciardi & Astin, P.C., serves as counsel to the Debtors, and David A Applebaum, Esq., at Friedman, Schuman, Applebaum & Nemeroff, PC, as their special counsel. The Debtors hired Momentum Advisors Services, LLC, Inc., as their financial advisor; and Gitomer & Berenholz P.C. as their accountant. No trustee, examiner or creditors' committee has been appointed in the Debtors' cases. PERSONAL SUPPORT: Sale of Accounts Receivable to BBT Approved ------------------------------------------------------------- Judge Ashely M. Chan of the U.S. Bankruptcy Court for the Eastern District of Pennsylvania authorized Personal Support Medical Suppliers, Inc. and its affiliates to sell the accounts receivable to Branch Banking Trust & Co. ("BBT") free and clear of all liens, claims, and encumbrances. Pursuant to sections l05(a), the Debtor is permitted to transfer the Accounts Receivable to BBT as the first-position secured creditor at the time of closing. The automatic stay is modified to the extent necessary to allow BBT to take all actions necessary to collect the Accounts Receivable. Notwithstanding the provisions of Bankruptcy Rule 6004(h), the Order will be effective and enforceable immediately and will not be stayed. About Personal Support Medical Suppliers Personal Support Medical Suppliers, Inc., and Care for You Home Medical Equipment, LLC, doing business as Community Care Partners, are both home medical equipment organizations operating in the greater Philadelphia Region and New York with offices in Philadelphia and Seneca, Pennsylvania. The Debtors filed Chapter 11 petitions (Bankr. E.D. Pa. Case Nos. 17-12833 and 17-12836) on April 24, 2017. David Halooka, president, signed the petitions. On May 10, 2017, the Court entered an order granting the joint administration of the Debtors' cases. At the time of filing, the Debtors each estimated assets and liabilities at $1 million to $10 million. The Hon. Ashely M. Chan is the case judge. Albert A. Ciardi, III, Esq., at Ciardi Ciardi & Astin, P.C., serves as counsel to the Debtors, and David A Applebaum, Esq., at Friedman, Schuman, Applebaum & Nemeroff, PC, as their special counsel. The Debtors hired Momentum Advisors Services, LLC, Inc., as their financial advisor; and Gitomer & Berenholz P.C. as their accountant. No trustee, examiner or creditors' committee has been appointed in the Debtors' cases. PES HOLDINGS: Moody's Gives B2 Corp. Family Rating, Outlook Stable ------------------------------------------------------------------ Moody's Investors Service assigned ratings to PES Holdings, LLC, including a B2 Corporate Family Rating, a B2-PD Probability of Default Rating (PDR), a Ba2 rating to Tranche A of its new first lien term loan facility, and a B2 rating to Tranche B and Tranche C of the first lien term loan facility. The rating outlook is stable. "Through the Chapter 11 bankruptcy process PES mitigated its term loan refinancing risk and eliminated a significant portion of its RINs obligations under the Renewable Fuel Standards program," said Arvinder Saluja, Moody's Senior Analyst. "However, the company did not reduce its debt balance, and will need to rely on improving refining margins, better operational performance and access to discounted crude to maintain supportive credit metrics." Issuer: PES Holdings, LLC Ratings Assigned: Corporate Family Rating, Assigned B2 Probability of Default Rating, Assigned B2-PD $120m Gtd. Sr. Sec Term Loan, Tranche A due 12/31/22, Assigned Ba2 (LGD2) $82.5m Gtd. Sr. Sec. Term Loan, Tranche B due 12/31/22, Assigned B2 (LGD4) $417m Gtd. Sr. Sec. Term Loan, Tranche C due 12/31/22, Assigned B2 (LGD4) Outlook Actions: Outlook, Assigned Stable RATINGS RATIONALE The B2 CFR reflects PES Holdings, LLC's (PES) asset concentration at a single site refinery complex (albeit with two large adjacent refineries), exposure to the competitive east coast refining market, reliance on crude price differentials between Brent-benchmarked crudes and WTI-benchmarked crudes, and short track record operating after emergence from bankruptcy under new management. The company previously benefitted materially from a wide differential, the absence of which, along with high EPA renewable fuel standard program (RFS) compliance costs and low refining margins, led to PES filing for bankruptcy in early 2018. The rating also considers larger refining industry challenges, including the volatility of crack spreads and risk associated with regulatory capital expenditure requirements which may not produce any additional cash flows. The rating is supported by Moody's expectation of improving credit metrics at PES in 2018-19, driven by further improvements in refining crack spreads driven by distillate supply-demand imbalance, board representation from representatives of term loan lenders (who are also the majority equity owners), and preservation of cost structure improvements. The CFR also recognizes removal of the term loan refinancing risk and a large portion of the company's significant RFS obligations under the restructuring plan, lower renewable energy credit (RINs) prices, and the company's large combined refining capacity with flexible capability to procure and process light crudes from a variety of domestic and foreign sources. The primary debt at PES following restructuring will be the new $620 million first lien term loan facility due December 31, 2022, consisting of three separate tranches: 1) Tranche A (rated Ba2): $120 million non-amortizing first-lien-first out tranche (previously, DIP facility); 2) Tranche B (rated B2): amortizing $82.5 million tranche (previously, North Yard Logistics term loan) with amortization of $2.5 million in 2018, $5 million in 2019, $7.5 million in 2020, and $10 million each year thereafter; and 3) Tranche C (rated B2): non-amortizing $417 million tranche with PIK toggle (previously, PESRM term loan B). PES also has a $75 million loan (unrated) due 2023 from an Energy Transfer Partners' (ETP) subsidiary and a $36 million debt balance (unrated, due 2021) related to construction of an onsite NGL rail terminal. The term loan facility is secured by substantially all assets of PES Holdings, LLC and its subsidiaries (including the refineries) excluding intermediated hydrocarbon inventory, precious metal catalyst assets and inventory, and 36 storage tanks which serve as collateral for the ETP loan. Tranche A of the facility has priority of repayment over Tranches B and C and is therefore rated three notches above the B2 CFR. The Tranche B and Tranche C are pari passu in right of repayment, and are both rated B2, in line with the B2 CFR, due to their lower priority of payments relative to Tranche A, in accordance with Moody's Loss Given Default Methodology. Moody's expects that PES will maintain adequate liquidity with the ability to fund its interest payments and maintenance capital expenditures over at least the next 12-18 months with its operating cash flows and over $150 million cash balance, post-emergence. Although the company does not have a revolving credit facility currently, it expects to put in place a $40 million revolver-like facility when the intermediation agreement with ICBC Standard Bank (ICBCS) is completed on January 29, 2019 . PES's liquidity is significantly enhanced by the intermediation agreement with Merrill Lynch Commodities (MLC), which will be replaced in a phased transition to ICBCS on October 19, 2018 and January 29, 2019, for crude and refined products, respectively, and which accounts for substantially all of the refineries' crude supply and product off-take. However, not unlike other refiners with intermediation agreements, the company is highly reliant on it and would need to arrange additional liquidity if it were to terminate or expire. Moody's assumes that the transition from MLC to ICBCS will be seamless and not pose meaningful impact on the refinery operations. The intermediation agreement expires in January 2021, with possible annual extensions as agreed between PES and ICBCS. The stable outlook reflects Moody's assumption that PES will maintain supportive credit metrics and liquidity, and successfully operate under the upcoming intermediation agreement changes. PES could be upgraded if there is a material increase in operational and refinery asset diversification without any increase in debt. A downgrade could result if PES's leverage is sustained above 3.5x or if Retained Cash Flow to Debt is sustained below 20%; if it pays dividends to its owners; if refining margins deteriorate beyond seasonal norms; or if it is unable to procure meaningful amounts of advantaged domestic crude. PES Holdings, LLC owns two primary operating subsidiaries, PESRM and North Yard Logistics, L.P. (North Yard). The principal methodology used in these ratings was Refining and Marketing Industry published in November 2016. PIERSON LAKES: Creditors Oppose Approval of Plan ------------------------------------------------ A group of creditors of Pierson Lakes Homeowners Association, Inc. asked the U.S. Bankruptcy Court for the Southern District of New York to deny the disclosure statement filed by the company for its proposed Chapter 11 plan of reorganization. In their objection, Pierson Project LLC, Potake Lake LLC and Rock Hill LLC complained that they are "impaired" contrary to Pierson Lakes' claim that no one is impaired under its proposed plan. "A plan proposing a 10-year payout at a 2% interest rate unquestionably impairs the [creditors]," said Dawn Kirby, Esq., at DelBello Donnellan Weingarten Wise & Wiederkehr, LLP. According to Ms. Kirby, applying a 2% rate over 10 years rather than the 9% rate to which the creditors are legally entitled results in the creditors losing as much as $800,000 in interest-payments. She added that the plan also significantly alters the creditors' contractual rights with the company, making them impaired under the plan. The creditors' attorney also criticized the "numerous material inaccuracies" in Pierson Lakes' disclosure statement. The creditors can be reached through: Dawn Kirby, Esq. Erica R. Aisner, Esq. DelBello Donnellan Weingarten Wise & Wiederkehr, LLP One North Lexington Avenue White Plains, NY 10601 Tel: (914) 681-0200 About Pierson Lakes Homeowners Association Inc. Pierson Lakes Homeowners Association, Inc., is a tax-exempt homeowners association based in Sterlington, New York. Pierson Lakes Homeowners Association filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 18-22463) on March 27, 2018. In the petition signed by Sean Rice, president, the Debtor disclosed $1.55 million in assets and $3.49 million in liabilities. The Hon. Robert D. Drain presides over the case. Gary M. Kushner, Esq., and Scott D. Simon, Esq., at Goetz Fitzpatrick LLP, serve as bankruptcy counsel to the Debtor. PIERSON LAKES: Opposes Approval of Creditors' Plan -------------------------------------------------- Pierson Lakes Homeowners Association, Inc. has criticized the Chapter 11 plan of reorganization proposed by Pierson Project, LLC and two other creditors for the company, saying the plan is "patently unconfirmable." In a filing with the U.S. Bankruptcy Court for the Southern District of New York, the company's attorney Gary Kushner, Esq., at Goetz Fitzpatrick LLP, said the plan violates the final, non-appealable decision of an arbitrator that the Phase I homeowners are not liable for paying the creditors' debt. On May 26, 2017, the arbitrator ruled that only Pierson Lakes, and not the homeowners, is required to pay the creditors' debt. However, the creditors' plan proposes to appoint a plan administrator who would take the place of the company's board and impose liability for the creditors' debt on Phase I homeowners through a special assessment without their consent. "The [creditors] cannot circumvent the arbitrator's ruling by having a plan administrator unilaterally assess homeowners for the [creditors'] debt," Mr. Kushner said. Mr. Kushner also said that the creditors' disclosure statement describes a plan that is incapable of confirmation because it assumes the plan administrator has powers that do not exist under the corporate charter and governing documents of the development. A copy of the Creditors' Disclosure Statement dated Aug. 15 from PacerMonitor.com is available at https://tinyurl.com/yc8z46ah at no charge. About Pierson Lakes Homeowners Association Inc. Pierson Lakes Homeowners Association, Inc., is a tax-exempt homeowners association based in Sterlington, New York. Pierson Lakes Homeowners Association filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 18-22463) on March 27, 2018. In the petition signed by Sean Rice, president, the Debtor disclosed $1.55 million in assets and $3.49 million in liabilities. The Hon. Robert D. Drain presides over the case. Gary M. Kushner, Esq., and Scott D. Simon, Esq., at Goetz Fitzpatrick LLP, serve as bankruptcy counsel to the Debtor. PINKTOE TARANTULA: Needs More Time to Continue Plan Negotiations ---------------------------------------------------------------- Pinktoe Tarantula Limited and its affiliates filed with the U.S. Bankruptcy Court for the District of Delaware their second motion, seeking for an extension of the Plan Period and Solicitation Period through and including December 17, 2018 and February 14, 2019, respectively. The Debtors assert that they have made significant progress in moving this case forward. They have closed several stores, rejected several nonresidential real property leases related thereto, and liquidated most of their assets. But one nonresidential real property lease remains in place, which is related to a property in New York City that has been subleased to a subtenant who is paying rent at a level sufficient to satisfy the Debtors' obligations under the lease. The Debtors have been engaged in negotiations with the landlord and the subtenant on that property regarding a potential global resolution of potential claims related thereto, but thus far have been unable to reach an agreement, despite the best efforts of the Debtors and their professionals. The Debtors anticipate confirming the Plan in the coming months, and seek an extension to the Exclusivity Periods to preclude the costly disruption and instability that would occur if competing plans were proposed either before the Plan is confirmed, or, if the Plan is not confirmed, before the Debtors have a meaningful opportunity to work with their key constituencies to put forth an amended proposal. The Debtors submit that their demonstrated progress to date provides ample cause to extend the Exclusivity Periods. The Debtors assert that this second request for an extension of the Exclusivity Periods will not unfairly prejudice or pressure their creditor constituencies or grant the Debtors any unfair bargaining leverage. The Debtors need creditor support to confirm any plan, so they are in no position to impose or pressure their creditors to accept unwelcome plan terms. Rather, the Debtors seek an extension of the Exclusivity Periods to advance the cases and continue good faith negotiations with their stakeholders. About Pinktoe Tarantula Pinktoe Tarantula Limited is located in New York City, and was founded in 2011. The Company, together with its subsidiaries, operate in the shoe stores industry. Pinktoe Tarantula, and affiliates Desert Blonde Tarantula Limited and Red Rump Tarantula Limited sought Chapter 11 protection (Bankr. D. Del. Case No. 18-10344 to 18-10346) on Feb. 17, 2018. In the petitions signed by CRO William Kaye, Pinktoe Tarantula estimated its assets at between $1 million and $10 million and its liabilities at between $10 million and $50 million; Desert Blonde estimated its assets at between $500,000 and $1 million and its liabilities at between $1 million and $10 million; and Red Rump estimated its assets at up to $50,000 and its liabilities at between $1 million and $10 million. Judge Kevin J. Carey presides over the case. Dennis A. Meloro, Esq., at Greenberg Traurig, LLP, serves as the Debtors' bankruptcy counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. PRODUCT QUEST: Taps Kurtzman Carson as Claims Agent --------------------------------------------------- Product Quest Manufacturing, LLC, seeks approval from the U.S. Bankruptcy Court for the Middle District of North Carolina to hire Kurtzman Carson Consultants LLC as its claims, noticing and balloting agent. The firm will oversee the distribution of notices and will assist in the maintenance, processing and docketing of proofs of claim filed in the Chapter 11 cases of Product Quest and its affiliates. Prior to the petition date, the Debtors paid the firm a retainer of $15,000. Evan Gershbein, senior vice-president of Kurtzman's Corporate Restructuring Services, disclosed in a court filing that the firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Evan Gershbein Kurtzman Carson Consultants LLC 2335 Alaska Avenue El Segundo, CA 90245 Tel: (310) 823-9000 About Product Quest Manufacturing Product Quest Manufacturing, LLC, is a manufacturer of over-the-counter drugs and cosmetics, as well as some prescription drugs and animal health products. Product Quest Manufacturing and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. N.C. Lead Case No. 18-50946) on September 7, 2018. At the time of the filing, Product Quest disclosed that it had estimated assets of $100 million to $500 million and liabilities of $100 million to $500 million. Judge Lena M. James presides over Product Quest's cases. The Debtors tapped Northen Blue LLP as their legal counsel; and Kurtzman Carson Consultants LLC as their claims, noticing, and balloting agent. PRODUCT QUEST: Taps Northen Blue as Legal Counsel ------------------------------------------------- Product Quest Manufacturing, LLC, seeks approval from the U.S. Bankruptcy Court for the Middle District of North Carolina to hire Northen Blue, LLP as its legal counsel. The firm will advise the company and its affiliates regarding their duties under the Bankruptcy Code; assist in the management or sale of their properties; examine how they conduct their affairs; assist in the preparation of a bankruptcy plan; and provide other legal services related to their Chapter 11 cases. Northen Blue will charge these hourly rates: John A. Northen $550 Vicki Parrot $450 J.P. Cournoyer $375 The firm received a retainer of $50,000, of which $22,960.50 was used to pay its pre-bankruptcy services. John Northen, Esq., a partner at Northen Blue, disclosed in a court filing that he and his firm are "disinterested" as defined in section 101(14) of the Bankruptcy Code. Northen Blue can be reached through: John A. Northen, Esq. Vicki L. Parrott, Esq. John Paul H. Cournoyer, Esq. 1414 Raleigh Road, Suite 435 Chapel Hill, NC 27517 Telephone: (919) 968-4441 E-mail: jan@nbfirm.com E-mail: vlp@nbfirm.com E-mail: jpc@nbfirm.com About Product Quest Manufacturing Product Quest Manufacturing, LLC, is a manufacturer of over-the-counter drugs and cosmetics, as well as some prescription drugs and animal health products. Product Quest Manufacturing and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. N.C. Lead Case No. 18-50946) on Sept. 7, 2018. At the time of the filing, Product Quest estimated assets of $100 million to $500 million and liabilities of $100 million to $500 million. Judge Lena M. James presides over Product Quest's cases. The Debtors tapped Northen Blue LLP as their legal counsel; and Kurtzman Carson Consultants LLC as their claims, noticing, and balloting agent. PROTEA BIOSCIENCES: Seeks120-Day Exclusive Filing Period Extension ------------------------------------------------------------------ Protea Biosciences, Inc., and Protea Biosciences Group, Inc., request the U.S. Bankruptcy Court for the Northern District of West