/raid1/www/Hosts/bankrupt/TCR_Public/190204.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, February 4, 2019, Vol. 23, No. 34
Headlines
2671 CENTERVILLE: Seeks to Hire Greg Levine as Bookkeeper
ACPRODUCTS INC: S&P Assigns 'B' ICR on Purchase of Elkay Wood
ADVANCED COLLISION: Seeks to Hire Baumeister Denz as Counsel
ALLEGANY COLLEGE: S&P Cuts Rating on 2014 Housing Bonds to BB+
AMERIQUEST SECURITY: Taps Matta & Associates as Accountant
APEX CLEANING SUPPLY: Plan and Disclosures Hearing Set for Feb. 26
ASSOCIATED ORAL: Seeks to Hire Wiggam & Geer as Legal Counsel
ATD CAPITOL: Exclusive Solicitation Period Extended Until April 1
ATHANASOU LLC: Case Summary & Unsecured Creditor
BEAUTY BRANDS: Seeks to Hire Ashby & Geddes as Legal Counsel
BEAUTY BRANDS: Seeks to Hire RAS Management, Appoint CRO
BLACK MOUNTAIN: Seeks to Hire CliftonLarsonAllen as Accountant
BURKHALTER RIGGING: Case Summary & 20 Largest Unsecured Creditors
CALATLANTIC GROUP: Egan-Jones Withdraws BB+ Senior Unsec. Rating
CAPITOL SUPPLY: Solicitation Period Extended Until April 1
CAROLINA VALUE: Case Summary & 9 Unsecured Creditors
CECIWONG INC: Taps St. James Law as Local Counsel
CENVEO INC: Egan-Jones Withdraws CC Senior Unsec. Debt Rating
CHARIOTS OF HIRE: Case Summary & 20 Largest Unsecured Creditors
CHESAPEAKE ENERGY: Completes Acquisition of Wildhorse Resource
COBALT COAL: Case Summary & 5 Unsecured Creditors
CONCISE INC: Case Summary & 20 Largest Unsecured Creditors
COOL CONCEPTS: Case Summary & 20 Largest Unsecured Creditors
CYTORI THERAPEUTICS: Gary Lyons Quits as Director
CYTORI THERAPEUTICS: Proposes to Sell Class A & B Units
DIAMOND OFFSHORE: Egan-Jones Lowers Sr. Unsecured Ratings to BB-
ENGINE HOLDING: S&P Cuts ICR to CCC on Continued Revenue Decline
ENTEGRIS INC: S&P Affirms 'BB+' ICR on Versum Materials Merger
FILBIN LAND: Seeks to Hire Donlon Realty as Broker
FLORIDA NEW LIFE: Seeks to Hire Jason A. Burgess as Counsel
FOUR SEASONS: S&P Raises ICR to 'BB' on Rapid Deleveraging
GORDOS RESTAURANT: Seeks to Hire Penachio Malara as Counsel
GREENVILLE CASUALTY: A.M. Best Hikes FSR to B(Fair), Outlook Stable
GREIF INC: S&P Affirms BB ICR Amid Caraustar Deal
HARSCO CORP: Egan-Jones Hikes Sr. Unsecured Debt Ratings to BB+
HG VENTURES: March 7 Disclosures Statement Hearing Set
HG VENTURES: Unsecureds to Get 10% Under Chapter 11 Plan
HISTORIC HABITATS: Unsecureds to Get 25 Cents on Dollar
HOOK & BOIL: Unsecured Creditors to Get 1.8% Dividend Under Plan
HORIZON SHIPBUILDING: Hires Davis & Fields as Special Counsel
ICON CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
INTERNATIONAL IRON: Case Summary & 13 Unsecured Creditors
J CREW GROUP: John Danhakl Quits as Director
J&M MANAGEMENT: Hires Richard S. Feinsilver as Counsel
JACKSON HEWITT: S&P Withdraws 'B' Issuer Credit Rating
JONES ENERGY: Discloses Terms of Potential Transaction
JUDSON COLLEGE: S&P Alters Outlook on 2010 Rev. Bonds to Negative
KB HOME: S&P Alters Outlook to Positive & Affirms 'BB-' ICR
KING FARMS: Seeks to Hire Strawn Law Firm as Counsel
LESLIE'S POOLMART: S&P Alters Outlook to Negative & Affirms B ICR
LMBE-MC HOLDCO II: S&P Rates $475MM Secured Loans 'BB-'
M&P COLLECTIONS: Case Summary & 20 Largest Unsecured Creditors
MAREMONT CORPORATION: Plan Confirmation Hearing Set for March 18
MATRIX BROADCASTING: Estimates Unsecured Claims to Total $56K
MAYFLOWER COMMUNITIES: Files Chapter 11 to Halt Foreclosure
MCP REAL ESTATE: Seeks to Hire Pepper & Nason as Attorney
MISSING LYNX: Creditors to Get Payment Over 4 Years at 12% Interest
NOVAN INC: Provides Business Update
OCEAN STAR PRODUCTIONS: Hires Van Horn Law as Counsel
OMNIL CORPORATION: Case Summary & 9 Unsecured Creditors
ON SEMICONDUCTOR: S&P Affirms 'BB' ICR, Outlook Still Stable
OROVILLE HOSPITAL: S&P Rates $239MM 2019 Revenue Bonds 'BB+'
PERFECT BROW ART: Hires Stretto as Claims and Noticing Agent
PG&E CORP: S&P Cuts Issuer Credit Rating 'D' Amid Bankruptcy Filing
PHILMAR CARE: Seeks to Hire Fife & Company as Accountant
PHOENIX GUARANTOR: S&P Assigns 'B' ICR, Outlook Stable
POINT.360: Seeks to Hire Holthouse Carlin as Accountant
PRAGAT PURSHOTTAM: May Use Cash Collateral Until Feb. 22
RAYCO MACHINE: Seeks Authorization to Use Cash Collateral
RB SMITH LAND: Taps Protax Service as Accountant
REMARKABLE HEALTHCARE: Needs Access to Cash for Additional 75 Days
RENTECH INC: Egan-Jones Withdraws D Senior Unsec. Debt Ratings
RESOLUTE SECURITY: Case Summary & 9 Unsecured Creditors
RICHLAND FARMS: Seeks to Hire RLR, Ahlgren as Counsel
ROCKIN ARTWORK: Seeks to Hire Force 10 as Investment Banker
ROCKIN ARTWORK: Seeks to Hire Levene Neale as Counsel
SAS HEALTHCARE: Case Summary & 20 Largest Unsecured Creditors
SCHULDNER LLC: Hires Coldwell Banker as Real Estate Broker
SEABROOK DENTAL: Authorized to Use Cash Collateral Through April 30
SHARING ECONOMY: Terminates Letter Agreement with BM Nine
SPANISH BROADCASTING: Chief Financial Officer Retires
STRUSS FARMS: Seeks to Hire Murphy Taylor as Counsel
THURSTON MANUFACTURING: Hires Goosman Law Firm as Attorney
TIARA PARKDALE: Case Summary & Unsecured Creditor
TOLLWAY LLC: Case Summary & 20 Largest Unsecured Creditors
TOPGOLF INTERNATIONAL: S&P Assigns 'B-' ICR, Outlook Stable
VAN'S LAUNDROMATS: Seeks to Hire Keller Williams as Realtor
VANGUARD NATURAL: Two Directors Elected to Fill Vacancies
WEATHERFORD INTERNATIONAL: Incurs $2.1 Billion Net Loss in Q4
WESTERN COMMUNICATIONS: Seeks to Hire Tonkon Torp as Counsel
WILKENS 2003: Case Summary & Unsecured Creditor
WILLIAMS PLUMBING: Seeks Authority to Use Kabbage Cash Collateral
WILLIAMS PLUMBING: Seeks Authority to Use On Deck Cash Collateral
WILLIAMS PLUMBING: Wants to Use BFS Capital Cash Collateral
WILLIAMS PLUMBING: Wants to Use Par Funding Cash Collateral
WILMA'S DEN: Secured Creditor Files Chapter 11 Plan
WOK HOLDINGS: S&P Assigns 'B' ICR on TriArtisan and Paulson Deal
[^] BOND PRICING: For the Week from January 28 to February 1, 2019
*********
2671 CENTERVILLE: Seeks to Hire Greg Levine as Bookkeeper
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2671 Centerville Hwy LLC seeks authority from the U.S. Bankruptcy
Court for the Northern District of Georgia to employ Greg Levine,
as bookkeeper to the Debtor.
2671 Centerville requires Greg Levine to:
(A) advise, assist and represent the Debtor in connection with
analysis of the assets, liabilities and financial
condition of the Debtor and other matters relating to the
business of the Debtor and the preparation of the monthly
operating reports and aide in filing of schedules, lists
and statements, compliance with the United States
Trustee's guidelines;
(B) provide support and assistance to Debtor with regard to
the proper receipt, disbursement and accounting for funds
and property of the estate; and
(C) perform any and all other accounting services incident or
necessary to the proper administration of this case and
the representation of the Debtor in the performance
of the Debtor's duties and exercise of the Debtor's rights
and powers under the Bankruptcy Code and Bankruptcy
Rules.
Greg Levine will be paid $350 per month. Greg Levine will also be
reimbursed for reasonable out-of-pocket expenses incurred.
Greg Levine, 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.
About 2671 Centerville Hwy LLC
Based in Atlanta, Georgia, 2671 Centerville Hwy, LLC, filed a
voluntary Chapter 11 petition (Bankr. N.D. Ga. Case No. 18-71822)
on Dec. 31, 2018, estimating under $50,000 in assets and under $1
million in debt. The petition was signed by Sabi Varon, managing
member. Ian M. Falcone, Esq., at The Falcone Law Firm, P.C.,
serves as the Debtor's counsel.
ACPRODUCTS INC: S&P Assigns 'B' ICR on Purchase of Elkay Wood
-------------------------------------------------------------
Kitchen and bath cabinet manufacturer ACProducts Inc. is acquiring
Elkay Wood Products Co., another maker of cabinets, for $250
million. The company plans to issue a $400 million first-lien term
loan due 2024 and a $103 million second-lien term loan due 2024.
On Jan. 30, 2018, S&P Global Ratings assigned its 'B' issuer credit
rating to ACProducts.
S&P said, "At the same time, we assigned our 'B+' issue-level
rating to the proposed first-lien term loan and 'CCC+' issue-level
rating to the proposed second-lien term loan, with recovery
ratings, respectively, of '2' and '6'.
"The 'B' issuer credit rating reflects ACProducts' high leverage,
with pro-forma debt/EBITDA of around 5.5x; its relative position in
the market compared to much larger and better capitalized
competitors; its ownership by a financial sponsor; and the risk
inherent in its acquisition and integration of Elkay.
"The stable outlook reflects our belief that ACProducts will
generate earnings that result in leverage of between 4.5x and 5.0x
over the next 12 months. Earnings will be supported by relatively
steady demand from new home construction and modest growth in the
repair and remodeling markets. In addition, we expect the Elkay and
other recent acquisitions to lead to improved earnings and gradual
deleveraging.
"We could lower the rating if debt to EBITDA begins trending
towards 7.0x and EBITDA interest coverage falls to less than 2.0x,
which could occur from any combination of earnings deterioration,
integration issues, more debt-funded acquisitions, or
shareholder-friendly activities. We also view a downgrade as
possible if there is an unexpected pullback in discretionary
consumer spending or if housing starts fell from current levels
such that EBITDA generation declined by 30%.
"We are unlikely to raise the rating over the next 12 months given
the company's private-equity ownership, ongoing integration of
Elkay, and pro forma debt leverage of about 5.5x. We expect that
the company's financial sponsors will use its cash flow to invest
in internal operations and to reduce leverage, via EBITDA growth,
to slightly less than 5.0x by the end of fiscal year 2019. We could
raise the rating, however, if EBITDA improves such that
debt-to-EBITDA leverage, with a commitment by the controlling
financial sponsors, is sustained at less than 4.0x."
ADVANCED COLLISION: Seeks to Hire Baumeister Denz as Counsel
------------------------------------------------------------
Advanced Collision, Inc. seeks authority from the U.S. Bankruptcy
Court for the Western District of New York to hire Baumeister Denz,
LLP as its legal counsel.
The firm will provide legal services to the Debtor in connection
with its Chapter 11 case.
Arthur Baumeister, Jr., Esq., a partner at Baumeister Denz and the
attorney who will be handling the case, will charge $300 per hour
for his services.
Mr. Baumeister attests that his firm neither holds nor represents
any interest adverse to the Debtor, the bankruptcy estate,
creditors or other "parties in interest."
The firm can be reached at:
Arthur G. Baumeister, Jr., Esq.
Baumeister Denz, LLP
174 Franklin Street
Buffalo, New York 14202
Phone: 716-852-1300
Fax: 716-852-1344
About Advanced Collision Inc.
Advanced Collision, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. N.Y. Case No. 19-10083) on January 17,
2019. The case has been assigned to Judge Michael J. Kaplan.
ALLEGANY COLLEGE: S&P Cuts Rating on 2014 Housing Bonds to BB+
--------------------------------------------------------------
S&P Global Ratings lowered its long-term rating on Maryland
Economic Development Corp. (MEDCO)'s series 2014 student housing
revenue refunding bonds, issued for Allegany College Housing LLC
(ACH) to 'BB+' from 'BBB-'. The outlook is negative. ACH is a
not-for-profit corporation organized for the sole purpose of
constructing student housing for the Allegany College of Maryland
(ACM).
S&P said, "The downgrade and negative outlook reflect our opinion
of decreases in occupancy from about 100% for seven years to 90% in
fall 2017 and 81% in fall 2018, as well as a projected debt service
coverage (DSC) of 1.1x annual net revenue according to ACH's debt
service calculation. The lower coverage would violate a covenant to
keep annual DSC above 1.25x; however, it would not constitute a
default as long as ACH's annual DSC is above 1.0x and the college
agrees to hire a financial consultant per the borrower's request.
We expect sustained pressure on occupancy that will continue to
pressure ACH's ability to remain above 1.0x coverage, although
management has indicated the college could be willing assist ACH's
meet its covenants.
"The negative outlook reflects our expectation that occupancy will
likely continue to decrease and ACH could fail to generate DSC
above 1.0x. We anticipate that the college will continue to support
the project; however, because there is no obligation to so, we view
this is as an additional risk, should the college chose to not
dedicate resources to ensure the project meets its obligations."
AMERIQUEST SECURITY: Taps Matta & Associates as Accountant
----------------------------------------------------------
Ameriquest Security Service seeks approval from the U.S. Bankruptcy
Court for the Central District of California to hire Matta &
Associates as its accountant.
The services to be provided by the firm include the preparation of
financial statements, monthly operating reports and tax returns.
The Debtor proposes to pay the firm an initial retainer of $12,000
and a monthly fee of $4,000. The work done for preparing income
tax returns will be billed separately. Any additional accounting
services requested will be billed at an hourly rate of $300.
Matta & Associates does not hold any interest adverse to the
Debtor's estate, creditors and equity security holders, according
to court filings.
The firm can be reached through:
Matthew A. Matta
Matta & Associates
2575 McCabe Way
Irvine, CA 90045
Phone: (310) 500-8840
About Ameriquest Security Service
Ameriquest Security Service is in the security guard service
business based in Culver City, California. Ameriquest filed a
Chapter 11 petition (Bankr. C.D. Cal. Case No. 18-21241) on Sept.
25, 2018. In the petition signed by Akram Gendy, president and
CEO, the Debtor estimated $100,000 to $500,000 in assets and $1
million to $10 million in liabilities.
The Hon. Julia W. Brand oversees the case.
Michael Jay Berger, Esq., at the Law Offices of Michael Jay Berger,
serves as bankruptcy counsel.
APEX CLEANING SUPPLY: Plan and Disclosures Hearing Set for Feb. 26
------------------------------------------------------------------
Bankruptcy Judge Jeffery A. Deller issued an order conditionally
approving APEX Cleaning Supply, Inc.'s small business disclosure
statement, dated Jan. 17, 2018, referring to its chapter 11 plan.
Feb. 19, 2019 is fixed as the last day written acceptances or
rejections of the plan, and written objections to the disclosure
statement and/or to confirmation of the plan.
