/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/190111.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, January 11, 2019, Vol. 23, No. 10 Headlines 4 WEST HOLDINGS: PCO Files 5th Report 8800 LLC: Seeks April 18 Exclusive Plan Filing Period Extension A & K ENERGY: Jan. 25 Plan Confirmation Hearing ABILITY INC: Significant Revenue Drop Casts Going Concern Doubt ACCOMAC INN: Taps Stambaugh Ness as Accountant ACRO BIOMEDICAL: Prager Metis CPAs LLC Raises Going Concern Doubt ADVANCED SPORTS: Bankr. Administrator Directed to Appoint CPO AGILE THERAPEUTICS: Cash Expected to Fund Operations Into Q2 2019 ALTICE FRANCE: Bank Debt Trades at 9% Off AMERICAN TIRE: Bank Debt Trades at 19% Off ANDREOLA TERRAZZO: Continued Business Operations to Fund Plan ARISTOCRAT LEISURE: Bank Debt Trades at 4% Off ASIATIQUE THAI: Delays Plan to Continue With Sale Negotiations ASPEN MANOR: Delays Plan to Continue Settlement Talks With Belfor AVANT DIAGNOSTICS: Accumulated Deficit Casts Going Concern Doubt BANTEK INC: Salberg & Company P.A. Raises Going Concern Doubt BAUSCH HEALTH: $1.50BB Bank Debt Trades at 4% Off BAUSCH HEALTH: $4.565BB Bank Debt Trades at 3% Off BIG E AUTOMOBILE: Seeks March 15 Exclusive Filing Period Extension BLISPAK ACQUISITION: Seeks to Hire Ast & Schmidt as Legal Counsel BON-TON STORES: To Auction Department Store Properties on Jan. 28 BONA FIDE VENTURES: Voluntary Chapter 11 Case Summary BRITLIND OIL: Seeks to Hire McGowen & Fowler as Special Counsel CARESTREAM HEALTH: S&P Affirms 'B' ICR, Outlook Negative CEL-SCI CORP: BDO USA LLP Raises Going Concern Doubt CENTERSTONE LINEN: Seeks OK on $1.58-Mil Loan, Use Cash Collateral CIPHERLOC CORP: dbbmckennon Raises Going Concern Doubt COMMUNICATIONS SALES: Bank Debt Trades at 9% Off CORRIDOR MEDICAL: Judge Signs Agreed Final Cash Collateral Order CORRIDOR MEDICAL: Seeks to Hire Farias Jett as Accountant CUENTAS INC: Negative Working Capital Raises Going Concern Doubt CYN RESTAURANTS: Allowed to Use Cash for January 2019 Expenses DATABASEUSA: Files for Chapter 11 Bankruptcy Protection in Nevada DAVID'S BRIDAL: Plan Gets Confirmed, $450M Debt Reduction DIEBOLD INC: Bank Debt Trades at 16% Off DIGIPATH INC: M&K CPAS PLLC Raises Going Concern Doubt DISTRIBUTION RESOURCES: Unsecureds to Get 64% Distribution DONCASTERS FINANCE: Bank Debt Trades at 11% Off DPW HOLDINGS: Enters Into 10th Amendment to May 2018 SPA EAST END BUS: Seeks Final Authorization on Cash Collateral Use ENCOUNTER MEDICAL: Seeks to Hire Danowitz Legal as Counsel ENVISION HEALTHCARE: Bank Debt Trades at 6% Off EST GROUP: Seeks to Hire POM Ventures as Financial Advisor FABRIC FANATICS: Cash Collateral Use Authorized on Final Basis FAIRBANKS CO: Trustee Wants Asbestos Claimants Rep Appointed FINANCIAL & RISK: Bank Debt Trades at 6% Off FLORA FOOD: Bank Debt Trades at 4% Off FLORIDA PAVEMENT: $3.35M Sale of Substantially All Assets Okayed FYBOWIN LLC: Proposes Auction Sale of Fybo Assets GASTAR EXPLORATION: Taps Perella, Tudor as Financial Advisors GLANSAOL HOLDINGS: Seeks to Hire Omni as Administrative Agent GLANSAOL HOLDINGS: Taps Emerald Capital as Financial Advisor GOGO INC: Raises 2018 Adjusted EBITDA Guidance to $45-$60 Million GORDON ST. CONDOS: Cash Collateral Use Denied as Moot GREEN PHARMACEUTICALS: Allowed to Use Cash Collateral Until Jan. 29 GRIER BROS: Unsecureds to Get $3,328 Monthly Payment for 36 Months GULFSLOPE ENERGY: BDO USA LLP Raises Going Concern Doubt GYMBOREE GROUP: Within Days of Filing for Chapter 22, FT Says H. BURKHART: Unsecured Creditors to Recover 26% Under Latest Plan HARRISONBURG REDEVELOPMENT: Moody's Cuts 2001B Bonds Rating to Caa3 HOOPER HOLMES: Files Amended Chapter 11 Plan of Liquidation HORNBECK OFFSHORE: S&P Lowers ICR to 'CC', Outlook Negative HOUSE OF RS: Seeks Authorization on Cash Collateral Use ILLINOIS RIVER WINERY: Seeks to Hire PMJ PLLC as Legal Counsel IMAGE INTERNATIONAL: Accumulated Deficit Casts Going Concern Doubt INLAND FAMILY: DOJ Watchdog Directed to Appoint PCO INTEGRAL INVESTMENTS: Seeks May 1 Plan Exclusivity Period Extension INTERNET BRANDS: Bank Debt Trades at 4% Off KC7 RANCH: Bankruptcy Court Approves Bidding Procedures KENMETAL LLC: Needs Counseling Services, PCO's Initial Report Says KLOECKNER PENTAPLAST: Bank Debt Trades at 19% Off KNOW LABS: SD Mayer & Associates LLP Raises Going Concern Doubt KONA GRILL: Marcus Jundt Assumes Full CEO Responsibilities L REIT LTD: Seeks Authorization to Use JPMorgan Cash Collateral LA CASA DE PEDRO: Jan. 24 Continued Cash Collateral Hearing LA PALOMA: Court OK's LNV Bid to Enforce Intercreditor Agreement LAUREATE EDUCATION: Bank Debt Trades at 2% Off LEARNING TREE INT'L: BDO USA, LLP Raises Going Concern Doubt MAGEE BENEVOLENT: Seeks 90-Day Exclusivity Periods Extension MATRIX BROADCASTING: AML Seeks Cure of Plan Outline Defects MATRIX BROADCASTING: Digity Files Objection to Disclosure Statement MEDICAL IMAGING: Debt Repayments Raise Going Concern Doubt MISYS PLC: Bank Debt Trades at 9% Off MULTIPLAN INC: Bank Debt Trades at 4% Off NAKED BRAND GROUP: Insufficient Capital Raises Going Concern Doubt NATIONAL AUTO: Has Authority on Third Interim Cash Collateral Use NE REAL ESTATE: Voluntary Chapter 11 Case Summary NEWBRIDGE GLOBAL: Accumulated Deficit Casts Going Concern Doubt NIAGARA FRONTIER: Has Interim Approval to Use Cash Collateral NIVOL BREWERY: Azalea Buying Brewery Equipment for $125K NOVAN INC: SVP and Chief Business Officer Resigns OAKSHIRE MUSHROOM: Seeks to Hire Smith Kane as Legal Counsel PETSMART INC: Bank Debt Trades at 19% Off PHILMAR CARE: Seeks Authority to Use Cash Collateral PINE FOREST ASSOCIATES: Seeks to Hire Harriss & Hartman as Counsel PINNACLE SERVICES: Allowed to Use Cash Collateral Through Feb. 28 PIONEER ENERGY: Provides Q4 Update and Revised Guidance PRIME SOURCE ACCESSORIES: 3rd Interim Cash Collateral Order Entered PROGREEN US: More Funding Requirements Raise Going Concern Doubt PROMISE HEALTHCARE: Sets Procedures for Remaining Assets QUALITY CONSTRUCTION: Ally Bank Opposes OK of Plan Outline QUALITY CONSTRUCTION: Plan Unconfirmable, ESNA Complains QUE GOLAZO: Unsecured Creditors to Receive 5% of Allowed Claims RACKSPACE HOSTING: Bank Debt Trades at 12% Off REEL AMUSEMENTS: Seeks May 28 Solicitation Period Extension REX PRINTING: Proposes Online Auction of All Excess Assets RM WIND-DOWN: Selling Five Liquor Licenses for $281K ROCK CABIN: Business Revenues to Fund Proposed Reorganization Plan RUBY'S DINER: Seeks Feb. 25 Exclusive Plan Filing Period Extension SEDGWICK CLAIMS: $1.085BB Bank Debt Trades at 3% Off SEDGWICK CLAIMS: $735MM Bank Debt Trades at 3% Off SENIOR NH: No Patient Care Issues, PCO's Initial Report Says SHREEDEVI AA: To Pay $250 Monthly in Unsecured Creditors Pool SPRING TREE: Trustee May Continue Using Cash Through March 31 STEEL CONNECT: Working Capital Deficit Casts Going Concern Doubt SUGARMADE INC: BF Borgers CPA PC Raises Going Concern Doubt SUNSHINE DAIRY: Exclusive Plan Filing Period Extended Until Jan. 22 SUPER FIT HAWAII: Seeks Approval of Cash Collateral Stipulation SUPPLY PRO: Seeks Authorization to Use Cash Collateral TEXAS PELLETS: Committee Seeks to Hire Patrick Kelley as Counsel THC THERAPEUTICS: Cumulative Net Losses Cast Going Concern Doubt TKC HOLDINGS: Bank Debt Trades at 5% Off TPE INDUSTRIES: Exclusive Plan Filing Period Extended to April 27 TRIUMPH ENERGY: Seeks to Hire Lansing Roy as Legal Counsel US FOODS: Bank Debt Trades at 4% Off VA INC: Gets Initial Order to Restructure Under CCAA VERDESIAN LIFE: S&P Lowers ICR to 'CCC+', Outlook Negative VFH PARENT: S&P Rates New $1.55-Bil. Secured Loan Facilities 'B+' VICI PROPERTIES: Bank Debt Trades at 4% Off WAGGONER CATTLE: Rabo Seeks Revision of Proposed Plan Outline WHITEWATER/EVERGREEN: Files Chapter 11 Joint Plan of Reorganization WINDSOR MARKETING: Judge Signs 19th Interim Cash Collateral Order YUMA ENERGY: Notified by NYSE American of Low Share Price [^] BOOK REVIEW: EPIDEMIC OF CARE ********* 4 WEST HOLDINGS: PCO Files 5th Report ------------------------------------- Melanie L. Cyganowski, Patient Care Ombudsman for 4 West Holdings, Inc., et al., filed a fifth report before the U.S. Bankruptcy Court for the Northern District of Texas concerning the Laurel Baye Facilities and Johns Island nursing home facility. The PCO noted that the Laurel Baye Lease dispute has not adversely affected the day-to-day operations and the level of patient care at the Laurel Baye Facilities. The PCO reported that nor has there been any noticeable negative impact thus far on patient care with respect to its other facilities. The PCO observed that, indeed, the Debtors have been working diligently to close on the Section 363 sale in the near future. With respect to Johns Island, the PCO mentioned that the Debtors' operation of that facility has been carried on in a seemingly normal fashion since the bankruptcy filing, notwithstanding their search for a new operator at this time. The situation is being closely monitored in the meantime. A full-text copy of the PCO's Fifth Report is available at: http://bankrupt.com/misc/txnb18-30777-1325.pdf About 4 West Holdings 4 West Holdings, Inc., et al. -- http://www.orianna.com/-- are licensed operators of 41 skilled nursing facilities and manage on skilled nursing facility located in seven states: Georgia, Indiana, Mississippi, North Carolina, South Carolina, Tennessee and Virginia. In addition, one of related entity, Palladium Hospice and Palliative Care, LLC f/k/a Ark Hospice, LLC provides hospice and palliative care services at certain of the Facilities and other third party locations. They employ approximately 5,000 people, including but not limited to, nurses, nursing assistants, social workers, regional directors and supervisors. 4 West Holdings, Inc., and 134 of its affiliates and subsidiaries filed voluntary petitions in the U.S. Bankruptcy Court for the Northern District of Texas in Dallas seeking relief under the provisions of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 18-30777) on March 6, 2018, with a restructuring plan that contemplates the transfer of 22 facilities to new operations. The Debtors continue to operate their businesses and manage their properties as debtors-in-possession. 4 West Holdings estimated $10 million to $50 million in assets and $50 million to $100 million in liabilities as of the filing. The Hon. Harlin DeWayne Hale is the case judge. The Debtors tapped DLA Piper LLP (US) as bankruptcy counsel; Houlihan Lokey as investment banker; Crowe Horwath LLP as financial advisor; Ankura Consulting Group, LLC, as interim management services provider; and Rust Consulting/Omni Bankruptcy as claims agent. The Office of the U.S. Trustee on March 19, 2018, appointed an official committee of unsecured creditors. The Committee tapped Norton Rose Fulbright US LLP as its legal counsel, and CohnReznick LLP as its financial advisor. 8800 LLC: Seeks April 18 Exclusive Plan Filing Period Extension --------------------------------------------------------------- 8800 LLC requests the U.S. Bankruptcy Court for the Central District of California to further extend the exclusivity periods for the Debtor to file a plan of reorganization and obtain acceptances thereof, for ninety days to April 18, 2019 and June 17, 2019, respectively. Sometime in November 2017, the Debtor was engaged in discussions with a potential partner on a proposal for the Potential Partner to provide the Debtor with the necessary capital to maintain and improve operations. However, while discussions between the Debtor and the Potential Partner were pending, a Potential Purchaser offered to purchase the Debtor's business and take assignment of the Leases for, among other things, approximately $1,000,000. As a result, the Debtor entered into a tentative purchase agreement with the Potential Purchaser, and submitted the request for assignment of the Lease to the Landlord. Throughout this period, the Landlord was apprised of the developments and was supportive of the Debtor's efforts. Unexpectedly, in April 2018 -- before all of the required documents were submitted to the Landlord for it to consider the assignment request pursuant to the Lease, and before the conditions precedent to the Recapture Provision under the Lease were satisfied -- the Landlord notified the Debtor that it would improperly and prematurely invoke the Recapture Provision and terminate the Lease. The Landlord's decision to improperly invoke the Recapture Provision caused the Potential Purchaser to terminate its purchase agreement with the Debtor with respect to the Transaction. Thus, the Debtor believes that cause exists to extend its exclusivity periods to file a plan and obtain acceptances thereof for the following reasons: (1) Proposing a plan and disclosure statement at this time would be premature and inefficient since the Debtor's ultimate reorganization structure will be substantially dependent upon the Court's decision on the Debtor's ability to assume the Restaurant Lease, pursuant to which the Debtor operates its business on certain real property located at 8800 Sunset Boulevard, West Hollywood, California. (2) Moreover, because the claims bar date of Jan. 4, 2019 set by the Court has not yet passed, any plan and disclosure statement filed now would undoubtedly have to be amended or modified after the Claims Bar Date has passed. Such amendments will likely lead to additional administrative costs and delays in the plan confirmation process. (3) The Debtor has properly administered its case. The Debtor seeks an extension of its plan exclusivity periods primarily for the purpose of obtaining a decision from the Court regarding its ability to assume the Lease prior to proposing a plan. (4) The Debtor remains compliant with all requirements and obligations of a chapter 11 debtor-in-possession, including compliance with requirements of the Office of the U.S. Trustee, and other post-petition obligations. The Debtor is requesting an extension in good faith for the purpose of designating an appropriate exit strategy once an accurate purview of this case as a whole is established. About 8800 LLC 8800 LLC is a privately held company whose principal assets are located at 8800 Sunset Blvd. West Hollywood, CA 90069. 8800 LLC filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 18-17263) on June 22, 2018. In the petition signed by Alan Nathan, managing member, the Debtor estimated assets and liabilities at $1 million to $10 million. The case is assigned to Judge Robert N. Kwan. The Debtor is represented by lawyers at Levene, Neale, Bender, Yoo & Brill L.L.P. A & K ENERGY: Jan. 25 Plan Confirmation Hearing ----------------------------------------------- The Disclosure Statement explaining A & K Energy Conservation, Inc.'s second amended plan is conditionally approved. The Court will conduct a hearing on confirmation of the Second Amended Plan, including timely filed objections to confirmation, objections to the Disclosure Statement, on January 25, 2019, at 9:30 a.m. Parties in interest shall submit to the Clerk's office their written ballot accepting or rejecting the Plan no later than eight (8) days before the date of the Confirmation Hearing. Objections to confirmation shall be filed with the Court and served on no later than seven (7) days before the date of the Confirmation Hearing. The Plan Proponent shall file a ballot tabulation no later than 96 hours prior to the time set for the Confirmation Hearing. A copy of the Plan Projections for the Second Amended Plan is available at https://tinyurl.com/ycj8yhgo from PacerMonitor.com at no charge. About A & K Energy A&K Energy Conservation, Inc. -- http://www.akenergy.com/-- offers customized lighting solutions and energy management services, including energy audits, lighting retrofits, rebate processing, and more. A & K Energy Conservation filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 17-03318) on April 19, 2017. In the petition signed by CRO William Maloney, the Debtor estimated assets and liabilities between $1 million and $10 million. The Hon. Catherine Peek McEwen oversees the case. Amy Denton Harris, Esq., and Mark F. Robens, Esq., at Stichter, Riedel, Blain & Postler, P.A., serve as the Debtors counsel. The Debtor also hired Bill Maloney of Bill Maloney Consulting, as chief restructuring officer; and Wells Houser & Schatzel, P.A., as certified public accountant. ABILITY INC: Significant Revenue Drop Casts Going Concern Doubt --------------------------------------------------------------- Ability Inc. filed with the U.S. Securities and Exchange Commission its Form 6-K report, disclosing a net loss of $2,343,000 on $25,000 of net revenue for the three months ended September 30, 2018, compared to a net loss of $3,032,000 on $197,000 of net revenue for the three months ended in 2017. For the nine months ended September 30, 2018, the Company had net loss of $8,038,000 on $437,000 of net revenue, compared to a net loss of $9,145,000 on $1,029,000 of net revenue for the same period in 2017. Due to a significant decline in revenues and an increase in legal and professional services fees, the Company suffered losses from operations, and the Company has an accumulated deficit that, among other reasons, raises substantial doubt about the Company's ability to continue as a going concern. The Company's independent registered public accounting firm, in its report on the Company's audited consolidated financial statements for the year ended December 31, 2017 expressed substantial doubt about its ability to continue as a going concern. The Company's ability to continue as a going concern is dependent upon, among other things, cash flow from customers for ongoing projects, increase in sales, the Company's controlling shareholders' financial support of the Company, a decrease in litigation costs, the Company's ability to remain listed on the Nasdaq Capital Market and favorable resolution of the pending lawsuits and SEC investigation. The Company's balance sheet at September 30, 2018, showed total assets of $19,274,000, total liabilities of $23,736,000, and a total stockholders' deficit of $4,625,000. A copy of the Form 6-K is available at: https://is.gd/7PYGvt Based in Tel Aviv, Israel, Ability Inc. is a holding company operating through its wholly-owned subsidiaries, Ability and ASM, which provide advanced interception, geolocation and cyber intelligence products and solutions that serve the needs and increasing challenges of security and intelligence agencies, military forces, law enforcement agencies and homeland security agencies worldwide. ACCOMAC INN: Taps Stambaugh Ness as Accountant ---------------------------------------------- Accomac Inn, Inc., received approval from the U.S. Bankruptcy Court for the Middle District of Pennsylvania to hire Stambaugh Ness, Inc., as its accountant. The firm will assist the Debtor in the preparation of tax returns and will provide other accounting services related to its Chapter 11 case. Stambaugh's hourly rates range from $90 to $275. The firm is "disinterested" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Stephen J. Lighty Stambaugh Ness, Inc. 2600 Eastern Blvd. York, PA 17402 About Accomac Inn Accomac Inn, Inc., owns a restaurant and catering business in York, Pennsylvania. It operates The Accomac, a restaurant offering upscale American fare, tasting menu & cocktails. Accomac Inn sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 18-04852) on Nov. 19, 2018. At the time of the filing, the Debtor disclosed $1,000,282 in assets and $4,484,690 in liabilities. The case has been assigned to Judge Henry W. Van Eck. The Debtor tapped CGA Law Firm as its legal counsel; Rock Commercial Real Estate, LLC as realtor; and Candace Montgomery as bookkeeper. ACRO BIOMEDICAL: Prager Metis CPAs LLC Raises Going Concern Doubt ----------------------------------------------------------------- Acro Biomedical Co., Ltd., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net income of $419,660 on $8,014,500 of net revenue for the year ended September 30, 2018, compared to a net loss of $2,248 on $510,000 of net revenue for the year ended in 2017. The audit report of Prager Metis CPAs, LLC stated that for the year ended September 30, 2018, the Company has limited cash and negative cash flows from its operations. These circumstances, among others, raise substantial doubt about the Company's ability to continue as a going concern. For the year ended September 30, 2017, MaloneBailey, LLP, states that the Company has suffered recurring losses from operations and has negative operating cash flows that raises substantial doubt about its ability to continue as a going concern. The Company's balance sheet at September 30, 2018 showed total assets of $1,482,829, total liabilities of $240,675, and a total stockholders' equity of $1,242,154. A copy of the Form 10-K is available at: https://is.gd/fDRyyU Acro Biomedical Co., Ltd., a development stage company, intends to develop and market nutritional products. It also sells cordycepin and cordyceps powder. The Company was formerly known as Killer Waves Hawaii, Inc. and changed its name to Acro Biomedical Co., Ltd. in January 2017. Acro Biomedical Co., Ltd. was founded in 2014 and is based in Fishers, Indiana. ADVANCED SPORTS: Bankr. Administrator Directed to Appoint CPO ------------------------------------------------------------- Judge Benjamin A. Kahn of the U.S. Bankruptcy Court for the Middle District of North Carolina requested the U.S. Bankruptcy Administrator to appoint a consumer privacy ombudsman for Advanced Sports Enterprises, Inc. pursuant to 11 U.S.C. Section 332 of the Bankruptcy Code. About Advanced Sports Enterprises Advanced Sports Enterprises, Inc., designs, manufactures and sells bicycles and related goods and accessories. Advanced Sports, Inc., is a wholesale seller of bicycles and accessories. ASI owns the following bicycle brands and is responsible for their design manufacture and worldwide distributions: Fuji, Kestrel, SE Bikes, Breezer, and Tuesday. Performance Direct, Inc., designs, manufactures and sells bicycles and related goods and accessories and operates a national distribution of these goods under the Performance Bicycle brand through an internet website business via the URL http://www.performancebike.com/ Bitech, Inc., operates 104 retail stores across 20 states under the Performance Bicycle brand related to the sale of bicycles and elated good and accessories. The businesses of Performance and Bitech operate in conjunction with each other and they share a number of services and a distribution warehouse. Nashbar Direct, Inc., designs, manufactures and sells bicycles and related goods and accessories under the Bike Nashbar brand through an internet website business via the URL http://www.bikenashbar.com/ The businesses of Nashbar also operate in conjunction with Performance and share services and a distribution warehouse. Advanced Sports Enterprises and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C. Lead Case No. 18-80856) on Nov. 16, 2018. Advanced Sports Enterprises estimated assets of $1 million to $10 million and liabilities of $10 million to $50 million while Advanced Sports, Inc., estimated assets of $100 million to $500 million and liabilities of $50 million to $100 million. The Hon. Benjamin A. Kahn is the case judge. The Debtors tapped Northen Blue, LLP and Flaster/Greenberg P.C. as their bankruptcy counsel; D.A. Davison & Co. as investment banker; Clear Thinking Group LLC as financial advisor; and Kurtzman Carson Consultants LLC as claims, noticing and balloting agent. William Miller, the bankruptcy administrator for the Middle District of North Carolina, appointed an official committee of unsecured creditors on Nov. 27, 2018. The committee tapped Waldrep LLP and Cooley LLP as its legal counsel, and Province Inc. as its financial advisor. AGILE THERAPEUTICS: Cash Expected to Fund Operations Into Q2 2019 ----------------------------------------------------------------- Agile Therapeutics, Inc. received on Jan. 9, 2019 final meeting minutes from its Dec. 11, 2018 meeting with the U.S. Food and Drug Administration's Division of Bone, Reproductive, and Urologic Products. The Company met with DBRUP to discuss the design of a comparative wear study between Twirla and Xulane as suggested by FDA's Office of New Drugs in its decision on the Company's previously announced formal dispute resolution request. In its meeting with DBRUP, the Company discussed the specific design and success criteria of the comparative wear study, which is intended to demonstrate adequate adhesion via non-inferiority of Twirla to Xulane, the generic version of the previously marketed Ortho Evra contraceptive patch, a product the FDA considers to have acceptable adhesion. After consultation with DBRUP, the Company has initiated a crossover wear study in approximately 80 healthy women with a Body Mass Index of less than 35 kg/m2 who will be randomized to wear either Twirla or Xulane for the first week and then switched to the patch not initially worn for the second week. The overall design of this comparative wear study follows the FDA's guidance with respect to abbreviated new drug applications, entitled Assessing Adhesion With Transdermal and Topical Delivery Systems for ANDAs. "Now that we have completed our discussions with the FDA, we are eager to complete the comparative wear study and resubmit our Twirla new drug application ("NDA"). I can confirm, as we previously stated, that we expect to complete the study in the first quarter of 2019 and to resubmit our NDA in the first half of 2019, which gives us the opportunity to receive approval by the end of 2019," said Al Altomari, Chairman and Chief Executive Officer of Agile Therapeutics, Inc. The FDA has previously informed the Company that in connection with its review of the Twirla NDA, the FDA plans to bring the safety and efficacy of Twirla to an Advisory Committee. The Company also expects that the FDA will conduct a pre-approval inspection of the Company's third-party manufacturer's facility, which must be successfully completed prior to approval. The Company believes that its unaudited cash and cash equivalents as of Dec. 31, 2018, will be sufficient to meet its projected operating requirements into the second quarter of 2019, which will include completion of the comparative wear study. The Company will require additional capital to fund operating needs for the remainder of the second quarter of 2019 and beyond, including among other items, preparation for an anticipated Advisory Committee meeting to discuss safety and efficacy of Twirla, the completion of its commercial plan for Twirla, which primarily includes validation of the commercial manufacturing process and the commercial launch of Twirla, if approved, and advancing the development of its other potential product candidates. About Agile Therapeutics Agile Therapeutics, headquartered in Princeton, New Jersey -- http://www.agiletherapeutics.com/-- is a forward-thinking women's healthcare company dedicated to fulfilling the unmet health needs of today's women. The Company's product candidates are designed to provide women with contraceptive options that offer freedom from taking a daily pill, without committing to a longer-acting method. Its lead product candidate, Twirla, (ethinyl estradiol and levonorgestrel transdermal system), also known as AG200-15, is a once-weekly prescription contraceptive patch that has completed Phase 3 trials. Twirla is based on Agile's proprietary transdermal patch technology, called Skinfusion, which is designed to provide advantages over currently available patches and is intended to optimize patch adhesion and patient wearability. The report from the Company's independent accounting firm Ernst & Young LLP, the Company's auditor since 2010, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company has suffered recurring losses from operations, has experienced delays in the approval of its product candidate and has stated that substantial doubt exists about the Company's ability to continue as a going concern. Agile reported a net loss of $28.30 million in 2017, a net loss of $28.74 million in 2016 and a net loss of $30.33 million in 2015. As of Sept. 30, 2018, Agile Therapeutics had $31.59 million in total assets, $8.41 million in total current liabilities and $23.18 million in total stockholders' equity. ALTICE FRANCE: Bank Debt Trades at 9% Off ----------------------------------------- Participations in a syndicated loan under which Altice France Est [Altice Blue One SAS] is a borrower traded in the secondary market at 93.25 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 1.84 percentage points from the previous week. Altice France pays 275 basis points above LIBOR to borrow under the $900 million facility. The bank loan matures on January 31, 2026. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B+' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. Altice France Est SAS provides cable operator services. The company was incorporated in 2002 and is based in Lampertheim, France. The company operates as a subsidiary of Altice S.A. AMERICAN TIRE: Bank Debt Trades at 19% Off ------------------------------------------ Participations in a syndicated loan under which American Tire Distributors Inc. is a borrower traded in the secondary market at 80.83 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 3.63 percentage points from the previous week. American Tire pays 425 basis points above LIBOR to borrow under the $720 million facility. The bank loan matures on October 1, 2021. Moody's withdrew the rating of the loan and Standard & Poor's gave a 'D' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. ANDREOLA TERRAZZO: Continued Business Operations to Fund Plan ------------------------------------------------------------- Andreola Terrazzo and Restoration, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Texas a disclosure statement in connection with its plan of reorganization dated Dec. 31, 2018. Class 10 Claimants (General Unsecured Creditors of $2,500 or less) are impaired and will be satisfied as follows: All General Unsecured Creditors with Allowed Claims of $2,500 or less or any General Unsecured Creditor of $2,501 or more who elect to be treated as a Class 10 Claimant, will be paid 25% of their Allowed Claim in two equal payments. The first payment 60 days after the Effective Date and the second payment 60 days thereafter. Based upon the Debtor's Schedules the total amount of Class 10 creditors should not exceed $20,000. The Class 10 Creditors are impaired under this Plan. Class 11 Claimants (General Unsecured Creditor of $2,501 or more) are impaired and will be satisfied as follows: All Allowed General Unsecured Creditors with Allowed Claims of $2,5001 or more will receive their pro rata share of 60 monthly payments of $5,000 commencing 90 days after the Effective Date. Based upon the Debtor’s records, the General Unsecured Creditors over $2,501 would expect to receive a total distribution of approximately 20% of their Allowed Class 11 Claim. The Debtor anticipates the use of the cash on hand and the continued operations of the business to fund the Plan. The Debtor has anticipated growth of 5% per year with expenses increases of 3% per year over the life of the Plan. Based upon the operations post-petition and the Debtor's current workload the Debtor believes the Plan to be feasible. A copy of the Disclosure Statement is available at https://is.gd/7FJzya from Pacermonitor.com at no charge. About Andreola Terrazzo & Restoration Andreola Terrazzo & Restoration, Inc. -- http://www.andreolarestoration.com/-- is a family company based in North Texas. It offers custom, commercial terrazzo installations, flooring logos and emblems, concrete polishing and restoration services. Andreola Terrazzo is a member of the National Terrazzo and Mosaic Association and has been in business since 1978. Andreola Terrazzo & Restoration sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 18-31577) on May 4, 2018. In the petition signed by Brock Andreola, president, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Barbara J. Houser presides over the case. ARISTOCRAT LEISURE: Bank Debt Trades at 4% Off ---------------------------------------------- Participations in a syndicated loan under which Aristocrat Leisure Ltd. is a borrower traded in the secondary market at 96.13 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.27 percentage points from the previous week. Aristocrat Leisure pays 175 basis points above LIBOR to borrow under the $2.262 billion facility. The bank loan matures on October 13, 2024. Moody's rates the loan 'Ba1' and Standard & Poor's gave a 'BB+' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. ASIATIQUE THAI: Delays Plan to Continue With Sale Negotiations -------------------------------------------------------------- Asiatique Thai Bistro LLC asks the U.S. Bankruptcy Court for the Western District of Pennsylvania to extend the time to file a Chapter 11 Plan and Disclosure Statement by approximately 90 days until March 5, 2019. Pursuant to the Agreed Scheduling Order, the deadline for the Debtor to file a Chapter 11 Plan and Disclosure expires on Jan. 6, 2019. At the outset of the Chapter 11 proceeding, the Debtor informed the Court and the creditors that a sale was the most likely route for the Debtor to reorganize and for creditors of the estate to be paid. The Debtor continues to negotiate a sale with interested parties and believes that a sale is possible given additional time. The Debtor submits a Chapter 11 Plan may be the best mechanism to pay creditors with sale proceeds depending on the term of a sale. If a Chapter 11 Plan appears to be the best method to deal with distribution of proceeds, the Debtor claims it will need time to get the sale approved by the Court and prepare and Chapter 11 Plan based on the amount of the proceeds once it has a signed sales agreement in place. About Asiatique Thai Bistro Asiatique Thai Bistro LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 18-22783) on July 10, 2018. In the petition signed by Janfong Ling, managing member, the Debtor estimated assets of less than $100,000 and liabilities of less than $500,000. The Debtor tapped Steidl & Steinberg, P.C. as its legal counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. ASPEN MANOR: Delays Plan to Continue Settlement Talks With Belfor ----------------------------------------------------------------- Aspen Manor Condominium Association, Inc., asks the U.S. Bankruptcy Court for the District of New Jersey to extend the exclusive periods for the Debtor to file a Plan and Disclosure Statement to March 18, 2019 and solicit acceptances of a plan to May 17, 2019. Absent the requested extension, the exclusive period of time within which the Debtor must file its Plan of Reorganization will expire on Feb. 7, 2019, and the exclusive period to solicit acceptances of its Plan will expire on April 7, 2019. The Court has entered an Order setting the time by which a Plan and Disclosure Statement must be filed as March 18, 2019. Since the voluntary petition was filed, the Debtor has concentrated on meeting with counsel for Belfor Group USA in an effort to reach a settlement as to Belfor's claim and file a consensual plan. The Debtor believes that settling with Belfor is the crux of its Plan for Reorganization. Settling with Belfor includes negotiations with insurance companies which issued policies covering the Debtor's losses arising from a breach of fiduciary duties of the Debtor's officers as well as losses related to fire damage at the premises. 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. In the petition signed by Leslie C. Scheckman, president, the Debtor estimated less than $500,000 in assets and less than $1 million in debts. The Debtor hired Greenbaum Rowe Smith & Davis LLP, as its attorney; Hill Wallack, LLP, as its special counsel; and Feldman Sablosky Massoni as its accountant. AVANT DIAGNOSTICS: Accumulated Deficit Casts Going Concern Doubt ---------------------------------------------------------------- Avant Diagnostics, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $267,276 on $0 of net revenues for the three months ended December 31, 2017, compared with a net loss of $6,092,969 on $242,021 of net revenues for the same period in 2016. At December 31, 2017, the Company had total assets of $5,146,926, total liabilities of $4,378,747, and $768,179 in total stockholders' equity. Since inception, the Company has financed its operations primarily through equity and debt financing and advances from related parties. As of December 31, 2017, the Company had an accumulated deficit of $31.43 million. During the three months ended December 31, 2017 and 2016, the Company incurred net losses of $267,276 and $6,092,969 respectively, and cash used in operating activities of $29,619 and $501,199, respectively. These conditions raise substantial doubt about the Company's ability to continue as a going concern. A copy of the Form 10-Q is available at: https://is.gd/iW3vAE About Avant Diagnostics Avant Diagnostics, Inc., formerly American Liberty Petroleum Corp., is a medical diagnostic technology company. The Gaithersburg, Md.-based Company focuses on the commercialization of a series of microarray-based diagnostic tests that provide early detection of cancers, neurodegenerative diseases, and other chronic and severe disease states. The Company specializes in large panel biomarker tests. BANTEK INC: Salberg & Company P.A. Raises Going Concern Doubt ------------------------------------------------------------- Bantek, Inc. f/k/a Drone USA, Inc. filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $5,774,867 on $18,389,568 of net sales for the year ended September 30, 2018, compared to a net loss of $7,826,933 on $24,589,761 of net sales for the year ended in 2017. The audit report of Salberg & Company, P.A., states that the Company has a net loss and cash used in operations of $5,774,867 and $794,369, respectively, for the year ended September 30, 2018 and has a working capital deficit, stockholders’ deficit and accumulated deficit of $12,170,117, $9,157,344 and $19,631,292 respectively, at September 30, 2018. The Company is also in default on certain promissory notes. These matters raise substantial doubt about the Company's ability to continue as a going concern. The Company's balance sheet at September 30, 2018 showed total assets of $6,152,938, total liabilities of $15,310,282, and a total stockholders' deficit of $9,157,344. A copy of the Form 10-K is available at: https://is.gd/K5wGYA BANTEK, INC. (f/k/a DRONE USA, INC.), a technology company, focuses on the research, design, development, testing, manufacture, distribution, export, and integration of advanced low altitude unmanned aerial vehicles systems, services, and products. It offers quadcopter and fixed-wing unmanned aerial vehicles to government and commercial markets. The company, through its subsidiary, HowCo Distributing Co., also provides product procurement, distribution, and logistics services to the United States Department of Defense and Defense Logistics Agency. In addition, it provides drone operator training services; and licensed piloted services, such as search and rescue, utility inspection, real estate marketing, construction, engineering, and agriculture. Further, the company offers spare and replacement parts to various federal government agencies, the U.S. military prime contractors, and commercial customers worldwide. The Company is headquartered in Pine Brook, New Jersey. BAUSCH HEALTH: $1.50BB Bank Debt Trades at 4% Off ------------------------------------------------- Participations in a syndicated loan under which Bausch Health Co [fka Valeant Pharmaceuticals International] is a borrower traded in the secondary market at 95.90 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.64 percentage points from the previous week. Bausch Health pays 275 basis points above LIBOR to borrow under the $1.50 billion facility. The bank loan matures on May 17, 2025. Moody's rates the loan 'Ba2' and Standard & Poor's gave a 'BB-' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. BAUSCH HEALTH: $4.565BB Bank Debt Trades at 3% Off -------------------------------------------------- Participations in a syndicated loan under which Bausch Health Co [fka Valeant Pharmaceuticals International] is a borrower traded in the secondary market at 96.52 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 2.09 percentage points from the previous week. Bausch Health pays 300 basis points above LIBOR to borrow under the $4.565 billion facility. The bank loan matures on May 17, 2025. Moody's rates the loan 'Ba2' and Standard & Poor's gave a 'BB-' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. BIG E AUTOMOBILE: Seeks March 15 Exclusive Filing Period Extension ------------------------------------------------------------------ Big E Automobile Rebuild, Inc., requests the U.S. Bankruptcy Court for the Western District of Washington to extend the period within which only the debtor may file a plan of reorganization to March 15, 2019, and the period for acceptance of such plan by impaired classes of claims May 17, 2019. Big E requests additional time to formulate a plan of reorganization and prepare a disclosure statement. Big E continues to make steady progress towards formulation of a plan of reorganization. Specifically, Big E has recast its financial statements to more accurately reflect actual assets and liabilities, and to be consistent with its tax returns. Settlement negotiations with Coastal Community Bank have progressed, and are close to the point of resolution. Additionally, Big E has reached agreement in principle with Finishmaster on the treatment of its claim. Moreover, Big E's equity owner, John Willard, is himself in a Chapter 7. Thus, his equity and his shareholder loan are under the control of his trustee, Mark Waldron. Mr. Willard amended his exemption schedules to exempt his equity, and Mr. Waldron's objection to the amended exemption remains unresolved. Mr. Waldron recently hired counsel to appear on his behalf in Big E's Chapter 11 bankruptcy and counsel has requested and received financial documentation from Big E. Discussions between Big E and Mr. Waldron are still in the very preliminary stages. Big E wishes to provide Mr. Waldron an adequate opportunity to do due diligence with regard to the equity interest in Big E, without at the same time losing the exclusive right to file a plan of reorganization. The Debtor's counsel has discussed the proposed extension of exclusivity with counsel for the major secured creditor, KeyBank. KeyBank is not opposed to extension of the exclusivity period through March 15, 2019. About Big E Automobile Rebuild Based in Burien, Washington, Big E Auto Rebuild, Inc. -- http://www.bigeautorebuild.com/-- offers complete auto body shop and auto paint shop services. It has been family owned and operated since 1970 and provides service to Seattle, West Seattle, Bellevue, Renton, SeaTac, Kent and Federal Way areas from the Burien facility. Big E Automobile Rebuild sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wash. Case No. 18-12732) on July 12, 2018. In the petition signed by John Willard, president, the Debtor disclosed $287,786 in assets and $2,633,442 million in liabilities. Judge Christopher M. Alston presides over the case. Donald A. Bailey, Esq. is the Debtor's counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. BLISPAK ACQUISITION: Seeks to Hire Ast & Schmidt as Legal Counsel ----------------------------------------------------------------- Blispak Acquisition Corp. seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Ast & Schmidt, P.C., as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; assist the Debtor in any potential sale of its assets and in negotiation of financing agreements; prepare a bankruptcy plan; and provide other legal services related to its Chapter 11 case. The firm charges these hourly fees: David Ast $395 Robert Schmidt $395 Robert Schmidt, Esq., at Ast & Schmidt, disclosed in a court filing that the firm and its attorneys are "disinterested" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Robert L. Schmidt, Esq. Ast & Schmidt, P.C. 222 Ridgedale Avenue, 3rd Floor P.O. Box 1309 Morristown, NJ 07962 Phone: 973-828-1461 Fax: 973-984-1478 About Blispak Acquisition Corp. Blispak Acquisition Corp. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 19-10065) on Jan. 2, 2019. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $500,000. BON-TON STORES: To Auction Department Store Properties on Jan. 28 ----------------------------------------------------------------- Real estate advisory and brokerage firm A&G Realty Partners will auction 10 department store properties formerly owned by The Bon-Ton Stores, Inc., on Jan. 28 in New York. All bids for the bankruptcy auction, which centers on fee-owned properties in six states, are due Jan. 25. With stores ranging in size from 45,000 to 165,000 square feet, the available assets include locations in Iowa, Pennsylvania, Michigan, Minnesota, Indiana and Illinois. They were formerly operated under the Bergner's, Herberger's, Carson's, Younkers, Elder-Beerman and Bon-Ton banners. The bankruptcy auction will begin at 10:00 a.m. on Jan. 28 at the New York offices of sellers' counsel Jones Day LLP, 250 Vesey St., New York, N.Y. 10281. Available at auction are three properties located in the new Qualified Opportunity Zones created by the Tax Cut and Jobs Act of 2017, noted Emilio Amendola, Co-President of A&G Realty Partners, which is headquartered in Melville, N.Y. "We're seeing massive interest in these incentives among high-net-worth investors and diverse real estate funds alike," he said. "They offer capital gains tax reductions of as high as 15 percent, and holding for a full 10 years can yield a capital gains tax deduction of 100 percent. On top of that, many Opportunity Zones nationwide are in gentrifying areas with strong growth potential." The three formerly fee-owned Bon-Ton assets located within opportunity zones are: The Younkers at Coral Ridge Mall in Coralville, Iowa (98,458 sq. ft., one-story, 9.1-acre lot). Located in the Iowa City market, one mile from the I-80/I-380 interchange, this Brookfield property draws from the 80,000-plus students and employees at the University of Iowa. "In addition to a mix of traditional and big-box retailers, the mall's ability to pull from outside its trade area is enhanced by an ice arena and 10-screen cinema," said Michael Jerbich, a Chicago-based Principal at A&G. The Herberger's in downtown St. Cloud, Minn. (93,900 sq. ft., two stories, 1.33-acre lot). "The second floor of this income-producing building already has a Capital One facility with a long-term lease," noted Mr. Jerbich. "Finding a new use for this space is a top priority for St. Cloud economic development officials, which highlights the potential for public-private collaboration." The Herberger's at Midway Marketplace in St. Paul, Minn.(124,136 sq. ft., two stories, 6.65-acre lot). "This property has light rail directly behind it and is a quarter mile from the $250 million Allianz Field soccer stadium now under development," Mr. Jerbich noted. "The consensus in the market is that Midway represents a tremendous redevelopment opportunity." The other former Bon-Ton assets available at auction are: The Younkers at Merle Hay Mall in Des Moines, Iowa (165,000 sq. ft., two stories, 7.81-acre lot). According to press reports, Polk County extended a low-interest, long-term loan to help redevelop the center -- whose destinations now include Target, Kohl's and Flix Brewhouse. The mall is also said to be working with Des Moines and Urbandale (the two municipalities it straddles) on other public incentives. The Carson's at Spring Hill Mall in Dundee Township, Ill. (128,000 sq. ft., two stories, 8.76-acre lot). Mr. Jerbich noted that the mall, owned by Rouse Properties, is now in the midst of a $40 million renovation. The Bergner's at White Oaks Mall in Springfield, Ill.(125,000 sq. ft., two stories, 1.2-acre lot). "This Simon-owned mall continues to be the cornerstone of the Springfield economy," Mr. Jerbich said. "This is a space with great potential for traffic-driving, alternative reuse." The Elder-Beerman in Downtown Richmond, Ind. (100,000 sq. ft., two stories, 1.5-acre lot, freestanding). "Local officials in Richmond are reportedly in preliminary talks about a comprehensive downtown revitalization plan, and the idea has been floated of turning this former store into a conference center," Mr. Jerbich said. "The building is next to a large city-owned parking lot and right across from the city parking garage." The Younkers at River Towne Crossings in Grandville, Mich. (150,081 sq. ft., two stories, 9.94-acre lot). "River Towne is a popular destination in the Grand Rapids area thanks to a diverse mix that includes Macy's, JCPenney, Kohl's, a 20-screen cinema, a variety of higher-end specialty retailers, seven sit-down restaurants, a children's play area and an antique-style carousel," Mr. Jerbich noted. The Younkers at The Lakes Mall in Muskegon, Mich. (106,131 sq. ft., one story, 9.7-acre lot). "The majority of local residents are reportedly in favor of a $180 million casino that's been proposed for this area," Mr. Jerbich said. "That addition could really boost the local economy and benefit The Lakes Mall in the process." The Bon-Ton at Lewistown Mall in Lewistown, Penn. (46,660 sq. ft., one story, 0.83-acre lot, freestanding). "Downtown Lewistown has seen a resurgence of young entrepreneurs opening businesses," Mr. Jerbich said. "Local officials are committed to finding alternate uses for this space." In May 2018, A&G was retained to dispose all real estate assets of The Bon-Ton Stores, Inc., on behalf of a joint venture between Great American Group, LLC (a subsidiary of B. Riley Financial, Inc.), Tiger Capital Group, LLC and Bon-Ton's Second Lien Noteholders. The assets included seven ground leases, 194 leased locations and 23 fee-owned properties. "To date, 13 fee-owned and seven leased properties have been successfully sold to storage users, developers/investors, fitness centers, a casino, home furnishings retailers, and healthcare users, to name a few," Mr. Jerbich said. "The large-format spaces on auction here are rife for reinvention and repurposing, and the sale also represents a tremendous opportunity for market penetration in these areas." For information on tours of specific properties, visit AGRealtyPartners.com. To submit bids and/or request additional information, contact: Michael Jerbich (Michael@AGRealtyPartners.com); Jim Terrell (Jim@AGRealtyPartners.com); Chris Draper (cdraper@AGRealtyPartners.com), or Emilio Amendola (Emilio@AGRealtyPartners.com) The main number for A&G Realty Partners' Chicago office is (312) 454-4522. About The Bon-Ton Stores The Bon-Ton Stores, Inc. (OTCQX: BONT) -- http://www.bonton.com/-- with corporate headquarters in York, Pennsylvania and Milwaukee, Wisconsin, operates 250 stores, which includes nine furniture galleries, in 23 states in the Northeast, Midwest and upper Great Plains under the Bon-Ton, Bergner's, Boston Store, Carson's, Elder-Beerman, Herberger's and Younkers nameplates. The stores offer a broad assortment of national and private brand fashion apparel and accessories for women, men and children, as well as cosmetics and home furnishings. The Bon-Ton Stores, Inc., and nine affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-10248) on Feb. 4, 2018. In the petitions signed by Executive Vice President and CFO MichaelCulhane, Bon-Ton Stores disclosed total assets at $1.58 billion and total debt at $1.74 billion. The Bon-Ton Stores tapped Paul, Weiss, Rifkind, Wharton & Garrison LLP as counsel; Young Conaway Stargatt & Taylor, LLP as co-counsel; Joseph A. Malfitano, PLLC, as special counsel; PJT Partners LP as investment banker; AlixPartners LLP as restructuring advisor and AP Services, LLC as financial advisor; and A&G Realty Partners LLC, as real estate advisor; and Prime Clerk LLC, as administrative advisor. Andrew R. Vara, Acting U.S. Trustee for Region 3, on Feb. 15, 2018, appointed seven creditors to serve on the official committee of unsecured creditors in the Chapter 11 case. Counsel for the creditors' committee are Jeffrey N. Pomerantz, Esq., Robert J. Feinstein, Esq., and Bradford J. Sandler, Esq., at Pachulski Stang Ziehl & Jones LLP. An investor group comprised of DW Partners, LP, Namdar Realty Group and Washington Prime Group, Inc., primarily as secured mortgage lender; and AM Retail Group, Inc., who submitted a going concern bid for the Debtors' assets, are represented by John Lyons, Esq., at DLA Piper LLP (US). Co-Counsel to the Ad Hoc Second Lien Noteholder Group are Norman L. Pernick, Esq., J. Kate Stickles, Esq., and Katherine M. Devanney, Esq., at Cole Schotz, P.C.; and Sidney P. Levinson, Esq., Genna L. Ghaul, Esq., Charles S. Wittmann-Todd, Esq., Bruce Bennett, Esq., and Joshua M. Mester, Esq., at Jones Day. Co-Counsel to the DIP Tranche A-1 Documentation Agent, Crystal Financial LLC, are Mark D. Collins, Esq., and Joseph Charles Barsalona II, Esq., at Richards, Layton & Finger, P.A.; and Matthew P. Ward, Esq., at Womble Bond Dickinson (US) LLP; and Jonathan D. Marwill, Esq., and John Ventola, Esq., at Choate Hall & Stewart LLP. Co-Counsel to the Administrative Agent, Bank of America, N.A., are Julia Frost-Davies, Esq., Robert A.J. Barry, Esq., and Amelia C. Joyner, Esq., at Morgan, Lewis & Bockius LLP. Co-Counsel to the Second Lien Trustee, Wells Fargo Bank, N.A. As indenture trustee and collateral agent for the Debtor's 8.00% Second Lien Senior Secured Notes Due 2021, are Emily Kathryn Devan, Esq., and Luke A. Sizemore, Esq., at Reed Smith LLP. BONA FIDE VENTURES: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Bona Fide Ventures LLC 27760 Palos Verdes Drive East Rancho Palos Verdes, CA 90275 Business Description: Bona Fide Ventures, LLC is a privately held company in Rancho Palos Verdes California. Chapter 11 Petition Date: January 9, 2019 Court: United States Bankruptcy Court Central District of California (Los Angeles) Case No.: 19-10237 Judge: Hon. Robert N. Kwan Debtor's Counsel: Matthew D. Resnik, Esq. RESNIK HAYES MORADI, LLP 510 W. 6th St, Suite 1220 Los Angeles, CA 90014 Tel: (213) 572-0800 Fax: (213) 572-0860 E-mail: matt@rhmfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Gustavo Gutierrez, managing member. The Debtor stated it has no unsecured creditors. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/cacb19-10237.pdf BRITLIND OIL: Seeks to Hire McGowen & Fowler as Special Counsel --------------------------------------------------------------- Britlind Oil, LLC, seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire McGowen & Fowler, PLLC as special litigation counsel. The firm will represent the Debtor in litigation against Olympia Minerals Leasing, LLC concerning the determination of ownership of its principal asset in Louisiana. Gerald Fowler, Esq., and James McGowen, Esq., the attorneys who will be representing the Debtor, will each charge an hourly fee of $425. Mr. Fowler disclosed in a court filing that his firm does not represent any interest adverse to the Debtor's bankruptcy estate. McGowen can be reached through: Gerald Fowler, Esq. McGowen & Fowler, PLLC 8588 Katy Freeway, Suite 226 Houston, TX 77024 Phone: 713-722-7500 Fax: 713-722-9675 Email: gff@mcgowenfowler.com About Britlind Oil Britlind Oil, LLC, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Tex. Case No. 18-33693) on Nov. 7, 2018, disclosing less than $1 million in assets and liabilities. The Debtor is represented by Eric A. Liepins, Esq., at Eric A. Liepins, P.C. CARESTREAM HEALTH: S&P Affirms 'B' ICR, Outlook Negative -------------------------------------------------------- S&P Global Ratings affirms its 'B' issuer credit rating on Carestream Health Inc. and its 'B' and 'B-' issue-level ratings on the company's first- and second-lien credit facilities, respectively, and removing the ratings from CreditWatch. S&P's also maintaining its '3' and '5' recovery ratings on the company's first- and second-lien debt post amendment, respectively, reflecting meaningful (50%-70%; rounded estimate: 60%) recovery on the first-lien debt and modest (10%-20%; rounded estimate: 20%) recovery on the second-lien debt in the event of a payment default. S&P said, "Our rating action follows the company's recent credit amendment, which resolves near-term maturity pressures. It also reflects our view that the company will be able to offset the impact of tariffs to be imposed on the company's film imports to China through its comprehensive cost optimization and restructuring plan. This will result in the company's adjusted leverage being sustained below 5x in 2019 and improving to mid-4x in 2020. "The negative outlook reflects our assessment of near-term execution risks including the potential for disruptions to the business as the company concurrently engages in multiple operational changes, combined with the continued headwinds to an improvement in profitability, as well as the company's need to continue to work toward a refinancing through February 2020." CEL-SCI CORP: BDO USA LLP Raises Going Concern Doubt ---------------------------------------------------- CEL-SCI Corporation filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $31,837,205 on $476,556 of grant income for the year ended September 30, 2018, compared to a net loss of $14,363,287 on $0 of net revenue for the year ended in 2017. The audit report of BDO USA, LLP states that the Company has suffered recurring losses from operations and expects to incur substantial losses for the foreseeable future raising substantial doubt about its ability to continue as a going concern. The Company's balance sheet at September 30, 2018, showed total assets of $29,586,422, total liabilities of $29,585,506, and a total stockholders' equity of $916. A copy of the Form 10-K is available at: https://is.gd/YjSMHd The Vienna, Virginia-based CEL-SCI Corporation is engaged in the research and development at developing the treatment of cancer and other diseases by using the immune system. The Company is focused on activating the immune system to fight cancer and infectious diseases. It operates through the segment of research and development of certain drugs and vaccines. It is focused on the development of Multikine (Leukocyte Interleukin, Injection), an investigational immunotherapy under development for treatment of certain head and neck cancers, and anal warts or cervical dysplasia in human immunodeficiency virus and human papillomavirus co-infected patients and Ligand Epitope Antigen Presentation System (L.E.A.P.S.) technology, with over two investigational therapies, LEAPS-H1N1-DC, a product candidate under development for treatment of pandemic influenza in hospitalized patients, and CEL-2000 and CEL-4000, vaccine product candidates under development for treatment of rheumatoid arthritis. CENTERSTONE LINEN: Seeks OK on $1.58-Mil Loan, Use Cash Collateral ------------------------------------------------------------------ Centerstone Linen Services, LLC, and its affiliates ask the U.S. Bankruptcy Court for the Northern District of New York to allow them to obtain postpetition financing on a senior secured, superpriority basis and use cash collateral in the ordinary course of its business. Pursuant to the DIP Credit Agreement, HSBC Bank, as the DIP Agent has agreed to a Maximum Revolving Advance Amount of $1,580,000, subject to a provision that the amount of Prepetition Obligations and Obligations under the DIP Facility will never exceed, in the aggregate, $23,457,995. From the Maximum Revolving Advance Amount, $1,080,000 will be used to convert all letters of credit issued by any Prepetition Secured Parties under the Prepetition Loan Documents to letters of credit under the DIP Documents and up to $500,000 will be available in the form of Revolving Advances to fund the Debtors' working capital needs. The DIP Facility has a Maturity Date of March 29, 2019. The DIP Facility contemplates a Revolving Interest Rate calculated based upon either (a) a variable Base Rate plus 4.00%, with respect to Domestic Rate Loans and (b) the sum of the Eurodollar Rate plus 6.25%, with respect to Eurodollar Rate Loans. An additional 5% Default Rate applies after the occurrence of an Event of Default. The Debtors' obligations under the DIP Facility will be secured by: (1) A DIP Superpriority Claim in the Cases and any Successor Cases for all of the Obligations with priority over any and all administrative expense claims and unsecured claims of any entity against the Debtors or their estates, including, without limitation, the pre-petition claims and adequate protection claims of the Existing Agent on behalf of the Existing Lenders; (2) An automatically perfected, valid, enforceable, unavoidable, and first-priority security interest and Lien on all Collateral and assets of the Borrowers and the other Loan Parties of any kind (including, subject to the entry of the Final Order, the proceeds of Avoidance Actions), whether now existing or hereafter acquired that is not subject to a valid, perfected, and non-avoidable lien in existence on the Petition Date, which firstpriority liens and security interests will be perfected without necessity of the execution or filing of mortgages, security agreements, pledge agreements, financing statements or other agreements or documents, subject only to the Carve-Out; (3) An automatically valid, enforceable, unavoidable and perfected Lien on all Collateral and assets of the Borrowers and the other Loan Parties as more fully described herein which will be junior in priority and subject to (a) unavoidable valid and perfected Liens in existence at the time of the commencement of the Cases, including Permitted Encumbrances, other than with respect to the Primed Liens, (b) unavoidable valid Liens in existence at the time of such commencement that are perfected subsequent to such commencement as permitted by Section 546(b) of the Bankruptcy Code, and (c) the Carve-Out; and (4) an automatically perfected, first priority, valid, enforceable, unavoidable and, senior, priming Lien on all Existing Collateral securing obligations under the Existing Loan Agreement and any Liens that are junior to such Liens, all of which existing Liens (the "Primed Liens") will be primed by and made subject and subordinate to the perfected firstpriority senior Liens to be granted to the Agent, which senior priming Liens in favor of the Agent will also prime any Liens arising after the commencement of the Cases to provide adequate protection in respect of any Primed Liens, subject only to the Carve-Out. Debtor Centerstone Linen Services, LLC, as prepetition borrowing agent, Atlas Health Care Linen Services, Co., LLC, Alliance Laundry & Textile Service of Atlanta, LLC, Alliance LTS Winchester, LLC, and Alliance Laundry & Textile Service, LLC, as the prepetition borrowers, the Financial Institutions from time to time party thereto, and HSBC Bank, as administrative agent and collateral agent for the Prepetition Lenders are parties to that certain Prepetition Loan Agreement which includes two term loans in the aggregate amount of $6.189 million and an equipment loan in the amount of $6 million. As of the Petition Date, approximately $21,877,995 was outstanding under the Prepetition Facility, plus letters of credit in the approximate stated amount of not less than approximately $1,080,000, plus interest accrued and accruing at the rates set forth in the Prepetition Loan Documents. The Prepetition Obligations are secured by first priority security interests and liens on the Debtors' Receivables, Equipment, General Intangibles, Inventory, Investment Property, Leasehold Interests, Commercial Tort Causes plus additional property set forth in the definition of “Collateral” in the Prepetition Loan Agreement The Debtors submit that: (a) HSBC Bank, as the Existing Prepetition Agent for the Prepetition Lenders under the Prepetition Loan Agreement is the only party with an interest in the Cash Collateral; (b) Proceeds of Advances and any Cash Collateral may be used only for (i) working capital purposes of the Debtors from and after the Closing Date, (ii) current interest and fees due to the Agent and the Lenders pursuant to the terms of this Agreement, (iii) payment of adequate protection payments to the Existing Agent and the Existing Lenders, and (iv) the allowed administrative costs and expenses of the Cases, in each case, solely in accordance with the Budget; (d) as adequate protection for the use of Cash Collateral, the Debtors propose to provide the Prepetition Secured Parties with replacement liens, a superpriority claim, and adequate protection payments and to achieve certain sale related milestones, all as set forth in more detail in paragraph 14(a)-(e) of the proposed Interim DIP Order. (e) The Carve-Out applies to (i) all U.S. Trustee fees and fees payable to the Clerk of the Court, (ii) all reasonable fees and expenses up to $30,000 incurred by a trustee under section 726(6) of the Bankruptcy Code, (iii) all Allowed Professional Fees incurred at any time before or on the first business day following the delivery of a Carve-Out Trigger Notice, and (iv) Allowed Professional Fees of Estate Professionals in an aggregate amount not to exceed $50,000, incurred after the first business day following delivery by the DIP Agent of the Carve-Out Trigger Notice, to the extent allowed at any time. A full-text copy of the Debtors' Motion is available at http://bankrupt.com/misc/nynb18-31754-11.pdf About Clarus Linen Systems Atlas Health Care Linen Services Co., LLC, Alliance Laundry & Textile Service, LLC and two other entities, all doing business as Clarus Linen Systems -- http://www.claruslinens.com/-- provide linen rental and commercial laundry services to the healthcare industry, primarily supplying scrubs, sheets, towels, blankets, patient apparel and other linen products to hospitals and healthcare clinics via long-term contacts. Atlas and Alliance currently operate five production facilities in three states (Atlas operates two facilities in New York and Alliance operates two facilities in Georgia and one in South Carolina) that provide daily pick-ups and deliveries to their customers. Centerstone Linen Services, LLC, is the corporate parent of four subsidiary corporations and provides back-office and administrative support to them. Centerstone Linen Services and its four subsidiaries filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D.N.Y. Lead Case No. 18-31754) in Syracuse, New York on Dec. 19, 2018. In the petitions signed by CEO John Giardino, Atlas Health estimated $10 million to $50 million in assets and liabilities of the same range as of the bankruptcy filing. Centerstone Linen estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. Bond, Schoeneck & King, PLLC, is the Debtor's counsel. CIPHERLOC CORP: dbbmckennon Raises Going Concern Doubt ------------------------------------------------------ Cipherloc Corporation filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $4,420,783 on $316,248 of net revenue for the year ended September 30, 2018, compared to a net loss of $4,421,161 on $467,274 of net revenue for the year ended in 2017. The audit report of dbbmckennon states that the Company has incurred losses and had a working capital deficit as of September 30, 2017. Those factors raised substantial doubt about the Company’s ability to continue as a going concern. The Form 10-K also disclosed that the Company may incur additional losses for the foreseeable future. As of September 30, 2017, the Company required capital to fund losses and repay indebtedness, which raised substantial doubt about the Company’s ability to continue as a going concern. The Company's balance sheet at September 30, 2018, showed total assets of $14,088,614, total liabilities of $124,532, and a total stockholders' equity of $13,964,082. A copy of the Form 10-K is available at: https://is.gd/uoz6Fz Based in Buda, Texas, Cipherloc Corporation is a data security solutions company developing a highly innovative, polymorphic encryption technology designed to enable an iron-clad layer of protection to be added to existing solutions. The Company plans to introduce an innovative and revolutionary new type of encryption technology with five international patents and four US patents. The Company was incorporated in Texas on June 22, 1953 as American Mortgage Company, and changed its name to Cipherloc Corporation effective March 23, 2015. COMMUNICATIONS SALES: Bank Debt Trades at 9% Off ------------------------------------------------ Participations in a syndicated loan under which Communications Sales & Leasing Inc. is a borrower traded in the secondary market at 91.13 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.96 percentage points from the previous week. Communications Sales pays 275 basis points above LIBOR to borrow under the $2.107 billion facility. The bank loan matures on October 24, 2022. Moody's rates the loan 'B3' and Standard & Poor's gave a 'B-' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. CORRIDOR MEDICAL: Judge Signs Agreed Final Cash Collateral Order ---------------------------------------------------------------- The Hon. H. Christopher Mott of the U.S. Bankruptcy Court for the Western District of Texas has signed agreed final order authorizing Corridor Medical Services, Inc., Correctional Imaging Services, LLC, CMMS Lab, LLC to use cash collateral in which security interests and liens are claimed by Pioneer Bank, SSB. As of the Petition Date, Pioneer Bank has a valid and allowed claim against Corridor Medical Services Inc. in at least the amount of $2,205,667, against Correctional Imaging Services, LLC in at least the amount of $1,187,741, and against CMMS Lab, LLC in at least the amount of $1,187,741. Pioneer Bank has a first and prior security interest in substantially all assets of the Debtors including, securing repayment of (a) a Note in the original principal amount of $1,339,000 payable by each of the Debtors; (b) a Promissory Note executed by Corridor Medical Services, Inc. in the original principal amount of $1,000,000; (c) a promissory note executed by Corridor Medical Services, Inc. payable in the original principal amount of $131,139; and (d) all other obligations of Debtors to Pioneer Bank. In addition, Pioneer Bank holds a lien and security interest on cash deposited in Debtors' accounts with Pioneer Bank in the aggregate amount of $79,652, as of the Petition Date. The Debtors stipulate and agree that as Dec. 17, 2018, they have used $766,659 of Pioneer Bank's Cash Collateral. The operating expenses proposed to be paid by the Debtors as set forth on the Budget are expressly subject to available funds on deposit. The Debtors are allowed expenditures variance of up to 10% from the line items estimated in the Budget, so long as total disbursements and accruals do not exceed, the amounts set forth in the Budget plus 5% variance without the written consent of Pioneer Bank. The Debtors will maintain all Debtor-In-Possession accounts with Horizon Bank, or a financial institution acceptable to Pioneer Bank and approved by the United States Trustee. The Debtors will provide Pioneer Bank by the 10th day of each month, beginning Jan. 10, 2019, an updated listing of all accounts receivable with aging information for each account and account debtor. Additionally, Debtors will provide Pioneer Bank or its representatives with access to the Debtors' books and records on two business days' prior notice to counsel for Debtors. Pioneer Bank is granted a replacement lien on all deposit accounts and all monies deposited therein, which lien will secure Debtors’ Adequate Protection Obligations. In addition, the Debtors are authorized to pay the Ombudsman appointed in these cases up to $25,000 subject to allowance and further order of the Bankruptcy Court. Likewise, debtor CMMS Lab, is authorized and directed to immediately pay Rajabi from cash collateral for post-petition rent under the CMMS Lab's lease with Rajabi, LLC including the rent that became due on Dec. 1, 2018 and each month thereafter until the Rajabi Lease is rejected or otherwise agreed to by Rajabi. A full-text copy of the Agreed Final Order is available at http://bankrupt.com/misc/txwb18-11569-75.pdf About Corridor Medical Services Corridor Medical Services, Inc., provides mobile imaging and laboratory diagnostic services. It offers digital x-ray, ultrasound, EKG, and lab services to nursing homes, hospice centers, assisted living facilities, clinics, surgery centers, home-bound patients, and any place with patients who are restricted to travel. Corridor Medical Services and its affiliates Correctional Imaging Services, LLC and CMMS Lab LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case Nos. 18-11569 to 18-11571) on Nov. 30, 2018. Corridor Medical Services estimated up to $50,000 in assets and $10 million to $50 million in liabilities as of the bankruptcy filing. The cases have been assigned to Judge Tony M. Davis. Barron & Newburger, PC, is the Debtors' counsel. Unique Strategies Group, Inc., serves as its financial advisor. CORRIDOR MEDICAL: Seeks to Hire Farias Jett as Accountant --------------------------------------------------------- Corridor Medical Services, LLC, seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to hire Farias, Jett & Company as its accountant. The services to be provided by the firm include preparing all year-end tax returns; overseeing internal and external account, financial and tax functions; and performing bookkeeping and accounting support services. Farias charges these fees: * Expert Witness Fee $475/hour * Standby fee for arbitration $0/day and/or court appearance * Arbitration/Court appearance $750/day minimum * Robert H. Farias, CPA $475/hour (Consulting, management, tax, accounting, advisory, valuation service * Professional Staff $125 – $275/hour * Bookkeeper, training services $75 - $125/hour * Staff accountant $95 - $185/hour * Programming/System design and $175 - $275/hour analysis services * Other staff including clerical $65 - $85/hour and data processing services Farias is "disinterested" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Robert Farias Farias, Jett & Company 659 W. Woodbury Road Altadena, CA 91001 Phone: (626) 696-1080 Fax: (626) 529-5040 Email: Info@FariasJett.com About Corridor Medical Services Corridor Medical Services, Inc., provides mobile imaging and laboratory diagnostic services. It offers digital x-ray, ultrasound, EKG, and lab services to nursing homes, hospice centers, assisted living facilities, clinics, surgery centers, home-bound patients, and any place with patients who are restricted to travel. Corridor Medical Services and its affiliates Correctional Imaging Services, LLC and CMMS Lab LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case Nos. 18-11569 to 18-11571) on Nov. 30, 2018. Corridor Medical Services estimated up to $50,000 in assets and $10 million to $50 million in liabilities as of the bankruptcy filing. The cases are assigned to Judge Tony M. Davis. Barron & Newburger, PC, is the Debtors' counsel. CUENTAS INC: Negative Working Capital Raises Going Concern Doubt ---------------------------------------------------------------- Cuentas, Inc. (formerly Next Group Holdings, Inc.) filed its quarterly report on Form 10-Q, disclosing a net loss (before controlling interest) of $469,000 on $20,563,000 of net revenues for the three months ended September 30, 2018, compared with a net income (before controlling interest) of $1,687,000 on $625,000 of net revenues for the same period in 2017. At September 30, 2018, the Company had total assets of $8,586,000, total liabilities of $12,618,000, and $3,383,000 in total stockholders' deficit. As of September 30, 2018, the Company had approximately $48,000 in cash and cash equivalents, approximately $7,915,000 in negative working capital, a stockholders' deficiency of approximately $4,032,000 and an accumulated deficit of approximately $14,419,000. These conditions raise substantial doubt about the Company's ability to continue as a going concern. Company's ability to continue as a going concern is dependent upon raising capital from financing transactions and revenue from operations. A copy of the Form 10-Q is available at: https://is.gd/UIgWsz Cuentas Inc., through its subsidiaries, provides telecommunications and telecommunications mobility, and remittance solutions in the United States and internationally. The Company promotes and distributes prepaid and general purpose reloadable prepaid debit cards under the NextCALA brand; and designs, develops, produces, markets, and provides HD video platforms, call processing engines, and telephony networks. It also provides mobile phones; and domestic and international long distance prepaid voice, text, and data mobile phone services under the NextMobile360 brand. In addition, the Company offers international long distance voice over IP telephony services. Cuentas Inc. is headquartered in Miami, Florida. CYN RESTAURANTS: Allowed to Use Cash for January 2019 Expenses -------------------------------------------------------------- The Hon. Ann M. Nevins of the U.S. Bankruptcy Court for the District of Connecticut has signed a thirteenth preliminary order authorizing Cyn Restaurants LLC to collect and use the cash collateral to continue the usual and ordinary course of its business by paying those budgeted expenditures through Jan. 31, 2019, as set forth on the budget. Any objection to the continued use of cash collateral must be filed and served no later than Jan. 23, 2019 at 5:00 p.m. A further hearing on the continued use of cash collateral will be held on Jan. 30, 2019, at 10:00 a.m. The approved Budget for January 2019 provides total cash disbursements of approximately $44,551. Prior to the Petition Date, the Debtor and Webster Bank, and also Community Investment Corp. were parties to Loans and Security Agreements pursuant to which, among other things, Webster Bank and Community Investment Corp. provided the Debtor with a loans and credit facilities secured by liens and/or security interests in substantially all of the Debtor's assets. As of the Petition Date, the Debtor was indebted to Webster Bank in the amount of $382,175.82 and was also indebted to Community Investment Corp. in the amount of $208,000. Webster Bank and Community Investment Corp. are each granted post-petition claims against the Debtor's estate, which will have priority in payment over any other indebtedness and/or obligations now in existence or incurred hereafter by the Debtor and over all administrative expenses or charges against the Debtor's property. As security for the Adequate Protection Claim, Webster Bank and Community Investment Corp. are each granted enforceable and perfected replacement liens and/or security interests in the postpetition assets of the Debtor's estate equivalent in nature, priority and extent to the liens and/or security interests of Webster Bank and Community Investment Corp., in the Pre-Petition Collateral and the proceeds and products thereof. Additionally, the Debtor will pay Webster Bank $1,360 as adequate protection for January, 2018. The Debtor will also continue to keep the Collateral fully insured against all loss, peril and hazard and make Webster Bank and Community Investment Corp. loss payees as their interests appear under such policies. A full-text copy of the Thirteenth Preliminary Order is available at http://bankrupt.com/misc/ctb18-30185-165.pdf About Cyn Restaurants Based in Shelton, Connecticut, Cyn Restaurants LLC is engaged in the business of the operation of a restaurant known as Stone's Throw located at 337 Roosevelt Drive, Seymour, CT. Cyn Restaurants filed a Chapter 11 petition (Bankr. D. Conn. Case No. 18-30185) on Feb. 5, 2018. In the petition signed by Peter Hamme, the Debtor estimated $100,000 to $500,000 in assets and $500,001 to $1 million in liabilities. James M. Nugent, Esq., at Harlow, Adams & Friedman, P.C., is the Debtor's counsel; and Sound Coaching, Inc., as its accountant. DATABASEUSA: Files for Chapter 11 Bankruptcy Protection in Nevada ----------------------------------------------------------------- In its amended judgment, the Federal Court awarded Infogroup, a provider of data and multichannel marketing solutions, $21.2 million of damages in favor of Infogroup, including $11.2 million plus attorney fees, costs and interest for which DatabaseUSA is liable. The jury and Federal Court found DatabaseUSA in violation of various federal laws and contractual obligations, including the infringements of Infogroup's copyrighted business database and its registered trademarks. The Court went further to find that the misconduct of DatabaseUSA presented an "exceptional case" in which it intentionally destroyed key evidence and willfully and deliberately violated federal laws. So, the Court permanently enjoined DatabaseUSA from using Infogroup's tradenames, from making false advertising statements and from participating in future unfair competitive practices. "We are pleased that justice has been achieved, and the competitors that violated the rules, like DatabaseUSA, have been held responsible," declared Greg Scaglione, lead trial counsel for Infogroup. Unable to pay the judgment, DatabaseUSA has filed for Chapter 11 bankruptcy protection in Nevada. "This filing culminates the near five year legal battle to protect Infogroup's intellectual property and desire to compete fairly," said Michael Iaccarino, chairman and CEO of Infogroup. "We will continue to focus and invest in our terrific data-driven solutions of Salesgenie, InfoUSA and ReferenceUSA that were the basis of damages in this case." Greg Scaglione explained that, "DatabaseUSA filed its bankruptcy petition in the United States Bankruptcy Court for the District of Nevada, Bankruptcy Case Number: 2:2019BK10001. As lead trial counsel for Infogroup, my team will represent Infogroup in this bankruptcy proceeding to protect Infogroup's interests." About Infogroup Infogroup -- http://www.infogroup.com-- is a provider of data and data-driven marketing solutions. Infogroup provides data, technology and services that help marketers acquire new customers and maximize the value of existing relationships. The company's data and marketing solutions help clients of all sizes, from local SMBs to FORTUNE 100(TM) enterprises, increase sales and customer loyalty. Infogroup provides both digital and traditional marketing channel expertise that is enhanced by access to our proprietary data on 280 million individuals and 24 million businesses. DAVID'S BRIDAL: Plan Gets Confirmed, $450M Debt Reduction --------------------------------------------------------- BankruptcyData.com reported that the Court hearing the David's Bridal case issued an order, approving the adequacy of the Debtors' Disclosure Statement and confirming the Debtors' Joint Prepackaged Chapter 11 Plan. The Court also approved certain procedures and forms relating to the solicitation of creditors' votes on the Plan. In a press release announcing the Court's confirmation, the Debtors stated, "David's Bridal will reduce its debt by approximately $450 million and...marks the beginning of an exciting new chapter at David's Bridal as a stronger company with significantly less debt." "The $450 million of debt reduction comes at the expense of two impaired classes that nonetheless voted overwhelmingly "I do" in support of the Plan. Particularly hard hit were the holders of the Debtors' $270 million senior unsecured notes due October 2020; who will see all of that $270 million of debt exchanged for 8.75% of the emerged Debtors' new common stock and warrants (the latter presumably suitable for confetti). According to the Debtors' Disclosure Statement, that translates into a 4.4% recovery based on a $436 million valuation of the Debtors' new equity. "Holders of the Debtors' senior bank debt ($481.2 million as at the petition date) are in line for a 70.8% recovery based on that same new equity valuation and their receipt of 76.25% of the new common stock. In addition to equity, holders of senior debt claims will take their pro rata share in the Debtors' new $300 million senior facility; the net result for the Debtors is the extinguishment of $181.2 million of senior bank debt." Voting results: On December 28, 2019, the claims agent notified the Court of the results of Plan voting, which were as follows: Class 4 ("Prepetition Term Loan Claims," ie the Debtors senior lenders) -- 117 claims holders, representing $463,416,557.61 in amount and 100% in number, accepted the Plan. Class 5 ("Unsecured Notes Claims," ie the holders of the Debtors’ unsecured 2020 notes) -- 59 claims holders, representing $236,343,000 (or 99.16% %) in amount and 96.72% in number, accepted the Plan. 2 claims holders, representing $2,000,000 (or 0.84%) in amount and 3.28% in number, rejected the Plan. About David's Bridal David's Bridal -- http://www.davidsbridal.com/-- is an international bridal retailer and the largest U.S. destination for bridal gowns, wedding-related apparel, social occasion apparel, accessories and services. For over 60 years, the Company has remained the most iconic bridal destination, with approximately one-third of brides in the United States wearing a David's Bridal gown. The Company operated 311 stores, including 296 stores in 49 states in the United States, eleven stores in Canada, and four stores in the United Kingdom. Additionally, there are two franchised stores in Mexico. On Nov. 19, 2018, David's Bridal, Inc., and its three affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-12635). The Honorable Laurie Selber Silverstein is the case judge. Debevoise & Plimpton LLP is serving as the Company's legal advisor, Evercore LLC is serving as its financial advisor and AlixPartners LLP is serving as its restructuring advisor. Young Conaway Stargatt & Taylor, LLP, is the local counsel. Donlin Recano is the claims agent. DIEBOLD INC: Bank Debt Trades at 16% Off ---------------------------------------- Participations in a syndicated loan under which Diebold Incorporated is a borrower traded in the secondary market at 84.42 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 2.78 percentage points from the previous week. Diebold Incorporated pays 275 basis points above LIBOR to borrow under the $369 million facility. The bank loan matures on April 5, 2023. Moody's rates the loan 'B3' and Standard & Poor's gave a 'B-' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. DIGIPATH INC: M&K CPAS PLLC Raises Going Concern Doubt ------------------------------------------------------ Digipath, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $1,653,657 on $2,839,916 of net revenue for the year ended September 30, 2018, compared to a net loss of $1,065,140 on $1,898,172 of net revenue for the year ended in 2017. The audit report of M&K CPAS, PLLC states that the Company has recurring losses from operations and insufficient working capital, which raises substantial doubt about its ability to continue as a going concern. The Company's balance sheet at September 30, 2018 showed total assets of $1,399,206, total liabilities of $384,627, and a total stockholders' equity of $1,014,579. A copy of the Form 10-K is available at: https://is.gd/rTg7lJ About DigiPath Based in Las Vegas, Nevada, DigiPath Inc. -- http://www.digipath.com/-- supports the cannabis industry's best practices for reliable testing, cannabis education and training, and brings unbiased cannabis news