/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/190129.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, January 29, 2019, Vol. 23, No. 28 Headlines 215 HEMPSTEAD: Creditors to Get 100% Under 2nd Amended Plan 265 LAUREL AVENUE: Hires Broege Neumann as Attorney AC INVESTMENT 1: Seeks to Extend Exclusive Filing Period to May 9 ADAMIS PHARMACEUTICALS: May Issue Add'l 2.4M Shares Under 2009 Plan AEON GLOBAL HEALTH: Needs More Capital to Continue as Going Concern AL THERAPY: Feb. 21 Plan Confirmation Hearing Set ALL FOR ONE MEDIA: MaloneBailey LLP Raises Going Concern Doubt ANGEL MEDICAL: Seeks to Hire Honigman LLP as Counsel ANGEL MEDICAL: Seeks to Hire Morris James as Special Counsel BLANN FARMS: Feb. 19 Hearing on Disclosure Statement BLESSED HOLDINGS: U.S. Trustee Unable to Appoint Committee BRANWELL INC: Wants Final Approval to Use Cash Collateral CABLEVISION SYSTEMS: Moody's Rates $1.5BB Unsec. Notes Due 2029 Ba2 CALIFORNIA STATEWIDE CDA: Moody's Cuts POB Series A-2 Bonds to Caa3 CENTURY TOWNHOMES: Exclusive Filing Period Extended Until Feb. 11 CLARKSVILLE DENTAL SPA: Allowed to Use BofA Cash Collateral COBRA WELL: Wants to Continue Using Cash Collateral Until May 31 DANICA ASSOCIATES: Wants to Use Cash Collateral on Permanent Basis ENCOUNTER MEDICAL: Supplements Proposal to Use Cash Collateral ENGILITY CORP: Moody's Withdraws B2 CFR on Science Acquisition Deal EST GROUP: Wants to Continue Using Cash for Additional 90 Days FINE LIGHT: Feb. 27 Plan Confirmation Hearing FINGERMOTION INC: More Funding Needed to Continue as Going Concern FINTUBE LLC: Feb. 21 Plan Confirmation Hearing FMTB BH: Exclusive Filing Period Extended Until April 18 GNC HOLDINGS: Appoints Two New Directors to Fill Board Vacancy GOLDEN TREE: U.S. Trustee Unable to Appoint Committee GULFVIEW MEDICAL: Seeks to Extend Exclusivity Period to April 23 HALCON RESOURCES: Moody's Alters Outlook on B3 CFR to Negative HAYES & HAYES: Allowed to Use Cash Collateral on Interim Basis HELIOS AND MATHESON: Armistice Has 4.9% Stake as of Jan. 15 HENDERSONVILLE DENTAL: Allowed to Use BofA Cash Collateral HG & ZG CORPORATION: Wants to Continue Using Cash Collateral INNOVATIVE MATTRESS: Wants to Obtain Loan, Use Cash Collateral INTEGRATED VENTURES: Recurring Net Losses Cast Going Concern Doubt KANSAS INTERNAL: Unsecured Creditors' Recovery Cut to $25,000 KOMODO CLOUD: Unsecured Creditors to Get $20,000 Under Ch. 11 Plan LEMKCO FLORIDA: U.S. Trustee Unable to Appoint Committee LIFE ON EARTH: Working Capital Deficit Casts Going Concern Doubt LIONS GATE: Moody's Rates $400MM Unsec. Notes Due 2024 'B2' MURRAY GROUP: Has Interim OK to Use Cash Collateral Until Feb. 8 NATIONAL AUTO: Has Authority to Use Cash Collateral on Final Basis NEIMAN MARCUS: Chief Merchandising Officer Will Quit NEUROMETRIX INC: Negative Cash Flow Casts Going Concern Doubt NINE WEST: Seeks to Extend Exclusive Filing Period to March 31 NOTOX TECHNOLOGIES: Accumulated Deficit Raises Going Concern Doubt OAKSHIRE MUSHROOM: Seeks Authority to Use Cash Collateral ONE HUNDRED FOLD: To Commence Insurance Recovery Action on Feb. 1 OPTIMIZED LEASING: Seeks to Extend Exclusivity Period to Feb. 14 OZARK TIMBERLANDS: BSI Financial Prohibits Cash Collateral Use PEORIA DAY SURGERY: Seeks to Extend Exclusivity Period to May 27 PG&E CORP: 2nd Bankruptcy To Be More Expensive, Says BlueMountain PG&E CORP: Receives Out-of-Court Proposals from 2 Investor Groups PG&E CORP: Regulator Approves Request for $6 Billion Borrowing PG&E CORP: Reportedly Tapping AlixPartners' Mesterharm as CRO PRAGAT PURSHOTTAM: Has Until Feb. 18 to File Chapter 11 Plan RCH LAWN: Exclusive Filing Period Extended Until Feb. 27 REALTEX CONSTRUCTION: Seeks to Extend Exclusivity Period RICH HONEY: Seeks to Extend Exclusive Filing Period to May 14 RYNIC INC: Seeks Final Approval for Use of Cash Collateral SALSGIVER INC: Feb. 7 Hearing on Approval of Disclosure Statement SCG MADILL: Feb. 15 Plan Confirmation Hearing SEARS HOLDINGS: Unsecured Creditors Oppose Sale to Lampert SEEDO CORP: Kost Forer Gabbay Raises Going Concern Doubt SHOPKO STORES: Walgreens Is Successful Bidder for Pharmacies SIMPLICITY ESPORTS: Accumulated Deficit Raises Going Concern Doubt THOMAS DEE ENGINEERING: U.S. Trustee Forms 2-Member Committee TIRECO INC: Second Interim Cash Collateral Order Entered TORRADO CONSTRUCTION: Unsecureds' Recovery Increased to $400,000 UCOAT IT: Seeks Authorization to Use Cash Collateral URGENT CARES: Moody's Assigns B3 CFR, Outlook Stable US FARATHANE: Moody's Alters Outlook on B2 CFR to Negative VILLA MARIE: Authorized to Use Cash Collateral Until Feb. 28 VVC HOLDING: Moody's Affirms B3 CFR, Outlook Stable WESTMORELAND COAL: Talen Opposes Plan Confirmation WEWARDS INC: Stable Revenues Needed to Continue as Going Concern WILLIAMS PLUMBING: U.S. Trustee Unable to Appoint Committee WOODLAWN COMMUNITY: Allowed to Use Cash Collateral Until Feb. 28 ZANDER THERAPEUTICS: Recurring Losses Cast Going Concern Doubt [^] Large Companies with Insolvent Balance Sheet ********* 215 HEMPSTEAD: Creditors to Get 100% Under 2nd Amended Plan ----------------------------------------------------------- 215 Hempstead Realty Corp. filed a second amended Chapter 11 Plan and accompanying disclosure statement to resolve the request for additions and more in-depth facts, explanations, and law from the Office of the United States Trustee. The Debtor made the changes as requested by the U.S. Trustee, including, but not limited to, the changes to the Plan to unimpair all classes of creditors by all allowed claims being paid in full on the effective date. Class II consists of the secured claims of the Nassau County Attorney's Office in the amounts of Thirty-Five Thousand Nine Hundred Seventy-Seven and 01/100 ($35,977.01) Dollars and Nineteen Thousand Five Hundred Twenty-Seven and 74/100 ($19,527.74) Dollars. The Debtor has confirmed that all real estate, property and school taxes, including those included in these claims, have been paid in full. To the extent the claims are valid and there are balances due and owing on said claims, same shall be paid on or before the Effective Date of the Plan. The Class II creditor is not impaired and is not entitled to vote on the Plan. Class III consists of the claims of general unsecured creditors in the Debtor's case. The amount of general unsecured claims filed and/or scheduled is approximately Seventy- Two Thousand Two Hundred Forty and 53/100 ($72,240.53) Dollars. The claims of general unsecured creditors shall be paid in full on the Effective Date of Debtor's Plan. The general unsecured claims are as follows: a) AAA Long Island Waste Oil, Inc. in the amount of $135.78; b) Bethpage Federal Credit Union in the amount of $8,203.84; c) Bethpage Federal Credit Union in the amount of $10,437.95; d) PSEGLI in the amount of $755.53; e) Rocket Tech Fuel Corp. in the amount of $49,894.91; f) New York State Department of Taxation and Finance in the amount of $277.52, and g) Internal Revenue Service in the amount of $2,535.00. The Debtor does not intend on objecting to any of the general unsecured claims. The Class III creditors are not impaired and are not entitled to vote on the Plan. The Plan will be financed from income derived from a Debtor in Possession loan in the approximate amount of $600,000.00 - $650,000.00 (the DIP Loan) obtained with the assistance of American Eagle Funding Group, LLC., which is a statement of intent and loan assessment by American Eagle Funding Group, LLC. The DIP Loan, pursuant to Section 364 of the Bankruptcy Code, proposes to be funded no later February 25, 2019 to the Debtor. The commitment letter and term sheet of said DIP Loan is expected to be received by the Debtor on or before January 30, 2019. Thereafter, the Debtor will file a motion seeking approval of the aforementioned DIP Loan upon receipt of the commitment letter and term sheet. To the extent the Debtor does not receive a commitment letter prior to January 30, 2019 and/or the DIP Loan does not fund or close (subject to Court approval) on or before the end of February, 2019, the Debtor will immediately make a motion before the Court seeking to retain an auctioneer to sell the Debtor's property in order to fund the Plan. The Debtor shall file a motion seeking Court approval of the DIP Loan on or before February 5, 2019. The Plan has no impaired classes of creditors. Utilization of the cram down provisions under the Bankruptcy Code are not to be utilized. All Classes of creditors will be paid 100% of their allowed claims on or before the Effective Date of the Plan. To the extent the Debtor does not receive a commitment letter prior to January 30, 2019 and/or the DIP Loan does not fund or close (subject to Court approval) on or before the end of February, 2019, the Debtor will immediately make a motion before the Court seeking to retain an auctioneer to sell the Debtor's property in order to fund the Plan. The Debtor shall file a motion seeking Court approval of the DIP Loan on or before February 5, 2019. A redlined copy of the Second Amended Disclosure Statement dated January 10, 2019, is available at https://tinyurl.com/yb9mayok from PacerMonitor.com at no charge. About 215 Hempstead Realty 215 Hempstead Realty Corp. is a corporation formed in 2013 and is in the business of holding and managing real property. It operates its business from a primary business location of 215 Hempstead Avenue, West Hempstead, New York. 215 Hempstead Realty previously sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 17-70755) on Feb. 10, 2017. 215 Hempstead Realty Corp. filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 17-74474) on July 24, 2017. The petition was signed by Nadide Cakici, its president. At the time of the filing, the Debtor estimated assets of less than $1 million and liabilities of less than $500,000. The Debtor hired McBreen & Kopko as its bankruptcy counsel, and George E. Milhim, CPA, as its accountant. 265 LAUREL AVENUE: Hires Broege Neumann as Attorney --------------------------------------------------- 265 Laurel Avenue, LLC, seeks authority from the U.S. Bankruptcy Court for the District of New Jersey to employ Broege Neumann Fischer & Shaver, LLC, as attorney to the Debtor. 265 Laurel Avenue requires Broege Neumann to: a) advise the Debtor as to its duties as a debtor-in- possession under the Bankruptcy Code, including, without limitation, the obligation to open debtor-in-possession bank accounts, file monthly operating reports with the Bankruptcy Court and the office of the U.S. Trustee, pay quarterly fees to the U.S. Trustee, maintain adequate insurance on all assets of the bankruptcy estate, pay all post-petition taxes when due and file timely returns thereof; b) represent the Debtor at the 341(a) hearing and at any meetings between applicant and creditors or creditors committees; c) assist the Debtor in obtaining the authorization of the Bankruptcy Court to retain such accountants, appraisers or other professionals whose services applicant may require in connection with the operation of its business or the administration of the Chapter 11 proceedings; d) defend any motions made by secured creditors to enable the Debtor to retain the use of assets needed for an effective reorganization; e) negotiate with priority, secured and unsecured creditors to achieve a consensual resolution of their respective claims and the incorporation of such resolution into a plan of reorganization; f) file and prosecute motions to expunge or reduce claims which the Debtor disputes; g) represent the Debtor in the Bankruptcy Court at such hearings as may require the Debtor's presence or participation to protect the interest of applicant and the bankruptcy estate; h) formulate, negotiate, prepare and file of a disclosure statement and plan of reorganization, or liquidation, which conforms to the requirements of the Bankruptcy Code and applicable rules of procedure; i) represent the Debtor at hearings on the approval of the disclosure statement and confirmation of a plan of reorganization and responding to any objections to same filed by creditors or other parties in interest; j) assist the Debtor in discharging its obligations in consummating any plan of reorganization which is confirmed; k) advise the Debtor whether and to what extent any of its assets constitute cash collateral under the Bankruptcy Code and prosecuting applications for authorization to use any such assets; and l) provide such other varied legal advice and services as may be needed by applicant in the operation of its business or in connection with the Chapter 11 proceedings. Broege Neumann will be paid at these hourly rates: Partners $375-$600 Associates $275 Paralegals $100 Broege Neumann will also be reimbursed for reasonable out-of-pocket expenses incurred. Timothy P. Neumann, partner of Broege Neumann Fischer & Shaver, LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Broege Neumann can be reached at: Timothy P. Neumann, Esq. BROEGE NEUMANN FISCHER & SHAVER, L.L.C. 25 Abe Voorhees Drive Manasquan, NJ 08736 Tel: (732) 223-8484 E-mail: tneumann@bnfsbankruptcy.com About 265 Laurel Avenue 265 Laurel Avenue, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 19-10449) on Jan. 8, 2019, disclosing under $1 million in assets and liabilities. The Debtor is represented by Timothy P. Neumann, Esq. at Broege Neumann Fischer & Shaver, LLC. AC INVESTMENT 1: Seeks to Extend Exclusive Filing Period to May 9 ----------------------------------------------------------------- AC Investment 1, LLC asked the U.S. Bankruptcy Court for the Southern District of Florida to extend the period during which it has the exclusive right to file a Chapter 11 plan through May 9, and to solicit acceptances for the plan through July 9. If granted, the extension would allow the company to continue negotiations with its lender to settle its claim. AC Investment's current exclusive filing period is set to expire on Feb. 9. About AC Investment 1 AC Investment 1, LLC, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 18-18379) on July 11, 2018. In the petition signed by Agostinho Calcada, MBR, the Debtor estimated under $1 million in assets and liabilities. Joel M. Aresty P.A. is the Debtor's counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. ADAMIS PHARMACEUTICALS: May Issue Add'l 2.4M Shares Under 2009 Plan ------------------------------------------------------------------- Adamis Pharmaceuticals Corporation has filed a Form S-8 registration statement for the purpose of registering additional shares of Common Stock under the 2009 Equity Incentive Plan. The Plan provides that an additional number of shares will automatically be added annually to the 411,765 shares initially authorized for issuance under the Plan on January 1, from 2010 until 2019. The number of shares added each year will be equal to (i) five percent of the total number of shares of Common Stock outstanding on December 31st of the preceding calendar year, or (ii) a lesser number of shares of Common Stock determined by the Board of Directors before the start of a calendar year for which an increase applies. Accordingly, the number of shares of Common Stock available for issuance under the Plan was increased by 2,364,568 shares effective Jan. 1, 2019. The Registration Statement registers 2,364,568 additional shares of Common Stock available for issuance under the Plan as a result of such increase and the Evergreen Provisions. A full-text copy of the prospectus is available for free at https://is.gd/Ynjsiu About Adamis San Diego, Calif.-based Adamis Pharmaceuticals Corporation (OTCQB:ADMP) -- http://www.adamispharmaceuticals.com/-- is a specialty biopharmaceutical company primarily focused on developing and commercializing products in various therapeutic areas, including respiratory disease and allergy. The company's Symjepi (epinephrine) Injections 0.3mg and 0.15mg were approved for use in the emergency treatment of acute allergic reactions, including anaphylaxis. Adamis recently announced a distribution and commercialization agreement with Sandoz, a division of Novartis Group, to market Symjepi in the U.S. Adamis is developing a sublingual tadalafil product candidate as well as additional product candidates, using its approved injection device, and a metered dose inhaler and dry powder inhaler devices. The company's subsidiary, U.S. Compounding, Inc., compounds sterile prescription drugs, and certain nonsterile drugs for human and veterinary use, to patients, physician clinics, hospitals, surgery centers and other clients throughout most of the United States. Adamis incurred a net loss of $25.53 million in 2017 compared to a net loss of $19.43 million in 2016. As of Sept. 30, 2018, the Company had $70.22 million in total assets, $12.40 million in total liabilities and $57.82 million in total stockholders' equity. The report from the Company's independent accounting firm Mayer Hoffman McCann P.C., in San Diego, California, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company has incurred recurring losses from operations, and is dependent on additional financing to fund operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. AEON GLOBAL HEALTH: Needs More Capital to Continue as Going Concern ------------------------------------------------------------------- AEON Global Health Corp. filed its quarterly report on Form 10-Q/A, disclosing a net loss of $409,223 on $3,741,190 of net revenues for the three months ended Sep. 30, 2018, compared to a net loss of $1,126,523 on $3,358,052 of net revenues for the same period in 2017. At Sep. 30, 2018 the Company had total assets of $10,867,392, total liabilities of $9,362,560, and $1,504,833 in total stockholders' equity. The Company disclosed that there is outstanding an aggregate principal amount of $3,113,618 of notes, consisting of (i) an aggregate principal amount of $1,698,169 of senior secured convertible notes with a maturity date of March 20, 2020, (ii) a maximum aggregate principal amount of $2.0 million of senior secured grid notes with an aggregate outstanding principal amount of $1,415,449 with a maturity date of June 30, 2020. In addition, there is outstanding secured note subordinated to the interests of the existing senior lenders with a remaining principal amount of $81,000, which is currently due and payable. Hanif A. Roshan, the Company's Chief Executive Officer and interim Principal Accounting Officer, states, "We continue to make principal payments each month on this subordinated note while discussing an extension. We expect existing resources, revenues generated from operations, and proceeds received from other transactions we are considering (of which there can be no assurance) to satisfy working capital requirements for at least the next twelve months, however, no assurances can be given, that we will be able to generate sufficient cash flow from operations or complete other transactions to satisfy our other obligations. The accompanying condensed consolidated financial statements do not include any adjustments to the recoverability and classification of assets carrying amounts or the amounts and classifications of liabilities that might result from the outcome of these uncertainties. Accordingly, the Company needs to raise additional capital and is exploring potential transactions to improve its capital position. Unless we increase revenues substantially or generate additional capital from other transactions, current cash resources will only satisfy working capital needs for a limited period of time. "Management has concluded that due to the conditions described above, there is substantial doubt about the entity's ability to continue as a going concern. We have evaluated the significance of the conditions in relations to our ability to meet our obligations and believe that our current cash balance, together with revenues generated from operations and proceeds received from other transactions we are considering, will provide sufficient capital to continue operations through fiscal 2019. We cannot assure you that financing will be available on acceptable terms. Furthermore, despite our optimism regarding the future of the Company, even if the Company is adequately funded, there is no guarantee that any of our services will perform as hoped or that such services can be successfully commercialized. "The Company does not have a bank line-of-credit or other fixed source of capital reserves and is exploring potential transactions to improve its capital position to ensure it is able to meet financing and working capital requirements. In addition to our efforts to improve our capital position through commercial operations and/or product partnering opportunities, we are considering capital raising alternatives, including credit lines from external financing sources. We would expect to raise additional funds through obtaining a credit facility from an institutional lender or undertaking private debt financing. Raising additional funds by issuing equity or convertible debt securities may cause stockholders to experience substantial dilution in their ownership interests and new investors may have rights superior to the rights of other stockholders. Raising additional funds through debt financing or preferred stock, if available, may involve covenants that restrict the Company's business activities and options and such additional securities may have powers, designations, preferences or rights senior to currently outstanding securities. We may also enter into financing transactions which involve the granting of liens on the Company's assets or which grant preferences of payment from its revenue streams, all of which could adversely impact the Company's ability to rely on revenue from operations to support ongoing operating costs. Alternatively, we may seek to obtain new financing from existing security holders, which may include reducing the exercise or conversion prices of outstanding securities, or the issuance of additional equity securities. Currently we do not have any definitive agreements with any third parties for such transactions and there can be no assurance that we will be successful in raising additional capital or securing financing when needed or on terms satisfactory to the Company. If we are unable to raise additional capital when required, or on acceptable terms, we will risk defaulting on our existing loans and need to reduce costs and operations substantially or potentially suspend operations, any of which would have a material adverse effect on the Company's business, financial condition and results of operations." A copy of the Form 10-Q/A is available at: https://is.gd/RNhIv4 Headquartered in Gainesville, Georgia, AEON Global Health Corp. (OTCQB: AGHC) primarily provides an array of clinical testing services to health care professionals through its wholly-owned subsidiary, Peachstate Health Management, LLC d/b/a AEON Clinical Laboratories ("AEON"). AL THERAPY: Feb. 21 Plan Confirmation Hearing Set ------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas conditionally approved AL Therapy LLC's disclosure statement referring to chapter 11 plan dated Jan. 7, 2019. Feb. 14, 2019 is fixed as the last day for filing and serving written acceptances or rejections of the Plan, and the last day for filing and serving written objections to confirmation of the Plan. Feb. 21, 2019 at 9:00 a.m. is fixed for the hearing on Confirmation of the Plan and Final Approval of the Disclosure Statement in the Courtroom of the Honorable Douglas D. Dodd, 1100 Commerce Street, 14 Floor, Dallas, Texas. Class 5 - Allowed Unsecured Claims are impaired and will be satisfied as follows: The Unsecured Creditors will share pro-rata in the Unsecured Creditor's Pool. The Debtor will pay $1,000 per month for a period of 60 months into the Unsecured Creditors Pool. The Unsecured Creditors will be paid quarterly on the last day of each calendar quarter. Payments to the Unsecured Creditors will commence on the last day of the first full calendar quarter after the Effective Date. Class 2 - Allowed Internal Revenue Service Tax Claim are impaired and will be satisfied as follows: The Allowed Amount of all Internal Revenue Services ("IRS") claims will be paid out of the continued operations of the business. The IRS priority claim will be allowed in the amount of $7,894.52. The IRS Priority Claims will be paid in full over a 60 month period commencing on the Effective Date, with interest at a rate of 5% per annum. The monthly payment shall be approximately $149. Class 3 - Allowed Priority Tax Claims of the Texas Workforce Commission are impaired and will be satisfied as follows: The Debtors owes Unemployment Taxes to the Texas Workforce Commission ("TWC") in the amount of priority tax amount of $890.92. The Debtors will pay the Priority Claim of the TWC in full with interest at the rate of 6.50% per annum in 2 equal monthly payments commencing on the Effective Date. Class 4 - Allowed Secured Claim of Wells Fargo Bank N.A. are impaired and will be satisfied as follows: The Debtor executed that certain Promissory Note dated December 16, 2016 in favor of Wells Fargo Bank, N.A., in the original principal amount of $699,900. The Note was secured by among other things that certain Commercial Security Agreement of even date, providing a security interest in all inventory chattel paper, accounts, equipment, general intangibles and fixtures. As of the Petition Date, Wells Fargo asserted a claim in the amount of $653,316.68. The Debtor would show the value of the Collateral is $400,000. Wells Fargo will have a Secured Class 4 Claim in the amount of $400,000, and a Class 5 Unsecured Claim in the amount of $253,316. The Debtor will pay the Class 4 Claim in 120 equal monthly payments with interest at the rate of 5% per annum commencing on the Effective Date. The monthly payment shall be $4,250. The Debtor anticipates using the on-going business income of the Debtor to fund the Plan. All payments under the Plan will be made through the Disbursing Agent. A full-text copy of the Disclosure Statement dated January 7, 2019, is available at https://tinyurl.com/y7av3vxf from PacerMonitor.com at no charge. About AL Therapy LLC AL Therapy LLC filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 18-32694) on Aug. 10, 2018. In the petition signed by its managing member, Lyle Matthis, the Debtor estimated $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Eric A. Liepins, P.C., led by principal Eric A. Liepins, is the Debtor's counsel. ALL FOR ONE MEDIA: MaloneBailey LLP Raises Going Concern Doubt -------------------------------------------------------------- All For One Media Corp. filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $1,358,651 on $5,258 of revenues for the year ended September 30, 2018, compared to a net loss of $4,953,932 on $0 of revenues for the year ended in 2017. The audit report of MaloneBailey, LLP, states that the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. All For One Media also said in its Form 10-K, "The Company had a net loss and net cash used in operations of $1,358,651 and $1,008,234 respectively, for the year ended September 30, 2018. Additionally the Company had an accumulated deficit of $8,611,139 and working capital deficit of $6,456,122 at September 30, 2018. These circumstances raise substantial doubt about the Company's ability to continue as a going concern for twelve months from the issuance date of this report." The Company's balance sheet at September 30, 2018, showed total assets of $3,347,916, total liabilities of $6,587,971, and a total stockholders' deficit of $3,240,055. A copy of the Form 10-K is available at: https://is.gd/HASEHJ All for One Media Corp. engages in content development of media targeted at the "tween" demographic consisting of children between the ages of seven and fourteen. The Company specializes in creating, launching, and marketing original pop music performed by "boy bands" and "girl groups," though it also produce motion pictures, pre-recorded music, television, live concert performances, and licensed merchandise. The Company was incorporated under the laws of the State of Utah on March 2, 2004, as "Early Equine, Inc." On November 4, 2015 the Company changed its name to All for One Media Corp. ANGEL MEDICAL: Seeks to Hire Honigman LLP as Counsel ---------------------------------------------------- Angel Medical Systems, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Delaware to employ Honigman LLP, as counsel to the Debtor. Angel Medical requires Honigman LLP to advise and assist the Debtor in respect of all of the Debtor's general corporate matters and the restructuring of the Debtor's outstanding debt, as well as any other matters in connection with the chapter 11 case. Honigman LLP will be paid at these hourly rates: Partners $415 to $1,100 Associates $295 to $500 Paralegals $210 to $410 Honigman LLP will be paid a retainer in the amount of $175,000. Honigman LLP will also be reimbursed for reasonable out-of-pocket expenses incurred. Joseph R. Sgroi, partner of Honigman LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Honigman LLP can be reached at: Joseph R. Sgroi, Esq. HONIGMAN LLP 660 Woodward Avenue Detroit, MI 48226-3506 Kalamazoo, Michigan 49002-0402 Tel: (313) 465-7000 E-mail: jsgroi@honigman.com About Angel Medical Systems Angel Medical Systems, Inc. -- http://www.angel-med.com/-- is a manufacturer of cardiac medical devices headquartered in Eatontown, New Jersey. Angel Medical Systems sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 18-12903) on Dec. 31, 2018. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and liabilities of $50 million to $100 million. The Debtor tapped Morris James LLP as its bankruptcy counsel, and Honigman Miller Schwartz and Cohn LLP as co-counsel with Morris James. ANGEL MEDICAL: Seeks to Hire Morris James as Special Counsel ------------------------------------------------------------ Angel Medical Systems, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Delaware to employ Morris James LLP, as special counsel to the Debtor. Angel Medical requires Morris James to: a. advise the Debtor with respect to its powers and duties as debtor in possession in the continued management and operation of its business and properties; b. advise and consult on the conduct of the Chapter 11 Case, including meeting all of the legal and administrative requirements of operating in Chapter 11; c. attend meetings and negotiate with representatives of creditors and other parties in interest; d. take all necessary actions to protect and preserve the Debtor's estate, including prosecuting actions on the Debtor's behalf, defending any action commenced against the Debtor, and representing the Debtor in negotiations concerning litigation in which the Debtor is involved, including objections to claims filed against the Debtor's estate; e. prepare pleadings in connection with its Chapter 11 Case, including motions, applications, answers, orders, reports, and papers necessary or otherwise beneficial to the administration of the Debtor's estate; f. represent the Debtor in connection with obtaining authority to continue using cash collateral and postpetition financing; g. advise the Debtor in connection with any potential sale of assets, to the extent necessary; h. appear before the Court and any appellate courts to represent the interests of the Debtor's estate; i. take any necessary action on behalf of the Debtor to negotiate, prepare, and obtain approval of a disclosure statement and confirmation of a Chapter 11 plan and all documents related thereto; j. analyze the Debtor leases and contracts and the assumption and assignment or rejection thereof, to the extent necessary; and k. perform such other necessary legal services to the Debtor in connection with the prosecution of its Chapter 11 Case as are necessary and appropriate. Morris James will be paid at these hourly rates: Jeffrey R. Waxman, Partner $585 Eric J. Monzo, Partner $525 William W. Weller, Paralegal $245 Jamie Dawson, Paralegal $235 In the 90 days prior to the Petition Date, the Debtor made retainer payments to Morris James totaling $30,000. As of the Petition Date, Morris James billed the Debtor $29,934, which includes the following invoices: (i) $23,926 on Dec. 26, 2018 and (ii) $6,008 billed on Dec. 31, 2018. At no point did Morris James' fees exceed the amount that it held in its retainer. Morris James will also be reimbursed for reasonable out-of-pocket expenses incurred. Jeffrey R. Waxman, a partner at Morris James, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Morris James can be reached at: Jeffrey R. Waxman, Esq. MORRIS JAMES LLP 500 Delaware Avenue, Suite 1500 Wilmington, DE 19801-1494 Tel: (302) 888-6800 E-mail: jwaxman@morrisjames.com About Angel Medical Systems Angel Medical Systems, Inc. -- http://www.angel-med.com/-- is a manufacturer of cardiac medical devices headquartered in Eatontown, New Jersey. Angel Medical Systems sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 18-12903) on Dec. 31, 2018. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and liabilities of $50 million to $100 million. The Debtor tapped Morris James LLP as its bankruptcy counsel, and Honigman Miller Schwartz and Cohn LLP as co-counsel with Morris James. BLANN FARMS: Feb. 19 Hearing on Disclosure Statement ---------------------------------------------------- A hearing to consider the adequacy of the disclosure statement explaining the Chapter 11 of Blann Farms, Inc., and Jeffrey Brian Blann, will be held on February 19, 2019, at 01:30 PM EST. Any objection to the disclosure statement be filed and served at least 5 days prior to the hearing date. Class 11: Unsecured Non-Priority Claims. Class 11 shall consist of the allowed unsecured non-priority claims, including either deficiencies or stripped lien claims of those claimants asserting secured status. The unsecured claims total approximately $1,880,250.00 amongst fourteen (14) claimants. The unsecured creditors shall receive a pro-rata share from the aggregate amount of $380,000.00 to be paid in equal annual installments of $20,000.00 commencing on the December 31, 2019, and continuing annually thereafter until December 31, 2029, when the balance shall be due in full. Debtor estimates that unsecured creditors will receive a distribution of approximately 20% under this plan. Class 3: Secured Claims of AGCO Finance, LLC. Class 3 shall consist of AGCO Finance, LLC's claims entitled to secured treatment. AGCO is owed approximately $22,400.87 secured to a Sunflower, 1435, Disc Harrow and a Hiniker, 6011, 16 Row Crop Cultivator. The Debtor shall pay the AGCO Debt in full pursuant to prior Court authority or within fifteen (15) days of the Confirmation Date, whichever is earlier. Class 4: Secured Claims of Agrifund, LLC aka ARM. Class 4 shall consist of Agrifund, LLC aka ARM's allowed claim entitled to secured treatment. As of the petition date, the Debtor owed approximately $652,000.00 to ARM for financing the inputs and other costs associated with harvesting the 2017 crop. The Debtor shall pay ARM in accordance with the Credit Order, and ARM shall retain its lien on the Debtor’s assets until the 2018 financing is paid in full. Class 5: Secured Claims of Audrey Blann. Class 5 shall consist of Audrey Blann's allowed claims entitled to secured treatment. Audrey has filed a proof of claim asserting she is owed $837,153.98 as of the Petition Date consisting of principal of $680,000.00 and interest of $157,15300. Audrey's claim is secured by certain of the Debtor's real estate and the Debtor's stock pursuant to the divorce obligations owed by the Debtor's shareholder, Jeffrey Brian Blann. Audrey shall be entitled to an allowed bifurcated secured claims of $680,000.00 and $157,153.98. The Allowed Secured Claim I shall accrue interest at 4.5% commencing January 1, 2018. The Allowed Secured Claim I shall be amortized over a thirty (30) year term resulting in annual payments of $41,746.25. The Secured Claim II shall be paid in thirty (30) equal annual installments of $5238.47. Class 6: Secured Claims of Casey State Bank. Class 6 shall consist of Casey State Bank's allowed claims entitled to secured treatment. CSB has filed a proof of claim asserting it is owed $6,184,381.26 prepetition secured to the Debtor's real estate and personal property. Since the Petition Date, the Debtor has liquidated certain real estate and personal property and paid the proceeds to CSB. Upon information and belief, CSB applied those proceeds to outstanding interest and then reduced principal. The last payment to CSB was made on or about August 16, 2018. Class 7: Secured Claims of CNH Industrial Capital. Class 7 shall consist of CNH Industrial Capital's allowed claims entitled to secured treatment. Commencing July 1, 2018, CNH shall be provided an allowed secured claim of $335,500.00 secured to a Case. Commencing July 1, 2018, the Allowed Secured Claim shall accrue interest at four percent (4%) for a six-year term. The Debtors shall make semi-annual payments to CNH in the amount of $31,724.74, commencing on January 30, 2019, and continuing July 30, 2019 and semi-annually thereafter with a final payment due in June 2024. Class 8: Secured Claims of 1st Farm Credit Leasing Services Corporation. Class 8 shall consist of Farm Credit Leasing Services Corporation's allowed claims entitled to secured treatment pursuant to 11 U.S.C. Section 506. Commencing January 1, 2018, Farm Credit shall be provided an allowed secured claim of $190,000.00 secured to a 2015 Miller 5250 Nitro Self- Propelled Sprayer with a 100 foot boom. Commencing January 1, 2018, the Allowed Secured Claim shall accrue interest at four percent (4%) for a six-year term, resulting in annual payments of $36,244.76. Class 9: Secured/Priority Claims of Sullivan County, Indiana Treasurer. Class 8 shall consist of the Sullivan County, Indiana Treasurer's allowed claims entitled to priority treatment or secured treatment. Sullivan Co. has filed four claims asserting it is owed a pre-petition total of $6,614.98 regarding real and personal property taxes for tax year 2016 and payable in 2017. Class 10: Secured/Priority Claims of Knox County, Indiana Treasurer. Class 10 shall consist of the Knox County, Indiana Treasurer's allowed claims entitled to priority treatment or secured treatment. Knox Co. has not filed a claim in this case. The Debtor has confirmed that Knox county as been paid current and there is no arrears owing pre- or post-petition. Class 12: Shareholders. Jeffrey B. Blann shall retain his interest in Debtor. The claims of Blann shall be, and are, subordinated to payment of the Class 11 claim holders. The Debtor shall not make any payments to Blann for his claims until after the satisfaction of the distributions to Class 11 claim holders. The plan payments shall be paid from the continued operation of the BFI family farm business. A full-text copy of the Disclosure Statement dated January 10, 2019, is available at https://tinyurl.com/y77w54rf from PacerMonitor.com at no charge. About Blann Farms Blann Farms, Inc. -- http://blannberries.com/-- owns the Blann Berries, a strawberry farm located less than 45 minutes South of Terre Haute in the heart of Southern Indiana's melon country. Selling to the public since 2002, its operation has grown from an original 7-acre strawberry patch to 30 acres of strawberries. Blann Farms and its president Jeffrey B. Blann sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ind. Lead Case No. 17-80514) on Aug. 7, 2017. At the time of the filing, Blann Farms estimated assets of less than $50,000 and liabilities of $1 million to $10 million. Judge Jeffrey J. Graham presides over the case. Blann Farms tapped Hester Baker Krebs LLC as legal counsel. BLESSED HOLDINGS: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------------- No official committee of unsecured creditors has been appointed in the Chapter 11 case of Blessed Holdings Trust Corp. as of Jan. 24, according to a court docket. About Blessed Holdings Trust Corp. Blessed Holdings Trust Corp. is a corporation based in Hialeah, Florida. It is a small business debtor as defined in 11 U.S.C. Section 101(51D). Blessed Holdings Trust sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-25403) on December 11, 2018. At the time of the filing, the Debtor had estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. The case has been assigned to Judge Jay A. Cristol. The Debtor tapped the Law Offices of Richard R. Robles, P.A. as its legal counsel. BRANWELL INC: Wants Final Approval to Use Cash Collateral --------------------------------------------------------- Branwell, Inc., filed with the U.S. Bankruptcy Court for the Southern District of Florida its Fifth and Final Expedited Motion for Authority to Use Cash Collateral on a Permanent Basis. Since the petition date, cash collateral has been used pursuant to the Agreed Fourth Interim Order authorizing use of cash collateral until Jan. 27, 2019. The Debtor needs the continued use of cash collateral to operate its business -- two Subway restaurants in Palm Beach County, Florida. As set forth in the budget, the Debtor requires the use of cash collateral to, among other things, fund all necessary operating expenses of the Debtor's business as well as pay for regular and ordinary expenses of the Debtor in order to maintain its business. The Debtor will also use the cash collateral during the interim period to pay the Debtor's expenses of administration such as U.S. Trustee fees and intellectual property payments. On July 2012, the Debtor executed and delivered a Promissory Note in the amount of $608,800 in favor of Enterprise Bank of Florida. Subsequently, the Debtor refinanced with Valley National Bank and ultimately executed and delivered a Change in Terms Agreement in the amount of $519.667. In addition, the Debtor executed and delivered a Promissory Note in the amount of $200,000 in favor of 1st United Bank. The Debtor refinanced with Valley National Bank and ultimately executed and delivered a Change in Terms Agreement in the amount of $176,204. The Debtor believes that Valley National Bank claims an interest in its cash collateral. Thus, the Debtor proposes to maintain its regular payments to Valley National Bank in accordance with the loan documents and based upon the Plan as proposed by the Debtor. The Debtor believes that the use of cash collateral pursuant to the terms and conditions set forth above is fair and reasonable and adequately protects Valley National Bank. The combination of (1) the Debtor's ability to preserve the going concern value of the property and business with the use of cash collateral; and (2) providing the secured creditor with the other protections set forth in the Fifth and Final Motion, adequately protects its alleged secured position. A full-text copy of the Fifth and Final Motion is available at http://bankrupt.com/misc/flsb18-12478-55.pdf About Branwell, Inc. Branwell, Inc., f/d/b/a Danica Ventures, Inc., filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-12478) on March 2, 2018. In the petition signed by Rite K. Weller, president, the Debtor estimated at least $50,000 in assets and $500,000 to $1 million in liabilities. The case is assigned to Judge Paul G. Hyman, Jr. The Debtor is represented by David Lloyd Merrill, Esq., at Merrill PA. CABLEVISION SYSTEMS: Moody's Rates $1.5BB Unsec. Notes Due 2029 Ba2 ------------------------------------------------------------------- Moody's Investors Service has assigned a Ba2 rating to Cablevision Systems Corporation's new $1.5 billion senior unsecured guaranteed notes (due 2029) issued by CSC Holdings, LLC. Proceeds from the new notes will be used to fully repay the 8.625% unsecured notes due February 2019 and partially call the 10.125% unsecured notes due 2023, both held at CSC Holdings, LLC. The ratings on the notes to be repaid, will be withdrawn upon close. As a result of this shift in the capital structure to more senior priority debt, Moody's has downgraded the existing unsecured Notes held at CSC Holdings, LLC to B3, from B2, with the recovery rate of these instruments expected to be lower. Moody's has also affirmed all other instrument ratings including the existing Ba2 senior unsecured guaranteed notes, Ba2 senior secured bank credit facility, held at CSC Holdings, LLC as well as the B3 senior unsecured notes held at Cablevision Systems Corporation which now have a higher expected loss rate despite ratings equalization with the unsecured notes held at CSC Holdings, LLC. If there is a further shift in the capital structure to more senior debt, the Ba2 senior secured and senior unsecured guaranteed ratings will likely come under downward pressure. The B1 Corporate Family Rating and B1-PD Probability of Default Rating of Cablevision Systems Corporation are unchanged, as is the stable outlook. Structural considerations The senior secured facilities and guaranteed notes under the current capital structure are Ba2 supported by a discretionary one notch lift. Without the override, the ratings would be Ba3. Moody's rationale for this adjustment assumes the company will not burden the senior debt further and the potential for additional capacity within the revolving credit facility provides additional support for the ratings. Downgrades: Issuer: CSC Holdings, LLC Senior Unsecured Notes, Downgraded to B3 (LGD5) from B2 (LGD5) Issuer: Neptune Finco Corp. Senior Unsecured Notes, Downgraded to B3 (LGD5) from B2 (LGD5) Assignments: Issuer: CSC Holdings, LLC Gtd. Senior Unsecured Notes, Assigned Ba2 (LGD2) Affirmations: Issuer: Cablevision Systems Corporation Speculative Grade Liquidity Rating, Affirmed SGL-1 Senior Unsecured Notes, Affirmed B3 (LGD6) Issuer: CSC Holdings, LLC Senior Secured Bank Credit Facilities, Affirmed Ba2 (LGD2) Gtd. Senior Unsecured Notes, Affirmed Ba2 (LGD2) Issuer: Neptune Finco Corp. Senior Secured Bank Credit Facilities, Affirmed Ba2 (LGD2) Gtd. Senior Unsecured Notes, Affirmed Ba2 (LGD2) RATINGS RATIONALE Cablevision Systems Corporation's (Cablevision or the Company) B1 Corporate Family Rating (CFR) is supported by its large size and somewhat diversified footprint which includes 8.7 million homes passed and 9.9 million subscribers, that generates over $10 billion in revenue -- scale more similar to investment grade companies. The Company is an established operator with a very strong market position in some very large markets, especially in its Optimum footprint which has very favorable demographics. This strength is reflected in very high, industry leading operating metrics including investment-grade like Revenue Per Homes (RPH) passed (currently $1,088), and a Triple Play Equivalent (TPE) ratio at 38%. The Company has an upgraded network that produces superior network speeds (up to 1 gbs) that helps compete with in-market peers and to attract and retain residential and commercial customers, particularly broadband. With revenue growth over 10% and high margins, broadband generates significant earnings and cash flows, which will helps to offset weakness in video and telephony. It also supports the generation of approximately $1.5 billion in annual free cash flow on EBITDA margins near 44%. Moody's expects this strength to continue, supported by its current investments in Fiber-to-The-Home network architecture. The Company also has very good liquidity, with strong operating cash flow, a largely undrawn revolver, substantial covenant cushion, and a manageable maturity profile. The rating is constrained by an aggressive financial policy that tolerates high leverage, that was approximately 5.4x (Moody's adjusted) at the end of the last quarter ended September 30, 2018. While management has publically stated it has a target leverage ratio between 4.5x-5.0x (reported, net of cash and collateralized obligations), management has shown a tolerance for much higher leverage (peaking above 7x) and has capacity (within the terms of its covenants) to take leverage up to as high as 9x. In addition, Moody's expects management to repurchase stock of at least $1.5 billion, possibly up to $2 billion, annually (but no more than free cash flow) pursuant to its recently announced share repurchase program. Moody's also believes the Company's largest shareholder, which has voting control and common ownership with Altice Luxembourg S.A. (B2 Negative), is a risk factor that is likely to constrain Cablevision's rating, especially when there is weakness in the European operation of Luxembourg and an ability to extract cash from the US operations through dividends or other transactions to support that business. With that said, Moody's believes there are currently better options to fund weakness in Europe and understand management has said the separation from the European operations clarifies the prioritization of capital allocation between the two companies and ensures that the US capital structure and capital allocation decisions are independent of any Europe-related considerations. Additionally, Cablevision's video business is under a lot of pressure with high programming costs being passed on to customers, and over the top video streaming competitors drawing market share. This is evidenced by falling subscriber counts (up to -3%) and declining penetration by -1% to -2% annually driving down the Company's Triple Play Equivalent ratio. The Company also faces new wireless broadband threats, as carriers are expected to begin launching 5G technology into Cablevision's markets over the next 12-18 months. While promising, it's uncertain to what extent the Company's agreement with Sprint to create a mobile virtual network will help retain customers. Headquartered in Long Island City, New York, Cablevision Systems Corporation passes 8.7 million homes in 21 states, serving approximately 4.9 million residential and business customers, with revenues generated by about 9.9 million subscribers. The Company is wholly owned by Altice USA, a public company controlled by Patrick Drahi, and is also the direct parent of CSC Holdings, LLC. Revenue for LTM September 30, 2018 was approximately $9.5 billion. CALIFORNIA STATEWIDE CDA: Moody's Cuts POB Series A-2 Bonds to Caa3 ------------------------------------------------------------------- Moody's Investors Service has downgraded the underlying rating on the California Statewide Communities Development Authority's Taxable Pension Obligation Bonds 2007 Series A-2 Bonds to Caa3 from B1 and assigned a stable outlook to the rating. The bonds are also currently insured by AMBAC. This rating action resolves the review for downgrade initiated on November 14, 2018. The Caa3 rating applies to $12.3 million par value in outstanding bonds. RATINGS RATIONALE The downgrade to Caa3 reflects the near complete destruction of the Town of Paradise, the pool's largest participant, by the Camp Fire in November 2018. The heavy physical, social, and economic damage to the town, will inexorably devastate its financial position, realistically eliminating any short term ability to pay debt service on its share of the bonds, thus rendering a near-term default almost certain. The next debt service payment date is June 1, 2019, which will likely be paid in full, since it was fully funded prior to the fire and is currently held by the bond's trustee. A payment default will likely commence with the December 1, 2019 interest payment. Bondholders, however, are likely to be made whole, since the debt is insured by AMBAC. The Caa3 rating on the pooled bonds reflects the weighted average of its internal assessment of the credit quality for each of the pool participants. The pool participants' respective, current shares of remaining debt service outstanding are as follows: Paradise (41.3%), the City of Palm Springs (25.1%), and the City of Port Hueneme (33.6%). Paradise has a declining share of the pool over time, but remains a material share through fiscal 2031, with Port Hueneme being the only pool participant from fiscal 2032 through final maturity in fiscal 2035. RATING OUTLOOK The stable outlook reflects its view that the credit quality of the pool participants is not likely to change materially in the near term. More specifically, it reflects its view that while the Town of Paradise may eventually rebuild, in the near term, its financial challenges will be such that a default on its obligation at least over the next several years is highly likely. FACTORS THAT COULD LEAD TO AN UPGRADE - Rapid economic recovering and rebuilding of Paradise, and the town's ability and willingness to then prioritize debt service over other service and infrastructure needs - Improvement in the weighted average credit quality of pool participants FACTORS THAT COULD LEAD TO A DOWNGRADE - Protracted defaults by the Town of Paradise over the longer term, with no plan to repay bondholders - Decline in the credit quality of the two currently stronger pool participants LEGAL SECURITY Payments by the participating municipalities to the authority for their share of debt service are their unconditional obligations, payable from any legally available funds. There is no cross collateralization or cross default. Therefore, no municipality is responsible for the bond repayments of any other municipality, and default of one municipality will not constitute default of any other municipality. Additionally, the authority's general funds are not pledged for payment of the bonds. There is no debt service reserve fund. Under the terms of separate trust indentures, the participating municipalities make debt service payments to the trustee, Wells Fargo Bank, N.A. (Aa1). The terms in the agreements are similar except for the debt service schedules. Payments sufficient to pay the municipality's proportionate share of principal and interest on the bonds are due on August 1 each year, four months in advance of the first payment date (interest only) and ten months in advance of the second payment date (principal and interest). Once the funds are received by the trustee they are deposited into a bond fund, where there are held until they are transferred to principal and interest accounts for payment to bondholders. If any funds remain after full debt service has been paid, those funds will be returned to the appropriate municipality by the trustee. Failure to pay principal and/or interest by August 1 constitutes a default under the trust agreement. If a default occurs, the municipality is given a 60 day period by the trustee to cure the default. PROFILE The California Statewide Communities Development Authority's Pension Obligation Bond Program provides an opportunity for local governments in California to finance their unfunded pension liabilities. Each of the local governments issued pension obligation bonds, which were sold to the authority to finance all or a portion of their unfunded pension liability. CENTURY TOWNHOMES: Exclusive Filing Period Extended Until Feb. 11 ----------------------------------------------------------------- Judge Jeffery Deller of the U.S. Bankruptcy Court for the Western District of Pennsylvania granted the request of Century Townhomes Association to extend the period during which it has the exclusive right to file a Chapter 11 plan of reorganization through Feb. 11. The association has been in negotiations with Pennsylvania American Water and the Clairton Municipal Authority regarding the plan and they have agreed that an extension of the exclusive filing period is warranted to continue the negotiations. Century Townhomes is a homeowners' association for residential townhomes in Clairton, Pennsylvania. It is responsible for the assessment and payment of water bills for the entire development, including fees assessed by the agency. About Century Townhomes Association Century Townhomes Association is a Pennsylvania non-profit corporation that operates a homeowners association for residential townhomes located in Clairton, Pennsylvania, known as Century Townhomes. Century Townhomes was a project of Action Housing, Inc., designed to provide affordable housing in the City of Clairton. The development consists of over 425 residential townhomes, owned by individual homeowners, landlords who rent units to leaseholders, and a non-profit organization that provides housing to individuals with disabilities in its units. Century Townhomes Association sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 18-21925) on May 10, 2018. In the petition signed by Eric Hatchett, president, the Debtor estimated assets of less than $100,000 and liabilities of less than $500,000. Judge Jeffery A. Deller presides over the case. The Debtor hired Campbell & Levine, LLC as its legal counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. CLARKSVILLE DENTAL SPA: Allowed to Use BofA Cash Collateral ----------------------------------------------------------- The Hon. Charles M. Walker of the U.S. Bankruptcy Court for the Middle District of Tennessee has inked his approval to an Agreed Order authorizing Clarksville Dental Spa, PLLC to use cash collateral. Clarksville is authorized to use cash collateral in the nature of cash on hand and proceeds from the operation of its dental practice, provision of dental services, sale of inventory, and collection of accounts, but only to the extent expressly provided for with that Budget. Clarksville is indebted, as borrower, to Bank of America, N.A ("BofA") under two separate loan facilities, respectively evidenced by (i) that certain Finance Agreement, under which BofA extended credit to Clarksville in the total principal amount of $598,947, and (ii) that certain Line of Credit Agreement, under which BofA extended a line of credit to Clarksville in the maximum principal amount of $110,000. Clarksville is further indebted to BofA, as guarantor, under a certain Additional Guaranty, under which it guarantees the satisfaction of any all obligations owed to BofA by Hendersonville Dental Spa, PLLC -- an affiliate of the Debtor wholly owned by Clarksville's principal, as evidenced by that certain Project Finance Term Loan Agreement, entered into by and between Hendersonville and BofA, pursuant to which BofA extended credit to Hendersonville in the total principal amount of $1,282,691. As of the Petition Date, the indebtedness owed by Debtor to BofA under the above-referenced Loan Facilities and Guaranty totaled $1,648,769 in the aggregate. By virtue of the Loan Facilities and Guaranty, BofA has an interest in the Cash generated from operation of the Clarksville's dental practice, such cash constitutes Cash Collateral and BofA is the only entity that may properly claim an interest in such cash collateral of Clarksville. Clarksville's use of cash collateral will be conditioned upon the following relief to be afforded BofA as adequate protection: (i) Clarksville will make payments to BofA in the amount of $1,772.32 each month during the pendency of the above-captioned Chapter 11 bankruptcy case. (ii) Clarksville will keep all of its assets, the same constituting BofA's collateral, fully and adequately insured against any loss due to casualty and provide BofA with proof of adequate insurance coverage thereon, listing BofA as loss payee. (iii) Clarksville will open and maintain a segregated debtor-in-possession deposit account with BofA or such other financial institution as may be mutually agreeable between Clarksville and BofA, into which Clarksville will deposit all cash collateral, whether now existing or hereafter arising. (iv) Clarksville, and any of its principals, officers, employees, agents, and other representatives, will cooperate with BofA's employees, agents, and other representatives to permit the same to have reasonable access to all of Clarksville's assets, the same constituting BofA's collateral, and any of the Clarksville's non-privileged records, including accounts-payable and accounts-receivable records, kept or maintained by the Clarksville in the ordinary course of its business operations. (v) BofA will be afforded a continuing post-petition replacement lien encumbering all of the Clarksville's assets, the same constituting BofA's collateral, to the same extent and priority as existed prior to the Clarksville's Petition Date. A full-text copy of the Agreed Order is available at http://bankrupt.com/misc/tnmb18-06603-130.pdf About Synergy Partners Synergy Partners, Inc., based in Goodlettsville, TN, and its affiliates, including DS of Bartlett, PLLC, Clarksville Dental Spa, PLLC and Hendersonville Dental Spa, sought Chapter 11 protection (Bankr. M.D. Tenn. Lead Case No. 18-06603) on Oct. 1, 2018. In the petition signed by Lance H. Harrison, DDS, president and chief manager, Synergy Partners estimated up to $50,000 in assets and $500,000 to $1 million in liabilities as of the bankruptcy filing. The Hon. Charles M. Walker presides over the cases. Steven L. Lefkovitz, Esq., at Lefkovitz & Lefkovitz, is the Debtors' bankruptcy counsel to the Debtors. No official committee of unsecured creditors has been appointed in the Chapter 11 cases. COBRA WELL: Wants to Continue Using Cash Collateral Until May 31 ---------------------------------------------------------------- Cobra Well Testers, LLC, seeks approval from the U.S. Bankruptcy Court for the District of Wyoming of Debtor's continued use of cash collateral through May 31, 2019 in accordance with a budget. The Budget is substantially similar to the Budget approved by the Court under the Cash Collateral Order, which was previously agreed to by the Debtor, ANB Bank and the IRS. The Debtor proposes to provide the same adequate protection previously approved by the Court for the Debtor's use of the cash collateral with identical amounts of monthly adequate protection payments to ANB Bank and the IRS. The Debtor relates that on July 6, 2018, the Court entered an Interim Order Authorizing Use of Cash Collateral. After months of negotiations, the parties agreed to a stipulated cash collateral order. On Oct. 4, 2018, the Court entered the Cash Collateral Order authorizing the Debtor to use the Bank Collateral, through Jan. 15, 2019, as may be further extended. The Debtor has remained current on the payment of all postpetition operating expenses, rents, adequate protection payments and other payments under the Cash Collateral Order. Moreover, the Debtor has filed its plan of reorganization and disclosure statement in support of the plan contemporaneously with filing of the Cash Collateral Motion. The Debtor submits that entry of an order authorizing the continued use of the Cash Collateral through May 31, 2019 is appropriate under the provisions of 11 U.S.C. Section 363(c)(2). The Debtor assures the Court that no professional fees of the Debtor will be paid from the Cash Collateral during the period requested absent further order of the Court. The Debtor contends that it has attempted to confer with counsel for ANB Bank and the IRS by email on Jan. 7, 2019, and provided the attached Budget to counsel for both parties. However, counsel for the Debtor has not received a response from either party. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/wyb18-20449-178.pdf About Cobra Well Testers Cobra Well Testers, LLC, provides high pressure well testing services to the oil and gas industry. It was established in 1999 to initially service the Muddy Ridge gas field in Western Wyoming. Since then, the company has expanded to complete work in multiple oil and gas basins throughout the Rockies. Cobra Well Testers sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Wyo. Case No. 18-20449) on May 31, 2018. In the petition signed by Yavette Bailey, member, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Cathleen D. Parker oversees the case. Markus Williams Young & Zimmermann LLC is the Debtor's bankruptcy counsel. DANICA ASSOCIATES: Wants to Use Cash Collateral on Permanent Basis ------------------------------------------------------------------ Danica Associates, LLC, filed with the U.S. Bankruptcy Court for the Southern District of Florida a fifth and final expedited motion for authority to use cash collateral on a permanent basis in accordance with the attached budget. The Debtor also requests that it also be authorized as follows: (1) to exceed any line item on the budget by an amount equal to 10% percent of each such line item; or (2) to exceed any line item by more than 10% percent so long as the total of all amounts in excess of all line items for the Budget do not exceed 10% percent in the aggregate of the total budget. The Debtor needs the continued use of cash collateral to operate its business – four Subway restaurants in Palm Beach County, Florida. Since the petition date, cash collateral has been used pursuant to the Fourth Interim Order authorizing use of cash collateral until Jan. 27, 2019. Prior to Petition Date, the Debtor executed and delivered a Promissory Note in the aggregate amount of $527,465 in favor of Enterprise Bank of Florida. Subsequently, the Debtor refinanced with Valley National Bank and ultimately executed and delivered a Change in Terms Agreement in the aggregate amount of $ $378,295. The Debtor proposes to maintain its payments to Valley National Bank in accordance with the loan documents The Debtor believes that the use of cash collateral pursuant to the terms and conditions set forth above is fair and reasonable and adequately protects Valley National Bank. The combination of (1) the Debtor's ability to preserve the going concern value of the property and business with the use of cash collateral; and (2) providing the secured creditor with the other protections set forth herein, adequately protects its alleged secured position. A full-text copy of the Fifth and Final Motion is available at http://bankrupt.com/misc/flsb18-12476-61.pdf About Danica Associates Danica Associates, LLC, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-12476) on March 2, 2018. In the petition signed by Rite K. Weller, managing member, the Debtor estimated at least $50,000 in assets and $100,000 to $500,000 million in liabilities. The case is assigned to Judge Paul G. Hyman, Jr. The Debtor is represented by David Lloyd Merrill, Esq. at Merrill PA. ENCOUNTER MEDICAL: Supplements Proposal to Use Cash Collateral -------------------------------------------------------------- Encounter Medical Associates, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Georgia a Supplemental Motion for Authority to Use Cash Collateral on Interim and Ongoing Basis. The Supplemental Motion provides that Kalamata Capital Group ("KCG") entered into a Merchant Agreement with Debtor. Pursuant to aforesaid Merchant Agreement, the Debtor assigned to KCG certain future accounts, contract rights and other entitlements concerning Debtor's receipts and granted KCG a security interest in, inter alia, accounts and chattel paper. The Debtor scheduled KCG as having an unliquidated claim in the amount of $50,750. A full-text copy of the Supplemental Motion is available at http://bankrupt.com/misc/ganb19-20009-16.pdf About Encounter Medical Associates Encounter Medical Associates, LLC, a medical group in Cumming, Georgia, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 19-20009) on Jan. 3, 2019. The petition was signed by Alfred Ifarinde, managing member. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of $1 million to $10 million. Danowitz Legal, P.C., serves as its legal counsel. ENGILITY CORP: Moody's Withdraws B2 CFR on Science Acquisition Deal ------------------------------------------------------------------- Moody's Investors Service withdraws all ratings of Engility Corporation, including the B2 corporate family rating and stable outlook following repayment of all rated debt. RATING RATIONALE On January 14, 2019, Science Applications International Corporation ("SAIC") completed its acquisition of Engility. All of Engility's debt has been repaid or will be redeemed. Engility is now a wholly owned subsidiary of SAIC. The following rating actions were taken: Withdrawals: Issuer: Engility Corporation Corporate Family Rating, Withdrawn, previously rated B2 Probability of Default Rating, Withdrawn, previously rated B2-PD Speculative Grade Liquidity Rating, Withdrawn, previously rated SGL-3 Senior Secured Bank Credit Facility, Withdrawn, previously rated B1 (LGD3) Outlook Actions: Issuer: Engility Corporation Outlook, Changed To Rating Withdrawn From Stable Prior to the acquisiton by SAIC, Engility Holdings, Inc. was the ultimate parent of Engility Corporation. Engility provides integrated solutions and services for the U.S. government, supporting customers throughout defense, intelligence, space, federal civilian and international communities. Revenue for the trailing twelve months was $1.9 billion. EST GROUP: Wants to Continue Using Cash for Additional 90 Days -------------------------------------------------------------- EST Group, LLC, seeks authorization from the U.S. Bankruptcy Court for the Northern District of Texas to use cash collateral as set forth in the 90-day Budget, subject to the limitation of the proposed second interim order. On Dec. 31, 2018, the Court entered its First Interim Order, pursuant to which the Debtor obtained authority to use cash collateral for a limited period of time, through Jan. 15, 2019. The Debtor has two principal secured creditors: (a) JP Morgan Chase Bank is currently owed a balance of approximately $410,750 pursuant to that certain line of credit, but the Debtor believes that $393,696 to be the correct current balance; and (b) Dell Marketing, LLC, which acquired Castle Pines Capital, LLC's rights under a Credit Agreement, has fixed the amount of the Debtor's obligation at $2,600,249, after allowing for an offset of $326,056. Both Chase and Dell are secured by blanket liens on all assets of the Debtor, with Chase in first position and Dell in the second position. The Debtor, Chase and Dell have agreed to the Second Interim Order. The Second Interim Order provides the Debtor with authority to use cash collateral for 90 days. The parties agree that the Second Interim Order provides adequate protection to Chase and Dell for their interest in cash collateral for a period of 90 day, from Jan. 16, 2019 through mid-April 2019. Accordingly, the Debtor seeks entry of the Second Interim Order (i) authorizing the Debtor to use cash collateral for a period of 90 days, (ii) providing adequate protection for the interests of Chase and Dell in cash collateral; and (iii) granting related relief, including approval of the Debtor's 90 Day Budget, and authorizing a carve out from cash collateral for payment of the Debtor's professionals. The Debtor proposes to carve out each month $12,500 for bankruptcy counsel (beginning in February 2019), up to $8,500 for the Debtor's financial advisor and virtual CFO (and his travel expenses), and $2,500 for the Debtor's accountant, Sutton Frost Cary. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/txnb18-45031-32.pdf About EST Group EST Group, LLC -- https://www.est-grp.com/ -- is an IT solutions company that provides integration and consulting services tailored around automating, managing, and securing an organization's IT environment. EST Group, LLC, filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 18-45031) on Dec. 26, 2018. In the petition signed by Timothy B. Spires, president, the Debtor estimated $1 million to $10 million in assets and $1 million to $10 million in liabilities. The case is assigned to Judge Mark X. Mullin. Whitaker Chalk Swindle & Schwartz, PLLC, led by Robert A. Simon, is the Debtor's counsel. FINE LIGHT: Feb. 27 Plan Confirmation Hearing --------------------------------------------- The disclosure statement explaining the Chapter 11 plan of Fine Light, Inc., and RMG Communications LLC, contains adequate information and is approved. A hearing to consider confirmation of the plan and any objection or modification to the plan will be held on February 27, 2019, at 10:00 AM EST. Any objection to the confirmation of the plan must be filed and served on or before February 22, 2019. About Fine Light, Inc. Fine Light, Inc. dba Finelight and RMG Communications LLC dba Bloom Marketing filed a Chapter 11 petition (Bankr. S.D. Ind. Case No. 16-01854 and Case No. 16-01855) on March 17, 2016, and is represented by Wendy D. Brewer, Esq. and Caroline Ellona Richardson, Esq., in Indianapolis, Indiana. At the time of filing, Fine Light had $254,537 in total assets and $15.76MM in total liabilities. On the other hand, RMG Communications had $2,517 in total assets and $13.68MM in total liabilities. The petitions were signed by Kevin Todd, chief financial officer. RMG Communications listed Cmedia Services, LLC as its largest unsecured creditor holding a claim of $9.35 million. A list of Fine Light's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/insb16-01854.pdf A copy of RMG Communications' petition is available for free at: http://bankrupt.com/misc/insb16-01855.pdf FINGERMOTION INC: More Funding Needed to Continue as Going Concern ------------------------------------------------------------------ FingerMotion, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $422,670 on $524,425 of revenue for the three months ended November 30, 2018, compared with a net loss of $465,859 on $162,859 of revenue for the same period in 2017. At November 30, 2018, the Company had total assets of $3,953,919, total liabilities of $3,478,265, and $475,654 in total stockholders' equity. FingerMotion states, "The Company had an accumulated deficit of $2,845,836 and $1,909,514 at November 30, 2018 and February 28, 2018, respectively, and had a net loss of $936,322 and $871,189 for the nine months ended November 30, 2018 and 2017, respectively. "The Company's continuation as a going concern is dependent on its ability to obtain additional financing to fund operations, implement its business model, and ultimately, attain profitable operations. The Company will need to secure additional funds through various means, including equity and debt financing or any similar financing. There can be no assurance that the Company will be able to obtain additional equity or debt financing, if and when needed, on terms acceptable to the Company, or at all. Any additional equity or debt financing may involve substantial dilution to the Company's stockholders, restrictive covenants or high interest costs. The Company's long-term liquidity also depends upon its ability to generate revenues and achieve profitability." A copy of the Form 10-Q is available at: https://is.gd/LYrqYC FingerMotion, Inc., through its subsidiaries, designs, develops, publishes, and operates mobile games. It publishes action role playing and simulated life games. The Company also offers mobile data distribution, payment recharge, and data analysis services. FingerMotion, Inc. is based in Wan Chai, Hong Kong. FINTUBE LLC: Feb. 21 Plan Confirmation Hearing ---------------------------------------------- The Disclosure Statement for the Amended Joint Plan of Liquidation of Fintube, LLC, is approved. February 21, 2019 at 10:00 a.m. is fixed for the hearing on confirmation of the Plan. February 15, 2019 is fixed as the last day for filing written acceptances or rejections of the Plan. A copy of the Amended Disclosure Statement is available at https://tinyurl.com/yborhgld from PacerMonitor.com at no charge. About Fintube LLC Fintube, LLC, is a Delaware limited liability company engaged in the business of engineering and manufacturing welded, extended surface tubing and designing and fabricating heat recovery systems for a worldwide market. The Company has been in business for over 50 years. Its primary facilities are located in Tulsa, Oklahoma. Fintube filed a Chapter 11 petition (Bankr. N.D. Okla. Case No. 17-11274) on June 27, 2017. It hired Doerner, Saunders, Daniel & Anderson, L.L.P. as legal counsel; ClearRidge LLC as financial advisor; Bruce Jones, managing director of ClearRidge, as chief restructuring officer; and ClearRidge, LLC as marketing agent. It hired RSM US, LLP, to prepare its 2017 tax returns. On July 10, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The committee retained Crowe & Dunlevy, PC as counsel. No trustee or examiner has been appointed in the case. FMTB BH: Exclusive Filing Period Extended Until April 18 -------------------------------------------------------- Judge Carla Craig of the U.S. Bankruptcy Court for the Eastern District of New York granted the request of FMTB BH LLC to extend the period during which it has the exclusive right to file a plan of reorganization through April 18, and to solicit acceptances for the plan through June 19. About FMTB BH LLC FMTB BH LLC is a company currently under contract to purchase five separate real properties located at 1821 Topping Avenue, Bronx New York, which is owned by 1821 Topping Avenue LLC; 1974 Morris Avenue, Bronx, New York, which is owned by 1974 Morris Avenue LLC; 1988 Morris Avenue, Bronx, New York, which is owned by 1988 Morris Avenue LLC; 770 Beck Street, Bronx, New York, which is owned by 700 Beck Street LLC; and 1143 Forest Avenue, Bronx, New York, which is owned by 1143 Forest Avenue LLC. The five properties have a combined purchase price of $3.10 million. The Debtor's filing was precipitated by its need to close on the contracts of sale for the properties or risk losing its $845,000 deposit, in addition to paying back its creditors, which it cannot do without closing on the properties. FMTB BH sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 18-42228) on April 23, 2018. In the petition signed by Martin Ehrenfeld, managing member, the Debtor disclosed $3.94 million in assets and $1.23 million in liabilities. Judge Carla E. Craig presides over the case. The Debtor tapped Robinson Brog Leinwand Greene Genovese & Gluck P.C. as its legal counsel. GNC HOLDINGS: Appoints Two New Directors to Fill Board Vacancy -------------------------------------------------------------- The Board of Directors of GNC Holdings, Inc., upon designation by Harbin Pharmaceutical Group Co., Ltd., a company incorporated in the People's Republic of China ("Hayao"), and based on the recommendation of the Board's Nominating and Corporate Governance Committee, has appointed Hsing Chow and Yong Kai Wong to the Board, effective Jan. 22, 2019. The Board had previously adopted resolutions to increase the size of the Board to ten members and Messrs. Chow and Wong have been appointed to fill the two resulting vacancies. Since 2015, Mr. Chow has served as group vice president of Hayao. Prior to his service at Hayao, Mr. Chow served as regional general manager at Flextronics Global OPS, an electronics manufacturing services provider focused on delivering complete design, engineering and manufacturing services to automotive, computing, consumer, industrial, infrastructure, medical and mobile OEMs. Mr. Chow holds both a Bachelor of Science and Master of Science degree from New Jersey Institute of Technology. Since 2012, Mr. Wong has served as managing director of CITIC Capital Holdings Limited, an affiliate of Hayao. Mr. Wong holds a CSREP degree from Harvard University a Masters of Business Administration from University of Chicago Booth School of Business and a Master of Laws (LLM) from the University of Cambridge. The Company also entered into an Indemnification Agreement and Confidentiality Agreement with each of Mr. Chow and Mr. Wong. The Indemnification Agreement provides for indemnification and advancement of litigation and other expenses to Mr. Chow and Mr. Wong to the fullest extent permitted by law for claims relating to his service to the Company or its subsidiaries. The Board has determined that each of Mr. Chow and Mr. Wong meet the Designee Qualifications set forth in the Stockholders Agreement. About GNC Holdings GNC Holdings, Inc., headquartered in Pittsburgh, PA, is a global specialty retailer of health, wellness and performance products, including protein, performance supplements, weight management supplements, vitamins, herbs and greens, wellness supplements, health and beauty, food and drink and other general merchandise. As of Sept. 30, 2018, GNC had approximately 8,500 locations, of which approximately 6,400 retail locations are in the United States (including approximately 2,200 Rite Aid franchise store-within-a-store locations) and franchise operations in approximately 50 countries. GNC Holdings incurred a net loss of $148.9 million in 2017 and a net loss of $286.3 million in 2016. As of Sept. 30, 2018, the Company had $1.47 billion in total assets, $1.65 billion in total liabilities, and a total stockholders' deficit of $170.68 million. * * * As reported by the TCR on Nov. 15, 2018, S&P Global Ratings affirmed its 'CCC+' issuer credit rating on Pittsburgh-based vitamin and supplement retailer GNC Holdings Inc. and removed all of its ratings on the company from CreditWatch, where S&P placed them with negative implications on Feb. 14, 2018. "The affirmation reflects our belief that GNC's capital structure remains unsustainable over the long term in light of its current operating performance, including its cash flow generation, because of increased competitive threats amid the ongoing secular changes in the retail industry. GOLDEN TREE: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------- No official committee of unsecured creditors has been appointed in the Chapter 11 case of Golden Tree, Inc. as of Jan. 24, according to a court docket. About Golden Tree Inc. Golden Tree, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 18-62776) on August 2, 2018. The case has been assigned to Judge Sage M. Sigler. The Debtor is represented by Siupo Chan & Associates, PC. GULFVIEW MEDICAL: Seeks to Extend Exclusivity Period to April 23 ---------------------------------------------------------------- Gulfview Medical Institute, PLLC asked the U.S. Bankruptcy Court for the Middle District of Florida to extend by 60 days the period during which the company has the exclusive right to file a Chapter 11 plan of reorganization and solicit acceptances for the plan. The company proposed to extend the exclusive filing period to April 23 and the exclusive solicitation period to June 22. The extension, if granted by the court, would allow the company to review claims and determine treatment of those claims under the plan. The deadline for Gulfview Medical creditors to file proofs of claim is Feb. 11 while the deadline for governmental claims to be filed is April 23. About Gulfview Medical Institute Gulfview Medical Institute, PLLC, is a primary care provider based in based in Punta Gorda, Florida. Gulfview Medical Institute filed voluntary petitions under Chapter 11 of the U.S. Bankruptcy Code (Bankr. Bankr. M.D. Fla. Case No. 18-09165) on Oct. 25, 2018, listing under $1 million in both assets and liabilities. The Petition was signed by Joseph Ravid, MD, president. Craig I. Kelley, Esq., at Kelley & Fulton, PL, represents the Debtor. No official committee of unsecured creditors has been appointed. HALCON RESOURCES: Moody's Alters Outlook on B3 CFR to Negative -------------------------------------------------------------- Moody's Investors Service changed Halcon Resources Corporation's rating outlook to negative from stable. Moody's affirmed Halcon's B3 Corporate Family Rating, B3-PD Probability of Default Rating and Caa1 senior unsecured notes rating. Concurrently, Moody's downgraded Halcon's Speculative Grade Liquidity Rating to SGL-4 from SGL-3. Downgrades: Issuer: Halcon Resources Corporation Speculative Grade Liquidity Rating, Downgraded to SGL-4 from SGL-3 Affirmations: Issuer: Halcon Resources Corporation Probability of Default Rating, Affirmed B3-PD Corporate Family Rating, Affirmed B3 Senior Unsecured Notes, Affirmed Caa1 (LGD4) Outlook Actions: Issuer: Halcon Resources Corporation Outlook, Changed To Negative From Stable RATINGS RATIONALE Halcon's B3 CFR is challenged by its small scale, with average daily production of less than 15 thousand barrels of oil equivalent (boe) per day in the third quarter of 2018. Halcon's liquidity is weak while the company needs to spend considerable capital to grow production and cash flow by developing its asset base. The company had reduced its significant debt and interest expense burden through the bankruptcy process in 2016 from previously unsustainable levels. Upon selling its Williston Basin and El Halcon assets in 2017, Halcon had acquired Delaware Basin acreage and is outspending cash flow to ramp up the development of these Delaware Basin assets. The company's operations are now entirely focused in the Delaware Basin where it has a good inventory of drilling locations. Halcon's rating is constrained by its small asset footprint, and significant execution risk involved in profitably developing its acquired acreage. Halcon's SGL-4 Speculative Grade Liquidity Rating reflects weak liquidity through 2019. At September 30, 2018, Halcon had negligible cash balances, and $55 million in drawings as well as $1.6 million letters of credit outstanding under its revolving credit facility. Upon the December 2018 sale of all of its Delaware Basin water infrastructure assets for about $200 million in cash, Halcon's revolver borrowing base was increased to $350 million but its borrowings are limited to an agreed Aggregate Maximum Credit Amount of $275 million. Pro forma for these sale proceeds and capital outspend in the fourth quarter of 2018, Halcón should have less than $100 million in balance sheet cash at the end of 2018 prior to paying down its third quarter revolver balance. Halcon is planning to reduce its drilling activity in 2019 and run two rigs after dropping one rig early in the first quarter of 2019, but the company will likely still have significant capital needs while oil prices are volatile and differentials are wider. The credit facility has financial covenants including a maximum Total Net Indebtedness Leverage Ratio of 4.25x for the quarter ending December 31, 2018 stepping down to 4x thereafter, and a minimum Current Ratio of 1x. After giving effect to the credit agreement's Fifth Amendment and a consent related to certain expenses, the company was in compliance with its financial covenants at September 30, 2018. However, if Halcon's cash flow is impacted by low commodity price realizations, the company's revolver availability will be constrained, or it may need to seek a covenant amendment or waiver. If the company's negative free cash flow is not able to be funded with cash or borrowings under the revolving credit facility, Halcon will need to either sell additional assets, access the capital markets, or further reduce its capital program affecting production growth. The company's nearest maturity is the senior secured credit facility, which matures in September 2022. Halcon's senior unsecured notes due 2025 are rated Caa1, one notch below the B3 CFR under Moody's Loss Given Default Methodology. This notching reflects the priority claim given to the senior secured revolving credit facility within the capital structure. The rating outlook is negative reflecting Halcon's weak liquidity and significant capital needs to grow its small asset base. The rating could be downgraded if liquidity deteriorates further, retained cash flow to debt decreases towards 10% or production does not grow as anticipated. The rating could be upgraded if the company's liquidity is adequate while average daily production approaches 30 thousand boe per day and debt to proved developed reserves declines to around $13 per boe. HAYES & HAYES: Allowed to Use Cash Collateral on Interim Basis -------------------------------------------------------------- The Hon. Laura T. Beyer of the U.S. Bankruptcy Court for the Western District of North Carolina authorized Hayes & Hayes Enterprises, LLC, to use cash collateral on an interim basis as set forth in the budget. The cash collateral will be used to pay operating and other necessary expenses for the Debtor's operations. The Debtor must use cash collateral in order to continue operations during the Chapter 11 proceeding. The Debtor is authorized to vary from any line item by up to 10% without seeking additional approval. The Debtor owns multiple tracts of commercial real property. Certus Bank, NA, filed a Deed of Trust and Assignment of Leases and Rents for two tracts of real property located at 596 Central Street, Hudson, NC 28638. Subsequently Certus Bank merged with Pinnacle Bank. Pinnacle Bank is now owed $206,569 on its Promissory Note and related Deed of Trust. The Debtor also owns 4 tracts of commercial real property located off Main Street, Hudson, NC. This property is currently vacant with no rent paying tenant. BB&T Bank holds a Deed of Trust and Assignment of Rents and Leases on this property with a debt of $626,915. The Debtor's Plan is to sell the property to pay down on BB&T's debt. As adequate protection for the use of cash collateral, the DIP will continue to keep current all insurance on the Debtor's property and, upon demand, provide proof thereof to Pinnacle Bank. The Debtor will maintain one or more DIP bank accounts, into which it will deposit all cash, checks, and other cash items. Moreover, during the term of the Interim Order, the Debtor will: (a) maintain the property in its current condition and undertake all appropriate steps to maintain and otherwise keep the real property in good repair; (b) specifically avoid engaging in any conduct which would constitute waste or other acts detrimental to the real property; (c) maintain the information stored in the computer system with regard to rental income and leases in its current condition, and will avoid taking any actions to jeopardize or otherwise cause such information to be deleted, including maintaining appropriate back-up systems; (d) provide Pinnacle Bank with copies of all DIP bank statements within 10 days of receipt; (e) allow Pinnacle Bank and its agents scheduled access to the real property to inspect its collateral and its records upon reasonable notice. The Debtor will pay Pinnacle Bank interest payments at the rate of 6.25% per month for December, 2018 upon entry of the Interim Order and for January, 2019. A copy of the Interim Order is available at http://bankrupt.com/misc/ncwb18-50750-30.pdf About Hayes & Hayes Enterprises Hayes & Hayes Enterprises, LLC, owns six commercial lot properties located in Hudson, North Carolina having a total current value of $821,079. Hayes & Hayes Enterprises, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.C. Case No. 18-50750) on Nov. 30, 2018. In the petition signed by John W. Hayes, member/manager, the Debtor disclosed $821,110 in total assets and $3,460,509 in total liabilities. Robert P. Laney, Esq. at McElwee Firm, PLLC, is the Debtor's counsel. HELIOS AND MATHESON: Armistice Has 4.9% Stake as of Jan. 15 ----------------------------------------------------------- Armistice Capital, LLC, Armistice Capital Master Fund Ltd., and Steven Boyd disclosed in a Schedule 13G filed with the Securities and Exchange Commission that as of Jan. 15, 2019, they beneficially own 105,122,522 shares of common stock, $.01 par value per share, of Helios and Matheson Analytics Inc., which represents 4.99 percent of Common Shares outstanding. A full-text copy of the regulatory filing is available for free at: https://is.gd/TKvm3D About Helios and Matheson Helios and Matheson Analytics Inc. -- http://www.hmny.com/-- is a provider of information technology services and solutions, offering a range of technology platforms focusing on big data, business intelligence, and consumer-centric technology. More recently, to provide greater value to stockholders, the Company has sought to expand its business primarily through acquisitions that leverage its capabilities and expertise. The Company is headquartered in New York City, has an office in Miami Florida and has an office in Bangalore India. The Company's common stock is listed on The Nasdaq Capital Market under the symbol "HMNY". Helios and Matheson reported a net loss of $150.8 million for the year ended Dec. 31, 2017, compared to a net loss of $7.38 million for the year ended Dec. 31, 2016. As of Sept. 30, 2018, Helios and Matheson had $132.70 million in total assets, $60.62 million in total liabilities, and $72.08 million in total stockholders' equity. The report from the Company's independent accounting firm Rosenberg Rich Baker Berman, P.A., in Somerset, New Jersey, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company has suffered recurring losses from operations and negative cash flows from operating activities. This raises substantial doubt about the Company's ability to continue as a going concern. HENDERSONVILLE DENTAL: Allowed to Use BofA Cash Collateral ---------------------------------------------------------- The Hon. Charles M. Walker of the U.S. Bankruptcy Court for the Middle District of Tennessee has inked his approval to an Agreed Order authorizing Hendersonville Dental Spa, PLLC, to use cash collateral. Hendersonville is authorized to use cash collateral in the nature of cash on hand and proceeds from the operation of its dental practice, provision of dental services, sale of inventory, and collection of accounts, but only to the extent expressly provided for with that Budget. Hendersonville is indebted to Bank of America, N.A ("BofA") as borrower under that certain Project Finance Term Loan Agreement, pursuant to which BofA extended credit to Hendersonville in the total principal amount of $1,282,691. Hendersonville concedes that BofA is undersecured, and has a properly-perfected, first-in-priority lien in and to any and all assets of Hendersonville. By virtue of the Loan Facility, BofA has an interest in the cash generated from operation of Hendersonville's dental practice, and BofA is the only entity that may properly claim an interest in such cash collateral of Hendersonville. Hendersonville's use of cash collateral will be conditioned upon the following relief to be afforded BofA as adequate protection: (i) Hendersonville will make payments to BofA in the amount of $5,603.10 each month during the pendency of the above-captioned Chapter 11 bankruptcy case. (ii) Hendersonville will keep all of its assets, the same constituting BofA's collateral, fully and adequately insured against any loss due to casualty and provide BofA with proof of adequate insurance coverage thereon, listing BofA as loss payee. (iii) Hendersonville will open and maintain a segregated debtor-in-possession deposit account with BofA or such other financial institution as may be mutually agreeable between Hendersonville and BofA, into which Hendersonville will deposit all cash collateral, whether now existing or hereafter arising. (iv) Hendersonville, and any of its principals, officers, employees, agents, and other representatives, will cooperate with BofA's employees, agents, and other representatives to permit the same to have reasonable access to all of Hendersonville's assets, the same constituting BofA's collateral, and any of the Hendersonville's non-privileged records, including accounts-payable and accounts-receivable records, kept or maintained by the Hendersonville in the ordinary course of its business operations. (v) BofA will be afforded a continuing post-petition replacement lien encumbering all of the Hendersonville's assets, the same constituting BofA's collateral, to the same extent and priority as existed prior to the Hendersonville's Petition Date. A full-text copy of the Agreed Order is available at http://bankrupt.com/misc/tnmb18-06603-129.pdf About Synergy Partners Synergy Partners, Inc., based in Goodlettsville, TN, and its affiliates, including DS of Bartlett, PLLC, Clarksville Dental Spa, PLLC and Hendersonville Dental Spa, sought Chapter 11 protection (Bankr. M.D. Tenn. Lead Case No. 18-06603) on Oct. 1, 2018. In the petition signed by Lance H. Harrison, DDS, president and chief manager, Synergy Partners estimated up to $50,000 in assets and $500,000 to $1 million in liabilities as of the bankruptcy filing. The Hon. Charles M. Walker presides over the cases. Steven L. Lefkovitz, Esq., at Lefkovitz & Lefkovitz, is the Debtors' bankruptcy counsel to the Debtors. No official committee of unsecured creditors has been appointed in the Chapter 11 cases of Synergy Partners, Inc. and its affiliates as of Nov. 29, according to a court docket. HG & ZG CORPORATION: Wants to Continue Using Cash Collateral ------------------------------------------------------------ HG & ZG Corporation seeks authority from the U.S. Bankruptcy Court for the District of New Jersey for the continued use of cash collateral in the ordinary course of its business as set forth in the budget. The proposed cash collateral budget provides total monthly expenses of approximately $5,525. Hytham Mohamed, the sole owner of HG & ZG Corporation, certifies that the Debtor borrowed sums of money from Fresh Start Venture Capital, LLC, pursuant to two Promissory Notes which are secured by Debtor's assets including two medallions (Medallion Nos. 472 and 133) issued by the City of Newark, New Jersey and accounts receivables with combined outstanding balances in the approximate amount of $527,611. He further states that the Debtor also borrowed money from Amal Bayomi pursuant to a Promissory Note with an approximate balance of $160,000, which note is secured by Debtor's assets including Medallion No. 353 and accounts receivables. The Debtor intends to file its Plan within the statutory period. In the meantime, the Debtor needs authority to continue use of cash collateral in order to continue to operate its business and make adequate protection payments of $3,000 to Fresh Start and $1,000 to Amal Bayomi. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/njb18-26374-40.pdf About HG & ZG Corporation HG & ZG Corporation is engaged in the operation of a taxi service at Newark Liberty International Airport and owns three medallions which were issued by the City of Newark Taxi Cab Division as well as three vehicles. HG & ZG Corporation sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 18-26374) on Aug. 15, 2018. The petition was signed by Hytham Mohamed, president. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $1 million. Judge Michael B. Kaplan oversees the case. Andril & Espinosa, LLC, serves as its legal counsel. INNOVATIVE MATTRESS: Wants to Obtain Loan, Use Cash Collateral -------------------------------------------------------------- Innovative Mattress Solutions, LLC ("iMS") and its affiliated debtors seek authority from the U.S. Bankruptcy Court for the Eastern District of Kentucky to (a) obtain postpetition secured financing on a superpriority basis from Tempur World, LLC, pursuant to the terms and conditions described in the Term Sheet; and (b) use cash collateral. Tempur World, in its capacity as Prepetition Lender, may claim an interest in cash collateral which was pledged to secure the prepetition obligations owed pursuant to the Prepetition Facilities. The Debtors' primary prepetition secured liabilities consist of: (i) a term note credit facility; and (ii) a line of credit facility. As of the Petition Date, approximately $1.3 million was due under the Prepetition Term Loan, which is secured by a first-priority lien on the Prepetition Collateral. The Prepetition LOC Loan is also secured by the Prepetition Collateral, and approximately $2.4 million was due under the Prepetition LOC Loan as of the Petition Date. The Debtors propose to use Prepetition Cash Collateral to meet their postpetition obligations and to pay their general and administrative operating expenses, including: (i) payment of amounts due under certain leases, certain employee-related, maintenance and other expenses of the Borrower, (ii) restructuring costs and professional fees of the Borrower and Guarantors related to the Chapter 11 Cases, (iii) interest, premiums, fees and expenses payable to Tempur World in its capacity as DIP Lender, and payable to Tempur World in such capacity under the DIP Loan Documents and the DIP Orders, (iv) adequate protection payments provided to the Pre-Petition Lender (including amounts for the Roll-up) and (v) and other items, all of the foregoing strictly in accordance with the allowed disbursements set forth in the DIP Budget. The Debtors seek authority to use Prepetition Cash Collateral in the amounts as set forth on the DIP Budget. The Debtors contend that there are no payments to insiders other than the salaries of Kimberly Knopf (who earns $5,769 biweekly), Kenneth Knopf (who earns $3,846 biweekly) and Karrie Knopf (who earns $3,538 biweekly). The Debtors submit that the expenses are related to preservation of their ongoing retail operations. The basic terms of the DIP Term Sheet entered by and among iMS as borrower, the iMS affiliates as guarantors, and Tempur World, LLC, as DIP Lender, include the following: (a) The DIP Lender will provide Debtors with a $14,000,000 post-petition DIP Facility secured by a first-priority priming lien on substantially all of the assets of the Debtors. Amounts drawn under the DIP Facility will bear interest at the 3-month LIBOR rate plus 10.00% per annum. (b) The loan proceeds will be made available to the Debtors within two business days after entry of the Interim Order and the satisfaction of all other conditions precedent under the DIP Financing Agreement, in order to allow the Debtors to satisfy their obligations to pay ongoing operating costs and the costs of their bankruptcy cases. (c) The Debtors have or will use the loan proceeds for the payment of postpetition operating expenses limited to operating expenses and costs of administration as set forth on the DIP Budget. (d) The DIP Lender will be entitled to a superpriority administrative expense claim, subject to the Carve-out for U.S. Trustee fees and professional fees. (e) The DIP Loans will mature on the Maturity Date and will be immediately due and payable on the earliest to occur of any of the following: (i) 120 days after the Petition Date; (ii) the date of acceleration of any outstanding borrowings under the DIP Facility pursuant to an Event of Default; (iii) the first business day on which the Interim Order expires by its terms or is terminated, unless the Final Order has been entered and becomes effective prior thereto or contemporaneous therewith; (iv) conversion of any of the Chapter 11 Cases to a case under chapter 7 of the Bankruptcy Code, unless otherwise consented to in writing by the DIP Lender; (v) dismissal of any of the Chapter 11 Cases, unless otherwise consented to in writing by the DIP Lender; (vi) the date of consummation of a sale of all, substantially all or a material portion of the DIP Collateral; and (vii) the effective date of any Debtors' plan of reorganization confirmed in the Chapter 11 Cases. As a condition to extending the DIP Facility the Debtors need, the DIP Lender requires the protections contained in sections 364(c) and 364(d) of the Bankruptcy Code. Specifically, the DIP Facility will be secured, in each case subject to any Permitted Priority Liens and the Carve-out, by (i) first priority perfected liens and security interests in all of the Debtors' unencumbered assets pursuant to section 364(c)(2) of the Bankruptcy Code, and (ii) perfected liens in all of the Debtors' assets pursuant to section 364(c)(3) of the Bankruptcy Code. In addition, the DIP Lenders will receive a superpriority claim under section 364(c)(1), which will have priority over all administrative expense and unsecured claims, other than expenses provided for by the Carve-out. The Debtors submit that the terms and conditions of the DIP Facility presented herein was the most favorable financing available under the circumstances. The Debtors believe that the measures of protection set forth in the DIP Facility constitute adequate protection, both for the granting of replacement liens and for the use of Prepetition Cash Collateral, to protect the Prepetition Lender from any diminution in value from the priming of its liens and use of its prepetition collateral. Moreover, the Debtors have obtained the consent of the Prepetition Lender to the priming liens provided in the DIP Facility by offering the following adequate protection package: (i) additional liens upon all of the DIP Collateral, in each case, subject and subordinate to the Carve Out, the DIP Liens and any liens that have priority over the DIP Liens; (ii) super-priority claims as provided for in section 507(b) of the Bankruptcy Code, junior in priority only to the DIP Superpriority Claims; (iii) the Roll-up; and (iv) additional benefits, such as, subject to the Challenge Period Termination Date, various waivers, releases, and acknowledgements, as described in the Interim Order. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/kyeb19-50042-4.pdf About Innovative Mattress Innovative Mattress Solutions, LLC, operates 142 specialty sleep retail locations primarily in the southeastern U.S. under the names Sleep Outfitters, Mattress Warehouse, and Mattress King. It offers sleep outfitters, complete beds, electric adjustable beds, bed bug protectors, sheets and pillows. Innovative Mattress Solutions was founded in 1983 and is based in Lexington, Kentucky. Innovative Mattress Solutions, LLC, and 10 affiliates sought Chapter 11 protection (Bankr. E.D. Ky. Lead Case No. 19-50042) on Jan. 11, 2019. The Hon. Gregory R. Schaaf is the case judge. Innovative Mattress estimated assets of $10 million to $50 million and liabilities of the same range. The Debtors tapped Delcotto Law Group PLLC as counsel; Brown, Edwards & Company, L.L.P. as accountant; and Conway Mackenzie, Inc. as financial advisor. INTEGRATED VENTURES: Recurring Net Losses Cast Going Concern Doubt ------------------------------------------------------------------ Integrated Ventures, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $1,700,222 on $115,245 of total revenues for the three months ended Sep. 30, 2018, compared to a net income of $87,120 on $0 of total revenues for the same period in 2017. At Sep. 30, 2018 the Company had total assets of $1,808,501, total liabilities of $2,089,869, and $281,368 in total stockholders' deficit. Integrated Ventures states, "The Company has reported recurring net losses since its inception and used net cash in operating activities of $155,227 in the three months ended September 30, 2018. As of September 30, 2018, the Company had an accumulated deficit of $13,170,158 and a total stockholders' deficit of $281,368. These conditions raise substantial doubt about the Company's ability to continue as a going concern." A copy of the Form 10-Q is available at: https://is.gd/nriRkz Integrated Ventures, Inc., engages in the digital currency mining operations. The Company manufactures equipment; and sells mining rigs, as well as develops blockchain software. The Company was formerly known as EMS Find, Inc. and changed its name to Integrated Ventures, Inc. in July 2017. Integrated Ventures, Inc. is based in Huntingdon Valley, Pennsylvania. KANSAS INTERNAL: Unsecured Creditors' Recovery Cut to $25,000 ------------------------------------------------------------- Kansas City Internal Medicine, P.A., filed an amended combined Plan of Liquidation and Disclosure Statement. Class 3 - General Unsecured Creditors. Class 3 is impaired by this Plan and each holder of a Class 3 General Unsecured Claim will be paid pro rata with a minimum total distribution to the class of $25,000. The original Plan proposed to pay Class 3 General Unsecured Claim a minimum total distribution of $50,000. Class 1 - Priority Claims. Class I is impaired by this Plan, and each holder of a Class I Priority Claim will be paid in full, in cash, upon the later of the effective date of this Plan as defined in Article VII, or the date on which such claim is allowed by a final non appealable order. Class 4 - Equity Security Holders of the Debtor are impaired. This is a Plan of Liquidation. No equity shall remain. Payments and distributions under the Plan will be funded by the following: Monies in bank account A full-text copy of the Disclosure Statement dated January 10, 2019, is available at https://tinyurl.com/yaqqoxgr from PacerMonitor.com at no charge. About Kansas City Internal Medicine Kansas City Internal Medicine, P.A. -- https://www.kcim.com/ -- a division of Signature Medical Group, is a private internal medicine physician practice with more than 170 employees serving more than 135,000 patient visits per year. KCIM specializes in internal medicine, endocrinology, rheumatology, podiatry, integrative medicine, personalized healthcare, clinical psychology, and chiropractic. The company's gross revenue amounted to $3.86 million in 2016 and $26.69 million in 2015. KCIM has locations in Kansas City and Lee's Summit, Missouri, and in Overland Park in Kansas. Kansas City Internal Medicine sought Chapter 11 protection (Bankr. D. Kan. Case No. 17-22168) on Nov. 8, 2017. David Wilt, MD, its president, signed the petition. The Debtor disclosed total assets at $567,000 and total liabilities at $1,477,611. Judge Dale L. Somers is the case judge. The Debtor tapped Colin N. Gotham, Esq., at Evans & Mullinix, P.A., as counsel. The Debtor also hired Lindsay Auction & Realty Service, Inc., as auctioneer. KOMODO CLOUD: Unsecured Creditors to Get $20,000 Under Ch. 11 Plan ------------------------------------------------------------------ Komodo Cloud, Inc., filed a Chapter 11 plan of reorganization and accompanying disclosure statement. Class III - General Unsecured Claims are impaired. General unsecured creditors other than Class II creditors will receive a proportionate share of $20,000. They will be paid one year after the Effective Date or when all disputed claims have been resolved whichever is later. The Debtor has scheduled $119,449.62 in undisputed general unsecured claims. Navasite, Inc. informally asserted a $3,018,552.38 claim pre-petition. The Debtor disputes this claim, but if it were allowed in full, the total amount of general unsecured claims would be $3,138,002.00. Class II - Arrow Claims are impaired: Arrow Enterprise Computing Solutions is the only member of Class II. Under a settlement agreement approved by the Court, Arrow will receive $65,000 on account of its pre-petition claims within 30 days of the Effective Date of the Plan. The source of funds for this payment will be the Debtor’s cash on hand and the $30,000 New Value Contribution. Class IV - Existing interests will be deemed cancelled as of the Effective Date. Two existing holders of interests (Mr. Lambert and Mr. Noga) will contribute $30,000 of new capital to the Reorganized Debtor, to be used for payment to Class II (Arrow) under the Plan, in exchange for new interests in the Reorganized Debtor. Contributions must be made no less than 3 days prior to the Effective Date, or such other time as the Debtor may agree. This class is impaired and deemed to have rejected the Plan and, therefore, not entitled to vote. Payments to Class II (Arrow) will be funded by cash on hand on the Effective Date and by the $30,000 New Value Contribution. Payments to Class III (General Unsecured Creditors) will be funded by profits from operations during the first year post-Effective Date. A full-text copy of the Disclosure Statement dated January 10, 2019, is available at https://tinyurl.com/yaztm594 from PacerMonitor.com at no charge. On February 20, 2019, at 10:30 a.m., the Debtor will move the Bankruptcy Court for an Order approving the Disclosure Statement. About Komodo Cloud Komodo Cloud, Inc. -- http://www.komodocloud.com/-- is a provider of computer systems design and related services. The company offers subscription, professional and managed services and IT consulting for their clients. It connects Cloud Platform companies like NaviSite, Amazon Web Services, Microsoft Azure, CenturyLink, Rackspace and Faction to its clients for on-site, co-located or hybrid computer environments. Komodo Cloud's head office is located in Schaumburg, Illinois. Komodo Cloud sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 18-17889) on June 24, 2018. In the petition signed by Nigel Lambert, president, the Debtor disclosed $259,803 in assets and $1.99 million in liabilities as of June 21, 2018. Judge Jacqueline P. Cox presides over the case. The Debtor tapped Lesnick Prince & Pappas, LLP, as its legal counsel. LEMKCO FLORIDA: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------- No official committee of unsecured creditors has been appointed in the Chapter 11 case of Lemkco Florida, Inc. as of Jan. 24, according to a court docket. About Lemkco Florida Lemkco Florida, a single asset real estate as defined in 11 U.S.C. Section 101(51B), is the fee simple owner of Spring Hill Golf & Country Club located at 12079 Coronado Drive Spring Hill, FL 34609. Lemkco Florida filed its voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-10971) on Dec. 21, 2018. In the petition signed by Darren Kahanyshyn, chief restructuring officer, the Debtor disclosed $591,080 in total assets and $5,456,546 in liabilities. Buddy D. Ford, P.A., is the Debtor's counsel. LIFE ON EARTH: Working Capital Deficit Casts Going Concern Doubt ---------------------------------------------------------------- Life On Earth, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $826,595 on $1,032,250 of net sales for the three months ended November 30, 2018, compared with a net loss of $428,751 on $718,057 of net sales for the same period in 2017. At November 30, 2018, the Company had total assets of $3,630,932, total liabilities of $3,312,846, and $318,086 in total stockholders' equity. In the Form 10-Q, the Company's Chief Executive Officer Fernando Oswaldo Leonzo and Chief Financial Officer Peter Dacey states, "The Company has incurred losses from inception of approximately $8,351,000 and has a working capital deficiency of approximately $2,486,000 as of November 30, 2018. Management believes these conditions raise substantial doubt about the Company's ability to continue as a going concern for the twelve months following the date condensed consolidated financial statements are issued. Management intends to finance operations over the next twelve months through borrowings from related parties, existing lenders, and others." A copy of the Form 10-Q is available at: https://is.gd/TBbnuS Life On Earth, Inc., is an innovative brand accelerator, incubator and distribution platform focused on building and scaling concepts in the natural consumer products category. The Company focuses on building brands within the alternative beverage space. It is a dynamic and innovative natural consumer packaged-goods company focused on, but not limited to, the emerging beverage industry. The Company manufactures and distributes its brands through its distribution subsidiaries in New York and California. LIONS GATE: Moody's Rates $400MM Unsec. Notes Due 2024 'B2' ----------------------------------------------------------- Moody's Investors Service assigned a B2 rating to Lions Gate Entertainment Corp.'s wholly owned US subsidiary, Lions Gate Capital Holdings LLC's (Lionsgate Capital) offering of $400 million senior unsecured notes due 2024. Lions Gate Entertainment Corp.'s (Lionsgate) Ba3 Corporate Family Rating (CFR) and Ba3-PD Probability of Default Rating (PDR), and its senior secured credit facilities Ba2 ratings issued under Lionsgate Capital, remain unchanged. Those facilities consist of a $1.5 billion revolving credit facility due 2023, a $750 million first lien term loan A due 2023, and a $1.25 billion first lien term loan B due 2025. The new notes will be pari passu with the company's existing $520 million 5.875% senior unsecured notes that are also rated B2. Proceeds from the new $400 million senior unsecured notes will be used to partially pay down the remaining revolver balance that was drawn to fund the company's $964 million dissenting shareholders payment in early November. The payment was originally funded with an $840 million draw on the revolver and $124 million of balance sheet cash. Subsequently, Lionsgate has used operational free cash flow and cash on its balance sheet to repay a portion of its revolver with $520 million outstanding as of December 31, 2018. At the close of the transaction, there will be approximately $120 million drawn under the revolving credit facility. Pro forma leverage has increased to 5.7x as of LTM September 30, 2018 (including Moody's standard adjustments) due to weakness in motion picture and TV revenue during the first half of fiscal 2019 and the increase in debt to fund most of the dissenting shareholders payment, which is high for the rating. However, Moody's believes Lionsgate will focus on strengthening their balance sheet and de-levering to a level in line with the Ba3 rating over the next 12 to 24 months. The SGL-2 Speculative Grade Liquidity rating is unchanged. The rating outlook remains stable. Assignments: Issuer: Lions Gate Capital Holdings LLC Senior Unsecured Regular Bond/Debenture, Assigned B2 (LGD5) Unchanged: Issuer: Lions Gate Capital Holdings LLC Senior Unsecured Regular Bond/Debenture, B2 (LGD5 from LGD6) RATINGS RATIONALE Lionsgate's Ba3 Corporate Family rating (CFR) reflects a commitment to sustaining moderate debt-to-EBITDA leverage and expected strong cash flows generated by its Starz premium pay TV network, its film and television production businesses, and its large library of nearly 17,000 motion picture titles and television programs. Following the company's acquisition of Starz, LLC ("Starz") in December 2016 and sale of its 31% stake in EPIX for $397 million in May 2017, Lionsgate has been focused on reducing leverage and completing the integration of Starz. Settling of the Starz acquisition dissenter equity claims has caused an increase in debt and leverage such that current leverage is high for the Ba3 CFR. The Ba3 CFR anticipates that management will endeavor to lower leverage to under 4.0x using a majority of its free cash flows. Additionally, following the recent announcement by management that it is suspending future dividends, Moody's expects a small boost to free cash flow generation. Moody's anticipates that the revolving credit facility will provide sufficient liquidity to meet normal cash needs. In Moody's opinion, the Starz acquisition was strategic for both companies. It enhanced Lionsgate's scale and business diversity, provides predictable and more stable cash flows and thereby reducing reliance on its very volatile motion picture business, and provides a steady internal source of TV and film distribution revenue and cash flow. Starz benefits from a future internal source of theatrical output, and gets more opportunities for much needed quality original TV content. Leverage is high for the rating, and the Ba3 CFR reflects its expectation that Starz's cash flows from recurring subscription revenue allows the company financial flexibility to reduce gross debt levels and manage a leverage profile commensurate with its credit rating over the medium-term. Additionally, Moody's expects some continued near-term improvement in cash flows through some lasting synergies from the Starz integration and EBITDA growth, as well as from proceeds from other non-core asset sales. Moody's believes that management is committed to using a majority of its free cash flows and proceeds from noncore asset sales to reducing gross debt levels and bringing leverage below 4.0x (incorporating Moody's adjustments) over the next 12 to 24 months. The stable outlook reflects the continued benefit from added scale, enhanced diversification and operating synergies over the long-run. The outlook also assumes that the company will apply its free cash flows and non-core asset sale proceeds towards debt repayment and reduce debt-to-EBITDA (incorporating Moody's adjustments) to under 4.0x. An upgrade is unlikely in the near term given that leverage remains high for the rating, and given the volatility and unpredictability of the film business, which results in lower visibility on revenues. However, ratings could be upgraded in the long-term if the company reduces its leverage target and becomes increasingly less reliant on film slate performance (such as if the company diversifies its operations further through continued growth in Starz and its television production business), such that it can consistently sustain debt-to-EBITDA (including Moody's adjustments) comfortably under 3.0x. Strong liquidity, a consistent operating track record, and management's commitment to a higher rating will also be necessary for a positive rating action. The company's ratings could be downgraded if there is material erosion in Starz's subscriber base, if Lionsgate sustains underperformance across its theatrical slate or TV production division, or if it directs cash flow towards material acquisitions, a significant increase to dividends or share repurchases, such that its expectation of its ability or commitment towards debt reduction is changed, or leverage is sustained over 4.0x over the long-term. Ratings could also be downgraded if liquidity or cash flow are adversely affected. Lionsgate, domiciled in British Columbia, Canada (with its headquarters in Santa Monica, CA), is a vertically integrated next generation global content leader with a diversified presence in motion picture production and distribution, television programming and syndication, premium pay television networks, home entertainment, global distribution and sales, interactive ventures and games and location-based entertainment. Annual revenues as of LTM 9/30/2018 were over $4.0 billion. MURRAY GROUP: Has Interim OK to Use Cash Collateral Until Feb. 8 ---------------------------------------------------------------- The Hon. A. Benjamin Goldgar of the U.S. Bankruptcy Court for the Northern District of Illinois has entered an interim order authorizing The Murray Group, Inc. to use the cash collateral of First Home Bank through Feb. 8, 2019. The Debtor's motion for the continuing use of cash collateral is continued to Feb. 6, 2019 at 10:00 a.m. The Debtor may use cash collateral to pay the ordinary and necessary post-petition expenses related to the operation of its business at 10220 Bode St., Plainfield, Illinois. First Home Bank is granted valid, perfected and enforceable postpetition replacement liens on all proceeds of existing collateral, and all new collateral, to the same extent that it had perfected liens prepetition. First Home Bank's postpetition lien will be superior in right to any other lien hereinafter created or arising. In addition, the Debtor will pay $1,570 to First Home Bank on the 15th of each month commencing with Feb. 15, 2019 and continuing until further of the Court. A full-text copy of the Interim Order is available at http://bankrupt.com/misc/ilnb18-32156-37.pdf About The Murray Group The Murray Group, Inc., an Illinois corporation in the business of buying and selling building materials to contractors, filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 18-32156) on Nov. 15, 2018. In the petition signed by Robert Murray, president, the Debtor estimated $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. The Debtor is represented by David P. Lloyd, Esq. of David P. Lloyd, Ltd. NATIONAL AUTO: Has Authority to Use Cash Collateral on Final Basis ------------------------------------------------------------------ The Hon. Laurel M. Isicoff of the U.S. Bankruptcy Court for the Southern District of Florida has authorized National Auto Lenders, Inc. to continue using cash collateral to fund its ongoing operations subject to the terms and conditions set forth in the final order. The Debtor may use cash collateral in accordance with the receipts and disbursements set forth in the 13-week cash collateral budget. The approved budget provides total operating expenditures of approximately $2,921,856 through April 7, 2019. As of the Petition Date, Wells Fargo Bank, N.A., as administrative agent, for the benefit of itself and Bank United, N.A. (collectively, the "First Lien Lenders") were owed the principal amount of approximately $36 million. Pursuant to the First Lien Loan and Security Agreement, the Debtor granted the First Lien Lenders a valid, binding, perfected and enforceable first-priority lien on and security interest in the collateral. Subject to the Challenge Period, as adequate protection for Collateral Diminution, the First Lien Lenders are granted the following claims, liens, rights and benefits: (A) The First Lien Lenders are granted allowed joint and several superpriority administrative claims against the Debtor as provided in and subject to the provisions of section 507(b) of the Bankruptcy Code, which administrative expense claim will have recourse to and payable from all prepetition and postpetition property of the Debtor. Such superpriority administrative expense claims will not include claims on Avoidance Actions or the proceeds thereof. (B) The First Lien Lenders are granted valid, binding, continuing, enforceable, fully-perfected, non-avoidable first priority liens and/or replacement liens on and security interest in: (i) all of the Prepetition Collateral, to the same extent that such liens and security interests existed pre-petition and subject to any valid, perfected, non-avoidable senior liens existing as of the Petition Date, and the proceeds thereof; (ii) all post-petition assets of the Debtor of the same type and nature as the Prepetition Collateral (regardless of whether such post-petition assets are proceeds of assets which were not Prepetition Collateral) and the proceeds thereof; and (iii) any vehicles repossessed post-petition and the proceeds of any sale or disposition of such vehicles, but solely to the extent that the book value of the vehicle inventory increases above the book value of the vehicle inventory on the Petition Date (calculated by the Debtor consistent with its historic accounting practices and estimated by the Debtor to be $5.5 million). (C) The Debtor is authorized and directed to pay to the First Lien Lenders adequate protection payments in an amount equal to all accrued and unpaid prepetition and post-petition interest on account of the First Lien Indebtedness, at the contractual non-default rate, fees and costs due and payable under the First Lien Loan and Security Agreement. The Debtor's right to use the cash collateral pursuant to the Final Order will terminate on the earliest to occur of (i) March 31, 2019; (ii) the effective date of a plan of reorganization; or (iii) the occurrence of any of the events of default. A full-text copy of the Final Order is available at http://bankrupt.com/misc/flsb18-24586-103.pdf About National Auto Lenders National Auto Lenders, Inc. -- http://www.nalenders.com/-- is a non-prime auto finance company that purchases loans from auto dealers. It has been established for more than 20 years and buys loans in multiple states. National Auto Lenders is headquartered in Miami, Florida. National Auto Lenders, Inc., filed a voluntary petition for relief under chapter 11 of title 11 of the United States Code (Bankr. S.D. Fla. Case No. 18-24586) on Nov. 23, 2018. In the petition signed by Dania Ramos-Infante, vice president, CFO, and COO, the Debtor estimated $100 million to $500 million in assets and $50 million to $100 million in liabilities. Judge Laurel M. Isicoff presides over the case. Berger Singerman LLP, led by Paul Steven Singerman, is the Debtor's counsel. The U.S. Trustee for Region 21 on Dec. 4, 2018, appointed nine creditors to serve on the official committee of unsecured creditors in the Chapter 11 case. The committee retained Paul J. Battista, Esq. and the law firm of Genovese Joblove & Battista, P.A., as counsel; and Soneet Kapila, CPA and the firm of KapilaMukamal, LLP, as financial advisors. NEIMAN MARCUS: Chief Merchandising Officer Will Quit ---------------------------------------------------- Neiman Marcus Group, Inc., the indirect parent of Neiman Marcus Group LTD LLC, announced that James Gold, president, chief merchandising officer, will be resigning from NMG and its subsidiaries and parent entities, effective March 15, 2019. On Jan. 25, 2019, Neiman Marcus Group LLC and Mr. Gold entered into a Separation Agreement and General Release of Claims detailing the terms of his separation from the Company. The Separation Agreement provides that Mr. Gold will be eligible to receive (1) a fixed transition payment of $1,120,000 to be paid as follows: $280,000 on April 1, 2019, $280,000 on July 1, 2019 and $560,000 on Jan. 2, 2020; (2) a variable transition bonus of up to $1,000,000, subject to the achievement of certain financial performance goals of Parent, which achievement and resulting payment amount will be determined by the Compensation Committee of the Parent Board and payable at the same time as annual incentive bonuses for the Company's 2019 fiscal year; (3) a pro-rata annual incentive bonus for the Company's 2019 fiscal year, as determined by the Committee under the terms of the Company's annual bonus program; (4) a lump sum payment equal to 12 times the monthly COBRA premium applicable to Mr. Gold; (5) reimbursement for New York housing accommodations and for fees and expenses incurred for personal financial and tax advice planning; (6) reimbursement of any incremental state tax obligations imposed by any state other than Texas; and (7) reimbursement for legal fees incurred in the negotiation of the Separation Agreement, plus an amount to cover any applicable income taxes on such reimbursement. The Separation Agreement includes a general release of claims by Mr. Gold in favor of the Company, its affiliates and current and former officers and directors and certain other parties. Mr. Gold also remains bound by certain provisions of his employment agreement for certain periods following his separation, including certain non-competition, non-solicitation of employees, and non-disparagement covenants. About Neiman Marcus Headquartered in Dallas, Texas, Neiman Marcus Group LTD LLC -- http://www.neimanmarcusgroup.com/-- is a luxury, multi-branded, omni-channel fashion retailer conducting integrated store and online operations under the Neiman Marcus, Bergdorf Goodman, Last Call, Horchow, and mytheresa brand names. Neiman Marcus reported net earnings of $251.1 million in fiscal year 2018 compared to a net loss of $531.8 million in the prior year. As of Oct. 27, 2018, Neiman Marcus had $7.46 billion in total assets, $866.9 million in total current liabilities, $6.14 billion in total long-term liabilities, and $448.8 million in total member equity. Liquidity Net cash used for the Company's operating activities of $178.4 million in the first quarter of fiscal year 2019 increased by $121.3 million from net cash used for operating activities of $57.1 million in the first quarter of fiscal year 2018. This increase in net cash used for the Company's operating activities was due primarily to (i) higher bonus payments, (ii) higher cash interest requirements due primarily to cash interest payments on the PIK Toggle Notes in the first quarter of fiscal year 2019 compared to PIK interest in the first quarter of fiscal year 2018 and (iii) higher net working capital requirements. At Oct. 27, 2018, the Company had $366.0 million of borrowings outstanding under its Asset-Based Revolving Credit Facility and $1.3 million letters of credit. The Company's borrowings under the Asset-Based Revolving Credit Facility fluctuate based on its seasonal working capital requirements, which generally peak in its first and third quarters. At Oct. 27, 2018, the Company had unused borrowing