Feb. 26, 2019 at 10:00 a.m. is the date and time fixed for final
hearing on the disclosure statement and confirmation of the plan.
About Apex Cleaning Supply
Apex Cleaning Supply, Inc., is a full line janitorial supply and
service company located in Uniontown, Pennsylvania. The company's
service division has been in business for over 25 years. The
company specializes in daily maintenance, post construction
clean-up, stripping and refinishing all types of flooring, carpet
cleaning, kitchen degreasing, window cleaning and more.
Apex Cleaning Supply filed a Chapter 11 petition (Bankr. W.D. Pa.
Case No. 17-25033) on Dec. 15, 2017. The petition was signed by
Mark Suchevits, president/owner. Donald R. Calaiaro, Esq., at
Calaiaro Valencik. At the time of filing, the Debtor estimated
$100,000 to $500,000 in assets and $1 million to $10 million in
estimated liabilities.
ASSOCIATED ORAL: Seeks to Hire Wiggam & Geer as Legal Counsel
-------------------------------------------------------------
Associated Oral Specialties, Inc. seeks authority from the U.S.
Bankruptcy Court for the Northern District of Georgia to hire
Wiggam & Geer, LLC as its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; conduct examinations; represent the Debtor with
respect to a bankruptcy plan; and provide other legal services in
connection with its Chapter 11 case.
The firm charges $400 per hour for the services of its attorneys
and $150 per hour for legal assistants.
Wiggam & Geer received a $30,300 retainer, of which $1,717 was used
to pay the filing fee. The firm billed $6,517 in pre-bankruptcy
legal fees.
Will Geer, Esq., at Wiggam & Geer, attests that he and his firm
neither hold nor represent any interest adverse to the Debtor or
its bankruptcy estate.
The firm can be reached through:
Will B. Geer, Esq.
Wiggam & Geer, LLC
50 Hurt Plaza, SE, Suite 1245
Atlanta, GA 30303
Phone: (678) 587-8740
Fax: (404) 287-2767
Email: wgeer@wiggamgeer.com
About Associated Oral Specialties
Associated Oral Specialties, Inc. --
https://associatedoralspecialties.com/ -- is a provider of
comprehensive oral specialty care in Atlanta, Georgia.
AssociatedOral offers CBCT scans, digital x-rays, root canal
(Endodontic) therapy, root canal (Endodontic) retreatment, root
canal surgery (Apicoectomy), cure for traumatic dental injuries,
incision and drainage, biopsy, implants, sedation dentistry,
preprosthetic surgery, alveoplasty, frenectomy, sleep apnea
treatment, bone grafting, and IV Conscious sedation services.
Associated Oral Specialties filed a Chapter 11 petition (Bankr.
N.D. Ga. Case No. 19-50715) on Jan. 14, 2019. In the petition
signed by Freddie J. Wakefield, Jr., chief executive officer, the
Debtor disclosed $249,928 in assets and $1,503,794 in debt. The
Debtor tapped Will B. Geer, Esq. at Wiggam & Geer, LLC, as its
legal counsel.
ATD CAPITOL: Exclusive Solicitation Period Extended Until April 1
-----------------------------------------------------------------
Judge Erik Kimball of the U.S. Bankruptcy Court for the Southern
District of Florida issued an order extending the deadline for ATD
Capitol, LLC to solicit acceptances for its Chapter 11 plan of
reorganization to April 1.
ATD Capitol's current exclusive filing period expired on Feb. 1.
ATD Capitol and its parent Capitol Supply, Inc. on Jan. 18 filed a
joint reorganization plan, which proposes to pay unsecured
creditors 0.2% of their claims.
The court will consider confirmation of the plan on Feb. 28 and
final approval of the companies' disclosure statement, which it
conditionally approved on Jan. 23.
About ATD Capitol
ATD Capitol, LLC, was incorporated on Aug. 12 2015, and is in the
office and public building furniture business. ATD is an affiliate
of Capitol Supply, Inc., which sought bankruptcy protection (Bankr.
S.D. Fla. Case No. 17-21544) on Sept. 20, 2017.
ATD Capitol, LLC, based in Boca Raton, FL, filed a Chapter 11
petition (Bankr. S.D. Fla. Case No. 17-22257) on Oct. 9, 2017. In
the petition signed by Robert J. Steinman, president, the Debtor
estimated $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. The Hon. Paul G. Hyman, Jr. presides over
the case. Bradley Shraiberg, Esq., at Shraiberg Landau & Page,
P.A., serves as bankruptcy counsel to the Debtor. An official
committee of unsecured creditors has not yet been appointed in the
Chapter 11 case.
ATHANASOU LLC: Case Summary & Unsecured Creditor
------------------------------------------------
Debtor: Athanasou, LLC
100 South Pointe Dr, TH-15
Miami Beach, FL 33139
Business Description: Athanasou, LLC is a privately held
Florida Limited Liability Company founded
in 2016.
Chapter 11 Petition Date: January 31, 2019
Court: United States Bankruptcy Court
Southern District of Florida (Miami)
Case No.: 19-11372
Judge: Hon. Laurel M. Isicoff
Debtor's Counsel: Joel M. Aresty, Esq.
JOEL M. ARESTY P.A.
309 1st Ave S
Tierra Verde, FL 33715
Tel: 305.904-1903
Fax: 800-559-1870
E-mail: aresty@mac.com
aresty@icloud.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Gregory Galanis, manager.
The Debtor lists Centennial Bank Angelo & Banta as its sole
unsecured creditor holding an unknown amount of claim.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/flsb19-11372.pdf
BEAUTY BRANDS: Seeks to Hire Ashby & Geddes as Legal Counsel
------------------------------------------------------------
Beauty Brands, LLC and its debtor affiliates seek approval from the
U.S. Bankruptcy Court for the District of Delaware to hire Ashby &
Geddes, P.A. as their legal counsel.
The firm will advise the Debtors of their rights, powers and duties
in the continued management and operation of their business; assist
the Debtors in any potential sale of their assets; take all
necessary actions in connection with a bankruptcy plan; and provide
other legal services in connection with their Chapter 11 cases.
Ashby & Geddes' current standard hourly rates are:
Gregory A. Taylor Director $585
Stacy L. Newman Counsel $465
Katharina Earle Associate $315
David F. Cook Associate $300
Chris Warnick Paralegal $240
Partners $540 to $795
Counsel and associates $300 to $465
Paralegals $240 to $250
Legal secretaries $200
Gregory Taylor, Esq., director of Ashby & Geddes, attests that his
firm is a "disinterested person" under section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Gregory A. Taylor, Esq.
Stacy L. Newman, Esq.
Katharina Earle, Esq.
David F. Cook, Esq.
Ashby & Geddes
500 Delaware Avenue
P.O. Box 1150
Wilmington, DE 19899
Phone: (302) 654-1888
Fax: (302) 654-2067
About Beauty Brands
Founded in 1995 and headquartered in Kansas City, Missouri, Beauty
Brands, LLC, et al., operate specialty beauty stores under the
trade name "Beauty Brands" that provide salon and spa services and
retail and third-party branded beauty products. Beauty Brands --
https://www.beautybrands.com/ -- currently operate 58 retail
locations in Kansas, Texas, Oklahoma, North Carolina, Arizona,
Colorado, Illinois, Nebraska, Iowa, Indiana, Ohio, and Missouri,
and an e-commerce business managed out of its distribution center
located in Lenexa, Kansas. As of the Petition Date, the Company
employed approximately 1,571 people.
Beauty Brands, LLC, and two affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 19-10031) on Jan. 6, 2019.
Beauty Brands estimated assets of $10 million to $50 million and
liabilities of the same range.
The Debtors tapped Ashby & Geddes, P.A., as counsel; Lazard Middle
Market as investment banker; RAS Management Advisors, LLC as
restructuring advisor; Hilco Merchant Resources, LLC, as sale and
liquidation agent; and Donlin, Recano & Company, Inc., as claims
and noticing agent.
BEAUTY BRANDS: Seeks to Hire RAS Management, Appoint CRO
--------------------------------------------------------
Beauty Brands, LLC and its debtor affiliates seek approval from the
U.S. Bankruptcy Court for the District of Delaware to hire RAS
Management Advisors, LLC and appoint the firm's president Timothy
Boates as their chief restructuring officer.
The CRO and his firm will provide these services:
a. direct the management of all aspects of the Debtors'
operations, including all initiatives related to managing their
financial operations;
b. evaluate the Debtors' cash and liquidity requirements,
including the development and review of cash flow projections,
revenue projections and all other financial and accounting
information;
c. direct the efforts of the Debtors' management, employees
and external professionals in connection with their day-to-day
operations and any sale or restructuring initiatives;
d. direct the formulation of a plan of reorganization, if
applicable;
e. manage the obligations owed by the Debtors to their
creditors; and
f. provide other services in connection with the analysis and
negotiation of a sale or restructuring initiative.
RAS Management's rates are:
Daily Hourly
----- ------
Timothy Boates $6,000 $600
Michael Rizzo $4,000 $400
Patrick Carew $3,500 $350
The firm initially received a retainer in the amount of $200,000
from the Debtors and continues to hold $200,000 as a retainer.
Mr. Boates disclosed in a court filing that his firm has not
represented any entity in matters related to the Debtors'
bankruptcy cases.
RAS Management can be reached through:
Timothy D. Boates
RAS Management Advisors, LLC
1285 Sharps Cove Road
Gurley, AL 35748
Phone: 256-776-4989
Fax: 256-776-4990
Email: tboates@rasmanagement.com
About Beauty Brands
Founded in 1995 and headquartered in Kansas City, Missouri, Beauty
Brands, LLC, et al., operate specialty beauty stores under the
trade name "Beauty Brands" that provide salon and spa services and
retail and third-party branded beauty products. Beauty Brands --
https://www.beautybrands.com/ -- currently operate 58 retail
locations in Kansas, Texas, Oklahoma, North Carolina, Arizona,
Colorado, Illinois, Nebraska, Iowa, Indiana, Ohio, and Missouri,
and an e-commerce business managed out of its distribution center
located in Lenexa, Kansas. As of the Petition Date, the Company
employed approximately 1,571 people.
Beauty Brands, LLC, and two affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 19-10031) on Jan. 6, 2019.
Beauty Brands estimated assets of $10 million to $50 million and
liabilities of the same range.
The Debtors tapped Ashby & Geddes, P.A., as counsel; Lazard Middle
Market as investment banker; RAS Management Advisors, LLC as
restructuring advisor; Hilco Merchant Resources, LLC, as sale and
liquidation agent; and Donlin, Recano & Company, Inc., as claims
and noticing agent.
BLACK MOUNTAIN: Seeks to Hire CliftonLarsonAllen as Accountant
--------------------------------------------------------------
Black Mountain Golf & Country Club seeks approval from the U.S.
Bankruptcy Court for the District of Nevada to hire
CliftonLarsonAllen, LLP as its accountant.
The firm will assist the Debtor in the preparation of its 2018
federal tax return.
The firm's standard rates range from $130 to $180 per hour for
paraprofessionals and junior accountants, $190 to $315 per hour for
senior accountants and managers, and $310 to $485 per hour for
principals.
CliftonLarsonAllen is "disinterested" as defined in section 101(14)
of the Bankruptcy Code, according to court filings.
The firm can be reached through:
Amber Beason
CliftonLarsonAllen LLP
10845 Griffith Peak Drive, Suite 550
Las Vegas, NV 89135
Phone: 702-933-8200
Fax: 702-933-8150
Email: amber.beason@CLAconnect.com
About Black Mountain Golf & Country Club
Based in Henderson, Nevada, Black Mountain Golf & Country Club is a
member-owned golf facility open to the public. It is a non-profit
corporation and a tax-exempt entity.
Black Mountain Golf & Country Club, Inc., sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No.
17-11540) on March 30, 2017. The petition was signed by Larry
Tindall, president. At the time of the filing, the Debtor
estimated its assets at $10 million to $50 million and debts at $1
million to $10 million.
The case is assigned to Judge Bruce T. Beesley.
Morris Polich & Purdy LLP, now known as Clark Hill PLC, is the
Debtor's legal counsel. The Debtor employed Coffey & Rader CPA as
its accountant and Harper Appraisal, Inc., as appraiser. The
Debtor hired Ray Fredericksen of Per4mance Engineering in
connection with its efforts to rezone its property.
No trustee, examiner or official committee has been appointed.
On June 28, 2018, the Court confirmed the Debtor's First Amended
Plan of Reorganization.
BURKHALTER RIGGING: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Three affiliates that have filed voluntary petitions seeking relief
under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Burkhalter Rigging, Inc. 19-30495
16525 FM 521
Rosharon, TX 77583
Burkhalter Transport, Inc. 19-30496
Burkhalter Specialized Transport, LLC 19-30497
Business Description: Burkhalter --
http://www.burkhalter.net-- provides
complete solutions in engineered heavy
lifting, rigging, and transport for
petrochemical, power, civil, and marine
industries around the world. The Company
has locations in Columbus, Mississippi, and
Houston, Texas, and sales offices located
throughout the United States.
Chapter 11 Petition Date: January 31, 2019
Court: United States Bankruptcy Court
Southern District of Texas (Houston)
Judge: Hon. Marvin Isgur
Debtors' Counsel: Marcus Alan Helt, Esq.
FOLEY & LARDNER LLP
2021 McKinney Avenue, Ste. 1600
Tel: 214-999-3000
Dallas, TX 75201
E-mail: mhelt@foley.com
Burkhalter Rigging's
Estimated Assets: $10 million to $50 million
Burkhalter Rigging's
Estimated Liabilities: $10 million to $50 million
The petition was signed by Brooke Burkhalter, president.
A full-text copy of Burkhalter Rigging's petition is available for
free at: http://bankrupt.com/misc/txsb19-30495.pdf
Consolidated List of Debtors' 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Tortorigi Hauling Inc. Trade Debt $545,751
PO Box 13
Trussville, AL 35173
Joseph Tortorigi
Tel: 205-655-8785
Email: Joseph@Tortorigi.com
McDonough Marine Service Trade Debt $533,361
3500 N Causeway Blvd
Suite 900
Manvel, TX 77578
Christine Wale
Tel: 504-780-8100
Email: Cwale@mcdonoug
Fagioli Inc. Trade Debt $401,688
21310 Hwy 6
Manvel, TX 77578
Federico Dallaglio
Tel: 281-997-3434
Email: f.dallaglio@fagioli.com
Buckner Heavylift Cranes LLC Trade Debt $389,138
4732 NC 54 E
Graham, NC 27253
Michael Holt
Tel: 336-376-8888
Email: michaelh@bucknercompanies.com
Hovago Galvanistraat Trade Debt $357,000
35 3316 GH
Dordrecht
The Netherlands
Marcel kRiemslag
Tel: 31-10-892-0475
Email: Riemslag@hovago.com
Trinity Logistics Inc. Trade Debt $348,530
PO Box 62702
Baltimore, MD
21264-2702
Tel: 302-536-2466
Email: hannah.rogers@trinitylogistics.com
Maxim Crane Works Trade Debt $321,237
Lockbox 774389
4389 Solutions Center
Chicago, IL 60677
Kelly Shelton
Tel: 979-233-6361
Email: kshelton@maximcrane.com
Capital City Group, Inc. Trade Debt $272,418
2299 Performance Way
Columbus, OH 43209
Nick Salvatore
Tel: 614-278-2120
Email: nsalvatore@ccgroup-inc.com
Creative Lodging Solutions LLC Trade Debt $242,971
PO Box 896065
Charlotte, NC 28289
Lindsay Herrington
Tel: 859-381-1825
Email: lindsey.herrington@yourcls.com
Ritter Forest Products Inc. Trade Debt $223,517
PO Box 1265
Nederland, TX 77627
Sharon Hartford
Tel: 713-673-4800
Email: sharon@ritterlumber.net
Riss Cargo Management Trade Debt $164,225
One St. Louis Centre
Suite 5000
Mobile, AL 36602
Christi Smith
Tel: 251-219-3348
Email: csmith@risscargo.com
Ceres Consulting LLC Trade Debt $139,800
3808 kCookson Road
East Saint Louis, IL 62201
Diana Szolga
Tel: 618-271-7903
Email: dianas@ceresbarg.com
Fleet Management Trade Debt $119,945
221 N Hogan St.
Suite 367
Jacksonville, FL 32202
Heather Dale
Tel: 904-516-9940
Email: heather@fmsgl.com
Heath & Lineback Engineers Inc. Professional $118,500
2390 Canton Rd Services
Building 200
Marietta, GA 30066
Tel: 770-424-1668
Email: pzachary@heath-lineback.com
Roadrunner Transportation Trade Debt $115,968
PO Box 95000
Chicago, IL
60694-5000
Michael Wildt
Tel: 888-656-8848
Email: mwildt@ascentgl.com
Central Boat Rentals Inc. Trade Debt $104,269
PO box 2545
Morgan City, LA
70381
Don Orlando
Tel: 985-384-8200
Email: don@centralboat.com
American Mat & Timber Co. Trade Debt $104,257
PO Box 262448
Houston, TX 77207
Cindy Andrews
Tel: 713-645-0694
Email: candrews@americanmatandtimber.com
Thoma Engineering LLC Trade Debt $76,187
8784 S. County Rd., 33
Dothan, AL 36301
Kenco Bucket Trucks LLC Trade Debt $75,854
PO box 3140
Dept 450
Houston, TX 77253
Randy Starnes
Tel: 281-459-3100
Email: randy@highloads.com
Dozier Crane Inc. Trade Debt $75,564
156 Pine Barren Rd
Pooler, GA 31322
John Schenger
Tel: 912-748-2684
CALATLANTIC GROUP: Egan-Jones Withdraws BB+ Senior Unsec. Rating
----------------------------------------------------------------
Egan-Jones Ratings Company, on January 25, 2019, withdrew its 'BB+'
foreign currency and local currency senior unsecured ratings on
debt issued by CalAtlantic Group Inc. /old.
