/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/181106.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, November 6, 2018, Vol. 22, No. 309 Headlines 123 GRAND: Nov. 20 Disclosure Statement Hearing A.N.P. ELECTRIC: Seeks Authorization on Cash Collateral Use ADLER GROUP: Unsecured Claimants to Get $15,000 Lump Sum AJ HOME HEALTH: Nov. 29 Plan Confirmation Hearing ALABAMA INJURY: Amends Cash Collateral Use by Paying IRS $3,000 AMEJ CORP: Amends Plan to Add Classic Star Admin Claim AMERICAN FUEL: LB-HSH Buying All Assets for $1.6 Million AMERICAN TRUCK: Seeks Temporary Use of Cash Collateral AMY ELECTRIC: Plan Confirmation Hearing Continued to Dec. 6 AQUAMARINA II: Sets Bidding Procedures for Freeport Property ARALEZ PHARMA: Claim Filing Deadline Set for November 29 BARTLETT MANAGEMENT: Delays Plan to Through Closing of Sale BAY TERRACE: Unsecured Claims Total $273K Under Amended Plan BILLY MOORE: Jordan Buying Biloxi Property for $15K BLUE GOLD EQUITIES: Gets Final Approval on $6.5-Mil Loan, Use Cash BON-TON STORES: CPO Recommends Approval of Consumer PII Sale BUEHLER INC: Authorized to Use Cash Collateral on Interim Basis BWR LLC: Unsecured Non-Insiders Get Full Payment Plus 10% Interest CALLINS FIRM: Seeks Authorization to Use Cash Collateral CASCELLA & SON: May Continue Using Cash Collateral Until Dec. 31 CIRCLE 9 CATTLE: Camden National Seeks Ch. 11 Trustee Appointment CITATION NORTHSTAR: Yam Capital Seeks Ch. 11 Trustee Appointment CM RESORT: Owner Seeks Ch. 11 Trustee Appointment COMPUTA-BASE MACHINING: Seeks Authority to Use Cash Collateral COOL FROOTZ: U.S. Trustee Unable to Appoint Committee CORMICAN'S INC: U.S. Trustee Forms 2-Member Committee CPKAP LLC: Has Interim Approval to Use Cash Collateral CREDIT MANAGEMENT: Case Summary & 20 Largest Unsecured Creditors D&E REAL ESTATE: U.S. Trustee Unable to Appoint Committee DAVID AINSWORTH: Arguindegui Buying Robstown Property for $392K DAYMARK REALTY: Case Summary & 10 Unsecured Creditors DAYMARK SOLUTIONS: Allowed to Use Cash Collateral on Interim Basis DOCTORS HOSPITAL AT DEER CREEK: Seeks Access to Cash Collateral DOUBLE L FARMS: Has Approval for Interim Use of Cash Collateral DRW SERVICES: May Continue Using Cash Collateral Until Dec. 31 DRY ERASE DESIGNS: Nexry Buying Personal Property for $35K DYNALYST CORP: Delays Plan to Complete Refinancing Process E & A TANNER: U.S. Trustee Unable to Appoint Committee EDEN HOME: PCO Files 3rd Interim Report EDWARD ZAWILLA: Caragans Buying Woodstock Property for $378K EEI ACQUISITION: Seeks March 1 Plan Confirmation Extension EGALET CORPORATION: Case Summary & 30 Largest Unsecured Creditors F.A.S.S.T LLC: Authorized to Use Cash Collateral on Interim Basis FAIRMONT PARTNERS: APF Buying All Assets for $9.25M Credit Bid FALLS AT CLOVIS: Voluntary Chapter 11 Case Summary FATTY'S BAR: Taps Angstman Johnson as Legal Counsel FIRELANDS GROUP: U.S. Trustee Forms 2-Member Committee FOLTS HOME: PCO Files Final Report FRANK INVESTMENTS: U.S. Trustee Unable to Appoint Committee GALMOR'S/G&G STEAM: Unsecured Claimants to Receive 10% in 10 Years GASTAR EXPLORATION: Case Summary & 20 Largest Unsecured Creditors GASTAR EXPLORATION: Commences Chapter 11 to Seek OK of Prepack GOLF CARS: JDP Legacy Objects to Disclosure Statement GULF COAST MEDICAL: U.S. Trustee Unable to Appoint Committee HARD-MIRE RESTAURANT: To Pay Unsecureds in Full in 60 Installments HEAVENLY COUTURE: 3 Treatment Options for Unsecured Claims HOME OWNERS: Files Ch.11; Shutters Chicagoland, Wisconsin Stores IAN-K LLC: Allocates $10,000 Secured Claim for Degnan Law IF STUDIOS: Hires Daniel A. Grossberg LLC as Accountant III EXPLORATION: Asks Court to Conditionally Approve Plan Outline INSTITUCION AMOR: Unsecured Claimant to Get 10% of Allowed Claim INTEGRAL INVESTMENTS: Allowed to Use Park Bank Cash Collateral ISMAIL ARSLANGIRAY: Plan Admin Selling Tacoma Property for $650K JAMIE ONE: Hires Flaster/Greenberg PC as Attorney JRL TRANSPORTATION: Moving Company Seeks Cash Access KANTIS ENTERPRISES: Taps Mayer Gitman CPA as Accountant KCST USA: Cash Use, DIP Loan Facility Extended Through Jan. 31 KINGS AUTO: Final Cash Collateral Order Entered KOMODO CLOUD: Allowed to Use Cash Collateral on Final Basis KSA INVESTMENTS: Trustee Files Chapter 11 Plan of Liquidation LAWSON NURSING HOME: Seeks Approval on Cash Collateral Stipulation LAWSON NURSING HOME: Taps Calaiaro Valencik as Counsel LIVE OUT LOUD: Hires Alan R. Smith as Legal Counsel LOS POLLITOS: Authorized to Use Kleberg Bank Cash Collateral MGTF RADIO: May Continue Using Cash Collateral Until Nov. 19 MGTF RADIO: Seeks Nov. 19 Cash Collateral Use Extension NEWMARK GROUP: S&P Assigns 'BB+' Rating on $550MM Sr. Unsec. Bonds NINE WEST: Nov. 13 Proposed Disclosure Statement Hearing NSC Wholesale: Hires Getzler Henrich, Appoints Mark Samson as CRO NSC WHOLESALE: Hires Saul Ewing Arnstein as Counsel NSC WHOLESALE: Hires SSG Advisors as Investment Banker NSC WHOLESALE: Taps Omni Management Group as Administrative Agent NUTRITION CARE: Unsecured Convenience Class to Get 0.63% NY COMMUNITY BANCORP: S&P Rates $300MM Subordinated Debt 'BB' PRIMARY PROVIDERS OF ALABAMA: Taps Sparkman Shepard as Attorney PRIME SOURCE: Wants to Reject Lease w/ Peacock & Sell/Abandon FF&E PRINCETON ALTERNATIVE: Bid to Resolve Bankruptcy Dispute Rejected PROMISE HEALTHCARE: Case Summary & 30 Largest Unsecured Creditors QUALITY GLASS: Taps Bronson Law Offices as Legal Counsel QUEST GROUP: Properties Owner Seeks to Use Cash Collateral RAGGED MOUNTAIN: Hurricane Amends Plan's Cramdown Provision RAGGED MOUNTAIN: May Continue Using Cash Collateral Until Jan. 31 RAGGED MOUNTAIN: Unsecureds' Recovery Increased to 12% Under Plan RAYMOND WILMMS: Picinich Buying 6 New Jersey Properties for $2.8M REEL AMUSEMENTS: Hires Donald L. Zachary as Special Counsel RING CONTAINER: S&P Affirms B Issuer Credit Rating, Outlook Stable ROCKET SOFTWARE: S&P Lowers ICR to 'B', Outlook Stable RUBY'S DINER: Committee Taps Force Ten as Financial Advisor SAMUELS JEWELERS: Examiner Taps Alvarez & Marsal as Fin. Advisor SAR TECH: Hires J Frederick Wiley PLLC as Counsel SAR TECH: Hires Kayla Springer as Bookkeeper SARAH ZONE: Danny Shin Leaves Creditors' Committee SEABROOK DENTAL: Has Cash Collateral Stipulation With CSBank SEARS HOLDINGS: Seeks Court Approval of Stalking Horse Agreement SEARS HOLDINGS: Taps Lazard Freres as Investment Banker SEARS HOLDINGS: Taps Weil Gotshal & Manges as Legal Counsel SEARS HOLDINGS: Weil Serves as Adviser in Chapter 11 Restructuring SERVICOM LLC: Seeks Authorization to Use Cash Collateral SF GALLERIA: Unsecured Creditors Seek Ch. 11 Trustee Appointment SM NOVELTIES: Ch.11 Trustee Hires Arent Fox as Bankr. Counsel STONE CRAZY: Hires Coldwell Banker as Real Estate Broker STRIPES US HOLDING: Chapter 15 Recognition Hearing Set for Nov. 16 SUMMIT ACADEMY: S&P Cuts Rating on 2005 Refunding Bonds to B+ TIGAMAN INC: Has Authority to Use Cash Collateral on Interim Basis TRC COS: S&P Affirms B Rating on Sec. Loans Amid $43MM Loan Add-On TSC BAYVIEW DRIVE: Nov. 28 Disclosure Statement Hearing TSC BAYVIEW DRIVE: Taps Long & Foster as Real Estate Broker VERMONT IRISH PUB: Unsecured Creditors to Get 1.9% Allowed Claim VIDAL ROSARIO LEON: Jan. 23 Plan Confirmation Hearing WILLIAM ABRAHAM: Trustee Selling El Paso Property for $1.6M WINDY CITY FINANCIAL: Bid on Cash Collateral Use Withdrawn [*] Hospital Bankruptcy Filings Shape U.S. Economic Distress in Q3 [*] New Bankruptcy Cases Fall 2.2% for 12 Months Ended Sept. 30 [] Matthew Roose Joins Ropes & Gray's Restructuring Practice [^] Large Companies with Insolvent Balance Sheet ********* 123 GRAND: Nov. 20 Disclosure Statement Hearing ----------------------------------------------- The hearing to consider approval of the disclosure statement explaining 123 Grand LLC's Plan is set for November 20, 2018, at 10:00 A.M. Deadline for objections to disclosure statement is November 16. The Plan provides for the immediate post-Effective Date closing under the Debtor's Contract of sale with A to Z Holding Company, Inc. to purchase the real properties located at 123-23 Grand Street, 228 Berry Street, Brooklyn, New York, designated as Blocks 2379, Lots 24, 27, and 29, on the Kings County Tax Map. The Contract will be assumed by the Debtor under section 365 or, to the extent section 365 may not be applicable, under section 108(b) of the Bankruptcy Code, and also provides for a 100% distribution to Debtor's General Unsecured Creditors on account of their allowed claims in accordance with the priorities established by the Bankruptcy Code. The Plan proposes the following classification and treatment of claims: * Class 1: Unsecured Claims. Subject to the provisions of article 7 of the Plan with respect to Disputed Claims, in full satisfaction, release and discharge of Class 1 Unsecured Claims, each holder of a Class 1 Unsecured Claim shall receive Cash in the full amount of its Allowed Unsecured Claim within five (5) business days of the Closing. *Class 2: Interests. Upon the Effective Date, Holders of Allowed Interests shall maintain their Interests in the Debtor. The treatment of Claims under the Plan provides Creditors with payment in full on account of their claims. The Debtor submits that the Plan therefore provides Creditors with at least as much as they would be entitled to receive in a chapter 7 liquidation. A full-text copy of the Disclosure Statement dated October 26, 2018 is available at: http://bankrupt.com/misc/nyeb18-45824-19.pdf About 123 Grand LLC 123 Grand LLC filed a Chapter 11 Petition (Bankr. E.D. N.Y. Case No. 18-45824) on October 10, 2018, and is represented by Fred B. Ringel, Esq. in New York, New York. At the time of filing, the Debtor had $10 million to $50 million in estimated assets and $100,000 to $500,000 in estimated liabilities. The petition was signed by David L. Smith, manager. A.N.P. ELECTRIC: Seeks Authorization on Cash Collateral Use ----------------------------------------------------------- A.N.P. Electric, Inc. seeks authorization from the U.S. Bankruptcy Court for the District of Arizona to use cash collateral in accordance with the Budget with a reasonable variation depending on the actual expenses as they arise for the interim period. A.N.P. proposes to use its revenue to pay operating expenses in accordance with its Budget based upon actual operations. A.N.P.'s proposed use of the income will maintain the business by paying for maintenance, repairs, insurance, taxes and the like, which will protect any secured creditor's interests and reduces the possibility that the business will decrease in value. The proposed budget provides total monthly expenses in the aggregate sum of $11,542. A.N.P. asserts that it is crucial to use cash collateral to continue to pay employees and pay other ordinary and necessary operating expenses in order to avoid (a) disruption of their work force, (b) maintain customer relations and loyalty, (c) maintain their market presence, and (d) preserve the going concern value of A.N.P. and its estates while it formulate and implement a plan of reorganization. A.N.P. believes that the Secured Creditors will have greater assurance of recovering their claims if A.N.P. is allowed to use cash collateral to continue and increase its business. A.N.P. does not believe that there are any Secured Creditors which may claim liens on its assets and receivables. Nonetheless, A.N.P. offers post-petition replacement liens to Secured Creditors on its inventory, accounts and contract rights: (a) to the extent of cash collateral actually expended; (b) on the same assets and in the same order of priority as currently exists between A.N.P. and the Secured Creditors; and (c) with A.N.P.'s full reservation of rights with respect to the issues set forth above. Further, as reflected in the Budget, A.N.P. will also make adequate protection payments to each of the Secured Creditors going forward until such time as the parties can work out a longer term resolution of their claims. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/azb18-12801-12.pdf About A.N.P. Electric A.N.P. Electric, Inc. filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 18-12801), on October 19, 2018. The Petition was signed by Anthony Pelletiere, president. The Debtor is represented by D. Lamar Hawkins, Esq. of Aiken Schenk Hawkins & Ricciardi, P.C. At the time of filing, the Debtor had less than $50,000 in estimated assets and $50,000 to $100,000 in estimated liabilities. ADLER GROUP: Unsecured Claimants to Get $15,000 Lump Sum -------------------------------------------------------- Adler Group, Inc., filed with the U.S. Bankruptcy Court for the District of Puerto Rico an amended disclosure statement explaining its amended Chapter 11 plan dated October 17, 2018. The Amended Plan is being filed with the Court simultaneously with the Amended Disclosure Statement. The Amended Plan provides that Class 1 consists of the Secured Claim of Oriental Bank. This impaired class consists of Oriental's allowed secured claim, in the amount of $2,113,4802, resulting from a Commercial Loan executed on March 24, 2015 by and between Oriental and the Debtor. The allowed secured claim of Oriental shall be paid in equal monthly installments of $16,382, for principal and interest, for a period of 60 months, with a balloon payment for the outstanding balance. Monthly payments include 7% annual interest and principal amortization term of 20 years. Class 2 consists of Small Business Administration's Impaired Claim resulting from a Commercial Loan executed on March 24, 2015 by and between SBA and the Debtor, which is partially secured by the Debtor's real property. Pursuant to Section 506 of the Bankruptcy Code, the claim is deemed partially secured and, thus, shall also receive distribution under Class 3 of the Amended Plan. The Debtor has estimated the secured portion of the claim in $586,519.90 payable in 240 monthly installments of $3,631.93 each for principal and annual interest of 4.25%, and 20 years amortization term. The unsecured amount has been estimated in $1,007,947.49 and treated within the general unsecured claims (Class 3). Class 3 consists of Holders of Allowed General Unsecured Claims. The Holders of Allowed General Unsecured Claims will receive a lumpsum distribution of $15,000, equivalent to 0.60% of their allowed claims. The lump-sum will be distributed on the Effective Date in a pro-rata basis calculated over the allowed amount. Class 4 consists of impaired Interests in the Debtor. The Holders of the Equity Interest in the Debtor will not receive any distribution under the Amended Plan. Except as otherwise provided in the Amended Plan, the Debtor will effect payments of pending Administrative Expense Claims on or before the Effective Date from the estimated cash balance in its DIP accounts. Secured Claims, General Unsecured Claims, as well as Priority Tax Claims, will be paid through the payment plans from the cash resulting from the Debtor's Operations. A copy of the Disclosure Statement from PacerMonitor.com is available at https://tinyurl.com/ya73ug8h at no charge. About Adler Group Inc. Adler Group Inc. owns the Caguas Military property located at Carr 189 km 3.1 (interior) Rincon Ward, Gurabo Puerto Rico, which is valued at $3 million. It holds inventory and equipment worth $513,870. For 2015, the Company posted gross revenue of $1.61 million 2015 and gross revenue of $1.91 million for 2014. Adler Group sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 17-02727) on April 20, 2017. In the petition signed by Jose Torres Gonzalez, authorized representative, the Debtor disclosed $3.52 million in assets and $4.43 million in liabilities. The case is assigned to Judge Mildred Caban Flores. The Debtor hired MRO Attorneys at Law, LLC, as bankruptcy counsel. AJ HOME HEALTH: Nov. 29 Plan Confirmation Hearing ------------------------------------------------- Judge Brenda T. Rhoades of the U.S. Bankruptcy Court for the Eastern District of Texas conditionally approved the disclosure statement explaining AJ Home Health Services, Inc.'s Chapter 11 plan. November 29, 2018, at 10:00 a.m., is fixed for the hearing on final approval of the conditionally approved Disclosure Statement and for confirmation of the Amended Plan. November 26 is fixed as the last day for filing written acceptances or rejections of the Plan. About AJ Home Health Services AJ Home Health Services, Inc., is a home health care services provider based in DeSoto, Texas. AJ Home Health Services filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 17-42820) on Dec. 22, 2017. Judge Ugbomoh, director, signed the petition. At the time of filing, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. The case is assigned to Judge Brenda T. Rhoades. Quilling, Selander, Lownds, Winslett & Moser, P.C., serves as the Debtor's counsel. ALABAMA INJURY: Amends Cash Collateral Use by Paying IRS $3,000 --------------------------------------------------------------- Alabama Injury and Pain Clinic requests the U.S. Bankruptcy Court for the Southern District of Alabama to approve its Amended Motion for authority to use cash collateral by making adequate protection payments of $3,000. On Sept. 18, 2018, the Debtor filed its original Motion to Use Cash Collateral as there is a potential IRS lien as to its business income. The Debtor has recently filed its Schedules and the Business' Monthly Profit and Loss. Pursuant to which, the Debtor has found out that it incurs routine monthly expenses of approximately $38,000 and its income of approximately $42,000. As a result, the Debtor believes it has the ability to offer the IRS approximately $3,000 per month until the effective date of a plan confirmation, at which time, the confirmed plan will have set forth a confirmed monthly payment or until the case is dismissed or converted to another Chapter under the Bankruptcy Code. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/alsb18-03685-33.pdf About Alabama Injury Alabama Injury and Pain Clinic, a provider of medical services to persons who have suffered injuries, filed a Chapter 11 petition (Bankr. S.D. Ala. Case No. 18-03685) on Sept. 11, 2018. In the petition signed by Dr. James Gordon, owner, the Debtor estimated less than $50,000 in assets and $100,000 to $500,000 in liabilities. Friedman, Poole & Friedman, P.C., led by Barry A. Friedman, serves as counsel to the Debtor. AMEJ CORP: Amends Plan to Add Classic Star Admin Claim ------------------------------------------------------ AMEJ Corporation filed with the U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division, an amended disclosure statement dated October 17, 2018, explaining its Chapter 11 plan. The Plan proposes the following treatment of Impaired claims: Class 1 Claimants (Allowed Administrative Claims of Professionals and US Trustee) are unimpaired and will be paid in cash and in full on the Effective Date of this Plan. Professional fees are subject to approval by the Court as reasonable. The Debtors' attorney's fees approved by the Court and payable to the law firm of Eric Liepins, P.C. will be paid immediately following the later of Confirmation or approval by the Court out of the available cash. Classic Star has asserted an Administrative Claim for post petition fuel provided by Classic which was sold by the Debtor post petition. The Debtor does not believe the amount of this claim will exceed $21,000. The Debtor's case will not be closed until all allowed Administrative Claims are paid in full. Class 1 Creditor Allowed Claims are estimated as of the date of the filing of this Plan to not exceed the amount of $40,000 including Section 1930 fees. Section 1930 fees shall be paid in full prior to the Effective Date. The Debtor is required to continue to make quarterly payments to the U.S. Trustee and shall required to file post-confirmation operating reports until this case is closed. The Class 1 Claimants are not impaired under this Plan. Class 2 Claimants: Allowed Ad Valorem Tax Claims are impaired and shall be paid out of the revenue from the continued operations of the business to Wise County. Wise County has filed a Proof of Claim in the amount of $23,754.94 for real and business property taxes for year 2018. The Ad Valorem Taxes will receive post-petition pre-confirmation interest at the state statutory rate of 12% per annum and post-confirmation interest at the rate of 12% per annum. The Debtor will pay the Ad Valorem Taxes over a period of 60 months from the Petition Date, commencing on the Effective Date. The Debtor's monthly payment to pay the Ad Valorem Taxes will be approximately $530. The Taxing Authorities shall retain their statutory senior lien position regardless of other Plan provisions, if any, to secure their Tax Claims until paid in full as called for by the Plan. Class 3 Claimants: Allowed Claims of First Financial Bank, N.A. Shall be satisfied as follows: The Debtor executed a promissory note in favor of Magnetbank on March 19, 2008 in the original principal amount of $1,955,000. The First Note was secured by, among other things, a Deed of Trust securing the real property located at 99 US Highway 380, Bridgeport, Texas, as more fully described in the deed of trust and security agreement executed on March 19, 2008. The Debtor believes the First Collateral has a total value of $1,500,000. The Debtor shall execute a new note with First in the amount of $1,223,124.28. This new note shall bear interest at the rate of 5% per annum and shall be payable based upon a 240 month amortization. The Debtor shall make 119 equal monthly payments commencing on the Effective Date and one payment of all outstanding principal and interest on the 120 month following the Effective Date. The monthly payment will be $8,066. The Class 3 creditor shall retain its liens and all other provisions of the pre-petition loan documents of First shall remain in full force and effect except as modified by the Plan, until paid in full under the Plan. Upon information and belief, Magnetbank assigned the Note to Bank of Houston and Bank of Houston was acquired by First Financial Bank, N.A. Class 4 claimants: Allowed claims of FC Marketplace, LLC, shall be satisfied as follows: On or about March 29, 2017, the Debtor executed that certain Commercial Promissory Note with FC Marketplace, LLC, in the original principal amount of $250,000. The FC Note was secured by the certain security agreement and UCC-1 Financing Statement. The value of the collateral securing the FC Note is $80,000. FC shall have a secured Class 4 claim in the amount of $80,000. The Class 4 claim shall be paid in 60 monthly installments with interest at the rate of 5% per annum commencing on the Effective Date. The Class 4 creditor shall retain its liens and all other provisions of the pre-petition loan documents of FC shall remain in full force and effect except as modified by the Plan, until paid in full under the Plan. Class 5 Claimants: Allowed Unsecured Creditors shall be satisfied as follows: All allowed unsecured creditors shall share pro rata in the unsecured creditors pool. The Debtor shall make monthly payments commencing on the Effective Date of $1,000 into the unsecured creditors’ pool. The Debtor shall make distributions to the Class 5 creditors every 90 days commencing 90 days after the Effective Date. The Debtor shall make a total of 60 payments into the unsecured creditors pool with the first payment being made on the Effective Date. The Plan further provides that the Debtor believes it now has its fuel costs under control and can project its income and expenses with more certainty than in the past. It is anticipated that after confirmation, the Debtor will continue in business. Based upon the projections, the Debtor believes it can service the debt to the secured creditors and pay a dividend to the unsecured creditors. A copy of the Amended Disclosure Statement from PacerMonitor.com is available at https://tinyurl.com/yayteuhm at no charge. About Amej Corporation Amej Corporation, based in Bridgeport, Texas, is a gasoline service station primarily engaged in selling gasoline and lubricating oils. The Company also sells other merchandise, such as tires, batteries, and other automobile parts, or perform minor repair work. AMEJ Corporation, based in Bridgeport, TX, filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 18-40682) on Feb. 21, 2018. The Hon. Russell F. Nelms presides over the case. In the petition signed by Cindy Tak, secretary, the Debtor estimated $1 million to $10 million in both assets and liabilities. Eric A. Liepins, Esq., at Eric A. Liepins, P.C., serves as bankruptcy counsel to the Debtor. AMERICAN FUEL: LB-HSH Buying All Assets for $1.6 Million -------------------------------------------------------- American Fuel Cell and Coated Fabrics Co. asks the U.S. Bankruptcy Court for the Northern District of Texas to authorize the sale of substantially all of its assets to LB-HSH Buyer, LLC for $1,625,000, plus assumption of post-petition current working capital liabilities not to exceed $650,000. To determine the course of action, the Debtor retained SSG Advisors, LLC, a highly regarded investment advisor. After consulting with SSG, the Debtor determined that an asset sale is most likely to return the highest possible value to its estate. Accordingly, SSG has spent months extensively marketing the Debtor's assets. The offer received from the Buyer is far and away the best offer available, both because the consideration primarily consists of cash payable at closing and because the Buyer desires to retain as many of the Debtor's employees as possible. The Debtor's financial position is extremely precarious. It has fully drawn its DIP line of credit. The DIP lender has twice increased the limit of this line of credit and is unwilling to increase it again. The Debtor has no other source of financing available and may run out of funds before the end of the year, if not sooner. At present, its management anticipates that the Debtor will run out of liquidity by Dec. 31, 2018, and likely well before then. Due to the exceptional efforts of SSG and the hard work by the Debtor's management, the Debtor has entered into a Letter of Intent to expedite the process of finalizing an Asset Purchase Agreement with the Buyer. The Debtor intends to amend the Motion in the near future to attach a final version of the APA. The salient terms of the APA are: a. Subject Assets: Substantially all assets b. Consideration: The Buyer will provide the following consideration for the Subject Assets: (i) $1,625,000 cash at closing; and (b) assumption of post-petition current working capital liabilities identified on Schedule to the APA not to exceed $650,000. c. Assumption of Assigmnent of Executory Contract: The Debtor will assume the executory contracts and unexpired leases set forth in Schedule 4.8 to the APA and be responsible for any cure payments owing to such counterparties to the Executory Contracts. The Executory Contracts will constitute Subject Assets The procedure set forth in Section 7.3 of the APA will govern the assumption and assignment of the Executory Contracts. d. Closing: The Closing will take place on Nov. 26, 2018 or at such later date as the Debtor and the Buyer agree, but no later than Dec. 3, 2018. A copy of the APA attached to the Motion is available for free at: http://bankrupt.com/misc/American_Fuel_186_Sales.pdf The Debtor must close the sale to the Buyer as soon as possible to ensure that it is not forced to shutter operations and lay off employees. Closing the sale is complicated by the fact that the U.S. Department of Defense, the Defense Contract Management Agency ("DCMA"), or other governmental agencies may need to approve novation of some contracts before they can be assigned to the Buyer. The Debtor and the Buyer are in communications with the DCMA and the DOD and are working through the issues surrounding the novation and assignment process. Because the government contracts account for more than 90% of the Debtor's revenue, the proposed sale is currently conditioned on reaching an agreement with governmental agencies regarding transfer of those contracts. The assumption and assignment of the Executory Contracts will help effectuate the sale contemplated herein and will not present any significant financial impediments to the proposed sale. On the contrary, for the Executory Contracts to be performed, they must be assigned, as the Debtor's only other option is liquidation. Therefore, the Debtor submits that the proposed assumption and assignment passes the business judgment" test. For these reasons, the Debtor is asking that the Court approves the sale to the Buyer without an auction. The request is justified by the Debtor's financial position and by the fact that the Debtor has extensively marketed its assets and received no offer close to Buyer's in terms of value. Therefore, an auction is unlikely to provide greater value to the Debtor's estate and would greatly increase the risk that the Debtor will shut down prior to a sale. The Buyer believes it can hire most of the Debtor's employees, maintain operations in Magnolia, Arkansas, and inject significant liquidity into the new company to ensure it succeeds. The proposed sale should therefore benefit employees, the local community in Magnolia, and the counterparties to the Debtor's contracts that are being assigned, such as the DOD. At this time, the Debtor cannot say with certainty that the sale will provide a return to unsecured creditors, though the Debtor remains hopeful that this is the case. The Debtor can say that failure to approve the sale would be catastrophic to the interests of all parties. If the sale is not approved, it will liquidate, unsecured creditors will surely get nothing, and employees will lose their jobs. Accordingly, approval of the sale as requested by the Motion is appropriate and should be granted. To implement the foregoing successfully, the Debtor asks a waiver of the requirements of Bankruptcy Rule 6004, including the 14-day stay of an order authorizing the use, sale, or lease of property, to the extent applicable. The Purchaser: LB-HSH BUYER, LLC c/o LB Advisors, LLC Attn: Russ Belinsky Senior Managing Director and Co-Fotmder E-mail: belinsky@lbadvisors.us - and - Jet Capital Glemi Leonard Managing Director E-mail: gleonard@jetcapital.com The Purchaser is represented by: Joshua Eppich, Esq. BONDS ELLIS EPPICH SCHAFER JONES LLP 420 Throckrnorton Street, Ste. 1000 Fort Worth, TX 76102 Facsimile: (817) 405-6905 E-mail: Joshua@BondsEllis.com - and - J. Robert Forshey, Esq. Matthias Kleinsasser, Esq. FORSHEY & PROSTOK, LLP 777 Main Street, Suite 1290 Fort Worth, TX 76102 E-mail: bforshey@forsheyprostok.com mkleinsasser@forsheyprostok.com About American Fuel Cell and Coated Fabrics Company Based in Wichita Falls, Texas, American Fuel Cell and Coated Fabrics Company -- http://amfuel.com/-- is engaged in the manufacturing of rubber products supplying fuel cells and flexible liquid storage equipment for the defense and commercial industries. In 1917, American Fuel Cells and Coated Fabrics Company, formerly known as Firestone Tire & Rubber Company, began as a supplier of fuel cells to the U.S. Signal Corp. for aviation needs. American Fuel Cell and Coated Fabrics Company filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 17-44766) on Nov. 26, 2017. In the petition signed by CEO and President Leonard J. Annaloro, the Debtor estimated assets and estimated liabilities at $1 million to $10 million each. The case is assigned to Judge Mark X. Mullin. The Debtor is represented by Robert J. Forshey, Esq., and Matthias Kleinsasser, Esq. Forshey & Prostok LLP. American Fuel Cell and Coated Fabrics Company hired SSG Advisors, LLC, as its investment banker. AMERICAN TRUCK: Seeks Temporary Use of Cash Collateral ------------------------------------------------------ American Truck Training, Inc., asks the U.S. Bankruptcy Court for the Western District of Oklahoma to authorize the temporary use of cash collateral consistent with the budget, to avoid immediate and irreparable harm to the bankruptcy estate. As of the Petition Date, the Debtor does not have unencumbered cash sufficient to fund its business operations and pay present operating expenses. Accordingly, the Debtor seeks authority to use cash collateral necessary to avoid the shutdown of Debtor's business, which will be in the interest of Debtor, its estate and creditors. The Debtor believes that Quail Creek Bank, N.A. and the Internal Revenue Service hold validly perfected and enforceable liens on and security interests in, among other things, Debtor's accounts, inventory, equipment, machinery and general intangibles and all proceeds thereof. In consideration for its use of the cash collateral, and as adequate protection for any diminution in the value of the Secured Creditors' security interests, the Debtor proposes to: (a) Grant Secured Creditors validly perfected first priority lien on and security interests in the Debtor's post-petition collateral, subject to any existing valid, perfected and superior liens in the collateral held by other creditors, and the Carve-Out. The rights, liens and interests granted to the Secured Creditors will be based on their relative rights, liens and interests in the Debtor's cash collateral prepetition. (b) Grant super-priority claim, in the event of and only in the cash of diminution of value of the Secured Creditors' interests in the collateral, which will have priority in the Debtor's bankruptcy case over all priority claims and unsecured claims against the Debtor and its estate, now existing or hereafter arising, of any kind or nature whatsoever. This super-priority claim will be subject and subordinate only to the Carve-out, which includes, any fees due to the U.S. Trustee pursuant to 28 U.S.C. Section 1930 and fees and expenses incurred by the Debtor's professionals and approved by the Court in an amount not to exceed $20,000. (c) Make post-petition monthly payments to Quail Creek in an amount equal to the amount paid prepetition, pursuant to Debtor's prepetition loan documents with Quail Creek, starting 30 days after the Petition Date. The Debtor will also make post-petition monthly payments to the IRS equal to $7,240, beginning 60 days after the Petition Date. (d) Provide to the Secured Creditors an initial aging of all accounts receivable and accounts payable and a list of all inventory, plus total current operating expenses and total current collections. This report will be updated and provided to the Secured Creditors by the 30th day of each month thereafter. (e) Grant the Secured Creditors, their agents and employees, a license to enter its premises and permit the Secured Creditors to conduct a full inspection of the personal property and accounts of the Debtor to inspect, verify and photocopy all such records to inspect, appraise and document the collateral. (f) Insure all collateral to its full value, and comply with the terms and conditions of the Secured Creditors. Evidence of insurance listing Secured Creditors as insured mortgagee/loss payee will be provided upon request by the Secured Creditors. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/okwb18-14438-3.pdf About American Truck Training American Truck Training Inc. is a commercial truck driving school that was formed to address the infinite need for new and experienced professional truck drivers in the United States. American Truck Training sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Okla. Case No. 18-14438) on Oct. 22, 2018. In the petition signed by Jerome Redmond, owner, the Debtor disclosed $363,000 in assets and $2,146,379 in liabilities. Judge Sarah A. Hall presides over the case. The Debtor tapped Mitchell & Hammond as its legal counsel. AMY ELECTRIC: Plan Confirmation Hearing Continued to Dec. 6 ----------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Ohio has conditionally approved the second amended disclosure statement explaining Amy Electric, Inc.'s second amended plan of reorganization and the confirmation hearing will be held on December 6, 2018 at 10:00 AM. Last day to object to confirmation is December 3. Class 3 under the latest plan consists of Allowed General Unsecured Claims of creditors in the amount of $130,975.80 and will be paid on a pro rata basis in the amount of $6,548.79 quarterly for a period of 60 months. The Plan provides that all payments or other distributions provided for under the Plan will be made from existing funds of Debtor as of the Effective Date, funds generated subsequent to the Effective Date by Debtor through its business operations, funds realized through the sale by Debtor of any of its property, funds realized through the prosecution and enforcement of claims, demands and causes of action retained by Debtor pursuant to the Plan, less any costs associated with recovering such funds, and the proceeds of any financing as described below, as may be deemed appropriate by Debtor. Furthermore, payments to all classes of claims will be made on a quarterly basis. A full-text copy of the Second Amended Disclosure Statement is available for free at: http://bankrupt.com/misc/ohsb2-18-51225-73.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. AQUAMARINA II: Sets Bidding Procedures for Freeport Property ------------------------------------------------------------ Aquamarina II, LLC, asks the U.S. Bankruptcy Court for the Eastern District of New York to authorize the bidding procedures in connection with the auction sale of the real property located at, and known as, 55 Hudson Avenue, Freeport, New York, designated as Section 62, Block 93 and Lots 798-817. The Debtor is the sole owner of the Property. The Property is, upon information and belief, unencumbered by any mortgages. Outstanding real estate tax liens exist against the Property by various taxing authorities and tax certificate holders in the approximate aggregate amount of $1 million. The Debtor wants to obtain the highest possible value for the Property in order to address its debts and reorganize its business and financial affairs. Since inception of the case, the Debtor and its professionals have been exploring selling the Property for the benefit of the Debtor's estate and creditors. Before engaging in this sale and marketing process, however, the Debtor was compelled to commence an adversary proceeding in the case to restore the deed (record title) to the Property. The deed restoring title to the Property in the name of the Debtor has been executed and is in the process of being recorded. Therefore, the adversary proceeding was successfully resolved without protracted litigation (and recently has been discontinued), and now the sale process may get underway. The Debtor intends to market the Property for sale by public auction sale. The auction sale will offer the Property for sale "as is, where is" and free and clear of all liens, claims and encumbrances of whatever kind or nature, with any such liens to attach to the proceeds of sale in the order and priority as they existed on the Petition Date. The Property is a marina in a highly desirable boating community on Nassau County's South Shore. Indeed, the Debtor has engaged in discussions with multiple real estate professionals and prospects about the possible sale of this unique and valuable Property. Through the efforts of Maltz, the Debtor wishes to sell the Property at an auction to the highest bidder, which will allow it to maximize the value of the asset for the benefit of the estate and creditors. As a result, it is anticipated that there will be strong interest by potential buyers to acquire the Property. Accordingly, the Debtor respectfully requests that the Court authorizes and approves the sale of the Property by public auction. In order to facilitate an orderly sale of the Property, the Debtor submits that the Court approves the Terms and Conditions of Sale, pursuant to which competing bids for the Property will be solicited at the Auction Sale. Pursuant to the Terms and Conditions of Sale, the Auction Sale will be held on March 27, 2019 at a place and time to be announced on Maltz's website at www.MaltzAuctions.com on not less than 24 days' notice (with 24 days' notice by regular mail to be sent to all creditors, including lien holders, and notice of appearance parties). The Auction will be conducted by Maltz Auctions, Inc., the Debtor's duly retained auctioneer for the sale contemplated. In order to be permitted to bid on the Property all prospective bidders must deliver to Maltz $75,000, payable to the Debtor's counsel as attorneys prior to the commencement of the Auction Sale, which amount will serve as a partial good faith deposit against payment of the purchase price. The Successful Purchaser will (a) deliver a certified check, or bank check, in an amount of at least 10% of the bid price minus the Qualifying Deposit within 48 hours of the Auction Sale; and (b) pay the balance of the purchase price for the Property to the Debtor at the closing of title to the Property. The Successful Purchaser must close title to the Property at a date that is 45 calendar days after the entry of an Order approving the sale of the Property to the Successful Bidder by the Court. The closing will take place at the offices of LaMonica Herbst & Maniscalco, LLP, with offices at 3305 Jerusalem Avenue, Suite 201, Wantagh, New York. The Debtor desires to liquidate and monetize the Property asset in order to further address its debts and overall reorganization. Approval of the Auction of the Property at this point in its case is necessary to attempt to maximize the value of the asset for the estate. In this regard, the Debtor risks the lost opportunity if the Auction Sale is not conducted, to the detriment of its estate and its creditors. All rights of the Debtor are reserved to offer, as warranted, other bid protections not set forth in the Auction Procedures and/or Order approving the Auction Procedures to a proposed bidder, upon and pursuant to separate application therefor and further Order of the Court. The Debtor asks the Court to waive the 14-day stay imposed under Bankruptcy Rule 6004(h). A hearing on the Motion is set for Nov. 14, 2018 at 1:30 p.m. The objection deadline is Nov. 7, 2018. A copy of the Bidding Procedures attached to the Motion is available for free at: http://bankrupt.com/misc/Aquamarina_II_42_Sales.pdf About Aquamarina II Aquamarina II, LLC, is a limited liability corporation formed in New York in May 2007. It owns a real property located at 55 Hudson Avenue, Freeport, New York. Aquamarina II sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 18-73825) on June 4, 2018. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and liabilities of less than $500,000. Judge Robert E. Grossman presides over the case. The Debtor tapped LaMonica Herbst & Maniscalco, LLP as its legal counsel. ARALEZ PHARMA: Claim Filing Deadline Set for November 29 -------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York set Nov. 29, 2018, at 5:00 p.m. (prevailing Eastern Time) as last date and time for entities and individuals to file proofs of claim against Aralez Pharmaceuticals US Inc. and its debtor-affliates. The Court also set Feb. 6, 2019, as deadline for governmental units to file their claims agains the Debtors. Each proof of claim must filed at: Aralez Pharmaceuticals US Inc. Claims Processing Center c/o Prime Clerk LLC 850 Third Avenue, Suite 412 Brooklyn, NY 11232 About Aralez Pharmaceuticals Aralez Pharmaceuticals Inc. -- http://www.aralez.com/-- is a specialty pharmaceutical company focused on delivering products to improve patients' lives by acquiring, developing and commercializing products in various specialty areas. The Company together with its affiliates filed for Chapter 11 protection on Aug. 10, 2018 (Bankr. S.D.N.Y. Lead Case No. 18-12425). The Debtor estimated assets and liabilities between $100 million and $500 million. The Hon. Martin Glenn presides over the Debtors' Chapter 11 cases. The Debtors tapped Willkie Farr & Gallagher LLP, as their counsel; Alvarez & Marsal Healthcare Industry Group, LLC as restructuring and financial advisor; Moelis & Company as investment banker; RSM US LLP as tax advisor; and Prime Clerk LLC as claims, noticing and solicitation agent. BARTLETT MANAGEMENT: Delays Plan to Through Closing of Sale ----------------------------------------------------------- Bartlett Management Services, Inc. and its debtor-affiliates request the U.S. Bankruptcy Court for the Central District of Illinois to extend each of the Exclusivity Periods to file and to solicit acceptances of a chapter 11 plan for an additional 90 days, to January 29, 2019, and March 30, 2019, respectively. On Oct. 26, 2018, the Debtors filed an emergency motion to sell substantially all of their assets at public auction and approve bid procedures that contemplate the Sale closing by December 31, 2018. On October 29, 2018, KFC Corporate, Debtors' Franchisor filed a limited objection to the Bid Procedures Motion, requesting that the Bid Procedures set forth a longer time frame to provide the Franchisor with additional time to approve qualified bidders. Notwithstanding Franchisor's objection to the Bid Procedures Motion, the Court approved the Bid Procedures subject to the Debtors and the Franchisor's counsel submitting an Agreed Order on the Bid Procedures that would resolve the Franchisor's objection. Per the Second Period Extension Order, the current Extended Exclusive Filing Period deadline is October 31, 2018, and the current Extended Exclusive Acceptance Period deadline is December 30, 2018. None of the Debtors has yet filed a plan of reorganization. The Debtors' request to extend the Extended Exclusivity Periods -- corresponds with the Debtor's current Sale process. That is, the Debtors will be unable to determine whether a plan of reorganization will be feasible or even necessary, unless and until they determine the outcome of the Sale process (or possible equity raise). Furthermore, the Debtors assert that although they now appear headed to a going concern sale, a significant possibility exists that a purchaser will acquire some, but fewer than all of the Debtors' locations, and that the Debtors will seek to reorganize the remaining locations under a plan or plans of reorganization. The Debtors claim that they will not know the outcome of the Sale process until late December 2018, or more likely early to mid-January, 2019. Thus, extending the exclusive period to the end of January will enable them to focus on the sale, while leaving time following its conclusion to determine whether reorganizing around a smaller number of locations is feasible and in the best interest of their creditors and other interest parties. About Bartlett Management Services Bartlett Management Services, Inc., Bartlett Management Indianapolis, Inc., and Bartlett Management Peoria, Inc., owned 33 current franchises of KFC Corporation, the franchisor of the Kentucky Fried Chicken quick-services restaurant chain that provides a diverse menu of chicken and related side dishes and desserts. As of Feb. 28, 2018, Bartlett are operating 32 locations, 28 of which are leased. Bartlett Management Services and its affiliates sought Chapter 11 protection (Bankr. C.D. Ill. Lead Case No. 17-71890) on Dec. 5, 2017. The Debtors have sought joint administration of the cases under Case No. 17-71890. In the petitions signed by Robert E. Clawson, president, Bartlett estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. The Hon. Mary P. Gorman presides over the cases. Jonathan A Backman, Esq., at the Law Office of Jonathan A. Backman, serves as bankruptcy counsel to the Debtors. The Debtors tapped Valenti Florida Management, Inc., as accountant and financial advisor; Steven A. Nerger of Silverman Consulting, Inc., as chief restructuring officer; and Equity Partners HG LLC as its investment banker and business broker. On Jan. 8, 2018, the Office of the United States Trustee appointed an unsecured creditors' committee in each of the three cases. On Jan. 19, 2018, counsel filed appearances on behalf of all three committees. Goldstein & McClintock LLLP is representing the committees. BAY TERRACE: Unsecured Claims Total $273K Under Amended Plan ------------------------------------------------------------ Bay Terrace Country Club, Inc., filed with the U.S. Bankruptcy Court for the Southern District of New York a disclosure statement dated October 16, 2018, explaining its first amended Chapter 11 plan, as modified. The Debtor amended the Plan to provide that Class 4 General Unsecured Claims total approximately aggregate amount of general unsecured claims is $273,783, consisting of $9,700 held by the Internal Revenue Service; $5,000 held by the City of New York; $2,399.20 held by New York State Department of Taxation and Finance; and $261,683.91 held by NYC Department of Citywide Administrative Services. All Allowed Unsecured Claims shall be paid in Cash in full on the Effective Date, along with interest at the market rate, or as may be otherwise agreed in writing between the Debtor and the holder of such Claim. Class 4 is deemed unimpaired. As the principal means of implementation of the Plan, the Debtor, will sell the Properties to A REAL for $5,500,000, subject to higher and better offers but on the same term as set forth in the stipulation and consent order between the Debtor and A REAL. The sale proceeds shall be offset by the payment of the Allowed Amount of the A REAL Secured Claim. The proceeds generated by the sale of the Properties will pay all Allowed claims of creditors in this case. A REAL shall also execute a lease with the Debtor (in a form satisfactory to both A REAL and the Debtor), pursuant to which the Debtors may occupy the Properties for three additional summers, through September 30, 2021. During the Lease Period, the Debtor shall remit to the A REAL a $1,000 annual lease payment and pay all real estate taxes as they become due. Two hundred and fifty thousand dollars ($250,000) of the Purchase Price shall be held in escrow to pay use and occupancy should the Debtor fail to vacate the Properties. Upon compliance with the terms of the lease, and the Debtor’s prompt vacatur of the Properties premises, the remaining Escrow will be released to the Debtor. On July 13, 2018, the Board of Governors of the Club adopted a resolution recommending the sale of the Club pursuant to the terms of the Plan. On August 28, 2018, at the Annual Meeting of the Club, the Members of the Club unanimously approved the proposed transaction as recommended by the Board of Governors. Based on this, because the Club was not classified as a charitable corporation, no additional approval from the New York State Supreme Court or the New York State Attorney General is required for this sale to proceed. Class 5 consists of all Interests in the Debtor. As soon as is practicable after the conclusion of the 2021 season, and in accordance with applicable non-bankruptcy law, the holders of Allowed Interests in Class 5 shall receive distribution of the Distribution Fund. Class 5 is impaired under the Plan. The Effective Date of the Plan is defined to mean the later of the 3rd business day after the closing of the sale of the Properties to A REAL pursuant to the Plan. A copy of the Amended Disclosure Statement from PacerMonitor.com is available at https://tinyurl.com/ydyhsg2e at no charge. About Bay Terrace Country Club Bay Terrace Country Club, Inc., operates the Bay Terrace Country Club located in Bayside, Queens, a cooperative-owned private swim club overlooking Little Neck Bay. The club provides its members and guests a large assortment of fun and healthy activities for both children and adults. Bay Terrace Country Club sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 18-42627) on May 4, 2018. In the petition signed by Maureen Hilsdorf, president, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Carla E. Craig presides over the case. The Debtor hired Shafferman & Feldman LLP as bankruptcy counsel, and Sahn Ward Coscignano, PLLC, as special counsel. BILLY MOORE: Jordan Buying Biloxi Property for $15K --------------------------------------------------- Billy R. Moore asks the U.S. Bankruptcy Court for the Southern District of Mississippi to authorize his sale of the real property located at 8017 El Dorado Avenue, Biloxi, Mississippi to Lila Jean Jordan for $15,000. The Debtor made the decision that liquidation of the Real Property, a mobile home and land, is in his best interest and in the best interest of all creditors. The fair market value of the Real Property is $15,000. There are no liens on the property. In the exercise of his best business judgment, the Debtor has made the business judgment decision to market and try to sell the Real Property to the general public. The Purchaser is a good faith purchaser and the sale transaction is an arm's-length transaction, for cash. The parties have executed their Bill of Sale. The ad valorem taxes will be prorated at closing on the real property based on possession. The Debtor asks authority to execute such deed, transfer of title or other related documents which are reasonably necessary to consummate and close the sale of the Real Property. There are no valid liens, claims and security interests in, to or upon the Real Property (other than ad valorem tax claims). He asks quests that the Court approves the sale for the fair, reasonable and appropriate contract price of $15,000. If the sale closes, the funds will be placed in an interest bearing escrow account by the counsel for the Debtor, with the funds to be disbursed only upon further order, after notice and a hearing. Other grounds will be assigned upon a hearing on the Motion. A copy of the Bill of Sale attached to the Motion is available for free at: http://bankrupt.com/misc/Billy_Moore_42_Sales.pdf Billy R. Moore sought Chapter 11 protection (Bankr. S.D. Miss. Case No. 18-51426) on July 23, 2018. The Debtor tapped Craig M. Geno, Esq., at Law Offices of Craig M. Geno, PLLC, as counsel. BLUE GOLD EQUITIES: Gets Final Approval on $6.5-Mil Loan, Use Cash ------------------------------------------------------------------ The Hon. Carla E. Craig of the U.S. Bankruptcy Court for the Eastern District of New York authorized Blue Gold Equities, LLC, and its affiliates to (a) borrow funds from SKNY, LLC ("DIP Lender") under the DIP Facility in such amount or amounts as may be available to or for the benefit of the Debtors, which will not exceed $6,500,000, and (b) use Cash Collateral in accordance with and for the purposes permitted under the DIP Loan and Security Agreement and the Final Order. The DIP Obligations will be due and payable, without notice or demand on the earliest of (a) Dec. 31, 2018, (b) the effective date of a confirmed chapter 11 plan or the closing date for the sale of substantially all of the Debtors' assets, or (c) the date on which the DIP Lender accelerates the DIP Facility pursuant to the terms of the DIP Loan and Security Agreement. The DIP Lender is granted continuing, valid, binding, enforceable, non-avoidable and automatically and properly perfected post-petition security interests in and liens in the amount advanced pursuant to the DIP Documents and the Final Order on all existing and after-acquired real and personal property, and all other assets of each of the Debtors: (i) all Prepetition Collateral and the proceeds thereof, (ii) all post-petition assets of the Debtors, and proceeds and products, whether tangible or intangible, of any of the foregoing. The DIP Liens securing the DIP Obligations will be continuing, valid, binding, enforceable, non-avoidable and automatically perfected security interests and liens junior only to the Carve Out and the Permitted Liens. The DIP Liens will otherwise be senior to all other security interests, mortgages, collateral interests, liens or claims on or to any of the DIP Collateral. The DIP Lender is also granted an allowed superpriority administrative expense claim in these Chapter 11 cases and any Successor Case in the amount of the DIP Obligations. The Debtors will use loans under the DIP Facility only for the purposes specifically set forth in the Final Order, the DIP Loan and Security Agreement and in compliance with the Budget, which sets forth on a line-item basis the Debtors' anticipated cumulative cash receipts and expenditures on a weekly basis, and all necessary and required cumulative expenses that the Debtors expect to incur during each week of the Budget Moreover, the Debtors are authorized to use SKNY's Cash Collateral, solely up to the amounts, at the times, and in accordance with and for the purposes identified in the Budget, on the following terms and conditions: (A) The Debtors will provide to SKNY, the Committee and the United States Trustee: bi-weekly line-by-line variance reports, for the preceding bi-weekly period and on a cumulative basis for the period from the Petition Date to the report date, comparing actual specified cash receipts and specified disbursements to lumped amounts projected in the Budget. (B) To the extent of any diminution in value, SKNY is granted continuing, valid, binding, enforceable and automatically perfected post-petition additional and replacement security interests in and liens and mortgages on the Prepetition Collateral and proceeds thereof as follows: (i) a first priority perfected security interest in, and lien and mortgage on, all DIP Collateral, whether arising prepetition or post-petition, that is not already subject to a valid, perfected, enforceable and unavoidable lien or security interest on the Petition Date; and (ii) a junior perfected security interest in and lien and mortgage on all DIP Collateral, whether arising prepetition or post-petition, that is subject to (a) a valid, perfected, enforceable and unavoidable consensual lien or security interest in existence on the Petition Date or (b) a valid and unavoidable consensual lien or security interest in existence on the Petition Date that is perfected subsequent thereto as permitted by section 546(b) of the Bankruptcy Code. (C) To the extent the Carve Out provided by SKNY is insufficient to cover all costs and expenses subject to the Carve Out, the Adequate Protection Liens will be subject to a limited carve out only as follows: (i) all fees required to be paid to the Clerk of the Court and to the U.S. Trustee; and (ii) the reasonable fees and expenses up to $30,000 incurred by a trustee and his or her professionals. A full-text copy of the Order is available at http://bankrupt.com/misc/nyeb18-45284-131.pdf 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 as of the bankruptcy filing. 