Virginia to extend the exclusive period within which the Debtor may file a plan for a period of 120 days. The Debtors assert that cause exist to extend the Exclusivity Period under the following factors: A. The cases involve more than $10.0 million in debt and remaining assets worth an uncertain amount. There are significant and complex assets that need to be administered including the benefits of net operating losses and potential claims against third parties which need to be analyzed and preserved, if possible; B. The Debtors are in the process of finalizing a possible transaction that could form the basis of their plan. The Debtors need additional time to consummate the transaction which the Debtors believe could yield the highest and best return for the creditors. Specifically, the Debtors filed a motion to approve an Asset Sale and Purchase Agreement between the Debtors and Blackwater Group, LLC. The hearing on the Blackwater Sale Motion is scheduled for November 27, 2018; C. The Debtors are investigating potential litigation claims which may impact proposed reorganization plan; D. The Debtors continue to progress toward reorganization in good faith. The Debtors recently filed objections to certain material claims and anticipate filing, in the very near future, additional objections to approximated $5.5 million of claims. These claims objections will substantially simplify administration of the estate and the confirmation of a plan of reorganization. No trustee has been appointed and no party has ever alleged the Debtors are not proceeding in good faith; E. Debtors are paying their post-petition debts as they become due; F. The Debtors have very good prospects of filing a viable plan. The Debtors currently have no secured debt and the Debtors believe that a reorganization plan would yield a return in excess of what the creditors would receive in a chapter 7 liquidation; G. The Debtors' case has only been pending since December 1, 2017, a short time for the Debtors to fully analyze possible plans and scenarios that will lead to a successful reorganization; and H. The Debtors are not seeking the extension to pressure creditors. About Protea Biosciences Headquartered in Morgantown, West Virginia, Protea Biosciences Inc. -- https://www.proteabio.com/ -- is a bioanalytics technology company that provides analytical and diagnostic solutions for the rapid and direct identification, mapping and display of the molecules present in living cells and biological samples. Protea Biosciences, Inc., and its affiliate Protea Biosciences Group, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. W.Va. Case Nos. 17-01200 and 17-01201) on Dec. 1, 2017. At the time of the filing, Protea Biosciences disclosed $5.16 million in assets and $13.64 million in liabilities. Protea Biosciences Group disclosed $2.7 million in assets and $18.2 million in liabilities. Judge Patrick M. Flatley presides over the case. The Debtors hired Buchanan Ingersoll & Rooney PC as their legal counsel; and Compass Advisory Partners, LLC, as their restructuring advisor. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors in the Debtors' cases. Leech Tishman Fuscaldo & Lampl, LLC, is the Committee's legal counsel and Johnson Law, PLLC, is its local counsel. QUALITY UPHOLSTERY: Court Approves Disclosures, Confirms Plan ------------------------------------------------------------- Judge August B. Landis of the U.S. Bankruptcy Court for the District of Nevada has granted final approval of the disclosure statement explaining Quality Upholstery, Inc.'s second amended plan of reorganization and confirmed the Plan. Judge Landis found that the requirements for confirmation set forth in 11 U.S.C. sec. 1129(a) have been satisfied and that the Plan filed on June 5, 2018, and each of the Plan's provisions, is approved and confirmed. As reported by The Troubled Company Reporter, the latest plan adds the secured claim of the Clark County Assessor in class 9 and the unsecured priority claim of the State of Nevada Department of Employment, Training and Rehabilitation in Class 10. The Clark County Assessor has filed a $88.37 claim. The Debtor will pay Class 9 claims in full within 90 days of the Effective Date. The Clark County Assessor shall retain any pre-petition liens it had on any of the Debtor's Property if any. At the option of Debtor, Debtor may pre-pay any payment without penalty. The State of Nevada DETR has filed a $11,636.41 claim. The Debtor will pay Class 10 claims in equal quarterly installments so that the claims are paid in full within five years of the date of filing of the Debtor's petition, or such other time as agreed between the State of Nevada DETR and the Debtor. At the option of Debtor, Debtor may pre-pay any payment without penalty. General unsecured creditors, previously classified in Class 9, are now under Class 11. The Debtor anticipates that its business will continue to perform as it has done during the pendency of the case. A full-text copy of the Latest Disclosure Statement dated June 5, 2018 is available at: http://bankrupt.com/misc/nvb17-12359-117.pdf About Quality Upholstery Quality Upholstery Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 17-12359) on May 3, 2017. At the time of the filing, the Debtor estimated assets and liabilities of less than $1 million. The case is assigned to Judge August B. Landis. Matthew L. Johnson, Esq., Russell G. Gubler, Esq., and Ashveen S. Dhillon, Esq., at Johnson & Gubler, P.C., in Las Vegas, Nevada, serve as counsel to the Debtor. RADIOSHACK CORP: Dismissal of Target FED Action vs Sprint Reversed ------------------------------------------------------------------ In the forcible entry and detainer (FED) action captioned TARGET CORPORATION, Plaintiff/Appellant, v. SPRINT SPECTRUM, L.P., Defendant/Appellee, No. 2 CA-CV 2017-0162 (Ariz. App.), appellant Target Corporation appeals from the trial court's dismissal of the action and award of attorney fees and costs to appellee Sprint Spectrum Limited Partnership. The Court of Appeals of Arizona reverses the court's dismissal of the FED action and award of attorney fees and costs, and remands the matter to the trial court. Target contends that the trial court erred by dismissing the FED action on the basis of Sprint's offer to surrender physical possession of the subject premises alone, and then in awarding Sprint attorney fees and costs under the FED statute. Sprint contends that the court correctly determined that its surrender of physical possession mooted the case and that the award of fees and costs was correct. The issue is whether the court erred as a matter of law in dismissing the case because of Sprint's tender of physical possession and by granting Sprint fees and costs. The Court finds that it did err in dismissing the FED action, and, because it did, it also erred in awarding Sprint its fees and costs. Here, the trial court did not dismiss the FED complaint because Target did not prove the landlord-tenant relationship; indeed, that relationship is undisputed. Instead, on the date set for the FED bench trial, the court dismissed the FED action because it found "possession is not at issue." Though the court did not provide the precise grounds as to why it found possession no longer at issue, presumably it was for the reasons stated in Sprint's motion to dismiss. In its motion to dismiss, Sprint stated "there is no need for the Court to determine whether Target should be awarded possession of the property because Sprint has already relinquished its right to possession" and that it was "willing to vacate the property and turn over possession to Target by May 31, 2017." Whatever the basis for the ruling, the court erred in dismissing the FED action. Target alleged in its complaint that Sprint's then-current possession was wrongful due to its breach of lease. Under the terms of the lease, absent a qualifying breach, Sprint maintained a tenant's right to possession of the premises--quiet enjoyment--to the exclusion of Target. A covenant of quiet enjoyment ensures that a tenant will be "free from any interference on the part of the landlord." As of the date of trial, as evidenced by Sprint's offer to vacate the premises and turn them over to Target--but not for (at least) another six days--Sprint maintained physical possession of the premises. Therefore as of the date of the dismissal, there remained matters to be tried. It remained for the court to determine, after trial, whether Sprint was guilty of forcible entry and detainer and necessarily which of the parties had, as of the date of trial, the superior right to possession. Then, once having made that determination, to issue a judgment and, if judgment be in favor of the party without physical possession, to issue a writ of restitution to restore that party to physical possession of the premises. Until Sprint surrendered physical possession by vacating the premises and allowing Target physically to occupy it, it had the right of possession of the premises even though, by its relinquishment, it no longer asserted the right to possession. Nonetheless, it still remained for the trial court to enter judgment of Sprint's guilt or innocence, either after trial or based on Sprint's judicial admission relinquishing the right to possession and conceding to Target's requested relief.2 And then, if guilt is found, to issue a writ of restitution to restore Target to physical possession free of any of Sprint's competing leasehold interests. Because a landlord-tenant relationship existed between the parties, and because there remained matters to be tried at the time of its order granting dismissal, the court erred in granting Sprint's motion to dismiss. As to the trial court's award of attorney fees to Sprint, because the FED matter remains to be tried, the award is premature and must be vacated. Additionally, even if the dismissal of the FED action had been correct, an award of attorney fees in favor of Sprint was improper. While A.R.S. section 12-1178 does authorize an award of attorney fees in FED actions, the statute provides that, "[i]f the defendant is found not guilty, judgment shall be given for the defendant against the plaintiff for damages, attorney fees and court and other costs." Sprint initially prevailed in the matter below by way of dismissal, however, Sprint was not found "not guilty." By dismissing the matter, there was no determination of guilt one way or the other by the court resulting from a decision on the merits of forcible entry and detainer. By the plain language of the statute, Sprint was not entitled to attorney fees. A full-text copy of the Court's Memorandum Decision dated August 28, 2018 is available at https://bit.ly/2xckltg from Leagle.com. Mesch, Clark & Rothschild P.C., Tucson, By Paul A. Loucks -- ploucks@mcrazlaw.com -- Counsel for Plaintiff/Appellant. Polsinelli PC, Phoenix, By Jennifer J. Axel -- jaxel@polsinelli.com -- and Michelle Buckley -- mbuckley@polsinelli.com -- Counsel for Defendant/Appellee. About General Wireless Operations Based in Fort Worth, Texas, General Wireless Operations Inc., doing business as RadioShack -- http://www.RadioShack.com-- operates a chain of electronics stores. Its predecessor, RadioShack Corp., then with 4,000 locations, sought Chapter 11 protection (Bankr. D. Del. Case No. 15-10197) in February 2015 and announced plans to close underperforming stores. In March 2015, Standard General affiliate General Wireless won court approval to purchase RadioShack Corp.'s assets, gaining ownership of around 1,700 RadioShack locations. Two years later, General Wireless commenced its own bankruptcy case, announcing plans to close 200 of 1,300 remaining stores. General Wireless Operations Inc., and its affiliates based in Ft. Worth, TX, filed a Chapter 11 petition (Bankr. D. Del. Lead Case No. 17-10506) on March 8, 2017. The petition was signed by Bradford Tobin, SVP, general counsel. In its petition, the Debtor estimated $100 million to $500 million in both assets and liabilities. Pepper Hamilton LLP is serving as counsel to the Debtors, Jones Day as co-counsel, Prime Clerk, LLC as claims and noticing agent, Loughlin Management Partners & Company, Inc. RALSTON-LIPPINCOTT: $338K Private Sale of Chester Property Approved ------------------------------------------------------------------- Judge Cecelia G. Morris of the U.S. Bankruptcy Court for the Southern District of New York authorized the private sale by Ralston-Lippincott-Hasbrouck-Ingrassia Funeral Home, Inc., and its affiliates of the improved real property located at 92 Main Street, Village of Chester, Orange County, New York 10918, Section 111, Block 1, Lot 28.1, to the Village of Chester for $338,085. A hearing on the Motion was held on Aug. 28, 2018. The sale is free and clear of liens, liens to attach to proceeds. The Debtors are authorized to pay from the proceeds of sale at closing the liens, encumbrances, mortgages, property taxes and miscellaneous closing costs as may be necessary and appropriate to transfer marketable title at closing. About Ralston-Lippincott-Hasbrouck-Ingrassia Funeral Home, Inc. Ralston-Lippincott-Hasbrouck-Ingrassia Funeral Home, Inc., Lippincott-Ingrassia Funeral Home, Inc., Lippincott Funeral Chapel, Inc., and CKI, LLC, filed Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 17-35114, 17-35115, 17-35116, and 17-35117, respectively) on Jan. 26, 2017. Anthony Ingrassia, president, signed the petitions. The Debtors are represented by Mike Pinsky, Esq., at Hayward, Parker, O'Leary & Pinsky. The cases are assigned to Judge Cecelia G. Morris. Ralston-Lippincott-Hasbrouck-Ingrassia disclosed assets at $1,280,000 and liabilities at $1,110,000, while Lippincott-Ingrassia Funeral disclosed assets at $557,600 and liabilities at $422,138. Debtors Ralston-Lippincott-Hasbrouck-Ingrassia Funeral Home, Inc., Lippincott-Ingrassia Funeral Home, Inc., and Lippincott Funeral Chapel, Inc., own and operate affiliated funeral homes in Orange County, New York. The funeral home owned and operated by Ralston-Lippincott-Hasbrouck-Ingrassia Funeral Home, Inc., is located at 72 West Main Street in Middletown, New York. The funeral home owned and operated by Lippincott-Ingrassia Funeral Home, Inc., is located at 92 Main Street in Chester, New York. The funeral home owned and operated by Lippincott Funeral Chapel, Inc., is located at 107 Murray Street in Goshen, New York. Debtor CKI owns improved real estate located at 4 Oak Street, Greenwood Lake, New York. The Greenwood Lake Property is rented to non-debtor affiliate Caitant, Inc., which operates that property as an affiliated funeral home. A joint plan of reorganization was confirmed on April 6, 2018. REAGOR-DYKES MOTORS: May Use Cash Collateral on Interim Basis ------------------------------------------------------------- The Hon. Robert L. Jones of the U.S. Bankruptcy Court for the Northern District of Texas has signed an interim order authorizing Reagor-Dykes Motors, LP, and its debtor-affiliates to use cash collateral. The Debtor may use cash collateral in the ordinary course of its business solely to pay ordinary and necessary expenditures for its continuing operation. The approved cash collateral budget shows total monthly operating expenses of approximately $909,551. Prior to Petition Date, Ford Motor Credit Company provided the Debtors, among other things, financing for their vehicle inventory to be used in their dealership operations. Generally speaking, the Debtor entered into a Wholesale Financing and Security Agreement and other loan agreements with FMCC, granting FMCC a lien in the inventory, as well as the proceeds, products, rents, issues and profits of such inventory. FMCC asserts that Debtors are indebted to it in an amount that exceeds $116 million with interest and other charges continuing to accrue. FMCC asserts a secured pre-petition lien (in first position except with respect to a lien properly in place by any taxing authority) in the Debtors' assets including Debtors' vehicle inventory. FMCC has consented to the Debtors' interim use of cash collateral. As adequate protection to FMCC's interests in the collateral: (a) On the day of any retail sale or lease of a vehicle, or one business day from Debtors' receipt of any of the sale proceeds for any retail sale or lease of a vehicle that has been sold or leased on or before August 8, 2018 for which Debtors received before or after said date, the Debtors will immediately and forthwith remit to FMCC by electronic funds transfer all amounts received by the Debtors up to the amount advanced by FMCC to Debtor on the vehicle; (b) On the day of any sale or lease of a vehicle not floored by FMCC, the Debtors will immediately and forthwith remit to FMCC by certified funds or other immediately available funds received by Debtors in the amount of 80% of Debtors' net sale price of the Non-Floored Vehicle after payment of existing liens against such Vehicle, taxes, registration, and licensing; (c) Debtors will pay to FMCC the amount of amortized curtailment/principal payments and interest due under the respective Loan Documents, beginning with the payments due August 2018, and each month thereafter on the dates and according to the terms set forth in the Loan Documents; (d) Debtors will provide FMCC with proof of the payment of any existing liens, Department of Motor Vehicle fees and/or sales or use tax on a weekly basis; (e) Should Debtors receive any vehicles as a "trade in" for the payment of any vehicle constituting collateral, Debtors will notify FMCC within one business day of receiving the trade-in and will promptly pay or satisfy any liens or amounts owing against the trade-in vehicle; (f) Trades or transfers of floored vehicles by Debtors with other dealers, wholesale sales, auction sales and fleet sales of greater than 2 vehicles are prohibited without the prior written consent of FMCC; (g) The vehicles in demonstration status will be returned to the dealerships and will not be returned to demonstrator status without FMCC's prior written consent. Debtors will not place any Vehicles into use as service or "loaner" vehicles and will not permit Vehicles to be used for overnight test drives without FMCC's prior written consent; (h) As the Debtors, in the ordinary course of its service department's business, consume parts, accessories, supplies or related equipment, the Debtors will replenish the Parts Inventory so that the value of the Parts Inventory does not drop below such value as of the Petition Date; (i) Debtors will pay all sales taxes, licensing and registration fees and other obligations incurred in the ordinary course of business of an automobile dealer including all contractual obligations with customers; (j) Debtors will maintain and insure FMCC's Collateral in amounts and levels consistent with past practice and the requirements of FMCC under the terms of the Loan Documents; and (k) All terms of the Loan Documents will remain in full force and effect, except to the extent they are inconsistent with the Interim Order. FMCC will be granted a post-petition security interest in and replacement lien upon Debtors' assets and property of every kind whatsoever existing on or arising, acquired or created, after the Petition Date, save and except for any chapter 5 causes of action arising under the Bankruptcy Code, inclusive of all proceeds and products thereof, in the same priority and in the same nature, extent, and validity as such liens, if any, existed pre-petition. The replacement lien will serve as adequate protection for the use of the collateral to the extent of any diminution of the value of the collateral. To the extent necessary, FMCC will also have an administrative expense pursuant to section 507(b) of the