CalAtlantic Group, Inc. is a home construction company based in
Arlington, Virginia and was America's 4th largest homebuilder as of
2016. The company built homes for more than 113,000 families during
its 46-year history. In June 2015, Standard Pacific Homes and
Ryland Homes announced the companies were merging.
CAPITOL SUPPLY: Solicitation Period Extended Until April 1
----------------------------------------------------------
Judge Erik Kimball of the U.S. Bankruptcy Court for the Southern
District of Florida issued an order extending the deadline for
Capitol Supply, Inc. to solicit acceptances for its Chapter 11 plan
of reorganization to April 1.
Capitol Supply's current exclusive filing period expired on
Feb. 1.
Capitol Supply and its subsidiary ATD Capitol, LLC on Jan. 18 filed
a joint reorganization plan, which proposes to pay unsecured
creditors 0.2% of their claims.
The court will consider confirmation of the plan on Feb. 28 and
final approval of the companies' disclosure statement, which it
conditionally approved on Jan. 23.
About Capitol Supply
Since 1983, Capitol Supply, Inc., has provided the United States
Government, the U.S. Military, State and local government agencies
and consumer and commercial customers worldwide various products
needed to operate their businesses. Capitol Supply offers office
supply, office furniture, hardware, tools, auto parts, cleaning
supplies, dorms and quarters, package room, and GSA schedule
needs.
Capitol Supply was formerly known as Capitol Furniture Distributing
Company and changed its name to Capitol Supply, Inc., in March
2005.
Capitol Supply, based in Boca Raton, Florida, filed a Chapter 11
petition (Bankr. S.D. Fla. Case No. 17-21544) on Sept. 20, 2017.
In the petition signed by CEO Robert J. Steinman, the Debtor
estimated $1 million to $10 million in assets and liabilities.
The Hon. Erik P. Kimball oversees the case.
Bradley S. Shraiberg, Esq., at Shraiberg Landaue & Page, P.A.,
serves as bankruptcy counsel to the Debtor. The Debtor tapped
Holly A. Roth and Reed Smith LLP as special counsel to assist the
Debtor with matters relating to the claims raised under the False
Claims Act by the United States of America against the Debtor,
including reviewing and negotiating a proposed settlement with
respect to such claims.
CAROLINA VALUE: Case Summary & 9 Unsecured Creditors
----------------------------------------------------
Debtor: Carolina Value Village, Inc.
620 Montana Drive
Charlotte, NC 28216
Business Description: Carolina Value Village, Inc. is a family
thrift store serving Charlotte, Greensboro,
Kannapolis, Mooresville, and all surrounding
communities. Carolina Value offers a
variety of items, including: women's
clothes, men's clothes, children's clothing,
jewelry, housewares, furniture, collectible,
treasures, and more.
On the web:
https://www.carolinavaluevillage.com/
Chapter 11 Petition Date: February 1, 2019
Court: United States Bankruptcy Court
Western District of North Carolina (Charlotte)
Case No.: 19-30144
Judge: Hon. Laura T. Beyer
Debtor's Counsel: John R. Miller, Jr., Esq.
RAYBURN COOPER & DURHAM, P.A.
1200 The Carillon
227 West Trade Street
Charlotte, NC 28202
Tel: 704-334-0891
E-mail: jmiller@rcdlaw.net
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Larry Pearson, president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's nine unsecured creditors is available for free
at:
http://bankrupt.com/misc/ncwb19-30144.pdf
CECIWONG INC: Taps St. James Law as Local Counsel
-------------------------------------------------
CeCiWong, Inc., received approval from the U.S. Bankruptcy Court
for the Northern District of California to hire St. James Law,
P.C., as local counsel.
The firm will assist the Debtor in the preparation and
implementation of its Chapter plan of reorganization and will
provide other legal services as tasked and assigned by its lead
counsel Michael Jones & Associates.
Michael St. James, Esq., the attorney who will be providing the
services, charges an hourly fee of $625.
The firm received a pre-payment deposit of $2,500, of which $902
was applied to its pre-bankruptcy fees.
St. James Law neither holds nor represents any interest adverse to
the Debtor and its bankruptcy estate, according to court filings.
The firm can be reached through:
Michael St. James, Esq.
St. James Law, P.C.
22 Battery Street, Suite 888
San Francisco, CA 94111
Phone: (415) 391-7566
Fax: (415) 391-7568
E-mail: michael@stjames-law.com
About CeciWong Inc.
CeCiWong, Inc. -- http://www.worldofceciwong.com/-- is in the
jewelry, precious stones and precious metals business. CeCiWong
sought relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D.
Cal. Case No. 18-31385) on Dec. 21, 2018. At the time of the
filing, the Debtor disclosed $3,137,729 in assets and $5,674,492 in
liabilities. The case has been assigned to Judge Hannah L.
Blumenstiel. Michael Jones & Associates, PC is the Debtor's
counsel.
CENVEO INC: Egan-Jones Withdraws CC Senior Unsec. Debt Rating
-------------------------------------------------------------
Egan-Jones Ratings Company, on January 25, 2019, withdrew its 'CC'
foreign currency and local currency senior unsecured ratings on
debt issued by Cenveo Incorporated. EJR also withdrew its 'D'
rating on commercial paper issued by the Company.
Cenveo Incorporated is a company based in Stamford, Connecticut. It
is engaged in the manufacture of various print-related products.
CHARIOTS OF HIRE: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Chariots of Hire, Inc.
1204 Topside Road
Louisville, TN 37777-5505
Business Description: Chariots of Hire is a transportation company
in Louisville, Tennessee. The Company's
fleet includes sedans (Cadillac, Mercedes &
Town Cars), SUVs (Navigators & Escalades),
passenger Limousines, Sprinter vans,
passenger mini buses, passenger mid-size
buses, passenger executive bus, and
passenger motor coaches.
Chapter 11 Petition Date: February 1, 2019
Court: United States Bankruptcy Court
Eastern District of Tennessee (Knoxville)
Case No.: 19-30281
Judge: Hon. Suzanne H. Bauknight
Debtor's Counsel: C. Dan Scott, Esq.
SCOTT LAW GROUP, PC
P.O. Box 547
Seymour, TN 37865
Tel: (865) 246-1050
Fax: (865) 321-8378
E-mail: dan@scottlawgroup.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by John Mark Parsons, president.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at
http://bankrupt.com/misc/tneb19-30281_creditors.pdf
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/tneb19-30281.pdf
CHESAPEAKE ENERGY: Completes Acquisition of Wildhorse Resource
--------------------------------------------------------------
Chesapeake Energy Corporation has completed its acquisition of
WildHorse Resource Development Corporation (NYSE:WRD). The merger
was previously approved by Chesapeake shareholders and WildHorse
stockholders at special meetings held on Jan. 31, 2019.
At the election of each WildHorse common stockholder, the
consideration consisted of either 5.989 shares of Chesapeake common
stock or a combination of 5.336 shares of Chesapeake common stock
and $3.00 in cash, in exchange for each share of WildHorse common
stock.
As a result of the merger, WildHorse common stock will no longer be
listed for trading on the New York Stock Exchange.
Doug Lawler, Chesapeake's chief executive officer, commented, "In
2018, Chesapeake Energy continued to build upon our track record of
consistent business delivery and transformational progress through
both financial and operating improvements. The addition of the
WildHorse assets to our high-quality, diverse portfolio, combined
with our operating expertise and experience, provides another oil
growth engine with significant oil inventory for years to come and
gives us tremendous flexibility and optionality to help achieve our
strategic goals."
In conjunction with the closing, and as previously announced under
the terms of the merger agreement, David W. Hayes has joined the
Chesapeake board, effective immediately. In addition, Jay C.
Graham will be appointed to fill the next vacancy on the Chesapeake
board.
In a separate vote at the special meeting, Chesapeake shareholders
approved a proposal to amend Chesapeake's restated certificate of
incorporation to increase the number of authorized shares of
Chesapeake common stock from 2,000,000,000 shares to 3,000,000,000
shares.
Credit Facility Amendments
In connection with the merger, Chesapeake entered into the First
Amendment to its Credit Agreement, dated as of Sept. 12, 2018,
which, among other things, expressly permitted Chesapeake's initial
investment in WildHorse. An amendment to WildHorse's Credit
Agreement, dated as of Dec. 19, 2016, was also entered into to
amend certain provisions to permit the merger and to permit
borrowings under the WildHorse Credit Agreement to be used to
redeem or repurchase WildHorse's senior notes so long as certain
conditions are met. A supplement to WildHorse's Indenture, dated
as of Feb. 1, 2017, governing WildHorse's 6.875% Senior Notes due
2025 was also entered into, pursuant to which Brazos Valley
Longhorn, L.L.C., as successor by merger to WildHorse, assumed
WildHorse's obligations as issuer under the Indenture and Brazos
Valley Longhorn Finance Corp. was appointed as co-issuer of
WildHorse's senior notes.
Appoints Director
Effective Feb. 1, 2019, pursuant to the terms of the Merger
Agreement and as approved by the Board of Directors of Chesapeake,
David W. Hayes, an existing director on the WildHorse board of
directors as of immediately prior to the effective time of the
Merger, was appointed to fill the open position on the Chesapeake
Board and to serve thereon as an independent director.
Accordingly, following completion of the Merger, the Chesapeake
Board now has ten members, consisting of the nine individuals
serving on the Chesapeake Board prior to completion of the Merger
and Mr. Hayes. Upon his appointment as non-employee director, Mr.
Hayes will receive the standard annual benefits paid to each
non-employee director, including: (i) an annual retainer of
$100,000, paid quarterly in installments; and (ii) an annual grant
of restricted stock units with a value of approximately $250,000,
issued pursuant to the Chesapeake's 2014 Long Term Incentive Plan.
In connection with his appointment, Chesapeake and Mr. Hayes will
enter into Chesapeake's standard indemnity agreement for officers
and directors.
Mr. Hayes is not related to any officer or director of Chesapeake.
About Chesapeake Energy
Based in Oklahoma City, Chesapeake Energy Corporation's (NYSE:CHK)
-- http://www.chk.com/-- is an independent exploration and
production company engaged in the acquisition, exploration and
development of properties for the production of oil, natural gas
and NGLs from underground reservoirs. Chesapeake owns a large and
geographically diverse portfolio of onshore U.S. unconventional
natural gas and liquids assets, including interests in
approximately 17,300 oil and natural gas wells. The Company has
leading positions in the liquids-rich resource plays of the Eagle
Ford Shale in South Texas, the Anadarko Basin in northwestern
Oklahoma and the stacked pay in the Powder River Basin in Wyoming.
Its natural gas resource plays are the Marcellus Shale in the
northern Appalachian Basin in Pennsylvania, the Haynesville/Bossier
Shales in northwestern Louisiana and East Texas and the Utica Shale
in Ohio.
Chesapeake reported net income attributable to the Company of $949
million for the year ended Dec. 31, 2017, following a net loss
attributable to the Company of $4.39 billion for the year ended
Dec. 31, 2016. As of Sept. 30, 2018, the Company had $12.65
billion in total assets, $2.97 billion in total current
liabilities, $9.72 billion in total long-term liabilities, and a
total deficit of $39 million.
Chesapeake stated in its Quarterly Report for the period ended
Sept. 30, 2018 that, "Even though we have taken measures to
mitigate the liquidity concerns facing us for the next 12 months
... there can be no assurance that these measures will be
sufficient for periods beyond the next 12 months. If needed, we may
seek to access the capital markets or otherwise refinance a portion
of our outstanding indebtedness to improve our liquidity. We
closely monitor the amounts and timing of our sources and uses of
funds, particularly as they affect our ability to maintain
compliance with the financial covenants of our revolving credit
facility. Furthermore, our ability to generate operating cash flow
in the current commodity price environment, sell assets, access
capital markets or take any other action to improve our liquidity
and manage our debt is subject to the risks discussed above and
elsewhere in our periodic reports and the other risks and
uncertainties that exist in our industry, some of which we may not
be able to anticipate at this time or control."
COBALT COAL: Case Summary & 5 Unsecured Creditors
-------------------------------------------------
Debtor: Cobalt Coal, LLC
609 Hoback St
Wise, VA 24293
Business Description: Cobalt Coal, LLC is a producer of
metallurgical coal headquartered in Wise,
Virginia. Cobalt Coal previously sought
bankruptcy protection on Oct. 4, 2017
(Bankr. W.D. Va. Case No. 17-71335).
Chapter 11 Petition Date: January 31, 2019
Court: United States Bankruptcy Court
Western District of Virginia (Roanoke)
Case No.: 19-70149
Judge: Hon. Paul M. Black
Debtor's Counsel: Scot Stewart Farthing, Esq.
SCOT S. FARTHING, ATTORNEY AT LAW, PC
P.O. Box 1315
Wytheville, VA 24382
Tel: 276-625-0222
Fax: 276-625-0333
E-mail: scotf@sfarthinglaw.com,
sharonw@sfarthinglaw.com,
g17158@notify.cincompass.com
Total Assets: $1,100,002
Total Liabilities: $455,100
The petition was signed by Al Kroontje, manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's five unsecured creditors is available for free
at:
http://bankrupt.com/misc/vawb19-70149.pdf
CONCISE INC: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Concise Inc.
dba CNS Concise Network Solutions
1050 Connecticut Avenue NW, Suite 500
Washington, DC 20036
Business Description: Concise, Inc. (dba - CNS) was founded in
2003, as a turnkey in-building Distributed
Antenna System Integrator (DAS). The
Company offers wireless, infrastructure
cabling, cyber|cloud services, IT
telecommunications, managed security,
and engineering design services. Visit
https://www.conciseinc.com for more
information.
Chapter 11 Petition Date: January 31, 2019
Court: United States Bankruptcy Court
District of Columbia (Washington, D.C.)
Case No.: 19-00079
Judge: Hon. Martin S. Teel, Jr.
Debtor's Counsel: Jeffrey M. Orenstein, Esq.
WOLFF & ORENSTEIN, LLC
15245 Shady Grove Road, Suite 465
Rockville, MD 20852
Tel: 301-250-7232
E-mail: jorenstein@wolawgroup.com
Total Assets: $51,715
Total Liabilities: $3,556,125
The petition was signed by David Johnson, chief executive officer.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/dcb19-00079.pdf
COOL CONCEPTS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Cool Concepts, Inc.