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. The U.S. Trustee for Region 2 on Sept. 26, 2018, appointed five creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases. BON-TON STORES: CPO Recommends Approval of Consumer PII Sale ------------------------------------------------------------ Luis Salazar, the Consumer Privacy Ombudsman for the bankruptcy estate of The Bon-Ton Stores, Inc., The Bon-Ton Giftco, LLC, McRil, LLC, Carson Pirie Scott II, Inc., The Bon-Ton Department Stores, Inc., Bonstores Realty One, LLC, Bonstores Realty Two, LLC, Bonstores Holdings One, LLC, Bonstores Holdings One, LLC, Bon- Ton Distributions, LLC, filed a report relating to the proposed sale of the Debtors' customer personal identifiable information ("PII"). On July 31, 2018, a contractual joint venture comprised of GA Retail, Inc. and Tiger Capital Group, LLC, and (b) Wilmington Savings Fund Society, FSB, as the indenture agent and collateral trustee for 8.00% second-lien senior secured notes due 2021 issued by The Bon-Ton Department Stores, Inc. (the "Purchaser") held an auction for the sale and purchase of, among other things, the Debtors' Customer PII. There were two successful bidders. One of them, The Bon-Ton Holdings, Inc., an affiliate of CSC Generation, Inc., has agreed to purchase: (i) all of the Debtors' intellectual property rights, registered or otherwise; (ii) all registrations to social media accounts and content stored thereon; and (iii) all customer data and databases. The other successful bidder, L'Oreeal USA, Inc., agreed to purchase customer and transactional data for beauty/cosmetics/hair care/skin care/fragrance customers of the Debtors who were active in the 12-month period from April 1, 2017 to March 31, 2018 and with promotable emails. L'Oreeal and CSC will jointly own the Beauty Data. After review of the facts and circumstances of the proposed sale, the Ombudsman recommends that the Court may approve the proposed sale and transfer of the Customer PII subject to the following conditions to be set forth in any sale order: * Customer PII may be sold and transferred, provided that the buyer(s) demonstrates it is a "Qualified Buyer(s)." * CSC and L'Oreal are Qualified Buyers of Bon-Ton Group's Customer PII. * CSC and L'Oreal must agree to be bound by and substantially meet the standards established by Bon-Ton Group's privacy policy, including the terms under the section titled "Our Security Procedures," and comply with applicable privacy laws and regulations governing the transfer, storage, maintenance, and access to Customer PII; the Ombudsman finds that the relevant privacy policies that CSC and L'Oreal intend to apply to Customer PII substantially meet the standards established by Bon-Ton Group's privacy policy. * CSC and L'Oreal agree to separately provide notice to any consumer whose Customer PII is being sold and transferred to it. That notice may be provided by a posting on the Bon-Ton Group's website or in any initial contact email or communication. * CSC and L'Oreal agree to separately provide consumers with an opportunity to opt-out from having their information used by CSC and L'Oreal as part of the notification process, to the extent required by law. The option to opt-out will not affect any information obtained independently by L'Oreal or CSC. * CSC and L'Oreal shall separately file a certification within 30 days confirming their respective compliance with the conditions the Court may impose, or the Court may direct the Ombudsman to file a final report confirming such compliance. A full-text copy of the Ombudsman's Report is available for free at: http://bankrupt.com/misc/deb18-10248-1062.pdf About The Bon-Ton Stores The Bon-Ton Stores, Inc. (OTCQX: BONT) -- http://www.bonton.com/-- with corporate headquarters in York, Pennsylvania and Milwaukee, Wisconsin, operates 250 stores, which includes nine furniture galleries, in 23 states in the Northeast, Midwest and upper Great Plains under the Bon-Ton, Bergner's, Boston Store, Carson's, Elder-Beerman, Herberger's and Younkers nameplates. The stores offer a broad assortment of national and private brand fashion apparel and accessories for women, men and children, as well as cosmetics and home furnishings. The Bon-Ton Stores, Inc., and nine affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-10248) on Feb. 4, 2018. In the petitions signed by Executive Vice President and CFO Michael Culhane, Bon-Ton Stores disclosed total assets at $1.58 billion and total debt at $1.74 billion. The Bon-Ton Stores tapped Paul, Weiss, Rifkind, Wharton & Garrison LLP as counsel; Young Conaway Stargatt & Taylor, LLP as co-counsel; Joseph A. Malfitano, PLLC, as special counsel; PJT Partners LP as investment banker; AlixPartners LLP as restructuring advisor and AP Services, LLC as financial advisor; and A&G Realty Partners LLC, as real estate advisor; and Prime Clerk LLC, as administrative advisor. Andrew R. Vara, Acting U.S. Trustee for Region 3, on Feb. 15, 2018, appointed seven creditors to serve on the official committee of unsecured creditors in the Chapter 11 case. Counsel for the Official Committee of Unsecured Creditors are Jeffrey N. Pomerantz, Esq., Robert J. Feinstein, Esq., and Bradford J. Sandler, Esq., at Pachulski Stang Ziehl & Jones LLP. An investor group comprised of DW Partners, LP, Namdar Realty Group and Washington Prime Group, Inc., primarily as secured mortgage lender; and AM Retail Group, Inc., who submitted a going concern bid for the Debtors' assets, are represented by John Lyons, Esq., at DLA Piper LLP (US). Co-Counsel to the Ad Hoc Second Lien Noteholder Group are Norman L. Pernick, Esq., J. Kate Stickles, Esq., and Katherine M. Devanney, Esq., at Cole Schotz, P.C.; and Sidney P. Levinson, Esq., Genna L. Ghaul, Esq., Charles S. Wittmann-Todd, Esq., Bruce Bennett, Esq., and Joshua M. Mester, Esq., at Jones Day. Co-Counsel to the DIP Tranche A-1 Documentation Agent, Crystal Financial LLC, are Mark D. Collins, Esq., and Joseph Charles Barsalona II, Esq., at Richards, Layton & Finger, P.A.; and Matthew P. Ward, Esq., at Womble Bond Dickinson (US) LLP; and Jonathan D. Marwill, Esq., and John Ventola, Esq., at Choate Hall & Stewart LLP. Co-Counsel to the Administrative Agent, Bank of America, N.A., are Julia Frost-Davies, Esq., Robert A.J. Barry, Esq., and Amelia C. Joyner, Esq., at Morgan, Lewis & Bockius LLP. Co-Counsel to the Second Lien Trustee, Wells Fargo Bank, N.A. As Indenture Trustee and Collateral Agent for the Debtor's 8.00% Second Lien Senior Secured Notes Due 2021, are Emily Kathryn Devan, Esq., and Luke A. Sizemore, Esq., at Reed Smith LLP. BUEHLER INC: Authorized to Use Cash Collateral on Interim Basis --------------------------------------------------------------- The Hon. Basil H. Lorch III of the U.S. Bankruptcy Court for the Southern District of Indiana authorized Buehler, Inc., and its debtor-affiliates on an interim basis to use cash collateral for those purposes and in those amounts set forth in the Budget, subject to reasonable variances. Objections to the Cash Collateral Motion are due by Nov. 2, 2018. Any objections filed will be heard at the final hearing on Nov. 7, 2018 at 10:00 a.m. Each of ONB, Moran and AWG are granted a super-priority administrative expense claim pursuant to sections 507(a)(1) and (b) and 504(b) of the Bankruptcy Code to the extent of the diminution, if any, in the value of their interests in the Cash Collateral as of the Petition Date. Also, ONB, Moran and AWG are each granted a replacement lien on and in all property, owned, acquired, or generated post-petition by the Debtor and its continued operations to the same extent and priority and of the same kind and nature as ONB, Moran and AWG had prior to the commencement of the Chapter 11 Cases. The Post-petition Collateral excludes all proceeds of property recovered or transfers avoided by or on behalf of the Debtors, their estates, or any subsequently appointed trustee, pursuant to sections 544 through 550 of the Bankruptcy Code. AWG's replacement lien is limited to the nature of its existing collateral, including but not limited to its collateral related to the Park DuValle Store. Moran's replacement lien is limited to its lien in its existing collateral, including but not limited to any and all security deposits which it holds, and to the nature of its collateral related to the Shelby Store and Washington Store. To the extent that the Shelby Store will be closed, the inventory and other Moran collateral located there after the store closing will only remain at that location or be moved to the Washington Store, absent a Court order to the contrary. The Administrative Expense Claims and the Replacement Liens will be junior and subordinate to (a) fees due the United States Trustee pursuant to 28 U.S.C. Section 1930(a)(6); (b) fees due the Clerk of Court; (c) fees and expenses due to the Debtor's professionals in the amount set forth in the Budget; and (c) following a Termination Event, up to $35,000 in fees and expenses incurred by the Debtor's professionals. A full-text copy of the Order is available at http://bankrupt.com/misc/insb18-91574-28.pdf About Buehler, Inc. Buehler, Inc., et al., are Indiana companies with their principal place of business in Jasper, Indiana. They operate a chain of 15 grocery stores located in Indiana, Kentucky and Illinois. Buehler, Inc., based in Jasper, IN, and affiliates sought Chapter 11 protection (Bankr. S.D. Ind. Lead Case No. 18-71145) on Oct. 17, 2018. In the petition signed by CEO David Buehler, debtor Buehler, Inc., estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Buehler, LLC, estimated $1 million to $10 million in assets and $1 million to $10 million in liabilities. The Hon. Basil H. Lorch III presides over the case. James R. Irving, Esq., at Bingham Greenebaum Doll LLP, serves as bankruptcy counsel. BWR LLC: Unsecured Non-Insiders Get Full Payment Plus 10% Interest ------------------------------------------------------------------ BWR, LLC, filed with the U.S. Bankruptcy Court for the Southern District of California (San Diego) a disclosure statement explaining its concurrently filed Chapter 11 plan dated October 14, 2018. The Plan provides that Class II-A consists of all allowed claims of the non-insider unsecured creditors in the combined amount of $96,731. This class will be paid in full together with interest at the rate of 10% per annum calculated from and after the Petition Date filed herein on or before 24 months from and after the date of confirmation of the Plan. This class is deemed impaired under the Plan. Class II-B consists of all insider unsecured claims primarily consisting of the equity capital contributions in an amount that presently exceeds $451,000 of Eddie Mejorado, the sole member of NAC 1, LLC, which, in turn holds all the Debtor BWR's membership interest. Mr. Mejorado intends to continue to make the necessary and supplemental equity capital contributions on the Debtor's behalf until such time as the income stream from the Debtor's Resort property increases to the point that such equity contributions no longer become necessary. This class will take nothing under the Plan. The Disclosure Statement also provides for the implementation of the Plan. Fueled by over $451,000 of cash infusion on the Debtor's behalf by Mr. Mejorado, all of the Debtor's income-generating operations, namely the hotel, restaurant/bar, convention center and banquet facility as well as the golf operations are once again open and operating. Given its prior shuttered status, it is anticipated that over the next 9 to 12 months, the income streak derived from these operations will steadily increase. Prior to the hearing date, the Debtor will provide a detailed operating proforma and projection based on present operational factor as well as projections through the 24-month life of the Plan. In conjunction with the operating proforma and projections, prior to the hearing date, the Debtor will provide a valuation -- component by component -- based upon its income producing proformas. A copy of the Disclosure Statement from PacerMonitor.com is available at https://tinyurl.com/y8br8u6y at no charge. About BWR LLC BWR, LLC, is a privately-held company that operates business under the name Barbara Worth Hotel and Resort Golf Club. It is based in Holtville, California. BWR, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Calif. Case No. 18-03650) on June 19, 2018. In the petition signed by Kevin G. Smith, manager, the Debtor disclosed that it had estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. CALLINS FIRM: Seeks Authorization to Use Cash Collateral -------------------------------------------------------- The Callins Firm LLC requests the U.S. Bankruptcy Court for the Northern District of Georgia for authority to use cash collateral in the ordinary course of its business. The Debtor primarily generates income from providing legal services, and the extent and value of the same is require to be disclosed in Debtor's monthly operating reports and schedules. Prior to October 20, 2016, the Debtor contracted with financial institutions and business lenders, that may have an interest in its cash collateral. The Debtor acknowledges that certain creditors may have an interest in the cash collateral. The Debtor represents that it has filed this case to restructure its debt and pursue a traditional chapter 11 reorganization plan by paying the liquidation value to its unsecured creditors and to service its debts over time through a plan of reorganization The Debtor believes allowing it to use cash collateral would be in the best interest of the Debtor, its creditors and its estate because it will enable the Debtor to (i) continue the orderly operation of its business and avoid an immediate total shutdown of operations (ii) meet its obligations for necessary ordinary course expenditures, and other operating expenses; and (iii) make payments authorized under other orders entered by the Court, thereby avoiding immediate and irreparable harm to the Debtor's estate. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/ganb18-67699-7.pdf About The Callins Firm The Callins Firm LLC filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 18-67699) on Oct. 20, 2018. In the petition signed by Joel Callins, member, the Debtor estimated less than $50,000 in assets and $100,000 to $500,000 in liabilities. The Debtor is represented by Joel Aldrich Jothan Callins, Esq. at The Callins Law Firm, LLC. CASCELLA & SON: May Continue Using Cash Collateral Until Dec. 31 ---------------------------------------------------------------- The Hon. Julie A. Manning of the U.S. Bankruptcy Court for the District of Connecticut authorized Cascella & Son Construction, Inc., to use the cash collateral of TD Bank, formerly Hudson Valley Bank, First Niagra Bank formerly New Alliance Bank, the Internal Revenue Service and the Town of Monroe until the earlier of: (a) December 31, 2018 or, (b) the date on which the Debtor fails in any material respect to comply with the terms, conditions or provisions of the Twenty-Sixth Order. A further hearing on the continued use of cash collateral will be held on Dec. 18, 2018, at 10:00 a.m. Any objection to the continued use of cash collateral must be filed and served no later than Dec. 14. The Debtor is authorized to collect and use the prepetition collateral including without limitation the cash collateral in order to continue the usual and ordinary operations of the Debtor in the ordinary course of its business by paying those budgeted expenditures as set forth on the budget. The approved Budget provides total monthly expenses of approximately $12,815 for the months of November 2018 and $13,465 December 2018. The Debtor will be allowed an 8% variance per line item for expenses and to that extent, it may transfer between line items but in no event will the aggregate Expenditures for any Budget period exceed the total amount of Expenditures for such Budget period set forth on the Budget. Prior to the Petition Date, the Debtor and Hudson Bank n/k/a TD Bank and New Alliance Bank n/k/a First Niagra Bank were parties to Loan and Security Agreements pursuant to which, among other things, Hudson and New Alliance provided the Debtor with loans and credit facilities. As of the Petition Date, the Debtor was indebted to Hudson Bank in the amount of $250,000 and New Alliance Bank for $230,000. The IRS and the Town of Monroe also claim liens on the Debtor's assets by virtue of tax liens on file. TD Bank, First Niagra, the IRS and the Town of Monroe are each granted with postpetition claims against the Debtor's estate, which will have priority in payment over any other indebtedness and obligations now in existence or incurred hereafter by the Debtor and over all administrative expenses or charges against property of the kind, subject only to the carve-out. As security for the Adequate Protection Claim, the Debtor also grants to TD Bank, First Niagra, the IRS and the Town of Monroe an enforceable and perfected replacement lien and security interest in the postpetition assets of the Debtor's estate equivalent in nature, priority and extent to their liens and security interests in the prepetition collateral and the proceeds and products thereof, subject to the carve-out. The Carve-Out consists of: (a) the allowed administrative claims of attorneys and other professionals retained by the Debtor in this Case in the aggregate amount of $30,000; and (b) amounts payable to pursuant to 28 U.S.C. Section 1930(a)(6). In addition, the Debtor will continue to keep the Collateral fully insured against all loss, peril and hazard and make Hudson loss payee as its interests appear under such policies. A full-text copy of the Twenty-Sixth Order is available at http://bankrupt.com/misc/ctb14-50518-311.pdf About Cascella & Son Construction Cascella & Son Construction, Inc., filed a Chapter 11 petition (Bankr. D. Conn. Case No. 14-50518) on April 7, 2014. The petition was signed by Todd Michael Cascella, its president. The Debtor disclosed $3.48 million in liabilities at the time of the filing. The case is assigned to Judge Alan H.W. Shiff. The Debtor is represented by James M. Nugent, Esq., at Harlow, Adams and Friedman. CIRCLE 9 CATTLE: Camden National Seeks Ch. 11 Trustee Appointment ----------------------------------------------------------------- Camden National Bank, one of the secured creditors of Circle 9 Cattle Company, LLC, requests the U.S. Bankruptcy Court for the District of Maine to appoint a Chapter 11 trustee for the Debtor or alternatively, convert the bankruptcy case to chapter 7. The Creditor states that Terrance McClinch, the sole member of the Debtor, has grossly mismanaged the Debtor's affairs, failing to service debt owed to secured creditors for months while refusing to consider reasonable offers to sell the Debtor's "trophy ranch" in Montana for an amount sufficient to pay all creditors in full and while living at the ranch rent-free. Further, the Creditor believes that McClinch has breached and continues to breach his fiduciary duties to the estate, causing the Debtor to gamble with creditors' recoveries in hopes that he will achieve a greater personal recovery on account of his equity interest in the Debtor. Hence, the actions and inactions by McClinch and the Debtor constitute "cause" for the appointment of a trustee under section 1104(a)(1) of the Bankruptcy Code. More so, that such appointment is in the "best interests" of all constituencies under section 1104(a)(2). Alternatively, on the same grounds, the Creditor requests that the Debtor's case should be converted to chapter 7 for cause under section 1112(b), including gross mismanagement, conflicts of interest, substantial or continuing losses or diminution to the estate, and the absence of a reasonable likelihood of the Debtor's rehabilitation. Camden Nation Bank is represented by: Jeremy R. Fischer, Esq. Kaitlyn M. Husar, Esq. DRUMMOND WOODSUM 84 Marginal Way, Suite 600 Portland, ME 04101-2480 Tel: (207) 772-1941 E-mail: jfischer@dwmlaw.com khusar@dwmlaw.com About Circle 9 Cattle Company, LLC Circle 9 Cattle Company, LLC filed a Chapter 11 Petition (Bankr. D. Me. Case No. 18-10569) on September 27, 2018, and is represented by Sam D. Anderson, Esq. in Portland, Maine. At the time of the filing, the Debtor had $1 million to $10 million in estimated assets and $0 to $50,000 in estimated liabilities. The petition was signed by Terrance J. McClinch, sole member. The Debtor stated it has no unsecured creditors. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/meb18-10569.pdf CITATION NORTHSTAR: Yam Capital Seeks Ch. 11 Trustee Appointment ---------------------------------------------------------------- A secured creditor, Yam Capital, LLC, requests the U.S. Bankruptcy Court for the District of Arizona for the appointment of a Chapter 11 trustee or alternatively, an examiner for Citation Northstar Center, LLC. The Creditor believes that a trustee must be appointed based on the conflicts of interest held by the Debtor's current management, as well as the clear self-dealing, squandering, and gross mismanagement of the Debtor's assets by its management. According to the Creditor, the Debtor's business plan has been secondary to the paying millions of dollars to insiders for sham "assignment fees", "commissions", and "management fees" since day one. The Creditor also states that, if a Chapter 11 trustee is not appointed, the appointment of an examiner is mandatory under the Bankruptcy Code Sec. 1104(c)(2) as the Debtors unsecured debts exceed $5,000,000. Yam Capital is represented by: Isaac M. Gabriel, Esq. Hannah R. Torres, Esq. QUARLES & BRADY LLP Renaissance One, Two North Central Avenue Phoenix, AZ 85004-2391 Tel: (602) 229-5200 Email: isaac.gabriel@quarles.com hannah.torres@quarles.com About Citation Northstar Center Citation Northstar Center, LLC is engaged in activities related to real estate. Its principal assets are located at Northstar Center Subdivision-SEC State Highway 2 & 57th St. NW Williston, North Dakota. Citation Northstar Center sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 18-09753) on Aug. 14, 2018. At the time of the filing, the Debtor estimated assets of $50 million to $100 million and liabilities of $50 million to $100 million. Judge Brenda K. Martin presides over the case. The Debtor tapped Allen Barnes & Jones, PLC, as its legal counsel; and World Tax Partners, LLP as its accountant. CM RESORT: Owner Seeks Ch. 11 Trustee Appointment ------------------------------------------------- Suzann Ruff, the petitioner who asserts as the equitable owner of CM Resort LLC and its assets, filed a Motion before the U.S. Bankruptcy Court for the Northern District of Texas to appoint a Chapter 11 Trustee for CM Resort, Specfac Group LLC, Sundance Residences LLC, Icarus Investments, Inc., Sundance Partners LLC, Sundance Residence Club LLC, and Sundance Lodge LLC. According to the Motion, the Debtors are directly or indirectly controlled by Michael A. Ruff, individually or as Trustee of the MAR Living Trust, while Suzann Ruff is the holder of an AAA arbitration award that has been reduced to a Probate Court Judgment against Michael A. Ruff that is unsuperseded and subject to post-judgment collection. The Ruff Judgment against Michael A. Ruff imposes a monetary award of over $60,000,000, plus a constructive trust on his assets. Ms. Ruff asserts that a trustee is necessary in the bankruptcy cases to get complete disclosure of the assets and liabilities of the constructive trust assets and the books and records regarding same and to prevent additional transfers in violation of multiple court orders and to obtain the discovery necessary to prosecute the adversary proceeding and the post-judgment collection litigation in other courts and to decide whether to convert this case to a chapter 7 case. The Owner's counsel can be reached through: Dennis Olson, Esq. DENNIS OLSON 1412 Main Street, Suite 2600 Dallas, TX 75202 Phone: (214) 460-7179 Email: denniso@dallas-law.com About CM Resort LLC Based in Gordon, Texas, CM Resort LLC, a single asset real estate, filed a voluntary petition for bankruptcy under chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case no. 18-43168) on Aug. 15, 2018. The petition was signed by Mark Ruff, member and authorized agent. At the time of filing, the Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge Russell F. Nelms presides over the case. Gerrit M. Pronske, Esq. at Pronske Goolsby & Kathman, P.C., is the Debtor's counsel. COMPUTA-BASE MACHINING: Seeks Authority to Use Cash Collateral -------------------------------------------------------------- Computa-Base Machining, Inc., seeks authority from the U.S. Bankruptcy Court for the District of New Jersey to use cash collateral for the purposes and in the amounts set forth in the budget. The Debtor intends to use cash in order to pay ordinary and necessary expenses incurred in the ordinary course of its business. Through the payment of these expenses, the Debtor will be able, not only to maintain the status quo, but also to facilitate its reorganization. The Debtor is alleges to be obligated to 1st Colonial Community Bank on a certain line of credit facility made prepetition. Colonial asserts a blanket lien on the Debtor's prepetition assets, including its accounts receivable. Colonial further asserts first priority security interests in and lien on the Pre-Petition Collateral to secure the Pre-Petition Obligations. In order to adequately protect Colonial during the period of the interim use of cash, the Debtor will offer replacement liens to Colonial, in and to the same extent as existed prior to the Petition Date. In addition, the Debtor will pay the monthly interest payment to Colonial on the Line of Credit, without prejudice to its right to have a hearing on the value of Colonial's collateral underlying the Loan. The Debtor has not determined if Colonial is undersecured and not entitled to post-petition interest, or if it is fully secured. However, if it is determined that Colonial is undersecured, the Debtor will apply its post-petition payments to the principal on the Loan. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/njb18-30856-5.pdf About Computa-Base Machining Computa-Base Machining, Inc. is a precision machining & sheet metal manufacturing company serving the aerospace, defense, transportation and communication industries. Bases in Berlin, New Jersey, Computa-Base Machining, Inc., filed a Chapter 11 petition (Banrk. D.N.J. Case No. 18-30856) on Oct. 19, 2018. Edmond M. George, at Obermayer Rebmann Maxwell & Hippel, represents the Debtor. COOL FROOTZ: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------- No official committee of unsecured creditors has been appointed in the Chapter 11 case of Cool Frootz, LLC, as of Oct. 25, according to a court docket. About Cool Frootz Cool Frootz, LLC, manufactures frozen fruit and vegetable products. The company sells its products through a network of retailers. The company was incorporated in 2003 and is based in Denver, Colorado. Cool Frootz previously sought bankruptcy protection on Sept. 17, 2012 (Bankr. S.D. Fla. Case No. 12-32169). Cool Frootz again filed a voluntary Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-18234) on Sept. 20, 2018. In the petition signed by David W. Patterson, president and COO, the Debtor estimated $1 million to $10 million in assets and liabilities. The Hon. Kimberley H. Tyson presides over the case. Lee M. Kutner, Esq., at Kutner Brinen, P.C., represents the Debtor. CORMICAN'S INC: U.S. Trustee Forms 2-Member Committee ----------------------------------------------------- James L. Snyder, U.S. Trustee for Region 12, on Oct. 25 appointed seven creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of Cormican's Inc. The committee members are: (1) Rasmussen Equipment Co. Attn: Robert Rasmussen 3333 W. 2100 South Salt Lake City, UT 84119 Tel: (801) 972-5588 E-mail: bobras@raseq.com (2) Reservation Telephone Cooperative P.O. Box 68 Parshall, ND 58770 Attn: Shane Hart Tel: (701) 862-3115 E-mail: shaneh@rtc.email Robert Rasmussen of Rasmussen Equipment Company is designated as acting chairperson of the Committee pending selection by the Committee members of a permanent chairperson. About Cormican's Inc. Cormican's Inc. is a road contractor serving the Northwest Minnesota area. Based in Mentor, Minnesota, Cormican's Inc. filed a petition for reorganization under Chapter 11, Title 11, United States Code (Bankr. D. Minn. Case No. 18-60636) on Oct. 10, 2018. In the petition signed by Sandra Cormican, president, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Judge Michael E. Ridgway is assigned to the case. Duffy Law Office, led by Kevin T. Duffy, is the Debtor's counsel. CPKAP LLC: Has Interim Approval to Use Cash Collateral ------------------------------------------------------ The Hon. Thomas J. Catliota the U.S. Bankruptcy Court for the District of Maryland has authorized CPKAP, LLC d/b/a Kapnos Taverna College Park's and its debtor-affiliates' interim use of cash collateral through Dec.31, 2018. The Debtors are authorized to use cash collateral in the ordinary course of their business for the purpose of paying operating expenses in accordance with the budget and conditioned upon payment to EagleBank as follows: $20,000 on November 15, 2018, and $20,000 on December 15, 2018. Certain of the Debtors are obligated to EagleBank on account of 5 secured loans, evidenced by, inter alia: (i) a Business Loan Agreement between debtor BallNoodle, LLC and EagleBank, in which EagleBank loaned $400,000 to BallNoodle; (ii) a Business Loan Agreement between debtor BallKap, LLC and EagleBank, 2014, in which EagleBank loaned $400,000 to BallKap; (iii) a Business Loan Agreement between debtor BallCantina, LLC and EagleBank, in which EagleBank loaned $400,000 to BallCantina; (iv) a Business Loan Agreement between debtor MassKap, LLC and EagleBank, in which EagleBank loaned $592,713 to MassKap, LLC; and (v) a Business Loan Agreement between debtor Mosakap, LLC and EagleBank, in which EagleBank loaned $400,000 to Mosakap. As of the Petition Date, the outstanding principal indebtedness under the Loans was $1,148,519. EagleBank has asserted a first priority, perfected security interest in substantially all of the Debtor-Borrowers' assets on account of the Loans. On the 15th day of each month, the Debtors will provide to EagleBank a report of cash receipts and disbursements for the prior calendar month. EagleBank is granted, during the Interim Period, a replacement perfected security interest with the same priority in the Debtors' post-petition collateral, and proceeds thereof, as EagleBank held in the Debtors' pre-petition collateral and to the extent that EagleBank's cash collateral is used by the Debtors and to the extent that such use results in a diminution in the value of the collateral. A full-text copy of the Stipulation and Consent Order is available at http://bankrupt.com/misc/mdb18-21808-93.pdf About CPKAP, LLC CPKap, LLC, operates the Kapnos Taverna, a restaurant that serves classic and coastal-inspired Greek dishes. Mike Isabella's Kapnos Taverna has locations in Arlington, Va. and College Park, Md. CPKap sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Lead Case No. 18-21808) on Sept. 6, 2018. In the petitions signed by Johannes Allender, CFO, CPKap disclosed $88,728 in assets and $369,344 in liabilities. Judge Lori S. Simpson presides over the case. The Debtor tapped Porzio, Bromberg & Newman, P.C. as its lead bankruptcy counsel; Yumkas Vidmar Sweeney & Mulrenin, LLC, as local counsel. CREDIT MANAGEMENT: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Credit Management Association, Inc. 3110 W. Cheyenne Ave., Suite 100 North Las Vegas, NV 89032 Business Description: Credit Management Association, Inc. -- http://creditmanagementassociation.org-- is a non-profit association that has served business-to-business companies since 1883. CMA helps credit, collection, and financial decision-makers get the information and support they need to make fast, accurate credit decisions. In addition, CMA assists insolvent companies with workouts or liquidation through cost effective alternatives to bankruptcy. CMA has approximately 800 members who pay a $495 annual fee for full membership or a $265 annual fee for an associate membership. CMA is headquartered in Las Vegas, Nevada. Chapter 11 Petition Date: October 31, 2018 Court: United States Bankruptcy Court District of Nevada (Las Vegas) Case No.: 18-16487 Judge: Hon. Mike K. Nakagawa Debtor's Bankruptcy Counsel: Candace C. Carlyon, Esq. Tracy M. O'Steen, Esq. CLARK HILL PLLC 3800 Howard Hughes Pkwy, Ste 500 Las Vegas, NV 89169 Tel: (702) 862-8300 Fax: (702) 862-8400 Email: ccarlyon@clarkhill.com TOSteen@ClarkHill.com Debtor's Accountant: MACIAS, GINI & O'CONNELL, LLP Debtors' Claims & Noticing Agent: KURTZMAN CARSON CONSULTANTS, LLC http://www.kccllc.net/cma/document/list/4776 Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Kimberly Lamberty, president and CEO. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/nvb18-16847_creditors.pdf A full-text copy of the petition is available for free at: http://bankrupt.com/misc/nvb18-16487.pdf D&E REAL ESTATE: U.S. Trustee Unable to Appoint Committee --------------------------------------------------------- No official committee of unsecured creditors has been appointed in the Chapter 11 case of D&E Real Estate, LLC as of Nov. 2, according to a court docket. About D&E Real Estate D&E Real Estate, LLC, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 18-22257) on Oct. 2, 2018, estimating less than $1 million in assets and liabilities. Rachamin Cohen, Esq., at Cohen Legal Services, P.A., is the Debtor's bankruptcy counsel. Kaplan Young & Moll Parron PLLC, is the special counsel. DAVID AINSWORTH: Arguindegui Buying Robstown Property for $392K --------------------------------------------------------------- David W. Ainsworth, Sr., asks the U.S. Bankruptcy Court for the Southern District of Texas to authorize the sale of the real property located at 3325 Barber Road, Robstown, Texas to Arguindegui Real Estate, Ltd. for $391,825. The parties have executed their Commercial Contract – Unimproved Property. The sale will be on a "where is, as is basis," with no warranty or guarantee being provided. The Debtor asks that the Real Property will be sold to the Buyer free and clear of all liens, claims, interests, and encumbrances, with all such liens, claims, interests, and encumbrances attaching to the proceeds with the same validity, extent, and priority. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/DAVID_AINSWORTH_170_Sales.pdf Prosperity Bank holds a first mortgage on the Real Property to secure the Debtor's personal guarantee of Ainsworth Truck Leasing LP's revolving line of credit in the amount of $1,131,928, as of the date the proof of claim was filed. After payment of closing costs and pro-rated ad valorem taxes for the year, remaining proceeds will be paid to Prosperity Bank. The price is fair and adequate, and advantageous for the Estate, because it will benefit the Debtor's business operations by allowing for reduction in the revolving line of credit with Prosperity Bank and will reduce the debt owed by the Debtor on his personal guaranty of that debt. No money will come into the estate. The Debtor is unaware of any competing offers. He believes the proposed purchase price is fair and adequate consideration and that approving the sale is in the best interests of the Debtor, his estate, and his creditors. The Debtor's listing agent Lynann Pinkham at Cravey Real Estate Services, Inc. and the Buyer's agent, Joe Casey at Joe Adame Associates, Inc. have agreed to split the 6% sales commission. The Debtor asks that the Order be effective immediately by providing that the 14-day stay is inapplicable and waived, so that they may proceed as expeditiously as possible with the sale. Objections, if any, must be filed within 21 days from the date of the Notice was served. The Purchaser: ARGUINDEGUI REAL ESTATE, LTD. 6551 Star Ct. Laredo, TX 78041-9140 David W. Ainsworth, Sr. sought Chapter 11 protection (Bankr. S.D. Tex. Case No. 17-20418) on Oct. 2, 2017. The Debtor tapped Nathaniel Peter Holzer, Esq., at Jordan Hyden Womble Culbreth & Holzer PC, as counsel. DAYMARK REALTY: Case Summary & 10 Unsecured Creditors ----------------------------------------------------- Three Debtor affiliates that have filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Daymark Realty Advisors Inc. 18-23750 6750 N. Andrews Avenue Fort Lauderdale, FL 33309 Daymark Residential Management Inc. 18-23751 Daymark Properties Realty Inc. 18-23752 Business Description: Daymark Realty Advisors Inc. is a provider of strategic asset management and structured finance services to private and institutional owners of commercial real estate. Chapter 11 Petition Date: November 4, 2018 Court: United States Bankruptcy Court Southern District of Florida (Fort Lauderdale) Judge: Hon. Raymond B Ray Debtors' Counsel: Brett D. Lieberman, Esq. EDELBOIM LIEBERMAN REVAH OSHINKSKY PLLC 20200 W Dixie Hwy, Suite 905 Miami, FL 33180 Tel: (954) 400-1499 305-768-9909 Email: brett@elrolaw.com Daymark Realty's Total Assets: $207 Daymark Realty's Total Liabilities: $22,223,304 The petition was signed by Espen Schiefloe, chief restructuring officer. A full-text copy of Daymark Realty's petition containing, among other items, a list of the Debtor's 10 unsecured creditors is available for free at: http://bankrupt.com/misc/flsb18-23750.pdf DAYMARK SOLUTIONS: Allowed to Use Cash Collateral on Interim Basis ------------------------------------------------------------------ The Hon. Robert D. Berger of the U.S. Bankruptcy Court for the District of Kansas to has authorized Daymark Solutions Inc.'s use of cash collateral on an interim basis. A final hearing on Daymark's Cash Collateral Motion will be conducted on Dec. 13, 2018, at 1:30 p.m. Nov. 21 is the objection deadline. Daymark is indebted to the Internal Revenue Service, ("IRS") for unpaid taxes in the approximate amount of $300,000. The IRS has filed tax liens to secure repayment of the taxes. The Kansas Department of Revenue ("KDOR") also holds a lien in the approximate amount of $293, and the Kansas Department of Labor ("KDOL") holds a lien in the approximate amount of $10,830. The liens held by the KDOR and the KDOL are junior to that of the IRS and therefore, unsecured. As a result of the liens filed by the IRS, the KDOR and the KDOL, these three Taxing Authorities hold claims against the cash assets, which constitute cash collateral as defined in 11 U.S.C. Section 363(a). In return for the IRS's consent to Daymark's use of the cash collateral, and as adequate protection to the IRS, the IRS is granted replacement liens in post-petition cash collateral (including cash, accounts, accounts receivable, inventory and the proceeds thereof) of Daymark to the same extent that the IRS has valid liens on prepetition cash collateral. Daymark will maintain its cash, accounts, accounts receivable, and inventory in the sum of at least $69,313 at all times. Daymark agrees to pay $1,000 to the IRS on or before Nov. 5, 2018, with identical $1,000 amounts to be paid to the IRS on or before the fifth day of each succeeding month, until confirmation of Daymark's Plan of Reorganization. The monthly payment to the IRS will be sent to: IRS Insolvency Unit, Attn: Lynda Walker, Mail Stop-5334LSM, 2850 NE Independence Ave., Lee’s Summit, MO 64064. Daymark will serve copies of its monthly operating reports upon counsel for the IRS, Dennis R. Onnen, by email delivered to Dennis.R.Onnen@irscounsel.treas.gov, on the same day they are filed with the U.S. Trustee or the Court. A full-text copy of the Order is available at http://bankrupt.com/misc/ksb18-22116-26.pdf About Daymark Solutions Based in Overland Park, Kansas, Daymark Solutions Inc. operates a sales and service company that creates photo identification systems. Daymark Solutions filed a voluntary petition for relief under Chapter 11 of Title 11 of the United States Code (Bankr D. Kan. Case No. 18-22116) on Oct. 12, 2018, estimating under $1 million in assets and liabilities. Evans & Mullinix PA, led by Joanne B. Stutz, serves as counsel to the Debtor. DOCTORS HOSPITAL AT DEER CREEK: Seeks Access to Cash Collateral --------------------------------------------------------------- Doctors Hospital at Deer Creek, LLC, seeks authority from the U.S. Bankruptcy Court for the Western District of Louisiana to use the cash and accounts receivables, which the Debtor believes may be cash collateral of Sabine State Bank & Trust Company. The Debtor intends to use cash collateral in the ordinary course of business to pay expenses of operations incurred during the course of Debtor's Chapter 11 proceeding. Originating pre-petition, Sabine State Bank is the lender on a promissory note made unto Debtor in the approximate amount of $1,739,964, secured by, among other things, a security interest granted by Debtor in all inventory, chattel paper, accounts, account receivables, equipment, general intangibles, all proceeds, all insurance proceeds, and specifically including an MRI machine and related building. The Debtor proposes to grant Sabine State Bank a post-petition lien on the post-petition properties of the kind and nature that it holds in pre-petition property to the Debtor, to the extent it does not already have the same, in the same priority as it held in prepetition property, in addition to all existing security interests and liens granted to or for the benefit of Sabine State Bank in and upon the prepetition property, and as adequate protection for the use of the cash collateral. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/meb18-81044-4.pdf About Doctors Hospital at Deer Creek Doctors Hospital at Deer Creek -- http://www.dhdc.md/-- is a proprietary, medicare certified acute care hospital located in Leesville, Louisiana. It offers these services: 16-Slice CT, general radiology, ultrasound, MRI, laboratory, respiratory therapy, inpatient hospitalization, and outpatient services. The hospital opened in November 2007. Doctors Hospital at Deer Creek sought protection under Chapter 11 of the BankruptcyCode (Bankr. W.D. La. Case No. 18-81044) on Oct. 18, 2018. In the petition signed by Dr. Gregory D. Lord, authorized representative, the Debtor disclosed $7,650,691 in assets and $9,933,588 in liabilities. Judge John W. Kolwe presides over the case. The Debtor tapped Gold, Weems, Bruser, Sues & Rundell, APLC as its legal counsel. DOUBLE L FARMS: Has Approval for Interim Use of Cash Collateral --------------------------------------------------------------- The Hon. Joseph M. Meier of the U.S. Bankruptcy Court for the District of Idaho has entered an order approving Double L Farms, Inc.'s interim use of cash collateral for the purposes and in the amounts set forth in the interim Budget. The continued hearing on the Debtor's Motion to Use Cash Collateral will be held in the above-entitled Court on November 5, 2018, at 10:00 a.m., In the event there are any filed objections to Debtor's Use of Cash Collateral that require submission of evidence and testimony, the evidentiary hearing will be continued to Nov. 14, 2018 at 1:30 p.m. and the Nov. 5, 2018 hearing date may be considered as another interim hearing as the Court deems advisable. The approved Budget provides total cash disbursements of approximately $69,354. In order to provide adequate protection for Debtor's use of cash collateral, Creditors with pre-petition liens on Debtor's cash collateral will have a revolving post-petition adequate protection lien in post-petition receivables, to the same extent, value and priority as existed as of the petition date, to the extent of cash collateral actually used, to adequately protect said creditors. The adequate protection lien will be deemed to be valid and perfected without the need for the execution, recording or filing of any further document or instrument or the taking of any further action otherwise required by non-bankruptcy law. In addition, the Debtor is authorized to deposit into its Debtor-in-Possession bank account and process for payment the following checks: Busch Agricultural Resources, LLC 0009336090 $11,969.84 Busch Agricultural Resources, LLC 0009315888 $25,027.60 Busch Agricultural Resources, LLC 0009336096 $40,556.18 Busch Agricultural Resources, LLC 7290010808 $626,041.61 Busch Agricultural Resources, LLC 0009315886 $8,457.41 ============= TOTAL: $712,052.64 The Debtor will also provide counsel for ZB, NA with copies of the Checks and any statement of sales reports associated with the Checks, if any. A full-text copy of the Order is available at http://bankrupt.com/misc/idb18-40910-29.pdf About Double L Farms Double L Farms, Inc., is a privately-held company in Rigby, Indiana, that operates in the farming industry. Double L Farms sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Idaho Case No. 18-40910) on Oct. 9, 2018. In the petition signed by Jared Keith Lewis, president, the Debtor estimated assets of $1 million to $10 million and liabilities of $10 million to $50 million. Judge Joseph M. Meier presides over the case. The Debtor tapped Maynes Taggart PLLC as its legal counsel. DRW SERVICES: May Continue Using Cash Collateral Until Dec. 31 -------------------------------------------------------------- The Hon. Timothy A. Barnes of the U.S. Bankruptcy Court for the Northern District of Illinois has signed a third interim order authorizing DRW Services, Inc., interim use of cash collateral through and including Dec. 31, 2018. The Debtor is authorized to use cash collateral to pay postpetition expenses to third parties to the extent set forth in the budget plus 10% for any given expense and will only be used to pay expenses when due. The Debtor's use of cash collateral, however, does not include the Remaining Insurance Proceeds which Byline Bank will continue to maintain in a segregated account. Pursuant to that certain Loan Agreement, the Debtor and RLG & Son's LLC borrowed the principal amount of $1,100,000 from Byline Bank's predecessor Ridgestone Bank. As security for the Loan, the Debtor and RLG granted Byline Bank a first mortgage on the real property known as 600 East Joe Orr Road, Chicago Heights, IL. As further security, Debtor and RLG granted Byline Bank a lien on and security interest in their personal property assets, including but not limited to their equipment, inventory, rents, revenue, income, profits and proceeds generated from the Joe Orr Property and personal property. In January 2017, the Joe Orr Property suffered a fire which resulted in substantial damage to the Joe Orr Property and personal property therein. Consequently, the Debtor received insurance proceeds for a portion of the damage. The Debtor and RLG use $340,081 of the Insurance Proceeds to purchase a new facility located at 2840 W. 167th Street, Markham, IL. The Debtor and RLG maintain that the Insurance Proceeds constitute the cash collateral of Byline Bank. However, Byline Bank asserts that the Insurance Proceeds do not constitute property of the estate. Byline Bank is currently holding approximately $100,000 of the Insurance Proceeds. The Debtor, RLG and Byline Bank are authorized to execute that certain Loan Modification and Deed in Lieu Agreement and pursuant thereto Byline Bank will remit the sum of $40,000 to Debtor from the Remaining Insurance Proceeds for operational use consistent with the Budget. The remaining $59,125.57 of the Remaining Insurance Proceeds as well as the sum of $24,000 now on deposit Byline Bank -- which represents a surplus in Debtor's and RLG's Real Estate Tax Escrow Account, will be place in a payment reserve account at Byline Bank to be controlled exclusively by Byline Bank where for the months of July, October, November and December 2018, those funds will be applied as regular monthly loan payments due under the Note. Byline Bank is granted replacement liens, attaching to the pre-petition collateral, but only to the extent of its prepetition liens. The Debtor will properly maintain the Personal Property, the Chicago Heights Property and the Markham Property in good condition and properly manage the collateral. The Debtor will permit Byline Bank to inspect its books and records, and will likewise allow site inspections, real estate appraisals or environmental inspections of the Personal Property, the Chicago Heights Property and the Markham Property. The Debtor will maintain and pay premiums for insurance for the Personal Property and the Markham Property, including insurance from fire, theft and water damage, and will continue to list Byline Bank as loss payee and notice party for the insurance. The Debtor will deliver to Byline Bank such reasonable financial and other information concerning the business and affairs of the Debtor as Byline Bank will reasonably request from time to time. In addition to the financial reporting, the Debtor will provide Byline Bank with a reconciliation report of actual income and disbursements from the prior month as compare to the Budget. The Monthly Variance Report will be provided to Byline Bank every 21st day of each month through December 31, 2018. A full-text copy of the Third Interim Order is available at http://bankrupt.com/misc/ilnb18-18995-76.pdf About DRW Services DRW Services, Inc., filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ill. Case No. 18-18995) on July 5, 2018. The DRW Services case is jointly administered with the case of RLG & Son's, LLC (Case No. 18-bk-18998). DRW estimated under $50,000 in assets and $1 million to $10 million in liabilities. The Debtors hired Crane Simon Clar & Dan as bankruptcy counsel; Schoenberg Finkel Newman & Rosenberg, LLC as special counsel; and Scott R. Wheaton & Associates as special real estate counsel. DRY ERASE DESIGNS: Nexry Buying Personal Property for $35K ---------------------------------------------------------- Dry Erase Designs, LLC, asks the U.S. Bankruptcy Court for the Western District of North Carolina to authorize the sale of personal property to Nexry, LLC, for $35,000. The Debtor's principal place of business is located at 4623 Dwight Evans Road, Charlotte, North Carolina ("Premises"). On Aug. 28, 2018, A. Cotten Wright was appointed as chapter 11 trustee in the case of In re Aaron Zinn, Case No. 18-30066. Before filing his bankruptcy case, Zinn owned 100% of the membership interests in the Debtor, and those membership interests became property of the bankruptcy estate in the Zinn Case. The Zinn Trustee filed the Debtor's case in her capacity as the holder of 100% of the membership interests in the Debtor, and as a result, acts as the DIP in the case. On Sept. 25, 2018, the Court in the Zinn Case entered an Order authorizing the Debtor to cease operations and operations have in fact ceased. Before the Petition Date, the Debtor designed and produced dry erase boards at the Premises. The Debtor owns certain personal property located at the Premises identified in the Asset Purchase Agreement. It has agreed to sell the Personal Property to the Buyer for the sum of $35,000 pursuant to the APA. The Debtor proposes to sell the Personal Property free and clear of all liens, with any valid liens to transfer to sale proceeds. A copy of the APA attached to the Motion is available for free at: http://bankrupt.com/misc/Dry_Erase_53_Sales.pdf The Purchaser: NEXRY, LLC Attn: Brian Hayes 4604 49th Street N, Suite 1024 St. Petersburg FL 33709 E-mail: Brian.hayes@bluehouseinc.com About Dry Erase Designs Dry Erase Designs, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.C. Case No. 18-31459) on Sept. 27, 2018. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $500,000. Judge Laura T. Beyer presides over the case. DYNALYST CORP: Delays Plan to Complete Refinancing Process ---------------------------------------------------------- Dynalyst Corporation requests the U.S. Bankruptcy Court for the Western District of Texas to extend exclusivity in which to file its disclosure statement and plan for a period of 60 days. The due date for the Debtor's chapter 11 disclosure statement and plan is Oct. 31, 2018. The Debtor submits it has stabilized its cash flow and is operating with a positive cash flow for monthly operating expenses. The Debtor anticipates that the continued increase of income will allow it to use its income to fund an operating plan. The Debtor is experiencing positive results from its solicitation of additional contracts for various projects from new and former customers. The Debtor believes it has established itself in the market and will continue to operate as a stable entity reaching profitability before the end of this calendar year. The Debtor also believes it will be able to file a disclosure statement and a concise plan given an opportunity to fully evaluate the expected refinancing of its primary secured debt with National Loan Acquisitions Company. The Debtor asserts additional time is needed to complete the transactions with a new primary lender. The Debtor believes it will best serve the interest of the estate, the claimants and creditors to allow the Debtor sufficient time to complete the refinancing process and obtain permission of the Court for the proposed financing arrangements. About Dynalyst Corporation Dynalyst Corporation -- http://www.dynalyst.com/-- is a manufacturing company that produces custom ATE interface printed circuit boards (PCBs), fundamental to the testing of integrated circuits. It was founded in early 2002 and is headquartered in Taylor, Texas. Dynalyst sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 18-10860) on July 2, 2018. In the petition signed by Craig T. Takacs, president, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Tony M. Davis presides over the case. The Debtor tapped Larry Vick, Esq., as its legal counsel. E & A TANNER: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------ No official committee of unsecured creditors has been appointed in the Chapter 11 case of E & A Tanner Holdings, LLC as of Nov. 2, according to a court docket. About E & A Tanner Holdings E & A Tanner Holdings, LLC, filed a Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 18-07491) on Sept. 2, 2018. In the petition signed by Eric Tanner, managing member, the Debtor disclosed under $500,000 in assets and liabilities. The Debtor hired Benjamin G. Martin, as counsel. EDEN HOME: PCO Files 3rd Interim Report --------------------------------------- Susan N. Goodman, the patient care ombudsman for Eden Home, Inc., filed a third interim report saying that while the PCO did not directly observe patient care concerns during her third site visit as contemplated by 11 U.S.C. Section 333, the PCO noted that the Debtor's received significant patient safety findings from Texas Health and Human Services ("THHS") Department of State Health Services ("DSHS") surveyors as listed in the CMS Form 2567 Report ("2567 Report") posted in the facility dated July 23, 2018. The Debtor leadership did not report this information to the PCO. In response to self-reported incident investigations and resident complaints, THHS DSHS made several site visits to the Debtor's location between June 2 and July 20, 2018. The PCO reviewed the posted 2567 Reports during each site visit. On the second site visit, the PCO noted a 2567 Report dated June 2, 2018, indicating no deficiencies cited from a DSHS visit. In contrast, the 2567 Report dated July 23, 2018, present in the binder during PCO's third site visit included five "immediate jeopardy" tags ("IJ") related to patient safety, patient safety policies, leadership oversight of patient safety, and inadequacies in quality assessment and assurance processes in addressing and correcting quality deficiencies and one non-IJ tag related to facility cleanliness. Immediate jeopardy tags are issued when there is a finding of non-compliance with what are known as Conditions of Participation -- essentially the regulations that govern health operations for federal licensure -- that could cause serious harm, injury, impairment, or death to a resident if not corrected. IJ status remains in place until a Plan of Removal is created and accepted. In this instance, DSHS accepted Debtor's Plan of Removal on July 22, 2018. A copy of the PCO's Third Interim Report from PacerMonitor.com is available at https://tinyurl.com/ya29qo5f at no charge. About Eden Home Located in New Braunfels, Texas, Eden Home, Inc., d/b/a EdenHill Communities -- https://www.edenhill.org/ -- is a not-for-profit, faith-based organization that provides independent living, affordable housing, assisted living, skilled nursing and rehabilitation, long-term care and memory care services. The EdenHill Communities Transportation Department provides ADA services in support of seniors and individuals with disabilities. Eden Home, Inc., filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 18-50608) on March 16, 2018. In the petition signed by Laurence P. Dahl, CEO and executive director, the Debtor estimated assets and liabilities of $10 million to $50 million. Judge Craig A. Gargotta is the case judge. Dykema Cox Smith is the Debtor's counsel; Langley & Banack, and Gravely & Pearson, L.L.P., as special counsels; Cushman & Wakefield as real estate broker. Cushman & Wakefield has entered into a Co-Broker Agreement with CF Commercial Brokerage, LLC d/b/a San Antonio Commercial Advisors. On March 26, 2018, the U.S. Trustee appointed Susan N. Goodman as the patient care ombudsman in the case. An official committee of unsecured creditors was appointed on May 30, 2018. The committee retained Martin & Drought, P.C., as counsel. EDWARD ZAWILLA: Caragans Buying Woodstock Property for $378K ------------------------------------------------------------ Edward Zawilla asks the U.S. Bankruptcy Court for the Northern District of Illinois to authorize the sale of real property commonly known as 704 N. Rose Farm Road, Woodstock, Illinois to Lewis P. Caragans for $377,577. The Debtor is an individual and the owner of various commercial and residential properties in McHenry and Cook counties in Illinois. He has filed his Chapter ll Bankruptcy with the intention of liquidating the majority of his properties for the benefit of his estate and creditors. The real estate consists of a lot and residential home. It is not the homestead of the Debtor. He asks authority, to sell Real Estate free and clear of all liens, claims, and encumbrances, provided, however, that such liens, claims, and encumbrances will attach to the net cash proceeds of the 363 Sale. The 363 Sale of the Real Estate is the best option to maximize the value of the Debtor's property for the benefit of his creditors and parties-in-interest. He has now received an offer from the Buyer to purchase the real estate pursuant to contract. Pursuant to the contract, the Buyer has offered to pay the sum of $377,577 cash for the real estate. The offer is the product of marketing and listing the property for over a 7 month period. A title examination as of June 5, 2018 on the subject property discloses the following liens: (i) 2017 real estate taxes to McHenry County, Illinois; (ii) mortgage of Heritage Bank of Schaumburg; and (ii) Memorandum of Judgment in favor of Golden Eagle Distributing Co. The claims docket shows secured claims filed against the subject property as follows in the following amounts: (i) Heritage Bank of Schaumburg - $165,356; and (ii) Golden Eagle Distributing Co. - $588,444. As such, the Debtor proposes that the net sale proceeds, after deducting customary costs of sale, and payment of real estate taxes, be paid as follows: (i) to Heritage Bank of Schaumburg, in full satisfaction of its secured claim; and (ii) to Golden Eagle Distributing Co. in partial satisfaction of its secured claim. The real estate will be sold "as is, where is," with all faults. The Buyer will affirm prior to the Closing that it has not relied on the skill or judgment of the Debtor concerning the real estate and the Debtor makes no representations or warranties, of any kind, whether expressed, implied or statutory. The offer is the result of listing and marketing of Rich Toepper, ReMax Unlimited Northwest. A commission of 5% will be paid to Rich Toepper, ReMax Unlimited Northwest. By separate motion, the Debtor will move to employ Rich Toepper and approve the commission. Factoring these items into the bottom line, the Debtor believes the present offer to be the highest and best for the estate and its creditors. A separate auction would only increase costs and delay with no corresponding benefit to the estate. The Debtor has given 14 days notice to all creditors, all potential lien claimants, and all parties in interest. He asks that the 21 days notice requirement be reduced for cause as follows: (i) the contract requires a closing date of Nov. 22, 2018; and (ii) the real estate taxes and other charges have continued to increase due to delays in closing on the property. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Edward_Zawilla_50_Sales.pdf A hearing on the Motion is set for Nov. 1, 2018 at 9:30 a.m. The Purchaser: Lewis P. Caragans 704 N. Rose Farm Road Woodstock, IL 60098 Counsel for the Debtor: Richard G. Larsen, Esq. SPRINGER BROWN, LLC 300 South County Farm Road, Suite I Wheaton, IL 60187 E-mail: rlarsen@springerbrown.com Edward J. Zawilla sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 18-17408) on June 19, 2018. The Debtor tapped Richard G. Larsen, Esq., at Springer Brown, LLC, as counsel. EEI ACQUISITION: Seeks March 1 Plan Confirmation Extension ---------------------------------------------------------- Old Pole Co., Inc f/k/a EEI Acquisition Corp. and P&G Capital, LLC request the U.S. Bankruptcy Court for the Northern District of Ohio to extend the exclusivity period for obtaining confirmation of the Debtors' Joint Plan of Reorganization for approximately 60 days, to and including March 1, 2019. The Debtors seek to extend the exclusivity period for obtaining confirmation to ensure that there is sufficient time to obtain a hearing on the Disclosure Statement, send the Plan and Disclosure Statement to Creditors along with ballots for voting, and to obtain confirmation at a hearing on the Plan. The Debtors have filed their Joint Plan of Reorganization and Joint Chapter 11 Disclosure Statement within the exclusivity period provided by 11 U.S.C. Section 1121. The Debtors submit that these cases have moved very rapidly from the onset, with a very productive auction sale conducted only 34 days after filing, a closing 11 days after the sale, distributions to Secured Creditors authorized by motion, and two significant settlements achieved with creditors thereafter. The settlements (one documented in a separate motion and the other within the plan) make approximately $160,000 in additional cash available to unsecured creditors. However, the Debtors claim that one of those settlements requires confirmation on or before February 28 as a condition of releasing a $145,000 unsecured claim. Having filed a confirmable plan and a disclosure statement within the initial exclusivity period, the Debtors seek to ensure that the upcoming year-end holidays do not delay the confirmation process at the expense of exclusivity. The Debtors anticipate confirmation during January 2019, but seek a slightly longer extension based on caution and experience. About EEI Acquisition Corp. d/b/a Engineered Endeavors EEI Acquisition Corp., d/b/a Engineered Endeavors -- http://www.engend.com/-- designs and manufacturers tapered steel pole structures for utility, transmission, substation, wireless and disguised applications. EEI Acquisition Corp., d/b/a Engineered Endeavors, filed a Chapter 11 petition (Bankr. N.D. Ohio Case No. 18-13963) on July 3, 2018. In the petition was signed by Patrick H. Deloney, president, the Debtor disclosed total assets of $2.71 million and total liabilities of $8.88 million. The case is assigned to Judge Arthur I. Harris. Thomas W. Coffey, Esq. of Coffey Law LLC, is the Debtor's counsel. EGALET CORPORATION: Case Summary & 30 Largest Unsecured Creditors ----------------------------------------------------------------- Three affiliates that have filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Egalet Corporation (Lead Case) 18-12439 600 Lee Road, Suite 100 Wayne, PA 19087 Egalet US Inc. 18-12440 Egalet Limited 18-12441 Business Description: Headquartered in Wayne, Pennsylvania, Egalet Corporation is a fully integrated specialty pharmaceutical company focused on developing, manufacturing and commercializing innovative treatments for pain and other conditions. Egalet currently promotes two approved products: SPRIX (ketorolac tromethamine) Nasal Spray and OXAYDO (oxycodone HCI, USP) tablets for oral use only —CII. Egalet also has a pipeline of products developed using Guardian Technology which it may look to partner. Visit http://egalet.comfor more information. Chapter 11 Petition Date: October 30, 2018 Court: United States Bankruptcy Court District of Delaware (Delaware) Judge: Hon. Judge Brendan Linehan Shannon Debtors' General Counsel: Michael J. Sage, Esq. Brian E. Greer, Esq. Stephen M. Wolpert, Esq. Alaina R. Heine, Esq. DECHERT LLP 1095 Avenue of the Americas New York, New York 10036 Tel: (212) 698-3500 Fax: (212) 698-3599 Email: michael.sage@dechert.com brian.greer@dechert.com stephen.wolpert@dechert.com alaina.heine@dechert.com Debtors' Local Delaware Counsel: Robert S. Brady, Esq. YOUNG, CONAWAY, STARGATT & TAYLOR, LLP 1000 North King Street Wilmington, DE 19801 Tel: 302-571-6600 Fax: 302-571-1253 Email: rbrady@ycst.com - and - Sean T. Greecher, Esq. YOUNG, CONAWAY, STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, DE 19801 Tel: 302-571-6600 Email: sgreecher@ycst.com Debtors' Financial Restructuring Advisor: BERKELEY RESEARCH GROUP LLC Debtors' Investment Banker: PIPER JAFFRAY & CO. Debtors' Claims & Noticing Agent: KURTZMAN CARSON CONSULTANTS LLC http://www.kccllc.net/egalet Total Assets (on a consolidated basis): $99,980,000 Total Debts (on a consolidated basis): $143,338,000 The petition was signed by Robert Radie, president and chief executive officer. A full-text copy of Egalet Corporation's petition is available for free at: http://bankrupt.com/misc/deb18-12439.pdf Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 5.50% Noteholders Convertible $24,650,000 Mary Miselis, Vice President Noteholder plus accrued Corporate Trust Administration interest 101 Barclay Street - Floor 7w New York, NY 10286 Tel: 212-815-4812 Email: mary.miselis@bnymellon.com 6.50% Noteholders Convertible $23,888,000 Mary Miselis, Vice President Noteholder plus accrued Corporate Trust Administration interest 101 Barclay Street - Floor 7w New York, NY 10286 Tel: 212-815-4812 Email: mary.miselis@bnymellon.com Cardinal Health Inc. Trade Vendor $10,460,000 dba OncoSourceRX 7000 Cardinal Place Dublin, OH 43017 Tel: 614-553-3903 Email: nada.abdelaziz@cardinalhealth.com Jubilant Hollisters Tier LLC Trade Vendor $1,917,996 3525 N. Regal St Spokane, WA 99207 Email: sarah.hoyt@jhs.jubl.com Cumberland Consulting Group LLC Trade Vendor $1,441,000 720 Cool Springs Blvd, Suite 550 Franklin, TN 37067 Email: tom.evegan@cumberlandcg.com Recordati Ireland Ltd. Trade Vendor $581,000 Raheens East Ringaskiddy Co Cork, P43 KD30 Ireland Email: long.d@recordati.com Ascend Therapeutics LLC Trade Vendor $545,000 607 Herndon Parkway, Suite 110 Herndon, VA 20170 Email: mdebrito@ascendtherapeutics.com Orapharma Inc. Trade Vendor $385,000 400 Somerset Corporate Blvd Bridgewater, NJ 08807 Email: joseph.omelio@bauschhealth.com Relay Health Trade Vendor $294,000 PO Box 742532 Atlanta, GA 30374 Email: sharice.smith@mckesson.com Inventiv Health Consulting Inc. Trade Vendor $244,126 8045 Arco Corporate Drive, Suite 200 Raleigh, NC 27617 Email: suzanne.mccain@syneoshealth.com CVS Caremark Trade Vendor $240,000 Email: aimee.kim@cvshealth.com Denver Health and Hospital Authority Trade Vendor $162,500 Email: kalli.olson@rmpdc.org Acura Pharmaceuticals Inc. Trade Vendor $120,000 Email: pclemens@acurapharma.com McKesson Specialty Arizona Inc. Trade Vendor $118,000 Email: juliet.gardner@mckesson.com Mark Theeuwes Employee $98,291 Email: mnmtheeuwes@gmail.com Severance Emkay Inc. Trade Vendor $60,000 Email: system@emkay.com Healthcare Alliance Grouip LLC Trade Vendor $54,000 Email: jteschner@rmcom.net PPD Development LP Trade Vendor $46,192 Email: sharon.hollfelder@ppdi.com American Solutions For Business Trade Vendor $40,452 Email: bhilgman@americanbus.com Cardinal Health 105 Inc. Trade Vendor $40,000 Email: alysia.jones@cordlogistics.com Deerfield Agency Trade Vendor $26,830 Email: myacopino@deerfieldagency.com Taylor Strategy Partnets Trade Vendor $23,000 Email: mcarr@taylor-strategy.com Ashfield Pharmacovigilance Inc. Trade Vendor $22,000 Email: theresa.bussetti@ashfieldpv.com Biltmore Solutions Inc. Trade Vendor $21,000 Email: rinendra@biltmoreanalytics.com The McManus Group LLC Trade Vendor $20,000 Email: bcronan@mcmanusgrp.com Covermymeds LLC Trade Vendor $18,000 Email: ngrycan@covermymeds.com Merrill Communications LLC Trade Vendor $15,985 Email: t&cbilling@merrillcorp.com Renaissance Lakewood LLC Trade Vendor $15,000 Email: debbie.keating@renpharm.com Propharma Mis LLC Trade Vendor $15,000 Hyman, Phelps & McNamara, P.C. Trade Vendor $9,457 F.A.S.S.T LLC: Authorized to Use Cash Collateral on Interim Basis ----------------------------------------------------------------- The Hon. Ernest M. Robles of the U.S. Bankruptcy Court for the Central District of California has entered an order authorizing F.A.S.S.T, LLC to use cash collateral on an interim basis. The Debtor is authorized to use cash collateral to pay all of the expenses set forth in the Budget for the interim period through November 19, 2018, or such other later date as may be agreed upon in writing by the Debtor's alleged secured creditors. The Debtor is also authorized to deviate from the total expenses contained in the Budget for the Budgeted Period by no more than 20%, on a line by line basis, and to deviate by category (provided the Debtor does not pay any expenses outside any of the approved categories) without the need for further Court order. The Debtor states that it is aware of the following potential Secured Claimants: (a) Cash Capital, a factor which asserts an ownership interest in 12% of the Debtor's receivables, based upon a loan; and WebBank/Can Capital Asset Servicing, Inc., which asserts secured indebtedness of approximately $140,000. Secured Claimants are granted a replacement lien upon all postpetition assets of the Debtor's estate, except any Avoidance Actions, to the extent of the Debtor's use of cash collateral during the Budgeted Period, with such replacement liens to have the same extent, validity and priority, if any, as the Secured Claimants' lien upon the Debtor's pre-petition assets. A carve-out for Debtor's attorneys’ fees in the amount of $3,500.00 a month. Such funds will not be paid until the Court has entered an appropriate order regarding same. However, such funding will be placed in a separate debtor in possession account pending the use. A further interim hearing on the continued use of cash collateral will take place on November 19, 2018, at 10:00 a.m. The Debtor will submit additional evidence in support of the continued use of cash collateral by no later than November 5, 2018. Such additional evidence will include, at a minimum, an updated budget and updated financial projections. Any opposition to use the cash collateral beyond November 19, 2018, will be submitted no later than November 12. The Debtor's reply, if any, will be submitted by no later than November 15. A full-text copy of the Interim Order is available at http://bankrupt.com/misc/cacb18-21828-43.pdf About F.A.S.S.T, LLC F.A.S.S.T, LLC, filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 18- 21828) on Oct. 10, 2018. In the petition signed by its managing member, Charles Debus, the Debtor estimated assets of less than $100,000 and liabilities of less than $1 million. The Debtor hired the Law Firm of Robert M. Yaspan, as bankruptcy counsel. FAIRMONT PARTNERS: APF Buying All Assets for $9.25M Credit Bid -------------------------------------------------------------- Fairmont Partners, LLC, asks the U.S. Bankruptcy Court for the Northern District of Alabama to authorize the bidding procedures in connection with the sale of substantially all assets to Access Point Financial Inc. or its affiliate for $9.25 million, subject to overbid. Pursuant to the Court's Order, the Debtor is directed to sell substantially all of its assets and provide, among other things, that (i) APF be the stalking horse bidder with an initial credit bid of $9.25 million, (ii) subsequent bids will be made of no less than $50,000 per bid, (iii) APF will have the right to credit bid. The Debtor asks to sell the Identified Assets to the highest and best bidder at an auction free and clear of all liens, claims, interests, and encumbrances. APF has submitted an initial bid, in the form of a credit bid against the obligations owed to it by Debtor, in the amount of $9.25 million. Such initial bid may be increased in the sole and absolute discretion of APF, up to the total amount of indebtedness due and owing to APF. For purposes of the Motion only, APF agrees that it will not seek to credit bid more than $10.2 million at any auction for the Identified Assets. The Motion contemplates entry of an Order approving bidding procedures and, to the extent that there is more than one interested bidder, an auction process. After the auction process, this Motion contemplates that the parties would appear before the Court for a final hearing to approve the sale. The salient terms of the Bidding Procedures are: a. Bid Deadline: Any third party (other than APF) that is interested in acquiring the Identified Assets must submit an "Initial Overbid" in conformance with the Bid Procedures by not later than 5:00 p.m. local time in Huntsville, Alabama upon such date as will be determine by the Court. b. Initial Bid: An amount equal to or greater than the sum of (a) the consideration payable by APF under the Credit Bid, plus (b) cash in an amount equal to $50,000; (2) not be subject to any (a) financing contingency, (b) contingency relating to the completion of unperformed due diligence, (c) contingency relating to the approval of the overbidder's board of directors or other internal approvals or consents, or (d) any conditions precedent to the overbidder's obligation to purchase the Identified Assets; and (3) provide that the overbidder will purchase all or substantially all of the Identified Assets; c. Deposit: $250,000 d. Auction: In the event Debtor timely receives a conforming Initial Overbid from a prospective purchaser, then the Debtor will conduct an Auction with respect to the sale of the Identified Assets upon such date at 1:00 p.m., local prevailing time, at the offices of Maples Law Firm, PC, 200 Clinton Avenue West, Suite 1000, Huntsville, Alabama 35801. e. Bid Increments: $50,000 f. Sale Hearing: The Sale Hearing will be conducted upon such date as will be determine by the Court at the Court, 3rd Floor Courtroom, Decatur, Alabama. A schedule of executory contracts and leases that APF intends to purchase along with a list of applicable cure amounts is described in Exhibit B. The Debtor asks that any counterparty to an Executory Contract that objects to the Sale or the amount of the Cure Amounts must file an objection upon such date as will be determine by the Court, setting forth the basis for its objection. Finally, the Debtor asks the Court to waive the 14-day stay provided for by Bankruptcy Rules 6004(h) and 6006(d). The sale proposed by the Debtor is in the best interests of the estate and the creditors because it provides for a much larger amount of guaranteed money than simply liquidating the assets would produce. A copy of the APA and the Exhibit B attached to the Amended Motion is available for free at: http://bankrupt.com/misc/Fairmont_Partners_105_Sales.pdf About Fairmont Partners Fairmont Partners, LLC, is a privately held company in Sheffield, Alabama operating in the hotel and lodging industry. Fairmont Partners filed for bankruptcy protection (Banrk. N.D. Ala. Case No. 18-82014) on July 10, 2018. In the petition signed by Willis Pumphrey, Jr., managing member, the Debtor estimated up to $50,000 in total assets and $10 million to $50 million in total liabilities. The Hon. Clifton R. Jessup presides over the case. Maples Law Firm, PC, is the Debtor's counsel. FALLS AT CLOVIS: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: The Falls at Clovis LLC fdba eFalls Properties Clovis CA LLC 9067 South 1300 West, Suite 301 West Jordan, UT 84088 Business Description: The Falls at Clovis LLC -- https://thefallseventcenter.com -- is part of the Falls consolidated enterprise that operates an event center/venue for hosting conferences, company annual holiday parties, family reunions, high school proms, birthday parties, weddings and more. The Company is an affiliate of The Falls Event Center LLC, which sought bankruptcy protection on July 11, 2018 (Bankr. D. Utah Case No. 18-25116). http://www.thefallseventcenter.com/ Chapter 11 Petition Date: October 31, 2018 Court: United States Bankruptcy Court District of Utah (Salt Lake City) Case No.: 18-28140 Judge: Hon. Kimball R. Mosier Debtor's Counsel: Elaine A. Monson, Esq. RAY QUINNEY & NEBEKER P.C. 36 South State Street, Suite 1400 Salt Lake City, UT 84111 Tel: (801) 532-1500 (801) 323-3346 Fax: (801) 532-7543 Email: emonson@rqn.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Gil A. Miller, CRO. The Debtor stated it has no unsecured creditors. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/utb18-28140.pdf FATTY'S BAR: Taps Angstman Johnson as Legal Counsel --------------------------------------------------- Fatty's Bar, LLC, seeks authority from the United States Bankruptcy Court for the District of Idaho (Boise) to hire Matthew T. Christensen and Angstman Johnson as counsel. Professional services Angstman Johnson will render are: a. prepare and file of a petition, Schedules, Statement of Financial Affairs, and other related forms; b. attend at all meetings of creditors, hearings, pretrial conferences, and trials in the case or any litigation arising in connection with the case, whether in state or federal court; c. prepare, file, and present to the Bankruptcy Court of any pleadings requesting relief; d. prepare, file, and present to the court of a disclosure statement and plan of arrangement under Chapter 11 of the Bankruptcy Code; e. review of claims made by creditors or interested parties, preparation, and prosecution of any objections to claims as appropriate; f. prepare and present a final accounting and motion for final decree closing the bankruptcy case; and g. perform all other legal services for the Applicant that may be necessary. The hourly rates of Angstman Johnson's personnel are: T.J. Angstman $325 Wyatt B. Johnson $325 Matthew T. Christensen $325 Sheli Fulcher Koontz $325 Natashs N. Hazlett $275 Erin J. Wayne $235 Anthony Shallat $215 Kaleena M. Beck $215 Chad R. Moody $195 Kevin Gilbert $130 The hourly rates for the firm's attorneys range from $195 to $325. Paralegals charge between $95 and $130 per hour. Matthew T. Christensen, practicing attorney and a partner with the law firm of Angstman Johnson, attests that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Matthew T. Christensen, Esq. ANGSTMAN JOHNSON 3649 N. Lakeharbor Lane Boise, Idaho 83703 Phone: (208) 384-8588 Fax: (208) 853-0117 Email: mtc@angstman.com chad@angstman.com About Fatty's Bar Based in Boise, Idaho, Fatty's Bar, LLC, is a high-energy, industrial dance club featuring DJ grooves, drink specials & EDM nights. Fatty's Bar, LLC, filed a Chapter 11 petition (Bankr. D. Idaho Case No. 18-01416) on Oct. 26, 2018, estimating under $1 million in assets and liabilities. Matthew Todd Christensen at Angstman Johnson, PLLC, is the Debtor's counsel. FIRELANDS GROUP: U.S. Trustee Forms 2-Member Committee ------------------------------------------------------ Nancy J. Gargula, U.S. Trustee for the Central District of Illinois, on Oct. 25 appointed seven creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of The Firelands Group, LLC. The committee members are: (1) Traxxas, L.P. Brian P. Zollinger, Esq. 6250 Traxxas Way McKinney, TX 75070 Tel: (972) 549-3272 E-mail: bzollinger@Traxxas.com (2) Haltom & Doan Darby V. Doan, Esq. 6500 Summerhill Rd., Suite 100 Texarkana, TX 75503 Tel: (903) 255-1000 E-mail: ddoan@haltomdoan.com Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at a debtor's expense. They may investigate the debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. About The Firelands Group The Firelands Group, LLC, sells remotely controllable model vehicles, quadcopter and wireless drone cameras. It is an Illinois limited liability company with its principal place of business in Champaign, Illinois. The Firelands Group sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Ill. Case No. 18-90996) on Oct. 2, 2018. In the petition signed by Michael Gillette, manager, the Debtor disclosed $1,125,741 in assets and $2,815,399 in liabilities. Judge Mary P. Gorman presides over the case. The Debtor tapped Taft Stettinius & Hollister LLP as its legal counsel. FOLTS HOME: PCO Files Final Report ---------------------------------- Krystal A. Curley, patient care ombudsman for Folts Home, filed her final report telling the Court that both residents and staff were eager to be under new ownership, many expressed their hopes for future quality of care and adequate staffing. Many expressed new ownerships interest and presence in the facility. The PCO observed overall improvement in facility morale. There were new staff members present on the units. It appears the facility attempts to make progress to provide quality of care for the residents and to correct previous issues, although some ongoing concerns remain. The residents and community are eager for the new ownership to make positive changes in the facility and to provide resolution in ongoing issues. Both staff and residents emphasized the importance of adequate and stable staffing moving forward. A copy of the PCO's Final Report from PacerMonitor.com is available at https://tinyurl.com/y7uv8q4h at no charge. About Folts Home Folts Home is a New York not-for-profit corporation and the owner of a 163-bed long-term residential health care and rehabilitation facility located at 100-122 North Washington Street, Herkimer, New York. In addition to long-term skilled nursing and residential care, Folts Home provides memory care to residents with dementia, palliative care and respite care and operates an adult day care program. Folts Home also offers rehabilitation services, like physical, occupational and speech therapy, on both inpatient and out-patient bases. Currently, Folts Home has approximately 218 active employees. Approximately 124 of the employees are full-time, 60 are part-time and 34 employees are employed on a per diem basis None of Folts Home's employees are represented by labor unions. Folts Adult Home, Inc. ("FAH"), also known as Folts-Claxton, is a New York not-for-profit corporation and the owner of an 80-bed adult residential center that was constructed in 1998 and is located at 104 North Washington Street, Herkimer, New York. FAH residents reside in separate apartments and are provided services like daily meals, laundry, housekeeping and medication assistance. FAH has approximately 22 active employees. Approximately 12 are full-time employees and 10 are part-time employees. None of FAH's employees are represented by labor unions. Folts Home and FAH currently have average daily censuses of 145 and 69, respectively. Folts Home has 3 major payors: Medicare, Medicaid and Excellus/Blue Cross. The majority of FAH residents are government subsidized, with 58% covered by Social Security Insurance and 42% private pay. Folts Home and Folts Adult Home, Inc., filed separate, voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D.N.Y. Lead Case No. 17-60139) on Feb. 16, 2017. The Hon. Diane Davis presides over the cases. Stephen A. Donato, Esq., at Bond, Schoeneck & King, PLLC, serves as the Debtors' counsel. Folts Home and Folts Adult Home, Inc., through duly-appointed receivers HomeLife at Folts, LLC and HomeLife at Folts-Claxton, LLC, continue to operate their skilled nursing home and adult residence businesses, respectively, and manage their properties as debtors in possession. William K. Harrington, the U.S. Trustee for Region 2, appointed Krystal Wheatley as patient care ombudsman for the Debtors. FRANK INVESTMENTS: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------------- No official committee of unsecured creditors has been appointed in the Chapter 11 cases of Frank Investments, Inc., and Frank Theatres Management, LLC, according to a court docket. About Frank Investments Each of Frank Investments, Frank Theatres and Frank Entertainment is an affiliate of Rio Mall, LLC, which sought bankruptcy protection on June 28, 2018 (Bankr. S.D. Fla. Case No. 18-17840). Rio Mall, LLC, owns and operates commercial real property that comprises the shopping center known as Rio Mall located at 3801 Route 9 South, Rio Grande, New Jersey. Frank Entertainment Companies, LLC owns, operates, develops and manages entertainment venues including nickelodeons, motion picture theatres, arcades, restaurants, nightclubs, water parks, bowling centers, game centers, skate parks, and other real estate properties. Frank Investments, Inc., based in Jupiter, FL, and its debtor-affiliates, filed a Chapter 11 petition (Bankr. S.D. Fla. Lead Case No. 18-20019) on Aug. 17, 2018. The Hon. Erik P. Kimball (18-20019), and Hon. Mindy A. Mora (18-20022 and 18-20023), preside over the cases. In the petitions signed by Bruce Frank, president, Frank Investments and Frank Entertainment estimated $10 million to $50 million in assets and liabilities; Frank Theaters, $10 million to $50 million in assets and $50 million to 100 million in liabilities. Bradley S. Shraiberg, Esq., at Shraiberg Landau & Page, P.A., serves as bankruptcy counsel. GALMOR'S/G&G STEAM: Unsecured Claimants to Receive 10% in 10 Years ------------------------------------------------------------------ Galmor's/G&G Steam Service, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Texas, Amarillo Division, a combined disclosure statement and Chapter 11 plan dated October 17, 2018. The Plan contemplates the continued operations by the Debtor and payment in full to all of the allowed amount on secured claims and payment of 10% of claims of unsecured claims to be paid over a ten year period. It is anticipated that the Plan will be fully consummated ten years from the Effective Date. The Debtor expressly reserves the right to pay Creditors earlier than the ten year time period if cash flow permits. The Plan will be funded by the Debtor’s continued operations of its cattle business. Class 9 are the Unsecured Claims that total $3,469,387.28. The claimants will receive 10% of their respective claims over a 10 year term (accruing interest from the Petition Date), to be paid on a monthly basis, beginning January 15, 2019 at 3% interest. Subsequent payments will be made on the 9th of each month thereafter. The Plan calls for 120 monthly payments each of $3,350.07. The first payment will include an additional total amount of $5,132.79 to compensate for unpaid interest from the date the petition was filed. Claimants will receive their pro-rata share of each payment, based upon the percentages set forth in the Plan. The Debtor reserves the right to prepay a claim at the balance amount of the claim at the time of the payment. The Debtor also reserves the right to settle a claim with a claimant at an amount agreeable to both the Debtor and the affected claimant. No claimant of Class 9 shall have or retain any lien against the Debtor upon Confirmation of the Plan. Class 10 is the Equity Owners. The member of this Class shall retain his equity interest that he owned when the case was filed. Note that the Plan does not pays all claimant in full, therefore it is the opinion of the Debtor that the retention of his equity interest does violate the absolute priority rule. The Debtor will remain in possession of their property and will control the operation and disposition thereof unless otherwise provided in the Plan. The 100% owner of Galmor’s/G&G Steam Service, Inc., is Michael Stephen Galmor. The Debtor will devote full time and energy to the successful completion of the Plan. Based on current income and expense projections, the Debtor reasonably expects to generate enough net income to fund the Plan. The Debtor's assets as of the Petition Date, including, accounts, fixtures, furniture, equipment and inventory totaled approximately $4 million. The Debtor's liabilites exceed $5.7 million. A copy of the Disclosure Statement from PacerMonitor.com is available at https://tinyurl.com/y9ecpglq at no charge. About Galmor's/G&G Steam Service Galmor's/G&G Steam Service, Inc., based in Shamrock, TX, filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 18-20210) on June 19, 2018. In the petition signed by Michael Stephen Galmor, president, the Debtor estimated $1 million to $10 million in assets and liabilities. The Hon. Robert L. Jones presides over the case. Max R. Tarbox, Esq., at Tarbox Law, P.C., serves as bankruptcy counsel and Hartzog Conger Cason & Neville, as special counsel. GASTAR EXPLORATION: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Two Debtor affiliates that have filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Gastar Exploration, Inc. (Lead Case) 18-36057 1331 Lamar Street, Suite 650 Houston, TX 77010 Northwest Property Ventures LLC 18-36059 1331 Lamar Street, Suite 650 Houston, TX 77010 Business Description: Gastar Exploration Inc. and its wholly-owned subsidiary Northwest Property Ventures LLC are a pure-play, independent E&P company engaged in the exploration, development, and production of oil and condensate, natural gas, and natural gas liquids. The Debtors' principal business activities include the identification, acquisition, and subsequent exploration and development of oil and natural gas properties with an emphasis on unconventional reserves, such as shale resource plays. The Debtors' principal operations are conducted in the Sooner Trend of the Anadarko Basin in Canadian and Kingfisher Counties, Oklahoma, commonly referred to as the "STACK" shale play. Headquartered in Houston, Texas, the Debtors employ approximately 40 individuals. Visit http://www.gastar.comfor more information. Chapter 11 Petition Date: October 31, 2018 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Hon. Marvin Isgur Debtors' Local Bankruptcy Counsel: Patricia B. Tomasco, Esq. Elizabeth C. Freeman, Esq. Matthew D. Cavenaugh, Esq. JACKSON WALKER L.L.P. 1401 McKinney Street, Suite 1900 Houston, Texas 77010 Tel: (713) 752-4200 Fax: (713) 752-4221 Email: ptomasco@jw.com efreeman@jw.com mcavenaugh@jw.com Debtors' General Bankruptcy Counsel: Anna G. Rotman, P.C. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 609 Main Street Houston, Texas 77002 Tel: (713) 836-3600 Fax: (713) 836-3601 Email: anna.rotman@kirkland.com - and - Ross M. Kwasteniet, P.C. John R. Luze, Esq. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 300 North LaSalle Chicago, Illinois 60654 Tel: (312) 862-2000 Fax: (312) 862-2200 Email: ross.kwasteniet@kirkland.com john.luze@kirkland.com Debtors' Financial Advisor: TUDOR, PICKERING, HOLT, & CO. Debtors' Financial Advisor: PERELLA WEINBERG PARTNERS LP Debtors' Restructuring Advisor: OPPORTUNE LLP Debtors' Notice, Claims, Solicitation & Administrative Agent: BMC GROUP, INC. https://www.bmcgroup.com/restructuring/geninfo.aspx?ClientID=432 Total Assets as of Sept. 30, 2018: $341,500,000 Total Debts as of Sept. 30, 2018: $453,800,000 The petition was signed by Michael A. Gerlich, senior vice president, chief financial officer, and corporate secretary of Gastar Exploration Inc. A full-text copy of Gastar Exploration's petition is available for free at: http://bankrupt.com/misc/txsb18-36057.pdf List of Debtors' 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Schlumberger Technology Corp. Trade Debt $8,140,000 PO Box 732149 Dallas, TX 75373-2149 Email: CWalker10@slb.com Helmerich & Payne Trade Debt $1,980,000 1437 S Boulder Ave Tulsa, OK 74119 Email: shannon.lewis@hpinc.com Chisholm Oil LLC Trade Debt $1,080,000 12101 N MacArthur Blvd. Suite A 303 Oklahoma City, OK 73162 Email: amy.saker@chisholmog.com Choate Oilfield Services LLC Trade Debt $540,000 PO Box 597 Hennessey, OK 73742 Email: russchoate@hotmail.com Ranger Oilfield Services Corp. Trade Debt $460,000 PO Box 594 Hennessey, OK 73742 Email: kvaverka@rngerosc.com Quick Pump Service, LLC Trade Debt $430,000 7284 US Hwy 81 PO Box 813 Hennessey, OK 73742 Email: qpsannabel@pldi.net Packers Plus Energy Services Trade Debt $420,000 11415 Spell Road Tomball, TX 77375 Email: Jennifer.Chavez@packersplus.com Terra Oilfield Services LLC Trade Debt $330,000 24900 Pitkin Road Suite 200 Spring, TX 77386 Email: McGowin.Patrick@terrofs.com Brittany.McRae@terraofs.com Orco Service LLC Trade Debt $300,000 PO Box 691 Kingfisher, OK 73750 Email: aluper@orcoservice.com Dustin Donley Construction Trade Debt $290,000 Services LLC 3030 NW Expressway Suite 500 Oklahoma City, OK 73112 Email: dahlyn@pldi.net SGB Solutions, LP Trade Debt $280,000 PO Box 60931 Midland, TX 79711-0931 Email: denisestewart@SGBLP.COM Tri Power Energy Services Trade Debt $250,000 4341 SW 33rd Street Oklahoma City, OK 73119 Email: tvoelker@tripoweres.com Flotek Chemistry LLC Trade Debt $230,000 Email: omontalbo@flotekind.com Rite Way Construction LLC Trade Debt $210,000 Email: rm.riteway@gmail.com Testco Inc. Trade Debt $210,000 Email: testcoinc@yahoo.com Rauh Oilfield Services Co. Trade Debt $200,000 Email: debbie.ruppenthal@rauhoilfield.com Newsco International Energy Trade Debt $160,000 Email: charissa.watson@newsco-drilling.com Reef Services LLC Trade Debt $160,000 Email: cdaniel@selectenergyservices.com Rufnex Oilfield Services Trade Debt $150,000 Email: Ljohnson@ProfitStars.com Bostick Services Corporation Trade Debt $140,000 Email: dtilley@bostickservices.com GASTAR EXPLORATION: Commences Chapter 11 to Seek OK of Prepack -------------------------------------------------------------- Gastar Exploration Inc. on Oct. 31, 2018, disclosed that it has commenced chapter 11 cases in the United States Bankruptcy Court for the Southern District of Texas. The Company is seeking chapter 11 relief to implement the terms of its previously announced restructuring support agreement ()RSA") and corresponding prepackaged chapter 11 plan of reorganization ()Plan"). The restructuring has the support of the Company's largest (and only) funded-debt creditor and largest common shareholder, Ares Management LLC and its affiliated funds, as well as all other creditors entitled to vote to accept or reject the Plan. Consistent with the RSA, the Company commenced solicitation of the Plan on Oct. 26, 2018. The Plan, which is subject to confirmation by the Bankruptcy Court, will leave obligations owing to trade creditors and other operational obligations unimpaired, eliminate more than $300 million of the Company's funded-debt obligations and preferred equity interests (otcqb:GSTPA and GSTPB), cancel existing common equity interests, and provide $100 million in new, committed financing to fund the Company's restructuring process and ongoing business operations. The Company has filed various customary motions with the Bankruptcy Court in support of its financial restructuring. The Company intends to continue to pay employee wages and provide healthcare and other defined benefits without interruption in the ordinary course of business and to pay suppliers and vendors in full under normal terms provided on or after the chapter 11 filing date. Other Information Regarding Reorganization Proceedings Kirkland & Ellis LLP is serving as legal counsel to the Company and Opportune LLP is serving as its restructuring advisor. Perella Weinberg Partners LP is serving as the Company's financial advisor. Information related to the Company's restructuring is available from the Company's claims and noticing agent, BMC Group, Inc., via the information call center at +1 (888) 909-0100. The RSA was filed as Exhibit 10.1 to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on October 29, 2018. About Gastar Exploration Houston, Texas-based Gastar Exploration Inc. (otcqb:GSTC) -- http://www.gastar.com/-- is a pure play Mid-Continent independent energy company engaged in the exploration, development and production of oil, condensate, natural gas and natural gas liquids. Gastar's principal business activities include the identification, acquisition and subsequent exploration and development of oil and natural gas properties with an emphasis on unconventional reserves, such as shale resource plays. Gastar holds a concentrated acreage position in what is believed to be the core of the STACK Play, an area of central Oklahoma which is home to multiple oil and natural gas-rich reservoirs including the Meramec, Oswego, Osage, Woodford and Hunton formations. Gastar Exploration reported a net loss attributable to common stockholders of $61.22 million for the year ended Dec. 31, 2017, compared to a net loss attributable to common stockholders of $103.53 million for the year ended Dec. 31, 2016. As of June 30, 2018, Gastar Exploration had $339.20 million in total assets, $434.48 million in total current and longj-term liabilities and a total stockholders' deficit of $95.28 million. GOLF CARS: JDP Legacy Objects to Disclosure Statement ----------------------------------------------------- JDP Legacy, LLC, objects to the approval of the first amended combined plan of reorganization and disclosure statement filed by Golf Cars of West Texas, LLC. JDP, a secured creditor of the Debtor, requests the U.S. Bankruptcy Court for the Northern District of Texas to deny confirmation of the plan, unless the Debtor agrees to amend it and provide for payment of JDP's claim in the amount of $83,082.00. It was on April 3, 2018 when JDP filed its proof of claim in the amount of $83,082.00. However, the Debtor intends to object on the amount claimed. In addition to the amount claimed in JDP's proof of claim, it also holds a storage claim for amounts due for storage of collateral of other lenders and Debtor. JDP is represented by: Ryan Bigbee, Esq. BIGBEE & CURTIS, LLP 2509 86th Street Lubbock, TX 79423 Tel: (806) 319-8520 Fax: (806) 686-4038 Email: ryan@bigbeecurtislaw.com About Golf Cars of West Texas Golf Cars of West Texas, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 17-10312) on Dec. 4, 2017. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $500,000. Judge Robert L. Jones presides over the case. Tarbox Law P.C. is the Debtor's legal counsel. GULF COAST MEDICAL: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------------ No official committee of unsecured creditors has been appointed in the Chapter 11 case of Gulf Coast Medical Park LLC as of Nov. 2, according to a court docket. About Gulf Coast Medical Park Gulf Coast Medical Park LLC, based in Punta Gorda, FL, filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 18-02446) on March 28, 2018. In the petition signed by Magnus Karlstedt, managing member, the Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. The Hon. Caryl E. Delano presides over the case. Michael R. Dal Lago, Esq., at Dal Lago Law, serves as bankruptcy counsel to the Debtor. Holmes Fraser, P.A., is the special litigation counsel; and Webb, Lorah & McMillan, PLLC, CPAs, is the accountant. HARD-MIRE RESTAURANT: To Pay Unsecureds in Full in 60 Installments ------------------------------------------------------------------ Hard-Mire Restaurant Holdings, LLC, submits a disclosure statement in support of its plan of reorganization dated Oct. 25, 2018. The Debtor operates a Mexican food restaurant in Dallas, Texas. The Debtor does not own the real property where the restaurant operates. The Debtor assets consist mainly of the goodwill associated with the restaurant. Class 5 Claimants, Allowed General Non-Litigation Unsecured Creditors, are impaired and will be paid in full in 60 equal monthly installments commencing on the Effective Date. Based upon the Debtor's Schedules and the Proof of Claim on file the Debtor believes the total Class 5 Claims will not exceed $60,000. The Debtor may pre-pay these Claims, individually or collectively, at any time without penalty. Based upon the Debtor's projections, the Debtor believes it can service the payments required under the Plan. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/txnb18-31575-11-26.pdf About Hard-Mire Restaurant Holdings Hard-Mire Restaurant Holdings, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 18-31575) on May 4, 2018. At the time of the filing, the Debtor estimated assets of less than $100,000 and liabilities of less than $500,000. Judge Barbara J. Houser presides over the case. HEAVENLY COUTURE: 3 Treatment Options for Unsecured Claims ---------------------------------------------------------- Heavenly Couture, Inc., filed with the U.S. Bankruptcy Court for the Central District of California, Santa Ana Division, a disclosure statement explaining its Chapter 11 plan. The Plan provides that Class 4 consists of general unsecured claims which are unsecured claims, not entitled to priority under Section 507(a) of the Bankruptcy Code, but are owed to vendors and merchants that are necessary for the Debtor’s continued operations. Class 4 members are largely creditors with whom the Debtor must continue to do business in order to obtain inventory and merchandise for resale. The Debtor proposes to pay Class 4 members on one of three of the following terms, with each class member selecting which plan treatment it desires when casting its ballot; only one of the three terms will apply as provided herein. The ballots for Class 4 members will have an additional provision, allowing the members to designate Treatment A, Treatment B, or Treatment C, each of which are described below. Once a designated treatment is elected, it cannot be changed. If no vote is cast by a Class 4 member, or no election for treatment is made by a Class 4 member, Class 4 Treatment A will be the default treatment for Class 4 members. The Class 4 members election for treatment is independent from their vote for or against the Plan. In other words, creditors could cast a ballot in opposition to the Plan, but would still need to select the creditor’s elected treatment in the event the Plan is confirmed. CLASS 4 TREATMENT A: This treatment allows Class 4 members to be paid a dividend of 16% of their allowed claims, with quarterly payments for the first 36 months following the Effective Date. Each class member will be paid on a pro rata basis together with all other members selecting Class 4 Treatment A. CLASS 4 TREATMENT B: This treatment allows Class 4 members to be paid a dividend of 32% of their allowed claims (twice the amount as Treatment A), with all payments paid during month 60 following the Effective Date. In other words, the Class 4 members electing this treatment will be paid more on their claim, but they must wait until the end of year 5 of the plan to be paid anything on their claims. Each class member will be paid on a pro rata basis together with all other members selecting Class 4 Treatment B. IMPORTANT: To fund the higher payout, to Class 4 Members electing Class 4 Treatment B, the Debtor will use the funds for the 59 months following the Effective Date to attempt to generate higher revenue and profits through its retail operations. This involves inherent risk that the return on the use of capital will not be enough to ultimately pay the higher dividend of 32%, as compared with the 16% of Class 4 Treatment A. In other words, this treatment pays a potentially higher dividend, but involves a much higher risk of not being paid the full 32% dividend in month 60 following the Effective Date. In the event the Debtor, at the Debtor’s sole discretion, has insufficient liquid resources to pay the full 32% dividend in month 60, those Class 4 members electing Class 4 Treatment B will be paid no more than 33.34% of the Debtor’s liquid resources available to the Debtor on the 1st day of the 60th month following the Effective Date. Thereafter, for months 61-72, the Debtor will pay the Class 4 Treatment B members a pro rata share of .05% of the Debtor’s Gross Sales for up to an additional 12 months as needed to payout the 32% dividend to Class 4 Treatment B members. Any balance remaining due on the 32% dividend owing to Class 4 Treatment B members will be forgiven at the end of 72 months following the Effective Date, and the Debtor shall have no further obligation to Class 4 Treatment B members. "Liquid resources" as used within this Class 4 Treatment description shall mean the balance available in the Debtor's primary operating bank account, as designated at the Debtor's sole discretion; "Gross Sales" as used within this Class 4 Treatment description shall mean the total revenue generated by the Debtor through the retail sale of merchandise (as defined in the Debtor's sole discretion), without deducting the cost of sales for said merchandise. CLASS 4 TREATMENT C: This treatment allows Class 4 members to be paid a dividend of 10% of their allowed claims, with quarterly payments for the first 36 months following the Effective Date. Each class member will be paid on a pro rata basis together with all other members selecting Class 4 Treatment C. Additionally, the Debtor will commit to purchasing new products and inventory from each Class 4 member that elects Class 4 Treatment C as provided herein. The Debtor agrees to purchase new products and merchandise valued at 3 times the amount of Treatment C Vendor’s claim over the 60 months following the Effective Date, provided that the Treatment C Vendor terms and pricing must be at least as good as provided to any other customers of vendor. By way of illustration, if Treatment C Vendor has a $1,000 claim, they will receive a $100 payment (10% dividend) paid over 36 months, and no less than $3,000 of orders for new merchandise within 60 months of the Effective Date. Class 5 consists of general unsecured claims are unsecured claims, not entitled to priority under Section 507(a) of the Bankruptcy Code, and that are owed to creditors that are not necessary for the Debtor’s continued operations. The Debtor proposes to pay Class 5 members on one of two of the following terms, with each class member selecting which plan treatment it desires when casting its ballot; only one of the two terms will apply as provided herein. The ballots for Class 5 members will have an additional provision, allowing the members to designate Treatment A or Treatment B, each of which are described below. Once a designated treatment is elected, it cannot be changed. If no vote is cast by a Class 5 member, or no election for treatment is made by a Class 5 member, Class 5 Treatment A will be the default treatment for Class 5 members. The Class 5 member’s election for treatment is independent from their vote for or against the plan. In other words, creditors could cast a ballot in opposition to the plan, but would still need to select the creditor’s elected treatment in the event the plan is confirmed. CLASS 5 TREATMENT A: This treatment allows Class 5 members to be paid a dividend of 1% of their allowed claims, with quarterly payments for the first 24 months following the Effective Date. Each class member will be paid on a pro rata basis together with all other members selecting Class 5 Treatment A. CLASS 5 TREATMENT B: This treatment allows Class 5 members to be paid a dividend of 3% of their allowed claims (three times the amount as Treatment A), with all payments paid during month 60 following the Effective Date. In other words, the Class 5 members electing this treatment will be paid more on their claim, but they must wait until the end of year 5 of the Plan to be paid anything on their claims. Each class member will be paid on a pro rata basis together with all other members selecting Class 5 Treatment B. IMPORTANT: To fund the higher payout, to Class 5 Members electing Class 5 Treatment B, the Debtor will use the funds for the 59 months following the Effective Date to generate higher revenue and profits through its retail operations. This involves inherent risk that the return on the use of capital will not be enough to ultimately pay the higher dividend of 3%, as compared with the 1% of Class 5 Treatment A. In other words, this treatment pays a higher dividend, but involves a much higher risk of not being paid the full 3% dividend in month 60 following the Effective Date. In the event the Debtor, at the Debtor’s sole discretion, has insufficient liquid resources to pay the full 32% dividend in month 60, those Class 5 members electing Class 5 Treatment B will be paid no more than 10% of the Debtor’s liquid resources available to the Debtor on the 1st day of the 60th month following the Effective Date. Any balance remaining due on the 3% dividend owing to Class 5 Treatment B members will be forgiven at the end of 60 months following the Effective Date, and the Debtor shall have no further obligation to Class 5 Treatment B members. "Liquid resources" as used within this Class 5 Treatment description shall mean the balance available in the Debtor’s primary operating bank account, as designated at the Debtor’s sole discretion. The Disclosure Statement further provides that the funding of the Plan will be accomplished through "available cash" on the Effective Date of the Plan, and "future disposable income" from the operation and management of the business. The Debtor has attached to the Disclosure Statement a detailed Five-Year Forward Looking Projection that breaks down the sales and expenses over the first five years following the Effective Date. The projection includes increases in labor expenses due to increasing minimum wage laws, and increases in rental costs related to step increases on the commercial leases where retail operations are conducted. The Debtor also anticipates shifting at least some of its efforts to online marketing and sales to compete in the ever increasing "cyber-shopping" preference of the consumer. This focus and implementation will occur in years 3 and 4 of the Plan, and will likely involve not renewing some "brick and mortar" leases to focus on online sales. This explains why the sales are projected to decline in year 3, while gradually increasing again in years 4 and 5 of the Plan. Interested parties are encouraged to carefully consider the Five-Year Forward Looking Projection for both sales and expenses of the business operations. The Court has set the hearing to determine the adequacy of the Disclosure Statement on November 28, 2018, at 10:00 a.m. A copy of the Disclosure Statement from PacerMonitor.com is available at https://tinyurl.com/yas7okoa at no charge. About Heavenly Couture Inc. Heavenly Couture, Inc. -- https://heavenlycouture.com/ -- is a fashion forward and innovative company providing fashion apparel and accessories. It is a small family-owned business that started as a small boutique in Laguna Beach in 2006. The company has store locations throughout California and Florida and also serves its customers online. Heavenly Couture sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-11756) on May 14, 2018. In the petition signed by Jiah Ha, president, the Debtor disclosed $613,913 in assets and $4.43 million in liabilities. Judge Theodor Albert presides over the case. Michael Jones, Esq., at M. Jones and Associates, PC, serves as the Debtor's bankruptcy counsel. On June 5, 2018, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. HOME OWNERS: Files Ch.11; Shutters Chicagoland, Wisconsin Stores ---------------------------------------------------------------- A massive amount of home-improvement and furnishings merchandise -- about 1.5 million items valued at more than $23 million -- is available at liquidation-sale discounts as bankrupt Home Owners Bargain Outlet (HOBO) shutters all seven of its stores, including five in the Chicago area and two in Wisconsin. Joint venture partners Tiger Group, Great American Group, LLC (a subsidiary of B. Riley Financial, Inc.) and HyperAMS are liquidating the Waukegan-based chain's entire inventory of flooring, housewares, furniture, bath products, appliances, electronics, hardware, tools, home decorations and lawn/garden items in ongoing sales at all HOBO stores. Brands offered include Levolor, Panasonic, Dirt Devil, Oster, Hoover, Stanley and McCulloch, to name just a few. The merchandise is available at opening discounts of up to 30 percent at HOBO's brick-and-mortar stores, with no ongoing ecommerce operations. The regional chain filed for Chapter 11 bankruptcy protection on October 26, 2018 in the U.S. Bankruptcy Court of Chicago. "The home improvement business has always been incredibly competitive," said Tiger Group Chief Operating Officer Michael McGrail. "In addition to the top two big-box chains with their tremendous economies of scale and dominant real estate positions, the advanced ecommerce efforts of these players, Amazon and others clearly have created huge challenges for smaller operators like HOBO." Mr. McGrail added: "HOBO always offered everyday low pricing on top DIY brands, so for buyers, the discounts in these sales are on top of the chain's outlet-level pricing. The flooring inventory here is particularly outstanding: Flooring represents about 40 percent of the overall inventory, and there's an extraordinary selection of ceramic, porcelain, natural stone, mosaic, wood, laminate, and vinyl products, along with rugs and installation supplies." Contractors, designers and DIYers will also find everything they need to make selections for renovation projects at these significant discounts, added Scott Carpenter, President, GA Retail, Great American Group. "You're talking about cabinetry and cabinetry hardware, kitchen countertops, faucets and sinks, range hoods, as well as the gamut of bath products such as vanities, mirrors, cabinets, fans, toilets, faucets -- you name it," he said. "In many cases, this is in-demand, branded merchandise. So, the opportunities for designers and renovators really are outstanding." The sale also includes bedroom pieces and sets, as well as mattresses, foundations, frames, futons, and convertible sofas. The selection of dining furniture includes full sets as well as servers, hutches and buffets, and pub-height pieces. For the living room, shoppers will find sofas, loveseats and recliners. Store fixtures and equipment are also available at liquidation prices. Store locations are as follows: Chicagoland: 2650 Belvidere Road, Waukegan 8716 S. Cicero Avenue, Oak Lawn 300 W. North Avenue, Villa Park 1693 S. Plainfield Road, Crest Hill 7630 W. Roosevelt Rd, Forest Park Wisconsin: 800 S. 108th Street, West Allis 3545 S. 27th Street, Milwaukee Store hours are: Mon.-Fri., 8 a.m. to 9 p.m.; Sat., 8 a.m. to 7 p.m.; Sun. 9 a.m. to 6 p.m. For updated information on the sale, visit: https://www.hoboonline.com/ IAN-K LLC: Allocates $10,000 Secured Claim for Degnan Law --------------------------------------------------------- Ian-K, LLC, J. Tina Keyhani DDS-Oral & Maxillofacial Surgery, P.C., and Jaleh Tina Keyhani anticipate the U.S. Bankruptcy Court for the District of Arizona to sign an order approving the agreed $10,000 amount of Degnan Law, PLLC's allowed secured claim for purposes of the Stipulation and the Debtor's Joint Plan of Reorganization. The balance of Degnan's claim of $10,537.74 will be allowed in full and treated as a general unsecured claim in the Debtors' Joint Plan of Reorganization, and any subsequent amendments, supplements and/or modifications thereto. Ian-K anticipates the total amount of Allowed Unsecured Claims will be approximately $30,212.16 owed for business-related debt while DDS anticipates the total amount of Allowed Unsecured Claims will be approximately $924,205.63 owed for business-related debt. Moreover, Keyhani anticipates the total amount of Allowed Unsecured Claims will be approximately $3,363,478.03 owed for business-related debt, lines of credit, personal guarantees and credit card purchases. A full-text copy of the Debtors' First Joint Disclosure Statement dated October 29, 2018, is available at: http://bankrupt.com/misc/azb18-00002-204.pdf About Ian-K and DDS-Oral Ian-K, LLC, was formed for the purpose of owning certain commercial real properties located at 3150 N. 7th St., Suite 100, Phoenix, Maricopa County, Arizona, and 3100 N. Robert Road, Prescott Valley, Yavapu County, Arizona. Ian-K has no employees. J. Tina Keyhani DDS-Oral & Maxillofacial Surgery, P.C., was formed on Oct. 15, 2001 for the purpose of providing dental services, specializing in oral and maxillofacial surgery. DDS-Oral has 2 full time employees and 1 part-time employee (not including Keyhani). Ian-K and DDS-Oral filed voluntary petitions under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case Nos. 18-00002 and 18-00003) on Jan. 2, 2018. Ian-K is operated by J. Tina Keyhani. Keyhani holds 100% membership interest and is the manager of Ian-K. DDS-Oral is owned and operated by Keyhani. Keyhani is the sole shareholder and president of DDS-Oral. Because Ian-K and DDS-Oral are owned, operated and managed by Keyhani, the Debtors filed a motion to have the cases jointly administered. The Debtors are represented by D. Lamar Hawkins, Esq., at Aiken Schenk Hawkins & Ricciardi, P.C. IF STUDIOS: Hires Daniel A. Grossberg LLC as Accountant ------------------------------------------------------- IF Studios, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Maryland to employ Daniel A. Grossberg, LLC, as accountant. Services to be rendered by Grossberg are: a. design Chart of Accounts and setup monthly management reported and quarterly financial reports to be produced on Quickbooks Online; b. convert existing financial records to Quickbooks Online; c. prepare corporate tax submissions for the company to be submitted to the IFRS, Maryland and Missouri; d. properly file corporate tax submissions for the company to the IRS, Maryland and Missouri; e. prepare the company for financial audits; f. provide bookkeeping instruction and support on as needed basis demands of the case, or as required by the Court, and representing the Debtor in any hearings or proceedings related thereto. Grossberg's profesional fees are: QBO Licensing $25/month QBO Setup $1,500-$2,000 Audit Readiness $600-$1,200 Monthly bookkeeping & reporting $150-$200/month 2016 Tax Compliance $2,000-$2,500 2017 Tax Compliance $2,000-$2,500 Quarterly financial statements No Charge Annual Financial Statements No Charge Gossberg's discounted hourly rate are $150 for CPA work and $50 for staff time. Daniel A. Grossberg, CPA, assures the Court that the accounting firm is a "disinterested person" as that term is defined in Section 101(14) of the U.S. Bankruptcy Code. The firm can be reached through: Daniel A. Grossberg, CPA Daniel A. Grossberg, LLC 19847 Century Blvd, Suite J Germantown, MD 20874 Tel: 301-916-1331 Fax: 301-380-5400 About IF Studios IF Studios, Inc. is a privately held company in Germantown, Maryland engaged in the business of providing computer systems design and related services. IF Studios, Inc., based in Germantown, MD, filed a Chapter 11 petition (Bankr. D. Md. Case No. 18-15824) on April 30, 2018. In the petition signed by Serrene Grant, chief operating officer, the Debtor disclosed $45,543 in assets and $1 million in liabilities. Keith R. Havens, Esq., at Havens & Associates, LLC, serves as bankruptcy counsel to the Debtor. III EXPLORATION: Asks Court to Conditionally Approve Plan Outline ----------------------------------------------------------------- III Exploration II LP filed a motion asking the U.S. Bankruptcy Court for the District of Utah to conditionally approve its disclosure statement in connection with its amended chapter 11 plan of liquidation. The Debtor also asks the Court to fix a deadline for objecting to the disclosure statement and fix a date for the hearing on final approval of the disclosure statement. Holders of Allowed Class 3 General Unsecured Claims will receive no distribution under the Plan unless all prior Classes are first paid in full. Pursuant to Section 1126(g) of the Bankruptcy Code, each holder of a General Unsecured Claim in Class 3 is conclusively to have rejected the Plan and is not entitled to vote to accept or reject the Plan. The Plan will be funded in accordance with the Wind Down Budget pursuant to which the Plan Administrator will effectuate the orderly wind-down of the Debtor's Estate. Petroglyph Operating Company, Inc. will contribute $100,000 to facilitate the wind-down of the Estate in accordance with the Wind Down Budget. The First Lien Agent, on behalf of the First Lien Lenders, has consented to the segregation and use of the First Lien Lenders' collateral in accordance with the Wind Down Budget to facilitate the satisfaction of the Debtor's obligations under the Plan and to cover expenses of the Reorganized Debtor from the Effective Date through the closing of the Bankruptcy Case. A full-text copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/utb16-26471-520.pdf About III Exploration II LP III Exploration II LP and its general partner, Petroglyph Energy, Inc., are headquartered in Boise, Idaho. III Exploration II is engaged in the exploration and production of oil and natural gas deposits, primarily in the Uinta Basin in Utah. III Exploration also has an interest in approximately 42,100 undeveloped acres in the Raton Basin located in Colorado, and participates in joint ventures with respect to properties in the Williston Basin in North Dakota. III Exploration filed a chapter 11 petition (Bankr. D. Utah Case No. 16-26471) on July 26, 2016. The petition was signed by Paul R. Powell, president. The Debtor estimated assets at $50 million to $100 million and debt at $100 million to $500 million. The case is assigned to Judge R. Kimball Mosier. The Debtor tapped George Hofmann, Esq., Steven C. Strong, Esq., and Adam H. Reiser, Esq., at Cohne Kinghorn, P.C., to serve as its general counsel; and A. John Davis, Esq., at Holland & Hart LLP to serve as special counsel. Tudor Pickering Holt & Co. is the Debtor's investment banker. Donlin Recano & Company Inc. is the claims and noticing agent. No trustee or examiner has been appointed, and no official committee of creditors or equity interest holders has been established. INSTITUCION AMOR: Unsecured Claimant to Get 10% of Allowed Claim ---------------------------------------------------------------- Institucion Amor Real Corporation filed with the U.S. Bankruptcy Court for the District of Puerto Rico a second amended disclosure statement dated October 17, 2018, explaining its small business Chapter 11 plan. The Plan provides that Class 2 consists of the general unsecured claim of Centro Ceski C.S.P. Inc., for the amount of $120,000. Loan to start up operations and maintain working capital, debt was incurred in October 2013, but did not file a claim. Class 2 will receive a dividend of 10% of the allowed claim: $12,000. The payment will be $333.33 each month for 36 months. This class is deemed unimpaired. Class 3 consists of the disputed claim of Institucion De Envejecientes Nuevo Renacer De Juana Diaz involving a rent contract. This class will not receive any distribution under the Plan since the claim was noted as disputed and no claim was filed. It does not vote for the Plan. This class is deemed impaired. Payments and distributions under the Plan will be funded by the income from the Debtor’s continued operation of the business. A copy of the Disclosure Statement from PacerMonitor.com is available at https://tinyurl.com/ycw7mjvw at no charge. About Institucion Amor Real Corp. Institucion Amor Real Corporation filed a Chapter 11 petition (Bankr. D. P.R. Case No. 18-01737) on March 29, 2018. In the petition signed by Jose A. Santiago, its president, the Debtor estimated at least $50,000 in assets and $100,000 to $500,000 in liabilities. Judge Edward A. Godoy is the case judge. Nydia Gonzalez Ortiz, Esq., at Santiago & Gonzalez, is the Debtor's counsel. INTEGRAL INVESTMENTS: Allowed to Use Park Bank Cash Collateral -------------------------------------------------------------- The Hon. G. Michael Halfenger of the U.S. Bankruptcy Court for the Eastern District of Wisconsin authorizes Integral Investments Prospect, LLC to use cash collateral in the ordinary course of business. The Debtor may also use Park Bank's cash collateral to pay budgeted expenses, to reinvest into the subject property, to pay authorized administrative expenses, and to make interest payments to Park Bank. The authorization is contingent on the requirement that the Debtor pay Park Bank $1,838.73 per month, which Park Bank is required to hold in escrow for the payment of the 2018 real estate taxes on the Property. This payment is due on the first day of each month beginning with Nov. 1, 2018. If the adequate protection payments continue into January 2019, the Parties may file a motion to amend the order to increase the amount of the tax escrow as necessary to account for 2019 real estate taxes. The Debtor is ordered to maintain reasonably adequate fire and extended casualty insurance on the Property, consistent with its loan-obligation requirements and with historical practice. In addition, the Court approves the Debtor's interim application to compensate Scott Chapko and Lauenstein & Associates, Inc., for its appraisal services, and $2,100 is allowed as an administrative expense in the Debtor's case. These fees are approved only on an interim basis until the court issues an order approving a final application for compensation. The Debtor's authorization to use cash collateral expires on the earlier of (a) confirmation of a chapter 11 plan; (b) the Debtor's failure to timely make a tax escrow payment as required by the Order; (c) the Debtor's failure to continuously maintain fire and extended casualty insurance on the Property in the amounts required by this order; (d) the Debtor's failure to make interest payments required after expiration of the 120-day period or otherwise required by statute or order; or (e) dismissal of this case or conversion of this case to a case under another chapter. A full-text copy of the Order is available at http://bankrupt.com/misc/wieb18-27174-97.pdf About Integral Investments Prospect Integral Investments Prospect, LLC, based in Milwaukee, WI, filed a Chapter 11 petition (Bankr. W.D. Wis. Case No. 18-27174) on July 25, 2018. In the petition signed by Donald J. Gral, member of manager, the Debtor estimated $1 million to $10 million in assets and liabilities. The Hon. Michael G. Halfenger presides over the case. Jonathan V. Goodman, Esq., at the Law Offices of Jonathan V. Goodman, serves as bankruptcy counsel. ISMAIL ARSLANGIRAY: Plan Admin Selling Tacoma Property for $650K ---------------------------------------------------------------- Mark D. Waldron, the plan administrator for the estate of Ismail Arslangiray, asks the U.S. Bankruptcy Court for the Western District of Washington to authorize the sale of the real property located at 2906 North 30th Street, Tacoma, Pierce County, Washington for $650,000 or higher, all cash. By Order entered on Aug. 24, 2018, the Court ordered the Plan Administrator to market the property. The subject property is the Debtor's residence and consists of a 4-bedroom, 3.75-bath, 2,984 square foot house built in 2002, designated as Pierce County Tax Parcel No. 8945000960. The 2018 tax assessed value for tax year 2019 is $741,300. The property was put on the market on Sept. 28, 2018 at a list price of $749,000. Shortly after listing the Debtor's property, the adjacent neighboring property (immediately next door, on the same side of the street as the Debtor's property) went on the market at a list price of $685,000. The Plan Administrator's broker reports that, in the three weeks since listing, she has only received one phone call, despite marketing efforts and market exposure. Plan Administrator revisited comparable sales data and information on the neighboring property and has now reduced the list price to $699,000 in order to comply with the Court's Order that the property be aggressively marketed. The Plan Administrator is aware that there are issues which will need to be addressed by the Court related to the sale of the property. He is asking advance authority from the Court, prior to finding a buyer, for entry of an Order authorizing him to sell the real property to any third party buyer who is unrelated to the Debtor or anyone connected with the case and who will actually complete the sale, for the sum of $650,000 or higher, all cash at closing. Once an acceptable offer has been received, he proposes to file a Declaration with the Court and will include as an exhibit thereto the executed Purchase and Sale Agreement, which will provide more detailed information, including the buyer's name, purchase price, and estimated closing date. He further asks that the Court orders the Debtor to vacate the premises on or before the date of closing. There is an underlying lien on the property and the lienholder, Select Portfolio Servicing, is owed approximately $304,000. In addition, there is a Local Improvement District ("LID") assessment due for underground wiring with a current balance of approximately $14,000. The Plan Administrator intends to pay the lienholder and LID in full at closing. The property taxes on the property are current. The sale will be conveyed to the buyer free and clear of all claims of ownership, all liens, claims of creditors, and encumbrances. The sale will be subject to a Purchase and Sale Agreement and certain addenda signed between the parties. The confirmed Chapter 11 Liquidation Plan anticipates the sale of the subject real property. The property will be sold "as is and where is." The Plan Administrator makes no representations or warranties, and the sale is without recourse against said the Plan Administrator, either individually or as the Plan Administrator. The Plan Administrator has executed a listing agreement with RE/MAX Professionals and has agreed to pay a 6% commission on the gross sales price. The commission may be shared with a selling broker and the Plan Administrator does hereby request authority to pay the same at closing. He also asks authority to pay, at closing from proceeds of the sale, the underlying obligation owed to Select Portfolio Servicing, the LID, and all reasonable costs of sale, including but not limited to commissions, escrow fees, excise tax, recording costs, title insurance, and prorated real property taxes. All remaining net sale proceeds will be held in trust by the Plan Administrator pending further Court order, and distribution to creditors according to the Plan. A hearing on the Motion is set for Nov. 15, 2018 at 9:00 a.m. The objection deadline is Nov. 8, 2018. Ismail Arslangiray sought Chapter 11 protection (Bankr. W.D. Wash. Case No. 11-42290) on March 24, 2011. The Court appointed Mark D. Waldron as the plan administrator for the estate of the Debtor. JAMIE ONE: Hires Flaster/Greenberg PC as Attorney ------------------------------------------------- Jamie One, LLC, d/b/a Early Learning Children's Academy, seeks authority from the United States Bankruptcy Court for the Eastern District of Pennsylvania (Philadelphia) to employ Flaster/Greenberg PC as attorney. Services to be provided by Flaster/Greenberg are: a. provide legal advice with respect to the Debtor's powers and duties as a debtor-in-possession in the continued operation of its business and management of its property; b. take necessary action to protect and preserve the Debtor's estate, including the prosecution of actions on behalf of the Debtor and the defense of any actions commence against the Debtor; c. prepare, present and respond to, on behalf of the Debtor, necessary application, motions, answers, orders, reports and other legal papers in connection with the administration of its estate; d. negotiate and prepare, on the Debtor's behalf, plans of reorganization, disclosure statements, and all related agreements and/or documents, and take any necessary action on behalf of the Debtor to obtain confirmation of such plans; e. attend meetings and negotiations with representatives of creditors and other parties in interest and advise and consult on the conduct of the case; f. advise the Debtor with respect to bankruptcy law aspects of any proposed sale or other disposition of assets as well as any efforts to obtain financing; and g. perform any other legal services for the Debtor in connection with the Chapter 11 case, except those requiring specialized expertise or for other reasons, for which special counsel will be retained. Flaster/Greenberg's hourly rates are: Shareholders $425 to $630 Associates $300 to $365 Paralegals $250 to $295 Harry J. Giacometti, Esq., shareholder of Flaster/Greenberg, attests that his firm is a "disinterested person" as defined by Section 101(14) of the Bankruptcy Code, and does not hold or represent an interest adverse to the Debtor's estate. The firm can be reached through: Harry J. Giacometti, Esq. FLASTER/GREENBERG, P.C. 1835 Market Street, Suite 1050 Philadelphia, PA 19103 Tel: (215) 587-5680 (215) 279-9393 Email: harry.giacometti@flastergreenberg.com About Early Learning Children's Academy Early Learning Children's Academy is in the childcare center and kindergarten business. Its centers are located in Bensalem, Buckingham, Fort Washington Rising Sun and Springfield. Jamie One, LLC, doing business as Early Learning Children's Academy, filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Penn. Case No. 18-17075) on Oct. 25, 2018. In the petition signed by John D. Hertzberg, member, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The case is assigned to Judge Jean K. FitzSimon. Harry J. Giacometti, Esq. at Flaster/Greenberg, P.C., is the Debtor's counsel. JRL TRANSPORTATION: Moving Company Seeks Cash Access ---------------------------------------------------- JRL Transportation, Inc., doing business as Priority Moving & Storage seeks authority from the United States Bankruptcy Court for the Central District of California to use cash collateral consistent with the proposed Budget. The Debtor seeks the use of the cash collateral allegedly of Primary Funding Corporation, Arpin Van Lines (possibly), and Swift Financial LLC. These three entities assert an interest in cash collateral by virtue of purportedly valid loan agreements and recorded financing statements. The total outstanding balance to these entities is approximately $382,000, and the amount of the receivables being withheld as a result of Primary Funding Corporation's Claim Letter is in excess of $350,000. The Debtor seeks the use of this cash collateral in its moving and storage business consistent with the amounts and for the purposes set forth on the budget. The Debtor proposes to make monthly interest payments of $3,200, which would be based on 10% interest on a total loan balance of $384,000 owed to the three secured creditors. The Debtor claims that these monthly payments amount to interest that the creditors would have received had they invested the secured balance owed at the interest rate prevalent in the market. The Debtor believes that the current market rate for commercial loans of the type as in place herein is approximately 6% but could be as low as 4.5%. The Debtor is also prepared to grant replacement liens to the extent and validity of the underlying, prepetition, liens, if necessary. The Debtor also agrees to provide to Primary Funding Corporation a report of the receipts and disbursements of the business and a variance report comparing the Cash Collateral Budget to actual figures by the last business day of each month covering the prior monthly period. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/cacb18-18820-4.pdf About JRL Transportation Inc. dba Priority Moving & Storage Located in San Diego and Temecula, California, Priority Moving & Storage -- https://www.prioritymoving.com -- is a moving company that offers comprehensive residential and commercial relocation and packing services locally, nationally and internationally. JRL Transportation Inc., doing business as Priority Moving & Storage, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-18820) on Oct. 18, 2018. In the petition signed by James R. Lovejoy, president, the Debtor estimated assets of less than $50,000 and debts of less than $10 million. The Hon. Scott C. Clarkson presides the case. The Debtor is represented by Illyssa I. Fogel, Esq. of Illyssa I. Fogel & Associates. KANTIS ENTERPRISES: Taps Mayer Gitman CPA as Accountant ------------------------------------------------------- Kantis Enterprises, LLC, and Kantis Universal, LLC, seek approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Mayer Gitman CPA's, Inc. as accountants, nunc pro tunc to Aug. 15, 2018 for KE and to Aug. 17, 2018 for KU. The Debtors require Mayer Gitman to prepare tax returns, generate historical financial reports and maintain books and records on a going forwards basis. Mayer Gitman has agreed to provide accounting services for the Debtors at the rate of $60 per hour for Jonathan Gitman, and does not anticipate that it will accrue fees and expenses in an amount exceeding $800 per month. Jonathan Gitman, President of Mayer Gitman CPA's, Inc., attests that his firm does not hold or represent any interest adverse to the estate, and is a "disinterested person" as that term is defined in Sec. 101(14) of the Bankruptcy Code. The accountant can be reached at: Jonathan Gitman, CPA MAYER & GITMAN CPAS, INC. 4425 Military Trail 110 Jupiter, FL 33458 About Kantis Enterprises and Kantis Universal Kantis Enterprises, LLC and Kantis Universal, LLC are privately-held limited liability companies in the office administrative services industry. The companies are based in Palm Beach, Florida. Kantis Enterprises and Kantis Universal sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 18-19896)) on Aug. 15, 2018. At the time of the filing, Kantis Enterprises estimated assets of less than $100,000 and liabilities of $1 million to $10 million. Kantis Universal disclosed $1 million in assets and liabilities. Judge Mindy A. Mora presides over the cases. Craig I. Kelley, Esq., at Kelley & Fulton, P.L., is the Debtors' counsel. KCST USA: Cash Use, DIP Loan Facility Extended Through Jan. 31 -------------------------------------------------------------- The Hon. Elizabeth D. Katz of the U.S. Bankruptcy Court for the District of Massachusetts has authorized KCST USA, Inc., to use cash collateral substantially in accordance with the court-approved budget during the period from Nov. 1, 2018 through Jan. 31, 2019. The Court has extended the maturity date of the DIP Loan Facility to Jan. 31, 2018, on the same terms and conditions. The Debtor acknowledges its indebtedness to Axia Net Media Corp. ("ANMC") and that ANMC is granted Liens on certain assets pursuant to the DIP Financing Orders. ANMC has consented to Debtor's use of cash collateral during the extended period, subject to and conditioned that ANMC will continue to have, pursuant to the DIP Financing Orders, a valid and perfected security interest in, and lien on the collateral, including cash collateral and the proceeds thereof. ANMC will expressly have no lien on Avoidance Actions and recoveries upon such causes of action. ANMC will continue to have a senior security interest in and lien upon the Debtor's asserts. Such liens, however, will not attach to nor be satisfied from the proceeds of the Debtor's claims and causes of action arising under Chapter 5 of the Bankruptcy Code. Each of the security interests and other liens granted to ANMC will not in any way prime or affect the rights, if any, of Westchester Fire Insurance Company ("Surety") as to: (a) any funds it is holding and/or being held for it presently or in the future whether in trust, as security, or otherwise, (b) any substitutions or replacements of said funds including accretions to and interest earned on said funds, and (c) any letter of credit related to any indemnity, collateral trust, or related agreements between Surety and the Debtor. To the extent that any Surety Assets are being held by the Debtor and are used by the Debtor as part of cash collateral, a concomitant replacement trust claim or replacement lien will be granted to the Surety equal to the amount of the use of those funds with any replacement trust fund claim to be equal to the amount of trust funds used, and any replacement lien to have the same priority, amount, extent and validity as existed as of the Petition Date. A full-text copy of the Order is available at: http://bankrupt.com/misc/mab17-40501-236.pdf About KCST USA, Inc. KCST USA, Inc., based in Concord, Mass., filed a Chapter 11 petition (Bankr. D. Mass. Case No. 17-40501) on March 22, 2017. In the petition signed by Terrence Fergus, its president, the Debtor estimated $500,000 to $1 million in assets and $10 million to $50 million in liabilities. The Hon. Elizabeth D. Katz presides over the case. Andrew G. Lizotte, Esq., and Harold B. Murphy, Esq., at Murphy & King, P.C., serve as bankruptcy counsel to the Debtor. Stephen Darr of Huron Consulting Services, LLC, is the chief restructuring officer. KINGS AUTO: Final Cash Collateral Order Entered ----------------------------------------------- Having found and determined that the use of cash collateral is necessary to avoid immediate and irreparable harm to the Debtors and their estates and is in the best interests of the Debtors, their estates and creditors, and all parties in interest, the Hon. Robert D. Berger of the United States Bankruptcy Court District of Kansas has entered a final order sustaining Kings Auto Services, Inc.'s Motion to Use Cash Collateral. A full-text copy of the Order is available at: http://bankrupt.com/misc/ksb18-21136-69.pdf About Kings Auto Service Kings Auto Services, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. Case No. 18-21136) on June 4, 2018. In the petition signed by Timothy S. King, president, the Debtor estimated assets of less than $50,000 and liabilities of less than $50,000. The Debtor tapped Dvorak Law, Chartered, as its legal counsel. KOMODO CLOUD: Allowed to Use Cash Collateral on Final Basis ----------------------------------------------------------- The Hon. Jacqueline P. Cox of the U.S. Bankruptcy Court for the Northern District of Illinois has authorized Komodo Cloud, Inc. to use cash collateral on final basis. As adequate protection for the Debtor's use of the funds in the Wells Fargo Account, the Debtor is also authorized to grant Arrow a valid, enforceable, perfected and unavoidable post-petition security interest in and replacement liens on the cash in its Debtor-in-Possession Bank Accounts up to the amount held in the Wells Fargo Account when the citation was served on Wells Fargo Bank, N.A. If said Adequate Protection Lien fails to protect Arrow against a post-petition diminution in the value of Arrow's interest in cash collateral, Arrow will be entitled to administrative expense claim pursuant to section 507(b) of the Bankruptcy Code that will at all times be senior to the rights of the Debtor and its estate, and any successor trustee or any creditor, in the Chapter 11 case or any subsequent proceedings. A full-text copy of the Order is available at http://bankrupt.com/misc/ilnb18-17889-24.pdf About Komodo Cloud Komodo Cloud, Inc. -- http://www.komodocloud.com/-- is a provider of computer systems design and related services. The company offers subscription, professional and managed services and IT consulting for their clients. It connects Cloud Platform companies like NaviSite, Amazon Web Services, Microsoft Azure, CenturyLink, Rackspace and Faction to its clients for on-site, co-located or hybrid computer environments. Komodo Cloud's head office is located in Schaumburg, Illinois. Komodo Cloud sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 18-17889) on June 24, 2018. In the petition signed by Nigel Lambert, president, the Debtor disclosed $259,803 in assets and $1.99 million in liabilities as of June 21, 2018. Judge Jacqueline P. Cox presides over the case. The Debtor tapped Lesnick Prince & Pappas, LLP, as its legal counsel. KSA INVESTMENTS: Trustee Files Chapter 11 Plan of Liquidation ------------------------------------------------------------- Marc H. Baer, Chapter 11 Trustee and judgment creditors, Lattissia Parker, Michael Parker, Sr., Lashae McClellan, Michael Parker, Jr. and Lundin Parker (collectively, the Parkers) filed with the U.S. Bankruptcy Court for the District of Maryland, Baltimore Division, a disclosure statement dated October 10, 2018, explaining KSA Investments, LLC's Chapter 11 plan of liquidation. The Plan is a consensual plan that has no impaired classes, and consequently, each holder of a claim or interest of all classes under the Plan is conclusively presumed to have accepted the Plan, and solicitation of acceptances with respect to the holders of each of the classes of claims or interests is not required. In an abundance of caution, however, the Disclosure Statement and the Plan provide information on voting on a plan under Chapter 11 in the event that it is determined that one or more of the classes of claims or interests are impaired within the meaning of 11 U.S.C. Section 1124. The Plan provides for the Trustee to manage the five residential Properties in the estate, collect rents from the tenants, pay operating expenses, and for the liquidation of one or more of the Properties in order to pay in full all Allowed Claims in their respective order of priorities as established by the Bankruptcy Code and applicable law. The Chapter 11 Trustee and the Parkers, as Plan Proponents, are proposing a Plan that will pay, in full and in cash: (1) all allowed Administrative Claims and operating expenses incurred by the estate; (2) the IRS priority claim; (3) the unsecured nonpriority claims of BGE and the City of Baltimore (unless either is withdrawn or disallowed as of the Effective Date of the Plan); and (4) the Parkers’ Secured Claim, with interest. The deadline for filing proof of claims for governmental units expired on September 10, 2018, and for all other creditors, the deadline expired on July 10, 2018. Consequently, the only other claims against the estate would be a late-filed claim allowed by an Order of the Court. The Disclosure Statement further provides that Class 1 consists of the secured claims of the Parkers. This class includes the claim of the Parkers in the amount of $134,306.75, plus interest at the legal rate of 10% per annum. The Parkers will be paid in full, plus interest, on their allowed claim. Class 1 is not impaired under the Plan. Class 2 consists of allowed general unsecured claims. This class consists of two claims listed in the Debtor’s Schedule F that are not designated as contingent, unliquidated, or disputed: (1) the City of Baltimore Revenue of Collections for $738; and (2) Baltimore Gas and Electric for $1,290. Class 2 is not impaired under the Plan. Class 3 consists of membership equity interests. The Debtor's members holding Equity Interests are Kamina Abdul and Sayeeda Abdul. The Debtor’s members will retain their respective interests in the Debtor as they did on the Petition Date. This Class is unimpaired. No payments shall be made on account of the Class 3 Interests other than any surplus in the Trustee’s possession after payment of all Allowed Claims against the estate. The holders of equity interests in the Debtor shall retain their equity interests in the Reorganized Debtor post-confirmation and their Interests are not impaired under the Plan. Upon payment of all Allowed Claims, the Trustee will return to KSA all of the unsold Properties, any surplus proceeds of sale from any of the Properties, any rents received from tenants of the Properties, and any other property of the Estate in the Trustee’s possession that is not necessary for the payment in full of all Allowed Claims. A copy of the Disclosure Statement from PacerMonitor.com is available at https://tinyurl.com/y8sfjhpb at no charge. About KSA Investments KSA Investments, LLC, owner of five rental properties located in Baltimore City, Maryland, filed a Chapter 11 petition (Bankr. D. Md. Case No. 18-13303) on March 14, 2018. In the petition signed by its member Kamina Samie, the Debtor estimated $100,000 to $500,000 in assets and liabilities. The Law Offices of E. Christopher Amos serves as counsel to the Debtor. Marc H. Baer has been appointed as the Chapter 11 trustee to oversee the bankruptcy estate. He is represented by Offit Kurman, P.A. as his general counsel. He has hired Investors