/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/190117.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, January 17, 2019, Vol. 23, No. 16 Headlines 303 DEAN REALTY: Court OK's Disclosures; Confirms 2nd Amended Plan 3B GLOBAL: Seeks to Hire Buddy D. Ford as Legal Counsel 4 WEST: DLA Piper Represents Business in Chapter 11 Proceedings ADAMSVILLE PROPERTIES: Feb. 7 Hearing on Disclosure Statement ADVANCE LAWN: Plan and Disclosures Hearing Continued on Feb. 5 ALCOR ENERGY: Seeks Court Approval to Employ OCPs ALCOR ENERGY: Seeks to Hire D. R. Payne as Financial Consultant ALCOR ENERGY: Seeks to Hire Young Conaway as Legal Counsel AMERICAN TIRE: S&P Hikes ICR to 'B-' on Emergence From Bankruptcy AMERICANN INC: Incurs $4.43 Million Net Loss in Fiscal 2018 ANTHONY SALTER: Proposes Steffes Online Auction of Trucks/Trailers AQUA MARINE: Seeks to Hire Bradley Arant as Special Counsel ARCHBISHOP OF AGANA: Case Summary & 20 Largest Unsecured Creditors ART & DENTISTRY: Feb. 6 Hearing on Disclosure Statement Approval ATIF INC: Creditor Trustee Taps Andrews International AUTO MASTER EXPRESS: Unsecureds to Get 60 Installments of $300 BAY CIRCLE: Schreeder Opposes Employment of Weener & Nathan BELLATRIX EXPLORATION: S&P Raises ICR to 'CCC', Outlook Negative BETTA BURGER: Needs Until Feb. 25 to File Disclosure Statement BLACK MOUNTAIN: Proposes Sale of Personal Property BONDARIU INVESTMENTS: Seeks to Hire Crowley Liberatore as Counsel BOOTIQUE TRENDS: Time of Plan Confirmation Hearing Modified BRIGHT MOUNTAIN: Charles Pearlman Quits as Director CAJ SOUTHWAY: Discloses More Details on Property Purchase CLINTON MAHONEY: Dounias Buying Clarendon Hills Property for $190K CORNERSTONE MANAGEMENT: Case Summary & 20 Top Unsecured Creditors DELEN RESOURCES: Seeks to Hire Kerrick Bachert as New Counsel DUMITRU MEDICAL: Donnelly Buying Cleveland Property for $50K DUMITRU MEDICAL: Gonzalez Buying Cleveland Property for $25K E & J MACON: Unsecured Creditors to Recoup 100% Under Plan EMC HOTELS: Trustee Sets Transaction Procedures for Nyack Hotel EXTREME REACH: S&P Places 'B-' ICR on CreditWatch Negative FAIRWAY ENERGY: Taps Alvarez & Marsal as Financial Advisor FIRST CORINTHIANS: Taps Brian Hiatt as Bankruptcy Attorney FLEETPRIDE INC: S&P Assigns 'B-' ICR on American Securities Deal FLORIDA MICROELECTRONICS: Taps Smyth & Hauck as Accountant GLYECO INC: Sells Consumer Segment to Heritage Crystal GREATER LEWISTOWN: Trustee Seeks to Broaden Neblett's Employment H N HINCKLEY: $12K Private Sale of 2006 Ford Box Truck Approved H N HINCKLEY: $12K Private Sale of Utility Flat Bed Trailer Okayed H N HINCKLEY: $8K Private Sale of 1998 Freightliner Tractor Okayed IDEANOMICS INC: Inks Trade Finance Agreement With Ningbo Free Trade INDUSTRIAL LAB: Industrial Lab Associates Buying Assets for $50K INPIXON: Will Receive Gross Proceeds of $12M from Rights Offering IPC CORP: S&P Lowers Issuer Credit Rating to 'CCC+', Outlook Neg. J&M PROPERTIES: Taps Mesch Clark as Legal Counsel JAMES FOODS: Seeks to Hire Ivey McClellan as Legal Counsel JME TRUCKING: U.S. Trustee Objects to Disclosure Statement LA TRINIDAD: Unsecured Creditors to Recoup 100% Under Plan MARK HANNA: Selling Nine Mile Falls Property for $260K MGTF RADIO: Plan Confirmation Hearing Set for Feb. 19 N&B MANAGEMENT: Trustee Selling Swissvale Borough Property for $35K N&B MANAGEMENT: Trustee Selling Swissvale Borough Property for $40K NSC WHOLESALE: Hires A.J. Willner to Auction Liquor Licenses OAKVIEW FARMS: Seeks to Hire Warren J. Fields as Counsel OKLAHOMA PROCURE: PCO Seeks to Hire Pepper Hamilton as Counsel ORION HEALTHCORP: Discloses More Info on Settlement with Lenders OUR TOWN ASSOCIATES: Jan. 25 Hearing on Disclosure Statement PG&E CORP: Egan-Jones Lowers Senior Unsecured Ratings to BB- PHILMAR CARE: Hires Adam Meislik of Force 10 as CRO POC PROPERTIES: 5120 Masthead Buying Albuquerque Property for $2.1M PROMISE HEALTHCARE: Committee Taps Pachulski as Co-Counsel PROMISE HEALTHCARE: Committee Taps Province as Financial Advisor PROMISE HEALTHCARE: Committee Taps Sills Cummis as Legal Counsel QUANTUM CORP: Receives NYSE Delisting Notification RAYCO MACHINE: Case Summary & 20 Largest Unsecured Creditors RMEGI LLC: Case Summary & Unsecured Creditor SANABI INVESTMENTS: Unsecureds to Get $20,000 Over 5 Years SEMGROUP CORP: S&P Revises Outlook to Negative & Affirms 'B+' ICR SKYMARK PROPERTIES: Seeks to Hire Schreeder Wheeler as Counsel SOUTHCROSS ENERGY: S&P Withdraws 'CCC-' LT Issuer Credit Rating STATE TECHNOLOGY: Feb. 12 Plan Confirmation Hearing TAPMASTERS CHELSEA: New Plan Adds U.S. Trustee Fees Payment TEMPEST GROUP: Chicago Title Objects to Disclosure Statement TRANSCENDIA HOLDINGS: S&P Lowers ICR to 'B-', Outlook Stable WESTPORT HOLDINGS: Liquidating Trustee Selling All Assets to QSH [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 303 DEAN REALTY: Court OK's Disclosures; Confirms 2nd Amended Plan ------------------------------------------------------------------ Bankruptcy Judge Elizabeth S. Stong issued an order granting final approval of 303 Dean Realty Inc.'s amended disclosure statement, dated Dec. 3, 2018, and confirming its second amended plan of reorganization dated Dec. 14, 2018. The Debtor must make all disbursements to the entities as required under the Plan in accordance with the provisions of the Plan, and any pre or post-petition claims for which no proof of claim has been filed, resulting from violations against the Debtor’s real property as defined in the Plan by the City of New York or any other municipality will be paid by the Debtor on the Effective Date. DSL will release the Debtor, Bruce Falloon, and Dawn Foster only, with respect to any indebtedness due under the prepetition mortgage loan with Amerasia Bank (subsequently assigned to DSL), and not with respect to the New Loan to be issued by DSL to the Debtor, with Dawn Foster as guarantor thereunder. At least three business days prior to the Effective Date, (i) the Debtor will provide DSL with a general release, and (ii) DSL and Edith will exchange general releases as per the Plan. The Debtor must file post-confirmation quarterly disbursement and status reports by the 15th of the month following the conclusion of the relevant reporting quarter until the case is closed by means of a final decree, or until conversion or dismissal of this case, whichever happens earlier (i.e., by October 15th, January 15th, April 15th, July 15th of each relevant year). About 303 Dean Realty 303 Dean Realty Inc. is a real estate company that owns a property located in Brooklyn, New York valued by the company at $4 million. 303 Dean Realty Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 18-42786) on May 14, 2018. In the petition signed by Dawn Foster, president, the Debtor disclosed total assets of $4 million assets and total liabilities of $2.86 million. Avrum J. Rosen, Esq. at Rosen, Kantrow & Dillon, PLLC, serves as counsel to the Debtor. 3B GLOBAL: Seeks to Hire Buddy D. Ford as Legal Counsel ------------------------------------------------------- 3B Global, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Buddy D. Ford, P.A., as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; represent the Debtor in negotiation with its creditors in the preparation of a bankruptcy plan; and provide other legal services related to its Chapter 11 case. Ford will charge these hourly fees: Buddy Ford, Esq. $425 Senior Associate $375 Junior Associate $300 Senior Paralegal $150 Junior Paralegal $100 The Debtor paid the firm an advance fee of $16,717 prior to its bankruptcy filing. Ford does not represent any interest adverse to the Debtor and its bankruptcy estate, according to court filings. The firm can be reached through: Buddy D. Ford, Esq. Jonathan A. Semach, Esq. Buddy D. Ford, P.A. 9301 West Hillsborough Avenue Tampa, FL 33615-3008 Tel: 813-877-4669 Fax: 813-877-5543 E-mail: Buddy@tampaEsq.com E-mail: Jonathan@tampaEsq.com E-mail: All@tampaesq.com About 3B Global LLC 3B Global, LLC, which conducts business under the name Suncoast Liquidators -- https://www.suncoastliquidators.com/ -- specializes in closeouts, liquidation, overstock, & surplus inventory from major department stores and manufacturers in the USA. It is located in Tampa, Florida, serving the local businesses and businesses across The United States. 3B Global sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-00127) on Jan. 8, 2019. At the time of the filing, the Debtor disclosed $81,872 in assets and $1,296,983 in liabilities. The case is assigned to Judge Caryl E. Delano. Buddy D. Ford, P.A., is the Debtor's legal counsel. 4 WEST: DLA Piper Represents Business in Chapter 11 Proceedings --------------------------------------------------------------- DLA Piper represented 4 West Holdings, Inc., Orianna Health Systems, and various affiliates in their voluntary chapter 11 cases in the United States Bankruptcy Court for the Northern District of Texas, Dallas Division. The Debtors' chapter 11 plan was confirmed by Judge Harlin DeWayne Hale following a hearing on January 8. Orianna owned and operated 42 skilled nursing facilities located in seven states, and also owned a hospice care services company providing hospice and palliative care services at various facilities. Prior to the filing, Orianna's facilities included approximately 4,000 residents, and they employed approximately 5,000 employees. Prior to Orianna's bankruptcy filing in March 2018, a deal with the largest secured creditor, Omega Healthcare Investors, Inc. (NYSE: OHI), was negotiated by which the Debtors would (a) sell half of their real estate portfolio for approximately US$225 million, and (b) transfer the other half of their portfolio to designees of Omega, the value of which was later determined to be US$190 million, pursuant to a settlement agreement and in exchange for which Omega was to support the Debtors' plan. In July 2018, a dispute arose among the parties that threatened the feasibility of the plan. This development then led to Omega seeking a termination of the restructuring support agreement and triggering a default under its debtor in possession financing. Rather than scrap the plan or otherwise concede to Omega's threats to convert the cases to chapter 7, the Debtors instead took certain key steps toward ensuring that the fundamentals of the plan could remain in place. In a novel move, the DLA Piper team filed a motion under Federal Bankruptcy Rule 3019 to bind Omega to its prior acceptance of the plan. The motion argued that Omega's treatment under a modified plan was not materially and adversely impacted because the consideration it previously received under the settlement agreement was not properly credited to its claim after it no longer supported the plan. The Bankruptcy Court held a contested evidentiary hearing in late October, and several weeks later, published a written decision granting the 3019 motion and binding Omega to accept the modified plan. The 3019 decision paved the way for final approval of the plan, which also required Omega to provide US$7.4 million toward payment of general unsecured creditors. The DLA Piper team was led by US co-Chair of the Restructuring practice Thomas Califano (New York) and partner Daniel Simon (Atlanta); and included partner Shmuel Klahr (New York); and associates David Avraham (Chicago), Dienna Corrado (New York), and Andy Zollinger and Crystal Jamison Woods (both Dallas). About DLA Piper's Restructuring Practice DLA Piper's dedicated US restructuring lawyers address its clients' needs whenever and wherever they arise on a timely, cost-effective basis. With lawyers in offices throughout the US, its team has in-depth experience representing and advising companies experiencing financing difficulties, purchasers of and investors in distressed companies, and lenders to and creditors of such companies on complex business reorganizations, troubled company M&A, debt restructurings and financing matters. A copy of the 3019 Order is available at: http://bankrupt.com/misc/3019Order.pdf About DLA Piper DLA Piper -- http://www.dlapiper.com-- is a global law firm with lawyers located in more than 40 countries throughout the Americas, Europe, the Middle East, Africa and Asia Pacific, positioning us to help clients with their legal needs around the world. In certain jurisdictions, this information may be considered attorney advertising. 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. ADAMSVILLE PROPERTIES: Feb. 7 Hearing on Disclosure Statement ------------------------------------------------------------- On February 7, 2019 at 10:00 A.M., the Bankruptcy Court will convene a hearing to consider the approval of the Amended Disclosure Statement explaining Adamsville Properties, LLC's Amended Chapter 11 Plan. January 31, 2019 is the last day for filing and serving Objections to the Amended Disclosure Statement. The amended plan provides that the Debtor will fund the Plan payments from additional equity contributions by the Debtor's principal and/or upon a sale the Debtor's Adamsville, Pennsylvania Property. Mrs. Julie Medas has obtained a letter of intent for a new loan. Through that loan, Mrs. Medas will provide a cash infusion of approximately $15,000-$20,000 to the Debtor on the Effective Date of the Plan. The loan will also allow Mrs. Medas to pay off her existing bank debt and reduce her monthly obligation by approximately 60%. Mrs. Medas will provide a portion of that 40% reduction to the Debtor on a monthly basis in the amount of approximately $5,100/mo. to support ongoing cash flow. The previous version of the plan provided that John Medas, the equity holder, will contribute approximately $1,000 in new equity within 30 days of confirmation in order to fund the plan. The company will simultaneously continue to market its property located at 3982 Main Street, Adamsville, Pennsylvania. A copy of the Latest Disclosure Statement is available for free at: http://bankrupt.com/misc/pawb16-10923-138.pdf About Adamsville Properties Adamsville Properties, LLC, sought Chapter 11 protection (Bankr. W.D. Pa. Case No. 16-10923) on Sept. 22, 2016. The petition was signed by its President, John Medas. At the time of filing, the Debtor's assets and liabilities were estimated to be between $100,000 to $500,000 each. The Debtor is a single asset real estate business that, in the past, has not earned income. The Debtor is a Pennsylvania Limited Liability Company with a principal place of business located at 3982 Main Street, Adamsville, Pennsylvania 16110. The Debtor is represented by Michael P. Kruszewski, Esq., at Quinn Buseck Leemhuis Toohey & Kroto, Inc., in Erie, Pennsylvania. The Debtor tapped Re/Max Hometown Realty as its real estate broker. An official committee of unsecured creditors has not been appointed in the Debtor's case. ADVANCE LAWN: Plan and Disclosures Hearing Continued on Feb. 5 -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of South Carolina issued an order extending the time for confirmation of Advance Lawn & Landscape, Inc.'s small business chapter 11 plan. The Hearing on Final Approval of the Disclosure Statement and the Hearing on Confirmation of the Plan and the motions of the United States Trustee to Convert Chapter 11 Case to Chapter 7 and to Dismiss Case or Convert Case to One under Chapter 7 are continued to be heard by the Court on Feb. 5, 2019 at 1:00 p.m. at the J. Bratton Davis U.S. Bankruptcy Courthouse at 1100 Laurel Street, Columbia, South Carolina 29201-2423. About Advance Lawn & Landscape Founded in 1999, Advance Lawn & Landscape Inc. -- http://advancelawninc.com-- is a landscaping company located in Spartanburg, South Carolina. Advance Lawn & Landscape sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. S.C. Case No. 18-00122) on Jan. 11, 2018. Christopher Baragar, president, signed the petition. At the time of the filing, the Debtor disclosed $422,080 in assets and $1.41 million in liabilities. Judge Helen E. Burris presides over the case. The Debtor hired Skinner Law Firm, LLC as its bankruptcy counsel and Kinard-Barath Tax Group, LLC as its accountant. ALCOR ENERGY: Seeks Court Approval to Employ OCPs ------------------------------------------------- Alcor Energy, LLC, filed a motion seeking approval from the U.S. Bankruptcy Court for the District of Delaware to hire professionals used in the ordinary course of business. The request, if granted, would allow the Debtor to hire "ordinary course professionals" without having to file separate employment or fee applications. The ordinary course professionals are: Professionals Services Provided ------------- ----------------- REDW LLC Accounting services 5353 N. 16th Street, Suite 200 Phoenix, AZ 85016 Riggs, Ellsworth & Porter, PLC Legal services 1423 S. Higley Road, Suite 113 (litigation) Mesa, AZ 85206 Vogel Law Firm Legal services U.S. Bank Building (litigation) 200 North 3rd Street, Suite 201 P.O. Box 2097 Bismarck, ND 58502 Barnes & Thornburg LLP Legal services 2121 N. Pearl Street, Suite 700 (litigation) Dallas, TX 78701 The Debtor proposes to pay, without formal application to and order from the court, the fees and expenses of each OCP, not exceeding a total of $7,000 per month on average over a three-month period on a rolling basis. About Alcor Energy LLC Alcor Energy, LLC -- https://www.alcor.energy -- is in the turbines and turbine generator business. Its turbines use 100% natural gas, which is the cleanest possible fossil fuel to burn. Alcor Energy sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 18-12839) on Dec. 19, 2018. As of Nov. 30, 2018, the Debtor had total assets of $10,215,664 and total liabilities of $5,002,071. The Debtor tapped Young Conaway Stargatt & Taylor, LLP as its legal counsel. ALCOR ENERGY: Seeks to Hire D. R. Payne as Financial Consultant --------------------------------------------------------------- Alcor Energy, LLC, seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire D. R. Payne & Associates, Inc., as its financial consultant. The firm will assist the Debtor in the preparation of financial-related disclosures; prepare valuation analysis in support of a plan of reorganization; prepare information necessary for the confirmation of the plan; and provide other general business consulting services related to its Chapter 11 case. D. R. Payne will charge these hourly fees: Partner/Principal $375 - $450 Manager $235 - $350 Consultant $175 - $225 Staff $120 - $165 The firm received a retainer of $15,000 and a subsequent retainer of $6,303.75 from the Debtor related to its consulting work. D. R. Payne is "disinterested" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: David R. Payne D. R. Payne & Associates, Inc. 119 North Robinson Avenue, Suite 400 Oklahoma City, OK 73102 Office Phone: (405) 272-0511 Email: info@drpayne.com About Alcor Energy Alcor Energy, LLC -- https://www.alcor.energy -- is in the turbines and turbine generator business. Its turbines use 100% natural gas, which is the cleanest possible fossil fuel to burn. Alcor Energy sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 18-12839) on Dec. 19, 2018. As of Nov. 30, 2018, the Debtor had total assets of $10,215,664 and total liabilities of $5,002,071. The Debtor tapped Young Conaway Stargatt & Taylor, LLP, as its legal counsel. ALCOR ENERGY: Seeks to Hire Young Conaway as Legal Counsel ---------------------------------------------------------- Alcor Energy, LLC, seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Young Conaway Stargatt & Taylor, LLP, as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; assist in the preparation of a bankruptcy plan; and provide other legal services related to its Chapter 11 case. The principal attorneys and paralegal designated to represent the Debtor and their standard hourly rates are: M. Blake Cleary $890 Joseph Barry $785 Ian Bambrick $545 Elizabeth Justison $485 Brittani Gordon $340 Jared Kochenash $325 Debbie Laskin, Paralegal $295 Young Conaway received a retainer of $50,000 in October last year. The firm received two supplements to the retainer both in the amount of $25,000 in December. The firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code, according to court filings. Young Conaway can be reached through: Ian J. Bambrick, Esq. Young Conaway Stargatt & Taylor, LLP 1000 North King Street Wilmington, DE 19801 Tel: 302-571-6600 Email: ibambrick@ycst.com - and - M. Blake Cleary, Esq. Young Conaway Stargatt & Taylor, LLP 1000 North King Street Wilmington, DE 19801 Tel: 302-571-6600 Fax: 302-571-1253 Email: mbcleary@ycst.com - and - Elizabeth Soper Justison, Esq. Young Conaway Stargatt & Taylor, LLP Rodney Square 1000 N. King Street Wilmington, DE 19801 Tel: 302-571-6703 Email: ejustison@ycst.com About Alcor Energy LLC Alcor Energy, LLC -- https://www.alcor.energy -- is in the turbines and turbine generator business. Its turbines use 100% natural gas, which is the cleanest possible fossil fuel to burn. Alcor Energy sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 18-12839) on Dec. 19, 2018. As of Nov. 30, 2018, the Debtor had total assets of $10,215,664 and total liabilities of $5,002,071. Young Conaway Stargatt & Taylor, LLP, is the Debtor's legal counsel. AMERICAN TIRE: S&P Hikes ICR to 'B-' on Emergence From Bankruptcy ----------------------------------------------------------------- Having emerged from bankruptcy, American Tire Distributors Inc. (ATD) has reduced its debt by $1.1 billion by equitizing its subordinated notes. The previous subordinated bondholders will own 95% of ATD's common equity post-restructuring. S&P is withdrawing its issue-level and recovery ratings on the company's subordinated notes. S&P said, "We are revising our issuer credit rating on the company to 'B-' from 'D' to reflect its lower debt leverage and current position in the highly competitive wholesale distribution tire market. We are raising the issue-level rating on its $795 million term loan maturing in 2024 to 'B-' from 'D' and revising the recovery rating to '4'. The rounded recovery estimate is 35%. We are assigning issue-level and recovery ratings of 'B+' and '1', respectively, to its $150 million term loan due 2023. The rounded recovery estimate is 95%. "Our ratings reflect ATD's new capital structure and its position in the highly competitive wholesale distribution tire market. Although the company has reduced debt by $1.1 billion, its debt leverage, including S&P Global Ratings' adjustments, coming out of bankruptcy will be about 7x. We expect that the company's debt leverage will improve through 2020, as operating conditions normalize and EBITDA margins expand accordingly. "The stable outlook on ATD reflects our belief that the company's debt leverage, incorporating S&P's adjustments, will be not exceed 7x or generate negative free operating cash flow over the next 12 months. "We could lower the rating if ATD's profitability worsens due to, for instance, rising costs, declining demand for replacement tires, and the failure to offset lower tire sale with new business, thereby resulting in debt leverage rising above 7.0x or negative free operating cash flow over the next 12 months. "We could raise the rating if we believe the company executes efficiently, increases market share, and expands margins. At the same time we would expect ATD to be on the path to bring debt to EBITDA below 6x and generate positive free operating cash flow on a sustained basis." AMERICANN INC: Incurs $4.43 Million Net Loss in Fiscal 2018 ----------------------------------------------------------- Americann, Inc. has filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $4.43 million on $0 of total revenues for the year ended Sept. 30, 2018, compared to a net loss of $2.77 million on $40,000 of total revenues for the year ended Sept. 30, 2017. As of Sept. 30, 2018, Americann had $9.45 million in total assets, $2.62 million in total liabilities, and $6.83 million in total stockholders' equity. MaloneBailey, LLP, the Company's auditor since 2016, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Sept. 30, 2018, stating that the Company has suffered recurring losses from operations and has an accumulated deficit that raises substantial doubt about its ability to continue as a going concern. "While the Company is attempting to increase operations and generate additional revenues, the Company's cash position may not be significant enough to support the Company's daily operations. Management intends to raise additional funds through the sale of its securities. On January 18, 2018, the arbitration panel awarded the Company $1,045,000 plus interest at the rate of 18% per year from April 18, 2015 to March 18, 2018 for $550,000. In addition to the principal and interest awarded of $1,595,000, the Company was also awarded its attorneys' fees and arbitration fees. The Company has not collected on the award as of the filing date of this report. "Management believes that the actions presently being taken to further implement its business plan and generate additional revenues provide the opportunity for the Company to continue as a going concern. While the Company believes in the viability of its strategy to generate additional revenues and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company's ability to further implement its business plan and generate additional revenues. The consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern," the Company stated in the Annual Report. A full-text copy of the Form 10-K is available at no charge at: https://bit.ly/2FyatiJ About Americann Headquartered in Denver, Colorado, AmeriCann offers a comprehensive, turnkey package of services that includes consulting, design, construction and financing to approved and licensed marijuana operators throughout the United States. AmeriCann is a specialized cannabis company that is developing state-of-the-art product manufacturing and greenhouse cultivation facilities. Its business plan is based on the continued growth of the regulated marijuana market in the United States. ANTHONY SALTER: Proposes Steffes Online Auction of Trucks/Trailers ------------------------------------------------------------------ Anthony Wayne Salter and Mary Frances Salter ask the U.S. Bankruptcy Court for the Southern District of Iowa to authorize the sale of four semi-trucks and four semi-trailers described on Exhibit A at an online public auction from Jan. 28, 2019 through Feb. 23, 2019 with the assistance of Steffes Group, Inc. the sales proceeds, net of commission and advertising reimbursement, on Item #s 1, 2, 3, 7, and 8 will be paid to Agriland FS, Inc. until Agriland Accounts 7626819 REG and 1007401 REGULAR are paid in full with interest and Agriland's Bankruptcy Court approved attorney fees are paid in full. Any additional funds, net of commission and advertising reimbursement, from item #s 1, 2, 3, 7, and 8 will be paid to Treynor State Bank. The sales proceeds, net of commission and advertising reimbursement, on Item #s 4 and 6 will be used in the Debtors' operation. The sales proceeds, net of commission and advertising reimbursement, on Item # 5 will be paid to Northland Capital Equipment Finance until Northland is paid in full with interest. Any additional funds, net of commission and advertising reimbursement from Item # 5 will be used in the Debtors' operation. It is in the best interest of the estate that the aforesaid property be sold A copy of the Exhibit A attached to the Motion is available for free at: http://bankrupt.com/misc/Anthony_Salter_295_Sales.pdf Anthony Wayne Salter and Mary Frances Salter sought Chapter 11 protection (Bankr. S.D. Iowa Case No. 18-00194) on Jan. 31, 2018. The Debtors tapped Nicole B. Hughes, Esq., as counsel. AQUA MARINE: Seeks to Hire Bradley Arant as Special Counsel ----------------------------------------------------------- Aqua Marine Enterprises, Inc., seeks approval from the U.S. Bankruptcy Court for the Northern District of Alabama to retain Bradley Arant Boult Cummings LLP as special litigation counsel. Bradley will continue to represent the Debtor in a case (CV-14-900394) in the Circuit Court of Morgan County, Alabama. The firm charges these hourly fees: Bartley Loftin $520 Scott Smith $495 Kevin Gray $450 James Bailey $365 Angela Schaefer $280 Amanda Caves $195 The firm neither represents nor holds any interest adverse to the Debtor and its bankruptcy estate, according to court filings. Bradley can be reached through: Kevin C. Gray, Esq. Bradley Arant Boult Cummings LLP 200 Clinton Avenue W, Suite 900 Huntsville, AL 35801 Phone: 256.517.5150 / 256.517.5100 Fax: 256.517.5250 / 256.517.5200 Email: kgray@bradley.com About Aqua Marine Enterprises Aqua Marine Enterprises, Inc., manufacturer of Safe-T-Shelter safe rooms, has been manufacturing and installing safety shelters since 1995. The company is headquartered in Hartselle, Alabama. Aqua Marine Enterprises sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ala. Case No. 18-80464) on Feb. 16, 2018. In the petition signed by R.B. Mitchell, vice-president, the Debtor disclosed $1.51 million in assets and $401,565 in liabilities. Judge Clifton R. Jessup Jr. presides over the case. Heard, Ary & Dauro, LLC, is the Debtor's counsel. ARCHBISHOP OF AGANA: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Archbishop of Agana, a Corporation Sole, Most Rev. Michael Jude Byrnes, Coadjutor Archbishop of Agana aka Roman Catholic Archdiocese of Agana 196 Cuesta San Ramon Ste B, Hagatna, GU 96910-4000 Business Description: Roman Catholic Archdiocese of Agana -- https://www.aganaarch.org -- is an ecclesiastical territory or diocese of the Catholic Church in the United States. It comprises the United States dependency of Guam. The Diocese of Agana was established on Oct. 14, 1965, as a suffragan of the Archdiocese of San Francisco, California. It is a tax-exempt entity (as described in 26 U.S.C. Section 501). Chapter 11 Petition Date: January 16, 2019 Court: Bankruptcy Division District Court of Guam (Hagatna) Case No.: 19-00010 Judge: Hon. Frances M. Tydingco-Gatewood Debtor's Counsel: Bruce A. Anderson, Esq. ELSAESSER ANDERSON, CHTD. 320 East Neider Avenue, Suite 102 Coeur d'Alene, ID 83815 Tel: 208-667-2900 Fax: 208-667-2150 Email: brucea@eaidaho.com Debtor's Special Counsel: John C. Terlaje, Esq. ATTORNEY AT LAW Suite 216, Former Union Bank Bldg. 194 Hernan Cortes Ave. Hagatna, GU 96910 Tel: 671-477-8894 Fax: 671-472-8896 Email: john@terlaje.net