coverage to the cannabis industry. The Company's cannabis testing business is operated through its wholly owned subsidiary, Digipath Labs, Inc., which performs all cannabis related testing using FDA-compliant laboratory equipment and processes. DigiPath opened its first testing lab in Las Vegas, Nevada in May of 2015 to serve the new State approved and licensed medical marijuana industry. The Company plans to open labs in other legal states, assuming resources permit. DISTRIBUTION RESOURCES: Unsecureds to Get 64% Distribution ---------------------------------------------------------- Distribution Resources, Inc., filed a combined small business disclosure statement and plan of reorganization dated Dec. 28, 2018. All general unsecured claims belong to Class 2, which is impaired. All general unsecured claims will receive a distribution equal to 64% of their claim based on the liquidation value of the bankruptcy estate. Creditors will receive their pro rata distributions within 30 days of the effective date of the Plan. No interest will attach. The total to be distributed will be $563,594.77. Payments and distributions under the Plan will be funded through the pre-confirmation liquidation of assets, as well as collection of accounts receivable. Funds have been deposited into the Debtor’s operating account at Commerce Bank. A copy of the Disclosure Statement is available at https://is.gd/AbFC8r from Pacermonitor.com at no charge. About Distribution Resources Established in 1989, Distribution Resources, Inc., is a warehousing and fulfillment company engaged in handling apparel. Founded by Paul Prusi, DRI provides services including application and printing of price tickets/stickers, adding hangers to garments, prepacking/bundle reconfiguration. DRI is located in Kent, Washington. Distribution Resources, Inc., based in Kent, WA, filed a Chapter 11 petition (Bankr. W.D. Wash. Case No. 18-13174) on Aug. 13, 2018. In the petition signed by Paul F. Prusi, president, the Debtor disclosed $1,100,067 in assets and $383,847 in liabilities. The Hon. Marc Barreca presides over the case. Larry B. Feinstein, Esq., at Vortman & Feinstein, PS, serves as bankruptcy counsel. DONCASTERS FINANCE: Bank Debt Trades at 11% Off ----------------------------------------------- Participations in a syndicated loan under which Doncasters Finance US LLC is a borrower traded in the secondary market at 89.50 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 2.19 percentage points from the previous week. Doncasters Finance pays 375 basis points above LIBOR to borrow under the $159 million facility. The bank loan matures on March 27, 2020. Moody's rates the loan 'Caa1' and Standard & Poor's gave a 'CCC+' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. DPW HOLDINGS: Enters Into 10th Amendment to May 2018 SPA -------------------------------------------------------- As previously reported in a Current Report on Form 8-K filed by DPW Holdings, Inc. on May 16, 2018, on May 15, 2018, the Company entered into a securities purchase agreement with an institutional investor providing for the issuance of (i) a senior secured convertible promissory note with a principal face amount of $6,000,000, which Convertible Note is, subject to certain conditions, convertible into 15,000,000 shares of Common Stock of the Company at $0.40 per share; (ii) a five-year warrant to purchase 1,111,111 shares of common stock at an exercise price of $1.35; (iii) a five-year warrant to purchase 1,724,138 shares of Common Stock at an exercise price of $0.87 per share; and (iv) 344,828 shares of common stock. As previously reported in Current Reports on Form 8-K filed by the Company on July 2, 2018, the Company and the Investor entered into an agreement, among other things, to amend the May SPA and the May Note pursuant to the terms and subject to the conditions set forth in Amendment No. 3 Agreement and Amendment No. 4 Agreement. In addition, the Company entered into a Securities Purchase Agreement with the Investor providing for the issuance of (i) a Senior Secured Convertible Promissory Note with a principal face amount of $1,000,000, which Convertible Note is, subject to certain conditions, convertible into 2,500,000 shares of Common Stock of the Company at $0.40 per share), and (ii) up to 400,000 shares of Common Stock. On Aug. 31, 2018, the Company and the Investor entered into an amendment, among other things, to further amended the May SPA and the May Note, pursuant to the terms and subject to the conditions set forth in Amendment No. 5 Agreement and Amendment No. 6 Agreement. In addition, the Company entered into a Securities Purchase Agreement with the Investor providing for the issuance of a Senior Secured Convertible Promissory Note with a principal face amount of $2,000,000, which August Note is convertible into 5,000,000 shares of Common Stock. As previously reported in a Current Report on Form 8-K filed by the Company on Sept. 25, 2018, the Company and the Investor further amended the May Note, among other things, pursuant to the terms and subject to the conditions set forth in Amendment No. 7 Agreement. As previously reported in a Current Report on Form 8-K filed by the Company on Nov. 16, 2018, the Company and the Investor further amended the May Note, among other things, pursuant to the terms and subject to the conditions set forth in Amendment No. 8 Agreement. As previously reported in a Current Report on Form 8-K filed by the Company on Dec. 10, 2018, the Company and the Investor further amended the May Note, among other things, pursuant to the terms and subject to the conditions set forth in Amendment No. 9 Agreement dated Dec. 7, 2018. As previously reported in a Current Report on Form 8-K filed by the Company on Dec0 20, 2018, the Company and the Investor entered into Amendment No. 10 Agreement, which further amends the payment terms and sets forth additional conditions to the May Note, July Note and September Note, in consideration for which the Investor has agreed to provide financing in the aggregate amount of $700,000 to Microphase Corporation and Enertec Systems 2001, Ltd., and to extend the maturity date of the July Note and the September Note. On Jan. 9, 2019, the Company and the Investor entered into Amendment No. 11 Agreement, which pursuant to the terms and subject to the conditions, among other things, revises the amortization schedule of the May Note, sets forth conditional deferred payments, waives certain default provisions, and prohibits the Investor from executing any Short Sales or hedging transaction. The May Note was amended as follows: By replacing Section 2(f), which currently provides (as modified by Amendment No. 9 Agreement): "Amortization. Commencing on January 2, 2019 and continuing every month thereafter on the first Business Day of such month for a period of twelve (12) months (each, an "Amortization Payment Date"), the Company shall redeem the principal amount of $309,192.71 plus accrued but unpaid interest of $41,924.43 for eleven (11) payments and the principal amount of $1,011,426.83 plus accrued but unpaid interest of $41,924.43 for the twelve (12th) payment in accordance with the Amortization Payment Schedule set forth on Schedule 2(f) hereto (each, an "Amortization Payment"). Each Amortization Payment shall be made in cash or Bitcoin in the amounts set forth on Schedule 2(f) hereto. Any outstanding unpaid principal and accrued interest on this Note as of the Maturity Date will be due and payable on the Maturity Date in cash. The two Amortization Payments that were due and are currently in arrears from September 30, 2018 and October 31, 2018, each in the principal amount of $309,192.71 and interest of $41,924.43 (each, a "December Payment," and collectively, the "December Payments"), shall be satisfied by the issuance of an aggregate of 1,097,241 shares of Common Stock per each December Payment due (collectively, the "December Shares"), as requested by the Holder, in its sole discretion, in whole or in part, provided, that there is an effective registration statement covering such December Shares. Should the Holder not have requested payment of the December Payments in the December Shares noted herein by December 14, 2018, the Company shall remit to the Holder USD via wire transfer in available funds of $877,792.86 or $965,572.15 in Bitcoin by December 17, 2018 in full satisfaction of the December Payments due in accordance with the terms of the May Note. The Amortization Payment due on January 2, 2019, in the principal amount of $309,192.71 and interest of $41,924.43 (the "January Payment"), shall be satisfied by the issuance of an aggregate of 877,793 shares of Common Stock (the "January Shares"), as requested by the Holder, in its sole discretion, in whole or in part, provided, that there is an effective registration statement covering such January Shares. Should the Holder not have requested payment of the January Payment in the January Shares noted herein by December 31, 2018, the Company shall remit to the Holder USD via wire transfer in available funds of $351,117.14 or $386,228.85 in Bitcoin by January 2, 2019 in full satisfaction of the January Payment due in accordance with the terms of the May Note. If the Holder requests payment of the December Payments and the January Payment to be made in December Shares and January Shares, respectively, upon the sale of the December Shares and January Shares the Holder's daily sales shall be limited to not exceed fifteen percent (15%) of the total number of shares of the Company's Common Stock traded on that day. Further, in the event that the sale of the December Shares and/or the January Shares does not each net to the Holder proceeds at least equal to 103% of the amount of the December Payment and the January Payment, respectively, upon request of the Holder, the Company shall pay the difference to the Holder in cash (the "True-Up Cash"). The Company shall pay the True-Up Cash to the Holder within ten (10) Trading Days after the Holder requests such payments and delivers to the Company a spreadsheet evidencing its trades. About DPW Holdings DPW Holdings, Inc., formerly known as Digital Power Corp. -- http://www.DPWHoldings.com/-- is a diversified holding company pursuing growth by acquiring undervalued businesses and disruptive technologies that hold global potential. Through its wholly owned subsidiaries and strategic investments, the company provides mission-critical products that support a diverse range of industries, including defense/aerospace, industrial, telecommunications, medical, crypto-mining, and textiles. In addition, the company owns a select portfolio of commercial hospitality properties and extends credit to select entrepreneurial businesses through a licensed lending subsidiary. DPW Holdings, Inc.'s headquarters is located at 201 Shipyard Way, Suite E, Newport Beach, CA 92663. DPW Holdings incurred a net loss of $10.89 million in 2017 following a net loss of $1.12 million in 2016. As of Sept. 30, 2018, the Company had $53.10 million in total assets, $25 million in total liabilities, and $28.09 million in total stockholders' equity. The report from the Company's independent accounting firm Marcum LLP, in New York, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. EAST END BUS: Seeks Final Authorization on Cash Collateral Use -------------------------------------------------------------- East End Bus Lines and its debtor-affiliates seek approval from the U.S. Bankruptcy Court for the Eastern District of New York of a final order authorizing the use of cash collateral in the ordinary course of its business. As of the Petition Date, the Debtors were indebted and liable to TCJ II, LLC in the approximate principal amount of $4,120,255 for a loan made under the Loan Documents. Under the Loan Documents, the Debtors granted liens and security interests to TCJ in substantially all of their prepetition assets. The Debtors and certain non-Debtor affiliates entered into certain Negotiable Promissory Notes, Security Agreements, Lease or Conditional Sale Contracts with Commercial Credit Group, Inc. ("CCG"). As of the Petition Date, the Debtors were indebted and liable to CCG in the approximate principal amount of $5,059,652. In the CCG Loan Documents the Debtors granted liens and security interests to CCG in substantially all of their prepetition assets. According to the proposed final order, TCJ II, LLC and Commercial Credit Group, Inc. ("CCG") are willing to consent to the Debtors' limited use of cash collateral pursuant to the following terms: (a) The Debtors are authorized to use cash collateral in accordance with the initial cash-flow budget and any variance in expenses will not exceed 10% of the cumulative budgeted items. (b) During the period between now and the Termination Event, the Debtors will deliver a report of the cash usage showing variance from the projected budget and a report of current and projected accounts receivable. (c) TCJ and CCG are granted valid, binding, enforceable and automatically perfected liens on and security interests in all of the Debtors' currently owned or hereafter acquired property and assets, whether such property and assets were acquired by the Debtors before or after the Petition Date, of any kind or nature, whether real or personal, tangible or intangible, wherever located, and the proceeds and products thereof. (d) The Adequate Protection Obligations will constitute allowed administrative expenses claims under Sections 503(b)(1), 507(a) and 507(b) of the Bankruptcy Code, with priority in payment over any and all administrative expenses of the kinds specified or ordered pursuant to any provision of the Bankruptcy Code. (e) TCJ will receive an adequate protection payment in the amount of $16,000 per week. (f) The Replacement Liens and 507(b) Claims granted to TCJ will be senior to the Replacement Liens and 507(b) Claims granted to CCG in accordance with the terms of the Subordination Agreement entered between the parties. (g) The Debtors' authority to use the cash collateral under the Final Order will terminate on the date that is the earlier of (i) March 31, 2019, and (ii) on the fifth business day after TCJ or CCG provides written notice to counsel for the Debtors, the Office of the U.S. Trustee and counsel for any and all statutory committees that a Termination Event has occurred and is occurring. A full-text copy of the proposed Final Order is available at http://bankrupt.com/misc/nyeb18-76176-143.pdf About East End Bus Lines East End Bus Lines Inc. and its subsidiaries -- https://www.eastendbus.com/ -- offer bus transportation services for students. East End Bus Lines and Montauk Student Transport are dedicated to providing cost-effective solutions for transportation requirements for private schools, public schools, charter trips, and camping events. Founded in 2007, East End Bus Lines was later joined by Montauk Student Transport under the guidance of John Mensch. East End Bus Lines and its subsidiaries, namely, Montauk Student Transport LLC, and Montauk Transit Service LLC, filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Lead Case No. 18-76176) on Sept. 13, 2018. In the petitions signed by John Mensch, president, East End Bus Lines and Montauk Student Transport estimated up to $50,000 and $10 million to $50 million in liabilities, and Montauk Transit Service estimated up to $50,000 in assets and $1 million to $10 million in liabilities. The Debtors tapped Weinberg, Gross & Pergament LLP as their legal counsel, and Giambalvo, Stalzer & Company, CPA's, PC as their accountant. The Debtors hired Littler Mendelson PC, as special counsel to represent them in labor relations matters. No official committee of unsecured creditors has been appointed in the Chapter 11 cases. ENCOUNTER MEDICAL: Seeks to Hire Danowitz Legal as Counsel ---------------------------------------------------------- Encounter Medical Associates, LLC, seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire Danowitz Legal, P.C., as its legal counsel. The services to be provided by the firm in connection with the Debtor's Chapter 11 case include the preparation of a plan of reorganization and representation in contested matters and adversary proceedings. Danowitz charges these hourly fees: Edward Danowitz $350 Associate Attorney $275 Paralegals $110 The firm has agreed to accept a pre-bankruptcy retainer of $10,000 and $1,717for the filing fee. Edward Danowitz, Esq., at Danowitz, 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: Edward F. Danowitz, Esq. Danowitz Legal, P.C. 300 Galleria Parkway NW, Suite 960 Atlanta, GA 30339 Phone: 770-933-0960 Fax: (770) 955-6654 Email: Edanowitz@DanowitzLegal.com About Encounter Medical Associates Encounter Medical Associates, LLC, a medical group in Cumming, Georgia, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 19-20009) on Jan. 3, 2019. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of $1 million to $10 million. ENVISION HEALTHCARE: Bank Debt Trades at 6% Off ----------------------------------------------- Participations in a syndicated loan under which Envision Healthcare is a borrower traded in the secondary market at 93.75 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.49 percentage points from the previous week. Envision Healthcare pays 375 basis points above LIBOR to borrow under the $5.45 billion facility. The bank loan matures on October 11, 2025. Moody's rates the loan 'B1' and Standard & Poor's gave a 'B+' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. EST GROUP: Seeks to Hire POM Ventures as Financial Advisor ---------------------------------------------------------- EST Group, LLC, seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire a financial advisor and an interim chief financial officer. The Debtor proposes to employ POM Ventures, Inc., and the firm's president Craig Schwimmer to prepare monthly financial projections; identify and evaluate financing alternatives; evaluate new business opportunities and the implications of alternative approaches to restructuring outstanding debt; and provide other services in connection with its Chapter 11 case. Mr. Schwimmer will charge $250 per hour for work and $125 per hour for travel time. The Debtor will pay the firm a retainer of $7,500 per month. POM Ventures is "disinterested" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Craig Schwimmer POM Ventures, Inc. 132 E. 43rd St., Suite 224 New York, NY 10017 About EST Group EST Group, LLC, is an IT solutions company that provides integration and consulting services tailored around automating, managing, and securing an organization's IT environment. EST Group sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 18-45031) on Dec. 26, 2018. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and liabilities of the same range. The case has been assigned to Judge Mark X. Mullin. FABRIC FANATICS: Cash Collateral Use Authorized on Final Basis -------------------------------------------------------------- The Hon. Brenda T. Rhoades of the U.S. Bankruptcy Court for the Eastern District of Texas has entered an agreed final order authorizing Fabric Fanatics, Inc. to use the cash collateral of LiftFund. The Debtor is permitted to use cash collateral, in accord with the Agreed Final Order and the Budget. That Debtor may exceed any line item in the Budget by up to 10%. The Budget provides total monthly expense in the aggregate sum of $14,340. The Budget may be updated and modified by: (a) consensual agreement of Debtor and LiftFund; or (b) by further order of the Court. The Debtor, its affiliates and insiders, consent and agree that Lift holds a first priority perfected security interest in, to, and against substantially all of the Debtor's assets and the proceeds thereof pursuant to documents, instruments, and agreements executed in connection with the prepetition financing arrangements from LiftFund to Debtor. As adequate protection of the LiftFund's interest in the Cash Collateral, the Court grants LiftFund replacement liens on the Debtor's property to the same extent as existed prepetition, exclusive of any avoidance actions available to the Debtor's bankruptcy estate pursuant to sections 544, 545, 547, 548, 549, 550, 553(b) and 724(a) of the Bankruptcy Code and the proceeds thereof. Such Replacement Liens will be equal to the aggregate diminution in value of the Collateral, if any, that occurs from and after the Petition Date. The Replacement Liens will be of the same priority, validity and enforceability as the liens of LiftFund on the Prepetition Collateral. The Replacements Liens will be subject and subordinate to: (a) professional fees and expenses of estate professionals in the amounts currently set forth in the Budget and any supplemental budget either consensually agreed to by the Secured Lender or further approved by the Court; and (b) any and all fees payable to the United States Trustee pursuant to 28 U.S.C. Section 1930(a)(6) and the Clerk of the Bankruptcy Court. As additional adequate protection, the Debtor will pay LiftFund a monthly payment of $870.00, beginning on January 9, 2019, and continuing on the ninth day of each month thereafter until further order of this Court. The Debtor will maintain, insure and otherwise preserve and protect the Collateral, including, but not limited to, maintaining appropriate insurance on the Collateral, with LiftFund listed as loss payee under all such insurance policies. Thereafter, as to the subsequent use of cash collateral, the Debtor will apply the following procedure as to the use of cash collateral for each succeeding 30‐day period: (a) The Debtor will file or tender to LiftFund (at LiftFund's sole discretion), a proposed budget for the next month’s operational expenses with the Court and serve such proposed budget to LiftFund, the U.S. Trustee, and all other parties in interest, seven business days prior to Jan. 15, 2019, which date would be Jan. 8. (b) If there is no objection to the Monthly Budget Filing by close of business two business days prior to Jan. 8, 2019, which would be Jan. 4, then the proposed Monthly Budget Filing will become the budget for the next calendar month period. (c) If there is a timely filed objection to the Monthly Budget Filing, then cash collateral use will be allowed in accordance with the most recently approved budget until the Court can hear the objection. (d) Each subsequent month, the Monthly Budget Filing will be submitted seven business days prior to the end of the applicable monthly cycle as set forth above and the deadline for objecting to the proposed use of cash collateral will be two business days prior to the end of the applicable monthly cycle. The time frame for objection and the procedure for hearing will be the same for each period, until further order of the Court. The Debtor's right and authority to use Cash Collateral will immediately terminate upon the occurrence of any of the following: (a) The Debtor confirms a plan of reorganization under section 1129 of the Bankruptcy Code; (b) Seven calendar‐days following either LiftFund's delivery of a notice of a breach by the Debtor of any obligations under the Final Order; (c) Conversion of the Debtor's chapter 11 case to a case under chapter 7 of the Bankruptcy Code; (d) The appointment of a chapter 11 trustee under the Bankruptcy Code; (e) The entry of any order modifying, reversing, revoking, staying, rescinding, vacating, or amending the Final Order, other than the Budget, without the express prior written consent of LiftFund (and no such consent will be implied from any action, inaction, course of conduct or acquiescence by Lift); or (f) The lifting of the automatic stay for any other party other than LiftFund authorizing such party to proceed directly against Lift’s Cash Collateral, or entry of a final order by the bankruptcy court authorizing any party to foreclose or otherwise enforce any lien or other right such other party may have in and to any part of the Collateral. A full-text copy of the Final Agreed Order is available at http://bankrupt.com/misc/txeb18-42287-30.pdf About Fabric Fanatics Fabric Fanatics, Inc., a Texas corporation, currently operates from Plano, Texas. It was started in 2002 and sells only 100% cotton Batik fabrics to the retail consumer via storefront, internet, and quilt shows Fabric Fanatics filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 18-42287) on Oct. 10, 2018. In the petition signed by Lisa Anderson, president, the Debtor estimated $100,000 to $500,000 in assets and $500,000 to $1 million in estimated liabilities. The Debtor is represented by Robert T. DeMarco at DeMarco Mitchell, PLLC. FAIRBANKS CO: Trustee Wants Asbestos Claimants Rep Appointed ------------------------------------------------------------ The Justice Department's bankruptcy watchdog filed a motion seeking court approval to appoint a legal representative for future asbestos claimants of The Fairbanks Company. In the court filing, Daniel McDermott, U.S. trustee for Region 21, asked the U.S. Bankruptcy Court for the Northern District of Georgia to issue an order appointing a legal representative from the candidates to be submitted by his office after consultation with concerned parties. The U.S. trustee is currently soliciting for candidate recommendations and is identifying potential candidates. Once this process is complete, he will submit the names of candidates for the court's consideration. Fairbanks had previously filed similar motions. The initial motion was filed in August last year, seeking the appointment of Lawrence Fitzpatrick. On November 20, the company withdrew its request and filed another motion to appoint James Patton, chairman of Young, Conaway Stargatt & Taylor, LLP. The U.S. trustee objected to Mr. Patton's appointment, questioning his ability to be an independent and effective legal representative. About The Fairbanks Company Incorporated in 1891, The Fairbanks Company -- http://www.fairbankscasters.com/-- is a Georgia corporation that manufactures customized material handling equipment in its more than 200,000-square-foot manufacturing and warehousing facility located in Rome, Georgia. The Fairbanks Company sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 18-41768) on July 31, 2018. In the petition signed by CEO Robert P. Lahre, the Debtor estimated assets of $1 million to $10 million and liabilities of $100,000 to $500,000. Judge Paul W. Bonapfel oversees the case. The Debtor tapped Reed Smith LLP as its bankruptcy counsel, and Ogier, Rothschild & Rosenfeld, PC, as its local counsel. Cohen & Grigsby, P.C., is the insurance coverage counsel. On Oct. 11, 2018, the U.S. Trustee for Region 21 appointed a committee, which is comprised of creditors who hold unsecured claims against the Debtor for personal injury or wrongful death resulting from exposure to asbestos or asbestos-containing products. The committee tapped Caplin & Drysdale, Chartered as its legal counsel, and Jones & Walden, LLC as its local counsel. FINANCIAL & RISK: Bank Debt Trades at 6% Off -------------------------------------------- Participations in a syndicated loan under which Financial & Risk US Holdings Inc. [dba Refinitiv US Holdings Inc.] is a borrower traded in the secondary market at 94.36 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.26 percentage points from the previous week. Financial & Risk pays 375 basis points above LIBOR to borrow under the $6.5 billion facility. The bank loan matures on October 1, 2025. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. FLORA FOOD: Bank Debt Trades at 4% Off -------------------------------------- Participations in a syndicated loan under which Flora Food Group is a borrower traded in the secondary market at 96.13 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 1.44 percentage points from the previous week. Flora Food pays 400 basis points above LIBOR to borrow under the $700 million facility. The bank loan matures on March 7, 2025. Moody's rates the loan 'B1' and Standard & Poor's gave a 'B+' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. FLORIDA PAVEMENT: $3.35M Sale of Substantially All Assets Okayed ---------------------------------------------------------------- Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the Middle District of Florida authorized Florida Pavement Coatings, Inc. ("FPC"), and South Florida Pavement Coatings, Inc. ("SFPC" to sell substantially all their assets to SH, LLC for $3.35 million. The Sale Hearing was held Dec. 18, 2018, at 4:00 p.m. (ET). Prior to the Sale Hearing, on Dec. 17, 2018, the Debtors held the Auction of the Assets, during which the Debtors' Court-approved business broker, Matthew J. LoCascio of Equity Partners HG, LLC, opened bidding initially solely on the FPC Assets, with Neyra and GEM each having the highest Qualified Bid of $1 million; however, no further bids were made at the Auction for solely the FPC Assets. The Broker then opened bidding solely on the SFPC Assets, with Gardner having the highest Qualified Bid of $300,000; however, no further bids were made at the Auction for solely the SFPC Assets. Thereafter, the Broker conducted an auction on the combined FPC Assets and SFPC Assets on the following terms: (i) the opening highest bid was the Qualified Bid of SH, LLC in the amount of $1.9 million; (ii) overbids would be in the amount of at least $50,000; (iii) the Assets to be sold at the Auction would not include (a) any accounts receivable of the Debtors, (b) any equipment or vehicles owned by the Debtors subject to purchase money security interests (the “PMSI Equipment”), and (c) certain assets owned by the Debtors and claimed to be proprietary assets by the Franchisor; (iv) CenterState Bank would have the right to submit a credit bid at any time during the Auction; (v) the successful bidder would promptly execute one or more modified asset purchase agreements with the Debtors reflecting its final bid at the Auction and provide their counsel with an additional good faith deposit to bring its total good faith deposit to an amount equal to 15% of the successful bidder’s purchase price; (vi) the successful bidder would close as soon as reasonably practical; and (vii) the second highest bidder would be registered as the back-up bidder and promptly execute one or more asset purchase agreements with the Debtors reﬂecting its final bid at the Auction. At the Auction, SH, LLC submitted the highest and best bid for the Assets in the amount of $3.35 million in cash, and GEM submitted the second highest and best bid for the Assets in the amount of $3.3 million in cash and was registered as the back-up bidder. The Purchased Assets will include the real estate owned by FPC in Tampa, Florida with the following legal description: Lots 2 and 3, Block 10, of SOUTH TAMPA VILLA SITES, according to the Plat thereof, as recorded in Plat Book 6, Pages 58 and 59, of the public records of Hillsborough County, Florida. The Debtors and SH, LLC will enter into an asset purchase agreement for the sale and purchase of the Purchased Assets, free and clear of all Encumbrances except as set forth in the Order, and the Debtors are authorized to proceed to closing with SH, LLC or its Assignee without any further notice, hearing, or Court order. The Debtors' execution, delivery, and performance of the SH, LLC Agreement are ratified and authorized in all respects. The closing of the sale of the Purchased Assets under the SH, LLC Agreement will occur by no later than Dec. 28, 2018. If the sale of the Purchased Assets to SH LLC or the SH, LLC Assignee does not occur for any reason, GEM, as the back-up bidder, will become the Purchaser of the Purchased Assets in the amount of the GEM Bid, and the Debtors and GEM will enter into asset purchase agreements for the sale and purchase of the Purchased Assets, free and clear of all Encumbrances except as set forth in the Order, and the Debtors are authorized to proceed to closing with GEM without any further notice, hearing, or Court order. Subject to the terms and conditions of the definitive purchase agreements, the Debtors are authorized and directed to sell, transfer, assign and deliver the Purchased Assets to the Buyer (or, if applicable, GEM) free and clear of all Encumbrances, subject to the payment by the Buyer the purchase price (or, if applicable, the payment by GEM of the GEM Purchase Price. The Debtors are authorized to execute and deliver all documents (both before and after the closing) and to take all appropriate actions necessary to evidence and consummate the closing on the sale approved in the Order and the transaction contemplated thereby. At the closing, the Purchaser will pay or deliver (or cause to be paid or delivered) the purchase price under its definitive asset purchase agreement(s) (less any deposit previously delivered by the Purchaser to Stichter, Riedel, Blain & Postler, P.A. ("SRBP"). SRBP will deposit the purchase price received from the Purchaser into a separate non-IOTA interest bearing account on behalf of the Debtors. At the closing, SRBP will be authorized to deposit the Purchaser Deposit into the Trust Account to be applied against the purchase price. SRBP will not be authorized to disburse any funds from the Trust Account, except as provided in any order of the Court. Each of the Purchasers will be responsible for all closing costs as to their respective transactions, including any transfer taxes, recording fees, and documentary stamp taxes. The Encumbrances securing the claims of any secured creditors of the Debtors (including CenterState Bank) against the Purchased Assets will attach to the proceeds from the sale of the Purchased Assets. The Debtors are authorized to retain and collect the accounts receivable owned by the Debtors to the extent not purchased by the Purchaser. The 14-day stays set forth in Bankruptcy Rules 6004(h) and 6006(d) are waived, for good cause shown, and the Order will be immediately enforceable and the transfer of the Purchased Assets to the Purchaser can occur immediately following the entry of the Order. Upon entry of the Order, the counsel for the Debtors will serve a copy of the Order upon all parties served with the Sale Motion and thereafter file a certificate of service with the Court. About Florida Pavement Coatings Florida Pavement Coatings, Inc., is a manufacturer of asphalt felts and coatings headquartered in Tampa, Florida. Affiliate South Florida Pavement Coatings, Inc., is in the lacquers, varnishes, enamels, and other coatings business. Florida Pavement Coatings, and South Florida Pavement Coatings sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Lead Case No. 18-06062) on July 23, 2018. In the petitions signed by Gregory Polk, president, each debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Stichter, Riedel, Blain & Postler, P.A., is the Debtors' legal counsel. Pursuant to an order of this court dated July 25, 2018, the Debtors' Chapter 11 cases are being jointly administered for procedural purposes only under In re: Florida Pavement and Coatings, Inc., Case No. 8:18-bk-8062-CPM. On Oct. 15, 2018, the Court appointed Equity Partners HG, LLC, as business broker. FYBOWIN LLC: Proposes Auction Sale of Fybo Assets ------------------------------------------------- Fybowin, LLC, and its debtor-affiliates ask the U.S. Bankruptcy Court for the Western District of Pennsylvania to authorize the sale of the following Fybomax, Inc.'s assets: (i) all personal property located at 500 Jones Street, Verona, PA 15147 ("RT Verona"); (ii) all personal property located at14860 U.S. Route 30, North Huntington, PA 15642 ("RT North Huntington"); (iii) the RT Verona Liquor License number R9863, LID number 49602; and (iv) the RT North Huntington Liquor License Number R19223, LID number 56052 at auction. A hearing on the Motion is set for Jan. 24, 2019 at 10:00 a.m. The objection deadline is Jan. 17, 2019. Fybo owns the Fybo Assets and formerly operated RT Verona and RT North Huntington. The Debtors determined that it was in the best interest of their respective estates and creditors to pursue a sale of all or substantially their assets in accordance with Section 363 of the Bankruptcy Code. By order dated Nov. 2, 2018, the Court approved and confirmed the sale of all or substantially all of the assets of RG Newco, LLC ("RGG"), all or substantially all of the assets of Fybomax, and all or substantially all of the assets of Fybo located at 500 Jones Street, Verona, Pennsylvania, to Brewery Acquisition Company, LLC ("BAC") and Helltown Brewing, LLC. The Buyer closed on the sale of the assets of RGG on Nove. 2, 2018; however, the Buyer terminated the APA prior to closing on the assets of Fybomax and RT Verona. While Fybo attempted to close on the transaction approved in the Sale Order with the back-up bidder, the back-up bidder has identified certain issues with the non-debtor real estate that would prevent Fybo and the back-up bidder from closing on the terms of the back-up bid. Fybo also owns all or substantially all of the RT North Huntington. While Fybo attempted to secure a bid for all or substantially all of the RT North Huntington, it did not receive any qualified bids for those assets. Accordingly, subject to approval of the Court, Fybo asks the authority to sell the Fybo Assets. The Respondents who may hold liens, claims and/or encumbrances against the Assets, or must otherwise receive notice of the Motion pursuant to the Bankruptcy Rules, include: i. The Huntington National Bank, c/o Eric D. Rosenberg, Esq., Metz, Lewis, Brodman, Must, O’Keefe, LLC, 535 Smithfield Street, Suite 800 , Pittsburgh, PA 15222 ii. FC Marketplace, LLC, c/o Becket and Lee, LLP, P.O. Box 3002, Malvern, PA 19355 iii. Gordon Food Services, Inc., P.O. Box 2244, Grand Rapids, MI 49501 iv. Lease Corporation of America, P.O. Box 72283, Cleveland, OH 44192 v. National Funding, Inc., 9820 Town Centre Drive, Suite 200, San Diego, CA 92121 In an effort to maximize the recovery for creditors while beginning to wind down its estate, Fybo intends to sell the Fybo Assets in an open auction format to take place at the hearing on the Sale Motion, subject to the following reserves: a. $10,000 for the personal property of Fybo located at RT Verona; b. $60,000 for the Verona Liquor License; c. $10,000 for the personal property of Fybo located at RT North Huntington; and, d. $60,000 for the North Huntington Liquor License. With respect to any party submitting a bit for the Fybo Assets, the prospective bidder must: (i) tender a deposit in the amount of 15% of the successful bid at the hearing on this Motion; (ii) provide proof of financial wherewithal evidencing the bidder's ability to close at the bid approved by the Court by no later than 24 hours prior to the hearing on the Motion; (iii) disclose the identity of any person or affiliate of the bidder no later than 24 hours prior to the hearing on this Motion; and (iv) agree to contingent-free commitment to close within 14 days of the entry of a final order approving the bid as the highest and best offer for the Assets subject to the bid at the hearing on the Motion. For purposes of clarity and avoidance of doubt, Fybo will accept bids for each of the Fybo Asset to be sold pursuant to the Motion. Any prospective bidder can bid on any of the Fybo Assets over which this Court has jurisdiction, in whole or in part. Fybo is not asking the authority to sell or to include any non-debtor asset in the sale. Fybo asks the authority to sell the Fybo Assets on an "as is, where is" condition, without representations or warranties of any kind whatsoever; and free and clear of all liens, claim, interests and encumbrances to the bidder submitting the highest and best offer at the hearing. Fybo asks to waive the stay provided in Bankruptcy Rules 6004(h) and 6006(d) and asks that it be authorized and empowered to close the sale immediately upon entry of the Court's Order approving the sale. About Fybowin, LLC Fybowin, LLC, which conducts business under the name Rivertowne, is a privately-held brewing company in Pittsburgh, Pennsylvania. The Rivertowne beer concept was born in 2002. The company, one of the very first craft brewers in Pittsburgh, has restaurants in Verona, North Huntingdon, and the North Shore, as well as a Pourhouse in Monroeville. Fybowin sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 18-21803) on May 4, 2018. On May 7, 2018, the company's affiliates Fybomax Inc., Fybo Management Inc., Rivertowne Growth Group LLC and Occupy Rivertowne LLC filed for Chapter 11 protection (Bankr. W.D. Pa. Case Nos. 18-21870 to 18-21873). The cases are jointly administered with Fybowin's. Fybowin, LLC, estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Judge Gregory L. Taddonio is the case judge. Whiteford, Taylor & Preston, LLP, serves as the Debtors' legal counsel. GASTAR EXPLORATION: Taps Perella, Tudor as Financial Advisors ------------------------------------------------------------- Gastar Exploration, Inc., received approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Perella Weinberg Partners LP and the firm's affiliate Tudor Pickering Holt & Co Advisors LP. The firm will assist the company and its affiliates in developing a restructuring or in structuring and arranging a financing, and will provide other investment banking and financial advisory services in connection with their Chapter 11 cases. Perella will get a monthly advisory fee of $150,000. The firm will be paid a fee equal to 1% of the par value of any debt obligations or the stated liquidation preference of any preferred equity exchanged, refinanced, materially modified, restructured or discharged if a restructuring is consummated. If a financing transaction is consummated, Perella will be paid a fee equal to 1% of all gross proceeds from the issuance of new debt by the Debtors, plus 4% of all gross proceeds from the issuance of any equity or equity-linked securities by the Debtors. Meanwhile, Tudor Pickering will receive a fee equal to 0.85% of the "aggregate consideration" associated with a transaction, payable upon each closing in connection with a transaction; and a $1 million fee payable upon the Debtors' request that the firm deliver a fairness opinion. Kevin Cofsky, a partner at Perella, disclosed in a court filing that his firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. Perella can be reached through: Kevin M. Cofsky Perella Weinberg Partners LP 767 Fifth Avenue New York, NY 10153 Phone: 212.287.3200 -- and -- John Chapman Tudor Pickering Holt & Co. Advisors LP 1111 Bagby Street, Suite 4900 Houston, TX 77002 Phone: +1.713.333.3890 Email: jchapman@TPHco.com About Gastar Exploration Houston, Texas-based Gastar Exploration Inc. (otcqb:GSTC) -- http://www.gastar.com/-- is a pure play Mid-Continent independent energy company engaged in the exploration, development and production of oil, condensate, natural gas and natural gas liquids. Gastar's principal business activities include the identification, acquisition and subsequent exploration and development of oil and natural gas properties with an emphasis on unconventional reserves, such as shale resource plays. Gastar holds a concentrated acreage position in what is believed to be the core of the STACK Play, an area of central Oklahoma which is home to multiple oil and natural gas-rich reservoirs including the Meramec, Oswego, Osage, Woodford and Hunton formations. As of Sept. 30, 2018, Gastar Exploration disclosed $341,500,000 in total assets and $453,800,000 in liabilities. Gastar Exploration, Inc., and Northwest Property Ventures LLC sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 18-36057 and 18-36059) on Oct. 31, 2018. The Debtors tapped Kirkland & Ellis LLP as general bankruptcy counsel; Jackson Walker L.L.P. as local bankruptcy counsel; Tudor Pickering Holt & Co. Advisors LP and Perella Weinberg Partners LP as financial advisors; Opportune LLP as