Management Co., Inc. as property manager. LAWSON NURSING HOME: Seeks Approval on Cash Collateral Stipulation ------------------------------------------------------------------ Lawson Nursing Home, Inc. seeks authorization from the United States Bankruptcy Court for the Western District of Pennsylvania for interim use of cash collateral on the terms and conditions as provided for in the Stipulation. The Debtor has cash collateral in accounts at The Huntington National Bank. The Debtor has the need to use Huntington's cash collateral, but Huntington may be entitled to adequate protection. The Debtor needs to use the cash collateral to conduct its day to day business until a final hearing on the use of cash collateral can be heard by the Court. The Huntington National Bank loaned money to the Debtor. There were 2 loans and the aggregate amount of the current debt as of Oct. 9, 2018 is approximately $682,000 excluding attorneys' fees and costs. The Loan Notes are secured by a lien in favor of Huntington upon all of the Debtor's assets pursuant to certain Security Agreements and a Financing Statement. The Debtor and The Huntington National Bank have agreed upon terms for the interim use of cash collateral until Nov. 15, 2018, as follows: (a) Huntington consents, retroactively, to the Debtor's use of the Cash Collateral on and after the Petition Date, which authority to use Cash Collateral terminates on the earlier of Nov. 15, 2018 or the date set by the Court for a final hearing on cash collateral. (b) The Debtor will be permitted to use cash collateral only for the purposes set forth in the Budget, and only up to the respective Aggregate Amount of disbursements set forth in the Budget for each category of expense and for each month up to and until the end of the Stipulation (with no greater than a 10% percent variance for each item in the Budget). Additionally, Huntington has requested additional supporting documentation for certain categories of expenses listed on the budget and Debtor agrees to provide the requested supporting documentation on or before Oct. 26, 2018. If Huntington does not believe that the information and documentation provided adequately supports any amount listed in any budget category, cash collateral usage will terminate. (c) Huntington is granted a replacement lien on and a security interest in all postpetition property of the Debtor of the same type Huntington held prepetition with first position senior priority. The liens, pledges and security interests granted to Huntington pursuant to the Stipulation are in addition to, and not in substitution for its existing first priority security interests and liens held by Huntington. The security interest, pledges and liens granted to Huntington hereunder will remain in effect until all obligations, liability and indebtedness of the Debtor to Huntington under the terms of the Loan Documents have been irrevocably paid in full. (d) Huntington will also be entitled to an administrative priority pursuant to Section 507(b) of the Bankruptcy Code to the extent such use, consumption, sale, collection or other disposition results in any diminution in the value of Huntington's security interest in or lien upon such Cash Collateral, Collateral and Post-Petition Collateral. (e) The Debtor agrees to make monthly adequate protection payment of $6,000 on Nov. 10, 2018 and on the 10th day of each month thereafter. (f) The Debtor will comply with all financial reporting requirements imposed by the U.S. Trustee's Office and the Bankruptcy Code and Rules. On a monthly basis, the Debtor will provide Huntington with copies of the monthly reports on the same forms as submitted to the U.S. Trustee. In addition, the Debtor will provide to Huntington on or before Nov. 2, 2018 financial statements, including balance sheets as of Oct. 31, 2018, income statements through October 31, 2018 and for each month following thereafter, account receivable and accounts payable ledgers and other financial statistics, required by the terms of the Loan Documents, and such additional financial information and reports, as Huntington will reasonably require from time to time. Each Monday, beginning Oct. 29, 2018, Debtor will provide to Huntington a cash receipts and disbursements report for the prior week and a detailed budget of the projected cash receipts and disbursements for the current week (g) The Debtor grants to Huntington, its agents, designees or other professional persons, the right to inspect and appraise the any collateral and to review the Debtor's books and records during ordinary business hours. The Debtor will also cooperate fully with any such inspection or appraisal. (h) The proceeds from the sale of any Collateral or Post-Petition Collateral or any insurance proceeds arising from a casualty or other insured loss of Collateral or Post-Petition Collateral, will not be available for use as Cash Collateral but will be delivered to Huntington for permanent reduction of the indebtedness due under the terms of the Loan Documents, with all such payments to be applied by Huntington to the indebtedness under the terms of the Loan Documents in such order and manner as Huntington will determine in its sole discretion. (i) The Debtor will cooperate reasonably and fully with Huntington, and will, among other things, execute any and all documents required to effect collection of any tax refunds, government grants or credits or insurance proceeds, if any, that may be due or become due to the Debtor or Huntington. Said Refunds will be paid to Huntington to the extent that Huntington is entitled to the same, pursuant to the Loan Documents. (j) The Debtor warrants and represents to Huntington that its insurance policies required under the terms of the Loan Documents are in full force and effect and that the policies fully cover Huntington's Collateral, Post-Petition Collateral, and Cash Collateral, including equipment, inventory, and vehicles. The Debtor further warrants and represents that Huntington is named as loss payee on the policies and all such policies comply in all respects with the requirements set forth in the Loan Documents. A full-text copy of the Stipulation is available at http://bankrupt.com/misc/pawb18-23979-21_Stipulation.pdf About Lawson Nursing Home Lawson Nursing Home, Inc., is a nursing home in Jefferson Hills, Pennsylvania. It is a small facility with 50 beds and has for-profit, corporate ownership. Lawson Nursing Home sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 18-23979) on October 10, 2018. In the petition signed by Derek R. Glaser, president, the Debtor disclosed that it had estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. The Debtor tapped Donald R. Calaiaro, Esq., at Calaiaro Valencik as its legal counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. LAWSON NURSING HOME: Taps Calaiaro Valencik as Counsel ------------------------------------------------------ Lawson Nursing Home, Inc., seeks authority from the United States Bankruptcy Court for the Western District of Pennsylvania (Pittsburgh) to hire the services of Donald R. Calaiaro to prepare its bankruptcy petition and to represent it during the pendency of its reorganization. The Debtor requires Mr. Calaiaro to: (a) prepare the bankruptcy petition and attendance at the first meeting of creditors; (b) represent the Debtor in relation to acceptance or rejection of executory contracts; (c) advise the Debtor with regard to its rights and obligations during the Chapter 11 reorganization; (d) advise the Debtor regarding possible preference actions; (e) represent the Debtor in relation to any motions to convert or dismiss the Chapter 11; (f) represent the Debtor in relation to any motion for relief from stay filed by creditors; (g) prepare the Plan of Reorganization and Disclosure Statement; (h) prepare any objection to claims in the Chapter 11; and (i) otherwise, represent the Debtor in general. Hourly rates the firm will charge are: Donald R. Calaiaro $375 David Z. Valencik $350 Associates $325 Staff Attorney $250 Paralegal $100 Donald R. Calaiaro, Esq., attests that he and his firm are disinterested persons as defined in 11 U.S.C. Sec. 101(14). The firm can be reached through: Donald R. Calaiaro, Esq. CALAIARO VALENCIK 428 Forbes Ave., Suite 900 Pittsburgh, PA 15219 Tel: 412-232-0930 Fax: 412-232-3858 E-mail: dcalaiaro@c-vlaw.com About Lawson Nursing Home Lawson Nursing Home, Inc., is a nursing home in Jefferson Hills, Pennsylvania. It is a small facility with 50 beds and has for-profit, corporate ownership. Lawson Nursing Home sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 18-23979) on Oct. 10, 2018. In the petition signed by Derek R. Glaser, president, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. The Debtor tapped Donald R. Calaiaro, Esq., at Calaiaro Valencik, as its legal counsel. LIVE OUT LOUD: Hires Alan R. Smith as Legal Counsel --------------------------------------------------- Live Out Loud, Inc. seeks authority from the United States Bankruptcy Court for the District of Nevada (Reno) to hire Law Offices of Alan R. Smith as its attorneys. Legal services to be rendered by the firm are: a. render legal advice with respect to the powers and duties of the Debtor who continue to operate its business and manage its properties as debtor-in-possession; b. negotiate, prepare and file a plan or plans of reorganization and disclosure statements in connection with such plans, and otherwise promote the financial rehabilitation of the Debtor; c. take all necessary action to protect and preserve the Debtor's bankruptcy estate, including the prosecution of actions filed in connection with the bankruptcy case on the Debtor's behalf, the defense of any actions commenced against the Debtor in conjunction with the bankruptcy case, negotiations concerning all litigation in which the Debtor is or will become involved in conjunction with the bankruptcy case, and the evaluation and objection to claims filed against the bankruptcy estate; d. prepare, on behalf of the Debtor, all necessary applications, motions, answers, orders, reports and papers in connection with the administration of the Debtor's bankruptcy estate, and appear on behalf of the Debtor at all Bankruptcy Court proceedings in connection with the Debtor’s bankruptcy case; e. render legal advice and perform general legal services in connection with the foregoing bankruptcy case; and f. perform all other necessary legal services in connection with this Chapter 11 case. Alan Smith, Esq., will be paid an hourly rate of $550 for his services. He will be assisted by paraprofessionals Peggy Turk and Debra Gross who will be paid $250 per hour and $150 per hour, respectively. In a court filing, Mr. Smith disclosed that he does not hold or represent any interest adverse to the Debtor's estate, and that he is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The counsel can be reached at: Alan R Smith, Esq. The Law Offices of Alan R. Smith 505 Ridge St Reno, NV 89501 Tel: (775) 786-4579 Fax: (775) 786-3066 Email: mail@asmithlaw.com About Live Out Loud Live Out Loud, Inc., is a Nevada corporation which is in the business of providing financial seminars, consulting services, and other forms of financial advice and is located at 195 Hwy 50, Zephyr Cove, Nevada. Live Out Loud, Inc. filed a chapter 11 petition (Bankr. D. Nev. Case No. 18-51074) on Sept. 26, 2018. The case is assigned to the Hon. Bruce T. Beesley. In the petition signed by Loral Langemeier, president, the Debtor disclosed an asset of $70,515 and $4,068,941 in total liabilities. Alan R. Smith, Esq., at the Law Offices of Alan R. Smith, serves as the Debtor's counsel. LOS POLLITOS: Authorized to Use Kleberg Bank Cash Collateral ------------------------------------------------------------ The Hon. David R. Jones of the U.S. Bankruptcy Court for the Southern District of Texas has authorized Los Pollitos, Inc. to use cash collateral. Judge Jones finds that Kleberg Bank has a duly perfected first lien on the Debtor's rents generated by its warehouse property located at 338 44th Street, Corpus Christi, Texas 78363 and that the Debtor has been using this Cash Collateral without the consent of Kleberg Bank or order of the Court. Accordingly, Judge Jones has conditioned Debtor's further use of Kleberg Bank's Cash Collateral upon providing Kleberg Bank with adequate protection as follows: (1) The Debtor will pay Kleberg Bank adequate protection payments in the amount of $1,850 on or before November 2, 2018 and continuing on the same day of the month thereafter until a plan of reorganization is confirmed in Debtor's case. (2) The Debtor will enter into a binding agreement with the Property Taxing Authorities to make installment payments for Property taxes for the year 2018 and will make Property tax escrow payments to Kleberg Bank for Property taxes for the years 2019 and thereafter. Commencing on or before February 2, 2019, the escrow payments will be $685.21 per month continuing on or before the same day of each month thereafter unless the Taxing Authorities assess Property taxes in excess of $8,222.49, or otherwise increase the anticipated amount of the taxes, in which case the Debtor will pay such additional amount as an escrow payment to Kleberg Bank on a prorated basis sufficient to pay the 2019 Property taxes in full no later than January 2020. Kleberg Bank is authorized to communicate directly with the Debtor regarding any increase in the required escrow payment. (3) The Debtor will provide Kleberg Bank with proof of windstorm insurance coverage on the Property no later than November 2, 2018 and will maintain such coverage continuously and provide proof of such coverage to Kleberg Bank annually upon its renewal date until its loan to Kleberg Bank is paid in full. (4) The Debtor will provide Kleberg Bank with a full itemized accounting for the Debtor's receipt and use of Kleberg Bank's Cash Collateral since the commencement of this case and a budget for such use going forward and will provide itemized reports to Kleberg Bank regarding the receipt and use of Cash Collateral on a monthly basis thereafter on the same date that its monthly operating reports are due until a plan of reorganization is confirmed in this case. The Debtor will not use Cash Collateral for any purpose not connected with the Property without Kleberg Bank’s consent. (5) The Debtor will provide Kleberg Bank with copies of all current leases on and a rent roll for the Property and any changes in leases or the rent roll. (6) The Debtor will file a plan of reorganization no later than November 20, 2018 that will include provision for liquidation of the Property and obtain confirmation of a plan acceptable to Kleberg Bank no later than February 22, 2019. A full-text copy of the Order is available at http://bankrupt.com/misc/txsb18-20131-33.pdf About Los Pollitos Los Pollitos, Inc., filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 18-20131) on April 2, 2018. In the petition signed by Randy Maldonado, president, the Debtor estimated $50,000 in assets and less than $10 million in liabilities. The case is assigned to Judge David R Jones. The Debtor is represented by William Arthur Whittle, Esq. at The Whittle Law Firm, PLLC. MGTF RADIO: May Continue Using Cash Collateral Until Nov. 19 ------------------------------------------------------------ The Hon. Charles E. Rendlen, III, of the U.S. Bankruptcy Court for the Eastern District of Missouri, upon consideration of the Fourth Consent Motion, has entered an order authorizing MGTF Radio Company, LLC and WPNT Inc. to continue to use cash collateral through and including November 19, 2018 upon the terms and conditions set forth in the Court's Final Order. The Debtors are also authorized to continue to honor their Adequate Protection Obligations to Agent and Lenders. A copy of the Order is available at http://bankrupt.com/misc/moeb18-41671-126.pdf About MGTF Radio Company MGTF Radio Company, LLC, which conducts business under the name Steel City Media, is a multimedia company offering print, radio, and digital advertising solutions. Its stations include Country KBEQ (Q104), Country KFKF, Top 40 KMXV (MIX 93.3), and AC KCKC (KC 102.1). The company was founded in 1984 and is based in Pittsburgh, Pennsylvania, with a location in Kansas City, Missouri. MGTF Radio Company sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mo. Case Nos. 18-41671 and 18-41672) on March 20, 2018. In the petitions signed by Michael J. Frischling, vice-president, MGTF Radio and WPNT estimated assets and liabilities of $50 million to $100 million. The Debtors hire Carmody MacDonald P.C. as their legal counsel; and Smithwick & Belendiuk, P.C., as special counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 cases. MGTF RADIO: Seeks Nov. 19 Cash Collateral Use Extension ------------------------------------------------------- MGTF Radio Company, LLC and WPNT, Inc., filed with the U.S. Bankruptcy Court for the Eastern District of Missouri their fourth consent motion for an order extending their authorization to use cash collateral through November 19, 2018 and to continue to honor their adequate protection obligations to their lenders. The Debtors require the use of Cash Collateral to continue their business operations and to pay their regular daily expenses, including employees' wages, utilities, and other costs of doing business. The Debtors require Cash Collateral to meet post-petition payroll, to pay necessary business expenses, and to continue their operations. The Debtors have previously obtained the Court's approval for the use of cash collateral on a bridge, interim, and final basis. The Cash Collateral Order provides for certain adequate protection obligations to Debtors' current agent, BSP Agency, LLC, and certain Lenders. The Adequate Protection Obligations include, among other items, post-petition interest payments, payment of the reasonable fees and expenses incurred by the Agent, including fees and expenses of one lead counsel, one local counsel, and one financial advisor for Agent, and certain reporting requirements. Debtors are current on all of said Adequate Protection Obligations. A full-text copy of the Fourth Consent Motion is available at http://bankrupt.com/misc/moeb18-41671-123.pdf About MGTF Radio Company MGTF Radio Company, LLC, which conducts business under the name Steel City Media, is a multimedia company offering print, radio, and digital advertising solutions. Its stations include Country KBEQ (Q104), Country KFKF, Top 40 KMXV (MIX 93.3), and AC KCKC (KC 102.1). The company was founded in 1984 and is based in Pittsburgh, Pennsylvania, with a location in Kansas City, Missouri. MGTF Radio Company sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mo. Case Nos. 18-41671 and 18-41672) on March 20, 2018. In the petitions signed by Michael J. Frischling, vice-president, MGTF Radio and WPNT estimated assets and liabilities of $50 million to $100 million. The Debtors hire Carmody MacDonald P.C. as their legal counsel; and Smithwick & Belendiuk, P.C., as special counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 cases. NEWMARK GROUP: S&P Assigns 'BB+' Rating on $550MM Sr. Unsec. Bonds ------------------------------------------------------------------ S&P Global Ratings said that it assigned a 'BB+' issue rating and '3' recovery rating to Newmark Group Inc.'s $550 million senior unsecured bonds due 2023. S&P said, "The '3' recovery rating indicates our expectation for meaningful recovery (50%-70%; rounded estimate 60%) in the event of payment default. The company will use the proceeds to repay existing corporate debt. We expect prospective leverage to be between 1.5x to 2.0x. Our issuer credit rating on Newmark Group Inc. remains unchanged at 'BB+' with a stable outlook." ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors S&P said, "We have completed a recovery analysis on Newmark's proposed $550 senior unsecured bond offering. Our simulated default scenario contemplates a default occurring in 2023, resulting from a reduction in capital market activities and lower commercial real estate services. "We believe that, in a default, creditors would seek to reorganize the company. Simulated default assumptions Capital market activity substantially declines, the mortgage servicing rights portfolio runs off, and leasing and other CRE services are reduced. Only the proposed bond offering is outstanding at the time of default." Simplified waterfall -- Simulated default year: 2023 -- Net enterprise value (after 5% of administrative costs): $341 million -- Collateral value available to senior unsecured creditors after priority claims: $341 million -- Senior unsecured bonds: $567 million --Recovery expectations: 60% Note: All debt amounts include six months of prepetition interest. RATINGS LIST Newmark Group Inc. Issuer Credit Rating BB+/Stable/-- New Rating Newmark Group Inc. Senior Unsecured $550 mil bonds due 2023 BB+ Recovery Rating 3 NINE WEST: Nov. 13 Proposed Disclosure Statement Hearing -------------------------------------------------------- Andrew R. McGaan, Esq., informed the Bankruptcy Court and parties in interest that, after extensive discussion, Nine West Holdings, Inc., et al., and the Official Committee of Unsecured Creditors have reached agreement on a proposed trial schedule and discovery order. Mr. McGaan said the Debtors and the Committee have discussed the schedule with other parties, but the parties have not signed off on the proposed schedule, and the Debtors and the Committee understand that some parties may object to certain dates and deadlines in the proposed schedule. All other parties' rights with respect to the schedule are reserved. * November 12, 2018 Initial Witness Disclosure Deadline. The deadline by which the Parties must disclose an initial list of fact witnesses they intend to offer at the Confirmation Hearing. Parties are obligated in good faith to promptly add (or remove) witnesses from this list that they intend (or no longer intend) to call on an ongoing basis. * November 13, 2018 Disclosure Statement Hearing. * November 15, 2018 to December 12, 2018. Fact Witness Depositions. Parties to conduct fact witness depositions, provided that any fact witness deposition that the noticing party believes is necessary for the preparation of expert reports must be taken by December 5, 2018. * January 9, 2019 to January 23/24, 2019. Confirmation Hearing Dates. The Debtors filed an amended disclosure statement dated October 17, 2018, explaining their first amended Chapter 11 plan. The Amended Plan constitutes a separate Chapter 11 plan for each of the Debtors. The rules of interpretation set forth in Article I.B of the Amended Plan shall govern the interpretation of the Amended Disclosure Statement. The Debtors also filed a redline of the Amended Disclosure Statement reflecting cumulative changes from the Original Disclosure Statement. The proposed Amended Plan achieves a balance sheet restructuring that maximizes the value of the Debtors' businesses and potential litigation assets stemming from their 2014 going-private transaction and related carve-out transactions. The proposed Amended Plan is the culmination of more than a year of negotiations and related diligence and investigations into the Debtors' assets by, among others, the Debtors' independent directors and their advisors, the Secured Term Loan Lenders, the Unsecured Term Loan Lenders, and certain holders of the Debtors' unsecured notes. Importantly, the proposed Amended Plan contemplates a global settlement of claims and causes of action among the Debtors, the Debtors' secured lenders, the Debtors' unsecured term lenders, and the Debtors' private equity owners. Through these settlements, the Amended Plan provides significant recoveries to the Debtors' unsecured noteholders and other unsecured creditors at NWHI, who likely otherwise would receive minimal, if any, recovery. In addition, the proposed Amended Plan maximizes the value of the Debtors' business assets to ensure significant recoveries for all creditor stakeholders at each of the Debtors. The Amended Plan provides this value by settling estate claims and causes of action against Sycamore Partners Management, L.P. and certain affiliates of KKR Credit Advisors (US) LLC, the Debtors' indirect equity owners, on account of the 2014 Transaction and Carve-Out Transactions, and any other potential claims arising on or before the Effective Date of the Plan. This settlement requires the Debtors' indirect equity owners to make a cash contribution to the Debtors on the Effective Date of $105,000,000, direct the Debtors' indirect parent company, Nine West Topco LLC, to unwind a worthless stock deduction taken on its 2017 U.S. Partnership tax return (to the extent not already unwound), and also requires Sycamore to cause its portfolio company, Belk, Inc., to enter into a 3-year commitment agreement with the Reorganized Debtors, strengthening the Debtors' business value and ability to raise third-party financing to fund distributions to the Secured Term Loan Lenders, DIP Lenders (each as defined herein), and administrative and statutory priority creditors. Rather than exposing the Debtors' business assets to potentially value-destructive litigation against Sycamore -- the owner of one of the Debtors' most significant customers, Belk, Inc. -- the Plan provides for substantial near-term cash contributions from Sycamore and KKR to be provided directly to the Debtors' creditors, and provides protection for the equity value in the Debtors' business assets. Through the Equity Holders Settlement, the Debtors have stabilized their business value while at the same time bringing in a significant cash payment to provide their creditors with near-term recoveries without the risk of lengthy and speculative litigation that could ultimately result is lesser recoveries. The Amended Plan delivers additional value to NWHI's creditors through the resolution of intercreditor and intercompany disputes that would otherwise give rise to burdensome, lengthy, and value-destructive litigation. Such litigation, as more fully described herein, which primarily would be among the Debtors' structurally senior unsecured term loan lenders and NWHI's unsecured noteholders, could delay the Debtors' path to emergence or, at the very least, delay the timing of distributions to the Debtors' creditors. Indeed, taken to its extreme, the costs of this litigation could result in the liquidation of the Debtors' business assets. The Debtors therefore engaged in extensive, hard-fought negotiations with their creditor groups, obtaining significant concessions from the Unsecured Term Loan Lenders on account of potential claims and rights that their subsidiary guarantors may have against NWHI as a result of transactions that have transpired both before and during these Chapter 11 cases, which would leave little, if any, value for creditors of NWHI. As a result of the Equity Holders Settlement and the intercreditor and intercompany settlements, the Amended Plan provides the following recoveries: * Unsecured Term Loan Lenders will receive their pro rata share of: -- 92.5% of the Reorganized Debtors' equity, subject to dilution for equity reserved for a management equity incentive plan and subject to adjustment downward if the Debtors raise cash in excess of the Debtors' minimum cash requirements to fund the cash recoveries and other sources and uses under the Amended Plan; -- One-third of the proceeds of the Equity Holders Settlement; and -- the aggregate cash proceeds resulting from the "New Secured Facility Upsize Amount" (i.e., the cash the Company is able to raise above the necessary Plan sources and uses), if any. * 2034 Noteholders and 2019 Noteholders, and holders of unsecured claims against NWHI (other than the Unsecured Term Loan Lenders) will receive their pro rata share of: -- 7.5% of the Reorganized Debtors' equity, subject to dilution for equity reserved for a management equity incentive plan, less any equity to be distributed to the non-NWHI general unsecured creditors, and subject to adjustment upward if the Debtors raise cash in excess of the Debtors' minimum cash requirements to fund the cash recoveries and other sources and uses under the Amended Plan; -- warrants for 20% of the Reorganized Debtors' equity, subject to dilution for the management incentive plan, exercisable at a total enterprise value of $650 million for the Reorganized Debtors, subject to the terms and conditions set forth in the Amended Plan and the warrant agreement; and -- two-thirds of the cash proceeds of the Equity Holders Settlement. * Holders of unsecured claims against the Debtors' operating subsidiaries will receive their pro rata share of [ ]% of the Reorganized Debtors' equity (depending on the applicable Debtor subsidiary), which amount is in compliance with Section 1129 of the Bankruptcy Code. * The Secured Term Loan Lenders will receive payment in full in cash with the waiver of default interest, and the Debtors' DIP Lenders will receive payment in full in cash. The Amended Plan is subject to the Debtors' fiduciary duties to maximize the value of their estates. The Debtors will therefore continue to review all options for their primary business and litigation assets, and remain willing and able to talk to all parties regarding alternative viable and feasible Chapter 11 plans. Indeed, the Debtors have a strong fiduciary out in their agreement supporting this proposed Amended Plan to allow the Debtors to consider all options. The Amended Plan is supported by more than 85 percent of the Secured Term Loan Lenders and more than 80 percent of the Unsecured Term Loan Lenders. The proposed Amended Plan maximizes creditor recoveries, meaningfully reduces the Debtors' aggregate funded debt (by more than $900 million over their funded debt obligations as of the commencement of these Chapter 11 cases), and best positions the Debtors for future success. The Debtors encourage you to vote to accept the Amended Plan. The Amended Plan shall apply as a separate Plan for each of the Debtors, and the classification of Claims and Interests set forth herein shall apply separately to each of the Debtors. All of the potential Classes for the Debtors are set forth herein. Certain of the Debtors may not have holders of Claims or Interests in a particular Class or Classes and such Claims shall be treated as set forth in Article III-F of the Amended Plan. For all purposes under the Amended Plan, each Class will contain sub Classes for each of the Debtors, except that (1) Class 5B, Class 5C, and Class 5D shall be vacant at each Debtor other than NWHI, (2) Class 5E shall be vacant at each Debtor other than Nine West Development LLC, (3) Class 5F shall be vacant at each Debtor other than Nine West Management Service LLC, (4) Class 5G shall be vacant at each Debtor other than Nine West Distribution LLC, (5) Class 5H shall be vacant at each Debtor other than Nine West Jeanswear Holding LLC, (6) Class 5I shall be vacant at each Debtor other than One Jeanswear Group Inc., (7) Class 5J shall be vacant at each Debtor other than Kasper Group LLC, (8) Class 5K shall be vacant at each Debtor other than Jasper Parent LLC, Kasper U.S. Blocker LLC, Nine West Apparel Holdings LLC, and US KIC Top Hat LLC, and (9) Class 7 shall be vacant at each Debtor other than Holdings. Holders of Claims in Class 4, Class 5A, Class 5B, Class 5C, Class 5D, Class 5E, Class 5F, Class 5G, Class 5H, Class 5I, Class 5J, and Class 5K are impaired under the Amended Plan, and, therefore, are entitled to vote. Class 4 consists of all Secured Term Loan Claims. On the Effective Date, the Secured Term Loan Claims shall be Allowed in an aggregate amount equal to $432,798,741, plus interest at the non-default rate, fees, costs, charges, and other Secured Term Loan Claims arising under the Secured Term Loan Documents (with any interest accruing at the non-default rate) accruing after the Petition Date up to and including the Effective Date, which Allowed amount does not reflect (i) the Secured Term Loan 363 Sale Payment and (ii) the Secured Term Loan DIP Order Payments. On the Effective Date, except to the extent that a holder of an Allowed Secured Term Loan Claim agrees to less favorable treatment, in full and final satisfaction, settlement, release, and discharge of and in exchange for each Allowed Secured Term Loan Claim, each holder of an Allowed Secured Term Loan Claim shall receive payment in full in Cash of the unpaid portion of its Allowed Secured Term Loan Claim. Class 5A consists of all Unsecured Term Loan Claims. On the Effective Date, the Unsecured Term Loan Claims shall be Allowed in an aggregate amount equal to $305,099,461. Except to the extent that a holder of an Allowed Unsecured Term Loan Claim agrees to less favorable treatment, in full and final satisfaction, settlement, release, and discharge of and in exchange for each Allowed Unsecured Term Loan Claim, each such holder of an Allowed Unsecured Term Loan Claim shall receive its Pro Rata share of: (i) 92.5% of the New Common Stock, (x) subject to decrease for the Financing Distribution Decrease, (y) subject to dilution by the Management Incentive Plan, and the New Warrants; (ii) 33.33% of the Cash from the Equity Holders Settlement Proceeds; and (iii) the UTL Financing Cash Pool, if applicable. Class 5B consists of all 2034 Notes Claims. On the Effective Date, the 2034 Notes Claims shall be Allowed in an aggregate amount equal to $255,997,396. Except to the extent that a holder of an Allowed 2034 Notes Claim agrees to less favorable treatment, in full and final satisfaction, settlement, release, and discharge of and in exchange for each Allowed 2034 Notes Claim, each such holder of an Allowed 2034 Notes Claim shall receive its Pro Rata share (based on the aggregate amount of (A) Allowed Claims in Classes 5B and 5C, and (B) the estimated Allowed Claims in Class 5D) of: (i) 7.5% of the New Common Stock less the amount of New Common Stock necessary to fund the GUC Equity Pool, (A) subject to increase for the Financing Distribution Increase, and (B) subject to dilution by the Management Incentive Plan and the New Warrants; (ii) 66.67% of the Cash from the Equity Holders Settlement Proceeds, which amount is subject to Pro Rata reduction on account of the NWHI Administrative Expense Allocation; and (iii) the New Warrants. Class 5C consists of all 2019 Notes Claims. On the Effective Date, the 2019 Notes Claims shall be Allowed in an aggregate amount equal to $475,913,386. Except to the extent that a holder of an Allowed 2019 Notes Claim agrees to less favorable treatment, in full and final satisfaction, settlement, release, and discharge of and in exchange for each Allowed 2019 Notes Claim, each such holder of an Allowed 2019 Notes Claim shall receive its Pro Rata share (based on the aggregate amount of (A) Allowed Claims in Classes 5B and 5C, and (B) the estimated Allowed Claims in Class 5D) of: (i) 7.5% of the New Common Stock less the amount of New Common Stock necessary to fund the GUC Equity Pool, (A) subject to increase for the Financing Distribution Increase, and (B) subject to dilution by the Management Incentive Plan and the New Warrants; (ii) 66.67% of the Cash from the Equity Holders Settlement Proceeds, which amount is subject to Pro Rata reduction on account of the NWHI Administrative Expense Allocation; and (iii) the New Warrants. Class 5D consists of all General Unsecured Claims against NWHI. Except to the extent that a holder of an Allowed General Unsecured Claim in Class 5D agrees to less favorable treatment, in full and final satisfaction, settlement, release, and discharge of and in exchange for each Allowed General Unsecured Claim in Class 5D, each such holder of an Allowed General Unsecured Claim in Class 5D shall receive its Pro Rata share (based on the aggregate amount of (A) Allowed Claims in Classes 5B and 5C, and (B) the estimated Allowed Claims in Class 5D) of: (i) 7.5% of the New Common Stock less the amount of New Common Stock necessary to fund the GUC Equity Pool, (A) subject to increase for the Financing Distribution Increase, and (B) subject to dilution by the Management Incentive Plan and the New Warrants; (ii) 66.67% of the Cash from the Equity Holders Settlement Proceeds, which amount is subject to Pro Rata reduction on account of the NWHI Administrative Expense Allocation; and (iii) the New Warrants. Class 5E consists of all General Unsecured Claims against Nine West Development LLC. Except to the extent that a holder of an Allowed General Unsecured Claim in Class 5E agrees to less favorable treatment, in full and final satisfaction, settlement, release, and discharge of and in exchange for each Allowed General Unsecured Claim in Class 5E, each such holder of an Allowed General Unsecured Claim in Class 5E shall receive its Pro Rata share of []% of the New Common Stock from the GUC Equity Pool, subject to dilution by the Management Incentive Plan and the New Warrants. Class 5F consists of all General Unsecured Claims against Nine West Management Service LLC. Except to the extent that a holder of an Allowed General Unsecured Claim in Class 5F agrees to less favorable treatment, in full and final satisfaction, settlement, release, and discharge of and in exchange for each Allowed General Unsecured Claim in Class 5F, each such holder of an Allowed General Unsecured Claim in Class 5F shall receive its Pro Rata share of []% of the New Common Stock from the GUC Equity Pool, subject to dilution by the Management Incentive Plan and the New Warrants. Class 5G consists of all General Unsecured Claims against Nine West Distribution LLC. Except to the extent that a holder of an Allowed General Unsecured Claim in Class 5G agrees to less favorable treatment, in full and final satisfaction, settlement, release, and discharge of and in exchange for each Allowed General Unsecured Claim in Class 5G, each such holder of an Allowed General Unsecured Claim in Class 5G shall receive its Pro Rata share of []% of the New Common Stock from the GUC Equity Pool, subject to dilution by the Management Incentive Plan and the New Warrants. Class 5H consists of all General Unsecured Claims against Nine West Jeanswear Holding LLC. Except to the extent that a holder of an Allowed General Unsecured Claim in Class 5H agrees to less favorable treatment, in full and final satisfaction, settlement, release, and discharge of and in exchange for each Allowed General Unsecured Claim in Class 5H, each such holder of an Allowed General Unsecured Claim in Class 5H shall receive its Pro Rata share of []% of the New Common Stock from the GUC Equity Pool, subject to dilution by the Management Incentive Plan and the New Warrants. Class 5I consists of all General Unsecured Claims against One Jeanswear Group Inc. Except to the extent that a holder of an Allowed General Unsecured Claim in Class 5I agrees to less favorable treatment, in full and final satisfaction, settlement, release, and discharge of and in exchange for each Allowed General Unsecured Claim in Class 5I, each such holder of an Allowed General Unsecured Claim in Class 5I shall receive its Pro Rata share of []% of the New Common Stock from the GUC Equity Pool, subject to dilution by the Management Incentive Plan and the New Warrants. Class 5J consists of all General Unsecured Claims against Kasper Group LLC. Except to the extent that a holder of an Allowed General Unsecured Claim in Class 5J agrees to less favorable treatment, in full and final satisfaction, settlement, release, and discharge of and in exchange for each Allowed General Unsecured Claim in Class 5J each such holder of an Allowed General Unsecured Claim in Class 5J shall receive its Pro Rata share of []% of the New Common Stock from the GUC Equity Pool, subject to dilution by the Management Incentive Plan and the New Warrants. Class 5K consists of all General Unsecured Claims against Jasper Parent LLC, Kasper U.S. Blocker LLC, Nine West Apparel Holdings LLC, and US KIC Top Hat LLC, if any. Allowed General Unsecured Claims in Class 5K, if any, shall be discharged, cancelled, released, and extinguished as of the Effective Date, and will be of no further force or effect, and holders of General Unsecured Claims in Class 5K will not receive any distribution on account of such Allowed General Unsecured Claims. The Reorganized Debtors will fund distributions and other sources and uses contemplated by the Amended Plan with (1) Cash on hand, (2) the issuance and distribution of New Common Stock and New Warrants, (3) proceeds from the New Debt, and (4) the Equity Holders Settlement Proceeds. A full-text copy of the Proposed Confirmation Scheduling Order from PacerMonitor.com is available at https://tinyurl.com/yd479hzn at no charge. A full-text copy of the Amended Disclosure Statement is available at: http://bankrupt.com/misc/nysb18-10947-750.pdf About Nine West Nine West Holdings Inc. is a footwear, accessories, women's apparel, and jeanswear company with a portfolio of brands that includes Nine West, Anne Klein, and Gloria Vanderbilt. The company is a wholesale partner to major U.S. retailers and has international licensing arrangements covering more than 1,200 points of sale around the world. In April 2014, Sycamore Partners Management, L.P., acquired The Jones Group Inc. for $2.2 billion via leveraged buyout. As part of the transaction, The Jones Group merged with several affiliates, and the newly merged company was renamed as Nine West Holdings. On April 6, 2018, Nine West Holdings, Inc., and 10 affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 18-10947) to right size their balance sheet, sell the Nine West Group's assets, and execute on their turnaround strategy to concentrate exclusively on their One Jeanswear Group, Kasper Group, The Jewelry Group, and Anne Klein businesses. In addition to the chapter 11 cases, Jones Canada, Inc., and Nine West Canada LP commenced foreign insolvency proceeding under the Bankruptcy and Insolvency Act in Canada. The Hon. Shelley C. Chapman is the U.S. case judge. The Debtors tapped Kirkland & Ellis LLP as counsel; Lazard Freres & Co. As investment banker; Alvarez & Marsal North America LLC as interim management and financial advisory services provider; Consensus Advisory Services LLC and Consensus Securities LLC as investment banker in connection with the sale of intellectual property associated with the Nine West and Bandolino brands; Deloitte Tax LLP as tax services provider; and BDO USA, LLP, as auditor and accountant. Munger, Tolles & Olson LLP is serving as the company's independent counsel, rendering services at the direction of independent directors Alan Miller and Harvey Tepner. Berkeley Research Group is serving as independent financial advisor, rendering professional services at the direction of the Independent Directors. Prime Clerk LLC is the claims and noticing agent. The Ad Hoc Group of Secured Term Loan Lenders tapped Davis Polk & Wardwell LLP as counsel; and Ducera Partners LLC as financial advisor. The Ad Hoc Crossover Group of Secured and Unsecured Term Loan Lenders tapped King & Spalding LLP as counsel and Guggenheim Securities, LLC, as financial advisor. Brigade Capital Management, LP, a party to the RSA tapped Kramer Levin Naftalis & Frankel LLP as counsel. The Official Committee of Unsecured Creditors tapped Akin Gump Strauss Hauer & Feld LLP as counsel; Houlihan Lokey Capital, Inc., as investment banker; and Protiviti Inc. as financial advisor and forensic accountant. Sycamore Partners Management, L.P., owner of 90.2% of the equity interests in the debtors, tapped Proskauer Rose LLP as counsel. Authentic Brands, which bought Nine West's IP assets, tapped DLA Piper Global Law Firm as counsel. * * * The Debtors filed a Chapter 11 plan that's based on a restructuring support agreement signed with certain members of the Secured Lender Group, certain members of the Crossover Group, and Brigade, who collectively hold over 78 percent of the company's secured term loan and over 89 percent of the unsecured term loan. In an auction on June 8, 2018 for the company's Nine West, Bandolino and associated brands, brand developer and marketing company Authentic Brands Group outbid shoe retailer DSW Inc. The winning bid of Authentic Brands' ABG-Nine West LLC was $340 million in cash and other consideration, which is $140 million more than ABG's stalking horse bid. The official committee of unsecured creditors has filed a motion seeking to conduct an examination of and seek discovery from the Debtors and third parties pursuant to Rule 2004 of the Federal Rules of Bankruptcy Procedure. The Committee says its initial investigation indicates there are a number of potential estate claims arising from the 2014 LBO. NSC Wholesale: Hires Getzler Henrich, Appoints Mark Samson as CRO ----------------------------------------------------------------- NSC Wholesale Holdings and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware (Delaware) to employ Getzler Henrich & Associates LLC to provide interim management services and appoint Mark G. Samson, the firm's managing director, as chief restructuring officer. NSC Wholesale requires Getzler Henrich to: (a) assist with the preparation of financial projections and analysis of alternative operating scenarios; (b) assess, monitor and manage operations and recommend and implement the restructuring of operations as appropriate; (c) oversee a 363 sale process or any alternative orderly liquidation of select assets, if applicable and the development of a Plan of Reorganization; (d) assist with the analysis and reconciliation of claims against the Debtors and other bankruptcy avoidance actions; (e) assist with the preparation of Court motions as requested by counsel; (f) assist with compliance with the reporting requirements of the Bankruptcy Code, Bankruptcy Rules and local rules, including reports, monthly operating statements and schedules; (g) consult with all other retained parties, secured lender, if any, creditors' committee, and other parties-in-interest; (h) participate in Court hearings and, if necessary, provide testimony in connection with any hearings before the Court; and (i) perform other tasks as appropriate as may reasonably be requested by the Debtor's management or Company counsel. Getzler Henrich will be paid at these hourly rates: Principals/Managing Directors $515 to $635 Directors/Specialists $385 to $585 Associate Professionals $160 to $385 Getzler Henrich will also be reimbursed for reasonable out-of-pocket expenses incurred. Mark G. Samson, co-chairman of Getzler Henrich & Associates LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Getzler Henrich can be reached at: Mark G. Samson GETZLER HENRICH & ASSOCIATES LLC 295 Madison Avenue, 20th Floor New York, NY 10017 Tel: 212-697-2400 Fax: 212-697-4812 Email: msamson@getzlerhenrich.com About NSC Wholesale Holdings NSC Wholesale Holdings and its subsidiaries own and operate a chain of 11 general merchandise close-out stores located in four states: Massachusetts, New Jersey, New York and Pennsylvania. Each Debtor filed a voluntary petition for relief under chapter 11 of the Bankruptcy Code on October 24, 2018: NSC Wholesale Holdings LLC (Lead Case)(Bankr. D. Del. Case No. 18-12394); National Wholesale Liquidators of Lodi, Inc. (Bankr. D. Del. Case No. 18-12395); NSC Realty Holdings LLC (Bankr. D. Del. Case No. 18-12396); NSC of West Hempstead, LLC (Bankr. D. Del. Case No. 18-12397); Top Key LLC (Bankr. D. Del. Case No. 18-12398); BP Liquor LLC (Bankr. D. Del. Case No. 18-12399); and Teara LLC (Bankr. D. Del. Case No. 18-12400). In the petition signed by Scott Rosen, CEO, NSC Wholesale Holdings estimates $10 million to $50 million in both assets and liabilities. Mark Minuti, Esq., Monique B. DiSabatino, Esq., and Aaron S. Applebaum, Esq. at SAUL EWING ARNSTEIN & LEHR LLP, are the Debtors' counsel. GETZLER HENRICH & ASSOCIATES LLC and SSG ADVISORS, LLC are the Debtors' financial advisor and investment banker. OMNI MANAGEMENT GROUP, INC. is the Debtors' claims & noticing agent. NSC WHOLESALE: Hires Saul Ewing Arnstein as Counsel --------------------------------------------------- NSC Wholesale Holdings and its debtor-affiliates seek authority from the United States Bankruptcy Court for the District of Delaware (Delaware) to employ Saul Ewing Arnstein & Lehr LLP as counsel to the Debtors. The professional services that SEA&L will render are: a. providing legal advice with respect to the Debtors’ powers and duties as debtors-in-possession in the continued operation of their businesses and management of their properties; b. preparing and pursuing confirmation of a plan and approval of a disclosure statement; c. preparing, on behalf of the Debtors, necessary applications, motions, answers, orders, reports, and other legal papers; d. appearing in Court and protecting the interests of the Debtors before the Court; e. providing assistance, advice and representation concerning any investigation of the assets, liabilities and financial condition of the Debtors that may be required under local, state or federal law or orders of this or any other court of competent jurisdiction; f. providing counseling and representation with respect to assumption or rejection of executory contracts and leases, sales of assets and other bankruptcy-related matters arising from the Chapter 11 Cases; and g. performing all other services assigned by the Debtors to SEA&L as counsel to the Debtors, and to the extent the Firm determines that such services fall outside of the scope of services historically or generally performed by SEA&L as counsel in a bankruptcy proceeding, SEA&L will file a supplemental declaration pursuant to Bankruptcy Rule 2014. SEA&L's current standard hourly rates are: Partners $360 - $975 Special Counsel $350 - $725 Associates $225 - $440 Paraprofessionals $90 - $350 Mark Minuti, Partner $725 Jeffrey C. Hampton, Partner $640 Lucian B. Murley, Partner $495 Monique B. DiSabatino, Associate $415 Aaron Applebaum, Associate $385 Melissa A. Martinez, Associate $275 Mark Minuti attests that SEA&L does not hold or represent any interest adverse to the Debtors' estates, and is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code. The firm can be reached through: Mark Minuti, Esq. Monique B. DiSabatino, Esq. Aaron S. Applebaum, Esq. SAUL EWING ARNSTEIN & LEHR LLP 1201 N. Market Street, Suite 2300 P.O. Box 1266 Wilmington, DE 19899 Tel: (302) 421-6840 Fax: (302) 421-5873 Email: mark.minuti@saul.com monique.disabatino@saul.com aaron.applebaum@saul.com - and - Jeffrey C. Hampton, Esq. Melissa A. Martinez, Esq. SAUL EWING ARNSTEIN & LEHR LLP Centre Square West 1500 Market Street, 38th Floor Philadelphia, PA 19102 Tel: (215) 972-7700 Fax: (215) 972-7725 Email: jeffrey.hampton@saul.com melissa.martinez@saul.com About NSC Wholesale Holdings NSC Wholesale Holdings and its subsidiaries own and operate a chain of 11 general merchandise close-out stores located in four states: Massachusetts, New Jersey, New York and Pennsylvania. NSC Wholesale Holdings LLC and its subsidiaries filed voluntary petitions for relief under chapter 11 of the Bankruptcy Code on Oct. 24, 2018 (Bankr. D. Del. Lead Case No. 18-12394). In the petition signed by Scott Rosen, CEO, NSC Wholesale Holdings estimated $10 million to $50 million in assets and liabilities. SAUL EWING ARNSTEIN & LEHR LLP, led by Mark Minuti, Esq., Monique B. DiSabatino, Esq., and Aaron S. Applebaum, Esq. serves as the Debtors' counsel. GETZLER HENRICH & ASSOCIATES LLC and SSG ADVISORS, LLC are the Debtors' financial advisor and investment banker. OMNI MANAGEMENT GROUP, INC., is the Debtors' claims & noticing agent. NSC WHOLESALE: Hires SSG Advisors as Investment Banker ------------------------------------------------------ NSC Wholesale Holdings and its debtor-affiliates seek authority from the United States Bankruptcy Court for the District of Delaware (Delaware) to employ SSG Advisors, LLC as investment banker to the Debtors. Investment banking services SSG will provide are: a. prepare an information memorandum describing NSC, its historical performance and prospects, including existing contracts, marketing and sales, labor force, management, financial projections involving starting up the business; b. assist the Company in compiling a data room of any necessary and appropriate documents related to the Sale; c. assist the Company in developing a list of suitable potential buyers who will be contacted on a discreet and confidential basis after approval by the Company and update and review such list with the Company on an ongoing basis; d. coordinate the execution of confidentiality agreements for potential buyers wishing to review the information memorandum; e. assist the Company in coordinating site visits for interested buyers and work with the management team to develop appropriate presentations for such visits; f. solicit competitive offers from potential buyers; g. advise and assist the Company in structuring the sale and negotiating the transaction agreements; h. otherwise assist the Company and its other professionals, as necessary, through closing on a best efforts basis. SSG Advisors will be paid as follows: a. An initial fee (the Initial Fee) equal to $50,000, due upon signing of the SSG Engagement Letter, which has been paid. b. Monthly fees (the Monthly Fees) of $25,000 per month payable on the fifteenth (15th) of each month beginning October 15, 2018, of which the October Monthly Fee has been paid. c. Upon the consummation of a Sale Transaction to any party, SSG shall be entitled to a fee (the “Sale Fee”), payable in cash, in federal funds via wire transfer or certified check, at and as a condition of closing of such Sale, equal to the amounts set forth below: 1. 