Bankruptcy Code in Debtors' Chapter 11 Case and against Debtors' bankruptcy estate to the extent of any diminution in the value of FMCC's interest in the collateral and this administrative claim will have priority over and above all other costs and expenses of the kind specified in or ordered pursuant to sections 503(b) or 507(a) of the Bankruptcy Code. The Debtors will permit FMCC and its authorized agents and employees to remain upon Debtors' premises during business operating hours. FMCC is authorized to hold keys and titles to Vehicles and to conduct audits and inspections of the collateral and Debtors' books and records, including all records concerning the Collateral. The Debtors will also keep current all of its books, records and accounts, and agree that FMCC or any person designated by FMCC will be permitted to examine the collateral and records and to copy any and all books and records, including but not limited to any computer software and hardware and other accounting programs of the Debtors. About Reagor-Dykes Motors Dykes Auto Group -- https://www.reagordykesautogroup.com/ -- is a dealer of automobiles headquartered in Lubbock, Texas. The Company offers new and used vehicles, automobile parts, and other related accessories, as well as car financing, leasing, repair, and maintenance services. Some of its new vehicles include brands like Ford, Toyota, GMC, Cadillac, Chevrolet and Buick. Reagor-Dykes Motors, LP, based in Lubbock, TX, and its debtor-affiliates sought Chapter 11 protection (Bankr. N.D. Tex. Lead Case No. 18-50214) on Aug. 1, 2018. In its petition, the Debtors estimated $10 million to $50 million in both assets and liabilities. The petition was signed by Bart Reagor, managing member of Reagor Auto Mall I, LLC, general manager and Rick Dykes, managing member of Reagor Auto Mall I, LLC, general partner. The Hon. Robert L. Jones presides over the case. David R. Langston, Esq., at Mullin Hoard & Brown, L.L.P., serves as bankruptcy counsel. BlackBriar Advisors LLC personnel is serving as CRO for the Debtor. REBUILTCARS CORP: 14th Interim Cash Collateral Order Entered ------------------------------------------------------------ The Hon. Timothy A. Barnes of the U.S. Bankruptcy Court for the Northern District of Illinois has entered a fourteenth interim order authorizing Rebuiltcars Corporation to use the cash collateral in which Automobile Financing Corporation ("AFC") asserts an interest. A hearing on the Cash Collateral Motion will be held on October 9, 2018 at 10:30 a.m. During the interim period of cash use and until such time as the Court conducts a final hearing on the Cash Collateral Motion, the Debtor will be authorized to use cash collateral solely for its postpetition necessary and reasonable operating expenses. The approved cash collateral budget provides total monthly expenses of $35,501. The Court has been advised that the Debtor and AFC have agreed to interim terms resolving AFC's objection to the Debtor's use of cash collateral. As adequate protection, the Debtor will provide AFC with adequate protection as follows: (i) The Debtor may sell AFC Secured Vehicle for an amount sufficient to pay AFC the full amount owing on that vehicle as of the date of sale as indicated in the records of AFC ("Payoff Amount"). Absent written permission from AFC, the Debtor may not sell such vehicle for less than the Payoff Amount, and the Debtor may not dispose of any AFC Secured Vehicle through trade; (ii) Upon the sale of an AFC Secured Vehicle, the Payoff Amount will be deposited into a separate deposit account maintained at a financial institution on the debtor-in-possession institutions approved by the U.S. Trustee. No funds in the AFC Escrow Account may be used by the Debtor for any purpose until further Order of the Court; (iii) Upon the sale of an AFC Secured Vehicle, the Debtor will provide written documentation to AFC that, in AFC's discretion, verifies the final sale of such vehicle, and after such verification AFC will provide the Debtor with the title to the vehicles, otherwise, AFC will retain all vehicle titles; (iv) Other than for routine maintenance and test-drives during normal business hours, the Debtor will not allow any AFC Secured Vehicle to leave its premises until receipt of title from AFC; (v) AFC will be granted replacement liens in all property and assets of any kind and nature in which the Debtor has an interest, whether real or personal, including proceeds, products, rents and profits thereof, with the same priority, validity and extent as AFC's prepetition liens; (vi) The Debtor will provide AFC with a written report regarding: (a) each AFC Secured Vehicle sold or otherwise disposed of during the previous week, including the date of such sale, an identification and the sale price of such vehicle, (b) each AFC Secured Vehicle still owned by the Debtor as well as the location and condition of such vehicle, and (c) the balance in the AFC Escrow Account, including a listing of all deposits and withdrawals; (vii) The Debtor will, at all times, keep the AFC Secured Vehicles insured under the same terms and conditions as set forth in the respective AFC Note. AFC may inspect its collateral and all documents related thereto, including the premises of the Debtor. The Debtor will maintain all documents related to AFC's collateral, including all sale documents, at its principal place of business; (viii) The Debtor will remain current in the payment of all post-petition tax liabilities, including but not limited to accruing ad valorem property taxes, sales and use taxes, payroll taxes, and income taxes; and (ix) The Debtor will tender the sum of $202.07 to AFC each month until further order of the Court, which payment may be provisionally applied to Debtor's obligations by AFC in its discretion. A full-text copy of the Fourteenth Interim Order is available at: http://bankrupt.com/misc/ilnb17-11811-138.pdf About Rebuiltcars Corp Rebuiltcars Corporation filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 17-11811) on April 14, 2017. In the petition signed by Mindaugas Kazakevicius, president, the Debtor estimated $50,000 to $100,000 in assets and $500,000 to $1 million in liabilities. Judge Timothy A. Barnes is the case judge. The Debtor is represented by Paul M. Bach, Esq., at the Bach Law Offices. REBUILTCARS CORP: May Continue Using Cash Collateral Until Oct. 19 ------------------------------------------------------------------ The Hon. Timothy A. Barnes of the U.S. Bankruptcy Court for the Northern District of Illinois has entered a fourteenth interim order authorizing Rebuiltcars Corporation to use the cash collateral of 1st Global Capital, Capital Merchant Services, First Home Bank and Swift Capital to and including October 19, 2018 on an interim basis. Status hearing is scheduled to take place on Oct. 9, 2018 at 10:30 a.m. 1st Global Capital, Capital Merchant Services, First Home Bank and Swift Capital are each granted with replacement liens in the Debtor's Business Assets, including but not limited to vehicle, vehicle parts and inventory, certificates of title and all purchases, products, additions, accessions and replacements of those assets, as well as the proceeds received by the Debtor in those assets. Such replacement liens will have the same validity, perfection and enforceability as the respective prepetition liens held by 1st Global Capital, Capital Merchant Services, First Home Bank and Swift Capital. The Debtor will maintain adequate property insurance on the Debtor's Business Assets including but not limited to vehicle, vehicle parts and inventory, certificates of title and all purchases, products, additions, accessions and replacements of those assets. The Debtor is also required to make monthly adequate protection payments as follows: (a) 1st Global Capital: $189.60 (b) Capital Merchant Services: $137.02 (c) First Home Bank: $1,705.31 (d) Swift Capital: $264.81 A full-text copy of the Fourteenth Interim Order is available at http://bankrupt.com/misc/ilnb17-11811-139.pdf About Rebuiltcars Corp Rebuiltcars Corporation filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 17-11811) on April 14, 2017. The petition was signed by Mindaugas Kazakevicius, president. The Debtor estimated $50,000 to $100,000 in assets and $500,000 to $1 million in liabilities. The case is assigned to Judge Timothy A. Barnes. The Debtor is represented by Paul M. Bach, Esq., at the Bach Law Offices. RED TAPE: Case Summary & Unsecured Creditors -------------------------------------------- Affiliated companies that have filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Red Tape II Inc. 18-10279 dba Stilettos Cabaret 1050 N Sugar Rd Pharr, TX 78577 Red Tape Inc. 18-10280 dba Stilettos Gentlemens Club 1480 N Expressway 77 83 Brownsville, TX 78521 Business Description: Red Tape is the registered owner of Stiletto's Cabaret and Stilettos Gentlemens Club, an adult entertainment club in Brownsville, Texas. The Debtors previously sought bankruptcy protection on Nov. 22, 2017 (Bankr. S.D. Tex. Case Nos. 17-10444 and 17-10443). Chapter 11 Petition Date: September 16, 2018 Court: United States Bankruptcy Court Southern District of Texas (Brownsville) Judge: Hon. Eduardo V. Rodriguez Debtors' Counsel: Ricardo Guerra, Esq. GUERRA DAYS LAW GROUP, PLLC 2929 Mossrock, Ste. 111 San Antonio, Texas 78230 Tel: 281-760-4295 210-446-0102 E-mail: bankruptcy@rickguerra.com bankruptcy@guerradays.com Assets and Liabilities: Estimated Estimated Assets Liabilities ----------- ----------- Red Tape II $1 mil. to $10 million $1 mil. to $10 million Red Tape Inc. $1 mil. to $10 million $1 mil. to $10 million The petitions were signed by Ramiro Armendariz, president. A full-text copy of Red Tape II's petition containing, among other items, a list of the Debtor's three unsecured creditors is available for free at: http://bankrupt.com/misc/txsb18-10279.pdf A full-text copy of Red Tape Inc.'s petition containing, among other items, a list of the Debtor's three unsecured creditors is available for free at: http://bankrupt.com/misc/txsb18-10280.pdf RENNOVA HEALTH: Eextends Warrants Termination Date to June 2019 --------------------------------------------------------------- Rennova Health, Inc. has extended the term of Series B common stock purchase warrants to June 21, 2019. As previously announced, Rennova Health issued Series B Common Stock Purchase Warrants on March 21, 2017 with a term of 18 months, and held by Sabby Healthcare Master Fund, Ltd. and Sabby Volatility Warrant Master Fund, Ltd. On May 20, 2018, the term of certain of these Series B Warrants was extended for 90 days. As of Sept. 14, 2018, the Series B Warrants subject to these extensions are exercisable into an aggregate of 16,901,769,327 shares of common stock of the Company. About Rennova Health Rennova Health, Inc. -- http://www.rennovahealth.com/-- owns and operates two rural hospitals in Tennessee and provides diagnostics and supportive software solutions to healthcare providers, delivering an efficient, effective patient experience and superior clinical outcomes. Rennova Health reported a net loss attributable to common shareholders of $108.5 million for the year ended Dec. 31, 2017, compared to a net loss attributable to common shareholders of $32.61 million for the year ended Dec. 31, 2016. As of June 30, 2018, the Company had $16.24 million in total assets, $138.32 million in total liabilities, $5.83 million in redeemable preferred stock I-1, $2.03 million in redeemable preferred stock I-2, and a total stockholders' deficit of $129.9 million. The report from the Company's independent accounting firm Green & Company, CPAs, in Tampa, Florida, the Company's auditor since 2015, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company has significant net losses, cash flow deficiencies, negative working capital and accumulated deficit. Those conditions raise substantial doubt about the company's ability to continue as a going concern. RESOLUTE ENERGY: Amends Credit Facility with Higher Borrowing Base ------------------------------------------------------------------ Effective on Sept. 14, 2018, Resolute Energy Corporation and certain of its subsidiaries, as guarantors, entered into the Fourth Amendment to the Third Amended and Restated Credit Agreement, amending the Third Amended and Restated Credit Agreement dated as of Feb. 17, 2017 with a syndicate of banks led by Bank of Montreal, as administrative agent, Capital One, National Association, as syndication agent, and Barclays Bank PLC, ING Capital LLC and SunTrust Bank, as co-documentation agents. The Fourth Amendment, among other things: * adjusted the borrowing base from $210 million to $310 million; * amended the calculation of EBITDA to provide for annualization of quarterly EBITDA through the second quarter of 2019; and * made certain other administrative amendments to accommodate the future refinancing of the Company's existing 8.5% senior notes due 2020. A full-text copy of the Amended Credit Agreement is available at: https://is.gd/R4i4CF About Resolute Energy Based in Denver, Colorado, Resolute Energy Corp. (NYSE:REN) -- http://www.resoluteenergy.com/-- is an independent oil and gas company focused on the acquisition and development of unconventional oil and gas properties in the Delaware Basin portion of the Permian Basin of west Texas. Resolute incurred a net loss available to common shareholders of $7.70 million in 2017 following a net loss available to common shareholders of $161.7 million in 2016. As of June 30, 2018, Resolute Energy had $826.6 million in total assets, $909.40 million in total liabilities and a total stockholders' deficit of $82.77 million. REX ENERGY: Resolves Committee's Objections to RSA -------------------------------------------------- R.E. Gas Development, LLC, and its debtor affiliates filed revised copies of the amended plan of liquidation and amended disclosure statement ahead of a Sept. 17 approval hearing. The Debtors previously disclosed in the Plan documents that the Make Whole Amount -- those certain yield maintenance and call protection amounts that may accrue pursuant to Section 10.02 of the Prepetition First Lien Credit Agreement -- the entitlement thereto and calculations thereof have been the subject of discussions among the Debtors, the Prepetition First Lien Lenders and the Ad Hoc Second Lien Group since the fall of 2017. The Debtors determined, after reviewing all the facts and circumstances, that litigating the Make Whole Amount would be a costly, lengthy process with an uncertain outcome. Precedent indicates that litigating the dispute could take up to 18 months to resolve (plus additional time for potential appeals) and, if the Debtors wanted to emerge before the resolution of litigation, such framework would most likely require the posting of a reserve in the full amount of the potential Make Whole Amount that could be asserted by the Prepetition First Lien Agent. Thus, the Debtors, the Prepetition First Lien Lenders and the Ad Hoc Second Lien Group agreed on the settlement of the Make Whole Amount. Pursuant to the so-called RSA Settlement, the Make Whole Amount is $50 million that is subject to reduction on a dollar-for-dollar basis by up to $5 million on account of post-petition interest accrued and paid in cash on the principal balance of $261,315,322 outstanding under the Prepetition First Lien Credit Agreement (including with respect to such amounts that have been converted to "rollup" loans under the DIP Facility) (such reduced amount, the "Minimum MW Amount"); provided, however, that if the Prepetition Second Lien Noteholders receive a recovery on account of their Prepetition Second Lien Claims as a result of the sale process or the plan process in excess of 40% of the outstanding principal amount of the Prepetition Second Lien Claim -- 2L Recovery Threshold -- then the Minimum MW Amount shall be increased by, and the Prepetition First Lien Lenders shall be entitled to, every dollar above the 2L Recovery Threshold, up to a maximum amount of $10.5 million (such increased amount being no more than $55.5 million). On July 5, 2018, the Debtors Filed the Motion for Entry of an Order (I) Approving the Settlement Pursuant to Federal Rule of Bankruptcy Procedure 9019(A) and (II) Authorizing the Debtors to Assume the Restructuring Support Agreement Pursuant to Section 365(A) of the Bankruptcy Code. The 9019 Motion sought authorization to assume the RSA, and approval of the settlements embodied. The hearing to consider the relief requested in the 9019 Motion was originally scheduled for August 13, 2018, but was rescheduled to August 30. According to the revised Disclosure Statement, prior and subsequent to the Debtors filing the 9019 Motion, the Debtors, official committee of unsecured creditors, Prepetition First Lien Lenders, and Ad Hoc Second Lien Group engaged in extensive good faith negotiations regarding the relief requested in the 9019 Motion and the Creditors' Committee's potential objections thereto, as well as the Sale Motion and the Creditors' Committee's Challenge (as defined in the Final DIP Order). These good faith negotiations included, among other things, the confidential exchange of numerous draft pleadings related to the 9019 Motion and the Creditors' Committee's Challenge. The parties ultimately agreed to a consensual global resolution of the Creditors' Committee objection points and Challenge rights (subject to the terms of the Settlement Approval Order, Sale Order, and Purchase Agreement, including, without limitation, the closing of the Sale to Penn Energy). Pursuant to the global settlement, the Purchase Agreement would provide for, among other things, the assumption of (i) all Prepetition Trade Claims (up to the Prepetition Trade Cap); (ii) the Assumed Unsecured Note Liabilities (up to $2.5 million, plus $275,000 for fees, expenses and costs, including indemnities of the Unsecured Notes Trustee); (iii) the Assumed Lease Liabilities (up to $1,005,000, plus $720,000 for the fees and expenses of the Lease Claimants, including class representative stipends); and (iv) the substantial majority of the Debtors' executory contracts. The Purchase Agreement would also provide for the payment in full of all post-petition administrative expense claims, consistent with the Bidding Procedures (through either assumption of such claims or cash sufficient to pay such claims in full), as well as the Buyer's release of all avoidance, fraudulent transfer, preference and similar claims, including all claims under chapter 5 of the Bankruptcy Code, that were acquired under the Purchase Agreement. As a result of the global settlement, the substantial majority of General Unsecured Claims in the Chapter 11 Cases will be satisfied either in full or pursuant to a consensual resolution among the relevant parties. SEC Objects The U.S. Securities and Exchange Commission objected to the Disclosure Statement because it would release the liability of, and permanently enjoin actions against, non-debtor third parties in contravention of Sections 524(e) and 1123(a)(4) of 11 U.S.C. Sections 101, et seq. As a general matter, nondebtor third party releases contravene Section 524(e) of the Bankruptcy Code, which provides that only debts of the debtor are affected by Chapter 11 discharge provisions. The SEC pointed out that these releases have special significance for public investors because they may enable nondebtors to benefit from a debtor's bankruptcy by obtaining their own releases with respect to past misconduct, including violations of the federal securities laws or breaches of fiduciary duty under state law. This concern is implicated here where the Debtors are seeking to bar both public shareholders and Section 510(b) claimants, who are receiving nothing under the Plan, and public bond holders from asserting claims against the released parties. A redlined version of the revised Disclosure Statement is available at https://tinyurl.com/y8daq2fy at no charge. Plan Outline Approved, Confirmation Hearing Set Bankruptcy Judge Jeffery A. Deller on September 17 entered a Modified Order approving the disclosure statement and establishing procedures for solicitation and tabulation of plan votes. Judge Deller set this timeline: -- The Debtors must file the Plan Supplement (if any) by October 3; -- Confirmation hearing will be held October 15 at 10:00 a.m. (ET) at p01 Courtroom A, 54th Floor, U.S. Steel Tower, Pittsburgh; and -- The last day to object to Confirmation is October 10. 