restructuring advisor; and BMC Group Inc. as claims agent. GLANSAOL HOLDINGS: Seeks to Hire Omni as Administrative Agent ------------------------------------------------------------- Glansaol Holdings, Inc., seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Omni Management Group as administrative agent. The firm will provide bankruptcy administration services, which include assisting the company and its affiliates in the solicitation, balloting and tabulation of votes in connection with their Chapter 11 plan; preparing reports in support of the plan; and managing distributions to creditors. Omni Management charges these hourly rates: Analyst $25 - $40 Consultants $50 - $125 Senior Consultants $140 - $155 Equity Services $175 Technology/Programming $85 - $135 The firm has required a $25,000 retainer. Paul Deutch, senior vice-president of Omni Management, disclosed in a court filing that his firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. Omni can be reached through: Paul H. Deutch Omni Management Group 1120 Avenue of the Americas, 4th Floor New York, NY 10036 Tel: 212-302-3580 Fax: 212-302-3820 E-mail: nycontact@omnimgt.com About Glansaol Holdings Headquartered in New York, Glansaol Holdings and its subsidiaries are an independent prestige beauty and personal care companies. On Dec. 19, 2018, Glansaol Holdings Inc. and seven of its subsidiaries filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 18-14102). Glansaol estimated assets and liabilities of $10 million to $50 million. The Debtors tapped Willkie Farr & Gallagher LLP as legal counsel; Emerald Capital Advisors as financial advisor; and Omni Management Group Inc. as claims and noticing agent. GLANSAOL HOLDINGS: Taps Emerald Capital as Financial Advisor ------------------------------------------------------------ Glansaol Holdings Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Emerald Capital Advisors Corp. as its financial advisor and investment banker. The firm will provide strategic advice regarding various restructuring alternatives and oversee the implementation of strategic business plans; assist the company and its affiliates in negotiating a sale of their assets; assist the Debtors in soliciting proposals regarding any transaction; and provide other investment banking and financial advisory services related to their Chapter 11 cases. Emerald will receive a monthly advisory fee of $175,000 and monthly reimbursement for work-related expenses. The firm will receive a fee of 3% of the gross proceeds of any sale transaction payable in cash upon the execution of the transaction; and 1% of the gross proceeds of any debt capital raised by the firm. During the 90-day period prior to the bankruptcy filing, Emerald received $608,123.51 from the Debtors. John Madden, managing partner at Emerald, 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: John P. Madden Emerald Capital Advisors Corp. 70 East 55th Street, 17th floor New York, NY 10022 Phone: 212.201.1904 E-mail: info@emeraldcapitaladvisors.com About Glansaol Holdings Headquartered in New York, Glansaol Holdings and its subsidiaries are an independent prestige beauty and personal care companies. On Dec. 19, 2018, Glansaol Holdings Inc. and seven of its subsidiaries filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 18-14102). Glansaol estimated assets and liabilities of $10 million to $50 million. The Debtors tapped Willkie Farr & Gallagher LLP as legal counsel; Emerald Capital Advisors as financial advisor; and Omni Management Group Inc. as claims and noticing agent. GOGO INC: Raises 2018 Adjusted EBITDA Guidance to $45-$60 Million ----------------------------------------------------------------- Gogo Inc. announced that as of Dec. 31, 2018, modifications to protect against de-icing fluid contamination on its 2Ku North American aircraft have achieved positive results. As a result of the success of the de-icing modifications, Gogo did not incur certain forecasted costs associated with further de-icing efforts in Q4 2018, and is raising its Adjusted EBITDA guidance to the high end of its previously announced range of $45 million to $60 million for the year 2018. As of Dec. 31, 2018, Gogo had experienced no incidents of 2Ku system degradation on aircraft with Gogo's recent de-icing modifications. Based on Federal Aviation Administration (FAA) data listing airports that have experienced de-icing activity, Gogo estimates that in 2018, aircraft with Gogo de-icing modifications flew more than 5,000 flights that had been de-iced. As of Dec. 31, 2018, Gogo's de-icing modifications had been installed on more than 675 aircraft, representing almost 97% of the installed North American fleet. While the vast majority of global de-icing activities occur in North America, Gogo will modify existing 2Ku installations on international aircraft as part of each airline's maintenance program. All newly equipped 2Ku aircraft globally will include the de-icing modifications at the time of installation if requested by the airline. Availability across the entire Gogo 2Ku fleet was approximately 98% for the month of December, which compares to approximately 90% for the same period last winter. "On December 11, 2018, we announced zero incidents of 2Ku degradation on aircraft installed with Gogo's recent de-icing modifications and we are pleased to announce that this success extended through the end of 2018," said John Wade, president of Gogo's Commercial Aviation division. The Company cautions it may not have experienced all potential weather and de-icing conditions to date, so future results may differ from what it has announced. About Gogo Gogo Inc. -- http://www.gogoair.com/-- is a global provider of broadband connectivity products and services for aviation. The company designs and sources innovative network solutions that connect aircraft to the Internet, and develop software and platforms that enable customizable solutions for and by its aviation partners. Gogo's products and services can be found on thousands of aircraft operated by the leading global commercial airlines and thousands of private aircraft, including those of the largest fractional ownership operators. Gogo is headquartered in Chicago, Illinois with additional facilities in Broomfield, CO and locations across the globe. Gogo incurred net losses of $171.99 million in 2017, $124.50 million in 2016, and $107.61 million in 2015. As of Sept. 30, 2018, the Company had $1.24 billion in total assets, $1.50 billion in total liabilities and a total stockholders' deficit of $261.28 million. * * * In May 2018, Moody's Investors Service downgraded Gogo Inc.'s (Gogo) corporate family rating (CFR) to 'Caa1' from 'B3'. According to Moody's, Gogo's 'Caa1' CFR reflects its small scale, competitive operating environment, low margins, high leverage (12.9x Moody's adjusted at year end 2017), and the expectation of negative free cash flow into at least 2019 as the company heavily invests in the rollout of in-flight connectivity technology to additional carriers outside the North American market, where it currently benefits from critical mass in the commercial aviation segment and a dominant position in business aviation. As reported by the TCR on May 8, 2018, S&P Global Ratings lowered its corporate credit rating on Chicago-based Gogo Inc. to 'CCC+' from 'B-'. "The downgrade reflects our expectation that previously announced equipment issues will weigh on operating and financial performance in 2018, which we expect will have a carry-over effect on the company's growth in 2019. As a result, we believe there could be a liquidity shortfall in the second half of 2019 absent improvements in operating performance and planned cost saving initiatives," S&P said. GORDON ST. CONDOS: Cash Collateral Use Denied as Moot ----------------------------------------------------- The Hon. Martin R. Barash of the U.S. Bankruptcy Court for the Central District of California has order denying as moot motion to approve stipulation between Gordon St. Condos, LLC AND Arch CBT SPE, LLC, on Debtor's use of cash collateral. On April 20, 2018, Gordon filed that certain Motion to Approve Stipulation Between Debtor and Arch CBT SPE, LLC on the Debtor's use of cash collateral. The Debtor also filed that certain Motion for Approval of Compromise of Controversy and Related Relief, which was granted by Court order entered on Nov. 26, 2018. About Gordon St. Condos Gordon St. Condos LLC, a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101(51B)), is the fee simple owner of a four-unit real property located at 1200 Gordon Street Los Angeles, CA 90038 with a comparable sale value of $1.30 million. The company had gross rental revenue of $72,000 in 2017 and $72,000 in 2016. Gordon St Condos LLC, based in Agoura Hills, CA, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 18-10096) on Jan. 11, 2018. In the petition signed by Paul Morady, manager of Napa Industries, LLC, manager, the Debtor disclosed $1.58 million in assets and $1.14 million in liabilities. The Hon. Martin R. Barash oversees the case. David B. Golubchik, Esq., at Levene Neale Bender Yoo & Brill L.L.P., serves as bankruptcy counsel to the Debtor. GREEN PHARMACEUTICALS: Allowed to Use Cash Collateral Until Jan. 29 ------------------------------------------------------------------- The Hon. Deborah J. Saltzman of the U.S. Bankruptcy Court for the Central District of California authorized Green Pharmaceuticals, Inc. to use cash collateral for the period Dec. 19, 2018, through Jan. 29, 2019, pursuant to the terms of the budget. A hearing on the continued use of cash collateral will be held on Jan. 29, 2019, at 1:30 p.m. The Debtor will file supplemental papers not later than Jan. 15, any interested party will have until Jan. 22 to file any responsive pleading, and any reply must be filed not later than Jan. 28. The Debtor is authorized to deviate from the amounts set forth in the revised budget by as much as 20% in any one category where the projected spending is under $1,000 and may vary from the revised budget by as much as 15% as to any other category, all without any notification to the secured creditors. The Court has also approved Debtor's request to rollover any unused expense allowance from week to week by category. To the extent gross revenues exceed projected gross revenues, the Debtor may apply up to 75% of such excess (beyond the projected gross revenues) to costs of goods sold and to advertising/marketing. The Secured Creditors are granted replacement liens in all post-petition assets of the Debtor, other than avoidance power actions and recoveries. Said replacement liens will have the same validity, extent and priority (and will be subject to the same defenses) as the secured creditors' liens held in prepetition collateral. The replacement liens will be deemed valid and perfected with such priority as provided in this order, without any further notice or act by any party that may otherwise be required under any law. A full-text copy of the Order is available at http://bankrupt.com/misc/cacb18-12087-22.pdf About Green Pharmaceuticals Green Pharmaceuticals, Inc. -- https://www.snorestop.com/ -- is a privately held company in Camarillo, California offering its flagship brand SnoreStop, an easy-to-use sprays and tablets that help people to experience a good night's sleep. SnoreStop the only medically proven over-the-counter natural solution to snoring that is not a device. Green Pharmaceuticals, based in Camarillo, CA, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 18-12087) on Dec. 19, 2018. In the petition signed by Dominique De Rivel, president and CEO, the Debtor disclosed $380,735 in assets and $3,951,007 in liabilities. The Hon. Deborah J. Saltzman oversees the case. Steven R. Fox, Esq., at The Fox Law Corporation, Inc., serves as bankruptcy counsel. GRIER BROS: Unsecureds to Get $3,328 Monthly Payment for 36 Months ------------------------------------------------------------------ Grier Bros. Enterprises, Inc., filed a Second Amended and Restated Plan of Reorganization and accompanying disclosure statement to amend the treatment of the general unsecured claims and the secured claims filed by Commercial Credit Group Inc. and Concepcion Salado. Class 5: General Unsecured Claims. Class 5 consists of the General Unsecured Claims of the Debtor that are not otherwise included in a class. Debtor shall pay the Class 5 Claims as follows: Beginning two (2) years from the Effective Date, Debtor shall begin making payments on a monthly basis to the Holders of Allowed Class 5 Claims based upon a 36 month repayment schedule. The total monthly payment amount of the Class 5 Claims is $3,328.94 to be distributed pro rata to the Holders of Allowed Class 5 Claims. Debtor shall continue to make principal interest payments on the 15th day of each month through and including the 60th month following the Effective Date. On the 15th day of the 60th month following the Effective Date, Debtor shall make final payments of any remaining principal balance outstanding on the Class 5 Claims. There shall be no pre-payment penalty. Based on the Claims identified above, the Debtor anticipates or projects that the total Class 5 aggregate distribution shall represent a distribution (dividend) on the outstanding Class 5 Claims of 100%. Class 1A: The Class 1A claim of Commercial Credit Group Inc. arises from and in connection with six separate commercial purchase money promissory notes that the Debtor entered into with CCG to finance the purchase of six separate vehicles (as amended or modified, “CCG Notes”). Due to payments made by the Debtor during the pendency of the Bankruptcy Case, as of November 12, 2018, the Debtor owed a total balance of $775,792.97 on the CCG Notes in principal, interest, and late/other fees. The Class 1A Claim of CCG shall be (i) $775,792.97 in principal, interest, and late/other fees, plus (ii) $36,456.50 in attorneys' fees incurred through December 7, 2018, plus reasonable attorneys' fees actually incurred after December 7, 2018 through the Effective Date which shall be subject to review for reasonableness and (iii) less amounts paid pursuant to the terms of the CCG Notes after November 12, 2018. The Debtor shall pay the Class 1A Claim as follows: During the pendency of the Bankruptcy Case, Debtor has made and will continue to make until the Effective Date monthly payments each month to CCG pursuant to the terms of each of the CCG Notes. CCG shall apply payments received after November 12, 2018, to reduce to the Class 1A Claim. The balance of the Class 1A Claim shall incur interest as set forth in each of the CCG Notes. As of the Effective Date, the balance of the Class 1A Claim shall be paid in accordance with the monthly payment schedule provided for in each of the respective CCG Notes with the CCG Attorney's Fees to be paid on a pro rata basis in two (2) monthly installments commencing after the final payment provided for in the respective CCG Notes. Class 2: Secured Claim of Concepcion Salado. Class 2 shall consist of the Secured Claim of Concepcion Salado that arises from and in connection with a judgment lien incident to a judgment dated July 17, 2014, in the amount of $195,427.77, plus interest at $38.00 per day. Concepcion filed a proof of claim as a result of such judgment reflecting a claim in the amount of 234,567.77. Pursuant to an agreement with Concepcion, beginning on the Effective Date, the Debtor shall make principal and interest payments to Concepcion in the total monthly amount of $4,232 based upon a 36 month amortization schedule with the balance of the Class 2 Claim accruing interest at the rate of 8.25% per annum. The Debtor shall continue to make principal and interest payments on the 15th day of each month through and including the 36th month following the Effective Date. On the 15th day of the 60th36th month following the Effective Date, The Debtor shall pay all claims from the post-petition revenue of the Debtor. The Plan provides that the Debtor shall act as the Disbursing Agent to make payments under the Plan unless Debtor appoints some other entity to do so. The Debtor may maintain bank accounts under the confirmed Plan in the ordinary course of business. Debtor may also pay ordinary and necessary expenses of administration of the Plan in due course. A redlined version of the Second Amended Disclosure Statement dated December 19, 2018, is available at: http://bankrupt.com/misc/ganb18-1756817bem-138.pdf About Grier Bros. Enterprises, Inc. Based in Atlanta, Georgia, Grier Bros. Enterprises, Inc., provides trucking or transfer services. Grier Bros. Enterprises sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 17-56817) on April 13, 2017. The petition was signed by Wayne Grier, president. The Debtor estimated its assets and debts at $1 million to $10 million. Herbert C. Broadfoot, II, Esq., at Herbert C. Broadfoot II, PC, serves as the Debtor's bankruptcy counsel. GULFSLOPE ENERGY: BDO USA LLP Raises Going Concern Doubt -------------------------------------------------------- GulfSlope Energy, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $2,636,734 on $0 of net revenue for the year ended September 30, 2018, compared to a net loss of $5,694,349 on $0 of net revenue for the year ended in 2017. The audit report of BDO USA, LLP states that the Company has a net capital deficiency, and further losses are anticipated in developing the Company’s business, which raise substantial doubt about its ability to continue as a going concern. The Company has incurred accumulated losses as of September 30, 2018, of $41.9 million, and has a net capital deficiency. Further losses are anticipated in developing our business, and there exists substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2018, the Company had $5.6 million of unrestricted cash on hand, $4.5 million of this amount is for the payment of joint payables from drilling operations. The Company estimates that it will need to raise a minimum of $8 million to meet its obligations and planned expenditures through December 2019. The Company plans to finance operations and planned expenditures through equity and/or debt financings and/or farm-out agreements. The Company also plans to extend the agreements associated with all loans, the accrued interest payable on these loans, as well as the Company's accrued liabilities. There are no assurances that financing will be available with acceptable terms, if at all. If the Company is not successful in obtaining financing, operations would need to be curtailed or ceased or the Company would need to sell assets or consider alternative plans up to and including restructuring. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. The Company's balance sheet at September 30, 2018, showed total assets of $20,093,007, total liabilities of $24,479,242, and a total stockholders' deficit of $4,386,235. A copy of the Form 10-K is available at: https://is.gd/MP2lAV GulfSlope Energy, Inc., a Delaware corporation, is an independent crude oil and natural gas exploration and production company whose interests are concentrated in the United States Gulf of Mexico (GOM) federal waters offshore Louisiana. The Company currently has under lease fourteen federal Outer Continental Shelf blocks and has licensed 2.2 million acres of three-dimensional (3-D) seismic data in its area of concentration. Two of the fourteen lease blocks were awarded in October and November of 2018. The Company is headquartered in Houston, Texas. GYMBOREE GROUP: Within Days of Filing for Chapter 22, FT Says ------------------------------------------------------------- Alistair Gray and James Fontanella-Khan, writing for The Financial Times, report that Gymboree, the US children's clothing chain is within days of filing for Chapter 11 protection, according to people with knowledge of the plans. Sources told FT that record-breaking holiday sales that have helped much of the U.S. retail industry have failed to revive Gymboree's fortunes. In October 2010, Gymboree was acquired by Bain Capital Private Equity, LP and certain of its affiliated investment funds or investment vehicles managed or advised by it for approximately $1.8 billion. Then known as Gymboree Corporation, the company and seven affiliates each filed a Chapter 11 voluntary petition (Bankr. E.D. Va. Lead Case No. 17-32986) on June 11, 2017, with James A. Mesterharm at the helm as chief restructuring officer while the company navigates bankruptcy. Gymboree had $755.5 million in assets and $1.36 billion in total liabilities around the time of the filing. On Sept. 29 of that year, the company said it has successfully completed its financial restructuring and emerged from Chapter 11 as a new corporation under the name Gymboree Group, Inc., shedding more than $900 million of debt. As reported by the Troubled Company Reporter, Gymboree Group on Dec. 4, 2018, announced that it has initiated a comprehensive review of strategic options for its Gymboree(R), Janie and Jack(R), and Crazy 8(R) brands, which may include a sale or other transactions at the brand level. In addition, the Company is evaluating the retail footprints of its Crazy 8 and Gymboree brands with the intention of closing the Company's Crazy 8 store locations and significantly reducing the number of Gymboree store locations in 2019. Gymboree said in the Dec. 4 statement that Stifel and Berkeley Research Group are serving as the Company's financial advisors. Milbank, Tweed, Hadley & McCloy LLP is serving as its legal counsel. The Wall Street Journal also reported in December that Gymboree Group is seeking a bankruptcy loan to keep some of its stores open while it looks for a buyer. WSJ said Gymboree will close majority of its 900 stores in a bankruptcy filing and that the company has hired Miller Buckfire & Co., Stifel Financial Corp.'s restructuring advisory arm, to explore the sale of more than 100 of its stores. H. BURKHART: Unsecured Creditors to Recover 26% Under Latest Plan ----------------------------------------------------------------- H. Burkhart and Associates, Inc., filed with the U.S. Bankruptcy Court for the Western District of Pennsylvania a disclosure statement to accompany its chapter 11 plan dated Dec. 28, 2018. The latest plan provides that the Class 5 unsecured creditors will now only receive 26% dividend instead of the 100% provided in the initial plan. The liquidation analysis has also been amended to provide that if a plan is not confirmed, the secured creditor will sell the property at a sheriff sale resulting in no distribution to any other creditors. A copy of the Latest Disclosure Statement is available at https://is.gd/a4wjq5 from Pacermonitor.com at no charge. About H. Burkhart and Associates H. Burkhart and Associates, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 16-10750) on Aug. 3, 2016. The petition was signed by Henry F. Burkhart, III, owner. At the time of the filing, the Debtor estimated assets and liabilities of less than $500,000. The Debtor is represented by Brian C. Thompson, Esq., at Thompson Law Group, P.C. HARRISONBURG REDEVELOPMENT: Moody's Cuts 2001B Bonds Rating to Caa3 ------------------------------------------------------------------- Moody's Investors Service has downgraded to Caa3 from B3 the rating of Harrisonburg Redevelopment and Housing Authority, VA, Taxable Multifamily Housing Revenue Bonds (Huntington Village Apartments Project) Series 2001B. RATINGS RATIONALE The Series 2001B bonds downgrade to Caa3 reflects a high probability of default on 8/1/19 based on a projected program asset-to-debt ratio of 72% at that time. The final payment on the underlying mortgage, which is enhanced by a Fannie Mae Stand-by Credit Enhancement Instrument, is expected by 5/1/2019. Given the mismatch between the mortgage and final payment of the bonds, Moody's projects a cash flow shortfall of approximately $50,000 will occur on 8/1/19 depleting all remaining assets prior to the final sinking fund installment on 2/1/20. Although the legal documents, particularly the Financing Agreement, state that the bond Trustee may demand additional monies from the Borrower to cure any deficiencies in funds available under the Indenture, its rating analysis does not incorporate any potential cash infusion from the Borrower occurring prior to the projected default. This action concludes its rating review for downgrade initiated on December 14, 2018 that was pending further information from the bond Trustee. Moody's expects to revisit the rating after the 8/1/19 debt service payment when the rating is likely to be reduced. FACTORS THAT COULD LEAD TO AN UPGRADE -- An infusion of assets from the Borrower prior to the date of projected revenue insufficiency (8/1/19) that increases the asset-to-debt ratio to above 100% and eliminates any revenue shortfall. FACTORS THAT COULD LEAD TO A DOWNGRADE -- Further erosion of the PADR -- Failure to pay debt service LEGAL SECURITY The bonds are limited obligations of the Issuer, payable solely from the revenues and the trust estate. PROFILE The bonds are secured by a mortgage that is guaranteed by a Fannie Mae Stand-by Credit Enhancement Instrument. HOOPER HOLMES: Files Amended Chapter 11 Plan of Liquidation ----------------------------------------------------------- Hooper Holmes, Inc., d/b/a Provant Health, and its affiliated debtors filed an amended disclosure statement for their amended joint plan of liquidation dated Dec. 28, 2018. This latest filing discloses that the current administrator for the Hooper Holmes 401(k) Plan will remain in such position as a fiduciary to the Hooper Holmes 401(k) Plan until the earlier of (a) all necessary actions were performed and filings completed necessary to wind-down the Hooper Holmes 401(k) Plan and (b) the Effective Date upon which the Liquidating Trustee will become the administrator for the Hooper Holmes 401(k) Plan. The current administrator and Liquidating Trustee will work together for the transition of powers and duties related to such role as administrator of the Hooper Holmes 401(k) Plan. A copy of the Amended Disclosure Statement is available for free at: http://bankrupt.com/misc/nysb18-23302-319.pdf About Hooper Holmes Headquartered in Olathe, Kansas, Hooper Holmes, Inc., provides comprehensive health and well-being programs offered through organizations' sponsorship. Hooper Holmes, founded in 1899, is a publicly-traded New York corporation (OTXQX: HPHW). In 2015, Hooper Holmes acquired substantially all of the assets of Accountable Health Solutions, Inc. In 2017, Hooper Holmes merged with Provant Health Solutions, LLC. Hooper Holmes, Inc., and its affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 18-23302) on Aug. 27, 2018. Hooper Holmes reported total assets of $30,232,000 and total debt of $46,839,000 as of June 30, 2018. The Hon. Robert D. Drain is the case judge. Foley & Lardner LLP, led by Richard J. Bernard, John P. Melko, Jill Nicholson, and Geoff Goodman, serves as counsel to the Debtors. The Debtors also tapped Halperin Battaglia Benzija, LLP, as their conflicts counsel; Spencer Fane LLP as securities counsel; Phoenix Management Services as financial advisor; Raymond James & Associates, Inc., as investment banker; and Epiq Corporate Restructuring, LLC, as claims agent. On Sept. 6, 2018, an official committee of unsecured creditors was appointed in the Debtors' cases. The committee tapped Brown Rudnick LLP as its legal counsel. HORNBECK OFFSHORE: S&P Lowers ICR to 'CC', Outlook Negative ----------------------------------------------------------- S&P Global Ratings lowers issuer credit rating to 'CC' from 'CCC-'. S&P is also lowering its issue-level rating on the company's senior unsecured notes due 2020 to 'CC' from 'CCC', and would lower the issue-level rating to 'D' upon completion of the transaction. The company announced that it drew the remaining $136.7 million available under its existing first-lien delayed-draw term loan facility, which is now fully funded at $300 million. The downgrade follows the company's private offer to exchange up to $200 million of its 5.875% unsecured notes due 2020 for new 9.5% second-lien term loans due 2025. The total consideration range of 76 to 85 cents on the dollar includes a two-cent early participation premium for notes tendered by Jan. 18, 2019. The offer expires on Feb. 4, 2019, and is contingent upon a minimum $183.8 million of notes being validly tendered. S&P said, "The negative outlook reflects the potential that holders of a majority of the company's unsecured notes due 2020 may exchange the securities for the new second-lien notes due 2025 at what we consider to be lower value than originally promised for the securities. Should this occur, we will lower the issuer credit rating to 'SD'. "We would lower our issuer credit rating on Hornbeck to 'SD' upon completion of the transaction. "We could raise the issuer credit rating if the transaction is not executed." HOUSE OF RS: Seeks Authorization on Cash Collateral Use ------------------------------------------------------- House of RS, Inc., seeks authority from the U.S. Bankruptcy Court for the Southern District of New York to use property which may constitute cash collateral in which Internal Revenue Service and Phoenix Ash Corp. may assert a security interest. The Debtor was established in 2016 for the purpose of a merger transaction whereby Nibur, Inc. merged into the Debtor. After the merger, the nonresidential real property lease remained in the name of Nibur, Inc. A chapter 11 case was filed by Nibur, Inc., in the U.S. Bankruptcy Court, Southern District of New York, Chapter 11 Case No. 18-10283 (JLG). The Internal Revenue Service asserts it recorded tax liens against Nibur, Inc. Prior to the Nibur Chapter 11, the Debtor was making agreed payments to the IRS in the amount of $5,000 per month. The Debtor and the IRS negotiated a payment agreement in the Nibur Chapter 11 pursuant to which payments were to be made in the amount of $1,223 per month. The Debtor intends to request a similar arrangement with the IRS in this case. The IRS has filed a proof of claim asserting a secured claim in the amount of $75,382.52, a priority tax claim in the amount of $166,107.63, and an unsecured priority claim in the amount of $14,644.77. The Debtor entered into a Secured Promissory Note with Phoenix Ash Corp. which memorialized Phoenix's extension of credit to the Debtor. As of the Petition Date, the Debtor was indebted to Phoenix in the approximate outstanding amount of $238,050. The Debtor's obligations under the Phoenix Note are secured with a lien on certain of the Debtor's property. The Debtor is also a party to that certain Factored Receivables Purchase and Security Agreement with The Lykon Group, LLC. Pursuant to the Agreement, Lykon claims that its collateral includes the Purchased Receivables and related collateral in addition to a security interest in inventory, materials, work in process, rights to designs and intellectual property including patents and copyrights, equipment, machinery, vehicles, furniture, fixtures, manufacturing equipment, office and record keeping equipment, and parts and tools. The Debtor believes Michael Warshaw has an ownership interest in Lykon, and also has an ownership interest in Lykonvani Consulting, owner of 30% of the Debtor's common stock. The Debtor also believes approximately $30,000 in receivables related to Neiman Marcus remain to be collected by Lykon. The Debtor will make interest-only payments to the IRS and Phoenix as well as grant the IRS and Phoenix replacement liens in all of the Debtor's pre-petition and post-petition assets and proceeds, including the Cash Collateral and the proceeds of the foregoing, to the extent that the IRS and Phoenix had a valid security interest in said pre-petition assets on the Petition Date and in the continuing order of priority that existed as of the Filing Date, and that Lykon likewise be granted Replacement Liens to the extent it had such a valid security interest, although the Lykon Agreement asserts the transaction was a sale, not a loan. The Debtor submits that, in order to preserve its estate and to ensure its viability during the Chapter 11 case, the IRS, Phoenix and Lykon should be granted Replacement Liens with the same nature, extent and validity of their pre-petition liens, subject to investigation by any creditors or committee appointed in the Debtor's Chapter 11 case. The Replacement Liens will be subject and subordinate only to: (a) U.S. Trustee fees; (b) professional fees of duly retained professionals in the Chapter 11 case as may be awarded by the Court or pursuant to any monthly fee order entered in the case; (c) the fees and expenses of a hypothetical Chapter 7 trustee to the extent of $10,000; and (d) the recovery of funds or proceeds from the successful prosecution of avoidance actions. In addition to the liens and security interests proposed to be granted pursuant hereto, the Debtor will to continue making the monthly debt service payments as provided for in the proposed Stipulation and Order. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/nysb18-12794-20.pdf About House of RS House of RS, Inc., is a privately owned company in New York operating in the fashion industry with showrooms located in New York and Paris. The RubinSinger brand is available online at https://www.rubinsinger.com/ and at retail stores throughout North America, Europe and Asia. House of RS, Inc., based in New York, NY, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 18-12794) on Sept. 14, 2018. In the petition signed by Rubin Singer, president, the Debtor disclosed $225,335 in assets and $1,828,838 in liabilities. The Hon. Michael E. Wiles is the case judge. Dawn Kirby, Esq., at Delbello Donnellan Weingarten Wise & Wiederkehr, LLP, serves as bankruptcy counsel to the Debtor. ILLINOIS RIVER WINERY: Seeks to Hire PMJ PLLC as Legal Counsel -------------------------------------------------------------- Illinois River Winery, Inc., seeks approval from the U.S. Bankruptcy Court for the Northern District of Illinois to hire PMJ PLLC 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 bankruptcy plan; and provide other legal services related to its Chapter 11 case. PMJ charges these hourly fees: Patrick Jones $350 Valeriy Sirotouk $225 The firm received a pre-bankruptcy retainer of $2,750 for its services and $1,717 for work-related expenses. The firm's attorneys are "disinterested" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. PMJ can be reached through: Patrick M. Jones, Esq. PMJ PLLC 100 South State Street Chicago, IL 60603 Phone: (312) 255-7976 E-mail: pmj@patjonesPLLC.com About Illinois River Winery Illinois River Winery, Inc., has been operating a winery and tasting room in North Utica, Illinois, since 1998. Illinois River Winery sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 18-35892) on Dec. 31, 2018. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of $1 million. The case has been assigned to Judge Janet S. Baer. IMAGE INTERNATIONAL: Accumulated Deficit Casts Going Concern Doubt ------------------------------------------------------------------ Image International Group, Inc. filed its quarterly report on Form 10-Q, disclosing a net loss of $227,236 on $0 of net revenues for the three months ended September 30, 2018, compared with a net loss of $309,898 on $0 of net revenues for the same period in 2017. For the nine months ended September 30, 2018, the Company reported a net loss of $730,867 on $0 of net revenues, compared with a net loss of $344,622 on $0 of net revenues for the same period in 2017. At September 30, 2018, the Company had total assets of $2,697,702, total liabilities of $4,736,993, and $2,039,291 in total stockholders' deficit. The Company has not generated significant revenues since inception and is unlikely to generate earnings in the immediate future. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations, and the attainment of profitable operations. As at September 30, 2018, the Company has a working capital deficiency of $3,857,186 and has an accumulated deficit of $698,039 since inception. These factors raise substantial doubt regarding the Company's ability to continue as a going concern. A copy of the Form 10-Q is available at: https://is.gd/e2Wn12 Image International Group, Inc. (IIGI) -- http://www.imageinternationalgroupinc.com/-- is focused on the acquisition of gemstone and other precious metals, along with developing its Teako property in British Columbia. IIGI intends to market the gemstones and other precious metals to retail jewelry store and gemstone outlets. INLAND FAMILY: DOJ Watchdog Directed to Appoint PCO --------------------------------------------------- Judge Katharine M. Samson of the U.S. Bankruptcy Court for the Southern District of Mississippi asked the U.S. Trustee to appoint a patient care ombudsman for Inland Family Practice Center, LLC. Judge Samson noted that, should the U.S. Trustee or other party in interest files a motion to dispense with the appointment of a patient care ombudsman, within 21 days, the Court will conduct an evidentiary hearing as to whether a patient care ombudsman should be appointed on January 29, 2019, at 10:00 A.M. About Inland Family Practice Center, LLC Inland Family Practice Center, LLC -- http://www.inlandfamilypractice.com-- is a privately owned family practice clinic serving Hattiesburg and South Eastern Mississippi. Established in 2008, the Company has a state of the art facility in Hattiesburg. The Debtor filed a Chapter 11 petition (Bankr. S.D. Miss. Case No.: 19-50020) on January 3, 2019, and is represented by Patrick A. Sheehan, Esq., in Ocean Springs, Mississippi. At the time of filing, the Debtor had $0 to $50,000 in estimated assets and $1 million to $10 million in estimated liabilities. The petition was signed by Ikechukwu Okorie, sole member. The Debtor failed to incorporate in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/mssb19-50020.pdf INTEGRAL INVESTMENTS: Seeks May 1 Plan Exclusivity Period Extension ------------------------------------------------------------------- Integral Investments Prospect, LLC, requests the U.S. Bankruptcy Court for the Eastern District of Wisconsin to extend the exclusivity period within which Debtor must file and confirm a Plan of Reorganization to May 1, 2019. The Debtor filed a Second Amended Plan on Oct. 31, 2018 and a hearing on confirmation of the Second Amended Plan is scheduled for May 1, 2019. However, the 180-day period within which Debtor must confirm its Plan ends on Jan. 21, 2019. Accordingly, the Debtor believes cause exists to extend exclusivity period. About Integral Investments Prospect Integral Investments Prospect, LLC, based in Milwaukee, WI, filed a Chapter 11 petition (Bankr. W.D. Wis. Case No. 18-27174) on July 25, 2018. In the petition signed by Donald J. Gral, member of manager, the Debtor estimated $1 million to $10 million in assets and liabilities. The Hon. Michael G. Halfenger oversees the case. Jonathan V. Goodman, Esq., at the Law Offices of Jonathan V. Goodman, serves as bankruptcy counsel. INTERNET BRANDS: Bank Debt Trades at 4% Off ------------------------------------------- Participations in a syndicated loan under which Internet Brands Inc. is a borrower traded in the secondary market at 95.67 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.37 percentage points from the previous week. Internet Brands pays 375 basis points above LIBOR to borrow under the $2.243 billion facility. The bank loan matures on September 15, 2024. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. KC7 RANCH: Bankruptcy Court Approves Bidding Procedures ------------------------------------------------------- Icon Global Group's Bernard Uechtritz on Jan. 9 disclosed that the United States Bankruptcy Court in Ft. Worth approved bidding procedures, a final auction overbid process and stalking horse protections for the KC7 Ranch. The final Auction is slated for 9:00 amJanuary 23, 2019, for pre-qualified bidders. On October 16, 2018, Icon Global had previously announced a call for offers and deadline of November 30, 2018 for the land, water and mineral rights for the much coveted 37,000 +/- acre KC7 Ranch, which included water rights and an estimated production capacity of approximately 400,000 BBLS of frac water per day via an independent 3 [rd] party water report. The KC7 Ranch, near Balmorhea, Texas, will be liquidated in its entirety inclusive of all owned assets which importantly include extensive water, mineral and surface fee simple rights. Mr. Uechtritz stated, "Our overall marketing strategy, and well published call for offers with a November 30, 2018 deadline resulted in a robust response and generated a number of offers and expressions of interest. We subsequently negotiated and confirmed a stalking horse contract offer amount of $32,500,000, subject to higher and better bids, from a very good buyer which in turn, sets the floor amount for our overbid auction on the 23 [rd] of this month starting at $34 million. This includes a $1 million breakup fee for our stalking horse bidder in the event he is overbid, and also starts the bid process in initial $500,000 increments. "Federal Judge Hon. Mark Mullin of the United States Bankruptcy Court approved our bidding process during a court hearing last Friday afternoon, January 4 [th], with no objections from the Debtor or other stakeholders and parties in interest. The deadline for qualified bid prospects to register for the auction is 4:00 pm Central Friday, January 18, 2019 and includes a required cash deposit of $1.5 million to our designated title company." KC7 Ranch, Ltd., owner of the KC7 Ranch in Jeff Davies and Reeves Counties, Texas, filed bankruptcy on December 28, 2017. On August 21, 2018, Judge Mullin entered an order appointing Joseph M. Coleman of Kane Russell Coleman Logan PC as the Chief Marketing Professional, with mandate to sell the KC7 Ranch. "In my over thirty years as a corporate bankruptcy lawyer, I've never before heard of the appointment of a 'Chief Marketing Professional' in a bankruptcy case, but I think it is a unique and creative solution agreed to by the parties and approved by the Court. With the benefit of Icon Global's experience and remarkable marketing efforts, I expect to have the KC7 Ranch sale approved and closed in less than six months from my appointment," said Mr. Coleman. "I am thrilled at the results of our marketing process, call for offers and the level and quality of our stalking horse bidder," stated Mr. Uechtritz. "This property had languished on the market with another agent for a long period of time without offers or results. Mr. Coleman obtained Court approval to retain me on October 3, 2018. We then launched our marketing campaign on October 16, 2018. We've completed in about 90 days what would normally take us 9 to 15 months of conventional ranch marketing. It has been a 24/7 process for us since October 3 [rd] and continued nonstop throughout the holiday period; a process which included overcoming considerable hurdles while heavily negotiating multiple potential sale contracts. We are excited about the January 23 [rd] Auction to bring this case to a fast close and to transition a new owner and steward for the KC7 Ranch." KC7 Ranch is situated on 37,759 +/- acres of topography rich land two hours southwest of Midland near Balmorhea, TX. This highly improved property comes completely turnkey and is a sportsman's paradise. The blend of open and mountainous terrain, pasture land and water provide an abundance of recreational activities as well as peaceful tranquility. The renovated historic main residence overlooks the large spring fed trophy bass lake and offers luxurious accommodations. The entire perimeter of the ranch is fenced, and the interior is cross fenced into 11 pastures. This ranch is two hours from Midland, TX, an hour from Fort Davis, and an hour and a half from Alpine. This property has superior surface and subsurface water for the area. Ten natural springs flow from the mountains creating an oasis for wildlife, three of the springs feed water to pastures. There are also two lakes that cover 40 acres. The property is also on top of the Capitan reservoir and according to hydrology reports can produce an estimated 400,000 barrels per day of frac water which could be potentially distributed to the Delaware and Permian basin oilfields for decades to come. The property has 10,650+- net mineral acres included in the offering. About Icon Global Group Icon Global -- http://www.Icon.Global-- an affiliate of Briggs Freeman Sotheby's International -- Ranch Division, designs and implements strategic, tactical marketing and sales campaigns for private clients with unique, high-end properties around the world. The company specializes in one of a kind, complex deals on behalf of high net worth clients, international investment funds, corporations, oil and gas ventures, among many others. Icon Global was founded by complex deal maker and international real estate advisor, Bernard Uechtritz. The Australian native most notably led the record-breaking global marketing and sale of W.T. Waggoner Ranch in Vernon, Texas. Listed at $725 million, the iconic property sold in 2016 to billionaire businessman Stan Kroenke, earning the "Real Estate Deal of the Century" title. The company's combined listings and sales volume reached or exceeded $1 billion in 2016 and 2017, including the well-publicized sales of the $60M Barefoot Ranch (TX), $45MRio Bonito Ranch (TX), $21M Dodge Ranch (WY), $34M Broseco Ranch (TX), among many others. About KC7 Ranch Based in Fort Worth, Texas, KC7 Ranch, Ltd., is a privately held company that owns a real property asset known as the "KC7 Ranch". KC7 Ranch filed for Chapter 11 bankruptcy protection (Bankr. N.D Tex. Case No. 17-45166) on Dec. 28, 2017. In the petition signed by its president Thomas F. Darden, the Debtor estimated assets between $50 million and $100 million, and liabilities between $10 million and $50 million. Carrington, Coleman, Sloman & Blumenthal, L.L.P., serves as counsel to the Debtor. The Law Office of Wesley C. Stripling IV, is the special counsel. On Aug. 21, 2018, Joseph M. Coleman was appointed chief marketing professional for the Debtors. Bernard Uechtritz of d1e Icon Global Group/Briggs Freeman Sotheby's International Realty is the broker. KENMETAL LLC: Needs Counseling Services, PCO's Initial Report Says ------------------------------------------------------------------ William Whited, the Patient Care Ombudsman appointed for Kenmetal, LLC, submitted an initial report before the U.S. Bankruptcy Court for the Northern District of Georgia pursuant to 11 U.S.C. Section 333 of the Bankruptcy Code. During visit at the facility, the PCO, together with the other two state long-term care ombudsman designees, Julie Torson and Gerri Randolph, who also conducted visits at the same facility, reported to have received one formal complaint in relation to a request for access to counseling services. The facility, comprising of a resident population with both physical and mental health needs, does not have a contracted provider of counseling services. The PCO likewise reported that the fire incident at the facility remains under investigation. Although there were no deaths or serious injuries of residents or staff reported in the incident, several were transported by ambulance to the hospital for observation for suspected smoke inhalation. As a result of the smoke and water damage, 13 residents had to be transferred to another long-term care facility, while 20 residents remain at the Debtor's facility. Furthermore, the PCO recommended to prohibit Cherly Nichols, the Chief Executive Officer at Marsh Point facility, from having any contact, in person or otherwise, with any Ombudsman or resident, as her demeanor is not conducive to good working relationships or quality abuse-free resident care. The recommendation was made following the threats and attempted intimidation made by Mrs. Nichols to Mrs. Torson. The PCO further noted that whenever possible, Mrs. Torson will be accompanied by another Ombudsman supervisor when conducting monitoring at the Marsh Point facilities. The PCO assures that the facility contracts with a counseling services to meet the needs of the residents within the facility. The PCO also assures that resources are to be made available to recover from the recent fire incident. A full-text copy of the Initial Report, dated January 2, 2019, is available at: http://bankrupt.com/misc/ganb18-65903-68.pdf About Kenmetal LLC Kenmetal, LLC, operates a 50-bed skilled nursing facility known as the Kenwood Manor located at 502 West Pine Avenue, Enid, Oklahoma. Kenmetal sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 18-65903) on Sept. 21, 2018. In the petition signed by Christopher F. Brogdon, managing member, the Debtor estimated assets and liabilities of less than $10 million. The Debtor tapped Theodore N. Stapleton, Esq., of Theodore N. Stapleton, P.C., as counsel. KLOECKNER PENTAPLAST: Bank Debt Trades at 19% Off ------------------------------------------------- Participations in a syndicated loan under which Kloeckner Pentaplast SA is a borrower traded in the secondary market at 81.00 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 4.71 percentage points from the previous week. Kloeckner Pentaplast pays 425 basis points above LIBOR to borrow under the $835 million facility. The bank loan matures on June 17, 2022. Moody's rates the loan 'B3' and Standard & Poor's gave a 'B-' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. Kloeckner Pentaplast SA, headquartered in Montabaur, Germany and with legal domicile in Luxembourg, is a leader in the manufacturing of rigid plastic films for the pharmaceuticals, food, medical, electronics, and other packaging industries. KNOW LABS: SD Mayer & Associates LLP Raises Going Concern Doubt --------------------------------------------------------------- Know Labs, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $3,257,597 on $4,303,296 of net revenue for the year ended September 30, 2018, compared to a net loss of $3,901,232 on $4,874,359 of net revenue for the year ended in 2017. The audit report of SD Mayer & Associates, LLP, states that the Company has sustained a net loss from operations and has an accumulated deficit since inception. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The Company anticipates that it will record losses from operations for the foreseeable future. As of September 30, 2018, the Company's accumulated deficit was $34,791,324. The Company has limited capital resources, and operations to date have been funded with the proceeds from private equity and debt financing and loans from Ronald P. Erickson, the Company's Chief Executive Officer, or entities with which he is affiliated. These conditions raise substantial doubt about our ability to continue as a going concern. The Company's balance sheet at September 30, 2018, showed total assets of $2,102,948, total liabilities of $4,710,538, and a total stockholders' deficit of $2,607,590. A copy of the Form 10-K is available at: https://is.gd/ECJNuZ Know Labs, Inc., develops, markets, and sells proprietary technology solution for authenticating or diagnosing substances or materials. Its proprietary platform technologies include ChromaID and Bio-RFID technologies that utilizes electromagnetic energy along the electromagnetic spectrum to perform analytics, which allow the user to identify, authenticate, and diagnose materials and substances. The Company, through its subsidiary TransTech Systems, Inc., distributes products for employee and personnel identification and authentication. The Company was formerly known as Visualant, Incorporated and changed its name to Know Labs, Inc. in May 2018. Know Labs, Inc. was founded in 1998 and is based in Seattle, Washington. KONA GRILL: Marcus Jundt Assumes Full CEO Responsibilities ---------------------------------------------------------- Steve Schussler resigned as co-chief executive officer and as member of the Board of Directors to focus on his ongoing commitments to his existing restaurant concepts developed through Schussler Creative, Inc. Marcus Jundt will remain as the Company's chief executive officer. "I have enjoyed my years of service as a director of Kona Grill and enjoyed working with Marcus Jundt as Co-CEO in helping revitalize the Kona Grill brand. As a founder of Kona Grill, Marcus is committed to the Company's success and I wish he and the Kona Grill team the best," said Steve Schussler. "Steve Schussler's creativity and attention to customer service has been a valuable asset to Kona Grill through his service as both a director and officer. We are sad to see him leave, but understand the commitments that he has to his existing restaurants," said Marcus Jundt, chief executive officer. Implements Salary Deductions On Jan. 9, 2019, the Company entered into Amendment No. 1 to Amended and Restated Employment Agreement with Berke Bakay, the Company's executive chairman. The Amendment amends and restates the Amended and Restated Employment Agreement to reduce Mr. Bakay's annual compensation to $1.00 effective Jan. 1, 2019. The Company's Board of Directors also reduced the annual Board cash retainer for each non-employee director from $30,000 to $1.00 effective Jan. 1, 2019. The Company's Board of Directors also reduced the annual cash retainer for the Chairperson of the Audit Committee from $10,000 to $1.00 effective Jan. 1, 2019 and reduced the annual cash retainer for the Chairperson of the Compensation Committee from $3,000 to $1.00 effective Jan. 1, 2019. About Kona Grill Kona Grill, Inc., headquartered in Scottsdale, Arizona, Kona Grill, Inc. -- http://www.konagrill.com/-- currently owns and operates 44 restaurants in 22 states and Puerto Rico. Its restaurants feature a global menu of contemporary American favorites, award-winning sushi and craft cocktails. Additionally, Kona Grill has two restaurants that operate under a franchise agreement in Dubai, United Arab Emirates, and Vaughan, Canada. Kona Grill incurred a net loss of $23.43 million in 2017 and a net loss of $21.62 million in 2016. As of Sept. 30, 2018, Kona Grill had $78.59 million in total assets, $75.74 million in total liabilities, and $2.84 million in total stockholders' equity. The Company has incurred losses resulting in an accumulated deficit of $88.5 million and outstanding borrowings under a credit facility of $33.5 million as of Sept. 30, 2018. As of Sept. 30, 2018, the Company has cash and cash equivalents and short-term investment balance totaling $4.0 million and net availability under the credit facility of $2.2 million, subject to compliance with certain covenants. The Company has implemented various initiatives to increase sales and reduce costs to increase profitability. "Management expects to utilize existing cash and cash equivalents and short-term investments, along with cash flow from operations, and the available amounts under the credit facility, to provide capital to support the business, to maintain and refurbish existing restaurants, and for general corporate purposes. Any reduction of cash flow from operations or an inability to draw on the credit facility may cause the Company to take appropriate measures to generate cash. The failure to raise capital when needed could impact the financial condition and results of operations. Additional equity financing, to the extent available, may result in dilution to current stockholders and additional debt financing, if available, may involve significant cash payment obligations or financial covenants and ratios that may restrict the Company's ability to operate the business. There can be no assurance that the Company will be successful in its plans to increase profitability or to obtain alternative capital and financing on acceptable terms, when required or if at all," the Company stated in its Quarterly Report for the period ended Sept. 30, 2018. L REIT LTD: Seeks Authorization to Use JPMorgan Cash Collateral --------------------------------------------------------------- L Reit, Ltd. and Beltway 7 Properties, Ltd., seek authorization from the U.S. Bankruptcy Court for the Southern District of Texas to use cash collateral in the ordinary course of its business. The Debtors anticipate obtaining consent of parties with security interests and other rights in and to the Debtors' cash collateral. In 2012, L Reit entered into a mortgage loan agreement with JPMorgan Chase Bank in the original principal balance of about $52 million, secured by a first lien on substantially all the assets of the Debtor, including, but not limited to, the real property and improvements constituting the Property and related rents. In 2014, L Reit refinanced this obligation with JPMorgan through a new a loan in the principal amount of $59 million. The Secured Loan was subsequently assigned in two parts, the first to a JP Morgan Chase 2014-C26 in the amount of 52 million dollars and the second to Annaly Capital Management, Inc. as a mezzanine loan in the amount of 7 million dollars. The JP Morgan Chase 2014-C26 portion of the loan is being managed by PNC Real Estate and is serviced by Midland Loan Services. The JP Morgan Chase 2014-C26 loan is secured by a first lien on substantially all the assets of the Debtors, including, but not limited to, the real property and improvements constituting the Property and related rents and is fully assumable. The Annaly loan is secured by the stock of Beltway 7 which is the owner of L. Reit Ltd. Monthly payments on the Secured Loan are approximately $475,000, including escrows. Rent payments are collected monthly. Payments in excess of debt service and escrows are retained by the Debtors. The current outstanding balance on the JP Morgan Chase 2014-C26 loan is approximately $50.5 million, along with a balance in the various reserve accounts of more than $1.4 million. The maturity date of the JP Morgan Chase 2014-C26 loan is Dec. 1, 2024. Concurrent with the JP Morgan Chase 2014-C26 loan, JP Morgan Chase assigned Annaly into a Mezzanine Loan in the original amount of $7 million, secured by a pledge of Beltway 7's interest in L Reit. The Mezzanine Loan requires monthly interest payments through the maturity date of Dec. 1, 2024, when the entire unpaid balance is owed. Current monthly interest payment on the Mezzanine Loan is approximately $58,917. Additionally, in February 2018, L Reit executed a second lien deed of trust in favor of Icon Bank whereby the bank was granted a second lien security interest in the Properties as security for three outstanding loans owed to the bank with respect to notes. The outstanding balance owed with respect to the Icon Loans is estimated at $11 million and monthly debt service is approximately $92,925. Total monthly debt service of L Reit to the various lenders is approximately $414,000, plus monthly deposits into various escrow accounts for taxes, insurance, cash management, etc. of more than $140,000. JP Morgan is owed more than $50.5 million with respect to the Mortgage Loan. While the terms of an agreed order have not been finalized, the Debtors expect that an agreed order will be reached which will include, among others, the following: (a) The Debtors may each use cash Collateral pursuant to approved budgets, with a 10% variance per line item and the ability to apply any unused budgeted funds at its discretion. (b) JP Morgan's prepetition liens will be adequately protected by replacement liens to the same extent and priority as their respective prepetition liens. In exchange for the use of cash Collateral, as adequate protection for the use of the cash Collateral, the Debtors propose to grant to JP Morgan replacement liens in the form of security interests and liens upon the same types and kinds of assets upon which they held a prepetition lien, subject only to valid, perfected, and enforceable prepetition liens (if any) which are senior as of the Petition Date, as well as an additional lien upon the Debtors' post-petition accounts and accounts receivables. The grant of replacement liens will only apply to the extent that the prepetition Collateral was encumbered by valid and perfected liens and security interests. The Replacement Liens will not attach to any avoidance actions under Chapter 5 of the Bankruptcy Code. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/txsb18-36881-27.pdf About L REIT Ltd. and Beltway 7 Properties Ltd. L REIT, Ltd. is a privately-held lessor of real estate based in Houston, Texas. Its principal assets are located at 7900, 7904, 7906, 7908, 7840, and 7850 N. Sam Houston Parkway, and 10740 N. Gessner Road, Houston, Texas. Beltway 7 Properties, Ltd. retains a 99% ownership interest in L Reit and is its sole limited partner. L REIT and Beltway 7 Properties sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 18-36881) on Dec. 5, 2018. At the time of the filing, L REIT estimated assets of $50 million to $100 million and liabilities of $50 million to $100 million. Beltway estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. The cases have been assigned to Judge David R. Jones. LA CASA DE PEDRO: Jan. 24 Continued Cash Collateral Hearing ----------------------------------------------------------- The Hon. Joan N. Feeney of the U.S. Bankruptcy Court for the District of Massachusetts, by agreement of the interested parties present at the hearing, has authorized La Casa de Pedro, Inc.'s further use of cash collateral on an interim basis through the continued hearing which will take place on Jan. 24, 2019 at 11:30 a.m. A copy of the Order is available at: http://bankrupt.com/misc/mab18-11916-152.pdf About La Casa de Pedro La Casa de Pedro, Inc. -- http://lacasadepedro.com/-- is a restaurant that offers Venezuelan & Spanish cuisine. Owner and Executive Chef Pedro Alarcon serves dishes that highlight the traditions of his native Venezuela and broader Latin American heritage. La Casa de Pedro, Inc., based in Watertown, MA, filed a Chapter 11 petition (Bankr. D. Mass. Case No. 18-11916) on May 23, 2018. In the petition signed by Pedro Alarcon, president, treasurer, secretary and sole director, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The Hon. Joan N. Feeney oversees the case. Nina M. Parker, Esq., at Parker & Associates, serves as bankruptcy counsel. LA PALOMA: Court OK's LNV Bid to Enforce Intercreditor Agreement ---------------------------------------------------------------- The Ad Hoc Group of Second Lien Creditors and LNV Corporation filed separate motions to enforce Intercreditor Agreement. The motions sought to define the rights of both the Second-Lien Group and LNV to distributions under the Plan, which are currently being held by the Collateral Agent. Based on the language of the Intercreditor Agreement, Bankruptcy Judge Christopher Sontchi finds that the First-Lien Creditors are to be paid-in-full prior to the Second-Lien Creditors receiving payment based on the Second-Lien Claim. As a result, the Court grants the LNV motion and denies the Second-Lien Group motion. Under New York law, which governs the Intercreditor Agreement, the Court need not look "outside the four corners" of a complete document to determine what the parties intended. Here, neither party has alleged that the Intercreditor Agreement is an incomplete document, so it is not necessary to resort to extrinsic evidence to interpret it. Moreover, neither party contends that any term in the Intercreditor Agreement is ambiguous--instead, each party relies on its own "plain reading" in reaching competing results. A contract is not ambiguous merely because the parties offer different constructions of the same term. The Court finds that the Intercreditor Agreement is not ambiguous. LNV asserted that under the explicit terms "all principal and other amounts" payable to the First-Lien Lender in respect of the First-Lien Obligations must be paid in full before the Second-Lien Lenders are allowed to receive any recovery on account of the Second Lien Obligations. The Second-Lien Lenders asserted that because the First-Liens lapsed prior to the Petition Date, that all money should be distributed in accordance with the Plan, which includes to the Second-Lien Lenders pursuant to their proof of claim. Reading the Intercreditor Agreement as a whole, including the subordination of the Second-Lien Obligations and the waterfall provision in Section 4.1 indicate that the parties intended for the First-Lien Obligations to be paid in full before the Second-Lien Lenders are allowed to receive any recovery on behalf of the Second-Lien Obligations. The Second-Lien Lenders assert that the Intercreditor Agreement provides for "lien subordination" and not "payment subordination." In Highland Park CDO I Grantor Tr., Series A v. Wells Fargo Bank, N .A.,39 the District Court in the Southern District of New York was faced with a similar intercreditor agreement. The Court holds that although the Highland Park intercreditor agreement specifically provides for "Payment Subordination," it also stands for the proposition that intercreditor agreements delineate the relationship between groups of creditors. Furthermore, the Intercreditor Agreement states that the First-Lien Obligations will be satisfied in full prior to the payment of the Second-Lien Obligations. Additionally, throughout the pendency of the bankruptcy cases, no party-in-interest sought to avoid, or avoided, the First-Lien Claims. Furthermore, First-Lien Claims were reinstated as part of the Settlement embodied in the plan. Thus, the First-Lien Claims are in full force and effect as to the Debtors and the Second-Lien Lenders. In Ion Media Networks, Inc. v. Cyrus Select Opportunities Master Fund Ltd., the second lien creditors objected to confirmation of the debtors’ plan and filed an adversary proceeding against the first lien creditors, asserting that certain of the debtors' assets were not subject to the first lien creditors’ security interest. The intercreditor agreement expressly prohibited the junior lenders from challenging the priority of the senior creditors' claims, including on the basis of non-perfection of the senior liens. The bankruptcy court mooted the adversary proceeding by determining that the intercreditor agreement in that case prevented the second lien creditors from objecting to the plan. The Second-Lien Lenders attempt to distinguish Ion Media by asserting that here the Second-Lien Lenders have not contested LNV's liens. However, the similarities are in the language of the Ion Media intercreditor agreement and how it establishes the relationship between the senior and junior creditors. Here, the Court too finds that reading of the Intercreditor Agreement in its entirety leads to the same result. Sophisticated parties negotiated and entered into this Intercreditor Agreement with the intention to subordinate the Second-Lien Lenders to the liens of the First-Lien Lenders. As a result, the Court will enforce Section 4.1 of the Intercreditor Agreement and require that the First-Lien Claim receive payment in full prior to payment of the Second-Lien Claim. The Court finds that the Collateral Agent must make all distributions payable under the Plan on account of the Second-Lien Claims to the First-Lien Lenders, as required by the Intercreditor Agreement. The Court, therefore, grants the Motion of LNV Corporation to enforce Intercreditor Agreement and denies the Ad Hoc Group of Second Lien Creditors’ motion to enforce Intercreditor Agreement. A copy of the Court's Opinion dated Dec. 27, 2018 is available at: http://bankrupt.com/misc/deb16-12700-1274.pdf Counsel for Debtors and Debtors-in-Possession: Mark D. Collins Jason M. Madron RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 North King Street Wilmington, DE 19801 collins@rlf.com madron@rlf.com -and- M. Natasha Labovitz Craig A. Bruens Nick S. Kaluk, III Elie J. Worenklein DEBEVOISE & PLIMPTON LLP 919 Third Avenue New York, NY 10022 nlabovitz@debevoise.com cabruens@debevoise.com nskaluk@debevoise.com ejworenklein@debevoise.com Counsel to the Ad Hoc Group of Second Lien Creditors: Jody C. Barillare MORGAN, LEWIS & BOCKIUS LLP The Nemours Building 1007 North Orange Street, Suite 501 Wilmington, DE 19801 jody.barillare@morganlewis.com -and- Glenn E. Siegel Joshua Dorchak Rachel Jaffe Mauceri 101 Park Avenue New York, New York 10178 glenn.siegel@morganlewis.com joshua.dorchak@morganlewis.com rachel.mauceri@morganlewis.com Counsel for LNV Corporation: Jeffrey M. Schlerf L. John Bird FOX ROTHSCHILD LLP 919 North Market Street Suite 300 Wilmington, DE 19801 jschlerf@foxrothschild.com -and- Thomas E. Lauria WHITE & CASE LLP Southeast Financial Center, Suite 4900 200 South Biscayne Blvd. Miami, FL 33131 tlauria@whitecase.com About La Paloma Generating La Paloma Generating Company, LLC, a D.C.-based merchant power generator, and its affiliates La Paloma Acquisition Co, LLC, and CEP La Paloma Operating Company, LLC, filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-12700 to 16-12702) on Dec. 6, 2016. The petitions were signed by Niranjan Ravindran, as the Debtors' authorized person. La Paloma Generating estimated $100 million to $500 million in assets and $500 million to $1 billion in liabilities. The Hon. Christopher S. Sontchi presides over the cases. The Debtors are represented by John J. Rapisardi, Esq., and George A. Davis, Esq., at O'Melveny & Myers LLP, as lead bankruptcy counsel; and Mark D. Collins, Esq., Andrew Dean, Esq., and Jason M. Madron, Esq., at Richards, Layton & Finger, P.A., as Delaware counsel. Lawyers at Curtis, Mallet-Prevost, Colt & Mosle LLP serve as conflicts counsel. Jefferies LLC serves as the Debtors' financial advisor and investment banker, while their claims and noticing agent is Epiq Bankruptcy Solutions. Alvarez & Marsal North America, LLC, is the financial advisor. Maria Aprile Sawczuk has been appointed fee examiner in the bankruptcy case. On Aug. 2, 2017, the Debtors filed a Chapter 11 Plan and Disclosure Statement. Andrew R. Vara, Acting U.S. Trustee for Region 3, on Sept. 5 appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of La Paloma Generating Co. LLC, et al. The committee members are: (1) Argo Chemical, Inc.; (2) PowerFlow Fluid Systems, LLC; and (3) GE Mobile Water, Inc. LAUREATE EDUCATION: Bank Debt Trades at 2% Off ---------------------------------------------- Participations in a syndicated loan under which Laureate Education is a borrower traded in the secondary market at 97.80 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 1.99 percentage points from the previous week. Laureate Education pays 350 basis points above LIBOR to borrow under the $1.238 billion facility. The bank loan matures on April 26, 2024. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B+' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. LEARNING TREE INT'L: BDO USA, LLP Raises Going Concern Doubt ------------------------------------------------------------ Learning Tree International, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $2,059,000 on $64,318,000 of net revenue for the year ended September 28, 2018, compared to a net loss of $2,137,000 on $70,663,000 of net revenue for the year ended in 2017. The audit report of BDO USA, LLP states that the Company's existing cash resources, recurring operating losses, negative cash flows from operations and negative working capital raise substantial doubt about its ability to continue as a going concern. The Company's balance sheet at September 28, 2018, showed total assets of $22,648,000, total liabilities of $36,564,000, and a total stockholders' deficit of $13,916,000. A copy of the Form 10-K is available at: https://is.gd/gBfjME Learning Tree International, Inc., is a leading worldwide provider to business and government organizations for the workforce development and training of their information technology ("IT") professionals and managers. MAGEE BENEVOLENT: Seeks 90-Day Exclusivity Periods Extension ------------------------------------------------------------ Magee Benevolent Association asks the U.S. Bankruptcy Court for the Southern District of Mississippi for an additional 90 days of exclusivity within which to file its Plan and Disclosure Statement in this Chapter 11 case, and a concomitant extension of time within which to obtain Plan confirmation. The Debtor is required to file its Disclosure Statement and Plan of Reorganization on or before Dec. 28, 2018. The Debtor and its counsel have diligently attempted to gather the information necessary to complete these documents and file them in a timely manner. However, because of the extent of the information involved, they have not been able to do so. The Debtor contends that it has preliminarily formulated the ideas to support a plan of reorganization and disclosure s statement, but they are not yet in final form. The Debtor mentions that it has been able to maintain the status quo in operations with respect to patient census, billings and collections. The business has been stable as a result. In addition, the Debtor's board of directors has changed significantly since the case was filed which the Debtor views as a positive development. The Debtor is cautiously optimistic that it can increase patient census and cash flow, especially with the current set of the board, but this will not happen overnight. As a result, the Debtor seeks extension of the exclusivity periods. About Magee General Hospital Magee General Hospital serves as a general medical and surgical facility in Magee, Mississippi. The Hospital offers medical services in cardiology, audiology, dentistry, general surgery, internal medicine, oncology, emergency care, and many other medical services. Magee General Hospital filed a petition for reorganization under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 18-03283) on Aug. 24, 2018. In the petition signed by CEO Sean Johnson, the Debtor estimated $1 million to $10 million in assets and liabilities. The case is assigned to Judge Katharine M. Samson. The Law Offices of Craig M. Geno, PLLC, led by Craig M. Geno, is the Debtor's counsel. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on Sept. 24, 2018. The committee tapped Arnall Golden Gregory LLP as its legal counsel, and McCraney, Montagnet, Quin & Noble, PLLC as its local counsel. MATRIX BROADCASTING: AML Seeks Cure of Plan Outline Defects ----------------------------------------------------------- Alpha Media LLC filed an objection to Matrix Broadcasting, LLC and Matrix Broadcasting Holdings, LLC's disclosure statement in support of its amended chapter 11 plan of reorganization. Alpha Media complains that the Disclosure Statement fails to provide adequate information and in some instances, likely through inadvertence, provides incomplete, inaccurate or misleading information. Specifically, the Disclosure Statement is deficient in the following particulars: a. Debtors fail to disclose that the Amended Plan depends entirely upon the contemplated APA between and among the Debtors, Atalaya, Digity, and Alpha which has not yet been executed and as to which material aspects remain under discussion. Alpha requested additional information from the Debtors regarding terms of the Amended Plan on repeated occasions. While a number of Alpha’s concerns were addressed by edits to the proposed Amended Plan, Alpha's questions remain largely unanswered. Alpha requested that the Debtors delay proceeding with the Amended Plan and Disclosure Statement until the transactional foundation -- the APA -- was executed; the LOI executed by all Parties in Interest who would all be parties to the APA, including the Debtors, provided that the plan would not be filed until "Definitive Agreements," including the APA, were executed. Nevertheless, Debtors elected to file the Amended Plan and Disclosure Statement on Dec. 21, 2018, at 6:20 p.m., without completion of these agreements. b. Section II of the Plan, "Background," is largely a regurgitation of allegations the Debtors made in the "Alpha Digity Lawsuit." Alpha strenuously objects to the inclusion of these assertions of fact, and requests they be deleted or preceded by boldly emphasized qualifying language reflecting that the assertions are purely Debtors' assertions of fact only, that the assertions are disputed by Alpha, and that the Court's approval of the Disclosure Statement, if it occurs, does not constitute an adoption or approval of such assertions by the Court and has no issue preclusive effect. c. Section IV of the Disclosure Statement, "The Plan," appears to parrot the language of the proposed Amended Plan, but it does not in all respects track the language of the proposed Amended Plan as filed. While Section IV is predicated on the statement that the description is qualified "in its entirety" by the Amended Plan, certain language, such as the Debtors' repeated use of the term "herein" to describe terms of the Amended Plan, implies that the terms of the Disclosure Statement completely governs the Debtors' liquidation. Moreover, because it purports to describe transactions that would be governed by the as-yet unexecuted APA, the Plan description is per se inaccurate and misleading. Because the proposed Disclosure Statement was filed on Friday, Dec. 21, 2018, at 6:20 p.m., Alpha has had only three business days to review and lodge objections to the Disclosure Statement. Alpha requests that the hearing on the approval of the proposed Disclosure Statement be abated pending execution of a definitive APA and the cure of the defects recited. A copy of Alpha's Objection is available at https://is.gd/iCkOdf from Pacermonitor.com at no charge. The Troubled Company Reporter previously reported that prior to the Effective Date, the Debtors will continue to operate their businesses subject to all applicable requirements of the Bankruptcy Code and the Bankruptcy Rules. The Plan contemplates and is predicated upon the Sale, the transfer of the Property and Station Assets to Purchaser on the Effective Date, the dissolution of the Debtors and the liquidation of the Estates. The Purchaser will be Alpha Media or its designee. A copy of the Disclosure Statement is available at https://tinyurl.com/y8yetsc5 from PacerMonitor.com at no charge. Attorneys for Alpha Media, LLC: Thomas A. Connop, Esq. Matthew H. Davis, Esq. Catherine A. Curtis, Esq. Locke Lord LLP 2200 Ross Avenue, Suite 2800 Dallas, Texas 75201 Telephone: (214) 740-8000 Facsimile: (214) 740-8800 Email: tconnop@lockelord.com mdavis@lockelord.com catherine.curtis@lockelord.com About Matrix Broadcasting Matrix Broadcasting, LLC owns and operates two radio stations, WZSR (105.5 FM, "The Star") and WFXF (103.9 FM, "The Fox"). The Stations are operated from Matrix's studios in Crystal Lake, Illinois. Matrix Broadcasting Holdings, LLC, which previously served as the sole member of Matrix, has no operations or assets but is a guarantor of Matrix's senior secured obligations. The Company was formed out of the 2014 acquisition by Digity Companies, LLC, of 33 radio stations from NextMedia Group Inc., which itself successfully emerged from Chapter 11 in 2010. Matrix Broadcasting, LLC, and Matrix Broadcasting Holdings, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. Tex. Case No. 18-31045 and 18-31046) on March 27, 2018. In its petition signed by Peter Handy, CEO, Matrix LLC disclosed $1 million to $10 million in assets and $1 million to $10 million in liabilities. Matrix Holdings, LLC disclosed $0 to $50 million in assets and $1 million to $10 million in liabilities. The Hon. Christine M. Gravelle presides over the case. The Debtors tapped Michael P. Cooley, Esq., Keith M. Aurzada, Esq., and Lindsey L. Robin, Esq., of Bryan Cave LLP as bankruptcy counsel. MATRIX BROADCASTING: Digity Files Objection to Disclosure Statement ------------------------------------------------------------------- Digity Media, LLC, filed an objection to Matrix Broadcasting, LLC and Matrix Broadcasting Holdings, LLC's disclosure statement in support of its amended chapter 11 plan of reorganization and joinder to Alpha Media LLC's objection to the disclosure statement. Digity asserts that the Amended Plan, by its terms, cannot be confirmed without the support of all the key stakeholders. In addition, statements made by the Debtors in the Disclosure Statement, by the Disclosure Statement’s terms and under applicable law, cannot be binding or have any preclusive effect on any party. Nevertheless, Digity objects to the Disclosure Statement out of an abundance of caution and for the reasons set forth in the Alpha Objection. A copy of Digity's Objection is available at https://is.gd/pSFtXX from Pacermonitor.com at no charge. The Troubled Company Reporter previously reported that all consideration necessary for the payment or tender of Distributions under the Plan will be derived from (i) Cash on hand on the Effective Date; (ii) Cash proceeds received by the Debtors from the Purchaser or paid directly by the Purchaser to fund Distributions; (iii) the assumption of the Assumed Liabilities by the Purchaser; and (iv) the settlement of Digity's and Alpha's Claims against the Debtors and their Estates in accordance with the Plan and the APA. Any such contributions of Cash by the Purchaser to fund Distributions under the Plan, as well as the settlement by Digity and Alpha of their Claims against the Debtors and their Estates, will be deemed to have been contributed directly by the Purchaser and Digity, as applicable, to the recipients of such Distributions in exchange for the injunctions and releases provided in the Plan. A copy of the Disclosure Statement is available at https://tinyurl.com/y8yetsc5 from PacerMonitor.com at no charge. Attorneys for Digity Media, LLC: J. Michael Sutherland, Esq. Carrington, Coleman, Sloman & Blumenthal, L.L.P. 901 Main St., Suite 5500 Dallas, TX 75202 Telephone: 214-855-3000 Facsimile: 214-758.3788 Email: msutherland@ccsb.com – and – Michael D. Basile, Esq. Cooley LLP 1299 Pennsylvania Avenue, NW Suite 700 Washington, DC 20004 Telephone: 202-842-7800 Facsimile: 202-842-7899 Email: mbasile@cooley.com – and – Robert Winning, Esq. The Grace Building 1114 Avenue of the Americas New York, NY 10036 Telephone: 212-479-6000 Facsimile: 212-479-6275 Email: rwinning@cooley.com About Matrix Broadcasting Matrix Broadcasting, LLC owns and operates two radio stations, WZSR (105.5 FM, "The Star") and WFXF (103.9 FM, "The Fox"). The Stations are operated from Matrix's studios in Crystal Lake, Illinois. Matrix Broadcasting Holdings, LLC, which previously served as the sole member of Matrix, has no operations or assets but is a guarantor of Matrix's senior secured obligations. The Company was formed out of the 2014 acquisition by Digity Companies, LLC, of 33 radio stations from NextMedia Group Inc., which itself successfully emerged from Chapter 11 in 2010. Matrix Broadcasting, LLC, and Matrix Broadcasting Holdings, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. Tex. Case No. 18-31045 and 18-31046) on March 27, 2018. In its petition signed by Peter Handy, CEO, Matrix LLC disclosed $1 million to $10 million in assets and $1 million to $10 million in liabilities. Matrix Holdings, LLC disclosed $0 to $50 million in assets and $1 million to $10 million in liabilities. The Hon. Christine M. Gravelle presides over the case. The Debtors tapped Michael P. Cooley, Esq., Keith M. Aurzada, Esq., and Lindsey L. Robin, Esq., of Bryan Cave LLP as bankruptcy counsel. MEDICAL IMAGING: Debt Repayments Raise Going Concern Doubt ---------------------------------------------------------- Medical Imaging Corp. filed its quarterly report on Form 10-Q, disclosing a Total Comprehensive Loss of $372,628 on $1,385,444 of net sales for the three months ended September 30, 2018, compared with a Total Comprehensive Loss of $714,301 on $1,368,771 of net sales for the same period in 2017. At September 30, 2018, the Company had total assets of $3,288,393, total liabilities of $10,372,288, and $7,083,895 in total stockholders' deficit. The Form 10-Q report states, "The Company incurred net comprehensive loss of $372,628, and $1,952,311 for the three and nine months ended September 30, 2018, respectively, as well as a working capital deficit of $8,392,190 at September 30, 2018. These conditions raise substantial doubt as to the Company's ability to continue as a going concern. "Based on the debt payment obligations of the Company that are due within the next 12 months, there is doubt about its ability to continue as a going concern, and the Company's continued operations therefore are dependent upon either increasing revenues or adequate additional financing being raised, or both, to enable it to continue its operations as currently conducted. As a result of this and other factors, the report of our independent auditors, dated May 10, 2018, on our consolidated financial statements for the period ended December 31, 2017 included an emphasis of matter paragraph indicating that there is a substantial doubt about the Company's ability to continue as a going concern. "Alternatively, the Company could adjust some of its operational requirements or modify some of its debt obligations; however, these changes may not necessarily provide sufficient funds to continue as a going concern in the event that the Company is unable to continue as a going concern, it may be forced to realize upon its assets or even elect or be required to seek protection from its creditors as provided by law or be subject to claims by creditors or a general creditor action. To date, management has not considered these alternatives as a likely outcome, since it has continuing revenues from operations and is considering capital raising actions." A copy of the Form 10-Q is available at: https://is.gd/iV6cpu Las Vegas-based Medical Imaging Corp. (MIC) formerly Diagnostic Imaging International Corp. (DIIC) developed a business plan for private healthcare opportunities in Canada with the objective of owning and operating private diagnostic imaging clinics in 2005. In 2009, the company purchased Canadian Teleradiology Services Inc. that operates as Custom Teleradiology Services (CTS), CTS provides remote reading of medical diagnostic imaging scans for rural hospitals and clinics. In early 2010, the company modified its business plan to grow its CTS subsidiary while commencing the acquisition of existing full service imaging clinics located in the United States and exploring the development of new diagnostic imaging technology. In 2012, the company purchased Schuylkill Open MRI Inc. that operates as Schuylkill Medical Imaging (SMI) an independent diagnostic imaging facility located in Pottsville, Pennsylvania. In 2014, the company purchased Partners Imaging Center of Venice, LLC (PIV) located in Venice, Florida; Partners Imaging Center of Naples, LLC (PIN) located in Naples, Florida; and Partners Imaging Center of Charlotte, LLC (PIC) located in Port Charlotte, Florida. MISYS PLC: Bank Debt Trades at 9% Off ------------------------------------- Participations in a syndicated loan under which Misys Plc is a borrower traded in the secondary market at 91.50 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 1.24 percentage points from the previous week. Misys Plc pays 725 basis points above LIBOR to borrow under the $1.245 billion facility. The bank loan matures on April 28, 2025. Moody's rates the loan 'Caa2' and Standard & Poor's gave a 'CCC' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. Misys is one of the world's largest independent applications software products groups and the UK's biggest. Its main activities include selling software solutions to banks, transaction processing and claims administration for physicians in the U.S., systems for insurance