8% of Total Consideration for the sale of 1 store; 2. 7% of Total Consideration for the sale of 2 stores; 3. 6% of Total Consideration for the sale of 3 stores; and 4. The greater of $350,000 or 4.0% of Total Consideration for the sale of 4 stores or more. Notwithstanding the foregoing, in the event that the Debtors determine to terminate the Sale process and move to a liquidation of their assets (a Liquidation), then SSG's Sale Fee shall be $150,000. d. Upon the closing of a Financing Transaction with any party, other than as set forth below, SSG shall be entitled to a fee (Financing Fee) payable in cash, in federal funds via wire transfer or certified check, at and as a condition of closing of such Financing equal to $300,000. There will be no financing fee for the existing lenders rolling over to a DIP or cash collateral. e. Upon the closing of a Restructuring Transaction, SSG shall be entitled to a fee (Restructuring Fee) payable in cash, in federal funds via wire transfer or certified check, at and as a condition of closing of such Restructuring equal to $200,000. For clarity, a Sale Fee and a Financing may apply and/or a Restructuring Fee and a Financing Fee may apply, however a Sale Fee in addition to a Restructuring Fee may not be earned. In the event that SSG earns both a Financing Fee and a Restructuring Fee, 50% of the Initial Fee and Monthly Fees will be credited. f. In addition to the foregoing Initial Fee, Monthly Fees and Transaction Fees noted above whether or not a Transaction is consummated, SSG will be entitled to reimbursement for all of SSG's reasonable out-of-pocket expenses. Anything over $2,500 is subject to pre-approval by the Company. J. Scott Victor, managing director of SSG Advisors, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. SSG Advisors can be reached at: J. Scott Victor SSG ADVISORS, LLC 300 Barr Harbor Drive, Suite 420 West Conshohocken, PA 19428 Tel: (610) 940-1094 About NSC Wholesale Holdings NSC Wholesale Holdings and its subsidiaries own and operate a chain of 11 general merchandise close-out stores located in four states: Massachusetts, New Jersey, New York and Pennsylvania. Each Debtor filed a voluntary petition for relief under chapter 11 of the Bankruptcy Code on October 24, 2018: NSC Wholesale Holdings LLC (Lead Case)(Bankr. D. Del. Case No. 18-12394); National Wholesale Liquidators of Lodi, Inc. (Bankr. D. Del. Case No. 18-12395); NSC Realty Holdings LLC (Bankr. D. Del. Case No. 18-12396); NSC of West Hempstead, LLC (Bankr. D. Del. Case No. 18-12397); Top Key LLC (Bankr. D. Del. Case No. 18-12398); BP Liquor LLC (Bankr. D. Del. Case No. 18-12399); and Teara LLC (Bankr. D. Del. Case No. 18-12400). In the petition signed by Scott Rosen, CEO, NSC Wholesale Holdings estimates $10 million to $50 million in both assets and liabilities. Mark Minuti, Esq., Monique B. DiSabatino, Esq., and Aaron S. Applebaum, Esq. at SAUL EWING ARNSTEIN & LEHR LLP, are the Debtors' counsel. GETZLER HENRICH & ASSOCIATES LLC and SSG ADVISORS, LLC are the Debtors' financial advisor and investment banker. OMNI MANAGEMENT GROUP, INC. is the Debtors' claims & noticing agent. NSC WHOLESALE: Taps Omni Management Group as Administrative Agent ----------------------------------------------------------------- NSC Wholesale Holdings and its debtor-affiliates seek authority from the United States Bankruptcy Court for the District of Delaware (Delaware) to employ Omni Management Group as administrative agent in the Debtors' chapter 11 cases. NSC Wholesale requires Omni Management to: (a) assist with, among other things, solicitation, balloting, and tabulation of votes, and prepare any related reports, as required in support of confirmation of a chapter 11 plan, and in connection with such services, process requests for documents from parties in interest, including, if applicable, brokerage firms, bank back-offices, and institutional holders; (b) prepare an official ballot certification and, if necessary, testify in support of the ballot tabulation results; (c) assist with preparation of the Debtors' schedules of assets and liabilities and statements of financial affairs and gather data in conjunction therewith; (d) provide a confidential data room, if requested; (e) manage and coordinate any distributions pursuant to a chapter 11 plan; (f) provide any and all necessary administrative tasks not otherwise specifically set forth above, and not covered by the Section 156(c) Application, as the Debtors or their professionals may require in connection with these Chapter 11 Cases. Omni Management will be paid at these hourly rates: President/Executive Waived Equity Services $175 Technology/Programming $85 to $135 Senior Consultants $140 to $155 Consultants $50 to $125 Analysts $25 to $40 Paul H. Deutch, senior vice president of Omni Management Group, Inc., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Omni Management can be reached at: Paul H. Deutch OMNI MANAGEMENT GROUP, INC. 1120 Avenue of the Americas, 4th Floor New York, NY 10036 Tel: (818) 906-8300 About NSC Wholesale Holdings NSC Wholesale Holdings and its subsidiaries own and operate a chain of 11 general merchandise close-out stores located in four states: Massachusetts, New Jersey, New York and Pennsylvania. Each Debtor filed a voluntary petition for relief under chapter 11 of the Bankruptcy Code on Oct. 24, 2018: NSC Wholesale Holdings LLC (Lead Case)(Bankr. D. Del. Case No. 18-12394); National Wholesale Liquidators of Lodi, Inc. (Bankr. D. Del. Case No. 18-12395); NSC Realty Holdings LLC (Bankr. D. Del. Case No. 18-12396); NSC of West Hempstead, LLC (Bankr. D. Del. Case No. 18-12397); Top Key LLC (Bankr. D. Del. Case No. 18-12398); BP Liquor LLC (Bankr. D. Del. Case No. 18-12399); and Teara LLC (Bankr. D. Del. Case No. 18-12400). In the petition signed by Scott Rosen, CEO, NSC Wholesale Holdings estimates $10 million to $50 million in both assets and liabilities. Mark Minuti, Esq., Monique B. DiSabatino, Esq., and Aaron S. Applebaum, Esq. at SAUL EWING ARNSTEIN & LEHR LLP, are the Debtors' counsel. GETZLER HENRICH & ASSOCIATES LLC and SSG ADVISORS, LLC are the Debtors' financial advisor and investment banker. OMNI MANAGEMENT GROUP, INC. is the Debtors' claims & noticing agent. NUTRITION CARE: Unsecured Convenience Class to Get 0.63% -------------------------------------------------------- Nutrition Care, Inc., filed with the U.S. Bankruptcy Court for the District of Puerto Rico an amended disclosure statement explaining its amended Chapter 11 plan dated October 11, 2018. The Amended Disclosure Statement provides that Class 1 consists of Contingent, Disputed and Unliquidated claim of PR Treasury. This class shall consist of an unsecured claim resulting from an administrative proceeding against the Debtor, Case No. 2014-IVU-3012, for alleged fines related to the sales tax systems, inapplicable to the Debtor. The Debtor has challenged the Treasury's administrative proceedings, which have yet to be concluded. The impaired Class 1 will receive a $240 lump sum payment to be made on the Effective Date of the Amended Plan. The lump sum represents 0.56% of the claimed amount. Class 2 consists of unsecured convenience class of creditors pursuant to 11 U.S.C. Section 1122 for claims that are equal to or under $3,000. This impaired class will receive a lump sum of $25 distributed on pro rata basis of the allowed claims and to be made on the effective date of the Amended Plan. The lump sum represents 0.56% of the allowed amount in this class. Class 3 consists of unsecured convenience class of creditors pursuant to 11 U.S.C. Section 1122 for claims that are equal to or over $3,001. This impaired class will receive a payment of $4,735, distributed in two lump sums of $2,367.50 each. Each lump sum will be distributed in a pro rata basis of the allowed claims. The first lump sum of $2,367.50 will be made on the Effective Date of the Amended Plan and the second lump sum of $2,367.50 will be made on the 9th month of the Effective Date of the Amended Plan. The sum of these lump sum represents 0.63% of the allowed amount in this class. Class 4 consists of equity interest holders that are impaired under the Amended Plan. Equity interest Holders will receive no distribution. Payments and distributions under the Amended Plan will be funded by the on-going operations of Debtor's business. A copy of the Amended Plan from PacerMonitor.com is available at https://tinyurl.com/y9uexmsk at no charge. About Nutrition Care Nutrition Care, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 18-00394) on Jan. 29, 2018. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $1 million. Judge Enrique S. Lamoutte Inclan presides over the case. Tomas F. Blanco Perez, Esq., of MRO Attorneys at Law, LLC is the Debtor's bankruptcy counsel. NY COMMUNITY BANCORP: S&P Rates $300MM Subordinated Debt 'BB' ------------------------------------------------------------- S&P Global Ratings assigned its 'BB' issue rating to New York Community Bancorp Inc.'s $300 million 5.90% subordinated notes due 2028. The company has said it plans to use the proceeds of the issuance to repurchase up to $300 million in common shares. The subordinated debt is rated two notches below New York Community Bancorp's bank level stand-alone credit profile of 'bbb-'. S&P said, "On Oct. 26, 2018, we lowered the issuer credit rating on New York Community Bancorp to 'BB+' from 'BBB-', following the announcement of the common share repurchase, which will reduce certain capital ratios from currently strong levels. We view the company's plans to lower its capital cushion as financially aggressive, given that its earnings are under pressure because of high funding costs and an increasingly competitive deposit-gathering environment." RATINGS LIST New York Community Bancorp Inc. Issuer Credit Rating BB+/Stable/-- New Rating New York Community Bancorp Inc. US$300 mil Subordinated notes due Nov 6 2028 BB PRIMARY PROVIDERS OF ALABAMA: Taps Sparkman Shepard as Attorney --------------------------------------------------------------- Primary Providers Of Alabama Inc. seeks authority from the United States Bankruptcy Court for the Northern District of Alabama, Northern Division, to employ the law firm of Sparkman, Shepard & Morris, P.C as its attorneys. Sparkman, Shepard will assist in drafting plan of reorganization; file any motions and/or adversary proceeding complaints as may be necessary to the proper administration of the Estate during the Chapter 11 case; represent the Estate in any resulting trial and the various hearings through confirmation; and prepare necessary orders and documents. Sparkman will charge these hourly rates for the services of its attorneys: Tazewell Shepard $375 Kevin Morris $350 Tazewell Shepard IV $300 The firm's attorneys are "disinterested" as defined in Section 101(13) of the Bankruptcy Code, according to court filings. Sparkman can be reached through: Tazewell Taylor Shepard, IV, Esq. Sparkman, Shepard & Morris, P.C. 303 Williams Avenue, Suite 1411 Huntsville, AL 35801 Tel: 256-512-9924 Fax: 256-512-9837 Email: ty@ssmattorneys.com About Primary Providers Primary Providers Of Alabama Inc is a Medical Group that has 2 practice medical offices located in 1 state 2 cities in the USA. There are 6 health care providers, specializing in Family Practice, Nurse Practitioner, being reported as members of the medical group. Medical taxonomies which are covered by Primary Providers Of Alabama Inc include Adult Health, Nurse Practitioner, Women's Health, Family Medicine, Gerontology, Family. Based in Huntsville, Alabama, Primary Providers Of Alabama Inc., filed a voluntary case under Chapter 11 of Title 11, United States Code (Bankr. N.D. Ala. Case No. 18-83207) on Oct. 26, 2018. At the time of filing, the Debtor estimated $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. The case is assigned to Judge Clifton R. Jessup Jr. Tazewell Shepard at Sparkman, Shepard & Morris, P.C. is the Debtor's counsel. PRIME SOURCE: Wants to Reject Lease w/ Peacock & Sell/Abandon FF&E ------------------------------------------------------------------ Prime Source Accessories, Inc., asks authority from the U.S. Bankruptcy Court for the Southern District of Florida (i) to reject the unexpired commercial lease with Peacock Development/Treasure Coast L.L.C., doing business as North Stuart Centre, and (ii) to sell the furniture, fixtures and equipment located at the leased premises, or, in the alternative, abandon the FF&E to Peacock. The Debtor is a party to and unexpired commercial lease with Peacock for the Debtor's office premises located at 1685 NW Federal Highway, Stuart, Florida. It desires to reject the Lease. Through the exercise of its business judgment, it has determined that rejection of the Lease is in the best interest of its estate. In fact, the Debtor has determined that maintenance of the Lease is detrimental to the estate. The Debtor's estate will be benefited by eliminating unnecessary costs to the estate from the financial obligations currently in place under the Lease. Specifically, in an effort to reduce its expenses, the Debtor has downsized to bare bones staffing. As such, it has decided in its business judgment that it is unnecessary to maintain an office location. The Debtor's estate will benefit from closure of the office by not having to pay an unnecessary rental expense for the Lease and associated utilities. Allowing the rejection of the Lease will avoid the accrual of further post-petition obligations. The Debtor has paid the rent through Oct. 31, 2018 and asks that the rejection be deemed effective as of that date. The Debtor's rejection of the Lease may entitle Peacock to assert a claim for rejection or other damages. It respectfully asks that Peacock be required to assert any claim of any nature whatsoever arising under or in connection with the Lease by the claims bar date set by the Court due to the fact that the claims bar date is still two months away; specifically, Dec. 31, 2018. In addition, the Debtor has furniture, fixtures and equipment located in the office premises that it desires to sell. It believes that the value of the FF&E is de minimus and, at best, would yield approximately $2,000. By way of the Motion, the Debtor asks authority to sell the FF&E pursuant to Section 363 of the Bankruptcy Code. Due to the fact that the FF&E is of little value, in the event that the Debtor is unable to sell the FF&E before it surrenders the premises, it asks authority from the Court to abandon the FF&E to Peacock. The Debtor maintains that the cost of moving and storing the FFE would be more than the price it could realize at a sale. The Debtor's counsel has contacted the counsel for the secured creditor, Rosenthal & Rosenthal, and they have advised that they have no objection to the relief sought in the Motion. A copy of the Lease attached to the Motion is available for free at: http://bankrupt.com/misc/Prime_Source_61_Sales.pdf About Prime Source Accessories Prime Source Accessories, Inc., with headquarters in south Florida and full service sourcing offices in Hong Kong & Shenzhen, China, is a design and manufacturing and sourcing firm targeting the teen, collegiate and adult segments of the retail industry. Prime Source is a privately held company founded in 1997. Prime Source Accessories filed a voluntary petition under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-20158) on Aug. 21, 2018. In the petition signed by Jamie Chauss, president, the Debtor disclosed $394,163 in assets and $1,011,261 in liabilities. The case is assigned to the Hon. Erik P. Kimball. Craig I. Kelley, Esq., at Kelley & Fulton, PL, is the Debtor's counsel. PRINCETON ALTERNATIVE: Bid to Resolve Bankruptcy Dispute Rejected ----------------------------------------------------------------- Princeton Alternative Income Fund's (PAIF) latest attempt to resolve its bankruptcy dispute by appointing an independent restructuring officer was rejected by Ranger Direct Lending. The fund proposed hiring respected former United States Bankruptcy Judge Donald H. Steckroth as an independent officer to oversee the fund's restructuring to protect all its investors. The executives at Ranger had demanded the appointment of an independent officer earlier in the bankruptcy process only to reject it. "We are disappointed Ranger rejected the proposal to appoint Judge Steckroth, whose experience and reputation make him imminently qualified to oversee PAIF's restructuring," said PAIF President Jeff Davner. "Every step of the way we have been striving to protect all investors in the fund. And at each step, Ranger's leadership has rejected reasonable measures to resolve the dispute. Ranger seems committed to continuing its legal campaign to exert and obtain ownership and management over assets Ranger may have incorrectly told its investors it controls." An independent investigation of Ranger's claims of self-dealing against PAIF was conducted by Bernard Katz of BAK Advisors Inc. at the request of PAIF's Board of Directors. In its extensive September 2018 report, BAK concluded that Ranger's claims were not supported. Additionally, in August 2018, after eight months of hearings and testimony, a JAMS Arbitration panel entered a partial final award in the redemption arbitration matter between Ranger and PAIF that rejected Ranger's claims of fraud and denied them attorney fees. "Appointing Judge Steckroth and providing him the independence needed to oversee the fund's restructuring is a fair solution for all of our investors. It's unfortunate that Ranger's leadership rejected it," said Mr. Davner. "We will continue to work to resolve this dispute in a way that is fair and equitable to everyone." Princeton Alternative Income Fund provides capital for businesses that make consumer loans in the non-prime market. Princeton Alternative Income Fund, LP, and Princeton Alternative Funding LLC, a fund management company, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 18-14603) on March 9, 2018. Judge Michael B. Kaplan presides over the cases. In the petitions signed by John Cook, authorized representative, PAIF estimated assets of $50 million to $100 million and liabilities of $1 million to $10 million. PAF estimated assets of less than $100,000 and liabilities of $1 million to $10 million. Sills Cummis & Gross, P.C., is the Debtor's counsel. Liggett & Webb, P.A., has been tapped to serve as accountant. The Debtors tapped JAMS/Hon. Steven Rhodes to provide mediation services, to take place in New York City. PROMISE HEALTHCARE: Case Summary & 30 Largest Unsecured Creditors ----------------------------------------------------------------- Forty-six Debtor affiliates that have filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Promise Healthcare Group, LLC (Lead Case) 18-12491 fka Founding Partners Designee, LLC 999 Yamato Road, 3rd Floor Boca Raton, FL 33431 Promise Properties of Shreveport, LLC 18-12492 HLP HealthCare, Inc. 18-12493 Promise Healthcare Holdings, Inc. 18-12494 Quantum Health, Inc. 18-12495 HLP Properties, Inc. 18-12496 Quantum Properties, L.P. 18-12497 Promise Healthcare of California, Inc. 18-12498 Promise Healthcare, Inc. 18-12499 PH-ELA, Inc. 18-12500 Promise Hospital of East Los Angeles, L.P. 18-12501 Promise Healthcare #2, LLC 18-12502 Success Healthcare, LLC 18-12503 HLP of Los Angeles, LLC 18-12504 Promise Hospital of Dallas, Inc. 18-12505 Promise Hospital of Overland Park, Inc. 18-12506 Promise Hospital of Wichita Falls, Inc. 18-12507 Promise Skilled Nursing Facility of Overland Park 18-12508 Promise Skilled Nursing Facility of Wichita Falls 18-12509 Promise Hospital of Phoenix, Inc. 18-12510 Promise Hospital of Ascension, Inc. 18-12511 Promise Hospital of Baton Rouge, Inc. 18-12512 Promise Hospital of Louisiana, Inc. 18-12513 Professional Rehabilitation Hospital, L.L.C. 18-12514 Promise Hospital of Salt Lake, Inc. 18-12515 Promise Hospital of Vicksburg, Inc. 18-12516 HLP of Shreveport, Inc. 18-12517 Bossier Land Acquisition Corp. 18-12518 Promise Hospital of Florida at The Villages, Inc. 18-12519 Promise Hospital of Dade, Inc. 18-12520 Promise Hospital of Lee, Inc. 18-12521 Promise Properties of Dade, Inc. 18-12522 Promise Properties of Lee, Inc. 18-12523 Success Healthcare 1, LLC 18-12524 Success Healthcare 2, LLC 18-12525 St. Alexius Hospital Corporation #1 18-12526 St. Alexius Properties, LLC 18-12527 LH Acquisition, LLC 18-12528 HLP Properties of Vidalia, LLC 18-12529 Vidalia Real Estate Partners, LLC 18-12530 HLP Properties at The Villages Holdings, LLC 18-12531 HLP Properties at The Villages, L.L.C. 18-12532 Promise Behavioral Health Hospital of Shreveport 18-12533 Promise Rejuvenation Centers, Inc. 18-12534 Promise Rejuvenation Center at The Villages, Inc. 18-12535 PHG Technology Development and Services Company 18-12536 Business Description: Established in 2003, Promise Healthcare is a is a specialty post-acute care health company headquartered in Boca Raton, Florida. Promise Healthcare's specialized areas of focus include: long-term acute care, pulmonary critical care, advanced wound care, skilled nursing care, surgical procedures, behavioral health, rehabilitation therapy, geriatric care and outpatient services, including wound care clinics. Promise Healthcare has 14 hospitals and two skilled nursing facilities. Its corporate office is located in Boca Raton, Florida. For more information, visit https://promisehealthcare.com Chapter 11 Petition Date: November 4, 2018 Court: United States Bankruptcy Court District of Delaware (Delaware) Debtors' Counsel: Stuart M. Brown, Esq. Kaitlin MacKenzie Edelman, Esq. DLA PIPER LLP (US) 1201 N. Market Street, Suite 2100 Wilmington, DE 19801 Tel: (302) 468-5700 Fax: (302) 394-2341 Email: Stuart.Brown@dlapiper.com Kaitlin.Edelman@dlapiper.com - and - John Tishler, Esq. Katie G. Stenberg, Esq. Blake D. Roth, Esq. Tyler N. Layne, Esq. WALLER LANSDEN DORTCH & DAVIS, LLP 511 Union Street, Suite 2700 Nashville, TN 37219 Tel: (615) 244-6380 Fax: (615) 244-6804 Email: John.Tishler@wallerlaw.com Katie.Stenberg@wallerlaw.com Blake.Roth@wallerlaw.com Tyler.Layne@wallerlaw.com Debtors' Financial & Restructuring Advisor: Andrew Hinkelman Jennifer Byrne Chris Goff FTI CONSULTING 214 North Tryon Street, Suite 1900 Charlotte, NC 28202 Tel: 704-972-4100 Fax: 704-972-4121 Email: andrew.hinkelman@fticonsulting.com jennifer.byrne@fticonsulting.com Debtors' Investment Bankers: HOULIHAN LOKEY - and - MTS HEALTH PARTNERS, L.P. Debtors' Notice & Claims Agent: PRIME CLERK LLC https://cases.primeclerk.com/promisehealthcaregroup/DocketInfo Promise Healthcare Group's Estimated Assets: $0 to $50,000 Promise Healthcare Group's Estimated Liabilities: $50 million to $100 million The petition was signed by Andrew Hinkelman, chief restructuring officer. A full-text copy of Promise Healthcare Group's petition is available for free at: http://bankrupt.com/misc/deb18-12491.pdf List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Heb Ababa, Ronaldoe Gutierrez and Litigation $3,324,801 Yolanda Penney Settlement Attn: Joseph Antonelli, Esq. & Janelle Carney, Esq. c/o Law Office of Joseph Antonelli 14758 Pipeline Ave, Suite E, 2nd Floor Chino Hills, CA 91709 Tel: 909-393-0223 Fax: 909-393-0471 Email: jantonelli@antonellilaw.com Cardinal Health Pharma Trade Payable $1,750,290 Attn: Tyronza Walton 7000 Cardinal Place Dublin, OH 43017 Tel: 614-553-3154 Fax: 614-652-4117 Email: Tyronza.Walton@cardinalhealth.com RXBenefits, Inc. Trade Payable $1,446,879 Attn: Brian Friedenberg 3599 Blue Lake Drive Suite 200 Birmingham, AL 35243 Tel: 205-789-5991 Fax: 205-980-2354 Email: generalinfo@rxbenefits.com Pacific National Group Litigation $1,324,512 Attn: Steve Matheson Settlement 2392 South Bateman Avenue Irwindale, CA 91010 Tel: 626-357-4400 Fax: 626-256-9550 Email: info@pacnatgroup.com Medcentris Trade Payable $1,303,347 Attn: Pete Hartley 46 Louis Prima Drive Suite A Attn: Laura Begnaud Covington, LA 70433 Tel: 855-432-5328 Email: pete.hartley@medcentris.com Freedom Medical, Inc. Trade Payable $1,206,955 Attn: Eric S. Wenzel 219 Welsh Pool Road Exton, PA 19341 Tel: 610-903-0200 Ext 153 Fax: 610-903-0180 Email: ewenzel@freedommedical.com Carefusion 211, Inc. Trade Payable $1,036,882 Attn: Audrey Spencer 88253 Expedite Way Chicago, IL 60695 Tel: 217-568-6539 x118006 Email: Audrey.Spencer@vyaire.com Pennsylvania Manufacturers' Litigation $955,612 Association Insurance Company Settlement Attn: Kevin Austin Ashley c/o Peterson and Myeres, P.A. 242 W. Central Avenue Winter Haven, FL 33880 Tel: 863-294-3360 Fax: 863-293-4104 Email: Kashley@petersonmyers.com Morrison Trade Payable $942,838 Attn: Tracy Rogge 400 Northridge Road Suite 600 Atlanta, GA 30350 Tel: 404-236-7928 Fax: 404-660-9166 Email: tracyrogge@iammorrison.com Intermountain/LDS Trade Payable $873,559 Attn: Monte Crockett 36 S. State Street Salt Lake City, UT 84111 Tel: 801-442-2000 Email: Monte.Crockett@imail.org Amerihealth Caritas Louisiana, Inc. Litigation $821,896 Attn: Robert Lewis Rieger, Jr. Settlement c/o Adams & Reese, LP-BR 450 Laurel Street, Suite 1900 Baton Rouge, LA 70801 Tel: 225-336-5200 Fax: 225-336-5200 Email: robert.rieger@arlaw.com M*Modal Services, Ltd. Trade Payable $755,158 Attn: Kashyap Joshi 5000 Meridian Boulevard Suite 200 Franklin, TN 37067 Tel: 615-798-3572 Email: kashyap.joshi@mmodal.com Oracle America Inc. Trade Payable $740,013 Attn: David Trasatti 500 Oracle Parkway Redwood Shores, CA 94065 Tel: +1 617 510 4922 Email: david.trasatti@oracle.com Willis-Knighton Health System Trade Payable $627,497 Attn: Wendy Ward Corporate Office 2600 Greenwood Road Shreveport, LA 71103 Tel: 318-212-4030 Email: wward@wkhs.com Lewis Brisbois Professional $615,560 Attn: Jeff Ranen Services 633 W Fifth Street Suite 4000 Los Angeles, CA 90071 Tel: 213-580-3921 Email: Jeffrey.Ranen@lewisbrisbois.com Medline Industries, Inc. Trade Payable $614,027 Attn: Lisa Foreman 3 Lakes DR Northfield, IL 60093 Tel: 847-643-4233 Fax: 847-949-2287 Email: lforeman@medline.com Carefusion Solutions, LLC Trade Payable $582,678 Attn: Sonya Sandsmark 25082 Network Place Suite #205 Chicago, IL 60673-1250 Tel: 858-617-2812 Email: Sonya.Sandsmark@bd.com Paramount General Hospital Landlord $504,577 Attn: Lynda Mecoli 21520 S. Pioneer Blvd. Suite #205 Hawaiian Gardens, CA 90716 Tel: 954-454-6640 Email: Lynda@immpco.com Parkland Health & Hospital Systems Trade Payable $440,929 Attn: Keri Disney-Story 5200 Harry Hines Blvd Dallas, TX 75235 Tel: 214-590-4171 Email: keri.disney-story@phhs.org East Baton Rouge Med. Cntr-Anc Svcs Trade Payable $431,879 Attn: Stephanie Bushart 17000 Medical Center Drive Baton Rouge, LA 70816 Tel: 225-7522470 Email: stephanie.bushart@ochsner.com Iron Mountain, Inc. Trade Payable $431,785 Attn: Frank Willard 20000 Lone Star Drive Dallas, TX 75235 Tel: 610-427-9152 Email: Frank.Willard@ironmountain.com Buchalter Nemer Professional $420,399 Attn: Mary Rose Services 1000 Wilshire Boulevard Suite 1500 Los Angeles, CA 90017 Tel: 213-891-5727 Fax: 213-896-0400 Email: mrose@buchalter.com Questcare Medical Services, PLLC Trade Payable $407,816 7032 Collections Center Drive Chicago, IL 60693 Tel: 800-369-8397 Fax: 214-217-1901 Huron Consulting Group, Inc. Professional $385,018 Attn: Holly Katz Services 1 Batterymarch Park Suite 311 Quincy, MA 2169 Tel: 312-235-8520 Email: hkatz@huronconsultinggroup.com Stealth Partner Group Trade Payable $353,317 18940 North Pima Road Suite 210 Scottsdale, AZ 85255 Tel: 480-397-5800 Fax: 480-397-5811 Email: contacus@stealthpartnergroup.com VSH2008 LLC - RENT Landlord $340,175 Attn: Danny Brown PO Box 800 St. Francisville, LA 70775 Tel: 225-571-7133 Email: danbrown1957@yahoo.com Boston Scientific Corporation Trade Payable $312,099 Attn: Emilia Correia One Boston Scientific Place Natick, MA 1760 Tel: 979-690-7799 Email:emilia.correia@bsci.com Cape Coral Hospital Trade Payable $307,992 Attn: Cheryl MacKinnon 636 Del Prado Blvd. Cape Coral, FL 33990 Tel: 239-424-1509 Fax: 239-343-1599 Email: Cheryl.MacKinnon@LeeHealth.org Efficient Management Resource Systems, Litigation Unliquidated Inc. Attn: Steven M. Goldsobel c/o Law Offices of Steven Goldsobel, A Professional Corporation 1901 Avenue of the Stars, Suite 1750 Los Angeles, CA 90067 Tel: 310-552-4848 Fax: 310-695-3860 Email: steve@sgoldsobel.com Surgical Program Development Litigation Unliquidated Attn: Steven M. Goldsobel c/o Law Offices of Steven Goldsobel, A Professional Corporation 1901 Avenue of the Stars, Suite 1750 Los Angeles, CA 90067 Tel: 310-552-4848 Fax: 310-695-3860 Email: steve@sgoldsobel.com QUALITY GLASS: Taps Bronson Law Offices as Legal Counsel -------------------------------------------------------- Quality Glass Services, Inc., seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Bronson Law Offices PC as its legal counsel. The Debtor requires the services of the Firm to assist in the administration of its Chapter 11 proceeding, prepare a cash collateral motion, prepare or review operating reports, set a bar date, review claims and resolve claims which should be disallowed, and assist in reorganizing and confirming a Chapter 11 plan. H. Bruce Bronson, Esq., owner of Bronson Law Offices and the attorney who will be handling the case, will charge an hourly fee of $400. Paralegals and legal assistants will charge $120 per hour. The firm received a retainer of $5,000 from the Debtor. Mr. Bronson disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: H. Bruce Bronson, Esq. Bronson Law Offices, P.C. 480 Mamaroneck Avenue Harrison, NY 10528 Phone: 914-269-2530 About Quality Glass Services Based in Mamaroneck, New York, Quality Glass Services, Inc., filed a petition seeking an Order for relief under the protective provisions of Chapter 11 of Title 11 of the United States Code (Bankr. S.D.N.Y. Case No. 18-23420) on Sept. 13, 2018, listing under $1 million in assets and liabilities. H. Bruce Bronson, Jr., at Bronson Law Offices, P.C., is the Debtor's counsel. QUEST GROUP: Properties Owner Seeks to Use Cash Collateral ---------------------------------------------------------- Quest Group Holding, LLC requests the U.S. Bankruptcy Court for the Southern District of Florida for authority for its use of cash collateral, to continue its day-to-day business as an owner and operator of real properties located in Miami-Dade County, Florida. Assets of the Debtor are subject to a security interests held by: (a) First Franklin A Div of Nat. City Bank as the 1st and 2nd Mortgagor for the property located at 2962 NW 46th Street; (b) HSBC BANK USA as the 1st Mortgagor for the property located at 15661 SW 29 Terr.; (c) Venezia Lakes Homeowner’s Association for the property located at 15661 SW 29 Terr. The Debtor proposes to use cash collateral generated from owning and managing its rental real properties in order to pay adequate protection to Secured Creditors, to pay expenses incurred incident to the operation of its business and ultimately for its reorganization. The Debtor has and will continue provide adequate protection in the form of periodic payments to Secured Creditors. The Debtor acknowledges that the real property located at 15661 SW 29 Terr., Miami, Fl 33185 currently generates no revenue and will be undergoing repairs to make it so. The Debtor expects to complete the repairs quickly and begin to pay adequate protection. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/flsb18-21776-21.pdf About Quest Group Holding Quest Group Holding, LLC, a privately-held company in Miami, Florida, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-21776) on Sept. 25, 2018. In the petition signed by Eddrian Burciaga, owner, the Debtor estimated assets of less than $1 million and liabilities of $1 million to $10 million. Judge Jay A. Cristol presides over the case. The Debtor tapped Marrero, Chamizo, Marcer, Law, LP as its legal counsel. RAGGED MOUNTAIN: Hurricane Amends Plan's Cramdown Provision ----------------------------------------------------------- Hurricane Mountain Equipment, LLC, filed with the U.S. Bankruptcy Court for the District of New Hampshire an amended disclosure statement explaining its Chapter 11 plan dated October 17, 2018. Hurricane is hopeful the Plan is consensual. The Plan, however, could be confirmed over the objection of the unsecured creditor class, but not as currently structured. Currently, the Plan provides for Nadler and Hansen to retain their ownership interests in the Company even though senior creditors are not paid in full. There is a rule in bankruptcy called the absolute priority rule that prohibits junior classes (equity) from retaining their interests unless senior claims are paid in full. This rule only applies if unsecured creditors as a class vote against the Plan. Equity can be retained if unsecured creditors vote for the Plan. Hurricane is hopeful creditors will vote for the Plan. If they vote against the Plan Hurricane shareholders will have the opportunity to provide new value to the Company to retain their ownership interests. New value must be new, substantial, in money or money’s worth, necessary and reasonably equivalent to the value received. At present, the Plan presumes there will be adequate support that this rule will not be implemented and therefore new value is not necessary for equity to retain their interests. It is also possible to cramdown a secured claim by presenting a fair and equitable resolution that does not discriminate unfairly. This involves paying the value of the debt at a court approved interest rate over a court approved period of time. Hopefully, this will not be necessary. Post-petition Hurricane and Ragged obtained financing to purchase goods for the upcoming busy season in the amount of $200,000.00. The loan is secured by a second mortgage in the Building and shall be paid in accordance with the Note executed by Ragged. The lenders are Peter Klose and Ground Squirrel Ventures, LLC (the "Post-Petition Lenders") A copy of the Amended Disclosure Statement from PacerMonitor.com is available at https://tinyurl.com/y9j93rl3 at no charge. About Ragged Mountain Equipment Ragged Mountain Equipment, Inc., doing business as Durable Designs -- http://raggedmountain.com/-- operates a sporting goods store in Intervale, New Hampshire. The company offers equipment for camping, climbing, skiing, and pets such as handwear, gaiters, headgear, luggage and buckles. Ragged Mountain Equipment and its affiliate Hurricane Mountain Equipment LLC filed Chapter 11 petitions (Bank. D.N.H. Case Nos. 18-10091 and 18-10092) on Jan. 25, 2018. In the petitions signed by Robert D. Nadler, authorized representative, Ragged Mountain disclosed $627,408 in assets and $2,060,000 in liabilities; and Hurricane Mountain estimated $500,000 to $1 million in assets and $500,000 to $1 million in liabilities. Steven M. Notinger, Esq., at Notinger Law, PLLC, serves as counsel to the Debtors. RAGGED MOUNTAIN: May Continue Using Cash Collateral Until Jan. 31 ----------------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Hampshire has entered an order approving Ragged Mountain Equipment, Inc.'s Stipulations with Eastern Bank and Northway Bank and authorizing use of cash collateral through January 31, 2019. This Stipulation will cease to be effective upon the earlier of (i) any default under the Stipulation; (ii) the sale of the Collateral; (iii) the effective date of a confirmed Chapter 11 Plan; or (iv) Jan. 31, 2019. The Debtor's obligations to Eastern Bank for two separate loans totaled $328,006 as of Jan. 25, 2018. Pursuant to the Notes, Security Agreement and related loan and security documents, Eastern Bank has a valid, enforceable and properly perfected lien and security interest in the Collateral and Cash Collateral. As of the Petition Date, the Debtor's obligations to Northway Bank for the Loan totaled $86,888. Pursuant to the Note, Security Agreement and related loan and security documents, Northway Bank has a valid, enforceable, properly perfected, and unavoidable lien and security interest in the Collateral and Cash Collateral. According to the Stipulations, Cash Collateral may be used only in the amounts and for the specific purposes set forth in the Budget unless Debtor obtains further written approval of Northway Bank and/or Eastern Bank. Debtors’ use of Cash Collateral for any line item expense may not exceed the Budget by more than 10% without the prior written consent of Northway Bank and/or Eastern Bank. The Debtor will remit adequate protection payments to Eastern Bank the sum of $500 per week payable by 4:00 p.m. on the Monday of each week. The payments will be sent to: Eastern Bank, 1 Atwood Drive, Bedford, NH 03110. The Debtor will remit to Northway Bank the sum of $1,000.00 per month payable by 4:00 p.m. on the first business day of the month. The payments will be sent to: Northway Bank: Attn. Patricia Hamilton, Sr. Collection Specialist, P.O. Box 9, Berlin, NH 03570 Eastern Bank and Northway Bank are each granted a valid, duly perfected, enforceable and non-avoidable replacement lien and security interest of the same priority, extent and validity as its pre-petition security interest in all post-petition Cash Collateral as well as the balance of the Collateral. The post-petition lien in favor of Eastern Bank and/or Northway Bank will secure repayment of the actual amount of Cash Collateral spent by Debtor from and after the Petition Date. The post-petition lien granted hereby will not in any way reduce, eliminate or supersede any security interest previously granted to Eastern Bank and/or Northway Bank, but will instead be a continuation thereof, from and after the Petition Date. In addition, the Debtor agrees to: (a) remain current on all taxes that fall due post-petition with regard to the Collateral; (b) timely file all operating reports required by the Bankruptcy Code, Federal or Local Rules of Bankruptcy Procedure or by the United States Trustee, and will deliver a copy of such reports to Eastern Bank and/or Northway Bank at the same time that they are served on the United States Trustee; and (c) maintain adequate insurance at all times for the Collateral and will provide evidence of the same to Eastern Bank and/or Northway Bank. A full-text copy of the Order is available at http://bankrupt.com/misc/nhb18-10091-167.pdf About Ragged Mountain Equipment Ragged Mountain Equipment, Inc., doing business as Durable Designs -- http://raggedmountain.com/-- operates a sporting goods store in Intervale, New Hampshire. The company offers equipment for camping, climbing, skiing, and pets such as handwear, gaiters, headgear, luggage and buckles. Ragged Mountain Equipment and its affiliate Hurricane Mountain Equipment LLC filed Chapter 11 petitions (Bank. D.N.H. Case Nos. 18-10091 and 18-10092) on Jan. 25, 2018. In the petitions signed by Robert D. Nadler, authorized representative, Ragged Mountain disclosed $627,408 in assets and $2,060,000 in liabilities; and Hurricane Mountain estimated $500,000 to $1 million in assets and $500,000 to $1 million in liabilities. Steven M. Notinger, Esq., at Notinger Law, PLLC, serves as counsel to the Debtors. RAGGED MOUNTAIN: Unsecureds' Recovery Increased to 12% Under Plan ----------------------------------------------------------------- Ragged Mountain Equipment, Inc., filed with the U.S. Bankruptcy Court for the District of New Hampshire an amended disclosure statement explaining its Chapter 11 plan dated October 17, 2018. The Debtor has a sister company, Hurricane Mountain Equipment, LLC, that owns the building in which the Debtor operates. Hurricane is in Chapter 11 also and has filed a companion Plan. The Amended Disclosure Statement provides that the Debtor is currently in control of its affairs. The Plan is a bootstrap plan funded by operations for a 5 year period. Class 3 consists of 503(B)(9) Claims that total approximately $40,314.31 and will be paid in full in cash on the Effective Date unless compromised. Polartec has a claim in the approximate amount of $38,621.03. Polartec has agreed to convert its 503(b)(9) claim into an allowed general unsecured claim in that amount. Class 4 consists of General Unsecured Claims that total approximately $1.6 million and shall be paid from cash flow commencing January 2019. Payments shall be made in the amount of $2,667 monthly. The Debtor may reserve the monthly payments and disburse them when there is a meaningful amount for a dividend, but no more than 90 days. Payments shall be made over 5 years and total 12% on the dollar. General Unsecured Claimholders are impaired. In addition, all net proceeds (net of attorney's fees and attorney fee Administrative Expenses) from any Chapter 5 claims will be paid to unsecured claimholders. The prior Plan provided that payments to Class 4 General Unsecured Creditors will be made over five years and total 10% on the dollar. Class 4A consists of the Administrative Convenience Class that shall include claims that total less than $1,000. This class shall be paid 12% of their claim in full satisfaction of their claim on the Effective Date. Claims for Class 4A total $8,814.87. Claims in this class are impaired. Class 5 consists of Insider and Inter-Company debt of Hansen and Hurricane will be subordinated and paid if and only if all senior claims are paid in full. The expected recovery is zero. Class 6 consists of Equity will be retained post-confirmation in the same proportions as exist presently. The Debtor anticipates a January 1, 2019 date for commencement of payments under the Plan. A copy of the Amended Disclosure Statement from PacerMonitor.com is available at https://tinyurl.com/ya6nw2zw at no charge. About Ragged Mountain Equipment Ragged Mountain Equipment, Inc., doing business as Durable Designs -- http://raggedmountain.com/-- operates a sporting goods store in Intervale, New Hampshire. The company offers equipment for camping, climbing, skiing, and pets such as handwear, gaiters, headgear, luggage and buckles. Ragged Mountain Equipment and its affiliate Hurricane Mountain Equipment LLC filed Chapter 11 petitions (Bank. D.N.H. Case Nos. 18-10091 and 18-10092) on Jan. 25, 2018. In the petitions signed by Robert D. Nadler, authorized representative, Ragged Mountain disclosed $627,408 in assets and $2,060,000 in liabilities; and Hurricane Mountain estimated $500,000 to $1 million in assets and $500,000 to $1 million in liabilities. Steven M. Notinger, Esq., at Notinger Law, PLLC, serves as counsel to the Debtors. RAYMOND WILMMS: Picinich Buying 6 New Jersey Properties for $2.8M ----------------------------------------------------------------- Raymond L. Willms asks the U.S. Bankruptcy Court for the District of New Jersey to authorize the sale of the following six real estate properties to David Picinich or his assignee: (1) 320 32nd Street, Union City, New Jersey for $100,000; (2) 322-324 32nd Street, Union City, New Jersey for $300,000; (3) 326 32nd Street, Union City, New Jersey for $600,000; (4) 328 32nd Street, Union City, New Jersey for $800,000; (5) 4122 Bergen Turnpike, North Bergen, New Jersey for $240,000; and (6) 4126 Bergen Turnpike, North Bergen, New Jersey for $750,000, all subject to better offers. The commencement of the Bankruptcy Case created an estate which includes all interests of the Debtor in real estate, which includes the six real estate properties offered for sale. The petition lists nine properties in total. Property 5 is not listed on the petition. It is owned by the Debtor's two children, Russell (deceased) and Randall Willms. As of Oct. 10, 2018, Saverio V. Cereste, Esq., is in the process of qualifying the Debtor as Administrator of Russell's Estate. Property 6 is listed as 4130 Bergen Turnpike rather than 4126 Bergen Turnpike. On the Petition Date, the Debtor and his non-filing spouse, Palma Willms, were and are the record owners of the properties as tenants by the entireties except for property known as 4122 Bergen Tumpike, North Bergen, New Jersey which is owned by and between Estate of Russell Willms and Randall Willms. The Debtor's non-filing spouse has consented to the sale and is not seeking her share in and to the properties in these proceedings. Special Counsel, Severio V. Cereste, Esq., has obtained six executed Real Estate Contract of Sale dated Oct. 11, 2018 for a total sales price of $2.79 million and is holding deposit amount of $200,000 in escrow. The Buyer for all six properties is David Picinich or his assignee c/o Law Offices of Alonso & Navarette, LLC, c/o J. Alvaro Alonso, Esq., 6121 Kennedy Blvd., North Bergen, New Jersey 07047. The net proceeds of sale greatly exceed all creditor claims herein and will realize a surplus for the Debtor and his wife, Palma Wills. The Contracts of Sale contains conditions as follows: i. Property 1: 320 32nd Street, Union City, New Jersey for the sale price of $100,000 or such higher or better offer as may be received in open court on the return date of the Motion; deposit amount of $10,000 held by Saverio V. Cereste, Esq. ("Escrow Agent"). Attached to the Motion as Exhibit A is Real Estate Contract of Sale dated Oct. 11, 2018; the vacant lot utilized by Karn Fuel Inc.; No mortgage of record; Underground abandoned oil tank on property; the Seller responsible for decommission and remediation, "No Further Action" letter issued by the New Jersey Department of Environmental Protection; Tax Clearance Certificate/NJ Bulk Sales Requirement; judgments attached. ii. Property 2: 322-324 32nd Street, Union City, New Jersey for the sale price of $300,000 or such higher or better offer as may be received in open court on the retunr date of the Motion; Deposit amount of $20,000 held in escrow of Special Counsel. Attached to the Motion as Exhibit B is Real Estate Contract of Sale dated Oct. 11, 2018; The property consists of gas station and garage with 3 offices; Lease for gas station dated 10/2016 with Karn Fuel Inc. with $2,000 per month rent; 3 Offices and garage are occupied by the Seller/Owner/Debtor; Underground abandoned oil tank on property; the Seller responsible for decommission and remediation, "No Further Action" letter issued by the New Jersey Department of Environmental Protection. iii. Property 3: 326 32nd Street, Union City, New Jersey for the sale price of $600,000 or such higher or better offer as may be received in open court on the return date of the Motion; Deposit amount of $30,000 held in escrow. Attached to the Motion as Exhibit C is Real Estate Contract of Sale dated Oct. 11, 2018. The property consists of 6 residential tenants who are under verbal month to month lease. Rent roll attached to contract for sale; Underground abandoned oil tank on property. The Seller responsible for decommission and remediation, "No Further Action" letter issued by the New Jersey Department of Environmental Protection; 2 judgments attached. iv. Property 4: 328 32nd Street, Union City, New Jersey for the sale price of $800,000 or such higher or better offer as may be received in open court on the return date of the Motion; Deposit amount of $40,000 held in escrow. Attached to the Motion as Exhibit D is Real Estate Contract of Sale dated Oct. 11, 2018. The property consists of 4 residential tenants with verbal month to month lease and l commercial tenant with New Jersey Commercial Lease Agreement dated Nov. 1, 2014. Underground abandoned oil tank on property. Seller responsible for decommission and remediation, "No Further Action" letter issued by the New Jersey Department of Environmental Protection; 2 Judgments attached. v. Property 5: 4122 Bergen Turnpike, North Bergen, New Jersey for the sale price of $240,000 all cash, or such higher or better offer as may be received in open court on the return date of the Motion; Deposit amount of 25,000 in escrow; 2-family residence; Rent roll lists first floor with $1,200 rent per month; second floor with $450 rent per week, no written least; Attached to the Motion as Exhibit E is Real Estate Contract of Sale dated Oct. 11, 2018. The Buyer provides the Seller personal loan amount of $200,000 at closing for 1 year term with 0 interest for execution of Promissory Note secured by real estate as first mortgage owned by the Buyer. vi. Property 6: 4126 Bergen Turnpike, North Bergen, New Jersey for the sale price of $750,000 or such higher or better offer as may be received in open court on the return date of the Motion; Deposit amount of $75,000 held inescrow; Attached to the Motion as Exhibit F is Real Estate Contract of Sale dated Oct. 11, 2018; the property consists of 2 car garage with lease agreement for rent amount of $1,850 per month and 6 room apartment above yields rental amount of $1,400 per month; 2 judgments attached. The Buyer provides the Seller personal loan amount of $200,000.00 at closing for 1 year term with 0 interest for execution of Promissory Note secured by real estate as first mortgage owned by Buyer so that conditions of sale can be satisfied. On Sept. 5, 2018, the Debtor filed Certification stating that his wife, has consented to applying her interest in the properties against the judgments listed. The Properties have no mortgage of record and are free and clear of liens except for Judgments (Sawyers vs. Willms) in the amount of $1.8 million and State of New Jersey Uninsured Employer's Fund in the amount of $65,000 in total of $1,865,000. On July 5, 2018, the Court entered an Order Granting Retention of Realtor, Lisa Caban. The realtor's commission is 5% of gross sales price. (5% of $2.79 million is $139,500). Included in all six contracts of sale is Cross Default Provision whereby default in one contract will be deemed a default in all. The Debtor asks authorization to sell the six properties for total price of $2.79 million in bulk or in lots subject to higher or better offers, if any, free and clear of all liens, encumbrances, claims and interests, with all such liens, encumbrance, claims and interests attaching to the sale proceeds in the same order, priority and validity that presently exists, subject to cost of administration and for all other just and proper relief. A hearing on the Motion is set for Nov. 21, 2018 at 10:00 a.m. Objections, if any, must be filed no later than seven days prior to the return date of the Motion. A copy of the Contracts attached to the Motion is available for free at: http://bankrupt.com/misc/Raymond_Willms_38_Sales.pdf Counsel for the Debtor: John W. Sywilok, Esq. JOHN W. SYWILOK, LLC 51 Main Street Hackensack, NJ 07601 Telephone: 201 487-9390 E-mail: sywilokattorney@sywilok.com Raymond L. Willms sought Chapter 11 protection (Bankr. D.N.J. Case No. 18-21502) on June 6, 2018. The Debtor tapped John W. Sywilok, Esq., at John W. Sywilok, LLC as counsel. On Oct. 15, 2018, the Court retained special counsel, Severio V. Cereste, Esq. REEL AMUSEMENTS: Hires Donald L. Zachary as Special Counsel ----------------------------------------------------------- Reel Amusements LLC seeks authority from the U.S. Bankruptcy Court for the Middle District of Tennessee to hire Donald L. Zachary and Law Offices of Donald L. Zachary as special counsel. The Debtor requires the services of a Special Counsel to review and negotiate contracts with its current and future customers (Contract Negotiations) and to assist the Debtor to establish, maintain and protect its portfolio of trademarks (Trademark Services). The hourly rate for Donald L. Zachary, the individual who will perform services in the Contract Negotiations and with respect to the Trademark Services, is $450 per hour, plus reimbursement of actual expenses. The Firm has requested a $5,000.00 retainer. Donald L. Zachary, member of the Law Offices of Donald L. Zachary, attests that his firm represents no interest adverse to the Debtor or the estate, and is a disinterested person within the meaning of 11 U.S.C. Sec. 101(14). The firm can be reached at: Donald L. Zachary Law Offices of Donald L. Zachary 371 Brockmont Drive Glendale, CA 91202-1302 Phone: 818-637-2495 Fax: 818-549-0524 About Reel Amusements Reel Amusements has been a growing business for over 20 years and continues to be one of the leaders in the amusement industry. Reel Amusements LLC filed a petition seeking relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ten. Case no. 18-05883) on Aug. 31, 2018. At the time of filing, the Debtor estimated $500,001 to $1 million in assets and $1 million to $10 million in liabilities. Denis Graham (Gray) Waldron at Niarhos & Waldron, PLC, is the Debtor's counsel. RING CONTAINER: S&P Affirms B Issuer Credit Rating, Outlook Stable ------------------------------------------------------------------ S&P Global Ratings affirmed its 'B' issuer credit rating on Oakland, Tennessee-based Ring Container Technologies Group LLC. The outlook is stable. S&P said, "We also affirmed our 'B' issue-level rating on the revolving credit facility and first-lien term loan. The recovery rating remains '3', indicating our expectation for meaningful recovery (50%-70%) in the event of a payment default. We revised our rounded estimate of recovery to 55% from 50%." The proposed $65 million incremental term loan will be fungible with the existing $475 million first-lien term loan, sharing the same Oct. 31, 2024 maturity date and pricing. S&P said, "The affirmation reflects our view that our adjusted debt-to-EBITDA ratio is unchanged as the total debt remains largely unchanged after the transaction. "The stable outlook on Ring reflects our expectation that continued revenue growth from the company's HDPE and PET applications, coupled with maintenance of above-average margins, will enable the company to reduce its leverage below 6x over the next 12-18 months. We view this level of leverage to be high but sustainable." ROCKET SOFTWARE: S&P Lowers ICR to 'B', Outlook Stable ------------------------------------------------------ S&P Global Ratings lowered its issuer credit rating on Waltham, Mass.