8775 Lindell Road, Suite 100
Las Vegas, NV 89139
Business Description: Founded in 2002, Cool Concepts, Inc.
-- https://www.coolconceptsusa.com --
provides HVAC services to commercial
and residential clients. The Company
also offers expert maintenance checks as
well as repairs. Cool Concepts is
headquartered in Las Vegas, Nevada.
Chapter 11 Petition Date: January 31, 2019
Court: United States Bankruptcy Court
District of Nevada (Las Vegas)
Case No.: 19-10595
Judge: Hon. Mike K. Nakagawa
Debtor's Counsel: Amanda M. Perach, Esq.
MCDONALD CARANO WILSON
2300 West Sahara Aveue, Suite 1200
Las Vegas, NV 89102
Tel: 702-873-4100
Fax: 702-873-9966
E-mail: aperach@mcdonaldcarano.com
- and -
Ryan J. Works, Esq.
MCDONALD CARANO WILSON LLP
2300 W. Sahara Ave., Suite 1200
Las Vegas, NV 89102
Tel: (702) 873-4100
Fax: (702) 873-9966
E-mail: rworks@mcdonaldcarano.com
Total Assets: $1,134,210
Total Liabilities: $1,244,054
The petition was signed by Terence T. Tarver, president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/nvb19-10595.pdf
CYTORI THERAPEUTICS: Gary Lyons Quits as Director
-------------------------------------------------
Gary Lyons submitted his resignation as a member of the Board of
Directors of Cytori Therapeutics, Inc., effective Jan. 30, 2019,
and the Board of Directors decreased its size from five to four
members. The Company said Mr. Lyons's decision to resign did not
result from any disagreement with the Company concerning any matter
relating to the Company's operations, policies or practices.
About Cytori
Based in San Diego, California, Cytori -- http://www.cytori.com/--
is developing, anufacturing, and commercializing
nanoparticle-delivered oncology drugs and autologous
adipose-derived regenerative cell (ADRC) therapies within its
Nanomedicine and Cell Therapy franchises, respectively. Cytori
Nanomedicine is focused on the liposomal encapsulation of
anti-neoplastic chemotherapy agents, which may enable the effective
delivery of the agents to target sites while reducing systemic
toxicity. The Cytori Nanomedicine product pipeline consists of
ATI-0918 pegylated liposomal doxorubicin hydrochloride for breast
cancer, ovarian cancer, multiple myeloma, and Kaposi's sarcoma, a
complex/hybrid generic drug, and ATI-1123 patented
albumin-stabilized pegylated liposomal docetaxel for multiple solid
tumors. Cytori Cell Therapy, prepared within several hours with
the proprietary Celution System and administered to the patient the
same day, has been shown in preclinical and clinical studies to act
principally by improving blood flow, modulating the immune system,
and facilitating wound repair. As a result, Cytori Cell Therapy
may provide benefits across multiple disease states and can be made
available to the physician and patient at the point-of-care.
Cytori reported a net loss of $22.68 million for the year ended
Dec. 31, 2017, compared to a net loss of $22.04 million for the
year ended Dec. 31, 2016. As of Sept. 30, 2018, Cytori had $25.53
million in total assets, $19.39 million in total liabilities and
$6.13 million in total stockholders' equity.
The audit report of the Company's independent registered public
accounting firm BDO USA, LLP, in San Diego, California, covering
the Dec. 31, 2017 consolidated financial statements contains an
explanatory paragraph that states that the Company's recurring
losses from operations, liquidity position, and debt service
requirements raise substantial doubt about its ability to continue
as a going concern.
CYTORI THERAPEUTICS: Proposes to Sell Class A & B Units
-------------------------------------------------------
Cytori Therapeutics, Inc. has filed a Form S-1 registration
statement with the Securities and Exchange Commission relating to
the sale of Class A Units consisting of common stock and warrants
and Class B Units consisting of shares of Series D preferred stock
and warrants (and shares of common stock underlying shares of
Series D preferred stock and warrants).
The Company is also offering to those purchasers whose purchase of
Class A Units in this offering would result in the purchaser,
together with its affiliates and certain related parties,
beneficially owning more than 4.99% (or, at the election of the
purchaser, 9.99%) of its outstanding common stock following the
consummation of this offering, the opportunity to purchase, if they
so choose, in lieu of the number of Class A Units that would result
in ownership in excess of 4.99% (or, at the election of the
purchaser, 9.99%), Class B Units. Each Class B Unit consists of
one share of Series D preferred stock, par value $0.001 per share,
convertible into shares of common stock and Warrants to purchase
shares of the Company's common stock.
The Company's common stock is listed on the Nasdaq Capital Market,
under the symbol "CYTX." On Jan. 31, 2019, the last reported sale
price of its common stock was $0.3353 per share. There is no
established public trading market for the Series D Preferred Stock
or the Warrants. The Company does not intend to apply for listing
of the Series D Preferred Stock or the Warrants on any securities
exchange or recognized trading system.
A full-text copy of the preliminary prospectus is available for
free at: https://is.gd/61QGaN
About Cytori
Based in San Diego, California, Cytori -- http://www.cytori.com/--
is developing, manufacturing, and commercializing
nanoparticle-delivered oncology drugs and autologous
adipose-derived regenerative cell (ADRC) therapies within its
Nanomedicine and Cell Therapy franchises, respectively. Cytori
Nanomedicine is focused on the liposomal encapsulation of
anti-neoplastic chemotherapy agents, which may enable the effective
delivery of the agents to target sites while reducing systemic
toxicity. The Cytori Nanomedicine product pipeline consists of
ATI-0918 pegylated liposomal doxorubicin hydrochloride for breast
cancer, ovarian cancer, multiple myeloma, and Kaposi's sarcoma, a
complex/hybrid generic drug, and ATI-1123 patented
albumin-stabilized pegylated liposomal docetaxel for multiple solid
tumors. Cytori Cell Therapy, prepared within several hours with
the proprietary Celution System and administered to the patient the
same day, has been shown in preclinical and clinical studies to act
principally by improving blood flow, modulating the immune system,
and facilitating wound repair. As a result, Cytori Cell Therapy
may provide benefits across multiple disease states and can be made
available to the physician and patient at the point-of-care.
Cytori reported a net loss of $22.68 million for the year ended
Dec. 31, 2017, compared to a net loss of $22.04 million for the
year ended Dec. 31, 2016. As of Sept. 30, 2018, Cytori had $25.53
million in total assets, $19.39 million in total liabilities and
$6.13 million in total stockholders' equity.
The audit report of the Company's independent registered public
accounting firm BDO USA, LLP, in San Diego, California, covering
the Dec. 31, 2017 consolidated financial statements contains an
explanatory paragraph that states that the Company's recurring
losses from operations, liquidity position, and debt service
requirements raise substantial doubt about its ability to continue
as a going concern.
DIAMOND OFFSHORE: Egan-Jones Lowers Sr. Unsecured Ratings to BB-
----------------------------------------------------------------
Egan-Jones Ratings Company, on January 23, 2018, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Diamond Offshore Drilling, Inc. to BB- from BB.
Diamond Offshore Drilling, Inc. is an offshore drilling contractor.
The company is headquartered in Houston, Texas, United States, and
has major offices in Australia, Brazil, Mexico, Scotland,
Singapore, and Norway. The company operates 17 drilling rigs
including 13 semi-submersible platforms and 4 drillships.
ENGINE HOLDING: S&P Cuts ICR to CCC on Continued Revenue Decline
----------------------------------------------------------------
S&P Global Ratings expects U.S.-based advertising agency Engine
Holding LLC's revenue declines and poor profitability to continue,
which will lead to financial maintenance covenant violations and a
higher risk of payment default or distressed restructuring in the
next 12 months without an unforeseen positive development.
As a result, S&P lowered its issuer credit rating on Engine to
'CCC' from 'CCC+'. At the same time, S&P lowered its issue-level
ratings on Engine's senior secured first-lien credit facility to
'CCC+' from 'B-' and on the company's senior secured second-lien
loan to 'CCC-' from 'CCC'.
S&P said, "The downgrade reflects our belief that a payment default
could occur in the next 12 months given Engine Holding LLC's
continued weak operating and financial performance, which has
caused us to lower our projected EBITDA by about 20% in 2018 and
2019. The company has faced greater-than-expected revenue declines
due to reduced client spending and challenges in its media sales
network. Furthermore, profitability has been strained by greater
restructuring and rebranding costs under the company's new
leadership and go-to-market strategy. As a result, free operating
cash flow (FOCF) remains insufficient to cover debt mandatory
amortization payments of roughly $9 million.
"The negative outlook reflects the possibility that we could lower
the rating further if operational problems persist such that we
envision a default scenario within six months.
"We could lower the rating if we believe a payment default is
likely in the next six months. Currently, we believe a payment
default could occur in fourth-quarter 2019 or first-quarter 2020
due to ongoing competitive pressures, deteriorating client volumes,
client losses, or unfavorable covenant amendment terms that lead to
insufficient FOCF generation. We could also lower the rating if we
expect the company to pursue in or out of court restructuring.
"We could raise the rating if revenue and EBITDA increase such that
FOCF to debt rises and is sustained above 5%, leading us to believe
that the there is no likelihood of payment default or covenant
violations within the next 12 months. This scenario would include
increasing client volumes, net client account wins, and a
successfully integrated turnaround plan and rebranding campaign
with minimal client turnover."
ENTEGRIS INC: S&P Affirms 'BB+' ICR on Versum Materials Merger
--------------------------------------------------------------
S&P Global Ratings affirmed all of its ratings on Entegris Inc.,
including the 'BB+' issuer credit rating.
S&P said, "The rating affirmation is driven by our forecast that
Entegris' net S&P Global Ratings' leverage will remain at about 1x
following the close of the merger with Versum Materials Inc. We
view this transaction as strengthening Entegris Inc.'s credit
profile, primarily due to substantially improved scale and product
diversification, its potential for stronger profitability, and the
increasing importance of specialty materials in semiconductor
manufacturing as leading process nodes present purity and process
control challenges. We view increasing leverage over time to fund
incremental acquisitions as a risk, and would be unlikely to
upgrade Entegris without a firm, public commitment to sustaining
leverage under 1.5x."
Entegris and Versum both operate within the semiconductor process
materials space with few stand-alone competitors, and compete
primarily against business units within substantially larger global
diversified chemical firms. The majority of their revenues are
generated by consumable products and are therefore correlated to
wafer production as opposed to semiconductor capital equipment
spending, which leads to relatively stable operating performance
during downturns in capital spending. Entegris' exposure to wafer
production/capital equipment spending is approximately 70%/30% and
S&P doesn't expect its exposure to change significantly
post-transaction given Versum's similar business profile.
S&P said, "We expect the combined entity to benefit from long-term
industry trends such as more stringent purity requirements and
greater materials intensity for advanced process nodes due to
increasingly complex chip manufacturing processes needed to
continue to drive faster and more power-efficient semiconductor
devices. We believe greater scale will enable Entegris to expand
its research and development initiatives to better support
technology roadmaps for its key customers. Moreover, Entegris and
Versum both have broad product portfolios that we believe are
complementary. While the firms both serve similar customer bases,
we estimate the amount of product overlap to be minimal—between
10%-20% of pro forma revenue.
This merger is expected to modestly increase the company's customer
concentration because Versum's top four customers (Samsung, SK
Hynix, Intel, and TSMC) represented approximately 53% of its sales
in fiscal 2018. S&P said, "The limited number of stand-alone
competitors with global scale somewhat mitigates this risk,
although we believe the combined company's exposure to the volatile
memory subsector will be a key risk factor for investors. We do not
view cost synergies as a major factor in this transaction, and note
that management anticipates modest annual cost synergies of
approximately $75 million."
S&P said, "Notwithstanding our favorable view of the announced
transaction, we view incremental acquisition-related leverage as a
risk to this credit. Although this transaction is ultimately
leverage neutral, Entegris has demonstrated an appetite for
debt-funded acquisitions in the past, and we believe that the firm
will continue to acquire smaller semiconductor materials companies
as this industry continues to consolidate. We would be unlikely to
consider Entegris for a higher rating without a firm commitment to
maintain leverage under 1.5x, including temporary incremental
acquisition leverage. Entegris initiated a quarterly cash dividend
in the fourth quarter of 2017 and halted quarterly debt repayments
in the second quarter of 2018.
"The stable outlook on Entegris reflects our expectation that the
company will successfully integrate the Versum business and improve
S&P Global Ratings-adjusted EBITDA margins to the 30% area such
that annual free cash flow will exceed $450 million and leverage
will remain in the 1x area over the next 12 months.
"We could lower the rating if the company pursues a substantial
acquisition that causes leverage to rise above 3x for a sustained
period. We would also consider a downgrade if a slowdown in the
semiconductor industry or execution missteps hurt operational
performance, leading to significant revenue declines, share losses,
and margin pressure.
"An upgrade is unlikely over the near term given our view that
Entegris will continue to use moderate, but meaningful leverage to
fund acquisitions, and the potential for operational disruption
from integrating Versum. Over a longer horizon, we would look to
factors such as strong operating performance, a sustained
conservative financial policy and a commitment to maintaining
leverage below 1.5x as conditions for an upgrade."
Entegris is a provider of products and equipment used for
manufacturing processes in the semiconductor industry and other
high-technology industries. The company's revenues are fairly
balanced between its three reporting segments, which include
specialty chemicals and engineered materials, microcontamination
control, and advanced materials handling. The company has a broad
product line that includes specialty coatings, liquid and gas
filters and purifiers, front-opening unified pods (FOUPs), and
liquid packaging.
Versum was spun off from Air Products and Chemicals, Inc. in 2016
and supplies critical materials, high-purity gases for thin films,
cleaners and etchants, slurries, and equipment to the semiconductor
and display industries. The company reports two operating segments:
materials and delivery systems and services (DS&S). The Materials
segment supplies advanced materials and process materials. The DS&S
segment provides gas, chemical, and slurry delivery systems, as
well as installation services. The company also provides technical
assistance with gas and chemical distribution and handling through
its MEGASYS-branded services group.
FILBIN LAND: Seeks to Hire Donlon Realty as Broker
--------------------------------------------------
Filbin Land & Cattle Co., Inc., seeks authority from the U.S.
Bankruptcy Court for the Eastern District of California to employ
Donlon Realty, to provide valuation services to the Debtor.
Filbin Land requires Donlon Realty to provide valuation services,
as follows:
(a) a value for the Debtor's real property, the 10 Acres land
including an operating gas station and mini-mart and a
non-operating restaurant, as of July, 2012;
(b) a value for the remaining property, the 84 Acres land, as
of July, 2012; and
(c) a value for the 84 Acres land as of the present.
Donlon Realty will be paid a flat fee of $2,000 upon the Debtor's
receipt of the Valuation report.
Kevin Donlon, partner of Donlon Realty, 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.
Donlon Realty can be reached at:
Kevin Donlon
DONLON REALTY
310 N 2nd St.
Patterson, CA 95363
Tel: (209) 892-8543
About Filbin Land & Cattle Co.
Filbin Land & Cattle Co., Inc., is a privately-held company in
Patterson, California, engaged in the cattle business. It is a
merchant wholesaler of raw farm products.
Filbin Land & Cattle Co. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Cal. Case No. 18-90030) on Jan. 17,
2018. In the petition signed by Jeffery Edward Arambel, president
and CEO, the Debtor estimated assets of $1 million to $10 million
and liabilities of $50 million to $100 million. Judge Ronald H.
Sargis oversees the case. The Debtor tapped St. James Law P.C. as
its bankruptcy counsel, and Arch & Beam Global, LLC, as its
financial advisor.
FLORIDA NEW LIFE: Seeks to Hire Jason A. Burgess as Counsel
-----------------------------------------------------------
Florida New Life Inc., seeks authority from the U.S. Bankruptcy
Court for the Middle District of Florida to employ The Law Offices
of Jason A. Burgess, LLC, as counsel to the Debtor.