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. RICH HONEY: Taps The Turoci Firm as Legal Counsel ------------------------------------------------- Rich Honey, Inc., 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 its assets and liabilities; conduct examinations of witnesses; 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 $500 Julie Philippi $400 Celine Gaston $275 Law clerks and paralegals will charge $175 per hour. The firm received from the Debtor a retainer of $15,000, which included the filing fee of $1,717. Todd Turoci, Esq., owner and principal of Turoci, 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: 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 Rich Honey Inc. Rich Honey, Inc. -- https://richhoneyapparel.com/ -- is a wholesale and private label blank apparel manufacturer in Los Angeles specializing in premium quality garment dye t-shirts & leather goods. Rich Honey sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-19570) on Aug. 17, 2018. In the petition signed by CEO Nicholas Bowes, the Debtor disclosed $522,836 in assets and $2,252,796 in liabilities. Judge Vincent P. Zurzolo presides over the case. RM HOLDCO: Oct. 4 Auction of All Assets Set ------------------------------------------- Judge Mary Walfarth of the U.S. Bankruptcy Court for the District of Delaware authorized bidding procedures and the Asset Purchase Agreement, dated Aug. 5, 2018, with FM Restaurants (PT), LLC, of RM Holdco, LLC and its affiliates, in connection with the sale of substantially all their assets for the aggregate purchase price of (i) $46.75 million cash, plus (ii) the assumption of the Assumed Liabilities, plus (iii) the Final Purchase Price Adjustment Amount, less (iv) the Deduction Amount. The Debtors are authorized to pay the Break-Up Fee pursuant to the terms and conditions set forth in the Stalking Horse APA. Specifically, the Break-Up Fee will be paid to the Stalking Horse Bidder, if and to the extent required, pursuant to Section 4.8 of the Stalking Horse APA. Upon entry of the Order, the Break-Up Fee will (if earned pursuant to the Stalking Horse APA) constitute an allowed administrative expense claim against the Debtors' bankruptcy estates, and, in the event the Debtors consummate an Alternative Transaction and solely to the extent earned pursuant to the Stalking Horse APA, will be paid first out of the proceeds of such Alternative Transaction after payment of the claims under the DIP Facility and subject to the Carve-Out, free and clear of liens and other interests. The Debtors are authorized to omit or redact the Confidential Schedules from the Stalking Horse APA in the manner set forth on the record at the Bidding Procedures Hearing. The salient terms of the Bidding Procedures are: a. Bid Deadline: Sept. 21, 2018 at 4:00 p.m. (ET) b. Initial Bid: Greater than or equal to the sum of (i) the value offered under the Stalking Horse Agreement, plus (ii) the Bid Protection, plus (iii) cash in the amount of at least $250,000, unless otherwise set by the Debtors c. Deposit: 10% of any proposed cash purchase price d. Auction: The Auction will take place on Oct. 4, 2018 at 10:00 a.m. (ET) at the offices of Young Conaway Stargatt & Taylor, LLP, Rodney Square, 1000 North King Street, Wilmington, Delaware e. Bid Increments: $250,000 f. Sale Hearing: Oct. 12, 2018 at 10:30 a.m. (ET) g. Sale Objection Deadline: Sept. 20, 2018 On Sept. 10, 2018, the Debtors will file the Assumption and Assignment Notice on all non-Debtor parties to the Assignable Contracts and any counsel appearing on their behalf in these Chapter 11 Cases. The Contract Objection Deadline is Sept. 20, 2018. Notwithstanding the possible applicability of Bankruptcy Rules 6004(h), 6006(d), 7062, 9014 or any other provisions of the Bankruptcy Rules or the Local Rules stating the contrary, the terms and conditions of the Order will be immediately effective and enforceable upon its entry and no automatic stay will apply to the Order. All time periods set forth in the Order will be calculated in accordance with Bankruptcy Rule 9006(a). A copy of the Bidding Procedures and the Stalking Horse APA attached to the Order is available for free at: http://bankrupt.com/misc/RM_Holdco_187_Order.pdf About RM Holdco, LLC RM Holdco, LLC and its subsidiaries -- http://www.realmexrestaurants.com/-- operate the Chevys Fresh Mex, El Torito, and other full-service Mexican restaurant brands. As of August 2018, RM (a) operated 69 restaurants, of which 61 are located in California and the remainder in six other states and (b) franchised 11 restaurants in seven other states. The Company owns and operates restaurants in California, Florida, Maryland, New York, Oregon, Virginia, and Washington. The Company franchises restaurants in Florida, Illinois, Maryland, Minnesota, Missouri, New Jersey, and South Dakota. RM has approximately 4,600 full-time and part-time employees. RM is majority-owned by affiliated entities of Tennenbaum Capital Partners and Z Capital Group. In March 2012, RM purchased out of bankruptcy substantially all of the assets of certain corporate entities then operating the Real Mex family of restaurants. RM Holdco, LLC, and its subsidiaries sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-11795) on Aug. 5, 2018. RM Holdco estimated assets in the range of $50 million to $100 million and $100 million to $500 million in debt. The Debtors tapped Sidley Austin LLP and Young Conaway Stargatt & Taylor, LLP as legal counsel; Alvarez & Marsal North America, LLC as restructuring advisor; and Piper Jaffrey & Co. as investment banker. Kurtzman Carson Consultants LLC is the claims and noticing agent. ROBERT T. WINZINGER: Sept. 20 Disclosure Statement Hearing Set -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey will convene a hearing on September 20, 2018 at 2:00 p.m. to consider approval of the adequacy of the disclosure statement explaining Robert T. Winzinger, Inc.'s Chapter 11 Plan of Reorganization. Class 14 consists of general unsecured claims less than $5,000. The total amount of claims in this Class is $57,440. This class will be paid 75% of the allowed amount of claim on the effective date of the Plan. Total payout is $43,080. Class 15 consists of general unsecured claims $5,000 and over. The total amount of claims in this Class is $827,429. This class will be paid $142,870 every six months beginning on the one-year anniversary of the effective date and ending approximately four years after the effective date. Class 15 consists of general unsecured claims that are penalties. The total amount of claims in this Class is $48,000. This class will be paid 100% of the allowed claim on the sixth month anniversary of the effective date after all Class 15 claims have been paid. The Debtor has already sold 286 Swedesboro Road, Franklin Township, New Jersey and 18.4 acres of vacant land known as Lot 10, Block 1 Oldmans Township, New Jersey, and has in escrow $447,499. That sum will be used to pay on the effective date of the plan approximately $203,872 in administrative expenses, $133,638 in priority tax claims and $43,080 to pay the Class 14 creditors. Additionally, the Debtor will continue to pay the sum of $23,811.80 monthly to Investors Bank until sale of the Debtor's lands in Franklinville, when the proceeds of sale will be used to pay off the Investors Bank claim in full. The claims of Caterpillar Financial Services Corp., Ford Motor Credit, Mack Financial Services, Signature Financial Services, Sterling National Bank, and John Deere, Inc., as a lessor will be paid in the ordinary course of business going forward by paying the regular monthly sum due to each of those creditors from cash flow. All of the real estate tax claims of Franklin Township will be paid from the proceeds of sale of the property in Franklinville, New Jersey. The Class 12 creditor MTAG will be paid in full pursuant to the lease agreement with AC Power1, LLC by AC Power1, LLC and that payment should be made within the next month, but no later than December 31, 2018. By virtue of paying off Investors Bank from the sale of the Franklinville property, the debtor will no longer have to pay to Investors Bank the monthly sum of $23,811.80. From the date of the closing of the Franklinville lands until six months after the effective date of the plan, the debtor will be able to accrue $23,811.80 per month. The debtor has been paying to Investors Bank the sum of $23,811.80 per month since June 29, 2013 and therefore is confident that since it has paid that sum monthly for over five years, that that sum will be available from cash flow going forward. From the period of time from the date of closing of the Franklinville property until six months after the effective date of the plan, the debtor should accrue at least $142,000.00 to be used to pay in full Class 8 Berline Realty, LLC, Class 11 Hainesport Township, and Class 13 Egg Harbor Township. After the first six months after the effective date have elapsed, the debtor will accrue $142,870.80 every six months to pay the Class 15 creditors on a pro rata basis with the first payment commencing on the one year anniversary of the effective date of the plan and every six months thereafter until the creditors of this class are paid 100% of the allowed amount of their unsecured claims in full. A copy of the Disclosure Statement from PacerMonitor.com is available at https://tinyurl.com/y8cxjo57 at no charge. About Robert T. Winzinger Founded in 1960, Robert T. Winzinger, Inc. -- http://winzinger.com/ -- is a full-service contractor for roads, excavation, land development and demolition, utility and marine construction, and recycling technologies. Winzinger is certified as a W.B.E. with the N.J. Dept. of Treasury - Division of Property Management & Construction; Licensed Contractor with City of Philadelphia; Small Business Enterprise with the City of Philadelphia; Small Business Enterprise with the State of New Jersey; Public Works Contractor with the State of New Jersey; Home Improvement Contractor with the State of New Jersey Division of Consumer Affairs; and Maintains a Certificate of Employee Report with the State of New Jersey. Robert T. Winzinger, Inc., filed a Chapter 11 petition (Bankr. D.N.J. Case No. 17-25972) on Aug. 7, 2017. In the petition signed by Audrey Winzinger, vice president, secretary, and treasurer, the Debtor estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. The Hon. Kathryn C. Ferguson is the case judge. David A. Kasen, Esq., at Kasen & Kasen, serves as the Debtor's counsel. ROSS ELITE: $1.1M Sale of Redwood Property to Santana Approved -------------------------------------------------------------- Judge M. Elaine Hammond of the U.S. Bankruptcy Court for the Northern District of California authorized Ross Elite Realty Group, LLC's sale of the real property located at 1402 Arguello Court, Redwood City, San Mateo County, California to Adam Santana for $1,060,000. A hearing on the Motion was held on July 27, 2018a at 2:00 p.m. Philip Theodore is authorized to contribute the sum of $23,000 to the escrow. The gross proceeds of sale, $1,060,000, will be paid to and disbursed by an escrow established at Chicago Title Co. After payment of the normal and customary closing costs, which will not include payment of any real estate commission on behalf of the seller, and the payment of the following costs relating to the sale of the Real Property -- $1,000 to Panacea Home Staging, Inc. and $2,500 to Oak View Designs, LLC, the proceeds of sale will be applied to pay in full the demand of Capital WRCOF Asset Trust 2017-1, to pay in full the demand of Mandoser 1402 Arguello Street Trust or its assigns in the amount of $102,403, to pay in full the demand of Igor Dralyuk in the amount of $125,000, and to pay in full the demand, if any, of the San Mateo County Tax Collector's Office for real estate taxes. No disbursement and payment will be paid to Da Chen, Inc. and the real property will be sold free and clear of any lien of Da Chen, Inc. Any proceeds remaining after payment of the demands and costs authorized by the Court and the described will be paid on behalf of the Debtor' seller to Charles B. Greene, its counsel, and placed into and held in Mr. Greene's attorney/client trust account. Such funds will not be disbursed by Mr. Greene until further order of this Court upon noticed hearing. The Court waives the 14-day stay on sales provided under Rule 6004(h) of the Federal Rules of Bankruptcy Procedure. About Ross Elite Realty Group Ross Elite Realty Group, LLC, is a real estate company headquartered in San Jose, California. It is the fee simple owner of a single-family residence located at 11 S. Circle Dr. Santa Cruz, California, valued by the company at $1.10 million, and a single-family residence located at 1402 Arguello St. Redwood City, California, valued by the company at $1.15 million. Ross Elite Realty Group sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 18-50774) on April 6, 2018. In the petition signed by Zachary Ross, managing member, the Debtor disclosed $2.25 million in assets and $1.96 million in liabilities. Judge M. Elaine Hammond presides over the case. Charles B. Greene, Esq., in San Jose, California, serves as counsel to the Debtor. RUBY RED: Proposed $625K Sale of Minneapolis Property Approved -------------------------------------------------------------- Judge William J. Fisher of the U.S. Bankruptcy Court for the District of Minnesota authorized Ruby Red Dentata, LLC's sale of the property located at 20-22 North 4th Street, Minneapolis, Minnesota, but not including 327 1st Avenue North, to Common Ground Real Estate Investors, LLC and 3121 N Racine, LLC for $625,000. An expedited hearing on the Motion was held on Aug. 31, 2018. The sale is free and clear of all liens, claims, encumbrances and interests, except the lien that secures property taxes payable in 2019, with such liens, claims, encumbrances, and interests to attach to the proceeds of the sale. The Debtor is authorized to pay, from the proceeds of the sale, these entities/individual: (a) Hennepin County, for unpaid real estate taxes, the approximate sum of $127,360. (b) Edina Realty the amount of $18,500. The payment by the Debtor to Edina Realty constitutes a settlement of the brokerage claim asserted by Edina Realty in connection with the sale of the Debtor's Building. (c) Harvest Bank the amount of $450,000. (d) Arthur D. Walsh the amount of $13,500. The payment by the Debtor to Arthur D. Walsh constitutes a full and complete settlement of the claims of Arthur D. Walsh in this proceeding. (e) Any remaining sale proceeds will be used by the Debtor to pay allowed administrative expenses claims. The 14-day stay under Rule 6004 is waived. About Ruby Red Dentata Headquartered in Minneapolis, Minnesota, Ruby Red Dentata, LLC, is in the business of owning, developing, and leasing commercial real estate. It has been operated by Ms. Toby Brill since August 2007. Ruby Red Dentata filed for Chapter 11 bankruptcy protection (Bankr. D. Minn. Case No. 17-41184) on April 24, 2017, estimating its assets at between $1 million and $10 million and its liabilities at between $500,001 and $1 million. Steven B. Nosek, P.A., is the Debtor's counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. SEVEN STARS: Signs Deal to Acquire Communication Plaform FinTalk ---------------------------------------------------------------- Ideanomics (Seven Stars Cloud Group, Inc.) has announced its agreement to acquire the secure communications and information platform FinTalk (http://fintalk.com/). FinTalk serves two critical business use cases. First, FinTalk will provide integrated B2B financial technology communications and AI-enabled financial information services and financial data analytics. One of the first business implementations of FinTalk will be in support of Ideanomics' recent joint venture with Asia Times. Tying well into Ideanomics' strategy, FinTalk's integration into Asia Times will enable the English-language, pan-Asia news platform to deploy a strong suite of financial technology services and enable the building of a financial institutional community. Second, FinTalk will support a number of B2C business use cases providing both secure messaging and consumer financial services to a wide scale retail user base. FinTalk's consumer-facing technology will provide valuable curated financial information, access to digital loyalty products, and consumer financial services, which will include the ability to access digital asset investment products and connect with an investor and financial advisor community. Currently in active Beta, FinTalk provides a secure channel for critical services in financial markets that are currently not available through popular social platforms, including "burn after reading" text and media messaging, video conferencing, subscription-based information services, and consulting services channels. A critical component of the FinTalk solution is that it will work in parallel with a secure enterprise blockchain network. All messaging is end-to-end encrypted and built on an open architecture. FinTalk is able to expand the scale of services and tools available on its platform to further appeal to its audience of investors and financial services professionals. FinTalk's active Beta is currently available on iOS at Apple's App Store, and will soon be available on Android, for use on mobile devices. Each FinTalk deployment will be integrated into a secure enterprise blockchain network. Every corporation that subscribes to FinTalk will receive their own deployment as a node, which will strengthen the larger blockchain network. Ideanomics Chairman and Co-CEO, Bruno Wu said "FinTalk is a symbiotic addition to the Ideanomics family, as it will enable next-generation communication, collaboration, information consumption, and consulting outreach interactivity for the financial services community in the digital economy. FinTalk's innovative platform and forward-thinking service delivery is aligned with Ideanomics' objectives of empowering and enabling blockchain-based asset digitization, and it will serve as a primary channel for easy-to-use, secure, information exchange and decision-making between investors and financial services professionals. We are extremely excited to have them onboard as an integral part of Ideanomics fintech family, which will complement our joint venture with Asia times as well as enable us to meaningfully penetrate retail-based consumer financial services and product distribution." About Seven Stars Seven Stars Cloud Group, Inc., formerly Wecast Network, Inc. -- http://www.sevenstarscloud.com/-- is aiming to become a next generation Artificial-Intelligent (AI) & Blockchain-Powered, Fintech company. By managing and providing an infrastructure and environment that facilitates the transformation of traditional financial markets such as commodities, currency and credit into the asset digitization