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/raid1/www/Hosts/bankrupt/TCR_Public/181114.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, November 14, 2018, Vol. 22, No. 317 Headlines 123 GRAND LLC: Seeks to Hire Robinson Brog as Counsel 47 HOPS: Seeks Ch. 11 Trustee Appointment 8760 SERVICE: Dec. 20 Plan and Disclosure Statement Hearing AAC HOLDINGS: S&P Alters Outlook to Negative & Affirms 'B-' ICR ALL AMERICAN OIL: Case Summary & 10 Largest Unsecured Creditors ARCHER NORRIS: Taps Shuman Snyder as Special Labor Counsel ASPEN MANOR: Taps Hill Wallack as Special Counsel ATD CAPITOL: Seeks Jan. 2 Exclusive Filing Period Extension AUTOMEDX LLC: Taps Judith W. Ross as Legal Counsel BACHI BURGER: Taps Larson Zirzow as Legal Counsel BACHI BURGER: Taps Shumway Van as Litigation Counsel BAKER MANUFACTURING: Taps Jones Walker as Legal Counsel BAY CIRCLE: DOJ Watchdog Seeks Ch. 11 Trustee Appointment BRANWELL INC: Authorized to Use Cash Collateral Until Jan. 27 BRISTOW GROUP: S&P Puts B Issuer Credit Rating on Watch Negative CAPITOL SUPPLY: Seeks Jan. 2 Exclusive Filing Period Extension CARDIAC CONNECTIONS: DOJ Watchdog Names Chrystal Doyle as PCO CARDIAC CONNECTIONS: Unsecureds Estimated to Recover 10% Under Plan CARRIAGE SERVICES: S&P Alters Outlook to Stable & Affirms 'B' ICR CC CARE LLC: 14th Agreed Interim Cash Collateral Use Okayed COOL FROOTZ: Seeks to Hire Nexsen Pruet as Special Counsel CREDIT MANAGEMENT: Hires Clark Hill as Reorganization Counsel CREDIT MANAGEMENT: Hires Kurtzman as Claims and Noticing Agent CREDIT MANAGEMENT: Seeks to Hire Macias Gini as Accountant CUSTOM BLINDS: Court Denies Ch. 11 Examiner Bid CYCLE-TEX INC: Taps Jones & Walden as Legal Counsel DALMATIAN FIRE: Hires Phelps Dunbar as Special Counsel DANICA ASSOCIATES: Agreed 4th Interim Cash Collateral Order Entered DEGRAF CONCRETE: Taps Burke Warren as Legal Counsel DELTA AG GROUP: RSB Asks Court to Dismiss Ch. 11 Case DETROIT, MI: S&P Assigns B+ Rating on 2018 Unlimited Tax GO Bonds DR. SHABNAM QASIM: PCO Files 1st Report EGALET CORPORATION: Hires Kurtzman as Claims and Noticing Agent ENVIRONMENTAL TECHNOLOGIES: Dec. 12 Hearing on Plan Outline Set EVERGREEN REALTY: Case Summary & Unsecured Creditor EXECUTIVE NON-EMERGENCY: Seeks Access to Seacoast Cash Collateral EXPERT CAR CARE 3: Hearing on Plan and Disclosures Set for Nov. 15 FAIRFIELD TIC: Seeks Authorization for Use Cash Collatleral FAIRPOINT COMPANIES: Voluntary Chapter 11 Case Summary FERRELLGAS PARTNERS: S&P Lowers ICR to 'CCC', Outlook Negative FOX PROPERTY HOLDINGS: Seeks March 15 Exclusivity Period Extension GARDNER DENVER: S&P Raises ICR to 'BB+', Outlook Stable GBH PROPERTIES: Taps Straffi & Straffi as Legal Counsel GEM INVESTMENT: Taps Straffi & Straffi as Legal Counsel GEP HAYNESVILLE: Moody's Withdraws B2 CFR Amid Cancelled Bond GROW & LEARN: Taps Giordano Halleran as Legal Counsel HARMON TIRE: Cash Collateral Use Extended Through Jan. 6 HOOK LINE: Unsecured Claims Total $4.5M Under 2nd Amended Plan HOUT FENCING: Seeks to Hire Western Sage as Accountant IMPERVA INC: S&P Assigns 'B-' Issuer Credit Rating, Outlook Stable INTEGRATED DYNAMIC: Hires FisherBroyles LLP as Special Counsel JDR CONSULTING: Seeks Court Approval to Employ Bookkeeper JDR CONSULTING: Taps Pick & Zabicki as Legal Counsel JORGE A. ALVAREZ: Taps Van Horn Law Group as Legal Counsel JULIAN CHARTER SCHOOL: S&P Affirms B+ Rating on 2015A School Bonds LAWSON NURSING HOME: Margaret Barajas Appointed as PCO LEEBER REALTY: Judge Prohibits Further Cash Collateral Use LONGJAGO LLC: Seeks to Hire Christopher S. Moffitt as Counsel MARKPOL DISTRIBUTORS: Twelfth Interim Cash Collateral Order Entered MCDERMOTT INTERNATIONAL: S&P Alters Outlook to Neg & Affirms B+ ICR MCMAHAN-CLEMIS INSTITUTE: May Continue Using Cash Thru December 31 MEADOW WOOD: Taps Wessler Law Firm as Legal Counsel MIDWEST MUSIC: Taps Herren Dare as Legal Counsel MISSING LYNX: Taps Michael Hardwick Law as New Legal Counsel MISSION COAL: Seeks to Hire Mr. Nystrom of Zolfo Cooper as CRO MORRIS AND HADLEY: Taps Acker Warren as Legal Counsel MUNDO CLEANING: Taps Ortiz & Ortiz as Legal Counsel NOWELL TREE: Intends to File Plan Upon Closing of Prospective Sale ORION HEALTHCORP: Needs Additional Time to Continue Plan Talks PAYROLL MANAGEMENT: Seeks Authority to Use IRS Cash Collateral PGHC HOLDINGS: Reaches Agreement to Sell Business to Wynnchurch PGHC HOLDINGS: Taps Epiq as Claims Agent PHILLIP TARVER CATTLE: Voluntary Chapter 11 Case Summary PRAGAT PURSHOTTAM: Agreed 3rd Cash Collateral Interim Order Entered PRESCRIPTION ADVISORY: Case Summary & 20 Top Unsecured Creditors PROVIDER MEDS: 5th Cir. Blocks Rejected License Agreement Sale RANDAL D. HAWORTH: PCO Files 3rd Interim Report RED EAGLE: Lenders Intend to Appoint FT as Receiver Over Assets REDOX POWER: Plan and Disclosures Hearing Scheduled for Jan. 10 REGDALIN PROPERTIES: Court Approves Appointment of Ch. 11 Trustee REPUBLIC METALS: Nov. 19 Meeting Set to Form Creditors' Panel REVOLAR TECHNOLOGY: Seeks to Hire Kutner Brinen as Attorney RYNIC INC: Gets Nod on Interim Cash Collateral Use Until Jan. 27 SEARS HOLDINGS: Hires Prime Clerk as Administrative Agent SEMINOLE HARD ROCK: Moody's Hikes CFR to Ba2, Outlook Stable SILVERADO STAGES: PWB Does Not Consent Cash Collateral Use SITTIN' PRETTY: Seeks to Hire Moran Law as Attorney SOJOURNER-DOUGLASS COLLEGE: Hires Ganz Exclusive as Broker SORENSON COMMUNICATIONS: S&P Puts 'B-' ICR on Watch Positive SORENSON LLC: Moody's Rates New First Lien Debt 'B2' SOUTH PLAZA CENTER: Seeks Jan. 7 Exclusivity Period Extension SPARTAN BUSINESS: Dec. 11 Plan Confirmation Hearing ST. JUDE NURSING: DOJ Watchdog Appoints D. Fish as PCO SUMMIT FINANCIAL: Dec. 12 Disclosure Statement Hearing SUNSHINE DAIRY: Seeks Dec. 21 Exclusivity Period Extension TAPZ LLC: Judge Signs Stipulated Final Cash Collateral Order TLG CAPITAL: Seeks to Hire Fox Rothschild as Counsel TONY3CARS INC: Taps Eric A. Liepins as Legal Counsel TROP INC: Seeks to Hire Aubrey T. Villines as Special Counsel TROP INC: Seeks to Hire Schulten Ward as Special Counsel TROP INC: Seeks to Hire Whaley Hammonds as Accountant TRUTH TECHNOLOGIES: Seeks March 5 Exclusivity Period Extension UNIVERSAL LEARNING: S&P Alters Ratings Outlook to Stable VEHICLE ALIGNMENT: Gets Nod on Cash Collateral Use Thru December 1 VERSA MARKETING: Committee Taps Blakeley as Legal Counsel WESTMORELAND COAL: Seeks to Hire PwC as Accounting Consultant WEX INC: Moody's Revises Outlook on Ba3 CFR to Positive ********* 123 GRAND LLC: Seeks to Hire Robinson Brog as Counsel ----------------------------------------------------- 123 Grand LLC, seeks authority from the U.S. Bankruptcy Court for the Eastern District of New York to employ Robinson Brog Leinwand Greene Genovese & Gluck P.C., as counsel to the Debtor. 123 Grand LLC requires Robinson Brog to: (a) provide advice to the Debtor with respect to its powers and duties under the Bankruptcy Code in the continued operation of its business and the management of its property; (b) negotiate with creditors of the Debtor, preparing a plan of reorganization and taking the necessary legal steps to consummate a plan, including, if necessary, negotiations with respect to financing a plan; (c) appear before the various taxing authorities to work out a plan to pay taxes owing in installments; (d) prepare on the Debtor's behalf necessary applications, motions, answers, replies, discovery requests, forms of orders, reports and other pleadings and legal documents; (e) appear before the Bankruptcy Court to protect the interests of the Debtor and its estate, and represent the Debtor in all matters pending before this Court; (f) perform all other legal services for the Debtor that may be necessary herein; and (g) assist the Debtor in connection with all aspects of this chapter 11 case. Robinson Brog will be paid at these hourly rates: Attorneys $250 to $465 Paralegals $175 to $300 Robinson Brog received a payment of $25,000 for fees and expenses incurred prepetition in connection with the preparation of the bankruptcy filings. The $25,000 was paid for by Cornell Realty management LLC. Of that $25,000, the amount of $6,761 was applied towards prepetition fees. Robinson Brog holds a retainer in the amount of $18,239 which will be applied towards postpetition fees and expenses upon approval of such fees and expenses by the Bankruptcy Court. Robinson Brog will also be reimbursed for reasonable out-of-pocket expenses incurred. Fred B. Ringel, a partner at Robinson Brog, 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. Robinson Brog can be reached at: Fred B. Ringel, Esq. ROBINSON BROG LEINWAND GREENE GENOVESE & GLUCK P.C. 875 Third Avenue New York, NY 10022 Telephone: (212) 603-6300 About 123 Grand LLC 123 Grand LLC filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 18-45824) on Oct. 10, 2018. In the petition signed by David L. Smith, manager, the Debtor estimated $10 million to $50 million in assets and $100,000 to $500,000 in liabilities. 47 HOPS: Seeks Ch. 11 Trustee Appointment ----------------------------------------- Debtor, 47 Hops LLC, requests the U.S. Bankruptcy Court for the Eastern District of Washington directing the appointment of a Chapter 11 Trustee to administer its estate. The Debtor's motion asking a Chapter 11 trustee appointment dated November 8, 2018, was preceded by a Joint Motion to Appoint a Chapter 11 Trustee. The Joint Motion pertains to the Debtor, the Columbia State Bank, the Unsecured Creditors' Committee, and Douglas and Anastasia MacKinnon's signed settlement agreement and release wherein a Chapter 11 trustee will be appointed to administer the Debtor's estate. The fully executed agreement reflects the acknowledgement by the parties that the appointment of a Chapter 11 trustee to administer the estate is in the best interests of the unsecured creditors, the MacKinnons as equity security holders, and the Bank. The Debtor is represented by: Nathan T. Riordan, Esq. WENOKUR RIORDAN PLLC 600 Stewart St, Suite 1300 Seattle, WA 98101 Tel: (206) 903-0401 About 47 Hops LLC Based in Yakima, Washington, 47 Hops LLC -- https://47hops.com/ -- sells aroma and alpha hops to breweries in 38 countries around the world. 47 Hops LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wash. Case No. 17-02440) on Aug. 11, 2017. In the petition signed by Douglas MacKinnon, its president, the Debtor disclosed $4.3 million in assets and $7.45 million in liabilities. Judge Frank L. Kurtz presides over the case. Catherine J Reny, Esq., and Nathan T. Riordan, Esq., at Wenokur Riordan PLLC, serve as the Debtor's bankruptcy counsel. The official committee of unsecured creditors tapped Cairncross & Hempelmann, P.S., as counsel. Marcia A. Frey, the examiner of 47 Hops LLC, hired Hillis Clark Martin & Peterson P.S., as counsel. 8760 SERVICE: Dec. 20 Plan and Disclosure Statement Hearing ----------------------------------------------------------- Bankruptcy Judge Dennis R. Dow issued an order conditionally approving 8760 Service Group, LLC and Pelham Property, LLC's disclosure statement dated Nov. 1, 2018. Dec. 20, 2018 at 9:00 a.m. is fixed for the hearing on final approval of the disclosure statement and for the hearing on confirmation of the plan. Dec. 12, 2018 is the deadline for filing objections to the disclosure statement or plan confirmation and submitting ballots accepting or rejecting the plan. About 8760 Service Group Founded in 2010, 8760 Service Group, LLC -- https://www.8760sg.com/ -- provides maintenance, outage, and emergency repair services for the power, manufacturing and bio-fuel industries. 8760 Service Group, d/b/a 8760 Energy Services LLC, and its affiliate, Pelham Property LLC, filed Chapter 11 petitions (Bankr. W.D. Mo. Lead Case No. 17-20454) on May 1, 2017. The petitions were signed by Stacey "Buck" Barnes, president. At the time of filing, Pelham Property estimated less than $50,000 in assets and $1 million to $10 million in liabilities while 8760 Service Group estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. The cases are assigned to Judge Dennis R. Dow. The Debtors are represented by Victor F. Weber, Esq. at Merrick, Baker & Strauss, P.C. AAC HOLDINGS: S&P Alters Outlook to Negative & Affirms 'B-' ICR --------------------------------------------------------------- S&P Global Ratings revised its outlook on AAC Holdings Inc. to negative from positive and affirmed its 'B-' issuer credit rating on the company. S&P said, "At the same time, we affirmed our 'B-' issue-level rating on the company's senior secured credit facility, which comprises a $55 million revolving credit facility due 2022 and a $275 million term loan B due 2023. The '3' recovery rating remains unchanged, indicating our expectation for meaningful (50%-70%; rounded estimate: 65%) recovery in the event of a payment default. "The negative outlook reflects the risk that the company will underperform our base-case projections given the uncertainty around the timing and pace of investments needed to resolve the internet marketing issue. It also reflects the risk that AAC may breach its leverage covenant if its EBITDA does not recover, especially because the covenant will step down in the first quarter of 2019. We now expect the company's free cash flow deficits to widen in 2018 and believe that it will generate only marginally positive free cash flow in 2019. We expect AAC's adjusted debt leverage to remain above 5x through at least the end of 2019, which contrasts with our previous expectation for leverage of less than 5x and double digit free cash flow generation by 2019. "The negative outlook reflects risks to our base case projection given the uncertainty around the timing and pace of investments needed to resolve the Google issue. It also reflects the risk that AAC may breach the financial covenant, especially given the step down in covenant leverage in the first quarter of 2019, if EBITDA levels do not recover relatively quickly." ALL AMERICAN OIL: Case Summary & 10 Largest Unsecured Creditors --------------------------------------------------------------- Three affiliates that have filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- All American Oil & Gas Incorporated (Lead Case) 18-52693 9601 McAllister Freeway, Suite 221 San Antonio, TX 78216 Kern River Holdings, Inc. 18-52694 9601 McAllister Freeway, Suite 221 San Antonio, TX 78216 Western Power & Steam, Inc. 18-52695 9601 McAllister Freeway, Suite 221 San Antonio, TX 78216 Business Description: All American Oil & Gas Inc. -- https://www.aaoginc.com -- is an independent oil company headquartered in San Antonio, Texas. AAOG holds, and provides shared administrative and accounting services to, its two wholly-owned subsidiaries: KRH and WPS. KRH is an exploration and production company that utilizes a state-of-the-art steam flood to extract oil within a 215-acre leasehold, with 110 acres currently under steam flood, in the Kern River Oil Field. WPS is a power company that operates a 20-megawatt cogeneration facility located adjacent to KRH, which -- in addition to selling power to Pacific Gas & Electric -- provides KRH with both electricity and steam (generated from waste heat) to aid KRH's extraction of oil. Chapter 11 Petition Date: November 12, 2018 Court: United States Bankruptcy Court Western District of Texas (San Antonio) Judge: Hon. Ronald B. King Debtors' General Bankruptcy Counsel: Richard L. Wynne, Esq. Bennett L. Spiegel, Esq. Erin N. Brady, Esq. HOGAN LOVELLS US LLP 1999 Avenue of the Stars, Suite 1400 Los Angeles, California 90067 Tel: (310) 785-4600 Fax: (310) 785-4601 Email: richard.wynne@hoganlovells.com bennett.spiegel@hoganlovells.com erin.brady@hoganlovells.com – and – Christopher R. Bryant, Esq. John D. Beck, Esq. Sean A. Feener, Esq. HOGAN LOVELLS US LLP 875 Third Avenue New York, New York 10022 Tel: (212) 918-3000 Fax: (212) 918-3100 Email: chris.bryant@hoganlovells.com john.beck@hoganlovells.com sean.feener@hoganlovells.com Debtors' General Bankruptcy Co-Counsel: Patrick L. Huffstickler, Esq. DYKEMA COX SMITH 112 E. Pecan St., Ste. 1800 San Antonio, TX 78205 Tel: (210) 554-5500 Fax: (210) 226-8395 Email: phuffstickler@dykema.com - and - Danielle Nicole Rushing, Esq. DYKEMA GOSSETT, PLLC 112 E Pecan St, Suite 1800 San Antonio, TX 78205 Tel: 210-554-5528 Email: drushing@dykema.com - and - Deborah D. Williamson, Esq. DYKEMA COX SMITH 112 E Pecan St, Suite 1800 San Antonio, TX 78205 Tel: (210) 554-5500 Fax: (210) 226-8395 Email: dwilliamson@dykema.com Debtors' Financial Advisor: HOULIHAN LOKEY Debtors' Notice, Claims, and Balloting Agent: BMC GROUP, INC. https://is.gd/nisHV9 Estimated Assets: $100 million to $500 million Estimated Liabilities: $100 million to $500 million The petitions were signed by Don J. Collier, cotroller and treasurer. Full-text copies of the petitions are available for free at: http://bankrupt.com/misc/txwb18-52693.pdf http://bankrupt.com/misc/txwb18-52694.pdf http://bankrupt.com/misc/txwb18-52695.pdf A. List of All American Oil's 10 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Camden Financial Services Professional $4,162,000 c/o Alan J. Kessel Services Pepper Hamilton LLP 4 Park Plaza Irvine, CA 92614 Air Quality Consultants Vendor $1,798,000 15541 Commerce Lane Huntington Beach, CA 92649 Kern USA Inc. ORRI $667,108 Norfolk House 31 St. James's Square London, UK SW1Y4JR London, UK KIA Insurance Associates Inc. Insurance $91,225 PO Box 11390 Bakersfield CA 93389-1390 Chubb Insurance $22,819 PO Box 382001 Pittsburgh, PA 15250-8001 P2ES Holdings LLC Bolo Software $16,647 2692 P2ES Energy Solutions PO Box 912692 Denver, CO 80291-2692 MetLife- Group Benefits Insurance $9,122 PO Box 804466 Kansas City, MO 64180-4466 Marilyn Gibb Consultant $2,274 714B Meriden Lane Austin, TX 78703 BizDoc Inc. Copy Machine $211 840 W Rhapsody San Antinio, TX 78216 Time Warner Cable Utilities $142 3600 Sillect Avenue Bakersfield, CA 93308 B. List of Kern River's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Camden Financial Services Professional $4,162,000 c/o Alan J. Kessel Services Pepper Hamilton LLP 4 Park Plaza, Suite 1200 Irvine, CA 92614 BP Energy Company October Gas $556,796 501 Westlake Park Blvd Purchases Houston, TX 77079 James Shannon Mineral Interest $253,743 P.O. Box 333 Owner Ilwaco, WA 98624 Key Energy Services Vendor $241,813 California Department of Government $227,986 Conservation Division of Oil Gas & Geothermal Resources Bolles Well Services Vendor $225,474 Mark Sheffield Construction Inc. Vendor $167,172 APT General Engineering Inc. Vendor $96,488 Midas Pump & Supply Vendor $92,564 GeoGuidance Drilling Services Vendor $89,786 MMI Service Inc. Vendor $59,580 San Joaquin Bit Service Vendor $55,357 Darrell Thompson Tank & Construction Inc. Vendor $49,154 Michael Amundsen, Trustee Mineral Interest $47,016 Owner CaliforniaChoice Insurance $46,839 TRB Oilfield Services Inc. Vendor $45,323 Petrol Production Supply Vendor $43,409 B J Inc. California Corporation Mineral Interest $42,818 Owner J Aron & Company LLC Interest Rate $37,781 hedge Kings Oil Tools, Inc. Vendor $37,520 C. List of Western Power's 10 Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ GE Packaged Power LLC Vendor $1,289,570 P.O. Box 100371 Atlanta, GA 30384 Brush SEM s.r.o. Vendor $1,168,000 Edvarda Benes'e 564/39 Plzen 30100 Czech Republic PG&E Utilities $24,684 Argo Chemical Vendor $14,650 Nalco Company Vendor $12,300 SJVAPCD Vendor $10,322 Aeros Environmental Inc. Vendor $6,075 Dawn Calderwood Shut In $5,251 T&T Truck & Crane Service Vendor $5,135 Pence Petroleum Co. Vendor $4,382 ARCHER NORRIS: Taps Shuman Snyder as Special Labor Counsel ---------------------------------------------------------- Archer Norris, a Professional Law Corporation and the official committee of unsecured creditors received approval from the U.S. Bankruptcy Court for the Northern District of California to hire Shuman Snyder LLP. The firm will provide advice on employment law and representation in administrative or legal proceedings regarding a potential WARN Act submission to California's Department of Industrial Relations. Shuman Snyder neither holds nor represents any interest adverse to the Debtor and its bankruptcy estate, according to court filings. The firm can be reached through: Jeffrey A. Snyder, Esq. Shuman Snyder LLP 525 Middlefield Road, Suite 140 Menlo Park, CA 94025 Direct: 650.443.5101 Office: 650.443.5100 Fax: 650.644.3348 Email: jeff@shumansnyder.com About Archer Norris Archer Norris -- https://www.archernorris.com/ -- was a 70-lawyer litigation firm with four offices located in Walnut Creek, San Francisco, Newport Beach and Los Angeles. As of its bankruptcy filing, the firm had 60 non-lawyer employees. Archer Norris commenced a Chapter 11 case in conjunction with a Plan of Dissolution designed, among other things, to facilitate the wind-down of its operations and the smooth transition of client matters to successor firms, with the goal being to minimize any harm to the client matters, which is anticipated to maximize the return to creditors. Archer Norris sought Chapter 11 protection (Bankr. N.D. Cal. Case No. 18-30924) on Aug. 22, 2018. In the petition signed by Douglas C. Strauss, president, the Debtor estimated total estimated assets and liabilities of $1 million to $10 million. The Debtor tapped Felderstein Fitzgerald Willoughby & Pascuzzi LLP as its legal counsel; BPM, LLP as financial advisor; and Russell Burbank, senior managing director of BPM LLP, as liquidating manager. The U.S. Trustee for Region 17 appointed an official committee of unsecured creditors on Sept. 10, 2018. The Committee retained Binder & Malter, LLP as its legal counsel. ASPEN MANOR: Taps Hill Wallack as Special Counsel ------------------------------------------------- Aspen Manor Condominium Association, Inc., received approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Hill Wallack, LLP, as its special counsel. The firm will assist the Debtor in the collection of accounts receivable from delinquent unit owners. Hill Wallack is "disinterested" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Terry A. Kessler, Esq. Hill Wallack LLP 21 Roszel Road P.O. Box 5226 Princeton, NJ 08543-5226 Office: 609-924-0808 Direct Dial: (609) 734-6350 Fax: (609) 452-1888 Email: tkessler@hillwallack.com About Aspen Manor Condominium Association Aspen Manor Condominium Association, Inc., filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 18-30224) on Oct. 10, 2018, estimating less than $1 million in assets and liabilities. The Debtor hired Greenbaum Rowe Smith & Davis LLP, as its attorney, and Feldman Sablosky Massoni as its accountant. ATD CAPITOL: Seeks Jan. 2 Exclusive Filing Period Extension ----------------------------------------------------------- ATD Capitol, LLC, requests the U.S. Bankruptcy Court for the Southern District of Florida extend (a) the Exclusive Filing Period to through and including Jan. 2, 2019, (b) the Exclusive Solicitation Period to through and including March 1, 2019, and (c) the Procedures Order Deadline to through and including Jan. 2, 2019. The Debtor submits that since the Petition Date, it has devoted a significant amount of time to complying with the requirements of operating as a debtor-in-possession during a Chapter 11 case, which includes making required post-petition payments, and effectively managing its operations and finances. Thus, the Debtor believes that there are reasonable prospects for filing a viable plan. The Debtor is a wholly owned subsidiary of Capitol Supply, Inc., who is also a debtor in a bankruptcy case pending before the Court at In re Capitol Supply, Inc., case no: 17-21544-EPK. The Debtor contends that its proposed reorganization will be impacted by the outcome of the appeal of the Court's decision with respect to a contested matter in Capitol Supply's bankruptcy case. Specifically, Capitol Supply obtained an order from the Court enforcing the stay against an action by the United States, one of its largest unsecured creditors, and Louis Scutellaro pending before the District Court for the District of Columbia. Thereafter, the United States appealed the Court's decision to the United States District Court for the Southern District of Florida, and the matter has been fully briefed. The Debtor further contends that its proposed reorganization will also be impacted by the outcome of Capitol Supply's negotiations with its primary secured lender. Capitol Supply has been engaged in settlement discussions regarding the DC Case, consensual plan terms and other related issues with the United States and its primary secured creditor. While Capitol Supply and the United States have made significant progress in their settlement negotiations, the Debtor tells the Court that the parties are still in the process of reviewing and finalizing terms of a settlement agreement. In the meantime, the Debtor requires additional time to permit Capitol Supply to finalize the terms of the settlement agreement, and obtain the Court's approval of such agreement, prior to the Debtor formulating and proposing its plan of reorganization and disclosure statement. About ATD Capitol ATD Capitol, LLC, was incorporated on Aug. 12 2015, and is in the office and public building furniture business. ATD is an affiliate of Capitol Supply, Inc., which sought bankruptcy protection (Bankr. S.D. Fla. Case No. 17-21544) on Sept. 20, 2017. ATD Capitol, LLC, based in Boca Raton, FL, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 17-22257) on Oct. 9, 2017. In the petition signed by Robert J. Steinman, president, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. The Hon. Paul G. Hyman, Jr. presides over the case. Bradley Shraiberg, Esq., at Shraiberg Landau & Page, P.A., serves as bankruptcy counsel to the Debtor. An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case. AUTOMEDX LLC: Taps Judith W. Ross as Legal Counsel -------------------------------------------------- AutoMedx, LLC, seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to hire the Law Offices of Judith W. Ross as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; negotiate with its creditors; assist the Debtor in any potential sale of its assets or post-petition financing; assist in the preparation of a bankruptcy plan; and provide other legal services related to its Chapter 11 case. The firm will charge these hourly fees: Judith Ross $520 Eric Soderlund $395 Rachael Smiley $380 Jessica Voyce Lewis $355 Judith Ross, Esq., owner of the firm, disclosed in a court filing that her firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. Ross can be reached through: Judith W. Ross, Esq. The Law Offices of Judith W. Ross 700 N. Pearl Street, Suite 1610 Dallas, TX 75201 Telephone: 214-377-7879 E-mail: judith.ross@judithwross.com E-mail: eric.soderlund@judithwross.com E-mail: rachael.smiley@judithwross.com E-mail: jessica.lewis@judithwross.com About AutoMedx LLC AutoMedx LLC -- http://automedx.com-- manufactures pre-hospital ventilators for military and civilian applications. It is ISO 13485 certified and is headquartered in Coppell, Texas. AutoMedx sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Texas Case No. 18-42355) on Oct. 19, 2018. In the petition signed by James Evans, president and CEO, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Brenda T. Rhoades presides over the case. The Debtor tapped the Law Offices of Judith W. Ross as its legal counsel. BACHI BURGER: Taps Larson Zirzow as Legal Counsel ------------------------------------------------- Bachi Burger, LLC, and Green Revolutions LLC seek approval from the U.S. Bankruptcy Court for the District of Nevada to hire Larson Zirzow & Kaplan, LLC, as their legal counsel. The firm will assist the Debtors in the preparation of a plan of reorganization or in any potential sale of their assets; prosecute actions to protect their bankruptcy estates; and provide other legal services related to their Chapter 11 cases. Larson Zirzow will charge at these hourly fees: Shareholders $500 Paraprofessionals $220 The retainer fee is $25,000, of which $7,524 was paid before the Debtors' bankruptcy filing. Larson Zirzow and its attorneys are "disinterested" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Zachariah Larson, Esq. Matthew C. Zirzow, Esq. Larson Zirzow & Kaplan, LLC 850 E. Bonneville Avenue Email: zlarson@lzklegal.com Email: mzirzow@lzklegal.com About Bachi Burger LLC and Green Revolutions LLC Bachi Burger LLC owns and operates the Bachi Burger restaurant located at 9410 W. Sahara Avenue, Suite 150, Las Vegas, Nevada. Green Revolutions LLC owns and operates the Bachi Burger restaurant located at 470 E. Windmill Lane, Suite 100, Las Vegas, Nevada. Both restaurants specialize in Asian-style gourmet burgers and sides. Bachi Burger and Green Revolutions sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case Nos. 18-bk-16584 and 18-16585) on Nov. 1, 2018. At the time of the filing, both debtors estimated assets of less than $100,000 and liabilities of $500,000. BACHI BURGER: Taps Shumway Van as Litigation Counsel ---------------------------------------------------- Bachi Burger, LLC, and Green Revolutions LLC seek approval from the U.S. Bankruptcy Court for the District of Nevada to hire a special litigation counsel. The Debtors propose to employ Shumway Van to represent them in litigation including a case against one of the previous owners of their business for alleged mismanagement. Shumway Van will receive as compensation 50% of the amount recovered. In addition, the firm will advance all costs of the litigation. Once the litigation is completed, all costs will be paid from the proceeds. The firm will not receive reimbursement for costs if the Debtors do not prevail in the litigation. Shumway Van and its attorneys neither hold nor represent any interest adverse to the Debtors' bankruptcy estates, according to court filings. The firm can be reached through: Michael Van, Esq. Shumway Van 8985 S Eastern Avenue, Suite 100 Las Vegas, NV 89123 Phone: (702) 478-7770 Fax: (702) 478-7779 About Bachi Burger LLC and Green Revolutions LLC Bachi Burger LLC owns and operates the Bachi Burger restaurant located at 9410 W. Sahara Avenue, Suite 150, Las Vegas, Nevada. Green Revolutions LLC owns and operates the Bachi Burger restaurant located at 470 E. Windmill Lane, Suite 100, Las Vegas, Nevada. Both restaurants specialize in Asian-style gourmet burgers and sides. Bachi Burger and Green Revolutions sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case Nos. 18-bk-16584 and 18-16585) on Nov. 1, 2018. At the time of the filing, both debtors estimated assets of less than $100,000 and liabilities of $500,000. BAKER MANUFACTURING: Taps Jones Walker as Legal Counsel ------------------------------------------------------- Baker Manufacturing Company, Inc., seeks approval from the U.S. Bankruptcy Court for the Western District of Louisiana to hire Jones Walker LLP as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; prepare a plan of reorganization; assist in the negotiation and documentation of financing agreements and related transactions; give advice regarding any potential property disposition; assist the Debtor in reviewing, estimating and resolving claims; and provide other legal services related to its Chapter 11 case. Jones Walker will charge these hourly fees: Partners $305 - $450 Associates $250 - $295 Paraprofessionals $185 - $155 The Debtor paid the firm $130,251.96 for pre-bankruptcy services and expenses in the past 12 months. Mark Mintz, Esq., a partner at Jones Walker, disclosed in a court filing that his firm is "disinterested" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Elizabeth J. Futrell, Esq. Mark A. Mintz, Esq. Laura F. Ashley, Esq. Madison M. Tucker, Esq. Jones Walker LLP 201 St. Charles Avenue, 51st Floor New Orleans, LA 70170 Telephone: (504) 582-8000 Facsimile: (504) 589-8260 E-mail: pvance@joneswalker.com E-mail: efutrell@joneswalker.com E-mail: mmintz@joneswalker.com E-mail: lashley@joneswalker.com E-mail: mtucker@lashley@joneswalker.com About Baker Manufacturing Company Baker Manufacturing Company, Inc. -- http://www.bakermanufacturing.com/-- is a manufacturer and supplier of institutional furniture for large-scale government and private sectors. JRB Studio, a Baker Manufacturing brand, is in the business of designing and manufacturing height-adjustable tables. Baker Manufacturing Company sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 18-81104) on Nov. 5, 2018. In the petition signed by Charles Martin, chief executive officer, the Debtor estimated assets of $1 million to $10 million and liabilities of $10 million to $50 million. Judge John W. Kolwe presides over the case. The Debtor tapped Jones Walker LLP as its legal counsel. BAY CIRCLE: DOJ Watchdog Seeks Ch. 11 Trustee Appointment --------------------------------------------------------- Daniel M. McDermott, United States Trustee for Region 21, requests the U.S. Bankruptcy Court for the Northern District of Georgia to appoint a Chapter 11 trustee replacing the current management of Bay Circle Properties, LLC, et al. The five jointly-administered