Florida New Life requires Jason A. Burgess to:
a. give advice to the Debtor with respect to its powers and
duties as debtor-in-possession and the continued management
of its business;
b. advise the Debtor with respect to its responsibilities in
complying with the US Trustee's Operating Guidelines and
Reporting Requirements and with the Local Rules of this
Court;
c. prepare motions, pleadings, orders, applications,
disclosure statements, plans of reorganization, commence
adversary proceedings, and prepare other such legal
documents necessary in the administration of this case;
d. protect the interest of the Debtor in all matters pending
before the Court; and
e. represent the Debtor in negotiations with their creditors
and in preparation of the disclosure statement and plan of
reorganization.
Jason A. Burgess will be paid at these hourly rates:
Attorneys $300
Associate $195
Paralegals $75
Jason A. Burgess will be paid a retainer in the amount of $6,717,
including the filing fee.
Jason A. Burgess will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Jason A. Burgess, partner of The Law Offices of Jason A. Burgess,
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.
Jason A. Burgess can be reached at:
Jason A. Burgess, Esq.
THE LAW OFFICES OF JASON A. BURGESS, LLC
1855 Mayport Road
Atlantic Beach, FL 32233
Tel: (904) 372-4791
Fax: (904) 853-6932
About Florida New Life Inc.
Florida New Life Inc., filed a Chapter 11 bankruptcy petition
(Bankr. M.D. Fla. Case No. 3:19-bk-00218-JAF) on Jan. 23, 2019.
The Debtor hired The Law Offices of Jason A. Burgess, LLC, as
counsel.
FOUR SEASONS: S&P Raises ICR to 'BB' on Rapid Deleveraging
----------------------------------------------------------
S&P Global Ratings related that Canadian hotel company Four Seasons
Holdings Inc. likely generated rapid revenue per available room
(RevPAR) gains and deleveraged in 2018 well beyond the rating
agency's previous base-case forecast. In addition, S&P believes
uncertainty regarding Prince Alwaleed bin Talal (one of Four
Seasons' two largest shareholders through his investment company
Kingdom Holdings Co.) and the risk of a related leveraging
transaction have diminished significantly.
S&P is raising its issuer credit rating on Four Seasons Holdings
Inc. to 'BB' from 'BB-'.
S&P said, "At the same time, we are raising our issue-level rating
to 'BB+' from 'BB' on the company's first-lien credit facility
consisting of a $50 million revolver due in 2020 and a $900 million
term loan due in 2023.
"The upgrade reflects a significant reduction in financial risk
relative to our updated base-case forecast for lease-adjusted debt
to EBITDA to decrease below 3x in 2019, and because we believe
uncertainty regarding Prince Alwaleed and the risk of a related and
meaningful leveraging transaction at Four Seasons have diminished
significantly."
The positive outlook reflects the possibility that Four Seasons may
continue to reduce leverage through 2020 through both EBITDA growth
and rising cash balances. S&P could raise the rating if it becomes
confident the company will sustain total lease-adjusted debt to
EBITDA below 4x, incorporating volatility over the economic cycle
and potential leveraging transactions such as special distributions
to owners.
S&P said, "Although unlikely given our current base-case forecast,
we could consider lowering the rating in the event that adjusted
debt to EBITDA is sustained above 5x, which would likely result
from operating performance significantly worse than our
expectation, or distributions to the company's owners that are
meaningfully higher than what we expect."
GORDOS RESTAURANT: Seeks to Hire Penachio Malara as Counsel
-----------------------------------------------------------
Gordos Restaurant Corp. seeks authority from the U.S. Bankruptcy
Court for the Southern District of New York to employ Penachio
Malara, LLP, as counsel to the Debtor.
Gordos Restaurant requires Penachio Malara to:
a. assist the Debtor in the administration of its Chapter 11
bankruptcy proceeding and in complying with applicable laws
and rules;
b. set a bar date, review tax claims and resolve any claims
which should be disallowed;
c. address lease issues; and
d. assist in reorganizing and confirming a Chapter 11 plan.
Penachio Malara will be paid at these hourly rates:
Attorneys $385 to $485
Paralegals $175
Penachio Malara will be paid a retainer in the amount of $7,500.
Penachio Malara will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Anne J. Penachio, partner of Penachio Malara, 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.
Penachio Malara can be reached at:
Anne J. Penachio, Esq.
Penachio Malara, LLP
235 Main Street, Suite 610
White Plains, NY 10601
Tel: (914) 946-2889
E-mail: apenachio@pmlawllp.com
About Gordos Restaurant Corp.
Gordos Restaurant Corp. is in the business of owning and operating
a traditional tavern which serves wholesome popular comfort food.
Gordos Restaurant Corp., filed Chapter 11 bankruptcy relief (Bankr.
S.D.N.Y. Case No. 18-23862) on Dec. 5, 2018, to avoid imminent
threat of eviction by its landlord. Gordos Restaurant estimated
under $1 million in both assets and liabilities as of the
bankruptcy filing. The Debtor is represented by Anne J. Penachio,
Esq., at Penachio Malara, LLP.
GREENVILLE CASUALTY: A.M. Best Hikes FSR to B(Fair), Outlook Stable
-------------------------------------------------------------------
AM Best has upgraded the Financial Strength Rating to B (Fair) from
B- (Fair) and the Long-Term Issuer Credit Rating to "bb" from "bb-"
of Greenville Casualty Insurance Company (Greer, SC). The outlook
of these Credit Ratings (ratings) remains stable.
The ratings reflect Greenville Casualty's balance sheet strength,
which AM Best categorizes as adequate, as well as its marginal
operating performance, limited business profile and marginal
enterprise risk management.
The rating upgrades reflect Greenville Casualty's strong
risk-adjusted capitalization, improved underwriting and operating
performance in recent years and senior management's operating
experience and in-depth knowledge of the North Carolina and South
Carolina private passenger non-standard automobile market.
Additionally, Greenville Casualty has reduced its net premiums
writings in recent years, which in conjunction with solid surplus
growth, has reduced underwriting leverage. Furthermore, Greenville
Casualty has implemented new underwriting tools and rate
adjustments in recent years, which have improved underwriting
results and operating performance substantially.
Partially offsetting these positive rating factors are Greenville
Casualty's unfavorable five-year combined ratio and operating
ratio, which are worse than breakeven and compare unfavorably to
its private passenger non-standard auto industry composite average.
Greenville Casualty's five-year pre-tax and total returns on
revenue and equity also are negative and compare unfavorably to
industry norms. These results were driven by premium volatility
early in the recent five-year period, which caused underwriting
results and operating earnings to deteriorate significantly.
Additionally, loss reserve development has remained adverse, driven
by the private passenger auto liability line of business, although
loss reserve leverage is significantly lower than industry norms.
Furthermore, the company has paid significant stockholder dividends
to its owner in recent years, although capitalization has remained
strong.
GREIF INC: S&P Affirms BB ICR Amid Caraustar Deal
-------------------------------------------------
S&P Global Ratings noted that Greif Inc. has signed a definitive
agreement to acquire Caraustar Industries Inc. for $1.8 billion.
The company is expected to issue approximately $2.175 billion in
new debt to fund the acquisition and to redeem $250 million of
unsecured notes due 2019.
S&P is affirming its 'BB' issuer rating on Greif and assigning its
'BB-' issue-level rating to its proposed $500 million senior
unsecured notes due 2027. S&P has also raised its issue-level
rating on the company's EUR200 million senior notes to 'BB' from
'BB-'.
S&P has also removed all ratings from CreditWatch Negative.
S&P said, "The affirmation of our 'BB' issuer rating reflects
Greif's improved overall scale, product breadth, and end-market
diversity associated with the Caraustar acquisition, offset by the
sizable debt load to fund the transaction.
"The negative outlook reflects the risk that integration challenges
or an economic downturn could pressure operating performance and
keep leverage above 4x over the next 12-18 months.
"We could lower our issuer credit rating if integration challenges
or declining sales volumes pressure the company's operating
performance such that leverage remains above 4x on a sustained
basis. This could occur if the company's operating margins
deteriorate by 200 basis points (bps) from our base-case scenario.
"We could revise our outlook to stable if Greif achieves its
integration and synergy targets while maintaining current volumes,
enabling the company to improve leverage to below 4x on a sustained
basis over the next 12-18 months. This could occur if the company
achieves our base-case scenario."
HARSCO CORP: Egan-Jones Hikes Sr. Unsecured Debt Ratings to BB+
---------------------------------------------------------------
Egan-Jones Ratings Company, on January 22, 2018, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Harsco Corporation to BB+ from BB.
Harsco Corporation is a diversified, worldwide industrial company
based in the United States. Harsco operates in 35 countries and
employs approximately 12,300 people worldwide. The company provides
industrial services and engineered products that serve large
industries, including steel, railways, and energy.
HG VENTURES: March 7 Disclosures Statement Hearing Set
------------------------------------------------------
Bankruptcy Judge Gregory L. Taddonio will convene a hearing on
March 7, 2019 at 11:00 a.m. to consider approval of HG Ventures,
Inc. d/b/a Diamond Head Trucking's disclosure statement.
The last date to file and serve written objections to the
disclosure statement is fixed as Feb.28, 2019.
About HG Ventures, Inc.
dba Diamond Head Trucking
HG Ventures, Inc., dba Diamond Head Trucking, based in Finleyville,
Pennsylvania, filed a Chapter 11 petition (Bankr. W.D. Pa. Case No.
18-22478) on June 19, 2018. The Hon. Gregory L. Taddonio presides
over the case. In the petition signed by Dave Golupski, president,
the Debtor estimated $0 to $50,000 in assets and $1 million to $10
million in liabilities. Calaiaro Valencik, led by name partner
Donald R. Calaiaro, serves as bankruptcy counsel to the Debtor.
HG VENTURES: Unsecureds to Get 10% Under Chapter 11 Plan
--------------------------------------------------------
HG Ventures, Inc., d/b/a Diamond Head Trucking, filed a small
business Chapter 11 plan and disclosure statement.
Class 12 - General Unsecured Creditors will be paid approximately a
ten (10%) percent dividend of the total unsecured amount.
Class 2 - Administrative Loan by Swank Trucking, LLC, will be
repaid based on a forty-eight (48) month amortization schedule with
a fixed interest rate of six (6%) percent per annum. In addition to
repayment, the loan terms provided that Brian Swank became a
Director and the Order approving a monthly fee of $5,000.00. As of
January 17, 2019, no director's fees have been paid.
Class 3 - Newtek Small Business Finance, LLC, will be modified and
paid over eleven (11) years with a fixed interest rate of five (5%)
percent per annum.
Class 4 - Advance Business Capital d/b/a Triumph Business Capital
will be modified and paid over eleven (11) years with a fixed
interest rate of five (5%) percent per annum.
Class 5 - Amur Equipment ; Class 6, Huntington National Bank;
Class 7, North Mills Credit Trust f/k/a EFS Credit Trust; Class 8,
Fulton Bank, N.A. and Class 9, Small Business Financial Solutions,
LLC. The Debtor will institute an adversary action to determine
the extent that Small Business Financial Solutions, LLC has a
secured claim. To the extent that it is secured, it will be paid
over 7 years with a fixed rate of 5%. The Debtor projects that it
is unsecured and that it will participate in Class 11 as an
unsecured creditor.
Class 10 - M2 Lease Funds. This creditor has financed a 2002 Volvo
in a Lease/Purchase. It is treated as a financing lease and as a
secured creditor. To the extent that it is secured, it will be paid
over 7 years with a fixed rate of 5%.
Class 11 - Priority Tax Claims will be paid back in full over a
term of five (5) years with statutory interest.
Class 13 - Executory contracts to be assumed. Insurance Policy
with Starr Indemnity & Liability Co. -- the 2017-2018 insurance
policy was assumed and renewed for a 2018-2019 term pursuant to the
December 6, 2018 Order approving the Stipulation with Starr
Indemnity.
Equipment lease with Magnetic Lifting Technology will be assumed
upon confirmation. The balance due on the lease/purchase will be
paid over 12 months. Copier Lease with US Bank Equipment Finance
will be resumed and the balance of the contractual payments will
resume after confirmation until they are paid in full. Copier
Lease with Wells Fargo Equipment Finance will be resumed and the
balance of the contractual payments will resume after confirmation
until they are paid in full.
Class 14 - Equity Partners of the shareholder (s) will be
retained.
The Debtor has now repaired all of the trucks and there should not
be a need for extraordinary capital expenses. Normal repairs are
budgeted in the debtor's monthly expenses.
Any recovery from any chapter 5 actions will be used as follows:
a. The costs of litigation and unpaid administrative claims will
be paid first;
b. 33% of any recovery will be used to create a reserve fund for
repairs and new truck acquisition; and
c. The remainder will be used to pay down the balances due to
Newtek.
A full-text copy of the Disclosure Statement dated January 17,
2019, is available at https://tinyurl.com/y9l3rnyd from
PacerMonitor.com at no charge.
About HG Ventures, Inc.
dba Diamond Head Trucking
HG Ventures, Inc., dba Diamond Head Trucking, based in Finleyville,
Pennsylvania, filed a Chapter 11 petition (Bankr. W.D. Pa. Case No.
18-22478) on June 19, 2018. The Hon. Gregory L. Taddonio presides
over the case. In the petition signed by Dave Golupski, president,
the Debtor estimated $0 to $50,000 in assets and $1 million to $10
million in liabilities. Calaiaro Valencik, led by name partner
Donald R. Calaiaro, serves as bankruptcy counsel to the Debtor.
HISTORIC HABITATS: Unsecureds to Get 25 Cents on Dollar
---------------------------------------------------------
Historic Habitats/Rubi L.L.C., filed an amended Chapter 11 plan of
reorganization to increase the estimated recovery of general
unsecured creditors at approximately 25 cents on the dollar,
compared to approximately 3 cents on the dollar.
Class 12 - General Unsecured Claims. Class 12 is impaired by this
Plan. Holders of allowed Class 12 claims will be paid a pro rata
share of the annual distributions from the Unsecured Claim Fund
each April 15th until the earlier of (1) the date all unsecured
creditors are paid in full, or (2) April 15, 2024. So long as
holders of Allowed Class 12 claims are entitled to payments under
the Plan, each such holder the Reorganized Debtor must provide each
holder of an allowed Class 12 Claim a reviewed annual financial
statement prepared in accordance with GAAP.
Class 2 - Claims Secured by Deed(s) of Trust on 5791 E 29th Street,
Tucson, AZ 85713.
Class 2 is impaired by this Plan. The Class 2 Collateral will be
sold. The offer to purchase is from an insider affiliate entity
$49,500, but will be subject to higher and better bids pursuant to
an auction conducted by the Bankruptcy Court. The holder of the
allowed Class 2 claim will be paid the proceeds of the sale net of
any prorated property taxes, up to the full amount of its Claim.
There will be no commissions paid on the sale.
Class 3 - Claims Secured by Deed(s) of Trust on 3514 W Ethan
Crossing, Tucson, AZ. Class 3 is impaired by this Plan. The Debtor
will cure the defaults arising under the Class 3 Deed of Trust by
paying the funds necessary to reinstate the Class 3 Deed of Trust.
On the Effective Date the Reorganized Debtor will pay 33% of the
Class 3 Cure Amount.
Class 4 - Claims Secured by Deed(s) of Trust on 6318 E Calle
Pegaso, Tucson, AZ.TERRA DEL SOL LOT 3 BLK 37. Class 4 is impaired
by this Plan. (i) The Debtor will cure the defaults arising under
the Class 4 Deeds of Trust by paying the funds necessary to
reinstate the Class 4 Deeds of Trust. Regular monthly payments of
principal, interest, and escrow amounts, coming due after the
Effective Date will be paid as they come due under the Class 4
Loan. On the Effective Date the Reorganized Debtor will pay 33% of
the Class 4 Cure Amount.
Class 5 - Claims Secured by Deed(s) of Trust on 175 E 12th St,
Tucson, AZ. Class 5 is impaired by this Plan. The holder of the
allowed Class 5 Claim will be paid in full plus interest at 4.5%
per annum (or such other rate as the Court determines appropriate
under Code Section 1129(b)(2)(A)) in monthly payments on a 30 year
amortization schedule with a balloon payment due on the 60th month
after the Effective Date.
Class 7 - Claims Secured by Deed(s) of Trust on 2160 S Ilios Place,
Tucson, AZ. Class 7 is impaired by this Plan. The Debtor will
cure the defaults arising under the Class 7 Deeds of Trust by
paying the funds necessary to reinstate the Class 7 Deeds of Trust.