brokers in the U.K., and administrative and compliance services for Independent Financial Advisors, or IFs. It's corporate address is London, United Kingdom. MULTIPLAN INC: Bank Debt Trades at 4% Off ----------------------------------------- Participations in a syndicated loan under which MultiPlan Incorporated is a borrower traded in the secondary market at 95.59 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.59 percentage points from the previous week. MultiPlan Incorporated pays 300 basis points above LIBOR to borrow under the $3.2 billion facility. The bank loan matures on June 6, 2023. Moody's rates the loan 'B1' and Standard & Poor's gave a 'B+' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. NAKED BRAND GROUP: Insufficient Capital Raises Going Concern Doubt ------------------------------------------------------------------ Naked Brand Group Limited filed its Form 6-K report, disclosing a net loss of NZ$26,094,000 on NZ$56,750,000 of net revenues for the six months ended July 31, 2018, compared with a net loss of NZ$19,213,000 on NZ$59,787,000 of net revenues for the same period in 2017. At July 31, 2018, the Company had total assets of NZ$75,849,000, total liabilities of NZ$59,617,000, and NZ$16,232,000 in total stockholders' equity. Despite the loss in the current period and the other negative financial conditions as at July 31, 2018, the Directors are confident that the Company will continue as a going concern. However, while the Directors are confident of continuing as a going concern and meeting its debt obligation to its Bank and creditor commitments as they fall due, the going concern is dependent upon the Directors and Company being successful in: Raising further capital of at least NZ$26 million and collecting it between December 2018 and July 2019; Reducing overheads and increasing gross profit margin that leads to a reduction in the current cash outflow being incurred each month to reach a cash flow positive position by October 2019; Renegotiating the current bank facilities of NZ$20 million to a facility that is at least a 12 month facility, reviewed annually, and is subject to amortisation of NZ$1.667 million per quarter commencing July 2019; and Maintaining the creditors within the negotiated terms. As a result the viability of the Group is dependent on the above matters, and there is a substantial doubt about the Company's ability to continue as a going concern. However, the Directors' believe that the Group will be successful in the above matters and, accordingly, have prepared the report on a going concern basis. A copy of the Form 6-K is available at: https://is.gd/a9Qr2s Naked Brand Group Limited designs, manufactures, and markets intimate, apparel, and swimwear products worldwide. The Company has a portfolio of 11 company-owned and licensed brands, including Heidi Klum Intimates, Heidi Klum Accessories, Bendon, Fayreform, Pleasure State, Lovable, Heidi Klum Swim, Naked, Hickory, Bendon Man, and Davenport. It operates through approximately 6,000 retail stores and 61 company-owned Bendon retail and outlet stores in Australia and New Zealand, as well as e-commerce sites. The Company is based in Alexandria, Australia. NATIONAL AUTO: Has Authority on Third Interim Cash Collateral Use ----------------------------------------------------------------- The Hon. Laurel M. Isicoff of the U.S. Bankruptcy Court for the Southern District of Florida has signed third interim order authorizing National Auto Lenders, Inc., to use cash collateral to fund its ongoing operations as itemized on the budget. The approved budget provides total operating expenditures of approximately $1,833,398 during the period of November 24, 2018 through February 16, 2019 Wells Fargo Bank, N.A., as agent for itself, and Bank United assert that, as of the Petition Date: (i) they are owed the principal amount of approximately $36 million, and (ii) repayment of the Indebtedness is secured by a security interest in substantially all of the Debtor's assets, including cash collateral. Wells Fargo and Bank United will have adequate protection in the form of an equity cushion. Wells Fargo and Bank United will also have a replacement lien on and in all property of the Debtor acquired or generated after the Petition Date, but solely to the same extent and priority and of the same kind and nature, as the property of the Debtor securing repayment of the Indebtedness under the Loan Documents, which Replacement Lien will secure solely such use and diminution. Wells Fargo and Bank United will have an Administrative Expense Claim under section 507(b) of the Bankruptcy Code with priority over all other administrative expense claims, including the DIP Loan, in the event that diminution occurs in the value of cash collateral from and after the Petition Date as a result of Debtor's use thereof in excess of the value of the Replacement Lien. The Replacement Lien and the Administrative Expense Claim granted to Wells Fargo and Bank United will be at all times be subject and junior to: (a) all unpaid fees due to the Office of the U.S. Trustee, and (b) all unpaid fees required to be paid to the Clerk of the Bankruptcy Court. In addition, the Debtor has agreed to provide Wells Fargo and Bank United Bank with financial reporting and access to its premises, and books and records by its outside financial advisors and collateral auditors as described by Debtor's counsel on the record at the hearing. A full-text copy of the Third Interim Order is available at http://bankrupt.com/misc/flsb18-24586-76.pdf About National Auto Lenders National Auto Lenders, Inc. -- http://www.nalenders.com/-- is a non-prime auto finance company that purchases loans from auto dealers. It has been established for more than 20 years and buys loans in multiple states. National Auto Lenders is headquartered in Miami, Florida. National Auto Lenders, Inc. filed a voluntary petition for relief under chapter 11 of title 11 of the United States Code (Bankr. S.D. Fla. Case No. 18-24586) on Nov. 23, 2018. In the petition signed by Dania Ramos-Infante, vice president, CFO, and COO, the Debtor estimated $100 million to $500 million in assets and $50 million to $100 million in liabilities. Judge Laurel M. Isicoff presides over the case. Berger Singerman LLP, led by Paul Steven Singerman, is the Debtor's counsel. The U.S. Trustee for Region 21 on Dec. 4, 2018, appointed nine creditors to serve on the official committee of unsecured creditors in the Chapter 11 case. The Committee retained Paul J. Battista, Esq. and the law firm of Genovese Joblove & Battista, P.A., as counsel; and Soneet Kapila, CPA and the firm of KapilaMukamal, LLP, as financial advisors. NE REAL ESTATE: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: NE Real Estate Investors, LLC 1309 Cottman Avenue Philadelphia, PA 19111 Business Description: NE Real Estate Investors, LLC, based in Philadelphia, Pennsylvania, is engaged in activities related to real estate. Chapter 11 Petition Date: January 9, 2019 Court: United States Bankruptcy Court Eastern District of Pennsylvania (Philadelphia) Case No.: 19-10144 Judge: Hon. Magdeline D. Coleman Debtor's Counsel: David A. Huber, Esq. 13 West Ormond Avenue Cherry Hill, NJ 08002 Tel: 856-375-2467 Fax: 215-922-2778 Email: DAHESQECF@yahoo.com DaveHuberEsq@Yahoo.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $50,000 to $100,000 The petition was signed by Mary Morrisette, managing member. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/paeb19-10144.pdf NEWBRIDGE GLOBAL: Accumulated Deficit Casts Going Concern Doubt --------------------------------------------------------------- NewBridge Global Ventures, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $2,104,482 on $10,000 of net revenues for the three months ended September 30, 2018, compared with a net loss of $8,758 on $3,600 of net revenues for the same period in 2017. For the nine months ended September 30, 2018, the Company recorded a net loss of $2,270,462 on $17,200 of net revenues, compared with a net loss of $18,272 on $10,800 for the same period in 2017. At September 30, 2018, the Company had total assets of $14,637,081, total liabilities of $1,814,488, and $12,822,593 in total stockholders' equity. The Company incurred a net loss of $2,270,462 for the nine months ended September 30, 2018 and has an accumulated deficit of $2,392,715 at September 30, 2018. The Company also used cash in operating activities of $686,222 during the nine months ended September 30, 2018. These factors raise substantial doubt about the Company’s ability to continue as a going concern. A copy of the Form 10-Q is available at: https://is.gd/MhmgKa NewBridge Global Ventures, Inc. provides consulting services to the companies in the medical marijuana and cannabis related industries. The Company's consulting services include advisory, business, marketing, acquisition and development, strategic partnership, and consolidation services. It also provides online education to healthcare professionals on medical cannabis and the endocannabinoid system; and education modules to health professionals about the use of cannabis for health and wellness. In addition, the Company distributes hemp oil and medical marijuana products. The Company was formerly known as NABUfit Global, Inc. and changed its name to NewBridge Global Ventures, Inc. in December 2017. NewBridge Global Ventures, Inc. is based in Orem, Utah. NIAGARA FRONTIER: Has Interim Approval to Use Cash Collateral ------------------------------------------------------------- The Hon. Michael J. Kaplan the U.S. Bankruptcy Court for the Western District of New York to has entered a sixth interim order authorizing Niagara Frontier Country Club, Inc. to use cash collateral as set forth in the interim budget pending final hearing on the Motion. M&T Bank is granted roll-over or replacement liens granting security to the same extent, in the same priority, and with respect to the same assets which served as collateral for its Prepetition M&T Indebtedness, to the extent of cash collateral actually used during the pendency of Debtor's Chapter 11 case. Richard Elia is granted roll-over or replacement liens granting security to the same extent, in the same priority, and with respect to the same assets which served as collateral for Debtor's indebtedness to him, to the extent of cash collateral actually used during the pendency of Debtor's Chapter 11 case. The Debtor is directed to provide to M&T Bank and Richard Elia an accounting as to all cash collateral expended by the Debtor as of Dec. 23, 2018, Dec. 30, 2018, Jan. 6, 2019, Jan. 13, 2019 and Jan. 20, 2019, respectively. About Niagara Frontier Country Club Niagara Frontier Country Club, Inc. -- http://niagarafrontiergolfclub.com/-- is a private, membership-based golf club located in Youngstown, New York. The 18-hole Niagara Frontier course at the Niagara Frontier Country Club facility features 6,236 yards of golf from the longest tees for a par of 70. Niagara Frontier Country Club sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.Y. Case No. 18-11695) on Aug. 30, 2018. In the petition signed by Henry Sandonato, president, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Michael J. Kaplan presides over the case. NIVOL BREWERY: Azalea Buying Brewery Equipment for $125K -------------------------------------------------------- Nivol Brewery, Inc., asks the U.S. Bankruptcy court for the Northern District of Florida to authorize the sale of brewery equipment to Azalea City Brewing Co., LLC for $125,000. Ameris Bank has alien on the brewery equipment and real property in the approximate amount of $462,743. No party in interest is believed to be adversely affected by the sale. The Debtor desires to proceed to sell the brewery equipment outlined on Schedule 1 of the proposed Bill of Sale for $125,000, in the manner and form theretofore noticed by the Debtor to all parties in interest to Azalea. Subject to Court approval, the Debtor at the request of the Buyer desires to close by Dec. 31, 2018, or as soon thereafter as is practicable. Pursuant to the sale, the fees will be dispersed as follows: (i) $20,000 to Charles M. Wynn Law Offices, PA for attorney fees to be deposited into the attorney's trust account until such time as the Court enters an order authorizing the distribution of said funds; and (ii) $105,000 to Ameris Bank toward their secured debt of approximately $462,743. A copy of the Bill attached to the Motion is available for free at: http://bankrupt.com/misc/Nivol_Brewery_16_Sales.pdf Counsel for Debtor: Charles M. Wynn, Esq. Michael A. Wynn, Esq. FAndrew Gause, Esq. CHARLES M. WYNN LAW OFFICES, P.A 4436 Clinton Street P.O. Box 146 Marianna, FL 32447 Telephone: (850) 526-3520 Facsimile: (850) 526-52l0 E-mail: Charles@Wynnlaw-fl.com Court@WWynnlaw-fl.com About Nivol Brewery Nivol Brewery, Inc., sought Chapter 11 protection (Bankr. N.D. Fla. Case No. 18-50326) on Dec. 4, 2018. In the petition signed by Leo F. Hill, Jr., president, the Debtor estimated assets of $100,001 to $500,000 and debt of $500,001 to $1 million. The Debtor tapped Charles M. Wynn, Esq., at Charles M. Wynn Law Offices, P.A. as counsel. NOVAN INC: SVP and Chief Business Officer Resigns ------------------------------------------------- Jeff N. Hunter, executive vice president and chief business officer of Novan, Inc., had notified the Company of his resignation, including from serving as the Company's principal financial officer, effective Feb. 8, 2019. About Novan Inc. Based in Morrisville, North Carolina, Novan Inc. -- http://www.novan.com/-- is a clinical-stage biotechnology company focused on leveraging nitric oxide's natural antiviral and immunomodulatory mechanisms of action to treat dermatological and oncovirus-mediated diseases. Nitric oxide plays a vital role in the natural immune system response against microbial pathogens and is a critical regulator of inflammation. The Company's ability to harness nitric oxide and its multiple mechanisms of action has enabled it to create a platform with the potential to generate differentiated product candidates. The two key components of the Company's nitric oxide platform are its proprietary Nitricil technology, which drives the creation of new chemical entities, or NCEs, and its topical formulation science, both of which the Company uses to tune the Company's product candidates for specific indications. Novan incurred reporting a net loss and comprehensive loss of $37.12 million in 2017 following a net loss and comprehensive loss of $59.69 million in 2016. As of Sept. 30, 2018, the Company had $29.69 million in total assets, $31.99 million in total liabilities and a total stockholders' deficit of $2.29 million. The report from the Company's independent accounting firm PricewaterhouseCoopers LLP on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company has suffered recurring losses from operations, negative cash flow from operating activities, and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. OAKSHIRE MUSHROOM: Seeks to Hire Smith Kane as Legal Counsel ------------------------------------------------------------ Oakshire Mushroom Farm, Inc., and Oakshire Mushroom Sales, LLC, seek approval from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to hire Smith Kane Holman, LLC, as their legal counsel. The firm will advise the Debtors regarding their duties under the Bankruptcy Code, represent them in all examinations, and provide other legal services related to their Chapter 11 cases. Smith Kane charges these hourly fees: Partners $350 - $425 Associates $225 - $325 Paralegals $75 - $100 The firm received $37,000, of which $17,723 was used to pay the pre-bankruptcy fees while $3,899 was used to pay work-related costs, including the filing fees of $3,434. The balance of $15,379 is being held as a retainer for postpetition fees and costs. Smith Kane is "disinterested" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: David B. Smith, Esq. Smith Kane Holman, LLC 112 Moores Road, Suite 300 Malvern, PA 19355 Tel: (610) 407-7217 Fax: (610) 407-7218 Email: dsmith@skhlaw.com About Oakshire Mushroom Oakshire -- http://www.oakshire.com/-- has been a grower of specialty mushrooms since 1985. Its products include Portobello/Crimini Brown, Button/White, Shiitake, Specialty/Exotic - Oyster, Specialty/Exotic - Beech, Specialty/Exotic - Maitake and more Oakshire's offices are located in Kennett Square, Pennsylvania. Oakshire Mushroom Farm, Inc., and Oakshire Mushroom Sales, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case Nos. 18-18446 and 18-18447) on Dec. 28, 2018. At the time of the filing, each debtor estimated assets of less than $1 million and liabilities of $1 million to $10 million. The cases are assigned to Judge Jean K. FitzSimon. Smith Kane Holman, LLC, is the Debtors' counsel. PETSMART INC: Bank Debt Trades at 19% Off ----------------------------------------- Participations in a syndicated loan under which Petsmart Incorporated is a borrower traded in the secondary market at 80.79 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 3.25 percentage points from the previous week. Petsmart Incorporated pays 300 basis points above LIBOR to borrow under the $4.246 billion facility. The bank loan matures on March 10, 2022. Moody's rates the loan 'B3' and Standard & Poor's gave a 'CCC' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. PHILMAR CARE: Seeks Authority to Use Cash Collateral ---------------------------------------------------- Philmar Care, LLC, seeks authority from the U.S. Bankruptcy Court for the Central District of California to use cash collateral in the ordinary course of its business. The Debtor requires the use of cash collateral in order to pay the costs and expenses associated with the operation of the Facility, including, without limitation, vendors and suppliers as well as payroll, which the Debtor must pay in short order or risk serious and irreparable injury to the business and envisioned reorganization. The Debtors proposed 90-day budget shows total operating expenses of approximately $1,537,322 for the month of January, $1,425,936 for February, and $1,541,052 for the month of March. The Debtor believes Foothill Legacy, LLC and the Internal Revenue Service may assert a security interest in most, if not all, of the Debtor's assets, including without limitation, inventory, equipment, accounts receivables (including healthcare-insurance receivables), fixtures and general intangibles. Due to the non-payment of certain state withholding taxes, the Employment Development Department (the "EDD") issued a levy on the Debtor's operating account in the amount of $655,284. As of Nov. 30, 2018, the EDD has taken at least $104,102 from the Debtor's operating funds. However, given the anti-assignment provisions provided for in 42 CFR 424.80, the Debtor does not believe that either Foothill or the EDD has a valid or enforceable security interest in the Debtor's deposit accounts or the funds contained therein. The IRS has filed number of liens against the Debtor due non-payment of historical payroll taxes. To this end, the IRS has filed a proof of claim in this case alleging a total claim of $5,209,868 of which it asserts $3,929,289 is secured. The Debtor and the IRS have reached an agreement in principle regarding the use of cash collateral, including the remittance of monthly adequate protection payments, which the Debtor and the IRS are in the process of memorializing. The Debtor asserts that the value of the collateral depends on the continued operation of the Facility. Due to the nature of its business, the Debtor believes that the continued operation of the Facility will ensure that the Debtor continues generating accounts receivable and revenues necessary to maintain the business during the bankruptcy case. Thus, the Debtor contends that the greatest threat to the value of the cash collateral is not its use but rather it is the harm coincident with the cessation or reduction of the Debtor's operation, which is all but guaranteed if the Debtors are not permitted to utilize cash collateral immediately. Accordingly, the Debtor's continued operation of the Facility, in and of itself, constitutes adequate protection for Foothill and/or the EDD's interest in the collateral, if any. A copy of the Debtor's Motion is available at http://bankrupt.com/misc/cacb18-12966-18.pdf About Philmar Care Philmar Care, LLC, operates an assisted living facility located at 12260 Foothill Blvd. Sylmar, CA 91342. It provides long-term skilled nursing care, other types of care, and social services. The Company previously filed a voluntary petition seeking relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-20286) on Dec. 7, 2018. Philmar Care, LLC, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 18-12966) on Dec. 10, 2018. In the petition signed by Philip R. Weinberger, managing member, the Debtor estimated $1 million to $10 million in assets and $1 million to $10 million in liabilities. The case is assigned to Judge Martin R. Barash. Ashley M. McDow, Esq., at Foley & Lardner LLP, serves as counsel to the Debtor. PINE FOREST ASSOCIATES: Seeks to Hire Harriss & Hartman as Counsel ------------------------------------------------------------------ Pine Forest Associates, LP, seeks approval from the U.S. Bankruptcy Court for the Eastern District of Tennessee to hire Harriss & Hartman Law Firm, P.C., as its legal counsel. The firm will assist the Debtor in the preparation of a plan of reorganization and will provide other legal services related to its Chapter 11 case. Harriss charges an hourly fee of $175. The retainer fee is $5,000 to be paid at $500 per month. The firm is "disinterested" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. Harriss can be reached through: Brent James, Esq. Harriss & Hartman Law Firm, P.C. P.O. Drawer 220 200 McFarland Building Rossville, GA 30741 Phone: 706-861-0203 / 706-406-1649 Fax: 706-861-6838 About Pine Forest Associates Pine Forest Associates, LP, previously filed Chapter 11 petitions on Nov. 6, 2017 (Bankr. E.D. Tenn. Case No. 17-15097) and on March 6, 2017 (Bankr. E.D. Tenn. Case No. 17-10991). Pine Forest Associates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tenn. Case No. 18-15814) on Dec. 31, 2018. The case is assigned to Judge Nicholas W Whittenburg. Harriss & Hartman Law Firm, P.C., is the Debtor's counsel. PINNACLE SERVICES: Allowed to Use Cash Collateral Through Feb. 28 ----------------------------------------------------------------- The Hon. Cynthia C. Jackson of the U.S. Bankruptcy Court for the Middle District of Florida has entered a sixth interim order authorizing Pinnacle Services, LLC, to use cash collateral on an interim basis through Feb. 28, 2019. The Debtor is authorized to use cash collateral to pay: (a) amounts expressly authorized by this Court, including payments to the U.S. Trustee for quarterly fees; (b) the current and necessary expenses set forth in the budget, plus an amount not to exceed 10% for each line item (provided no amount will be disbursed for prepetition sales tax, absent proper application and entry of an order by the Court); and (c) such additional amounts as may be expressly approved in writing by SunTrust Bank and Business Backers, to the extent such Creditor has an interest in such cash collateral. SunTrust Bank and Business Backers are each granted a perfected postpetition lien against cash collateral to the same extent and with the same validity and priority as its respective prepetition liens, without the need to file or execute any document as may otherwise be required under applicable non-bankruptcy law. In addition, the Debtor will make monthly payments to SunTrust Bank in the amount of $3,000.00 payable on the 1st of each month, and to Business Backers in the amount of $1,000 up to the effective date of any confirmed plan of reorganization of the Debtor. The Debtor will grant Creditors access to the Debtor's business records and premises for inspection. Likewise, the Debtor will maintain all its insurances including liability and casualty insurance coverage in accordance with state law and its obligations under the agreements with its Creditors. A full-text copy of the Sixth Interim Order is available at http://bankrupt.com/misc/flmb18-01852-106.pdf About Pinnacle Services Pinnacle Services, LLC, filed a Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 18-01852) on April 2, 2018. The Debtor hired Michael A. Nardella, Esq., at Nardella & Nardella, PLLC, as counsel. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $1 million. No official committee of unsecured creditors has been appointed in the Chapter 11 case. PIONEER ENERGY: Provides Q4 Update and Revised Guidance ------------------------------------------------------- From time to time, senior management of Pioneer Energy Services meets with groups of investors and business analysts. The Company delivered to the Securities and Exchange Commission a Form 8-K on Jan. 9, 2019 with slides attached to the report that have been prepared in connection with management's participation in such meetings and participation in the Goldman Sachs 2019 Global Energy Conference. The slides provide an update on the Company's operations, revised guidance, and certain recent developments, which among others, include the following: * Production services revenue is estimated to be down approximately 8% sequentially versus previous guidance of flat to down 4%. In addition, gross margin as a percentage of revenue is estimated to be at the low end or just below the previous guidance of 20% to 23%. Both revenue and gross margin percentage were impacted by softer than expected activity in wireline as completion activity slowed late in the fourth quarter. * Domestic drilling margin per day is expected to be at the high end of the current guidance of $9,700 to $10,200 per day. * In Colombia, seven rigs are currently earning revenue. The slides are available at no charge at https://is.gd/JQRVHm About Pioneer Based in San Antonio, Texas, Pioneer Energy Services -- http://www.pioneeres.com/-- provides well servicing, wireline, and coiled tubing services to producers in the U.S. Gulf Coast, offshore Gulf of Mexico, Mid-Continent and Rocky Mountain regions through its three production services business segments. Pioneer also provides contract land drilling services to oil and gas operators in Texas, the Mid-Continent and Appalachian regions and internationally in Colombia through its two drilling services business segments. Pioneer Energy reported a net loss of $75.11 million in 2017, a net loss of $128.4 million in 2016, a net loss of $155.1 million in 2015, and a net loss of $38.01 million in 2014. As of Sept. 30, 2018, Pioneer Energy had $752.9 million in total assets, $574.4 million in total liabilities and $178.5 million in total shareholders' equity. * * * Moody's Investors Service had upgraded Pioneer Energy Services' Corporate Family Rating to 'Caa2' from 'Caa3'. Moody's said that Pioneer's 'Caa2' CFR reflects the company's elevated debt balance pro forma for the $175 million senior secured term loan issuance. Moody's said that while the company's operating cash flow is expected to improve due to good demand for its drilling rigs and equipment services, Pioneer Energy Services' leverage metrics are weak, as reported by the Troubled Company Reporter on Nov. 13, 2017. PRIME SOURCE ACCESSORIES: 3rd Interim Cash Collateral Order Entered ------------------------------------------------------------------- The Hon. Mindy A. Mora of the U.S. Bankruptcy Court for the Southern District of Florida has entered a third interim order authorizing Prime Source Accessories, Inc., to use its cash collateral in the regular course of its business affairs pursuant to the budget on an interim basis until further Order of the Court. A fourth interim hearing on Debtor's use of cash collateral is scheduled for March 26, 2019 at 1:30 p.m. The Debtor's authorization to use cash collateral is limited to a variance not to exceed 10% of any particular line item expense on the budget. However, the total amount of cash collateral authorized to be used pursuant to the Interim Order will not exceed the amount of the Debtor's cash on hand and in the bank as of the Petition Date, which is estimated to be $110,000 in the aggregate. The Court finds that the Debtor is a party a Factoring Agreement with Rosenthal & Rosenthal, Inc., which includes a statement that Rosenthal claims to have a security interest in substantially all cash collateral of the Debtor. All other cash collateral (including accounts receivables) will be collected and applied by Rosenthal to the debt owing by Debtor to Rosenthal as adequate protection for the use by Debtor of such cash collateral. As adequate protection for and to the extent of the Debtors use of cash collateral, as well as for any decrease in the value of any of Rosenthal's Collateral as of the Petition Date, Rosenthal is granted nunc pro tunc, as of the Petition Date: (a) a replacement lien to the same extent as any prepetition lien on and in all property set forth in the respective security agreements and related lien documents of Rosenthal on the specific Collateral listed in the security documents, including proceeds derived from the creditors' collateral generated post-petition by the Debtor, on an interim basis through and including the interim hearing in this matter, without any waiver by the Debtor as to the extent, validity or priority of said liens; and (b) a super-priority administrative expense claim pursuant to Section 507(b) of the Bankruptcy Code . However, any lien granted in the Third Interim Order will exclude any avoidance actions that may exist as property of the estate A full-text copy of the Third Interim Order is available at http://bankrupt.com/misc/flsb18-20158-76.pdf About Prime Source Accessories Prime Source Accessories, Inc., with headquarters in south Florida and full service sourcing offices in Hong Kong & Shenzhen, China, is a design and manufacturing and sourcing firm targeting the teen, collegiate and adult segments of the retail industry. Prime Source is a privately held company founded in 1997. Prime Source Accessories filed a voluntary petition under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 18- 20158) on Aug. 21, 2018. In the petition signed by Jamie Chauss, president, the Debtor disclosed $394,163 in assets and $1,011,261 in liabilities. The case is assigned to the Hon. Erik P. Kimball. Craig I. Kelley, Esq., at Kelley & Fulton, PL, is the Debtor's counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case of Prime Source Accessories, Inc., as of Oct. 4, according to a court docket. PROGREEN US: More Funding Requirements Raise Going Concern Doubt ---------------------------------------------------------------- ProGreen US, Inc. filed its quarterly report on Form 10-Q, disclosing a net loss of $557,756 on $51,284 of net revenues for the three months ended October 31, 2018, compared with a net loss of $326,373 on $15,525 of net revenues for the same period in 2017. At October 31, 2018, the Company had total assets of $1,927,498, total liabilities of $4,323,344, and $2,395,846 in total stockholders' deficit. The Company will require additional funding to execute its future strategic business plan. Successful business operations and its transition to attaining profitability are dependent upon obtaining additional financing and achieving a level of revenue adequate to support its cost structure. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. A copy of the Form 10-Q is available at: https://is.gd/RM8JOD Bloomfield, Mich.-based ProGreen US, Inc., formerly ProGreen Properties, Inc., owns and manages residential real estate rental property in the Oakland County, Michigan area. The Company is engaged in acquiring, refurbishing and upgrading residential real estate. The Company purchases residential real estate apartment homes, condominiums and houses in the State of Michigan. The Company is focusing its investments and interest in agricultural land in Baja California, Mexico. The Company's investment properties are marketed by ProGreen Realty LLC, a subsidiary of ProGreen and managed by its subsidiary, Progreen Properties Management LLC. PROMISE HEALTHCARE: Sets Procedures for Remaining Assets -------------------------------------------------------- Promise Healthcare Group, LLC and its affiliates ask the U.S. Bankruptcy Court for the District of Delaware to authorize (i) their bidding procedures and (ii) them to designate one or more stalking horse bidders in connection with the sale of remaining assets at auction. A hearing on the Motion is set for Jan. 22, 2019, at 10:00 a.m. (ET) . The objection deadline is Jan. 15, 2019 at 4:00 p.m. (ET). To date, the Debtors have negotiated and executed, subject to approval by the Court, asset purchase agreements with Select, the Silver Lake buyer, St. Alexius buyer, and the San Diego buyer, all of which were the subject of separate motions to sell assets. The Debtors now ask to expose their remaining assets for sale. The Remaining Assets constitute substantially all of the assets of the Debtors not included in any of the Prior Sales. To this end, the Debtors have drafted, in consultation with the Official Committee of Unsecured Creditors and the DIP Agent, a template asset purchase agreement, for use in negotiations with potential bidders. The APA contemplates that any Designated Stalking Horse Bidder's offer and any Qualified Bidder’s offer will remain subject to higher and better bids, in accordance with and subject to the Bidding Procedures. In addition, to incentivize any potential bidder to serve as a Designated Stalking Horse Bidder in the sale process with respect to any of the Remaining Assets, the Debtors ask authority to grant the Bid Protections, in consultation with the Committee and DIP Agent, to any Designated Stalking Horse Bidder without further order of the Court. The relief requested in the Motion will best position the Debtors to maximize the value of the Remaining Assets for the benefit of the Debtors, their estates, their creditors, and other parties in interest. By this Motion, the Debtors seek entry of: (i) the Bidding Procedures Order (a) approving the Bidding Procedures, (b) authorizing the Debtors to grant Designated Stalking Horse Bidder status and Bid Protections to potential bidders, (c) scheduling an auction, (d) setting a hearing to consider approval of a sale of the Remaining Assets, (e) approving the Assumption Procedures, (f) approving the form of Notices and Notice Procedures, and (g) granting related relief; and (ii) the Sale Order (x) authorizing the sale of all or a portion of the Remaining Assets free and clear of all liens, claims, interests, and encumbrances, (y) authorizing the assumption, sale and assignment of executory contracts and unexpired leases designated by the bidder submitting the highest or otherwise best bid to acquire assets and assume and purchase related contracts and leases, and (z) granting related relief. Prior to the Petition Date, the Debtors engaged Houlihan Lokey to market for sale, among other things, the Remaining Assets. Houlihan has undertaken a robust marketing process to obtain purchasers and potential bids for all or a portion of the Remaining Assets. Based upon the Debtors' business judgment, after consultation with the Debtors' various advisors, they believe the proposed process will maximize recoveries from the Remaining Assets for them, their estates, their creditors, and all parties in interest. The salient terms of the APA are: a. The Debtors are seeking approval for the sale of the Remaining Assets to a Successful Bidder, pursuant to and in accordance with the proposed Bidding Procedures, which provide for an auction. The APA and Bidding Procedures do not contain any provisions pursuant to which the Debtors have agreed not to solicit competing offers for the Remaining Assets, any portion of the Remaining Assets, or to otherwise limit marketing of the Remaining Assets or any portion of the Remaining Assets. b. The consummation of the transactions contemplated by the APA will take place no later than April 30, 2019, as required by the milestones contained within the Final DIP Order. c. The APA contemplates a good faith deposit in the amount of not less than 5% of the purchase price. d. The APA and related funds flow agreed to by the Select Sellers and any Successful Bidder will contemplate a distribution of the proceeds of the sale of the Select Assets in accordance with the Final DIP Order. e. The Debtors are asking to sell the Remaining Assets free and clear of successor liability claims. f. The proposed sale of the Select Assets will be free and clear of all liens, claims, encumbrances and interests, with such liens, claims, encumbrances and interests attaching to the net proceeds of the sale of the Select Assets. g. The Debtors are not asking to disallow or affect in any manner credit bidding pursuant to section 363(k) of the Bankruptcy Code. h. The Debtors are asking relief from the 14-day stay imposed by Rule 6004(h) of the Bankruptcy Rules. The salient terms of the Bidding Procedures are: a. Bid Deadline: Feb. 15, 2019 at 4:00 p.m. (ET) b. Initial Bid: The Bid must propose a Purchase Price for the subject Remaining Assets, including any assumption of liabilities with respect to any Remaining Assets that are the subject of a Designated Stalking Horse Bidder's bid, that exceeds the value of such bid, plus the Bid Protections, plus an amount at least greater than $100,000, as determined one week prior to the Bid Deadline in consultation with the Committee and DIP Agent. c. Deposit: 5% of the aggregate Purchase Price set forth in the Bid d. Auction: If the Debtors receive one or more Qualified Bids (in addition to the Select Purchase Agreement), the Debtors will conduct an auction on Feb. 20, 2019 commencing at 10:00 a.m. (ET) at the offices of DLA Piper LLP, 1201 North Market Street, Suite 2100, Wilmington, Delaware. e. Bid Increments: $250,000 f. Sale Hearing: Feb. 26, 2019 g. Sale Objection Deadline: Feb. 22, 2019 at 4:00 p.m. (ET) Within three business days following entry of the Bidding Procedures Order, the Debtors will provide notice upon all Notice Parties. They ask approval of the Notice of Auction and Sale Hearing, which they will file within three business days of the entry of the Bidding Procedures Order. In connection with the sale of the Select Assets, the Debtors anticipate that they will assume and sell and assign to one or more Successful Bidders certain of their executory contracts and unexpired leases. No later than three business days after entry of the Bidding Procedures Order, the Debtors will serve Notice of Potential Assumption upon all Notice of Potential Assumption Parties. The Contract Objection Deadline is Feb. 18, 2019 at 4:00 p.m. (ET). No later than five calendar days prior to the closing of a sale of all or a portion of the Select Assets, the Debtors will serve the Notice of Assumption and Assignment upon all Notice of Assumption and Assignment Parties. he Debtors submit that the Bidding Procedures are designed to maximize the value of the Select Assets and, as a result, will generate the highest or otherwise best offer for the Select Assets. The Debtors ask that the Court waives the 14-day stay period under Bankruptcy Rules 6004(h) and 6006(d). A copy of the APA and the Bidding Procedures attached to the Motion is available for free at: http://bankrupt.com/misc/Promise_Healthcare_374_Sales.pdf About Promise Healthcare Established in 2003, Promise Healthcare is a specialty post-acute care health company headquartered in Boca Raton, Florida. Promise Healthcare Group, LLC and its affiliates sought bankruptcy protection on Nov. 4, 2018 (Bankr. D. Del. Lead Case No. 18-12491). In the petition signed by Andrew Hinkelman, chief restructuring officer, the Debtors estimated assets of $0 to $50,000 and liabilities of $50 million to $100 million. The Debtors tapped DLA Piper LLP and Waller Lansden Dortch & Davis, LLP as general counsel; FTI Consulting, as financial and restructuring advisor; Houlihan Lokey and MTS Health Partners, L.P., as investment bankers; and Prime Clerk LLC as claims agent. QUALITY CONSTRUCTION: Ally Bank Opposes OK of Plan Outline ---------------------------------------------------------- Secured creditor Ally Bank objects to the approval of the disclosure statement and the confirmation of the proposed reorganization plan filed by Quality Construction & Production, LLC and affiliates. Debtors propose the following to address Secured Creditor's claims, identified as the Class 5 creditor: (a) Secured Creditor is an Impaired Creditor; (b) Unless Secured Creditor reaches another agreement with the Debtors, Debtors seek to combine the Contracts for Vehicle I and Vehicle II into one account; and (c) Extend the term of each contract for an additional 5 years from the Effective Date. Secured Creditor submits the following non-exclusive objections to the Disclosure Statement and Reorganization Plan in that each document fails to provide Secured Creditor adequate information, in the following non-exclusive particulars: (a) Debtors combining the two separate and distinct accounts into a lump sum monthly payment does not adequately describe the treatment of the two accounts, thereby rendering impossible for Secured Creditor to correctly apply payments; and (b) Extending the term of the 2012 Econoline contract for 5 years and the 2014 Ford F-150 for 5 years significantly increases the risk to Secured Creditor since depreciation will eliminate the value of the vehicles in the event of default by the Debtors. In order to provide Secured Creditor adequate information upon which to make clear its treatment on each account so that an informed decision can be made, Secured Creditor suggests the following revisions to Class 5 of the Disclosure Statement and Reorganization Plan: Revise Class 5 to Class 5a and 5b with treatment as follows: 5a. 2014 FORDF1 50/1FTEW1CM2EFA671 15/48 months, approximately $ 172 monthly; and 5b. 2012 FORDECONOLINE/ lFBSS3BL6CDA44677/24 months, approximately $168 monthly. A copy of the Secured Creditor's Objection is available at: http://bankrupt.com/misc/lawb18-50303-392.pdf The Troubled Company Reporter previously reported that the secured claim of Ally will be amortized over five years with interest at the rate of 6.5% per annum with payments in the amount of $209 per month. The first payment will become due on the first day of the month that is at least 30 days after the Effective Date. Subsequent payments will be made on the first day of each month thereafter. A full-text copy of the Disclosure Statement dated November 26, 2018, is available at: http://bankrupt.com/misc/lawb18-1850303-363.pdf Attorneys for Secured Creditor: Earl F. Sundmaker, Esq. Arthur S. Mann, III, Esq. Gregory J. Walsh, Esq. 1027 Ninth Street New Orleans, LA 70115 Telephone: (504) 568-0515 trey@sundmakerfirm.com About Quality Construction & Production Quality Construction & Production, LLC, and its subsidiaries operate a group of oilfield service companies in the areas of onshore and offshore fabrication, installation, and production operations in Youngsville, Louisiana, and together employ approximately 850 people. The Company's onshore fabrication services include spool piping, production modules, manifolds, deck extensions, and riser guards and clamps. QCP's offshore services include hook-ups, facilities maintenance/upgrades, compressor installations and field welding. Quality Construction was founded by Nathan Granger and Troy Collins in 2001. Quality Construction & Production, LLC, and three affiliates sought Chapter 11 protection (Bankr. W.D. La. Lead Case No. 18-50303) on March 16, 2018. In the petition signed by Nathan Granger, president, Quality Construction