era, SSC provides asset owners and holders a seamless method and platform for digital asset securitization and digital currency tokenization and trading. The company is headquartered in Tongzhou District, Beijing, China. Seven Stars reported a net loss of $10.19 million for the year ended Dec. 31, 2017, compared to a net loss of $28.50 million for the year ended Dec. 31, 2016. As of June 30, 2018, Seven Stars had $153.57 million in total assets, $117.53 million in total liabilities, $1.26 million in convertible redeemable preferred stock, and $34.77 million in total equity. B F Borgers CPA PC's report on the consolidated financial statements for the year ended Dec. 31, 2017, contains an explanatory paragraph expressing substantial doubt regarding the Company's ability to continue as a going concern. The auditors stated that the Company incurred recurring losses from operations, has net current liabilities and an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. SLIGO PARKWAY: Sept. 25 Disclosure Statement Hearing Set -------------------------------------------------------- The hearing to consider approval of the adequacy of the Second Amended Disclosure Statement explaining Sligo Parkway LLC's plan of reorganization is scheduled for September 25, 2018 at 11:00 a.m. There are four Allowed General Unsecured Claims, classified in Class 6, amounting to $2,631. Class 6 Allowed General Unsecured Claims will be paid 90% of their claims, in cash, within 30 days of Plan confirmation. The Debtor's owner, Edward Woody, has agreed to pay rent to Sligo Parkway LLC in an amount equal to a rate comparable to 4% per annum, on the amount of $808,400, being $32,336 per year, payable $2,694 per month, for 10 years, beginning 30 days after confirmation of the Plan. Deutsche Bank will retain its liens, subject to approval of the Court, pending full payment. Deustche Bank's claim will balloon and be fully due and payable on the 10th anniversary of the Effective Date, at which time it would be paid off by sale or refinancing. A copy of the Second Amended Disclosure Statement from PacerMonitor.com is available at https://tinyurl.com/y98d8k89 at no charge. A copy of the Amended Disclosure Statement from PacerMonitor.com is available at https://tinyurl.com/yc59p9no at no charge. A copy of the original Disclosure Statement from PacerMonitor.com is available at https://tinyurl.com/ybgktofo at no charge. About Sligo Parkway Sligo Parkway listed its business as a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). It owns a fee simple interest in a property located at 415 Firestone Drive Silver Spring, Maryland 20906, valued at $842,204. The Debtor previously sought bankruptcy protection on July 9, 2015 (Bankr. D. Md. Case No. 15-19754). The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D. Md. Case No. 17-20745) Aug. 9, 2017, listing $842,229 in total assets and $1.12 million in total liabilities. The petition was signed by Edward Woody, managing member. Judge Thomas J. Catliota presides over the case. Richard S. Basile, Esq., at Richard Basile, Esq., serves as the Debtor's bankruptcy counsel. SONOMA MT.: $1.25M Sale of Santa Rosa Property to Schauer Approved ------------------------------------------------------------------ Judge Roger L. Efremsky of the U.S. Bankruptcy Court for the Northern District of California authorized Sonoma Mt., LLC's sale of the real property commonly known as 5365 Sonoma Mountain Road, Santa Rosa, California, APN #049-030-090, to R. Terry Schauer and or assigns for $1,250,000. The Debtor is authorized to pay these undisputed liens or claims at closing of the sale: (A) General and Special property taxes, including any personal property taxes and any assessments collected with taxes, for the fiscal year 2017-2018, and Supplemental assessment for the year 2017-2018 for Parcel Number 049-030-090-000; B) A deed of trust to secure an indebtedness in the amount shown: Amount: $747,500 Dated: May 8, 2017 Trustor/Grantor: Kimberly Lichter, a married woman as her sole and separate property Trustee: Redwood Trust Deed Services Beneficiary: Drapehs, LLC as to an undivided $297,500/$747,500 interest; Ira Services Trust Company CFBO Roger Wayne Meadows Ira 717745 as to an undivided $225,000/$747,500 interest;Susan Marie Bucchianeri, as trustee of her separate estate under The Michael J. Bucchianeri and Susan Marie Bucchianeri Revocable Inter Vivos Trust Agreement dated August 3rd 2016 as to an undivided $125,000/$747,500 interest and Wayne R. Fricke and Elizabeth E.Fricke, as Trustees of The Wayne R.and Elizabeth E. Fricke Revocable Trust dated 11/3/2003 as to an undivided $100,000/747,500 interest Recording Date: May 12, 2017 Recording No.: 2017037615, of Official Records; (C) A deed of trust to secure an indebtedness in the amount shown: Amount: $306,250 Trustor/Grantor: Kimberly Lichter, a married woman as her sole and separate property Trustee: North Coast Title Co, a California Corporation Beneficiary: Steven Harry Rose, an unmarried man Recording Date: May 12, 2017 Recording No.: 2017037616, of Official Records Pursuant to Section 363(f) of the Bankruptcy Code, effective upon closing, the sale of the Sale Assets will vest in the Buyer all right, title and interest of the Debtor and the bankruptcy estate in the Sale Assets, free and clear of the liens, claims or interests listed: (A) The lien of Sonoma County for General and Special property taxes secured by the real property commonly known as 5365 Sonoma Mountain Road, Santa Rosa, CA 95404 (APN # 049-030-090); (B) The lien of Drapehs, LLC as to an undivided $297,500/$747,500 interest; Ira Services Trust Company CFBO Roger Wayne Meadows Ira 717745 as to an undivided $225,000/$747,500 interest; Susan Marie Bucchianeri, as trustee of her separate estate under The Michael J. Bucchianeri and Susan Marie Bucchianeri Revocable Inter Vivos Trust Agreement dated August 3rd 2016 as to an undivided $125,000/$747,500 interest and Wayne R. Fricke and Elizabeth E.Fricke, as Trustees of The Wayne R.and Elizabeth E. Fricke Revocable Trust dated 11/3/2003 as to an undivided 100,000/747,500 interest 5365 secured by the real property commonly known as 5365 Sonoma Mountain Road, Santa Rosa, CA 95404 (APN # 049-030-090) Recording Date: May 12, 2017 Recording No.: 2017037615, of Official Records; (C) The lien of Steven Harry Rose, an unmarried man secured by the real property commonly known as 5365 Sonoma Mountain Road, Santa Rosa, CA 95404 (APN # 049-030-090) Recording Date: May 12, 2017 Recording No.: 2017037616, of Official Records. The Buyer has not assumed any liabilities of the Debtor. Except as otherwise provided in the Motion, the Sale Assets will be sold, transferred, and delivered to Buyer on an "as is, where is" or "with all faults" basis. The Order will be effective immediately upon entry. No automatic stay of execution, pursuant to Rule 62(a) of the Federal Rules of Civil Procedure, or Bankruptcy Rules 6004(h) or 6006(d), applies with respect to the Order. About Sonoma Mt. LLC Sonoma Mt. LLC is a privately held company whose principal assets are located at 5365 Sonoma Mountain Rd Santa Rosa, CA 95404-8883. The company is a small business debtor as defined in 11 U.S.C. Section 101(51D). Sonoma Mt. LLC filed a voluntary petition for relief under Chapter 11 of the bankruptcy code (Bankr. N.D. Cal. Case No. 18-10425) on June 15, 2018. In the petition signed by Kimberly Lichter-Gardner, managing member, the Debtor estimated $1 million to $10 million in assets and liabilities. Allan J. Cory, Esq., at the Law Office of Allan J. Cory, is the Debtor's counsel. SPA 810: Disclosure Statement Hearing Set for Oct. 17 ----------------------------------------------------- The U.S. Bankruptcy Court for the District of Arizona will convene a hearing on October 17, 2018, at 11:00 a.m., to consider approval of the first amended disclosure statement explaining the Joint Chapter 11 Plan of Reorganization filed by SPA 810, LLC, and its affiliate Phoenix Global Consulting Group, Inc. On the Effective Date, Princeton Franchise Partners, LLC, will pay to the Plan Trustee the Plan Contribution to be used, along with the Plan Trust Assets, to fund the Debtor's obligations under the Plan. Although Princeton has not formally offered an estimate of post confirmation recapitalization, the Debtor estimates that this capital injection could range between $1.2 and $1.5 million. This estimate is based on the historical financial performance of SPA 810. If these estimates are realistic, the total investment into SPA 810 by Princeton would be in a range between $1.7 and $2.1 million. The Debtors believe this is the best alternative for all the stakeholders. The Committee objects to the proposed transaction with Princeton for several reasons. First, the Committee believes that the proposed transaction does not provide for fair value for the interests and assets of Debtors. Second, the Committee believes that the proposed transaction with Princeton does not provide for or permit an open auction sale of the interests or assets to determine if another party is willing to make a higher or better proposal. The Committee asserts that only an auction provides for a test of the true value of the Debtors. The Debtors believe that an auction may result in no buyers and in fact chill the interest of Princeton and likely would result in the ultimate demise of the company. Finally, the Committee asserts that the Princeton transaction includes a provisional agreement for employment and compensation with the Debtors' principal, John Dunatov, which the Debtors will disclose in the Plan Supplement. The Debtors state that no agreement, provisional or otherwise exist, however, should any such agreement materialize the Debtors will disclose it in the Plan Supplement. Class 5 consists of the Allowed Unsecured Claims of general unsecured creditors of both Debtors not otherwise classified. Each holder of an Allowed Unsecured Claim in this class will be paid its pro rata share, without interest, of the Unsecured Creditor Pool sixty (60) days after the Effective Date. The Debtors' schedules reflect claims in this Class of approximately $2.4 million. The Committee believes actual claims will significantly exceed this amount. The distribution to Class 5 Creditors will vary based on the total amount of claims in this Class. This Class is impaired and is entitled to vote on the Plan. A copy of the First Amended Plan from PacerMonitor.com is available at https://tinyurl.com/y9v4q34u at no charge. About Spa 810, LLC SPA 810, LLC -- https://www.spa810.com/ -- owns and operates spas. It is headquartered in Scottsdale, Arizona, with locations in Texas, Arkansas, Florida, Iowa, Minnesota, Georgia, Oklahoma, Colorado, and Kentucky. SPA 810 and affiliate Phoenix Global Consulting Services sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case Nos. 18-06718 and 18-06719) on June 11, 2018. At the time of the filing, SPA 810 estimated assets of less than $500,000 and liabilities of less than $1 million to $10 million; and Phoenix Global estimated less than $50,000 in assets and less than $1 million in liabilities. The Debtors tapped Dickinson Wright PLLC as their legal counsel. SPA 810 hired Jonathan Miller, CPA, PC as its accountant. It hired Warshawsky Seltzer, PLLC as special counsel. On June 22, 2018, the Office of the U.S. Trustee appointed an official committee of unsecured creditors in the Debtors' cases. The committee hired Tiffany & Bosco, P.A. as its legal counsel. STORE IT REIT: Gets Approval to Hire W. Marc Schwartz as CRO ------------------------------------------------------------ Store it REIT, LLC, received approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire W. Marc Schwartz as its chief restructuring officer in connection with its Chapter 11 case. Mr. Schwartz, a senior vice-president of Nathan Associates Inc., will have the sole authority to manage the Debtor's business affairs to the exclusion of any control being exercised by its directors, officers, shareholders, managers or executives. The services to be provided by the CRO include holding consultations with stakeholders; reviewing the Debtor's financial results, projections and operational data; assisting in the preparation of cash flow projections; assisting the Debtor's professionals specifically assigned to sourcing, negotiating and implementing any financing transaction; and designing and implementing a restructuring strategy. The Debtor will pay the CRO an hourly fee of $525. Mr. Schwartz disclosed in a court filing that he and his firm do not have interest adverse to the Debtor and its creditors or equity security holders. Prior to the CRO's appointment, the official committee of equity security holders filed a motion to appoint an examiner solely to investigate insider transactions. The Debtor objected to the motion. After the August 30 hearing on the motion, there were concerns over protracted discovery and threats of additional litigation. To address these concerns, the Debtor and the equity committee agreed with the appointment of the CRO with exclusive decision-making authority for the Debtor. The equity committee supported the appointment on condition that the existing management and board cannot usurp his authority and cannot remove him from his position without authority of the court; that all contested matters, including the Debtor's proposed liquidating plan, be abated until further court order; that the CRO provide periodic reporting to the court; and the constituencies could meet with Mr. Schwartz with or without counsel in his sole discretion. Meanwhile, the Debtor agreed with the appointment on condition that the period during which it has the exclusive right to file a plan will be continued for 120 days, and that the motion to appoint an examiner will be withdrawn. Mr. Schwartz maintains an office at: W. Marc Schwartz Nathan Associates, Inc. Two Allen Center 1200 Smith Street, Suite 1600 Houston, TX 77002 Tel: +1 281 315-3162 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. TOYS R US: TRU Inc. Files 2nd Amended Disclosure Statement ---------------------------------------------------------- TRU Inc. and 11 other affiliates of Toys "R" Us, Inc. filed with the U.S. Bankruptcy Court for the Eastern District of Virginia their second amended disclosure statement, which explains their proposed Chapter 11 plan. According to the latest disclosure statement, creditors holding Class A8 general unsecured claims against TRU Inc., MAP 2005 Real Estate LLC, Toys "R" Us - Value Inc., and TRU Mobility LLC will receive their pro rata share of the so-called "TRU Inc. Silo Recovery," if any, after paying in cash all senior claims and on a pari passu basis with other allowed Class A3 to A8 claims to the extent set forth in the priority waterfall. The projected amount of Class A8 claims is $80 million to 312 billion $1.312 billion. Meanwhile, creditors holding Class B4 general unsecured claims against TRU Europe, Tru Taj LLC, Tru Taj Finance Inc., TRU Taj Holdings 1 LLC, TRU Taj Holdings 2 Ltd., TRU Taj Holdings 3 LLC, TRU Asia LLC, and TRU Taj (Europe) Holdings LLC will receive their pro rata share of (i) the liquidation proceeds, if any, after paying in full all senior claims, and (ii) the sale proceeds, if any, after paying in full all senior claims. The projected amount of Class B4 claims is $14.5 million to $15.5 million, according to the latest disclosure statement. A copy of the second amended disclosure statement dated Sept. 6, is available for free at: http://bankrupt.com/misc/vaeb17-34665-4552.pdf 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. ULTRA PETROLEUM: S&P Cuts Corp Credit Rating to CCC+, Outlook Neg. ------------------------------------------------------------------ S&P Global Ratings lowered its corporate credit rating on Houston-based Ultra Petroleum Corp. to 'CCC+' from 'B'. The outlook is negative. S&P said, "At the same time, we lowered the issue-level rating on the company's senior secured term loan due 2024 to 'B' from 'BB-'. The recovery rating remains '1', indicating our expectation of very high (90% to 100%; rounded estimate: 95%) recovery in the event of a payment default. "We also lowered our issue-level rating on the company's 2022 and 2025 senior unsecured notes to 'CCC+' from 'B'. The recovery rating is '3', indicating our expectation of meaningful (50%-70%; rounded estimate: 65%) recovery in the event of a payment default. "The downgrade reflects our assessment that Ultra is becoming increasingly vulnerable with a high debt burden that appears unsustainable over the long-term without significant improvement in operational execution and realized natural gas prices. Furthermore, although Ultra is not necessarily facing a near-term liquidity issue, it may try to facilitate a distressed exchange and could require additional relief for its leverage covenant in the next 12 to 18 months. Per our understanding of the loan documents, the company cannot repurchase debt in the open market unless leverage is below 3x and would require approval from at least 50% of the lender group to support an uptiering exchange. Our analysis also takes into consideration the trading levels of the company's securities, including unsecured notes trading at 45-50 cents on the dollar and a term loan quoted well below par. Ultra's stock price has similarly been under pressure and has dropped to just over $1 per share from approximately $9 per share at the beginning of this year. "The negative outlook reflects our view that Ultra's leverage will remain high with unsustainable debt commitments over the long term, and the company may attempt a debt exchange that we view as distressed or require covenant relief over the next 12 months. We also take into account market indicators such as the trading levels of the company's securities--which indicate uncertainty around the transition to horizontal drilling and high gas price differentials in the Rockies region. "We could lower the rating if we foresaw a specific default scenario within 12 months or the likelihood of a distressed exchange increases. "We could raise the rating if Ultra is able to maintain adequate liquidity while reducing leverage to more sustainable levels and exhibiting better operational execution. Such a scenario could occur if commodity prices increase, if basis narrows, or if new well results improve." VALUEPART INC: Agreed Final Cash Collateral Order Entered --------------------------------------------------------- The Hon. Harlin DeWayne Hale of the U.S. Bankruptcy Court for the Northern District of Texas has entered an Agreed Final Order authorizing ValuePart, Incorporated, to use cash collateral. The Interim Orders are approved and granted on a final basis. A copy of the Order is available at http://bankrupt.com/misc/txnb16-34169-876.pdf About ValuePart ValuePart is a Chicago-based distributor of aftermarket replacement parts for off-highway earth-moving equipment manufacturers like Caterpillar, Case, Komatsu, Deere, International, Bobcat and Hitachi, along with many others. At the time of the bankruptcy filing, the Debtor operated from eight locations in Illinois, Texas, Nevada, Washington, Ohio, Georgia, Vancouver and Toronto, and employed approximately 70 employees. Although headquartered in Vernon Hills, Illinois, the Debtor's largest distribution center is located in Dallas, Texas. ValuePart, Incorporated, filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 16-34169) on Oct. 27, 2016. In the petition signed by Isa Passini, vice president, the Debtor estimated assets and liabilities at $10 million to $50 million. The case is assigned to Judge Harlin DeWayne Hale. The Debtor is represented by Marcus Alan Helt, Esq., Mark