commitments aggregating $532.8 million, subject to a borrowing base, of which, $90.0 million of such capacity is available to the Company subject to certain restrictions. Additionally, the Company held cash and cash equivalents and credit card receivables of $87.0 million bringing its available liquidity to $619.7 million at Oct. 27, 2018. The Company believes that cash generated from its operations along with its existing cash balances and available sources of financing will enable it to meet its anticipated cash obligations during the next 12 months. * * * As reported by the TCR on Oct. 30, 2018, Moody's Investors Service downgraded Neiman Marcus Group LTD LLC's Corporate Family Rating to Caa3 from Caa2 and its Probability of Default Rating to Ca-PD from Caa2-PD. "The downgrade of NMG's Corporate Family Rating reflects its unsustainable leverage levels and short dated maturity profile despite its improved operational performance in the face of a healthy North America luxury market," says Christina Boni, vice president. "Despite good liquidity, overall leverage levels remain well above what can be refinanced and a quick return to peak EBITDA unlikely." NEUROMETRIX INC: Negative Cash Flow Casts Going Concern Doubt ------------------------------------------------------------- NeuroMetrix, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net income of $23,605 on $16,090,138 of revenues for the year ended Dec. 31, 2018, compared to a net loss of $12,859,253 on $17,092,336 of revenues for the year ended in 2017. NeuroMetrix said, "The Company has suffered recurring losses from operations and negative cash flows from operating activities. At December 31, 2018, the Company had an accumulated deficit of $191.0 million. These factors raise substantial doubt about the Company’s ability to continue as a going concern for the one-year period from the date of issuance of these financial statements." The Company's balance sheet at Dec. 21, 2018, showed total assets of $12,113,248, total liabilities of $6,015,437, and a total stockholders' equity of $6,097,811. A copy of the Form 10-K is available at: https://is.gd/KHvXq6 NeuroMetrix, Inc., a healthcare company, develops and markets products for the detection, diagnosis, and monitoring of peripheral nerve and spinal cord disorders. The Company develops wearable neuro-stimulation therapeutic devices and point-of-care neuropathy diagnostic tests to address chronic health conditions, including chronic pain, sleep disorders, and diabetes. It operates in the United States, Europe, Japan, China, the Middle East, and Mexico. The Company has a strategic collaboration with GlaxoSmithKline. NeuroMetrix, Inc. was founded in 1996 and is headquartered in Waltham, Massachusetts. NINE WEST: Seeks to Extend Exclusive Filing Period to March 31 -------------------------------------------------------------- Nine West Holdings, Inc. asked the U.S. Bankruptcy Court for the Southern District of New York to extend the period during which the company and its affiliated debtors have the exclusive right to file a Chapter 11 plan through March 31, and to solicit acceptances for the plan through May 29. "Allowing them to maintain plan filing exclusivity through the end of March ensures that these cases continue to have a structure and process where the debtors and stakeholders can negotiate in the lead up and during the confirmation trial," said Joseph Graham, Esq., at Kirkland & Ellis, in New York. The companies have already achieved key milestones necessary for emergence from Chapter 11 protection, including the filing of a plan of reorganization supported by more than 85% of their secured term loan lenders and more than 80% of their unsecured term loan lenders, and court approval of the disclosure statement on Nov. 14, 2018. Although the plan has the support of the senior stakeholders, the junior stakeholders still object to it, according to court filings. About Nine West Nine West Holdings Inc. is a footwear, accessories, women's apparel, and jeanswear company with a portfolio of brands that includes Nine West, Anne Klein, and Gloria Vanderbilt. The company is a wholesale partner to major U.S. retailers and has international licensing arrangements covering more than 1,200 points of sale around the world. In April 2014, Sycamore Partners Management, L.P., acquired The Jones Group Inc. for $2.2 billion via leveraged buyout. As part of the transaction, The Jones Group merged with several affiliates, and the newly merged company was renamed as Nine West Holdings. On April 6, 2018, Nine West Holdings, Inc., and 10 affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 18-10947) to right size their balance sheet, sell the Nine West Group's assets, and execute on their turnaround strategy to concentrate exclusively on their One Jeanswear Group, Kasper Group, The Jewelry Group, and Anne Klein businesses. In addition to the chapter 11 cases, Jones Canada, Inc., and Nine West Canada LP commenced foreign insolvency proceeding under the Bankruptcy and Insolvency Act in Canada. The Hon. Shelley C. Chapman is the U.S. case judge. The Debtors tapped Kirkland & Ellis LLP as counsel; Lazard Freres & Co. as investment banker; Alvarez & Marsal North America LLC as interim management and financial advisory services provider; Consensus Advisory Services LLC and Consensus Securities LLC as investment banker in connection with the sale of intellectual property associated with the Nine West and Bandolino brands; Deloitte Tax LLP as tax services provider; and BDO USA, LLP, as auditor and accountant. Munger, Tolles & Olson LLP is serving as the company's independent counsel, rendering services at the direction of independent directors Alan Miller and Harvey Tepner. Berkeley Research Group is serving as independent financial advisor, rendering professional services at the direction of the Independent Directors. Prime Clerk LLC is the claims and noticing agent. The Ad Hoc Group of Secured Term Loan Lenders tapped Davis Polk & Wardwell LLP as counsel; and Ducera Partners LLC as financial advisor. The Ad Hoc Crossover Group of Secured and Unsecured Term Loan Lenders tapped King & Spalding LLP as counsel and Guggenheim Securities, LLC, as financial advisor. Brigade Capital Management, LP, a party to the RSA tapped Kramer Levin Naftalis & Frankel LLP as counsel. The Official Committee of Unsecured Creditors tapped Akin Gump Strauss Hauer & Feld LLP as counsel; Houlihan Lokey Capital, Inc., as investment banker; and Protiviti Inc. as financial advisor and forensic accountant. Sycamore Partners Management, L.P., owner of 90.2% of the equity interests in the debtors, tapped Proskauer Rose LLP as counsel. Authentic Brands, which bought Nine West's IP assets, tapped DLA Piper Global Law Firm as counsel. * * * The Debtors filed a Chapter 11 plan that's based on a restructuring support agreement signed with certain members of the Secured Lender Group, certain members of the Crossover Group, and Brigade, who collectively hold over 78 percent of the company's secured term loan and over 89 percent of the unsecured term loan. In an auction on June 8, 2018 for the company's Nine West, Bandolino and associated brands, brand developer and marketing company Authentic Brands Group outbid shoe retailer DSW Inc. The winning bid of Authentic Brands' ABG-Nine West LLC was $340 million in cash and other consideration, which is $140 million more than ABG's stalking horse bid. The official committee of unsecured creditors has filed a motion seeking to conduct an examination of and seek discovery from the Debtors and third parties pursuant to Rule 2004 of the Federal Rules of Bankruptcy Procedure. The Committee says its initial investigation indicates there are a number of potential estate claims arising from the 2014 LBO. NOTOX TECHNOLOGIES: Accumulated Deficit Raises Going Concern Doubt ------------------------------------------------------------------ Notox Technologies Corp. (formerly Tropic International Inc.) filed its quarterly report on Form 10-Q, disclosing a net loss and comprehensive loss of CAD123,132 on CAD0 of net revenues for the three months ended November 30, 2018, compared with a net loss and comprehensive loss of on CAD217,090 of net revenues for the same period in 2017. At November 30, 2018, the Company had total assets of CAD1,174,388, total liabilities of CAD3,594,385, and CAD2,419,997 in total stockholders' deficit. The Company states, "As at November 30, 2018, we had a working capital deficiency of CAD3,257,992 and an accumulated deficit of CAD11,906,618. Our continuation as a going concern is dependent upon the continued financial support from our stockholders, our ability to obtain necessary equity financing to continue operations, and the attainment of profitable operations. These factors raise substantial doubt regarding our ability to continue as a going concern." A copy of the Form 10-Q is available at: https://is.gd/MxYb7o Notox Technologies Corp. is a holding company operating through Tropic Spa Inc., a company that manufactures and sells Home Mist Tanning units that deliver a full-body application. The Company was incorporated under the laws of the state of Nevada on October 29, 2007 under the name Rockford Minerals Inc. It changed its name to Notox Technologies Corp. on November 19, 2018. OAKSHIRE MUSHROOM: Seeks Authority to Use Cash Collateral --------------------------------------------------------- Oakshire Mushroom Farm, Inc., and Oakshire Mushroom Sales, LLC, seek authority from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to use cash collateral in the ordinary course of its business. The Debtors need immediate authority to use Cash Collateral to continue their scaled down operations, to pay for goods and services, address PACA claims, pay pre-Petition Wages (if approved) and to meet other ongoing obligations of the Debtors' business, including the Debtors' payroll of Jan. 11, 2019 and the weekly payroll thereafter. The Debtor projects its interim cash collateral needs for the four-week period commencing Jan. 6, 2019 and continuing through and including Feb. 2, 2019 to be approximately $471,708. The Debtors relate that a few weeks prior to the filing the instant Chapter 11 bankruptcy cases, Kalamata Capital Group levied upon levied upon the Debtors' BB&T bank accounts and administratively froze the funds therein totaling over $218,000. Immediately upon the filing of the bankruptcy cases, Debtors' counsel contacted Kalamata's counsel to inform of the Chapter 11 proceedings and requested that Kalamata immediately direct BB&T to release the administrative freeze and/or hold on the Debtors' Pre-Petition BB&T Accounts. Despite Debtors' counsel efforts, Kalamata has failed and/or has refused to facilitate the release of the administrative freeze and/or hold on the Debtors' Pre-Petition BB&T Accounts in violation of the automatic stay provisions of the Bankruptcy Code. The Debtors believe Argus also levied on the Debtors' Pre-Petition BB&T Accounts after the Petition Date in violation of the automatic stay. Without a release of the administrative freeze and/or hold on the Debtors' PrePetition BB&T Accounts, the Debtors are unable to meet their obligations as Chapter 11 debtors or fulfill their financial commitments. Accordingly, the Debtors request the Court to direct BB&T to immediately release the administrative freeze and/or hold on the Debtors' Pre-Petition BB&T Accounts and to immediately transfer the funds therein to the Debtors’ DIP Accounts established at BB&T. Prior to the Petition Date, the Debtors borrowed funds from Shore United Bank ("SUB"). As security for the Debtors' obligations to SUB, the Debtors granted to SUB, inter alia, a security interest in and to all of their accounts, deposit accounts, general intangibles, inventory, equipment, investment property, records, additional security, supporting obligations and proceeds thereof. As of the Petition Date, SUB asserts a claim in the approximate amount of $7.8 million. The Debtors also borrowed funds from three receivable factors as follows: (a) Argus Capital Funding, LLC, (b) Fora Financial Advance, LLC and (c) Kalamata Capital Group (collectively, the "Factors") to facilitate needed cash flow. The Debtors may have granted one or all of the Factors a security interest in and to the Collateral. As of the Petition Date, the Factors assert claims totaling approximately $845,000 (Argus $346,000; Fora $323,000; and Kalamata $176,000). In addition to the above-creditors that assert an interest in Cash Collateral, as of Jan. 9, 2019, seven mushroom suppliers have timely asserted claims under the Perishable Agricultural Commodities Act: (a) DAJ Mushrooms, LLC, (b) To-Jo Mushrooms, Inc., (c) South Mill Mushroom Sales, LLC, (d) Vallorani Mushrooms, (e) Country Fresh Mushroom Co., (f) Kennett Square Specialty Mushrooms and (g) Forest Mushroom Food, Inc. dba Guan's Mushroom Co. (collectively, the "PACA Creditors"). To the extent that a PACA Creditor holds a valid PACA claim, the PACA Creditor retains a trust claim over the commodities sold (the mushrooms), all inventories of food or other products derived from the commodities and any receivables or proceeds from the sale of the commodities until full payment is received. As of the Petition Date, the PACA Creditors assert claims totaling approximately $703,000. The Secured Creditors' interest in Cash Collateral will be protected as follows: to the extent that the Secured Creditors have a valid, perfected and a non-avoidable lien in the cash collateral and the Debtor's use of the Cash Collateral diminishes such interest, the Debtor will grant such Secured Creditors' automatic replacement liens on post-petition accounts and proceeds thereof to secure such diminution. Moreover, (i) SUB's interest in Cash Collateral will be protected by weekly secured loan payments and (ii) PACA Creditors will be protected by pro rata payments in Weeks 1 through 3 from PACA trust funds. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/paeb18-18446-22.pdf About Oakshire Mushroom Oakshire -- http://www.oakshire.com/-- has been a grower of specialty mushrooms since 1985. Its products include Portobello/Crimini Brown, Button/White, Shiitake, Specialty/Exotic - Oyster, Specialty/Exotic - Beech, Specialty/Exotic - Maitake and more Oakshire's offices are located in Kennett Square, Pennsylvania. Oakshire Mushroom Farm, Inc., and Oakshire Mushroom Sales, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case Nos. 18-18446 and 18-18447) on Dec. 28, 2018. At the time of the filing, each debtor estimated assets of less than $1 million and liabilities of $1 million to $10 million. The cases are assigned to Judge Jean K. FitzSimon. Smith Kane Holman, LLC, is the Debtors' counsel. ONE HUNDRED FOLD: To Commence Insurance Recovery Action on Feb. 1 ----------------------------------------------------------------- One Hundred Fold II, LLC, filed a further amended Chapter 11 and accompanying disclosure statement to disclose that an action is anticipated to commence no later than February 1, 2019, by federal proceedings to recover approximately $625,000 of outstanding flood insurance proceeds involving secured claims of more than a dozen national mortgage claims against the Debtor's immovable properties. The total insurance proceeds exceed the balance of the secured claims by about $315,000. Actions will also be filed within 60 days of entry of the order of confirmation of the Plan with regard to claims against those creditors that are not resolved by agreement of the parties in connection with confirmation of the plan. These actions also include actions on behalf of entities and individuals suffering damages including the applicable business entities and Jerry L. Baker, Jr., individually. The Debtor has unsecured debt due to collateral that has a current market value less than the balance owed on the secured claims as a result of flood damage, demolition, and depressed values in the area. These claims are proposed to be settled by the parties or alternatively paid in future installments under the terms of the proposed chapter II plan. Administrative priority claims include legal and accounting fees incurred post- petition on behalf of the chapter 11 debtor-in-possession and must be requested for approval by fee applications by the professional. Upon approval by the court such fees and expenses are Allowed in the amounts determined by the Court. Legal counsel was paid and utilized $3,000.00 prior to filing the captioned case for legal services necessary to prepare the filing of the chapter 11 case. Additional fees are being incurred at the rate of $375.00 per hour subject to approval of the bankruptcy court before any fees may be allowed or paid to counsel. The majority of the Secured Claims are partially secured with individual real estate lots with a single family older home on each lot and with a portion of the claim unsecured due to loss of value of the collateral. These claims include debts that are secured by collateral, such as loans secured by immovable property or flood insurance proceeds of the losses that occurred to the subject property. The Allowed Secured Claim amounts are based on the current value of the creditor's collateral, a single family rent house at the location indicated by address and subdivision, all generally within the same area of East Baton Rouge Parish. The plan provides for the payment of creditors by a combination of sale, offset of applicable flood insurance proceeds, and satisfaction of general unsecured claim to an extent dependent on the election by creditors for settlement of claims or installment notes. A full-text copy of the Amended Disclosure Statement dated January 10, 2019, is available at https://tinyurl.com/yd349mrj from PacerMonitor.com at no charge. About One Hundred Fold II One Hundred Fold II, LLC, is a locally owned and operated business that rents residential rental properties primarily in the northwest area of Baton Rouge since its formation on Feb. 11, 2018. Mr. Jerry L. Baker, Jr., has operated this company and other residential rental companies in Baton Rouge, Louisiana for over a decade. One Hundred Fold II, LLC, filed a Chapter 11 petition (Bankr. M.D. La. Case No. 18-10313) on March 24, 2018. In the petition signed by Mr. Baker, manager, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities as of the bankruptcy filing. Judge Douglas D. Dodd presides over the case. Attorney Pamela Magee LLC is the Debtor's counsel. OPTIMIZED LEASING: Seeks to Extend Exclusivity Period to Feb. 14 ---------------------------------------------------------------- Optimized Leasing, Inc. asked the U.S. Bankruptcy Court for the Southern District of Florida to extend the period during which it has the exclusive right to file a Chapter 11 plan through Feb. 14, and to solicit acceptances for the plan through April 15. If granted, the proposed extension of the exclusivity period would allow the company to address concerns of lessors and financiers, and to continue negotiations with its creditors to address their concerns, including treatment of their claims under the plan, according to court filings. About Optimized Leasing With its headquarters in Miami, Florida, Optimized Leasing, Inc., is in the trucking business. Optimized Leasing utilizes its various semi-trucks and trailers, some equipped with ThermoKing refrigeration units, to transport flowers, fruits, vegetables, and other perishable items throughout the U.S. Optimized Leasing filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-10746) on Jan. 21, 2018. In the petition signed by CFO Ronen Koubi, the Debtor estimated $10 million to $50 million in assets and liabilities. Judge Jay A. Cristol presides over the case. The Debtor tapped Stichter Riedel Blain & Postler, P.A. as its bankruptcy counsel; and Bill Maloney Consulting as its financial advisor. OZARK TIMBERLANDS: BSI Financial Prohibits Cash Collateral Use -------------------------------------------------------------- BSI Financial Services, Inc., as servicer for Visio Financial Services, Inc., asks the U.S. Bankruptcy Court for the Eastern District of Arkansas to prohibit Ozark Timberlands, LLC's use of BSI's cash collateral, or alternatively, to condition Ozark's use of BSI's collateral on the provision of adequate protection of its interest therein. The Debtor owns a residential property located at 450 PR 3846, Lamar, Arkansas 72846, in Johnson County, Arkansas, which is valued at $143,850. BSI is the holder or servicer of the promissory note and Mortgage on the property. The Mortgage securing the note as to the subject property contains an assignment of rents provision allowing BSI to collect rent from the real property should the Debtor default in the terms and conditions of the note. The note secured by BSI's mortgage is in default and is currently due for the payment that came due on Nov. 1, 2017. About Ozark Timberlands Ozark Timberlands, LLC, filed a Chapter 11 bankruptcy petition (Bankr. E.D. Ark. Case No. 18-15493) on Oct. 10, 2018, estimating less than $1 million in assets and liabilities. The petition was signed by H. Dan Utley, managing member. The Debtor is represented by Oswald C. "Rusty" Sparks, Esq., of Caddell Reynolds Law Firm. No official committee of unsecured creditors has been appointed in the Chapter 11 case. PEORIA DAY SURGERY: Seeks to Extend Exclusivity Period to May 27 ---------------------------------------------------------------- Peoria Day Surgery Center, Ltd. filed with the U.S. Bankruptcy Court for the Central District of Illinois a motion to extend the period during which it has the exclusive right to file a Chapter 11 plan to May 27 from Feb. 27. In the same filing, the company also proposed to extend to July 29 the period during which it has the exclusive right to have a non-confirmed plan on file if the filed plan contains impaired classes. Peoria Day said an extension of the exclusivity periods is "appropriate and just" given the change in its management and the relatively large equity security class, according to court filings. About Peoria Day Surgery Center Peoria Day Surgery Center, Ltd. -- http://www.peoriadaysurgerycenter.com/-- is a surgery center in Peoria, Illinois, serving patients who require surgical treatment. PDSC uses the same surgical, anesthesia, and recovery room procedures that are found in a hospital. But unlike most hospital procedures, the patient is usually allowed to return home after surgery, making recovery easier and more comfortable. PDSC was founded in 1978. PDSC is licensed with the state of Illinois, certified by Medicare and IDPH, and participates in Caterpillar, United Healthcare, BC/BS, Health Alliance/Cat, PHCS and many other insurance plans. PDSC is accredited with the AAAHC. Peoria Day Surgery Center, formerly known as Peoria Day Surgery Center, S.C., filed a Chapter 11 petition (Bankr. C.D. Ill. Case No. 18-81615) on Oct. 29, 2018. In the petition signed by Justin R. Ahlman, president, the Debtor estimated $500,000 to $1 million in total assets and $1 million to $10 million in total debt. The case is assigned to Judge Thomas L. Perkins. The Debtor is represented by Sumner Bourne, Esq., of Rafool, Bourne & Shelby, P.C. PG&E CORP: 2nd Bankruptcy To Be More Expensive, Says BlueMountain ----------------------------------------------------------------- New York investment firm BlueMountain Capital Management said Jan. 27, 2019, that a Chapter 11 filing by PG&E Corp. would be reckless and irresponsible because the company is solvent and needs not rush to take such an extreme, and extremely expensive, measure. "Bankruptcy will cost the company hundreds of millions of dollars that could have been used for other urgent investments, such as improving its safety record," PG&E said in a proxy statement submitted with the Securities and Exchange Commission. BlueMountain, which bought shares in PG&E prior to the stock's collapse, noted that PG&E's 2001 bankruptcy was widely regarded as a disaster for all stakeholders other than the Company's senior management and outside advisors with customers stuck with an estimated $6 to 8 billion in higher costs (about $1,300 to $1,700 per customer) while legal and professional advisors were paid over $400 million and 17 senior executives received $84 million in bonuses. "We believe a second bankruptcy filing will be far more expensive and bad news for all stakeholders from wildfire victims, customers and vendors to employees, creditors and the people of California," PG&E added. PG&E noted that bankruptcy does not eliminate shareholders' corporate governance rights, including their ability to nominate and elect directors and vote at annual meetings. "Whether PG&E files for Chapter 11 in the coming days, or not, we plan to announce a proposed "New Slate" of impartial and highly-qualified directors no later than February 21 and urge all stakeholders to support change at PG&E." In connection with their intended proxy solicitation, BlueMountain Capital and its affiliates intend to file a proxy statement and accompanying proxy card with the Securities and Exchange Commission to solicit shareholders in connection with the 2019 annual meeting of shareholders of PG&E. BlueMountain Capital manages funds that own, in the aggregate, over 11 million shares of the Company's common stock. PG&E has 518.7 million shares outstanding. About PG&E Corporation PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a Fortune 200 energy-based holding company, headquartered in San Francisco. It is the parent company of Pacific Gas and Electric Company, an energy company that serves 16 million Californians across a 70,000-square-mile service area in Northern and Central California. * * * PG&E Corporation said on Jan. 14, 2019, that it and its wholly owned subsidiary Pacific Gas and Electric Company (the "Utility") currently intend to file petitions to reorganize under Chapter 11 of the U.S. Bankruptcy Code on or about Jan. 29, 2019. Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP are serving as the Company's legal counsel, Lazard is serving as its investment banker, and AlixPartners LLP is serving as the restructuring advisor to PG&E. PG&E Corporation and its regulated utility subsidiary, Pacific Gas and Electric Company, said they are facing extraordinary challenges relating to a series of catastrophic wildfires that occurred in Northern California in 2017 and 2018. The utility said it faces an estimated $30 billion in potential liability damages from California's deadliest wildfires of 2017 and 2018. That figure is largely made up of two fires — the 2017 Tubbs Fire, which caused an estimated $15 billion to $17 billion in damages, and November 2018's Camp Fire, which killed 86 people and caused damages estimated at $16 billion or more. PG&E posted total assets of $71.4 billion against $9.5 billion of total current liabilities and $42.2 billion of total non-current liabilities as of Sept. 30, 2018, according to its quarterly report for the three-month period ended Sept. 30. Total current liabilities include $2.8 billion in wildfire-related claims. That figure is up from $561 million as of Dec. 31, 2017. PG&E CORP: Receives Out-of-Court Proposals from 2 Investor Groups ----------------------------------------------------------------- PG&E Corp., which has said it intends to file for Chapter 11 protection by the end of the month to deal with $30 billion in liabilities tied to the wildfires in California, has received proposals from two investor groups to keep the power provider from seeking bankruptcy. Bloomberg's sources said a consortium that includes Paul Singer's Elliott Management Corp. has sent a proposal backed by $4 billion of bonds that could convert into shares of PG&E. According to Bloomberg, at least one other group that includes Ken Griffin's Citadel LLC and Leon Black's Apollo Global Management LLC is pitching a rival plan. The proposals were spurred by a Jan. 24, 2019 finding that the California utility wasn't responsible for the deadly Tubbs Fire of 2017. As reported in the TCR, PG&E and its regulated utility subsidiary, Pacific Gas and Electric Company, said mid-January 2019 that they are filing for Chapter 11 bankruptcy as they are facing extraordinary challenges relating to a series of catastrophic wildfires that occurred in Northern California in 2017 and 2018. The utility said it faces an estimated $30 billion in potential liability damages from California's deadliest wildfires of 2017 and 2018. That figure is largely made up of two fires -- the 2017 Tubbs Fire, which caused an estimated $15 billion to $17 billion in damages, and November 2018's Camp Fire, which killed 86 people and caused damages estimated at $16 billion or more. But Cal Fire announced Jan. 24, 2019, that "a private electrical system" was to blame, not PG&E, for the Tubbs Fire. BlueMountain Capital Management LLC, a New York investment firm that bought shares right before the stock collapsed, said that a bankruptcy filing is "damaging, avoidable and unnecessary." About PG&E Corporation PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a Fortune 200 energy-based holding company, headquartered in San Francisco. It is the parent company of Pacific Gas and Electric Company, an energy company that serves 16 million Californians across a 70,000-square-mile service area in Northern and Central California. * * * PG&E Corporation said on Jan. 14, 2019, that it and its wholly owned subsidiary Pacific Gas and Electric Company (the "Utility") currently intend to file petitions to reorganize under Chapter 11 of the U.S. Bankruptcy Code on or about Jan. 29, 2019. Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP are serving as the Company's legal counsel, Lazard is serving as its investment banker, and AlixPartners LLP is serving as the restructuring advisor to PG&E. PG&E Corporation and its regulated utility subsidiary, Pacific Gas and Electric Company, said they are facing extraordinary challenges relating to a series of catastrophic wildfires that occurred in Northern California in 2017 and 2018. The utility said it faces an estimated $30 billion in potential liability damages from California's deadliest wildfires of 2017 and 2018. That figure is largely made up of two fires — the 2017 Tubbs Fire, which caused an estimated $15 billion to $17 billion in damages, and November 2018's Camp Fire, which killed 86 people and caused damages estimated at $16 billion or more. PG&E posted total assets of $71.4 billion against $9.5 billion of total current liabilities and $42.2 billion of total non-current liabilities as of Sept. 30, 2018, according to its quarterly report for the three-month period ended Sept. 30. Total current liabilities include $2.8 billion in wildfire-related claims. That figure is up from $561 million as of Dec. 31, 2017. PG&E CORP: Regulator Approves Request for $6 Billion Borrowing -------------------------------------------------------------- Reuters reports that the California Public Utilities Commission on Jan. 28, 2019, approved a plan by PG&E Corp to seek up to $6 billion in debtor-in-possession financing for its Chapter 11 bankruptcy. The commission backed the plan at an emergency meeting ahead of PG&E's anticipated filing for Chapter 11 bankruptcy protection. The plan increases PG&E's borrowing for short-term needs by $2 billion, lifting it to a total of $6 billion. PG&E, which carries a debt load of more than $18 billion, in mid-January said it would file for a court-supervised reorganization on or about Jan. 29 to deal with liabilities in connection with the wildfires in California in 2017 and 2018. About PG&E Corporation PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a Fortune 200 energy-based holding company, headquartered in San Francisco. It is the parent company of Pacific Gas and Electric Company, an energy company that serves 16 million Californians across a 70,000-square-mile service area in Northern and Central California. * * * PG&E Corporation said on Jan. 14, 2019, that it and its wholly owned subsidiary Pacific Gas and Electric Company (the "Utility") currently intend to file petitions to reorganize under Chapter 11 of the U.S. Bankruptcy Code on or about Jan. 29, 2019. Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP are serving as the Company's legal counsel, Lazard is serving as its investment banker, and AlixPartners LLP is serving as the restructuring advisor to PG&E. PG&E Corporation and its regulated utility subsidiary, Pacific Gas and Electric Company, said they are facing extraordinary challenges relating to a series of catastrophic wildfires that occurred in Northern California in 2017 and 2018. The utility said it faces an estimated $30 billion in potential liability damages from California's deadliest wildfires of 2017 and 2018. That figure is largely made up of two fires — the 2017 Tubbs Fire, which caused an estimated $15 billion to $17 billion in damages, and November 2018's Camp Fire, which killed 86 people and caused damages estimated at $16 billion or more. PG&E posted total assets of $71.4 billion against $9.5 billion of total current liabilities and $42.2 billion of total non-current liabilities as of Sept. 30, 2018, according to its quarterly report for the three-month period ended Sept. 30. Total current liabilities include $2.8 billion in wildfire-related claims. That figure is up from $561 million as of Dec. 31, 2017. PG&E CORP: Reportedly Tapping AlixPartners' Mesterharm as CRO ------------------------------------------------------------- Reuters reports PG&E Corp. is set to name James Mesterharm as chief restructuring officer as it prepares to file for bankruptcy protection as soon as Jan. 29, 2019. Jim Mesterharm is a managing director at AlixPartners. Jim specializes in developing financial and operating strategies for underperforming and troubled companies. He has served in turnarounds in senior management positions such as chief restructuring officer, chief operating officer, and chief financial officer. Jim has been named Global Turnaround Consultant of the Year by the Global M&A Network and was part of teams receiving Turnaround Management Association annual awards for the successful restructurings of Zenith Electronics, General Growth Properties, and Eastman Kodak Company. He has an MBA in finance and organizational behavior from Northwestern University's J.L. Kellogg School and is a certified public accountant, a Certified Turnaround Professional, and a fellow of the American College of Bankruptcy. Sources told Reuters that Mesterharm's appointment was still being finalized Monday night. Reuters said the company plans to file for bankruptcy in federal court in San Francisco. About PG&E Corporation PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a Fortune 200 energy-based holding company, headquartered in San Francisco. It is the parent company of Pacific Gas and Electric Company, an energy company that serves 16 million Californians across a 70,000-square-mile service area in Northern and Central California. * * * PG&E Corporation said on Jan. 14, 2019, that it and its wholly owned subsidiary Pacific Gas and Electric Company (the "Utility") currently intend to file petitions to reorganize under Chapter 11 of the U.S. Bankruptcy Code on or about Jan. 29, 2019. Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP are serving as the Company's legal counsel, Lazard is serving as its investment banker, and AlixPartners LLP is serving as the restructuring advisor to PG&E. PG&E Corporation and its regulated utility subsidiary, Pacific Gas and Electric Company, said they are facing extraordinary challenges relating to a series of catastrophic wildfires that occurred in Northern California in 2017 and 2018. The utility said it faces an estimated $30 billion in potential liability damages from California's deadliest wildfires of 2017 and 2018. That figure is largely made up of two fires — the 2017 Tubbs Fire, which caused an estimated $15 billion to $17 billion in damages, and November 2018's Camp Fire, which killed 86 people and caused damages estimated at $16 billion or more. PG&E posted total assets of $71.4 billion against $9.5 billion of total current liabilities and $42.2 billion of total non-current liabilities as of Sept. 30, 2018, according to its quarterly report for the three-month period ended Sept. 30. Total current liabilities include $2.8 billion in wildfire-related claims. That figure is up from $561 million as of Dec. 31, 2017. PRAGAT PURSHOTTAM: Has Until Feb. 18 to File Chapter 11 Plan ------------------------------------------------------------ At the behest of Pragat Purshottam, Inc., the Court extended the time for the Debtor to file its Chapter 11 Plan and Disclosure Statement through February 18, 2019. The Debtor filed the within case as a single asset real estate matter. The Debtor is the owner and operator of a small strip mall in Bloomingdale, Illinois. The property consists of five units, three of which are currently occupied and generating rental income for the Debtor. The Debtor has an order continuing allowing the use of cash collateral entered by agreement with the primary lender Phoenix REO, LLC. In addition, as part of the cash collateral order, the Debtor is making his monthly payments under the provision which govern single asset real estate cases. On November 28, 2018, the Court set January 15, 2019 as the due date for the filing of the Chapter 11 Plan and Disclosure Statement. A third party known to the Debtor and its principals has agreed to provide financing for the proposed purchase of the Promissory Note owned by the primary creditor in this bankruptcy case. An offer is currently on the table to Phoenix REO, LLC to purchase its Note. That offer was just made on or about November 12, 2018 and is under consideration by Phoenix REO, LLC. Negotiations are ongoing and the Debtor believes there will be a response to the offer within a few days of the filing of this motion. It is anticipated that if parties come to a successful negotiation of the purchase of the Promissory Note, that the new note holder would allow the Debtor to operate the strip mall and that the foreclosure would be moot and be dismissed by agreement. If the note purchase is successful, and the Debtor firmly believes it will be, it would negate the need for proceeding with the Chapter 11 reorganization as there are very few other Creditors involved. In order to give the proposed note purchase a chance to come to fruition without incurring the substantial fees and costs associated with preparing, filing and serving the plan and disclosure statement on all Creditors, the Debtor wishes and requests from the Court an extension of time to file the plan and disclosure statement through, to and including February 18, 2019. If there is no agreement by that time, the Debtor will file the Plan and Disclosure Statement with the Clerk of the Court and notice it accordingly. About Pragat Purshottam Pragat Purshottam, Inc., is a real estate company that owns a commercial property located at 270-280 Glen Ellyn Road, Bloomingdale, Illinois. The company valued the property at $500,000. Pragat Purshottam sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 18 20221) on July 19, 2018. In the petition signed by Nikunj Patel, manager, the Debtor disclosed $505,578 in assets and $1,559,150 in liabilities. Judge Carol A. Doyle presides over the case. RCH LAWN: Exclusive Filing Period Extended Until Feb. 27 -------------------------------------------------------- Judge Erik Kimball of the U.S. Bankruptcy Court for the Southern District of Florida granted the request of RCH Lawn Maintenance LLC to extend the period during which it has the exclusive right to propose a plan through Feb. 27, and to solicit acceptances for the plan through April 29. The bankruptcy judge also set a Feb. 27 deadline for the company to file a plan and disclosure statement. About RCH Lawn Maintenance LLC RCH Lawn Maintenance LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-19428) on August 1, 2018. At the time of the filing, the Debtor disclosed that it had estimated assets of less than $500,000 and liabilities of less than $500,000. The petition was signed by Seth Horowytz, managing member. Judge Erik P. Kimball presides over the case. Aaron A. Wernick, Esq., at Furr & Cohen, is the Debtor's legal counsel. No official committee of unsecured creditors has been appointed in the Debtor's case. REALTEX CONSTRUCTION: Seeks to Extend Exclusivity Period -------------------------------------------------------- Realtex Construction, LLC asked the U.S. Bankruptcy Court for the Western District of Texas to extend the period during which it has the exclusive right to file a Chapter 11 plan through Oct. 31. The company filed its plan of liquidation and disclosure statement on Dec. 10, 2018. Although the company's bankruptcy case is not particularly large, there are several large litigation claims which, due to the plan's structure, will require continued negotiation with creditors, according to court filings. About Realtex Construction Realtex Construction, LLC -- http://www.realtexdevelopment.com– provides construction services for all properties developed by Realtex Development Corporation, its parent company. The Company has successfully completed construction on 3,586 apartment units among 38 properties within four states. Realtex Construction, LLC, based in Austin, TX, filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 18-11300) on Oct. 8, 2018. In the petition signed by Rick Deyoe, president, the Debtor estimated $1 million to $10 million in assets and liabilities. Davor Rukavina, Esq., at Munsch Hardt Kopf & Harr, P.C., serves as bankruptcy counsel to the Debtor. RICH HONEY: Seeks to Extend Exclusive Filing Period to May 14 ------------------------------------------------------------- Rich Honey, Inc. asked the U.S. Bankruptcy Court of the Central District of California to extend by 90 days the period during which the company has the exclusive right to file a Chapter 11 plan. The company proposed to extend the exclusive filing period to May 14 from Feb. 13. Rich Honey needs more time "to show a history of profitability and feasibility." Since its bankruptcy filing, the company is in the process of determining which expenses can be reduced while maintaining revenue. The company anticipates significant improvement in its income and expenses in the next 60 days, according to court filings. About Rich Honey Inc. Rich Honey, Inc. -- https://richhoneyapparel.com/ -- is a wholesale and private label blank apparel manufacturer in Los Angeles specializing in premium quality garment dye t-shirts & leather goods. Rich Honey sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-19570) on Aug. 17, 2018. In the petition signed by CEO Nicholas Bowes, the Debtor disclosed $522,836 in assets and $2,252,796 in liabilities. Judge Vincent P. Zurzolo presides over the case. The Turoci Firm serves as its legal counsel. RYNIC INC: Seeks Final Approval for Use of Cash Collateral ---------------------------------------------------------- Rynic, Inc., filed with the U.S. Bankruptcy Court for the Southern District of Florida a fifth and final expedited motion for authority to use cash collateral on a permanent basis. The Debtor also requests that it also be authorized: (1) to exceed any line item on the Budget by an amount equal to 10% percent of each such line item; or (2) to exceed any line item by more than 10% percent so long as the total of all amounts in excess of all line items for the Budget do not exceed 10% percent in the aggregate of the total budget. The Debtor needs the continued use of cash collateral to operate its business – two Subway restaurants in Palm Beach County, Florida. The Debtor will use the cash collateral during the interim period to pay the Debtor's expenses of administration such as U.S. Trustee fees, intellectual property payments and operating expenses in order to maintain its business. Since the petition date, cash collateral has been used pursuant to the pursuant to the Fourth Interim Order authorizing use of cash collateral until Jan. 27, 2019. Sometime in July 2012, the Debtor executed and delivered a Promissory Note in the amount of $389,200 in favor of Enterprise Bank of Florida. Subsequently, the Debtor refinanced with Valley National Bank and ultimately executed and delivered a Change in Terms Agreement in the aggregate amount of $332,218. The Debtor proposes to maintain its payments to Valley National Bank in accordance with the loan documents The Debtor believes that the use of cash collateral pursuant to the terms and conditions set forth above is fair and reasonable and adequately protects Valley National Bank. The combination of (1) the Debtor's ability to preserve the going concern value of the property and business with the use of cash collateral; and (2) providing the secured creditor with the other protections set forth in the Fifth Motion, adequately protects its alleged secured position. A full-text copy of the Fifth and Final Motion is available at http://bankrupt.com/misc/flsb18-12477-57.pdf About Rynic, Inc. Rynic, Inc., filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-12477) on March 2, 2018. In the petition signed by Rite K. Weller, president, the Debtor estimated at least $50,000 in assets and $500,000 to $1 million in liabilities. The case is assigned to Judge Paul G. Hyman, Jr. The Debtor is represented by David Lloyd Merrill, Esq., at Merrill PA. SALSGIVER INC: Feb. 7 Hearing on Approval of Disclosure Statement ----------------------------------------------------------------- The hearing to consider the approval of the Disclosure Statement explaining Salsgiver, Inc.'s Chapter 11 Plan will be held on February 7, 2019 at 10:00 A.M. January 31, 2019 is the last day for filing and serving Objections to the Disclosure Statement and to file a Request for Payment of an Administrative Expense. The Debtor is the 100% owner of two subsidiary entities, i.e. Salsgiver Telecom, Inc. and Salsgiver Communications, Inc. All three entities are debtors. All three debtors are providing for 100% payment of allowed secured, administrative and priority claims in their cases and 60% of unsecured claims in their cases. It is anticipated that many claim objections will be filed and all three debtors believe that various claims asserted in the three Chapter 11 Cases will be significantly reduced as multiple asserted claims are grossly excessive. All three debtors also anticipate commencing adversary proceedings seeking money damages. If the debtors are successful in such litigation, they will, if able, accelerate payments provided for in their plans. However, the debtors do not need to be successful in their litigation to hind their plans. All funding required can be provided via ongoing business operations. All three debtor plans provide, where applicable, full payment of allowed secured claims in accordance with existing contractual obligations with liens retained until paid in full, full payment of allowed administrative claims on the Plan Effective Date, full payment of allowed priority claims no later than a 60-month period in equal monthly installments commencing on the Plan Effective Date and 60% payment of allowed unsecured claims over a 72-month period in yearly installments commencing one year after the Plan Effective Date. While revenues and expenses of each entity can be attributed to each entity, subsidization of the affiliates is sometimes necessary, particularly for Communications. As such, all three debtors will be pooling their resources to make plan payments, all of which will be made out of Inc. accounts into which all three debtors' revenues flow. A copy of the Disclosure Statement is available at https://tinyurl.com/ybkpqwb4 from Pacermonitor.com at no charge. About Salsgiver Inc. Based in Freeport, Pennsylvania, Salsgiver Inc. -- http://gotlit.com/-- and -- http://www.salsgiver.com/-- is a wired telecommunications carrier offering internet, phone and video services to residential and business clients. The company also provides telecom services. Salsgiver and its affiliates Salsgiver Telecom, Inc. and Salsgiver Communications, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case Nos. 18-20803, 18-20805 and 18-20806) on March 2, 2018. In their petitions signed by Loren M. Salsgiver, president, the Debtors estimated assets of less than $50,000. Salsgiver disclosed $1 million to $10 million in liabilities. Salsgiver Telecom estimated less than $500,000 in liabilities while Salsgiver Communications estimated less than $50,000 in liabilities. Judge Jeffery A. Deller presides over the bankruptcy case of Salsgiver Telecom. The two other cases have been assigned to Judge Thomas P. Agresti. SCG MADILL: Feb. 15 Plan Confirmation Hearing --------------------------------------------- On Jan. 10, the Court conditionally approved the Disclosure Statement explaining the Chapter 11 plan of SCG Madill Brookside, LLC dba Brookside Nursing Center. The Court will conduct a hearing on confirmation of the Plan on February 15, 2019 at 9:30 A.M. in Tampa, FL − Courtroom 8B, Sam M. Gibbons United States Courthouse, 801 N. Florida Avenue . Parties in interest shall submit to the Clerk's office their written ballot accepting or rejecting the Plan no later than eight (8) days before the date of the Confirmation Hearing. Objections to confirmation will be filed with the Court and served no later than seven (7) days before the date of the Confirmation Hearing. Plan Proponent shall file a ballot tabulation no later than 96 hours prior to the time set for the Confirmation Hearing. The Debtors, SCG Lake Country, LLC and SCG Red River Management, LLC, withdrew the Joint Plan of Reorganization of SCG Lake Country, LLC and SCG Red River Management, LLC. A copy of the Supplement to the Disclosure Statement explaining SCG Lake County's Plan filed on Jan. 9, 2018, is available at https://tinyurl.com/y8mj2htx from PacerMonitor.com at no charge. About SCG MADILL BROOKSIDE Based in Tampa, Florida, SCG Madill Brookside, LLC, d/b/a Brookside Nursing Center and its affiliates, operate skilled nursing facilities. SCG Madill Brookside, et al., provide residents and patients with a full spectrum of skilled nursing and long-term health care services and offer a wide range of direct care services like therapy, hospice care, Alzheimer's, and dementia care within their portfolio of facilities. SCG Madill Brookside (Bankr. M.D. Fla. Case No. 17-10101) and affiliates SCG Durant Four Seasons, LLC (Bankr. M.D. Fla. Case No. 17-10103), SCG Lake Country, LLC (Bankr. M.D. Fla. Case No. 17-10104), SCG Oak Ridge, LLC (Bankr. M.D. Fla. Case No. 17-10107), SCG Red River, LLC (Bankr. M.D. Fla. Case No. 17-10108), and SCG Red River Management, LLC (Bankr. M.D. Fla. Case No. 17-10109) filed Chapter 11 bankruptcy petitions on Dec. 5, 2017, estimating its assets and liabilities at between $1 million and $10 million. The petition was signed by David Vaughan, chairman of the Board. These affiliated cases previously filed on July 27, 2017 in the Middle District of Florida, Tampa Division, with Judge Catherine Peek McEwen as bankruptcy judge: Entity Case No. ------ -------- Senior Care Group, Inc. 17-06562 SCG Laurellwood, LLC 17-06576 SCG Gracewood, LLC 17-06574 SCG Harbourwood, LLC 17-06572 SCG Baywood, LLC 17-06563 Key West Health and Rehabilitation Center 17-06580 The Bridges Nursing and Rehabilitation, LLC 17-06579 Scott A. Stichter, Esq., at Stichter, Riedel, Blain & Postler, P.A., serves as the Debtors' bankruptcy counsel. On Jan. 18, 2018, the Court entered the Amended Joint Administration Order, which, among other things, severed the joint administration of the Oklahoma Debtors' cases from the Original Debtors' cases. No trustee or examiner has been appointed in the Debtors' cases. SEARS HOLDINGS: Unsecured Creditors Oppose Sale to Lampert ---------------------------------------------------------- Unsecured creditors of Sears Holdings Corp. are asking the bankruptcy court to deny the company's proposal to sell the business to majority shareholder and CEO Eddie Lampert for approximately $5.2 billion. Lampert's ESL Investments, Inc., has won an auction to acquire substantially all of Sears' assets, including the "Go Forward Stores" on a going-concern basis. The proposal will allow 425 stores to remain open and provide ongoing employment to 45,000 employees. But the official committee of unsecured creditors indicated in its objection and proposed complaint that Sears should instead liquidate. The committee claims that the sale to ESL is "inferior to the higher and better alternative of an orderly asset monetization and going-out-of-business process for the benefit of all of the Debtors' creditors." The U.S. Bankruptcy Court for the Southern District of New York will convene a hearing on Feb. 4, 2019, at 10:00 a.m. (ET) to consider approval of the sale to ESL. "The Creditors' Committee has uncovered facts demonstrating that Sears's downfall was precipitated, in large part, by years of self-dealing, breaches of fiduciary duties, and abuses of control and influence by Edward S. Lampert ("Lampert") and his investment fund ESL.4 As Sears's CEO, Chairman of the Board, controlling shareholder (with ESL), and "bank," Lampert was hopelessly conflicted as he presided over Sears's descent into insolvency and a persistent state of liquidity crisis and then, time after time, used those crises to divert more of Sears's assets for his and ESL's benefit. Their efforts paid off, as Lampert and ESL raked in enormous dividends, interest, and fees; obtained control of Sears's best assets and real estate; and positioned ESL to be protected in this bankruptcy with claims and liens across the Debtors' capital structure -- all while intending to leave little or nothing for other creditors. Meanwhile, over the course of Lampert's and ESL's reign, Sears closed over 3,500 stores, cut approximately 250,000 jobs, and lost untold billions in value. Lampert and ESL should not now be allowed to assert superior claims to the value of Sears's remaining assets over the very creditors they damaged through their prepetition conduct," Ira S. Dizengoff, Esq., at Akin Gump Strauss Hauer & Feld LLP, counsel to the Committee tells the Court. ESL asserts that the Debtors' estates owe it nearly $2 billion. The ESL Claims, however, are legally unsupportable, according to the Creditors' Committee. Based on the Creditors' Committee's investigation to date, it has filed a standing motion and proposed complaint setting forth the following causes of action, mandating: * Disallowance of the ESL Claims: ESL is an entity from which property is recoverable with respect to the Seritage Transaction, the Lands' End spin-off, and the 2016-2018 ESL Contributions (collectively, the "Prepetition Transactions"). The Prepetition Transactions were actual or constructive fraudulent transfers -- or both -- and are therefore avoidable pursuant to sections 544 and 548 of the Bankruptcy Code and applicable state law. As a result, under Bankruptcy Code section 502(d), the ESL Claims must be disallowed or conditionally disallowed unless and until (i) ESL returns the value of the property fraudulently transferred in connection with the Prepetition Transactions; or (ii) the Court has determined in a final order that that the Prepetition Transactions did not constitute transfers subject to avoidance pursuant to Bankruptcy Code Sections 544 and 548 and applicable state law and that property is not recoverable from ESL. * Recharacterization of the ESL Claims: The ESL Claims improperly assert indebtedness on behalf of the 2016-2018 ESL Contributions. ESL contributed capital to Sears knowing it would be dissipated by unrelenting losses, and without any reasonable expectation (much less some formal projection) that such "debt" could ever be repaid according to its terms. ESL's purpose in providing this capital to Sears was to maximize the value of its investments in Sears and the spin-off entities (including Seritage) and position itself advantageously vis-a-vis Sears's creditors in anticipation of these Chapter 11 Cases. These contributions bear the hallmarks of equity, not debt, and should be recharacterized and treated as such for any purpose in connection with these Chapter 11 Cases. * Equitable Subordination of the ESL Claims: ESL abused its insider status and position of trust with the Company to strip away assets for Lampert's and ESL's benefit, to the substantial detriment of Sears and its stakeholders. Lampert and ESL engaged in years of grossly inequitable conduct such as self-dealing, breaches of fiduciary duties, and abuses of control and influence in order to maximize and protect their investments in Sears while all but guaranteeing the destruction of the Company and opportunities for its creditors to receive fair recoveries. In light of Lampert's and ESL's actions, the ESL Claims should be equitably subordinated, with any liens securing such claims transferred to the Debtors' estates. Tragically, according to the Committee, the Debtors have capitulated fully to ESL's slow-motion destruction of Sears, allowing ESL to credit bid (the "ESL Credit Bid") secured claims in the nominal amount of $1.3 billion in exchange for nearly all of Sears's remaining assets. The Creditors' Committee also contends that ESL's consideration, a substantial amount of which is in the form of the non-cash ESL Credit Bid, is woefully inadequate. Among other reasons, the Debtors' estates will be left administratively insolvent and the purchaser without a viable business plan and will have given away the estates' most valuable claims against ESL and others. The Creditors Committee's counsel: Ira S. Dizengoff, Esq. Philip C. Dublin, Esq. Abid Qureshi, Esq. Joseph L. Sorkin, Esq. AKIN GUMP STRAUSS HAUER & FELD LLP One Bryant Park New York, NY 10036 Telephone: (212) 872-1000 Facsimile: (212) 872-1002 E-mail: idizengoff@akingump.com pdublin@akingump.com aqureshi@akingump.com jsorkin@akingump.com - and - Lacy M. Lawrence, Esq. AKIN GUMP STRAUSS HAUER & FELD LLP 2300 N. Field Street, Suite 1800 Dallas, TX 75201 Telephone: (214) 969-2800 Facsimile: (214) 969-4343 E-mail: llawrence@akingump.com A full-text copy of the Committee's Preliminary Objection is available for free at: http://bankrupt.com/misc/Sears_UCC_Obj_Sale.pdf About Sears Holdings Sears Holdings Corporation (NASDAQ: SHLD) -- http://www.searsholdings.com/-- began as a mail ordering catalog company in 1887 and became the world's largest retailer in the 1960s. At its peak, Sears was present in almost every big mall across the U.S., and sold everything from toys and auto parts to mail-order homes. Sears claims to be is a market leader in the appliance, tool, lawn and garden, fitness equipment, and automotive repair and maintenance retail sectors. Sears and Kmart merged to form Sears Holdings in 2005 when they had 3,500 US stores between them. Kmart emerged in 2005 from its own bankruptcy. Unable to keep up with online stores and other brick-and-mortar retailers, a long series of store closings has left it with 687 retail stores in 49 states, Guam, Puerto Rico, and the U.S. Virgin Islands as of mid-October 2018. The Company employs 68,000 individuals, of whom 32,000 are full-time employees. As of Aug. 4, 2018, Sears Holdings had $6.93 billion in total assets, $11.33 billion in total liabilities and a total deficit of $4.40 billion. Unable to cover a $134 million debt payment due Oct. 15, 2018, Sears Holdings Corporation and 49 subsidiaries sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 18-23538) on Oct. 15, 2018. The Hon. Robert D. Drain is the case judge. Weil, Gotshal & Manges LLP is serving as legal counsel and M-III Partners is serving as restructuring advisor. Aebersold, Managing Director, and Levi Quaintance, Vice President of Lazard Freres & Co. LLC serve as investment banker to Holdings. DLA Piper LLP is the real estate advisor. Prime Clerk is the claims and noticing agent. The U.S. Trustee for Region 2 appointed nine creditors, including the Pension Benefit Guaranty Corp., and landlord Simon Property Group, L.P., to serve on an official committee of unsecured creditors. Akin Gump Strauss Hauer & Feld LLP is counsel to the creditors' committee. FTI Consulting is financial advisor to the creditors' committee. Houlihan Lokey Capital, Inc., is providing investment banking services to the committee. SEEDO CORP: Kost Forer Gabbay Raises Going Concern Doubt -------------------------------------------------------- Seedo Corp. filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $5,148,000 on $0 of net revenue for the year ended September 30, 2018, compared to a net loss of $1,102,000 on $0 of net revenue for the year ended in 2017. The audit report of Kost Forer Gabbay & Kasierer states that the Company has suffered recurring losses from operations, has a working capital deficiency, and has stated that substantial doubt exists about the Company’s ability to continue as a going concern. The Company has not generated revenues since inception. The Company has an accumulated deficit and negative operating cash flow in the total amount of $6,814 and $1,955 as of September 30, 2018, respectively, and further losses are anticipated in the development of its business. Those factors raise substantial doubt about the Company's ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they become due. The Company's balance sheet at September 30, 2018, showed total assets of $3,134,000, total liabilities of $6,528,000, and a total stockholders' deficit of $3,394,000. A copy of the Form 10-K is available at: https://is.gd/4yYMah Seedo Corp. is a global Technology Company focusing on producing cutting edge technology for the agriculture markets for home, Commercial and medical use. It produces automated plant growing devices managed and controlled by an artificial intelligent algorithm, allowing consumers to grow their own herbs and vegetables effortlessly from seed to plant, while providing optimal conditions to assure premium quality produce year-round. Seedo delivers the future of automated plant growing technologies, for home, commercial, and medical use. Seedo enables a growth - pesticide free, with self-regulating climate control capabilities - allowing users to grow simply, from seed to harvest. SHOPKO STORES: Walgreens Is Successful Bidder for Pharmacies ------------------------------------------------------------ BankruptcyData.com reported that Specialty Retail Shops Holding Corp. and its affiliates (Shopko Stores) filed a notice detailing the results of an auction held in respect of their pharmacy assets on January 23, 2019. Walgreens Boots Alliance was named the successful bidder in respect of about half of the pharmacies auctioned off (63 stores). Albertsons (7), CVS (13), Hy-Vee (6), Lewis Drug (6) and Vogt Pharmacies (5) also each tendered winning bids in respect of multiple locations. Full results as to successfull bidders (and back-ups) are included with the notice and the Debtors are expected to further notify the Court as to purchase prices and asset purchase agreements on January 28, 2019. About Specialty Retail Shops Specialty Retail Shops Holding Corp. and its affiliates are engaged in the sale of general merchandise including clothing, accessories, electronics, and home furnishings, as well as company-operated pharmacy and optical services departments. The Debtors are headquartered in Green Bay, Wisconsin, and operate 367 stores in 25 states throughout the United States as well as e-commerce operations. The Debtors currently employ approximately 14,000 people throughout The United States. Specialty Retail Shops Holding and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Neb. Lead Case No. 19-80064) on January 16, 2019. At the time of the filing, the Debtors had estimated assets of $500 million to $1 billion and liabilities of $1 billion to $10 billion. The cases are assigned to Judge Thomas L. Saladino. The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis International LLP as general bankruptcy counsel; McGrath North Mullin & Kratz, P.C. LLO as local counsel; Houlihan Lokey Capital, Inc. as investment banker; Berkeley Research Group, LLC as restructuring advisor; Hilco Real Estate, LLC as real estate Consultant; Willkie Farr & Gallagher LLP as special counsel; Ducera Partners LLC as financial advisor; and Prime Clerk LLC as notice and claims agent. A seven-member panel has been appointed as official unsecured creditors committee in the cases. SIMPLICITY ESPORTS: Accumulated Deficit Raises Going Concern Doubt ------------------------------------------------------------------ Simplicity Esports and Gaming Company (formerly known as Smaaash Entertainment Inc.) filed its quarterly report on Form 10-Q, disclosing a net loss of $2,975,873 on $0 of revenue for the three months ended November 30, 2018, compared with a net loss of $41,159 on $0 of revenue for the same period in 2017. At November 30, 2018, the Company had total assets of $8,184,882, total liabilities of $10,794,408, and $2,609,526 in total stockholders' deficit. Simplicity Esports states, "The Company has an accumulated deficit at November 30, 2018, a net loss and net cash used in operating activities for the reporting period then ended. These factors raise substantial doubt about the Company's ability to continue as a going concern. "The Company is attempting to commence operations and generate sufficient revenue; however, the Company's cash position may not be sufficient to support the Company's daily operations. Management intends to raise additional funds by way of a private or public offering. While the Company believes in the viability of its strategy to commence operations and generate sufficient revenue 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 sufficient revenue and its ability to raise additional funds by way of a public or private offering." A copy of the Form 10-Q is available at: https://is.gd/Nu14kt Simplicity Esports and Gaming Company operates as a virtual reality gaming and sports entertainment company in the United States and India. It owns and operates approximately 30 family entertainment centers across India, as well as a center in the United States. It offers an interactive and fun experience to customers at its centers, blending augmented reality and virtual reality and other games, indoor sports simulation entertainment, and food and beverage options to corporate customers, families, friends, and children. The company was formerly known as Smaaash Entertainment Inc. and changed its name to Simplicity Esports and Gaming Company in January 2019. Simplicity Esports and Gaming Company was incorporated in 2017 and is based in New York, New York. THOMAS DEE ENGINEERING: U.S. Trustee Forms 2-Member Committee ------------------------------------------------------------- The U.S. Trustee for Region 17 on Jan. 24 appointed two creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of Thomas Dee Engineering Co, Inc. The committee members are: (1) Beth Harris c/o Mahzad K. Hite, Esq. Levin Simes Abrams LLP 1700 Montgomery Street, Suite 250 San Francisco, CA 94111 (2) Deborah McNutt c/o Steven Kazan, Esq. Kazan, McClain, Satterley & Greenwood 55 Harrison Street, 4th Floor Oakland, CA 94607 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at a debtor's expense. They may investigate the debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. About Thomas Dee Engineering Thomas Dee Engineering Co, Inc., is a foundation, structure, and building exterior contractor headquartered in San Rafael, California. Thomas Dee Engineering sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 18-31266) on Nov. 26, 2018. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and liabilities of $10 million to $50 million. The case has been assigned to Judge Hannah L. Blumenstiel. The Debtor tapped Goodrich & Associates as its legal counsel. TIRECO INC: Second Interim Cash Collateral Order Entered -------------------------------------------------------- The Hon. Cynthia C. Jackson of the U.S. Bankruptcy Court for the Middle District of Florida has entered a second interim order authorizing Tireco, Inc., to use the cash collateral of TD Bank. Tireco is authorized to use cash collateral to pay: (a) amounts expressly authorized by the Court, including payments to the U.S. Trustee for quarterly fees; (b) the current and necessary expenses set forth in the budget, plus an amount not to exceed 10% for each line item; and (c) such additional amounts as may be expressly approved in writing by TD Bank. Tireco will remit an interim adequate protection payment of $5,000 to TD Bank, with such payment applied to the judgment entered in favor of TD Bank against the Debtor in the foreclosure matter pending in Seminole County at Case No: 2018-CA-000627. The Debtor will provide TD Bank with a monthly comparison report of its actual to budgeted income and expenses for the first interim cash collateral period of Oct. 25, 2018 through Dec. 13, 2018, and will provide TD Bank with a monthly comparison report for the second interim cash collateral period of Dec. 14, 2018 through January 24, 2019 on or before Jan. 21. TD Bank will have a perfected postpetition lien against cash collateral to the same extent and with the same validity and priority as the prepetition lien, without the need to file or execute any documents as may otherwise be required under applicable non-bankruptcy law. Moreover, Tireco will grant TD Bank access to the Debtor's business records and premises for inspection. Tireco will also maintain insurance coverage for its property in accordance with the obligations under the loan and security documents with TD Bank. The authority granted in the Interim Order will continue until December 13, 2018 at 2:00 p.m., at which time the Court has scheduled a continued hearing to further consider the use of cash collateral. A full-text copy of the Second Interim Order is available at http://bankrupt.com/misc/flmb18-06603-47.pdf About Tireco Inc. Tireco, Inc., which conducts business under the name Formula Tire & Auto Care, is an automotive services provider in Longwood, Florida. It offers name brand tires and wheels and also provides auto repairs and maintenance services. Tireco sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-06603) on Oct. 25, 2018. The Debtor first sought bankruptcy protection (Bankr. M.D. Fla. Case No. 15-03459) on April 21, 2015. In the petition signed by Monica S. Jones, vice president, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Latham, Shuker, Eden & Beaudine, LLP, serves as Debtor's legal counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. TORRADO CONSTRUCTION: Unsecureds' Recovery Increased to $400,000 ---------------------------------------------------------------- Torrado Construction Company, Inc., filed an amended Chapter 11 plan and accompanying disclosure statement to disclose an increase in estimated recovery to unsecured creditors from $50,000 in two years to $400,000. As of October 2018, the Debtor has received new work in the amount of $2.3 million and believes it will be able to fund its Plan from the collection of its receivables, the generation of new work, collection from the litigation, and the capital contribution from Luis E. Torrado. Class 2. Unsecured Claims. Class 2 consist of Allowed Unsecured Claims are impaired. Class 2 Claims are estimated at $925,278.04, though the Debtor has indicated the number may be increased based upon the Claims of painter's union ("IUPAT"). The extent, IUPAT files additional claims by the Bar Date; the total of Unsecured Claims may increase. Estimates in the Debtor's projections of Class 2 Claims do not account for any additional claims of IUPAT. Class 2 creditors shall receive a Payment of $400,000.00 Class 1 consists of the Allowed Secured Claim of PIDC. The Class 1 Claim is impaired under the Plan. The Class 1 Claim is secured by certain contracts of the Debtor as well as the Debtor's machinery, equipment, appliances, etc. As of the Petition Date, the Class 1 Claim was $1,183,026.13.The Debtor has been making payments to the Class 1 Creditor and as a result, as of December 3, 2018, the Class 1 Claim was reduced to $697,908.34 (the "PIDC Claim"). Except as otherwise provided herein, the treatment and consideration to be received by Class 1 shall be in full settlement, satisfaction, release, and discharge of its respective Claims and Liens against the Debtor. Class 3. Interest Holders. The Class 3 Claims are Impaired. Class 3 Claims consists of the holders of ownership interest in the Debtor. All current interests, equity or common stock in the Debtor shall be extinguished. The Debtor shall issue new interests in the Debtor to Luis E. Torrado in exchange for the capital contribution of $50,000.00 consistent with the attached Plan Budget. The Debtor's Plan shall be funded by the capital contribution of $50,000.00 from the Debtor's principal, Luis E. Torrado from the Debtor's operations and the generation of Net Cash Flows from existing operations and new work obtained by the Debtor. A full-text copy of the First Amended Disclosure Statement dated January 9, 2019, is available at https://tinyurl.com/ycuaowxl from PacerMonitor.com at no charge. About Torrado Construction Torrado Construction Company, Inc. -- http://torradoconstruction.com/-- is a privately-held general construction firm specializing in commercial construction, renovations and rehabilitations, removal services and painting services. It was established in 1995 by Luis E. Torrado and is headquartered in Philadelphia, Pennsylvania. Torrado Construction Company sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 18-14736) on July 18, 2018. In the petition signed by Luis E. Torrado, president, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Jean K. FitzSimon presides over the case. Ciardi & Astin, P.C. is the Debtor's legal counsel. Torrado Construction hired SD Associates, P.C. as its accountant. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on Sept. 28, 2018. The committee tapped Obermayer Rebmann Maxwell & Hippel LLP as its legal counsel. UCOAT IT: Seeks Authorization to Use Cash Collateral ---------------------------------------------------- UCoat It America, LLC, seeks authority from the U.S. Bankruptcy Court for the Eastern District of Michigan to use cash collateral on an expedited basis. The Debtor is in immediate need to use post-petition revenues to pay wages, inventory, taxes, and other expenses incurred in the ordinary course of business. The Debtor anticipates that it may need as much $104,225 per month to operate its business, including the cost of sales. The Debtor believes the Michigan Department of Treasury ("MI Treasury") is the only party that has an interest in cash collateral. As of the Petition Date, the principal amount alleged owed to MI Treasury was approximately $67,412. The Debtor offers these forms of adequate protection: (a) granting of postpetition liens; (b) equity cushion of approximately $4,600; (c) fully insured collateral; (d) payment of postpetition interest on secured claim; and (e) maintenance of expenditures within approved monthly budget. A full-text copy of the Debtor's Motion is available at http://bankrupt.com/misc/mieb19-40388-5.pdf About UCoat It America UCoat It America, LLC is a privately-owned company based in Royal Oak, Michigan. It was founded in 1999 with the primary goal of providing a true, commercial-grade epoxy floor coating system that was widely available to the do-it-yourself customer. UCoat It America filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case no. 19-40388) on Jan. 11, 2019, listing under $1 million in assets and liabilities. Donald C. Darnell, Esq., at Darnell, PLLC, represents the Debtor. URGENT CARES: Moody's Assigns B3 CFR, Outlook Stable ---------------------------------------------------- Moody's Investors Service assigned a B3 Corporate Family Rating and B3-PD Probability of Default Rating to Urgent Cares of America Holdings I, LLC. At the same time, Moody's assigned B2 (LGD 3) ratings to a proposed $75 million revolving credit facility and $400 million first lien term loan, and a Caa2 (LGD 6) to a proposed $125 million second lien term loan. The rating outlook is stable. Proceeds from the credit facilities and $272 million of new cash equity will be used by FastMed Urgent Care to fund the acquisition of NextCare Holdings, Inc., refinance existing debt, and pay transaction related expenses. At the closing of the acquisition, FastMed and NextCare will be wholly owned subsidiaries of Urgent Cares. Ratings Assigned: Urgent Cares of America Holdings I, LLC Corporate Family Rating at B3 Probability of Default Rating at B3-PD $75 million senior secured 1st lien revolving credit facility expiring 2024 at B2 (LGD 3) $400 million senior secured 1st lien term loan due 2026 at B2 (LGD 3) $125 million senior secured 2nd lien term loan due 2027 at Caa2 (LGD 6) Outlook Stable RATINGS RATIONALE The B3 CFR reflects Urgent Cares' relatively high financial leverage, its moderate scale, and limited geographic diversification with a substantial concentration in four states. Moody's expects debt/EBITDA to remain above 6.5x for the next 12 to 18 months. While both FastMed and NextCare have had successful histories of growth via both new clinics and acquisitions, the rating is further restricted by integration risk given the scale of the acquisition. The rating is supported by Urgent Cares' strategy for opening new clinics and will benefit from favorable industry dynamics. Urgent care is one of the fastest growing segments within healthcare given its cost advantages and primary care physician shortages. The rating also reflects Urgent Cares' strong position in its regional markets. The stable rating outlook reflects Moody's expectation that management will be able to successfully integrate the NextCare and FastMed businesses. It also reflects Moody's assumption that management will realize many of its anticipated synergies. Ratings could be upgraded if the acquisition is managed successfully, Urgent Cares continues to improve its scale and geographic concentration, and debt/EBITDA is sustained below 6.0x. Ratings could be downgraded if Urgent Cares is delayed in realizing synergies related to the transaction, sustains debt/EBITDA over 7.0x, EBITA/interest approaches 1.0x, or if liquidity weakens. FastMed Urgent Care and NextCare Holdings, Inc. two of the nation's leading urgent care providers, will merge to create Urgent Cares of America Holdings I, LLC. The combined company will be one of the largest urgent care providers in the United States, with 251 clinics in 10 states. Urgent Cares will have a strong market presence in Arizona, North Carolina, and Texas. Abry Partners and BlueMountain Capital, the majority owners, plan to close the transaction in 1Q 2019. US FARATHANE: Moody's Alters Outlook on B2 CFR to Negative ---------------------------------------------------------- Moody's Investors Service changed U.S. Farathane, LLC's rating outlook to negative from stable and affirmed all ratings, including the B2 Corporate Family Rating, B2-PD Probability of Default Rating, and B2 senior secured first lien term loan rating. The change to a negative outlook reflects the deterioration in US Farathane's earnings performance, evidenced by a declining margin (9/30/2018 LTM EBITA margin of 13.8% as compared to 3-year historical average of 17%) driven primarily by raw materials cost pressure, labor rate increases and inefficiencies arising from new program launches. Weak free cash flow is necessitating revolver utilization to meet required term loan amortization. A softer economic environment will create challenges to turn around the operating trends. Moody's affirmed the ratings because the company's credit metrics are still within expectations for the B2 rating category given the company's operating profile. The company also continues to win business. Moody's took the following rating actions for U.S. Farathane, LLC: Corporate Family Rating, affirmed B2 Probability of Default Rating, affirmed B2-PD $630 million ($545.2 million outstanding) senior secured first lien term loan due 2021, affirmed B2 (LGD4) Outlook, changed to Negative RATINGS RATIONALE USF's B2 CFR broadly reflects its capabilities in producing interior and exterior plastic components for light vehicles at good margins relative to peers, tempered by the company's modest scale, significant customer concentration and exposure to cyclical auto sales. USF generates approximately 90% of its revenue from General Motors, Ford and Chrysler. This degree of customer concentration is a credit risk as production cutbacks, platform losses, or pricing pressure would have a disproportionate impact on USF's revenues and earnings. In addition, Moody's projects that USF will generate roughly $25-$30 million of free cash flow over the next year that is not sufficient to fully fund the $31 million of required term loan amortization. This creates continued reliance on the $110 million asset-based revolving credit facility ($72 million outstanding as of 9/30/2018) at a time when the automotive industry is beginning to see softening consumer demand. Nonetheless, Moody's anticipates that USF's debt-to-EBITDA leverage (4.2x LTM 9/30/2018 incorporating Moody's standard adjustments) will continue to remain in a low 4.0x range as the company experiences pressure on its earnings. Liquidity is adequate but the revolver reliance and ongoing step downs in the term loan leverage covenant will increase liquidity risk if operating and free cash flow performance does not improve. A higher rating is unlikely given the company's modest scale and high customer concentration. However, Moody's would consider an upgrade if USF continues to profitably increase its scale, improves customer and platform diversity, while maintaining positive free cash flow, and reduces debt-to-EBITDA leverage. A downgrade could occur if USF's free cash flow remains weak, liquidity deteriorates, or debt-to- EBITDA leverage increases above 5 times due to operating weakness, debt-financed acquisitions or payments to equity owners. Customer or platform losses, production cuts, or pricing pressure would also put downward pressure on the rating. The principal methodology used in these ratings was Global Automotive Supplier Industry published in June 2016. U.S. Farathane, LLC, headquartered in Auburn Hills, Michigan, is a manufacturer and supplier of functional black plastic, and interior and exterior plastic components to North American automotive Original Equipment Manufacturers (OEMs). The company operates 18 manufacturing facilities in the United States, Mexico and China. USF's customers include Chrysler, Ford, General Motors and, to a much lesser degree, several other large global OEMs and Tier 1 suppliers. Revenue for the twelve months ended September 2018 was approximately $832 million. VILLA MARIE: Authorized to Use Cash Collateral Until Feb. 28 ------------------------------------------------------------ The Hon. Laura K. Grandy of the U.S. Bankruptcy Court for the Southern District of Illinois has entered a fifth order authorizing Villa Marie Winery, LLC's and its debtor-affiliates' interim use of First Mid-Illinois Bank & Trust, N.A.'s cash collateral in the regular and ordinary course of their business exclusively for purposes described in the Budget. The Debtors' authorization to use the Bank's Cash Collateral will immediately and automatically terminate upon the earlier of: (i) Feb. 28, 2019; (ii) the closing of a sale of any or all of Debtors' business or assets including any foreclosure sale; or (iii) the effective date of a plan of reorganization. As of the Petition Date, the Debtors owed First Mid-Illinois Bank & Trust, N.A., as successor by merger of First Clover Leaf Bank ("Bank") the approximate sum of $1,717,426 under its agreements with the Bank plus accrued and unpaid interest thereon and any related fees and costs. The Pre-Petition Indebtedness is secured by valid, perfected, enforceable, first priority liens and security interests upon and in, substantially all of the Debtors' assets including accounts, inventory, equipment, improvements, and proceeds thereof. Additionally, the Bank holds mortgages on certain real estate owned by the various Debtors. The Debtors value said real estate in excess of $2.2 million dollars, but the Bank disputes the valuation. All the Debtors other than Villa Marie Winery will not use Cash Collateral in excess of $1,000 in the aggregate, during the Interim Cash Collateral Period. The Debtors will provide the Bank with an itemized report of all receipts and disbursements relating to use of the cash collateral. The Bank is granted liens upon and security interests in all post-petition inventory and accounts and accounts receivable of Debtors, which liens and security interests will have the same priority as the liens and security interests held by Bank prior to commencement of the Debtors' Chapter 11 cases. The Replacement Liens will extend to all inventory and accounts receivable of Debtors, whether owned or existing on the Petition Date, or acquired or arising subsequent thereto, and will not be limited or affected by the expiration of Debtors' authorization to use cash collateral under the Fifth Order. The Replacement Liens will be (i) in addition to all security interests, liens and rights of set-off existing in favor of the Bank on the Petition Date; (ii) valid, perfected, enforceable and effective as of the Petition Date without any further action by Debtors or the Bank, and without the execution, filing or recordation of any financing statements, security agreements, mortgages, deeds of trust, and any other documents; and (iii) subject to the payment of quarterly fees required to be paid pursuant to 28 U.S.C. Section 1930(a)(6). A full-text copy of the Fifth Order is available at: http://bankrupt.com/misc/ilsb18-30163-160.pdf About Villa Marie Winery Villa Marie Winery LLC -- https://villamariewinery.com/ -- and its subsidiaries are privately-held companies in Maryville, Illinois, that operate a vineyard, winery and banquet complex. Villa Marie Winery and its subsidiaries sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ill. Case Nos.18-30163 to 18-30169) on Feb. 14, 2018. In the petition signed by Judy S. Wiemann, owner, the Debtor estimated assets and liabilities of $1 million to $10 million. Judge Laura K. Grandy oversees the cases. Carmody MacDonald P.C. is the Debtor's legal counsel. VVC HOLDING: Moody's Affirms B3 CFR, Outlook Stable --------------------------------------------------- Moody's Investors Service affirmed VVC Holding Corp.'s B3 Corporate Family Rating and B3-PD Probability of Default Rating following the company's announcement that it will acquire athenahealth, Inc.. Concurrently, Moody's assigned B2 ratings to Virence's proposed $400 million senior secured revolving credit facility and $3,660 million senior secured first lien term loan. Virence has also placed a proposed $800 million senior secured second lien term loan which is unrated. The ratings outlook is stable. Proceeds from the proposed issuance, $85 million of athenahealth balance sheet cash and $2,337 million of new cash and preferred equity will be used to fund Virence's acquisition of outstanding athenahealth equity, refinance existing Virence indebtedness and fund cash to the balance sheet as well as $300 million of estimated fees and expenses. Upon the completion of the transaction, VVC Holding Corp. and athenahealth, Inc. will be co-borrowers for the proposed credit facilities, guaranteed by parent company Virence Intermediate Holdings LLC. Moody's anticipates the withdrawal of existing Virence debt instrument ratings following the refinancing. Virence Intermediate Holdings LLC will be owned by funds affiliated with private equity sponsor Vertias Capital. Affirmations: Issuer: VVC Holding Corp. Corporate Family Rating, Affirmed B3 Probability of Default Rating, Affirmed B3-PD Assignments: Issuer: VVC Holding Corp. Gtd Senior Secured 1st lien Revolving Credit Facility, Assigned B2 (LGD3) Gtd Senior Secured 1st lien Term Loan, Assigned B2 (LGD3) Outlook Actions: Issuer: VVC Holding Corp. Outlook, Remains Stable RATINGS RATIONALE The B3 Corporate Family Rating reflects risks associated with the combined company's very high financial leverage with debt / EBITDA of about 10x based on LTM September 30, 2018 results, pro forma for the transaction, excluding certain one-time expenses and treating capitalized software as an expense. Leverage however, when fully adjusting for anticipated cost synergies between Virence and athenahealth, could be viewed to be around 7.5x on a run-rate basis; a level more in-line with the assigned B3 CFR. The rating is constrained by the significant risks associated with integrating the two companies and achieving sizeable cost synergies, estimated at over $150 million. Virence, which was recently spun out of GE's Healthcare division will be divesting its Workforce Management business unit in conjunction with its merger with athenahealth and has yet to become a standalone entity. Moody's notes also that from transaction close through 2019, free cash flow generation is expected to be minimal -- but is expected to reach about 1.5% of total debt over the next 12-18 months if synergy targets are met and the combined company achieves organic growth in the mid-to-high single-digit range. Delays in achieving cost cutting and revenue growth goals will likely result in a prolonged period of minimal free cash flow generation and elevated leverage levels. Competition within the healthcare IT market is fierce and the company will be up against much larger and better capitalized peers, including AllScripts, Cerner and market leader, Epic. Support for the B3 rating is provided by the company's strong market position -- pro forma for the transaction the company is estimated to have a top 3 position within the electronic medical records market, behind Cerner and Epic, with pro forma revenues of $1,681 million as of the LTM period ended September 30, 2018. athenahealth and Virence's software and services solutions are well regarded by customers within the markets they serve and the companies have developed longstanding relationships. The strength of Virence and athenahealth's customer relationships, along with value providing, hard to replace software systems result in a very high proportion of recurring revenue to total revenue. Management estimates that nearly 90% of pro forma revenue streams are recurring in nature, consisting of contracted maintenance and subscription revenue and recurring collections from athenahealth's customer base. Accordingly, the combined company will have good visibility into future cash flows and once synergies are realized, should achieve a high quality of earnings with interest coverage, leverage and cash flow metrics in line with the B3 ratings. Further supporting the rating are favorable industry trends, within the electronic medical record and revenue cycle management markets, driven by increased health care spending, and a drive to efficiently manage the business processes of ambulatory care settings, which will buoy EBITDA growth. The stable outlook reflects its expectation for stabilization of recent declines in EBITDA at Virence, continued organic EBITDA growth in the high single digit percent range at athenahealth resulting in an overall organic growth rate in the mid to high single digit range. Expected EBITDA growth, driven in part by cost cutting measures, in conjunction with mandatory debt repayment should enable the company to de-lever to below 8x over the next 12-18 months, and achieve free cash flow to debt of about 1.5%. The ratings could face downward pressure if the company faces difficulty in integrating the two businesses such that leverage is not expected to be sustained below 8x over the next 12-18 months, or if EBITDA were to decline organically. The ratings could be upgraded if the company is expected to maintain leverage below 7x and free cash flow to debt is expected to be sustained at above 5%. Pro forma for the transaction, the combined company's liquidity is adequate considering about $60 million of costs which are anticipated to be incurred to achieve synergy targets in addition to pro forma interest expense and capital expenditures in excess of $350 million. Liquidity is supported by a $400 million senior secured revolving credit facility which will be undrawn at close, and a $125 million cash balance. The revolver contains a springing maximum net first lien leverage ratio which will be tested at the end of any quarter where utilization is 35% or above. Based on expectations for modest but positive free cash flow generation, Moody's does not anticipate that revolver borrowings will exceed this threshold over the next 12-18 months. The principal methodology used in these ratings was Software Industry published in August 2018. VVC Holding Corp and athenahealth, Inc., which are expected to do business under the athenahealth brand following the acquisition transaction, are entities owned by funds affiliated with Veritas Capital. The combined company will be a leading provider of electronic data interchange, electronic medical records and revenue cycle management software and services to healthcare providers. As of the LTM period ended September 30, 2018 pro forma revenues generated by the combined companies would have been $1.681 billion. The company will be headquartered in athenahealth's existing HQ in Watertown, MA. WESTMORELAND COAL: Talen Opposes Plan Confirmation -------------------------------------------------- BankruptcyData.com reported that Talen Montana, LLC objected to confirmation of the plan of Westmoreland Coal Company, et al., arguing that the Debtors' recently announced intention to reject certain coal supply agreements between Talen and the Debtors, without otherwise presenting a legitimate justification for doing so, renders the Plan unconfirmable. Talen also suggests that there exists a non-legitimate rationale for rejecting the coal contracts: to extract concessions in ongoing commercial negotiations to actually extend one of the existing agreements, BankruptcyData noted. The objection states, "Notwithstanding the WLB Debtors' numerous comments about the importance of their coal supply agreements and an explicit provision in the Plan that was served on stakeholders for solicitation providing for the assumption and assignment of the coal supply agreements to the WLB Debtors' purchasers, the WLB Debtors have recently indicated that they now intend to reject the Colstrip Coal Supply Agreements. Yet, the WLB Debtors have not met their burden for rejecting these agreements, as they have failed to articulate any legitimate business justification for doing so. Nor can they. This is not a situation where a debtor has made a difficult, but reasonable business decision with which a counterparty simply disagrees. Rather, here, there is simply no possible legitimate business reason for the WLB Debtors to rid themselves of the Colstrip Coal Supply Agreements, as was clearly reflected in the Plan circulated for vote. The WLB Debtors are not seeking to reject unprofitable contracts that burden their estates. To the contrary, the Colstrip Coal Supply Agreements are profitable contracts that guarantee WECO's profitability, as they are 'cost-plus' agreements under which the Buyers pay WECO's annual costs of mining operations, a return on WECO's capital investment, and per-ton profit fees. Instead, it appears that the WLB Debtors are threatening rejection and the withholding of vital coal to these captive Buyers to extract what in Talen's view are extremely unreasonable terms from them in the context of ongoing commercial negotiations focused on extending the U34 Coal Supply Agreement beyond its December 31, 2019 expiration date." Talen cited that there are multiple reasons not to authorize rejection of the Colstrip Coal Supply Agreements. 1. The Plan states that the WLB Debtors will assume and assign the Colstrip Coal Supply Agreements, consistent with representations the WLB Debtors have made to the Court, the creditors, and the public since they filed for chapter 11, including in their first day Coal Contract Performance Motion. 2. The WLB Debtors cannot meet their burden of proof to justify rejection of the Colstrip Coal Supply Agreements. 3. A rejection of the Colstrip Coal Supply Agreements would render the WLB Debtors unable to meet the feasibility standard for confirmation of the plan as to WECO given the uncertainty that WECO or its successor will be able to sell any coal and pay its costs and expenses absent assumption of the Colstrip Coal Supply Agreements. About Westmoreland Coal Company Based in Englewood, Colorado, Westmoreland Coal Company (otcmkts:WLBA) -- http://www.westmoreland.com/-- is an independent coal company based in the United States. The Company produces and sells thermal coal primarily to investment grade utility customers under long-term, cost-protected contracts. Its focus is primarily on mine locations which allow it to employ dragline surface mining methods and take advantage of close customer proximity through mine-mouth power plants and strategically located rail transportation. At Dec. 31, 2017, the Company's U.S. coal operations were located in Montana, Wyoming, North Dakota, Texas, New Mexico and Ohio, and its Canadian coal operations were located in Alberta and Saskatchewan. The Company sold 49.7 million tons of coal in 2017. Westmoreland Coal reported a net loss applicable to common shareholders of $71.34 million for the year ended Dec. 31, 2017, a net loss applicable to common shareholders of $27.10 million for the year ended Dec. 31, 2016, and a net loss applicable to common stockholders of $213.6 million for the year ended Dec. 31, 2015. As of June 30, 2018, the Company had $1.45 billion in total assets, $2.14 billion in total liabilities and a total deficit of $686.2 million. Westmoreland Coal Company and 36 affiliates filed voluntary Chapter 11 petition (Bankr. S.D. Tex., Case No. 18-35672) on October 9, 2018. The Debtors tapped Jackson Walker LLP and Kirkland & Ellis LLP and Kirkland & Ellis International LLP as their legal counsel; Centerview Partners LLC as financial advisor; Alvarez & Marsal North America, LLC as restructuring advisor; PricewaterhouseCoopers LLP as consultant; and Donlin, Recano & Company, Inc. as notice and claims agent. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on Oct. 19, 2018. The Committee tapped Morrison & Foerster LLP and Cole Schotz P.C. as its legal counsel. WEWARDS INC: Stable Revenues Needed to Continue as Going Concern ---------------------------------------------------------------- Wewards, Inc. filed its quarterly report on Form 10-Q, disclosing a net loss of $451,919 on $0 of revenue for the three months ended November 30, 2018, compared with a net loss of $1,357,599 on $0 of net revenues for the same period in 2017. At November 30, 2018, the Company had total assets of $5,699,270, total liabilities of $11,372,015, and $5,672,745 in total stockholders' deficit. Wewards states, "Although the Company currently has $4,776,289 of cash as of November 30, 2018, it also has total liabilities of $11,372,015 and has not completed its efforts to establish a stabilized source of revenues sufficient to cover its operating costs over an extended period of time. The Company has no revenues to date, an accumulated deficit of $10,863,577 and a stockholders' deficit of $5,672,745. "Management anticipates that the Company will be dependent, for the near future, on additional investment capital to fund operating expenses. These conditions and the ability to successfully resolve these factors raise substantial doubt about the Company's ability to continue as a going concern. The condensed financial statements of the Company do not include any adjustments that may result from the outcome of these aforementioned uncertainties." A copy of the Form 10-Q is available at: https://is.gd/yxMDvH Wewards, Inc. focuses to provide services for the development and administration of Websites to support a mobile app that enables consumers to purchase goods with Future World Group vouchers, and merchants to sell their goods directly to the users using this platform. The Company was formerly known as Global Entertainment Clubs, Inc. and changed its name to Wewards, Inc. in January 2018. Wewards, Inc. was founded in 2013 and is headquartered in Las Vegas, Nevada. WILLIAMS PLUMBING: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------------- No official committee of unsecured creditors has been appointed in the Chapter 11 case of Williams Plumbing, Heating and Air Conditioning, Inc. as of Jan. 24, according to a filing with the U.S. Bankruptcy Court for the Middle District of Alabama. About Williams Plumbing, Heating and Air Conditioning Inc. Williams Plumbing, Heating, and Air Conditioning, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ala. Case No. 19-30125) on January 16, 2019. The Debtor tapped The Fritz Law Firm as its legal counsel. WOODLAWN COMMUNITY: Allowed to Use Cash Collateral Until Feb. 28 ---------------------------------------------------------------- The Hon. Carol A. Doyle of the U.S. Bankruptcy Court for the Northern District of Illinois has authorized Woodlawn Community Development Corp. on an interim basis to use cash collateral of the Internal Revenue Service through Feb. 28, 2019, under the same terms and conditions as set forth in the previous order. The Debtor is authorized to use the funds in the DIP Account as well as the payroll account to pay actual, ordinary course of the Debtor's business, subject to the budget. A continued hearing on the interim use of cash collateral is set for Feb. 27, 2019 at 10:30 a.m. A copy of the Interim Order is available at http://bankrupt.com/misc/ilnb18-29862-104.pdf About Woodlawn Community Development Founded in 1972, Woodlawn Community Development Corp. -- https://www.wcdcchicago.com/ -- manages and develops affordable housing for families in the Greater Metro Chicago area. Woodlawn Community Development Corp., based in Chicago, Illinois, filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 18-29862) on Oct. 24, 2018. In the petition signed by Leon Finney, Jr., president and CEO, the Debtor estimated $50 million to $100 million in both assets and liabilities. The Hon. Carol A. Doyle oversees the case. David R. Herzog, Esq., at Herzog & Schwartz, P.C., serves as bankruptcy counsel. ZANDER THERAPEUTICS: Recurring Losses Cast Going Concern Doubt -------------------------------------------------------------- Zander Therapeutics, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $1,204,486 on $0 of total revenues for the three months ended Dec. 31, 2018, compared to a net loss of $166,637 on $0 of total revenues for the same period in 2017. At Dec. 31, 2018 the Company had total assets of $1,013,740, total liabilities of $1,399,853, and $386,113 in total stockholders' deficit. Zander Therapeutics states, "The Company generated net losses of $3,336,182 during the period from June 18, 2015 (inception) through December 31, 2018. This condition raises substantial doubt about the Company's ability to continue as a going concern. The Company's continuation as a going concern is dependent on its ability to meet its obligations, to obtain additional financing as may be required and ultimately to attain profitability." A copy of the Form 10-Q is available at: https://is.gd/fagrKY Zander Therapeutics, Inc., intends to engage primarily in the development of veterinary medical applications which it intends to license from other entities as well as develop internally. The Company was organized June 18, 2015 under the laws of the State of Nevada. It is headquartered in La Mesa, California. [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABBVIE INC ABBV US 66,164.0 (2,921.0) 3,078.0 ABBVIE INC 4AB TE 66,164.0 (2,921.0) 3,078.0 ABBVIE INC 4AB GZ 66,164.0 (2,921.0) 3,078.0 ABBVIE INC 4AB TH 66,164.0 (2,921.0) 3,078.0 ABBVIE INC 4AB QT 66,164.0 (2,921.0) 3,078.0 ABBVIE INC ABBVUSD EU 66,164.0 (2,921.0) 3,078.0 ABBVIE INC ABBVEUR EU 66,164.0 (2,921.0) 3,078.0 ABBVIE INC 4AB GR 66,164.0 (2,921.0) 3,078.0 ABBVIE INC ABBV* MM 66,164.0 (2,921.0) 3,078.0 ABBVIE INC ABBV AV 66,164.0 (2,921.0) 3,078.0 ABBVIE INC-BDR ABBV34 BZ 66,164.0 (2,921.0) 3,078.0 ABSOLUTE SOFTWRE ABT CN 91.4 (56.4) (30.1) ABSOLUTE SOFTWRE OU1 GR 91.4 (56.4) (30.1) ABSOLUTE SOFTWRE ALSWF US 91.4 (56.4) (30.1) ABSOLUTE SOFTWRE ABT2EUR EU 91.4 (56.4) (30.1) AGENUS INC AJ81 GR 130.5 (131.4) 9.4 AGENUS INC AGEN US 130.5 (131.4) 9.4 AGENUS INC AJ81 GZ 130.5 (131.4) 9.4 AGENUS INC AJ81 QT 130.5 (131.4) 9.4 AGENUS INC AGENEUR EU 130.5 (131.4) 9.4 AGENUS INC AGENUSD EU 130.5 (131.4) 9.4 AIMIA INC AIM CN 3,507.0 (173.5) (1,247.5) AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) AMERICAN AIRLINE A1G GZ 60,792.0 (169.0) (9,473.0) AMERICAN AIRLINE AAL11EUR EU 60,792.0 (169.0) (9,473.0) AMERICAN AIRLINE AAL AV 60,792.0 (169.0) (9,473.0) AMERICAN AIRLINE A1G QT 60,792.0 (169.0) (9,473.0) AMERICAN AIRLINE AAL US 60,792.0 (169.0) (9,473.0) AMERICAN AIRLINE AAL* MM 60,792.0 (169.0) (9,473.0) AMERICAN AIRLINE A1G GR 60,792.0 (169.0) (9,473.0) AMERICAN AIRLINE AAL1USD EU 60,792.0 (169.0) (9,473.0) AMERICAN AIRLINE A1G TH 60,792.0 (169.0) (9,473.0) AMERICAN AIRLINE AAL TE 60,792.0 (169.0) (9,473.0) AMERICAN AIRLINE A1G SW 60,792.0 (169.0) (9,473.0) AMERICAN AIRLINE AAL1CHF EU 60,792.0 (169.0) (9,473.0) AMYRIS INC AMRS US 122.7 (200.6) (86.5) AMYRIS INC AMRSUSD EU 122.7 (200.6) (86.5) ATLATSA RESOURCE ATL SJ 144.0 (238.4) 6.6 AUTODESK INC ADSK US 3,774.4 (338.3) (395.5) AUTODESK INC AUD TH 3,774.4 (338.3) (395.5) AUTODESK INC AUD GR 3,774.4 (338.3) (395.5) AUTODESK INC AUD GZ 3,774.4 (338.3) (395.5) AUTODESK INC ADSK AV 3,774.4 (338.3) (395.5) AUTODESK INC ADSK* MM 3,774.4 (338.3) (395.5) AUTODESK INC AUD QT 3,774.4 (338.3) (395.5) AUTODESK INC ADSKEUR EU 3,774.4 (338.3) (395.5) AUTODESK INC ADSKUSD EU 3,774.4 (338.3) (395.5) AUTODESK INC ADSK TE 3,774.4 (338.3) (395.5) AUTOZONE INC AZ5 GR 9,523.6 (1,658.6) (353.8) AUTOZONE INC AZ5 TH 9,523.6 (1,658.6) (353.8) AUTOZONE INC AZO US 9,523.6 (1,658.6) (353.8) AUTOZONE INC AZOEUR EU 9,523.6 (1,658.6) (353.8) AUTOZONE INC AZ5 QT 9,523.6 (1,658.6) (353.8) AUTOZONE INC AZOUSD EU 9,523.6 (1,658.6) (353.8) AVALARA INC AVLR US 311.3 122.2 33.0 AVID TECHNOLOGY AVID US 247.0 (174.1) 4.9 AVID TECHNOLOGY AVD GR 247.0 (174.1) 4.9 BENEFITFOCUS INC BNFT US 175.1 (35.6) (13.0) BENEFITFOCUS INC BTF GR 175.1 (35.6) (13.0) BENEFITFOCUS INC BNFTEUR EU 175.1 (35.6) (13.0) BIOSCRIP INC MM6 TH 579.2 (36.3) 75.9 BIOSCRIP INC BIOS US 579.2 (36.3) 75.9 BIOSCRIP INC MM6 GR 579.2 (36.3) 75.9 BIOSCRIP INC MM6 QT 579.2 (36.3) 75.9 BIOSCRIP INC BIOSEUR EU 579.2 (36.3) 75.9 BIOSCRIP INC BIOSUSD EU 579.2 (36.3) 75.9 BJ'S WHOLESALE C BJ US 3,465.0 (256.6) (293.8) BJ'S WHOLESALE C 8BJ GR 3,465.0 (256.6) (293.8) BJ'S WHOLESALE C 8BJ QT 3,465.0 (256.6) (293.8) BLUE BIRD CORP BLBD US 307.4 (28.3) 1.0 BLUE RIDGE MOUNT BRMR US 1,060.2 (212.5) (62.4) BOEING CO-BDR BOEI34 BZ 114,659.0 (1,209.0) 8,269.0 BOEING CO-CED BA AR 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BOE LN 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BA US 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BCO TH 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BACHF EU 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BA SW 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BA* MM 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BA TE 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BCO GR 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BAEUR EU 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BA EU 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BAUSD SW 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BCO GZ 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BA AV 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BCO QT 114,659.0 (1,209.0) 8,269.0 BOEING CO/THE BA CI 114,659.0 (1,209.0) 8,269.0 BOMBARDIER INC-B BBDBN MM 24,269.0 (3,754.0) 93.0 BRINKER INTL EAT US 1,244.0 (815.9) (356.6) BRINKER INTL BKJ GR 1,244.0 (815.9) (356.6) BRINKER INTL BKJ QT 1,244.0 (815.9) (356.6) BRINKER INTL EAT2EUR EU 1,244.0 (815.9) (356.6) BRP INC/CA-SUB V DOO CN 2,972.9 (381.0) (215.5) BRP INC/CA-SUB V B15A GR 2,972.9 (381.0) (215.5) BRP INC/CA-SUB V DOOO US 2,972.9 (381.0) (215.5) BUFFALO COAL COR BUC SJ 25.3 (39.2) (47.2) CACTUS INC- A WHD US 565.7 324.9 173.7 CACTUS INC- A 43C GR 565.7 324.9 173.7 CACTUS INC- A WHDEUR EU 565.7 324.9 173.7 CACTUS INC- A 43C QT 565.7 324.9 173.7 CACTUS INC- A 43C GZ 565.7 324.9 173.7 CADIZ INC CDZI US 72.3 (79.9) 15.2 CADIZ INC 2ZC GR 72.3 (79.9) 15.2 CANNABIS STRAT-A CSA/A CN 136.7 (44.9) (0.5) CANNABIS STRAT-A CBAQF US 136.7 (44.9) (0.5) CARDLYTICS INC CDLX US 138.1 51.2 75.1 CARDLYTICS INC CYX TH 138.1 51.2 75.1 CARDLYTICS INC CDLXEUR EU 138.1 51.2 75.1 CARDLYTICS INC CYX QT 138.1 51.2 75.1 CARDLYTICS INC CYX GR 138.1 51.2 75.1 CARDLYTICS INC CYX GZ 138.1 51.2 75.1 CASELLA WASTE WA3 GR 702.8 (5.3) (7.1) CASELLA WASTE CWST US 702.8 (5.3) (7.1) CASELLA WASTE WA3 TH 702.8 (5.3) (7.1) CASELLA WASTE CWSTEUR EU 702.8 (5.3) (7.1) CASELLA WASTE CWSTUSD EU 702.8 (5.3) (7.1) CATASYS INC CATS US 8.5 (7.7) (0.8) CDK GLOBAL INC C2G QT 3,090.9 (299.6) 311.4 CDK GLOBAL INC C2G TH 3,090.9 (299.6) 311.4 CDK GLOBAL INC CDKEUR EU 3,090.9 (299.6) 311.4 CDK GLOBAL INC C2G GR 3,090.9 (299.6) 311.4 CDK GLOBAL INC CDK US 3,090.9 (299.6) 311.4 CHESAPEAKE ENERG CHK* MM 12,659.0 (39.0) (1,741.0) CHOICE HOTELS CZH GR 1,161.0 (168.1) (18.9) CHOICE HOTELS CHH US 1,161.0 (168.1) (18.9) CINCINNATI BELL CBB US 2,659.5 (33.9) (95.7) CINCINNATI BELL CIB1 GR 2,659.5 (33.9) (95.7) CINCINNATI BELL CBBEUR EU 2,659.5 (33.9) (95.7) CLEAR CHANNEL-A CCO US 4,479.4 (2,140.0) 284.7 CLEAR CHANNEL-A C7C GR 4,479.4 (2,140.0) 284.7 CLEVELAND-CLIFFS CLF* MM 3,125.0 (86.2) 1,269.9 CLEVELAND-CLIFFS CLF US 3,125.0 (86.2) 1,269.9 CLEVELAND-CLIFFS CVA TH 3,125.0 (86.2) 1,269.9 CLEVELAND-CLIFFS CVA GZ 3,125.0 (86.2) 1,269.9 CLEVELAND-CLIFFS CVA GR 3,125.0 (86.2) 1,269.9 CLEVELAND-CLIFFS CVA QT 3,125.0 (86.2) 1,269.9 CLEVELAND-CLIFFS CLF2EUR EU 3,125.0 (86.2) 1,269.9 CLEVELAND-CLIFFS CLF2 EU 3,125.0 (86.2) 1,269.9 COGENT COMMUNICA OGM1 GR 757.3 (125.8) 286.2 COGENT COMMUNICA CCOI US 757.3 (125.8) 286.2 COGENT COMMUNICA CCOIUSD EU 757.3 (125.8) 286.2 COMMUNITY HEALTH CG5 GR 16,469.0 (635.0) 1,245.0 COMMUNITY HEALTH CYH US 16,469.0 (635.0) 1,245.0 COMMUNITY HEALTH CG5 QT 16,469.0 (635.0) 1,245.0 COMMUNITY HEALTH CYH1EUR EU 16,469.0 (635.0) 1,245.0 COMMUNITY HEALTH CG5 TH 16,469.0 (635.0) 1,245.0 COMMUNITY HEALTH CYH1USD EU 16,469.0 (635.0) 1,245.0 CONVERGEONE HOLD CVON US 1,066.9 (156.7) 13.7 CRESCO LABS INC CL CN 0.1 (0.1) (0.1) CUMULUS MEDIA-A CMLS US 1,809.4 344.5 310.1 DELEK LOGISTICS DKL US 693.6 (130.4) 70.4 DELEK LOGISTICS D6L GR 693.6 (130.4) 70.4 DENNY'S CORP DENN US 328.8 (110.0) (43.0) DENNY'S CORP DE8 GR 328.8 (110.0) (43.0) DENNY'S CORP DENNEUR EU 328.8 (110.0) (43.0) DINE BRANDS GLOB DIN US 1,649.7 (213.4) 82.5 DINE BRANDS GLOB IHP GR 1,649.7 (213.4) 82.5 DOLLARAMA INC DR3 GR 2,142.0 (216.5) 66.8 DOLLARAMA INC DLMAF US 2,142.0 (216.5) 66.8 DOLLARAMA INC DOL CN 2,142.0 (216.5) 66.8 DOLLARAMA INC DR3 GZ 2,142.0 (216.5) 66.8 DOLLARAMA INC DOLEUR EU 2,142.0 (216.5) 66.8 DOLLARAMA INC DR3 TH 2,142.0 (216.5) 66.8 DOLLARAMA INC DR3 QT 2,142.0 (216.5) 66.8 DOMINO'S PIZZA DPZ US 912.1 (2,973.8) 229.2 DOMINO'S PIZZA EZV GR 912.1 (2,973.8) 229.2 DOMINO'S PIZZA EZV QT 912.1 (2,973.8) 229.2 DOMINO'S PIZZA EZV TH 912.1 (2,973.8) 229.2 DOMINO'S PIZZA DPZEUR EU 912.1 (2,973.8) 229.2 DOMINO'S PIZZA DPZUSD EU 912.1 (2,973.8) 229.2 DRIVEN DELIVERIE DRVD US - (0.1) (0.1) DUN & BRADSTREET DNB US 1,931.4 (730.1) (291.9) DUN & BRADSTREET DB5 GR 1,931.4 (730.1) (291.9) DUN & BRADSTREET DB5 QT 1,931.4 (730.1) (291.9) DUN & BRADSTREET DNB1EUR EU 1,931.4 (730.1) (291.9) DUNKIN' BRANDS G 2DB TH 3,354.2 (735.6) 281.9 DUNKIN' BRANDS G DNKN US 3,354.2 (735.6) 281.9 DUNKIN' BRANDS G 2DB GR 3,354.2 (735.6) 281.9 DUNKIN' BRANDS G 2DB GZ 3,354.2 (735.6) 281.9 DUNKIN' BRANDS G 2DB QT 3,354.2 (735.6) 281.9 DUNKIN' BRANDS G DNKNEUR EU 3,354.2 (735.6) 281.9 EGAIN CORP EGAN US 49.4 (3.8) (7.3) EGAIN CORP EGCA GR 49.4 (3.8) (7.3) EGAIN CORP EGANEUR EU 49.4 (3.8) (7.3) EQUILLIUM INC EQ US 6.4 (10.4) 2.4 EVERI HOLDINGS I G2C GR 1,534.2 (113.2) 11.5 EVERI HOLDINGS I G2C TH 1,534.2 (113.2) 11.5 EVERI HOLDINGS I EVRI US 1,534.2 (113.2) 11.5 EVERI HOLDINGS I EVRIEUR EU 1,534.2 (113.2) 11.5 EXELA TECHNOLOGI XELAU US 1,662.3 (93.2) (26.8) EXELA TECHNOLOGI XELA US 1,662.3 (93.2) (26.8) FRONTDOOR IN 3I5 GR 1,065.0 (439.0) (115.0) FRONTDOOR IN FTDR US 1,065.0 (439.0) (115.0) GAMCO INVESTO-A GBL US 118.5 (12.2) - GNC HOLDINGS INC GNC US 1,479.6 (170.7) 246.4 GOGO INC GOGO US 1,248.5 (261.3) 300.9 GOGO INC G0G TH 1,248.5 (261.3) 300.9 GOGO INC G0G QT 1,248.5 (261.3) 300.9 GOGO INC G0G GR 1,248.5 (261.3) 300.9 GOGO INC GOGOUSD EU 1,248.5 (261.3) 300.9 GOGO INC GOGOEUR EU 1,248.5 (261.3) 300.9 GOLDEN STAR RES GSS US 331.4 (71.3) (91.0) GOLDEN STAR RES GSC CN 331.4 (71.3) (91.0) GOLDEN STAR RES GSC1USD EU 331.4 (71.3) (91.0) GOOSEHEAD INSU-A GSHD US 31.2 (26.5) - GOOSEHEAD INSU-A 2OX GR 31.2 (26.5) - GOOSEHEAD INSU-A GSHDEUR EU 31.2 (26.5) - GRAFTECH INTERNA EAF US 1,502.7 (1,038.5) 348.0 GRAFTECH INTERNA G6G TH 1,502.7 (1,038.5) 348.0 GRAFTECH INTERNA EAFEUR EU 1,502.7 (1,038.5) 348.0 GRAFTECH INTERNA G6G GR 1,502.7 (1,038.5) 348.0 GRAFTECH INTERNA G6G QT 1,502.7 (1,038.5) 348.0 GRAFTECH INTERNA EAFUSD EU 1,502.7 (1,038.5) 348.0 GREEN PLAINS PAR GPP US 89.3 (67.4) 2.8 GREEN PLAINS PAR 8GP GR 89.3 (67.4) 2.8 GREEN THUMB INDU R9U2 GR 1.2 (0.5) (1.4) GREEN THUMB INDU GTII CN 1.2 (0.5) (1.4) GREEN THUMB INDU GTBIF US 1.2 (0.5) (1.4) GREENSKY INC-A GSKY US 801.5 (12.2) 358.9 H&R BLOCK INC HRB TH 2,233.3 (31.3) 455.3 H&R BLOCK INC HRB US 2,233.3 (31.3) 455.3 H&R BLOCK INC HRB GR 2,233.3 (31.3) 455.3 H&R BLOCK INC HRB QT 2,233.3 (31.3) 455.3 H&R BLOCK INC HRBEUR EU 2,233.3 (31.3) 455.3 H&R BLOCK INC HRBUSD EU 2,233.3 (31.3) 455.3 HANGER INC HNGR US 675.6 (25.6) 139.7 HCA HEALTHCARE I 2BH TH 38,044.0 (3,730.0) 3,779.0 HCA HEALTHCARE I HCA US 38,044.0 (3,730.0) 3,779.0 HCA HEALTHCARE I 2BH GR 38,044.0 (3,730.0) 3,779.0 HCA HEALTHCARE I 2BH QT 38,044.0 (3,730.0) 3,779.0 HCA HEALTHCARE I HCAEUR EU 38,044.0 (3,730.0) 3,779.0 HCA HEALTHCARE I HCA* MM 38,044.0 (3,730.0) 3,779.0 HCA HEALTHCARE I HCAUSD EU 38,044.0 (3,730.0) 3,779.0 HELIUS MEDICAL T HSM CN 13.3 (4.5) (5.0) HELIUS MEDICAL T HSDT US 13.3 (4.5) (5.0) HERBALIFE NUTRIT HLF US 2,734.8 (761.1) 210.5 HERBALIFE NUTRIT HOO GR 2,734.8 (761.1) 210.5 HERBALIFE NUTRIT HLFEUR EU 2,734.8 (761.1) 210.5 HERBALIFE NUTRIT HOO QT 2,734.8 (761.1) 210.5 HERBALIFE NUTRIT HLFUSD EU 2,734.8 (761.1) 210.5 HP COMPANY-BDR HPQB34 BZ 34,622.0 (639.0) (3,744.0) HP INC HPQ* MM 34,622.0 (639.0) (3,744.0) HP INC HPQ TE 34,622.0 (639.0) (3,744.0) HP INC HPQ US 34,622.0 (639.0) (3,744.0) HP INC 7HP TH 34,622.0 (639.0) (3,744.0) HP INC 7HP GR 34,622.0 (639.0) (3,744.0) HP INC HPQUSD SW 34,622.0 (639.0) (3,744.0) HP INC HPQEUR EU 34,622.0 (639.0) (3,744.0) HP INC 7HP GZ 34,622.0 (639.0) (3,744.0) HP INC HWP QT 34,622.0 (639.0) (3,744.0) HP INC HPQCHF EU 34,622.0 (639.0) (3,744.0) HP INC HPQUSD EU 34,622.0 (639.0) (3,744.0) HP INC HPQ SW 34,622.0 (639.0) (3,744.0) HP INC HPQ CI 34,622.0 (639.0) (3,744.0) HP INC HPQ AV 34,622.0 (639.0) (3,744.0) IDEXX LABS IDXX AV 1,544.5 (1.4) (55.3) IDEXX LABS IX1 GR 1,544.5 (1.4) (55.3) IDEXX LABS IX1 QT 1,544.5 (1.4) (55.3) IDEXX LABS IDXX US 1,544.5 (1.4) (55.3) IDEXX LABS IX1 TH 1,544.5 (1.4) (55.3) IDEXX LABS IX1 GZ 1,544.5 (1.4) (55.3) IDEXX LABS IDXX TE 1,544.5 (1.4) (55.3) INFRASTRUCTURE A IEA US 485.9 (112.5) 30.0 INNOVIVA INC HVE GR 277.7 (108.3) 116.8 INNOVIVA INC HVE GZ 277.7 (108.3) 116.8 INNOVIVA INC INVAEUR EU 277.7 (108.3) 116.8 INNOVIVA INC INVA US 277.7 (108.3) 116.8 INNOVIVA INC INVAUSD EU 277.7 (108.3) 116.8 INNOVIVA INC HVE TH 277.7 (108.3) 116.8 INNOVIVA INC HVE QT 277.7 (108.3) 116.8 INSEEGO CORP INO TH 158.9 (33.3) 29.8 INSEEGO CORP INO QT 158.9 (33.3) 29.8 INSEEGO CORP INSG US 158.9 (33.3) 29.8 INSEEGO CORP INO GR 158.9 (33.3) 29.8 INSEEGO CORP INSGEUR EU 158.9 (33.3) 29.8 INSEEGO CORP INSGUSD EU 158.9 (33.3) 29.8 IRONWOOD PHARMAC I76 TH 416.7 (197.3) 136.0 IRONWOOD PHARMAC IRWD US 416.7 (197.3) 136.0 IRONWOOD PHARMAC I76 GR 416.7 (197.3) 136.0 IRONWOOD PHARMAC I76 QT 416.7 (197.3) 136.0 IRONWOOD PHARMAC IRWDEUR EU 416.7 (197.3) 136.0 ISRAMCO INC ISRL US 114.8 (8.9) (6.1) ISRAMCO INC IRM GR 114.8 (8.9) (6.1) ISRAMCO INC ISRLEUR EU 114.8 (8.9) (6.1) JACK IN THE BOX JACK US 823.4 (591.7) (88.7) JACK IN THE BOX JBX GR 823.4 (591.7) (88.7) JACK IN THE BOX JBX GZ 823.4 (591.7) (88.7) JACK IN THE BOX JBX QT 823.4 (591.7) (88.7) JACK IN THE BOX JACK1EUR EU 823.4 (591.7) (88.7) KODIAK SCIENCES KOD US 17.1 (43.8) 6.9 L BRANDS INC LB US 7,829.0 (1,312.0) 791.0 L BRANDS INC LTD TH 7,829.0 (1,312.0) 791.0 L BRANDS INC LTD GR 7,829.0 (1,312.0) 791.0 L BRANDS INC LBEUR EU 7,829.0 (1,312.0) 791.0 L BRANDS INC LB* MM 7,829.0 (1,312.0) 791.0 L BRANDS INC LTD QT 7,829.0 (1,312.0) 791.0 L BRANDS INC LBUSD EU 7,829.0 (1,312.0) 791.0 LAMB WESTON 0L5 GR 3,052.5 (167.1) 437.8 LAMB WESTON LW-WEUR EU 3,052.5 (167.1) 437.8 LAMB WESTON 0L5 TH 3,052.5 (167.1) 437.8 LAMB WESTON 0L5 QT 3,052.5 (167.1) 437.8 LAMB WESTON LW US 3,052.5 (167.1) 437.8 LAMB WESTON LW-WUSD EU 3,052.5 (167.1) 437.8 LENNOX INTL INC LII US 1,910.8 (86.8) 496.7 LENNOX INTL INC LXI GR 1,910.8 (86.8) 496.7 LENNOX INTL INC LII* MM 1,910.8 (86.8) 496.7 LENNOX INTL INC LII1EUR EU 1,910.8 (86.8) 496.7 LENNOX INTL INC LXI TH 1,910.8 (86.8) 496.7 LEXICON PHARMACE LXRX US 310.2 (29.4) 129.9 LEXICON PHARMACE LX31 GR 310.2 (29.4) 129.9 LEXICON PHARMACE LXRXEUR EU 310.2 (29.4) 129.9 LEXICON PHARMACE LX31 QT 310.2 (29.4) 129.9 LEXICON PHARMACE LXRXUSD EU 310.2 (29.4) 129.9 MCDONALDS - BDR MCDC34 BZ 34,053.7 (6,792.6) 1,926.4 MCDONALDS CORP MCD US 34,053.7 (6,792.6) 1,926.4 MCDONALDS CORP MCD SW 34,053.7 (6,792.6) 1,926.4 MCDONALDS CORP MDO GR 34,053.7 (6,792.6) 1,926.4 MCDONALDS CORP MCD* MM 34,053.7 (6,792.6) 1,926.4 MCDONALDS CORP MCD TE 34,053.7 (6,792.6) 1,926.4 MCDONALDS CORP MDO TH 34,053.7 (6,792.6) 1,926.4 MCDONALDS CORP MCDUSD SW 34,053.7 (6,792.6) 1,926.4 MCDONALDS CORP MCDEUR EU 34,053.7 (6,792.6) 1,926.4 MCDONALDS CORP MDO GZ 34,053.7 (6,792.6) 1,926.4 MCDONALDS CORP MCD AV 34,053.7 (6,792.6) 1,926.4 MCDONALDS CORP MDO QT 34,053.7 (6,792.6) 1,926.4 MCDONALDS CORP MCDCHF EU 34,053.7 (6,792.6) 1,926.4 MCDONALDS CORP MCDUSD EU 34,053.7 (6,792.6) 1,926.4 MCDONALDS CORP MCD CI 34,053.7 (6,792.6) 1,926.4 MCDONALDS-CEDEAR MCD AR 34,053.7 (6,792.6) 1,926.4 MEDICINES COMP MDCO US 733.7 (26.6) 109.5 MEDICINES COMP MZN GR 733.7 (26.6) 109.5 MEDICINES COMP MZN GZ 733.7 (26.6) 109.5 MEDICINES COMP MZN QT 733.7 (26.6) 109.5 MEDICINES COMP MDCOUSD EU 733.7 (26.6) 109.5 MEDICINES COMP MZN TH 733.7 (26.6) 109.5 MICHAELS COS INC MIK US 2,339.0 (1,789.9) 400.0 MICHAELS COS INC MIM GR 2,339.0 (1,789.9) 400.0 MOTOROLA SOLUTIO MOT TE 8,963.0 (1,395.0) 576.0 MOTOROLA SOLUTIO MSI US 8,963.0 (1,395.0) 576.0 MOTOROLA SOLUTIO MTLA TH 8,963.0 (1,395.0) 576.0 MOTOROLA SOLUTIO MSI1EUR EU 8,963.0 (1,395.0) 576.0 MOTOROLA SOLUTIO MTLA GZ 8,963.0 (1,395.0) 576.0 MOTOROLA SOLUTIO MTLA QT 8,963.0 (1,395.0) 576.0 MOTOROLA SOLUTIO MTLA GR 8,963.0 (1,395.0) 576.0 MSG NETWORKS- A MSGN US 806.4 (610.2) 185.7 MSG NETWORKS- A 1M4 QT 806.4 (610.2) 185.7 MSG NETWORKS- A MSGNEUR EU 806.4 (610.2) 185.7 MSG NETWORKS- A 1M4 TH 806.4 (610.2) 185.7 MSG NETWORKS- A 1M4 GR 806.4 (610.2) 185.7 MSG NETWORKS- A MSGNUSD EU 806.4 (610.2) 185.7 NATHANS FAMOUS NATH US 86.4 (79.3) 62.3 NATHANS FAMOUS NFA GR 86.4 (79.3) 62.3 NATIONAL CINEMED NCMI US 1,120.0 (90.4) 89.4 NATIONAL CINEMED XWM GR 1,120.0 (90.4) 89.4 NATIONAL CINEMED NCMIEUR EU 1,120.0 (90.4) 89.4 NAVISTAR INTL NAV US 7,230.0 (3,926.0) 1,329.0 NAVISTAR INTL IHR GR 7,230.0 (3,926.0) 1,329.0 NAVISTAR INTL IHR TH 7,230.0 (3,926.0) 1,329.0 NAVISTAR INTL IHR QT 7,230.0 (3,926.0) 1,329.0 NAVISTAR INTL IHR GZ 7,230.0 (3,926.0) 1,329.0 NAVISTAR INTL NAVEUR EU 7,230.0 (3,926.0) 1,329.0 NAVISTAR INTL NAVUSD EU 7,230.0 (3,926.0) 1,329.0 NEW ENG RLTY-LP NEN US 250.0 (36.1) - NII HOLDINGS INC NJJA TH 1,039.6 (187.0) 203.5 NII HOLDINGS INC NJJA QT 1,039.6 (187.0) 203.5 NII HOLDINGS INC NIHD US 1,039.6 (187.0) 203.5 NII HOLDINGS INC NJJA GR 1,039.6 (187.0) 203.5 NII HOLDINGS INC NIHDEUR EU 1,039.6 (187.0) 203.5 NRG ENERGY NRA GR 11,450.0 (917.0) 1,562.0 NRG ENERGY NRA TH 11,450.0 (917.0) 1,562.0 NRG ENERGY NRG US 11,450.0 (917.0) 1,562.0 NRG ENERGY NRA QT 11,450.0 (917.0) 1,562.0 NRG ENERGY NRGEUR EU 11,450.0 (917.0) 1,562.0 NRG ENERGY NRG1USD EU 11,450.0 (917.0) 1,562.0 OMEROS CORP OMER US 75.6 (89.0) 41.4 OMEROS CORP 3O8 GR 75.6 (89.0) 41.4 OMEROS CORP 3O8 TH 75.6 (89.0) 41.4 OMEROS CORP OMEREUR EU 75.6 (89.0) 41.4 OMEROS CORP OMERUSD EU 75.6 (89.0) 41.4 ONDAS HOLDINGS I ONDS US 1.2 (9.9) (9.8) OPTIVA INC OPT CN 130.8 (30.3) 16.4 OPTIVA INC RKNEF US 130.8 (30.3) 16.4 OPTIVA INC RE6 GR 130.8 (30.3) 16.4 OPTIVA INC RKNEUR EU 130.8 (30.3) 16.4 OPTIVA INC 3230510Q EU 130.8 (30.3) 16.4 PAPA JOHN'S INTL PP1 GR 551.2 (268.7) (11.4) PAPA JOHN'S INTL PZZA US 551.2 (268.7) (11.4) PAPA JOHN'S INTL PZZAEUR EU 551.2 (268.7) (11.4) PHILIP MORRIS IN PM1 EU 39,380.0 (9,942.0) 2,939.0 PHILIP MORRIS IN 4I1 GR 39,380.0 (9,942.0) 2,939.0 PHILIP MORRIS IN PM US 39,380.0 (9,942.0) 2,939.0 PHILIP MORRIS IN PM1CHF EU 39,380.0 (9,942.0) 2,939.0 PHILIP MORRIS IN PM1 TE 39,380.0 (9,942.0) 2,939.0 PHILIP MORRIS IN 4I1 TH 39,380.0 (9,942.0) 2,939.0 PHILIP MORRIS IN PMI SW 39,380.0 (9,942.0) 2,939.0 PHILIP MORRIS IN PM1EUR EU 39,380.0 (9,942.0) 2,939.0 PHILIP MORRIS IN 4I1 GZ 39,380.0 (9,942.0) 2,939.0 PHILIP MORRIS IN 4I1 QT 39,380.0 (9,942.0) 2,939.0 PHILIP MORRIS IN PMI EB 39,380.0 (9,942.0) 2,939.0 PHILIP MORRIS IN PMI1 IX 39,380.0 (9,942.0) 2,939.0 PHILIP MORRIS IN PMOR AV 39,380.0 (9,942.0) 2,939.0 PLANET FITNESS-A 3PL QT 1,621.4 (110.1) 540.5 PLANET FITNESS-A PLNT1EUR EU 1,621.4 (110.1) 540.5 PLANET FITNESS-A PLNT US 1,621.4 (110.1) 540.5 PLANET FITNESS-A 3PL TH 1,621.4 (110.1) 540.5 PLANET FITNESS-A 3PL GR 1,621.4 (110.1) 540.5 PLANET FITNESS-A PLNT1USD EU 1,621.4 (110.1) 540.5 PLURALSIGHT IN-A PS US 421.6 226.3 86.3 PRIORITY TECHNOL PRTHU US 327.3 (82.4) 24.0 PRIORITY TECHNOL PRTH US 327.3 (82.4) 24.0 QUEBECOR INC-A QBR/A CN 9,101.7 (226.6) (1,081.3) QUEBECOR INC-B QB3 GR 9,101.7 (226.6) (1,081.3) QUEBECOR INC-B QBCRF US 9,101.7 (226.6) (1,081.3) QUEBECOR INC-B QBR/B CN 9,101.7 (226.6) (1,081.3) RESOLUTE ENERGY REN US 897.8 (94.8) (193.8) RESOLUTE ENERGY R21 GR 897.8 (94.8) (193.8) RESOLUTE ENERGY R21 TH 897.8 (94.8) (193.8) RESOLUTE ENERGY R21A QT 897.8 (94.8) (193.8) RESOLUTE ENERGY RENEUR EU 897.8 (94.8) (193.8) RESVERLOGIX CORP RVX CN 12.6 (155.8) (69.1) REVLON INC-A REV US 3,188.3 (988.2) 45.7 REVLON INC-A RVL1 GR 3,188.3 (988.2) 45.7 REVLON INC-A REVEUR EU 3,188.3 (988.2) 45.7 REVLON INC-A RVL1 TH 3,188.3 (988.2) 45.7 REVLON INC-A REVUSD EU 3,188.3 (988.2) 45.7 RIMINI STREET IN RMNI US 81.5 (152.2) (124.2) ROSETTA STONE IN RS8 TH 191.5 (9.1) (68.2) ROSETTA STONE IN RS8 GR 191.5 (9.1) (68.2) ROSETTA STONE IN RST US 191.5 (9.1) (68.2) ROSETTA STONE IN RST1EUR EU 191.5 (9.1) (68.2) RR DONNELLEY & S DLLN TH 3,698.0 (219.5) 635.1 RR DONNELLEY & S RRDEUR EU 3,698.0 (219.5) 635.1 RR DONNELLEY & S DLLN GR 3,698.0 (219.5) 635.1 RR DONNELLEY & S RRD US 3,698.0 (219.5) 635.1 RR DONNELLEY & S RRDUSD EU 3,698.0 (219.5) 635.1 SALLY BEAUTY HOL S7V GR 2,097.4 (268.6) 663.9 SALLY BEAUTY HOL SBH US 2,097.4 (268.6) 663.9 SALLY BEAUTY HOL SBHEUR EU 2,097.4 (268.6) 663.9 SANCHEZ ENERGY C SN* MM 2,931.8 (80.0) (37.1) SBA COMM CORP SBAC US 7,213.8 (3,145.1) 62.2 SBA COMM CORP 4SB GZ 7,213.8 (3,145.1) 62.2 SBA COMM CORP 4SB GR 7,213.8 (3,145.1) 62.2 SBA COMM CORP SBACEUR EU 7,213.8 (3,145.1) 62.2 SBA COMM CORP SBJ TH 7,213.8 (3,145.1) 62.2 SBA COMM CORP SBACUSD EU 7,213.8 (3,145.1) 62.2 SCIENTIFIC GAMES TJW GZ 7,528.9 (2,618.6) 237.4 SCIENTIFIC GAMES SGMS US 7,528.9 (2,618.6) 237.4 SCIENTIFIC GAMES SGMSUSD EU 7,528.9 (2,618.6) 237.4 SCIENTIFIC GAMES TJW GR 7,528.9 (2,618.6) 237.4 SCIENTIFIC GAMES TJW TH 7,528.9 (2,618.6) 237.4 SEALED AIR CORP SDA GR 4,997.0 (445.7) 28.8 SEALED AIR CORP SEE US 4,997.0 (445.7) 28.8 SEALED AIR CORP SDA TH 4,997.0 (445.7) 28.8 SEALED AIR CORP SDA QT 4,997.0 (445.7) 28.8 SEALED AIR CORP SEE1EUR EU 4,997.0 (445.7) 28.8 SERES THERAPEUTI MCRB US 109.0 (30.6) 40.4 SERES THERAPEUTI 1S9 GR 109.0 (30.6) 40.4 SERES THERAPEUTI MCRB1EUR EU 109.0 (30.6) 40.4 SHELL MIDSTREAM 49M QT 1,898.7 (283.2) 212.4 SHELL MIDSTREAM 49M GR 1,898.7 (283.2) 212.4 SHELL MIDSTREAM 49M TH 1,898.7 (283.2) 212.4 SHELL MIDSTREAM SHLX US 1,898.7 (283.2) 212.4 SI-BONE INC SIBN US 28.4 (20.9) 15.9 SI-BONE INC 2K3 GZ 28.4 (20.9) 15.9 SI-BONE INC 2K3 GR 28.4 (20.9) 15.9 SINO UNITED WORL SUIC US 0.1 (0.1) (0.1) SIRIUS XM HOLDIN RDO GR 8,273.5 (1,375.4) (2,319.9) SIRIUS XM HOLDIN RDO TH 8,273.5 (1,375.4) (2,319.9) SIRIUS XM HOLDIN SIRIEUR EU 8,273.5 (1,375.4) (2,319.9) SIRIUS XM HOLDIN RDO GZ 8,273.5 (1,375.4) (2,319.9) SIRIUS XM HOLDIN SIRI AV 8,273.5 (1,375.4) (2,319.9) SIRIUS XM HOLDIN RDO QT 8,273.5 (1,375.4) (2,319.9) SIRIUS XM HOLDIN SIRI US 8,273.5 (1,375.4) (2,319.9) SIRIUS XM HOLDIN SIRIUSD EU 8,273.5 (1,375.4) (2,319.9) SIRIUS XM HOLDIN SIRI TE 8,273.5 (1,375.4) (2,319.9) SIX FLAGS ENTERT 6FE GR 2,633.4 (1.2) (54.8) SIX FLAGS ENTERT SIX US 2,633.4 (1.2) (54.8) SIX FLAGS ENTERT SIXEUR EU 2,633.4 (1.2) (54.8) SIX FLAGS ENTERT SIXUSD EU 2,633.4 (1.2) (54.8) SLEEP NUMBER COR SNBR US 470.1 (54.4) (280.6) SLEEP NUMBER COR SL2 GR 470.1 (54.4) (280.6) SLEEP NUMBER COR SNBREUR EU 470.1 (54.4) (280.6) TAUBMAN CENTERS TU8 GR 4,335.7 (238.6) - TAUBMAN CENTERS TCO US 4,335.7 (238.6) - TENABLE HOLDINGS TE7 GZ 454.2 132.6 161.0 TENABLE HOLDINGS TE7 GR 454.2 132.6 161.0 TENABLE HOLDINGS TE7 QT 454.2 132.6 161.0 TENABLE HOLDINGS TE7 TH 454.2 132.6 161.0 TENABLE HOLDINGS 0ZC0 LI 454.2 132.6 161.0 TENABLE HOLDINGS TENB US 454.2 132.6 161.0 TESARO INC TSRO US 710.8 (130.8) 457.9 TESARO INC T8S QT 710.8 (130.8) 457.9 TESARO INC TSROEUR EU 710.8 (130.8) 457.9 TESARO INC T8S TH 710.8 (130.8) 457.9 TESARO INC T8S GR 710.8 (130.8) 457.9 TESARO INC TSROUSD EU 710.8 (130.8) 457.9 TOWN SPORTS INTE CLUB US 261.9 (75.4) (16.8) TRANSDIGM GROUP TDG US 12,197.5 (1,808.5) 2,756.9 TRANSDIGM GROUP T7D GR 12,197.5 (1,808.5) 2,756.9 TRANSDIGM GROUP TDGEUR EU 12,197.5 (1,808.5) 2,756.9 TRANSDIGM GROUP T7D QT 12,197.5 (1,808.5) 2,756.9 TRANSDIGM GROUP T7D TH 12,197.5 (1,808.5) 2,756.9 TRANSDIGM GROUP TDGUSD EU 12,197.5 (1,808.5) 2,756.9 TRIUMPH GROUP TG7 GR 3,375.4 (238.1) 382.1 TRIUMPH GROUP TGI US 3,375.4 (238.1) 382.1 TRIUMPH GROUP TGIEUR EU 3,375.4 (238.1) 382.1 TRULIEVE CANNABI TRUL CN 0.1 (0.2) (0.2) TRULIEVE CANNABI TCNNF US 0.1 (0.2) (0.2) TUPPERWARE BRAND TUP GR 1,364.6 (234.6) (153.5) TUPPERWARE BRAND TUP US 1,364.6 (234.6) (153.5) TUPPERWARE BRAND TUP GZ 1,364.6 (234.6) (153.5) TUPPERWARE BRAND TUP QT 1,364.6 (234.6) (153.5) TUPPERWARE BRAND TUP TH 1,364.6 (234.6) (153.5) TUPPERWARE BRAND TUP1EUR EU 1,364.6 (234.6) (153.5) TUPPERWARE BRAND TUP1USD EU 1,364.6 (234.6) (153.5) UNISYS CORP USY1 TH 2,328.0 (1,203.8) 365.0 UNISYS CORP USY1 GR 2,328.0 (1,203.8) 365.0 UNISYS CORP UIS US 2,328.0 (1,203.8) 365.0 UNISYS CORP UIS1 SW 2,328.0 (1,203.8) 365.0 UNISYS CORP UISEUR EU 2,328.0 (1,203.8) 365.0 UNISYS CORP UIS EU 2,328.0 (1,203.8) 365.0 UNISYS CORP USY1 GZ 2,328.0 (1,203.8) 365.0 UNISYS CORP USY1 QT 2,328.0 (1,203.8) 365.0 UNITI GROUP INC 8XC GR 4,570.8 (1,319.4) - UNITI GROUP INC UNIT US 4,570.8 (1,319.4) - VALVOLINE INC 0V4 GR 1,854.0 (358.0) 314.0 VALVOLINE INC 0V4 TH 1,854.0 (358.0) 314.0 VALVOLINE INC VVVEUR EU 1,854.0 (358.0) 314.0 VALVOLINE INC 0V4 QT 1,854.0 (358.0) 314.0 VALVOLINE INC VVV US 1,854.0 (358.0) 314.0 VANTAGE DRILL-UT VTGGF US 1,033.3 (12.5) 222.0 VECTOR GROUP LTD VGR US 1,346.9 (472.4) 137.6 VECTOR GROUP LTD VGR GR 1,346.9 (472.4) 137.6 VECTOR GROUP LTD VGR QT 1,346.9 (472.4) 137.6 VECTOR GROUP LTD VGREUR EU 1,346.9 (472.4) 137.6 VECTOR GROUP LTD VGRUSD EU 1,346.9 (472.4) 137.6 VERISIGN INC VRSN US 1,884.6 (1,401.1) 322.3 VERISIGN INC VRS GR 1,884.6 (1,401.1) 322.3 VERISIGN INC VRS TH 1,884.6 (1,401.1) 322.3 VERISIGN INC VRSNEUR EU 1,884.6 (1,401.1) 322.3 VERISIGN INC VRS GZ 1,884.6 (1,401.1) 322.3 VERISIGN INC VRS QT 1,884.6 (1,401.1) 322.3 VERISIGN INC VRSN* MM 1,884.6 (1,401.1) 322.3 VERISIGN INC VRSNUSD EU 1,884.6 (1,401.1) 322.3 W&T OFFSHORE INC UWV GR 1,102.3 (459.8) 43.2 W&T OFFSHORE INC WTI US 1,102.3 (459.8) 43.2 W&T OFFSHORE INC WTI1EUR EU 1,102.3 (459.8) 43.2 WAYFAIR INC- A W US 1,299.6 (312.2) (239.1) WAYFAIR INC- A 1WF QT 1,299.6 (312.2) (239.1) WAYFAIR INC- A 1WF GR 1,299.6 (312.2) (239.1) WAYFAIR INC- A WEUR EU 1,299.6 (312.2) (239.1) WEIGHT WATCHERS WW6 GR 1,381.5 (841.3) 24.1 WEIGHT WATCHERS WTW US 1,381.5 (841.3) 24.1 WEIGHT WATCHERS WW6 GZ 1,381.5 (841.3) 24.1 WEIGHT WATCHERS WTWEUR EU 1,381.5 (841.3) 24.1 WEIGHT WATCHERS WW6 QT 1,381.5 (841.3) 24.1 WEIGHT WATCHERS WW6 TH 1,381.5 (841.3) 24.1 WEIGHT WATCHERS WTW AV 1,381.5 (841.3) 24.1 WEIGHT WATCHERS WTWUSD EU 1,381.5 (841.3) 24.1 WESTERN UNIO-BDR WUNI34 BZ 8,989.6 (415.3) (902.5) WESTERN UNION W3U TH 8,989.6 (415.3) (902.5) WESTERN UNION W3U GR 8,989.6 (415.3) (902.5) WESTERN UNION WU US 8,989.6 (415.3) (902.5) WESTERN UNION W3U GZ 8,989.6 (415.3) (902.5) WESTERN UNION WUEUR EU 8,989.6 (415.3) (902.5) WESTERN UNION W3U QT 8,989.6 (415.3) (902.5) WESTERN UNION WUUSD EU 8,989.6 (415.3) (902.5) WIDEOPENWEST INC WOW US 2,250.8 (399.3) (68.5) WIDEOPENWEST INC WU5 GR 2,250.8 (399.3) (68.5) WIDEOPENWEST INC WOW1EUR EU 2,250.8 (399.3) (68.5) WIDEOPENWEST INC WU5 QT 2,250.8 (399.3) (68.5) WINGSTOP INC WING US 127.8 (136.3) (5.7) WINGSTOP INC EWG GR 127.8 (136.3) (5.7) WINGSTOP INC WING1EUR EU 127.8 (136.3) (5.7) WINMARK CORP GBZ GR 50.5 (11.7) 7.5 WINMARK CORP WINA US 50.5 (11.7) 7.5 WORKIVA INC WK US 200.4 (12.3) (18.4) WORKIVA INC 0WKA GR 200.4 (12.3) (18.4) WORKIVA INC WKEUR EU 200.4 (12.3) (18.4) WYNDHAM DESTINAT WD5 TH 7,132.0 (509.0) (86.0) WYNDHAM DESTINAT WD5 GR 7,132.0 (509.0) (86.0) WYNDHAM DESTINAT WYND US 7,132.0 (509.0) (86.0) WYNDHAM DESTINAT WD5 QT 7,132.0 (509.0) (86.0) WYNDHAM DESTINAT WYNEUR EU 7,132.0 (509.0) (86.0) WYNDHAM DESTINAT WYNUSD EU 7,132.0 (509.0) (86.0) YELLOW PAGES LTD Y CN 546.1 (145.7) 81.2 YETI HOLDINGS IN 1YN GR 502.6 (37.2) 98.7 YETI HOLDINGS IN 1YN QT 502.6 (37.2) 98.7 YETI HOLDINGS IN 1YN TH 502.6 (37.2) 98.7 YETI HOLDINGS IN YETI US 502.6 (37.2) 98.7 YRC WORLDWIDE IN YRCW US 1,657.6 (328.8) 174.4 YRC WORLDWIDE IN YEL1 GR 1,657.6 (328.8) 174.4 YRC WORLDWIDE IN YEL1 QT 1,657.6 (328.8) 174.4 YRC WORLDWIDE IN YRCWEUR EU 1,657.6 (328.8) 174.4 YRC WORLDWIDE IN YEL1 TH 1,657.6 (328.8) 174.4 YRC WORLDWIDE IN YRCWUSD EU 1,657.6 (328.8) 174.4 YUM! BRANDS INC TGR TH 4,155.0 (7,458.0) (25.0) YUM! BRANDS INC TGR GR 4,155.0 (7,458.0) (25.0) YUM! BRANDS INC YUMUSD SW 4,155.0 (7,458.0) (25.0) YUM! BRANDS INC YUMUSD EU 4,155.0 (7,458.0) (25.0) YUM! BRANDS INC TGR GZ 4,155.0 (7,458.0) (25.0) YUM! BRANDS INC YUM US 4,155.0 (7,458.0) (25.0) YUM! BRANDS INC YUMEUR EU 4,155.0 (7,458.0) (25.0) YUM! BRANDS INC TGR QT 4,155.0 (7,458.0) (25.0) YUM! BRANDS INC YUMCHF EU 4,155.0 (7,458.0) (25.0) YUM! BRANDS INC YUM SW 4,155.0 (7,458.0) (25.0) ********* 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 ***