Debtors are: Bay Circle Properties, LLC; DCT Systems Group; Sugarloaf Centre, LLC; Nilhan Developers, LLC; and NRCT, LLC. Chuck Thakker signed each petition as Manager on behalf of each Debtor. However, the U.S. Trustee submits that Thakker's actions show a complete lack of trustworthiness. Further, the U.S. Trustee alleges that Thakker committed Nihlan to the multi-million dollar repurchase option knowing full well that he needed prior bankruptcy court approval, yet he completed the transaction and obligated Debtor without informing the Court or any creditors. Nilhan was granted by the Court in its motion to sell 2800 and 2810 Spring Road, Smyrna, Georgia for $7.2 million. Hence, Thakker's secretive behavior constitutes gross mismanagement within the meaning of the statute, and therefore "cause" exists for the appointment of a trustee under section 1102(a)(1) of the Bankruptcy Code to administer Debtor's cases and to prevent any further fraud and/or dissipation of asset. The U.S. Trustee requests that a Trustee should be appointed in each of the five cases. Thakker is the managing partner of each LLC, and appointing a trustee in each case is the only way to determine to what extent Thakker ignored bankruptcy procedures in his management of each entity. About Bay Circle Properties Bay Circle Properties, LLC, DCT Systems Group, LLC, Sugarloaf Centre, LLC, Nilhan Developers, LLC, and NRCT, LLC, own 16 different real properties including significant undeveloped acreage. The properties also include office/warehouse buildings, retail shopping centers and free standing single tenant buildings. Bay Circle Properties, et al., filed Chapter 11 bankruptcy petitions (Bankr. N.D. Ga. Case Nos. 15-58440 to 15-58444) on May 4, 2015. The Chapter 11 cases are jointly administered. In the petition signed by Chuck Thakkar, manager, Bay Circle estimated $1 million to $10 million in assets and liabilities. The Debtors tapped John A. Christy, Esq., J. Carole Thompson Hord, Esq., and Jonathan A. Akins, Esq., at Schreeder, Wheeler & Flint, LLP, as bankruptcy attorneys. The Debtors engaged RG Real Estate, Inc., as real estate broker. No trustee has been appointed in the Debtors' cases. BRANWELL INC: Authorized to Use Cash Collateral Until Jan. 27 ------------------------------------------------------------- The Hon. Mindy A. Mora, of the U.S. Bankruptcy Court for the Southern District of Florida has entered an agreed fourth interim order authorizing Branwell, Inc., to use Valley National Bank's cash collateral through Jan. 27, 2019, in accordance with the budget. The Debtor is authorized to cash collateral to pay the monthly expenses in the budget and all fees required by the United States Trustee and Clerk of the Court. The Debtor will operate strictly in accordance with the Budget and will not exceed 10% above the amount of any line item shown in the Budget. Valley National Bank will have a first priority post-petition security interest in, and lien upon, all of the Debtor's personal property, and all cash and non-cash proceeds thereof, which are or have been acquired, generated or received by the Debtor after the filing of the petition commencing this case, to the same extent that Valley National Bank held a properly perfected prepetition security interest or lien in assets immediately prior to the filing of the petition commencing this case. In addition, on the first day of each month, the Debtor will deliver to Valley National Bank, through its counsel, monthly payments in the amount of $1,400 (for loan #8632) and $2,700 (for loan #0544), totaling $4,100. As additional adequate protection for the Debtor's use of cash collateral, the Debtor will promptly furnish Valley National Bank with such financial and other information as required by the underlying loan documents and such other information, documents and reports as Valley National Bank may reasonably request. As additional adequate protection for the Debtor’s use of cash collateral, the Debtor shall promptly furnish Secured Creditor with such financial and other information as required by the underlying loan documents and such other information, documents and reports as Secured Creditor may reasonably request A full-text copy of the Agreed Fourth Interim Order is available at http://bankrupt.com/misc/flsb18-12478-51.pdf About Branwell, Inc. Branwell, Inc., f/d/b/a Danica Ventures, Inc., filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-12478) on March 2, 2018. In the petition signed by Rite K. Weller, president, the Debtor estimated at least $50,000 in assets and $500,000 to $1 million in liabilities. The case is assigned to Judge Paul G. Hyman, Jr. The Debtor is represented by David Lloyd Merrill, Esq., at Merrill PA. BRISTOW GROUP: S&P Puts B Issuer Credit Rating on Watch Negative ---------------------------------------------------------------- S&P Global Ratings placed its ratings, including its 'B' issuer credit rating, on Bristow Group Inc. on CreditWatch with negative implications. S&P said, "We also placed the issue-level ratings on Bristow's secured and unsecured notes on CreditWatch with negative implications. The recovery rating on the secured notes is '2', indicating our expectation of significant (70% to 90%; rounded estimate: 75%) recovery to creditors in the event of a payment default. The rating on the unsecured notes is '5', indicating our expectation of modest (10% to 30%; rounded estimate: 20%) recovery." The CreditWatch placement on Bristow reflects the possibility of a downgrade following soft operating results in the second quarter of fiscal 2019 attributed to foreign exchange effects, continuation of short-cycle oil and gas activity, timing of certain operating costs, continued challenges in fixed wing, and inability to procure some anticipated contracts. S&P said, "We recognize potential benefits from the Columbia acquisition including margin accretion, platform synergies, and a more varied EBITDA profile with increased end-market diversity. However, we expect the combined entity to remain highly leveraged as Bristow simultaneously digests a sizeable acquisition and pursues further cost improvements and other initiatives. Additionally, we anticipate offshore oil and gas activity will be restrained into 2020." The CreditWatch reflects Bristow's weak operating results, downward revisions to guidance, aggressive use of leverage, and depressed trading levels on its securities. S&P is monitoring the situation and intend to resolve the CreditWatch listing around the close of the transaction, which it expects to occur by the end of the fourth quarter of 2018. CAPITOL SUPPLY: Seeks Jan. 2 Exclusive Filing Period Extension -------------------------------------------------------------- Capitol Supply, Inc., asks the U.S. Bankruptcy Court for the Southern District of Florida for a 60-day extension of the Exclusive Filing Period and the Exclusive Solicitation Period to through and including Jan. 2, 2019 and March 1, 2019, respectively, and including a 60-day extension of the Procedures Order Deadline to through and including Jan. 2, 2019. The Debtor avers that since the Petition Date, it has devoted a significant amount of time (a) complying with the requirements of operating as a debtor-in-possession during a Chapter 11 case, (b) defending the appeal of the Court's order granting in part the Debtor's motion to enforce the automatic stay against an action by the United States and Louis Scutellaro pending before the District Court for the District of Columbia, (c) negotiating the sale of the Debtor's interest in certain agreements and related business divisions with proposed sellers and the Debtor's secured lender, (d) obtaining court approval of such sales and related contract assignments, and (e) preparing cash budgets for continued use of cash collateral and projections for a plan. Additionally, the Debtor relates that it has been in settlement discussions with one of its largest unsecured creditors, the United States, with respect to the claims asserted in the DC Case, and with its secured lender, Bank of America, with respect to potential consensual plan terms. While the Debtor has made significant progress with both settlement discussions, it is still in the process of reviewing and finalizing a settlement agreement with the United States. Thus, the Debtor requires additional time to finalize such settlement agreement with the United States, seek approval of such agreement, and to formulate its plan of reorganization. About Capitol Supply Since 1983, Capitol Supply, Inc., has provided the United States Government, the U.S. Military, State and local government agencies and consumer and commercial customers worldwide various products needed to operate their businesses. Capitol Supply offers office supply, office furniture, hardware, tools, auto parts, cleaning supplies, dorms and quarters, package room, and GSA schedule needs. Capitol Supply was formerly known as Capitol Furniture Distributing Company and changed its name to Capitol Supply, Inc., in March 2005. Capitol Supply, based in Boca Raton, Florida, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 17-21544) on Sept. 20, 2017. In the petition signed by CEO Robert J. Steinman, the Debtor estimated $1 million to $10 million in assets and liabilities. The Hon. Erik P. Kimball presides over the case. Bradley S. Shraiberg, Esq., at Shraiberg Landaue & Page, P.A., serves as bankruptcy counsel to the Debtor. The Debtor tapped Holly A. Roth and Reed Smith LLP as special counsel to assist the Debtor with matters relating to the claims raised under the False Claims Act by the United States of America against the Debtor, including reviewing and negotiating a proposed settlement with respect to such claims. CARDIAC CONNECTIONS: DOJ Watchdog Names Chrystal Doyle as PCO ------------------------------------------------------------- John P. Fitzgerald, Acting United States Trustee for Region 4, names Chrystal Lynn Hall Doyle, BS, RN, PCCN, NCSN as the patient care ombudsman for Cardiac Connections: Home Health Care Nursing Services Corp. The appointment was made pursuant to an Order from the United States Bankruptcy Court for the Eastern District of Virginia, Richmond Division, authorizing the U.S. Trustee for Region 4 to Appoint a Patient Care Ombudsman under the provisions of 11 U.S.C. Sec. 333. The U.S. Trustee has determined after inquiry that Chrystal Lynn Hall Doyle is qualified to hold the position and is a disinterested person as defined in 11 U.S.C. Sec. 101 (14). About Cardiac Connections Cardiac Connections Home Health Care Nursing Services Corp. provides various high quality in-home health care and skilled nursing services to Richmond and surrounding counties and counties, which services include observation and assessment of condition; gastrostomy care; client and family education and management of disease process; tracheostomy care; preventative measures and management of chronic diseases; catheter care; management & evaluation of client care plan; injections; medication education and management; venipuncture; wound care; iv therapy; home safety and emergency education; ostomy care; diabetic management and care; pain management; enteral and parenteral nutrition; nutritional support; and care and management of left ventricular assist device. Cardiac Connections filed a Chapter 11 petition (Bankr. E.D. Va. Case No. 17-35183) on Oct. 16, 2017. Zainab Mariam Dumbuya, president and chief executve officer, signed the petition. At the time of the filing, the Debtor disclosed that it had estimated assets of less than $500,000 and liabilities of less than $1 million. Robert S. Westermann, Esq., and Rachel A. Greenleaf, Esq., at Hirschler Fleischer, P.C., in Richmond, Virginia, serve as counsel to the Debtor. The Office of the U.S. Trustee on Nov. 6 appointed two creditors to serve on the official committee of unsecured creditors in the Chapter case of Cardiac Connections Home Health Care Nursing Services Corp. The Committee hires Pierce McCoy, PLLC, as counsel. CARDIAC CONNECTIONS: Unsecureds Estimated to Recover 10% Under Plan ------------------------------------------------------------------- Cardiac Connections Home Health Care Nursing Services, Corp. filed a disclosure statement referring to its chapter 11 plan of reorganization. General Unsecured Claims will share pro rata 10 biannual distributions in the amount of 35% of biannual net income. In the Debtor's business judgment, it needs to maintain control of the remaining 65 percent of bi-annual net income in order to maintain profitable business operations post-Effective Date and to account for unexpected business expenses and other unexpected business events, including investments of working capital. The extent of the recovery for Class 4 Claims is speculative but is expected to be approximately 10%. Class 4 is Impaired under the Plan. Cash consideration necessary for the Reorganized Debtor to make payments or distributions pursuant to the Plan will be obtained from ongoing business operations. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/vaeb17-35183-136.pdf About Cardiac Connections Cardiac Connections Home Health Care Nursing Services Corp. provides various high quality in-home health care and skilled nursing services to Richmond and surrounding counties and counties, which services include observation and assessment of condition; gastrostomy care; client and family education and management of disease process; tracheostomy care; preventative measures and management of chronic diseases; catheter care; management & evaluation of client care plan; injections; medication education and management; venipuncture; wound care; iv therapy; home safety and emergency education; ostomy care; diabetic management and care; pain management; enteral and parenteral nutrition; nutritional support; and care and management of left ventricular assist device. Cardiac Connections filed a Chapter 11 petition (Bankr. E.D. Va. Case No. 17-35183) on Oct. 16, 2017. Zainab Mariam Dumbuya, president and chief executve officer, signed the petition. At the time of the filing, the Debtor disclosed that it had estimated assets of less than $500,000 and liabilities of less than $1 million. Robert S. Westermann, Esq., and Rachel A. Greenleaf, Esq., at Hirschler Fleischer, P.C., in Richmond, Virginia, serve as counsel to the Debtor. The Office of the U.S. Trustee on Nov. 6 appointed two creditors to serve on the official committee of unsecured creditors in the Chapter case of Cardiac Connections Home Health Care Nursing Services Corp. The Committee hires Pierce McCoy, PLLC, as counsel. CARRIAGE SERVICES: S&P Alters Outlook to Stable & Affirms 'B' ICR ----------------------------------------------------------------- S&P Global Ratings revised its outlook on Carriage Services Inc. to stable from positive and affirmed all of its ratings on the company, include the 'B' issuer credit rating. The outlook revision primarily reflects a change in the company's financial policy. S&P said, "We now expect CSV's adjusted leverage to remain above 5x in 2018 and 2019 due to what we view as its more aggressive financial policy. This is an increase from our previous expectation that the company's leverage would decline below 5x by 2019 as it expanded its EBITDA. In our opinion, the company has exhibited a more shareholder-friendly financial policy than we initially expected by amending its credit agreement to allow for more share repurchases during an operational turnaround." S&P said, "The stable outlook on CSV reflects our expectation that the company's leverage will remain above 5x through at least the end of 2019. The outlook also reflects our view that CSV will pursue acquisitions at a measured pace and at reasonable valuations and that it will successfully integrate those acquisitions." CC CARE LLC: 14th Agreed Interim Cash Collateral Use Okayed ----------------------------------------------------------- The Hon. Janet S. Baer of the U.S. Bankruptcy Court for the Northern District of Illinois authorized CC Care, LLC, and each of its affiliates to use cash collateral during the term of the 14th Interim Order, solely to pay the ordinary and reasonable expenses of operating their businesses. The Debtors, together with certain non-debtor affiliates, the Lenders Party from time to time (AR Lenders), and MidCap Funding IV Trust (f/k/a MidCap Funding IV, LLC) as assignee of Midcap Financial Trust (f/k/s MidCap Financial, LLC) and successor administrative agent entered into a Credit and Security Agreement that was amended numerous times through the present. The AR Lenders' Prepetition Obligations are secured by the accounts receivable of the Operating Debtors. As of the Petition Date, the AR Lenders assert they were owed $8,390,988 in revolving loan principal obligations, plus interest, fees, costs and expenses. Laureate Ltd., as successor in interest to the United States Department of Housing and Urban Development ("HUD") as assignee of the FHA mortgage, asserts claims against each Operating Debtor based on the HUD Loan Documents, mortgage insurance contracts, and operating lease rents applicable to each facility and against JLM, for the aggregate, are no less than (a) $81,834,514, representing the approximate total outstanding principal amount of the HUD loans as of the Petition Date; (b) $82,898,528, representing the approximate aggregate amount paid by HUD under its contracts for mortgage insurance; (c) the amount of rents with respect to each facility, in an approximate amount not less than the amount of debt service on the applicable HUD mortgage loan; and (d) other unpaid amounts, obligations or claims. The Pre-petition Agent, the AR Lenders, Laureate as successor in interest to HUD with respect to the Assigned Claims, and Edward Don & Company have consented to the individual Budgets for each of the Operating Debtors. The AR Lenders, Laureate and Edward Don, are each granted valid and perfected, replacement security interests in and liens on all of the Debtors' right, title and interest in to and under the collateral. The AR Lenders, the HUD and Edward Don are also granted an administrative expense claim with priority in payment over any and all administrative expenses of the kinds, if and to the extent the adequate protection of the interests of the Lenders, Laureate and Edward Don in the collateral proves inadequate. The Prepetition Agent, the AR Lenders, Laureate and Edward Don are granted an administrative expense claim if and to the extent the adequate protection of the interests of the Prepetition Agent, Laureate and Edward Don in the collateral pursuant to the Fourteenth Interim Order proves inadequate. Such administrative expense claim will have priority in payment over any and all administrative expenses. Moreover, pursuant to the Order, the Debtors are mandated to: (a) deliver to the AR Lenders, Laureate and Edward Don such financial and other information concerning the business and affairs of the Debtors, as the AR Lenders and the HUD will reasonably request from time to time; (b) provide the AR Lenders, Laureate and Edward Don with detailed information as to the extent and composition of the collateral and any collections thereon; (c) maintain (i) insurance on the collateral and the facilities to cover their assets from fire, theft and other damage; and (ii) professional liability insurance, all in compliance with, and to the extent required by, HUD Program Obligations, until the payment in full, in cash, of all amounts due to AR Lenders and Laureate; and (d) maintain the collateral and their businesses in good repair. The final hearing on Debtor's Cash Collateral Motion will be held on November 6, 2018 at 10:00 a.m. However, if such hearing is a contested hearing, it will be held on November 27, 2018 at 10:00 a.m. A full-text copy of the Fourteenth Agreed Interim Order is available at: http://bankrupt.com/misc/ilnb17-32406-373.pdf About CC Care, LLC CC Care, LLC, and its affiliates are Delaware limited liability companies owned by JLM Financial Healthcare, LP, that operate long-term care facilities that provide nursing, healthcare, therapeutic and social services to the chronically ill with a diagnosis of mental illness. The operating entities own these nursing care facilities: Entity Facility Name/Location ------ ---------------------- CC Care Community Care Center, Chicago, Illinois BT Care Bourbonnais Terrace Nursing Home, Bourbonnais, Ill. CT Care Crestwood Terrace Nursing Center, Crestwood, Ill. FT Care Frankfort Terrace Nursing Center, Frankfort, Ill. JT Care Joliet Terrace Nursing Center, Joliet, Illinois KT Care Kankakee Terrance Nursing Center, Bourbonnais, Ill. SV Care Southview Manor, Chicago, Illinois TN Care Terrace Nursing Home, Waukegan, Illinois WCT Care West Chicago Terrace Nursing Home, West Chicago, Ill. On Oct. 30, 2017, Chapter 11 bankruptcy petitions were filed by CC Care, LLC, doing business as Community Care Center (Bankr. N.D. Ill. Lead Case No. 17-32406), and BT Bourbonnais Care, LLC, doing business as Bourbonnais Terrace Nursing Home (Case No. 17-32411), CT Care, LLC (17-32417), FT Care, LLC (17-32423), JT Care, LLC (17-32425), KT Care, LLC (17-32427), SV Care, LLC (17-32430), TN Care, LLC (17-32429), WCT Care, LLC (17-32433), JLM Financial Healthcare, LP (17-32421). Patrick Laffey, their manager and designated representative, signed the petitions. The cases are jointly administered under Case No. 17-32406 and assigned to Judge Janet S. Baer. At the time of filing, CC Care estimated $1 million to $10 million in assets and liabilities. The Debtors are represented by Burke Warren Mackay & Serritella P.C. On Nov. 27, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. Province, Inc., was tapped as financial advisor to the Committee, effective as of June 11, 2018. COOL FROOTZ: Seeks to Hire Nexsen Pruet as Special Counsel ---------------------------------------------------------- Cool Frootz, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Colorado to employ Nexsen Pruet, LLC, as special counsel to the Debtor. Cool Frootz requires Nexsen Pruet to: -- provide the Debtor with legal services related to all aspects of the Debtor's intellectual property rights; and -- prosecute the Debtor's FROOZER trademark in Bahrain, China, Egypt, Israel, Japan, Oman and S. Korea. Nexsen Pruet will be paid at these hourly rates: Attorneys $385 Paralegals $200 Nexsen Pruet provide services to the Debtor pre-petition in the area of intellectual property and holds an unsecured claim in the amount of $7,866.91. Nexsen Pruet will also be reimbursed for reasonable out-of-pocket expenses incurred. Todd A. Serbin, partner of Nexsen Pruet, 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. Nexsen Pruet can be reached at: Todd A. Serbin, Esq. NEXSEN PRUET, LLC 1230 Main Street, Suite 700 Columbia, SC 29202 Tel: (803) 540-2072 Fax: (803) 727-1409 About Cool Frootz, LLC 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. CREDIT MANAGEMENT: Hires Clark Hill as Reorganization Counsel ------------------------------------------------------------- Credit Management Association, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Nevada to employ Clark Hill, PLLC, as reorganization counsel to the Debtor. Credit Management requires Clark Hill to provide legal advice, represent the Debtor regarding financial restructuring and contemplated Chapter 11 bankruptcy proceedings. Clark Hill will be paid at these hourly rates: Attorneys $235 to $950 Legal Assistants $140 to $235 Clark Hill will be paid a retainer in the amount of $25,000. Clark Hill will also be reimbursed for reasonable out-of-pocket expenses incurred. Candace Carlyon, a partner at Clark Hill, PLLC, 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. Clark Hill can be reached at: Candace C. Carlyon, Esq. Tracy M. O'Steen, Esq. CLARK HILL, PLLC 3800 Howard Hughes Parkway, Suite 500 Las Vegas, NV 89169 Tel: (702) 862-8300 Fax: (702) 862-8400 E-mail: CCarlyon@ClarkHill.com TOSteen@ClarkHill.com About Credit Management Association 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. Credit Management Association, Inc., based in North Las Vegas, NV, filed a Chapter 11 petition (Bankr. D. Nev. Case No. 18-16487) on Oct. 31, 2018. In the petition signed by Kimberly Lamberty, president and CEO, the Debtor estimated $1 million to $10 million in both assets and liabilities. The Hon. Mike K. Nakagawa presides over the case. The Debtor hired Clark Hill, PLLC, as reorganization counsel. Kurtzman Carson Consultants, LLC, is the claims and noticing agent. CREDIT MANAGEMENT: Hires Kurtzman as Claims and Noticing Agent -------------------------------------------------------------- Credit Management Association, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Nevada to employ Kurtzman Carson Consultants, LLC, as claims and noticing agent to the Debtor. The firm will oversee the distribution of notices and will assist in the maintenance, processing and docketing of proofs of claim filed in the Debtor's Chapter 11 case. Kurtzman received from the Debtor the amount of $35,000 for prepetition services. The Debtor paid Kurtzman $10,000 retainer to be held pending application to post-petition invoices upon bankruptcy court approval. Kurtzman will also be reimbursed for reasonable out-of-pocket expenses incurred. Evan Gershbein, senior vice-president of Kurtman's Corporate Restructuring Services, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Kurtzman can be reached at: Evan Gershbein KURTZMAN CARSON CONSULTANTS, LLC 2335 Alaska Ave. El Segundo, CA 90245 Tel: (310) 823-9000 Fax: (310) 823-9133 About Credit Management Association 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. Credit Management Association, Inc., based in North Las Vegas, NV, filed a Chapter 11 petition (Bankr. D. Nev. Case No. 18-16487) on Oct. 31, 2018. In the petition signed by Kimberly Lamberty, president and CEO, the Debtor estimated $1 million to $10 million in both assets and liabilities. The Hon. Mike K. Nakagawa presides over the case. The Debtor hired Clark Hill, PLLC, as reorganization counsel. Kurtzman Carson Consultants, LLC, is the claims and noticing agent. CREDIT MANAGEMENT: Seeks to Hire Macias Gini as Accountant ---------------------------------------------------------- Credit Management Association, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Nevada to employ Macias Gini & O'Connel, LLP, as accountant to the Debtor. Credit Management requires Macias Gini to prepare the federal and California income tax returns for the fiscal year ended April 30, 2018. Macias Gini will be paid at these hourly rates: Partners $500 Staffs $100 Macias Gini received the amount of $10,759 from the Debtor within 90 days prior to the Petition Date. Macias Gini will also be reimbursed for reasonable out-of-pocket expenses incurred. Kenneth L. Goldman, a partner of Macias Gini & O'Connel, 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. Macias Gini can be reached at: Kenneth L. Goldman MACIAS GINI & O'CONNEL, LLP 2029 Century Park East, Suite 1500 Los Angeles, CA 90067 Tel: (310) 746-2145 About Credit Management Association, Inc. 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. Credit Management Association, Inc., based in North Las Vegas, NV, filed a Chapter 11 petition (Bankr. D. Nev. Case No. 18-16487) on Oct. 31, 2018. In the petition signed by Kimberly Lamberty, president and CEO, the Debtor estimated $1 million to $10 million in assets and liabilities. The Hon. Mike K. Nakagawa presides over the case. The Debtor hired Clark Hill, PLLC, as reorganization counsel. Kurtzman Carson Consultants, LLC, is the claims and noticing agent. CUSTOM BLINDS: Court Denies Ch. 11 Examiner Bid ----------------------------------------------- Judge Scott H. Yun of the U.S. Bankruptcy Court for the Central District of California entered an Order denying the motion for appointment of a Chapter 11 examiner for Custom Blinds and Components, Inc. It was on November 7 when the Court considered the appointment of a chapter 11 examiner for the Debtor as requested by the Movant, Genes Industry, Inc. Judge Yun pointed out that the appointment of a chapter 11 examiner must occur before the confirmation of a plan. An order confirming the Debtor's chapter 11 plan was entered on October 18, 2018 -- at docket number 213 -- and the effective date of the plan occurred on October 22, 2018. Therefore, the Court is unable to grant the requested relief. About Custom Blinds and Components Custom Blinds and Components, Inc. -- https://www.cbc-contract.com/ -- is a distributor of window covering components including faux wood blinds, vertical blinds, and roller shade. The company has been supplying window covering to the multi-family market since 2010. Custom Blinds currently operates out of a 32,000-square-foot facility in Chino, California. Custom Blinds and Components sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-10621) on Jan. 26, 2018. In the petition signed by Wei Liu, CEO, the Debtor estimated assets and liabilities of $1 million to $10 million. Judge Scott H. Yun presides over the case. The Debtor tapped Arent Fox LLP as its legal counsel, and Grobstein Teeple LLP, as financial advisor. CYCLE-TEX INC: Taps Jones & Walden as Legal Counsel --------------------------------------------------- Cycle-Tex, Inc., seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire Jones & Walden, LLC, as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; conduct examinations; represent the Debtor with respect to a Chapter 11 plan; and provide other legal services related to its Chapter 11 case. Jones & Walden will charge these hourly fees: Attorneys $200 - $350 Legal Assistants $100 As of the Petition Date, the firm holds a retainer in the sum of $28,128. Cameron McCord, Esq., a partner at Jones & Walden, disclosed in a court filing that she and her firm neither hold nor represent any interest adverse to the Debtor and its bankruptcy estate. The firm can be reached through: Cameron M. McCord, Esq. Jones & Walden, LLC 21 Eighth Street, NE Atlanta, GA 30309 Phone: (404) 564-9300 Email: cmccord@joneswalden.com About Cycle-Tex Inc. Cycle-Tex, Inc., is a privately-held company in Dalton, Georgia, that recycles thermoplastic post-industrial waste. It produces polypropylene, polyethylene and nylon 6 pellets in a wide range of melt-flow characteristics. Cycle-Tex also does toll conversion for companies such as grinding, precision-cutting, densifying and pelletizing. Cycle-Tex sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 18-42614) on Nov. 5, 2018. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of $1 million to $10 million. Judge Paul W. Bonapfel presides over the case. The Debtor tapped Jones & Walden, LLC as its legal counsel. DALMATIAN FIRE: Hires Phelps Dunbar as Special Counsel ------------------------------------------------------ Dalmatian Fire Equipment, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Colorado to employ Phelps Dunbar, LLP, as special counsel to the Debtor. Dalmatian Fire requires Phelps Dunbar to represent the Debtor in the lawsuit pending in the U.S. District Court for the Northern District of Mississippi, Oxford Division, captioned as Rutledge and Davis, P.L.L.C. v. Dalmatian Fire Equipment, Inc., Case No. 18-00114. Phelps Dunbar will be paid at these hourly rates: Attorneys $200 to $440 Paralegals $115 to $155 Prior to the petition date, the Debtor paid Phelps Dunbar the amount of $33,404. The Debtor owed Phelps Dunbar the amount of $8,416 for services rendered for the month of September 2018. On the Petition Date, Phelps Dunbar had incurred $7,582 in fees and $96.83 in costs for the month of September 2018. Phelps Dunbar incurred $8,330 in fees and $96.83 in costs through and including Sept. 30, 2018. Phelps Dunbar will also be reimbursed for reasonable out-of-pocket expenses incurred. Shelton Dennis Blunt, a partner at Phelps Dunbar, 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. Phelps Dunbar can be reached at: Shelton Dennis Blunt, Esq. PHELPS DUNBAR, LLP 400 Convention St., Suite 100 Baton Rogue, LA 70802-5618 Tel: (225) 346-0285 About Dalmatian Fire Equipment Established in 1995, Dalmatian Fire Equipment, Inc. -- http://dalmatianfire.com/-- is a supplier of refurbished self-contained breathing apparatus in North America. It provides equipment for firefighting, oil field safety, HazMat, mining and a broad range of industrial applications in the United States and Canada. Its portfolio of brands includes Scott, MSA, Drager, and Survivair. Dalmatian Fire Equipment sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 18-18332) on Sept. 24, 2018. In the petition signed by CEO Kevin L. Simmons, the Debtor estimated assets of $1 million to $10 million and liabilities of $500 million to $1 billion. Judge Michael E. Romero presides over the case. Wadsworth Warner Conrardy, P.C., serves as the Debtor's legal counsel. Phelps Dunbar, LLP, as special counsel. DANICA ASSOCIATES: Agreed 4th Interim Cash Collateral Order Entered ------------------------------------------------------------------- The Hon. Mindy A. Mora of the U.S. Bankruptcy Court for the Southern District of Florida has entered an agreed fourth interim order authorizing Danica Associates, LLC, to use Valley National Bank's cash collateral through Jan. 27, 2019. The Debtor is authorized cash collateral to pay the monthly expenses set forth in the budget and all fees required by the United States Trustee and Clerk of the Court. The Debtor will operate strictly in accordance with the Budget and will not exceed 10% above the amount of any line item shown in the Budget. Valley National Bank will have a first priority post-petition security interest in, and lien upon, all of the Debtor's personal property, and all cash and non-cash proceeds thereof, which are or have been acquired, generated or received by the Debtor after the filing of the petition commencing this case, to the same extent that Valley National Bank held a properly perfected prepetition security interest or lien in assets immediately prior to the filing of the petition commencing this case. As additional adequate protection for the Debtor's use of cash collateral, the Debtor will deliver, on the first day of each month, to Valley National Bank, through its counsel, monthly payments in the amount of $3,100. As additional adequate protection for the Debtor's use of cash collateral, the Debtor will promptly furnish Valley National Bank with such financial and other information as required by the underlying loan documents and such other information, documents and reports as Valley National Bank may reasonably request. A full-text copy of the Agreed Fourth Interim Order is available at: http://bankrupt.com/misc/flsb18-12476-50.pdf About Danica Associates Danica Associates, LLC, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-12476) on March 2, 2018. In the petition signed by Rite K. Weller, managing member, the Debtor estimated at least $50,000 in assets and $100,000 to $500,000 million in liabilities. The case is assigned to Judge Paul G. Hyman, Jr. The Debtor is represented by David Lloyd Merrill, Esq. at Merrill PA. DEGRAF CONCRETE: Taps Burke Warren as Legal Counsel --------------------------------------------------- DeGraf Concrete Construction, Inc., seeks approval from the U.S. Bankruptcy Court for the Northern District of Illinois to hire Burke, Warren, MacKay & Serritella, P.C., as its legal counsel. The firm will advise the Debtor regarding its rights and duties involving its property; appear in court and litigate whenever necessary; give legal advice regarding its reorganization efforts; and provide other legal services related to its Chapter 11 case. David Welch, Esq., a partner at Burke Warren and the attorney who will be handling the case, charges an hourly fee of $510. His firm received an advance payment retainer of $60,000 prior to the Debtor's bankruptcy filing. Mr. Welch disclosed in a court filing that all attorneys of the firm are "disinterested" as defined in Section 101(14) of the Bankruptcy Code. Burke Warren can be reached through: David K. Welch, Esq. Burke, Warren, MacKay & Serritella, P.C. 330 N. Wabash, 21st Floor Chicago, IL 60611 Phone: (312) 840-7000 Email: dwelch@burkelaw.com About DeGraf Concrete Construction DeGraf Concrete Construction, Inc. -- http://www.degrafconcrete.com/-- is a concrete construction company specializing in heavy structural construction of commercial, retail, institutional buildings. It works in the seven Chicagoland counties of Cook, Lake, DuPage, McHenry, Kane, Kendall and Will. DeGraf Concrete Construction sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 18-29069) on Oct. 16, 2018. In the petition signed by Michael G. Pirron, president, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Timothy A. Barnes presides over the case. The Debtor tapped Burke, Warren, MacKay & Serritella, P.C. as its legal counsel. DELTA AG GROUP: RSB Asks Court to Dismiss Ch. 11 Case ----------------------------------------------------- Richland State Bank (RSB), a party in interest, asks the U.S. Bankruptcy Court for the Western District of Louisiana to dismiss Delta Ag Group, LLC's Chapter 11 case, because it is a bad faith filing. Under Section 1112(b) of Title 11 of the United States Code, the filing of a Chapter 11 Bankruptcy is required to be in good faith, and the lack thereof constitutes cause for the dismissal of the same and relief from the automatic stay provided under Section 362(d)(1). In contrary, RSB believes that the Petition for Voluntary Relief under Chapter 11 currently filed by the Debtor has been filed in bad faith, with the intention of delaying RSB's ability to seize the creditor's assets. Hence, the filing was also made in bad faith, as upon information and belief, the debtor owns only one asset, which is not currently a viable farming operation. It has conducted no business in several years and there is no one available who competently manages its affairs for a business reorganization. RSB further requests that in the alternative, the Bankruptcy stay be lifted so that foreclosure proceedings may be reinstated against the Debtors' property and that a Trustee be appointed in the Chapter 11 matter. RSB is represented by: David P. Doughty, Esq. COTTON, BOLTON, HOYCHICK & DOUGHTY, L.L.P. 607 Madeline Street Rayville, LA 71269 Tel: (318) 728-2051 Fax: (318) 728-5293 Email: ddoughty@cottonbolton.com About Delta Ag Group Delta Ag Group, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 18-31682) on Oct. 16, 2018. It filed as a single asset real estate debtor as defined in 11 U.S.C. Section 101(51B). In the petition signed by JoAnn Yates McIntyre, authorized agent, the Debtor estimated assets of $1 million to $10 million and liabilities of $500,000 to $1 million. Judge John S. Hodge presides over the case. The Debtor tapped Robert W. Raley, Esq., as its bankruptcy attorney. DETROIT, MI: S&P Assigns B+ Rating on 2018 Unlimited Tax GO Bonds ----------------------------------------------------------------- S&P Global Ratings has assigned its 'B+' rating to the City of Detroit, Mich.'s series 2018 unlimited-tax general obligation (GO) bonds. The outlook is stable. The bonds are secured by the city's unlimited GO pledge, and are the first bonds backed solely by the city's GO pledge since Detroit filed for bankruptcy in 2013. Since the city emerged from bankruptcy in 2014, it has issued bonds backed by other revenue streams, such as distributable state aid, and has funded the majority of its capital needs on a pay-as-you-go basis. "If Detroit is able to access the capital markets on a regular basis--and at an affordable interest rate--to fund its capital improvement plan, this type of market acceptance would allow the city to dependably leverage long-term financing in the future," said S&P Global Ratings credit analyst Jane Ridley. "In our view, this would also represent a key step in the city's post-bankruptcy trajectory toward recovery and financial stability," added Ms Ridley. The city has continued to show signs of economic and financial improvement as it follows the directives of the Plan of Adjustment (POA) as set during its exit from bankruptcy. Detroit has been generating consistent operating surpluses and meeting budget projections as defined in the POA and subsequent planning documents, and has successfully shed the regular oversight of the Financial Review Commission (FRC) to operate more independently. Despite the ability of the city (as per the POA) to take a pension holiday through 2024 while transitioning back to regular operations, Detroit instead chose to gradually phase in the pension costs over time. In S&P's view, despite the longer-term planning involved, there remains a pension funding gap that constitutes a structural imbalance, resulting in a management score of weak under our criteria. This also places a cap on the rating. S&P said, "In our view, the combination of successfully accessing the capital markets again with a GO-only issuance and continued strong financial operations could result in a more rapid ascent in credit quality. However, the ability to achieve, and manage, such significant steps--such as the ramp-up in pension costs and an increasing debt service burden--must be clearly demonstrated before this translates into a rating action. "The stable outlook reflects our view of the city's demonstrated improvements to operations since bankruptcy that has led to better capacity to meet both operating needs and debt obligations. Improvements in reserves as well as operating performance also provide stability to the rating. The city's long-term strategy to pre-fund and phase-in increasing pension contributions, while maintaining balanced annual operating results and very strong reserves, adds additional stability. Although a structural imbalance persists, in our view, Detroit's current budget position affords the city some cushion against near-term revenue volatility or other unexpected events. This cushion will decrease, however, as pension contributions and debt service costs ramp up. "We could raise the rating if Detroit maintains its current reserve and liquidity position, while continuing to address the rising pension and debt service demands so it is adequately positioned to assume the increasing costs over time. An upgrade is also contingent on economic factors not deteriorating, and management's commitment to complying with provisions of the Home Rule City Act. Demonstrated ongoing access to the capital markets providing the ability to issue long-term debt for capital needs will also be a factor in any positive rating action in the near term." If the city veers from its current balanced budget progress or becomes less vigilant in budget and operational oversight and resolution, S&P could take a negative action. In addition, should pressures arise to which the city does not respond with a long-term, comprehensive solution, we could lower the rating. Further declines in economic measures could also pressure the rating. DR. SHABNAM QASIM: PCO Files 1st Report --------------------------------------- Greer A. Smith, the patient care ombudsman appointed for Dr. Shabnam Qasim MD PA files a first report before the U.S. Bankruptcy Court for the Northern District of Texas. The Report focuses on information obtained in interview with Dr. Shabnam Qasim, her office administrator at the time, Adrian Nolley, direct observations and phone calls to past employees and current patients of the medical practice. The PCO reported that he had received a call on October 29, 2018 from Adrian Nolley, the past Office Administrator for Dr. Qasim's office, to inform him that she had resigned. During visit on October 5, the PCO learned from Adrian that the office staff had high turnover rate due to the way Dr. Qasim treated her employees, often talking down to them. Adrian added that Dr. Qasim was very difficult to work with, and not open to advice or guidance from others trying to help her simplify her office operations and assist her to maximize her reimbursements. Hence, the PCO recommends that Dr. Qasim employ an office administrator that has the education, knowledge, and proven skills to operate a medical practice efficiently and productively, and that, with this administrator, Dr. Qasim allow autonomy to perform her job without trying to interfere. The PCO further recommends that Dr. Qasim should be more open to change and accept assistance from those that understand medical clinic operational and revenue generation the best. On the other hand, the PCO has also heard frequently that the Debtor's patients had great difficulty from getting in touch with Dr. Qasim's office. Complaints about phone call messages left on office recording machine never returned, issues such as refills were not taken care of for weeks, and request for medical records were not addressed. Patients advised the PCO that they would see Dr. Qasim in her office, be given a prescription for an antibiotic for example, yet Dr. Qasim's office would not submit the prescription to their pharmacy. Thus, the PCO further recommends that Dr. Qasim immediately designate one employee to answer phone calls during office hours, and an employee to play back office phone recorder messages twice per day for vital messages. The PCO also recommends that Dr. Qasim designate one employee to make certain all medication prescriptions, medical records, and correspondence are done in a safe and timely manner. A full-text copy of the PCO's First Report is available for free at: http://bankrupt.com/misc/txnb18-43088-53.pdf About Dr. Shabnam Qasim MD PA Dr. Shabnam Qasim MD PA sought Chapter 11 protection (Bankr. N.D. Tex. Case No. 18-43088) on Aug. 7, 2018, estimating less than $1 million in assets and liabilities. Craig Douglas Davis, Esq., at Davis, Ermis & Roberts, P.C., serves as counsel to the Debtor. EGALET CORPORATION: Hires Kurtzman as Claims and Noticing Agent --------------------------------------------------------------- Egalet Corporation, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Kurtzman Carson Consultants LLC, as claims and noticing agent to the Debtors. Egalet Corporation requires Kurtzman to: a. prepare and serve required notices and documents in the bankruptcy case in accordance with the Bankruptcy Code and the Federal Rules of Bankruptcy Procedure in the form and manner directed by the Debtor and the Court, including (i) notice of the commencement of the case and the initial meeting of creditors under the Bankruptcy Code, (ii) notice of any claims bar date, (iii) notice of transfer of claims, (iv) notices of objections to claims and objections to transfers of claims, (v) notices of any hearings on a disclosure statement and confirmation of the Debtor's plan or plans of reorganization, including under Bankruptcy Rule 3017(d), (vi) notice of the effective date of any plan and (vii) all other notices, orders, pleadings, publications and other documents as the Debtor or Court may deem necessary or appropriate for an orderly administration of the case; b. maintain an official copy of the Debtor's schedules of assets and liabilities and statement of financial affairs, listing the Debtor's known creditors and the amounts owed thereto; c. maintain (i) a list of all potential creditors, equity holders and other parties-in-interest and (ii) a core mailing list consisting of all parties described in sections 2002(i), (j) and (k) and those parties that have filed a notice of appearance pursuant to Bankruptcy Rule 9010; updated said lists and make said lists available upon request by a party-in-interest or the Clerk; d. furnish a notice to all potential creditors of the last date for the filing of proofs of claim and a form for the filing of a proof of claim, after such notice and form are approved by the bankruptcy Court, and notify said potential creditors of the existence, amount and classification of their respective claims as set forth in the Schedules, which may be effected by inclusion of such information on a customized proof of claim form provided to potential creditors; e. maintain a post office box or address for the purpose of receiving claims and returned mail, and process all mail received; f. for all notices, motions, orders or other pleadings or documents served, prepare and file or caused to be filed with the Clerk an affidavit or certificate of service within seven (7) business days of service which includes (i) either a copy of the notice served or the docket number and title of the pleading served, (ii) a list of persons to whom it was mailed, in alphabetical order, with their addresses, (iii) the manner of service ,and (iv) the date served; g. process all proofs of claim received, including those received by the Clerk's Office, and check said processing for accuracy, and maintain the original proofs of claim in a secure area; h. maintain the official claims register for the Debtor on behalf of the Clerk; upon the Clerk's request, provide the Clerk with certified, duplicate unofficial Claims Register; and specify in the Claims Registers the following information for each claim docketed (i) the claim number assigned, (ii) the date received, (iii) the name and address of the claimant and agent, if applicable, who filed the claim, (iv) the amount asserted, (v) the asserted classifications of the claim, (vi) the applicable Debtor, and (vii) any disposition of the claim; i. provide public access to the Claims Register, including complete proofs of claim with attachments, if any, without charge; j. implement necessary security measures to ensure the completeness and integrity of the Claims Registers and the safekeeping of the original claims; k. record all transfers of claims and provide any notices of such transfers as required by Bankruptcy Rule 3001(e); l. relocate, by messenger or overnight delivery, all of the court-filed proofs of claim to the offices of Kurtzman, not less than weekly; m. upon completion of the docketing process for all claims received to date for each case, turn over to the Clerk copies of the claims register for the Clerk's review; n. monitor the Court's docket for all notices of appearance, address changes, and claims-related pleadings and orders filed and make necessary notations on and changes to the claims register; o. identify and correct any incomplete or incorrect addresses in any mailing or service lists; p. assist in the dissemination of information to the public and respond to requests for administrative information regarding the case as directed by the Debtor or the Court, including through the use of a case website and call center; q. if the case is converted to Chapter 7, contact the Clerk's Office within three (3) days of the notice to Kurtzman of entry of the order converting the case; r. thirty (30) days prior to the close of the bankruptcy case, request the Debtor submits to the Court a proposed Order dismissing Kurtzman and terminating the services of such agent upon completion of its duties and responsibilities and upon the closing of the bankruptcy case; s. within seven (7) days of notice to Kurtzman of entry of an order closing the Chapter 11 case, provide to the bankruptcy Court the final version of the claims register as of the date immediately before the close of the case; and t. at the close of the bankruptcy case, box and transport all original documents, in proper format, as provided by the Clerk's Office, to (i) the Federal Archives Record Administration, located at Central Plains Region, 200 Space Center Drive, Lee's Summit, MO 64064 or (ii) any other location requested by the Clerk's Office. t. at the close of these chapter 11 cases, box and transport all original documents, in proper format, as provided by the Clerk's, to (i) the Federal Archives Record Administration, located at 14700 Townsend Road, Philadelphia, PA 19154-1096 or (ii) any other location requested by the Clerk. Kurtzman will be paid based upon its normal and usual hourly billing rates. Kurtzman will be paid a retainer in the amount of $30,000. Kurtzman will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert Jordan, managing director of Kurtzman's Corporate Restructuring Services, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Kurtzman can be reached at: Robert Jordan KURTZMAN CARSON CONSULTANTS, LLC 2335 Alaska Ave. El Segundo, CA 90245 Tel: (310) 823-9000 Fax: (310) 823-9133 About Egalet Corporation 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 Corporation and Egalet US Inc. sought bankruptcy protection on Oct. 30, 2018 (Bankr. D. Del. Lead Case No. Case No. 18-12439). In the petition signed by Robert Radie, president and chief executive officer, the Debtors declared total assets of $99,980,000 and total debt of $143,338,000. The Debtors tapped Dechery LLP as general counsel; Young Conaway Stargatt & Taylor, LLP, as local Delaware counsel; Berkeley Research Group LLC as financial restructuring advisor; Piper Jaffray & Co. as investment banker; and Kurtzman Carson Consultants LLC as claims agent. ENVIRONMENTAL TECHNOLOGIES: Dec. 12 Hearing on Plan Outline Set --------------------------------------------------------------- Bankruptcy Judge John T. Laney will convene a hearing on Dec. 12, 2018 at 2:00 P.M. to consider approval of Environmental Technologies, Inc.'s proposed disclosure statement. Written objections to the disclosure statement must be filed on or before Dec. 10, 2018. The Debtor has one asset: a residence located at 121 Manor Row, Macon, Georgia. At the time of the bankruptcy, the Debtor listed total assets of $40,000.00 and total debts of $39,323.95. Class 1 of the plan concerns claims of attorneys and professionals which are entitled to administrative priority and required to be paid in full under the Bankruptcy Code. Those claims will be paid in full when awarded by the Court. Total claims in those classes should be approximately $3,000. Class 2 consist of the administrative claim held by post-petition suppliers, the U.S. Trustee, and others, whole claims do not require Court approval. Those claims will be paid in the ordinary course of business. No claims in this class are expected. The claims in Class 3 are entitled to priority or secured status, and consist of claims of governmental units. Under the Bankruptcy Code, these claims are required to be paid in full within five years of the Petition Date. The Internal Revenue Service filed a claim of $3,100.00, $1,600.00 of which is priority. The Bibb County Tax Commissioner filed a claim in the amount of $7,864.45, all of which is priority. The Internal Revenue Service claim is an estimated $1,600.00 based on unfiled employment tax returns. Debtor had no employees and believes that once returns are filed, the Internal Revenue Service claim will be resolved. The claims of the Bibb County Tax Commissioner will be paid monthly over approximately four years with interest calculated at 4% (Code treatment). Class 4 consists of secured claims, if any and to the extent allowed, held by Apex Bank. These claims shall be settled and satisfied as follows: Class 4 claimants shall retain its liens and receive its claim amount of $42,339.56. as follows: The Class 4 claim shall be cured and reinstated pursuant to 11 U.S.C. Section 1124 after curing all defaults. Defaults will be cured in accordance with this Court's order of May 15, 2018. The Class 4 claimant shall be unimpaired. Class 5 consists of general unsecured creditors. These claims, to the extent determined to be allowed unsecured claims, will be paid a 100% dividend, with interest, on the Effective Date. The Debtor believes that these claims are zero. Class 6 consists of the Debtor's shareholders. All interests will be retained. A copy of the Disclosure Statement is available at https://tinyurl.com/y9yr9gm7 from PacerMonitor.com at no charge. About Environmental Technologies Environmental Technologies, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ga. Case No. 18-50220) on Feb. 5, 2018. At the time of the filing, the Debtor estimated assets and liabilities of less than $500,000. Judge John T. Laney III presides over the case. EVERGREEN REALTY: Case Summary & Unsecured Creditor --------------------------------------------------- Debtor: Evergreen Realty Management Corp 79-81 Main Street Unit 234 Yonkers, NY 10702 Business Description: Evergreen Realty Management Corp describes its business as Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: November 13, 2018 Court: United States Bankruptcy Court Southern District of New York (White Plains) Case No.: 18-23771 Judge: Hon. Robert D. Drain Debtor's Counsel: Robert J. Faller, Jr., Esq. O'KELLY & FALLER, P.C. 200 Mamaroneck Avenue, Suite 403 White Plains, NY 10601 Tel: (914) 946-2822 Fax: (914) 946-7950 E-mail: okfaller@hotmail.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Shezia Bhatti, president. The Debtor lists Wells Fargo Home Mortgage as its sole unsecured creditor holding a claim of $348,548. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/nysb18-23771.pdf EXECUTIVE NON-EMERGENCY: Seeks Access to Seacoast Cash Collateral ----------------------------------------------------------------- Executive Non-Emergency Transportation Inc. requests the U.S. Bankruptcy Court for the Middle District of Florida to authorize its use of cash collateral in the ordinary course of business as set forth in the budget. The Debtor requires the use of cash collateral to fund all necessary operating expenses of its business. Particularly, the Debtor will use the cash collateral during the interim cash collateral period to purchase merchandise, pay utilities, pay employee wages, pay for leased equipment, pay sales tax, pay payroll taxes, as well as the normal expenses of day-to-day operation. The Debtor also requests that it be authorized: (i) to exceed any line item on the budget by an amount up to 10% of each such line item; or (ii) to exceed any line item by more than 10% so long as the total of all amounts in excess of all line items for the Budget do not exceed 10% in the aggregate of the aggregate total budget. Seacoast National Bank holds a first mortgage lien on the Real Property based on a pre-petition, purchase money loan in the amount of $286,875 by Mortgage. Seacoast also holds a lien on cash collateral, among other tangible and intangible property of the Debtor, based on a pre-petition Business Line of Credit in the amount of $50,000. Complete Business Solutions Group, Inc. ("CBSG") alleges it has a security interest in certain assets of the Debtor which arises from a pre-petition Factoring Agreement by which CBSG purchased $550,500 in future receipts by advancing $367,000 to the Debtor. However, the Debtor disputes the alleged security interest of CBSG and contends that CBSG holds a general unsecured claim. The Lien of CBSG, if any, is junior to the first mortgage lien of Seacoast National Bank. The Debtor contends that the only valid liens on cash collateral are those held by Seacoast National Bank. The Debtor proposes to provide Seacoast National Bank adequate protection which includes a lien on the Real Property, the Debtor's receivables and the Debtor's projected positive cash flow to the extent that its prepetition collateral is diminished by the Debtor's use of cash collateral. Additionally, the Debtor proposes to make the regular contractual monthly payments of $1,863 to Seacoast so as to protect Seacoast against diminution of its interest in the collateral. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/flmb18-03958-97.pdf About Executive Non-Emergency Transportation Inc. Executive Non-Emergency Transportation Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-03958) on June 29, 2018. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $50,000. Judge Karen S. Jennemann presides over the case. Bartolone Law, PLLC serves as Debtor's new legal counsel; and Rhonda L. Hinds & Associates, CPA, P.A., as its accountant. No official committee of unsecured creditors has been appointed in the Chapter 11 case. EXPERT CAR CARE 3: Hearing on Plan and Disclosures Set for Nov. 15 ------------------------------------------------------------------ Bankruptcy Judge Cynthia C. Jackson issued an amended order conditionally approving Expert Car Care 3, L.L.C.'s disclosure statement. An evidentiary hearing will be held on Nov. 15, 2018 at 2:45 PM in Courtroom 6D, 6th Floor, George C. Young Courthouse, 400 West Washington Street, Orlando, FL 32801 to consider and rule on the disclosure statement and, if the Court determines that the disclosure statement contains adequate information, to conduct a confirmation hearing. Creditors and other parties in interest must file with the clerk their written acceptances or rejections of the plan no later than seven days before the date of the Confirmation Hearing. Objections to the disclosure statement or to confirmation must be filed no later than seven days before the date of the Confirmation Hearing. About Expert Car Care Expert Car Care 3, LLC and Expert Car Care 4, LLC, are privately-held companies in Sanford, Florida, engaged in automotive repair and maintenance. They sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case Nos. 18-01439 and 18-01440) on March 16, 2018. In the petitions signed by James Sada, managing member, the Debtors each estimated assets of less than $1 million and liabilities of $1 million to $10 million. Judge Cynthia C. Jackson presides over the cases. Bartolone Law, PLLC, led by principal Aldo G Bartolone, Jr., Esq., serves as counsel to the Debtors. No official committee of unsecured creditors has been appointed in the Chapter 11 cases. FAIRFIELD TIC: Seeks Authorization for Use Cash Collatleral ----------------------------------------------------------- Fairfield TIC, LLC, asks the U.S. Bankruptcy Court for the Eastern District of Virginia to authorize and approve its use of Cash Collateral, which cash collateral secures obligations to U.S. Bank, for the payment of its operating expenses as set forth in the Budget. The Debtor's most immediate cash needs are to (a) pay insurance premiums, (b) pay the utilities and operating expenses of the Shopping Center; (c) pay real estate taxes coming due in December 2018; (d) address repair issues in order to satisfy the concerns of its tenants and properly maintain the Center; and (d) pay management and leases fees associated with the services provided by the company managing and/or leasing the Center. The Debtor owns a 66.2296% interest, as a tenant in common, of the real property and improvements commonly known as the Fairfield Shopping Center in Virginia Beach, Virginia, pursuant to a certain Amended and Restated Tenancy-In-Common Agreement. In 2004, the real estate comprising Fairfield Shopping Center was transferred by deed to the following four entities, which were the predecessors in interest to the current tenants in common (the "Original TICs"): (a) Fairfield Associates, LLC; (b) BCP Fairfield, LLC; (c) DMF, LLC; and (d) GCK-Beachco, LLC. The property and funding to acquire Fairfield Shopping Center was derived from real property contributions, cash investments from third party investors and a loan from General Electric Capital Corporation in the original principal amount of $19,800,000. In 2007, the Original TIC's refinanced the Original Financing with a $30 million loan from Lehman Brothers Bank, FSB, secured by the Center (Consolidated Loan). At the time of the refinancing, the original capital was returned to all of the original investors each of whom continued to own their interest in the entities owning Fairfield Shopping Center. Repayment of the Consolidated Loan is secured pursuant to certain agreements between the Current TIC's and the Lender, including the following: (a) Amended and Restated Deed of Trust, Fixture Filing, Secured Agreement and Assumption Agreement; and (b) Additional Collateral Assignment of Leases and Rents. By separate documents executed by Milliard F. Southern, Trust Officer of U.S. Bank National Association, as Trustee, its attorney-in-fact, transferred as Assignor all rights to the Restated Deed of Trust and the Assignment of Rents from Bank of America, National Association, in the capacity "as successor-by-merger to LaSalle Bank National Association, as" Trustee, Series 2007-C7 Certificate Holders to the purported Assignee, "U.S. Bank National Association, as Trustee, as successor-in-interest to Bank of America, National Association, as successor-by-merger to LaSalle Bank National Association, as Trustee for the registered holders of LB-UBS Commercial Mortgage Trust 2007-C7, Commercial Mortgage Pass-Through Certificates, Series 2007-C7." It is questionable whether this assignment was in effect as U.S. Bank purported to transfer Bank of America's interest to itself as both assignor and assignee. U.S. Bank National Association, maintains that, pursuant to the U.S. Bank Documents, and in its the capacity as Trustee for the registered holders of LB-UBS Commercial Mortgage Trust 2007-C7, Commercial Mortgage Pass-Through Certificates, Series 2007-C7, it is the owner, holder and beneficiary of all the loan documents executed by the Original TIC's in favor of Lehman Brothers Bank. The Debtor received a payoff from Lehman Brothers Bank as of April 19, 2018 which reflected the following amounts claimed as due under the Lender's Loan Documents: (a) $26,915,440.80 principal balance; (b) $931,872.37 of regular interest at the rate of 6.56%; (c) $426,161.15 of default interest at the default rate of 3.00%; (d) $1,333,554.14 of late fees; (e) $100,440.15 of noteholder expenses; and (f) $400 for a payoff quote fee. On April 19, 2018, Lehman Brothers Bank or its servicer was holding $258,405.03 in a suspense balance, with $16,701 in a replacement reserve account and $26,549.04 in a TILC Reserve account. The Debtor suspects that Lehman Brothers Bank continues to hold these amounts and has not applied them to the principal or other charges outstanding under the Lender's Loan Documents. Lehman Brothers Bank asserts that since April 19, 2018, the Loan has accrued daily interest at the default rate of $7,148. Accordingly, the additional interest between April 19, 2018 and Oct. 19, 2018 would total approximately $1,308,000. By order entered March 15, 2018 in the State Court Proceeding, the Virginia Beach Circuit Court granted the preliminary request for a receiver and appointed Susan E. Collins to serve as receiver for the Center. The Receiver arranged for Divaris Property Management Corp. and entities affiliated with Divaris Property Management Corp. to lease, manage and operate the Center. The Receiver is an officer and employee of Divaris. Pursuant to the Receiver Order and as of the Petition Date, the Receiver has filed monthly reports detailing the results from operation of the Center. By report for month ending September 30, 2018, approximately 90% of the Center is leased, and the Receiver has approximately $1,000,000 of cash on hand, excluding funds held in a security deposit account. It appears that the Center will be approximately 87% leased at the end of October. In addition to the obligations owed to U.S. Bank, the following claims have been asserted against the Debtor and the other co-owners of the Center: (a) Claim of Nikki Providence for declaratory relief based upon breach of real estate contract between it and the Debtor; (b) Disputed property management, asset management and other fees and commissions asserted by Wheeler Real Estate Co. and affiliates totaling approximately $268,000. Wheeler Real Estate Co. was formerly affiliated with Jon Wheeler and served as the management company. Their relationship was terminated in January of 2018. The cash on hand with the Divaris and/or the Receiver constitute cash collateral of the Debtor. In addition, the accounts receivable and the rents generated by the leases of real property at the Center constitute cash collateral of the Debtor. The Debtor would propose to provide adequate protection to U.S. Bank by utilization of the Cash Collateral to pay the expenses in accordance with the Budget. The Debtor asserts that the proposed use of Cash Collateral will provide that the Debtor and any committee of unsecured creditors formed in this case will be given a period of time to evaluate the extent, validity and priority of the liens of U.S. Bank against the Collateral and the Cash Collateral. The Budget includes a provision for the payment of management fees to Divaris, until the management agreement has been terminated in accordance with its terms, and then to Wheeler Real Estate Investment, LLC ("WREI"). WREI is a property management company owned by Jon Wheeler. Mr. Wheeler serves as the manager Plume Street Financial, which is the manager to the manager of the Debtor. WREI anticipates providing the day to day property management services to the Center in exchange for a 3% property management fee. A separate motion is being filed which will address the transition to new management. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/vaeb18-73744-7.pdf About Fairfield TIC LLC Fairfield TIC, LLC operates the Fairfield Shopping Center located at Corner of Providence Road and Kempsville Road Virginia Beach, Virginia. Fairfield TIC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No. 18-73744) on Oct. 23, 2018. In the petition signed by Jon S. Wheeler, manager, the Debtor estimated assets of $10 million to $50 million and liabilities of $10 million to $50 million. The Debtor tapped Crowley, Liberatore, Ryan & Brogan, P.C., as its legal counsel. FAIRPOINT COMPANIES: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: Fairpoint Companies LLC 420 Lexington Avenue, New York, NY 10170 Business Description: Fairpoint Companies LLC is a privately held company in New York engaged in the business of nonresidential building construction. Chapter 11 Petition Date: November 13, 2018 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Case No.: 18-13526 Judge: Hon. Stuart M. Bernstein Debtor's Counsel: Meng Cheng, Esq. ZISHOLTZ & ZISHOLTZ, LLP 170 Old Country Road, #300 Mineola, NY 11501 Tel: 516-741-2200 Fax: 516-746-1024 E-mail: mchenglaw@yahoo.com michelle@zzllp.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Anthony Pagano, managing member. The Debtor failed to submit a list of its 20 largest unsecured creditors at the time of the filing. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/nysb18-13526.pdf FERRELLGAS PARTNERS: S&P Lowers ICR to 'CCC', Outlook Negative -------------------------------------------------------------- S&P Global Ratings Lowered its issuer credit rating on Ferrellgas Partners L.P. to 'CCC' from 'B-'. The outlook is negative. S&P said, "We also lowered the rating on the partnership's structurally subordinated senior unsecured debt to 'CC' from 'CCC'. The '6' recovery rating indicates expectations of negligible recovery (0%-10%; rounded estimate: 0%) in the event of payment default. "At the same time, we lowered the issuer credit rating on Ferrellgas L.P. to 'CCC' from 'B-'. The outlook is negative. We lowered the issue-level ratings on its senior unsecured debt to 'CCC-' from 'B-'. The recovery rating is revised to '5' from '4', indicating our expectation of modest recovery (10%-30%; rounded estimate: 25%). "The downgrade reflects our view that Ferrellgas could restructure its debt in the next 12 months. Ferrellgas failed to comply with a covenant on the 2020 notes for four quarters in 2018 and exhausted its $50 million payment basket, which does not allow Ferrellgas to pay distributions to equity holders as long as fixed-charge coverage is below 1.75x. Due to the inability to pay distributions in addition to the upcoming maturity of these notes in June 2020, we believe Ferrellgas could restructure a portion of its debt. "The negative outlook on Ferrellgas reflects our view that within 12 months the partnership could restructure a portion of its $1.8 billion senior unsecured debt maturing in 2020 through 2023. The outlook also reflects our view of inadequate liquidity as we believe the partnership may not generate sufficient liquidity in the next 12-24 months to repay maturing debt." FOX PROPERTY HOLDINGS: Seeks March 15 Exclusivity Period Extension ------------------------------------------------------------------ Fox Property Holdings, LLC, requests the U.S. Bankruptcy Court of the Central District of California to extend the exclusivity period for the Debtor to file and obtain acceptance of a plan of reorganization, through and including March 15, 2019 and May 15, 2019, respectively. A hearing will be held on Nov. 27, 2018 at 2:30 p.m. during which the Court will consider extending the exclusivity periods for the Debtor to file and solicit a plan of reorganization by four months. The Debtor is the owner of that certain commercial real property located at 340, 392 and 398 West Fourth Street, and 399 North D Street (360-370 West Court Street), in San Bernardino, California. The Debtor purchased the Property from Dayco Funding Corporation and Luxor Properties, Inc. (together, the "Lender") for an aggregate purchase price of $9,700,000. In connection with the Debtor's purchase of the Property, the Lender provided seller financing of $7,700,000 of the aggregate purchase price on a secured basis. As a result, the Debtor is currently indebted to the Lender in the principal sum of $7,700,000. The Debtor recounts a number of issues that arose prior to the Petition Date which required the Debtor to commence litigation and take legal steps to obtain possession of the Property (which litigation has now been resolved) before the Debtor could even start to attract tenants, attempt to increase the rent revenue generated by the Property, attempt to obtain refinancing for the Property or market and sell the Property. Specifically, the Debtor relates that following its acquisition of the Property, the Debtor learned that Dr. Harry Hwang and Mrs. Jung H. Hwang, a married couple who had previously owned and operated a business known as American Sports University ("ASU") at the Property, were continuing to occupy and retain possession of the Property (purportedly with the consent of the Lender), without the benefit of any written lease agreement and without paying any rent, and were permitting other individuals, including an alleged registered sex offender, Donald Nickels, to illegally reside in the Property. Beginning in June, 2017, the Debtor initiated a number of unlawful detainer actions against the Hwangs in the Superior Court of the State of California for the County of San Bernardino County, Fontana District to recover possession of the Property from the Hwangs. In December, 2017, after learning that the Hwangs had abandoned the Property, the Debtor believed that possession of the Property had been voluntarily returned to the Debtor, and the Debtor discontinued its legal actions against the Hwangs in Superior Court. Shortly thereafter, on or about December 14, 2017, the Hwangs filed a complaint for forcible entry and detainer against the Debtor and certain other named defendants in Superior Court, thereby commencing the case bearing the number UDFS 1708839. As a result, from the outset, the Debtor's case was not the typical "run of the mill" single asset real estate case. In addition, the Property is of substantial size and value, the Property has been appraised to have a fair market value of $16,000,000, which results in potential equity of over $6,000,000. This equity in the Property will potentially be sufficient to repay the Lender and all of the Debtor's other creditors in full, with a significant surplus amount available for distribution to the Debtor's equity holder. Following the Petition Date, the Debtor and its special litigation counsel worked diligently to pursue the UD Action against the Hwangs in Superior Court to recover possession of the Property. As a result of such efforts, the UD Action has effectively been completed. The completion of the UD Action has paved the way for the Debtor to pursue its reorganization strategy in this case. The Debtor's completion of the UD Action and recovery of possession of the Property have enabled the Debtor to attract new tenants to the Property (ultimately increasing the rent revenue generated by the Property). While the Debtor believes that it will be successful in obtaining a new loan commitment -- and ultimately closing the new loan transaction and paying off the Lender's Loan -- prior to the June 1, 2019 maturity date of the Loan, the Debtor also intends to pursue a parallel path to refinancing the Loan by seeking to market and sell the Property. In addition, the Debtor recently negotiated two new lease agreements: (a) Fox University, Inc. leased the property located at 399 North D Street San Bernardino, CA 92401 for $36,000/month; and (b) CHINA TV Media Group (USA), Inc. leased the property located at 370-398 W. Court Street San Bernardino, CA 92401 for $25,000/month. The tenants under the New Leases will begin paying rent to the Debtor in November, 2018, which will result in rent revenue totaling more than $61,000 per month. While the Debtor has been working diligently to procure new tenants for the Property (resulting in the successful negotiation and approval of the two New Leases), explore refinancing opportunities for the property (so that the Loan with the Lender can be paid off), and work actively with CBD Investment Inc., through its agent Jack Chen as the Debtor's real estate broker -- to market and sell the Property, the Debtor requires additional time to complete the foregoing tasks and to prepare and file its proposed plan of reorganization. The Debtor's listing agreement with the Broker provides that the Broker will have the exclusive right to market and sell the Property through and including March 31, 2019. Thus, the Debtor requires additional time to complete its efforts to sell or refinance the Property before it can formulate and file a feasible plan of reorganization in this case. Given that the interests and goals of the Debtor and the Lender in this case appear to be entirely aligned, the Debtor asserts that it cannot possibly be accused of acting to pressure or "cram down" plan terms on the Lender or any of the Debtor's other creditors. Rather, the Debtor is requesting for an extension of its exclusivity periods in good faith so that it may continue to make progress towards a consensual plan in this case if at all possible. About Fox Property Holdings Fox Property Holdings, LLC, owns a commercial real property in San Bernardino, California. The property consists of various buildings utilized as a school and dormitory campus and is located on approximately 4.66 acres of land. The company's headquarter is located at 12803 Schabarum Avenue, Irwindale, California. Dr. Ji Li is the managing member and 100% equity holder of the company. Fox Property Holdings sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-10524) on Jan. 17, 2018. In the petition signed by Ji Li, managing member, the Debtor estimated assets of $10 million to $50 million and liabilities of $1 million to $10 million. Judge Robert N. Kwan presides over the case. The Debtor tapped Levene, Neale, Bender, Yoo & Brill LLP as its legal counsel; and Park & Lim as special litigation counsel. GARDNER DENVER: S&P Raises ICR to 'BB+', Outlook Stable ------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Gardner Denver Inc. to 'BB+' from 'BB'. The outlook is stable. S&P said, "At the same time, we raised our issue-level rating on the company's senior secured credit facilities to 'BB+' from 'BB'. The '3' recovery rating remains unchanged, indicating our expectation for meaningful recovery (50-70%; rounded estimate 55%) in the event of a payment default. "The upgrade reflects our expectation that Gardner Denver will continue to reduce its debt-to-EBITDA metric below 3x in the next 12 months. It also incorporates our belief that the company's financial policy decisions will support this reduced level of leverage. The company has prioritized debt repayment so far in 2018, paying down over $260 million of its debt in the first nine months of 2018. This is more than double the $120 million the company spent on acquisitions and shareholder returns during the same period. Although we expect Gardner Denver to continue to pursue bolt-on acquisitions and share repurchases, we have not incorporated any large debt-funded acquisitions or share repurchases in our base-case scenario. Still, in our view, the company has a relatively limited track record of operating as a publicly owned company and has not yet demonstrated a commitment to maintaining financial policies (particularly around target leverage levels that incorporate potential acquisitions and shareholder returns) that are aligned with an investment-grade rating. "The stable outlook on Gardner Denver reflects our expectation that the company's organic volume will increased on strong, broad-based end-market demand and contributions from bolt-on acquisitions, which will allow the company to maintain leverage in the 2x-3x range over the next 12 months. We also expect the company to make financial policy decisions that will support this level of leverage because we expect KKR to continue to reduce its ownership stake over time. "We could lower our ratings on Gardner Denver by one notch if the company's operating performance declines due to difficulty in integrating acquisitions or an unexpected downturn in the energy or industrial end markets such that its debt to EBITDA remains above 4x with limited prospects for improvement. We could also lower our ratings if the company pursues large debt-financed acquisitions or shareholder returns that increase its leverage above 4x on a sustained basis. "It is unlikely that we will raise our ratings on Gardner Denver over the next 12 months given our forecast for its leverage and its limited track record of operating as a publicly owned company. However, we could raise our ratings if the company demonstrates a willingness and ability to sustain adjusted leverage of less than 3x through a downturn and we become convinced that management is committed to maintaining financial policies that will support an investment-grade rating over a complete business cycle. This would require the company to demonstrate a track record of balancing its leverage reduction with acquisitions and shareholder returns." GBH PROPERTIES: Taps Straffi & Straffi as Legal Counsel ------------------------------------------------------- GBH Properties & Development, LLC, seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Straffi & Straffi, LLC, as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code and will provide other legal services related to its Chapter 11 case. Daniel Straffi Jr., Esq., the attorney who will be handling the case, charges an hourly fee of $350. His firm will receive a retainer of $8,000, plus $1,500 for work-related expenses. Mr. Straffi disclosed in a court filing that he and his firm are "disinterested" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Daniel E. Straffi, Esq. Straffi & Straffi, LLC 670 Commons Way Toms River, NJ 08755 Phone: (732) 341-3800 Fax: (732) 341-3548 Email: bkclient@straffilaw.com About GBH Properties & Development GBH Properties & Development, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 18-30165) on Oct. 9, 2018. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $1 million. Judge Kathryn C. Ferguson presides over the case. The Debtor tapped Straffi & Straffi, LLC as its legal counsel. GEM INVESTMENT: Taps Straffi & Straffi as Legal Counsel ------------------------------------------------------- GEM Investment Group, LLC, seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Straffi & Straffi, LLC, as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code and will provide other legal services related to its Chapter 11 case. Daniel Straffi Jr., Esq., the attorney who will be handling the case, charges an hourly fee of $350. His firm will receive a retainer of $8,000, plus $1,500 for work-related expenses. Mr. Straffi disclosed in a court filing that he and his firm are "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Daniel E. Straffi, Esq. Straffi & Straffi, LLC 670 Commons Way Toms River, NJ 08755 Phone: (732) 341-3800 Fax: (732) 341-3548 Email: bkclient@straffilaw.com About GEM Investment Group GEM Investment Group, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 18-30164) on Oct. 9, 2018. At the time of the filing, the Debtor estimated assets of less than $1 million and liabilities of $1 million. Judge Christine M. Gravelle presides over the case. The Debtor tapped Straffi & Straffi, LLC as its legal counsel. GEP HAYNESVILLE: Moody's Withdraws B2 CFR Amid Cancelled Bond ------------------------------------------------------------- Moody's Investors Service withdrew all ratings for GEP Haynesville, LLC following the company's withdrawn bond offering. Outlook Actions: Issuer: GEP Haynesville, LLC Outlook, Changed To Rating Withdrawn From Stable Withdrawals: Issuer: GEP Haynesville, LLC Probability of Default Rating, Withdrawn, previously rated B2-PD Corporate Family Rating, Withdrawn, previously rated B2 Senior Unsecured Regular Bond/Debenture, Withdrawn , previously rated B3 (LGD4) RATINGS RATIONALE The withdrawal of these ratings follows the company's withdrawn bond offering. GEP Haynesville, headquartered in The Woodlands, Texas, is a privately owned independent exploration and production company focused on natural gas development of the Haynesville Shale and Middle Bossier formations in North Louisiana. GROW & LEARN: Taps Giordano Halleran as Legal Counsel ----------------------------------------------------- Grow & Learn With Me, LLC, seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Giordano Halleran & Ciesla, P.C., as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code and will provide other legal services related to its Chapter 11 case. Giordano charges these hourly fees: Partners $425 Associates $250 Paralegals $125 Donald Campbell Jr., Esq., the attorney who will be handling the case, charges $425 per hour. Mr. Campbell disclosed in a court filing that he and his firm are "disinterested" as defined in Section 101(14) of the Bankruptcy Code. Giordano can be reached through: Donald F. Campbell Jr., Esq. Giordano Halleran & Ciesla, PC 125 Half Mile Road, Suite 300 Red Bank, NJ 07701 Phone: (732) 741-3900 E-mail: dcampbell@ghclaw.com About Grow & Learn With Me Grow & Learn With Me, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 18-31315) on Oct. 26, 2018. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $500,000. Judge Michael B. Kaplan presides over the case. The Debtor tapped Giordano Halleran & Ciesla, P.C. as its legal counsel. HARMON TIRE: Cash Collateral Use Extended Through Jan. 6 -------------------------------------------------------- Having filed Motion for Authority to Continue to Use Cash Collateral, stipulated by Harmon Tire, Inc., Machias Savings Bank and United States Trustee, the Hon. Michael A. Fagone of the U.S. Bankruptcy Court for the District of Maine has extended the Debtor's authority to use cash collateral through January 6, 2019 in the amounts set forth in the Budget. The Stipulated Order also provides that any motion requesting the use of cash collateral after January 6, 2019 must be filed no later than December 13, 2018, with objections due December 18, 2018 and noticed for hearing on December 20, 2018 at 2:00 p.m. A full-text copy of the Stipulated Order is available at http://bankrupt.com/misc/meb18-10445-79.pdf About Harmon Tire Inc. Harmon Tire, Inc. provides auto and tire repair services in Ellsworth, Maine. Harmon Tire sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Maine Case No. 18-10445) on Aug. 1, 2018. In the petition signed by Milton Albert Harmon, Jr., president, the Debtor estimated assets of less than $500,000 and liabilities of $1 million to $10 million. Judge Michael A. Fagone presides over the case. Molleur Law Office is the Debtor's legal counsel. HOOK LINE: Unsecured Claims Total $4.5M Under 2nd Amended Plan -------------------------------------------------------------- Hook Line & Sinker, Inc., filed a second amended disclosure statement describing its second amended plan of reorganization dated November 5, 2018. This filing discloses that the unsecured claims are estimated at $4,516,597, in several categories. Payments and distributions under the Plan will be funded from the Debtor's cash on hand and ongoing revenue. The Debtor believes it is possible that the plan can be confirmed even if one or more classes of creditors does not accept the plan, because the plan does provide for payment of all claims in full. The Debtor is represented by: David H. Bundy, Esq. DAVID H. BUNDY, P.C. 310 K Street, Suite 200 Anchorage, AK 99501 Tel: (907) 248-8431 A full-text copy of the First Amended Disclosure Statement is available at: http://bankrupt.com/misc/akb17-00415-184.pdf About Hook Line & Sinker Inc. Hook Line & Sinker, Inc., filed for Chapter 11 bankruptcy protection (Bankr. D. Alaska Case No. 17-00415). Judge Gary Spraker presides over the case. David H. Bundy, Esq., is the Debtor's bankruptcy counsel. HOUT FENCING: Seeks to Hire Western Sage as Accountant ------------------------------------------------------ Hout Fencing of Wyoming, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Wyoming to employ Western Sage, CPAs, PC, as accountant to the Debtor. Hout Fencing requires Western Sage to: -- prepare the Debtor's federal and State tax returns; -- provide tax analysis required for preparation of a Chapter 11 plan; -- review and assist counsel in responding to claims filed by taxing agencies; and -- assist with the preparation of financial statements that may be required for various purposes during the administration of the bankruptcy case. Western Sage will be paid a flat fee of $5,000. Western Sage will also be reimbursed for reasonable out-of-pocket expenses incurred. Larry Heiser, partner of Western Sage, CPAs, PC, 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. Western Sage can be reached at: Larry L. Heiser WESTERN SAGE, CPAS, PC 115 N. 9th St. Worland, WY 82401 Tel: (307) 347-3633 About Hout Fencing of Wyoming, Inc. Hout Fencing of Wyoming, Inc., is a fence contractor based in Worland, Wyoming, offering bridge and barrier fence installation and repair. The company serves Cheyenne, Laramie, Casper, Buffalo, Sheridan, Gillette, Rawlins, Rock Springs, Cody and New Mexico areas. Hout Fencing of Wyoming sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Wyo. Case No. 18-20423) on May 23, 2018. In the petition signed by Dave Hout, president, the Debtor disclosed $3.50 million in assets and $3.63 million in liabilities. Judge Cathleen D. Parker presides over the case. IMPERVA INC: S&P Assigns 'B-' Issuer Credit Rating, Outlook Stable ------------------------------------------------------------------ S&P Global Ratings assigned its 'B-' issuer credit rating to Redwood City, Calif.-based Imperva Inc. The outlook is stable. S&P said, "At the same time, we assigned our 'B-' issue-level and '3' recovery ratings to the company's $760 million senior secured first-lien term loan and $100 million revolving credit facility due 2023. The '3' recovery rating indicates our expectation of meaningful (50%-70%; rounded estimate: 65%) recovery in the event of a default. "We also assigned our 'CCC' issue-level and '6' recovery ratings to the company's $290 million second-lien term loan due 2026. The '6' recovery rating indicates our expectation of negligible (0%-10%: rounded estimate: 0%) recovery in the event of a default. "The rating on Imperva primarily reflects the company's extremely high pro forma leverage, which we estimate will exceed 18x at transaction close and remain over 19x through fiscal 2019. Additionally, we view a narrow focus on a subsector of the broader IT security market, small scale compared to its primary competitors, and weak profitability as key risk factors. Credit strengths include the company's increasing share of recurring revenues, above-industry growth rate, diversified customer base, and high customer retention rates. The rating also reflects our expectation that Imperva will maintain adequate liquidity and sufficient cash on its balance sheet to fund restructuring efforts, debt service, and capital spending needs. "The stable outlook reflects our expectation that Imperva will be able to support its substantial debt burden through sustained revenue growth in core products, improving EBITDA margins, and recurring cash flow generation. We anticipate that the company will continue to see strong recurring revenue growth, which currently represents approximately 71% of total revenue. "We could lower the rating if Imperva's performance suffers from sales execution missteps or slowing customer demand, leading to sustained high leverage or persistently negative free cash flow. We could also downgrade Imperva if the company's sources of cash are not sufficient to cover uses or if there is a significant deceleration in deferred revenue growth. "Imperva's extremely high leverage strongly limits the prospects for an upgrade over the next 12 months; however, over the longer term we would look to sustained revenue growth, expanding EBITDA margins, and leverage maintained under 7x as factors for an upgrade. We could also consider an upgrade if Imperva generates free operating cash flow to debt of above 5% or the company prioritizes debt reduction." INTEGRATED DYNAMIC: Hires FisherBroyles LLP as Special Counsel -------------------------------------------------------------- Integrated Dynamic Solutions, Inc., seeks authority from the U.S. Bankruptcy Court for the Central District of California to employ FisherBroyles, LLP, as special counsel to the Debtor. Integrated Dynamic requires FisherBroyles LLP to represent the Debtor in a case pending with the Los Angeles Superior Court, captioned as Integrated Dynamic Solutions, Inc. v. Automated Systems America, Inc., Case No. EC065113, to enforce a contract for the development of custom software against one of its clients, Automated Systems America, Inc. FisherBroyles LLP will be paid a flat of $6,000 per month, a 20% contingency fee from any recovery. It will also be reimbursed for reasonable out-of-pocket expenses incurred. Rob L. Phillips, a partner at FisherBroyles LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. FisherBroyles LLP can be reached at: Rob L. Phillips, Esq. FISHERBROYLES LLP 5670 Wilshire Blvd., Suite 1800 Los Angeles, CA 90036 Tel: (702) 518-1239 E-mail: rob.phillips@fisherbroyles.com About Integrated Dynamic Solutions Founded in 1995, Integrated Dynamic Solutions, Inc. -- http://www.idspage.com/-- is a Microsoft Certified Partner specializing in custom software development, database design, and systems integration. It offers a full range of services from office automation, database design, e-commerce, custom software development and prototyping to wireless solutions, web based programming, Facilities Management Information Systems, and simulation modeling. Integrated Dynamic Solutions sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-11379) on Aug. 22, 2018. On Aug. 24, 2018, the case was transferred from the Northern Division to the San Fernando Valley Division, and was assigned Case No. 18-12156. In the petition signed by CEO Nasrolla Gashtili, the Debtor estimated assets of less than $50,000 and liabilities of $1 million to $10 million. Judge Victoria S. Kaufman presides over the case. The Debtor tapped The Law Offices of David A. Tilem as its legal counsel. FisherBroyles, LLP, is the special counsel. The Office of the U.S. Trustee on Sept. 21, 2018, appointed two creditors to serve on an official committee of unsecured creditors in the Chapter 11 case. JDR CONSULTING: Seeks Court Approval to Employ Bookkeeper --------------------------------------------------------- JDR Consulting LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire a bookkeeper. The Debtor tapped Frances Caruso to prepare and review its monthly operating statements and other financial reports, and provide other financial services related to its Chapter 11 case. Ms. Caruso will charge an hourly fee of $50 for her services. The bookkeeper has requested an upfront retainer of $1,000 from the Debtor. In a court filing, Ms. Caruso disclosed that she is "disinterested" as defined in section 101(14) of the Bankruptcy Code. About JDR Consulting JDR Consulting LLC provides software managed information technology services such as "cloud" software systems. Its office is located at 4305 Broadway, Suite 41, New York, New York. JDR Consulting sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 18-13206) on Oct. 24, 2018. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $50,000. Judge James L. Garrity Jr. presides over the case. The Debtor tapped Pick & Zabicki, LLP as its legal counsel. JDR CONSULTING: Taps Pick & Zabicki as Legal Counsel ---------------------------------------------------- JDR Consulting LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Pick & Zabicki, LLP, as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; represent the Debtor in negotiation with its creditors; assist in the preparation of a plan of reorganization; and provide other legal services related to its Chapter 11 case. Pick & Zabicki will charge these hourly fees: Partners $350 - $425 Associates $250 Paraprofessionals $125 The firm received a retainer of $15,000, plus $2,500 for the filing fee and other expenses. Douglas Pick, Esq., at Pick & Zabicki, disclosed in a court filing that his firm is "disinterested" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Douglas J. Pick, Esq. Eric C. Zabicki, Esq. Pick & Zabicki, LLP 369 Lexington Avenue, 12th Floor New York, NY 10017 Phone: 212-695-6000 Fax: 212-695-6007 Email: dpick@picklaw.net About JDR Consulting LLC JDR Consulting LLC provides software managed information technology services such as "cloud" software systems. Its office is located at 4305 Broadway, Suite 41, New York. JDR Consulting sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 18-13206) on Oct. 24, 2018. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $50,000. Judge James L. Garrity Jr. presides over the case. The Debtor tapped Pick & Zabicki, LLP as its legal counsel. JORGE A. ALVAREZ: Taps Van Horn Law Group as Legal Counsel ---------------------------------------------------------- Jorge A. Alvarez DDS, P.A., seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Van Horn Law Group, Inc. as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; represent the Debtor in negotiation with its creditors in the preparation of a bankruptcy plan; and provide other legal services related to its Chapter 11 case. The firm will charge these hourly fees: Chad Van Horn $450 John Schank $350 Associates $350 Jay Molluso $300 Law Clerks $175 Paralegals $175 Van Horn Law Group requested an initial retainer of $10,783, plus the filing fee of $1,717. Chad Van Horn, Esq., a partner at Van Horn Law Group, disclosed in a court filing that he and his firm do not represent any interest adverse to the Debtor and its bankruptcy estate. The firm can be reached through: Chad T. Van Horn, Esq. Van Horn Law Group, Inc. 330 N. Andrews Ave., Suite 450 Fort Lauderdale, FL 33301 Phone: 954.765.3166 Fax: 954.756.7103 Email: Chad@cvhlawgroup.com Email: info@cvhlawgroup.com About Jorge A. Alvarez DDS Jorge A. Alvarez DDS, P.A. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-23777) on Nov. 5, 2018. At the time of the filing, the Debtor estimated assets of less than $100,000 and liabilities of less than $1 million. Judge Erik P. Kimball presides over the case. The Debtor tapped Van Horn Law Group, Inc. as its legal counsel. JULIAN CHARTER SCHOOL: S&P Affirms B+ Rating on 2015A School Bonds ------------------------------------------------------------------ S&P Global Ratings affirmed its 'B+' rating on California Municipal Finance Authority's series 2015A charter school revenue bonds, issued for Julian Charter School (Julian), and removed it from CreditWatch with negative implications. The outlook is negative. "The negative outlook reflects our view of the deterioration in Julian's credit characteristics, with a large 27% decrease in enrollment in fall 2018 and weak lease-adjusted maximum annual debt service coverage that is below 1x, although we expect modest improvement in operations based on fiscal 2018 unaudited figures," said S&P Global Ratings credit analyst Robert Tu. "If management is unable to stabilize and improve enrollment, or if it violates any bond covenants, we could lower the rating," Mr. Tu added. S&P said, "On July 9, 2018, we placed the rating on CreditWatch with negative implications due to uncertainty surrounding Julian's transition plan. This stemmed from the decision by the San Diego County Board of Education on June 20, 2018 to deny Julian a county-wide charter. Since our most recent review, the school was able to bring its various resource centers into compliance and obtain new authorizers." The 'B+' rating reflects S&P's view of: -- Significant enrollment declines over the past two years as the school brought its resource centers into compliance with the California charter school law; -- Highly competitive environment and signs of increased competition, particularly for homeschooling students; Below average lease-adjusted MADS coverage of 1x in fiscal 2017; -- The risk that the state could revise its charter-funding formula for independent-study students; and -- The inherent uncertainty associated with charter renewals and revocation because the bonds' final maturity exceeds the existing charter's period. Partly offsetting the above weaknesses, in S&P's view, are the school's: -- Acceptable cash on hand of 69 days' in fiscal 2017; -- Good academic performance that is in line with the district and local competitors; and -- Manageable MADS burden of 11.4% of fiscal 2017 expenditures; and -- Good relationship with and support from its multiple authorizers as indicated by the five-year charter term granted to the school (except for San Diego County of Education, which was three years primarily due to the new relationship). Julian is a kindergarten through 12th-grade charter school, the charter for which the district (located in San Diego County) first approved in November 1999 for a period of two years. Julian operates as an independent study school for families with a strong desire to homeschool and for those students who are underserved by the traditional education delivery systems. LAWSON NURSING HOME: Margaret Barajas Appointed as PCO ------------------------------------------------------ Andrew R. Vara, Acting United States Trustee for Region 3, filed with the U.S. Bankruptcy Court for the Western District of Pennsylvania a Notice appointing Margaret Barajas as the Patient Care Ombudsman for Lawson Nursing Home, Inc. The appointment was pursuant to 11 U.S.C. Sec. 333(a)(2), Fed. R. Bankr. P. 2007.2(c), and Order entered November 6, 2018 directing the U.S. Trustee for the appointment of a Patient Care Ombudsman for the Debtor. The PCO can be reached at: Margaret Barajas PENNSYLVANIA DEPARTMENT OF AGING 555 Walnut St. 5th Floor Harrisburg, PA 17101 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. LEEBER REALTY: Judge Prohibits Further Cash Collateral Use ---------------------------------------------------------- The Hon. Robert D. Drain of the U.S. Bankruptcy Court for the Southern District of New York, at the behest of Flushing Bank, has prohibited Leeber Realty LLC from using any of the cash which constitutes cash collateral as defined in section 363(a) of title 11 of the United States Code. About Leeber Realty Leeber Realty LLC is a real estate company that owns in fee simple a property located at 21 Route 59, Nyack, New York, valued by thecompany at $800,000. Leeber Realty sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 18-23094) on July 17, 2018. At the time of the filing, the Debtor disclosed $800,000 in assets and $450,000 in liabilities. Judge Robert D. Drain presides over the case. The Debtor engaged Joseph J. Haspel, PLLC as its legal counsel; and Greenberg Freeman, LLP as special counsel. LONGJAGO LLC: Seeks to Hire Christopher S. Moffitt as Counsel ------------------------------------------------------------- Longjago, LLC, seeks authority from the U.S. Bankruptcy Court for the Eastern District of Virginia to employ the Law Offices of Christopher S. Moffitt, as counsel to the Debtor. Longjago, LLC requires Christopher S. Moffitt to render general representation to the Debtor necessary in the Chapter 11 bankruptcy proceedings. Christopher S. Moffitt will be paid at the hourly rate of $450. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Christopher S. Moffitt, partner of the Law Offices of Christopher S. Moffitt, 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. Christopher S. Moffitt can be reached at: Christopher S. Moffitt, Esq. LAW OFFICES OF CHRISTOPHER S. MOFFITT 218 North Lee Street, 3rd Floor Alexandria, VA 22314 Tel: (703) 683-0075 Fax: 703-229-0566 E-mail: moffittlawoffices@gmail.com About Longjago, LLC Longjago, LLC, based in Chantilly, VA, filed a Chapter 11 petition (Bankr. E.D. Va. Case No. 18-13476) on Oct. 17, 2018. In the petition signed by Edward A Longwe, authorized representative, the Debtor estimated $1 million to $10 million in assets and $500,000 to $1 million in liabilities. Christopher S. Moffitt, Esq., at the Law Offices of Christopher S. Moffitt, serves as bankruptcy counsel. MARKPOL DISTRIBUTORS: Twelfth Interim Cash Collateral Order Entered ------------------------------------------------------------------- The Hon. A. Benjamin Goldgar of the U.S. Bankruptcy Court for the Northern District of Illinois authorized Markpol Distributors, Inc., and its debtor-affiliates to use cash collateral commencing on Oct. 28 until the close of business on Dec. 1, 2018, solely in accordance with the Budgets and the other terms and conditions set forth in the Twelfth Interim Order. A continued hearing on the Cash Collateral Motion is scheduled before the Court on Nov. 28, 2018 at 10:00 a.m. In return for the Debtors' continued interim use of cash collateral, MB Financial Bank, N.A., is granted the following adequate protection for its asserted secured interests in substantially all of the Debtors' assets to the extent and validity held prepetition: (1) The Debtors must permit the MB Financial to inspect, upon reasonable notice, within reasonable hours, the Debtor's books and records; (2) The Debtors must maintain and pay premiums for insurance to cover the collateral from fire, theft and water damage and MB Financial consents to the payment of such premiums from its cash collateral; (3) The Debtors must make available to MB Financial evidence of that which constitutes their collateral or proceeds; (4) The Debtors must properly maintain the collateral in good repair and properly manage the collateral; and (5) MB Financial is granted replacement liens, attaching to the collateral, but only to the extent of MB Financial's prepetition liens. In addition, the Debtor must provide MB Financial, each Wednesday: (i) a detailed accounts receivable aging report; (ii) a weekly accounts receivable billing log; (iii) a weekly budget variance report; (iv) a weekly inventory purchase log; and (v) CVS system screen shots representing the next 4 weeks payment to the reporting. The Debtor must also provide MB Financial: (i) monthly financials statements (income statement and balance sheet) by the 20th of each following month; and (ii) rolling four quarter financial statement forecasts due five days prior to the start of each respective quarter, e.g., March 31, June 30, September 30 and December 31; and (iii) a monthly inventory report. A full-text copy of the Twelfth Interim Order is available at: http://bankrupt.com/misc/ilnb18-06105-159.pdf About Markpol Distributors Markpol Distributors, Inc. -- http://markpoldistributors.com/-- is a food distributor specializing in European grocery merchandise imported from European exporters. The Company's customers may select an offering of 4 to 24 feet selection of assorted grocery merchandise appealing to the American and European consumer. Markpol is headquartered in Wood Dale, Illinois. Markpol Distributors filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 18-06105) on March 2, 2018. In the petition signed by CEO Mark Kozyra, the Debtor estimated assets and liabilities at $1 million to $10 million. Judge Benjamin A. Goldgar is the case judge. Shelly A. DeRousse, Esq., at Freeborn & Peters LLP, is the Debtor's counsel. Rally Capital Services, LLC, is the financial advisor. Patrick S. Layng, U.S. Trustee for the Northern District of Illinois, on March 15, 2018, appointed five creditors to serve on an official committee of unsecured creditors. The Committee retained Goldstein & McClintock LLLP as counsel. MCDERMOTT INTERNATIONAL: S&P Alters Outlook to Neg & Affirms B+ ICR ------------------------------------------------------------------- S&P Global Ratings affirmed its 'B+' issuer credit rating on Houston-based McDermott International Inc. The outlook was revised to negative from stable. S&P said, "At the same time, we affirmed the 'BB-' issue-level rating on the company's $2.26 billion senior secured term loan due in 2025 issued by subsidiaries McDermott Technology (Americas) Inc., McDermott Technology (US) Inc., and McDermott Technology B.V. The '2' recovery rating is unchanged, indicating our expectation for substantial (70%-90%; rounded estimate: 75%) recovery in the event of a default. "We also affirmed our 'B-' issue-level rating on the $1.3 billion unsecured notes due in 2024 issued by McDermott Technology (Americas) and McDermott Technology (US). The '6' recovery rating is unchanged, indicating our expectation for negligible (0%-10%; rounded estimate: 0%) recovery in the event of a default. "The negative outlook reflects weaker than expected 2018 earnings and cash flow due to greater than expected losses on its Cameron LNG, Freeport LNG, and Calpine gas power projects. Changes in estimates on these projects, resulting in $744 million in charges, were primarily due to the company's reassessment on certain projects that will take longer to complete, with higher than expected costs. These losses were due in part to regional limitations on labor availability and quality, as well as the impact of Hurricane Harvey on the project schedule. To partially offset the cash outflow from these projects, the company announced a proposed private placement of $300 million of redeemable preferred stock that we include in our adjusted debt calculation, increasing total debt balances. Overall, this deteriorates 2018 credit measures. "The negative outlook reflects our view that 2018 credit measures will be weaker than our previous expectations due to additional costs on certain fixed-price projects. We expect adjusted debt to EBITDA will be around 6x and FOCF will remain negative. Weaker earnings and cash flow present increased risk as the company executes on its project portfolio. "We could lower the rating over the next 12 months if adjusted debt to EBITDA does not improve below 5x. This could occur if the company experiences meaningful unexpected losses on its contracts, working capital uses do not decline in the next 12 months as we expect, the company encounters unexpected integration challenges, or the company cannot execute its asset sales. "We could revise the outlook to stable over the next 12 months if FOCF to adjusted debt averages close to 5%. This could occur if the company executes on its contracts without any further major cost overruns or project losses, using proceeds from pending asset sales to repay debt balances." MCMAHAN-CLEMIS INSTITUTE: May Continue Using Cash Thru December 31 ------------------------------------------------------------------ The Hon. Janet S. Baer of the U.S. Bankruptcy Court for the Northern District of Illinois authorized McMahan-Clemis Institute of Otolaryngology, S.C., to use cash collateral upon the terms and conditions contained in the Seventh Interim Order to avoid immediate and irreparable harm to the estate. The Debtor's Motion for Use of Cash Collateral is continued for further hearing to Dec. 27, 2018 at 10:30 a.m. The Debtor may use the collateral and cash collateral to the extent of plus or minus 10% of each line item set forth on its Budget, up to and including December 31, 2018. The Budget shows total expenses of approximately $160,479 for the month of November 2018 and $169,173 for the month of December 2018. As partial adequate protection for Lake Forest Bank for the use of its collateral, Lake Forest Bank: (a) is granted and will have post-petition replacement liens, to the extent and with the same priority as held prepetition, in and to the cash collateral and all postpetition property of the Debtor of the same type or kind substantially equivalent to the prepetition collateral, and (b) will receive, within seven days after the filing of Debtor's Monthly Operating Report for the particular month, a payment from the Debtor of an amount equal to 30% of the net cash income from said month after payment of all expenses provided in the Budget as determined by Debtor's Monthly Operating Report for that month. A full-text copy of the Seventh Interim Order is available at http://bankrupt.com/misc/ilnb18-17563-138.pdf About McMahan-Clemis Institute of Otolaryngology S.C. McMahan-Clemis Institute of Otolaryngology, S.C., d/b/a Physician's Hearing Aid Services, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 18-17563) on June 20, 2018. In the petition signed by John T. McMahan, president, the Debtor estimated assets of less than $50,000 and liabilities of less than $1 million. Judge Lashonda A. Hunt presides over the case. The Debtor is represented by Gregory K. Stern, P.C. MEADOW WOOD: Taps Wessler Law Firm as Legal Counsel --------------------------------------------------- Meadow Wood Properties, LLC, seeks approval from the U.S. Bankruptcy Court for the Southern District of Mississippi to hire Wessler Law Firm as its legal counsel. The firm will give legal advice to the Debtor regarding the management of its property and will provide other legal services related to its Chapter 11 case. William Wessler, Esq., and W. Gerry Wessler, Esq., the attorneys who will be handling the case, charge $300 per hour and $150 per hour, respectively. Mr. Wessler disclosed in a court filing that he neither holds nor represents any interest adverse to the Debtor. Wessler Law Firm can be reached through: William P. Wessler, Esq. Wessler Law Firm 1624 24th Avenue Gulfport, MS 39501 Tel: 228-863-3686 Fax: 228-863-7877 Email: wwessler@cableone.net About Meadow Wood Properties Meadow Wood Properties, LLC, owns apartment complexes in Pascagoula, Mississippi. Meadow Wood Properties sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 18-52104) on Oct. 29, 2018. In the petition signed by Artie T. Fletcher, managing member and owner, the Debtor estimated assets of $10 million to $50 million and liabilities of $10 million to $50 million. Judge Katharine M. Samson presides over the case. The Debtor tapped Wessler Law Firm as its legal counsel. MIDWEST MUSIC: Taps Herren Dare as Legal Counsel ------------------------------------------------ Midwest Music Electronic Services, Inc., seeks approval from the U.S. Bankruptcy Court for the Eastern District of Missouri to hire Herren, Dare & Streett as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; assist the Debtor in the potential sale of its interests in its real estate; give advice regarding the possible subordination of claims; assist the Debtor in overseeing the continued operation of its business and in effectuating a plan of reorganization; and provide other legal services related to its Chapter 11 case. Herren Dare received an advance deposit of $6,717 from the Debtor, of which $3,870 was used to pay the firm for its pre-bankruptcy services while $1,717 was used to pay the filing fee. David Dare, Esq., at Herren Dare, disclosed in a court filing that he and his firm are "disinterested" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: David M. Dare, Esq. Herren, Dare & Streett 439 S. Kirkwood Road, Suite 204 St. Louis, MO 63122 Tel: (314) 965-3373 E-mail: ddare@hdsstl.com E-mail: hdsstl@hdsstl.com About Midwest Music Electronic Services Midwest Music Electronic Services, Inc. -- http://www.midwestmusicstl.com/-- operates a musical store offering speakers, organs, pianos, guitars, amplifiers, drums and other accessories. Midwest Music also provides band and strings instrument rentals. It is also the home to St. Ann Music Publications Co., which carries a full line of sheet music and music method books. Midwest Music Electronic Services sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mo. Case No. 18-46106) on Sept. 25, 2018. In the petition signed by Jerry Roberts, president, the Debtor disclosed $2,497,784 in assets and $1,833,305 in liabilities. Judge Kathy A. Surratt-States presides over the case. The Debtor tapped Herren, Dare & Streett as its legal counsel. MISSING LYNX: Taps Michael Hardwick Law as New Legal Counsel ------------------------------------------------------------ The Missing Lynx Express, Inc., seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Michael Hardwick Law, PLLC as its new legal counsel. Hardwick will substitute for J. Thomas Black, P.C., the law firm initially tapped by the Debtor to represent it in its Chapter 11 case. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; assist in the preparation of a plan of reorganization; give legal advice regarding its business finances, transactions and the daily operations of its businesses; assist the Debtor in resolving claims of creditors; and provide other legal services related to its Chapter 11 case. Michael Hardwick, Esq., the attorney who will be handling the case, charges an hourly fee of $350. Paralegals charge $150 per hour. Mr. Hardwick disclosed in a court filing that his firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael L. Hardwick, Esq. Michael Hardwick Law, PLLC 2200 North Loop West, Suite 116 Houston, TX 77018 Phone: (713) 832-930-9090 Fax: (713) 832-930-9091 About The Missing Lynx Express The Missing Lynx Express, Inc. is a company based in Spring, Texas, which provides installation for all major appliances. The Missing Lynx Express filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 18-31255) on March 13, 2018, listing less than $1 million in assets and liabilities. Judge Eduardo V. Rodriguez presides over the case. MISSION COAL: Seeks to Hire Mr. Nystrom of Zolfo Cooper as CRO -------------------------------------------------------------- Mission Coal Company, LLC, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the Northern District of Alabama to employ Kevin Nystrom of Zolfo Cooper Management, LLC, as chief restructuring officer to the Debtors. Mission Coal requires Zolfo Cooper to: -- lead the Debtors' restructuring efforts; -- prepare any documents for the potential restructuring, meetings and negotiations with creditors, and their advisors; -- evaluate restructuring alternatives; -- review and modify the 13-week cash flow forecast and long- term business plan; -- develop a Plan of Reorganization and Disclosure Statement; and -- provide other restructuring issues as customarily performed by a chief restructuring officer in the bankruptcy proceedings. Zolfo Cooper will be paid at these hourly rates: Managing Directors $940 to $1,075 Professional Staffs $340 to $870 Support Personnel $70 to $310 Prior to the filing of the petition, Zolfo Cooper received from the Debtor the amount of $675,000. The firm also received a prepetition retainer of $150,000. Zolfo Cooper will also be reimbursed for reasonable out-of-pocket expenses incurred. Kevin Nystrom, managing director of Zolfo Cooper Management, 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. Zolfo Cooper can be reached at: Kevin Nystrom ZOLFO COOPER MANAGEMENT, LLC 1114 Avenue of the Americas, 41st New York, NY 10036 Tel: (212) 561-4000 Fax: (212) 213-1749 About Mission Coal Company Mission Coal Company LLC and its subsidiaries are engaged in the mining and production of metallurgical coal, also known as "met" coal, which is a critical component of the steelmaking process. The Company is headquartered in Kingsport, Tennessee and operate subterranean, surface, and longwall mining complexes in West Virginia and Alabama. The Company employ 1,075 individuals on a full- or part-time basis. Mission Coal and 10 of its subsidiaries filed for bankruptcy protection in the U.S. Bankruptcy Court for the Northern District of Alabama (Birmingham) on October 14, 2018, with Lead Case No. 18-04177. In the petition signed by CRO Kevin Nystrom, Mission Coal estimated assets and liabilities of $100 million to $500 million. Daniel D. Sparks, Esq. and Bill D. Bensinger, Esq. of Christian & Small LLP, as well as James H.M. Sprayregen, P.C., Brad Weiland, Esq., and Melissa N. Koss, Esq. of Kirkland & Ellis LLP and Kirkland & Ellis International LLP serve as counsel to the Debtors. The Debtors also tapped Jefferies LLC as investment banker, Zolfo Cooper LLC as financial advisor and Omni Management Group as notice and claims agent. MORRIS AND HADLEY: Taps Acker Warren as Legal Counsel ----------------------------------------------------- Morris and Hadley Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Acker Warren, P.C., as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code and will provide other legal services related to its Chapter 11 case. Sean Acker, Esq., and Brandon Warren, Esq., the attorneys who will be handling the case, will each charge $350 per hour. Legal assistants charge an hourly fee of $150. The firm received a retainer of $4,983, plus $1,717 for the filing fee. Mr. Acker disclosed in a court filing that he does not represent any interest adverse to the Debtor and its bankruptcy estate. Acker Warren can be reached through: Sean Acker, Esq. Brandon Warren, Esq. 2075 W. Division St., Suite A-2 Arlington, TX 76012 Phone: (817) 752-9033 E-mail: sean@ackerwarren.com E-mail: brandon@ackerwarren.com About Morris and Hadley Inc. Morris and Hadley Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 18-44350) on Nov. 5, 2018. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $100,000. Judge Mark X. Mullin presides over the case. The Debtor tapped Acker Warren, P.C., as its legal counsel. MUNDO CLEANING: Taps Ortiz & Ortiz as Legal Counsel --------------------------------------------------- Mundo Cleaning Services Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Ortiz & Ortiz, LLP as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; assist the Debtor in prosecuting actions to protect assets of its bankruptcy estate; and provide other legal services related to its Chapter 11 case. Ortiz will charge these hourly fees: Partners $450 Of Counsel $325 Paralegals $85 The firm is "disinterested" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. Ortiz can be reached through: Norma E. Ortiz, Esq. Ortiz & Ortiz, L.L.P. 32-72 Steinway Street, Suit. 402 Astoria, New York 11103 Tel: (718) 522- Fax: (718) 596-1302 Email@ortizandortiz.com About Mundo Cleaning Services Mundo Cleaning Services, Inc. owns and operates a commercial cleaning service located in New York County. Mundo Cleaning Services sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 18-13368) on Nov. 5, 2018. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $50,000. Judge Martin Glenn presides over the case. The Debtor tapped Ortiz & Ortiz, LLP as its legal counsel. NOWELL TREE: Intends to File Plan Upon Closing of Prospective Sale ------------------------------------------------------------------ Nowell Tree Farm, LLC, requests the U.S. Bankruptcy Court for the District of Arizona to extend the exclusivity periods during which Debtor and only the Debtor may file and confirm a plan of reorganization to January 5, 2019 and March 6, 2019, respectively. The Debtor is currently negotiating a sale to acquire the land assets of Debtor, which Debtor believes will result in payment in full to unsecured creditors. The Debtor anticipates having a sale motion on file before December 1, 2018 and intends to file its plan of reorganization immediately upon the approval and closing of the prospective sale. The sale transaction will be subject to Bankruptcy Court approval. About Nowell Tree Farm Nowell Tree Farm, LLC, operates a nursery growing, developing and selling trees, shrubs, cactus and palms primarily on a wholesale basis to landscapers, contractors and nurseries. Nowell Tree Farm sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 18-08022) on July 9, 2018. At the time of the filing, the Debtor estimated assets of $10 million to $50 million and liabilities of $1 million to $10 million. Judge Madeleine C. Wanslee presides over the case. Burch & Cracchiolo PA, led by Alan A. Meda, serves as the Debtor's Counsel; and Steven Stein, as its accountant. ORION HEALTHCORP: Needs Additional Time to Continue Plan Talks -------------------------------------------------------------- Orion Healthcorp, Constellation Healthcare Technologies, Inc., and its debtor affiliates ask the U.S. Bankruptcy Court for the Eastern District of New York to extend the exclusivity periods for filing and obtaining acceptances of the plan in the Debtors' chapter 11 cases through and including November 30, 2018 and January 29, 2019, respectively. The Debtors recount that they commenced these Chapter 11 Cases due to, among other reasons, unsustainable debt service obligations, a lack of integration between business lines, the absence of a management team with long-term institutional knowledge relating to the Debtors' businesses, and litigation brought against the Debtors, and in part, to pursue an orderly process for the sale of substantially all of their assets under section 363 of the Bankruptcy Code. The Debtors contend that since the Petition Date, their efforts have been focused on stabilizing their operations, recovering key documents and information, engaging in sales of substantially all of their assets and pursuing significant causes of action. The Debtors claim that they are victims of a large, complex and brazen fraud that was subject to a complex and deliberate concealment effort perpetuated by their former management that was years in the making. The Debtors were forced to rely on a team of professionals from FTI Consulting, Inc. and their other advisors to administer these Chapter 11 Cases, stabilize their operations, preserve assets and maximize value for their creditors. Additionally, due to incomplete and unreliable corporate documents, the Debtors were forced to compel turnover of documents from Rosenberg Rich Baker Berman & Company (the Debtors' former auditors) and Robinson Brog Leinwand Greene Genovese & Gluck PC (the Debtors' former counsel). The Debtors aver that their efforts have yielded significant benefits to their estates, including the receipt of $29.1 million in sale proceeds, which have been used, in part, to satisfy in full the Initial Debtors' debtor-in-possession loan. Specifically, the Initial Debtors closed on the sale of their Revenue Cycle Management business assets to Medical Transcription Billing, Corp. for $12.6 million on May 24, 2018 and debtor New York Network Management, L.L.C. closed on the sale of the substantially all its assets to HealthTek Solutions, LLC for $16.5 million on August 1, 2018. The Debtors signify that they are committed to file a consensual plan and have demonstrated reasonableness and a willingness to work with their key constituents. Among others, the Debtors have taken major steps in their Chapter 11 Cases -- the Debtors previously spent a considerable amount of time during the Chapter 11 Cases engaged in two different sale processes and commenced three adversary proceedings to recover funds for their estates and creditors. Consequently, the Debtors require additional time to continue to formulate and negotiate a plan of liquidation and provide their creditors and the Committee with adequate financial information. This is the Initial Debtors' second request and NYNM Management's first request for an extension of the Exclusive Periods. The Debtors' counsel has been engaged in numerous discussions with the counsels for Secured Lenders' and the Committee. The Debtors claim they have made significant progress toward finalizing a plan that is supported by these key constituents. The Debtors believe that the requested extension will allow them sufficient time to continue to negotiate and propose a consensual plan of liquidation in these Chapter 11 Cases. About Orion HealthCorp Constellation Healthcare Technologies, Inc., is a healthcare services organization providing outsourced revenue cycle management, practice management, and group purchasing services to U.S. physicians. Orion Healthcorp, et al. -- http://www.orionhealthcorp.com/-- are a consolidated enterprise of several companies aggregated through a series of acquisitions, which operate the following businesses: (a) outsourced revenue cycle management for physician practices, (b) physician practice management, (c) group purchasing services for physician practices, and (d) an independent practice association business, which is organized and directed by physicians in private practice to negotiate contracts with insurance companies on their behalf while those physicians remain independent and which also provides other services to those physician practices. Orion has locations in Houston, Texas; Jericho, New York; Lakewood, Colorado; Lawrenceville, Georgia; Monroeville, Pennsylvania; and Simi Valley California. Constellation Healthcare Technologies, Inc., along with certain of its subsidiaries, including Orion Healthcorp, Inc., on March 16, 2018, initiated voluntary proceedings under Chapter 11 of the U.S. Bankruptcy Code to facilitate an orderly and efficient sale of its businesses. The lead case is In re Orion Healthcorp, Inc. (E.D.N.Y. Lead Case No. 18-71748). The Debtors have liabilities of $245.9 million. The Hon. Carla E. Craig is the case judge. The Debtors tapped DLA Piper US LLP as counsel; Hahn & Hessen LLP, as conflicts counsel; FTI Consulting, Inc., as restructuring advisor; Houlihan Lokey Capital, Inc., as investment banker; and Epiq Bankruptcy Solutions, LLC, as claims and noticing agent. The Office of the U.S. Trustee on April 4, 2018, appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases. The Committee tapped Pachulski Stang Ziehl & Jones LLP as its legal counsel, and CBIZ Accounting, Tax and Advisory of New York, LLC, as its financial advisor. On July 5, 2018, affiliate New York Network Management, L.L.C., followed parent Orion into bankruptcy to implement a deal to sell its assets for at least $16.5 million. PAYROLL MANAGEMENT: Seeks Authority to Use IRS Cash Collateral -------------------------------------------------------------- Payroll Management, Inc., with the consent of the Internal Revenue Service, seeks authorization from the U.S. Bankruptcy Court for the Northern District of Florida to use of the Laurie Drive Proceeds, which is the cash collateral of the IRS and Florida Department of Revenue. The Court, on June 27, 2018, approved the sale of the Debtor's real property located at 49 Laurie Drive, free and clear of liens, with liens to attach to proceeds. The proceeds from the sale of the real property totaling approximately $108,536 ("Laurie Drive Proceeds") are currently held in the Debtor's DIP account. The expenses incurred by the Debtor and for which cash collateral will be used will all be incurred in the course of the liquidating the Debtor's remaining assets and administration of the Debtor's estate. Specifically, the Debtor proposes to use cash collateral consisting of the Laurie Drive Proceeds up to the following amounts and for the following purposes: (a) Preparation and completion of 2017 and 2018 Tax Returns and other tax related services for Debtor: $35,000; (b) Legal Services to Debtor's Counsel for continued administration of the case; $35,000; (c) Litigation Costs in efforts to recover other assets: $25,000 (d) General Administrative costs for Debtor's employees: $8,000; and (e) Administrative software costs: $5,000. The IRS and the Florida Department of Revenue had filed pre-petition tax liens, which liens remain attached to the Laurie Drive Proceeds. The IRS, who has consented to this Motion, has a first position lien in the approximate amount of $21,151,267. Due to the size and priority of the IRS' lien, the lien of the Florida Department of Revenue is unsecured. While the Debtor asserts that no additional liens against the Laurie Drive Proceeds exist or would supersede the lien of the IRS or the Florida Department of Revenue, the Debtor believes the following parties may also attempt to assert a lien against the Laurie Drive Proceeds: US Capital Partners, Inc., Sunz Insurance Solutions, LLC, Centennial Bank and Vensure Employer Services, Inc. As to any additional un-marshaled assets of the Debtor, it is believed that the IRS has a first priority lien in an amount exceeding $22 million, with all other asserted lien holders being unsecured. The Debtor proposes to give the IRS (or any other lien-holder found to have superior priority lien) a replacement lien of equal value in any recovered additional assets that are brought into the estate as a result of efforts of the Debtor through the use of the Laurie Drive Proceeds. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/flnb18-30298-102.pdf About Payroll Management Payroll Management, Inc., provides human resource solutions to businesses that choose to outsource those functions. It offers human resource support, payroll, administration, workers' compensation, recruiting and training, safety training, and miscellaneous services. Payroll Management Inc. was founded in 1986 and is based in Fort Walton Beach, Florida. Payroll Management, Inc., based in Navarre, FL, filed a Chapter 11 petition (Bankr. N.D. Fla. Case No. 18-30298) on March 27, 2018. In the petition signed by D. C. Mickle-Bee, chief executive officer, the Debtor estimated $100,000 to $500,000 in assets and $10 million to $50 million in liabilities. The Hon. Jerry C. Oldshue Jr. presides over the case. Natasha Revell, Esq., at Zalkin Revell, PLLC, serves as bankruptcy counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. PGHC HOLDINGS: Reaches Agreement to Sell Business to Wynnchurch --------------------------------------------------------------- PGHC Holdings, Inc. ("PGHC"), the parent company of the popular New England restaurant chains Papa Gino's Pizzeria and D'Angelo Grilled Sandwiches, on Nov. 5 disclosed that it has reached an agreement in principle to sell the company to a Wynnchurch Capital portfolio company. The proposed transaction would significantly strengthen the chains' financial resources, allowing PGHC to remodel and modernize their 141 company-owned restaurants in Massachusetts, New Hampshire, Rhode Island, and Connecticut; open additional restaurants throughout New England; and enhance its online ordering capabilities at all restaurants. "We are pleased to have reached an agreement that will ensure a long and prosperous future for these iconic New England restaurants," said Corey Wendland, Chief Financial Officer. "For some time, we have been pursuing a plan to strengthen our financial footing and secure capital for investment in our restaurants, while also addressing our significant debt load. We are confident that the agreement with Wynnchurch achieves all of those goals." Wynnchurch is a leading middle-market private equity investment firm with $2.2 billion of committed capital under management. Wynnchurch has a long history of partnering with middle market companies like PGHC in the United States and Canada that possess the potential for substantial growth and profit improvement. In order to effectively and efficiently complete the proposed sale, the company on Nov.5 filed petitions for protection under Chapter 11 of the U.S. Bankruptcy Code. This proceeding will ensure PGHC can maintain normal business operations at all of its restaurants with improved liquidity as it pursues the sale. As part of this process, and as is customary, PGHC will solicit competing offers to maximize the ultimate value of the sale, for both the company and its stakeholders. Under this process, the sale will require court approval. Importantly, PGHC generates positive cash-flow from operations and has requested court approval for debtor-in-possession financing from Wynnchurch to provide additional liquidity during the sale process. PGHC will continue to pay its network of suppliers on normal terms and schedules for goods and services received during the Chapter 11 process and will continue to honor its customer rewards and gift cards programs. "We recognize we have a responsibility to not only provide for the future of these businesses, for our valued team members and guests, but to also ensure our current debt structure is sufficiently addressed," Mr. Wendland said. "We believe this process will allow us to do just that and build an even better company for all of our team members by creating an atmosphere that team members will be proud to serve in. PGHC will continue its long tradition of hosting birthday parties, team celebrations and other neighborhood events as well as serving delicious favorites like Papa Gino's famous 3-Cheese Pizza or a D'Angelo Steak & Cheese." PGHC has already taken important steps to address the debt structure and focus its financial resources. Following a careful review and analysis, on November 4, 2018, PGHC closed approximately 95 under-performing restaurants. The company regrets having to close these restaurants but believes focusing resources on a core of best-performing restaurants is the responsible approach. One hundred Papa Gino's restaurants and 78 D'Angelo Grilled Sandwiches restaurants, including franchise locations, continue to operate and remain open for business. Where possible, PGHC hopes to move certain team members from closed restaurants to restaurants that continue to operate. "These were hard decisions but decisions we believe were absolutely necessary to allow Papa Gino's and D'Angelo Grilled Sandwiches to continue serving New England now and for years to come," Mr. Wendland said. "We look forward to serving our guests the pizza and grilled sandwiches they have come to love over many decades. If your nearest Papa Gino's or D'Angelo has closed, be assured that your favorite pizza or Steak Number 9 sandwich awaits you at a re-energized restaurant not too far away." For more information on the sale process, please visit PGHCsaletransaction.com or call 1.800.390.2649. About Papa Gino's Founded in 1961, Papa Gino's Pizzeria is a 57-year old New England staple, proudly serving handmade artisanal pizzas using recipes the founding family brought over from Italy in the 1930s. From a single restaurant in East Boston, Papa Gino's has expanded over the years and now has 100 restaurants in Massachusetts, Rhode Island, New Hampshire, and Connecticut. It is the official pizza of the New England Patriots of the NFL and the New England Revolution of Major League Soccer. About D'Angelo Grilled Sandwiches With its roots stretching back to 1967, D'Angelo Grilled Sandwiches has been serving generations of hungry New Englanders. Now with 78 restaurants the chain, started in Dedham, Mass., was originally called Ma Riva's Sub Shop. The name was changed in the Seventies and the menu expanded but each restaurant remains proud to serve its guests the same highest-quality meats and breads that first won over fans more than 50 years ago. About PGHC Holdings PGHC Holdings, Inc. and its subsidiaries are owner-operators of quick-service restaurants in New England under the Papa Gino's and D'Angelo Grilled Sandwiches brands. Founded in 1961, Papa Gino's is a local quick-service restaurant pizza chain serving handmade artisan pizzas. D'Angelo Grilled Sandwiches offers made-to-order grilled and deli sandwiches, wraps and other freshly-prepared dishes. PGHC Holdings, Inc., et. al., sought bankruptcy protection on November 5, 2018 (Bankr. D. Del. Lead Case No. Case No. 18-12537).). The jointly administered cases are pending before Judge Hon. Mary F. Walrath. The petition was signed by Corey D. Wendland, chief financial officer. The Debtor has total estimated assets of $0 to $50,000 and total estimated liabilities of $50 million to $100 million. The Debtors tapped Morris, Nichols, Arsht & Tunnell LLP as general counsel; North Point Advisors LLC as investment banker; CR3 Partners, LLC, as financial & restructuring advisor; Hilco Real Estate LLC, as real estate and lease consulting advisor; and Epiq Corporate Restructuring LLC as claims and notice agent. PGHC HOLDINGS: Taps Epiq as Claims Agent ---------------------------------------- PGHC Holdings, Inc., received approval from the U.S. Bankruptcy Court for the District of Delaware to hire Epiq Corporate Restructuring, LLC, as its claims and noticing agent. The firm will oversee the distribution of notices and the maintenance, processing and docketing of claims filed in the Chapter 11 cases of PGHC and its affiliates. The Debtors paid Epiq a retainer of $25,000 before its bankruptcy filing. Kathryn Tran, Epiq director, disclosed in a court filing that her firm is "disinterested" as defined in Section 101(14) of the Bankruptcy Code. Epiq can be reached through: Kathryn Tran Epiq Bankruptcy Solutions, LLC 777 Third Avenue, Twelfth Floor, New York, NY 10017 Phone: (646) 282-2523 About PGHC Holdings Inc. PGHC Holdings, Inc. and its subsidiaries are owners and operators of quick-service restaurants in New England under the Papa Gino's and D'Angelo Grilled Sandwiches brands. Founded in 1961, Papa Gino's is a local quick-service restaurant pizza chain serving handmade artisan pizzas. D'Angelo Grilled Sandwiches offers made-to-order grilled and deli sandwiches, wraps and other freshly-prepared dishes. As of the petition date, the companies own and operate 141 restaurants and franchise and license 37 restaurant locations. PGHC Holdings, Inc. and its subsidiaries sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 18-12537) on Nov. 5, 2018. In the petition signed by Corey D. Wendland, chief financial officer, PGHC Holdings estimated assets of less than $50,000 and liabilities of $50 million to $100 million. Judge Mary F. Walrath presides over the cases. The Debtors tapped Morris, Nichols, Arsht & Tunnell LLP as their legal counsel; North Point Advisors LLC as investment banker; CR3 Partners LLC as financial advisor; Hilco Real Estate LLC as real estate and lease consulting advisor; and Epiq Corporate Restructuring, LLC as claims and noticing agent. PHILLIP TARVER CATTLE: Voluntary Chapter 11 Case Summary -------------------------------------------------------- Debtor: Phillip Tarver Cattle Company, LLC 277 State Route 123 East Clinton, KY 42031 Business Description: Phillip Tarver Cattle Company, LLC is a privately held company in Clinton, Kentucky in the cattle ranching and farming industry. Chapter 11 Petition Date: November 12, 2018 Court: United States Bankruptcy Court Western District of Kentucky (Paducah) Case No.: 18-50728 Judge: Hon. Alan C. Stout Debtor's Counsel: Todd A. Farmer, Esq. FARMER & WRIGHT, PLLC 4975 Alben Barkley Drive, Suite 1 PO Box 7766 Paducah, KY 42002-7766 Tel: 270-443-4431 Fax: 270-443-4631 Email: todd@farmerwright.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Philip Tarver, managing member. The Debtor lists Land O'Lakes Finance Company as its sole unsecured creditor holding a claim of $1.7 million. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/kywb18-50728.pdf PRAGAT PURSHOTTAM: Agreed 3rd Cash Collateral Interim Order Entered ------------------------------------------------------------------- The Hon. Carol A. Doyle of the U.S. Bankruptcy Court for the Northern District of Illinois has authorized Pragat Purshottam, Inc., to use the cash collateral upon the terms and conditions in the Agreed Third Interim Order to avoid immediate and irreparable harm to the estate. The Debtor may use collateral and cash to the extent of plus or minus 10% of each line item set forth on its Budget, up to and including Nov. 29, 2018. The approved Budget shows total monthly expenses of in the aggregate amount of $4,077. Phoenix REO, LLC, is granted a postpetition replacement lien, to the same extent and with the same priority held prepetition resulting from its recorded mortgage. The liens and security interests granted to Phoenix REO will have the same validity, perfection and enforceability as the prepetition mortgages and liens of Phoenix REO. During the interim period, the Debtor will: (a) be authorized to deposit all cash into its Debtor-in-Possession Accounts or such other bank as ordered or allowed by the Court; and (b) escrow with Phoenix REO, 1/12 per month of the annual real estate taxes subject to a written escrow agreement. The Debtor's Motion for Use of Cash Collateral is continued for final hearing to November 28, 2018 at 10:30 a.m. A full-text copy of the Agreed Third Interim Order is available at http://bankrupt.com/misc/ilnb18-20221-41.pdf About Pragat Purshottam Pragat Purshottam, Inc., is a real estate company that owns a commercial property located at 270-280 Glen Ellyn Road, Bloomingdale, Illinois. The company valued the property at $500,000. Pragat Purshottam sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 18-20221) on July 19, 2018. In the petition signed by Nikunj Patel, manager, the Debtor disclosed $505,578 in assets and $1,559,150 in liabilities. Judge Carol A. Doyle presides over the case. PRESCRIPTION ADVISORY: Case Summary & 20 Top Unsecured Creditors ---------------------------------------------------------------- Debtor: Prescription Advisory Systems & Technology, Inc. 312 Summit Ave. Jenkintown, PA 19046 Business Description: Prescription Advisory Systems & Technology, Inc. -- https://pastrx.com -- is a privately held company that developed a prescription software to deal with prescription overdose epidemic. The Company's product PASTRx is a software that helps doctors treat patients with chronic pain and reduce the abuse of controlled substances. Benefits of PastRx include valuable medical information at a glance, ability to drill down for more detail, automatic checks for many patient risks, reduction in clerical work, and records of compliance. The company was incorporated in 2013 and is based in Jenkintown, Pennsylvania. Chapter 11 Petition Date: November 13, 2018 Court: United States Bankruptcy Court District of Delaware (Delaware) Case No.: 18-12601 Debtor's Counsel: David M. Klauder, Esq. BIELLI & KLAUDER, LLC 1204 N. King Street Wilmington, DE 19801 Tel: 302-803-4600 Fax: 302-397-2557 Email: dklauder@bk-legal.com - and - Cory P. Stephenson, Esq. BIELLI & KLAUDER, LLC 1204 N. King Street Wilmington, DE 19801 Tel: 302-803-4600 Fax: 302-397-2557 Email: cstephenson@bk-legal.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Richard G. Bunker, Jr., CEO. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/deb18-12601.pdf PROVIDER MEDS: 5th Cir. Blocks Rejected License Agreement Sale -------------------------------------------------------------- Michael L. Cook, Esq., of Schulte Roth & Zabel, on Nov. 2 disclosed that a license agreement "deemed rejected by operation of law" could not be acquired under a court-approved asset purchase agreement, held the U.S. Court of Appeals for the Fifth Circuit on Oct. 29, 2018. In re Provider Meds LLC, 2018 WL 5317445, *2 (5th Cir. Oct. 29, 2018). Although the acquirer claimed "that it purchased a patent license from [the] debtors in bankruptcy sales of their estates," the court explained that "a rejected executory contract . . could not have been transferred by the bankruptcy sales in question . . . ." Id., at *1. The court also declined to "approve of the use of a" bankruptcy court sale order "to avoid the requirement that an executory contract be assumed and assigned under" Bankruptcy Code ("Code") Sec. 365. Id., at *9. Relevance The Fifth Circuit first resolved "whether the License Agreement was an executory contract" because the Code "does not define the term … ." Id., at *3. Second, the court dealt with the novel issue of whether the Code imposed a notice requirement on a Chapter 7 bankruptcy trustee's time to assume a contract. Finally, the court addressed the consequences of contract rejection, an issue about which the circuits are presently split in another context. In fact, to resolve a circuit split, the U.S. Supreme Court just granted a petition for certiorari to address the effect of rejection on a trademark license. In re Tempnology LLC, 879 F.3d 389 (1st Cir. 2018) (2-1), cert. granted, 2018 WL 2939184 (Oct. 26, 2018) (after licensor-debtor rejects agreement, non-debtor licensee "left with only a pre-petition damages claim …"); contra, Sunbeam Products Inc. v. Chicago Am. Mfg. LLC, 686 F.3d 372, 377 (7th Cir. 2012) (non-debtor's right to use debtor's trademark continues post-rejection). Facts Five corporate affiliates used remote pharmaceutical dispensing machines in violation of T's patent. T sued the entities for patent infringement in a Texas federal court, but the parties later settled, with the defendants gaining a "non-exclusive perpetual license" to use T's patent in exchange for "a one-time licensing fee of $4,000 for each . . . machine placed into operation after the execution of the agreement . . . ." 2018 WL 5317445, at *1. The defendants also had "to provide [T with] quarterly reports reflecting all new machines placed in service. The parties exchanged releases "except for the obligations specifically called for under" their settlement agreement. Due to the settlement, the federal court dismissed T's patent infringement suit in 2010. Id. The defendants filed separate Chapter 11 petitions in 2012 and 2013, but each case was later converted to a Chapter 7 liquidation. Five debtors were "parties" to the license agreement, but never "listed the License Agreement or [T] on their schedules" of assets and liabilities. Id. A lender, R, had a security interest in all of the debtors' assets, but, more than 60 days after the conversion of the cases' conversion to Chapter 7, agreed to purchase that collateral from three of the debtors' estates instead of litigating its liens. Id., at *2. The bankruptcy court approved the asset sale in a separate sale order. No asset purchase agreement "explicitly referenced [T's] License; instead, each [agreement] covered certain categories of subject property." The sale orders entered by the bankruptcy court provided "that to the extent that any of the subject property was an executory contract it was 'hereby ASSUMED by the Estate and immediately ASSIGNED to [R] under the applicable provisions of . . . the . . . Code.'" R believed that it "had purchased the License under the terms of the" sale orders. Id., at *2. A year after the bankruptcy court approved the asset sale and related agreements, T sued the debtors, alleging that they had failed to comply with their obligations under the Licensing Agreement "to provide quarterly reports and pay licensing fees . . ." Id. As the asserted owner of the License, R "intervened and removed the proceeding to the bankruptcy court, arguing that the … debtor estates had assigned or otherwise transferred the License to [it]." Id. The Lower Courts The bankruptcy court held that R had no "rights under the License Agreement" because it "had not purchased the License under any of the" sale orders and, in any event, "the License Agreement was an executory contract that was rejected by operation of law [sixty days after the Chapter 7 order for relief,] prior to any alleged transfer." Id., at *2. The district court affirmed. The Fifth Circuit License Agreement an Executory Contract. Under Fifth Circuit precedent, a contract is executory if "performance remains due to some extent on both sides" and if "at the time of the bankruptcy filing, the failure of either party to complete performance would constitute a material breach of the contract, thereby excusing the performance of the other party." In re Murexco Petroleum, 15 360, 62 (5th Cir. 1994). The issue in Provider Meds, said the court, was whether "both sides . . . owed additional performance under the License Agreement, and whether any party's failure to perform would constitute a material breach excusing the other side's performance." 2018 WL 5317445, at *3. The Fifth Circuit rejected R's argument that T's settlement obligation to refrain from suing the debtors was "illusory." Id., at *4. Despite the earlier stipulated dismissal of T's patent infringement suit, "principles of claim preclusion . . . would not have barred" T from suing the debtors. Id., at *6. Therefore, T "had an ongoing material obligation under the License Agreement to refrain from suing the debtors." Id., at *6. Similarly, the debtors "also had corresponding material obligations under the License Agreement" requiring them "to take certain ongoing actions, such as filing quarterly reports and not discussing the settled lawsuit." Id. The court further rejected R's unsupported argument "that a license [which] is only 'perpetual' and not 'perpetual and irrevocable,' is irrevocable in the face of material breach . . ." Id., at *7. The License here was "perpetual," and thus "not revocable at will." Id. "[B]oth sides [thus] had ongoing material obligations under the . . . License Agreement, making it an executory contract." Id. Agreement Rejected by Operation of Law. Code Sec. "365(d)(1) imposes a sixty-day deadline for a bankruptcy trustee to assume an executory contract, starting here with the cases' conversion from Chapter 11 to Chapter 7. After that deadline passes, the contract will be deemed rejected by operation of law." Id. Because the License Agreement here was executory, "it was deemed rejected when each of the bankruptcy estates failed to assume it prior to the expiration of the sixty-day period." Id. This statutory deadline applies only in Chapter 7 liquidation cases, for, as the court noted, a trustee or a Chapter 11 debtor-in-possession "may assume or reject an executory contract at any point before the plan is confirmed." Id., at *3, citing Code Sec. 365(d)(2) and In re O'Connor, 258 F.3d 392, 400 (5th Cir. 2001). See NLRB v. Bildisco & Bildisco, 465 U.S. 513, 529 (1984) (reorganizing debtor needs more time to decide on rejection). No Notice Requirement. The court rejected R's argument for avoiding the Code's 60-day deadline because the debtors had failed to schedule the License Agreement and because the trustees were "unaware of the contract within the sixty-day period." 2018 WL 5317445, at *7. "Like most circuits," the Fifth Circuit had not addressed this issue "directly," but stressed that the License Agreement "was a matter of public record" in the 2010 district court patent litigation. Id., at *8. Nor was there any evidence of "intentional concealment." Id. Because Code Sec. 365(d)(1) imposes no "actual or constructive notice requirement for when the sixty-day deadline applies," the Fifth Circuit refused to "read such a requirement into the statute when doing so is not supported by the statutory text." Id. The Effect of Rejection. The court also dismissed R's argument that the trustees could sell the License Agreement even when it had been rejected. "The rejection of an executory contract places that contract outside of the bankruptcy estate . . . [and] cannot be sold under a provision that authorizes a trustee to sell 'property of the estate.'" Id. For a contract to be sold under Code Sec. 363, it must be "assumed and assigned under section 365." Id. In sum, "the License Agreement was deemed rejected by operation of law when each trustee failed to assume it within the sixty-day period." Moreover, "the statutory presumption of rejection after sixty days is conclusive where there is no suggestion that the Debtor intentionally concealed a contract from the estate's trustee." Id. Comments * Provider Meds shows inadequate pre-acquisition diligence by a prospective buyer. A little digging would have disclosed the rejection of the License Agreement. Within the past year, a Chapter 11 debtor-in-possession lender made a similar mistake. Banco Panamericano Inc. v. City of Peoria Inc., 880 F.3d 329 (7th Cir. 2018) (lender with lien on all of Chapter 11 debtor's assets failed to discover that lease, thought to be its collateral, had been terminated prior to financing). * Aside from the previously noted Tempnology and Sunbeam circuit splits to be resolved by the U.S. Supreme Court in the next year, the Connecticut Supreme Court defined the effect of bankruptcy on contracts last year: Bankruptcy "does not constitute a per se breach of contract and does not excuse performance by the other party in the absence of some further indication that the [debtor] either cannot, or does not, intend to perform," held the Connecticut court in a lengthy opinion on Nov. 21, 2017. CCT Communications Inc. v. Zone Telecom Inc., 2017 WL 54777540, *13 (Ct. Nov. 21, 2017) (en banc), superseding 324 Conn. 654, 153 A.3d 1249 (2017). The Supreme Court rejected the trial courts' erroneous finding that the plaintiff debtor's bankruptcy petition "constituted a breach of [contract, permitting] the defendant to terminate that agreement." Id. at *2. Because the trial court never found that the debtor (CCT) "either could not or did not intend to perform its obligations as a result of its bankruptcy filing," it had not "breached the . . . agreement by filing for bankruptcy protection." Id. at *13. Nothing in the contract itself supported the trial court's "conclusion that filing the [bankruptcy] petition constituted a breach by [CCT]." Id. Equally important, the Connecticut court rejected the lower court's enforcement of an "ipso-facto" bankruptcy termination clause, reasoning that the contractual language in this case "only" gave the non-debtor defendant "the option to terminate." Id. at *12. Nor, on the facts of the case, could the non-debtor rely on the so-called judicially created "ride-through" exception to evade the Bankruptcy Code's invalidation of ipso-facto termination clauses (Sec. 365(e)(1)). RANDAL D. HAWORTH: PCO Files 3rd Interim Report ----------------------------------------------- Elliot M. Hirsch, M.D., the duly appointed successor Patient Care Ombudsman for Randal Haworth, M.D., Inc., filed a third interim report for the period of September 11, 2018 through October 23, 2018. The PCO had conducted a third surprise visit to the office and surgical center. During the visit the PCO observed staff/patient interactions, reviewed various medical charts and again conducted a tour of the facilities. The PCO noted that the main office and the surgical center is inviting, clean and provide appropriate equipment for such a center. Meanwhile, upon review of the Debtor's Medical Records, the PCO indicated a comprehensive systems review of the records for each patient. Further, the PCO observed that the staff was very kind and attentive to patients. The office is very clean and all equipment are properly tested and maintained after every surgery. The surgical assistants immediately clean the surgical room after each surgery and sterilize the equipment. A full-text copy of the PCO's Third Interim Report is available at: http://bankrupt.com/misc/cacb18-16306-87.pdf About Randal D. Haworth Randal D. Haworth M.D. Inc. filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 18-16306) on May 31, 2018, estimating less than $1 million in assets and liabilities. The Debtor tapped Havkin & Shrago, Attorneys At Law, as counsel. Elliot M. Hirsch was appointed as patient care ombudsman in the Debtor's case. On Aug. 9, 2018, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. Buchalter is the Committee's legal counsel. RED EAGLE: Lenders Intend to Appoint FT as Receiver Over Assets --------------------------------------------------------------- Red Eagle Mining Corporation (R) on Nov. 9 advised that the secured lenders have given default notice and a demand letter under the secured credit facility and advised of their intention to appoint FTI Consulting as receiver over Red Eagle Mining's assets. Red Eagle Mining had negotiated a restructuring, announced August 24, 2018 under which the secured lenders would write off a significant part of their debt to enable Red Eagle Mining to recommence operations, but the restructuring was contingent upon a US$38 million equity financing from Annibale SAC, personally guaranteed by its principal Fernando Palazuelo. Annibale defaulted on that commitment and as a result, the restructuring could not proceed. Headquartered in Vancouver, Red Eagle Mining Corporation (bvl:R)(otcqx:RDEMF) engages in the exploration and development of mineral properties in Canada and Colombia. REDOX POWER: Plan and Disclosures Hearing Scheduled for Jan. 10 --------------------------------------------------------------- Bankruptcy Judge Thomas J. Catliota conditionally approved Redox Power Systems, LLC’s amended disclosure statement, dated Oct. 30, 2018, referring to a chapter 11 plan. The hearing to consider the final approval of the Amended Disclosure Statement and the confirmation of the Plan will be held in Courtroom 3E of the U.S. Bankruptcy Court, U.S. Courthouse, 6500 Cherrywood Lane, Greenbelt, Maryland 20770, on Jan. 10, 2019 at 10:30 a.m. Dec. 5, 2018, is fixed as the last day for filing and serving written objections to the disclosure statement or confirmation of the plan, and the last day for filing written acceptances or rejections of the Plan. As previously reported by the Troubled Company Reporter, the amended disclosure statement provided that two former executives of the Debtor filed a new lawsuit seeking to overturn their removal as directors and seeking additional information from the Debtor. That lawsuit has been stayed. A full-text copy of the Amended Disclosure Statement is available for free at: http://bankrupt.com/misc/mdb18-23882-39.pdf A redlined version of the Amended Disclosure Statement is available at https://tinyurl.com/yaz6kj8a from PacerMonitor.com at no charge. About Redox Power Based in College Park, MD, Redox Power Systems, LLC -- www.redoxpowersystems.com -- designs and manufactures fuel cell products that provide clean, primary power at a price point that competes with grid power. Redox develops distributed generation systems that disrupt the way energy is delivered for commercial, industrial, and residential markets. With advanced solid oxide fuel cell technology inside every Redox product, the Company is able to drastically reduce the size, weight, and most importantly, the cost of reliable on-site generation of electricity while also providing high-quality heat for combined heat and power (CHP) applications. Redox filed for Chapter 11 bankruptcy protection (Bankr. D. Md. Case No. 18-23882) on Oct. 19, 2018, listing its total assets $209,353 and total liabilities at $3,866,611. The petition was signed by David J. Buscher, chief operating officer. Judge Thomas J. Catliota presides over the case REGDALIN PROPERTIES: Court Approves Appointment of Ch. 11 Trustee ----------------------------------------------------------------- Judge Sheri Bluebond of the U.S. Bankruptcy Court for the Central District of California entered an Order approving the appointment of R. Todd Neilson as the Chapter 11 trustee for Regdalin Properties, LLC. The Order was made pursuant to the United States Trustee's Application For Order Approving Appointment Of Trustee And Fixing Bond. The Order was filed and entered on November 5, 2018. About Regdalin Properties, LLC Regdalin Properties, LLC filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 18-20868) on September 17, 2018, and is represented by Henrik Mosesi, Esq., in Glendale, California. At the time of filing, the Debtor had $10 million to $50 million in estimated assets and $10 million to $50 million in estimated liabilities. The petition was signed by Edgar Sargysyan, managing member. REPUBLIC METALS: Nov. 19 Meeting Set to Form Creditors' Panel ------------------------------------------------------------- William K. Harrington, United States Trustee for Region 2, will hold an organizational meeting on November 19, 2018, at 11:00 a.m. in the bankruptcy case of Republic Metals Refining Corporation, et al. The meeting will be held at: U.S. Bankruptcy Court Southern District of New York One Bowling Green, Room 511 New York, NY 10004-1408 The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' case. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. About Republic Metals Refining Founded in 1980, Republic Metals Refining Corporation and its affiliates are refiner of precious metals with a primary focus on gold and silver. Republic Metals and two of its affiliates sought bankruptcy protection on November 2, 2018 (Bankr. S.D.N.Y., Case No. 18-13359). The petition was signed by Scott Avila, chief restructuring officer. The Debtor has total estimated assets of $1 million to $10 million and total estimated liabilities of $100 million to $500 million. The Debtors tapped Akerman LLP as general counsel; Paladin Management Group, LLC as financial advisor; and Donlin Recano & Company, Inc. as claims and noticing agent. REVOLAR TECHNOLOGY: Seeks to Hire Kutner Brinen as Attorney ----------------------------------------------------------- Revolar Technology, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Colorado to employ Kutner Brinen, P.C., as attorney to the Debtor. Revolar Technology requires Kutner Brinen to: a. provide the Debtor with legal advice with respect to its powers and duties; b. aid the Debtor in the development of a plan of reorganization under Chapter 11; c. file the necessary petitions, pleadings, reports, and actions that may be required in the continued administration of the Debtor's property under Chapter 11; d. take necessary actions to enjoin and stay until a final decree herein the continuation of pending proceedings and enjoin and stay until a final decree herein the commencement of line foreclosure proceedings and all matters as may be provided under the Bankruptcy Code; e. perform all other legal services for the Debtor that may be necessary herein. Kutner Brinen will be paid at these hourly rates: Lee M. Kutner, Esq. $500 Jeffrey S. Brinen, Esq. $430 Jenny M. Fujii, Esq. $340 Keri L. Riley, Esq. $280 Law Clerks $200 Paralegals $75 Kutner Brinen will be paid a retainer in the amount of $15,000. Kutner Brinen will also be reimbursed for reasonable out-of-pocket expenses incurred. Jeffrey S. Brinen, partner of Kutner Brinen, P.C., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Kutner Brinen can be reached at: Jeffrey S. Brinen, Esq. KUTNER BRINEN, P.C. 1660 Lincoln Street, Suite 1850 Denver, CO 80264 Telephone: (303) 832-2400 E-mail: jsb@kutnerlaw.com About Revolar Technology, Inc. Revolar Technology, Inc., based in Denver, CO, filed a Chapter 11 petition (Bankr. D. Colo. Case No. 18-19234) on October 23, 2018. Jeffrey S. Brinen, Esq., at Kutner Brinen, P.C., serves as bankruptcy counsel. In its petition, the Debtor estimated $732,373 in assets and $1,246,028 in liabilities. The petition was signed by Steven Charles Bachar, chairman and CEO. RYNIC INC: Gets Nod on Interim Cash Collateral Use Until Jan. 27 ---------------------------------------------------------------- The Hon. Mindy A. Mora of the U.S. Bankruptcy Court for the Southern District of Florida has entered an agreed fourth interim order authorizing Rynic, Inc., to use Valley National Bank's cash collateral through Jan. 27, 2019. The Debtor is authorized to cash collateral to pay the monthly expenses in the budget and all fees required by the United States Trustee and Clerk of the Court. The Debtor will operate strictly in accordance with the Budget and will not exceed 10% above the amount of any line item shown in the Budget. Valley National Bank will have a first priority post-petition security interest in, and lien upon, all of the Debtor's personal property, and all cash and non-cash proceeds thereof, which are or have been acquired, generated or received by the Debtor after the filing of the petition commencing this case, to the same extent that Valley National Bank held a properly perfected prepetition security interest or lien in assets immediately prior to the filing of the petition commencing this case. Additionally, the Debtor will, on the first day of each month, deliver to Valley National Bank, though its counsel, monthly payments in the amount of $1,700 (for loan #0536) and $1,200 (for loan #8059), totaling $2,900. In addition, the Debtor is required to promptly furnish Valley National Bank with such financial and other information as required by the underlying loan documents and such other information, documents and reports as Valley National Bank may reasonably request. A full-text copy of the Agreed Fourth Interim Order is available at: http://bankrupt.com/misc/flsb18-12477-53.pdf About Rynic, Inc. Rynic, Inc., filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-12477) on March 2, 2018. In the petition signed by Rite K. Weller, president, the Debtor estimated at least $50,000 in assets and $500,000 to $1 million in liabilities. The case is assigned to Judge Paul G. Hyman, Jr. The Debtor is represented by David Lloyd Merrill, Esq., at Merrill PA. SEARS HOLDINGS: Hires Prime Clerk as Administrative Agent --------------------------------------------------------- Sears Holdings Corporation, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the Southern District of New York to employ Prime Clerk LLC, as administrative agent to the Debtors. Sears Holdings requires Prime Clerk to: a. assist with, among other things, solicitation, balloting, and tabulation of votes, and prepare any related reports, as required in support of confirmation of a chapter 11 plan, and in connection with such services, process requests for documents from parties in interest, including, if applicable, brokerage firms, bank back-offices, and institutional holders; b. prepare an official ballot certification and, if necessary, testify in support of the ballot tabulation results; c. assist with the preparation of the Debtors' schedules of assets and liabilities and statements of financial affairs and gather data in conjunction therewith; d. provide a confidential data room, if requested; e. manage and coordinate any distributions pursuant to a chapter 11 plan; and f. provide such other processing, solicitation, balloting, and other administrative services described in the Engagement Agreement, but not covered by the Section 156(c) Order, as may be requested from time to time by the Debtors, the Court, or the Office of the Clerk of the Bankruptcy Court (the "Clerk"). Prime Clerk will be paid at these hourly rates: Director of Solicitation $240 Solicitation Consultant $215 COO and Executive VP No charge Director $200 to $220 Consultant/Senior Consultant $70 to $195 Technology Consultant $35 to $70 Analyst $30 to $50 Prime Clerk will be paid a retainer in the amount of $50,000. Prime Clerk will also be reimbursed for reasonable out-of-pocket expenses incurred. Benjamin J. Steele, vice president of Prime Clerk LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Prime Clerk can be reached at: Benjamin J. Steele PRIME CLERK LLC 830 3 rd Avenue, 9 th Floor, New York, New York 10022 Tel: (212) 257-5450 About Sears Holdings Corporation 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. SEMINOLE HARD ROCK: Moody's Hikes CFR to Ba2, Outlook Stable ------------------------------------------------------------ Moody's Investors Service upgraded Seminole Hard Rock Entertainment, Inc.'s Corporate Family Rating to Ba2 and Probability of Default Rating to Ba3-PD. Moody's additionally assigned a Ba2 rating to the company's proposed $650 million senior secured term loan A. The outlook is stable. Proceeds from the proposed $650 million senior secured term loan A will be used to refinance the company's existing Term Loan B and 5.875% Senior Notes, put approximately $10 million of cash on the balance sheet, and pay approximately $15 million in related transaction fees and expenses. The ratings are subject to the execution of the proposed transaction and Moody's receipt and review of final documentation. The ratings on the company's existing Term Loan B and 5.875% senior unsecured notes remain unchanged, and will be withdrawn once the proposed refinancing closes and debt repaid. The upgrade of the CFR to Ba2 recognizes that the Seminole Tribe of Florida ("Tribe" Baa2 stable) signed a resolution that it would provide a guarantee of SHRE's proposed debt. The guarantee of the debt by the Tribe is a guarantee of payment, on a senior unsecured basis and subordinated in payment priority to the Tribe's Gaming enterprise. While Moody's already incorporated an implied level of support in the Corporate Family Rating of SHRE, in its view the resolution and payment guarantee, along with the continued financial strength of the Tribe, increasingly shows the Tribe's ability and willingness to support SHRE, a 100% owned subsidiary of the Tribe. Upgrades: Issuer: Seminole Hard Rock Entertainment, Inc. Probability of Default Rating, Upgraded to Ba3-PD from B1-PD Corporate Family Rating, Upgraded to Ba2 from B1 Assignments: Issuer: Seminole Hard Rock Entertainment, Inc. Guaranteed Senior Secured Term Loan, Assigned Ba2 (LGD3) Outlook Actions: Issuer: Seminole Hard Rock Entertainment, Inc. Outlook, Remains Stable RATINGS RATIONALE Seminole Hard Rock Entertainment (Ba2 stable) is constrained by the company's modest size in terms number of restaurants, 61 company-owned and 119 franchised cafes as of July 1, 2018, and earnings concentration in the casual dining segment. While the company's franchised operations, casinos, and hotels have continued to grow, the majority of the company's revenue and approximately 40% of SHRE's segment EBITDA comes from the casual dining segment. While the company's European comparable café revenue has increased, SHRE's company owned cafes in North America have experienced modestly negative same restaurant sales over the past year driven in part by negative traffic, similar to other casual dining operators. Wage and labor costs remain a headwind in the segment. Given these risks, Moody's considers leverage to be high for a company of SHRE's size and asset profile. Moody's expects lease adjusted debt/EBITDA to be about 6.2x for 2018. Positive consideration is given to SHRE's significant geographic diversification -- the company has a presence in 75 countries -- and expectation for growth in fee income from new "Hard Rock" branded franchised cafes, casinos and hotels which Moody's expects will contribute to consolidated EBITDA growth going forward. Moody's anticipates that's the company's licensed, managed, and franchised operations, which are primarily asset light, will become a larger contributor to the company's overall earnings over time. Also considered is its view that SHRE benefits from the ownership by its larger and higher rated sole owner, the Seminole Tribe of Florida (Baa2, stable), which provides a guarantee of payment on SHRE's debt. The stable rating outlook incorporates Moody's expectations that despite high leverage, SHRE will continue to generate positive cash flow after interest and maintenance capital expenditures, and that the company's revenue and earnings will continue to benefit from the globally recognized Hard Rock brand. Additionally the stable outlook considers its view that the Tribe would provide financial support to SHRE if it ran into financial difficulties. A higher rating would require the achievement and maintenance of debt/EBITDA at no higher than 5.0 times, along with maintenance of EBITA/interest at or above 2.0 and a continued high degree of comfort that the Tribe would provide financial support to SHRE if it ran into financial difficulties. Ratings could be downgraded if the Tribe's ratings are lowered for any reason. Independent of any change in the Tribe's ratings, a negative rating action could occur if debt/EBITDA approaches 7.0 times and EBITA/interest drops below 1.2 times for any reason, and/or Moody's changes. The principal methodology used in these ratings was Restaurant Industry published in January 2018. Seminole Hard Rock Entertainment, Inc. is an owner-operator and franchisor of Hard Rock cafes, casinos and hotels throughout the world. The company is a wholly-owned subsidiary of the Seminole Tribe of Florida (Baa2 stable) and generates annual revenue of approximately $700 million. SHRE is private and does not publicly disclose detailed financial information. SILVERADO STAGES: PWB Does Not Consent Cash Collateral Use ---------------------------------------------------------- Pacific Western Bank (PWB) gives notice to the U.S. Bankruptcy Court for the District of Arizona that it does not consent to the use or expenditure of its Cash Collateral by the Silverado Stages, Inc., or any other party, and as such, the Debtor is prohibited from using and must segregate and account for all the Cash Collateral. The Debtor owns that certain 2015 Bus & Coach America BCA45 vehicle. Pursuant to a Promissory Note, Business Loan Agreement, and Commercial Security Agreement, PWB holds a perfected purchase money security interest in the Vehicle and the proceeds, products, rents, and profits of the Vehicle. Additionally, PWB holds a perfected first-priority security interest in demand deposit account no. xxxxxx6509 in the name of the Debtor at Pacific Western Bank, to the extent of all obligations of the Debtor to Pacific Western Bank, pursuant to the Deposit Agreement and Disclosure and applicable California law. Thus, PWB also notifies the Court of the perfection of its security interest and lien in the Debtor's interest in the Rents and the Account. About Silverado Stages Headquartered in Phoenix, Arizona, Silverado Stages, Inc. -- https://silveradostages.com/ -- with 10 locations on the West Coast, is a federally licensed motor carrier and operates as a Public Stage under California DOT authority. The company is additionally certified as a U.S. Department of Defense motor carrier to provide transportation for the military and by the CHP as a School Pupil Activities Bus (SPAB) operator. Silverado Stages was founded in 1987 and has had the most diverse background in passenger operations. It operates a diverse fleet of over 300 passenger vehicles, over 60 of which are ADA compliant. It currently operates from terminals in San Luis Obispo, Sacramento, Santa Barbara, Torrance, San Diego, Reno, and Las Vegas. Silverado Stages and seven of its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case Nos. 18-12203, 18-12205, 18-12207, 18-12209, 18-12210, 18-12213, 18-12215 and 18-12218) on Oct. 5, 2018. In the petitions signed by James Galusha, chairman, Silverado Stages estimated $10 million to $50 million in assets and $50 million to $100 million in liabilities as of the bankruptcy filing. The Debtor hired Sonoran Capital Advisors, LLC, and appointed the firm's managing director Matthew Foster as chief restructuring officer. SITTIN' PRETTY: Seeks to Hire Moran Law as Attorney --------------------------------------------------- Sittin' Pretty Mobile Pet Salon, Inc., seeks authority from the U.S. Bankruptcy Court for the Eastern District of Virginia to employ Moran Law, P.L.C., as attorney to the Debtor. Sittin' Pretty requires Moran Law to: a. give the Debtor legal advice with respect to its powers and duties as debtor in possession in the continued operation of its business and management of its property; b. prepare on behalf of the Debtor as debtor in possession necessary applications, answers, orders, reports and other legal papers; and c. perform all other legal services to the Debtor as debtor in possession which may be necessary herein; and it is necessary for debtors as debtors in possession to employ an attorney for such professional services. Moran Law will be paid at these hourly rates: Attorneys $325 Associates $200 to $275 Paralegals $75 to $95 Moran Law will also be reimbursed for reasonable out-of-pocket expenses incurred. George LeRoy Moran, partner of Moran Law, P.L.C., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Moran Law can be reached at: George LeRoy Moran, Esq. MORAN LAW, P.L.C. 4041 University Drive, Suite 301 Fairfax, VA 22030-3410 Tel: (703)-359-8088 Fax: (703) 359-8094 E-mail: moran@moranlawplc.com About Sittin' Pretty Mobile Pet Salon Sittin' Pretty Mobile Pet Salon, Inc., filed a Chapter 11 bankruptcy petition (Bankr. E.D. Va. Case No. 18-13550) on Oct. 22, 2018, estimating under $1 million in both assets and liabilities. The Debtor is represented by George LeRoy Moran, Esq., at Moran Law, P.L.C. SOJOURNER-DOUGLASS COLLEGE: Hires Ganz Exclusive as Broker ---------------------------------------------------------- Charles R. Goldstein, the Chapter 7 Trustee of Sojourner-Douglass College, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Maryland to employ Ganz Exclusive Real Estate, as broker to the Trustee. The Trustee requires Ganz Exclusive to sell and market the Debtor's real property located at 1020 Pier Pointe Landing, Baltimore, Maryland. Ganz Exclusive will be paid a commission of 6% of the sales price of the property. Ganz Exclusive will also be reimbursed for reasonable out-of-pocket expenses incurred. William Ganz, III, real estate broker of Ganz Exclusive Real Estate, 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. Ganz Exclusive can be reached at: William Ganz, III GANZ EXCLUSIVE REAL ESTATE 649 Ponte Villas South Baltimore, MD 21230 Tel: (443) 756-3218 About Sojourner-Douglass College Sojourner Douglass College was an American private college organized around an Afrocentric focus of study. The college was formerly known as Homestead-Montebello Center of Antioch University. The college was established in 1972 and is based in Baltimore, Maryland. The College's accreditation was revoked by the Middle States Association of Colleges and Schools effective June 30, 2015, and the College remains closed for instruction. Sojourner-Douglass College, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 18-12191) on Feb. 21, 2018. In the petition signed by Charles W. Simmons, president, the Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in debt. The Hon. Robert A. Gordon is the case judge. The Debtor is represented by Anu Kmt, Esq. at Kemet Hunt Law Group, Inc. SORENSON COMMUNICATIONS: S&P Puts 'B-' ICR on Watch Positive ------------------------------------------------------------ S&P Global Ratings placed its 'B-' issuer credit rating on Salt Lake City-based Sorenson Communications LLC on CreditWatch with positive implications. S&P said, "At the same time, we assigned our 'B' issue-level rating and '3' recovery rating to the company's proposed $950 million first-lien term loan due 2023. The '3' recovery rating indicates our expectation for meaningful recovery (50%-70%; rounded estimate: 60%) in the event of a payment default." The CreditWatch placement follows Sorenson's announcement that it will refinance its capital structure with a new $975 million first-lien credit facility. The credit facility comprises a $25 million revolving credit facility (undrawn at closing) and a $950 million term loan B, both of which are due in 2023. The company will use the proceeds from the term loan to repay all of its existing debt, including its first-lien loan, second-lien notes, and holding company notes. S&P expects the transaction to be leverage neutral and anticipate that the refinancing will significantly improve the company's maturity profile and lower the high annual interest expense associated with its current post-bankruptcy financing capital structure by about $32 million. S&P said, "We will resolve the CreditWatch positive placement when the transaction closes, which the company expects to occur in December 2018. If the refinancing closes as proposed, we expect to raise our issuer credit rating on Sorenson by one notch to 'B' from 'B-' and assign a stable outlook." SORENSON LLC: Moody's Rates New First Lien Debt 'B2' ---------------------------------------------------- Moody's Investors Service affirmed Sorenson Communications, LLC's Corporate Family Rating at B2 and its Probability of Default Rating at B2-PD. Concurrently, Moody's assigned B2 ratings to both the proposed $25 million senior secured first lien revolving credit facility due 2023 and the $950 million senior secured first lien term loan due 2023. The ratings outlook was changed to stable from negative. Sorenson plans to use net proceeds from the new term loan in conjunction with cash on the balance sheet to refinance existing debt. The transaction is anticipated to close by early December. Assignments: Issuer: Sorenson Communications, LLC Gtd Senior Secured First Lien Revolving Credit Facility, Assigned B2 (LGD3) Gtd Senior Secured First Lien Term Loan, Assigned B2 (LGD3) Outlook Actions: Issuer: Sorenson Communications, LLC Outlook, Changed To Stable From Negative Affirmations: Issuer: Sorenson Communications, LLC Probability of Default Rating, Affirmed B2-PD Corporate Family Rating, Affirmed B2 The following rating at Sorenson Communications, LLC remains unchanged and will be withdrawn upon the closing of the transaction and repayment of the debt in full: Gtd Senior Secured First Lien Term Loan due 2020 at Ba3 (LGD2) All ratings and the ratings outlook are subject to the execution of the transaction as currently proposed and Moody's review of financial documentation. RATINGS RATIONALE Sorenson's B2 CFR broadly reflects a strong market position but also pressures on the credit profile attributable to decreasing FCC-regulated compensation rates. Double-digit EBITDA margins provide cushion to absorb known rate declines. Moody's expects the company to generate strong free cash flow through 2019 which provides support. Pro forma for the refinancing transaction and as of June 30, 2018, debt/EBITDA measures 2.8x (including Moody's standard adjustments). The uncertainty around future rates and the prospect for further decreases pose meaningful risk to the credit profile. Moody's anticipates revenue will decline with compensation rates in the more mature Video Relay Service (VRS) business. However, VRS usage is relatively stable supporting visibility for known rate declines through mid-2021. The company continues to grow revenue for its IP Captioned Telephone Service (IP CTS), known as CaptionCall. However, segment profit margins will decline with rates through mid-2020, at which point future rates are unknown. As a result, the trajectory for CaptionCall beyond then is uncertain given the prospects for continued volume growth as the company increases market penetration offset by potential further rate reductions. Advances in automated speech recognition technologies support the company's captioning agents though could also be potentially disruptive to the business over time, particularly as word accuracy increases. Ongoing litigation around key IP CTS technologies pose continued risk. Outcomes unfavorable to the company could have meaningfully adverse effects on the business and credit profile. Moody's expects that Sorenson will maintain good liquidity through 2019 supported largely by strong free cash flow generation. The proposed $25 million revolver adds support though is relatively small for a company of Sorenson's size. The revolver expires three months ahead of the term loan in 2023. The term loan amortizes at a rate of 5% per year ($47.5 million). The revolving credit facility is anticipated to have a springing maximum senior secured net leverage ratio of 3.75x that is tested when more than 30% ($7.5 million) of the facility is drawn. The company's proposed $25 million first lien revolver due 2023 and $950 million first lien term loan due 2023 are each rated B2, the same level as the CFR, reflecting that these facilities comprise the sole debt in the capital structure. The stable ratings outlook reflects Moody's expectation that the company will maintain leverage in the low 3x area over the next 12-18 months. Factors that could lead to a downgrade include expectation of further material decline in future rates, debt/EBITDA over 4.5x, EBITA/interest below 1.75x, deterioration of liquidity, dividends, or debt-funded acquisitions. Adverse effects on the company's credit profile of lower compensation rates and uncertainty around rates longer term constrain ratings. However, prospective factors that could be supportive of an upgrade include debt reduction in excess of requisite amortization and cash flow sweeps, EBITA/interest sustained above 2x, free cash flow to debt sustained over 10% and maintenance of good liquidity, and increased visibility into future compensation rates. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. Sorenson, headquartered in Salt Lake City, Utah, is a provider of IP-based video communication technology and services to the deaf and hard of hearing. The company is majority-owned by affiliates of GSO Capital Partners with ownership stakes also held by affiliates of Franklin Mutual Advisors, affiliates of FS Investments, as well as other investors. Revenue for the twelve months ended June 30, 2018 was $805 million. SOUTH PLAZA CENTER: Seeks Jan. 7 Exclusivity Period Extension ------------------------------------------------------------- South Plaza Center Associates, LLC, requests the U.S. Bankruptcy Court for the Middle District of Florida for a 60-day extension of the exclusive period to propose and present a Plan of Reorganization through and including Jan. 7, 2019. The Debtor asserts that cause exists to allow it additional time to exclusively propose a plan of reorganization. The Debtor claims the Plan for Bankruptcy strongly depends on two remaining issues. First, as provided in its Case Management Summary, one of the Debtor's reasons for filing for bankruptcy is (a) to refinance and or renegotiate its current secured liability with the secured lender, U.S. Bank National Association, in its capacity as Trustee for the Registered Holders of LB-UBS Commercial Mortgage Trustee 2007-6 Commercial Mortgage Pass-through Certificates Series 2007-C6 as apparently serviced by LNR Partners, LLC or (b) to sell the property. Since the Petition Date, the Debtor has, in good faith, been actively negotiating with LNR's counsel on a consensual treatment of LNR's claim. The Debtor believes that additional time is needed to allow the parties to reach a favorable resolution to the pending issues. Additionally, the Debtor's tenant, Southeastern Grocers LLC, operates a Winn-Dixie Supermarket Store at the Real Property. Since the Petition Date, the Debtor and Winn-Dixie have been engaged in renegotiating the terms of Winn-Dixie's lease. Currently, the parties are negotiating a Fourth Addendum to the lease which will extend the lease for Winn-Dixie by seven years through 2029. Furthermore, the Debtor anticipates an increase in the base rent price as Winn-Dixie is also seeking to add a liquor store that will increase its presence at the Real Property by an additional 3,900 square feet. With this addendum of the 127,224 square feet of rental space, the Debtor claims that only 2,500 square feet will be vacant. The Debtor seeks this extension in good faith to allow continue negotiations and not to pressure any party. The Debtor avers that the requested extension will not harm any party in interest. The Debtor has remained current on its post-petition obligations including adequate protection to LNR. The Debtor believes that successful negotiations with these two parties will translate into a viable plan which can pay more to unsecured creditors while achieving its goal of restructuring its secured debt. About South Plaza Center Associates South Plaza Center Associates, LLC is a real estate company that owns a property located at 1200-1280 South Broad Street, Brooksville, FL 34601 valued by the company at $6.45 million. South Plaza Center Associates, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-05703) on July 10, 2018. At the time of the filing, the Debtor had total assets of $6.53 million and total debt of $7.71 million. The petition was signed by Jon S. Wheeler, managing member of Debtor's member. Kenneth Ray Noble, Esq. of the Noble Law Firm, P.A., serves as Debtor's counsel; and Pat Yockey and Yockey & Associates its accountant. SPARTAN BUSINESS: Dec. 11 Plan Confirmation Hearing --------------------------------------------------- Bankruptcy Judge Klinette H. Kindred issued an order preliminarily approving Spartan Business & Technology Services, Inc.'s disclosure statement. Hearing on the confirmation of the Debtor's amended chapter 11 plan is set for Dec. 11, 2018 at 11:00 a.m. Dec. 4, 2018 is the deadline for filing objections to the confirmation and for returning ballots accepting or rejecting the plan. The Troubled Company Reporter previously reported that the total payout to unsecured creditors under the plan will be approximately 62%. A copy of the amended disclosure statement is available for free at: http://bankrupt.com/misc/vaeb18-10032-140.pdf About Spartan Business & Technology Services Inc. Spartan Business & Technology Services, Inc. is a privately-owned company that provides business management and information technology solutions to government, non-profit and service organizations. The company's capabilities include acquisition, logistics and IT systems management; business process improvement and business process reengineering; governance, compliance & performance; healthcare documentation & training; information assurance & access management; IT portfolio management; logistics lifecycle cost studies and implementation; medical and laboratory research; organizational development; performance-and-evidence-based budgeting; professional and management developmental training; professional healthcare management and health information technology analysis; and program and project management. The company is headquartered in Alexandria, Virginia. Spartan Business & Technology Services sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No. 18-10032) on Jan. 4, 2018. In the petition signed by Lorenzo Downing, president and secretary, the Debtor disclosed $50,889 in assets and $2.20 million in liabilities. Judge Klinette H. Kindred presides over the case. The Debtor tapped Axelson, Williamowsky, Bender & Fishman, P.C. as its legal counsel; and Stitely & Karstetter, PLLC as its accountant. ST. JUDE NURSING: DOJ Watchdog Appoints D. Fish as PCO ------------------------------------------------------ Daniel M. McDermott, the United States Trustee for Region 9, appoints Deborah L. Fish as the Patient Care Ombudsman for St. Jude Nursing Center, Inc. Based on the Affidavit of Deborah L. Fish in support of appointment as PCO, she disclosed to have no connection with the Debtor, any creditors of its estate, other parties in interest or their respective professionals of the case, the United States Trustee for the Eastern District of Michigan, or any person employed in the Office of the United States Trustee for the Eastern District of Michigan, with the following exceptions that: (a) from 1992 to 1998 Barbara Heilig, a current employee of the Office of the U.S. Trustee, was employed by Allard & Fish, P.C. as a legal secretary; (b) from 1994 to 1995 Richard A. Roble, a trial attorney currently employed by the Office of the United States Trustee, was an associate attorney with Allard & Fish, P.C.; and, (c) she previously served as the patient care ombudsman for the Debtor in 2016. Deborah Fish will be paid $380.00 per hour and will receive reimbursement for work-related expenses. The PCO can be reached at: Deborah L. Fish ALLARD & FISH, P.C. 535 Griswold, Suite 2600 Detroit, MI 48226 Tel: 313-961-6141 Email: dfish@allardfishpc.com About St. Jude Nursing St. Jude Nursing Center, Inc. filed a Chapter 11 petition (Bankr. E.D. Mich. Case No.: 18-54906) on November 2, 2018, and is represented by Jeffrey S. Grasl, Esq., in Farmington Hills, Michigan. At the time of filing, the Debtor had$500,000 to $1 million in estimated assets and $1 million to $10 million in estimated liabilities. The petition was signed by Bradley Mali, president. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/mieb18-54906.pdf SUMMIT FINANCIAL: Dec. 12 Disclosure Statement Hearing ------------------------------------------------------ Judge Raymond B. Ray of the U.S. Bankruptcy Court for the Southern District of Florida will convene a hearing to consider approval of the disclosure statement explaining Summit Financial Corp.'s Chapter 11 Plan on December 12, 2018, at 10:00 A.M. December 5, 2018 is the deadline for objections to the disclosure statement. Class 3 under the plan consists of the Allowed General Unsecured Claims. The Debtor estimates the aggregate amount of Allowed Class 3 Claims is $30,546,381.83. Allowed Class 3 Claim will be satisfied as follows: (i) first, by payment of the Class 3 Carveout (or Surcharge), on a pro-rata basis to all Holders of Allowed Class 3 Claims, except for any Guarantors, who will not participate in any Class 3 Carveout (or Surcharge); and (ii) by the excess proceeds of the Sale of the Loan Portfolio, for which each holder of an Allowed Unsecured Claim will be paid on a pro rata basis with the other holders of Allowed Unsecured Claims in this Class 3. Holders of Allowed Class 3 Claims will be entitled to a fourth priority position with respect to any Sale Proceeds. Holders of Allowed Class 3 Claims will also be entitled to any proceeds from Non-Released Avoidance Actions and Non-Released Other Claims, on a pro rata basis with the other holders of Allowed Class 3 Claims. The Plan will be implemented through a sale of the Collateral, by either an auction sale or such other public sale or private sale free and clear of any and all liens, claims and encumbrances, with such liens, claims and encumbrances attaching to the Sale Proceeds, in each case subject to the prior consent of the ABL Agent. The bid procedures for an Auction of the Loan Portfolio will be approved by the Court prior to Confirmation of the Plan. Any purchaser will be deemed a good faith purchaser. The Sale of the Collateral will take place (and will be consummated and closed) on the Effective Date of the Plan, unless otherwise agreed in writing by the Debtor and the ABL Agent. In the Debtor's discretion, and only with the written approval of the ABL Agent, the Debtor may sell all or part of its Loan Portfolio pursuant to the Sale. In the event that the Debtor, with the consent of the ABL Agent, and after consultation with the Committee, determines a winning bid at the Auction, the Sale of the Collateral to the winning bidder will be consummated no later than 15 days after entry of an order of the Court approving the Sale, unless otherwise agreed in writing by the Debtor and the ABL Agent. A full-text copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/flsb18-13389-195.pdf About Summit Financial Corp Summit Financial Corp -- https://www.summitfinancialcorp.org/ -- provides financing by purchasing and servicing retail installment sales contracts originated at franchised automobile dealerships and select independent used car dealerships located throughout Florida, Alabama, and Georgia. From its location in Plantation, Florida, Summit Financial provides financing for automobile loans for customers that fail to meet the standards of financing from conventional sources, such as most banks, credit unions and other national finance companies. The Company was founded in 1984. Summit Financial filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-13389) on March 23, 2018. In the petition signed by David Wheeler, vice president, the Debtor estimated $100 million to $500 million in assets and liabilities. Judge Raymond B Ray presides over the case. Leiderman Shelomith Alexander + Somodevilla, PLLC, is serving as general bankruptcy counsel to the Debtor. Douglas J. Jeffrey, P.A., led by principal Douglas J. Jeffrey, is serving as general counsel and special counsel to the Debtor. Moecker Auctions, Inc., is the appraiser. Dinnall Fyne & Company Inc., is the accountant. Ideal Corporate Funding, Inc., has been tapped by the Debtor to evaluate its strategic options with respect to securing financing. The U.S. Trustee for Region 21 on April 20, 2018, appointed seven creditors to serve on the official committee of unsecured creditors in the Chapter 11 case. The Committee retained Craig A. Pugatch and Rice Pugatch Robinson Storfer & Cohen, PLLC as its counsel; and KapilaMukamal, LLP as its forensic accountant and financial advisor. SUNSHINE DAIRY: Seeks Dec. 21 Exclusivity Period Extension ---------------------------------------------------------- Sunshine Dairy Foods Management, LLC and Karamanos Holdings, Inc., request the U.S. Bankruptcy Court for the District of Oregon extend by 46 days the expiration of the exclusivity periods during which only the Debtor may file and solicit acceptances to a plan through and including Dec. 21, 2018 and Feb. 19, 2019, respectively. The Debtors assert they have made significant progress of the case thus far. Particularly, the Debtors have effected a sale of certain customer lists and agreements, have retained professionals to effectuate a series of sales, auctions, and related transactions, and have obtained authority to conduct the same. They have also been working with their counsel and tax professionals to consider and analyze a number of alternative Plan structures. However, the Debtors contend that much of this work and analysis will depend on auctions, sales, and other events which will occur after the expiration of the exclusivity period. Moreover, the Debtors aver that the pending Motion to Consolidate could impact any resulting Plan depending upon the outcome. The Debtors submit that the settlement conference on the Motion currently scheduled for November 2, 2018 has been re-scheduled to December 3, 2018 due to an emergency medical situation of counsel for the Estate of John D. Karamanos, III, James A. Dumas. Similarly, these same events (possible sales or other transactions) will have bearing in the Debtors' decision making and assumption or rejection of nonresidential real property leases. About Sunshine Dairy Foods Sunshine Dairy Foods is family-owned dairy processor serving local food service customers, local food manufacturer partners, local retailers and co-pack customers in the Pacific Northwest. All Sunshine milk products are packaged in recyclable opaque white jugs and paper cartons to protect the milk from light and prevent oxidation. Sunshine's largest vendor is its milk supplier, Oregon Milk Marketing Federation. OMMF members are almost universally family farmers who manage small to mid-sized farms in the Willamette Valley, Oregon and Yakima Valley and Chehalis, Washington. Sunshine Dairy Foods Management, LLC, and Karamanos Holdings, Inc., filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Ore. Case Nos. 18-31644 and 18-31646) on May 9, 2018. At the time of filing, Sunshine Dairy Foods estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. Nicholas J. Henderson, Esq., at Motschenbacher & Blattner, LLP, and Douglas R. Ricks, Esq., at Vanden Bos & Chapman, LLP, serve as the Debtors' counsel; and Daniel J. Boverman and Boverman & Associates, LLC, as business and turnaround consultants. TAPZ LLC: Judge Signs Stipulated Final Cash Collateral Order ------------------------------------------------------------ The Hon. Peter C. McKittrick of the U.S. Bankruptcy Court for the District of Oregon has entered a Stipulated Final Order authorizing Tapz, LLC, to use cash collateral in an amount not to exceed $51,750 monthly for the payment of their expenses as outlined in the budget. The Court finds that the Debtor requires the use of the Cash Collateral of Small Business Financial Solutions, LLC, in order to continue its ordinary course business operations and to avoid immediate and irreparable harm to its bankruptcy estate. The Debtor's authority to use cash collateral pursuant to the terms of the Stipulated Final Order will automatically terminate upon default under the terms of this Order, the conversion of this case to a case under Chapter 7, the appointment of a trustee, the dismissal of this case, or the entry of an Order Confirming Plan. The Debtor will provide SBFS adequate protection for the final use of cash collateral as follows: (a) SBFS will be entitled to receive monthly payments of $2,000 from the Debtor as adequate protection from the diminution of its claim; and (b) The Debtor will continue to maintain business errors and omissions operating insurance in in the amounts currently in place to protect the assets; A full-text copy of the Stipulated Final Order is available at http://bankrupt.com/misc/orb18-33466-46.pdf About TAPZ LLC Bases in Bend, Oregon, TAPZ, LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ore. Case No. 18-33466) on Oct. 4, 2018. In the petition signed by Dennis Loveless, manager, the Debtor estimated less than $50,000 in assets and less than $500,000 in liabilities. The Debtor tapped Michael D. O'Brien & Associates, P.C., as its counsel. TLG CAPITAL: Seeks to Hire Fox Rothschild as Counsel ---------------------------------------------------- TLG Capital Development, LLC, seeks authority from the U.S. Bankruptcy Court for the Northern District of California to employ Fox Rothschild LLP, as counsel to the Debtor. TLG Capital requires Fox Rothschild to: a. assist and advise in the preparation of the Debtor's schedules, statement of financial affairs and other filings required by the Bankruptcy Code, the Bankruptcy Rules, the Local Rules, and orders of the Court; b. assist and advise in the Debtor's compliance with the requirements of the Office of the U.S. Trustee; c. assist and advise the Debtor in the analysis of the validity and amount of claims, and any objections to claims; d. assist and advice the Debtor regarding obligations of a debtor in possession under the Bankruptcy Code; e. prepare motions, applications and other pleadings in the Chapter 11 case; f. assist and advise the Debtor in connection with the negotiation, preparation, solicitation, and confirmation of a Chapter 11 plan; g. represent the Debtor at court hearings and such other legal proceedings as may occur in connection with this Chapter 11 case, as necessary; and h. assist and advise the Debtor as to any other matters in the Chapter 11 case where legal advice is necessary or appropriate. Fox Rothschild will be paid at these hourly rates: Attorneys $210-$950 Paralegals $120-$400 Prior to the petition date, the Debtor paid Fox Rothschild the amount of $4,187.50. As of the petition date, Fox Rothschild received a retainer of $25,000, of which $23,283 remains available after deducting fees and expenses. Fox Rothschild will also be reimbursed for reasonable out-of-pocket expenses incurred. Nathan A. Schultz, Esq., partner of Fox Rothschild LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Fox Rothschild can be reached at: Nathan A. Schultz, Esq. FOX ROTHSCHILD LLP 345 California Street, Suite 2200 San Francisco, CA 94104 Tel: (415) 364-5540 Fax: (415) 391-4436 E-mail: nschultz@forrothschild.com About TLG Capital Development TLG Capital Development, LLC, is a privately held company in San Francisco, California engaged in activities related to real estate. TLG Capital Development, LLC, based in San Francisco, CA, filed a Chapter 11 petition (Bankr. N.D. Cal. Case No. 18-31135) on Oct. 17, 2018. In the petition signed by Kevin Lee, member, the Debtor estimated $1 million to $10 million in both assets and liabilities. Nathan A. Schultz, Esq., at Fox Rothschild LLP, serves as bankruptcy counsel. TONY3CARS INC: Taps Eric A. Liepins as Legal Counsel ---------------------------------------------------- Tony3cars, LLC, seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Eric A. Liepins, P.C., as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code and will provide other legal services related to its Chapter 11 case. Eric Liepins, Esq., the attorney who will be handling the case, charges $275 per hour. The hourly rates for paralegals and legal assistants range from $30 to $50. The firm received a retainer of $10,000, plus the filing fee. Mr. Liepins disclosed in a court filing that his firm does not represent any interest adverse to the Debtor's estate. The firm can be reached through: Eric A. Liepins, Esq. Eric A. Liepins, P.C. 12770 Coit Road, Suite 1100 Dallas, TX 75251 Phone: (972) 991-5591 Fax: (972) 991-5788 Email: eric@ealpc.com About Tony3cars LLC Tony3cars, LLC is a privately-held company in Dallas, Texas in the real estate agents and managers business. Tony3cars sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 18-33663) on Nov. 5, 2018. In the petition signed by Celia Lopez, sole member, the Debtor estimated assets of less than $50,000 and liabilities of $1 million to $10 million. The Debtor tapped Eric A. Liepins, P.C. as its legal counsel. TROP INC: Seeks to Hire Aubrey T. Villines as Special Counsel ------------------------------------------------------------- Trop, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Georgia to employ the Law Offices of Aubrey T. Villines, Jr., as special counsel to the Debtor. Trop, Inc. requires Aubrey T. Villines to represent the Debtor regarding city and county ordinances, business alcohol licensing, media, community and government relations. Aubrey T. Villines will be paid $700 per week. Aubrey T. Villines will also be reimbursed for reasonable out-of-pocket expenses incurred. Aubrey T. Villines, Jr., partner of Law Offices of Aubrey T. Villines, Jr., 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. Aubrey T. Villines can be reached at: Aubrey T. Villines, Jr., Esq. LAW OFFICES OF AUBREY T. VILLINES, JR. 2900 Chamblee Tucker Rd, Bldg 1 Atlanta, GA 30341 Tel: (770) 455-1350 About Trop, Inc. Trop, Inc., is a privately held company that owns the Pink Pony, a night club in Atlanta, Georgia. Trop, Inc., based in Atlanta, GA, filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 18-65726) on Sept. 19, 2018. In the petition signed by Teri Galardi, CEO, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Louis G. McBryan, Esq., at McBryan, LLC, serves as bankruptcy counsel to the Debtor. Schulten Ward Turner & Weiss, LLP, and the Law Offices of Aubrey T. Villines, Jr., as special counsels. TROP INC: Seeks to Hire Schulten Ward as Special Counsel -------------------------------------------------------- Trop, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Schulten Ward Turner & Weiss, LLP, as special counsel to the Debtor. Trop, Inc. requires Schulten Ward to represent the Debtor regarding the Fair Labors Standards Act claims against it. Schulten Ward will be paid at these hourly rates: Attorneys $280 to $375 Paralegals $165 The Debtor owed Schulten Ward in the amount of $51,000 for prepetition services rendered. Schulten Ward will also be reimbursed for reasonable out-of-pocket expenses incurred. Dean R. Fuchs, a partner at Schulten Ward Turner & Weiss, 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. Schulten Ward can be reached at: Dean R. Fuchs, Esq. SCHULTEN WARD TURNER & WEISS, LLP 260 West Peachtree Street Atlanta, GA 30303 Tel: (404) 688-6800 About Trop, Inc. Trop, Inc., is a privately held company that owns the Pink Pony, a night club in Atlanta, Georgia. Trop, Inc., based in Atlanta, GA, filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 18-65726) on Sept. 19, 2018. In the petition signed by Teri Galardi, CEO, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Louis G. McBryan, Esq., at McBryan, LLC, serves as bankruptcy counsel to the Debtor. Schulten Ward Turner & Weiss, LLP, and the Law Offices of Aubrey T. Villines, Jr., serve as special counsel. TROP INC: Seeks to Hire Whaley Hammonds as Accountant ----------------------------------------------------- Trop, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Whaley Hammonds Tomasello, P.C., as accountant to the Debtor. Trop, Inc., requires Whaley Hammonds to: a. assist in preparing the schedules and financial documents for the bankruptcy case; b. review of the tax history of the Debtor and prepare such federal and state tax returns as may be required under the Bankruptcy Code; c. make tax elections and representation of the Debtor before taxing authorities; d. compile, review and audit of financial statements and any other tax and accounting services which may be required by the Debtor, including assistance with payroll and monthly operating reports; e. provide such other work as may be indicated by the accounts analysis of the records of the Debtor and the estate, including assistance in preparation of analysis, reconciliation and reports required by the Debtor. Whaley Hammonds will be paid at these hourly rates: Partners $325 Managers $175 Supervisors $160 Staffs $100 to $140 Whaley Hammonds will also be reimbursed for reasonable out-of-pocket expenses incurred. Toni M. Schwahn, partner of Whaley Hammonds Tomasello, P.C., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Whaley Hammonds can be reached at: Toni M. Schwahn, Esq. WHALEY HAMMONDS TOMASELLO, P.C. 115 Westridge Industrial Blvd., Suite 200 McDonough, GA 30253-3316 Tel: (770) 957-1914 About Trop, Inc. Trop, Inc., is a privately held company that owns the Pink Pony, a night club in Atlanta, Georgia. Trop, Inc., filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 18-65726) on Sept. 19, 2018. In the petition signed by Teri Galardi, CEO, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Louis G. McBryan, Esq., at McBryan, LLC, serves as bankruptcy counsel to the Debtor. Schulten Ward Turner & Weiss, LLP, and the Law Offices of Aubrey T. Villines, Jr., serve as special counsel. TRUTH TECHNOLOGIES: Seeks March 5 Exclusivity Period Extension -------------------------------------------------------------- Truth Technologies, Inc., requests the U.S. Bankruptcy Court for the Middle District of Florida to extend for an additional 120 days the Exclusive Filing Period and the Exclusive Solicitation Period, through and including March 5, 2019 and May 4, 2019, respectively. The Debtor claims that an extension of Exclusivity is warranted because it will protect the estate from incurring unnecessary expenses. The Debtor contends that it is in no position to propose a plan at this time since the deadline for filing proofs of claim in this case has not expired yet. Therefore, the Debtor is unsure of the entire creditor body at this time. The Debtor believes that proposing a plan at this stage of the case may ultimately be a waste of the estate's resources because significant modification of any such plan will be necessary based on the proofs of claims that will be filed. The Debtor anticipates filing its Plan before the end of November. However, in an abundance of caution, the Debtor requests an additional 120 day extension of the Exclusivity Periods. The Debtor believes that within this extended period, it will obtain a much greater understanding of the framework of a confirmable plan. About Truth Technologies Founded in 1996 by Egide Thein, Truth Technologies, Inc. -- https://www.truthtechnologies.com/ -- is a provider of worldwide anti-money laundering, anti-fraud, customer identification, and compliance products and services. Formed by a small group of dedicated individuals from the financial and information technology industries, TTI is focused on combating the unchecked and disturbing growth of financial fraud. The Company has offices in Florida, New York, and Luxembourg, and a local partner in the Cayman Islands. Truth Technologies sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-05608) on July 6, 2018. In the petition signed by CEO Egide Thein, the Debtor disclosed $355,918 total assets and $3.24 million total liabilities. The Debtor tapped Dal Lago Law as its legal counsel; and Noack & Co, LLC, as its accountant. No official committee of unsecured creditors has been appointed in the Chapter 11 case. UNIVERSAL LEARNING: S&P Alters Ratings Outlook to Stable -------------------------------------------------------- S&P Global Ratings revised its outlook to stable from negative and affirmed its 'BB+' rating on Michigan Finance Authority's series 2010 fixed-rate charter school revenue bonds, issued for Universal Learning Academy (ULA). At the same time, S&P Global Ratings assigned its 'BB+' rating to Michigan Finance Authority's series 2018 fixed-rate limited obligation revenue bonds, issued for ULA. "We base the outlook revision on our view of ULA's growing enrollment and steady financial performance, despite the sharp decline in enrollment the previous year, demonstrating management's ability to make necessary adjustments to stabilize operations and demand," said S&P Global Ratings credit analyst Brian Marshall. S&P said, "In our opinion, the recent enrollment growth, coupled with higher per pupil state funding and projected demographic trends for the school's niche population, continue to support the rating. "We assessed ULA's enterprise profile as adequate, characterized by a stable and experienced management team, unique curriculum, and operating history of over 14 years. These factors are tempered, in part, by the lack of a meaningful wait list and uneven, but increasing enrollment following material decline in recent years. We assessed ULA's financial profile as vulnerable due to consecutive years of full-accrual operating deficits, offset by sufficient pro forma maximum annual debt service (MADS) coverage, good liquidity, and a moderate pro forma debt burden. We believe that, combined, these credit factors lead to an indicative stand-alone credit profile of 'bb'. As our criteria indicate, the final rating can be adjusted above the indicative credit level due to a variety of overriding factors. In our opinion, the 'BB+' final rating on the school's bonds better reflects ULA's historically solid liquidity compared with peers and the school's over 14-year operating history." The 'BB+' rating reflects our view of ULA's: -- Acceptable liquidity position and satisfactory pro forma MADS coverage at fiscal year-end 2018 for the rating level, with no future new debt plans in the near term; -- Historical demand niche, with favorable academic performance, that caters to a Middle Eastern population that is projected to grow while overall population trends indicate a decline; and -- Good relationship with the charter authorizer, Bay Mills Community College, with one successful charter renewal that extends for an eight-year term through June 2020. Partly offsetting the above strengths, in S&P's opinion, are: -- Recent volatility in enrollment, coupled with a location within an area that serves a challenging demographic within a struggling economy; -- Moderately high pro forma debt burden; and -- Risk, as with all charter schools, that the school can be closed for nonperformance of its charter or for financial distress before final maturity of the bonds. The series 2018 bonds are payable from any legally available funds of the academy. Officials will use the series 2018 bond proceeds to refund the series 2010 bonds for savings and without extending maturities. S&P said, "The stable outlook reflects our expectation that, over the next year, ULA's financial performance will continue to reflect metrics in line with the rating level following the material increase in enrollment for fall 2018 and expectations of continued growth. We anticipate that ULA's demand profile will continue to reflect good academics and steady student retention levels. "We could consider a negative rating action if enrollment declines for fall 2019, operations produce notable deficits, MADS coverage weakens, or cash on hand decreases significantly compared with projected fiscal 2019 results to levels incompatible with the current rating. "A positive rating action is unlikely over the one-year outlook period, in our view, given recent enrollment volatility, the moderately high MADS burden, and current coverage levels. However, we could consider a positive rating action if the school demonstrates a sustained trend of healthier MADS coverage, growth in liquidity, and a moderating MADS burden, while meeting enrollment growth targets over time." VEHICLE ALIGNMENT: Gets Nod on Cash Collateral Use Thru December 1 ------------------------------------------------------------------ The Hon. Jacqueline P. Cox of the U.S. Bankruptcy Court for the Northern District of Illinois has entered her sixth order extending Vehicle Alignment, Brake & Tires, Inc.'s authority to use the cash collateral under the Interim Order to December 1, 2018, pursuant to the Budget. The approved Budget provides total expenses of approximately $151,300 covering the week ending November 3 through week ending December 1, 2018. The Court will hold a further hearing on the Debtor's use of cash collateral on November 29, 2018 at 10:00 a.m. A full-text copy of the Order is available at: http://bankrupt.com/misc/ilnb18-12071-79.pdf About Vehicle Alignment Vehicle Alignment, Brake & Tires, Inc., d/b/a Lucas Tires, filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 18-12071), on April 25, 2018. In the petition signed by its owner, Richard Lucas, the Debtor estimated less than $50,000 in assets and $100,000 to $500,000 in liabilities. The Hon. Jacqueline P. Cox presides the case. The Debtor is represented by William J. Factor, Esq. at the Law Office Of William J. Factor, Ltd. VERSA MARKETING: Committee Taps Blakeley as Legal Counsel --------------------------------------------------------- The official committee of unsecured creditors of Versa Marketing, Inc., seeks approval from the U.S. Bankruptcy Court for the Eastern District of California to hire Blakeley LLP as its legal counsel. The firm will advise the committee regarding its duties under the Bankruptcy Code; represent the committee in negotiation with unsecured creditors; assist in the preparation of a plan of reorganization; and provide other legal services related to the Debtor's Chapter 11 case. Blakeley charges these hourly fees: Scott Blakeley $495 Ronald Clifford $395 Other Associates $245 Law Clerk $145 Paralegal $145 Blakeley neither holds nor represents any interest adverse to the Debtor or any of its creditors, according to court filings. The firm can be reached through: Ronald A. Clifford, Esq. Blakeley LLP 18500 Von Karman Avenue, Suite 530 Irvine, CA 92612 Telephone: (949) 260-0611 Facsimile: (949) 260-0613 Email: RClifford@BlakeleyLLP.com About Versa Marketing Inc. Versa Marketing, Inc. -- http://www.versamarketing.us/-- is a contract manufacturer of private label custom made frozen food products for the retail industry and food services. It was founded by Al Goularte in 1993. Versa Marketing sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 18-13678) on Sept. 7, 2018. In the petition signed by Chief Executive Officer A.J. Goularte, the Debtor estimated assets of $10 million to $50 million and liabilities of $1 million to $10 million. Judge Rene Lastreto II presides over the case. WESTMORELAND COAL: Seeks to Hire PwC as Accounting Consultant ------------------------------------------------------------- Westmoreland Coal Company, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the Southern District of Texas to employ PricewaterhouseCoopers LLP, as consultant to the Debtors. Westmoreland Coal requires PwC to: a. analyze and review accounting systems security protocols; b. analyze and assist with internal and external auditor discussions during management's planning procedures; c. advise management on the common procedures to be performed during the time periods related to the Debtors' 10Q filing; d. advise management on accounting policies and providing ongoing control recommendations for any accounting processes that are revised or newly developed post- emergence; e. advise management on accounting and operational issues that will need to be resolved for post-emergence financial reporting; f. advise management on their execution of the development of the project plans, individual transaction accounting, and fresh start accounting, and implementing the plan of reorganization; g. advise management on tax considerations for the Restructuring Plan; h. advise and assist the Debtors on transfer pricing documentation report; i. provide the Debtors with valuation services in accordance with the industry standards; j. provide other accounting advisory services related to restructuring transactions, as requested by the Debtors and their advisors; and k. provide additional services requested and agreed to between the Debtors and PwC. PwC will be paid at these hourly rates: Accounting Valuation Tax ---------- --------- --- Partner/Managing Director $855-$994 $855-$944 $750-$950 Director/Senior Manager $807 $807 $575-$775 Manager $628 $628 $475-$575 Senior Associate n/a n/a $350-425 Associate and other staff n/a n/a $275-325 Staff $450-$599 $450-$599 n/a Admin $149 $149 n/a PwC provided prepetition services to the Debtors and received a total retainer in the amount of $300,000. In the 90 days prior to the Petition Date, the Debtors paid PwC the amount of $1,474,183. As of the Petition Date, PwC has $223,000 remaining on account of these retainers, which PwC will maintain to secure the fees and expenses that may be awarded to it in the Chapter 11 Cases. PwC will also be reimbursed for reasonable out-of-pocket expenses incurred. Hallie Caywood, a partner at PricewaterhouseCoopers, 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. PwC can be reached at: Hallie Caywood PRICEWATERHOUSECOOPERS LLP 301 Commerce Street, Suite 2350 Fort Worth, TX 76102 Tel: (817) 810-9998 Fax: (817) 877-2277 About Westmoreland Coal Company Based in Englewood, Colorado, Westmoreland Coal Company (otcmkts:WLBA) -- http://www.westmoreland.com/-- is an independent coal company based in the United States. The Company produces and sells thermal coal primarily to investment grade utility customers under long-term, cost-protected contracts. Its focus is primarily on mine locations which allow it to employ dragline surface mining methods and take advantage of close customer proximity through mine-mouth power plants and strategically located rail transportation. At Dec. 31, 2017, the Company's U.S. coal operations were located in Montana, Wyoming, North Dakota, Texas, New Mexico and Ohio, and its Canadian coal operations were located in Alberta and Saskatchewan. The Company sold 49.7 million tons of coal in 2017. Westmoreland Coal reported a net loss applicable to common shareholders of $71.34 million for the year ended Dec. 31, 2017, a net loss applicable to common shareholders of $27.10 million for the year ended Dec. 31, 2016, and a net loss applicable to common stockholders of $213.6 million for the year ended Dec. 31, 2015. As of June 30, 2018, the Company had $1.45 billion in total assets, $2.14 billion in total liabilities and a total deficit of $686.2 million. The Debtors tapped Jackson Walker LLP and Kirkland & Ellis LLP and Kirkland & Ellis International LLP as their legal counsel; Centerview Partners LLC as financial advisor; Alvarez & Marsal North America, LLC as restructuring advisor; and Donlin, Recano & Company, Inc. as notice and claims agent. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on Oct. 19, 2018. The committee tapped Morrison & Foerster LLP and Cole Schotz P.C. as its legal counsel. WEX INC: Moody's Revises Outlook on Ba3 CFR to Positive ------------------------------------------------------- Moody's Investors Service affirmed WEX Inc.'s Ba3 corporate family, senior unsecured debt, and senior secured bank credit facility ratings and changed the outlook to positive from stable. Affirmations: Issuer: WEX Inc. Corporate Family Rating, Affirmed Ba3, Outlook, Changed to Positive From Stable Senior Secured Bank Credit Facilities, Affirmed Ba3, Outlook, Changed to Positive From Stable Senior Unsecured Regular Bond/Debenture, Affirmed Ba3, Outlook, Changed to Positive From Stable Outlook Actions: Issuer: WEX Inc. Outlook, Changed To Positive From Stable RATINGS RATIONALE The Ba3 ratings reflect WEX's strong market position in its core fleet payment solutions business, which has been further strengthened by its acquisition of Electronic Funds Source LLC (EFS), as well as the company's attractive operating margins and strong profitability with annualized year-to-date net income to average assets of 2.8% through September 30th. The ratings also reflect WEX's solid asset quality metrics related to its charge card receivables, which comprises approximately 70% of the company's tangible asset base. Balancing these positive factors are a number of credit challenges which include the companies weak capital position due to its negative tangible equity of -25.9% as of September 30th as well as fleet revenue's continued dependence on gas and diesel fuel prices. An additional, credit challenge is the higher financial leverage that typically accompanies the company's acquisitions. Moody's expects that the company will remain acquisitive with company-reported bank covenant debt to EBITDA possibly increasing up to 4.50x to 4.75x at the time of any future acquisitions and then returning back to the company's recently revised target ratio of 2.5x to 3.5x within a year or so following the acquisition. The company's revolver, term loan A, term loan B and senior unsecured debt are pari passu and as such Moody's does not differentiate between the Corporate Family Rating and the ratings on these obligations. The only collateral for these obligations consists solely of 65% of the stock of certain international subsidiaries with modest value. The change in outlook reflects the further strengthening of the company's franchise in specialty payments along with its strong financial performance. In addition, the positive outlook reflects the reduction in leverage over the last year with company-reported bank covenant debt to EBITDA dropping to 3.3x as of September 30th down from 4.7x as of Q3 2016 after the closing of the EFS acquisition. The ratings could be upgraded in the event that financial performance continues to be strong with net income to assets above 2.5% and charge-offs to assets falling below and expecting to remain below 2.0%. In addition, absent an acquisition Moody's expects company-reported bank covenant debt to EBITDA to remain between 2.5x to 3.5x. The ratings could be downgraded in the event that company-reported bank covenant debt to EBITDA increases above 5.0x and is expected to remain at such level for three or more quarters, or if company-reported bank covenant debt to EBITDA rises above 5.5x. A weakening of profitability whereby net income to assets fell below 2.0% or declining asset quality with charge-offs remaining above 2.0% would also put downward pressure on the ratings. ********* 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. 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