C. Moore, Esq., and Thomas C. Scannell, Esq., at Gardere Wynne Sewell LLP. The Debtor hired CR3 Partners, LLC, as restructuring advisor; Upshot Services LLC as claims and noticing agent; Hogg Shain & Scheck, PC, as Canadian accounting advisor; Nixon Peabody LLP as special counsel; FocalPoint Securities LLC as investment banker; Tax Advisors Group, Inc., as property tax consultant; Plante & Moran, PLLC, as tax advisor; and Hogg Shain & Scheck, PC, as Canadian accounting advisor. On Nov. 30, 2016, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The committee hired Kane Russell Coleman & Logan PC as its legal counsel, and Lain Faulkner & Co., P.C., as its financial advisor. VALUEPART INC: Contractual Insider Payments Okayed on Final Basis ----------------------------------------------------------------- The Hon. Harlin DeWayne Hale of the U.S. Bankruptcy Court for the Northern District of Texas has approved and granted on a final basis ValuePart, Incorporated's Motion to Approve Contractual Insider Payments for Technical Services after finding that VPI and the Committee the Official Committee of Unsecured Creditors have reached an agreement. A copy of the Order is available at http://bankrupt.com/misc/txnb16-34169-875.pdf About ValuePart ValuePart, Incorporated, filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 16-34169) on Oct. 27, 2016. The petition was signed by Isa Passini, vice president. The Debtor estimated assets and liabilities at $10 million to $50 million. ValuePart is a Chicago-based distributor of aftermarket replacement parts for off-highway earth-moving equipment manufacturers like Caterpillar, Case, Komatsu, Deere, International, Bobcat and Hitachi, along with many others. At the time of the bankruptcy filing, the Debtor operated from eight locations in Illinois, Texas, Nevada, Washington, Ohio, Georgia, Vancouver and Toronto, and employed approximately 70 employees. Although headquartered in Vernon Hills, Illinois, the Debtor's largest distribution center is located in Dallas, Texas. The case is assigned to Judge Harlin DeWayne Hale. The Debtor is represented by Marcus Alan Helt, Esq., Mark C. Moore, Esq., and Thomas C. Scannell, Esq., at Gardere Wynne Sewell LLP. The Debtor hired CR3 Partners, LLC, as restructuring advisor; Upshot Services LLC as claims and noticing agent; Hogg Shain & Scheck, PC, as Canadian accounting advisor; Nixon Peabody LLP as special counsel; FocalPoint Securities LLC as investment banker; Tax Advisors Group, Inc., as property tax consultant; Plante & Moran, PLLC, as tax advisor; and Hogg Shain & Scheck, PC, as Canadian accounting advisor. On Nov. 30, 2016, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The committee hired Kane Russell Coleman & Logan PC as its legal counsel, and Lain Faulkner & Co., P.C., as its financial advisor. WALL ST. RECYCLING: Sept. 20 Plan Confirmation Hearing Set ---------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Ohio will convene a combined hearing to consider approval of the disclosure statement and confirmation of the Chapter 11 Plan filed by Wall St. Recycling, LLC, on Sept. 20, 2018 at 10:00 a.m. General Unsecured Claims (Class 4 Claims) are Impaired. Unless otherwise agreed by the Claim holder and the Debtor or Reorganized Debtor, each holder of an Allowed Claim in Class 4 will receive, in full satisfaction of its Allowed Claim, the full value of its Allowed Claim in Cash on the Effective Date, without interest. The Secured Claim of Wexford Investments, LLC (Class 2 Claim) is Impaired. If full satisfaction of its Secured Claim, Wexford's loan obligation from the Debtor will be divided into two term loans, each evidenced by a promissory note. One loan will be in the principal amount of approximately $90,636.23 which will be paid at an interest rate of 3.292% with payments of principal and interest at $7,483.58 per month. The second loan will be in the principal amount of approximately $824,628.97 with a variable interest rate set at prime plus 1.500% to be amortized over a 15-year period with a 5-year balloon payment. Both loans will be cross-collateralized by the existing security agreements and UCC financing statements and the Reorganized Debtor shall be authorized to execute the additional security agreements and authorize the filing of the additional financing statements as Lender may reasonably request to evidence its security interest in all assets of the Reorganized Debtor to secure the Class 2 Claim. Repayment of the Class 2 Claim shall continue to be guaranteed by Robert Murphy and John Joseph. The holder of the Class 2 Claim will have no Claim or Equity Interest in any other Class, and shall be barred from asserting the same except nothing shall alter any rights Lender may have against any guarantor of the indebtedness including any insider or equity holder of the Debtor. Other Secured Claims (Class 3 Claims) are Unimpaired. Unless otherwise agreed by the Claim holder and the Debtor or Reorganized Debtor, each holder of an Allowed Claim in Class 3 will receive, at the option of the Debtor or Reorganized Debtor and in full satisfaction of such Allowed Claim, (i) the collateral securing such Allowed Class 3 Claim; or (ii) the Debtor's assumption of the debt in the Reorganized Debtor pursuant to its contractual terms. Subject to this, the holder of the Class 3 Claim will be deemed to have a Claim in Class 4 to the extent that any portion of its Claim is unsecured pursuant to section 502(a)(1) of the Bankruptcy Code. Debtor Equity Interests in Class 5 are impaired. On the Effective Date, (i) all equity, membership interests, and similar interests in the Debtor will be cancelled and extinguished; and (ii) new equity or membership interests in the Reorganized Debtor will be created and issued to John Joseph and Robert Murphy, each with 50% of the Debtor's membership interests, individually. A copy of the Disclosure Statement from PacerMonitor.com is available at https://tinyurl.com/ybw5taz2 at no charge. About Wall St. Recycling Wall St. Recycling, LLC -- http://wallstreetrecycling.com/-- is a buyer and seller of ferrous and nonferrous scrap metals including copper, aluminum, brass, stainless, cast, iron and steel. Founded in 2000 as a small nonferrous yard located in Ravenna, Ohio, it has grown steadily over the years into a full service recycling company. Its facility is open to the public with unloading assistance available if needed. John Joseph, Robert Murray and Michael Ambrose each owns 33.33% of the company. Wall St. Recycling L.L.C., aka Wall Street Recycling LLC, filed a Chapter 11 petition (Bankr. N.D. Ohio Case No. 17-51701) on July 19, 2017. In the petition signed by Robert Murphy, member, the Debtor estimated assets and liabilities ranging between $1 million and $10 million. Judge Alan M. Koschik signed the petition. Marc B. Merklin, Esq., Kate M. Bradley, Esq., and Bridget A. Franklin, Esq., at Brouse McDowell, LPA, serve as the Debtor's bankruptcy counsel. WAVEGUIDE CORPORATION: Unsecureds to Get 100% Under Plan -------------------------------------------------------- WaveGuide Corporation filed with the U.S. Bankruptcy Court for the District of Massachusetts, Eastern Division, a disclosure statement explaining its Chapter 11 plan dated September 5, 2018. The Plan provides the following classification and treatment of claims: * Class 1: General Unsecured Claims. All Allowed Claims in Class 1 shall be paid (1) in full on the Effective Date or, if later, the date that the date(s) that payment(s) becomes due on said Claim, with interest calculated at the federal judgment rate pursuant to 28 U.S.C. Section 1961; or (2) in accordance with such other terms that the holder of the Class 1 Claim and the Debtor may agree. The Class 1 Claims are unimpaired and shall be deemed to have accepted the Plan. The Debtor believes that the amount payable on the Effective Date to Allowed Class 1 Claims will be in the approximate amount of $35,000. * Class 2: Old Preferred Stock. On the Effective Date, in full and complete satisfaction of such holder's Old Preferred Stock, each holder of an Allowed Class 2 Interest (i) shall receive such holder's Pro Rata share of New Warrants, which New Warrants shall be allocated among holders of Allowed Interests in Class 2 solely on the basis of their holdings of Old Preferred Stock, without accounting for any other Interests held by the holder that are classified in any other class(es) under the Plan; and (ii) shall be permitted to invest as New Investors through the purchase of New Stock until the Offering is closed by the Reorganized Debtor (which closing date shall not be more than 90 days after the Effective Date), on terms no less favorable than those afforded to all New Investors other than the Lead DIP Lenders. All Old Preferred Stock will be discharged, cancelled, released, and extinguished as of the Effective Date. Class 2 Interests will be solicited for their acceptances of the Plan. * Class 3: Maxim Warrant Interests. On the Effective Date, the Maxim Warrant classified in Class 3 will be discharged, cancelled, released, and extinguished as of the Effective Date, and the holders of such Interests shall neither receive any Distributions nor retain any property under the Plan for or on account of any such Interests. The Interests in Class 3 are impaired and shall be deemed not to have accepted the Plan and will not be solicited for their acceptances of the Plan. * Class 4: Old Stock Options and Warrants. On the Effective Date, all Old Stock Options and Warrants classified in Class 4 will be discharged, cancelled, released, and extinguished as of the Effective Date, and the holders of such Interests shall neither receive any Distributions nor retain any property under the Plan for or on account of any such Interests. The Interests in Class 4 are impaired and will be deemed not to have accepted the Plan and will not be solicited for their acceptances of the Plan. * Class 5: Old Common Stock. On the Effective Date, all Old Common Stock classified in Class 5 will be discharged, cancelled, released, and extinguished as of the Effective Date, and the holders of such Interests will neither receive any Distributions nor retain any property under the Plan for or on account of any such Interests. The Interests in Class 5 are impaired and shall be deemed not to have accepted the Plan and will not be solicited for their acceptances of the Plan. On the Effective Date, the DIP Facility Claims will be deemed to be Allowed Claims and shall be indefeasibly satisfied as follows: 1. All accrued and unpaid professional fees and expenses of the DIP Lenders allowable under the DIP Facility will be paid in full; 2. 75% of the outstanding balance of the DIP Facility Claims will be exchanged on a dollar-for-dollar basis for the obligations of the Reorganized Debtor under the Exit Notes; and 3. In satisfaction of the remaining 25% of the DIP Facility Claims, and in consideration of the efforts of the Initial DIP Lenders in raising the equity investments in the Reorganized Debtor from New Investors, the DIP Lenders will be issued a total of 6,280,000 shares of New Common Stock less the number of shares of New Common Stock to be issued to Harvard on the Effective Date. The Plan further provides that on the Effective Date, the Reorganized Debtor shall issue the Exit Notes to the Initial DIP Lenders, the principal amount of which shall equal 75% of the outstanding DIP Facility Claims (the portion of such claims that are not converted into New Common Stock), as provided in the Plan. The Exit Notes shall provide for (i) monthly payments of interest only, at a rate of 6% per annum, and (ii) for a balloon payment of the entire outstanding principal on the third anniversary of the Effective Date substantially in accordance with the terms of the Exit Notes Term Sheet included in the Plan Supplement. The Exit Notes will be used to reduce the obligations under the DIP Facility and, together with the New Common Stock to be issued to the DIP Lenders in exchange for 25% of the DIP Facility Claims will be deemed to satisfy the obligations of the Debtor under the DIP Facility. In order to permit the Debtor to make payments under the Plan and to provide working capital during the next year, the Debtor will be raising a minimum of $3.2 million in equity from New Investors (i.e., the Minimum Offering), with such equity financing expected to be committed prior to the hearing to confirm the Plan. The New Investors are expected to consist of a mix of new, outside investors as well as those existing holders of preferred stock that want to invest in the Reorganized Debtor. A copy of the Disclosure Statement from PacerMonitor.com is available at https://tinyurl.com/ybhoqyo4 at no charge. About WaveGuide Corporation WaveGuide Corporation, a Delaware corporation based in Cambridge, Massachusetts, is in the business of researching and developing its hand-held micro-nuclear magnetic resonance (uNMR) platform technology. The WaveGuide uNMR combines proprietary molecular spectroscopy and diagnostic techniques to provide a system to allow diagnosis and analysis, including in remote settings, thereby reducing cost and improving responsiveness to critical patient or customer needs. WaveGuide Corporation sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case No. 18-12207) on June 12, 2018. In the petition signed by Nelson K. Stack, president, the Debtor estimated assets of less than $500,000 and liabilities of $1 million to $10 million. Judge Joan N. Feeney presides over the case. Jeffrey D. Sternkklar LLC is the Debtor's bankruptcy counsel. WINDY CITY FINANCIAL: Seeks Authority to Use Chase Cash Collateral ------------------------------------------------------------------ Windy City Financial Partners, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Illinois to use the cash collateral of JP Morgan Chase Bank ("Chase") and other collateral. Prior to the Petition Date, the Debtor owed certain sums of money to Chase, which was secured by a UCC lien. As of the Petition Date, there was and remains due and owing from the Debtor to Chase the total secured amount of approximately $199,153.00. As of the Petition Date, Chase holds a first priority perfected lien on substantially all of the Debtor’s pre-petition assets, including but not limited to, cash on hand, inventory, accounts receivable, and general intangibles, together with the proceeds thereof. As adequate protection for Chase's interest in the Cash Collateral, the Debtor proposes to use the Cash Collateral solely for the purposes outlined in the Interim Cash Collateral Order. The Debtor further proposes to: (1) make adequate protection payments to Chase in the amount of $1,400 per month; (2) deposit $199,000 into an escrow account; (3) for any diminution in value of Chase’s interests in the Cash Collateral from and after the Petition date, grant Chase a replacement lien on all of the Debtor's assets; and (4) for any diminution in value of Chase’s interests in the Cash Collateral from and after the Petition date, grant Chase an administrative expense claim pursuant to Section 507(b) of the Bankruptcy Code. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/ilnb18-21465-7.pdf About Windy City Financial Windy City Financial Partners, Inc. -- http://www.wcfp.biz/-- is a privately held insurance agency management firm based in Hoffman Estates, Illinois. The company provides independent insurance producers unrestricted access to the industry's leading insurance carriers, products and programs; insight on industry data and trends; and creative solutions for complex cases. Windy City Financial Partners, Inc., based in Hoffman Estates, IL, filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 18-21465) on July 31, 2018. In the petition signed by Robert Lyman, president, the Debtor disclosed $425,296 in assets and $1,814,305 in liabilities. The Hon. Jacqueline P. Cox presides over the case. Joshua D. Greene, Esq., at Springer Brown, LLC, serves as bankruptcy counsel. WINDY CITY FINANCIAL: Seeks Authority to Use ETSG Cash Collateral ----------------------------------------------------------------- Windy City Financial Partners, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Illinois to use the cash collateral of Estate and Trust Services Group, LLC ("ETSG"). Prior to the Petition Date, the Debtor owed certain sums of money to ETSG pursuant to a judgment order entered by the Circuit Court of Cook County, Illinois which was secured by a statutory lien due to the issuance of a citation to discover assets to Debtor. As of the Petition Date, there was and remains due and owing from the Debtor to ETSG the total secured amount of approximately $277,986. The Debtor has appealed the judgment. The Debtor acknowledges that as of the Petition Date, ETSG holds a second-priority, perfected lien on substantially all of the Debtor's prepetition assets, including but not limited to, cash on hand, inventory, accounts receivable, and general intangibles, together with the proceeds thereof, due to the issuance of the citation to discover assets. While the Debtor has appealed the judgment, the citation is valid unless the judgment is reversed on appeal. As adequate protection for ETSG's interest in the Cash Collateral, the Debtor proposes to use the Cash Collateral solely for the purposes outlined in the Interim Cash Collateral Order. The Debtor further proposes to: (1) make adequate protection payments to ETSG in the amount of $500 per month; (2) deposit $100,000 into an escrow account; (3) for any diminution in value of ETSG's interests in the Cash Collateral from and after the Petition date, grant ETSG a replacement lien on all of the Debtor's assets; and (4) for any diminution in value of ETSG's interests in the Cash Collateral from and after the Petition date, grant ETSG an administrative expense claim pursuant to Section 507(b) of the Bankruptcy Code. A full-text copy of the Cash Collateral Motion is available at http://bankrupt.com/misc/ilnb18-21465-10.pdf About Windy City Financial Windy City Financial Partners, Inc. -- http://www.wcfp.biz/-- is a privately held insurance agency management firm based in Hoffman Estates, Illinois. The company provides independent insurance producers unrestricted access to the industry's leading insurance carriers, products and programs; insight on industry data and trends; and creative solutions for complex cases. Windy City Financial Partners, Inc., based in Hoffman Estates, IL, filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 18-21465) on July 31, 2018. In the petition signed by Robert Lyman, president, the Debtor disclosed $425,296 in assets and $1,814,305 in liabilities. The Hon. Jacqueline P. Cox presides over the case. Joshua D. Greene, Esq., at Springer Brown, LLC, serves as bankruptcy counsel. WJA ASSET: Use of $271K to Get Permits for San Diego Property OK'd ------------------------------------------------------------------ Judge Scott C. Clarkson of the U.S. Bankruptcy Court for the Central District of California authorized Luxury Asset Purchasing International, LLC, and its three members, 5827 Winland Hills Drive Development Fund, LLC, TD REO Fund, LLC, and CA Real Estate Opportunity Fund III, LLC, to use property of their estates to pay up to $270,600 in additional costs that are expected to be incurred in connection with the process of obtaining permits and entitlements for 9.42 acres of real property located at 5827 Winland Hills Drive and San Dieguito Road in San Diego, California owned by Luxury and that may be considered to be outside the ordinary course of business. A hearing on the Motion was held on Aug. 23, 2018 at 11:00 a.m. Luxury Asset Purchasing is authorized to enter