Total Assets: $22,962,686 Total Liabilities: $45,662,941 The petition was signed by Rev. Archbishop Michael Jude Byrnes, S.T.D., Archbishop of Agana. A full-text copy of the petition is available at no charge at: http://bankrupt.com/misc/gub19-00010.pdf List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Bank of Guam Unsecured Bank $7,073,045 P.O. Box BW Loans Hagatna, GU 96932 Claimant A.A. Abuse Claim $100,000 c/o David Lujan, Lujan and Wolff 238 Archbishop Flores St., #300 Hagatna, GU 96910 Claimant A.J.A. Abuse Claim $100,000 c/o David Lujan, Lujan and Wolff 238 Archbishop Flores St., #300 Hagatna, GU 96910 Claimant Andy Abuse Claim $100,000 c/o David Lujan, Lujan and Wolff 238 Archbishop Flores St., #300 Hagatna, GU 96910 Claimant D.D. Abuse Claim $100,000 c/o David Lujan, Lujan and Wolff 238 Archbishop Flores St., #300 Hagatna, GU 96910 Claimant EFG Abuse Claim $100,000 c/o David Lujan, Lujan and Wolff 238 Archbishop Flores St., #300 Hagatna, GU 96910 Claimant F.M. Abuse Claim $100,000 c/o David Lujan, Lujan and Wolff 238 Archbishop Flores St., #300 Hagatna, GU 96910 Claimant F.S. Abuse Claim $100,000 c/o David Lujan, Lujan and Wolff 238 Archbishop Flores St., #300 Hagatna, GU 96910 Claimant J.C.C. Abuse Claim $100,000 c/o David Lujan, Lujan and Wolff 238 Archbishop Flores St., #300 Hagatna, GU 96910 Claimant J.E. Abuse Claim $100,000 c/o David Lujan, Lujan and Wolff 238 Archbishop Flores St., #300 Hagatna, GU 96910 Claimant J.E.L. Abuse Claim $100,000 c/o David Lujan, Lujan and Wolff 238 Archbishop Flores St., #300 Hagatna, GU 96910 Claimant J.Q.G. Abuse Claim $100,000 c/o David Lujan, Lujan and Wolff 238 Archbishop Flores St., #300 Hagatna, GU 96910 Claimant J.V.C. Abuse Claim $100,000 c/o David Lujan, Lujan and Wolff 238 Archbishop Flores St., #300 Hagatna, GU 96910 Claimant M. S. - Abuse Claim $100,000 Estate of G.B c/o David Lujan, Lujan and Wolff 238 Archbishop Flores St., #300 Hagatna, GU 96910 Claimant M.F.T. Abuse Claim $100,000 c/o Michael Berman 111 Chalan Santo Papa, Ste. 503 Hagatna, GU 96910 Claimant M.M.A. Abuse Claim $100,000 c/o David J. Lujan, Lujan and Wolff 238 Archbishop Flores St., Ste. 300 Hagatna, GU 96910 Claimant MCA Abuse Claim $100,000 c/o David Lujan, Lujan and Wolff 238 Archbishop Flores St., #300 Hagatna, GU 96910 Claimant R.S.L. Abuse Claim $100,000 c/o Michael Berman 111 Chalan Santo Papa, Ste. 503 Hagatna, GU 96910 Claimant T.G.P. Abuse Claim $100,000 c/o David Lujan, Lujan and Wolff 238 Archbishop Flores St., #300 Hagatna, GU 96910 Claimant V.P. Abuse Claim $100,000 c/o David Lujan, Lujan and Wolff 238 Archbishop Flores St., #300 Hagatna, GU 96910 The claimants' names and addresses will be filed under seal. The claim amounts are reported at $100,000 for purposes of schedules. ART & DENTISTRY: Feb. 6 Hearing on Disclosure Statement Approval ---------------------------------------------------------------- The hearing to consider the approval of the Disclosure Statement explaining Art & Dentistry, LLC's Chapter 11 Plan will be held in Courtroom 3C of the U.S. Bankruptcy Court, U.S. Courthouse, 6500 Cherrywood Lane, Greenbelt, Maryland 20770, on February 6, 2019 at 11:00 a.m. January 30, 2019 is fixed as the last day for filing and serving written objections to the Disclosure Statement. Funding for the Plan will come from the Debtor's future Surplus Profit for six years following entry of an Order confirming the Debtor's Plan, and $30,000 from the proceeds of the personal injury lawsuit filed by Ellen Brodsky, D.D.S., owner of the Debtor. The Debtor's Landlord filed an unsecured pre-petition claim for $161,733.98. Payment of that claim, in full, is a pre-requisite to the Debtor's assumption of its executory lease with the Landlord, without which the Debtor could not operate and this Plan would fail. The Debtor will pay that amount subsequent to payment of the Landlord's priority (administrative) claim. The Remaining general unsecured claims, whether filed by creditors or scheduled by the Debtor as non-contingent, liquidated and undisputed, fall into Class 6. Also in Class 6 is the unsecured portion of any secured claim filed. These claims will be paid, pro rata, to the extent of Plan funding, subsequent to the payment of administrative, priority, and secured debts and the general unsecured debt to the Debtor's landlord. Anticipated administrative claims include Debtor's attorney's fees; fees for accounting services; and unpaid administrative rent. Through November 30, 2018, the Debtor's unpaid counsel fees and costs amount to $15,440.75; additional fees and costs of less than $10,000.00 are anticipated through the date of confirmation of a Plan. Administrative fees for the Debtor's accountant are expected to be approximately $20,000.00. Patterson Dental Supply has a purchase money claim against the Debtor for dental equipment that it sold to the Debtor. The Debtor values that equipment at $20,000.00. It will pay that amount, plus interest at 4% per annum, subsequent to payment to priority creditors. Wells Fargo Practice Management has filed a first priority secured claim against the Debtor, asserting a claim in the amount of $185,198.50, secured by a UCC lien against all assets of the Debtor. The Debtor scheduled a secured claim for Everbank Commercial Finance, Inc. in the amount of $437,731.48. That claim is likewise secured by a UCC lien, believed to be second in priority, against the Debtor's assets. In exchange for obtaining the equity interest in the Debtor, Dr. Brodsky will contribute $30,000.00 of otherwise exempt proceeds from the Lawsuit. A full-text copy of the Disclosure Statement dated December 20, 2018, is available at: http://bankrupt.com/misc/mdb18-1722579-106.pdf About Art & Dentistry, LLC Art & Dentistry, LLC -- http://www.artanddentistry.com-- is a dental services organization with offices in Bethesda, Potomac, Rockville, and Washington DC. The Company's services include family and general dentistry, CEREC one-visit crowns, traditional orthodontics, cosmetic dentistry, invisalign clear braces, porcelain veneers, teeth whitening, dental implants, sedation dentistry and botox cosmetic and juvaderm. Art & Dentistry, LLC, based in Bethesda, Maryland, filed a Chapter 11 petition (Bankr. D. Md. Case No. 17-22579) on Sept. 20, 2017. The Hon. Wendelin I. Lipp presides over the case. David E. Lynn, Esq., at David E. Lynn, P.C., serves as bankruptcy counsel. In its petition, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Ellen Brodsky, managing member. ATIF INC: Creditor Trustee Taps Andrews International ----------------------------------------------------- Daniel Stermer, the official overseeing the ATIF, Inc. Creditor Trust, received approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Andrews International, Inc. The firm will provide digital forensics support to investigate claims that ATIF's estate may have regarding, among other things, certain fraudulent transfers. Andrews will charge $295 per hour for computer and financial forensics, and $450 per hour for expert and fact witness testimony. The retainer fee is $15,000. The firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code, according to court filings. Andrews can be reached through: Jesus F. Peña Andrews International, Inc. 455 N. Moss Street Burbank, CA 91502 Tel: 818-487-4060 Fax: 818-487-4061 About ATIF Inc. ATIF, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 17-01712) on March 2, 2017. In the petition signed by Gerard A. McHale, its chief executive officer, the Debtor estimated assets of less than $500,000 and liabilities of $10 million to $50 million. Michael C. Markham, Esq., at Johnson, Pope, Bokor, Ruppel & Burns LLP serves as the Debtor's legal counsel. The Debtor hired Buell & Elligett, P.A., as its special counsel. On April 13, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The committee retained Messana, P.A., as its bankruptcy counsel, and Becker & Poliakoff, P.A., as its special counsel. On July 5, 2018, the bankruptcy court entered an order confirming the second amended Chapter 11 plan and explanatory disclosure statement filed by the creditors' committee for ATIF, Inc. The plan establishes the ATIF Inc. Creditor Trust and appointed Daniel Stermer as the trustee. Mr. Stermer hired Messana, P.A. as his legal counsel. AUTO MASTER EXPRESS: Unsecureds to Get 60 Installments of $300 -------------------------------------------------------------- Auto Master Express, Inc., filed a Chapter 11 plan and accompanying disclosure statement. Class 3 - General Unsecured Claims under $30,000.00 are unimpaired. The Debtor will make one payment in the amount of $1,500.00 at the effective date of the plan. A pro rata distribution of this payment will be made to all creditors within the class. Class 4 - General Unsecured Claims over $30,000.01 are unimpaired. The Debtor will pay 60 installments of $300.00. A pro rata distribution of these payments will be made to all creditors within this class. Class 1 - Banco Popular de Puerto Rico are impaired. The Debtor pay 60 installments of $3,442.94. The plan payment is being calculated with $408,000.00 secured principal and an amortization schedule of 15 years at an interest rate of 6%. Class 2 - CRIM is impaired. The Debtor will pay 60 installments of 566.56 at an interest rate of 4.25% Class 5 - Equity Interest Holders are impaired. There will be no distribution to this class. Payment and distributions under the Plan will be funded by from the cash flow from operations and future income of the Debtor derived from the rental income and any other future commercial activity. A full-text copy of the Disclosure Statement dated December 26, 2018, is available at: http://bankrupt.com/misc/prb18-1801464ESL11-80.pdf About Auto Master Express Auto Master Express Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 18-01464) on March 19, 2018. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $1 million. The Debtor engaged Lcdo. Carlos Alberto Ruiz, CSP, as its legal counsel. BAY CIRCLE: Schreeder Opposes Employment of Weener & Nathan ----------------------------------------------------------- A claimant of Bay Circle Properties, LLC has opposed the application filed by the company's Chapter 11 trustee to employ Weener & Nathan, LLP, as his special counsel. In its objection, Schreeder, Wheeler & Flint, LLP said the employment of the law firm, especially nunc pro tunc after it acted for months without court approval, is an "unnecessary administrative expense" to Bay Circle's bankruptcy estate and should not be allowed. The claimant said the trustee was just appointed in December last year. "That is hardly enough time to have done any meaningful investigation of the pending ill-advised litigation being prosecuted by Weener," Schreeder said. Ronald Glass, the bankruptcy trustee, on Dec. 21 last year filed an application to employ Weener in connection with the case filed by Bay Circle's affiliate Nilhan Developers, LLC against Westplan Investors Acquisitions, LLC and Accent Cumberland Apartments, LP (Adversary Proceeding No. 18-05193) currently on appeal to the U.S. District Court for the Northern District of Georgia. Schreeder can be reached through: John A. Christy Schreeder, Wheeler & Flint, LLP 1100 Peachtree Street, N.E., Suite 800 Atlanta, GA 30309-4516 Telephone: (404) 681-3450 Facsimile: (404) 681-1046 Email: jchristy@swfllp.com About Bay Circle Properties Bay Circle Properties, LLC, DCT Systems Group, LLC, Sugarloaf Centre, LLC, Nilhan Developers, LLC, and NRCT, LLC, own 16 different real properties including significant undeveloped acreage. The properties also include office/warehouse buildings, retail shopping centers and free standing single tenant buildings. Bay Circle Properties, et al., filed Chapter 11 bankruptcy petitions (Bankr. N.D. Ga. Case Nos. 15-58440 to 15-58444) on May 4, 2015. The Chapter 11 cases are jointly administered. In the petition signed by Chuck Thakkar, manager, Bay Circle estimated $1 million to $10 million in assets and liabilities. The Debtors tapped John A. Christy, Esq., J. Carole Thompson Hord, Esq., and Jonathan A. Akins, Esq., at Schreeder, Wheeler & Flint, LLP, as bankruptcy attorneys. The Debtors engaged RG Real Estate, Inc., as real estate broker. Ronald L. Glass was appointed as Chapter 11 trustee for the Debtor. The trustee tapped Morris, Manning & Martin, LLP as his bankruptcy counsel, and GlassRatner Advisory & Capital Group, LLC as his financial advisor. BELLATRIX EXPLORATION: S&P Raises ICR to 'CCC', Outlook Negative ---------------------------------------------------------------- S&P Global Ratings noted that Bellatrix Exploration Ltd. completed a distressed exchange offer for a portion of its 2020 senior unsecured notes in September 2018 and the company is currently refinancing the remaining US$146 million balance on these notes. S&P is raising its issuer credit rating on Bellatrix to 'CCC' from 'SD' (selective default), to reflect the risk of a conventional default, based on the risk of losing access to its revolving credit facility. S&P's 'D' issue-level rating on Bellatrix's senior unsecured 2020 notes remains unchanged, as it expects potential future exchange transactions to be completed under terms we consider distressed. The upgrade on Bellatrix reflects the risk of a conventional default, without taking into account the ongoing restructuring associated with the company's senior unsecured 2020 notes. S&P said, "We lowered our issuer credit rating on Bellatrix to 'SD' on Sept. 13, 2018, following the completion of a refinancing transaction we assessed as distressed, whereby the company exchanged US$80 million unsecured notes due 2020 for US$72 million second-lien notes due 2023. Bellatrix is refinancing the remaining US$146 million balance outstanding on its unsecured 2020 notes. We expect any potential subsequent exchange transactions with 2020 noteholders to be under terms we would consider distressed, so we are maintaining our 'D' issue-level rating on the notes until all restructuring transactions are complete." As part of the initial exchange transaction, Bellatrix has the option to issue US$50 million of additional second-lien 2023 notes in exchange for 2020 notes. If it exercises this option, the company would be restricted from issuing incremental second-lien priority ranking notes in excess of US$30 million. The original deadline to issue the extra US$50 million basket of second-lien 2023 notes was Dec. 31, 2018, but the deadline has been extended to Feb. 28, 2019. In light of the deadline extension and resulting uncertainty surrounding timing and completion of future exchange transactions, S&P Global Ratings has decided to review the issuer credit rating to assess the risk of a conventional default, even though the 2020 note restructuring is still ongoing. S&P said, "The negative outlook reflects our view that Bellatrix faces heightened risk of losing access to its credit facility within the next 12 months, if it is unable to refinance the full balance outstanding of its 2020 unsecured notes before May 30, 2019, or raise funds through other external sources. We believe that persistently weak market fundamentals that Canadian natural gas producers face will challenge the company to refinance the remaining US$146 million balance at acceptable terms and within a reasonable time frame. "We could lower the ratings if Bellatrix's liquidity profile deteriorates and we expected a shortfall of sources of cash relative to uses over the next six months. This could occur if the company is unable to refinance the remaining US$146 million principal outstanding on its unsecured 2020 notes before the upcoming May 30, 2019, credit facility borrowing base redetermination date. In such a scenario, we believe all drawn balances under the facility would become due on Nov. 30, 2019, in advance of the May 15, 2020, notes maturity, and Bellatrix's near-term liquidity would weaken substantially. "We could raise the ratings if Bellatrix refinances the remaining US$146 million portion of 2020 notes and extends the revolving period of its credit facility to 12 months from six months, thereby improving its debt maturity profile and reducing its risk of losing access to its credit facility." BETTA BURGER: Needs Until Feb. 25 to File Disclosure Statement -------------------------------------------------------------- Betta Burger Group, LLC, filed a motion asking the Bankruptcy Court to further extend to February 25, 2019, the time for the Debtor to file a Chapter 11 Plan and Disclosure Statement. On November 7, 2018, the Court entered an Order granting Debtor until December 24, 2018 to file its Chapter 11 Plan and Disclosure Statement. Since November 7, 2018 the Debtor has been active in its reorganization efforts by discussing the proposed Chapter 11 Plan with several creditors, evaluating its business and making a positive decision which increase monthly income starting in January 2018, evaluating proofs of claims (Objections to Proof of Claim will be filed before this Motion is presented). With all of these potentially facts changing, the Debtor believes that it is the best interest of the estate to wait until these items are completed or near completed in order to file a Chapter 11 Plan and Disclosure Statement. The Debtor asks for another extension of just over sixty days until February 25, 2019 in order to file its Chapter 11 Plan and Disclosure Statement. The Debtor would like to file a consensual plan and needs additional time to formulate agreements with Creditors as stated above. The Debtor belies the extension of time requested will not prejudice any creditors or the United States Trustee. About Betta Burger Group Betta Burger Group, LLC, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ill. Case No. 18-18403) on June 28, 2018. In the petition signed by Faysil Mohamed, managing member, the Debtor estimated less than $50,000 in assets and less than $1 million in liabilities. The Debtor tapped Schneider & Stone, and Bach Law Offices, Inc., as attorneys. BLACK MOUNTAIN: Proposes Sale of Personal Property -------------------------------------------------- Black Mountain Golf and Country Club, Inc., asks the U.S. Bankruptcy Court for the District of Nevada to authorize the sale of personal property associated with its prior golf course operations, including such items as golf carts and equipment, kitchen equipment and fixtures, restaurant equipment, cooking and dining supplies, trees and plants, landscaping equipment and parts, and some office furniture and equipment, on the open market. A hearing on the Motion is set for Feb. 13, 2019 at 10:00 a.m. The Debtor is the owner of two separate pieces of real property located in Henderson, Nevada. At the time it filed for bankruptcy protection, the Debtor operated an 18-hole golf course, driving range, bar, restaurant, and banquet facility. Prior to and during the chapter 11 case, the Debtor struggled to maintain operations, and was able to do so only with the infusion of a $500,000 DIP loan approved by the Court. In addition to challenges posed by an ever decreasing number of players, maintenance and utilities associated with the golf course posed increasing difficult issues. These included the Debtor's inability to repair or replace its irrigation system, which developed numerous leaks. The Debtor obtained estimates for replacement of the decades old system, and was advised that the cost to do so would be in excess of $3 million. On Nov. 25, 2018, the golf course was closed. The Debtor is in possession of personal property associated with its prior operations, including such items as golf carts and equipment, kitchen equipment and fixtures, restaurant equipment, cooking and dining supplies, trees and plants, landscaping equipment and parts, and some office furniture and equipment. The bulk of these items are no longer necessary due to the closure of operations. The Debtor asks approval to sell such items on the open market. It contemplates advertising the items for sale in trade periodicals as well as soliciting private bids. The Debtor is properly exercising its business judgment in order to liquidate excess equipment and other personalty. Such items are no longer of any benefit to the Debtor, and the continued cost of storing, securing, maintaining and insuring the assets is not warranted. It is submitted that the proposed sale meets the ultimate standard for sale outside the ordinary course of business -- the proposed sale is in the best interests of the estate. For these reasons, it respectfully asks that the Court grants the relief sought. About Black Mountain Golf & Country Club Based in Henderson, Nevada, Black Mountain Golf & Country Club is a member-owned golf facility open to the public. The Company is non-profit corporation and a tax-exempt entity. Black Mountain Golf & Country Club, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 17-11540) on March 30, 2017. The petition was signed by Larry Tindall, president. At the time of the filing, the Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million. The case is assigned to Judge Bruce T. Beesley. Morris Polich & Purdy LLP, now known as Clark Hill PLC, is the Debtor's legal counsel. The Debtor employed Coffey & Rader CPA as its accountant and Harper Appraisal, Inc., as appraiser. The Debtor hired Ray Fredericksen of Per4mance Engineering in connection with its efforts to rezone its property. No request has been made for the appointment of a trustee or examiner, and no official committees have been appointed in the Chapter 11 case. On June 28, 2018, the Court confirmed the Debtor's First Amended Plan of Reorganization. BONDARIU INVESTMENTS: Seeks to Hire Crowley Liberatore as Counsel ----------------------------------------------------------------- Bondariu Investments, LLC, seeks approval from the U.S. Bankruptcy Court for the Eastern District of Virginia to hire Crowley, Liberatore, Ryan & Brogan, P.C. as its legal counsel. The firm will advise the Debtor regarding the administration of its bankruptcy estate; prepare a plan of reorganization; investigate the existence of other assets of the estate; and provide other legal services related to its Chapter 11 case. Crowley will charge these hourly fees: Attorneys $175 - $350 Paralegals $75 - $125 The firm received $2,520 for pre-bankruptcy services. The firm holds $5,763 as a retainer after reimbursing the $1,717 filing fee paid in connection with the case. Karen Crowley, Esq., at Crowley, disclosed in a court filing that her firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Karen M. Crowley, Esq. Crowley, Liberatore, Ryan & Brogan, P.C. Town Point Center, Suite 300 150 Boush Street Norfolk, VA 23510 Telephone: (757) 333-4500/(757) 333-4502 Facsimile: (757) 333-4501/(757) 333-4514 Email: kcrowley@clrbfirm.com About Bondariu Investments Bondariu Investments, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No. 19-70065) on Jan. 8, 2019. At the time of the filing, the Debtor estimated assets of less than $1 million and liabilities of less than $1 million. The case is assigned to Judge Frank J. Santoro. Crowley, Liberatore, Ryan & Brogan, P.C., is the Debtor's counsel. BOOTIQUE TRENDS: Time of Plan Confirmation Hearing Modified ----------------------------------------------------------- The Bankruptcy Court issued an amended order conditionally approving the disclosure statement explaining Bootique Trends, Inc.'s Chapter 11 plan. The Amended Order changed the time of the hearing on final approval of the disclosure statement and confirmation of the Plan from 9:30 a.m. to 1:30 p.m. The hearing will be held on Jan. 29, 2019. Jan. 25 is fixed as the last day for filing written acceptances or rejections of the Debtor's proposed Chapter 11 plan which must be received by 5:00 p.m. (CDT) on that date at the offices of Howard Marc Spector, 12770 Coit Rd, Suite 1100, Dallas, TX 75251. Jan. 25 is fixed as the last day for filing and serving written objections to: (1) final approval of Debtor’s disclosure statement or (2) confirmation of the Debtor’s proposed Chapter 11 plan. About Bootique Trends Bootique Trends, Inc., is a privately held company in Plano, Texas, specializes in men's and boys' clothing and accessory stores. Bootique Trends, Inc., d/b/a Gregory's, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 18-40820) on April 20, 2018. In the petition signed by Larry Matney, director, the Debtor estimated less than $50,000 in assets and $1 million to $10 million in debt. The Hon. Brenda T. Rhoades presides over the case. BRIGHT MOUNTAIN: Charles Pearlman Quits as Director --------------------------------------------------- Charles B. Pearlman, Esq., resigned from the Board of Directors of Bright Mountain Media, Inc. on Jan. 14, 2019. Mr. Pearlman had been a member of the Board since February 2018. As a result of Mr. Pearlman's resignation, the Company's Board is now comprised of a majority of independent directors. The Company said Mr. Pearlman's decision to resign was not the result of any disagreements between Mr. Pearlman and the company on any matter, including those related to its operations, policies or practices. Mr. Pearlman and his law firm will however continue to serve as the Company's general counsel. About Bright Mountain Based in Boca Raton, Fla., Bright Mountain Media, Inc. -- http://www.brightmountainmedia.com/-- is a digital media holding company whose primary focus is connecting brands with consumers as a full advertising services platform. Bright Mountain Media's assets include an ad network, an ad exchange platform and 25 websites (owned and/or managed) that provide content, services and products. The websites are primarily geared for a young, male audience with several that focus on active, reserve and retired military audiences as well as law enforcement and first responders. Bright Mountain reported a net loss attributable to common shareholders of $3.01 million for the year ended Dec. 31, 2017, compared to a net loss attributable to common shareholders of $2.94 million for the year ended Dec. 31, 2016. As of Sept. 30, 2018, Bright Mountain had $5.03 million in total assets, $2.71 million in total liabilities, and $2.31 million in total shareholders' equity. The report from the Company's independent accounting firm Liggett & Webb, P.A., in Boynton Beach, Florida, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company sustained a net loss of $2.99 million and used cash in operating activities of $1.73 million for the year ended Dec. 31, 2017. The Company had an accumulated deficit of $11.82 million at Dec. 31, 2017. These factors raise substantial doubt about the Company's ability to continue as a going concern. CAJ SOUTHWAY: Discloses More Details on Property Purchase --------------------------------------------------------- CAJ Southway Plaza LLC filed a first amended plan of reorganization and accompanying disclosure statement to disclose additional details regarding the purchase of the Southway Plaza. It was always the Debtor's intention to refinance the Property, and use personal funds, to repay RIA LLC in full. Joanne Lucas and her family have decided that, in lieu of a refinancing, the Debtor would sell the Property to Lykos Properties, LLC, whose members will be Ms. Lucas's son, Aristides G. Kappatos and Angelo Giotis. Lykos will purchase the property with proceeds from the following: (a) a loan in the principal amount of $8 million from Harbor One Bank; (b) a capital infusion from Mr. Giotis in an amount up to $1,000,000; and (c) a capital infusion from the Lucas/Kappatos family in an amount up to $700,000. The remainder of the purchase price will be a gift of equity from Ms. Lucas. Lykos also intends to contract with Associated Energy Development for the installation of solar panels on the Property, but does not anticipate needing those funds for the Plan. Class 4 is comprised of all holders of Allowed general unsecured claims against the Debtor. This class includes trade claims owed by the Debtor and any portion of a claim of a taxing authority not entitled to treatment as secured or priority claim. The Debtor estimates that there will be approximately $67,000.00 in allowed Class 4 claimants. Based upon the estimated amount of Allowed Class 4 claimants and the anticipated collection of the Collected Proceeds, it is estimated that each holder of an Allowed Class 4 Claim shall be paid, in full settlement and satisfaction of such Claim, 100 percent of such Allowed Claim, in cash on the Effective Date, unless a different treatment is agreed to by the creditor. A full-text copy of the Disclosure Statement dated December 26, 2018, is available at: http://bankrupt.com/misc/mab18-1812631-862.pdf About CAJ Southway Plaza CAJ Southway Plaza, LLC, is a single asset real estate limited liability company that owns and operates Southway Plaza, a 106,000-square-foot retail shopping center located at 340-400 Rhode Island Boulevard, Fall River, Massachusetts. CAJ Southway Plaza sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case No. 18-12631) on July 10, 2018. At the time of the filing, the Debtor estimated assets of $1,000,001 to $10 million and liabilities of $1 million to $10 million. Judge Joan N. Feeney oversees the case. Madoff & Khoury LLP is the Debtor's counsel. CLINTON MAHONEY: Dounias Buying Clarendon Hills Property for $190K ------------------------------------------------------------------ Clinton J. Mahoney asks the U.S. Bankruptcy Court for the Northern District of Illinois to authorize the sale of the vacant residential real property located at 5647 South Western Avenue, Clarendon Hills, Illinois to John Dounias for $190,000. A hearing on the Motion is set for Jan. 22, 2019 at 10:00 a.m. The Western Avenue Property is subject to a first mortgage held by Kari Blunda as Trustee under Trust Agreement dated May 6, 1996 and known as the Mahoney & Associates Trust in the approximate amount of $200,000.00, a statutory lien held by the DuPage County Treasurer in the approximate amount of $3,568 for ad valorem property taxes, and a memorandum of judgment in favor of the Village of Clarendon Hills in the amount of $39,311 which is disputed by the Reorganized Debtor. On Jan. 5, 2018, the Reorganized Debtor retained and entered into an Exclusive Right to Sell Listing Agreement with Maria Ivette Hollendoner and Keller Williams Preferred Realty, to offer the Western Avenue Property for sale and wherein the Reorganized Debtor agreed to pay the Real Estate Broker and cooperating brokers a commission of 5% of the purchase price upon the sale of the Real Property. The Reorganized Debtor has received an offer to purchase the Western Avenue Property from the Buyer for $190,000 pursuant to the Multi-Board Residential Real Estate Contract 6.1. He asks authority to sell the Western Avenue Property to the Buyer free and clear of any and all liens, claims and encumbrances. He asks authority to pay all reasonable and necessary costs and expenses of sale, including but not limited to all ad valorem property taxes with respect to the Real Property, title charges, normal and customary closing costs and prorations, real estate commissions, and attorney fees not to exceed $2,500. The Reorganized Debtor has determined that the purchase price contained in the Sales Contract should be accepted as the Western Avenue Property has been extensively marketed, and the price from the proposed sale is representative of the fair market value of the Western Avenue Property. The sale of the Western Avenue Property will generate funds sufficient to fund, in full, all distributions required for priority and non-priority unsecured creditors, and the acceptance of the Buyer's offer is in the best interest of all creditors. Finally, the Debtor asks the Court to waive the 14-day stay of enforcement under the Federal Rules of Bankruptcy Procedure Rule 6004(h) and allowing enforcement of this Order immediately upon its entry. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Clinton_Mahoney_179_Sales.pdf Clinton J. Mahoney sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 16-38099) on Dec. 27, 2017. The Debtor tapped Gregory K. Stern, Esq., at Gregory K Stern, P.C., as counsel. Maria Ivette Hollendoner and Keller Williams Preferred Realty are serving is real estate brokers. CORNERSTONE MANAGEMENT: Case Summary & 20 Top Unsecured Creditors ----------------------------------------------------------------- Debtor: Cornerstone Management Partners, Inc. 3100 Falling Leaf Court Columbia, MO 65201 Business Description: Cornerstone Management Partners, Inc. provides automobile and liability insurance products. The company is based in Columbia, Missouri. Chapter 11 Petition Date: January 15, 2019 Court: United States Bankruptcy Court Western District of Missouri (Jefferson City) Case No.: 19-20031 Judge: Hon. Dennis R. Dow Debtor's Counsel: Eric C. Peterson, Esq. Ryan C. Hardy, Esq. SPENCER FANE LLP 1 North Brentwood Boulevard, Suite 1000 St. Louis, MO 63105 Tel: (314) 863-7733 Fax: (314) 862-4656 Email: epeterson@spencerfane.com rhardy@spencerfane.com - and - Scott J. Goldstein, Esq. Zachary Fairlie, Esq. 1000 Walnut, Suite 1400 Kansas City, MO 64106 Tel: (816) 474-8100 Fax: (816) 474-3216 Email: sgoldstein@spencerfane.com zfairlie@spencerfane.com Total Assets: $4,965,478 Total Liabilities: $10,430,184 The petition was signed by Roger Walker, interim CEO and COO. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/mowb19-20031.pdf DELEN RESOURCES: Seeks to Hire Kerrick Bachert as New Counsel ------------------------------------------------------------- Delen Resources, LLC, seeks approval from the U.S. Bankruptcy Court for the Western District of Kentucky to hire Kerrick Bachert, PSC. The firm will substitute as legal counsel to represent the Debtor in its Chapter 11 case. The Debtor had previously employed Wilkey & Wilson, P.S.C., as its bankruptcy counsel. Kerrick Bachert will charge these hourly fees: Partners $280 Associates $240 Paralegals $150 The firm will receive a retainer in the sum of $10,000. Kerrick Bachert neither holds nor represents any interest adverse to the Debtor's bankruptcy estate, according to court filings. Kerrick Bachert can be reached through: Scott A. Bachert, Esq. Kerrick Bachert, PSC 1025 State Street Bowling Green, KY 42101 Phone: (270) 782-8160 About Delen Resources Delen Resources LLC, a privately held company, is an oil and gas exploration, development and production company located in Madisonville, Kentucky. It holds and operates three leases. Delen Resources, based in Madisonville, Kentucky, filed a Chapter 11 petition (Bankr. W.D. Ky. Case No. 18-40279) on April 4, 2018. In the petition signed by Daniel Williams, managing member, the Debtor estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. The Hon. Thomas H. Fulton oversees the case. The Debtor tapped Russ Wilkey, Esq., at Wilkey & Wilson, P.S.C., as its bankruptcy counsel. DUMITRU MEDICAL: Donnelly Buying Cleveland Property for $50K ------------------------------------------------------------ Dumitru Medical Center, P.C. ("DMC"), Doctor One Housecall Physicians, P.C. and Dumitru O. Sandulescu, ask the U.S. Bankruptcy Court for the Eastern District of Michigan to authorize the private sale of Debtor Sandulescu's real property located at 3717 W. 137111 Street, Cleveland, Ohio to Marjorie L. Donnelly for $50,000. On Oct. 15, 2018, Debtor Sandulescu hired John Henry to repair the roof on the Property in order to prepare the property for marketing. Without the repairs to the roof, Debtor Sandulescu did not believe the property would sell in a reasonable time frame for a fair price. On Dec. 16, 2018, Debtor Sandulescu received an Offer to Purchase Real Estate and Acceptance from Donnelly, for the purchase of the Property, at a purchase price of $50,000. The material terms ofthe Purchase Agreement are: a. Donnelly will purchase the Property for $50,000; b. Within four days of acceptance of the Purchase Agreement, which agreement was accepted by Debtor Sandulescu on Dec. 16, 2018, the Donnelly is required to escrow $1,000 as a good faith deposit earnest money deposit; c. The closing will occur on Jan. 29, 2019. d. The sale is "as is, where is"; e. Debtor Sandulescu and his wife will transfer all of their right, title and interest in the Property to Donnelly via a Warranty Deed at the closing; and f. The sale is contingent upon court approval. The Debtor Sandulescu wishes to proceed with the sale of the Property to Donnelly. The sale of the Property through the Private Sale as set forth in the Purchase Agreement is necessary for an effective reorganization of Sandulescu's debt. The proceeds will substantially reduce his obligations to the Internal Revenue Service. Other than the secured claims of the Bank of America and the IRS, the Debtors do not believe that any liens, claims or encumbrances exist against the Property. However, to the extent that there are liens, claims, or encumbrances against the Property, the Property will be transferred free and clear of same, and such liens will attach to the proceeds of sale. The Debtors propose that upon the closing of the sale, the 6% commission would be paid to Howard Hanna. The secured claim of the Bank of America will be paid in full upon the closing of the sale. The administrative claim of John Henry in the amount of $4,300 for the repairs to the roof will be paid. Finally, the secured ciaim of the IRS as of the Petition Date, to the extent such exists with respect to the Property, will be paid at closing. The balance of the sale proceeds, less any standard closing costs assessed against seller, will be placed in an escrow account with Debtors’ counsel, Strobl & Sharp, P.C., until the time of conﬁrmation of the Debtors' plan of reorganization. Upon the entry of an order confirming plan, Strobl & Sharp, P.C., acting as escrow agent, will distribute funds pursuant to the order conﬁrming plan. The Motion asks approval of the private sale of the Property pursuant to the terms of the Purchase Agreement Lender Section 363. The terms of the Purchase Agreement are consistent with those in the industry and are commercially reasonable. Due to the need to transition the Property as quickly as possible, and in order to protect and preserve the Property, the stay as set forth in Fed. R. Bank. P. 6004 (h) should be waived. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Dumitru_Medical_64_Sales.pdf The Purchaser: Marjorie L. Donnelly 9768 Independence Blvd. Parma Heights, OH 44130 About Dumitru Medical Center Dumitru Medical Center PC, Doctor One House Call Physicians PC and their president Dumitru O. Sandulescu sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Lead Case No. 18-52936) on Sept. 21, 2018. In the petitions signed by Mr. Sandulescu, DMC, estimated assets of less than $1 million and liabilities of less than $1 million. Doctor One estimated less than $1 million in assets and less than $500,000 in liabilities. The Debtors tapped Lynn M. Brimer, Esq., at Strobl & Sharp, PC, as their bankruptcy counsel. On Oct. 2, 2018, the Court approved Howard Hanna R.E.S. as the Debtors' real estate broker. DUMITRU MEDICAL: Gonzalez Buying Cleveland Property for $25K ------------------------------------------------------------ Dumitru Medical Center, P.C., Doctor One Housecall Physicians, P.C. and Dumitru O. Sandulescu ask the U.S. Bankruptcy Court for the Eastern District of Michigan to authorize the private sale of Debtor Sandulescu's real property located at 1814 Forestdale Avenue, Cleveland, Ohio to Mercedes Gonzalez for $25,000. On Nov. 18, 2018, Debtor Sandulescu received an Offer to Purchase Real Estate and Acceptance from Gonzalez, for the purchase of the Property, at a purchase price of $25,000. The material terms of the Purchase Agreement are: a. Gonzalez will purchase the Property for $25,000; b. Within four days of acceptance of the Purchase Agreement, which agreement was accepted by Debtor Sandulescu on Nov. 30, 2018, Gonzalez required to escrow $1,000 as a good faith deposit earnest money deposit; c. The closing will occur on Jan. 16, 2019. d. The sale is "as is, where is"; e. As a condition of the purchase agreement, Debtor Sandulescu and his wife will transfer all of their right, title and interest in the Property to Anibal Camargo via a Warranty Deed at the closing; and f. The sale is contingent upon court approval. On Dec. 6, 2018, Debtor Sandulescu requested consent from the Internal Revenue Service and the United States Trustee to the private sale of the Property to Gonzalez based on the terms ofthe Purchase Agreement. On Nov. 28, 2018, Gonzalez made the offer to purchase the Property and executed the disclosures; Debtor Sandulescu and his wife executed the Purchase Agreement on Nov. 30, 2018, and on Dec. 1, 2018, Gonzalez ratified the Purchase Agreement. Debtor Sandulescu wishes to proceed with the sale of the Property to Gonzalez with the deed to be transferred to Anibal Camargo. The sale of the Property through the Private Sale as set forth in the Purchase Agreement is necessary for an effective reorganization of Sandulescu's debt. The proceeds will substantially reduce his obligations to the IRS. Other than the secured claims of the Bank of America and the IRS, the Debtors do not believe that any liens, claims or encumbrances exist against the Property. However, to the extent that there are liens, claims, or encumbrances against the Property, the Property will be transferred free and clear of same, and such liens will attach to the proceeds of sale. The Debtors propose that upon the closing of the sale, the $4,265 commission due under the Exclusive Right Sell Agreement to would be paid to Howard Hanna. The secured claim of the Internal Revenue Service for Sandulescu's individual income taxes plus interest as of the Petition Date with respect to the Property will be paid at closing. The balance of the sale proceeds, if any, less any standard closing costs assessed against seller, will be placed in an escrow account with Debtors' counsel, Strobl & Sharp, P.C., until the time of confirmation of the Debtors' plan of reorganization. Upon the entry of an order confirming plan, Strobl & Sharp, P.C., acting as escrow agent will distribute funds pursuant to the order confirming plan. The Motion asks approval of the private sale of the Property pursuant to the terms of the Purchase Agreement Lender Section 363. The terms of the Purchase Agreement are consistent with those in the industry and are commercially reasonable. Due to the need to transition the Property as quickly as possible, and in order to protect and preserve the Property, the stay as set forth in Fed. R. Bank. P. 6004 (h) should be waived. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Dumitru_Medical_69_Sales.pdf About Dumitru Medical Center Dumitru Medical Center PC, Doctor One House Call Physicians PC and their president Dumitru O. Sandulescu sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Lead Case No. 18-52936) on Sept. 21, 2018. In the petitions signed by Mr. Sandulescu, DMC, estimated assets of less than $1 million and liabilities of less than $1 million. Doctor One estimated less than $1 million in assets and less than $500,000 in liabilities. The Debtors tapped Lynn M. Brimer, Esq., at Strobl & Sharp, PC, as their bankruptcy counsel. Howard Hanna R.E.S. is the Debtors' real estate broker. E & J MACON: Unsecured Creditors to Recoup 100% Under Plan ---------------------------------------------------------- E & J Macon LLC, 1596 Pacific Realty LLC, 1049 Bergen Realty LLC, and 401 Macon Realty LLC, filed a joint plan of reorganization and accompanying disclosure statement. Class 3 consists of the holders of Allowed General Unsecured Claims. General Unsecured Claims are claims which are not either an Administrative Claim, Secured Claim, Priority Claim, or Interest that arose prior to the Petition Date and include, without limitation, Claims based upon pre-petition trade accounts payable or Claims based upon the rejection of an executory contract during the pendency of the Chapter 11 Case. Class 3 Claim holders will share in a distribution on a Pro Rata basis of the remaining monies in the Plan Distribution Fund, up to 100%, after payment in full of all Allowed unclassified, Class 1 Claims, Class 2 Claims, and the Post-Confirmation Date Reserve. Class 3 Claim holders will receive a 100% distribution on account of their claims within 10 business days after the Effective Date of the Plan. Class 3 Claims are unimpaired under the Plan and deemed to accept the Plan. Class 4. Interests. All funds remaining after the payment of all Allowed Claims shall be allocated equally among Debtors, Bergen Realty, Macon Realty and Pacific Realty and remitted to the Interest Holders according to their Interests in each such Debtor. The Plan will be funded from the Plan Distribution Fund, which consists of (i) all of the Debtor's Cash on hand as of the Confirmation Date, (ii) net proceeds from the DIP Loan, and (iii) the proceeds of the Exit Financing. A hearing to consider the approval of the Disclosure Statement will be held before the Honorable Nancy Hershey Lord, United States Bankruptcy Judge, at the United States Bankruptcy Court, Courtroom 3577 in the Conrad B. Duberstein U.S. Courthouse, 271-C Cadman Plaza East, Brooklyn, New York 11201 on Jan. 24, at 11:00 a.m. Objections, if any, to the Disclosure Statement must be made in writing filed no later than seven (7) days prior to the date of the hearing. A full-text copy of the Disclosure Statement dated December 24, 2018, is available at: http://bankrupt.com/misc/nyeb18-11840321nhl-129.pdf About E & J Macon E & J Macon LLC is a closely-held limited liability company in Brooklyn, New York, engaged in leasing real estate properties. It does not presently own assets or operate a business, but commonly owned entities 1049 Bergen Realty LLC, 1596 Pacific Realty LLC, and 401 Macon Realty LLC, own and operate three properties commonly known as 1596 Pacific Street, Brooklyn, N.Y.; 1049 Bergen Street, Brooklyn, N.Y.; and 401 Macon Street, Brooklyn, N.Y., which are multi-family and mixed use building. E & J Macon filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 18-40321) on Jan. 19, 2018. In the petition signed by Ervin Johnson, Jr., managing member, the Debtor estimated its assets and liabilities at between $1 million and $10 million. Judge Nancy Hershey Lord presides over the case. Jay Teitelbaum, Esq., at Teitelbaum Law Group, LLC, serves as the Debtor's bankruptcy counsel. EMC HOTELS: Trustee Sets Transaction Procedures for Nyack Hotel --------------------------------------------------------------- Fred Stevens, the Chapter 11 trustee of EMC Hotels and Resorts, LLC, asks the U.S. Bankruptcy Court for the Southern District of New York to authorize the transaction process for the sale of the estate's interest in the personal and real property located at 400 High Street, Nyack, New York, including the 133 room hotel known as The Time Nyack Hotel and all assets related to the operation of the Time Nyack Hotel. The Debtor is the owner of The Time Nyack Hotel, a modern 133-room boutique hotel in Nyack, New York. The Trustee was appointed amidst significant disputes between the Debtor's insiders regarding management, ownership and other things. Since his appointment, the Trustee has, among many other things, taken control of the Debtor's finances and stabilized its operations along with its third-party manager, taken steps to obtain proper governmental approvals and a certificate of occupancy, reached a stand-still agreement with the affiliated non-debtor entity that owns and operates the BV’s Grill restaurant at the Property, and worked productively with the its secured and unsecured creditors, insiders and other case constituents to try to determine its most optimal exit strategy. After six months, the Debtor's business is stabilized and cash positive, and the Debtor is paying all of its obligations as they come due (excluding only pre-petition obligations and the administrative professional costs of the Chapter 11 case). It is now time for the Trustee to take steps to liquidate the Property or otherwise negotiate a plan or other exit strategy for the Debtor. The Trustee is asking to either sell the Property free and clear of liens, claims and encumbrances through a plan or sale process pursuant to section 363 of the Bankruptcy Code, or otherwise restructure the Debtor through a plan. He believes the Transaction Process will enable him to either (a) effectuate a prompt sale of the Property at the best possible price, or (b) obtain a proper market test that is needed before the Trustee can assess and endorse any plan of liquidation or reorganization for the Debtor. By the Transaction Motion, the Trustee asks the entry of at least two orders -- the first a Transaction Procedures Order (x) approving the Transaction Procedures, (y) scheduling a hearing to confirm the results of the sale of the Property to the highest and best bidder, and (z) authorizing the form and manner of notice and sale; and the second if the winning Transaction is a section 363 sale, a Transaction Order confirming the results of the sale process and authorizing the Trustee to close on the sale of the Property to the highest bidder or the backup bidder. To the extent the highest bidder proposes a plan, the Transaction Order would ultimately be an order confirming that plan rather than the proposed Transaction Order. The Trustee does not want to foreclose any possible outcome or exit strategy that may result in the best possible result for the Debtor's estate and creditors. The Trustee retained Cushman & Wakefield, Inc. ("C&W") as his real estate broker, to market and sell the Property. C&W has been and will continue to actively market the Property. On Oct. 31, 2018, the Bankruptcy Court entered Final Cash Collateral Order which provides that an event of default would occur if the Trustee fails to comply with certain Bankruptcy Milestones contained in the Final Cash Collateral Order. The Bankruptcy Milestones are as follows: a. No later than Oct. 19, 2018, the Trustee will file with the Court an application seeking authority to retain a broker/sale agent to market the Property, or new equity in the Debtor, as the case may be depending upon the preference of any prospective purchaser for the purpose of selling the Property or a plan of reorganization; b. No later than Nov. 9, 2018, the Trustee with the Sale Professional will have prepared sales and marketing materials and listed the Property for sale; c. No later than Jan. 18, 2019, the Trustee will require the submission of qualified offers to purchase the Property; d. No later than Feb. 1, 2019, the Trustee will select, upon consultation with the Debtor's secured creditors -- Bank Hapoalim B.M. ("BHI"), the Debtor's senior secured lender and Nyack Hotel Fund, LLC, the Debtor's junior secured lender ("NHF LLC"), the highest and best offer for the Property; and e. No later than March 29, 2019, the Trustee will have obtained any necessary Court approval for and consummated the Transaction and repaid BHI’s allowed secured claim from the proceeds of the Transaction. BHI has agreed to the extensions of the foregoing deadlines set forth in the Final Cash Collateral Order to those set forth and in the proposed Transaction Procedures. BHI estimates the current amount owed to BHI to be around $18.7 million, but with a full reservation of rights. The BHI Loan matured by its terms on or around Dec. 9, 2017. The Debtor also borrowed approximately $10 million in principal under a program called EB-5 which encourages foreigners to invest in the United States and create American jobs in exchange for U.S. green cards. $2 million of the $10 million principal in EB-5 Loans was borrowed from NHF LLC and is secured by a mortgage against the Hotel that is expressly subordinate to BHI's rights under the Mortgage and Security Agreement. Pursuant to the terms, provisions and conditions set forth in that Loan Agreement dated as of July 15, 2015 executed by the Debtor, as Borrower, and NHF LLC, NHF has made a loan to the Debtor in the aggregate principal amount of $2 million. On June 9, 2016, BHI, as Senior Lender, and NHF LLC, as Subordinated Lender, entered into a certain Subordination and Intercreditor Agreement whereby NHF LLC agreed to subordinate the NHF Note and the NHF Prepetition Liens to the BHI Note and BHI's Prepetition Liens and agreed that it would not enforce any of its rights until the BHI Note is paid in full. According to NHF LLC, it is owed approximately $2,414,153 on the NHF Loan as of July 1, 2018. On May 11, 2018, a judgment in favor of BT Hotel Operating LLC in the amount of $5,926,932 was entered against the Debtor by the Clerk of the Count of New York. The BT Hotel Judgment was entered during the 90 days preceding the commencement of the Chapter 11 Case. Accordingly, the Trustee believes any lien arising from or relating to the BT Hotel Judgment is subject to avoidance pursuant to section 547 of the Bankruptcy Code. On Nov. 1, 2018, the Debtor received from the County of Rockland Department of Finance and Budget notice of intent to file a tax lien relating to unpaid Rockland County and Orangetown taxes for 2017. Although the Trustee believes the automatic stay prohibits Rockland County F&B from filing a tax lien relating to pre-Relief Date taxes, the Trustee is aware that certain pre-Relief Date property taxes have not been paid by the Debtor and may be as much as $1.2 million. The salient provisions of the Transaction Procedures are: a) Relevant Dates and Deadlines: i. Proposal Deadline: Feb. 8, 2019 at 4:00 p.m. (ET) ii. Potential Auction: Feb. 27, 2019 10:00 a.m. (ET) iii. Deadline to File Notice of Selection of Highest and Best Proposal and Accompanying Motion or Plan Seeking Authority to Consummate that Transaction: March 6, 2019 at 4:00 p.m. (ET) iv. Sale Hearing: March TBD, 2019 at 10:00 a.m. (ET) v. Deadline to Close Transaction: March 29, 2019 at 4:00 p.m. (ET) b) Confidentiality Agreement / Due Diligence: Any entity that wishes to conduct due diligence with respect to the Property must deliver to the Broker an executed confidentiality agreement in form and substance reasonably satisfactory to the Trustee. c) Qualification of Proposals. i. Minimum Bid: The Trustee in consultation with the Secured Creditors reserves his right up to and including Feb. 8, 2019, to designate a minimum dollar amount that must be offered in order for a Proposal to be deemed a Qualified Proposal. In the event the Trustee designates a minimum dollar amount, he will file notice of the minimum dollar amount with the Bankruptcy Court and will provide such notice to any Potential Transaction Party. ii. Due Diligence: Except for any required regulatory approvals, if any, a Proposal must not contain any contingencies of any kind. iii. Deposit(s): A Potential Transaction Party must deposit with the Trustee's counsel not less than the greater of (a) five percent (5%) of (i) the purchase price set forth in the Bid Proposal, or (ii) the value ascribed to the Property in any Proposed Plan, or (b) $750,000, in the form of a certified check or wire transfer on or before the Proposal Deadline. iv. As Is. Where Is: Any Bid Proposal must provide that any conveyance of the Property or acquisition of new equity in the Debtor will be on an "as is, where is" basis and without representations or warranties of any kind. v. Auction: If an Auction is conducted, it will take place at the offices of Klestadt Winters Jureller Southard & Stevens, LLP, 200 West 41st Street, 17th Floor, New York, New York 10036, on Feb. 27, 2019, starting at 10:00 a.m. (PET), or at such other date and time or other place, as may be determined by the Trustee in consultation with the Secured Creditors at or prior to the Auction, and will be conducted in accordance with the procedures set forth in Section J of the Transaction Procedures. vi. Transaction Notice and Transaction Confirmation Hearing: March 6, 2019 at 4:00 p.m. (ET) vii. Consummation of the Transaction: The Successful Transaction Party must consummate the Transaction approved by the Transaction Order by no later than the later of (i) March 29, 2019, or (ii) two weeks after entry of the Transaction Order by the Bankruptcy Court. In connection with the Transaction Procedures, the Trustee asks authority to (a) assume and assign any Acquired Contracts designated by a Potential Transaction Party and (b) execute and deliver to the Successful Transaction Party such documents or other instruments as may be necessary to assign and transfer the Acquired Contracts as of either the date of the Closing on the Purchase Agreement or the consummation of the Plan. To effectuate the assumption/assignment process, the Trustee proposes to serve the Assignment Notice no later than five days prior to the objection deadline established with respect to the Transaction Confirmation Hearing. Under the terms of any Purchase Agreement, the Successful Transaction Party will be responsible for paying cure costs, if any, under any Acquired Contracts that are ultimately assumed and assigned to the Successful Transaction Party. Any non-debtor party who objects to its Cure Amount set forth in the Assignment Notice must file no later than 12:00 Noon (EST), five days prior to the Transaction Confirmation Hearing. Promptly following the Closing, the Trustee asks authorization to satisfy the agreed amount of the Debtor's outstanding secured indebtedness to BHI and NHF LLC from the proceeds of Transaction or otherwise, unless otherwise agreed, to the extent that there are sufficient proceeds to do so. Any failure to satisfy these claims will result in the continued accrual of interest, fees and expenses under the respective loan documents to the detriment of the Debtor and its estate. By the Transaction Motion, the Trustee asks authority to sell the estate's interest in the Property, free and clear of all Liens, pursuant to the Transaction Procedures. Alternatively, if the Transaction Process produces a Successful Transaction Party who proposes a Plan rather than a 363 Sale, then the Trustee intends to report the results of the Transaction Process at the Transaction Confirmation Hearing and ask approval of an appropriate Plan proposal process. Finally, the Trustee respectfully asks that the Court waives the requirement under Bankruptcy Rule 6004(h) and 6006(d). A copy of the Transaction Procedures attached to the Motion is available for free at: http://bankrupt.com/misc/EMC_Hotels_124_Sales.pdf About EMC Hotels and Resorts EMC Hotels and Resorts LLC is the owner of the 133-room Time Nyack Hotel and the real property on which it is located at 400 High Avenue, Nyack, New York. An involuntary Chapter 7 petition (Bankr. S.D.N.Y., Case No. 18-22932) was filed against EMC Hotels and Resorts LLC on June 18, 2018, by alleged creditors Evolve Controls, CJB Asset Management Group LLC, and Consolidated Companies Inc., d/b/a Best Landscape. On July 20, 2018, the Court entered an order granting a motion to convert the Chapter 7 case to a case under Chapter 11 of the Bankruptcy Code. The case is related to EMC Bronxville Metropolitan LLC, f/k/a Metloft Bronxville, LLC, (Bankr. S.D.N.Y. Case No. 18-22963). Judge Robert D. Drain is the case judge. James B. Glucksman at Rattet PLLC is the Debtor's counsel; and Cushman & Wakefield, Inc. as its real estate broker. Fred Stevens was appointed as the estates' Chapter 11 trustee. The trustee tapped Klestadt Winters Jureller Southard & Stevens, LLP, as his general counsel, and CBIZ Accounting, Tax and Advisory of New York, LLC as his financial advisor. EXTREME REACH: S&P Places 'B-' ICR on CreditWatch Negative ---------------------------------------------------------- S&P Global Ratings placed all of its ratings, including the 'B-' issuer credit rating, on Extreme Reach on CreditWatch with negative implications. S&P said, "Our CreditWatch placement reflects Extreme Reach's delay in closing its October 2018 proposed refinancing, the pending maturity of its existing revolver on Feb. 7, 2019, and our expectation that, without an amendment, the company will likely breach its covenants under its current credit agreement. Under its existing credit agreement, covenants will step down to 3.75x at the end of the first quarter of 2019 (ending March 31, 2019), which is when we expect the covenant breach to occur. Extreme Reach is pursuing an amendment of its covenant and extension of the existing maturities of its revolving facility and term loans, concurrently with its planned refinancing. "We do not expect the company to require its revolver to meet its fixed charges. Its cash flow generation over the next 12 months is sufficient to cover its