estimated $10 million to $50 million in assets and debt. The Hon. Robert Summerhays is the case judge. The Debtors tapped Weinstein & St. Germain, LLC, as their bankruptcy counsel; Elmore Consulting, LLC, as financial consultant; and Donlin, Recano & Company as claims and noticing agent. The Office of the U.S. Trustee for Region 5 appointed an official committee of unsecured creditors on April 23, 2018. The Committee hired H. Kent Aguillard as counsel. QUALITY CONSTRUCTION: Plan Unconfirmable, ESNA Complains -------------------------------------------------------- Energy Services Note Acquisition, LLC, objects to Quality Construction & Production, LLC, and its debtor-affiliates' disclosure statement in support of their plan of reorganization. Energy Services complains that the Disclosure Statement lacks complete financial statements of the Debtors. While the Debtors provided cash flow statements from 2015 and 2016, the 2017 financial statements contain neither a cash flow statement nor a balance sheet. And for 2018, the reports attached do not include the pre-petition months, and there are no current balance sheets nor does the Disclosure Statement even reference the monthly operating reports filed with the Court. The Disclosure Statement does not estimate the administrative expenses other than inside the projections. There is no breakdown within the Disclosure Statement between attorneys and other professionals, or how much of the estimated administrative expenses are United States Trustee fees. Nor is there any detail of what the administrative expenses would be if the case was converted to one under Chapter 7, in spite of a local rule requiring a comparison of the expected administrative costs to reorganize versus conversion. The Disclosure Statement does not clarify whether the plan contemplates substantive consolidation of one or more Debtors. The claims and classes are not listed by Debtor, so it appears to be one of substantive consolidation. Similarly, the financial projections are performed on a consolidated basis. In addition, the Plan is unconfirmable because the Plan violates the "absolute priority rule" codified at 11 U.S.C. section 1129(b)(2)(B)(ii) which provides in pertinent part: "[w]ith respect to a class of unsecured claims -- the holder of any claim or interest that is junior to the claims of such class will not receive or retain under the plan on account of such junior claim or interest any property." A copy of the Energy Services' Objection is available at: http://bankrupt.com/misc/lawb18-50303-398.pdf The Troubled Company Reporter previously reported that The Debtors will continue to operate the three current divisionsQCP, QPM, and Traco, in order to generate income which will allow the Debtors to make payments under this Plan. A full-text copy of the Disclosure Statement dated November 26, 2018, is available at: http://bankrupt.com/misc/lawb18-1850303-363.pdf Counsel for Energy Services Note Acquisition, LLC: Joseph P. Hebert, Esq. LISKOW & LEWIS 822 Harding Street Lafayette, Louisiana 70503 (337) 232-7424 FAX: (337) 267-2399 EMAIL: jphebert@liskow.com -and- Howard Marc Spector, Esq. SPECTOR & JOHNSON, PLLC Banner Place, Suite 1100 12770 Coit Road Dallas, Texas 75251 (214) 365-5377 FAX: (214) 237-3380 EMAIL: hspector@spectorjohnson.com About Quality Construction & Production Quality Construction & Production, LLC, and its subsidiaries operate a group of oilfield service companies in the areas of onshore and offshore fabrication, installation, and production operations in Youngsville, Louisiana, and together employ approximately 850 people. The Company's onshore fabrication services include spool piping, production modules, manifolds, deck extensions, and riser guards and clamps. QCP's offshore services include hook-ups, facilities maintenance/upgrades, compressor installations and field welding. Quality Construction was founded by Nathan Granger and Troy Collins in 2001. Quality Construction & Production, LLC, and three affiliates sought Chapter 11 protection (Bankr. W.D. La. Lead Case No. 18-50303) on March 16, 2018. In the petition signed by Nathan Granger, president, Quality Construction estimated $10 million to $50 million in assets and debt. The Hon. Robert Summerhays is the case judge. The Debtors tapped Weinstein & St. Germain, LLC, as their bankruptcy counsel; Elmore Consulting, LLC, as financial consultant; and Donlin, Recano & Company as claims and noticing agent. The Office of the U.S. Trustee for Region 5 appointed an official committee of unsecured creditors on April 23, 2018. The Committee hired H. Kent Aguillard as counsel. QUE GOLAZO: Unsecured Creditors to Receive 5% of Allowed Claims --------------------------------------------------------------- Que Golazo Inc. filed with the U.S. Bankruptcy Court for the District of Puerto Rico a small business disclosure statement describing its plan of reorganization. Que Golazo is a for-profit corporation organized under the laws of the Commonwealth of Puerto Rico, since Jan. 26, 2010. Its primary business is the retail sale of sporting effects of soccer like specialized footwear, apparel, equipment, accessories, etc., from the main brands on the market like Adidas, Nike, Joma, Reusch, Select, and others. General unsecured creditors under the plan are classified in Classes 3 and 4 and will receive a distribution of 5% of their allowed claims over a period of five years. Payments and distributions under the plan will be funded by business income or any other income to which the Debtor may be eligible. A copy of the Disclosure Statement is available at https://is.gd/8TRPeE from Pacermonitor.com at no charge. About Que Golazo Based in San Juan Puerto Rico, Que Golazo, Inc., filed a Chapter 11 petition (Bankr D.P.R. Case No. 18-01468) on March 19, 2018. In the petition signed by its president, Horacio Tierno Copioli, the Debtor estimated assets of less than $50,000 and debt under $500,000. Mary Ann Gandia-Fabian, Esq., at Gandia-Fabian Law Office, is the Debtor's counsel, and Jimenez Vazquez & Associates, PSC, is the accountant. RACKSPACE HOSTING: Bank Debt Trades at 12% Off ---------------------------------------------- Participations in a syndicated loan under which Rackspace Hosting is a borrower traded in the secondary market at 88.38 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 2.17 percentage points from the previous week. Rackspace Hosting pays 300 basis points above LIBOR to borrow under the $1.995 billion facility. The bank loan matures on November 3, 2023. Moody's rates the loan 'B1' and Standard & Poor's gave a 'BB-' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. REEL AMUSEMENTS: Seeks May 28 Solicitation Period Extension ----------------------------------------------------------- Reel Amusements LLC asks the U.S. Bankruptcy Court for the Middle District of Tennessee to extend the 180-day period for the Debtor to obtain acceptance of its Chapter 11 Plan by 90 days to the date through and including May 28, 2019 If a response is timely filed on Jan. 25, then a hearing will be held on Feb. 5, 2019, at 9:00 a.m. during which time the Court will consider extending the exclusive solicitation period. The Debtor asserts cause exists warranting the Court's extension of the 180-Day Period to the date requested. The Debtor has already filed its Original Plan and Disclosure Statement on Nov. 28, 2018 and its First Amended Plan and Disclosure Statement on Jan. 4, 2019, and is going through the confirmation process. The hearing on approval of the Original Disclosure Statement is set on Jan. 8, 2019. However, the hearing on confirmation of the First Amended Plan has not yet been set. The Debtor submits that the necessity of first approving a disclosure statement, and then providing required notice of the First Amended Plan will not allow for the process to complete before the before the present Confirmation Deadline of Feb. 27, 2019. In addition, if confirmation of the First Amended Plan is contested, the Debtor would need adequate time to address, and the Court would need adequate time to hear and decide the contested issues. Accordingly, cause exists for a 90 day extension requested herein. About Reel Amusements Reel Amusements has been a growing business for over 20 years and continues to be one of the leaders in the amusement industry. Reel Amusements LLC filed a petition seeking relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No. 18-05883) on Aug. 31, 2018. At the time of filing, the Debtor estimated $500,001 to $1 million in assets and $1 million to $10 million in liabilities. Denis Graham (Gray) Waldron at Niarhos & Waldron, PLC, is the Debtor's counsel. REX PRINTING: Proposes Online Auction of All Excess Assets ---------------------------------------------------------- About Rex Printing Co. asks the U.S. Bankruptcy Court for the Eastern District of Michigan to authorize the online auction sale of substantially all of its excess assets to be conducted by Pressbid Auction, LLC. Rex has commenced the case to facilitate a change in its business model which requires the orderly sale of the equipment set forth in the Exhibit A, which will not be utilized in its future business operations. Its management believes its current efforts will maximize recovery to all creditors and other parties in interest. Rex has limited funding and as a result of landlord issues, has a relatively short time within which to sell the Assets in an orderly fashion. It recognizes its duty to ensure that the Assets are sold in a way that guarantees the highest and/or best return for its estate. Thus, the Debtor has concluded that the most effective way to ensure the highest and/or best return for the creditors of the estate is to retain an experienced auction company and liquidator, Pressbid of Ferndale, Michigan, to conduct an expeditious, but orderly, on-line auction. The Debtor has entered into an auction agreement with Pressbid. Pressbid utilizes an online auction platform called Bidspotter which maintains a customer base of 531,000 registered buyers worldwide. The online auction described herein is designed to strike a balance between the need sell the Assets for the highest amount possible and the need to complete the auction and vacate its leased office space within a reasonable timeframe. The Bidding Procedures thus are fair, reasonable and necessary to promote the highest and/or best sale price, without imposing undue obstacles to the competitive bid process. Rex will sell the Assets via an on-line auction conducted by Pressbid in whatever configuration provides the most benefit to the estate. To facilitate the auction process and assist potential purchasers in preparing bids for the Assets, Rex asks that the Court issues a Bidding Procedures Order approving bid procedures. It asks that a hearing on the approval of the Bidding Procedures Order be set for Jan. 10, 2019. It respectfully submits, and will demonstrate at the Bidding Procedures Hearing, that the Bidding Procedures set forth herein will produce the highest and best return for the Assets. If the Court approves Bidding Procedures, then Rex will cause a notice of these Bidding Procedures, to be sent to all Auction Notice Parties. The Auction will also be advertised by placing an ad(s) in the Detroit Free Press and the Detroit News, which ad will set forth the Auction Date and other pertinent information pertaining to the auction as well as a broad description of the Assets and contain contact information from which interested parties may obtain a full copy of the Bidding Procedures Order. The Court may approve the auction sale of the Assets at a sale hearing to be conducted on completion of the auction sale. The sale of assets will be on an "as is, where is" basis without any representations or warranties of any kind, nature or description by Rex, including any warranties of merchantability or fitness for a particular purpose; moreover, the Sale Order will provide that the Winning Bidder(s) will not be a successor in interest to Rex, and will be deemed a good faith purchaser. The sale will be closed at the offices of counsel for Rex as soon as possible following the Sale, but in no instance later than Jan. 31, 2019. Rex proposes to give notice of the Motion immediately upon filing to parties that have previously expressed interest in acquiring the Assets, as well as to its priority creditors and its 20 largest creditors and all other parties who have requested notice in the case. Although it was first thought that Rex had no secured creditors, Macomb County has recently filed a secured proof of claim for approximately $4,000. Rex proposes to pay Macomb County in full on completion and approval of the auction sale. It will immediately give notice thereof, along with a copy of a proposed Sale Order, to the Notice Parties. No trustee has been appointed in the case. The Section 341 Meeting of Creditors was held on Dec. 20, 2018. Rex has requested the concurrence of the United States Trustee to the relief requested. A copy of the Exhibit A and the Auction Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Rex_Printing_34_Sales.pdf The Auctioneer: PRESSBID AUCTION, LLC 1955 Hilton Road Ferndale, MI 48220 Telephone: (248) 268-1603 E-mail: sales@universalpress.com Counsel for Debtor: Jay S. Kalish, Esq. JAY S. KALISH & ASSOCIATES, P.C. 2000 Town Center, Suite 190 Southfield, MI 48075 Telephone: (248) 932-3000 E-mail: JSKalish@aol.com About Rex Printing Co. Rex Printing Co., established in 1930, is a Michigan corporation, with its main office located in Sterling Heights, Michigan. It provides design, planning and printing services for its commercial customers. Rex Printing Co. sought Chapter 11 protection (Bankr. E.D. Mich. Case No. 18-55671) on Nov. 20, 2018. In the petition signed by Theresa Ciavola, president, the Debtor estimated assets and liabilities in the range of $50,001 to $100,000. The Debtor tapped Jay S. Kalish, Esq., at Jay S. Kalish & Associates as counsel. RM WIND-DOWN: Selling Five Liquor Licenses for $281K ---------------------------------------------------- RM Wind-Down Holdco, LLC, and affiliates ask the U.S. Bankruptcy Court for the District of Delaware to authorize them to complete the five separate sales of liquor licenses for the following closed premises: (i) Store No. 7230 in Torrance, California to 28863 Riverside Drive, LLC for $91,000; (ii) Store No. 7247 in Temecula, California to Sweet Spot Club, LLC for $25,000; (iii) Store No. 7060 in Santa Clara, California to Mayfair Ventures Corp. for $30,000; (iv) Store No. 52 in San Pedro, California to Tartine Restaurant Group, LLC for $90,000; and (v) Store No. 59 in Stanton, California to Open Bar Taphouse, Inc. for $45,000. A hearing on the Motion is set for Jan. 17, 2019 at 10:30 a.m. (ET). The objection deadline is Jan. 10, 2019 at 4:00 p.m. (ET). On the Petition Date, the Debtors sought approval of (i) proposed bid procedures in connection with a sale of substantially all of the Debtors' assets ("RM Asset Sale") and (ii) certain bid protections for the Stalking Horse Bidder. On Sept. 6, 2018, the Court entered the Bid Procedures Order, which provided, among other things, that interested parties were required to submit Qualified Bids by Sept. 21, 2018. The Debtors did not receive any competing bids for any subset of their assets prior to the Bid Deadline and, accordingly, the auction scheduled for Oct. 4, 2018, was cancelled. The Debtors presented the Stalking Horse Bid, deemed the highest and best bid for the Debtors' assets, at a sale hearing conducted on Sept. 27, 2018. On Sept. 28, 2018, the Court entered the Sale Order, thereby approving, among other things, the sale of substantially all of the Debtors’ assets and the assumption and assignment of certain executory contracts and unexpired leases to FM Restaurants (PT), LLC, pursuant to the Asset Purchase Agreement dated Aug. 5, 2018. The RM Asset Sale closed on Oct. 29, 2018 Pursuant to the Sale Order and the APA, the Purchaser, among other things, has the ability during the Designation Rights Period -- which will expire 90 days after the Closing Date, Jan. 27, 2019 -- to designate any Designation Right Contract for assumption and assignment, and, subject to objection rights held by counterparties thereto, such designated Designation Rights Contract will be assumed and assigned to the Purchaser. During the Designation Rights Period, the Debtors are continuing to monetize assets excluded from the RM Asset Sale, including the Liquor Licenses subject to the Motion. Each Liquor License subject to the relief sought herein was utilized in connection with a restaurant location that the Debtors no longer operate and have not sold to the Purchaser. The Liquor Licenses were previously utilized at certain of the Debtors' restaurants that were closed between February 2016 and February 2018. Such licenses are generally transferrable, subject to defined procedures and approvals, and therefore may be marketed and sold. The Debtors attempted to sell the Liquor Licenses prior to the Petition Date but, upon further consideration, determined to preserve the Liquor Licenses for their chapter 11 process in an effort to augment the ultimate value received through the proposed sale of substantially all of their assets. The Liquor Licenses subject to the Motion, however, were not purchased by the Purchaser, and, accordingly, may be sold and assigned to third parties. At this stage of the Debtors’ wind down, and given the Purchaser's determination not to obtain the Liquor Licenses, the Debtors ask to sell the Liquor Licenses which were previously used at the Closed Premises. The Debtors' senior management and advisors have been diligently marketing the Liquor Licenses for the Closed Premises and engaged two brokers to help facilitate sales thereof. The brokers, each of which is paid by the ultimate buyer of the subject Liquor Licenses, utilized their respective vast networks to locate viable (and, indeed, likely) buyers for each Liquor License. The Debtors, together with their professional advisors, have been marketing the Liquor Licenses subject to the Motion, and others similar to them, since well before the Petition Date. As a result of those efforts and those expended by their brokers, the Debtors have entered into or, as applicable, expect to enter into in the near term, five separate Escrow and Purchase Agreements to sell Liquor Licenses to third party purchasers. The Debtors are continuing to market additional liquor licenses that are not currently subject to a Purchase Agreement and, to the extent the Debtors secure a buyer for such licenses, the Debtors will ask appropriate relief from the Court to consummate those transactions. By the Motion, the Debtors ask the entry of an order approving and authorizing the Debtors to complete sales of Liquor Licenses contemplated under the Purchase Agreements pursuant to their terms, free and clear of all Encumbrances. They believe that the approval of a private sale of the Liquor Licenses to the respective Liquor License Buyers pursuant to the terms and conditions of the Purchase Agreements is not only appropriate but in the best interest of the Debtors, their estates, and creditors. If the Debtors were forced to conduct a public auction for the Liquor Licenses, they would not be guaranteed the commitment (or pending commitment) of the respective Liquor License Buyers, much less at the price to be provided through the proposed private Sales and related Purchase Agreements. Finally, the Debtors ask that the Court waives the stay imposed by Bankruptcy Rule 6004(h). A copy of the APAs attached to the Motion is available for free at: http://bankrupt.com/misc/Wind-Down_Holdco_450_Sales.pdf The Purchasers: SWEET SPOT CLUB, LLC 18325 Domino Ct. Reseda, CA 91335 MAYFAIR VENTURES CORP. 7870 Galway Ct. Dublin, CA 94568 Counsel for Debtors: Christina M. Craige, Esq. Ariella Thal Simonds, Esq. Laurie Tomassian, Esq. SIDLEY AUSTIN LLP 555 West Fifth Street, Suite 4000 Los Angeles, CA 90013 Telephone: (213) 896-6000 Facsimile: (213) 896-6600 - and - Andrew L. Magaziner, Esq. Robert S. Brady, Esq. Michael R. Nestor, Esq. Edmon L. Morton, Esq. Andrew L. Magaziner, Esq. Elizabeth S. Justison, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, DE 19801 Telephone: (302) 571-6600 Facsimile: (302) 571-1253 About RM Wind-Down Holdco RM Holdco, LLC and its subsidiaries -- http://www.realmexrestaurants.com/-- operate the Chevys Fresh Mex, El Torito, and other full-service Mexican restaurant brands. As of August 2018, RM (a) operated 69 restaurants, of which 61 are located in California and the remainder in six other states and (b) franchised 11 restaurants in seven other states. The Company owns and operates restaurants in California, Florida, Maryland, New York, Oregon, Virginia, and Washington. The Company franchises restaurants in Florida, Illinois, Maryland, Minnesota, Missouri, New Jersey, and South Dakota. RM has approximately 4,600 full-time and part-time employees. RM is majority-owned by affiliated entities of Tennenbaum Capital Partners and Z Capital Group. In March 2012, RM purchased out of bankruptcy substantially all of the assets of certain corporate entities then operating the Real Mex family of restaurants. RM Holdco, LLC, and its subsidiaries sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-11795) on Aug. 5, 2018. RM Holdco estimated assets in the range of $50 million to $100 million and 100 million to $500 million in debt. The Debtors tapped Sidley Austin LLP and Young Conaway Stargatt & Taylor, LLP as legal counsel; Alvarez & Marsal North America, LLC as restructuring advisor; and Piper Jaffrey & Co. as investment banker. Kurtzman Carson Consultants LLC is the claims and noticing agent. ROCK CABIN: Business Revenues to Fund Proposed Reorganization Plan ------------------------------------------------------------------ Rock Cabin Mining, LLC, filed a small business disclosure statement in connection with its proposed plan of reorganization. Debtor Rock Canyon Mining, LLC, is an Arizona limited liability company formed on May 16, 2011. RCM is a mining operation. Its member is Boughtwell Property Group whose main member is Robert McDowell. RCM is set up to mine placer gold or as it's also known "freegold." Class 4 under the plan consists of the general, non-priority, allowed unsecured creditors. The total of these undisputed claims equals $267,210. This Class will be paid pro rata in full no later than 60 months following effective date of the plan. The Plan will be funded by revenues generated from the operation of the mine. Debtor anticipates having monthly income of not less than $236,000 if the Plan is confirmed in its present proposed form, indicating feasibility of the Plan as this amount is sufficient to make all payments called for in the Plan. A copy of the Disclosure Statement is available at https://is.gd/Ip3sYH from Pacermonitor.com at no charge. Attorneys for Debtor: Harold E. Camopbell, Esq. Scott H. Coombs, Esq. CAMPBELL & COOMBS, P.C. 1811 S. Alma School Suite 225 Mesa, Arizona 85210 Tel: (480) 839-4828 Fax: (480) 897-1461 Email: heciii@haroldcampbell.com Headquartered in Scottsdale, Arizona, Rock Cabin Mining, LLC, filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 18-10560) on Aug. 30, 2018, estimating its assets and liabilities at between $100,001 and $500,000 each. Harold Campbell, Esq., at Campbell & Coombs, P.C., serves as the Debtor's bankruptcy counsel. RUBY'S DINER: Seeks Feb. 25 Exclusive Plan Filing Period Extension ------------------------------------------------------------------ Ruby's Diner, Inc. and its affiliates request the U.S. Bankruptcy Court for the Central District of California to extend the Debtors' exclusivity periods to file a plan for an additional 60 days to and including Feb. 25, 2019, and solicit acceptances of their plan for an additional 90 days to and including April 26, 2019. The Debtors seek this first extension of their exclusivity periods for filing a plan and obtaining acceptances of their plan in order to allow sufficient time for the Debtors to obtain Court approval of the DIP Financing and the assumption of and entry into the Plan Support Agreement with Mr. Craig and the Founders (Douglas Cavanaugh and Ralph Kosmides) as requested by the DIP Financing Motion, to implement the same pursuant to a Plan and, thereafter, to proceed through the disclosure statement and plan confirmation process without the distraction and expense of a competing plan. The Debtors assert that good cause exists for this limited extension of the exclusivity deadlines pursuant to Section 1121(d) of the Bankruptcy Code as the Debtors, after extensive negotiations, have reached agreements in their chapter 11 cases which will provide the structure of and funding for a joint plan of reorganization to be filed by the Debtors and related debtor, Ruby's Franchise Systems ("RFS"), an entity affiliated with the Debtors through common ownership and control which is a debtor in a separate chapter 11 proceeding pending in this Court. Specifically, these agreements provide for the provision of DIP Financing in the amount of $2 million and additional plan funding by Steve Craig, as lender and plan sponsor, for total consideration of at least $4 million pursuant to a Plan Support Agreement. In addition, the Debtors have negotiated and recently reached agreement with the Official Committee of Unsecured Creditors regarding the terms of the plan to be proposed in the Debtors' cases and its support for the DIP Financing and the Plan Support Agreement. In order to have a period of time to obtain Court approval of the agreements with Mr. Craig and the Committee (approval of which will be sought by way of DIP Financing Motion), and thereafter prepare and file a plan and disclosure statement in accordance with such agreements, the Debtors require a limited extension of the exclusivity periods. About Ruby's Diner Inc. Ruby's Diner, Inc. -- https://www.rubys.com/ -- is a restaurant chain headquartered in Irvine, California. Founded by Doug Cavanaugh and Ralph Kosmides in 1982, it also has locations in California, Nevada, Arizona, Texas, Pennsylvania and New Jersey. Ruby's Diner, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-13311) on Sept. 5, 2018. In the petition signed by CEO Douglas S. Cavanaugh, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Catherine E. Bauer presides over the case. The Debtor tapped Pachulski Stang Ziehl & Jones LLP as its legal counsel. SEDGWICK CLAIMS: $1.085BB Bank Debt Trades at 3% Off ---------------------------------------------------- Participations in a syndicated loan under which Sedgwick Claims Management Services Inc. is a borrower traded in the secondary market at 97.10 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 1.75 percentage points from the previous week. Sedgwick Claims pays 275 basis points above LIBOR to borrow under the $1.085 billion facility. The bank loan matures on February 11, 2021. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. SEDGWICK CLAIMS: $735MM Bank Debt Trades at 3% Off -------------------------------------------------- Participations in a syndicated loan under which Sedgwick Claims Management Services Inc. is a borrower traded in the secondary market at 97.10 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 1.75 percentage points from the previous week. Sedgwick Claims pays 275 basis points above LIBOR to borrow under the $735 million facility. The bank loan matures on February 11, 2021. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. SENIOR NH: No Patient Care Issues, PCO's Initial Report Says ------------------------------------------------------------ William Whited, the Patient Care Ombudsman appointed for Senior NH LLC, submitted an initial report before the U.S. Bankruptcy Court for the Northern District of Georgia concerning Enid Senior Care and Marsh Point facilities. Enid Senior Care is comprised of residents with both physical and mental health needs. The PCO together with the other two state long-term care ombudsman designees, Julie Torson and Gerri Randolph, reported to have not received any complaints regarding the resident care. In fact, a review of survey and complaint information from the Oklahoma State Department of Health indicates no substantiated complaints or deficiencies have been issued since the appointment of the PCO. Moreover, the PCO recommended to prohibit Cherly Nichols, the Chief Executive Officer of Marsh Point facility, from having any contact, in person or otherwise, with any Ombudsman or resident, as her demeanor is not conducive to good working relationships or quality abuse-free resident care. The recommendation was made following the threats and attempted intimidation made by Mrs. Nichols to Mrs. Torson. The PCO further noted that whenever possible, Mrs. Torson will be accompanied by another Ombudsman supervisor when conducting monitoring at the Marsh Point facilities. A full-text copy of the Initial Report, dated Januar 2, 2019, is available at: http://bankrupt.com/misc/ganb18-65904-73.pdf About Senior NH LLC Senior NH, LLC, operates a one hundred bed skilled nursing facility known as the Enid Senior Care located at 410 N. 30th Street, Enid, Oklahoma. Senior NH sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 18-65904) on Sept. 21, 2018. In the petition signed by Christopher F. Brogdon, managing member, the Debtor estimated assets of less than $10 million and debt under $50 million. The Debtor tapped Theodore N. Stapleton, Esq., of Theodore N. Stapleton, P.C., as counsel. SHREEDEVI AA: To Pay $250 Monthly in Unsecured Creditors Pool ------------------------------------------------------------- Shreedevi AA Corporation filed a disclosure statement explaining its plan of reorganization dated Dec. 28, 2018. The Debtor operates a convenience store/gas station in Wichita Falls, Texas and owns another store in Wichita Falls, Texas which it leases. Under the plan, all allowed unsecured creditors in Class 6 will share pro rata in the unsecured creditors pool. The Debtor will make monthly payments commencing on the Effective Date of $250 into the unsecured creditors pool. The Debtor will make distributions to the Class 6 creditors every 90 days commencing 90 days after the Effective Date. The Debtor will make payments until all Allowed unsecured claims are paid in full. Debtor anticipates the continued operations of the business to fund the Plan. A copy of the Disclosure Statement is available at https://is.gd/OgFEdr from Pacermonitor.com. About Shreedevi AA Corporation Shreedevi AA Corporation sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 18-70202) on July 2, 2018. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $500,000. Judge Harlin Dewayne Hale presides over the case. Eric A. Liepens, P.C., serves as counsel to the Debtor. SPRING TREE: Trustee May Continue Using Cash Through March 31 ------------------------------------------------------------- The Hon. Sage M. Sigler of the U.S. Bankruptcy Court for the Northern District of Georgia has entered a final order authorizing Mark A. Smith, the Chapter 11 Trustee for Spring Tree Lending, LLC, to continue using the cash collateral of American Credit Acceptance, LLC through March 31, 2019. The Trustee will operate within a 5% variance of the Operating Expenses line-items as set forth in the budget. The Trustee may use the cash collateral and ACA will receive as adequate protection, the following: (a) Replacement Liens, a security interest in and lien in and upon all assets of the Estate existing on or after the Petition Date of the same nature and type, and to the same extent, validity, amount and priority, as ACA's security interests and lien upon the Pre-Petition Collateral in which ACA holds a valid, enforceable and perfected security interest resulting from the imposition of the automatic stay or the Trustee's use of cash collateral. (b) Trustee will pay the fees of the U.S. Trustee Office pursuant to 28 U.S.C. Section 1930 as and when due; (c) During the term of the continued use of cash collateral, the Court continues the Trustee's prior authorization to pay to ACA, by the fifteenth day of each month through the month in which a plan of reorganization is confirmed in the Case, the total amount of the principal payments on loans that are Collateral for the ACA Secured Claim received by the Trustee during the prior calendar month, and the direction to ACA to apply such payment to the principal balance of the Debtor's indebtedness to ACA; (d) No later than the 15th day of each month, the Trustee will remit to ACA the lesser of the following amounts, if any, received during the prior calendar month: (i) 100% of any net insurance proceeds and/or net repossession liquidation proceeds paid to the Estate with respect to vehicles pledged as collateral to ACA or (ii) the outstanding principal balance of the consumer loan that relates to such insurance or repossession liquidation proceeds. ACA will deliver the original title documents relating to a vehicle for which the Trustee delivers to ACA a borrower payoff or insurance payment, with its lien marked satisfied, upon receipt of a payment as provided herein; (e) Upon request by ACA, the Trustee will provide copies of any invoices or other documents to substantiate any payments made by the Trustee; and (f) The Trustee will allow ACA reasonable access during normal business hours to the Estate's books and records, and will otherwise reasonably cooperate in providing any other financial information requested by ACA. A full-text copy of the Final Order is available at http://bankrupt.com/misc/ganb18-55171-149.pdf About Spring Tree Lending Spring Tree Lending, LLC, engages in buying and servicing non-prime auto loans from auto dealers and lenders. The company was founded in 2015 and is based in Atlanta, Georgia. On March 28, 2018, creditor Pacific Island Equity Corporation filed an involuntary proceeding against Spring Tree Lending (Bank. N.D. Ga. Case No. 18-55171). The case is assigned to Hon. Barbara Ellis-Monro. The Debtor hired George M. Geeslin, Esq., as counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. Upon the application of the U.S. Trustee, the Court entered its order approving the appointment of Mark A. Smith as Chapter 11 Trustee on June 19, 2018. STEEL CONNECT: Working Capital Deficit Casts Going Concern Doubt ---------------------------------------------------------------- Steel Connect, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $7,365,000 on $215,133,000 of net revenues for the three months ended October 31, 2018, compared with a net loss of $5,237,000 on $102,522,000 of net revenues for the same period in 2017. At October 31, 2018, the Company had total assets of $827,727,000, total liabilities of $687,098,000, and $105,431,000 in total stockholders' equity. At October 31, 2018 and July 31, 2018, the Company had cash and cash equivalents of $83.4 million and $92.1 million, respectively. As of October 31, 2018, the Company had a deficiency in working capital which was primarily driven by the partial reclassification of the Company's convertible notes from long-term to current and the additional liabilities assumed as a result of the IWCO acquisition. At October 31, 2018, the Company had a readily available borrowing capacity under its revolving credit and security agreement with PNC Bank and National Association of $9.0 million. At October 31, 2018, IWCO had a readily available borrowing capacity under its revolving credit facility by and among MLGS Merger Company, Inc. ("MLGS"), Instant Web, LLC and Cerberus Business Finance, LLC of $25.0 million. Per that certain financing agreement by and among MLGS, Instant Web, LLC, IWCO and Cerberus Business Finance, LLC (the "Financing Agreement") and the credit facilities provided thereunder, IWCO is permitted to make distributions to Steel Connect, an aggregate amount not to exceed $5.0 million in any fiscal year and pay reasonable documented expenses incurred by Steel Connect. Steel Connect is entitled to receive additional cash remittances under a "U.S. Federal Income Tax Sharing Agreement." As of October 31, 2018, SPHG Group Holdings LLC ("SPHG Holdings") held $14.9 million principal amount of the Company's 5.25% Convertible Senior Notes (the "Notes"). SPHG Holdings has confirmed to the Company that it will not require a cash payment on Notes when they mature and for a period of greater than twelve months from the date of this filing. The Company believes it will generate sufficient cash to meet its debt covenants under the Credit Agreement and the Financing Agreement to which certain of its subsidiaries are a party, to repay or restructure its the Notes, and that it will be able to obtain cash through its current credit facilities and through securitization of certain trade receivables. The Company's historical operating results and working capital deficit indicate substantial doubt exists related to the Company's ability to continue as a going concern. The Company believes that the actions discussed above are probable of occurring and mitigating the substantial doubt raised by the Company's historical operating results and satisfying the Company's estimated liquidity needs 12 months from the issuance of the financial statements. However, the Company cannot predict, with certainty, the outcome of its actions to generate liquidity, including the availability of additional debt refinancing or factoring of receivables, or whether such actions would generate the expected liquidity as currently planned. The Company said its conclusion on going concern is predicated upon the factoring of certain accounts receivable balances, which has not yet occurred. A copy of the Form 10-Q is available at: https://is.gd/B90Lgy Waltham, Massachusetts-based Steel Connect, Inc., is a diversified holding company with two wholly-owned subsidiaries, ModusLink and IWCO Direct, that have market-leading positions in supply chain management and direct marketing. ModusLink provides comprehensive physical and digital supply chain optimization services (the "Supply Chain Business") that are designed to improve clients' revenue, cost, sustainability and customer experience objectives. IWCO Direct delivers highly-effective data-driven marketing solutions for its customers, which represent some of the largest and most respected brands in the world. Its full range of services includes strategy, creative and production for multichannel marketing campaigns, along with one of the industry's most sophisticated postal logistics programs for direct mail. SUGARMADE INC: BF Borgers CPA PC Raises Going Concern Doubt ----------------------------------------------------------- Sugarmade, Inc. filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $6,296,390 on $4,439,324 of net revenue for the year ended June 30, 2018, compared to a net loss of $4,713,697 on $4,100,560 of net revenue for the year ended in 2017. The audit report of BF Borgers CPA PC states that the Company's significant operating losses raise substantial doubt about its ability to continue as a going concern. In another audit report, L&L CPAS, PA states that the Company has an accumulated deficit, recurring losses, and expects continuing future losses, and that the Company has stated that substantial doubt exists about the its ability to continue as a going concern. The Company's balance sheet at June 30, 2018, showed total assets of $2,187,963, total liabilities of $12,381,069, and a total stockholders' deficit of $10,193,106. A copy of the Form 10-K is available at: https://is.gd/d3KuKH About Sugarmade City of Industry, Calif.-based Sugarmade, Inc., is a publicly traded company incorporated in the state of Delaware. The Company's previous legal name was Diversified Opportunities, Inc. The Company is principally engaged in the business of selling and distributing environmentally friendly non-tree-based paper products. SUNSHINE DAIRY: Exclusive Plan Filing Period Extended Until Jan. 22 ------------------------------------------------------------------- The Hon. Peter C. McKittrick of the U.S. Bankruptcy Court for the District of Oregon, at the behest of Sunshine Dairy Foods Management, LLC and Karamanos Holdings, Inc., has extended the exclusivity period to file a plan to and including Jan. 22, 2019 exclusivity deadline to solicit acceptances to a plan. The Troubled Company Reporter has previously reported that the Debtors (i) have completed sales of a number of assets, including an auction of equipment, a sale of customer lists and contracts, and a going concern sale of business operations, real estate, and equipment; (ii) have retained professionals to effectuate a series of sales, auctions, and related transactions; and (iii) have obtained authority to conduct the same. The Debtors have also been working with their counsel and tax professionals to consider and analyze a number of alternative Plan structures. Moreover, the pending Motion to Consolidate has been resolved with the agreement of the Debtors, their ownership, and the Committee. A settlement conference on the Motion took place on Dec. 3, 2018 with the parties having reached an agreement which is contingent upon and contemplates distribution of funds from a pending sale of real property. Sunshine is in the process of crafting the Disclosure Statement and Plan of Liquidation and incorporating the terms of settlement into said documents. 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. SUPER FIT HAWAII: Seeks Approval of Cash Collateral Stipulation --------------------------------------------------------------- Super Fit Hawaii LLC requests the U.S. Bankruptcy Court for the District of Hawaii to approve its Stipulation with Applebox, LLC, regarding the use of cash collateral. Applebox alleges that it has been granted a blanket lien security interest in all of Debtor's property, including cash collateral, to secure Debtor's indebtedness in the principal amount of $410,000. Applebox consents to the Debtor's use of cash collateral, subject the terms of the Stipulation. The Debtor will be allowed to use cash collateral only to pay the ordinary and reasonable expenses of operating its business which is necessary to avoid immediate and irreparable harm. Applebox will have a replacement lien only with regard to any use of property which is Applebox Cash Collateral, and the amount secured by such replacement lien will be equal to any net diminution of the lien creditor's cash collateral due to Debtor's use thereof. Said replacement liens will have the same validity, perfection, priority and/or extent of any existing pre-petition lien in Debtor's collateral. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/hib18-01338-26.pdf About Super Fit Hawaii Super Fit Hawaii LLC filed a Chapter 11 petition (Bankr. D. Haw. Case No. 18-01338), on Nov/ 16, 2018. In the petition signed by Cacia R. Tanchico, member, the Debtor estimated less than $50,000 in assets and $100,000 to 500,000 in liabilities. The Debtor is represented by Kira M. Kawakami, Esq. at Clay Chapman Iwamura Pulice & Nervell. SUPPLY PRO: Seeks Authorization to Use Cash Collateral ------------------------------------------------------ Supply Pro, Inc., seeks authority from the U.S. Bankruptcy Court for the Southern District of Texas to use cash collateral in accordance with a budget. The Debtor needs the use of cash collateral to pay for the ordinary and necessary expenses of operating the Business as set forth in the proposed monthly budget. The assets of the business are collateral for an alleged lien in favor of Ecosorb Investments, LLC -- the purchaser of two notes and liens from Texas Citizens Bank. It has been represented that the purchase of the notes and liens occurred in October, 2018. Ecosorb is a related entity to a competitor and judgment creditor of Supply Pro, Inc. The current outstanding balance on the first note is approximately $248,000 and the second note is approximately $456,000. Although the term adequate protection is not precisely defined in the Bankruptcy Code, Section 361 sets forth three non-exclusive examples of what may constitute adequate protection: (1) periodic cash payments equivalent to any decrease in value; (2) an additional or replacement lien on other property; or (3) other relief that provides the indubitable equivalent. Aside from what may ordinarily constitute adequate protection, the Debtor believes that the result of its proposed expenditures will be (i) to insure proper servicing of existing customers, (ii) to maintain appropriate levels of service to maintain the existing customer base, and (iii) to allow a stabilized cash flow, thus providing additional adequate protection to Ecosorb because it will substantially eliminate the risk of diminution of Ecosorb's interest. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/txsb18-20580-5.pdf About Supply Pro Pro Sorbents, LLC, and Supply Pro, Inc. -- http://www.prosorbents.com/-- are providers of absorbent products to help protect those people cleaning hazards spills and provide proper equipment for the safe removal of hazardous materials. They offer anti-static pads, spill kits, absorbents, and loose particulates. Supply Pro Sorbents, LLC and Supply Pro, Inc. sought Chapter 11 protection (Bankr. N.D. Tex. Case Nos. 18-20580 and 18-20581) on Dec. 19, 2018. The Hon. David R. Jones presides over the cases. Johnie Patterson, Esq., at Walker & Patterson, P.C., serves as bankruptcy counsel to the Debtors. In the petitions signed by Harmon K. Fine, managing member, the Debtors estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. TEXAS PELLETS: Committee Seeks to Hire Patrick Kelley as Counsel ---------------------------------------------------------------- The official committee of unsecured creditors of Texas Pellets, Inc. and German Pellets, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to hire Patrick Kelley, PLLC as its legal counsel. The firm will advise the committee regarding its duties under the Bankruptcy Code; investigate the Debtors' financial condition and operations; and provide other legal services related to their Chapter 11 cases. The firm charges $450 per hour for its attorneys and $125 per hour for paraprofessionals. Patrick Kelley, Esq., at Kelley, 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: Patrick Kelley, Esq. Patrick Kelley, PLLC 112 E. Line Street, Suite 203 Tyler, TX 75702 Telephone: (903) 630-5151 Email: pat@patkelleylaw.com About Texas Pellets Texas Pellets, Inc., based in Woodville, Texas, filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 16-90126) on April 30, 2016. The petition was signed by Anna Katherin Leibold, its president and chief executive officer. German Pellets Texas, LLC, also based in Woodville, Texas, filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 16-90127) on April 30, 2016. The petition was signed by Peter H. Leibold, its chief executive officer. The cases have been jointly administered under Texas Pellets' case. Judge Bill Parker presides over the cases. The Debtors employed William Steven Bryant, Esq., at Locke Lord LLP as their legal counsel; Searcy & Searcy, P.C. as local and conflicts co-counsel; and Guggenheim Securities, LLC, and Configure Partners, LLC, as investment bankers. Bryan M. Gaston, and the firm Opportune, LLP, serve as the Debtors' Chief Restructuring Officer. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on May 17, 2016. THC THERAPEUTICS: Cumulative Net Losses Cast Going Concern Doubt ---------------------------------------------------------------- THC Therapeutics, Inc. filed its quarterly report on Form 10-Q, disclosing a net loss of $438,856 on $0 of net revenues for the three months ended October 31, 2018, compared with a net loss of $134,326 on $0 of net revenues for the same period in 2017. At October 31, 2018, the Company had total assets of $2,511,318, total liabilities of $661,677, and $1,849,641 in total stockholders' equity. In the Form 10-Q report, the Company's Chief Executive Officer, Brandon Romanek, states, "Several conditions and events cast substantial doubt about the Company's ability to continue as a going concern. The Company has incurred cumulative net losses of $9,832,928 since its inception and requires capital for its contemplated operational and marketing activities to take place. The Company's ability to raise additional capital through the future issuances of common stock is unknown. The obtainment of additional financing, the successful development of the Company's contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. The ability to successfully resolve these factors raise substantial doubt about the Company's ability to continue as a going concern." A copy of the Form 10-Q is available at: https://is.gd/TjOea9 THC Therapeutics, Inc., is focused developing their patent-pending product, the dHydronator(R), a sanitizing herb dryer. The Company was incorporated in the State of Nevada on May 1, 2007, as Fairytale Ventures, Inc., and later changed its name to Aviation Surveillance Systems, Inc. and Harmonic Energy, Inc. On January 23, 2017, the Company changed its name to THC Therapeutics, Inc. TKC HOLDINGS: Bank Debt Trades at 5% Off ---------------------------------------- Participations in a syndicated loan under which TKC Holdings is a borrower traded in the secondary market at 94.66 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 1.31 percentage points from the previous week. TKC Holdings pays 375 basis points above LIBOR to borrow under the $1.277 billion facility. The bank loan matures on February 1, 2023. Moody's rates the loan 'B2' and Standard & Poor's gave a 'B-' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. TPE INDUSTRIES: Exclusive Plan Filing Period Extended to April 27 ----------------------------------------------------------------- The Hon. Jeffery A. Deller of the United States Bankruptcy Court for the Western District of Pennsylvania, at the behest of TPE Industries, Inc. and its subsidiaries, has extended the Debtors' exclusive period for filing a plan of reorganization until April 27, 2019 and their exclusive period for obtaining acceptance of said plan until June 26, 2019. About TPE Industries Inc. TPE Industries, Inc. -- http://www.tpelectric.net/-- is a family owned and operated company that provides engineering, design, installation, construction and commissioning services. TPE Industries operates three separate operating divisions as follows: TP Electric, Inc. (natural gas and oil division); TP Electric & Power, LLC (industrial and commercial division) and TP Automation, LLC (industrial automation, PLC's, instrumentation, gas and flame detection). The companies serve a wide range of clients and industries that include natural gas and oil, hi-tech manufacturing, water treatment facilities, wireless communications, chemical manufacturing, power generation, power transmission, telecommunications, metals manufacturing and mining & aggregate. TPE Industries' main office is in Acme, Pennsylvania. TPE Industries, Inc. and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case Nos. 18-23447 to 18-23450) on Aug. 30, 2018. In the petitions signed by Shawn T. Porter, president, the Debtors disclosed these assets and liabilities: Total Total Assets Liabilities ----------- ----------- TPE Industries, Inc. $407,717 $339,387 T.P. Electric, Inc. $2,393,042 $4,903,125 TP Automation, LLC $219,970 $54,320 Judge Jeffery A. Deller presides over the case. Kirk B. Burkley, Esq., at Bernstein-Burkley, P.C., is the Debtor's legal counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 cases. TRIUMPH ENERGY: Seeks to Hire Lansing Roy as Legal Counsel ---------------------------------------------------------- Triumph Energy I, LLC, seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Lansing Roy, PA, as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; assist in the preparation of a plan of reorganization; and provide other legal services related to its Chapter 11 case. Lansing Roy charges these hourly fees: Kevin Paysinger, Esq. $325 William McDaniel, Esq. $300 Paralegals $75 The firm received a retainer of $25,000. The firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code, according to court filings. Lansing Roy can be reached through: Kevin B. Paysinger, Esq. William B. McDaniel, Esq. Lansing Roy, PA 1710 Shadowood Lane, Suite 210 Jacksonville, FL 32207-2184 Phone: 904-391-0030 Fax: 904-391-0031 E-mail: information@lansingroy.com About Triumph Energy I Triumph Energy I, LLC, offers exploration and production of oil and gas. It was incorporated in 2010 and is based in Jacksonville, Florida. Triumph Energy I sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-04388) on December 18, 2018. At the time of the filing, the Debtor had estimated assets of less than $50,000 and liabilities of $1,000,001 to $10 million. US FOODS: Bank Debt Trades at 4% Off ------------------------------------ Participations in a syndicated loan under which US Foods [FKA US Foodservice] is a borrower traded in the secondary market at 96.08 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.68 percentage points from the previous week. US Foods pays 200 basis points above LIBOR to borrow under the $2.162 billion facility. The bank loan matures on June 27, 2023. Moody's rates the loan 'Ba3' and Standard & Poor's gave a 'BBB-' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. VA INC: Gets Initial Order to Restructure Under CCAA ---------------------------------------------------- An order has been rendered under the Companies' Creditors Arrangement Act, and Raymond Chabot Inc. is acting as monitor of the business and financial affairs of V.A. Inc., Location V.A. Inc., 9288-7561 Quebec Inc., and 9001-6346 Quebec Inc. The Debtor Companies are required to submit an arrangement no later than Jan. 21, 2019, or petition the Court for an additional delay to submit some arrangement to their creditors. The related documents will be available at https://www .raymondchabot.com/en/dossiers-publics/v-a-inc-et-al/ Once the arrangement will have been prepared, the Monitor will forward a new notice to all the creditors concerned. If you require further information, please contact Philippe Daneau, CPA, at (514) 954-4638. The Monitor can be reached at: Raymond Chabot Inc. Monitor National Bank Tower 600 de La Gauchetiere Street West, Suite 2000 Montreal, QC H3B 4L8 Tel: (514) 879-1385 Fax: (514) 878-2100 Trustee in charge can be reached at: Dominic Deslandes, CPA Montreal - Centre-ville office 600, de La Gauchetiere Ouest Bureau 2000 Montreal, QC H3B 4L8 Tel: (514) 393-4725 Email: deslandes.dominic@rcgt.com V.A. Inc. -- http://www.vatransport.com/en/-- offers transport and logistic services. VERDESIAN LIFE: S&P Lowers ICR to 'CCC+', Outlook Negative ---------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Verdesian Life Sciences to 'CCC+' from 'B-', reflecting its view that leverage is unsustainable and the company faces significant refinancing risk with near-term debt maturities. However, S&P does not foresee a default over the next 12 months. The outlook is negative. S&P said, "The downgrade of Verdesian Life Sciences reflects weakened operating performance through September 2018, which led to credit measures falling below our expectations and to unsustainable levels, and we believe the company will maintain these highly leveraged credit measures. The company has dealt with unfavorable market conditions, including customer inventory destocking, wet spring weather, and supply constraints on select raw materials, namely granulated peat. In addition to the weakened operating performance and limited diversity of the company, Verdesian's revolver maturity, which is in July 2019 (within six months) is looming, therefore we see significant refinancing risk, particularly in light of choppy market conditions and high debt leverage. We would expect moderate improvement in operating results once the company reports fourth quarter numbers, which leads to our base case assessment that the company will be able to refinance in the first quarter of 2019. In addition, the cost savings initiatives that the company began using in 2018 should have a favorable impact on 2019 EBITDA. "The negative outlook reflects our expectation that Verdesian faces significant refinancing risk within the next six months and that it will continue to have weaker-than-expected operating performance, leading to unsustainable leverage metrics. We also believe that unless the company can successfully refinance its revolving credit facility and existing bank loan, it will continue to have liquidity restraints because of low cash balances and covenant restrictions on its existing revolver. In our base case scenario, we would expect the company to extend the revolver in the first quarter of 2019. "We could consider a downgrade in the next few months if, against our expectations, the company did not address its upcoming debt maturity in the first quarter. We could also consider a lower rating if liquidity weakened such that, in our view, future sources of funds were not sufficient to cover uses or if the covenant were to spring and we expected the company would not be in compliance. This could happen if there were continued supply issues with key raw materials, competition from alternative products, or weather-related issues continued to hurt operating results or management chose to adopt more aggressive financial policies. We could also consider a lower rating if we believed a conventional or selective default were imminent in the next six months. "We could consider an upgrade within the next year if the company successfully refinanced its revolver and bank loan credit facility and improved operating results significantly so that weighted average debt to EBITDA were maintained below 6x on a sustained basis. For this to occur, we would expect customer destocking initiatives to be resolved and raw material supply issues to be behind the company. In addition, if ownership infuses additional equity to improve liquidity, as it has done in the past, we could take a positive rating action." VFH PARENT: S&P Rates New $1.55-Bil. Secured Loan Facilities 'B+' ----------------------------------------------------------------- S&P Global Ratings said that it has assigned its 'B+' issue-level rating on VFH Parent LLC's (Virtu; an affiliate of Virtu Financial Inc.) new $1.5 billion senior secured term loan B and its $50 million revolving facility . The firm will use the term loan proceeds to fund its $1 billion acquisition of Investment Technology Group Inc. (ITG), which the company announced in November 2018, as well as to pay fees and refinance its current $400 million term loan outstanding. The facilities include a "springing maturity," which means if at least $100 million of Virtu's second-lien notes remain outstanding 91 days before their June 16, 2022, maturity, the new facilities' maturity date will spring to 90 days before the notes' maturity. While S&P views the acquisition of ITG positively, it also believes that the springing maturity feature on the new facilities potentially increases liquidity risk, if VFH doesn't refinance the second-lien notes well beforehand. RATINGS LIST VFH Parent LLC Issuer Credit Rating B+/Stable/-- New Rating VFH Parent LLC $1.5 bil. senior secured term loan B due 2026 B+ $50 mil. revolving facility due 2022 B+ VICI PROPERTIES: Bank Debt Trades at 4% Off ------------------------------------------- Participations in a syndicated loan under which VICI Properties Inc. is a borrower traded in the secondary market at 96.17 cents-on-the-dollar during the week ended Friday, January 4, 2019, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.32 percentage points from the previous week. VICI Properties pays 225 basis points above LIBOR to borrow under the $2.2 billion facility. The bank loan matures on December 22, 2024. Moody's rates the loan 'Ba3' and Standard & Poor's gave a 'BBB-' rating to the loan. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday, January 4. WAGGONER CATTLE: Rabo Seeks Revision of Proposed Plan Outline ------------------------------------------------------------- Rabo AgriFinance LLC, f/k/a Rabo Agrifinance, Inc. objects to Waggoner Cattle, LLC and Michael Quint Waggoner's combined disclosure statement and plan of reorganization. Rabo asserts that the Disclosure Statement lacks "adequate information" with respect to Rabo's claims against the Debtors and the disclosure of the Plan treatment for Rabo's claims. To begin with, Page 8 of the Disclosure Statement should be corrected to provide the proper identification of Rabo, which is "Rabo AgriFinance LLC," not "Rabo Bank," and the corrections for identifying Rabo should be made universally throughout the Disclosure Statement. The Disclosure Statement should also be corrected to disclose that Rabo values the Bugtussle Real Property at $450,000, based upon an appraisal in the possession of Rabo. The Disclosure Statement should also disclose that the collateral claimed by Rabo in the Rabo Proofs of Claim also includes farm equipment, vehicles and equipment, and medicine/hay/straw owned by Bugtussle that Rabo values at $440,730. The Disclosure Statement should also disclose that the collateral claimed by Rabo includes equipment, the cash surrender value of insurance policies, and eight bison owned by Quint Waggoner that Rabo values at $79,452.23. Thus, Rabo requests that the Court reject the current version of the Disclosure Statement on the grounds of lack of "adequate information," and authorize the Debtors to file a revised Disclosure Statement that hopefully will provide the required level of "adequate information" to move forward to the confirmation phase. A copy of Rabo's Objection is available at: http://bankrupt.com/misc/txnb18-20126-11-208.pdf The Troubled Company Reporter previously reported that the Plan contemplates the continued operations by the Debtors and payment in full to all of the allowed amount on secured claims and payment of 5% of claims of unsecured claims to be paid over a 10-year period, which will be paid on a monthly basis, beginning Jan. 15, 2019 at 3.0% interest. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/txnb18-20126-191.pdf Attorneys for Rabo AgriFinance LLC: Thomas C. Riney, Esq. W. Heath Henricks, Esq. RINEY & MAYFIELD 320 South Polk Street, Suite 600 Amarillo, Texas 79101 Telephone: (806) 468-3200 Facsimile: (806) 376-4509 Email: triney@rineymayfield.com Email: hhendricks@rineymayfield.com -and- Michael R. Johnson, Esq. RAY QUINNEY & NEBEKER P.C. 36 South State, Suite 1400 Salt Lake City, UT 84111 Telephone: (801) 532-1500 Facsimile: (801) 532-7543 Email: mjohnson@rqn.com About Waggoner Cattle Waggoner Cattle, et al., are privately-held companies in Dimmitt, Texas, engaged in cattle ranching and farming. Circle W of Dimmitt, Inc. ("Circle W"), is the operating arm for Waggoner Cattle, LLC, Bugtusslel Cattle, LLC and Cliff Hanger Cattle, LLC, and it is managing the financial affairs of those companies. Waggoner Cattle, Circle W of Dimmitt, Inc., Bugtussle Cattle, LLC, and Cliff Hanger Cattle, LLC (Bankr. N.D. Tex. Case No. 18-20126 to 18-20129) simultaneously filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code on April 9, 2018. In the petitions signed by Michael Quint Waggoner, managing member the Debtors estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. WHITEWATER/EVERGREEN: Files Chapter 11 Joint Plan of Reorganization ------------------------------------------------------------------- Whitewater/Evergreen Operations, LLC, SWD, LLC, EFSWD I, LLC, PH Grinders, LLC, and Six Pack Energy, LLC filed a disclosure statement to accompany their joint plan of reorganization, dated Oct. 30, 2018, as amended. Pursuant to the Plan, the Debtors will liquidate assets, collect on viable Avoidance Actions and pay their debts and obligations to the greatest extent possible. Classes 1 and 7 consist of those unsecured creditors who hold Allowed Unsecured Claims that are less than or equal to the amount of $5,000. These classes will be paid to the extent of 50% of their Allowed Claims within 30 days of the Effective Date of the Plan in total satisfaction of such claims. Classes 2, 5, and 8 consist of those unsecured creditors who hold Allowed Unsecured Claims that are greater than $5,000 or consist of all of the unsecured debt in the case with respect to Class 5. Classes 2, 5, and 8 will be Unimpaired under the Plan provided that the Court, at or prior to the Confirmation Hearing, determines that the Unimpaired creditors cannot and have no right to pursue or encumber any pending Avoidance Action that is an asset of the estates and is being pursued by the Debtors or the Plan Agent pursuant to the Plan for distribution pursuant to the Plan. Unless such determination is made, the Class 2, 5, and 8 claimants are impaired and in either case they will be entitled to their pro-rata share of the all recoveries made on account of Avoidance Actions, less the reasonable costs and expenses of litigation including reasonable attorney fees, costs, expenses, and expert witness fees. The Debtors' Plan is feasible based upon the Debtors' ability to achieve the various components of the Plan. The Debtors expect to have sufficient cash on hand on the Plan effective date to meet all payments due at that time. The estates will each hold their share of the funds derived from the sale of the Debtors' working interests in the Salt Water Disposal Wells. Such funds will be more than sufficient to pay Unclassified Priority Claims and if there is a deficiency, as is the case with SWD, the members of the Debtor with deficient funds will need to provide the particular Debtor with the funds to pay such claims. The balance of the liquidation of each Debtor will be derived from the pursuit of the Avoidance Actions to their conclusion or settlement by each Debtor or the Plan Agent. To the extent the creditors in any particular case elect to pursue litigation and need funds to cover the costs, expenses or fees of the Plan Agent they will need to funds such costs from their distributions or their own resources. A copy of the Disclosure Statement is available at https://is.gd/eU4dPD from Pacermonitor.com at no charge. About Whitewater/Evergreen Operations Whitewater/Evergreen Operations, LLC owns 50% interest in Fowlerton Salt Water Disposal Well. EFSWD 1 has 43% ownership interest in Cheapside Salt Water Disposal Well. SWD, LLC has 37% ownership interest in EFSWD 1. Whitewater/Evergreen Operations, LLC, (Bankr. D. Colo. Case No. 18-14535), SWD, LLC, (Bankr. D. Colo. Case No. 18-14537) and EFSWD 1, LLC (Bankr. D. Colo. Case No. 18-14542) filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code on May 24, 2018. Another affiliate, PH Grinders, LLC, filed for Chapter 11 (Case No. 18-14696) on May 30, 2018. The petitions were signed by Ben R. Doud, as their manager. The proceedings are jointly administered under Whitewater/Evergreen's case. The cases are assigned to the Hon. Kimberley H. Tyson. Whitewater/Evergreen Operations disclosed $8 million in assets against $11.6 million in liabilities as of the bankruptcy filing. Lee M. Kutner, Esq., at Kutner Brinen, P.C., serves as the Debtors' counsel. WINDSOR MARKETING: Judge Signs 19th Interim Cash Collateral Order ----------------------------------------------------------------- The Hon. James J. Tancredi of the U.S. Bankruptcy Court for the District of Connecticut has signed his Nineteenth Interim Order authorizing Windsor Marketing Group, Inc., to use cash collateral in the ordinary course of its business. A further hearing on the Debtor's use of cash collateral will be held on Jan. 22, 2019 at 11:00 a.m. Written objections to Debtor's continued use of cash collateral is due on Jan. 19. The approved 13-Week Budget provides total cash disbursements of approximately $4,793,199 through week ending March 1, 2019. As of the Petition Date, the Debtor's books and records reflect that the Debtor was indebted and liable to People's United Bank under: (a) a Revolver for $3,412,977; (b) a first capex loan for $190,024; (c) a term loan for $642,857; and (d) a second capex loan for $126,945. To secure the payment and performance of the Revolver, the Debtor granted People's United Bank a security interest in, a lien on and pledge and assignment of substantially all present and future personal property of the Debtor. The Debtor believes that State of Connecticut Department of Economic and Community Development ("DECD") may assert interests in some portion of the cash collateral. As of the Petition Date, the DECD asserts that the Debtor was indebted and liable to the DECD under: (a) a First Assistance Agreement for $207,994.79; and (b) a Second Assistance Agreement for $1,502,223.21, subject to reinstatement of indebtedness that was subject to a loan forgiveness credit under the First Assistance Agreement. People's United Bank and DECD are granted, nunc pro tunc to the Petition Date, the following, to be accorded the same priority as between People's United Bank and DECD as their respective liens and security interests had against the prepetition collateral as of the Petition Date: (a) A continuing post-petition lien and security interest in all pre-petition property of the Debtor as it existed on the Petition Date, of the same type against which People's United Bank and DECD held validly perfected liens and security interests as of the Petition Date; and (b) A continuing postpetition lien in all property acquired by the Debtor after the Petition Date of the same type against which the People's United Bank and DECD held validly perfected liens and security interests as of the Petition Date. However, the Replacement Liens will not extend to any claims or causes of action arising under chapter 5 of the Bankruptcy Code, including the proceeds or property recovered in connection with the pursuit of any such Avoidance Actions. The replacement liens granted to People's United Bank and DECD above will maintain the same priority, validity and enforceability as People's United Bank's and DECD's liens had on the prepetition collateral and will be recognized only to the extent of any actual diminution in the value of the prepetition collateral resulting from the use of cash collateral pursuant to the Order. People's United Bank and DECD will be entitled to a super-priority administrative claim pursuant to 11 U.S.C. Section 503(b) of the Bankruptcy Code, as well as the protections of and the priority set forth in 11 U.S.C. Section 507(b) to the extent the replacement liens granted to People's United Bank and DECD are insufficient to compensate People's United Bank or DECD for any actual diminution in value of the cash collateral. The Debtor will pay the DECD an adequate protection payment of $5,000. Moreover, the Debtor is authorized to pay only those obligations -- with respect to the Premises located 100 Marketing Drive, Suffield CT -- owed by Marketing Research Park, LLC (Landlord) for ordinary course or outstanding mortgage obligations, real estate taxes, municipal charges, insurance, reasonable maintenance and other reasonable and necessary expenses of operation of the Premises and all such payments must be made directly from the Debtor to the applicable creditor of the Landlord (the "Pass-Through Expenses"). The Debtor will maintain a schedule of all payments of such Pass-Through Expenses and provide a copy of the schedule to counsel to Lender, the Committee, DECD and the US Trustee on a bi-weekly basis. A full-text copy of the Nineteenth Interim Cash Collateral Order is available at http://bankrupt.com/misc/ctb18-20022-360.pdf About Windsor Marketing Group Headquartered in Suffield, Connecticut, Windsor Marketing Group, Inc. -- https://windsormarketing.com/ -- is a privately held company that develops and implements innovative in-store marketing programs for more than 3,000 clients, including some of the nation's top retailers. Founded in 1976, Windsor Marketing helps retailers make their stores easier to shop, reduce turnaround times and lower production and fulfillment costs. Windsor Marketing Group filed a Chapter 11 petition (Bankr. D. Conn. Case No. 18-20022) on Jan. 8, 2018. In the petition signed by Kevin F. Armata, president, the Debtor estimated assets and liabilities at $10 million to $50 million. The Debtor's counsel is James Berman, Esq., at Zeisler & Zeisler, P.C. The U.S. Trustee for Region 2 on Jan. 22, 2018, appointed three creditors to serve on an official committee of unsecured creditors. Lowenstein Sandler LLP, serves as counsel to the Committee; and Neubert, Pepe & Monteith, P.C., as its Connecticut counsel. YUMA ENERGY: Notified by NYSE American of Low Share Price --------------------------------------------------------- Yuma Energy, Inc. received on Jan. 4, 2019 a deficiency letter from the NYSE American LLC stock exchange indicating that pursuant to Section 1003(f)(v) of the NYSE American Company Guide, the Company's common stock has been selling for a low price per share for a substantial period of time. Accordingly, the Letter states that the Company must demonstrate an improved share price improvement or effect a reverse stock split of its common stock by no later than July 4, 2019, in order to maintain the listing of the Company's common stock on the NYSE American. As previously reported, the Company has retained Seaport Global Securities LLC, an investment banking firm, to advise the Company on its strategic and tactical alternatives, including possible mergers, acquisitions and divestitures. The Company said it will continue to consider opportunities that are in the best interests of the Company and its stockholders, with respect to specific measures regarding the continued listing of the Company's common stock on the NYSE American, including the potential to seek approval of the Company's stockholders to permit its Board to effect a reverse stock split of the Company's common stock. If the Company is unable to regain compliance, the NYSE American will initiate procedures to suspend and delist the Company's common stock. In the interim, the Company's common stock continues to be listed on the NYSE American, under the trading symbol "YUMA", subject to the Company's compliance with other continued listing requirements and subject to the trading price remaining above a required $0.06 minimum per share. The NYSE American will add the designation of ".BC" to indicate that the Company is below compliance with the listing standards set forth in the NYSE American Company Guide. The NYSE American notification of continued listing deficiency does not affect the Company's business operations or its reporting obligations under the Securities and Exchange Commission regulations. About Yuma Energy Yuma Energy, Inc. -- http://www.yumaenergyinc.com/-- is an independent Houston-based exploration and production company focused on acquiring, developing and exploring for conventional and unconventional oil and natural gas resources. Historically, the Company's operations have focused on onshore properties located in central and southern Louisiana and southeastern Texas where it has a long history of drilling, developing and producing both oil and natural gas assets. More recently, the Company has begun acquiring acreage in Yoakum County, Texas, with plans to explore and develop oil and natural gas assets in the Permian Basin. The Company has operated positions in Kern County, California, and non-operated positions in the East Texas Woodbine and the Bakken Shale in North Dakota. Its common stock is listed on the NYSE American under the trading symbol "YUMA." Yuma incurred a net loss attributable to common stockholders of $6.80 million in 2017 following a net loss attributable to common stockholders of $42.65 million in 2016. As of Sept. 30, 2018, the Company had $83.34 million in total assets, $47.58 million in total current liabilities, $11.31 million in total other noncurrent liabilities, and $24.44 million in total equity. Liquidity and Capital Resources The Company's primary and potential sources of liquidity include cash on hand, cash from operating activities, borrowings under its revolving credit facility, proceeds from the sales of assets, and potential proceeds from capital market transactions, including the sale of debt and equity securities. The Company's cash flows from operating activities are subject to significant volatility due to changes in commodity prices, as well as variations in its production. The Company is subject to a number of factors that are beyond its control, including commodity prices, its bank's determination of its borrowing base, production declines, and other factors that could affect its liquidity and ability to continue as a going concern. As of Sept. 30, 2018, the credit facility had a borrowing base of $35.0 million. On Oct. 9, 2018, the Company received a notice and reservation of rights from the administrative agent under its Credit Agreement advising that an event of default has occurred and continues to exist by reason of the Company's noncompliance with the liquidity covenant requiring it to maintain cash and cash equivalents and borrowing base availability of at least $4.0 million. As a result of the default, the lenders may accelerate the outstanding balance under the Credit Agreement, increase the applicable interest rate by 2.0% per annum or commence foreclosure on the collateral securing the loans. As of ...***the date of this report, the lenders have not accelerated the outstanding amount due and payable on the loans, increased the applicable interest rate or commenced foreclosure proceedings, but they may exercise one or more of these remedies in the future. The Company intends to commence discussions with the lenders under the Credit Agreement concerning a forbearance agreement or waiver of the event of default; however, there can be no assurance that the Company and the lenders will come to any agreement regarding a forbearance or waiver of the event of default. The Company initiated several strategic alternatives to mitigate our limited liquidity, its financial covenant compliance issues, and to provide it with additional working capital to develop its existing assets. During the second quarter of 2018, the Company agreed to sell its Kern County, California properties for $4.7 million in gross proceeds and the buyer's assumption of certain plugging and abandonment liabilities of approximately $864,000, and received a non-refundable deposit of $275,000. The sale did not close as scheduled, and the buyer forfeited the deposit. The Company currently anticipates that it will close the sale with the same buyer in the fourth quarter of 2018 on re-negotiated terms. Upon closing, the Company anticipates that the majority of the proceeds will be applied to the repayment of borrowings under the credit facility; however, there can be no assurance that the transaction will close. On Aug. 20, 2018, the Company sold its 3.1% leasehold interest consisting of 9.8 net acres in one section in Eddy County, New Mexico for $127,400. On Oct. 23, 2018, the Company sold substantially all of its Bakken assets in North Dakota for approximately $1.16 million in gross proceeds and the buyer's assumption of certain plugging and abandonment liabilities of approximately $15,200. The Bakken assets represent approximately 12 barrels of oil equivalent per day of its production in the third quarter. On Oct. 24, 2018, the Company sold certain deep rights in undeveloped acreage located in Grady County, Oklahoma for approximately $120,000. Proceeds of $1.0 million from these non-core asset sales were applied to the repayment of borrowings under the credit facility in October 2018, bringing the current outstanding balance and borrowing base under the credit facility to $34.0 million, with the balance of the proceeds used for working capital purposes. In addition, the Company has reduced its personnel by nine employees since Dec. 31, 2017, a 26% decrease. This brings the Company's headcount to 25 employees as of Sept. 30, 2018. The Company hase taken additional steps to further reduce its general and administrative costs by reducing subscriptions, consultants and other non-essential services, as well as eliminating certain of its capital expenditures planned for 2018. On Oct. 22, 2018, the Company retained Seaport Global Securities LLC as its exclusive financial advisor and investment banker in connection with identifying and potentially implementing various strategic alternatives to improve its liquidity issues and the possible disposition, acquisition or merger of the Company or its assets. "We plan to take further steps to mitigate our limited liquidity, which may include, but are not limited to, further reducing or eliminating capital expenditures; selling additional assets; further reducing general and administrative expenses; seeking merger and acquisition related opportunities; and potentially raising proceeds from capital markets transactions, including the sale of debt or equity securities. There can be no assurance that the exploration of strategic alternatives will result in a transaction or otherwise improve our limited liquidity," the Company stated in its Quarterly Report for the period ended Sept. 30, 2018. [^] BOOK REVIEW: EPIDEMIC OF CARE --------------------------------- Author: George C. Halvorson George J. Isham, M.D. Publisher: Jossey-Bass; 1st edition Hardcover: 271 pages List Price: $28.20 Order your personal copy today at https://is.gd/0ChYOC Halvorson and Isham worked together as leaders of the Minneapolis health-care organization HealthPartners; Halvorson as chairman and CEO, and Isham as medical director and chief health officer. From their positions as leaders in the health-care field, they have gained a broad, thorough understanding of the structure, workings, and the problems of America's health-care system. Their "Epidemic of Care" written in a readable, lucid, jargon-free style is a timely work for anyone interested in the pressing matter of satisfactory health care in America. This includes government workers, politicians, executives of HMOs and hospitals, and critics of health care, to individuals making choices about their own health care. It is a notable work both practical and visionary that one hopes legislators and heads of HMOs will take in. For Halvorson and Isham make their way through the daunting complexities of today's health-care system to put their finger on its core problems and offer practicable solutions to these. The two main problematic issues of contemporary health care are health-care costs and quality of care. These two authors offer solutions taking into consideration both of these. They put forth balanced proposals instead of the many one-sided ones which stress cutting costs at the expense of care or favor care regardless of costs, costs usually born by government from tax revenues. In the authors' comprehensive, balanced proposals, corporations and businesses of all sizes, government agencies, health-care organizations of all types, state and local governments and health organizations, and also individuals work together cooperatively for the goal of affordable, effective, and widespread up-to-date health care. Before outlining their program for dealing with the problems in health care, which are only growing worse in the present system, the authors relate information on different parts of today's system most readers would not be aware of. Then they analyze it to focus in on what is causing the problems in the particular area of health care. In some cases, misconceptions held among the public are cleared up, paving the way toward agreement on what are the real problems and coming up with acceptable solutions for them. The percentage of the cost of HMO membership and insurance premiums going for administration is one such misconception. "People guess, in fact, that HMO and insurance administration costs are about 30 to 40 percent of premiums and that insurer profits add another 10 to 20 percent of the total cost." This means that anywhere from about 40 percent to 60 percent of payments for HMOs or insurance doesn't go for health care. The authors clear up this misconception giving rise to much confusion in trying to deal with the serious problems facing the health-care field, as well as a good deal of resentment against HMOs and insurance companies, by citing that "health plan administrative costs, including profits and marketing, average from 5 to 30 percent of total premium, depending on the plan." This leads to the conclusion that it is not a sudden rise in administrative costs or the greed of health-care providers that is mainly responsible for driving up the costs of health care and will continue to do so for the foreseeable future without effective change in the field. Rising costs of health care from new technologies, consumer expectations and demands, and also misuse of drugs and treatments making patients worse or prolonging their medical problems are the main reason for the rising costs. The frequent misuse of modern-day medicines and treatments cited by the authors is an issue that is starting to receive attention in the media. The price of prescription drugs is one health-care issue already receiving much attention that the authors address. In this discussion, they note that because of committees of physicians and pharmacologists set up by HMOs to identify which drugs were most effective for specific medical problems and set standards for prescribing these according to HMO policies, "all Americans benefited from the new focus on drugs that actually work." Before these committees, eighty-four percent of drugs developed by the pharmaceutical companies were what were know as "class C" drugs that were little better than placebos. As the authors note, in those days not so long ago, drugs were being developed and marketed more to generate sales than remedy medical conditions. The high cost Americans pay for prescription compared to buyers in other countries is another matter the two authors take up. In this, they take the position of American buyers of prescription drugs by making the point that they should not be singled out to bear the disproportionate share of the research and marketing costs going into the drug prices since numbers of persons in countries around the world gain health benefits from the drugs. The wasteful similarities between some prescription drugs, the misuse of some, and growing concerns over costs and use of the drugs with persons under sixty-five are other topics dealt with in the discussion and analysis of the issue of prescription drugs. Halvorson and Isham's fair-minded overview and critique of today's heath-care field should be read by anyone with an interest in and concern about this field central to the quality of life of Americans and the economy. While they recognize that the field's dysfunctions have such deep roots and thorny complexities that "there is no single villain responsible for our troubles and no silver bullet to cure them," undoubtedly some and likely a number of the two authors' approaches to resolving particular troubles or even their solutions to certain problems will be adopted. There is just no way out of the current health-care crisis other than the clear-sighted, comprehensive, cooperative way Halvorson and Isham present. George Halvorson is currently chairman and CEO of Kaiser Permanente, one of the U. S.'s largest health-care organizations. Isham continues as medical director and chief health officer of HealthPartners. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2019. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***