Regular monthly payments of principal, interest, and escrow
amounts, coming due after the Effective Date will be paid as they
come due under the Class 7 Loan. On the Effective Date the
Reorganized Debtor will pay 33% of the Class 7 Cure Amount.
Class 8 - Claims Secured by Deed(s) of Trust on 8426 South Gupta
Drive, Tucson, AZ. Class 8 is impaired by this Plan. (i) The holder
of the allowed Class 8 Claim will be paid in full plus interest at
4.5% per annum (or such other rate as the Court determines
appropriate under Code Section 1129(b)(2)(A)) in monthly payments
on a 30 year amortization schedule with a balloon payment of all
principal and interest on the allowed Class 8 Claim due on the 60th
month after the Effective Date.
Class 9 - Claims Secured by Deed(s) of Trust on 6549 N Shadow
Bluff, Tucson, AZ. Class 9 is impaired by this Plan. The Debtor
will cure the defaults arising under the Class 9 Deeds of Trust by
paying the funds necessary to reinstate the Class 9 Deeds of Trust.
Regular monthly payments of principal, interest, and escrow
amounts, coming due after the Effective Date will be paid as they
come due under the Class 9 Loan. On the Effective Date the
Reorganized Debtor will pay 33% of the Class 9 Cure Amount.
Class 10 - Claims Secured by 2011 Zone Spark VIN ending 0020. Class
10 is impaired by this Plan. The holder of the allowed Class 10
Claim will be paid in full plus interest at 4.5% per annum.
Class 13 - Equity Interests. Class 13 consists of the equity
interests in the Debtor. Class 13 is impaired by this Plan. Holders
of allowed Class 13 Interests will receive nothing on account of
those interests unless such holder of a Class 13 Interest
contributes cash, or the equivalent of cash, on the Effective Date
with a value at least equal to 8% of the cumulative value of the
Debtor’s real property on the Effective Date.
The Debtor will disburse 100% of the funds on hand in the Unsecured
Claim’s Fund Account on a pro-rata basis to the holders of
allowed Class 12 claims.
A full-text copy of the First Amended Plan dated January 16, 2019,
is available at https://tinyurl.com/ycfyoyqz from PacerMonitor.com
at no charge.
A full-text copy of the Plan is available at
https://tinyurl.com/y97e7zph from PacerMonitor.com at no charge.
About Historic Habitats/Rubi L.L.C.
Based in Tucson, Arizona, Historic Habitats/Rubi L.L.C is a
privately held company that leases real estate properties. The
Company is the fee simple owner of eight properties in Tucson,
Arizona, having an estimated aggregate value of $1.26 million.
Historic Habitats filed for chapter 11 bankruptcy protection
(Bankr. D. Ariz Case No. 18-02635) on March 19, 2018 listing its
total assets at $1.27 million and total liabilities at $2.20
million. The petition was signed by Colin Reilly, manager.
The Debtor is represented by Kasey C. Nye, Esq. of Kasey C. Nye,
Lawyer, PLLC.
HOOK & BOIL: Unsecured Creditors to Get 1.8% Dividend Under Plan
----------------------------------------------------------------
Hook & Boil, LLC, filed a Combined Chapter 11 Plan and Disclosure
Statement.
The Debtor is a family run business owned by Mark Alleman. The
company was started in March of 2013. The business is a restaurant
located at 209 N. Morgan Avenue in Broussard, Lafayette Parish,
Louisiana. The menu is diverse but includes seafood, burgers and
poboys. Crawfish is served during season is a great calling card.
Class 3: Allowed Unsecured Claims. Allowed unsecured claims will
share on a pro rata basis distributions totaling $10,000, which
will be paid on a quarterly basis beginning the end of the first
quarter after confirmation. Quarterly payments will be $500.00 per
quarter. This distribution to unsecured creditors will result in a
1.8% dividend.
Class 1. Secured: JP Morgan Chase Bank, NA. JP Morgan Chase Bank
has a secured claim of $100,000. The Debt is secured by the
Debtor's movables. This debt will be paid by the Debtor over a
10-year period with monthly payments beginning 30 days after
confirmation. It will bear interest at the rate of 6% per annum.
Monthly payments will be $1,110.21.
The Debtor believes there will be enough income in the future to
pay claims as per this plan.
The Disclosure Statement filed by the Debtor is conditionally
approved.
A hearing on final approval of the Disclosure Statement, together
with a hearing on Confirmation of the Chapter 11 Plan, will be held
on February 26, 2019 at 10:00AM at 214 Jefferson Street, 1st Floor
Courtroom, Lafayette, Louisiana.
Objections to the Disclosure Statement and/or the Chapter 11 Plan
shall be in writing and filed on or before seven (7) days prior to
the hearing date.
A full-text copy of the Disclosure Statement dated January 16,
2019, is available at https://tinyurl.com/ya58u7u7 from
PacerMonitor.com at no charge.
About Hook and Boil
Hook and Boil, LLC, sought Chapter 11 protection (Bankr. W.D. La.
Case No. 18-50798) on June 28, 2018. In the petition signed by
Mark Alleman, manager/member, the Debtor estimated assets in the
range of $100,001 to $500,000 and debt of $500,001 to $1 million.
The Debtor tapped William C. Vidrine, Esq., at Vidrine & Vidrine,
as counsel.
HORIZON SHIPBUILDING: Hires Davis & Fields as Special Counsel
-------------------------------------------------------------
Horizon Shipbuilding, Inc., seeks authority from the U.S.
Bankruptcy Court for the Southern District of Alabama to employ
Davis & Fields, P.C., as local special counsel to the Debtor.
Horizon Shipbuilding requires Davis & Fields to handle the Debtor's
claim against the U.S. in the United States Court of Federal
Claims, and to work as Local Special co-counsel with D.C. Special
Counsel, Lewis S. Wiener.
Davis & Fields will be paid at the hourly rates of $350-$795.
Davis & Fields will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Richard E. Davis, partner of Davis & Fields, P.C., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Davis & Fields can be reached at:
Richard E. Davis, Esq.
DAVIS & FIELDS, P.C.
27180 Pollard Rd.
Daphne, AL 36526
Tel: (251) 621-1555
About Horizon Shipbuilding
Horizon Shipbuilding, Inc., designs, builds and repairs ships,
boats, and barges up to 300' in length and 1500 tons launch weight.
Its customer base includes tug and barge operators, the offshore
oil industry, cruise and diving industry, and specialized craft for
the United States and foreign governments. Horizon Shipbuilding is
located on the Southwestern coast of Alabama, about 30 miles from
the port of Mobile.
Horizon Shipbuilding sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ala. Case No. 17-04041) on Oct. 24,
2017. Travis R. Short, president, signed the petition. At the
time of the filing, the Debtor estimated assets and liabilities of
$1 million to $10 million. The Debtor hired Irvin Grodsky, P.C.,
as its legal counsel.
ICON CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Icon Construction, Inc.
1575 Heritage Drive, Suite 100
McKinney, TX 75069
Business Description: Icon Construction -- http://icon-
construction.com/ -- is a small business
general contractor specializing in
design/build of permanent modular and
temporary modular buildings. Since April 1,
1998 Icon Construction has been able to meet
the space needs of major markets, including
military,education, administration
facilities, health care, government,
commercial and residential manufacturing.
Chapter 11 Petition Date: February 1, 2019
Court: United States Bankruptcy Court
Eastern District of Texas (Sherman)
Case No.: 19-40279
Judge: Hon. Brenda T. Rhoades
Debtor's Counsel: Joyce W. Lindauer, Esq.
JOYCE W. LINDAUER ATTORNEY, PLLC
12720 Hillcrest Road, Suite 625
Dallas, TX 75230
Tel: (972) 503-4033
Fax: (972) 503-4034
E-mail: joyce@joycelindauer.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Mansour Khayal, president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/txeb19-40279.pdf
INTERNATIONAL IRON: Case Summary & 13 Unsecured Creditors
---------------------------------------------------------
Debtor: International Iron, LLC
2325 Clark Street
Apopka, FL 32703
Business Description: International Iron, LLC is an industrial
equipment supplier in Florida.
Chapter 11 Petition Date: February 2, 2019
Court: United States Bankruptcy Court
Middle District of Florida (Orlando)
Case No.: 19-00724
Debtor's Counsel: C. Andrew Roy, Esq.
WINDERWEEDLE, HAINES, WARD & WOODMAN, PA
PO Box 880
Winter Park, FL 32790-0880
Tel: (407) 423-4246
Fax: (407) 645-3728
Email: aroy@whww.com
Total Assets: $1,922,795
Total Liabilities: $3,588,520
The petition was signed by Jon M. Hall, Jr., manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 13 unsecured creditors is available for free
at:
http://bankrupt.com/misc/flmb19-00724.pdf
J CREW GROUP: John Danhakl Quits as Director
--------------------------------------------
John G. Danhakl has tendered his resignation from the Board of
Directors of J. Crew Group, Inc., effective as of Feb. 2, 2019. Mr.
Danhakl served on the Company's Board since 2011. Mr. Danhakl's
resignation is not due to a disagreement with the Company, the
Board or management on any matter.
On Feb. 1, 2019, Michael Solomon was appointed to the Board of the
Company, effective as of Feb. 3, 2019.
Mr. Solomon was appointed pursuant to the Amended and Restated
Principal Investors Stockholders' Agreement dated as of July 13,
2017, by and among the Company, Chinos Holdings, Inc., Chinos
Intermediate Holdings A, Inc., Chinos Intermediate Holdings B,
Inc., Chinos Intermediate Inc., certain affiliates of TPG Capital,
L.P. and certain affiliates of Leonard Green & Partners, L.P. and
the other stockholders. The Stockholders Agreement was amended and
restated in connection with the previously announced and
consummated series of interrelated liability management
transactions. Pursuant to the Stockholders Agreement, LGP has the
right to designate two directors to the board of directors of
Parent, which directors shall also be elected to the Board, for so
long as the aggregate Purchase Price Value (as defined in the
Stockholders Agreement) of shares of Parent common stock held by
LGP is equal to or greater than 50% of the aggregate Purchase Price
Value of the shares of Parent common stock held by LGP as of July
13, 2017, subject to certain adjustments in connection with
repurchases of common stock by Parent. Prior to his resignation,
Mr. Danhakl was one of the two directors designated to the Board by
LGP.
Mr. Solomon is a representative of the Company's Sponsors. As a
result, he is not individually compensated by the Company. In
connection with Mr. Solomon's appointment, the Company intends to
enter into an indemnification agreement with Mr. Solomon. Such
Indemnification Agreement will clarify and supplement
indemnification provisions already contained in the Company's
Articles of Incorporation and Bylaws and, among other things, will
provide for indemnification of the director to the fullest extent
permitted by the laws of the state of Delaware, advancement of
legal fees and expenses in connection with legal proceedings,
certain procedures for determining whether the director is entitled
to indemnification and dispute resolution procedures.
About J.Crew Group
J.Crew Group, Inc. -- http://www.jcrew.com/-- is an
internationally recognized omni-channel retailer of women's, men's
and children's apparel, shoes and accessories. As of Nov. 29,
2018, the Company operates 227 J.Crew retail stores, 127 Madewell
stores, jcrew.com, jcrewfactory.com, madewell.com, and 175 factory
stores (including 42 J.Crew Mercantile stores).
J.Crew Group incurred a net loss of $124.95 million for the year
ended Feb. 3, 2018, compared to a net loss of $23.51 million for
the year ended Jan. 28, 2017. As of Nov. 3, 2018, J.Crew Group had
$1.39 billion in total assets, $2.58 billion in total liabilities,
and a total stockholders' deficit of $1.19 billion.
J&M MANAGEMENT: Hires Richard S. Feinsilver as Counsel
------------------------------------------------------
J&M Management of Nassau Corp. seeks authority from the U.S.
Bankruptcy Court for the Eastern District of New York to employ
Richard S. Feinsilver, as counsel to the Debtor.
J&M Management requires Richard S. Feinsilver to:
a. prepare and file the Chapter 11 petition, schedules and
statements;
b. negotiate with creditors, as required;
c. attend all Section 341(a) meetings with creditors and the
U.S. Trustee;
d. prepare the Plan, Disclosure Statement and all amendments
to same, as required;
e. attend all hearings, including hearings on status,
disclosure statement and confirmation;
f. review monthly financial statements, status conferences
with client; and
g. assist in post confirmation conferences with the U.S.
Trustee and creditors.
Richard S. Feinsilver will be paid at the hourly rate of $350.
Richard S. Feinsilver will be paid a retainer in the amount of
$6,000, plus $1,717 filing fee.
Richard S. Feinsilver will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Richard S. Feinsilver, 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.
Richard S. Feinsilver can be reached at:
Richard S. Feinsilver, Esq.
RICHARD S. FEINSILVER
One Old Country Road, Suite 125
Carle Place, NY 11514
Tel: (516) 873-6330
Fax: (516) 873-6183
E-mail: feinlawny@yahoo.com
About J&M Management of Nassau Corp.
J&M Management of Nassau Corp., based in Seaford, NY, filed a
Chapter 11 petition (Bankr. E.D.N.Y. Case No. 19-70001) on Jan. 1,
2019. In the petition signed by Josephine Valletta, president, the
Debtor estimated $1 million to $10 million in both assets and
liabilities. The Hon. Alan S. Trust oversees the case. Richard S.
Feinsilver, Esq., serves as bankruptcy counsel to the Debtor.
JACKSON HEWITT: S&P Withdraws 'B' Issuer Credit Rating
------------------------------------------------------
S&P Global Ratings withdrew its 'B' issuer credit rating on
U.S.-based Jackson Hewitt Tax Service Inc. at the issuer's request.
At the time of the withdrawal, S&P's outlook on the company was
stable.
JONES ENERGY: Discloses Terms of Potential Transaction
------------------------------------------------------
As previously disclosed, Jones Energy, Inc. and its advisors have
been engaged in discussions with certain beneficial holders of the
Company's unsecured funded debt and other securities regarding a
potential transaction addressing the Company's debt and equity. To
facilitate those discussions, the Company and certain of the
Holders entered into a confidentiality agreement on Dec. 3, 2018.
Additionally, in connection with a Potential Transaction, the
Company has been in discussions with Metalmark Capital regarding
the Tax Receivable Agreement by and between JEH LLC, Metalmark and
certain of the Company's current and former owners, dated as of
July 29, 2013. To facilitate those discussions, the Company and
Metalmark entered into a confidentiality agreement on Jan. 14,
2019.
Pursuant to the Holders NDA, the Company agreed to publicly
disclose, after a specified period of time if certain conditions
were met, that the Company and certain of the Holders were engaged
in negotiations related to a Potential Transaction and information
regarding such negotiations. Pursuant to the Metalmark NDA, the
Company agreed to publicly disclose, after a specified period of
time if certain conditions were met, that the Company and Metalmark
were engaged in negotiations related to the Tax Receivable
Agreement and information regarding those negotiations.
Available at https://is.gd/S01BZt are the material terms of a
Potential Transaction agreed to be disclosed pursuant to the
Holders NDA and the Metalmark NDA. The Company has not agreed to
consummate a transaction at this time, including the Potential
Transaction. No definitive agreement has been reached with the
Holders, Metalmark or any other stakeholder. The Company may
continue discussions with Metalmark, the Holders, and/or beneficial
holders of its first lien secured notes regarding a Potential
Transaction.
About Jones Energy
Austin, Texas-based Jones Energy, Inc. --
http://www.jonesenergy.com/-- is an independent oil and natural
gas company engaged in the development and acquisition of oil and
natural gas properties in the Anadarko basin of Oklahoma and Texas.
The Company's Chairman, Jonny Jones, founded its predecessor
company in 1988 in continuation of his family's long history in the
oil and gas business, which dates back to the 1920s.
Jones Energy reported a net loss attributable to common
shareholders of $109.4 million in 2017, a net loss attributable to
common shareholders of $45.22 million in 2016, and a net loss
attributable to common shareholders of $2.38 million in 2015. As
of Sept. 30, 2018, Jones Energy had $1.78 billion in total assets,
$1.24 billion in total liabilities, $93.45 million in series A
preferred stock, and $449.3 million in total stockholders' equity.