fixed charges. However, the lack of a revolving facility weakens our assessment of the company's liquidity including its ability to withstand a weaker-than-expected operating performance if its TV segment declines accelerate or if its planned enterprise model strategy fails to improve its leverage and cash flow metrics. Our rating was based on our expectation that the company would have been able to close the refinancing prior to the end of 2018. "The CreditWatch placement reflects our expectation that without a covenant amendment, Extreme Reach will likely breach its covenant at the end of first quarter 2019 when the covenant steps down to 3.75x. The placement also reflects the maturing revolving credit facility on Feb. 7, 2019, which would weaken the company's liquidity position. We expect to resolve our CreditWatch over the next 30 days to determine if the company has made meaningful progress in amending its covenants and extended the maturity of its revolving credit facility. "In resolving our CreditWatch placement, we would expect any covenant amendment to increase the covenant cushion to at least 10% over the next four quarters and we will reassess the company's ability to maintain the covenant cushion at this level over time as well as maturity extensions on its revolving facility and its term loans. We would also resolve the CreditWatch if Extreme Reach is able to close its refinancing as planned, with terms similar to what we had expected in October 2018. In this case, the covenant and maturity issues currently outstanding would also be resolved. A negative rating action could result in up to a two-notch downgrade." FAIRWAY ENERGY: Taps Alvarez & Marsal as Financial Advisor ---------------------------------------------------------- Fairway Energy, LP received approval from the U.S. Bankruptcy Court for the District of Delaware to hire Alvarez & Marsal North America, LLC, as its financial advisor. The firm will assist the company and its affiliates in the preparation of financial-related disclosures; provide advice regarding the implementation of key employee compensation programs; assist in the implementation of short-term cash management procedures; analyze claims of creditors; assist the Debtors' management team focused on the coordination of resources related to the ongoing sales process; and provide other financial advisory services related to the Debtors' Chapter 11 cases. Alvarez & Marsal will charge these hourly fees: Managing Director $850 – $1,050 Director $650 - $800 Analyst/Associate $400 - $625 The firm received $150,000 as a retainer. In the 90 days prior to the Debtors' bankruptcy filing, Alvarez & Marsal received payments totaling $177,617 for services provided to the Debtors. Gary Barton, managing director of Alvarez & Marsal, 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: Gary Barton Alvarez & Marsal North America, LLC 700 Louisiana Street, Suite 3300 Houston, TX 77002 Tel: +1 713 571 2400 Fax: +1 713 547 3697 Email: gbarton@alvarezandmarsal.com About Fairway Energy Fairway Energy -- http://www.fairwaymidstream.com/-- provides storage, throughput and ancillary services for third-party companies engaged in the production, distribution and marketing of crude oil. Its services are provided at the Pierce Junction Crude Oil Storage Facility. Fairway Energy, LP, and its affiliates Fairway Energy Partners, LLC, and Fairway Energy GP, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 18-12684 to 18-12686) on Nov. 26, 2018. The Debtors reported total assets of $382.7 million and total liabilities of $94 million as of Sept. 30, 2018. The cases are assigned to Judge Laurie Selber Silverstein. The Debtors tapped Haynes and Boone, LLP, and Young Conaway Stargatt & Taylor, LLP as their legal counsel; Alvarez & Marsal North America, LLC as financial and restructuring advisor; and Prime Clerk LLC as claims and noticing agent. FIRST CORINTHIANS: Taps Brian Hiatt as Bankruptcy Attorney ---------------------------------------------------------- First Corinthians 3:10 Custom Builders and Cement Works, Inc., received approval from the U.S. Bankruptcy Court for the Central District of Illinois to hire Brian Hiatt, Esq., as its legal counsel. Mr. Hiatt will advise the Debtor regarding its duties under the Bankruptcy Code; assist the Debtor in any potential sale of its assets; prepare a bankruptcy plan; and provide other legal services related to its Chapter 11 case. The Debtor will pay the attorney an hourly fee of $250. The attorney received a retainer of $3,200. Mr. Hiatt disclosed in a court filing that he is "disinterested" as defined in section 101(14) of the Bankruptcy Code. Mr. Hiatt maintains an office at: Brian Hiatt 18 Briarcliff Professional Center Bourbonnais, IL 60914 Phone: (815) 791-8129 Email: brian@brianhiattlaw.com About First Corinthians 3:10 Custom Builders and Cement Works Inc. First Corinthians 3:10 Custom Builders and Cement Works, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Ill. Case No. 18-91178) on Nov. 26, 2018. At the time of the filing, the Debtor estimated assets of less than $100,000 and liabilities of less than $500,000. The case is assigned to Judge Mary P. Gorman. Brian Hiatt, Esq., is the Debtor's legal counsel. FLEETPRIDE INC: S&P Assigns 'B-' ICR on American Securities Deal ---------------------------------------------------------------- S&P Global Ratings assigns its 'B-' issuer credit rating to FleetPride Inc., Irving, Texas-based distributor of aftermarket truck and trailer parts. S&P said, "At the same time, we are assigning our 'B-' issue-level and '4' recovery ratings to the company's proposed $620 million first-lien term loan. In addition, we are assigning our 'CCC' issue-level and '6' recovery ratings to the company's proposed $225 million second-lien term loan." FleetPride Inc. has entered into an agreement to be acquired by financial sponsor American Securities LLC. The company plans to partly fund the transaction with a proposed $620 million first-lien term loan due in 2026 and proposed $225 million second-lien term loan due in 2027. Pro forma for the transaction, adjusted debt to EBITDA will be approximately 7x. The rating on FleetPride reflects its high leverage, exposure to general U.S. economic conditions and cycles, fiercely competitive pricing, and narrow scope of operations. As the largest independent distributor of aftermarket heavy-duty truck and trailer parts in the U.S., FleetPride's revenue is about three times that of its next largest independent competitor. However, its share of this very fragmented and competitive market is only in the single-digit percentages. FleetPride also faces formidable competition from original equipment manufacturers offering parts and services. Nevertheless, FleetPride is the only truck parts distributor with a substantial national presence and comprehensive products, serving many customers in diverse end markets. This somewhat offsets the risk to FleetPride of adverse circumstances hurting a single customer or market segment. S&P said, "The stable outlook reflects our expectation that modest EBITDA growth will contribute to leverage improvement over the next few years. We expect FOCF generation to improve, but that working capital outflows, related to the company's continued investment in product expansion, will pressure FOCF, with a ratio of FOCF to debt in the low-single-digit percentages. "We could lower the ratings within the next 12 months if weaker-than-expected operating performance results in sustained negative free cash flow or strained liquidity. This could occur if FleetPride commits larger–than-expected working capital to fund ongoing expansion of new products. Alternatively, we could also lower the ratings if leverage increases further due to a debt-financed dividend, for example. In general, we could lower the rating if we come to believe that FleetPride depends on favorable business, financial, and economic conditions to meet its financial commitments. We could lower the rating if we view the company's financial commitments as unsustainable in the long term, even though it may not face a credit or payment crisis within the next 12 months. "Although unlikely over the next 12 months given FleetPride's high leverage, we could raise the rating if the company maintains ongoing revenue and EBITDA growth, such that adjusted debt to EBITDA declines toward 5x, and we expect this to be sustainable. In addition, to raise the rating, we would expect the company to generate free cash flow to adjusted debt approaching 5%." FLORIDA MICROELECTRONICS: Taps Smyth & Hauck as Accountant ---------------------------------------------------------- Florida Microelectronics, LLC, seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Smyth & Hauck, P.A. as its accountant. The firm will prepare the Debtor's monthly reports required by the Office of the U.S. Trustee; assist in the preparation of a plan of reorganization; and provide other legal services related to its Chapter 11 case. Paul Smyth, the accountant employed with Smyth & Hauck who will be providing the services, disclosed in a court filing that he is "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Paul Smyth Smyth & Hauck, P.A. 631 US Highway 1, Suite 405 North Palm Beach, FL 33408 Main Number: 561-848-9300 Fax: 561-848-9332 / 561-848-2044 Email: taxadvisors@smythhauckcpa.com About Florida Microelectronics Florida Microelectronics, LLC, is a contract manufacturer that provides manufacturing services, which include electronic and mechanical design and fabrication for a wide range of industry applications, from basic components to complex, turnkey systems, including kiosk assemblies. On Nov. 5, 2018, Florida Microelectronics filed voluntary petitions under Chapter 11 of the United States Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-23807) on Nov. 5, 2018, listing less than $1 million in assets and liabilities. Craig I. Kelley, Esq., at Kelley & Fulton, PL, represents the Debtor. GLYECO INC: Sells Consumer Segment to Heritage Crystal ------------------------------------------------------ GlyEco Inc. has completed the sale of the assets of its Consumer Segment, or antifreeze recycling and route sales business, to Heritage Crystal Clean, LLC (HCC). Heritage Crystal Clean's current businesses include parts cleaning, containerized waste, vacuum services, used oil collection, re-refining and product sales, antifreeze recycling and field services. HCC has purchased the assets of the Company's facilities in Minneapolis, MN, Tea, SD, Lakeland, FL, Rock Hill, SC, Indianapolis, IN, Landover, MD and Atlanta, GA. This divestiture is a key step in the implementation of GlyEco's strategic direction, which was announced last September. "The divestiture of our Consumer Segment will allow GlyEco to focus on its core strengths and streamline its operations," commented Richard Geib, president and CEO of GlyEco. GlyEco will retain its manufacturing and sales businesses in additives, glycol, and the downstream additized glycol/water Performance Fluids, including antifreeze and heat transfer fluids, and will focus its remaining people and resources on these businesses. The company plans to grow aggressively, based on GlyEco's competitive strengths of vertical integration, extensive technological expertise, and its established reputation and relationships in these markets. With its new blending facility at its Institute, West Virginia glycol plant site, GlyEco plans to make and sell several times the volume of antifreeze that its Consumer Segment had been selling annually. As part of the consolidation enabled by this transaction, GlyEco will relocate its headquarters to the site of its glycol and Performance Fluids operations at Institute, West Virginia. About GlyEco, Inc. GlyEco, Inc. -- http://www.glyeco.com/-- is a developer, manufacturer and distributor of performance fluids for the automotive, commercial and industrial markets. The Company specializes in coolants, additives and complementary fluids. The Company's network of facilities, develop, manufacture and distribute products including a wide spectrum of ready to use anti-freezes and additive packages for the antifreeze/coolant, gas patch coolants and heat transfer fluid industries, throughout North America. The Company is headquartered in Rock Hill, South Carolina, and operates six facilities in the U.S. Glyeco incurred a net loss of $5.18 million for the year ended Dec. 31, 2017, compared to a net loss of $2.26 million for the year ended Dec. 31, 2016. As of Sept. 30, 2018, the Company had $12.09 million in total assets, $11.28 million in total liabilities, and $806,467 in total stockholders' equity. In its report dated April 2, 2018 with respect to the Company's consolidated financial statements for the years ended Dec. 31, 2017 and 2016, KMJ Corbin & Company LLP, the Company's independent registered public accounting firm, expressed substantial doubt about the Company's ability to continue as a going concern as a result of its recurring losses from operations and its dependence on our ability to raise capital, among other factors. As of Sept. 30, 2018, the Company has yet to achieve profitable operations and is dependent on its ability to raise capital from stockholders or other sources to sustain operations and to ultimately achieve profitable operations. These factors continue to raise substantial doubt about the Company's ability to continue as a going concern for at least one year from Nov. 14, 2018. GREATER LEWISTOWN: Trustee Seeks to Broaden Neblett's Employment ---------------------------------------------------------------- The Chapter 11 trustee for Greater Lewistown Shopping Plaza LP, filed with the U.S. Bankruptcy Court for the Middle District of Pennsylvania an amended application to employ the Law Office of John P. Neblett. In the court filing, John Neblett proposed to broaden the firm's employment to add Adam Weaver, Esq., part-time associate, and Lou Ann Neblett, paralegal. The firm will charge these hourly fees: John Neblett $300 Adam Weaver $275 Lou Ann Neblett $100 Neblett can be reached through: John P. Neblett P.A. Law Office of John P. Neblett P.O. Box 491 Reedsville, PA 17084 Phone: 717.667.7185 Fax: 717.620.3469 E-mail: jpn@neblettlaw.com About Greater Lewistown Shopping Plaza Greater Lewistown Shopping Plaza LP sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 17-00693) on Feb. 23, 2017. The petition was signed by Nicholas J Moraitis, president, NJM Lewistown Properties, Inc., sole general partner of Greater Lewistown Shopping Plaza, L.P. At the time of the filing, the Debtor estimated assets and liabilities of $10 million to $50 million. The case is assigned to Judge Robert N Opel II. The Debtor tapped Gary J. Imblum, Esq., at Imblum Law Offices, P.C., as counsel. John P. Neblett, Esq., was appointed Chapter 11 trustee in the Debtor's case. The Trustee tapped Mick Trombley Commercial Real Estate Services as real estate agent. H N HINCKLEY: $12K Private Sale of 2006 Ford Box Truck Approved --------------------------------------------------------------- Judge Joan N. Feeney of the U.S. Bankruptcy Court for the District of Massachusetts authorized H N Hinckley & Sons, Inc.'s private sale of a 2006 Ford Box Truck to Joe Thompson for $12,000 in cash. The sale is free and clear of liens, attachments, and encumbrances. The Debtor's request that the authorization of the sale be effective immediately, with the provisions of the Fed. R. Bankr. P. 6004(h) not applying, is denied. The Purchaser: Joe Thompson P.O. Box 1570 West Tisbury, MA About H N Hinckley & Sons H N Hinckley & Sons, Inc., headquartered in Vineyard Haven, Massachusetts, is a dealer of building material and supplies. H N Hinckley & Sons filed a Chapter 11 petition (Bankr. D. Mass. Case No. 18-10398) on Feb. 6, 2018. In the petition signed by Wayne M. Guyther III, president, the Debtor estimated assets and liabilities at $1 million to $10 million. The case is assigned to Judge Joan N. Feeney. The Debtor tapped Posternak Blankstein & Lund LLP as its legal counsel and Schlossberg LLC as the special counsel. H N HINCKLEY: $12K Private Sale of Utility Flat Bed Trailer Okayed ------------------------------------------------------------------ Judge Joan N. Feeney of the U.S. Bankruptcy Court for the District of Massachusetts authorized H N Hinckley & Sons, Inc.'s private sale of a 2012 Utility Flat Bed Trailer to Carroll's Martha's Vineyard Rapid Transit, Inc. for $12,000 in cash. The sale is free and clear of all encumbrances. The Debtor's request that the authorization of the sale be effective immediately, with the provisions of the Fed. R. Bankr. P. 6004(h) not applying, is denied. The Purchaser: CARROLL'S MARTHA'S VINEYARD RAPID TRANSIT, INC. 475 Edgartown Road Vineyard Haven, MA About H N Hinckley & Sons H N Hinckley & Sons, Inc., headquartered in Vineyard Haven, Massachusetts, is a dealer of building material and supplies. H N Hinckley & Sons filed a Chapter 11 petition (Bankr. D. Mass. Case No. 18-10398) on Feb. 6, 2018. In the petition signed by Wayne M. Guyther III, president, the Debtor estimated assets and liabilities at $1 million to $10 million. The case is assigned to Judge Joan N. Feeney. The Debtor tapped Posternak Blankstein & Lund LLP as its legal counsel and Schlossberg LLC as the special counsel. H N HINCKLEY: $8K Private Sale of 1998 Freightliner Tractor Okayed ------------------------------------------------------------------ Judge Joan N. Feeney of the U.S. Bankruptcy Court for the District of Massachusetts authorized H N Hinckley & Sons, Inc.'s private sale of a 1998 Freightliner Tractor to Carroll's Martha's Vineyard Rapid Transit, Inc. for $8,000, cash. The sale is free and clear of liens, attachments, and encumbrances. The Debtor's request that the authorization of the sale be effective immediately, with the provisions of the Fed. R. Bankr. P. 6004(h) not applying, is denied. The Purchaser: CARROLL'S MARTHA'S VINEYARD RAPID TRANSIT, INC. 475 Edgartown Road Vineyard Haven, MA About H N Hinckley & Sons H N Hinckley & Sons, Inc., headquartered in Vineyard Haven, Massachusetts, is a dealer of building material and supplies. H N Hinckley & Sons filed a Chapter 11 petition (Bankr. D. Mass. Case No. 18-10398) on Feb. 6, 2018. In the petition signed by Wayne M. Guyther III, president, the Debtor estimated assets and liabilities at $1 million to $10 million. The case is assigned to Judge Joan N. Feeney. The Debtor tapped Posternak Blankstein & Lund LLP as its legal counsel and Schlossberg LLC as the special counsel. IDEANOMICS INC: Inks Trade Finance Agreement With Ningbo Free Trade ------------------------------------------------------------------- Ideanomics has entered into an agreement with Ningbo Free Trade Zone Cross-Border Supply Chain Management and Settlement Technology Co., Ltd (NFTZ) to service cross-border supply chain management and trade finance services. The Ningbo Free Trade Zone services the Port of Ningbo-Zhoushan. The Port of Ningbo-Zhoushan holds the crown for being the first port to handle 1 billion tonnes in cargo throughput in a calendar year. Through this agreement, Ideanomics will have multiple revenue stream opportunities including a share of the fees in connection with the payment and settlement of up to RMB 500 million ($74M) per day in the Ningbo Free Trade Zone. According the terms of the agreement, Ideanomics will provide client referral services, fintech service support for NFTZ Clearing Company's platform, including risk management technology through artificial intelligence (AI), blockchain-based supply chain management and finance, and other big data management technology platforms. This includes Ideanomics blockchain finance and management platforms partners Bubi.cn and Jingtum, and the supply chain finance platform that is being created in partnership with Heying Fund Management, Cosco - Yuan Hai Fund Management, as was previous announced by Ideanomics. Together with NFTZ, Ideanomics will conduct in-depth collaboration in cross-border supply chain management and payment and settlement business in areas such as: * Cross-border RMB pricing settlement business (provided value is not higher than RMB 500 million per day); * Insurance Technology Innovation Products (a value-added services); * Platform financing services; * Digital asset trading services under the supply chain fund; * Import and export tax rebate facilitation services; * Introduce Artificial Intelligence (AI), based on a blockchain supply chain management, finance and other big data management technology platforms. About Ningbo Free Trade Zone Ningbo Free Trade Zone, Ningbo Export Processing Zone, and Ningbo Bonded Logistics Zone lies on the west coast of the Pacific Ocean, in the middle of the coastline of Chinese Mainland, at the south of The Yangtze River Delta. It is adjacent to the international metropolitan city, Shanghai. Located at the east of Ningbo, with Ningbo Beilun Port, the second largest port in Chinese Mainland as the neighbor, the area has a complete transportation network composed of expressway, railway, and sea wharf. About Ideanomics Ideanomics, formerly known as Seven Stars Cloud Group, Inc., seeks to become a next generation fintech company by leveraging blockchain and artificial intelligence technologies. The Company is headquartered in New York, NY, and has planned a "Fintech Village" center for Technology and Innovation in West Hartford, CT, and has offices in London, Hong Kong and Beijing, China. Seven Stars reported a net loss of $10.19 million for the year ended Dec. 31, 2017, compared to a net loss of $28.50 million for the year ended Dec. 31, 2016. As of Sept. 30, 2018, Ideanomics had $167.72 million in total assets, $123.10 million in total liabilities, $1.26 million in convertible redeemable preferred stock, and $43.35 million in total equity. B F Borgers CPA PC's report on the consolidated financial statements for the year ended Dec. 31, 2017, contains an explanatory paragraph expressing substantial doubt regarding the Company's ability to continue as a going concern. The auditors stated that the Company incurred recurring losses from operations, has net current liabilities and an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. INDUSTRIAL LAB: Industrial Lab Associates Buying Assets for $50K ---------------------------------------------------------------- Industrial Lab Analysis, Inc., asks the U.S. Bankruptcy Court for the Northern District of West Virginia to authorize the sale to Industrial Lab Associates, Inc. of (a) the following vehicles: (i) a 2013 Acura T1, (ii) a 2016 Honda CRV, and (iii) a 2008 BMW 328Xi for $20,000, plus assumption of the obligation to complete payment to Bank of America secured by a lien on the 2016 Honda CRV and to Main Street Bank secured by a lien on the 2008 BMW 328Xi; (b) laboratory equipment described on Exhibit A for $30,000. The recent difficulties experienced in the coal industry have seriously affected th Debtor's business, with the sale of certain mines and the closing of others resulting in the loss of customers and a significant reduction in its sales in the last few years. As reflected in its schedules, the corporation's gross income was $339,074 in 2016, but only $279,304 in 2017 and $134,746 through over eleven months in 2018. As a consequence, the Debtor has restructured its operations and reduced its payroll but the current environment leaves it unable to service its unsecured debt. Accordingly, prior to filing the chapter 11 Debtor entered into a contract proposing to sell the Vehicles to a new corporation, the Buyer, anticipating that said company will begin to provide similar services to its customers. The Debtor asks approval of the agreement. The agreement proposes to sell these three vehicles for $20,000 as follows: Description Estimated Value Lienholder Lien Amount 2016 Honda CRV $15,000 Bank of America $7,000 2008 BMWXi $ 7,000 Main Street Bank $4,000 2013 Acura TL $11,000 None N/A As can be seen from the chart, two of the three vehicles are subject to liens on the titles. In these two cases, the vehicles will be transferred to the purchasing entity subject to the existing liens. The Debtor believes that the offered purchase price represents as much or more than would be realized by a liquidation sale, particularly considering that no auctioneer fee or trustee's legal fee is contemplated. The second category of property to be transferred is referred to as the WesBanco collateral. The collateral is held by WesBanco as security for two liens, which have unpaid balances of approximately $12,134 and $40,000 respectively. The purchasing entity agrees that WesBanco's liens will continue to attach to the existing collateral until the current loans are paid in full. The parties anticipate that a liquidation of the collateral would be insufficient to pay the secured claims, and the secured creditor's best option to insure payment in full is to allow this transfer and future operation of the business by the new entity. WesBanco claims liens on two categories of assets, as follows: a. First, WesBanco claims a lien on laboratory equipment further described in the attached Exhibit A. All of the equipment is at least ten years old and has been fully depreciated. The terms of the sale provide for the purchaser to pay the sum of $30,000 to Wesbanco to be applied towards the secured loans held by said creditor. The Debtor believes this is more than the sale of the equipment would net at auction. b. The second category of property held as collateral by Wesbanco is certain accounts, including accounts receivable and cash as set forth in Exhibit B. The agreement provides that these accounts will likewise be transferred to the purchasing entity, but will remain subject to the Wesbanco liens until paid in full. The agreement provides that the purchasing entity will apply upon receipt a minimum of 50% of the accounts receivable as payment toward the WesBanco loans. The agreement will be effective upon approval of the Court. Wesbanco's liens will continue to attach to the identified collateral. Likewise, the Purchaser agrees that the two vehicle liens, with Bank of America and Main Street Bank, will continue to attach to the identified vehicles until said vehicle loans are paid in full. The Debtor and the purchaser understand that WesBanco, Bank of America and Main Street Bank, are all subject to personal guarantees of Bharat Maniar, who is a principal shareholder in both the Debtor and the purchaser. The Debtor, purchaser, and Mr. Maniar, all understand and agree that said personal guarantees will continue with respect to each of these three loans until paid in full. The closing for the transactions contemplated by the Agreement will take place at the offices of Hanlon, Estadt, McCormick & Schramm Co., LPA, 46457 National Road West. St. Clairsville, Ohio, no later than 14 days after final Court approval, if needed. The Buyer and the Seller will each pay their own expenses including, but not limited to, legal and accounting expenses incident to the execution of the Agreement and the consummation of the transactions contemplated hereby whether or not such transactions will be consummated. A copy of Exhibits A and B attached to the Motion is available for free at: http://bankrupt.com/misc/Industrial_Lab_12_Sales.pdf About Industrial Lab Analysis Industrial Lab Analysis, Inc. was incorporated in 1982. The incorporation was of an existing business which had been operating for many years. Its primary business is and has been the testing of water samples primarily for coal mines but also for other entities to assist in assuring compliance with environmental laws. Industrial Lab Analysis, Inc., sought Chapter 11 protection (Bankr. N.D. W.Va. Case No. 18-01161) on Dec. 26, 2018. The Debtor tapped Thomas McK. Hazlett, Esq., at Hanlon, Estadt, McCormick & Schramm, as counsel. INPIXON: Will Receive Gross Proceeds of $12M from Rights Offering ----------------------------------------------------------------- The rights offering of Inpixon expired as of 5:00 p.m. Eastern Time on Friday, Jan. 11, 2019, and, as such, the rights have expired. Participants are expected to be reduced pro-rata to the total offering size, which was increased from 10,000 units to 12,000 units. The Company is expected to receive gross proceeds of approximately $12 million. The Company expects that the closing of the Rights Offering will occur on or about Jan. 15, 2019, subject to the satisfaction or waiver of all conditions to closing. The Rights Offering was conducted pursuant to the Company's effective registration statement on Form S-3, as amended (Registration Statement No. 333-223960), previously filed with and declared effective by the Securities and Exchange Commission, and a prospectus and prospectus supplements filed with the SEC. Pursuant to the Rights Offering, the Company has agreed to sell an aggregate of 12,000 units consisting of an aggregate of 12,000 shares of Series 5 Convertible Preferred Stock and 3,600,000 warrants to purchase common stock exercisable for one share of common stock at an exercise price of $3.33 per share in accordance with the terms and conditions of a warrant agency agreement, resulting in gross proceeds to the Company of approximately $12 million, and net proceeds of approximately $10.77 million after deducting expenses relating to dealer-manager fees and expenses, and excluding any proceeds received upon exercise of any warrants. On Jan. 14, 2019, the Company entered into an amendment to that certain Dealer-Manager Agreement, dated Dec. 7, 2018, by and between the Company and Maxim Group LLC, as dealer-manager, in connection with the Company's rights offering, pursuant to which the Dealer-Manager Agreement was amended to reflect, among other things, (i) the increase to the offering amount from 10,000 units to 12,000 units, (ii) the previously announced repricing terms and (iii) the extension of the Offering to Jan. 11, 2019. On Jan. 14, 2019, the Company filed with the Secretary of State of the State of Nevada the Certificate of Designation that created the Series 5 Convertible Preferred Stock, authorized 12,000 shares of Series 5 Convertible Preferred Stock and designated the preferences, rights and limitations of the Series 5 Convertible Preferred Stock. The Series 5 Convertible Preferred Stock is non-voting (except to the extent required by law). The Series 5 Convertible Preferred Stock is convertible into the number of shares of Common Stock, determined by dividing the aggregate stated value of the Series 5 Convertible Preferred Stock of $1,000 per share to be converted by $3.33. About Inpixon Headquartered in Palo Alto, California, Inpixon is a technology company that helps to secure, digitize and optimize any premises with Indoor Positioning Analytics (IPA) for businesses and governments in the connected world. Inpixon Indoor Positioning Analytics is based on new sensor technology that finds all accessible cellular, Wi-Fi, Bluetooth and RFID signals anonymously. Paired with a high-performance, data analytics platform, this technology delivers visibility, security and business intelligence on any commercial or government premises worldwide. Inpixon's products, infrastructure solutions and professional services group help customers take advantage of mobile, big data, analytics and the Internet of Things (IoT). Inpixon reported a net loss of $35.03 million for the year ended Dec. 31, 2017, compared to a net loss of $27.50 million for the year ended Dec. 31, 2016. As of Sept. 30, 2018, Inpixon had $12.99 million in total assets, $3.96 million in total liabilities and $9.02 million in total stockholders' equity. Marcum LLP, in New York, the Company's auditor since 2012, issued a "going concern" opinion in its report on the Company's consolidated financial statements for the year ended Dec. 31, 2017, citing that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. Nasdaq Noncompliance Inpixon received a letter from the Listing Qualifications Staff of The Nasdaq Stock Market LLC on May 17, 2018, indicating that, based upon the closing bid price of the Company's common stock for the last 30 consecutive business days beginning on April 5, 2018 and ending on May 16, 2018, the Company no longer meets the requirement to maintain a minimum bid price of $1 per share, as set forth in Nasdaq Listing Rule 5550(a)(2). IPC CORP: S&P Lowers Issuer Credit Rating to 'CCC+', Outlook Neg. ----------------------------------------------------------------- S&P Global Ratings noted that global trading communication systems, compliance solutions, and network services provider IPC Corp.'s operating and financial performance continues to decline, resulting in forecast S&P Global Ratings-adjusted leverage of about 10x through 2019. Despite about $25 million-$35 million in total liquidity, S&P believes that covenant headroom will be tight over the next 12 months, which could reduce availability under the undrawn $25 million revolver. S&P is lowering all ratings on IPC by one notch, including its issuer credit rating to 'CCC+' from 'B-', as S&P believes the capital structure may be unsustainable longer term. The downgrade reflects IPC's weak operating and financial performance and the expectation for modest revenue and earnings declines in 2019, such that S&P Global Ratings-adjusted leverage remains very high at around 10x. The company continues to report weaker earnings, stemming primarily from client capital spending delays, despite increased product diversity derived from the company's software-as-a-service (SaaS) platform Unigy 360. Like industry peers, IPC faces secular industry pressures as equity traders' need for voice trading systems is replaced by computer automation. These competitive pressures, coupled with rollout costs associated with the company's entry into new markets and products results in lower earnings. S&P said, "The negative outlook reflects the potential for a lower rating if we believe a default or restructuring is likely within the next 12 months. We believe earnings and cash flow that are weaker than we currently project could cause a covenant breach that the company is unable to cure. It could also make it more difficult for the company to extend that maturity of its revolver (which provides the majority of excess liquidity), preventing the company from meeting debt service requirements in 2020. "We could lower the rating over the next few months if we believe the company will face a near-term liquidity shortfall or default, such as a distressed exchange or a violation of its total leverage covenant that cannot be cured. This could occur if weak trends in the legacy communications business accelerate and are not sufficiently offset by growth from newer offerings, or if operational missteps due to its new cost-reduction initiatives pressure liquidity. "We could revise the outlook to stable if top-line pressures moderate and S&P Global Ratings-adjusted EBITDA margins return to the mid- to high-20% area and we believe this trend is sustainable. This would most likely be driven by the successful implementation of the company's new cost-saving initiative, combined with flat to low–single-digit percentage top-line growth, likely driven by new products offsetting the decline of the company's legacy communications products. We believe these factors could improve its liquidity position, including greater covenant headroom. However, an outlook revision stable would depend on refinancing the company's $25 million revolving credit facility." J&M PROPERTIES: Taps Mesch Clark as Legal Counsel ------------------------------------------------- J&M Properties, LLC, received approval from the U.S. Bankruptcy Court for the District of Arizona to hire Mesch Clark Rothschild 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. Isaac Rothschild, Esq., a partner at Mesch Clark and the attorney who will be handling the case, charges $395 per hour. The hourly rates for other attorneys of the firm range from $275 to $575 while the hourly rates for paraprofessionals range from $110 to $215. The firm received an initial retainer in the sum of $10,000. Mr. Rothschild disclosed in a court filing that his firm neither holds nor represents any interest adverse to the Debtor's bankruptcy estate. Mesch Clark can be reached through: Frederick J. Petersen, Esq. Isaac D. Rothschild, Esq. Mesch Clark Rothschild 259 North Meyer Avenue Tucson, AZ 85701 Phone: (520) 624-8886 Fax: (520) 798-1037 E-mail: fpetersen@mcrazlaw.com E-mail: irothschild@mcrazlaw.com About J&M Properties J&M Properties, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 18-14690) on Dec. 4, 2018. The case is been assigned to Judge Scott H. Gan. Mesch Clark Rothschild is the Debtor's counsel. JAMES FOODS: Seeks to Hire Ivey McClellan as Legal Counsel ---------------------------------------------------------- James Foods Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of North Carolina to hire Ivey, McClellan, Gatton & Siegmund, LLP as its legal counsel. The firm will advise the Debtor regarding the preservation of its assets; assist the Debtor in investigating and examining contracts, financing statements and other related documents; and provide other legal services related to its Chapter 11 case. Dirk Siegmund, Esq., and Samantha Brumbaugh, Esq., the attorneys who will be handling the case, charge $390 per hour and $350 per hour, respectively. Mr. Siegmund disclosed in a court filing that he and other members of the firm do not represent any interest adverse to the Debtor and its bankruptcy estate. The firm can be reached through: Dirk Siegmund, Esq. Samantha Brumbaugh, Esq. Ivey, McClellan, Gatton & Siegmund, LLP 100 South Elm Street, Suite 500 P.O. Box 3324 Greensboro, NC 27401 Tel: 336-274-4658 Fax: 336-274-4540 E-mail: dws@iveymcclellan.com About James Foods Inc. James Foods, Inc. is a food manufacturer based in Graham, North Carolina, specializing in a full line of foodservice and retail frozen gourmet entrees and desserts. James Foods sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C. Case No. 19-10017) on Jan. 8, 2019. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of $1 million to $10 million. The case is assigned to Judge Catharine R. Aron. Ivey, McClellan, Gatton & Siegmund, LLP, is the Debtor's counsel. JME TRUCKING: U.S. Trustee Objects to Disclosure Statement ---------------------------------------------------------- Patrick S. Layng, United States Trustee for the Western District of Wisconsin, objects to the adequacy of the disclosure statement explaining JME Trucking, LLC's Chapter 11 Plan. The U.S. Trustee complains that the Disclosure Statement lacks sufficiently detailed cash flow analysis and projections. The Trustee points out that the creditors should have more information than the Debtor’s conclusory statement that the Debtor now has an "increased bottom line." The Plan calls for payment of approved professional fees in cash and in full on the effective date of the Plan, according to the Trustee, no estimate of those amounts is provided in either the Plan or the Disclosure Statement. Without a complete liquidation analysis, the Trustee asserts that it is impossible to ascertain whether the Plan passes the best interest of creditors test. The Trustee complains that there are two small errors to correct in the Plan: Article VI states that JME Trucking LLC shall "continue operations as the Debtor in Possession until the Plan contemplates there will be no change in management . . ." when it appears that it should say "continue operations as the Reorganized Debtor as the Plan contemplates . . ." Article II lacks a statement specifying that the Reorganized Debtor shall file all quarterly reports and pay all quarterly fees when due, the U.S. Trustee asserts. About JME Trucking JME Trucking, LLC, is a limited liability company owned 100% by John Evenson. Mr. Evenson is the sole operating member of JME Trucking, LLC. It is located and operates the trucking company at 2120 16 1/2 Street, Rice Lake, Wisconsin. It leases this commercial property from an unrelated third party. JME Trucking filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wis. Case No. 18-11512) on May 3, 2018, estimating under $1 million in assets and liabilities. The case is assigned to Chief Judge Catherine J. Furay. Mart W. Swenson, at The Swenson Law Group, is the Debtor's counsel. LA TRINIDAD: Unsecured Creditors to Recoup 100% Under Plan ---------------------------------------------------------- La Trinidad Elderly LP SE filed a Plan of Reorganization and accompanying Disclosure Statement. Class 3 - General Unsecured Creditors. Those who filed a proof of claim and those secured creditors, who after the Debtor's efforts have agreed to be considered part of their claim as unsecured, are included in this class. The debt under this class has been estimated by the Debtor in the amount of $1,200,000. This class will be paid in cash and in full on the later of (a) the Effective Date of the Plan or (b) the Entry of a Court Order authorizing the disbursement of sales proceeds realized upon transfer of the property on the terms detailed in the Plan of Reorganization. Class 5 - Loiza Ponce Holdings, LLC are impaired. This class is comprised by the amounts claimed by Loiza Ponce, LLC. The Debtor schedules this creditor in the amount of $3,677,104 and classified this as a disputed claim pending against this estate. The Debtor schedules and classified this creditor as a disputed claim which is contested by way of the adversary proceeding filed by the Debtor on December 5, 2018. Any dividend to this class will only after the entry of a final Judgment to be entered by the Honorable Court and in accordance with the distribution provisions contained in the Plan of Reorganization. The Debtor will have sufficient funds to make all payments due under this Plan. Upon Order to be entered by the Honorable Court upon a Motion for Sale of Property to be filed, the Debtor will complete an orderly transfer of the real property, the operations and the existing rental agreements to a qualified operator subject to the liens and restrictive covenants imposed by "PRHFA". With the sales proceeds obtained from the sale, the Debtor will provide lump sum payments for all classes to which the Plan proposes a payment distribution. A full-text copy of the Disclosure Statement dated December 24, 2018, is available at: http://bankrupt.com/misc/prb18-1805549ESL11-84.pdf About La Trinidad Elderly LP SE La Trinidad Elderly LP SE is a privately-held company in San Juan, Puerto Rico, engaged in activities related to real estate. La Trinidad Elderly sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 18-05549) on Sept. 25, 2018. In the petition signed by Jorge A. Rios Pulperio, president and managing partner, the Debtor disclosed that it had estimated assets of $1 million to $10 million and liabilities of $10 million to $50 million. Judge Brian K. Tester presides over the case. MARK HANNA: Selling Nine Mile Falls Property for $260K ------------------------------------------------------ Mark Kenna Hanna and Jennifer Hanna, also known as Jamie Hanna, ask the U.S. Bankruptcy Court for the Eastern District of Washington to authorize the sale of the commercial real property located at 10013 W. Charles Road, Nine Mile Falls, Washington for $260,000. The Debtors and Brandi Graham-Snow jointly own the Real Property. They each own a 50% interest in an entity called "The Tin Cup Cafe and Country Store, LLC." The Tin Cup owns personal property consisting of inventory, fixtures and equipment used in a business conducted by the Tin Cup upon the Real Property. The Tin Cup Property is not property of the Debtors' bankruptcy estate. The Debtors believe the estimated fair market value of the Real Property, without deductions for interests of entities other than the estate, is $226,385; and believe the estimated fair market value of the Tin Cup Property, without deductions for interests of entities other than the Tin Cup, is $32,365, for a total value of $260,000. The basis of this estimated fair market value is that on Nov. 8, 2017, the Real Property was listed for sale at $295,000. There were no offers to purchase the Real Property and on Aug. 4, 2017, the listing price was reduced to $275,000. No offers were received at the reduced price. The listing agreement terminated on Nov. 8, 2017. After the listing terminated, Debtors received an offer in the amount of $257,000. This sale did not close and the Real Property was re-listed with Cantu Commercial Properties, LLC on Oct. 9, 2018 for $275,000. The Sellers received an offer to purchase the Real Property dated March 3, 2018. The gross sale price is $260,000. Of this, $227,635 is attributed to the Real Property and $32,365 is attributed to the Tin Cup Property. The terms of the sale are $2,500 earnest money with the balance of $257,500 cash at closing. The sale is contingent upon financing. The closing is estimated to occur on April 15, 2019. The Closing Agent asks an order approving the sale. The purchasers are represented by Dan Mullenix of Cantu; the Debtors and Ms. Graham-Snow are represented by Sam Morse of Cantu. A commission of $15,600 (6 % of the sale price) will be paid by the estate; $7,800 (3%) to Dan Mullenix of Cantu and $7,800 (3%) to Sam Morse of Cantu. There are four known claimed interests in the Real Property: 1) A first-position real property tax lien by Spokane County Treasurer for 2019 taxes in estimated amount of $2,500 to be pro-rated at closing; 2) A second-position deed of trust held by the Class 4 Creditor, Washington Trust Bank in the amount of $90,697; 3) The 50% ownership interest held by Ms. Graham-Snow, who consents to this sale; and 4) A third-position lien in favor of Class 6 Creditors Allan and Gina Margitan arising from a judgment in the amount of $0. The Tin Cup Property is not being sold pursuant to provisions of the Bankruptcy Code. Tin Cup's interests in the Tin Cup Property will not be affected by the sale, and will be vested in the Tin Cup Property Sale Proceeds. The only known interest in the Tin Cup Property is held by the Tin Cup, which consents to this sale. Ms. Graham-Snow consents to the sale of the Tin Cup Property. The Debtors estimate costs of closing the sale as follows: Closing Agent's charges to Steve Gustafson: $3,000 Title insurance $800 Recording fees $75 Realtor's commission to $15,600 Dan Mullenix and Sam Morse of Cantu The Debtors estimate an additional cost of closing in the amount of $4,000 comprised of excise taxes and other fees due to Spokane County entities attributable to the sale of Ms. Graham-Snow's 50% ownership interests in the Real Property The Debtors ask the Court to approve the relief sought. Mark Kevin Hanna and Jennifer McWilliams-Hanna sought Chapter 11 protection (Bankr. E.D. Wash. Case No. 16-03437) on Nov. 2, 2016. The Debtors tapped Ian Ledlin, Esq., at Phillabau, Ledline Matthews Sheldon PLLC. MGTF RADIO: Plan Confirmation Hearing Set for Feb. 19 ----------------------------------------------------- Bankruptcy Judge Charles E. Rendlen, III approved MGTF Radio Company, LLC and WPNT, Inc.'s disclosure statement for their joint plan of reorganization dated Nov. 13, 2018. The voting deadline and plan objection deadline is Jan. 29, 2019 at 4:00 p.m. The confirmation hearing date is Feb. 12, 2019 at 10:00 a.m. The Troubled Company Reporter previously reported that all consideration necessary for the Reorganized Debtors to make payments or distributions under the Plan will be obtained from the New Term Loan, the issuance of the New Equity, and from Cash on hand (including Cash from business operations). A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/moeb18-41671-143.pdf About MGTF Radio Company MGTF Radio Company, LLC, which conducts business under the name Steel City Media, is a multimedia company offering print, radio, and digital advertising solutions. Its stations include Country KBEQ (Q104), Country KFKF, Top 40 KMXV (MIX 93.3), and AC KCKC (KC 102.1). The company was founded in 1984 and is based in Pittsburgh, Pennsylvania, with a location in Kansas City, Missouri. MGTF Radio Company sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mo. Case Nos. 18-41671 and 18-41672) on March 20, 2018. In the petitions signed by Michael J. Frischling, vice-president, MGTF Radio and WPNT estimated assets and liabilities of $50 million to $100 million. The Debtors hire Carmody MacDonald P.C. as their legal counsel; and Smithwick & Belendiuk, P.C., as special counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 cases. N&B MANAGEMENT: Trustee Selling Swissvale Borough Property for $35K ------------------------------------------------------------------- Jeffrey J. Sikirica, Chapter 11 Trustee for N & B Management Co., LLC, asks the U.S. Bankruptcy Court for the Western District of Pennsylvania to authorize the sale of the real property located at 2033 Lafayette Street, Swissvale Borough, Allegheny County, Pennsylvania, and identified as tax parcel 0178-F-00080-0000-00, to John Korn or his assigns for $35,000, subject to higher and better offers. A hearing on the Motion was held on Jan. 31, 2019 at 2:30 p.m. The objection deadline is Jan. 17, 2019. Respondents Borough of Swissvale, Woodland Hills School District, Treasurer of Allegheny County and Jordan Tax Service, Inc. ("Taxing Authorities") represent any unpaid real taxes assessed against the Real Property. Amounts owed to the Taxing Authorities will be determined, pro-rated and paid at the closing on the sale of the Real Property. Respondent Wilkinsburg-Penn Joint Water Authority represents an unpaid municipal sewage and water liens against the Real Property. Amounts owed to the Municipal Authority will be determined and paid at the closing on the sale of the Real Property. Respondent, Borough of Mount Oliver, filed a municipal lien for sewage in the Court of Common Pleas of Allegheny County at GD-17-003529. It is believed said lien is filed against property other than the Real Property subject to the current motion to sell and Respondent is listed for notice purposes. To the extent this Respondent has any claim against the Real Property, said claim transfers to the proceeds received from the sale. Respondent, Borough of West Mifflin, filed a sci fa sur tax lien in the Court of Common Pleas of Allegheny County at GD-17-009936. It is believed said lien is filed against property other than the Real Property subject to the current motion to sell and Respondent is listed for notice purposes. To the extent this Respondent has any claim against the Real Property, said claim transfers to the proceeds received from the sale. Respondents, Ziv Hadar and Nancy Maribel Rosales Llaury, filed a lis pendens and complaint in the Court of Common Pleas of Allegheny County at GD-16-003520. It is believed said lis pendens and complaint are filed against property other than the Real Property subject to the current motion to sell and Respondents are listed for notice purposes. To the extent this Respondents have any claim against the Real Property, said claim transfers to the proceeds received from the sale. Respondent, Natan Nagar filed a lis pendens in the Court of Common Pleas of Allegheny County at GD-15-022289. It is believed said lis pendens is filed against property other than the Real Property subject to the current motion to sell and Respondent is listed for notice purposes. To the extent this Respondent has any claim against the Real Property, said claim transfers to the proceeds received from the sale. The Respondent, Ronen Rimoni filed a lis pendens and complaint in the Court of Common Pleas of Allegheny County at GD-16-006319. It is believed said lis pendens and complaint are filed against property other than the Real Property subject to the current motion to sell and Respondent is listed for notice purposes. To the extent this Respondent has any claim against the Real Property, said claim transfers to the proceeds received from the sale. Respondent, Alon Rimoni filed a lis pendens and complaint in the Court of Common Pleas of Allegheny County at GD-15-022290. It is believed said lis pendens and complaint are filed against property other than the Real Property subject to the current motion to sell and Respondent is listed for notice purposes. To the extent this Respondent has any claim against the Real Property, said claim transfers to the proceeds received from the sale. Lewi Schapira filed a complaint to quiet title in the Court of Common Pleas of Allegheny County at GD-15-016077. Respondents Shimon Bar and Gilia Bar intervened as additional Plaintiffs in the complaint. It is believed this matter has been settled pursuant to an order entered by the Court at docket no. 99 and Respondents are listed for notice purposes. To the extent this Respondents have any claim against the Real Property, said claim transfers to the proceeds received from the sale. Respondent, Erez Rimoni filed a series of lis pendens and complaints in the Court of Common Pleas of Allegheny County at GD-15-021940, GD-15-021941, GD-15-021942, GD-15-021943, GD-15-021952 and GD-15-21954. It is believed said lis pendens and complaints are filed against properties other than the Real Property subject to the current motion to sell and Respondent is listed for notice purposes. To the extent this Respondent has any claim against the Real Property, said claim transfers to the proceeds received from the sale. The Trustee has received an offer of $35,000 from Korn. They entered into the Standard Agreement for the Sale of Real Property. By the Sale Motion, the N & B Trustee asks approval of the sale of the real Property to Korn or to a Successful Bidder if additional bidders appear, subject to higher and better offers. He asks that the proposed sale be ordered to take place "as is, where is and with all faults with no representations and/or warranties of any kind, free and clear of any and all liens, claims, and encumbrances, and, that the liens, claims, and encumbrances be divested and discharged from the Real Property and transferred to the proceeds of the sale, but only to the extent that they are found to be valid, enforceable and unavoidable liens, claims, and encumbrances. The Trustee submits that the Purchase Price will be distributed at the closing as follows consistent with the order approving the sale: a. Real estate transfer taxes estimated in the amount of 2% of the final sales price will be prorated equally between the Successful Bidder and the Debtor; b. Real estate taxes for the school district, county and City, including all delinquent real estate taxes due at the time of the closing will be prorated over the tax year of the closing date between the Successful Bidder and the Debtor; c. Municipal liens for sewage, water and rubbish due from any sources at the time of closing; d. Real estate broker's commission and fees of $4,000 plus $395; e. Normal miscellaneous closing costs related to documentation, lien letters, etc., and, f. The balance of the proceeds will be held in trust by the N & B Trustee pending distribution pursuant to further Order of Court. The N & B Trustee, using its reasoned business judgment, believe that the best way to maximize the value of this asset is to sell the asset in the form and manner contemplated in the Sale Motion. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/N&B_Management_220_Sales.pdf About N & B Management Co N & B Management Company, LLC, filed a Chapter 11 bankruptcy petition (Bankr. W.D. Pa. Case No. 16-24728) on Dec. 23, 2016, estimating less than $1 million in assets and liabilities. Jeffrey Sikirica was appointed Chapter 11 trustee in the Debtor's case on May 15, 2018. Francis E. Corbett, Esq., is the Debtor's counsel. Jeffrey J. Sikirica, Esq., in Gibsonia, Pennsylvania, serves as the Debtor's counsel. N&B MANAGEMENT: Trustee Selling Swissvale Borough Property for $40K ------------------------------------------------------------------- Jeffrey J. Sikirica, Chapter 11 Trustee for N & B Management Co., LLC, asks the U.S. Bankruptcy Court for the Western District of Pennsylvania to authorize the sale of the real property located at 1914 Lafayette Street, Swissvale Borough, Allegheny County, Pennsylvania, and identified as tax parcel 0178-F-00126-0000-00, to John Korn or his assigns for $40,000, subject to higher and better offers. A hearing on the Motion was held on Jan. 31, 2019 at 2:30 p.m. The objection deadline is Jan. 17, 2019. Respondents Borough of Swissvale, Woodland Hills School District, Treasurer of Allegheny County and Jordan Tax Service, Inc. ("Taxing Authorities") represent any unpaid real taxes assessed against the Real Property. Amounts owed to the Taxing Authorities will be determined, pro-rated and paid at the closing on the sale of the Real Property. Respondent Wilkinsburg-Penn Joint Water Authority represents an unpaid municipal sewage and water liens against the Real Property. Amounts owed to the Municipal Authority will be determined and paid at the closing on the sale of the Real Property. Respondent, Borough of Mount Oliver, filed a municipal lien for sewage in the Court of Common Pleas of Allegheny County at GD-17-003529. It is believed said lien is filed against property other than the Real Property subject to the current motion to sell and Respondent is listed for notice purposes. To the extent this Respondent has any claim against the Real Property, said claim transfers to the proceeds received from the sale. Respondent Borough of West Mifflin, filed a sci fa sur tax lien in the Court of Common Pleas of Allegheny County at GD-17-009936. It is believed said lien is filed against property other than the Real Property subject to the current motion to sell and Respondent is listed for notice purposes. To the extent this Respondent has any claim against the Real Property, said claim transfers to the proceeds received from the sale. Respondents Ziv Hadar and Nancy Maribel Rosales Llaury, filed a lis pendens and complaint in the Court of Common Pleas of Allegheny County at GD-16-003520. It is believed said lis pendens and complaint are filed against property other than the Real Property subject to the current motion to sell and Respondents are listed for notice purposes. To the extent this Respondents have any claim against the Real Property, said claim transfers to the proceeds received from the sale. Respondent Natan Nagar filed a lis pendens in the Court of Common Pleas of Allegheny County at GD-15-022289. It is believed said lis pendens is filed against property other than the Real Property subject to the current motion to sell and Respondent is listed for notice purposes. To the extent this Respondent has any claim against the Real Property, said claim transfers to the proceeds received from the sale. Respondent Ronen Rimoni filed a lis pendens and complaint in the Court of Common Pleas of Allegheny County at GD-16-006319. It is believed said lis pendens and complaint are filed against property other than the Real Property subject to the current motion to sell and Respondent is listed for notice purposes. To the extent this Respondent has any claim against the Real Property, said claim transfers to the proceeds received from the sale. Respondent Alon Rimoni filed a lis pendens and complaint in the Court of Common Pleas of Allegheny County at GD-15-022290. It is believed said lis pendens and complaint are filed against property other than the Real Property subject to the current motion to sell and Respondent is listed for notice purposes. To the extent this Respondent has any claim against the Real Property, said claim transfers to the proceeds received from the sale. Respondent Lewi Schapira filed a complaint to quiet title in the Court of Common Pleas of Allegheny County at GD-15-016077. Respondents Shimon Bar and Gilia Bar intervened as additional Plaintiffs in the complaint. It is believed this matter has been settled pursuant to an order entered by the Court at docket no. 99 and Respondents are listed for notice purposes. To the extent this Respondents have any claim against the Real Property, said claim transfers to the proceeds received from the sale. Respondent Erez Rimoni filed a series of lis pendens and complaints in the Court of Common Pleas of Allegheny County at GD-15-021940, GD-15-021941, GD-15-021942, GD-15-021943, GD-15-021952 and GD-15-21954. It is believed said lis pendens and complaints are filed against properties other than the Real Property subject to the current motion to sell and Respondent is listed for notice purposes. To the extent this Respondent has any claim against the Real Property, said claim transfers to the proceeds received from the sale. The Trustee has received an offer of $40,000 from Korn. They entered into the Standard Agreement for the Sale of Real Property. By the Sale Motion, the N & B Trustee asks approval of the sale of the real Property to Korn or to a Successful Bidder if additional bidders appear, subject to higher and better offers. He asks that the proposed sale be ordered to take place "as is, where is and with all faults with no representations and/or warranties of any kind, free and clear of any and all liens, claims, and encumbrances, and that the liens, claims, and encumbrances be divested and discharged from the Real Property and transferred to the proceeds of the sale, but only to the extent that they are found to be valid, enforceable and unavoidable liens, claims, and encumbrances. The Trustee submits that the Purchase Price will be distributed at the closing as follows consistent with the order approving the sale: a. Real estate transfer taxes estimated in the amount of 2% of the final sales price will be prorated equally between the Successful Bidder and the Debtor; b. Real estate taxes for the school district, county and City, including all delinquent real estate taxes due at the time of the closing will be prorated over the tax year of the closing date between the Successful Bidder and the Debtor; c. Municipal liens for sewage, water and rubbish due from any sources at the time of closing; d. Real estate broker's commission and fees of $4,000 plus $395; e. Normal miscellaneous closing costs related to documentation, lien letters, etc., and, f. The balance of the proceeds will be held in trust by the N & B Trustee pending distribution pursuant to further Order of Court. The N & B Trustee, using its reasoned business judgment, believe that the best way to maximize the value of this asset is to sell the asset in the form and manner contemplated in the Sale Motion. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/N&B_Management_223_Sales.pdf About N & B Management Co N & B Management Company, LLC, filed a Chapter 11 bankruptcy petition (Bankr. W.D. Pa. Case No. 16-24728) on Dec. 23, 2016, estimating less than $1 million in assets and liabilities. Jeffrey Sikirica was appointed Chapter 11 trustee in the Debtor's case on May 15, 2018. Francis E. Corbett, Esq., is the Debtor's counsel. Jeffrey J. Sikirica, Esq., in Gibsonia, Pennsylvania, serves as the Debtor's counsel. NSC WHOLESALE: Hires A.J. Willner to Auction Liquor Licenses ------------------------------------------------------------ NSC Wholesale Holdings, LLC, and affiliates, ask the U.S. Bankruptcy Court for the District of Delaware to authorize (i) their engagement agreement with A.J. Willner Auctions with respect to the sale of a liquor license relating to their former store location in Lodi, New Jersey; (ii) the sale and liquidation of the Liquor License free and clear of all liens, claims and encumbrances through AJW; and (iii) waiving the information requirements of Local Rule 2016-2. A hearing on the Motion is set for Feb. 13, 2019 at 10:00 a.m. (ET). The objection deadline is Jan. 16, 2019 at 4:00 p.m. (ET). As of the Petition Date, the Debtors owned and operated a chain of 11 general merchandise closeout stores located in four states. The stores, which operated under the name "National Wholesale Liquidators," were targeted to lower and lower/middle income customers in densely populated urban and suburban markets. On Nov. 13, 2018, the Court entered the Interim Compensation Order, pursuant to which it approved procedures for the assertion and payment of professional fees and expenses incurred by the Debtors' and the Committee's professionals in these cases. Thereafter, on Nov. 20, 2018, the Debtors filed their schedules of assets and liabilities and statements of financial affairs. Since the outset of these cases, in order to preserve value for their estates, the Debtors have been proceeding with store closing or similarly themed sales of the Debtors' inventories in accordance with the Final Order (I) Authorizing the Debtors to Operate under the Consulting Agreement; (II) Authorizing and Approving the Conduct of Store Closing or Similar Themed Sales, with Such Sales to be Free and Clear of All Liens, Claims and Encumbrances; and (IV) Granting Related Relief. Furthermore, on Nov. 29, 2018 and Nov. 30, 2018, the Court entered orders authorizing the assumption and assignment and/or termination of certain of the Debtors' unexpired leases and the sales of certain of their assets. The transactions contemplated by the Sale Orders closed on Nov. 30, 2018. In addition to the Sale Orders, on Nov. 30, 2018, the Court entered the Omnibus Rejection Order, pursuant to which the Debtors rejected any executory contracts and unexpired leases not assumed and assigned or terminated pursuant to the Sale Orders, effective as of Nov. 30, 2018. As of the date of the Motion, the Debtors have vacated each of their former store locations and ceased retail operations. Following entry of the Sale and Omnibus Rejection Orders, the Debtors located documentation concerning the Liquor License, including a copy of the Liquor License. The Liquor License is a plenary retail distribution license that was used in connection with the Debtors' former Lodi, New Jersey store location. Because the Debtors are no longer operating and have rejected the lease associated with the Lodi Store, the Debtors no longer require the Liquor License. Upon investigation, the Debtors have determined that the Liquor License has value such that the sale of the Liquor License, for the benefit of the Debtors' estates and creditors, is worthwhile to pursue. To market the Liquor License most effectively and, thereby, to liquidate the Liquor License for the highest and best price, the Debtors request authority to employ AJW as auctioneer pursuant to the terms and conditions of the Auction Agreement. Prior to selecting AJW to serve as auctioneer, the Debtors’ solicited proposals from two auctioneers, including AJW. Based on AJW's reputation, its significant experience in auctioning liquor licenses, particularly in the Northern New Jersey area, and the reasonableness of AJW's proposed engagement, the Debtors determined that AJW's proposal was superior. AJW has been in business for over 90 years and performs approximately 60-70 auctions per year. The Debtors further believe that the engagement of AJW to sell the Liquor License on the terms set forth in the Auction Agreement will best serve their estates and creditors. The Debtors and AJW engaged in arms'-length discussions concerning the terms of the Auction Agreement and the Debtors believe that its terms are fair and reasonable and that AJW's retention is necessary to maximize the value of the Liquor License. Moreover, the proposed compensation sought for AJW is commensurate with compensation that it has received for performing similar services in other cases. As part of its duties as the Debtors' auctioneer, AJW will, among other things, develop and implement a comprehensive marketing plan for the sale of the Liquor License, targeting area liquor store owners, real estate developers, retailer landlords and retail distribution licensees. In doing so, AJW will utilize both digital and traditional marketing platforms, such as targeted direct mailings, newspaper ad placements, digital advertising on certain websites and email blasts. AJW will further provide the Debtors with a reporting and reconciliation of all accounting information contemplated by the Auction Agreement. The pertinent terms of the Auction Agreement are: (a) The Debtors have agreed to retain AJW as auctioneer to sell the Liquor License through a publicly-marketed sale. (b) AJW will not be entitled to any buyer's premium in connection with the sale of the Liquor License. (c) AJW will be entitled to a commission of 9.5% on the gross sale proceeds of the Liquor License. Following the sale of the Liquor License, AJW will turn over the proceeds of the sale to the Debtors, net of the commission. (d) AJW will cover all expenses incurred in connection with the sale of the Liquor License and the Auction Agreement. Given the nature of the services to be performed by AJW and the manner of compensation of such services, the Debtors respectfully ask that they be permitted to pay AJW its commission in accordance with the Auction Agreement at the time such amount becomes payable under the Auction Agreement, without the need for AJW to file fee applications for such amounts and without further order of the Court. The Debtors further submit that it is appropriate that the Liquor License be sold free and clear of liens, claims, encumbrances and other interests, with such liens to be transferred and attached to the proceeds of the sale. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/NSC_Wholesale_297_Sales.pdf The Auctioneer can be reached at: A.J. WILLNER AUCTIONS 141 Hawkins Place, #383 Boonton, NJ 07005 Telephone: (908) 789-9999 Facsimile: (908) 928-9788 About NSC Wholesale NSC Wholesale Holdings and its subsidiaries -- https://www.nwlshop.com/ -- own and operate a chain of 11 general merchandise close-out stores located in four states: Massachusetts, New Jersey, New York and Pennsylvania. The Stores, which operate under the name "National Wholesale Liquidators," are targeted to lower and lower/middle income customers in densely populated urban and suburban markets. At October 2018, the Company had 695 employees, 629 of whom are employed on a full time basis and 66 of whom are employed part time. On Oct. 24, 2018, NSC Wholesale and six of its subsidiaries filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 18-12394). In the petition signed by CEO Scott Rosen, the Debtors estimated assets and liabilities at $10 million to $50 million. Hon. Kevin J. Carey presides over the cases. The Debtors tapped Saul Ewing Arnstein & Lehr LLP as bankruptcy counsel; Getzler Henrich & Associates LLC and SSG Advisors LLC as financial advisor and investment banker; and Omni Management Group Inc. as claims & noticing agent. OAKVIEW FARMS: Seeks to Hire Warren J. Fields as Counsel -------------------------------------------------------- Oakview Farms, LLC, seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire the Law Office of Warren J. Fields as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code and will provide other legal services related to its Chapter 11 case. The firm will charge $325 per hour for the services of its attorney and $150 per hour for paralegal services. Warren J. Fields has no connection with the Debtor, the creditors or any other "party in interest," according to court filings. The firm can be reached through: Warren J. Fields, Esq. Law Office of Warren J. Fields P.O. Box 809 Houston, TX 77492 Tel: 281-496-3030 Fax: 832-202-2341 Email: wfields@wfields-law.com About Oakview Farms LLC Oakview Farms, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case No. 18-36303) on Nov. 6, 2018. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of $1 million to $10 million. The case is assigned to Judge Eduardo V. Rodriguez. OKLAHOMA PROCURE: PCO Seeks to Hire Pepper Hamilton as Counsel -------------------------------------------------------------- The patient care ombudsman appointed in Oklahoma ProCure Management, LLC's Chapter 11 case seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire legal counsel. Deborah Burian proposes to employ Pepper Hamilton, LLP to advise her concerning potential health law-related issues and provide other legal services related to the Debtor's Chapter 11 case. The firm will charge these hourly fees: Evelyn Meltzer Partner $600 John Schanne II Associate $505 Kenneth Listwak Associate $405 Monica Molitor Paralegal $295 Evelyn Meltzer, Esq., a partner at Pepper Hamilton, disclosed in a court filing that her firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Evelyn J. Meltzer, Esq. John H. Schanne II, Esq. Kenneth A. Listwak Pepper Hamilton, LLP Hercules Plaza, Suite 5100 1313 Market Street P.O. Box 1709 Wilmington, DE 19899-1709 Phone: 302.777.6532 Fax: 302.421.8390 E-mail: meltzere@pepperlaw.com E-mail: schannej@pepperlaw.com E-mail: listwakk@pepperlaw.com About Oklahoma ProCure Management Oklahoma ProCure Management, LLC -- https://www.procure.com/ -- operates the ProCure Proton Therapy Center in Oklahoma City that utilizes proton therapy for treatment of cancer. Oklahoma ProCure sought bankruptcy protection (Bankr. D. Del. Case No. 18-12622) on Nov. 15, 2018. In the petition signed by James J. Loughlin, Jr., VP/assistant treasurer, the Debtor estimated assets of $10 million to $50 million and liabilities of $100 million to $500 million. Judge Mary F. Walrath presides over the case. The Debtor tapped Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell LLP, as general counsel. ORION HEALTHCORP: Discloses More Info on Settlement with Lenders ---------------------------------------------------------------- Orion HealthCorp, Inc. et al., filed a second amended disclosure statement explaining their second amended Chapter 11 joint plan of liquidation to disclose the standing motion settlement among the Debtors, Secured Lenders and the Official Committee of Unsecured Creditors. The Debtors believe that the Plan and Standing Motion Settlement embodied therein are in the best interests of the Estates for several reasons. First, the Standing Motion Settlement provides the funding necessary to pursue the Causes of Action on behalf of all Creditors. Second, the Standing Motion Settlement allows the Holders of General Unsecured Claims to participate in distributions. If the Standing Motion Settlement was not approved, many creditors would likely receive nothing in these Chapter 11 Cases. Third, the Standing Motion Settlement eliminates the need for expensive and time-consuming litigation against the Secured Lenders. The Estates do not have the resources to pursue such claims absent funding from outside sources. Fourth, the Standing Motion Settlement eliminates the risk associated with litigation against the Secured Lenders. The Secured Lenders will assert defenses to any action brought by or on behalf of the Estates, including, without limitation, under section 546(e) of the Bankruptcy Code. The Secured Lenders' defenses, if successful, would entitle the Secured Lenders to a first priority claim to all personal property of the Debtors, adequate protection claims for permitting the use of Cash Collateral and consenting to the DIP Loan in these Chapter 11 Cases, and functional control of any of the Causes of Action. Furthermore, absent the Plan and Standing Motion Settlement, the Debtors will not have the funds available to confirm the Plan and will likely have no choice but to convert the Chapter 11 Cases to cases under chapter 7 of the Bankruptcy Code and any chapter 7 trustee would be without the benefit of the Liquidating Trust Reserve to pursue the Causes of Action and the other terms of the Standing Motion Settlement. Finally, any Deficiency Claim of the Secured Lenders will likely far exceed other Allowed unsecured Claims, thus entitling the Secured Lenders to a significant portion, if not all, of the proceeds of the Causes of Action. Given all of these factors, the Debtors believe the Standing Motion Settlement is in the best interests of Creditors. The Liquidating Trustee shall be reasonably compensated out of the Liquidating Trust for his services and reimbursed out of the Liquidating Trust for his reasonable expenses in accordance with the compensation schedule. General Unsecured Claims (Class 5 against any or all Debtors) are impaired. This Class consists of (i) the Secured Lenders' Allowed Secured Lender Deficiency Claim against each of the Debtors, which shall be deemed Allowed pursuant to the Plan in the amount of $107,612,342.74; and (ii) all Allowed General Unsecured Claims against each of the Debtors. Except to the extent the Secured Lenders on account of their Allowed Secured Lender Deficiency Claim or a Holder of an Allowed General Unsecured Claim agrees to a different treatment of such Claim, in full and final satisfaction, settlement, release, and discharge of the Allowed Secured Lender Deficiency Claim or Allowed General Unsecured Claims against each of the Debtors, the Secured Lenders and each Holder of an Allowed General Unsecured Claim against any of the Debtors will receive their Pro Rata share of the Liquidating Trust Distributable Cash as soon as practicable as determined by the Liquidating Trustee in accordance with the Liquidating Trust Agreement. Allowed Secured Lender Claim (Class 3 against any or all Debtors) are impaired. This Class consists of the Secured Lenders' Allowed Secured Lender Claim, which shall be deemed Allowed pursuant to the Plan in the amount of Fifty Million Dollars ($50,000,000.00), against each of the Debtors, which amount includes (i) unpaid principal and accrued but unpaid interest owed under the Prepetition Credit Agreement as of the Petition Date and NYNM Petition Date; and (ii) any post-petition adequate protection claims under section 507 of the Bankruptcy Code, the Final DIP Order, the Cash Collateral Stipulations or otherwise. Upon the terms and subject to the conditions set forth in the Plan, in full and final satisfaction, settlement, release, and discharge of the Allowed Secured Lender Claim against any of the Debtors, the Secured Lenders will receive (i) the Net Sale Proceeds and (ii) all Distributions from the Liquidating Trust pursuant to the terms of the Liquidating Trust Agreement until such time as the Secured Lenders' Allowed Secured Lender Claim and all interest accruing thereon has been paid in full. A redlined version of the First Amended Disclosure Statement dated December 27, 2018, is available at: http://bankrupt.com/misc/nyeb18-81871748ast-641.pdf About Orion HealthCorp Constellation Healthcare Technologies, Inc., is a healthcare services organization providing outsourced revenue cycle management, practice management, and group purchasing services to U.S. physicians. Orion Healthcorp, et al. -- http://www.orionhealthcorp.com/-- are a consolidated enterprise of several companies aggregated through a series of acquisitions, which operate the following businesses: (a) outsourced revenue cycle management for physician practices, (b) physician practice management, (c) group purchasing services for physician practices, and (d) an independent practice association business, which is organized and directed by physicians in private practice to negotiate contracts with insurance companies on their behalf while those physicians remain independent and which also provides other services to those physician practices. Orion has locations in Houston, Texas; Jericho, New York; Lakewood, Colorado; Lawrenceville, Georgia; Monroeville, Pennsylvania; and Simi Valley California. Constellation Healthcare Technologies, Inc., along with certain of its subsidiaries, including Orion Healthcorp, Inc., on March 16, 2018, initiated voluntary proceedings under Chapter 11 of the U.S. Bankruptcy Code to facilitate an orderly and efficient sale of its businesses. The lead case is In re Orion Healthcorp, Inc. (E.D.N.Y. Lead Case No. 18-71748). The Debtors have liabilities of $245.9 million. The Hon. Carla E. Craig is the case judge. The Debtors tapped DLA Piper US LLP as counsel; Hahn & Hessen LLP, as conflicts counsel; FTI Consulting, Inc., as restructuring advisor; Houlihan Lokey Capital, Inc., as investment banker; and Epiq Bankruptcy Solutions, LLC as claims and noticing agent. The Office of the U.S. Trustee on April 4, 2018, appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases. The Committee tapped Pachulski Stang Ziehl & Jones LLP as its legal counsel, and CBIZ Accounting, Tax and Advisory of New York, LLC, as its financial advisor. On July 5, 2018, affiliate New York Network Management, L.L.C., followed parent Orion into bankruptcy to implement a deal to sell its assets for at least $16.5 million. OUR TOWN ASSOCIATES: Jan. 25 Hearing on Disclosure Statement ------------------------------------------------------------ The hearing to consider the approval of the disclosure statement explaining Our Town Associates, LLC's Chapter 11 Plan will be held at United States District Court, 255 W. Main Street, Room 200, Charlottesville, VA 22902 on Jan. 25, 2019 at 11:00 a.m. Jan. 18, 2019 is fixed as the last day for filing and serving written objections to the disclosure statement. The schedules filed by Debtor reflect additional unsecured debt of $6,090.00 to a law firm that provided pre-petition services to the Debtor and disputed management fees owed to the former management company, Wheeler Real Estate, LLC, and entities affiliated with it. Wheeler Real Estate, LLC filed a proof of claim reflecting a claim by Wheeler Interests, LLC, in the amount of $12,331, and a claim by Wheeler Real Estate, LLC, in the amount of $23,739. As of Dec. 20, the claims bar date has passed. U.S. Bank filed a proof of claim reflecting that it is owed $3,349,519 on the Petition date. Our Town is indebted to Iredell County for real estate taxes were accrued and unpaid on the Filing Date, totaling $45,876.26. It is anticipated that these taxes will be paid prior to yearend. Our Town estimates that additional professional fees owed to Crowley, Liberatore, Ryan, and Brogan, P.C. through Confirmation will be approximately $20,000. Crowley, Liberatore, Ryan, and Brogan, P.C. is holding a retainer of $15,283. Our Town's Plan is predicated on the continuation of the current leasing and occupancy of the Shopping Center. Our Town will continue to lease the Shopping Center in the ordinary course of its business. Our Town will dedicate the income from the Shopping Center leases to the funding of the Plan. A full-text copy of the Disclosure Statement dated December 20, 2018, is available at: http://bankrupt.com/misc/vaeb18-1872950VJ-60.pdf About Our Town Associates Our Town Associates, LLC, based in Virginia Beach, VA, filed a Chapter 11 petition (Bankr. E.D. Va. Case No. 18-72950) on Aug. 22, 2018. In the petition signed by Jon S. Wheeler, manager of Boulevard Capital, LLC, managing member, the Debtor disclosed $3,105,463 in assets and $3,486,042 in liabilities. Crowley Liberatore Ryan & Brogan, P.C., serves as counsel to the Debtor. PG&E CORP: Egan-Jones Lowers Senior Unsecured Ratings to BB- ------------------------------------------------------------ Egan-Jones Ratings Company, on January 8, 2019, downgraded the foreign currency and local currency senior unsecured ratings on debt issued by PG&E Corporation to BB- from BBB-. PG&E Corporation, incorporated on November 17, 1995, is a holding company. The Company's primary operating subsidiary is Pacific Gas and Electric Company (the Utility), which operates in northern and central California. PHILMAR CARE: Hires Adam Meislik of Force 10 as CRO --------------------------------------------------- Philmar Care, LLC, asks the U.S. Bankruptcy Court for the Central District of California to authorize the Service Agreement with Force Ten Partners, LLC in connection with the operation of the Debtor's business, under which, Adam Meislik will serve as its chief restructuring officer ("CRO") and Force 10 will provide support to Mr. Meislik in his role as CRO. A hearing on the Motion is set for Jan. 22, 2019 at 1:00 p.m. Objections, if any, must be filed not less than 14 days before the hearing on the Motion. The Debtor operates from the Facility, providing skilled nursing and medical care to elderly residents and residents with severe illnesses. The Facility has 204 skilled nursing beds, 81 of which are designated as sub-acute beds. On April 1, 2006, the Debtor leased the Sylmar Property from El Sereno Manor, Inc., and since then the Facility has been operating from that location. Not unlike a number of health care facilities in the State of California, the Debtor's financial difficulties began in or about 2015, which, among other things, resulted in the Debtor falling significantly behind on its payroll taxes, the balance of which currently exceeds $4 million dollars based upon the proof of claim filed by the IRS. Unfortunately, the declining financial condition of the Facility was further exacerbated when on March 8, 2017, the Facility was cited by the California Department of Healthcare Services ("DHS") to correct various deficiencies. Although the Debtor was able to resolve these deficiencies, the Centers for Medicare and Medicaid Services designated the Facility as a special focus facility ("SFF Designation"), requiring certain improvements in its quality of care. As a result of, amongst other things, the SFF Designation, the increasing tax liabilities, and an above-market real property lease for the Sylmar Property, the Debtor had no choice but to enter into a comprehensive memorandum of understanding with Foothill Legacy, LLC on Aug. 31, 2018 pursuant to which the Debtor agreed to, amongst other things, appoint Foothill, as the manager of the Facility. Pursuant to the Foothill MOU and the related security agreement, Foothill asserts 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, which the Debtor disputes and has asserted certain defenses to. As of Aug. 31, 2018, Foothill assumed all operational and financial responsibility for the Facility. Despite the Foothill MOU and the appointment of Foothill, the Debtor continued to face financial difficulties. Since the Petition Date, the Debtor has begun to engage in good faith discussions and negotiations with a number of its larger creditors in order to continue to assess the most viable exit strategy. The Debtor requires the services of a chief restructuring officer. Mr. Meislik will serve as the Debtor's CRO. Effective immediately, Mr. Meislik, with the assistance of Force 10 personnel, will provide the following services under the Agreement: a. Manage and oversee the affairs of the Debtor, including supervising the Debtor's employees, management company and outside consultants; b. Reviewing and analyzing the terms of the MOU and the attendant documents in order to evaluate the financial impact to the Debtor in assuming one or more of the Foothill Documents and the value of Foothill continuing to act as the management company of the Debtor; c. Provide the Debtor with at least regular monthly operating reports, and more as requested by the Debtor or Debtor's counsel, setting forth in reasonable and appropriate detail the operations, revenues and expenses of the Debtor; d. Assist the Debtor and Debtor's legal counsel in seeking to develop, propose, confim and consummate a Chapter 11 plan of reorganization or facilitate an orderly sale of all or substantially all of the assets of the Debtor; e. Provide the Debtor and Debtor's legal counsel with any assistance requested by either in connection with any reports, accountings, motions, responses or other documents relating to the Bankruptcy Case; f. Evaluate and develop restructuring plans or strategic alternatives for maximizing the value of the Debtor's assets. The Debtor's legal counsel, in consultation with Mr. Meislik, Force 10, and the Debtor's other professionals, will determine which plan(s) or alternative(s) are appropriate under the circumstances, and Mr. Meislik will use commercially reasonable efforts to attempt to implement such plan(s) or alternative(s); g. Assist in the formulation and preparation of the Debtor's disclosure statement and plan of reorganization, including the creation of financial projections and supporting methodology, key assumptions and rationale; appropriate financial analysis and evaluation of the Debtor's operations; and supporting financial statements and proforma budgets and projections; h. Oversee execution of all or substantially all of the Debtor's assets, if the Debtor and the Debtor's legal counsel deem it is in the best interest of the Debtor's chapter 11 estate; i. Preparing and offering expert witness evaluations and opinions, declaration and reports, depositions, and in-court testimony, as requested by the Debtor and Debtor's legal counsel; and j. Managing the Debtor's post-petition payroll and payroll-related obligations, including but not limited to payments to be made to the taxing authorities. The Agreement further provides: 1. Additional Personnel. Force 10 will provide additional personnel with appropriate professional experience. Force 10 contemplates its additional personnel will assist Mr. Meislik 4 with the following tasks: (i) Reviewing and ﬁnalizing monthly operating reports; (ii) preparing cash collateral budgets and variance reports; (iii) assisting Mr. Meislik and the Debtor’s administrator and/or management 8 company, as applicable, with cash management; and (iv) providing Mr. Meislik other financial data and analysis to support creditor 10 negotiations and the sale of some or all of the Debtor’s assets if such a sale is determined to be in the best interest of the bankruptcy estate. Other than Mr. Meislik, no member of Force 10 will serve as an officer or director of the Debtor. 2. Hourly Rates. Force 10 will be compensated at the following professional hourly rates: (i) $650 for Adam Meislik; (ii) $495 to $650 for partners; (iii) $225 to $450 for other professional staff; and (iv) $60 to $225 for administrative/paraprofessional. 3. Monthly Compensation Pro Nunc Tunc. Employment and all post-petition fees will be subject to Sections 363 and l05(a) of the United States Bankruptcy Code. Force 10's compensation will be in accordance with the Jay Alix Protocol, whereby Force 10 will file with the Court, and serve on the United States Trustee and other parties in interest, reports of compensation earned and expenses incurred on a monthly basis. Each Fee Statement will contain summary charts that, for the preceding month, describe the services provided, identify the compensation earned by Mr. Meislik and staff employees provided, and itemize the expenses incurred. For each Fee Statement, time records for the preceding month for Mr. Meislik and all other Force 10 personnel providing services to the Debtor will be appended to the Fee Statement, and such time records will (i) contain detailed time entries describing the task(s) performed, and (ii) be organized by project category. All parties will have ten days from service of the Fee Statement to object to such Fee Statement. If an objection to any Fee Statement is filed, approval of the Fee Statement will be set for hearing by the Debtor and subject to review and approval by the Court. Once the objection period for the applicable Fee Statement has lapsed, or such objections are resolved, the Debtor will use best effort to pay Force 10's outstanding invoices. 