into the supplemental agreements with Shapouri & Associates, Douglas Pancake Architects, and Geocon Inc. and to enter into the contract with London Moeder Advisors. The Luxury Members are authorized to pay up to $270,600 in fees under the foregoing agreements, with the amount of the payments based on their respective ownership interests in Luxury and, to the extent that 5827 Winland does not have sufficient funds to pay its pro rata share, TD REO, and CA Real Estate are authorized to equally fund 5827 Winland's share via interest-free unsecured loans to Luxury. All loans made by the Luxury Members are to be allowed as administrative expense claims. As a condition to TD REO's agreement to make the loans contemplated and for the reasons set forth in the Reply to Conditional Opposition of the Official Committee of Unsecured Creditors, the Court finds and confirms that TD REO's percentage ownership interest in Luxury is 35%. About WJA Asset Management Luxury Asset Purchasing International, LLC, et al., are part of a network of entities or "Funds" formed to offer a range of investment opportunities to individuals. Many of the existing Funds are performing and some Funds had substantial gains. However, certain Funds, i.e., those invested in private trust deeds secured by real estate, suffered losses. William Jordan Investments, Inc. ("Advisor"), is a registered investment advisor. Laguna Hills, California-based WJA Asset Management, LLC ("Manager"), is the managing member of Luxury, et al. William Jordan was the president and sole owner of Advisor and was the sole member and manager of Manager. On May 18, 2017, Luxury and its affiliates filed voluntary petitions under Chapter 11 of the United States Bankruptcy Code. On May 25, 2017, four other affiliated filed voluntary Chapter 11 petitions. On June 6, 2017, CA Real Estate Opportunity Fund III filed its Chapter 11 petition. The Debtors' cases are jointly administered under Bankr. C.D. Cal. Lead Case No. 17-11996, and the Debtors continue to operate their businesses and manage their affairs as DIP. Pursuant to court orders, Howard Grobstein is now serving as the chief restructuring officer of the Debtors and Mr. Jordan no longer has any ongoing role in the Debtors' operations. At the time of the filing, WJA estimated assets of less than $500,000 and liabilities of $1 million to $10 million. Judge Scott C. Clarkson presides over the cases. Lei Lei Wang Ekvall, Esq., Philip E. Strok, Esq., Robert S. Marticello, Esq., and Michael L. Simon, Esq., at Smiley Wang-Ekvall, LLP, serve as counsel to the Debtors. Ann Moore of Norton Moore Adams has been tapped as special counsel. Elite Properties Realty is the broker. Z-1 MANAGEMENT: Court Approves Proposed Plan Outline ---------------------------------------------------- Bankruptcy Judge Paulette J. Delk approved Z-1 Management, LLC's disclosure statement referring to its chapter 11 plan dated August 22, 2018. Oct. 22, 2018 is fixed as the last day for filing written objections to the plan, and for filing written acceptances or rejections of the plan. A Pretrial Conference on confirmation of the plan is set for Oct. 30, 2018 at 11:00 a.m. in Courtroom Number 630 at 200 Jefferson Ave., Memphis TN. The Plan will be implemented through a combination of the sale of the Debtor's real estate and payments made to or behalf of the Debtor by Lawrence Migliara. Class 5 - Unsecured Claims of Creditors Not Entitled to Priority. Allowed Unsecured Non-priority Claims are not secured by property of the estate, not entitled to priority under Section 507(a) of the Code, and are not otherwise classified in the Plan. Unsecured claims, if any, will be paid in full on the Effective Date of the Plan. Class 5 is unimpaired. A copy of the Amended Disclosure Statement from PacerMonitor.com is available at https://tinyurl.com/ychca7wh at no charge. About Z-1 Management Z-1 Management, LLC, is a privately held company whose principal assets are located at 3035 Directors Row Memphis, Tennessee. Z-1 Management filed a Chapter 11 petition (Bankr. W.D. Tenn. Case No. 18-21898) on March 2, 2018. In the petition signed by Lawrence Migliara, Jr., member, the Debtor estimated $1 million to $10 million in assets and liabilities. The Hon. Paulette J. Delk is the case judge. Russell W. Savory at Beard & Savory, PLLC, is the Debtor's counsel. Jeff Waddell of Crye-Leike Realtors is the real estate agent. The Office of the U.S. Trustee on April 3, 2018, disclosed that no official committee of unsecured creditors has been appointed in the Chapter 11 case. [*] Mark That Calendar! Distressed Investing Conference on Nov. 26 ------------------------------------------------------------------ Come and join Beard Group's Distressed Investing conference on November 26, 2018. Now on its 25th year, this annual gathering is the oldest and most established New York restructuring conference. The day-long program will be held the Monday after Thanksgiving at The Harmonie Club, 4 E. 60th St. in Midtown Manhattan. Among the highlights of the Distressed Investing 2018 Conference -- https://www.distressedinvestingconference.com -- Nov. 26th in midtown Manhattan will be an Investors' Roundtable featuring: * Steven L. Gidumal, Managing Partner, VIRTUS CAPITAL, LP * Gary E. Hindes, Managing Director, THE DELAWARE BAY COMPANY LLC * Dave Miller, Portfolio Manager, ELLIOTT MANAGEMENT CORP. * Richard M. Fels, Managing Director, ODEON CAPITAL GROUP LLC There's a high probability that you'll want to call your broker with a buy or sell order following this roundtable discussion. The conference will also feature: * Luncheon presentation of the Harvey R. Miller Award to Edward I. Altman, Professor of Finance, Emeritus, New York University's Stern School of Business. (The award will be presented by last year's winner billionaire Marc Lasry, Altman's former student.) * Evening awards dinner recognizing the 12 Outstanding Young Restructuring Lawyers of 2018 Visit https://www.distressedinvestingconference.com/ for registration details and information about this year's conference agenda as well as highlights from past conferences. This year's corporate sponsors include: * Conway MacKenzie * DSI * Foley & Lardner * Longford Capital * Milford * Pacer Monitor Our media sponsors this year are Debtwire and Financial Times. To learn how you can be a sponsor and participate in shaping the day-long program, contact: Bernard Tolliver at bernard@beardgroup.com or Tel: (240) 629-3300 x-149 To learn about media sponsorship opportunities to bring your outlet into the view of leaders in corporate restructuring, lending and debt and equity investments, and to expand your network of news sources, contact: Jeff Baxt at jeff@beardgroup.com or (240) 629-3300, ext 150 Beard Group, Inc., publishes Turnarounds & Workouts, Troubled Company Reporter, and Troubled Company Prospector. Visit http://bankrupt.com/freetrial/for a free trial subscription to one or more of Beard Group's corporate restructuring publications. [*] Matthew Potter Joins JND Legal as Senior Strategic Advisor -------------------------------------------------------------- JND Legal Administration, a legal management and administration company serving law firms, companies and government entities, has appointed Matthew Potter as a senior strategic advisor. In this new role, Mr. Potter will be responsible for helping drive the company's business development initiatives, sales and marketing strategy, and client relationship management. "We're delighted to have Matthew joining the JND team as the company positions itself for future growth," commented Neil Zola, executive co-chairman and co-founder at JND Legal Administration. "His expertise will be invaluable to meeting our clients' evolving legal administrative support needs and to furthering our business development objectives." Mr. Potter brings nearly 20 years of experience and expertise to the design, implementation and management of complex and time-sensitive client matters, including class action settlements, regulatory agency enforcement actions and urgent communications initiatives such as data breach responses. Prior to joining JND, Mr. Potter held a number of executive positions, including president and executive vice-president, at a large legal consulting and administrative services firm with a particular focus on large, complex antitrust and regulatory settlements. During his 17-year tenure there, he was instrumental in developing a profitable new practice area within the company for government agencies with regulated settlements with total distribution in excess of $1.5 billion and was accountable for more than 500 class action settlements. Earlier in his career, Mr. Potter was a CPA and served as a senior accountant in the Minneapolis office of Grant Thornton LLP. He received his Bachelor of Science degree from Minnesota State University, Mankato. About JND Legal Administration JND Legal Administration -- http://www.jndla.com/-- is a legal management and administration company led by a team of industry veterans who are passionate about providing superior service to clients. Armed with decades of expertise and a powerful set of tools, JND has deep experience expertly navigating the intricacies of multiple, intersecting service lines, including class action settlements, corporate restructuring, eDiscovery, mass tort claims and government services. JND is trusted by law firms, government agencies and Fortune 500 companies across the nation. The company is backed by Stone Point Capital and has offices in California, Colorado, Minnesota, New York, Washington and Washington, D.C. [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABBVIE INC ABBV US 61,641.0 (3,375.0) (3,379.0) ABBVIE INC ABBV AV 61,641.0 (3,375.0) (3,379.0) ABBVIE INC 4AB TE 61,641.0 (3,375.0) (3,379.0) ABBVIE INC 4AB GR 61,641.0 (3,375.0) (3,379.0) ABBVIE INC ABBV* MM 61,641.0 (3,375.0) (3,379.0) ABBVIE INC 4AB GZ 61,641.0 (3,375.0) (3,379.0) ABBVIE INC 4AB TH 61,641.0 (3,375.0) (3,379.0) ABBVIE INC 4AB QT 61,641.0 (3,375.0) (3,379.0) ABBVIE INC ABBVUSD EU 61,641.0 (3,375.0) (3,379.0) ABBVIE INC ABBVEUR EU 61,641.0 (3,375.0) (3,379.0) ABSOLUTE SOFTWRE ABT CN 97.0 (56.5) (35.2) ABSOLUTE SOFTWRE OU1 GR 97.0 (56.5) (35.2) ABSOLUTE SOFTWRE ALSWF US 97.0 (56.5) (35.2) ABSOLUTE SOFTWRE ABT2EUR EU 97.0 (56.5) (35.2) ACELRX PHARMA R5X TH 64.6 (49.0) 39.7 ACELRX PHARMA ACRX US 64.6 (49.0) 39.7 ACELRX PHARMA ACRXEUR EU 64.6 (49.0) 39.7 ACELRX PHARMA ACRXUSD EU 64.6 (49.0) 39.7 AIMIA INC AIM CN 3,521.5 (190.9) (1,254.4) AIMIA INC GAPFF US 3,521.5 (190.9) (1,254.4) AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) AMERICAN AIRLINE AAL11EUR EU 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE AAL AV 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE AAL TE 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE A1G SW 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE AAL1CHF EU 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE A1G GZ 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE A1G QT 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE AAL US 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE A1G GR 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE AAL* MM 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE AAL1USD EU 52,622.0 (869.0) (7,493.0) AMERICAN AIRLINE A1G TH 52,622.0 (869.0) (7,493.0) AMYRIS INC 3A01 GR 118.7 (249.0) (91.8) AMYRIS INC 3A01 TH 118.7 (249.0) (91.8) AMYRIS INC AMRS US 118.7 (249.0) (91.8) AMYRIS INC AMRSUSD EU 118.7 (249.0) (91.8) AMYRIS INC 3A01 QT 118.7 (249.0) (91.8) AMYRIS INC AMRSEUR EU 118.7 (249.0) (91.8) AQUESTIVE THERAP AQST US 39.8 (38.9) 3.2 ASPEN TECHNOLOGY AST GR 264.9 (284.1) (371.1) ASPEN TECHNOLOGY AZPNUSD EU 264.9 (284.1) (371.1) ASPEN TECHNOLOGY AZPN US 264.9 (284.1) (371.1) ASPEN TECHNOLOGY AST TH 264.9 (284.1) (371.1) ASPEN TECHNOLOGY AZPNEUR EU 264.9 (284.1) (371.1) ASPEN TECHNOLOGY AST QT 264.9 (284.1) (371.1) ATLATSA RESOURCE ATL SJ 170.1 (210.5) 6.1 AUTODESK INC ADSK US 3,833.0 (241.6) (316.3) AUTODESK INC AUD TH 3,833.0 (241.6) (316.3) AUTODESK INC AUD GR 3,833.0 (241.6) (316.3) AUTODESK INC ADSK AV 3,833.0 (241.6) (316.3) AUTODESK INC ADSKEUR EU 3,833.0 (241.6) (316.3) AUTODESK INC ADSKUSD EU 3,833.0 (241.6) (316.3) AUTODESK INC ADSK TE 3,833.0 (241.6) (316.3) AUTODESK INC AUD GZ 3,833.0 (241.6) (316.3) AUTODESK INC ADSK* MM 3,833.0 (241.6) (316.3) AUTODESK INC AUD QT 3,833.0 (241.6) (316.3) AUTOZONE INC AZO US 9,301.8 (1,361.6) (247.1) AUTOZONE INC AZ5 GR 9,301.8 (1,361.6) (247.1) AUTOZONE INC AZ5 TH 9,301.8 (1,361.6) (247.1) AUTOZONE INC AZOUSD EU 9,301.8 (1,361.6) (247.1) AUTOZONE INC AZOEUR EU 9,301.8 (1,361.6) (247.1) AUTOZONE INC AZ5 QT 9,301.8 (1,361.6) (247.1) AVALARA INC AVLR US 352.7 142.2 66.3 AVID TECHNOLOGY AVID US 254.0 (176.9) 3.8 AVID TECHNOLOGY AVD GR 254.0 (176.9) 3.8 BENEFITFOCUS INC BNFTEUR EU 181.3 (27.5) (2.3) BENEFITFOCUS INC BNFT US 181.3 (27.5) (2.3) BENEFITFOCUS INC BTF GR 181.3 (27.5) (2.3) BJ'S WHOLESALE C BJ US 3,220.9 (317.9) (11.9) BJ'S WHOLESALE C 8BJ GR 3,220.9 (317.9) (11.9) BJ'S WHOLESALE C 8BJ QT 3,220.9 (317.9) (11.9) BLOOM ENERGY C-A BE US 1,157.7 (564.8) 142.1 BLOOM ENERGY C-A 1ZB QT 1,157.7 (564.8) 142.1 BLUE BIRD CORP BLBD US 331.5 (44.5) 10.8 BLUE RIDGE MOUNT BRMR US 1,060.2 (212.5) (62.4) BOEING CO-BDR BOEI34 BZ 113,195.0 (1,374.0) 8,676.0 BOEING CO-CED BA AR 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BOE LN 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BA US 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BCO TH 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BACHF EU 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BOEI BB 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BA SW 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BA* MM 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BA TE 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BCO GR 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BAEUR EU 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BA EU 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BA AV 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BA CI 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BAUSD SW 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BCO GZ 113,195.0 (1,374.0) 8,676.0 BOEING CO/THE BCO QT 113,195.0 (1,374.0) 8,676.0 BOMBARDIER INC-A BDRAF US 25,029.0 (3,829.0) 1,419.0 BOMBARDIER INC-A BBD/A CN 25,029.0 (3,829.0) 1,419.0 BOMBARDIER INC-B BBDB GR 25,029.0 (3,829.0) 1,419.0 BOMBARDIER INC-B BBD/B CN 25,029.0 (3,829.0) 1,419.0 BOMBARDIER INC-B BBDB TH 25,029.0 (3,829.0) 1,419.0 BOMBARDIER INC-B BDRBF US 25,029.0 (3,829.0) 1,419.0 BOMBARDIER INC-B BBDB GZ 25,029.0 (3,829.0) 1,419.0 BOMBARDIER INC-B BBDB QT 25,029.0 (3,829.0) 1,419.0 BOMBARDIER INC-B BBD/BEUR EU 25,029.0 (3,829.0) 1,419.0 BRINKER INTL BKJ GR 1,347.3 (718.3) (278.1) BRINKER INTL EAT US 1,347.3 (718.3) (278.1) BRINKER INTL BKJ QT 1,347.3 (718.3) (278.1) BRINKER INTL EAT2EUR EU 1,347.3 (718.3) (278.1) BRP INC/CA-SUB V DOO CN 2,671.7 (445.7) - BRP INC/CA-SUB V B15A GR 2,671.7 (445.7) - BRP INC/CA-SUB V DOOO US 2,671.7 (445.7) - BUFFALO COAL COR BUC SJ 31.9 (34.4) (49.1) CACTUS INC- A 43C GZ 406.1 265.3 141.5 CACTUS INC- A WHD US 406.1 265.3 141.5 CACTUS INC- A 43C GR 406.1 265.3 141.5 CACTUS INC- A WHDEUR EU 406.1 265.3 141.5 CACTUS INC- A 43C QT 406.1 265.3 141.5 CACTUS INC- A 43C TH 406.1 265.3 141.5 CADIZ INC CDZI US 74.7 (73.9) 17.7 CADIZ INC 2ZC GR 74.7 (73.9) 17.7 CAMBIUM LEARNING ABCD US 150.3 (6.5) (63.3) CARDLYTICS INC CDLX US 140.2 36.8 64.9 CARDLYTICS INC CYX TH 140.2 36.8 64.9 CARDLYTICS INC CDLXEUR EU 140.2 36.8 64.9 CARDLYTICS INC CYX QT 140.2 36.8 64.9 CARDLYTICS INC CDLXUSD EU 140.2 36.8 64.9 CARDLYTICS INC CYX GR 140.2 36.8 64.9 CARDLYTICS INC CYX GZ 140.2 36.8 64.9 CASELLA WASTE WA3 GR 652.6 (34.7) 1.1 CASELLA WASTE CWST US 652.6 (34.7) 1.1 CASELLA WASTE WA3 TH 652.6 (34.7) 1.1 CASELLA WASTE CWSTEUR EU 652.6 (34.7) 1.1 CASELLA WASTE CWSTUSD EU 652.6 (34.7) 1.1 CATASYS INC CATS US 7.9 (4.6) (0.7) CDK GLOBAL INC C2G QT 3,008.4 (347.3) 818.9 CDK GLOBAL INC CDKUSD EU 3,008.4 (347.3) 818.9 CDK GLOBAL INC C2G TH 3,008.4 (347.3) 818.9 CDK GLOBAL INC CDKEUR EU 3,008.4 (347.3) 818.9 CDK GLOBAL INC C2G GR 3,008.4 (347.3) 818.9 CDK GLOBAL INC CDK US 3,008.4 (347.3) 818.9 CEDAR FAIR LP FUN US 2,079.2 (70.1) (127.4) CEDAR FAIR LP 7CF GR 2,079.2 (70.1) (127.4) CHESAPEAKE ENERG CS1 TH 12,341.0 (117.0) (1,633.0) CHESAPEAKE ENERG CHK* MM 12,341.0 (117.0) (1,633.0) CHESAPEAKE ENERG CHKUSD EU 12,341.0 (117.0) (1,633.0) CHESAPEAKE ENERG CHK US 12,341.0 (117.0) (1,633.0) CHESAPEAKE ENERG CS1 GR 12,341.0 (117.0) (1,633.0) CHESAPEAKE ENERG CHKEUR EU 12,341.0 (117.0) (1,633.0) CHESAPEAKE ENERG CS1 GZ 12,341.0 (117.0) (1,633.0) CHESAPEAKE ENERG CS1 QT 12,341.0 (117.0) (1,633.0) CHOICE HOTELS CHH US 1,123.0 (204.0) (3.5) CHOICE HOTELS CZH GR 1,123.0 (204.0) (3.5) CINCINNATI BELL CBB US 2,166.1 (143.4) 331.1 CINCINNATI BELL CIB1 GR 2,166.1 (143.4) 331.1 CINCINNATI BELL CBBEUR EU 2,166.1 (143.4) 331.1 CLEAR CHANNEL-A CCO US 4,521.1 (2,079.0) 305.4 CLEAR CHANNEL-A C7C GR 4,521.1 (2,079.0) 305.4 CLEVELAND-CLIFFS CLF* MM 3,051.5 (306.3) 1,072.0 CLEVELAND-CLIFFS CLF US 3,051.5 (306.3) 1,072.0 CLEVELAND-CLIFFS CVA TH 3,051.5 (306.3) 1,072.0 CLEVELAND-CLIFFS CLF2 EU 3,051.5 (306.3) 1,072.0 CLEVELAND-CLIFFS CVA GR 3,051.5 (306.3) 1,072.0 CLEVELAND-CLIFFS CVA GZ 3,051.5 (306.3) 1,072.0 CLEVELAND-CLIFFS CVA QT 3,051.5 (306.3) 1,072.0 CLEVELAND-CLIFFS CLF2EUR EU 3,051.5 (306.3) 1,072.0 COGENT COMMUNICA OGM1 GR 700.2 (114.6) 221.8 COGENT COMMUNICA CCOI US 700.2 (114.6) 221.8 COLGATE-BDR COLG34 BZ 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CPA TH 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CL EU 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CLEUR EU 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CLCHF EU 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CL* MM 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CL SW 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV COLG AV 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CL TE 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CL US 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CPA GR 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CLUSD SW 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CPA GZ 12,650.0 (189.0) 230.0 COLGATE-PALMOLIV CPA QT 12,650.0 (189.0) 230.0 COMMUNITY HEALTH CYH US 16,794.0 (289.0) 1,632.0 COMMUNITY HEALTH CYH1USD EU 16,794.0 (289.0) 1,632.0 COMSTOCK RES INC CRK US 921.3 (442.4) 13.1 COMSTOCK RES INC CX9 GR 921.3 (442.4) 13.1 COMSTOCK RES INC CRK1EUR EU 921.3 (442.4) 13.1 CONCORDIA INTERN CXR CN 2,122.5 (2,132.4) (3,601.8) CONCORDIA INTERN CXR/U CN 2,122.5 (2,132.4) (3,601.8) CONCORDIA INTERN 80CD GR 2,122.5 (2,132.4) (3,601.8) CONCORDIA INTERN CXREUR EU 2,122.5 (2,132.4) (3,601.8) CONCORDIA INTERN CXRXD US 2,122.5 (2,132.4) (3,601.8) CONVERGEONE HOLD CVON US 1,018.8 (128.2) 44.7 CUMULUS MEDIA-A CMLS US 2,413.5 (498.0) 342.7 DELEK LOGISTICS D6L GR 650.3 (129.0) 29.0 DELEK LOGISTICS DKL US 650.3 (129.0) 29.0 DENNY'S CORP DENN US 334.6 (117.9) (44.5) DENNY'S CORP DENNEUR EU 334.6 (117.9) (44.5) DENNY'S CORP DE8 GR 334.6 (117.9) (44.5) DINE BRANDS GLOB DIN US 1,650.3 (223.3) 65.6 DINE BRANDS GLOB IHP GR 1,650.3 (223.3) 65.6 DOLLARAMA INC DR3 GR 2,172.4 (57.2) 115.0 DOLLARAMA INC DLMAF US 2,172.4 (57.2) 115.0 DOLLARAMA INC DOL CN 2,172.4 (57.2) 115.0 DOLLARAMA INC DR3 GZ 2,172.4 (57.2) 115.0 DOLLARAMA INC DOLEUR EU 2,172.4 (57.2) 115.0 DOLLARAMA INC DR3 TH 2,172.4 (57.2) 115.0 DOLLARAMA INC DR3 QT 2,172.4 (57.2) 115.0 DOMINO'S PIZZA EZV GR 954.6 (2,929.2) 305.5 DOMINO'S PIZZA DPZ US 954.6 (2,929.2) 305.5 DOMINO'S PIZZA DPZEUR EU 954.6 (2,929.2) 305.5 DOMINO'S PIZZA DPZUSD EU 954.6 (2,929.2) 