JUDSON COLLEGE: S&P Alters Outlook on 2010 Rev. Bonds to Negative
-----------------------------------------------------------------
S&P Global Ratings revised its outlook to negative from stable and
affirmed its 'BB' rating on the Educational Building Authority of
the City of Marion, Ala.'s series 2010 revenue bonds, issued for
Judson College.
"The negative outlook reflects our view of the college's
significant declines in enrollment and weakening of demand profile
over a one-year period," said S&P Global Ratings credit analyst
Phillip Pena. "The negative outlook also reflects consistently
weakening available resources over a five-year period, partly
offset by slightly positive operating performance in fiscal 2018
despite declines in both enrollment and net tuition revenue."
S&P said, "We assessed Judson's enterprise profile as adequate,
characterized by very small enrollment of approximately 301
full-time-equivalent students and niche demand profile as an
all-female, Christian-based college, with sufficient selectivity
and matriculation for the rating category. We assessed Judson's
financial profile as vulnerable, reflecting weakening available
resources, positive to break-even operating performance; a high
tuition discount rate; and a high maximum annual debt service
burden, particularly when incorporating the borrowings on lines of
credit. Combined, we believe these credit factors lead to an
indicative stand-alone credit profile of 'bb', and a final rating
of 'BB'.
"We could consider a negative rating action should the college
experience further enrollment declines or a material deterioration
of its demand profile. We would view further weakening of available
resources negatively given their trend of decline over the past
five years. A negative rating action could also be considered
should support from the Alabama Baptist State Convention, which
provides funds to the college, be significantly reduced without a
replacement revenue source. Any increase in either long-term or
short-term debt not supported by commensurate financial resource
growth could negatively pressure the rating, in our view.
"We could consider a positive rating action should the college
stabilize enrollment and its demand profile. We expect a new
president to be hired during fiscal 2019, and would evidence of
strategic planning, especially as related to enrollment and demand,
favorably. A material strengthening of available resources
commensurate with reductions in debt and operating expenses would
also be viewed positively."
KB HOME: S&P Alters Outlook to Positive & Affirms 'BB-' ICR
-----------------------------------------------------------
S&P Global Ratings noted that U.S.-based homebuilder KB Home
continues to generate solid EBITDA. Despite recently slowing
revenue growth, the company is maintaining improved margins, while
keeping its commitment to further reduce debt.
On Jan. 29, 2019, S&P Global Ratings revised its outlook on KB Home
to positive from stable and affirmed the 'BB-' issuer credit rating
and issue-level rating on the company's senior unsecured notes. The
recovery rating on the notes remains '3'.
The outlook revision primarily reflects strongly improved financial
metrics, but which now appear to be moderating from these
relatively firm levels. S&P said, "Even though we anticipate that
further revenue increases and margin gains will be harder won, due
to slowing broader demand and affordability issues, there remains
ample scope for continued improvement in KB's credit profile. We
think management is committed to using its solid discretionary cash
flows toward continued debt reduction, and we would expect to raise
our rating on KB Home to 'BB' if the company is able to maintain
leverage around 3x or below. In achieving debt to EBITDA of 3.1x at
the end of fiscal 2018, the company has nearly halved its leverage
in just two years, and has brought debt to capital firmly below
50%."
S&P said, "Our positive rating outlook reflects KB Home's
volume-based revenue improvements in 2019 that we expect to
generate about $600 million in EBITDA, despite slower overall
demand. This mostly steady EBITDA and slower anticipated
land-inventory expansion, should result in free operating cash
flows (FOCF) above $200 million, which we think KB Home will employ
mainly for continuing debt reduction.
KING FARMS: Seeks to Hire Strawn Law Firm as Counsel
----------------------------------------------------
King Farms seeks authority from the U.S. Bankruptcy Court for the
Western District of Tennessee to employ Strawn Law Firm, as counsel
to the Debtor.
King Farms requires Strawn Law Firm to:
a. advise the Debtor with respect to its powers and duties in
the continued operation of its farming operation;
b. assist the Debtor in the preparation of its statement of
financial affairs, schedules, statement of executor
contracts and unexpired leases, and any papers or
pleadings, or any amendments thereto that the Debtor is
required to file in these cases;
c. represent the Debtor in any proceeding that is instituted
to reclaim property or obtain relief from the automatic
stay imposed by Section 362 of the Bankruptcy Code or that
seeks the turnover or recovery of property;
d. providing assistance, advice and representation concerning
the formulation, negotiation and confirmation of a Plan
of Reorganization, and accompanying ancillary documents;
e. provide assistance, advice and representation concerning
any investigation of the assets, liabilities and financial
condition of the Debtor that may be required;
f. represent the Debtor at hearings or matters pertaining to
affairs as the Debtor;
g. provide counseling and representation with respect to the
assumption or rejection of executory contracts and leases
and other bankruptcy-related matters arising from these
cases other than as set forth below;
h. represent the Debtor in matters that may arise in
connection with its farming operations, its financial and
legal affairs, its dealings with creditors and other
parties-in-interest and any other matters, which may
arise during the bankruptcy case;
i. render advice with respect to the myriad of general
corporate and litigation issues relating to these cases,
including, but not limited to, health care, real estate,
securities, corporate finance, tax and commercial matters;
and assist the Debtor in connection with any necessary
application, orders, reports or other legal papers and to
appear on behalf of the Debtor in proceedings instituted by
or against the Debtor; and
j. perform such other legal services as may be necessary and
appropriate for the efficient and economical administration
of these Chapter 11 cases.
Strawn Law Firm will be paid at these hourly rates:
Attorneys $300
Paralegals $100
Strawn Law Firm will be paid a retainer in the amount of $10,000.
Strawn Law Firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Thomas H. Strawn, partner of Strawn Law Firm, 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.
Strawn Law Firm can be reached at:
Thomas H. Strawn, Esq.
STRAWN LAW FIRM
400 Masonic Street
Dyersburg, TN 38025
E-mail: tstrawn42@bellsouth.net
About King Farms
King Farms filed a Chapter 11 bankruptcy petition (Bankr. D. Tenn.
Case No. 19-10139) on Jan. 22, 2019. The Debtor hired Strawn Law
Firm as counsel.
LESLIE'S POOLMART: S&P Alters Outlook to Negative & Affirms B ICR
-----------------------------------------------------------------
S&P Global Ratings noted that swimming pool supply retailer
Leslie's Poolmart Inc. has reported fiscal 2018 operating results
that are below S&P's expectation, resulting in elevated leverages
ratios, with debt to EBITDA in the high-6x area.
S&P is revising the outlook to negative from stable and affirming
all of its ratings on the company, including its 'B' issuer credit
rating.
The outlook revision reflects the company's weak credit metrics
following its softer than expected fiscal 2018 operating results.
S&P said, "We believe that persistently cooler and wetter weather
in key markets (Texas, Midwest, and Northeast) was the primary
driver of weak performance, suppressing demand for higher-margin
pool maintenance products. This leaves Leslie's with little room
for underperformance at its 6.7x leverage, which is notably above
our forecast of 6.2x. Despite our expectation that adjusted debt to
EBITDA will improve to the low-6x area at fiscal year-end 2019 on
more normalized weather trends, we believe that the company's high
dependence on unpredictable weather and potential integration
issues from the company's strategy of pursuing tuck-in acquisitions
pose downside risk to our base-case forecast this year. We also
note that Leslie's has limited room at the current rating to absorb
swings in operating performance given its financial sponsor
ownership and aggressive capital structure."
S&P said, "The negative outlook reflects our view that Leslie's has
minimal cushion for further underperformance following soft fiscal
2018 operating results. Credit metrics ended the year weaker than
our expectation, with leverage of 6.7x and funds from operations
(FFO) to debt of 7.3%. We expect credit metrics to moderately
improve over the next 12 months driven by profit growth, resulting
in leverage declining to the low-6x area and FFO to debt increasing
to the low-8% area at fiscal year-end 2019.
"We could lower our ratings if we do not expect recent negative
operating trends to reverse, leading to debt to EBITDA sustained
above 7x. This could happen if we expect sales to increase in the
low- to mid–single-digit percent range (compared with our current
expectation of mid- to high-single-digit percent sales growth), and
EBITDA margin to decline 150 basis points (bps). Continued weak
performance would most likely be driven by persistently cold and/or
wet weather in the company's key markets during spring and summer
2019, or unsuccessful acquisitions. We could also lower our ratings
if Leslie's continues to underperform our expectation due to
increased competition and weakening product/service quality,
leading to meaningful erosion of market share.
"We could revise the outlook back to stable if we expect Leslie's
to maintain debt to EBITDA comfortably below 7x without
experiencing any significant setbacks from unfavorable weather or
other unexpected business disruption. This could happen if we
expect sales to increase in the high-single-digit percent area and
EBITDA margin to increase 100 bps due to higher demand for pool
maintenance products."
LMBE-MC HOLDCO II: S&P Rates $475MM Secured Loans 'BB-'
-------------------------------------------------------
S&P Global Ratings noted that LMBE-MC HoldCo II LLC is a wholly
owned project-financed subsidiary of U.S. electricity provider
Talen Energy Supply LLC. It consists of two merchant power plants
that sell energy and capacity into the Pennsylvania-Jersey-Maryland
market, a market pressured by weak demand growth and oversupply.
The plants have the operational risk characteristics of typical
power generators, although they have a strong performance track
record. S&P believes that energy dispatch will be relatively high
given the low heat rate at LMBE, high expected availability, and
access to inexpensive natural gas, as well as dual fuel
capabilities at Martins Creek.
S&P assigned a 'BB-' rating to LMBE-MC HoldCo II LLC's $450 million
senior secured term loan B and $25 million senior secured revolving
credit facility. S&P said, "The recovery rating is '1', indicating
our expectation of very high recovery (90%-100%) in a default
scenario. The outlook is stable, reflecting our expectation for a
minimum debt service coverage ratio of about 1.53x in 2020."
Talen Energy Supply announced its intention to project finance its
Lower Mount Bethel and Martins Creek gas fired generating assets in
order to use proceeds to pay corporate maturities. The transaction
closed on December 3, 2018.
S&P said, "The stable outlook reflects our expectation that
operations will continue to be effective at both assets, and that
minimum DSCRs will exceed 1.5x during the entirety of the asset's
life.
"We would likely lower the rating if the minimum DSCR for the
project fell below 1.3x during the project's life. This could stem
from greater refinancing risk or operational challenges that result
in higher-than-anticipated capital spending. Additionally,
diminished market conditions, driven by either commodity prices or
weaker demand growth, could contribute to weaker credit quality.
"We could raise the rating if the project's minimum DSCR exceeded
approximately 1.8x in every year during the asset's life. A secular
improvement in the power market could result in this outcome,
assuming that operations remain strong."
M&P COLLECTIONS: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Two affiliates that have filed voluntary petitions seeking relief
under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
M&P Collections, Inc. 19-30311
dba Intrepid Professional Services
dba M&P Collections
2700 Stanley Gault Parkway, Suite 130
Louisville, KY 40222
F&M Law Firm, P.S.C. 19-30312
dba Fenton Law Firm, PSC
fka Fenton & McGarvey Law Firm, P.S.C.
2700 Stanley Gault Parkway, Suite 130
Louisville, KY 40222
Business Description: M&P Collections' line of business includes
collection and adjustment services on claims
and other insurance related issues.
F&M Law Firm is a debt collection agency in
Louisville, Kentucky.
Chapter 11 Petition Date: February 1, 2019
Court: United States Bankruptcy Court
Western District of Kentucky (Louisville)
Judge: Hon. Alan C. Stout
Debtors' Counsel: Charity S. Bird, Esq.
KAPLAN JOHNSON ABATE & BIRD LLP
710 West Main Street, 4th Floor
Louisville, KY 40202
Tel: 502-540-8285
Fax: 502-540-8282
E-mail: cbird@kaplanjohnsonlaw.com
M&P Collections'
Estimated Assets: $100,000 to $500,000
M&P Collections'
Estimated Liabilities: $1 million to $10 million
F&M Law Firm's
Estimated Assets: $1 million to $10 million
F&M Law Firm's
Estimated Liabilities: $1 million to $10 million
M&P Collections' petition was signed by Steve Douglas, president
and director.
F&M Law Firm's petition was signed by Thomas Fenton, president and
director.
A full-text copy of M&P Collections's petition containing, among
other items, a list of the Debtor's 20 largest unsecured creditors
is available for free at:
http://bankrupt.com/misc/kywb19-30311.pdf
A full-text copy of F&M Law Firm's petition containing, among other
items, a list of the Debtor's 20 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/kywb19-30312.pdf
MAREMONT CORPORATION: Plan Confirmation Hearing Set for March 18
----------------------------------------------------------------
The Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware will hold a hearing on March 18, 2019, at 1:00
p.m. (Prevailing Eastern Time) 5th Floor, Courtroom #5 at 824 North
Market Street in Wilmington, Delaware, to approve the adequacy of
the disclosure statement explaining the pre-packaged Chapter 11
plan of reorganization of Maremont Corporation and its
debtor-affiliates, and confirm the Debtors' pre-package Chapter 11
plan.
Objections, if any, must be filed no later than 4:00 p.m.
(Prevailing Eastern Time) on March 4, 2019.
About Maremont Corp.
Maremont Corporation and three affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 19-10118). The affiliated
debtors are Maremont Exhaust Products, Inc., AVM, Inc., and Former
Ride Control Operating Company, Inc.
Headquartered in Troy, Michigan, Maremont is a Delaware corporation
and wholly-owned subsidiary of Meritor, Inc., a public company
organized under the laws of the State of Indiana. Historically,
Maremont and its subsidiaries manufactured, distributed, and sold
aftermarket friction products. Certain of the products
manufactured and sold contained asbestos. However, Maremont and
its subsidiaries have not manufactured or sold any
asbestos-containing products since 1978. Maremont divested its
business lines over time. By 2013, the Debtors had ceased all
operations and divested all remaining operating assets.
Maremont estimated $10 million to $50 million in total assets and
$100 million to $500 million in liabilities as of the bankruptcy
filing.
The Debtors tapped Sidley Austin LLP as its legal counsel; Cole
Schotz P.C. as Delaware counsel; and Donlin, Recano & Company,
Inc., as claims and noticing agent.
MATRIX BROADCASTING: Estimates Unsecured Claims to Total $56K
-------------------------------------------------------------
Matrix Broadcasting, LLC, and Matrix Broadcasting Holdings, LLC,
filed a disclosure statement in support of an Amended Joint Chapter
11 Plan of Liquidation.
Treatment of Allowed Class 4 - General Unsecured Claims. Class 4
consists of all General Unsecured Claims, if any. Based on the
General Unsecured Claims reflected in the Debtors' Schedules or
timely filed proofs of claim, and excluding the Claims of Alpha,
Digity, Star Media, and Handy, on the Effective Date, the Debtors
estimate there will be approximately $56,000 in General Unsecured
Claims. Except to the extent such Holder has agreed to an alternate
treatment as described in the Plan, each Holder of an Allowed
General Unsecured Claim shall receive Cash in an amount equal to
100% of the amount of its Allowed General Unsecured Claim, without
interest, on or as soon as practicable after the later of (i) the
Effective Date and (ii) the date on which such General Unsecured
Claim becomes an Allowed General Unsecured Claim.
Treatment of Allowed Class 1 - Priority Non-Tax Claims. Class 1
consists of all Allowed Priority Non-Tax Claims. The Debtors
believe there are no Priority Non-Tax Claims.
As more fully detailed in Section 5.7 of the asset purchase
agreement, the Purchaser may offer employment to the employees of
the Stations. With respect to employees of the Stations hired by
the Purchaser, the Purchaser will be responsible for and will pay
all compensation and benefits arising after the Effective Date (in
accordance with the Purchaser's employment terms) and before the
Effective Date to the extent remaining unpaid at the Effective
Date. With respect to employees of the Stations not hired by the
Purchaser, the Purchaser will be responsible for and will pay all
compensation and benefits arising before the Effective Date to the
extent remaining unpaid at the Effective Date and all compensation
and benefits due as a result of the termination of such employees'
employment by the Debtors on the Effective Date.