4. Additional Terms. The additional terms of Force 10's engagement are as set forth in the Agreement. Force 10 is an advisory firm that specializes in financial and operational corporate restructuring, valuation, forensic accounting, complex litigation support, and computations involved in court proceedings and dispute resolution. Mr. Meislik is a member of Force 10 with significant experience in chapter 11 bankruptcy cases. Force 10 and Mr. Meislik are well qualiﬁed and disinterested. The Debtor believes the proposed Agreement is in the best interest of the Debtor, the estate, and its creditors since the engagement of a CRO will enable the Debtor to better manage and oversee its business, assist in the communications between the Debtor and the Debtor’s management company, and assist it in formulating and executing its exit strategy, whether through formulating a plan of reorganization or facilitating a sale of the Facility. Accordingly, the Debtor respectfully asks that the Motion be granted. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Philmar_Care_29_Sales.pdf F10 can be reached at: Adam Meislik, Member FORCE 10 PARTNERS, LLC 20341 SW Birch, Suite 220 Newport Beach, CA 92660 Telephone: (949) 357-2360 Website: force10partners.com 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 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. POC PROPERTIES: 5120 Masthead Buying Albuquerque Property for $2.1M ------------------------------------------------------------------- POC Properties, LLC, asks the U.S. Bankruptcy Court for the Eastern District of Wisconsin to authorize the sale of the real property located at 5120 Masthead St., NE, Albuquerque, New Mexico to 5120 Masthead, LLC for $2,062,500. The objection deadline is Jan. 24, 2019. Since the filing of the Debtor's chapter 11 case, the Masthead Property has been vacant. The Debtor pays approximately $50,000 per year in expenses, including real estate taxes, to maintain the Masthead Property. During the pendency of the chapter 11 proceedings, the Debtor actively sought to lease it. The Debtor paid the expenses from the rents received from its other properties. In June 2018 the Debtor received a serious inquiry and offer from an unrelated third-party to lease the Masthead Property for $15.50 per square foot with annual increases, or $215,388 initially per year, with a 7-year term. After expenses, the Debtor’s cash flow pro forma showed a net cash flow of $160,609 per year. In evaluating this potential lease, the Debtor considered the cost of tenant improvements and leasing commissions. They would have totalled approximately $200,000. The Debtor also considered the effect that the lease would have on the value of the property. In doing its analysis, the Debtor sought the advice of Dave Hill, its valuation expert witness used at the June confirmation hearing. A representative of CBRE, Inc. and Mr. Hill testified at the confirmation hearing held in June 2018. Based upon this testimony, the Debtor submits that the Court would have concluded a fair market value of the property in a range of $1,750,000 and $2,015,000, assuming usual marketing efforts. Selling the Masthead Property will assist in obtaining confirmation of the Debtor's proposed First Amended Plan of Reorganization. Under that plan, the Debtor had the option of surrendering the property to Monty Titling Trust I in exchange for a credit of $1,945,000 against its secured claim or selling the Masthead Property and applying the proceeds to Monty's secured claim. Effectively, the proposed sale implements the Debtor's proposed plan. The salient terms of the Sale are: a. The Offer to Purchase is attached as Exhibit B. The original offer was for $2.1 million. The Purchaser's due diligence report opined that the HVAC, some exterior stucco and the roof needed replacement. The Debtor disagreed with that opinion. The parties negotiated an amendment to the purchase price, resulting in a final purchase price of $2,062,500, a $37,500 reduction from the original offer. The adjusted final price is still greater than the highest opinion of value from Mr. Hill of $2,015,000. b. The Purchaser is 5120 Masthead, LLC. c. Dave Hill acted as the broker on behalf of the Debtor. Mr. Hill is employed by Maestas & Ward. It also employs Debbie Harms, who manages the Debtors' properties, including the Masthead Property, and is a court-appointed receiver. The commission for the sale will be split between Maestas & Ward and the Purchaser's broker. Each broker will receive $61,875 at closing. In the Debtor's opinion, this is a customary brokerage commission for the types of properties that would include the Masthead Property. d. A proposed closing statement that anticipated a closing date of Jan. 7, 2019 is reflected in Exhibit C. It shows the use of the proposed proceeds. After usual pro-rations and costs, the closing statement anticipates net proceeds available of $1,920,085. All of the net proceeds will be paid to Capital Crossing Servicing, the agent for Monty. e. Monty holds a mortgage on the Masthead Property that is superior to any other consensual liens and encumbrances, excepting usual encumbrances such as utility easements, real estate taxes etc. Monty’s lien against the Masthead Property exceeds $2.1 million. Monty has approved of the closing statement and the sale. f. The closing was originally set for Jan. 7, 2019. This will be delayed for approximately two to three weeks in order to obtain Court approval of the sale. The Debtor anticipates the closing will occur before Jan. 31, 2019. It will be held at a mutually convenient place in Albuquerque, New Mexico. The Debtor is in the process of obtaining an amendment to the purchase agreement extending the time for the closing. The Debtor does not anticipate this will be problematic. If no objection to this Motion is timely file and the Purchaser agrees, the Debtor asks that the Court waives any stay requirement under Fed. R. Bankr. P. 6004(h). About POC Properties POC Properties, LLC, SOP Academy, LLC and Academy Road Partners, LLC, filed Chapter 11 bankruptcy petitions (Bankr. E.D. Wisc. Case Nos. 15-33291, 15-33292 and 15-33293, respectively) on Dec. 11, 2015. Warren S. Blumenthal signed the petition as authorized person. The Debtors estimated both assets and liabilities in the range of $10 million to $50 million. Kerkman & Dunn represents the Debtors. Judge Susan V. Kelley is assigned to the case. PROMISE HEALTHCARE: Committee Taps Pachulski as Co-Counsel ---------------------------------------------------------- The official committee of unsecured creditors of Promise Healthcare Group, LLC received approval from the U.S. Bankruptcy Court for the District of Delaware to hire Pachulski Stang Ziehl & Jones LLP. Pachulski will serve as co-counsel with Sills Cummis & Gross P.C., another law firm tapped by the committee to represent it in the Chapter 11 cases of the company and its affiliates. Pachulski will charge these hourly fees: Partners/Counsel $595 - $1,295 Associates $495 - $595 Paralegals $350 - $375 Bradford Sandler, Esq., at Pachulski, disclosed in a court filing that his firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Mr. Sandler disclosed in a court filing that the firm has not agreed to a variation of its standard or customary billing arrangements, and that no Pachulski professional has varied his rate based on the geographic location of the Debtors' bankruptcy cases. Mr. Sandler also disclosed that Pachulski has not represented the committee in the 12-month period prior to the Debtors' bankruptcy filing. Pachulski anticipates filing a budget approved by the committee at the time it files its interim fee applications, according to Mr. Sandler. The firm can be reached through: Colin R. Robinson, Esq. Jeffrey N. Pomerantz, Esq. Bradford J. Sandler, Esq. Colin R. Robinson, Esq. 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, DE 19899 Telephone: (302) 652-4100 Facsimile: (302) 652-4400 Email: jpomerantz@pszjlaw.com Email: bsandler@pszjlaw.com Email: crobinson@pszjlaw.com 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. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on Nov. 14, 2108. The committee tapped Sills Cummis & Gross P.C. and Pachulski Stang Ziehl & Jones LLP as its legal counsel. PROMISE HEALTHCARE: Committee Taps Province as Financial Advisor ---------------------------------------------------------------- The official committee of unsecured creditors of Promise Healthcare Group, LLC received approval from the U.S. Bankruptcy Court for the District of Delaware to hire Province, Inc. as its financial advisor. The firm will assist the committee in reviewing the financial reports of Promise Healthcare and its affiliates; advise the committee regarding the Debtors' various sale processes; analyze the Debtors' capital structure; and provide other financial advisory services related to the Debtors' Chapter 11 cases. Province charges these hourly fees: Principal $790 - $835 Managing Director $620 - $685 Senior Director $570 - $610 Director $480 - $560 Senior Associate $395 - $475 Associate $350 - $390 Analyst $285 - $345 Paraprofessional $150 Edward Kim, a senior director of Province, disclosed in a court filing that he and his firm do not have any connection with the Debtors and their creditors. Province can be reached through: Edward Kim Province, Inc. 2360 Corporate Circle, Suite 330 Henderson, NV 89074 Phone: +1 (702) 685-5555 E-mail: ekim@provincefirm.com E-mail: info@provincefirm.com 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. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on Nov. 14, 2108. The committee tapped Sills Cummis & Gross P.C. and Pachulski Stang Ziehl & Jones LLP as its legal counsel. PROMISE HEALTHCARE: Committee Taps Sills Cummis as Legal Counsel ---------------------------------------------------------------- The official committee of unsecured creditors of Promise Healthcare Group, LLC received approval from the U.S. Bankruptcy Court for the District of Delaware to hire Sills Cummis & Gross P.C. as its legal counsel. The firm will advise the committee regarding its duties under the Bankruptcy Code; represent the committee in sale and plan confirmation proceedings; assist in investigating the capital structures of Promise Healthcare and its affiliates; and provide other legal services related to their Chapter 11 cases. The hourly rates range from $550 to $1,050 for Sills Cummis members, $425 to $675 for of counsel, $295 to $545 for associates, and $95 to $295 for paralegals. The attorneys expected to represent the committee will charge these hourly fees: Andrew Sherman $775 Boris Mankovetskiy $725 George Hirsch $710 Lucas Hammonds $575 Rachel Brennan $545 Gregory Kopacz $525 Andrew Sherman, Esq., a member of Sills Cummis, disclosed in a court filing that his firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Mr. Sherman disclosed in a court filing that the firm has discounted his hourly rate to $775 from $795. Mr. Sherman also disclosed that no Sills Cummis professional has varied his rate based on the geographical location of the Debtors' bankruptcy cases, and that the committee has approved the budget for the period November 10, 2018 to May 4, 2019. Sills Cummis can be reached through: Andrew H. Sherman, Esq. Sills Cummis & Gross P.C. The Legal Center One Riverfront Plaza Newark, NJ 07102 Phone: (973) 643-6982/(973) 643-7000 Fax: (973) 643-7000 E-mail: asherman@sillscummis.com 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. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on Nov. 14, 2108. The committee tapped Sills Cummis & Gross P.C. and Pachulski Stang Ziehl & Jones LLP as its legal counsel. QUANTUM CORP: Receives NYSE Delisting Notification -------------------------------------------------- Quantum Corp. has received notification from the New York Stock Exchange of its determination to commence proceedings to delist the Company's common stock. The determination to commence the delisting proceeding is a result of the Company requiring more time to become current in filing its late annual and quarterly reports, including its financial statements, with the Securities and Exchange Commission, as described in more detail in its Form 8-K filed with the SEC on Sept. 14, 2018 and its press release issued on Dec. 28, 2018. Trading in the Company's common stock on the NYSE will be suspended immediately. While Quantum has made significant progress toward completing its late reports, the Company informed the NYSE that it would not become current with its SEC periodic reporting by Feb. 15, 2019, the maximum allowable period under Section 802.01E of the NYSE's Listed Company Manual. As a result of the delisting, the Company expects its shares of common stock will begin trading on Jan. 16, 2019 under the symbol "QMCO" on the OTC Pink, which is operated by OTC Markets Group Inc. "We believe that Quantum's delisting does not reflect on the financial health of the Company, which, as indicated by our recently announced refinancing, continues to improve," said Jamie Lerner, Quantum's Chairman and CEO. "We will work diligently to complete our required filings and resolve our delisting as quickly as possible." About Quantum Corp. Based in San Jose, California, Quantum Corp. (NYSE:QTM) -- http://www.quantum.com/-- is a scale-out tiered storage, archive and data protection company, providing solutions for capturing, sharing, managing and preserving digital assets over the entire data lifecycle. From small businesses to major enterprises, more than 100,000 customers have trusted Quantum to address their most demanding data workflow challenges. Quantum's end-to-end, tiered storage foundation enables customers to maximize the value of their data by making it accessible whenever and wherever needed, retaining it indefinitely and reducing total cost and complexity. As of Sept. 30, 2017, Quantum Corp had $211.2 million in total assets, $335.5 million in total liabilities, and a total stockholders' deficit of $124.3 million. On Jan. 11, 2018, Quantum received a subpoena from the SEC regarding its accounting practices and internal controls related to revenue recognition for transactions commencing April 1, 2016. Following receipt of the SEC subpoena, the Company's audit committee began an independent investigation with the assistance of independent advisors, which is currently in process. RAYCO MACHINE: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Rayco Machine & Engineering Group, Inc. 970 Western Drive Indianapolis, IN 46241 Business Description: Rayco Machine & Engineering Group, Inc. operates a machine shop and tool repair business in Indianapolis, Indiana. Chapter 11 Petition Date: January 15, 2019 Court: United States Bankruptcy Court Southern District of Indiana (Indianapolis) Case No.: 19-00242 Judge: Hon. Robyn L. Moberly Debtor's Counsel: John Joseph Allman, Esq. HESTER BAKER KREBS, LLC One Indiana Square, Suite 1600 211 N. Pennsylvania Street Indianapolis, IN 46204 Tel: 317-833-3030 Fax: 317-833-3031 Email: jallman@hbkfirm.com - and - David R. Krebs, Esq. HESTER BAKER KREBS LLC One Indiana Square, Suite 1600 211 N. Pennsylvania Street Indianapolis, IN 46204 Tel: 317-833-3030 Fax: 317-833-3031 E-mail: dkrebs@hbkfirm.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Gregory A. Cox, owner/president. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/insb19-00242.pdf RMEGI LLC: Case Summary & Unsecured Creditor -------------------------------------------- Debtor: RMEGI, LLC 970 Western Drive Indianapolis, IN 46241 Business Description: RMEGI, LLC listed its business as Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: January 15, 2019 Court: United States Bankruptcy Court Southern District of Indiana (Indianapolis) Case No.: 19-00247 Judge: Hon. Robyn L. Moberly Debtor's Counsel: John Joseph Allman, Esq. HESTER BAKER KREBS, LLC One Indiana Square, Suite 1600 211 N. Pennsylvania Street Indianapolis, IN 46204 Tel: 317-833-3030 Fax: 317-833-3031 E-mail: jallman@hbkfirm.com - and - David R. Krebs, Esq. HESTER BAKER KREBS LLC One Indiana Square, Suite 1600 211 N. Pennsylvania Street Indianapolis, IN 46204 Tel: 317-833-3030 Fax: 317-833-3031 E-mail: dkrebs@hbkfirm.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Gregory A. Cox, owner/member. The Debtor lists JPMorgan Chase Bank, N.A., as its sole unsecured creditor holding a claim of $592,221. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/insb19-00247.pdf SANABI INVESTMENTS: Unsecureds to Get $20,000 Over 5 Years ---------------------------------------------------------- Sanabi Investments, LLC, d/b/a Oscar's Moving & Storage, filed a Chapter 11 Plan and accompanying disclosure statement. Class 6 - General Unsecured Creditors are impaired. Total claim amount of $524,495.06 with a plan payment term for 5 years. Total Plan Payments: $20,000. Quarterly plan payment amount of $1,000.00. The allowed general unsecured claims will receive a total of $20,000.00 to be paid in quarterly installments of $1,000.00 for 5 years. Class 1 - Secured Claim of Newtek Small Business Finance, LLC, are impaired with a claim amount of $469,551.25. Amount secured is $189,419.00 and amount unsecured is $280,132.25. Class 1 is secured by all personal property, proceeds and products of the Debtor. The Debtor proposes to treat the secured claim in equal monthly installments over sixty (60) months at $3,796.00 per month. Repayment shall be based upon the existing contract, with the interest rate of 7.5%. The unsecured claim will be treated in Class 6. Class 3 - Secured Claim of USB Leasing LT are impaired with a claim amount of $26,600.00. Arrears at $2,925.00. Class 3 is secured by a 2017 Range Rover. The Debtor proposes to continue to make monthly lease payments pursuant to the lease. The Debtor will cure the arrears over 1 year, totaling equal monthly payments of $243.75 per month. The funds to make the initial payments will come from the Debtor in Possession's Bank account. Funds to be used to make cash payments pursuant to the Plan will derive from the Debtor's income. A full-text copy of the Disclosure Statement dated December 26, 2018, is available at: http://bankrupt.com/misc/flsb18-1816699LMI-70.pdf About Sanabi Investments Sanabi Investments, L.L.C. filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-16699) on June 1, 2018. In the petition signed by Saady Bijani, managing member, the Debtor estimated $50,000 to $100,000 in assets and $500,000 to $1 million in liabilities. Chad T. Van Horn, Esq., at the Law Offices of Alla Kachan, P.C., is the Debtor's counsel. SEMGROUP CORP: S&P Revises Outlook to Negative & Affirms 'B+' ICR ----------------------------------------------------------------- S&P Global Ratings notd that Tulsa, Okla.-based midstream energy company SemGroup Corp. has announced the formation of a joint venture (JV) with Kohlberg Kravis Roberts & Co. (KKR) called SemCAMS Midstream ULC. Even though SemGroup is using cash proceeds of about US$460 million to pay down the balance on its revolving credit facility, this is offset by the addition of asset-level debt at SemCAMS Midstream, which S&P fully consolidates into SemGroup and S&P's treatment of the KKR perpetual preferred equity as 100% debt, resulting in elevated leverage over S&P's forecast period. S&P Global Ratings revises its outlook on SemGroup to negative from stable following the transaction announcement. S&P affirms its 'B+' long-term issuer credit and senior unsecured issue-level ratings and 'BB' senior secured issue-level ratings on SemGroup. The recovery ratings on the company's senior secured and senior unsecured debt are unchanged at '1' and '4', respectively. The '1' recovery rating reflects S&P's expectation for very high (90%-100%; rounded estimate: 95%) recovery in its simulated default scenario. The '4' recovery rating reflects its expectation for average (30%-50%; rounded estimate: 35%) recovery in its simulated default scenario. The outlook revision reflects elevated leverage from the announced transaction, with S&P Global Ratings' forecast leverage increasing to 6.0x-6.5x in 2019 from 5.5x-6.0x before the transaction. This follows the announced transaction where SemGroup will contribute the shares and assets of its Canadian subsidiary, SemCAMS, valued at C$1.15 billion (US$860 million), in exchange for C$615 million (US$460 million) cash proceeds and 51% common equity ownership in SemCAMS Midstream. KKR will contribute C$515 million (US$385 million) of cash in exchange for 49% of the common equity ownership. KKR will also contribute C$300 million (US$224 million) to acquire perpetual preferred equity in SemCAMS Midstream. In addition, the JV will enter into an C$800 million (US$598 million) underwritten bank credit facility. SemCAMS Midstream also entered into a definitive agreement to acquire Meritage Midstream ULC and its midstream infrastructure assets for C$600 million (US$449 million). Even though SemGroup will receive about US$460 million in cash and will use the proceeds to pay down borrowings under its revolving credit facility, this is offset by the debt at the JV, which S&P fully consolidates in its credit metrics, resulting in the elevated leverage it is forecasting over its 12-month outlook period. S&P said, "The negative outlook reflects elevated leverage over our 12-month outlook period with our forecast base-case scenario debt-to-EBITDA ratio of 6.0x-6.5x. We continue to expect the company will have stable cash flow underpinned by take-or-pay and fee-based contracts, and operational performance in line with our expectations. "We could lower the ratings if we forecast SemGroup's consolidated leverage to stay above 6x in 2020. This could occur due to weaker-than-expected volumes in the underlying business segments or if speculative-grade counterparties cannot meet their contractual agreements. It could also result from predominantly debt-funded acquisitions, growth capital spending, or cost overruns or delays on projects under construction. "We would consider revising the outlook to stable during our 12-month outlook period if SemGroup's operational and financial performance is as expected and we forecast the company's leverage to be below 6.0x in 2020. This could also occur from incremental cash flows as new projects come into service and proceeds from asset monetization are used to pay down debt." SKYMARK PROPERTIES: Seeks to Hire Schreeder Wheeler as Counsel -------------------------------------------------------------- Skymark Properties III LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire Schreeder, Wheeler & Flint, LLP, as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; assist the Debtor in the preparation and implementation of a plan of reorganization; prosecute actions to preserve its bankruptcy estate; and provide other legal services related to its Chapter 11 case. The hourly rates range from $250 to $525 for the firm's attorneys and $110 to $210 for paralegals. Schreeder was paid and currently holds a retainer of $16,900. In addition, the firm received $3,000 from the Debtor for its pre-bankruptcy services. John Christy, Esq., a partner at Schreeder, 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 A. Christy, Esq. Jonathan A. Akins, Esq. Schreeder, Wheeler & Flint, LLP 1100 Peachtree Street, N.E., Suite 800 Atlanta, GA 30309-4516 Tel: (404) 681-3450 Fax: (404) 681-1046 E-mail: jchristy@swfllp.com E-mail: jakins@swfllp.com About Skymark Properties III Skymark Properties III, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 18-71708) on Dec. 28, 2018. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and liabilities of the same range. SOUTHCROSS ENERGY: S&P Withdraws 'CCC-' LT Issuer Credit Rating --------------------------------------------------------------- S&P Global Ratings withdrew its 'CCC-' long-term issuer credit rating on Southcross Energy Partners L.P. and its 'CCC-' issue-level rating and '3' recovery rating on the partnership's senior secured debt at the partnership's request. At the time of the withdrawal, S&P's outlook on the partnership was negative. S&P lowered its ratings on Southcross to 'CCC-' from 'CCC' on Dec. 19, 2018, to reflect the heightened risk that the partnership could default on its debt obligations by March 31, 2019, absent a meaningfully favorable change in its circumstances. That is because the more restrictive financial covenants on the partnership's debt obligations--a maximum total debt-to-EBITDA ratio of 5x and a senior secured debt-to-EBITDA ratio of 3.5x--will be reinstated on that date. Southcross' total leverage ratio was 8.6x as of Sept. 30, 2018. The partnership currently has about $523 million of total debt outstanding (net of about $6 million of deferred financing costs). This debt consists of $83 million of senior secured revolver borrowings due in August 2019, about $16 million of unsecured notes due November 2019 (unrated), and a $430 million senior secured term loan due August 2021. RATINGS LIST Ratings Withdrawn To From Southcross Energy Partners L.P. Issuer Credit Rating NR CCC-/Negative/- Senior Secured NR CCC- Recovery Rating NR 3(55%) STATE TECHNOLOGY: Feb. 12 Plan Confirmation Hearing --------------------------------------------------- The Amended Disclosure Statement explaining State Technology & Manufacturing, LLC's First Amended Chapter 11 Plan is approved. The Court will consider whether to confirm the Plan at a hearing on February 12, 2019, at 10:30 a.m. The Confirmation Hearing will be held in Courtroom No. 702, 230 N. First Ave., Phoenix, AZ 85003. The objection must be filed by February 5, 2019 (which date is at least seven (7) calendar days prior to the initial confirmation hearing). The Debtors filed a Stipulation for Claim Treatment regarding Retail Capital LLC, d/b/a Credibly's claim secured by State Technology's cash, inventory, certain equipment, accounts receivable, general intangibles, consumer goods and fixtures now owned or hereafter acquired (the "Collateral"). Pursuant to the Stipulation, the Parties agree that $50,000 is the value of the Collateral and also will be the value of Credibly's secured claim as of the Petition Date as to the Collateral (the "Allowed Secured Claim") for purposes of this Stipulation and the Debtors' Joint Plan of Reorganization The Allowed Secured Claim will continue to be paid in monthly payments of $2,000, without interest, with the next payment being due on the first day of the first month after the Court approves this Stipulation, and in monthly payments thereafter. A copy of the First Amended Joint Disclosure Statement is available at https://tinyurl.com/ydasb9yp from Pacermonitor.com at no charge. A copy of the First Amended Chapter 11 Plan is available at https://tinyurl.com/y7yozwuh from Pacermonitor.com at no charge. About State Technology State Technology & Manufacturing LLC filed a voluntary Chapter 11 petition (Bankr. D. Ariz. Case No. 17-09940) on Aug. 24, 2017. Cindy Greene, Esq., and Carlene Simmons, Esq., at Simmons & Greene, P.C., serve as the Debtor's bankruptcy counsel. TAPMASTERS CHELSEA: New Plan Adds U.S. Trustee Fees Payment ----------------------------------------------------------- Tapmasters Chelsea, LLC, and Tapmasters Hoboken, LLC, filed an amended plan of reorganization and accompanying amended disclosure statement to add language relating to the payment of U.S. Trustee fees. The Plan provides, "Under the Plan, the Debtors shall pay all United States Trustee quarterly fees pursuant to 28 USC 1930(a)(6), together with any interest thereon pursuant to 31 USC 3717, by the Effective Date in cash, based on disbursements in and outside the ordinary course of the Debtors' business and Plan payments. Thereafter, United States Trustee quarterly fees and any applicable interest shall be paid by the Reorganized Debtor until the earlier of entry of a Final Decree or an order of dismissal or conversion." Class 4 are impaired - Allowed General Unsecured Claims. Anticipated to be approximately $637,437 to $1,387,437. Estimated recovery around 13-29% Currently, there a total of $2,090,901.65 in Class 4 claims scheduled or filed, however, most of these claims are disputed because they were either untimely; improperly filed in this case (rather than in the Tapmasters Hoboken, LLC case); they have no evidentiary support; or have been resolved. Allowed General Unsecured Claims are expected to be paid in Cash installments over this same five year period. Class 3 are impaired - Allowed Secured Claims Anticipated to be $475,000.00. An Allowed Secured Claim consists of pre-petition claims secured by a charge against or interest in property in which the Debtor's estate has an interest. Estimated recovery around 65%. There are $1,306,663.77 in asserted Class 3 claims. According to the books and records of the Debtor, all asserted Class 3 claims are expected to be disallowed based on a lack of any evidentiary support other than a properly perfected Claim in the amount $150,000.00 asserted by SAI Restaurants LLC and a properly perfected claim by Fundation Group, LLC in the amount of $577,891.64. The Claim by Fundation Group, LLC was previously reduced to $375,000 pursuant to a negotiated resolution approved by the Bankruptcy Court. The Debtor anticipates it will have sufficient assets to pay all Allowed Secured Claims before the later of six months after the Effective Date or the date on which such Claim becomes an Allowed Claim. Class 5 are impaired - Equity Interest Holders Class 5 shall consist of all persons or entities which claim to have an Equity Interest in the Debtor. Pursuant to the Plan, all presently existing Equity Interests shall be cancelled. The Plan contemplates that there will be sufficient funds available for the payment of Claims as specified in the Plan, and although these funds are not sufficient to pay all of the Claims, the Debtor is confident that, based on the superior knowledge of the Debtor concerning how to maximize the value of the Assets and the agreement of certain senior creditors to voluntarily modify their Claims to provide recovery, at least in part, to the other less senior creditors, those