305.5 DOMINO'S PIZZA EZV TH 954.6 (2,929.2) 305.5 DOMINO'S PIZZA EZV QT 954.6 (2,929.2) 305.5 DOMO INC- CL B DOMO US 325.8 94.5 156.8 DOMO INC- CL B 1ON GR 325.8 94.5 156.8 DOMO INC- CL B DOMOEUR EU 325.8 94.5 156.8 DOMO INC- CL B 1ON GZ 325.8 94.5 156.8 DOMO INC- CL B 1ON TH 325.8 94.5 156.8 DUN & BRADSTREET DNB US 1,961.9 (758.1) (330.1) DUN & BRADSTREET DB5 GR 1,961.9 (758.1) (330.1) DUN & BRADSTREET DNB1USD EU 1,961.9 (758.1) (330.1) DUN & BRADSTREET DB5 QT 1,961.9 (758.1) (330.1) DUN & BRADSTREET DNB1EUR EU 1,961.9 (758.1) (330.1) DUNKIN' BRANDS G 2DB TH 3,298.7 (817.8) 226.5 DUNKIN' BRANDS G DNKN US 3,298.7 (817.8) 226.5 DUNKIN' BRANDS G 2DB GR 3,298.7 (817.8) 226.5 DUNKIN' BRANDS G DNKNUSD EU 3,298.7 (817.8) 226.5 DUNKIN' BRANDS G 2DB GZ 3,298.7 (817.8) 226.5 DUNKIN' BRANDS G 2DB QT 3,298.7 (817.8) 226.5 DUNKIN' BRANDS G DNKNEUR EU 3,298.7 (817.8) 226.5 EGAIN CORP EGAN US 39.6 (8.7) (8.0) EGAIN CORP EGCA GR 39.6 (8.7) (8.0) EGAIN CORP EGANEUR EU 39.6 (8.7) (8.0) ENPHASE ENERGY E0P GR 218.5 (30.1) 40.7 ENPHASE ENERGY ENPH US 218.5 (30.1) 40.7 ENPHASE ENERGY E0P GZ 218.5 (30.1) 40.7 ENPHASE ENERGY ENPHUSD EU 218.5 (30.1) 40.7 ENPHASE ENERGY E0P TH 218.5 (30.1) 40.7 ENPHASE ENERGY E0P QT 218.5 (30.1) 40.7 ENPHASE ENERGY ENPHEUR EU 218.5 (30.1) 40.7 EVERI HOLDINGS I G2C TH 1,439.8 (120.3) (3.8) EVERI HOLDINGS I G2C GR 1,439.8 (120.3) (3.8) EVERI HOLDINGS I EVRI US 1,439.8 (120.3) (3.8) EVERI HOLDINGS I EVRIUSD EU 1,439.8 (120.3) (3.8) EVERI HOLDINGS I EVRIEUR EU 1,439.8 (120.3) (3.8) EXELA TECHNOLOGI XELAU US 1,728.9 (62.1) (40.6) EXELA TECHNOLOGI XELA US 1,728.9 (62.1) (40.6) FUSION CONNECT I FSNN US 638.9 (118.9) (84.3) GAMCO INVESTO-A GBL US 140.2 (44.9) - GNC HOLDINGS INC GNC US 1,499.1 (166.1) 250.2 GNC HOLDINGS INC IGN GR 1,499.1 (166.1) 250.2 GNC HOLDINGS INC IGN TH 1,499.1 (166.1) 250.2 GNC HOLDINGS INC GNC1USD EU 1,499.1 (166.1) 250.2 GNC HOLDINGS INC GNC1EUR EU 1,499.1 (166.1) 250.2 GNC HOLDINGS INC GNC* MM 1,499.1 (166.1) 250.2 GOGO INC GOGO US 1,304.3 (228.2) 310.1 GOGO INC GOGOEUR EU 1,304.3 (228.2) 310.1 GOGO INC G0G QT 1,304.3 (228.2) 310.1 GOGO INC G0G GR 1,304.3 (228.2) 310.1 GOOSEHEAD INSU-A GSHD US 32.0 (26.7) - GOOSEHEAD INSU-A 2OX GR 32.0 (26.7) - GOOSEHEAD INSU-A GSHDEUR EU 32.0 (26.7) - GORES HOLDINGS GRSHU US 0.3 (0.0) (0.0) GRAFTECH INTERNA G6G TH 1,566.9 (991.0) 422.9 GRAFTECH INTERNA EAFEUR EU 1,566.9 (991.0) 422.9 GRAFTECH INTERNA G6G GR 1,566.9 (991.0) 422.9 GRAFTECH INTERNA G6G QT 1,566.9 (991.0) 422.9 GRAFTECH INTERNA EAFUSD EU 1,566.9 (991.0) 422.9 GRAFTECH INTERNA EAF US 1,566.9 (991.0) 422.9 GREEN PLAINS PAR GPP US 92.2 (66.4) 4.0 GREEN PLAINS PAR 8GP GR 92.2 (66.4) 4.0 GREEN THUMB INDU R9U2 GR 1.1 (0.5) (0.5) GREEN THUMB INDU GTII CN 1.1 (0.5) (0.5) GREEN THUMB INDU GTBIF US 1.1 (0.5) (0.5) GREENSKY INC-A GSKY US 758.7 (46.5) (65.5) HANGER INC HNGR US 664.4 (35.3) 126.1 HANGER INC HNGRUSD EU 664.4 (35.3) 126.1 HCA HEALTHCARE I 2BH TH 37,742.0 (4,125.0) 2,769.0 HCA HEALTHCARE I HCA US 37,742.0 (4,125.0) 2,769.0 HCA HEALTHCARE I 2BH GR 37,742.0 (4,125.0) 2,769.0 HCA HEALTHCARE I HCA* MM 37,742.0 (4,125.0) 2,769.0 HCA HEALTHCARE I HCAUSD EU 37,742.0 (4,125.0) 2,769.0 HCA HEALTHCARE I HCAEUR EU 37,742.0 (4,125.0) 2,769.0 HCA HEALTHCARE I 2BH QT 37,742.0 (4,125.0) 2,769.0 HELIUS MEDICAL T 26H GR 17.1 (12.1) (12.4) HELIUS MEDICAL T HSM CN 17.1 (12.1) (12.4) HELIUS MEDICAL T HSDT US 17.1 (12.1) (12.4) HERBALIFE NUTRIT HLF US 2,421.5 (779.4) (133.9) HERBALIFE NUTRIT HOO GR 2,421.5 (779.4) (133.9) HERBALIFE NUTRIT HLFUSD EU 2,421.5 (779.4) (133.9) HERBALIFE NUTRIT HLFEUR EU 2,421.5 (779.4) (133.9) HERBALIFE NUTRIT HOO QT 2,421.5 (779.4) (133.9) HORTONWORKS INC 14K SW 291.4 (3.6) (5.2) HORTONWORKS INC HDP US 291.4 (3.6) (5.2) HORTONWORKS INC 14K GR 291.4 (3.6) (5.2) HORTONWORKS INC 14K QT 291.4 (3.6) (5.2) HORTONWORKS INC HDPEUR EU 291.4 (3.6) (5.2) HP COMPANY-BDR HPQB34 BZ 34,254.0 (1,767.0) (3,730.0) HP INC HPQ TE 34,254.0 (1,767.0) (3,730.0) HP INC HPQ* MM 34,254.0 (1,767.0) (3,730.0) HP INC 7HP TH 34,254.0 (1,767.0) (3,730.0) HP INC 7HP GR 34,254.0 (1,767.0) (3,730.0) HP INC HPQ US 34,254.0 (1,767.0) (3,730.0) HP INC 7HP SW 34,254.0 (1,767.0) (3,730.0) HP INC HPQ CI 34,254.0 (1,767.0) (3,730.0) HP INC HPQUSD SW 34,254.0 (1,767.0) (3,730.0) HP INC HPQEUR EU 34,254.0 (1,767.0) (3,730.0) HP INC 7HP GZ 34,254.0 (1,767.0) (3,730.0) HP INC HWP QT 34,254.0 (1,767.0) (3,730.0) HP INC HPQUSD EU 34,254.0 (1,767.0) (3,730.0) HP INC HPQ SW 34,254.0 (1,767.0) (3,730.0) IDEXX LABS IDXX AV 1,520.7 (40.8) (34.5) IDEXX LABS IX1 GZ 1,520.7 (40.8) (34.5) IDEXX LABS IDXX TE 1,520.7 (40.8) (34.5) IDEXX LABS IDXX US 1,520.7 (40.8) (34.5) IDEXX LABS IX1 GR 1,520.7 (40.8) (34.5) IDEXX LABS IX1 QT 1,520.7 (40.8) (34.5) IDEXX LABS IX1 TH 1,520.7 (40.8) (34.5) INFRASTRUCTURE A IEA US 180.2 (118.2) (20.7) INNOVIVA INC HVE GR 338.7 (155.4) 171.9 INNOVIVA INC HVE QT 338.7 (155.4) 171.9 INNOVIVA INC HVE TH 338.7 (155.4) 171.9 INNOVIVA INC INVAUSD EU 338.7 (155.4) 171.9 INNOVIVA INC INVA US 338.7 (155.4) 171.9 INNOVIVA INC INVAEUR EU 338.7 (155.4) 171.9 INNOVIVA INC HVE GZ 338.7 (155.4) 171.9 INSEEGO CORP INSG US 142.5 (64.6) (5.8) INSEEGO CORP INO GR 142.5 (64.6) (5.8) INSEEGO CORP INSGEUR EU 142.5 (64.6) (5.8) INTERNAP CORP IP9N GR 724.7 (5.0) (33.2) INTERNAP CORP INAP US 724.7 (5.0) (33.2) INTERNAP CORP INAPEUR EU 724.7 (5.0) (33.2) IRONWOOD PHARMAC I76 TH 618.2 (44.0) 184.6 IRONWOOD PHARMAC IRWD US 618.2 (44.0) 184.6 IRONWOOD PHARMAC I76 GR 618.2 (44.0) 184.6 IRONWOOD PHARMAC IRWDEUR EU 618.2 (44.0) 184.6 IRONWOOD PHARMAC I76 QT 618.2 (44.0) 184.6 ISRAMCO INC IRM GR 110.2 (14.8) (7.3) ISRAMCO INC ISRL US 110.2 (14.8) (7.3) ISRAMCO INC ISRLEUR EU 110.2 (14.8) (7.3) JACK IN THE BOX JACK US 879.4 (490.5) (30.9) JACK IN THE BOX JBX GR 879.4 (490.5) (30.9) JACK IN THE BOX JBX GZ 879.4 (490.5) (30.9) JACK IN THE BOX JBX QT 879.4 (490.5) (30.9) JACK IN THE BOX JACK1EUR EU 879.4 (490.5) (30.9) JAMBA INC JMBA US 36.7 (10.3) (11.9) JAMBA INC XJA1 GR 36.7 (10.3) (11.9) KERYX BIOPHARM KERXUSD EU 145.7 (41.2) 70.6 L BRANDS INC LTD GR 7,620.0 (1,122.0) 859.0 L BRANDS INC LB US 7,620.0 (1,122.0) 859.0 L BRANDS INC LTD TH 7,620.0 (1,122.0) 859.0 L BRANDS INC LTD SW 7,620.0 (1,122.0) 859.0 L BRANDS INC LBUSD EU 7,620.0 (1,122.0) 859.0 L BRANDS INC LBEUR EU 7,620.0 (1,122.0) 859.0 L BRANDS INC LB* MM 7,620.0 (1,122.0) 859.0 L BRANDS INC LTD QT 7,620.0 (1,122.0) 859.0 LAMB WESTON LW-WUSD EU 2,752.6 (279.2) 411.7 LAMB WESTON 0L5 GR 2,752.6 (279.2) 411.7 LAMB WESTON LW-WEUR EU 2,752.6 (279.2) 411.7 LAMB WESTON 0L5 TH 2,752.6 (279.2) 411.7 LAMB WESTON 0L5 QT 2,752.6 (279.2) 411.7 LAMB WESTON LW US 2,752.6 (279.2) 411.7 LEGACY RESERVES LGCY US 1,510.6 (251.0) (589.8) LEGACY RESERVES LRT GR 1,510.6 (251.0) (589.8) LEGACY RESERVES LRT GZ 1,510.6 (251.0) (589.8) LEGACY RESERVES LRT QT 1,510.6 (251.0) (589.8) LENNOX INTL INC LXI GR 2,099.4 (180.2) 641.7 LENNOX INTL INC LII US 2,099.4 (180.2) 641.7 LENNOX INTL INC LXI TH 2,099.4 (180.2) 641.7 LENNOX INTL INC LII1USD EU 2,099.4 (180.2) 641.7 LENNOX INTL INC LII1EUR EU 2,099.4 (180.2) 641.7 LEXICON PHARMACE LX31 GR 332.9 (4.9) 138.9 LEXICON PHARMACE LXRX US 332.9 (4.9) 138.9 LEXICON PHARMACE LXRXUSD EU 332.9 (4.9) 138.9 LEXICON PHARMACE LXRXEUR EU 332.9 (4.9) 138.9 LEXICON PHARMACE LX31 QT 332.9 (4.9) 138.9 LIQUIDIA TECHNOL LQDA US 20.8 (12.9) (5.0) LIQUIDIA TECHNOL LT4 TH 20.8 (12.9) (5.0) MCDONALDS - BDR MCDC34 BZ 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MCD US 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MCD SW 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MDO GR 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MCD* MM 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MCD TE 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MDO TH 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MCD AV 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MCD CI 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MCDUSD SW 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MCDEUR EU 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MDO GZ 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MDO QT 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MCDCHF EU 32,708.4 (5,851.0) 1,385.3 MCDONALDS CORP MCDUSD EU 32,708.4 (5,851.0) 1,385.3 MCDONALDS-CEDEAR MCD AR 32,708.4 (5,851.0) 1,385.3 MDC PARTNERS-A MDCA US 1,788.6 (97.6) (177.0) MDC PARTNERS-A MD7A GR 1,788.6 (97.6) (177.0) MDC PARTNERS-A MDCAEUR EU 1,788.6 (97.6) (177.0) MEDLEY MANAGE-A MDLY US 94.2 (54.1) 13.7 MICHAELS COS INC MIK US 2,192.5 (1,699.4) 501.7 MICHAELS COS INC MIM GR 2,192.5 (1,699.4) 501.7 MONEYGRAM INTERN MGI US 4,526.8 (236.6) (52.3) MONEYGRAM INTERN 9M1N GR 4,526.8 (236.6) (52.3) MONEYGRAM INTERN MGIUSD EU 4,526.8 (236.6) (52.3) MONEYGRAM INTERN 9M1N TH 4,526.8 (236.6) (52.3) MONEYGRAM INTERN MGIEUR EU 4,526.8 (236.6) (52.3) MONEYGRAM INTERN 9M1N QT 4,526.8 (236.6) (52.3) MOTOROLA SOLUTIO MOT TE 8,881.0 (1,492.0) 659.0 MOTOROLA SOLUTIO MSI US 8,881.0 (1,492.0) 659.0 MOTOROLA SOLUTIO MTLA TH 8,881.0 (1,492.0) 659.0 MOTOROLA SOLUTIO MSI1EUR EU 8,881.0 (1,492.0) 659.0 MOTOROLA SOLUTIO MTLA GZ 8,881.0 (1,492.0) 659.0 MOTOROLA SOLUTIO MTLA GR 8,881.0 (1,492.0) 659.0 MOTOROLA SOLUTIO MTLA QT 8,881.0 (1,492.0) 659.0 MSG NETWORKS- A MSGN US 849.6 (657.7) 227.2 MSG NETWORKS- A MSGNEUR EU 849.6 (657.7) 227.2 MSG NETWORKS- A 1M4 QT 849.6 (657.7) 227.2 MSG NETWORKS- A 1M4 GR 849.6 (657.7) 227.2 MSG NETWORKS- A 1M4 TH 849.6 (657.7) 227.2 NATERA INC NTRA US 194.4 (22.0) 67.2 NATERA INC 45E GR 194.4 (22.0) 67.2 NATHANS FAMOUS NATH US 79.4 (82.9) 58.3 NATHANS FAMOUS NFA GR 79.4 (82.9) 58.3 NATIONAL CINEMED NCMI US 1,132.7 (95.1) 100.6 NATIONAL CINEMED XWM GR 1,132.7 (95.1) 100.6 NATIONAL CINEMED NCMIEUR EU 1,132.7 (95.1) 100.6 NAVISTAR INTL IHR GR 6,924.0 (4,334.0) 596.0 NAVISTAR INTL NAV US 6,924.0 (4,334.0) 596.0 NAVISTAR INTL IHR TH 6,924.0 (4,334.0) 596.0 NAVISTAR INTL NAVEUR EU 6,924.0 (4,334.0) 596.0 NAVISTAR INTL NAVUSD EU 6,924.0 (4,334.0) 596.0 NAVISTAR INTL IHR QT 6,924.0 (4,334.0) 596.0 NAVISTAR INTL IHR GZ 6,924.0 (4,334.0) 596.0 NEOS THERAPEUTIC NEOS US 84.0 (18.6) 3.9 NEURONETICS INC STIM US 28.3 (18.1) 11.2 NEW ENG RLTY-LP NEN US 253.8 (35.6) - NII HOLDINGS INC NIHDEUR EU 966.0 (159.4) 132.4 NII HOLDINGS INC NIHD US 966.0 (159.4) 132.4 NII HOLDINGS INC NJJA GR 966.0 (159.4) 132.4 NORTHERN OIL AND NOG US 883.1 (147.8) 118.0 NORTHERN OIL AND NOG1USD EU 883.1 (147.8) 118.0 OMEROS CORP OMER US 106.3 (56.3) 72.1 OMEROS CORP 3O8 GR 106.3 (56.3) 72.1 OMEROS CORP OMERUSD EU 106.3 (56.3) 72.1 OMEROS CORP 3O8 TH 106.3 (56.3) 72.1 OMEROS CORP OMEREUR EU 106.3 (56.3) 72.1 OPTIVA INC RE6 GR 158.9 (16.7) 21.9 OPTIVA INC OPT CN 158.9 (16.7) 21.9 OPTIVA INC RKNEF US 158.9 (16.7) 21.9 OPTIVA INC RKNEUR EU 158.9 (16.7) 21.9 OPTIVA INC 3230510Q EU 158.9 (16.7) 21.9 PAPA JOHN'S INTL PZZA US 558.2 (243.0) 11.9 PAPA JOHN'S INTL PP1 GR 558.2 (243.0) 11.9 PAPA JOHN'S INTL PZZAEUR EU 558.2 (243.0) 11.9 PHILIP MORRIS IN 4I1 GR 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN PM US 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN PM1 EU 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN PM1CHF EU 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN PM1 TE 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN 4I1 TH 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN PM1EUR EU 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN PMI SW 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN PMOR AV 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN 4I1 GZ 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN 4I1 QT 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN PMI1 IX 40,721.0 (10,168.0) 2,587.0 PHILIP MORRIS IN PMI EB 40,721.0 (10,168.0) 2,587.0 PINNACLE ENTERTA 65P GR 3,859.0 (281.5) (33.6) PINNACLE ENTERTA PNK US 3,859.0 (281.5) (33.6) PIVOTAL SYST-CDI PVS AU - - - PLANET FITNESS-A PLNT1USD EU 1,124.7 (91.2) 104.2 PLANET FITNESS-A 3PL QT 1,124.7 (91.2) 104.2 PLANET FITNESS-A PLNT1EUR EU 1,124.7 (91.2) 104.2 PLANET FITNESS-A PLNT US 1,124.7 (91.2) 104.2 PLANET FITNESS-A 3PL TH 1,124.7 (91.2) 104.2 PLANET FITNESS-A 3PL GR 1,124.7 (91.2) 104.2 PLURALSIGHT IN-A PS US 416.2 239.9 97.3 PROS HOLDINGS IN PH2 GR 281.4 (68.7) 74.6 PROS HOLDINGS IN PRO US 281.4 (68.7) 74.6 PROS HOLDINGS IN PRO1EUR EU 281.4 (68.7) 74.6 QUEBECOR INC-A QBR/A CN 9,142.5 (339.1) (1,076.3) QUEBECOR INC-B QB3 GR 9,142.5 (339.1) (1,076.3) QUEBECOR INC-B QBCRF US 9,142.5 (339.1) (1,076.3) QUEBECOR INC-B QBR/B CN 9,142.5 (339.1) (1,076.3) REATA PHARMACE-A 2R3 GR 174.7 (167.9) 116.7 REATA PHARMACE-A RETAEUR EU 174.7 (167.9) 116.7 REATA PHARMACE-A RETA US 174.7 (167.9) 116.7 RESOLUTE ENERGY REN US 826.6 (82.8) (152.0) RESOLUTE ENERGY R21 GR 826.6 (82.8) (152.0) RESOLUTE ENERGY RENEUR EU 826.6 (82.8) (152.0) RESVERLOGIX CORP RVX CN 14.3 (132.9) (59.0) REVLON INC-A REV US 3,091.9 (980.7) 6.7 REVLON INC-A RVL1 GR 3,091.9 (980.7) 6.7 REVLON INC-A REVEUR EU 3,091.9 (980.7) 6.7 REVLON INC-A RVL1 TH 3,091.9 (980.7) 6.7 REVLON INC-A REVUSD EU 3,091.9 (980.7) 6.7 RIMINI STREET IN RMNI US 119.5 (229.9) (131.1) ROSETTA STONE IN RS8 TH 169.2 (4.2) (63.3) ROSETTA STONE IN RS8 GR 169.2 (4.2) (63.3) ROSETTA STONE IN RST US 169.2 (4.2) (63.3) ROSETTA STONE IN RST1USD EU 169.2 (4.2) (63.3) ROSETTA STONE IN RST1EUR EU 169.2 (4.2) (63.3) RR DONNELLEY & S DLLN TH 3,653.8 (247.5) 673.5 RR DONNELLEY & S RRDUSD EU 3,653.8 (247.5) 673.5 RR DONNELLEY & S RRD US 3,653.8 (247.5) 673.5 RR DONNELLEY & S DLLN GR 3,653.8 (247.5) 673.5 RR DONNELLEY & S RRDEUR EU 3,653.8 (247.5) 673.5 SALLY BEAUTY HOL SBH US 2,095.7 (326.2) 615.4 SALLY BEAUTY HOL S7V GR 2,095.7 (326.2) 615.4 SALLY BEAUTY HOL SBHEUR EU 2,095.7 (326.2) 615.4 SANCHEZ ENERGY C SN* MM 2,904.4 (67.7) 58.6 SANCHEZ ENERGY C SNUSD EU 2,904.4 (67.7) 58.6 SBA COMM CORP SBACUSD EU 7,289.4 (3,042.1) 49.1 SBA COMM CORP 4SB GR 7,289.4 (3,042.1) 49.1 SBA COMM CORP SBAC US 7,289.4 (3,042.1) 49.1 SBA COMM CORP SBJ TH 7,289.4 (3,042.1) 49.1 SBA COMM CORP 4SB GZ 7,289.4 (3,042.1) 49.1 SBA COMM CORP SBACEUR EU 7,289.4 (3,042.1) 49.1 SCIENTIFIC GAMES TJW TH 7,612.9 (2,268.4) 630.9 SCIENTIFIC GAMES TJW GZ 7,612.9 (2,268.4) 630.9 SCIENTIFIC GAMES SGMS US 7,612.9 (2,268.4) 630.9 SCIENTIFIC GAMES SGMSUSD EU 7,612.9 (2,268.4) 630.9 SCIENTIFIC GAMES TJW GR 7,612.9 (2,268.4) 630.9 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810.5 (21.5) 573.2 TESARO INC TSROUSD EU 810.5 (21.5) 573.2 TESARO INC TSROEUR EU 810.5 (21.5) 573.2 TESARO INC T8S QT 810.5 (21.5) 573.2 TESARO INC T8S TH 810.5 (21.5) 573.2 TESARO INC T8S GR 810.5 (21.5) 573.2 TOWN SPORTS INTE CLUB US 255.8 (72.5) (7.4) TOWN SPORTS INTE T3D GR 255.8 (72.5) (7.4) TOWN SPORTS INTE CLUBEUR EU 255.8 (72.5) (7.4) TRANSDIGM GROUP TDG US 11,804.5 (2,098.5) 2,568.2 TRANSDIGM GROUP T7D GR 11,804.5 (2,098.5) 2,568.2 TRANSDIGM GROUP T7D TH 11,804.5 (2,098.5) 2,568.2 TRANSDIGM GROUP TDGEUR EU 11,804.5 (2,098.5) 2,568.2 TRANSDIGM GROUP T7D QT 11,804.5 (2,098.5) 2,568.2 TRILOGY INTERNAT TRL CN 709.9 (12.5) (16.7) TRIUMPH GROUP TG7 GR 3,420.0 (226.6) 292.1 TRIUMPH GROUP TGI US 3,420.0 (226.6) 292.1 TRIUMPH GROUP TGIEUR EU 3,420.0 (226.6) 292.1 TUPPERWARE BRAND TUP GR 1,338.1 (175.5) (64.2) TUPPERWARE BRAND TUP US 1,338.1 (175.5) (64.2) TUPPERWARE BRAND TUP TH 1,338.1 (175.5) (64.2) TUPPERWARE BRAND TUP1EUR EU 1,338.1 (175.5) (64.2) TUPPERWARE BRAND TUP1USD EU 1,338.1 (175.5) (64.2) TUPPERWARE BRAND TUP GZ 1,338.1 (175.5) (64.2) TUPPERWARE BRAND TUP QT 1,338.1 (175.5) (64.2) UNISYS CORP UIS EU 2,370.9 (1,244.1) 413.1 UNISYS CORP USY1 GR 2,370.9 (1,244.1) 413.1 UNISYS CORP USY1 TH 2,370.9 (1,244.1) 413.1 UNISYS CORP UIS US 2,370.9 (1,244.1) 413.1 UNISYS CORP UIS1 SW 2,370.9 (1,244.1) 413.1 UNISYS CORP UISEUR EU 2,370.9 (1,244.1) 413.1 UNISYS CORP UISCHF EU 2,370.9 (1,244.1) 413.1 UNISYS CORP USY1 QT 2,370.9 (1,244.1) 413.1 UNISYS CORP USY1 GZ 2,370.9 (1,244.1) 413.1 UNITI GROUP INC UNIT US 4,471.7 (1,289.8) - UNITI GROUP INC 8XC GR 4,471.7 (1,289.8) - VALVOLINE INC 0V4 TH 1,849.0 (288.0) 365.0 VALVOLINE INC 0V4 GR 1,849.0 (288.0) 365.0 VALVOLINE INC VVVEUR EU 1,849.0 (288.0) 365.0 VALVOLINE INC 0V4 QT 1,849.0 (288.0) 365.0 VALVOLINE INC VVV US 1,849.0 (288.0) 365.0 VECTOR GROUP LTD VGR US 1,333.9 (428.7) 164.9 VECTOR GROUP LTD VGR GR 1,333.9 (428.7) 164.9 VECTOR GROUP LTD VGREUR EU 1,333.9 (428.7) 164.9 VECTOR GROUP LTD VGR QT 1,333.9 (428.7) 164.9 VERISIGN INC VRSN US 1,911.6 (1,381.0) 307.7 VERISIGN INC VRS GR 1,911.6 (1,381.0) 307.7 VERISIGN INC VRS TH 1,911.6 (1,381.0) 307.7 VERISIGN INC VRSNUSD EU 1,911.6 (1,381.0) 307.7 VERISIGN INC VRSNEUR EU 1,911.6 (1,381.0) 307.7 VERISIGN INC VRS GZ 1,911.6 (1,381.0) 307.7 VERISIGN INC VRS QT 1,911.6 (1,381.0) 307.7 W&T OFFSHORE INC WTI US 958.2 (507.4) (55.7) W&T OFFSHORE INC UWV GR 958.2 (507.4) (55.7) W&T OFFSHORE INC WTI1EUR EU 958.2 (507.4) (55.7) WAYFAIR INC- A W US 1,287.3 (195.5) (96.3) WAYFAIR INC- A WUSD EU 1,287.3 (195.5) (96.3) WAYFAIR INC- A 1WF QT 1,287.3 (195.5) (96.3) WAYFAIR INC- A 1WF GR 1,287.3 (195.5) (96.3) WAYFAIR INC- A 1WF TH 1,287.3 (195.5) (96.3) WAYFAIR INC- A WEUR EU 1,287.3 (195.5) (96.3) WEIGHT WATCHERS WW6 GR 1,336.6 (923.0) (88.2) WEIGHT WATCHERS WTW US 1,336.6 (923.0) (88.2) WEIGHT WATCHERS WTWUSD EU 1,336.6 (923.0) (88.2) WEIGHT WATCHERS WW6 GZ 1,336.6 (923.0) (88.2) WEIGHT WATCHERS WTWEUR EU 1,336.6 (923.0) (88.2) WEIGHT WATCHERS WW6 QT 1,336.6 (923.0) (88.2) WEIGHT WATCHERS WW6 TH 1,336.6 (923.0) (88.2) WESTERN UNION W3U TH 9,115.6 (451.3) (813.3) WESTERN UNION W3U GR 9,115.6 (451.3) (813.3) WESTERN UNION WU US 9,115.6 (451.3) (813.3) WESTERN UNION WUEUR EU 9,115.6 (451.3) (813.3) WESTERN UNION W3U GZ 9,115.6 (451.3) (813.3) WESTERN UNION W3U QT 9,115.6 (451.3) (813.3) WIDEOPENWEST INC WU5 GR 2,196.8 (422.4) (95.7) WIDEOPENWEST INC WU5 TH 2,196.8 (422.4) (95.7) WIDEOPENWEST INC WOW1EUR EU 2,196.8 (422.4) (95.7) WIDEOPENWEST INC WU5 QT 2,196.8 (422.4) (95.7) WIDEOPENWEST INC WOW US 2,196.8 (422.4) (95.7) WINDSTREAM HOLDI WIN US 10,839.8 (1,406.5) (406.3) WINDSTREAM HOLDI B4O2 TH 10,839.8 (1,406.5) (406.3) WINDSTREAM HOLDI B4O2 GR 10,839.8 (1,406.5) (406.3) WINDSTREAM HOLDI WIN2USD EU 10,839.8 (1,406.5) (406.3) WINGSTOP INC WING1EUR EU 124.1 (140.7) (6.7) WINGSTOP INC WING US 124.1 (140.7) (6.7) WINGSTOP INC EWG GR 124.1 (140.7) (6.7) WINMARK CORP GBZ GR 48.8 (20.8) 7.9 WINMARK CORP WINA US 48.8 (20.8) 7.9 WORKIVA INC WKEUR EU 181.7 (17.7) (21.7) WORKIVA INC WK US 181.7 (17.7) (21.7) WORKIVA INC 0WKA GR 181.7 (17.7) (21.7) WYNDHAM DESTINAT WYND US 7,075.0 (520.0) (138.0) WYNDHAM DESTINAT WD5 GR 7,075.0 (520.0) (138.0) WYNDHAM DESTINAT WD5 TH 7,075.0 (520.0) (138.0) WYNDHAM DESTINAT WYNUSD EU 7,075.0 (520.0) (138.0) WYNDHAM DESTINAT WYNEUR EU 7,075.0 (520.0) (138.0) WYNDHAM DESTINAT WD5 QT 7,075.0 (520.0) (138.0) XERIUM TECHNOLOG TXRN GR 547.2 (151.0) 72.0 XERIUM TECHNOLOG XRM US 547.2 (151.0) 72.0 YELLOW PAGES LTD Y CN 544.3 (182.3) 70.9 YELLOW PAGES LTD YLWDF US 544.3 (182.3) 70.9 YELLOW PAGES LTD YMI GR 544.3 (182.3) 70.9 YELLOW PAGES LTD YEUR EU 544.3 (182.3) 70.9 YRC WORLDWIDE IN YRCW US 1,644.5 (344.1) 182.2 YRC WORLDWIDE IN YEL1 GR 1,644.5 (344.1) 182.2 YRC WORLDWIDE IN YRCWUSD EU 1,644.5 (344.1) 182.2 YRC WORLDWIDE IN YRCWEUR EU 1,644.5 (344.1) 182.2 YRC WORLDWIDE IN YEL1 QT 1,644.5 (344.1) 182.2 YRC WORLDWIDE IN YEL1 TH 1,644.5 (344.1) 182.2 YUM! BRANDS INC TGR TH 4,326.0 (7,247.0) 279.0 YUM! BRANDS INC TGR GR 4,326.0 (7,247.0) 279.0 YUM! BRANDS INC YUM US 4,326.0 (7,247.0) 279.0 YUM! BRANDS INC YUMUSD SW 4,326.0 (7,247.0) 279.0 YUM! BRANDS INC YUMUSD EU 4,326.0 (7,247.0) 279.0 YUM! BRANDS INC TGR GZ 4,326.0 (7,247.0) 279.0 YUM! BRANDS INC YUMEUR EU 4,326.0 (7,247.0) 279.0 YUM! BRANDS INC TGR QT 4,326.0 (7,247.0) 279.0 YUM! BRANDS INC YUMCHF EU 4,326.0 (7,247.0) 279.0 YUM! BRANDS INC YUM SW 4,326.0 (7,247.0) 279.0 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2018. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***