-based Rocket Software Inc. to 'B' from 'B+'. The outlook is stable. S&P said, "At the same time, we assigned our 'B' issue-level rating to the company's proposed $1.24 billion senior secured first-lien term loan and $125 million revolving credit facility. The '3' recovery rating indicates our expectation of meaningful (50%-70%; rounded estimate: 60%) recovery in the event of a payment default. "We also assigned our 'B-' issue level rating to the company's proposed $320 million second-lien term loan. The '5' recovery rating indicates our expectation for modest (10%-30%; rounded estimate: 10%) recovery of principal in the event of a payment default. "We will withdraw our ratings on Rocket Software's existing debt facilities once they are repaid following close of the proposed transaction. "The downgrade reflects the increase in S&P Global Ratings-adjusted leverage to the high-6x area following close of the proposed transaction, which is above our downside leverage threshold of 6x. It also reflects our expectation that leverage will stay above 6x over the next 12-24 months, given the company's acquisitive track record and its intention to use its free cash flow to fund tuck-in acquisitions. Despite the leverage increase through the issuance of close to $600 million in additional debt as compared to the previous capital structure, we note that Rocket's financial profile is more conservative than that of many other private–equity-funded software company acquisitions that often have leverage of 7x-9x or higher. We expect Rocket to generate annual free cash flow greater than $100 million, which it will use to pay down about $54 million in outstanding seller financing over the next three quarters. The ratings also reflect our view of the company's small position in the overall software services market, focus on the declining mainframe end market, and high reliance on its relationship with a large original equipment manufacturer (OEM), but also its strong and improving profit margins, high percentage of recurring revenue, and high customer retention rates. "The stable outlook reflects our expectation that Rocket's revenue base will remain highly recurring, that profitability and margins will remain stable, and that the company will generate free cash flow of more than $100 million over the next 12 months. "We could lower the rating if Rocket faces customer losses, pricing pressures, higher operating costs, or pursues debt-financed acquisitions such that leverage increases to around the mid 7x area. Given that recent acquisitions have been leverage-neutral, the most likely path to a lower rating could be a dividend issuance in the $300 million area, which we view as unlikely over the near term. "In our view, the company's acquisitive growth strategy and leverage in the high-6x area limit the possibility of an upgrade over the next 12 months. However, we could consider an upgrade if the company continues to grow its business and improves leverage to under the 5x area while maintaining free cash flow to debt of about 10%." RUBY'S DINER: Committee Taps Force Ten as Financial Advisor ----------------------------------------------------------- The Official Committee of Creditors Holding Unsecured Claims for the estate of Ruby's Diner, Inc., seeks approval from the U.S. Bankruptcy Court for the Central District of California to retain Force Ten Partners, LLC, as its financial advisor. The Committee requires Force 10 to: a. analyze the Debtor's financial projections, cash collateral budgets, key operating metrics, etc. to gain a complete understanding of the business; b. develop financial projections and valuations to assess the feasibility of the Debtor's reorganization plans and business valuation to ensure the Unsecured Creditors are treated equitably or to develop a Committee Plan; c. evaluate solicited offers to purchase or invest in the Debtor, purchase of certain assets (intellectual property, franchise territories, verticals, etc.); d. assess liquidation and enterprise values to determine the thresholds for treatment of unsecured creditor claims; e. determine the appropriate interest rates to be applied to all classes of creditor claims; f. evaluate Debtor's reported and unreported assets; g. drive a consensual or non-consensual plan and/or evaluate the Debtor's plan or any competing plan; h. seek additional sources of recovery in the event the restructuring plan or 363 sale(s) fall short; i. provide accounting investigations of the books and records and litigation support for avoidable transfers; and j. engagement in such other financial advisory activities as agreed upon between the Committee and Force 10. Force 10 professionals who will work on the Debtors' case and their hourly rates are: Adam Meislik $550 Brian Weiss $495 Chad Kurtz $395 Tyler Goldenberg $350 Force 10 will also be reimbursed for reasonable out-of-pocket expenses incurred. Brian Weiss, co-founder and partner with Force 10 Partners, LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Force 10 may be reached at: Brian Weiss Force 10 Partners, LLC 20341 SW Birch, Suite 220 Newport Beach, CA 92660 Tel: (949) 357-2368 Mobile: (949)933-7011 E-mail: bweiss@force10partners.com About Ruby's Diner Inc. Ruby's Diner, Inc. -- https://www.rubys.com/ -- is a restaurant chain headquartered in Irvine, California. Founded by Doug Cavanaugh and Ralph Kosmides in 1982, it also has locations in California, Nevada, Arizona, Texas, Pennsylvania and New Jersey. Ruby's Diner, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-13311) on Sept. 5, 2018. In the petition signed by CEO Douglas S. Cavanaugh, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Catherine E. Bauer presides over the case. The Debtor tapped Pachulski Stang Ziehl & Jones LLP as its legal counsel. SAMUELS JEWELERS: Examiner Taps Alvarez & Marsal as Fin. Advisor ---------------------------------------------------------------- John J. Carney, Esquire, as examiner of Samuels Jewelers, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Delaware to retain Alvarez & Marsal Disputes and Investigations, LLC as financial advisors to the Examiner, nunc pro tunc to October 9,2018. Mr. Carney requires Alvarez & Marsal to: (a) assist and advise the Examiner in the discharge of his duties and responsibilities under the Examiner Order, other orders of this Court, and applicable law; (b) assist the Examiner in the evaluation and analysis of any financial and valuation issues raised in connection with the Investigation; (c) assist the Examiner with interviews, examinations and the review of documents and other materials in connection with the Investigation; (d) assist the Examiner in the preparation of reports and other documents necessary in the discharge of the Examiner's duties; and (e) assist the Examiner in undertaking any additional tasks or duties that the Court may direct or that the Examiner may determine are necessary and appropriate in connection with the discharge of his duties. A&M will be paid by the Debtors' estates for the services of A&M professionals at their customary hourly billing rates less a discount: Standard Discounted -------- ---------- Bill Waldie, Managing Director $750 $563 Other Managing Directors $650 - $950 $553 - $808 Senior Directors $575 - $650 $489 - $553 Directors / Managers $450 - $575 $383 - $489 Senior Associates / Associates $350 - $450 $298 - $383 William Waldie, managing director of Alvarez & Marsal, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Alvarez & Marsal can be reached at: Joseph J. Sciametta ALVAREZ & MARSAL NORTH AMERICA, LLC 2100 Ross Avenue, 21st Floor Dallas, TX 75201 Tel: (214) 438-1000 Fax: +1 214-438-1001 About Samuels Jewelers Samuels Jewelers, Inc. -- http://www.samuelsjewelers.com/-- operates a chain of jewelry stores with more than 120 stores in 23 states across the United States. These stores are located primarily in strip-mall centers, major shopping malls and as stand-alone stores. Samuels Jewelers filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-11818) on Aug. 7, 2018. In the petition signed by CEO Farhad K. Wadia, Samuels Jewelers estimated assets of $100 million to $500 million and liabilities of $100 million to $500 million. Jones Day and Richards, Layton & Finger, P.A., serve as counsel to the Debtor. Berkeley Research Group, LLC, acts as financial advisor, SSG Advisors, LLC, is the investment banker, and Prime Clerk LLC serves as claims and noticing agent to the Debtor. On Aug. 16, 2018, the U.S. Trustee appointed a seven-member panel to serve as the Official Committee of Unsecured Creditors in the Debtors' cases. The Committee tapped Foley & Lardner LLP as its counsel; Whiteford, Taylor & Preston LLC as its co-counsel; and Province, Inc. as financial advisor. SAR TECH: Hires J Frederick Wiley PLLC as Counsel ------------------------------------------------- Sar Tech LLC seeks authority from the U.S. Bankruptcy Court for the Northern District of West Virginia (Clarksburg) to hire John F. Wiley, to serve as conflicts counsel on behalf of Debtor in certain matters related to its bankruptcy. Professional services Mr. Wiley will render are: a. evaluate and determine reorganization as an effective matter to preserve Debtor's property; b. evaluate and determine a Plan for Debtor’s tax and other debts; c. counsel the Debtor with regard to its rights and obligations and its powers and duties in the continued management and operations of its businesses and properties to the extent such powers and duties may relate to reorganization; d. provide advice, representation and preparation of necessary claims, motions, documentation and pleadings and take all necessary and appropriate actions in connection with reorganization; e. take all necessary or appropriate actions in connection with any chapter 11 plan, all related disclosure statements and all related documents, and such further actions as may be required; f. act as counsel for the Debtor and perform all other necessary or appropriate legal services in connection with the Case. Mr. Wiley will charge $300.00 per hour for his services. Mr. Wiley assures the Court that he is a "disinterested person," as that phrase is defined in Section 101(14) of the Bankruptcy Code, as modified by section 1107(b) of the Bankruptcy Code, and does not hold or represent an interest adverse to the Debtor's estate. The counsel can be reached at: John F Wiley, Esq. J Frederick Wiley PLLC P.O. Box 1381 Morgantown, WV 26507 Tel: (304) 906-7929 Fax: (866) 521-6412 Email: johnfwiley@aol.com About Sar Tech LLC Sar Tech LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. W.Va. Case No. 18-00666) on July 12, 2018. At the time of the filing, the Debtor disclosed that it had estimated assets of less than $50,000 and liabilities of less than $50,000. The Debtor tapped J Frederick Wiley PLLC as its legal counsel. SAR TECH: Hires Kayla Springer as Bookkeeper -------------------------------------------- Sar Tech LLC seeks authority from the U.S. Bankruptcy Court for the Northern District of West Virginia (Clarksburg) to hire Kayla Springer as its bookkeeper. Ms. Springer will perform the many duties attendant with the reporting of Debtor's tax obligations for its restaurant, as well as quarterly and other tax reporting requirements related to the financial condition of the Debtor. Ms. Springer will receive an hourly amount of $200 per month as compensation. Kayla Springer assures the Court that she has no known interest in conflict with the continuing welfare of, and services for the Debtor, and is a disinterested person within the meaning of 11 U.S.C. 101(14). About Sar Tech LLC Sar Tech LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. W.Va. Case No. 18-00666) on July 12, 2018. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $50,000. The Debtor tapped J Frederick Wiley PLLC as its legal counsel. SARAH ZONE: Danny Shin Leaves Creditors' Committee -------------------------------------------------- Danny Shin, Esq., who represents The Vintage Shop, has resigned from the official committee of unsecured creditors in the Chapter 11 case of Sarah Zone, Inc. As reported by the Troubled Company Reporter on Oct. 8, 2018, Peter C. Anderson, the U.S. Trustee for the Central District of California, appointed five creditors to serve on the Committee. The Committee now includes: (1) Capacitycom dba Capacity Fashion Attention: Jin Hyun Choi, President 1345 E. 16th Street Los Angeles, CA 90021 Telephone: (213) 748-5111 Fax: (213) 748-5196 Email: Capacity54@gmail.com (2) Entry, Inc. Attention: Mi Y Kim, CEO President 766 E. 12th Street, Suite C Los Angeles, CA 90021 Telephone: (323) 232-6100 Fax: (323) 232-6110 Email: entryla@yahoo.com (3) Gi & Do Inc. dba Teenbell Attention: Chong Hwa Chung, President 906 E. 60th Street Los Angeles, CA 90001 Telephone: (323) 234-9200 Fax: (323) 234-9202 Email: teenbellacct@gmail.com (4) Xtaren, Inc. Attention: Kiho Song, President 1126 Crocker Street Los Angeles, CA 90021 Telephone: (213) 749-5678 Fax: (213) 749-5676 Email: accounting@xtaren.com Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at a debtor's expense. They may investigate the debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. About Sarah Zone Inc. Sarah Zone, Inc., is a merchant wholesaler of apparel, piece goods, and notions. The company filed its Articles of Incorporation in California on Oct. 5, 2004, according to public records filed with California Secretary of State. Sarah Zone sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 18-20836) on Sept. 17, 2018. In the petition signed by Tae Hyun Yoo, president, the Debtor disclosed $3,833,130 in assets and $7,301,855 in liabilities. Judge Sandra R. Klein presides over the case. The Debtor tapped Levene, Neale, Bender, Yoo & Brill LLP as its legal counsel. SEABROOK DENTAL: Has Cash Collateral Stipulation With CSBank ------------------------------------------------------------ Seabrook Dental Laboratory, LLC, asks the United States Bankruptcy Court for the Western District of Washington for (i) entry of an interim order authorizing the use of cash collateral pending final approval of the use of cash collateral, and (ii) approving its Stipulation with Columbia State Bank regarding use of cash collateral. The Debtor believes that it does not have available sufficient sources of unencumbered working capital and financing to operate its business in the ordinary course of business, including the payment of the ordinary and necessary expenses of payroll and all associated state and federal taxes as well as all other reasonable operating expenses as listed on the Budget, without the use of its cash and accounts. Columbia State Bank has consented to the use of its Cash Collateral to the extent set forth in the Stipulation, which sets forth the debtor’s financial relationship with Columbia State Bank. The Debtor filed the Stipulation contemporaneously with the filing of the Cash Collateral Motion. Pursuant to the Stipulation, the Debtors have obtained the consent of Columbia State Bank to use cash collateral and have accordingly requested authorization to grant related adequate protection in the form of replacement liens and super priority claims for the diminution in value of any Prepetition Collateral during the period of the Stipulation. The Debtor believes that Columbia State Bank, APZB Industries/Can Capital, Alta Financial/Business Backer, Corporation Service Company, World Global Financing, Inc. and Global Funding Experts, LLC are parties with an interest in Debtor's Cash Collateral to be used under the Stipulation. While all of the other potential lienholders appear to also hold blanket liens on the Debtor's assets, the Debtor believes that the liens are subordinate to the lien of Columbia State Bank. The Debtor asserts that the Subordinate Lienholders will likely benefit from entry of the Stipulation with Columbia State Bank as the value of the business will be maximized by the continued and uninterrupted operation of the business enterprise. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/wawb18-13499-18.pdf About Holbrook/Searight Seabrook Dental Laboratory, LLC -- https://www.seabrookdentallab.com/ -- is an independent, full service dental laboratory in Edmonds, Washington. Seabrook Dental offers the newest technology and dental prosthetic solutions to dentist clients. Seabrook Dental Laboratory filed for Chapter 11 bankruptcy protection (Bankr. W.D. Wash. Case No. 18-13499) on Sept. 6, 2018, estimating its assets and liabilities at between $1 million and $10 million each. The petition was signed by Timothy R. Holbrook, managing member. Judge Christopher M. Alston presides over the case. Thomas D. Neeleman, Esq., at Neeleman Law Group, P.C., serves as the Debtor's bankruptcy counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. SEARS HOLDINGS: Seeks Court Approval of Stalking Horse Agreement ---------------------------------------------------------------- Sears Holdings Corporation on Nov. 3, 2018, disclosed that it has sought court approval of a "stalking horse" asset purchase agreement with Service.com to acquire the Sears Home Improvement business ("SHIP") in a sale process under Section 363 of the U.S. Bankruptcy Code. SHIP, which is based in Longwood, Florida, is a unit of the Sears Home Services division. "The sale of SHIP is an important step for Sears Holdings as we continue working to achieve a comprehensive restructuring," said Robert A. Riecker, Chief Financial Officer and member of the Office of the Chief Executive. "We look forward to completing this process expeditiously so that we can maximize the value of SHIP and ensure a seamless transition for all of our stakeholders." "Service.com is excited about the possibility of combining with SHIP," said Sandy Kronenberg, Chief Executive Officer of Service.com. "This would not have been feasible without the support of Peter Karmanos' MadDog Ventures." The transaction was approved by the Company's Restructuring Committee, which consists solely of independent directors. Under the agreement, which is subject to higher or better offers, Service.com intends to purchase SHIP for approximately $60 million in cash. Holdings intends to implement bid procedures to allow other qualified bidders the opportunity to submit competing bids through a court-supervised sale process. Interested bidders are encouraged to contact Lazard Frères & Co. LLC. The Company requested that the Court consider the proposed bid procedures on November 15 at 10:00 a.m. ET. The auction process and final agreement will be subject to the approval of the Court. In addition, completion of the transaction remains subject to customary closing conditions and regulatory approvals. Holdings anticipates that a sale will be completed by early January 2019. As previously announced, on October 15, 2018, Holdings and certain of its subsidiaries filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of New York. Additional information is available on the Company's restructuring website at restructuring.searsholdings.com. For Court filings and other documents related to the court-supervised process, please visit http://restructuring.primeclerk.com/sears,call (844) 384-4460 (for toll-free domestic calls) and +1 (929) 955-2419 (for tolled international calls), or email searsinfo@primeclerk.com. Advisors Weil, Gotshal & Manges LLP is serving as legal counsel, M-III Partners is serving as restructuring advisor and Lazard Frères & Co. LLC is serving as investment banker to Holdings. Sidley Austin LLP is serving as legal counsel and FINNEA Group LLC is serving as financial advisor to Service.com. About Sears Holdings Sears Holdings Corporation (NASDAQ: SHLD) (otc pink:SHLDQ) -- http://www.searsholdings.com/-- began as a mail ordering catalog company in 1887 and became the world's largest retailer in the 1960s. At its peak, Sears was present in almost every big mall across the U.S., and sold everything from toys and auto parts to mail-order homes. Sears claims to be is a market leader in the appliance, tool, lawn and garden, fitness equipment, and automotive repair and maintenance retail sectors. Sears and Kmart merged to form Sears Holdings in 2005 when they had 3,500 US stores between them. Kmart emerged in 2005 from its own bankruptcy. Unable to keep up with online stores and other brick-and-mortar retailers, a long series of store closings has left it with 687 retail stores in 49 states, Guam, Puerto Rico, and the U.S. Virgin Islands as of mid-October 2018. The Company employs 68,000 individuals, of whom 32,000 are full-time employees. As of Aug. 4, 2018, Sears Holdings had $6.93 billion in total assets, $11.33 billion in total liabilities and a total deficit of $4.40 billion. Unable to cover a $134 million debt payment due Oct. 15, 2018, Sears Holdings Corporation and 49 subsidiaries sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 18-23538) on Oct. 15, 2018. The Hon. Robert D. Drain is the case judge. Weil, Gotshal & Manges LLP is serving as legal counsel, M-III Partners is serving as restructuring advisor and Lazard Freres & Co. LLC is serving as investment banker to Holdings. DLA Piper LLP is the real estate advisor. Prime Clerk is the claims and noticing agent. SEARS HOLDINGS: Taps Lazard Freres as Investment Banker ------------------------------------------------------- Sears Holdings Corporation and its debtor affiliates seek authority from the United States Bankruptcy Court for the Southern District of New York (White Plains) to hire Lazard Freres & Co. LLC as investment banker. Investment banking services Lazard will render are: (a) review and analyze the Debtors' assets, liabilities, business operations, financial statements, liquidity, financial condition, business plans, forecasts and financial projections; (b) evaluating the Debtors' potential debt capacity in light of its projected cash flows; (c) provide advice and assistance in analyzing and sensitizing the Debtors' financial projections based on alternative scenarios; (d) evaluate options relating to a Restructuring and/or other strategic alternatives for the Debtors; (e) assist in the determination of a capital structure for the Debtors'; (f) assist in the determination of a range of values for the Company on a going concern basis; (g) advise and assist the Debtors' on negotiating with the Stakeholders, including advising on tactics and strategies; (h) render financial advice to the Company and participating in meetings or negotiations with the Stakeholders and/or rating agencies or other appropriate parties in connection with any Restructuring; (i) advise the Company on the timing, nature, and terms of new securities, indebtedness or other consideration or other inducements to be offered pursuant to any Restructuring; (j) advise and assist the Debtors in evaluating any potential Financing by the Company, and, subject to Lazard's agreement to so act and, if requested by Lazard, to execution of appropriate agreements, on behalf of the Company, contacting potential sources of capital as the Company may designate and assisting the Company in implementing such Financing; (k) subject to Lazard's agreement so to act, assist the Debtors in identifying and evaluating candidates for any potential Sale Transaction, advising the Company in connection with negotiations and aiding in the consummation of any Sale Transaction; (l) assist the Company in preparing documentation within its area of expertise that is required with any Restructuring, and, if requested by the Company, any Financing, or Sale Transaction; for the avoidance of doubt, a Sale Transaction includes the process of identifying and evaluating candidates for any potential Sale Transaction, advising the Company in connection with negotiations and aiding in the consummation of any Sale Transaction; (m) attend meetings of the Board of Directors of the Company to discuss matters on which Lazard has been engaged to advise under the Engagement Letter; (n) prepare valuation analysis, if necessary, in connection with any Restructuring, and, if requested by the Company, any Financing or Sale Transaction (for which Lazard agreed to so act); (o) assist the Board of Directors of Sears Holdings Corporation in connection with the evaluation of any Restructuring, Financing or Sale Transaction; (p) provide testimony, as necessary, with respect to matters on which Lazard has been engaged to advise under the Engagement Letter in any proceeding before the Court; and (q) provide the Company with other financial restructuring advice or services as may from time to time be reasonably requested by the Company in connection with the foregoing. Lazard will be paid the following fees: (a) A monthly fee of $200,000 payable on October 15, 2018 and the fifteenth day of each month thereafter until the termination of Lazard's engagement. Fifty percent (50%) of all Monthly Fees paid beginning with the Monthly Fee earned on May 15, 2019 shall be credited once (without duplication) against any Restructuring Fee, Sale Transaction Fee or Financing Fee subsequently payable; provided, however, such credit shall be reduced to the extent such Restructuring Fee, Sale Transaction Fee or Financing Fee is not approved in full by the Court. (b) A fee, payable upon the consummation of a Restructuring, equal to 55.0 basis points (0.55%) of the principal amount of the Existing Obligations involved in such Restructuring (Restructuring Fee); provided, however, that the portion of any Existing Obligations owned by members of the Board of Directors of the Company or their controlled affiliates (including ESL) or either or both of the Company's pensions plans shall not be included when calculating the Restructuring Fee payable. (c) A fee, payable upon the consummation of a Financing, equal to 55.0 basis points (0.55%) of the aggregate principal amount of new securities, instruments or obligations of the Company (including the committed amount of any new committed revolving credit facilities) incurred in such Financing (Financing Fee); provided, however, that the portion of any such amount funded or committed by members of the Board of Directors of the Company or their controlled affiliates (including ESL) or either or both of the Company's pension plans shall not be included when calculating the Financing Fee payable; provided further that neither the consensual use of cash collateral not the consummation of a roll-up or roll-over portion of any credit facility shall in and of itself give rise to any Financing Fee; provided, further, that for any proposed "debtor-in-possession" Financing, the Financing Fee shall be earned and shall be payable upon execution of a definitive agreement with respect to the Financing. (d) A fee, payable upon consummation of a Sale Transaction, equal to 55.0 basis points (.55%) of the Aggregate Consideration (as defined on Schedule 2 to the Engagement Letter) paid in such Sale Transaction (Sale Transaction Fee); (e) In addition to any fees that may be payable to Lazard, and regardless of whether any transaction occurs, the Debtors shall promptly reimburse Lazard for all reasonable and reasonably documented or itemized expenses incurred by Lazard (including travel and lodging, data-processing and communications charges, courier services, and other expenditures) and the reasonable and documented fees and expenses of a single primary legal counsel, if any, retained by Lazard; provided that Lazard shall not be reimbursed for out-of-pocket expenses incurred in excess of $50,000 in the aggregate absent express prior written consent of the Debtors, which consent shall not be unreasonably withheld. For the avoidance of any doubt, the expense limitations set forth in this subparagraph shall not apply to the Indemnification Letter. Brandon Aebersold, managing director of Lazard, disclosed in a court filing that the firm is "disinterested" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Brandon Aebersold LAZARD FRERES & CO. LLC 30 Rockefeller Plaza New York, NY 10020 Phone: +1 212-632-6000 About Sears Holdings Sears Holdings Corporation (NASDAQ: SHLD) -- http://www.searsholdings.com/-- began as a mail ordering catalog company in 1887 and became the world's largest retailer in the 1960s. At its peak, Sears was present in almost every big mall across the U.S., and sold everything from toys and auto parts to mail-order homes. Sears claims to be is a market leader in the appliance, tool, lawn and garden, fitness equipment, and automotive repair and maintenance retail sectors. Sears and Kmart merged to form Sears Holdings in 2005 when they had 3,500 US stores between them. Kmart emerged in 2005 from its own bankruptcy. Unable to keep up with online stores and other brick-and-mortar retailers, a long series of store closings has left it with 687 retail stores in 49 states, Guam, Puerto Rico, and the U.S. Virgin Islands as of mid-October 2018. The Company employs 68,000 individuals, of whom 32,000 are full-time employees. As of Aug. 4, 2018, Sears Holdings had $6.93 billion in total assets, $11.33 billion in total liabilities and a total deficit of $4.40 billion. Unable to cover a $134 million debt payment due Oct. 15, 2018, Sears Holdings Corporation and 49 subsidiaries sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 18-23538) on Oct. 15, 2018. The Hon. Robert D. Drain is the case judge. Weil, Gotshal & Manges LLP is serving as legal counsel, M-III Partners is serving as restructuring advisor and Lazard Freres & Co. LLC is serving as investment banker to Holdings. DLA Piper LLP is the real estate advisor. Prime Clerk is the claims and noticing agent. SEARS HOLDINGS: Taps Weil Gotshal & Manges as Legal Counsel ----------------------------------------------------------- Sears Holdings Corporation and its debtor affiliates seek authority from the United States Bankruptcy Court for the Southern District of New York (White Plains) to hire Weil, Gotshal & Manges LLP as attorneys. Sears requires Weil Gotshal to: a. take all necessary actions to protect and preserve the Debtors' estates, including the prosecution of actions on the Debtors' behalf, the defense of any actions commenced against the Debtors, the negotiation of disputes in which the Debtors are involved and the preparation of objections to claims filed against the Debtors' estates; b. prepare on behalf of the Debtors, as debtors in possession, all necessary motions, applications, answers, orders, reports and other papers in connection with the administration of the Debtors' estates; c. take all necessary actions in connection with any chapter 11 plan and related disclosure statement and all related documents, and such further actions as may be required in connection with the administration of the Debtors' estates; d. take all necessary actions to protect and preserve the value of the Debtors' estates, including advising with respect to the Debtors' non-debtor subsidiaries and all related matters; and e. perform all other reasonable or necessary legal services in connection with the prosecution of these chapter 11 cases. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Mr. Schrock disclosed that his firm has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements; and that no Weil professional varied his rate based on the geographic location of the cases. Weil Gotshal will be paid at these hourly rates: Members & Counsel $1,075 to $1,600 Associates $560 to $995 Paraprofessionals $240 to $420 Weil Gotshal will also be reimbursed for reasonable out-of-pocket expenses incurred. Ray Schrock, Esq., a Weil, Gotshal & Manges LLP, disclosed in a court filing that his firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Ray C. Schrock, P.C. Matthew S. Barr, Esq. Sunny Singh, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, New York 10153 Tel: (212) 310-8000 Fax: (212) 310-8007 E-mail: sunny.singh@weil.com E-mail: ray.schrock@weil.com About Sears Holdings Sears Holdings Corporation (NASDAQ: SHLD) -- http://www.searsholdings.com/-- began as a mail ordering catalog company in 1887 and became the world's largest retailer in the 1960s. At its peak, Sears was present in almost every big mall across the U.S., and sold everything from toys and auto parts to mail-order homes. Sears claims to be is a market leader in the appliance, tool, lawn and garden, fitness equipment, and automotive repair and maintenance retail sectors. Sears and Kmart merged to form Sears Holdings in 2005 when they had 3,500 US stores between them. Kmart emerged in 2005 from its own bankruptcy. Unable to keep up with online stores and other brick-and-mortar retailers, a long series of store closings has left it with 687 retail stores in 49 states, Guam, Puerto Rico, and the U.S. Virgin Islands as of mid-October 2018. The Company employs 68,000 individuals, of whom 32,000 are full-time employees. As of Aug. 4, 2018, Sears Holdings had $6.93 billion in total assets, $11.33 billion in total liabilities and a total deficit of $4.40 billion. Unable to cover a $134 million debt payment due Oct. 15, 2018, Sears Holdings Corporation and 49 subsidiaries sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 18-23538) on Oct. 15, 2018. The Hon. Robert D. Drain is the case judge. Weil, Gotshal & Manges LLP is serving as legal counsel, M-III Partners is serving as restructuring advisor and Lazard Freres & Co. LLC is serving as investment banker to Holdings. DLA Piper LLP is the real estate advisor. Prime Clerk is the claims and noticing agent. SEARS HOLDINGS: Weil Serves as Adviser in Chapter 11 Restructuring ------------------------------------------------------------------ Weil is representing Sears Holdings Corporation (Sears Holdings) and certain of its domestic affiliates (the Company) in their chapter 11 cases, which were recently commenced in the United States Bankruptcy Court for the Southern District of New York. Sears Holdings is the parent company of Sears, Roebuck and Co., one of America's most iconic companies. Sears Holdings currently operates approximately 687 stores in 49 states, Guam, Puerto Rico and the U.S. Virgin Islands under the Sears(R) and Kmart(R) banners, and employs almost 70,000 employees. Sears Holdings' balance sheet includes approximately $9 billion of debt. As part of its chapter 11 filing, Weil advised the Company on its entry into an emergency $300 million debtor-in-possession credit facility, and continues to advise the Company on its entry into a second debtor-in-possession credit facility that would provide the Company with an additional $300 million of liquidity. Sears Holdings hopes to sell its viable stores as a going concern pursuant to section 363 of the Bankruptcy Code and to complete its chapter 11 process as efficiently as possible. The Weil team representing Sears Holdings is led by Business Finance & Restructuring Department Co-Chair Ray C. Schrock, P.C., and partners Jacqueline Marcus, Garrett A. Fail, Sunny Singh and Ryan Preston Dahl, and counsel Matthew Goren. The team also includes U.S. Banking & Finance Head Douglas R. Urquhart; Capital Markets partner Corey Chivers; Public Company Advisory Group Co-Head Ellen J. Odoner; Securities Litigation Co-Head Joseph S. Allerhand and Litigation partners Greg A. Danilow, Paul R. Genender and Jared R. Friedmann; Mergers & Acquisitions partner Gavin Westerman and counsel Naomi Munz; Real Estate Co-Head W. Michael Bond and partner David Herman; Tax partners Stuart Goldring and Mark Hoenig; and Technology & IP Transactions Head Michael A. Epstein; Business Finance & Restructuring associates Jessica Liou, Arkady Goldinstein, Natasha Hwangpo, Paloma Van Groll, Bryan R. Podzius, Kyle R. Satterfield, Matthew Skrzynski, Jeri Leigh Miller, Phil DiDonato and Catherine Diktaban; Banking & Finance associates Sasha Shulzhenko, Steven J. LePorin, Anne-Marie Christoffersen-Deb, Phong T. Bui and Theodore Batis; Capital Markets associate Jonathan Goltser; Public Company Advisory Group associate Kaitlin Descovich; Mergers & Acquisition associates Ariel Simon, Hayden Guthrie and Kelsey Ann Pfleger; Tax associate Eric D. Remijan; and Technology & IP Transactions associates Meggin Bednarczyk and Lauren Springer. About Sears Holdings Sears Holdings Corporation (NASDAQ: SHLD) -- http://www.searsholdings.com/-- began as a mail ordering catalog company in 1887 and became the world's largest retailer in the 1960s. At its peak, Sears was present in almost every big mall across the U.S., and sold everything from toys and auto parts to mail-order homes. Sears claims to be is a market leader in the appliance, tool, lawn and garden, fitness equipment, and automotive repair and maintenance retail sectors. Sears and Kmart merged to form Sears Holdings in 2005 when they had 3,500 US stores between them. Kmart emerged in 2005 from its own bankruptcy. Unable to keep up with online stores and other brick-and-mortar retailers, a long series of store closings has left it with 687 retail stores in 49 states, Guam, Puerto Rico, and the U.S. Virgin Islands as of mid-October 2018. The Company employs 68,000 individuals, of whom 32,000 are full-time employees. As of Aug. 4, 2018, Sears Holdings had $6.93 billion in total assets, $11.33 billion in total liabilities and a total deficit of $4.40 billion. Unable to cover a $134 million debt payment due Oct. 15, 2018, Sears Holdings Corporation and 49 subsidiaries sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 18-23538) on Oct. 15, 2018. The Hon. Robert D. Drain is the case judge. Weil, Gotshal & Manges LLP is serving as legal counsel, M-III Partners is serving as restructuring advisor and Lazard Freres & Co. LLC is serving as investment banker to Holdings. DLA Piper LLP is the real estate advisor. Prime Clerk is the claims and noticing agent. SERVICOM LLC: Seeks Authorization to Use Cash Collateral -------------------------------------------------------- ServiCom LLC, JNET Communications LLC, and Vitel Communications LLC request the U.S. Bankruptcy Court for the District of Connecticut (a) for an order authorizing them to use cash collateral and granting adequate protection on a preliminary basis, and (b) authorizing them to sell their accounts receivable in accordance with their pre-petition factoring arrangement. The purpose of the use of Cash Collateral and sale of Receivables is to meet the Debtors' ongoing working capital and general business needs, which primarily consists of payroll, contractors, advertising/recruiting, telephone, equipment costs and utilities during the Budget period. The Debtors' primary source of funding is Coral Capital Solutions LLC. The two funding facilities entered into with Coral Capital. As of the Petition Date, the Debtors were indebted and liable to Coral Capital: (a) under the Factoring Agreement, the outstanding balance due as of the Petition Date is approximately $9,600,000; (b) under the Secured Term Note, the principal amount of $1,400,000, plus accrued and unpaid interest thereon. The Debtor believes that CT Corporation System, As Representative, VFI KR SPE I, LLC, GrowthFunding Equipment Finance and Everlasting Capital Corp., may assert an interest in some portion of the cash collateral. As adequate protection for any diminution in value of the Prepetition Collateral resulting from the use of Cash Collateral, the Carve-Out, the use, sale or lease of any other Prepetition Collateral, and the imposition of the automatic stay, and further in exchange for the Debtors' continuing sale and Coral Capital's continuing purchase of Receivables on the terms and conditions set forth in the Factoring Agreement, the Debtors propose to grant. A. Coral Capital: (1) Pursuant to the Final Order only, the Debtors to pay to the Coral Capital interest at the contractual, non-default, rate of interest set forth in the Secured Term Note, all such amounts to be paid in accordance with the Budget. (2) To secure the Debtor's Obligations under the Factoring Agreement and to the extent of any diminution in value of the Prepetition Collateral resulting from any use of Cash Collateral, Coral Capital will be granted valid, binding, enforceable and perfected senior replacement liens on and security interests in all property and assets of any kind and nature in which any of the Debtors have an interest, whether real or personal, tangible or intangible, wherever located, now owned or hereafter acquired or arising and all proceeds, products, rents and profits thereof. However, the Postpetition Collateral will not include any claims or causes of action arising under Chapter 5 of the Bankruptcy Code or any similar state law, or any proceeds thereof. (3) To the extent of any diminution in value of the Prepetition Collateral, Coral Capital will be granted allowed superpriority claims senior to all other administrative expense claims and to all other claims, including administrative claims, whether or not such expenses or claims may become secured by a judgment lien or other non-consensual lien, levy or attachment, which Superpriority Claims is to be payable from, and have recourse to, all of the Postpetition Collateral and proceeds thereof. B. Other Lien Holder: (a) a replacement lien on all of the Prepetition Collateral and the Postpetition Collateral and (b) a Superpriority Claim. However, such replacement liens and superpriority claims are to be only for the amount of any diminution in value of such Other Lien Holder's interest in the cash collateral and that such replacement liens or superpriority claim are to be only to the same validity, priority and extent of any pre-petition interest in the Cash Collateral held by such Other Lien Holder. The Debtors propose the following notice procedure for the Final Hearing: (a) On or before Nov. 26, 2018, the Debtor will transmit copies of a notice of the entry of the Interim Order, together with a copy of the proposed Final Order. (b) The notice of entry of the Interim Order will state that any party in interest objecting to the Postpetition Financing on a final basis and the entry of the Final Order will file written objections with the Clerk of the United States Bankruptcy Court for the District of Connecticut no later than 4:00 p.m. (prevailing Eastern Time) on November 5, 2018. (c) The Debtors request a final hearing for the authority to use Cash Collateral on or before November 7, 2018. A full-text copy of the Cash Collateral Motion is available at http://bankrupt.com/misc/ctb18-31722-9.pdf About ServiCom LLC ServiCom -- http://www.servicom-llc.com-- provides a comprehensive suite of call center outsourcing services. It offers inbound calls, outbound calls, internet sales, customer service, customer retention, customer affairs, market research, help desk, lead management, interactive services and fulfillment services. ServiCom's call center locations are in Machesney Park, IL, Milford, CT, and Sydney, NS (Canada). ServiCom was founded by David Jefferson and is headquartered in Warren, New Jersey. ServiCom LLC, JNET Communications LLC, and Vitel Communications LLC concurrently filed Chapter 11 petitions (Bankr. D. Conn. Case Nos. 18-31722 to 18-31724) on Oct. 19, 2018. The petitions were signed by David Jefferson, manager. At the time of filing, the Debtors each estimated $10 million to $50 million in both assets and liabilities. Zeisler and Zeisler, led by James Berman, serves as counsel to the Debtors. SF GALLERIA: Unsecured Creditors Seek Ch. 11 Trustee Appointment ---------------------------------------------------------------- Unsecured Creditors, Chippewa Cree Tribe of the Rocky Boy's Reservation, Montana, Plain Green, LLC, and First American Capital Resources, LLC, filed a Motion for Derivative Authority to File Preference/ Fraudulent Conveyance Complaint, or in the Alternative, for Appointment of a Chapter 11 Trustee for SF Galleria, LLC. The Creditors requested the Motion before the U.S. Bankruptcy Court for the District of Nevada to pursue avoidance and subordination claims as the evidence showed that the Debtor and MGM Nevada are both managed by convicted felon Martin Mazzara and that the Debtor is conflicted in bringing and pursuing the avoidance of the MGM claim. The Debtor asserts that $959,455.00 is owed on the MGM Nevada's Deed of Trust. However, the Creditors have filed an objection to the validity of the MGM Deed of Trust and to the amount of the claim stating that, should there be any amount owing, the same should be subordinated under 11 U.S.C. Sec. 510 to claims of creditors. Further, the Motion provides that the appointment of a trustee is in the interest of the creditors. A trustee's sole motivation will be to realize the maximum recovery for creditors. In this case, the Creditors assert that it is beyond dispute that Mazzara, who controls both the Debtor and MGM Nevada, does not have the requisite loyalty and objectivity that the Bankruptcy Code demands. Hence, appointment of a trustee is needed. The hearing date for the Motion is set on December 4, 2018. The Unsecured Creditors are represented by: Robert R. Kinas, Esq. Blakeley E. Griffith, Esq. Charles E. Gianelloni, Esq. SNELL & WILMER, L.L.P. 3883 Howard Hughes Parkway, Suite 1100 Las Vegas, NV 89169 Tel: (702) 784-5200 Fax: (702) 784-5252 Email: rkinas@swlaw.com bgriffith@swlaw.com cgianelloni@swlaw.com About SF Galleria SF Galleria, LLC, listed its business as single asset real estate (as defined in 11 U.S.C. Section 101(51B)). SF Galleria sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 18-12635) on May 4, 2018. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and liabilities of less than $1 million to $10 million. Judge Laurel E. Babero presides over the case. The Debtor tapped Johnson & Gubler, P.C., as its legal counsel. SM NOVELTIES: Ch.11 Trustee Hires Arent Fox as Bankr. Counsel ------------------------------------------------------------- Richard A. Marshack, the Chapter 11 Trustee of SM Novelties, LLC, seeks authority from the United States Bankruptcy Court for the Central District of California (Los Angeles) to retain Arent Fox LLP as his general bankruptcy counsel effective as of Oct. 3, 2018. Trustee requires Arent Fox to: (a) investigate, identify and liquidate assets of the Estate; (b) investigate and analyze the scope and validity of any avoidance claims, and potentially file any necessary actions unless the Trustee believes it is better for the estate to employ special litigation counsel; (c) assist the Trustee to employ other professionals, as needed; (d) assist the Trustee in other matters necessary for the efficient administration of this Estate; (e) generally prepare on behalf of the Trustee all necessary motions, applications, answers, orders, reports, and papers in support of positions taken by the Trustee; (f) appear, as appropriate, before this Court and other courts in which matters may be heard and protecting the interests of the Trustee and the Debtor’s Estate before said courts and the Office of the United States Trustee; and (g) perform all other necessary legal services in this case requested by the Trustee. Arent Fox' current hourly rates are: Partners $560 to $885 Of Counsel $440 to $910 Associates $330 to $585 Paraprofessionals $160 to $320 Aram Ordubegian, a partner at Arent Fox, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Arent Fox can be reached at: Aram Ordubegian, Esq. ARENT FOX LLP 555 West Fifth Street, 48th Floor Los Angeles, CA 90013-1065 Tel: (213) 629-7400 Fax: (213) 629-7401 E-mail: aram.ordubegian@arentfox.com About SM Novelties Based in Long Beach, California, SM Novelties, LLC, dba ABI Auto, d/b/a Tires & Services -- http://www.abiauto.us-- is a dealer of pre-owned cars. The Company offers a variety of car models including Audi, Ford, Infiniti, Kia, Lexus, Mercedes-Benz, Nissan, Toyota and more. SM Novelties filed a voluntary Chapter 11 Petition Date (Bankr. C.D. Cal. Case No. 18-17880) on July 9, 2018. The case is assigned to Judge Hon. Vincent P. Zurzolo. The Debtor is represented by Ovsanna Takvoryan, Esq. In the petition signed by Sirodjiddin Murzaev, managing member, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. STONE CRAZY: Hires Coldwell Banker as Real Estate Broker -------------------------------------------------------- Stone Crazy, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Wyoming to to hire a real estate broker. The Debtor proposes to employ Coldwell Banker in connection with the lease or sale of its properties. The Debtor owns 2554 and 2556 South Street in Wheatland, Wyoming. These are lots that are commercially attractive. One building in particular is of interest as a sale or leasehold. Selling or leasing this particular building would allow Debtor's related operational entity (Consolidated Manufacturing Enterprises) to continue its operations in other buildings. It also owns 17 North Road in Wheatland, Wyoming could prove to be a commercially viable site, especially given its access to a rail spur. Coldwell will be paid a commission of standard 5% listing contract. Coldwell and all of its associates are "disinterested persons" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The broker can be reached at: Brad Graham Ben Trautwein Hugh Robert Graham Coldwell Banker The Property Exchange, Inc. 255 Storey Blvd. Cheyenne, WY 82009 Phone: 307-632-6481 About Stone Crazy Stone Crazy, LLC, is a privately held company engaged in activities related to real estate. The company owns four properties in Wheatland, Wyoming having an aggregate current value of $2.70 million. Stone Crazy filed a Chapter 11 petition (Bankr. D. Wyo. Case No. 18-20026) on Jan. 24, 2018. In the petition signed by Managing Member Jennifer Louise Stone, the Debtor disclosed $2.74 million in assets and $2.23 million in liabilities. The Hon. Cathleen D. Parker presides over the case. Ken McCartney, Esq., at The Law Offices of Ken McCartney, P.C., serves as bankruptcy counsel. STRIPES US HOLDING: Chapter 15 Recognition Hearing Set for Nov. 16 ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware will hold a hearing on Nov. 16, 2018, at 9:30 a.m. (Eastern Standard Time), to consider the request of Richard Heis, in his capacity as the duly authorized foreign representative of Stripes US Holdings Inc., to recognize the the Debtor's foreign proceeding under Chapter 15 of the U.S. Bankruptcy Code. Objections, if any, are due no later than 4:00 p.m. (Eastern Standard Time) on Nov. 9, 2018. About Stripes US Stripes US Holding Inc., which retails home furnishing products, filed for Chapter 15 protection on Oct. 24, 2018 (Bankr. Del. Case No. 18-12388). The Hon. Christopher S. Sontchi is the U.S. judge. Richard Heis is the duly appointed foreign representative of the Debtor. Derek C. Abbott, Esq., Andrew R. Remming, Esq., and Joseph Charles Barsalona II, Esq., at Morris, Nichols, Arsht & Tunnell LLP, and Robert H. Trust, Esq., Amy Edgy, Esq., and Christopher J. Hunker, Esq., at Linklaters LLP, represent the Debtor. SUMMIT ACADEMY: S&P Cuts Rating on 2005 Refunding Bonds to B+ ------------------------------------------------------------- S&P Global Ratings lowered its rating to 'B+' from 'BB-' on Summit Academy (SA), Mich.'s series 2005 public school academy refunding revenue bonds. The outlook is stable. "The downgrade reflects our view of SA's considerable 24% decline in enrollment for fall 2018, which marks the third double-digit decline in over four years," said S&P Global Ratings credit analyst Robert Tu. "Additionally, over the past year, SA experienced large teacher turnover, which management believes it has addressed with changes to the school's leadership," Mr. Tu added. The rating reflects S&P's view of the school's: -- Substantial 24% decline in enrollment, further diminishing the school's already small enrollment; -- Continued reliance on state aid anticipation notes for operations and liquidity due to a lag in the receipt of state funding in the fall and spring; -- Limited demand flexibility, as evidenced by a lack of a waitlist to offset enrollment fluctuations; -- A limited revenue pledge restricted to the use of per-pupil state aid to no more than 20% of appropriations; and -- Inherent uncertainty associated with charter renewals in that the bonds' final maturity exceeds the time horizon of the existing charter. S&P believes somewhat offsetting these weaknesses are what it considers the school's: -- Good MADS coverage for the rating category at 1.26x for fiscal year end 2018; -- Acceptable liquidity with 75 days' cash on hand, which includes the school's use of short-term borrowing, for fiscal year end 2018; -- Stable management team, although S&P believes management's inability to stem enrollment declines continues to be a weakness; and -- Good relationship with the charter authorizer, Central Michigan University (CMU), with a history of three prior successful renewals, and the current charter expiring in June 30, 2020. SA is a public charter school located in Flat Rock, Mich., approximately 25 miles southwest of the city of Detroit. The academy currently serves 261 students in grades kindergarten through eighth grade (K-8). SA has a sister school relationship with Summit Academy North (SAN), which was founded by the same former executive director. The academies share an administrative team for day-to day operations under a separate contract by each school board, with no additional shared resources between the schools. TIGAMAN INC: Has Authority to Use Cash Collateral on Interim Basis ------------------------------------------------------------------ The Hon. Lisa Ritchey Craig of the U.S. Bankruptcy Court for the Northern District of Georgia authorized Tigaman, Inc., to use the cash collateral which Live Oak Banking Company has an interest, subject to the limitations/conditions set forth in the Interim Consent Order. The Debtor is authorized to use the cash collateral in accordance with the budget, or in an amount hereafter mutually agreed upon by the Parties or as modified by the Court. Except for Owner Compensation, a 10% variance per each category, or the actual cost listed on the Budget, whichever is greater, is permitted. The approved Monthly Budget provides total expenses of $47,930. The Debtor is prohibited from using the cash collateral to pay any pre-petition indebtedness, obligations of or pre-petition claims against Debtor, except such partial adequate protection payments to Live Oak Banking as may be authorized by the Interim Consent Order. Also, the Debtor may use the Cash Collateral to pay insiders of Debtor only for salary or other compensation specifically reflected in the Budget. Live Oak Banking is granted replacement liens on post-petition property of the same validity, extent, and priority and upon the same cash collateral as Live Oak Banking's pre-petition liens. The security interests and liens granted in the Interim Consent Order will secure an amount equal to the aggregate amount or value of the cash collateral used or consumed in which Live Oak Banking has a valid perfected interest. In addition, Live Oak Banking will be entitled to an administrative claim pursuant to Section 507(b) of the Bankruptcy Code to the extent, if any, which the adequate protection for Debtor's use of Cash Collateral provided by the Interim Consent Order proves to be inadequate. The Debtor will make post-petition payments to Live Oak Banking in the amount of $3,070 by the 5th of each month. Said payments will continue every month until such time as the Court modifies such payments, the Parties otherwise agree in writing, or Debtor's Plan of Reorganization is confirmed. During the Interim Period: (a) the Debtor will provide Live Oak Banking with a copy of Debtor's filed Monthly Operating Report; (b) Live Oak Banking will have access to, and the right to examine and audit, Debtor's books and records; (c) the Debtor will furnish to Live Oak Banking, or as may be more appropriate, counsel to Live Oak Banking, such financial and other information as Live Oak Banking will reasonably request; (d) Live Oak Banking will also have the right to enter and inspect the premises where Debtor conducts its business and inspect its collateral wherever located. The Debtor represents and warrants that it has insured and continues to insure Live Oak Banking's collateral against all risks in amounts not less than are ordinary and customary in Debtor's industry and locale, and in such form as is appropriate for a business of a type similar to Debtor. The Debtor further represents and warrants that Live Oak Banking is named as loss payee for any such insurance policies, and Debtor will authorize and instruct all insurance companies providing such insurance to notify Live Oak Banking of any failure to make any premium payments or otherwise default under any such insurance policies. The Debtor will provide to Live Oak Banking copies of insurance binders, policies, and other written evidence of insurance upon request of Live Oak Banking. The use of the cash collateral will continue until one or more of the following events or conditions: (1) the conversion or dismissal of this Chapter 11 case, (2) Debtor's failure to duly and punctually perform any of its obligations under this Order, (3) the Order being amended, vacated, stayed, reversed, or otherwise modified, or (4) the expiration of three (3) months from October 19, 2018. A full-text copy of the Interim Consent Order is available at http://bankrupt.com/misc/ganb18-63874-43.pdf About Tigaman Inc. Tigaman, Inc., owns a cat clinic in Roswell, Georgia. The Debtor previously filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bank. N.D. Ga. Case No. 13-59458) on May 1, 2013. Tigaman again sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 18-63874) on Aug. 17, 2018. In the petition signed by Michael Ray, president, the Debtor disclosed $1,701,329 in assets and $1,541,335 in liabilities. The Debtor engaged The Falcone Law Firm, P.C., as its legal counsel, and MD Real Estate Partners, Inc., d/b/a Cobblestone Retail Group and agent Michele Del Monaco to market and sell the real property located at 1002 Canton Street, Roswell, GA. TRC COS: S&P Affirms B Rating on Sec. Loans Amid $43MM Loan Add-On ------------------------------------------------------------------ S&P Global Ratings affirmed its 'B' issue-level rating on TRC Cos. Inc.'s senior secured credit facility following the company's proposed $43 million term loan add-on. The '3' recovery rating remains unchanged, indicating S&P's expectation for meaningful (50%-70%; rounded estimate: 50%) recovery in the event of a default. The company plans to use the proceeds from the proposed $43 million add-on to repay its outstanding revolver balance, fund a near-term acquisition, and for general corporate purposes. Following the proposed add-on, S&P expects TRC's credit measures to remain in line with its previous expectations, including adjusted debt to EBITDA of around 5.5x as of the end of fiscal year 2019 (ending June 30, 2019). S&P said, "Our ratings on TRC reflect the company's position as a niche engineering, consulting, and construction management firm that participates in multiple end markets across the U.S. In addition, the company's profitability levels reflect TRC's specialization in higher-margin, lower-risk engineering and construction (E&C) service offerings, in our view. Although TRC's portfolio of services is not exposed to the same level of contract risk as other traditional E&C providers, we believe that the company still faces similar cyclical demand patterns due to the nature of its customers' industries. These strengths are offset by the company's small scale and limited geographic diversity compared with its larger, multinational competitors. In addition, TRC competes with local providers in a fragmented E&C industry marked by very high competition and pricing pressure. Our ratings also incorporate the risks associated with its high debt leverage and controlling ownership by a private-equity sponsor. ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors -- S&P's simulated default scenario assumes that macroeconomic weakness across TRC's key end markets leads to prolonged deferrals or cancelations of numerous projects, which meaningfully impair the company's operations. -- S&P valued TRC based on a 5x EBITDA multiple, which is in line with the multiples it uses for the company's E&C peers. -- Other key default assumptions include LIBOR of 250 basis points (bps) and the revolver is 85% drawn at default. Simulated default scenario -- Simulated year of default: 2021 -- EBITDA at emergence: $46 million -- EBITDA multiple: 5x Simplified waterfall -- Net enterprise value (after 5% admin. costs): $216 million -- Secured first-lien debt claims: $422 million --Recovery expectations: 50%-70% (rounded estimate: 50%) Note: All debt amounts include six months of prepetition interest. RATINGS LIST TRC Cos. Inc. Issuer Credit Rating B/Stable/-- Issue-level Ratings Affirmed; Recovery Ratings Unchanged TRC Cos. Inc. Senior Secured B Recovery Rating 3(50%) TSC BAYVIEW DRIVE: Nov. 28 Disclosure Statement Hearing ------------------------------------------------------- Judge Thomas J. Catliota of the U.S. Bankruptcy Court for the District of Maryland will convene a hearing to consider the approval of the disclosure statement explaining TSC/Bayview Drive, LLC's Chapter 11 Plan on November 28, 2018. The Debtor filed a disclosure statement and a plan under Chapter 11 of the Bankruptcy Code on September 21, 2018. Judge Catliota also ordered the mailing for copies of the Disclosure Statement and Plan to the Plan Sponsor, c/o counsel at: David W. Cohen, Esq. LAW OFFICE OF DAVID W. COHEN 1 N. Charles St., Ste. 350 Baltimore, MD 21201 About TSC/Bayview Drive TSC/Bayview Drive, LLC filed for Chapter 11 bankruptcy (Bankr. D. Md. Case No. 18-19487) on July 18, 2018, listing between $100,000 to $500,000 in both assets and liabilities. A copy of the petition is available at http://bankrupt.com/misc/mdb18-19487.pdf Judge Nancy V. Alquist oversees the case. David W. Cohen, Esq. at Law Office of David W. Cohen served as the Debtor's counsel. TSC BAYVIEW DRIVE: Taps Long & Foster as Real Estate Broker ----------------------------------------------------------- TSC/Bayview Drive, LLC, seeks authority from the United States Bankruptcy Court for the District of Maryland to employ Dee Dee Miller, a/k/a Deanna Miller, and Long and Foster Real Estate as real estate broker. The Debtor is engaged in the business of buying, selling and developing Real Estate, and owns a single parcel in Anne Arundel County, Maryland. The Debtor will require the services of Long & Foster in order to market and sell the real property. Long & Foster will receive 5% of the sale price as commission. Dee Dee Miller, associate broker with Long & Foster Real Estate, attests that she is a "disinterested" person as that term is defined at 11 U.S.C. Sec. 101(14). The broker can be reached through: Dee Dee Miller LONG & FOSTER REAL ESTATE 568A Ritchie Highway Severna Park, MD 21146 Phone: 410-544-4000 E-mail: DEEDEE.MILLER@Longandfoster.com About TSC/Bayview Drive TSC/Bayview Drive, LLC, filed for Chapter 11 bankruptcy (Bankr. D. Md. Case No. 18-19487) on July 18, 2018, estimating between $100,000 and $500,000 in assets and liabilities. Judge Nancy V Alquist oversees the case. David W. Cohen, Esq. at Law Office of David W. Cohen serves as the Debtor's counsel. VERMONT IRISH PUB: Unsecured Creditors to Get 1.9% Allowed Claim ---------------------------------------------------------------- Vermont Irish Pub, LLC, filed with the U.S. Bankruptcy Court for the District of Vermont a disclosure statement dated October 5, 2018, explaining its small business Chapter 11 plan. General unsecured creditors are classified in Class 6, and will receive a distribution of 1.9% of their allowed claims. These claims shall be satisfied by monthly payments of $207.43 during months 25-60 of the Plan for a total of $7,467.48 with and estimated dividend of 1.9%. All payments under the Plan will be through the continued operation of the business. A copy of the Disclosure Statement from PacerMonitor.com is available at https://tinyurl.com/yb9u26kd at no charge. About Vermont Irish Pub Vermont Irish Pub, LLC filed a Chapter 11 bankruptcy petition (Bankr. D. Vt. Case No. 18-10283) on July 11, 2018, listing under $1 million in both assets and liabilities. Rebecca A. Rice, Esq., at Cohen & Rice, serves as its counsel. VIDAL ROSARIO LEON: Jan. 23 Plan Confirmation Hearing ----------------------------------------------------- Judge Brian K. Tester of the U.S. Bankruptcy Court for the District of Puerto Rico issued an order approving the disclosure statement explaining Vidal Rosario Leon Breast Cancer Institute PSC's plan. January 23, 2019, at 2:00 P.M., is fixed as the date of hearing of confirmation of the Plan. Any objection to confirmation of the Plan shall be filed on or before seven days prior to the date of the Confirmation Hearing. At the Confirmation Hearing the Court will conclude the estimated date for "substantial consummation" of the plan as defined in 11 USC Section 1101(2). Vidal Rosario Leon filed for chapter 11 bankruptcy protection (Bankr. D.P.R. Case No. 17-06542) on Oct. 18, 2017, and is represented by Luisa S. Valle Castro, Esq. of C. Conde & Associates. WILLIAM ABRAHAM: Trustee Selling El Paso Property for $1.6M ----------------------------------------------------------- Ronald Ingalls, the Trustee of the estate of William David Abraham, Jr., asks the U.S. Bankruptcy Court for the Western District of Texas to authorize the sale of the real property located at 211 N. Mesa, El Paso, Texas, also known as Kress Building, to George Cook for $1.6 million, subject to higher and better offers. A hearing on the Motion is set for Nov. 6, 2018, at 10:00 a.m. The Schedules filed in the Abraham and Franklin cases show that, as of the Petition Date, the Debtors were the holders of legal or beneficial interests in at least 28 pieces of real property in El Paso and Hudspeth Counties. Approximately 15 of these properties are located in El Paso's Central Business District and three of the 15 hold historical designations. As of the date, orders approving the sale of four properties have been entered by the Court. One sale was to the City of El Paso and two were sold after active bidding at the hearings on the Motions to Sell. Three of the four sales have closed. On July 24, 2018, Downtown Renaissance Joint Venture (also known in some pleadings as "El Paso Renaissance Joint Venture" ("EPRJV") filed a Disclosure Statement and Plan of Reorganization, which proposed to purchase 18 of the properties listed in the Abraham and Franklin schedules for a total purchase price of $10.4 million. On Aug. 8, 2018, EPRJV filed a Motion to Compel Mediation of Disputes Concerning Creditor's Plan of Liquidation. On Aug. 14, 2018, the Court entered an Order Requiring Mediation. The Trustee, William D. Abraham, Franklin Acquisitions, LLC, the City of El Paso and DRJV (and its joint venturers) conducted a mediation on Aug. 29, 2018. A resolution of their pending disputes was reached between several of the parties and a Settlement Agreement was executed by the Trustee, DRJV Franklin Mtn. Management and Ondason, LLC. The Court has approved the Settlement Agreement. The Settlement Agreement requires, in part, that the Trustee file motions to sell certain properties with initial bidders and bids. The Kress Building is one of these properties. The legal title to the property is held in the name of Reliable Development, LP, which is owned in its entirety by Abraham according to his Schedules. According to the Texas Secretary of State Reliable Development had its Certificate/Charter was forfeited on Feb. 10, 2012. The Court has entered an Order substantively consolidating Reliable Development with the estate of William D. Abraham, Jr. The Kress Building is an office building located in the El Paso Central Business District. It originally housed the Kress Department Store which opened in 1907. It is one of the historic buildings designed by Henry Trost. The Debtor's schedules do not list any executory contracts relating to the Kress Building. The Trustee and the Buyer will be entering into a Contract of Sale for the Kress Building, for $1.6 million subject to this Court’s approval and receipt of a higher and better offer. The El Paso County Appraisal District has valued the property at $829,000. The Debtor has scheduled the value of the Property at $4 million. The Trustee received a prior offer from DRJV via its Plan of Reorganization for the Property in the amount of $1.2 million. The material terms of the Contract are: a. Purchaser: George Cook, P.O. Box 7190, Albuquerque, NM 87194, Telephone: (505) 243-068 b. The proposed consideration to be received by the estate, including estimated costs of the sale or lease, including commissions, auctioneer's fees, costs of document preparation and recording and any other customary closing costs: (i) $1.6 million; (ii) 6% broker's commissions ($96,000) on the purchase price; (iii) the Seller will also pay for a title policy, preparation of the deed and bill of sale, one-half of any escrow fee and costs to record any documents to cure title objections that the Seller must cure; and (iv) taxes will be pro-rated as of the date of closing c. A description of the estimated or possible tax consequences to the estate, if known, and how any tax liability generated by the use, sale or lease of such property will be paid: Unkown d. The sale will be free and clear of all liens, claims and interests. A preliminary title search and review of the Schedules and proofs of claim filed in the case indicate the following liens, judgments, and other claims may exist against the Real Property: (i) ad valorem taxes owing to the City of El Paso in the approximate amount of $25,862 for 2018; and (ii) a mortgage to Robert Malooly in the amount of $941,980. Additionally, Ivan Aguilera, IGSFA Management, LLC, Loretta Lynch and the City of El Paso all hold judgment liens against the Debtor. At closing the Trustee will pay the ad valorem taxes for years prior to 2018. The Trustee will also pay the lien of Robert Malooly if the parties can agree upon a payoff amount. The 2018 ad valorem taxes will be pro-rated between the Seller and the Purchaser as of the date of closing, the Property will be sold subject to such taxes. All other liens, claims, interests and encumbrances will attach to the proceeds from the sale. According to Abraham’' Schedules, he owned 100% of the Property as of the Petition Date. The Trustee is legally able to execute the documents to consummate the sale as the Court has substantively consolidated Reliable Development, LP with the estate of William D. Abraham, Jr. The sale will be subject to higher and better offers. The Trustee will seek higher and better offers to be submitted in open court by means of an auction at the date and time of the hearing. Any competing offer, however must commit as part of its offer to cure code violations within a time period acceptable to the City of El Paso and must satisfy the City of its financial ability to do so. The Trustee seeks approval of the offer which would maximize the net proceeds to the estate. A copy of the proposed Contract of Sale attached to the Motion is available for free at: http://bankrupt.com/misc/William_Abraham_229_Sales.pdf About Franklin Acquisitions Franklin Acquisitions LLC is a privately-held company whose principal assets are located at 932 Cherry Hill, El Paso, Texas. Franklin Acquisitions sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 18-30185) on Feb. 6, 2018. In the petition signed by William D. Abraham, member, the Debtor estimated assets and liabilities of $1 million to $10 million. Judge H. Christopher Mott presides over the case. Ronald E. Ingalls was appointed as the Chapter 11 trustee of Franklin Acquisitions. BARRON & NEWBURGER, P.C., serves as the Trustee's counsel. About William Abraham William David Abraham filed for chapter 11 bankruptcy protection (Bankr. W.D. Tex. Case No. 18-30184) on Feb. 6, 2018, and is represented by Omar Maynez, Esq. of Maynez Law. Franklin Acquisitions, one of Mr. Abraham's companies, also filed for Chapter 11 bankruptcy reorganization Feb. 6, 2018. Mr. Abraham is a well-known businessman in El Paso, Texas. He has a portfolio of at least 15 downtown buildings, including several prominent, historical ones. On March 13, 2018, the Court appointed Ronald Ingalls as Chapter 11 Trustee. WINDY CITY FINANCIAL: Bid on Cash Collateral Use Withdrawn ---------------------------------------------------------- The Hon. Jacqueline P. Cox of the U.S. Bankruptcy Court for the Northern District of Illinois, by consent and agreement of Windy City Financial Partners, Inc. and JPMorgan Chase Bank, NA, has ordered withdrawn Windy City's Motion to Use Cash Collateral. A full-text copy of the Agreed Order is available at http://bankrupt.com/misc/ilnb18-21465-50.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, based in Hoffman Estates, Illinois, 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. [*] Hospital Bankruptcy Filings Shape U.S. Economic Distress in Q3 ------------------------------------------------------------------ The rise of hospitals filing for Chapter 11 bankruptcy has shaped the U.S. economic distress in the third quarter of 2018, which is detailed in the latest Polsinelli-TrBK Distress Indices Report. The report, which was released on Oct. 30 by Am Law 100 firm Polsinelli, shows how health care has decoupled from the general U.S. economy. As the economy -- specifically Chapter 11 bankruptcies and the real estate industry -- has remained stable over the last several quarters, health care has shown consistent high levels of distress -- eight of the past 11 quarters have registered a jump in the industry's economic distress. The Polsinelli-TrBK Distress Indices are the backbone of a quarterly research report series that uses Chapter 11 filing data as a proxy for measuring financial distress in the overall U.S. economy and breakdowns of distress specifically in the real estate and the health care services sectors. "What is significant about our report is that it is based on a rolling four-quarter basis. It is not really a spike quarter-to-quarter, but it is measured over a year, so the bumps are more meaningful. Each quarter reflects an entire year's worth of data," said Jeremy Johnson, a bankruptcy and restructuring attorney at Polsinelli and the editor of the report. "Because of this, the report is a proxy for actual distress, but this quarter, we believe the distress may be even more widespread because not all companies end up in bankruptcy." More specifically, the Indices -- which are based on Chapter 11 bankruptcy filings with more than $1 million in assets -- detail that more than 20 hospitals have filed bankruptcy since 2016, and 75 percent of them are in rural areas where reimbursement rates are falling and the uninsured population is growing. The southwestern states are being hit the hardest with a significant number of rural health care facilities closing and additional Medicare expansion troubles. As an example, Houston-based Neighbors Legacy Holdings had more than 30 freestanding emergency centers throughout Texas, but increased competition, insurance payer pressure and overexpansion forced the company the file for Chapter 11 in 2018. Looking at the Indices, it is notable that general Chapter 11 bankruptcies are down 53 percent from the benchmark in 2010; in the same period, distress in the real estate industry is down 68 percent. In contrast, health care industry distress increasedby 305 percent. Other significant updates in the report include: * The Chapter 11 Distress Research Index was 47.17 for the third quarter of 2018. The Chapter 11 Index decreased approximately two points since the last quarter and has decreased the past two quarters. Compared with the same period one year ago, the index has increased approximately five points, and compared with the benchmark period of the fourth quarter of 2010, it is down more than 53 points. * The Real Estate Distress Research Index was 31.67 for the third quarter of 2018. The Real Estate Index decreased by almost one point since the last quarter and has increased three of the past two quarters. Compared with the same period one year ago, the index has increased more than six points, and compared with the benchmark period, it is down approximately 68 percent. This is the third highest the real estate index has measured since 2014. * The Health Care Services Distress Research Index was 405 for the third quarter of 2018. The Health Care Index increased 65 points from last quarter. The index has experienced record or near-record highs in each of the past eight quarters. Compared with the same period one year ago, the index has increased approximately 82 points. Compared with the benchmark period of the fourth quarter of 2010, the index is up approximately 305 percent. * On a trailing four-quarter average, the percentage of real estate filings among all index-measured Chapter 11 filings has decreased from 19.98 percent in 2010 to 13.41 percent now, increasing slightly since the last quarter. Health Care services filings have increased from 1.13 percent in 2010 to 9.70 percent, an increase of almost 2.0 points from last quarter. The Polsinelli-TrBK Distress Indices track the increase or decrease in all Chapter 11 filings with more than $1 million in assets since the fourth quarter of 2010. Unlike the public markets, the Polsinelli-TrBK Distress Indices include both public and private companies, creating a broader economic view and one that may show developing trends on Main Street before they appear on Wall Street. To access the full report, included graphs and all past analysis, visit https://www.distressindex.com. About Polsinelli Polsinelli -- http://www.polsinelli.com/-- is an Am Law 100 firm with more than 825 attorneys in 21 cities coast to coast. Ranked #24 for Client Service Excellence[1]and #10 for best client relationships[2]among 650 U.S. law firms, Polsinelli is also named among the top 30 best-known firms in the nation[3]for the second consecutive year. The firm's attorneys provide value through practical legal counsel infused with business insight, and focus on health care, financial services, real estate, intellectual property, midmarket corporate, labor and employment, and business litigation. [*] New Bankruptcy Cases Fall 2.2% for 12 Months Ended Sept. 30 --------------------------------------------------------------- Bankruptcy filings fell by 2.2% for the 12-month period ending Sept. 30, 2018, compared with the year ending Sept. 30, 2017, continuing a series of slight annual declines in new cases. The September 2018 annual bankruptcy filings totaled 773,375, compared with 790,830 cases in the previous year, according to statistics released by the Administrative Office of the U.S. Courts. The number of bankruptcy cases filed was the lowest for any 12-month period since the year ending June 2007. A national wave of bankruptcies that began in 2008 reached a peak in the year ending September 2010, when nearly 1.6 million bankruptcies were filed. BUSINESS AND NON-BUSINESS FILINGS, YEARS ENDING SEPTEMBER 30, 2014-2018 Year Business Non-Business Total ---- -------- ------------ ----- 2018 22,103 751,272 773,375 2017 23,109 767,721 790,830 2016 24,457 781,123 805,580 2015 24,985 835,197 860,182 2014 28,319 935,420 963,739 TOTAL BANKRUPTCY FILINGS BY CHAPTER, YEARS ENDING SEPTEMBER 30, 2014-2018 Chapter Year 7 11 12 13 ---- ------- ------- ------- ------- 2018 477,248 7,014 468 288,550 2017 486,542 7,052 508 296,599 2016 498,367 7,450 458 299,150 2015 550,036 7,040 383 302,642 2014 642,366 7,658 372 313,262 [] Matthew Roose Joins Ropes & Gray's Restructuring Practice ------------------------------------------------------------ Global law firm Ropes & Gray on Oct. 22, 2018, disclosed that Matthew Roose has joined the firm's 350-lawyer New York office as a partner in the business restructuring practice. Mr. Roose focuses his practice on representing creditors and creditor groups in a variety of in- and out-of-court restructurings. "Matt strengthens our deep bench of creditor-side practitioners at Ropes & Gray who consistently provide high-level counsel and top-tier service to distressed investors," said Stephen Moeller-Sally, co-chair of Ropes & Gray's business restructuring practice. Law360 recognized Mr. Roose as a Rising Star among bankruptcy attorneys in 2017. He has distinguished himself through the representation of major creditors in high-profile bankruptcies, including the chapter 11 cases of Energy Future Holdings, Forbes Energy Services, Extended Stay Hotels and Washington Mutual Inc., among others. Mr. Roose's out-of-court restructuring successes include, among others, representing ad hoc groups of noteholders of Nuverra Environmental Solutions and Alion Science and Technology. "Matt is another resource on a powerhouse restructuring team that our clients can turn to for sophisticated advice," said Eva Carman, managing partner of Ropes & Gray's New York office. "He joins one of the hottest bankruptcy groups in the country, as the firm has notched important successes in a number of restructurings that have made front-page news." Among numerous noteworthy restructuring matters, Ropes & Gray's attorneys recently advised Gawker in its widely reported bankruptcy stemming from a $140-million-dollar jury award to former pro wrestler Hulk Hogan. "Clients understand that Ropes & Gray provides the highest-level counsel on complex restructuring questions," Mr. Roose said. "It's an honor to join an industry leader." Mr. Roose, previously a partner in the restructuring and insolvency practice at Fried, Frank, Harris, Shriver & Jacobson LLP, received a B.A. from Colgate University and J.D., cum laude, from Brooklyn Law School. With more than 350 lawyers in New York, Ropes & Gray is one of the 20 largest law firms in the city, where it has expanded its presence significantly over the last five years. In 2018, the firm added prominent capital markets partner Paul Tropp and expanded its life sciences intellectual property litigation practice with new chair Filko Prugo and partner Charlotte Jacobsen. In 2017, the firm added litigation & enforcement partner Lisa Bebchick, global head of mergers & acquisitions Paul Scrivano (practicing from our New York, San Francisco and Silicon Valley offices), and tax partner James R. Brown. About Ropes & Gray Ropes & Gray -- http://www.ropesgray.com/-- is a preeminent global law firm with approximately 1,300 lawyers and legal professionals serving clients in major centers of business, finance, technology and government. The firm has offices in New York, Boston, Washington, D.C., Chicago, San Francisco, Silicon Valley, London, Hong Kong, Shanghai, Tokyo and Seoul, and has consistently been recognized for its leading practices in many areas, including private equity, M&A, finance, investment management, hedge funds, real estate, tax, antitrust, life sciences, health care, intellectual property, litigation & enforcement, privacy & cybersecurity, and business restructuring. [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABBVIE INC 4AB GZ 61,641.0 (3,375.0) (3,379.0) ABBVIE INC 4AB QT 61,641.0 (3,375.0) (3,379.0) ABBVIE INC ABBVUSD EU 61,641.0 (3,375.0) (3,379.0) ABBVIE INC ABBVEUR EU 61,641.0 (3,375.0) (3,379.0) ABBVIE INC 4AB TH 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 SW 61,641.0 (3,375.0) (3,379.0) ABBVIE INC ABBV* MM 61,641.0 (3,375.0) (3,379.0) 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-BDR ABBV34 BZ 61,641.0 (3,375.0) (3,379.0) ABSOLUTE SOFTWRE ABT2EUR EU 97.0 (56.5) (35.2) 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) ACELRX PHARMA ACRX US 77.7 (37.8) 39.7 ACELRX PHARMA R5X GR 77.7 (37.8) 39.7 ACELRX PHARMA R5X TH 77.7 (37.8) 39.7 ACELRX PHARMA ACRXUSD EU 77.7 (37.8) 39.7 ACELRX PHARMA ACRXEUR EU 77.7 (37.8) 39.7 AIMIA INC GAPFF US 3,521.5 (190.9) (1,254.4) AIMIA INC AIM CN 3,521.5 (190.9) (1,254.4) AMERICAN AIRLINE A1G GZ 52,635.0 (568.0) (6,850.0) AMERICAN AIRLINE AAL11EUR EU 52,635.0 (568.0) (6,850.0) AMERICAN AIRLINE AAL AV 52,635.0 (568.0) (6,850.0) AMERICAN AIRLINE AAL TE 52,635.0 (568.0) (6,850.0) AMERICAN AIRLINE A1G SW 52,635.0 (568.0) (6,850.0) AMERICAN AIRLINE AAL1CHF EU 52,635.0 (568.0) (6,850.0) AMERICAN AIRLINE A1G QT 52,635.0 (568.0) (6,850.0) AMERICAN AIRLINE AAL US 52,635.0 (568.0) (6,850.0) AMERICAN AIRLINE AAL* MM 52,635.0 (568.0) (6,850.0) AMERICAN AIRLINE A1G GR 52,635.0 (568.0) (6,850.0) AMERICAN AIRLINE AAL1USD EU 52,635.0 (568.0) (6,850.0) AMERICAN AIRLINE A1G TH 52,635.0 (568.0) (6,850.0) AMYRIS INC AMRS US 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) AMYRIS INC 3A01 GR 118.7 (249.0) (91.8) AMYRIS INC 3A01 TH 118.7 (249.0) (91.8) AMYRIS INC AMRSUSD EU 118.7 (249.0) (91.8) AQUESTIVE THERAP AQST US 39.8 (38.9) 3.2 ATLATSA RESOURCE ATL SJ 170.1 (210.5) 6.1 AUTODESK INC AUD GR 3,833.0 (241.6) (316.3) AUTODESK INC AUD GZ 3,833.0 (241.6) (316.3) AUTODESK INC ADSK AV 3,833.0 (241.6) (316.3) AUTODESK INC AUD QT 3,833.0 (241.6) (316.3) AUTODESK INC ADSK* MM 3,833.0 (241.6) (316.3) AUTODESK INC ADSK SW 3,833.0 (241.6) (316.3) AUTODESK INC ADSK US 3,833.0 (241.6) (316.3) AUTODESK INC AUD TH 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) AUTOZONE INC AZOEUR EU 9,347.0 (1,520.4) (392.8) AUTOZONE INC AZ5 QT 9,347.0 (1,520.4) (392.8) AUTOZONE INC AZ5 GR 9,347.0 (1,520.4) (392.8) AUTOZONE INC AZO US 9,347.0 (1,520.4) (392.8) AUTOZONE INC AZ5 TH 9,347.0 (1,520.4) (392.8) AUTOZONE INC AZOUSD EU 9,347.0 (1,520.4) (392.8) 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 BTF GR 175.1 (35.6) (13.0) BENEFITFOCUS INC BNFT US 175.1 (35.6) (13.0) BENEFITFOCUS INC BNFTEUR EU 175.1 (35.6) (13.0) 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 TH 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 GR 1,157.7 (564.8) 142.1 BLOOM ENERGY C-A BE1EUR EU 1,157.7 (564.8) 142.1 BLOOM ENERGY C-A 1ZB QT 1,157.7 (564.8) 142.1 BLOOM ENERGY C-A 1ZB TH 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 114,659.0 (1,209.0) 8,269.0 BOEING CO-CED BA AR 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BA EU 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BCO GZ 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BA AV 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BCO QT 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BAUSD SW 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BA CI 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BOE LN 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BA US 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BCO TH 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BACHF EU 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BA SW 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BA* MM 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BA TE 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BCO GR 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BAEUR EU 114,659.0 (1,209.0) 8,269.0 BOMBARDIER INC-A BBD/A CN 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 BBD/BCAD EU 25,029.0 (3,829.0) 1,419.0 BRINKER INTL EAT2EUR EU 1,244.0 (815.9) (356.6) BRINKER INTL BKJ QT 1,244.0 (815.9) (356.6) BRINKER INTL BKJ GR 1,244.0 (815.9) (356.6) BRINKER INTL EAT US 1,244.0 (815.9) (356.6) BROOKFIELD REAL BRE CN 101.1 (41.7) 5.6 BRP INC/CA-SUB V DOO CN 2,671.7 (445.7) (179.1) BRP INC/CA-SUB V B15A GR 2,671.7 (445.7) (179.1) BRP INC/CA-SUB V DOOO US 2,671.7 (445.7) (179.1) BUFFALO COAL COR BUC SJ 31.9 (34.4) (49.1) CACTUS INC- A WHD US 406.1 265.3 141.5 CACTUS INC- A 43C GR 406.1 265.3 141.5 CACTUS INC- A 43C QT 406.1 265.3 141.5 CACTUS INC- A WHDEUR EU 406.1 265.3 141.5 CACTUS INC- A 43C TH 406.1 265.3 141.5 CACTUS INC- A WHDUSD EU 406.1 265.3 141.5 CACTUS INC- A 43C GZ 406.1 265.3 141.5 CADIZ INC 2ZC GR 74.7 (73.9) 17.7 CADIZ INC CDZI US 74.7 (73.9) 17.7 CAMBIUM LEARNING ABCD US 185.3 (0.2) (53.5) CARDLYTICS INC CDLX US 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 TH 702.8 (5.3) (7.1) CASELLA WASTE CWSTEUR EU 702.8 (5.3) (7.1) CASELLA WASTE WA3 GR 702.8 (5.3) (7.1) CASELLA WASTE CWST US 702.8 (5.3) (7.1) CASELLA WASTE CWSTUSD EU 702.8 (5.3) (7.1) CATASYS INC CATS US 7.9 (4.6) (0.7) CBIZ INC XC4 GR 1,189.9 (499.2) 140.9 CBIZ INC CBZ US 1,189.9 (499.2) 140.9 CDK GLOBAL INC C2G QT 3,008.4 (347.3) 818.9 CDK GLOBAL INC CDKEUR EU 3,008.4 (347.3) 818.9 CDK GLOBAL INC C2G TH 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 CDK GLOBAL INC CDKUSD EU 3,008.4 (347.3) 818.9 CHESAPEAKE E-BDR CHKE34 BZ 12,659.0 (39.0) (1,741.0) CHESAPEAKE ENERG CHKEUR EU 12,659.0 (39.0) (1,741.0) CHESAPEAKE ENERG CS1 GZ 12,659.0 (39.0) (1,741.0) CHESAPEAKE ENERG CHK US 12,659.0 (39.0) (1,741.0) CHESAPEAKE ENERG CS1 GR 12,659.0 (39.0) (1,741.0) CHESAPEAKE ENERG CS1 QT 12,659.0 (39.0) (1,741.0) CHESAPEAKE ENERG CS1 TH 12,659.0 (39.0) (1,741.0) CHESAPEAKE ENERG CHK* MM 12,659.0 (39.0) (1,741.0) CHESAPEAKE ENERG CHKUSD EU 12,659.0 (39.0) (1,741.0) CHOICE HOTELS CZH GR 1,123.0 (204.0) (3.5) CHOICE HOTELS CHH US 1,123.0 (204.0) (3.5) CINCINNATI BELL CBBEUR EU 2,166.1 (143.4) 331.1 CINCINNATI BELL CBB US 2,166.1 (143.4) 331.1 CINCINNATI BELL CIB1 GR 2,166.1 (143.4) 331.1 CLEAR CHANNEL-A C7C GR 4,521.1 (2,079.0) 305.4 CLEAR CHANNEL-A CCO US 4,521.1 (2,079.0) 305.4 CLEVELAND-CLIFFS CVA GR 3,125.0 (86.2) 1,269.9 CLEVELAND-CLIFFS CVA GZ 3,125.0 (86.2) 1,269.9 CLEVELAND-CLIFFS CVA QT 3,125.0 (86.2) 1,269.9 CLEVELAND-CLIFFS CLF2EUR EU 3,125.0 (86.2) 1,269.9 CLEVELAND-CLIFFS CLF* MM 3,125.0 (86.2) 1,269.9 CLEVELAND-CLIFFS CLF US 3,125.0 (86.2) 1,269.9 CLEVELAND-CLIFFS CVA TH 3,125.0 (86.2) 1,269.9 CLEVELAND-CLIFFS CLF2 EU 3,125.0 (86.2) 1,269.9 COGENT COMMUNICA OGM1 GR 757.3 (125.8) 286.2 COGENT COMMUNICA CCOI US 757.3 (125.8) 286.2 COLGATE-BDR COLG34 BZ 12,571.0 (68.0) 394.0 COLGATE-PALMOLIV CPA GZ 12,571.0 (68.0) 394.0 COLGATE-PALMOLIV CL US 12,571.0 (68.0) 394.0 COLGATE-PALMOLIV CPA GR 12,571.0 (68.0) 394.0 COLGATE-PALMOLIV CPA QT 12,571.0 (68.0) 394.0 COLGATE-PALMOLIV CLUSD SW 12,571.0 (68.0) 394.0 COLGATE-PALMOLIV CPA TH 12,571.0 (68.0) 394.0 COLGATE-PALMOLIV CL EU 12,571.0 (68.0) 394.0 COLGATE-PALMOLIV CLEUR EU 12,571.0 (68.0) 394.0 COLGATE-PALMOLIV CLCHF EU 12,571.0 (68.0) 394.0 COLGATE-PALMOLIV CL* MM 12,571.0 (68.0) 394.0 COLGATE-PALMOLIV CL SW 12,571.0 (68.0) 394.0 COLGATE-PALMOLIV CL TE 12,571.0 (68.0) 394.0 COLGATE-PALMOLIV COLG AV 12,571.0 (68.0) 394.0 COMMUNITY HEALTH CYH US 16,469.0 (635.0) 1,245.0 COMMUNITY HEALTH CG5 GR 16,469.0 (635.0) 1,245.0 COMSTOCK RES INC CRK US 921.3 (442.4) 13.1 COMSTOCK RES INC CRK1EUR EU 921.3 (442.4) 13.1 COMSTOCK RES INC CX9 GR 921.3 (442.4) 13.1 CONCORDIA INTERN CXRXF US 2,122.5 (2,132.4) (3,601.8) CONCORDIA INTERN CXREUR EU 2,122.5 (2,132.4) (3,601.8) CONCORDIA INTERN 80CD GR 2,122.5 (2,132.4) (3,601.8) 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) CONVERGEONE HOLD CVON US 1,066.9 (156.7) 13.7 CUMULUS MEDIA-A CMLS US 2,413.5 (498.0) 342.7 DELEK LOGISTICS DKL US 650.3 (129.0) 29.0 DELEK LOGISTICS D6L GR 650.3 (129.0) 29.0 DENNY'S CORP DE8 GR 328.8 (110.0) (43.0) DENNY'S CORP DENN US 328.8 (110.0) (43.0) DENNY'S CORP DENNEUR EU 328.8 (110.0) (43.0) DEX MEDIA INC DMDA US 1,419.0 (1,284.0) (1,999.0) DINE BRANDS GLOB DIN US 1,649.7 (213.4) 82.5 DINE BRANDS GLOB IHP GR 1,649.7 (213.4) 82.5 DOLLARAMA INC DOLEUR EU 2,172.4 (57.2) 115.0 DOLLARAMA INC DR3 GZ 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 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 DOMINO'S PIZZA EZV QT 912.1 (2,973.8) 229.2 DOMINO'S PIZZA EZV TH 912.1 (2,973.8) 229.2 DOMINO'S PIZZA EZV GR 912.1 (2,973.8) 229.2 DOMINO'S PIZZA DPZ US 912.1 (2,973.8) 229.2 DOMINO'S PIZZA DPZEUR EU 912.1 (2,973.8) 229.2 DOMINO'S PIZZA DPZUSD EU 912.1 (2,973.8) 229.2 DOMINO'S PIZZA EZV SW 912.1 (2,973.8) 229.2 DUN & BRADSTREET DB5 QT 1,961.9 (758.1) (330.1) DUN & BRADSTREET DNB1EUR EU 1,961.9 (758.1) (330.1) DUN & BRADSTREET DNB US 1,961.9 (758.1) (330.1) DUN & BRADSTREET DB5 TH 1,961.9 (758.1) (330.1) DUN & BRADSTREET DB5 GR 1,961.9 (758.1) (330.1) DUNKIN' BRANDS G 2DB GZ 3,354.2 (735.6) 281.9 DUNKIN' BRANDS G 2DB QT 3,354.2 (735.6) 281.9 DUNKIN' BRANDS G DNKNEUR EU 3,354.2 (735.6) 281.9 DUNKIN' BRANDS G 2DB GR 3,354.2 (735.6) 281.9 DUNKIN' BRANDS G 2DB TH 3,354.2 (735.6) 281.9 DUNKIN' BRANDS G DNKN US 3,354.2 (735.6) 281.9 EGAIN CORP EGANEUR EU 39.6 (8.7) (8.0) EGAIN CORP EGAN US 39.6 (8.7) (8.0) EGAIN CORP EGCA GR 39.6 (8.7) (8.0) ENPHASE ENERGY E0P QT 218.5 (30.1) 40.7 ENPHASE ENERGY ENPHEUR EU 218.5 (30.1) 40.7 ENPHASE ENERGY E0P TH 218.5 (30.1) 40.7 ENPHASE ENERGY E0P GR 218.5 (30.1) 40.7 ENPHASE ENERGY ENPH US 218.5 (30.1) 40.7 ENPHASE ENERGY ENPHUSD EU 218.5 (30.1) 40.7 ENPHASE ENERGY E0P GZ 218.5 (30.1) 40.7 EVERI HOLDINGS I EVRIEUR EU 1,439.8 (120.3) (3.8) EVERI HOLDINGS I EVRI US 1,439.8 (120.3) (3.8) EVERI HOLDINGS I G2C TH 1,439.8 (120.3) (3.8) EVERI HOLDINGS I G2C GR 1,439.8 (120.3) (3.8) EXELA TECHNOLOGI XELAU US 1,728.9 (62.1) (40.6) EXELA TECHNOLOGI XELA US 1,728.9 (62.1) (40.6) GAMCO INVESTO-A GBL US 140.2 (44.9) - 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 GNC HOLDINGS INC GNC US 1,499.1 (166.1) 250.2 GNC HOLDINGS INC IGN GR 1,499.1 (166.1) 250.2 GOGO INC G0G QT 1,304.3 (228.2) 310.1 GOGO INC G0G GR 1,304.3 (228.2) 310.1 GOGO INC GOGO US 1,304.3 (228.2) 310.1 GOGO INC GOGOEUR EU 1,304.3 (228.2) 310.1 GOLDEN STAR RES GS5 TH 331.4 (71.3) (91.0) GOLDEN STAR RES GSC CN 331.4 (71.3) (91.0) GOLDEN STAR RES GSS US 331.4 (71.3) (91.0) 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 EAF US 1,502.7 (1,038.5) 348.0 GRAFTECH INTERNA G6G GR 1,502.7 (1,038.5) 348.0 GRAFTECH INTERNA G6G TH 1,502.7 (1,038.5) 348.0 GRAFTECH INTERNA EAFEUR EU 1,502.7 (1,038.5) 348.0 GRAFTECH INTERNA G6G QT 1,502.7 (1,038.5) 348.0 GRAFTECH INTERNA EAFUSD EU 1,502.7 (1,038.5) 348.0 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 GTBIF US 1.1 (0.5) (0.5) GREEN THUMB INDU R9U2 GR 1.1 (0.5) (0.5) GREEN THUMB INDU GTII CN 1.1 (0.5) (0.5) GREENSKY INC-A GSKY US 758.7 (46.5) (65.5) HANGER INC HNGR US 664.4 (35.3) 126.1 HCA HEALTHCARE I HCA* MM 38,044.0 (3,730.0) 3,779.0 HCA HEALTHCARE I 2BH QT 38,044.0 (3,730.0) 3,779.0 HCA HEALTHCARE I HCAEUR EU 38,044.0 (3,730.0) 3,779.0 HCA HEALTHCARE I 2BH TH 38,044.0 (3,730.0) 3,779.0 HCA HEALTHCARE I HCA US 38,044.0 (3,730.0) 3,779.0 HCA HEALTHCARE I 2BH GR 38,044.0 (3,730.0) 3,779.0 HCA HEALTHCARE I HCAUSD EU 38,044.0 (3,730.0) 3,779.0 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 HOO GR 2,734.8 (761.1) 210.5 HERBALIFE NUTRIT 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HOLDIN SIRI AV 8,273.5 (1,375.4) (2,319.9) SIRIUS XM HOLDIN RDO QT 8,273.5 (1,375.4) (2,319.9) SIRIUS XM HOLDIN SIRI US 8,273.5 (1,375.4) (2,319.9) SIRIUS XM HOLDIN RDO GR 8,273.5 (1,375.4) (2,319.9) SIRIUS XM HOLDIN RDO TH 8,273.5 (1,375.4) (2,319.9) SIRIUS XM HOLDIN SIRIUSD EU 8,273.5 (1,375.4) (2,319.9) SIRIUS XM HOLDIN SIRI TE 8,273.5 (1,375.4) (2,319.9) SIX FLAGS ENTERT SIX US 2,633.4 (1.2) (54.8) SIX FLAGS ENTERT SIXEUR EU 2,633.4 (1.2) (54.8) SIX FLAGS ENTERT 6FE GR 2,633.4 (1.2) (54.8) SLEEP NUMBER COR SNBREUR EU 470.1 (54.4) (280.6) SLEEP NUMBER COR SNBR US 470.1 (54.4) (280.6) SLEEP NUMBER COR SL2 GR 470.1 (54.4) (280.6) SONIC CORP SO4 TH 531.1 (288.8) 42.4 SONIC CORP SONCEUR EU 531.1 (288.8) 42.4 SONIC CORP SO4 GR 531.1 (288.8) 42.4 SONIC CORP SONC US 531.1 (288.8) 42.4 SONIC CORP SONCUSD EU 531.1 (288.8) 42.4 STARCO BRANDS IN STCB US 0.1 (0.8) (0.8) TAUBMAN CENTERS TCO US 4,335.7 (238.6) - TAUBMAN CENTERS TU8 GR 4,335.7 (238.6) - TENABLE HOLDINGS TENB US 454.2 132.6 161.0 TENABLE HOLDINGS TE7 GZ 454.2 132.6 161.0 TENABLE HOLDINGS TE7 GR 454.2 132.6 161.0 TENABLE HOLDINGS TE7 QT 454.2 132.6 161.0 TENABLE HOLDINGS TE7 TH 454.2 132.6 161.0 TENABLE HOLDINGS 0ZC0 LI 454.2 132.6 161.0 TESARO INC T8S TH 710.8 (130.8) 457.9 TESARO INC T8S QT 710.8 (130.8) 457.9 TESARO INC TSROEUR EU 710.8 (130.8) 457.9 TESARO INC T8S GR 710.8 (130.8) 457.9 TESARO INC TSRO US 710.8 (130.8) 457.9 TESARO INC TSROUSD EU 710.8 (130.8) 457.9 TOWN SPORTS INTE T3D GR 261.9 (75.4) (16.8) TOWN SPORTS INTE CLUB US 261.9 (75.4) (16.8) TOWN SPORTS INTE CLUBEUR EU 261.9 (75.4) (16.8) TRANSDIGM GROUP T7D QT 11,804.5 (2,098.5) 2,568.2 TRANSDIGM GROUP TDGEUR EU 11,804.5 (2,098.5) 2,568.2 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 TDGUSD EU 11,804.5 (2,098.5) 2,568.2 TRIUMPH GROUP TGIEUR EU 3,420.0 (226.6) 292.1 TRIUMPH GROUP TG7 GR 3,420.0 (226.6) 292.1 TRIUMPH GROUP TGI US 3,420.0 (226.6) 292.1 TUPPERWARE BRAND TUP GZ 1,364.6 (234.6) (153.5) TUPPERWARE BRAND TUP TH 1,364.6 (234.6) (153.5) TUPPERWARE BRAND TUP1EUR EU 1,364.6 (234.6) (153.5) TUPPERWARE BRAND TUP QT 1,364.6 (234.6) (153.5) TUPPERWARE BRAND TUP GR 1,364.6 (234.6) (153.5) TUPPERWARE BRAND TUP US 1,364.6 (234.6) (153.5) TUPPERWARE BRAND TUP1USD EU 1,364.6 (234.6) (153.5) UNISYS CORP USY1 QT 2,370.9 (1,244.1) 413.1 UNISYS CORP USY1 GZ 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 UIS EU 2,370.9 (1,244.1) 413.1 UNITI GROUP INC UNIT US 4,570.8 (1,319.4) - UNITI GROUP INC 8XC GR 4,570.8 (1,319.4) - VALVOLINE INC 0V4 GR 1,849.0 (288.0) 365.0 VALVOLINE INC 0V4 TH 1,849.0 (288.0) 365.0 VALVOLINE INC VVVEUR EU 1,849.0 (288.0) 365.0 VALVOLINE INC 0V4 QT 1,849.0 (288.0) 365.0 VALVOLINE INC VVV US 1,849.0 (288.0) 365.0 VECTOR GROUP LTD VGR QT 1,333.9 (428.7) 164.9 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 VERISIGN INC VRS GZ 1,884.6 (1,401.1) 322.3 VERISIGN INC VRSNEUR EU 1,884.6 (1,401.1) 322.3 VERISIGN INC VRS QT 1,884.6 (1,401.1) 322.3 VERISIGN INC VRS TH 1,884.6 (1,401.1) 322.3 VERISIGN INC VRSN US 1,884.6 (1,401.1) 322.3 VERISIGN INC VRS GR 1,884.6 (1,401.1) 322.3 VERISIGN INC VRSNUSD EU 1,884.6 (1,401.1) 322.3 W&T OFFSHORE INC WTI US 1,102.3 (459.8) 43.2 W&T OFFSHORE INC UWV GR 1,102.3 (459.8) 43.2 W&T OFFSHORE INC WTI1EUR EU 1,102.3 (459.8) 43.2 WAYFAIR INC- A 1WF QT 1,299.6 (312.2) (239.1) WAYFAIR INC- A 1WF GR 1,299.6 (312.2) (239.1) WAYFAIR INC- A WEUR EU 1,299.6 (312.2) (239.1) WAYFAIR INC- A W US 1,299.6 (312.2) (239.1) WEIGHT WATCHERS WW6 GZ 1,381.5 (841.3) 24.1 WEIGHT WATCHERS WTWEUR EU 1,381.5 (841.3) 24.1 WEIGHT WATCHERS WW6 QT 1,381.5 (841.3) 24.1 WEIGHT WATCHERS WW6 TH 1,381.5 (841.3) 24.1 WEIGHT WATCHERS WTW US 1,381.5 (841.3) 24.1 WEIGHT WATCHERS WW6 GR 1,381.5 (841.3) 24.1 WEIGHT WATCHERS WTWUSD EU 1,381.5 (841.3) 24.1 WESTERN UNIO-BDR WUNI34 BZ 8,989.6 (415.3) (902.5) WESTERN UNION W3U GR 8,989.6 (415.3) (902.5) WESTERN UNION W3U GZ 8,989.6 (415.3) (902.5) WESTERN UNION WUEUR EU 8,989.6 (415.3) (902.5) WESTERN UNION W3U QT 8,989.6 (415.3) (902.5) WESTERN UNION WU US 8,989.6 (415.3) (902.5) WESTERN UNION W3U TH 8,989.6 (415.3) (902.5) WIDEOPENWEST INC WOW US 2,196.8 (422.4) (95.7) WIDEOPENWEST INC WU5 GR 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) WINDSTREAM HOLDI B4O2 GR 10,839.8 (1,406.5) (406.3) WINDSTREAM HOLDI WIN US 10,839.8 (1,406.5) (406.3) WINDSTREAM HOLDI B4O2 TH 10,839.8 (1,406.5) (406.3) WINDSTREAM HOLDI WIN2USD EU 10,839.8 (1,406.5) (406.3) WINGSTOP INC WING US 124.1 (140.7) (6.7) WINGSTOP INC EWG GR 124.1 (140.7) (6.7) WINGSTOP INC WING1EUR EU 124.1 (140.7) (6.7) WINMARK CORP WINA US 50.5 (11.7) 7.5 WINMARK CORP GBZ GR 50.5 (11.7) 7.5 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 WD5 GR 7,132.0 (509.0) (86.0) WYNDHAM DESTINAT WD5 QT 7,132.0 (509.0) (86.0) WYNDHAM DESTINAT WYNEUR EU 7,132.0 (509.0) (86.0) WYNDHAM DESTINAT WD5 TH 7,132.0 (509.0) (86.0) WYNDHAM DESTINAT WYND US 7,132.0 (509.0) (86.0) YELLOW PAGES LTD Y CN 544.3 (182.3) 70.9 YELLOW PAGES LTD YLWDF US 544.3 (182.3) 70.9 YRC WORLDWIDE IN YEL1 TH 1,657.6 (328.8) 174.4 YRC WORLDWIDE IN YEL1 QT 1,657.6 (328.8) 174.4 YRC WORLDWIDE IN YRCWEUR EU 1,657.6 (328.8) 174.4 YRC WORLDWIDE IN YEL1 GR 1,657.6 (328.8) 174.4 YRC WORLDWIDE IN YRCW US 1,657.6 (328.8) 174.4 YRC WORLDWIDE IN YRCWUSD EU 1,657.6 (328.8) 174.4 YUM! BRANDS INC YUM US 4,155.0 (7,458.0) (25.0) YUM! BRANDS INC TGR GZ 4,155.0 (7,458.0) (25.0) YUM! BRANDS INC YUMEUR EU 4,155.0 (7,458.0) (25.0) YUM! BRANDS INC TGR QT 4,155.0 (7,458.0) (25.0) YUM! BRANDS INC YUMCHF EU 4,155.0 (7,458.0) (25.0) YUM! BRANDS INC YUM SW 4,155.0 (7,458.0) (25.0) YUM! BRANDS INC YUMUSD SW 4,155.0 (7,458.0) (25.0) YUM! BRANDS INC YUMUSD EU 4,155.0 (7,458.0) (25.0) YUM! BRANDS INC TGR TH 4,155.0 (7,458.0) (25.0) YUM! BRANDS INC TGR GR 4,155.0 (7,458.0) (25.0) YUM! BRANDS INC YUM* MM 4,155.0 (7,458.0) (25.0) ********* 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 ***