holding Claims against the Debtor's estate have a substantially greater chance of full recovery than if this case were to be converted to one under Chapter 7 of the Bankruptcy Code. In addition, the Debtor is confident that there will be sufficient funds on hand satisfy the distributions required under section 1129(a)(9) of the Bankruptcy Code and the obligations of the Debtor under the Plan. A full-text copy of the Disclosure Statement dated December 26, 2018, is available at: http://bankrupt.com/misc/nysb18-1612539mew-131.pdf About Tapmasters Chelsea Tapmasters Chelsea, LLC, and Tapmasters Hoboken, LLC, filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 16-12541) on September 2, 2016. The two cases are jointly administered. The Debtors are represented by Michael T. Conway, Esq., at Shipman & Goodwin LLP, in New York. At the time of filing, the Debtors each disclosed $1 million to $10 million in assets and liabilities. The petitions were signed by Willie Mingo, managing member. TEMPEST GROUP: Chicago Title Objects to Disclosure Statement ------------------------------------------------------------ Creditor Chicago Title Insurance Company objects to the approval of the proposed disclosure statement explaining Tempest Group, LLC's Chapter 11 Plan. According to the creditor, the Debtor's Disclosure Statement is its fifth attempt to meet the requirements under the Bankruptcy Code and its first attempt to file an adequate proposed Disclosure Statement to the Debtor's latest Plan November 26, 2018. According to the Creditor, like the Debtor's previous attempts, the Debtor's fifth Proposed Disclosure Statement fails to meet the requirements of Section 1125. The Debtor correctly states the nature of Chicago Title’s claims in this case in the Proposed Disclosure Statement, the creditor assert that fails to address the potentiality that a portion of Chicago Title’s claim may be secured as it relates to the Jackson St. Property. The creditor points out without addressing the potentiality of a secured claim in favor of Chicago Title, the Proposed Disclosure Statement lacks adequate information as required under the Code. The creditor further points out that not a single payment has been received by Chicago Title from the Debtor under the Debtor’s First Confirmed Plan. Counsel for Creditor Chicago Title Insurance Company: Gregory C. Michaels, Esq. DICKIE, McCAMEY & CHILCOTE, P.C. Two PPG Place, Suite 400 Pittsburgh, PA 15222-5402 Phone: (412) 392-5355 Fax: (412) 392-5367 Email: gmichaels@dmclaw.com About Tempest Group Tempest Group, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 16-24204) on November 10, 2016. In the petition signed by Joann Jenkins, manager, the Debtor estimated assets and liabilities of less than $1 million. Judge Carlota M. Bohm presides over the case. The Debtor hired Calaiaro Valencik as its legal counsel. No official committee of unsecured creditors has been appointed. TRANSCENDIA HOLDINGS: S&P Lowers ICR to 'B-', Outlook Stable ------------------------------------------------------------ S&P Global Ratings noted that Transcendia Holdings Inc. underperformed the rating agency's margin and leverage expectations in 2018 due to weaker-than-expected product demand and cost headwinds. Although S&P expects some improvement in operating performance, S&P believes the company's leverage will remain above 7x over the next 12 months. On Jan. 14, 2019, S&P lowered its ratings on Transcendia, including the issuer credit rating, by one notch to 'B-' from 'B'. The outlook is stable. S&P said, "At the same time, we lowered the issue-level ratings on the company's first-lien credit facilities to 'B-' from 'B' and the issue-level rating on the second-lien debt to 'CCC' from 'CCC+'. "Several of Transcendia's product verticals, such as point of purchase and food and beverage, were weaker in 2018 than we had expected, resulting in operating and leverage performance that was worse than our previous forecast. On an S&P Global Ratings-adjusted basis, we now expect leverage of 9x at the end of 2018, driven by an EBITDA margin of about 11%, which compares with our previous forecast of 6.5x-7x and 15%, respectively. Although we expect Transcendia's profitability and leverage will improve in 2019, largely due to a mix shift toward higher-margin products and benefits from cost rationalization initiatives, we expect that leverage will remain above 7x over the next 12 months. "The stable outlook on Transcendia Holdings Inc. reflects our expectation that the company's product demand will improve in 2019 and drive revenue growth. We expect the company will generate positive free operating cash flow over the next 12 months while adjusted debt to EBITDA remains above 6.5x. "We could lower our rating on Transcendia if leverage increases to unsustainable levels, free cash flow is meaningfully negative, or it appears likely that the company will be unable to maintain covenant headroom of at least 15%. "We could raise our ratings on Transcendia if we forecast it will decrease its adjusted debt to EBITDA to below 6.5x on a sustained basis. This could occur, for instance, if the company's operating margins improve by about 200 basis points (bps) beyond our projections, driven by stronger-than-forecast end markets. Improved credit measures could also result from planned cost reductions and shift to higher value-added products both proceeding more quickly than we expect." WESTPORT HOLDINGS: Liquidating Trustee Selling All Assets to QSH ---------------------------------------------------------------- Jeffrey W. Warren, as the Liquidating Trustee for Westport Holdings Tampa, Limited Partnership ("WHT I") and Westport Holdings Tampa II, Limited Partnership ("WHT II"), asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize the sale of substantially all of the assets of the Debtors and Westport Nursing Tampa, L.L.C. ("WNT") to Quality Senior Housing Foundation, Inc. ("QSH") for an amount consisting of (i) cash sufficient to pay the following liabilities or obligations of the Debtors; (ii) the assumption by the Purchaser of the liabilities or obligations of the Debtors; (iii) an amount for the WNT Purchased Assets consisting of cash sufficient to pay the liabilities or obligations of WNT; and (iv) the amount necessary to satisfy in full and/or remove the mortgage lien and any other lien or security interest held or asserted by CNH Finance. The Liquidating Trustee asks entry of an order authorizing the sale of substantially all of the Debtors' assets in connection with the sale of the re-unified continuing care retirement community ("CCRC") named "University Village" to QSH pursuant to the terms of the Letter of Intent. Under the LOI, subject to the execution of definitive documentation, QSH proposes to acquire substantially all of the assets owned by the Debtors relating to the independent living facility located at 12401 North 22nd Street, Tampa, Florida, comprising 446 independent living apartments and 46 independent living villas ("Debtors' Purchased Assets"). In addition, under the LOI and subject to the execution of definitive documentation, QSH proposes to acquire the assets owned by WNT relating to the 110-bed assisted living facility and the 120-bed skilled nursing facility located at 12250 North 22nd Street, Tampa, Florida ("WNT Purchased Assets"). Effective May 30, 2018, the Liquidating Trustee and the Florida Office of Insurance Regulation ("OIR") entered into a Consent Order that, among other things, authorized the Liquidating Trustee to operate and manage the Debtors pursuant to the Confirmation Order pending a sale of the re-unified CCRC. The Consent Order further provided that, if the OIR has not approved the acquisition of the Debtors or their assets and issued a Certificate of Authority to new ownership for the University Village CCRC by Dec. 31, 2018, then WHT I will consent to the dismissal of its bankruptcy case and consent to a receivership by the OIR. Effective Dec. 20, 2018, the Liquidating Trustee and the OIR entered into an Amended Consent Order, among other things, extending the Dec. 31, 2018 deadline until March 31, 2019. WNT leases the Skilled Nursing Facility and the Assisted Living Facility to third party operators, and WNT does not operate or in any way oversee the operations of the Assisted Living Facility or the Skilled Nursing Facility. The operations of the Assisted Living Facility are run by TALF, Inc., a Florida not-for-profit corporation, and the operations of the Skilled Nursing Facility are run by TR & SNF, Inc., also a Florida not-for-profit corporation. The Confirmed Plan and the Confirmation Order contemplate a sale of the reunified University Village CCRC, comprising substantially all of the Debtors' and WNT's assets pursuant to court approval and the provisions of Section 363 of the Bankruptcy Code. Since confirmation, the Liquidating Trustee has engaged in substantial discussions and negotiations with several potential purchasers of the re-unified University Village CCRC. The Liquidating Trustee believes that the proposed sale outlined in the LOI provides the best opportunity for the sale contemplated under the Confirmed Plan and is in the best interests of the Debtors' estates and their creditors. Subject to the execution and delivery of a definitive asset purchase agreement by and between the Liquidating Trustee and QSH, the LOI provides for the sale to QSH of substantially all of the assets of the Debtors and WNT, as more fully described in the LOI. The salient terms of the LOI are: a. Purchased Assets: Substantially all of the assets, real, personal, or mixed, tangible or intangible, owned or held by the Sellers as of the Closing Date, relating to University Village consisting of (i) the Debtors' Purchased Assets and (ii) the WNT Purchased Assets. The Purchased Assets will include (without limitation) real property and improvements thereon, furniture, fixtures, equipment, vehicles, accounts receivable, intellectual property, software, contracts, licenses, permits, and business and resident records and data. The Purchased Assets will exclude the operating leases between WNT, as lessor, and the Current Operators, as lessees, which operating leases will be terminated prior to or contemporaneously with Closing. b. Purchase Price: The total consideration payable to the Sellers comprises both cash paid at closing and the assumption by the Purchaser of certain liabilities, including: A. An amount for the Debtors' Purchased Assets consisting of: (1) cash sufficient to pay the following liabilities or obligations of the Debtors at the Closing: (a) the amount necessary to satisfy in full and/or remove the priming mortgage lien and any other lien or security interest held by CPIF Lending, LLC ("CPIF") against the Purchased Assets granted in connection with the post-confirmation financing approved by order of the Bankruptcy Court dated Nov. 14, 2018; (b) the amount necessary to satisfy in full and/or remove the allowed mortgage lien and any other lien or security interest held by CPIF, including but not limited to any adequate protection liens, against the Purchased Assets which claims were treated in the Confirmed Plan as an Allowed Secured Claim; (c) the amount necessary to satisfy in full and/or remove the subordinate mortgage lien and any other lien or security interest held by SouthPoint Global Investments, LLC against the Purchased Assets granted in connection with the DIP loan approved by order of the Bankruptcy Court on May 2, 2018; (d) $750,000 or such lesser amount as is necessary to fully fund the payment of allowed general unsecured claims against the Debtors; (e) the amount necessary to satisfy in full and/or remove the lien against the Purchased Assets granted in the Confirmed Plan in favor of any deferred allowed administrative claims against the Debtors; (f) the amount necessary to satisfy in full all allowed priority claims against the Debtors, including the amount necessary to satisfy in full all real property and tangible personal property taxes that constitute liens against the Purchased Assets; (g) the additional amount necessary to fund the Required MLR; and (h) the amount necessary to pay the closing costs of the Debtors, including reasonable attorney’s fees; (2) the assumption by the Purchaser of the following liabilities or obligations of the Debtors at the Closing: (a) certain of Debtors’ trade payables, accrued payroll, and resident deposits as of Closing, to the extent (i) not in default as of Closing, (ii) incurred in the ordinary course of business, and (iii) disclosed in the schedules to the Definitive Purchase Agreement; (b) performance obligations arising after Closing under existing equipment leases and selected vendor and service contracts to assure continuity of care, to the extent (i) not in default as of Closing, (ii) entered in the ordinary course of business, (iii) competitive pricing, appropriate levels and quality of service, and (iv) disclosed in the schedules to the Definitive Purchase Agreement; (c) all existing liabilities of the Debtors to current and former residents of the CCRC for entrance fee refund obligations and personal income protection obligations related to or arising from Life Care Contracts made by WHT; (ii) pursuant to the Confirmed Plan, the Assumed Residency Obligations will be paid, in full and final satisfaction of such claims, equal quarterly cash payments beginning on the last Business Day of the first full calendar quarter following the second anniversary of the Effective Date of the Confirmed Plan and continuing on the last Business Day of each subsequent calendar quarter until the twelfth anniversary of the Effective Date of the Confirmed Plan, together with interest at 3% per annum beginning on the second anniversary of the Effective Date of the Confirmed Plan, and (iii) the repayment of the Assumed Resident Obligations described in Section 2(c)(ii) above will be subordinate to operations, capital costs, including debt service on the senior debt that will finance the acquisition by the Purchaser and capital expenditures of the Community; and (3) Notwithstanding the foregoing, although it is expected that the Parties will cooperatively use their best efforts to fairly and equitably establish a reasonable Retirement Center Purchase Price for the Debtors' Purchased Assets through continued negotiations with all interested parties, as a condition to Closing, the aggregate amount of the Debtors' Cash Consideration and the Debtors' Assumed Obligations must be acceptable to the Purchaser, in its sole discretion; and B. An amount for the WNT Purchased Assets consisting of: (1) cash sufficient to pay the following liabilities or obligations of WNT at the Closing: (a) the amount necessary to satisfy in full and/or remove the mortgage lien and any other lien or security interest held or asserted by Valley Bank, as successor in interest to USAmeriBank against the Purchased Assets; and (b) the amount necessary to satisfy in full all real property and tangible personal property taxes that constitute liens against the Purchased Assets; and (2) the amount necessary to satisfy in full and/or remove the mortgage lien and any other lien or security interest held or asserted by CNH Finance ("CNH") against the Purchased Assets which claims are secured by assets of the Current Operators, the primary obligors to CNH; and (3) Notwithstanding the foregoing, although it is expected that the Parties will cooperatively use their best efforts to fairly and equitably establish a reasonable Health Center Purchase Price for the WNT Purchased Assets through continued negotiations with all interested parties, as a condition to Closing, the aggregate amount of the WNT Cash Consideration must be acceptable to Purchaser, in its sole discretion. In the event the Health Center Purchase Price for the WNT Purchased Assets is deemed by Purchaser as unreasonable, the Parties will explore approval of alternative means to continue the CCRC without ownership of the Health Center. In that event, the Debtors will retain all claims and rights against WNT and the Current Operators. c. Assumed Contracts: The Purchased Assets will include (i) all life-care and residency care contracts (including any amendments thereto) between the Debtors and residents of the CCRC; (ii) all other executory contracts and/or unexpired leases and post-petition contracts or leases to which either Debtor is a party and designated to be assumed by the Purchaser, at the Purchaser's discretion; (iii) all contracts between WNT or the Current Operators and the current residents of the CCRC designated to be assumed by the Purchaser, at the Purchaser's discretion; and (iv) all other executory contracts and/or unexpired leases and contracts or leases to which WNT is a party and designated to be assumed by the Purchaser, at the Purchaser's discretion. The Purchaser will be responsible for the payment of all cure amounts, if any, due and owing by the Debtors and will also fund such additional amounts above the Existing MLR as necessary to establish the amount of minimum liquid reserve required and approved by the Florida Office of Insurance Regulation ("FOIR") as of the Closing, as calculated in accordance with Rule 69O-19.050 of the Florida Administrative Code, which will serve as adequate assurance of the Purchaser's future performance as contemplated under Section 365(b)(1)(C) of the Bankruptcy Code. d. Closing: The closing of the Proposed Transaction will occur by no later than 10 days after the satisfaction or waiver (if permissible) of the conditions to Closing set forth in the Definitive Purchase Agreement, which Closing Date may be extended upon the mutual written agreement of the Sellers and the Purchaser. The Liquidating Trustee proposes a sale of the Purchased Assets pursuant to the terms of the LOI and the Purchase Agreement and Court approval. The Purchased Assets will be sold free and clear of all liens, claims, and encumbrances, with any liens, claims, or encumbrances to attach to the proceeds of the Sale to the same extent, validity, and priority as existed prior to the Closing. By the Motion, the Liquidating Trustee also asks authority to finally assume5 and assign to the Purchaser all of the Sellers' right, title, and interest in and to the Assumed Contracts free and clear of all liens, claims, and encumbrances, except that the Purchaser will be responsible for the payment of all Cure Claims, if any. The Purchaser has agreed to assume and pay all Resident Obligations in accordance with the Confirmed Plan, which will provide significant benefit to the residents. A copy of the LOI attached to the Motion is available for free at: http://bankrupt.com/misc/Westport_Holdings_1277_Sales.pdf The Purchaser: QUALITY SENIOR HOUSING FOUNDATION, INC. One Atlantic Center 1201 West Peachtree St., NW Suite 3250 Atlanta, GA 30309 Facsimile: (404) 888-9577 E-mail: sbrading@khlawfirm.com About Westport Holdings Tampa Westport Holdings Tampa, d/b/a University Village, is a care retirement community in Tampa, Florida. It offers residents villas, apartments, an assisted living facility and a skilled nursing care center for their end of life needs. Westport Holdings Tampa, Limited Partnership and Westport Holdings Tampa II, Limited Partnership filed Chapter 11 petitions (Bankr. M.D. Fla. Case Nos. 16-8167 and 16-8168) on Sept. 22, 2016. Scott A. Stichter, Esq., and Stephen R. Leslie, Esq., at Stichter Riedel Blain & Postler, P.A., serve as the Debtors' bankruptcy counsel. Broad and Cassel is the special counsel for healthcare and related litigation matters. Jeffrey Warren was appointed as examiner in the Debtors' cases. He is represented by Bush Ross, P.A. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on Oct. 11, 2016, and an official committee of resident creditors on Dec. 29, 2016. The resident committee is represented by Jennis Law Firm. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Richard Charles Stachowski Bankr. N.D. Cal. Case No. 18-52860 Chapter 11 Petition filed December 31, 2018 represented by: Arasto Farsad, Esq. FARSAD LAW OFFICES E-mail: FarsadECF@gmail.com In re David A. Allison Bankr. M.D. Ga. Case No. 18-41266 Chapter 11 Petition filed December 31, 2018 represented by: Fife M. Whiteside, Esq. FIFE M. WHITESIDE, PC E-mail: whitesidef@mindspring.com In re Oliver Tiller, Jr. Bankr. W.D. La. Case No. 18-81254 Chapter 11 Petition filed December 31, 2018 represented by: L. Laramie Henry, Esq. E-mail: laramie@henry-law.com In re Pine Forest Associates LP Bankr. E.D. Tenn. Case No. 18-15814 Chapter 11 Petition filed December 31, 2018 See http://bankrupt.com/misc/tneb18-15814.pdf represented by: Brent James, Esq. HARRISS HARTMANN LAW FIRM PC E-mail: bkcourts@harrisshartman.com In re Michael Anaya Rodriguez Bankr. W.D. Tex. Case No. 18-53059 Chapter 11 Petition filed December 31, 2018 represented by: J. Todd Malaise, Esq. E-mail: notices@malaiselawfirm.com In re King Pizza of Paramus Inc. Bankr. D.N.J. Case No. 19-10005 Chapter 11 Petition filed January 1, 2019 See http://bankrupt.com/misc/njb19-10005.pdf represented by: Donald Troy Bonomo, Esq. PEREZ AND BONOMO E-mail: dbonomo123@gmail.com In re Rosario Perry Bankr. C.D. Cal. Case No. 19-10001 Chapter 11 Petition filed January 2, 2019 represented by: Michael R. Totaro, Esq. TOTARO & SHANAHAN E-mail: Ocbkatty@aol.com In re Thomas D. Bohlmann Bankr. C.D. Cal. Case No. 19-10035 Chapter 11 Petition filed January 2, 2019 represented by: Paul R. Shankman, Esq. HINDS & SHANKMAN, LLP E-mail: pshankman@jhindslaw.com In re Avelina Conde Castillo Bankr. C.D. Cal. Case No. 19-10037 Chapter 11 Petition filed January 2, 2019 represented by: Krystina T. Tran, Esq. LAW OFFICES OF TRAN AND ISERHIEN PC E-mail: krystina@bklawcorp.com In re Jason R. Semaski and Kerry A. Semaski Bankr. D. Mass. Case No. 19-30002 Chapter 11 Petition filed January 2, 2019 represented by: Louis S. Robin, Esq. LAW OFFICES OF LOUIS S. ROBIN E-mail: louis.robin.bankruptcyECF@gmail.com In re Blispak Acquisition Corporation d/b/a Blispak, Inc. Bankr. D.N.J. Case No. 19-10065 Chapter 11 Petition filed January 2, 2019 See http://bankrupt.com/misc/njb19-10065.pdf represented by: David A. Ast, Esq. AST & SCHMIDT E-mail: david@astschmidtlaw.com In re John Thomas Ravize and Linde C. Ravize Bankr. D. Nev. Case No. 19-50007 Chapter 11 Petition filed January 2, 2019 represented by: Kevin A. Darby, Esq. DARBY LAW PRACTICE, LTD. E-mail: kad@darbylawpractice.com In re Parkway Trucking Inc. Bankr. E.D.N.Y. Case No. 19-40001 Chapter 11 Petition filed January 2, 2019 Filed Pro Se In re Ronide Cayo Bankr. E.D.N.Y. Case No. 19-40023 Chapter 11 Petition filed January 2, 2019 represented by: Narissa A. Joseph, Esq. E-mail: njosephlaw@aol.com In re Rosa Maria Ybarra Bankr. S.D. Tex. Case No. 19-70005 Chapter 11 Petition filed January 2, 2019 represented by: Kelly K. McKinnis, Esq. E-mail: mckinnis22@yahoo.comc In re Theodoros Koliatsis Bankr. N.D. Cal. Case No. 19-30003 Chapter 11 Petition filed January 2, 2019 represented by: Charles Alex Naegele, Esq. C. ALEX NAEGELE, A PROFESSIONAL LAW CORP E-mail: alex@canlawcorp.com In re Sandra Charlene Yuste Bankr. N.D. Cal. Case No. 19-50003 Chapter 11 Petition filed January 2, 2019 Filed Pro Se In re Dillingham Restaurant Corporation Bankr. D. Hawaii Case No. 19-00001 Chapter 11 Petition filed January 2, 2019 See http://bankrupt.com/misc/hib19-00001.pdf represented by: Joseph S.Y. Hu, Esq. HLAW LLLC E-mail: jhadvisor@gmail.com In re Loa Properties Inc. Bankr. E.D. Cal. Case No. 19-20021 Chapter 11 Petition filed January 3, 2019 Filed Pro Se In re Brian Anthony Gomez Bankr. N.D. Cal. Case No. 19-50008 Chapter 11 Petition filed January 3, 2019 represented by: Robert L. Goldstein, Esq. LAW OFFICES OF ROBERT L. GOLDSTEIN E-mail: rgoldstein@taxexit.com In re VADA Enterprises Inc. Bankr. D. Mass. Case No. 19-10016 Chapter 11 Petition filed January 3, 2019 Filed Pro Se In re Sanfred Realty LLC Bankr. D.N.H. Case No. 19-10008 Chapter 11 Petition filed January 3, 2019 See http://bankrupt.com/misc/nhb19-10008.pdf represented by: Robert L. O'Brien, Esq. E-mail: roboecf@gmail.com In re New Beginnings of South Florida, Inc. Bankr. S.D. Fla. Case No. 19-10138 Chapter 11 Petition filed January 4, 2019 Filed Pro Se In re World Liquidators, Inc. Bankr. S.D. Fla. Case No. 19-10100 Chapter 11 Petition filed January 4, 2019 See http://bankrupt.com/misc/flsb19-10100.pdf represented by: Nathan G. Mancuso, Esq. MANCUSO LAW, P.A E-mail: ngm@mancuso-law.com In re Jeffrey S. Kidwell Bankr. S.D. Fla. Case No. 19-10107 Chapter 11 Petition filed January 4, 2019 represented by: Chad T. Van Horn, Esq. VAN HORN LAW GROUP, P.A. E-mail: Chad@cvhlawgroup.com In re Rowan Document Solutions, Inc. Bankr. S.D.N.Y. Case No. 19-35020 Chapter 11 Petition filed January 4, 2019 See http://bankrupt.com/misc/nysb19-35020.pdf represented by: Rick Cowle, Esq. THE LAW OFFICE OF RICK S. COWLE P.C E-mail: RCowlelaw@comcast.net In re Marcus Lopez Edwards Bankr. D. Conn. Case No. 19-20016 Chapter 11 Petition filed January 4, 2019 represented by: Vincent J. Purnhagen, Esq. E-mail: vinpurnhagen@gmail.com In re Christopher C. Cardice and Ericka W. Cardice Bankr. N.D. Fla. Case No. 19-40009 Chapter 11 Petition filed January 4, 2019 represented by: Robert C. Bruner, Esq. E-mail: rbruner@brunerwright.com In re Frederick T. Sylvester Bankr. W.D. Pa. Case No. 19-20034 Chapter 11 Petition filed January 4, 2019 represented by: Gary William Short, Esq. E-mail: garyshortlegal@gmail.com In re Lodan 23 LLC Bankr. S.D. Fla. Case No. 19-10167 Chapter 11 Petition filed January 6, 2019 See http://bankrupt.com/misc/flsb19-10167.pdf represented by: Joel M. Aresty, Esq. E-mail: aresty@mac.com In re KMA Transport, LLC Bankr. E.D.N.C. Case No. 19-00061 Chapter 11 Petition filed January 7, 2019 See http://bankrupt.com/misc/nceb19-00061.pdf represented by: Travis Sasser, Esq. SASSER LAW FIRM E-mail: travis@sasserbankruptcy.com In re Christian Rossil Bankr. C.D. Cal. Case No. 19-10153 Chapter 11 Petition filed January 8, 2019 represented by: Todd B. Becker, Esq. BECKER LAW GROUP E-mail: boyer@beckerlawgroup.com In re 265 Laurel Avenue, LLC Bankr. D.N.J. Case No. 19-10449 Chapter 11 Petition filed January 8, 2019 See http://bankrupt.com/misc/njb19-10449.pdf represented by: Timothy P. Neumann, Esq. BROEGE, NEUMANN, FISCHER & SHAVER E-mail: timothy.neumann25@gmail.com In re Nick Mavrakis Bankr. E.D.N.Y. Case No. 19-40110 Chapter 11 Petition filed January 8, 2019 represented by: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. E-mail: alla@kachanlaw.com In re Brandon Daryl Gioffre Bankr. S.D.N.Y. Case No. 19-22038 Chapter 11 Petition filed January 8, 2019 represented by: Nathan Horowitz, Esq. E-mail: nathan@nathanhorowitzlaw.com In re MVA GROUP J CORP Bankr. D.P.R. Case No. 19-00055 Chapter 11 Petition filed January 8, 2019 See http://bankrupt.com/misc/prb19-00055.pdf represented by: Jose A. Leon Landrau, Esq. LEON LANDRAU LAW OFFICE E-mail: jleonlandrau@yahoo.com In re Mayansa Dreams Group LLC Bankr. D.P.R. Case No. 19-00062 Chapter 11 Petition filed January 8, 2019 See http://bankrupt.com/misc/prb19-00062.pdf represented by: Jose A. Leon Landrau, Esq. LEON LANDRAU LAW OFFICE E-mail: jleonlandrau@yahoo.com In re Larry Glenn Farley and Deborah Lynn Farley Bankr. M.D. Tenn. Case No. 19-00084 Chapter 11 Petition filed January 8, 2019 represented by: LEFKOVITZ AND LEFKOVITZ, PLLC E-mail: slefkovitz@lefkovitz.com In re Luxe Studio LLC Bankr. E.D. Va. Case No. 19-10074 Chapter 11 Petition filed January 8, 2019 See http://bankrupt.com/misc/vaeb19-10074.pdf represented by: Susan J. Klein, Esq. FRIEDMAN, FRAMME & THRUSH, P.A. E-mail: sklein@fftlaw.com In re Bondariu Investments, LLC Bankr. E.D. Va. Case No. 19-70065 Chapter 11 Petition filed January 8, 2019 See http://bankrupt.com/misc/vaeb19-70065.pdf represented by: Karen M. Crowley, Esq. CROWLEY, LIBERATORE, RYAN & BROGAN, P.C. E-mail: kcrowley@clrbfirm.com In re Rockin Artwork, LLC Bankr. C.D. Cal. Case No. 19-10051 Chapter 11 Petition filed January 9, 2019 See http://bankrupt.com/misc/cacb19-10051.pdf represented by: David B Golubchik, Esq. LEVENE NEALE BENDER YOO & BRILL LLP E-mail: dbg@lnbyb.com In re Purple Haze Properties, LLC Bankr. C.D. Cal. Case No. 19-10052 Chapter 11 Petition filed January 9, 2019 See http://bankrupt.com/misc/cacb19-10052.pdf represented by: David B Golubchik, Esq. LEVENE NEALE BENDER YOO & BRILL LLP E-mail: dbg@lnbyb.com In re Corazon Quesada Paed Bankr. N.D. Cal. Case No. 19-30029 Chapter 11 Petition filed January 9, 2019 See http://bankrupt.com/misc/canb19-30029.pdf represented by: Arasto Farsad, Esq. FARSAD LAW OFFICES E-mail: FarsadECF@gmail.com In re FW Investments of Florida, LLC Bankr. M.D. Fla. Case No. 19-00168 Chapter 11 Petition filed January 9, 2019 See http://bankrupt.com/misc/flmb19-00168.pdf represented by: Jake C. Blanchard, Esq. BLANCHARD LAW, PA E-mail: jake@jakeblanchardlaw.com In re Joseph Louis Ford, III Bankr. S.D. Fla. Case No. 19-10309 Chapter 11 Petition filed January 9, 2019 represented by: Kenneth R. Noble,, Esq. E-mail: ray@noblelawfirmpa.com In re Rafael Golan Bankr. S.D. Fla. Case No. 19-10339 Chapter 11 Petition filed January 9, 2019 represented by: Angelo A. Gasparri, Esq. E-mail: angelo@drlclaw.com In re Albert O. Mendez Bankr. S.D. Fla. Case No. 19-10351 Chapter 11 Petition filed January 9, 2019 represented by: Malinda L Hayes, Esq. MARKARIAN & HAYES E-mail: malinda@businessmindedlawfirm.com In re Ironhouse, LLC Bankr. D.N.J. Case No. 19-10568 Chapter 11 Petition filed January 9, 2019 Filed Pro Se In re TJW Family Foods LLC Bankr. E.D.N.Y. Case No. 19-40128 Chapter 11 Petition filed January 9, 2019 See http://bankrupt.com/misc/nyeb19-40128.pdf represented by: Lawrence Morrison, Esq. MORRISON TENENBAUM, PLLC E-mail: lmorrison@m-t-law.com In re ZYHE 235 Management Inc. Bankr. E.D.N.Y. Case No. 19-40137 Chapter 11 Petition filed January 9, 2019 Filed Pro Se In re Pietro Giambrone Bankr. E.D.N.Y. Case No. 19-40157 Chapter 11 Petition filed January 9, 2019 represented by: Donald Neidhardt, Esq. E-mail: info@neidhardtlaw.com In re 144 Cooper Street Corp. Bankr. E.D.N.Y. Case No. 19-40160 Chapter 11 Petition filed January 9, 2019 See http://bankrupt.com/misc/nyeb19-40160.pdf represented by: Solomon Rosengarten, Esq. E-mail: VOKMA@aol.com ********* 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 ***