On the Effective Date, the Debtors will assume and assign to the
Purchaser each Executory Contract identified on the Assumed
Contracts Schedule and shall reject each Executory Contract
identified on the Rejected Contracts Schedule. The Confirmation
Order will constitute an order of the Bankruptcy Court approving
such assumption and assignment or such rejection, as applicable, in
accordance with the provisions of Sections 365 and 1123, as of the
Effective Date.
Under the proposed Plan, all holders of Allowed Claims will be paid
in full(or receive such other treatment to which they have agreed)
and a substantial return will be provided to the holders of Allowed
Interests. If the Plan is not confirmed and the Debtors' cases are
converted to chapter 7, the Debtors believe that the Liquidation
Value of their remaining salable assets would provide holders of
Claims and Interests with substantially less favorable treatment
than they would receive under the Plan. Accordingly, the Debtors
believe that the Plan provides substantially greater recoveries to
Creditors than they would receive in a Chapter 7 liquidation and,
therefore, satisfies Section 1129(a)(7).
Based on the funds proposed to be available for distribution under
the Plan, the Debtors believe that they (or the Purchaser) will be
able to make all payments required to be made pursuant to the Plan.
Consummation of the Plan is dependent upon the occurrence of
certain conditions, including final negotiation and execution of
the APA and FCC Approval.
A redlined version of the Disclosure Statement dated January 16,
2019, is available at https://tinyurl.com/yadxmxso from
PacerMonitor.com at no charge.
About Matrix Broadcasting
Matrix Broadcasting, LLC owns and operates two radio stations, WZSR
(105.5 FM, "The Star") and WFXF (103.9 FM, "The Fox"). The
Stations are operated from Matrix's studios in Crystal Lake,
Illinois. Matrix Broadcasting Holdings, LLC, which previously
served as the sole member of Matrix, has no operations or assets
but is a guarantor of Matrix's senior secured obligations. The
Company was formed out of the 2014 acquisition by Digity Companies,
LLC, of 33 radio stations from NextMedia Group Inc., which itself
successfully emerged from Chapter 11 in 2010.
Matrix Broadcasting, LLC, and Matrix Broadcasting Holdings, LLC,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
Tex. Case No. 18-31045 and 18-31046) on March 27, 2018. In its
petition signed by Peter Handy, CEO, Matrix LLC disclosed $1
million to $10 million in assets and $1 million to $10 million in
liabilities. Matrix Holdings, LLC disclosed $0 to $50 million in
assets and $1 million to $10 million in liabilities.
The Hon. Christine M. Gravelle presides over the case.
The Debtors tapped Michael P. Cooley, Esq., Keith M. Aurzada, Esq.,
and Lindsey L. Robin, Esq., of Bryan Cave LLP as bankruptcy
counsel.
MAYFLOWER COMMUNITIES: Files Chapter 11 to Halt Foreclosure
-----------------------------------------------------------
Mayflower Communities, Inc., owner of The Barrington of Carmel
senior living retirement facility in Carmel, Indiana, sought
Chapter 11 protection to stop the receiver from pursing a
foreclosure sale of the facility.
The Barrington of Carmel is a 271-unit facility located in Carmel,
Indiana featuring: (i) 141 independent living ("IL") apartments,
(ii) 56 assisted living ("AL") units, (iii) 26 memory support
("MS") units, and (iv) 48 skilled nursing ("SNF") beds, all located
on a 372,000 square foot, 19-acre campus.
Barrington offers its residents a continuum of care in a
campus-style setting, providing living accommodations and related
health care and support services to a target market of seniors aged
62 and older.
The Facility currently has a high occupancy rate, with 271
residents currently living in the Facility. As of Jan. 18, 2019,
occupancy in the IL, AL, MS, and SNF was 91.5%, 87.5%, 92.3%, and
77.1%, respectively. Among these residents, 24 reside in
Barrington's memory support unit, 37 in Barrington's skilled
nursing unit, and 49 in Barrington's assisted living unit.
Louis E. Robichaux IV, a senior managing director of Ankura
Consulting Group LLC who was appointed as chief restructuring
officer of the Debtor on Oct. 1, 2018, explains that Barrington
relies on revenue generated by new residents to, among other
things, maintain its day-to-day operations, meet its debt
obligations and comply with its resident refund obligations.
Recently, the highly competitive local senior living market has
impacted Barrington's ability to generate sufficient net cash flow
to cover all of its expenses. Because of these challenges,
Barrington has been unable to pay its debts as they become due and
defaulted on significant obligations.
The senior housing market in Carmel, Indiana is very competitive
and has been since Barrington opened. Barrington competes with
four primary competitors all located within a 10-mile radius.
Prepetition Capital Structure
Pursuant to a Master Trust Indenture dated as of Aug. 1, 2012,
between Barrington, as the initial member of the obligated group,
and The Bank of New York Mellon Trust Company, N.A. ("BNYM"), as
prior master trustee and to UMB Bank, N.A., as the successor bond
trustee, under A Bond Trust Indenture dated as of Aug. 1, 2012,
between the City of Carmel, Indiana and BNYM, the Issuer issued
revenue bonds in the aggregate principal amount of $119,020,000
pursuant to that loan agreement dated as of Aug. 1, 2012, between
Barrington and the Issuer, the Issuer loaned the proceeds of the
Bonds to Barrington for the purpose of, among other things, (i)
payment or reimbursement for the payment of certain costs of
acquiring, constructing, renovating, remodeling, and equipping the
Facility, (ii) payment or reimbursement for the payment of certain
project costs incurred prior to the issuance of the Bonds, (iii)
funding a debt service reserve fund, and (iv) paying a portion of
the interest of the Bonds.
As of the Petition Date, on a book value basis, Barrington has
approximately $96.5 million in assets which consists of:
i) $3.5 million in cash and cash equivalents;
ii) $300,000 in accounts receivable;
iii) $1.1 million of deferred entrance fee receivables;
iv) $77 million in property and equipment;
v) $8 million of restricted cash; and
vi) $6.6 million of other assets.
As of the Petition Date, the Debtor has $151.9 million in
liabilities, which consists of approximately:
i) $300,000 of trade accounts payable;
ii) $2.4 million of oversight fees owed to SQLC;
iii) $52.4 million of resident refund obligations;
iv) $92.7 million (plus accrued interest) of long-term municipal
bond obligations; and
v) $4.1 million (plus accrued interest) of subordinated note
obligations.
Events Leading to Chapter 11
Mr. Robichaux explains that the Facility has no operational or
healthcare issues and has not found itself defending contentious
litigation brought on by its residents or its estate. The issue is
that Barrington simply cannot continue to maintain its current debt
structure.
In light of its financial condition, the Debtor's professionals
immediately engaged in negotiations with representatives of the
Bond Trustee in December 2018 regarding the terms of a forbearance
agreement and a proposed operating budget. Additionally, the
Debtor agreed to retain the Bond Trustee's proposed real estate
broker and engage in a sale process on a timeline mutually
acceptable to the Bond Trustee and the Debtor. Notwithstanding the
Debtor's good faith efforts to reach a mutually acceptable course
of action with the Bond Trustee, the Bond Trustee, without any
notice to the Debtor or the Debtor's professionals, filed a
Complaint for Breach of Contract, Replevin, Foreclosure, and
Immediate Appointment of a Receiver (the "Complaint") and Motion
for Immediate Appointment of a Receiver in the Hamilton Superior
Court in the County of Hamilton, Indiana.
The Bond Trustee commenced the Receivership Action in order to,
among other things, divest the Debtor and SQLC of any control of
the Debtor, dictate the terms of a sale of the Debtor's assets, and
prevent the Debtor from seeking bankruptcy relief.
After carefully considering the Debtor's financial condition and
the interests of its creditors, residents, employees and other
interested parties, the Debtor's board of directors, with the
support of SQLC, its sole member, unanimously decided that it was
in the best interests of the Debtor's stakeholders that the Debtor
commence the Chapter 11 Case.
About Mayflower Communities
Mayflower Communities, Inc.
--https://www.thebarringtonofcarmel.com/ -- operates The Barrington
of Carmel a senior living retirement community in Carmel, Indiana.
Mayflower provides nursing care, memory support, rehabilitation,
retirement home, assisted living, and independent living.
Mayflower Communities sought Chapter 11 relief (Bankr N.D. Tex.
Case No. 19-30283) on Jan. 30, 2019, estimating $50 million to $100
million in assets and $100 million to $500 million in liabilities.
The Hon. Harlin DeWayne Hale oversees the case.
DLA PIPER LLP (US), led by Andrew Ball Zollinger and Thomas R.
Califano, and Rachel Nanes, serve as counsel to the Debtor. ANKURA
CONSULTING GROUP, LLC, is the restructuring advisor. LARX
ADVISORS, INC., is the financial advisor. CUSHMAN & WAKEFIELD
U.S., INC., is serving as investment banker. DONLIN RECANO &
COMPANY, INC., is the claims agent.
MCP REAL ESTATE: Seeks to Hire Pepper & Nason as Attorney
---------------------------------------------------------
MCP Real Estate Holding, LLC, seeks authority from the U.S.
Bankruptcy Court for the Southern District of West Virginia to
employ Pepper & Nason, as attorney to the Debtor.
MCP Real Estate requires Pepper & Nason to:
a. give the Debtor legal advice with respect to its powers and
duties as debtor-in-possession in the continued
operation of its business and management of its property;
b. prepare on behalf of the Debtor necessary application,
answers, orders, reports and other legal papers; and
c. perform all other legal services for the Debtor.
Pepper & Nason will be paid at these hourly rates:
William W Pepper $350
Andrew S. Nason $350
Daniel Lattanzi $250
Emmett Pepper $200
Pepper & Nason has been paid by the Debtor a retainer in the amount
of $28,283.
Pepper & Nason will also be reimbursed for reasonable out-of-pocket
expenses incurred.
William W. Pepper, partner of Pepper & Nason, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their/its estates.
Pepper & Nason can be reached at:
William W. Pepper, Esq.
PEPPER & NASON
8 Hale Street
Charleston , WV 35201
Tel: (304) 346-0361
About MCP Real Estate Holding
MCP Real Estate Holding, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. S.D.W. Va. Case No. 19-30026) on Jan. 23, 2019.
The Debtor hired Pepper & Nason, as attorney.
MISSING LYNX: Creditors to Get Payment Over 4 Years at 12% Interest
-------------------------------------------------------------------
The Missing Lynx, Inc., filed a small business Chapter 11 plan and
accompanying disclosure statement.
Harris County with an estimated amount owed $12,707.41 will be paid
monthly at $345.99 per month beginning May 1, 2019, and ending
March 1, 2023 with 12% Interest. Total Paid is $15,915.73.
Klein ISD with estimated amount owed $20,823.33 will be paid
monthly at $566.97 per month beginning May 1, 2019, and ending
March 1, 2023, with 12% Interest. Total Paid: $26,080.73.
Bridgestone MUD with estimated amount owed $7,572 will be paid
monthly at $206.17 per month beginning May 1, 2019, and ending
March 1, 2023, with 12% Interest. Total Paid: $9,483.90.
Any creditor remedies allowed by 11 U.S.C. Section 1112(b)(4)(N)
shall be preserved to the extent otherwise available at law. In
addition to any rights specifically provided to a claimant treated
pursuant to this Plan, a failure by the reorganized Debtor to make
a payment to a claimant pursuant to the terms of the Plan shall be
an Event of Default. If the reorganized Debtor fails to cure an
Event of Default within ten (10) days after service of written
notice of default, the claimant may (a) enforce the entire amount
of its claim, (b) exercise all rights and remedies under applicable
non-bankruptcy law, and (c) seek such relief as may be appropriate
in this Court. The Debtor shall be allowed to cure up to two (2)
defaults. Upon a third default, the claimant, at its option, may
declare the default non-cureable and proceed to collect the
remainder of the debt.
A full-text copy of the Disclosure Statement dated January 16,
2019, is available at https://tinyurl.com/yaz4wlby from
PacerMonitor.com at no charge.
About The Missing Lynx Express
The Missing Lynx Express, Inc. is a company based in Spring, Texas,
which provides installation for all major appliances.
The Missing Lynx Express filed a Chapter 11 petition (Bankr. S.D.
Tex. Case No. 18-31255) on March 13, 2018, listing less than $1
million in assets and liabilities. Judge Eduardo V. Rodriguez
presides over the case.
Michael L. Hardwick, Esq., in Houston, Texas, represents the
Debtor.
NOVAN INC: Provides Business Update
-----------------------------------
* End-of-Phase 2 meeting with FDA for molluscum granted and
scheduled for early March
* Active business development discussions ongoing around
certain late-stage assets and broader dermatology platform
* Dr. David Hebert joins Novan as senior director of Biometrics
* John M. Gay, vice president of Finance and corporate
controller, appointed principal financial officer and
corporate secretary
Novan has been granted an end-of-Phase 2 meeting with the FDA in
early March 2019 for the SB206 molluscum program. This meeting
will enable Novan and the FDA to agree on a Phase 3 development
plan for molluscum with SB206 12% once-daily as the active
treatment arm. The Company intends to provide a further update
after the meeting with respect to a path forward for the asset and
indication.
Additionally, Novan is continuing to pursue several active business
development discussions around certain of its late-stage assets,
including SB206 for molluscum, and the broader dermatology
platform.
To support the current business strategy and to expand its
expertise in scientific translation and overall drug development,
Novan continues to promote talent from within the organization as
well as selectively add professionals from outside the Company. To
that end, Novan is announcing the following organizational
adjustments to the business:
Dr. David Hebert will join the Company's clinical development team
as senior director of Biometrics. Dr. Hebert will report to Dr.
Elizabeth Messersmith, SVP and chief development officer, and will
have responsibility for overall statistical strategy, clinical
design considerations and management of resources to ensure the
high-quality capture of data, subsequent analysis, and the
follow-on clinical and regulatory interpretation. Dr. Hebert joins
Novan from UCB Biosciences, where he most recently served as senior
director, Head of Global Statistical Sciences. Dr. Hebert has a
Ph.D. in Biostatistics from the University of Texas Health Science
Center at Houston and brings more than 20 years of biostatistics
leadership and experience to the organization.
Novan's Board of Directors has appointed John M. Gay to serve as
the Company's principal financial officer and corporate secretary,
effective as of Jan. 31, 2019. Mr. Gay, who joined Novan in May
2018, will assume the role of vice president of Finance in addition
to continuing in the role of Corporate Controller. Mr. Gay has
over 18 years of professional experience including finance and
accounting positions with Valassis Digital, MaxPoint Inc., Deloitte
and Arthur Andersen. Mr. Gay previously served as Corporate
Controller of Furiex Pharmaceuticals, Inc., from its initial
listing on the NASDAQ stock market through the execution of an
acquisition agreement of the company by Actavis plc (Forest
Laboratories, Inc.) in an all-cash transaction valued at
approximately $1.1 billion. As principal financial officer, Mr.
Gay, along with Kelly Martin, Novan's chief executive officer, will
be responsible for the overall financial activities of the
Company.
About Novan Inc.
Based in Morrisville, North Carolina, Novan Inc. --
http://www.novan.com/-- is a clinical-stage biotechnology company
focused on leveraging nitric oxide's natural antiviral and
immunomodulatory mechanisms of action to treat dermatological and
oncovirus-mediated diseases. Nitric oxide plays a vital role in
the natural immune system response against microbial pathogens and
is a critical regulator of inflammation. The Company's ability to
harness nitric oxide and its multiple mechanisms of action has
enabled it to create a platform with the potential to generate
differentiated product candidates. The two key components of the
Company's nitric oxide platform are its proprietary Nitricil
technology, which drives the creation of new chemical entities, or
NCEs, and its topical formulation science, both of which the
Company uses to tune the Company's product candidates for specific
indications.
Novan incurred a net loss and comprehensive loss of $37.12 million
in 2017 following a net loss and comprehensive loss of $59.69
million in 2016. As of Sept. 30, 2018, the Company had $29.69
million in total assets, $31.99 million in total liabilities, and a
total stockholders' deficit of $2.29 million.
The report from the Company's independent accounting firm
PricewaterhouseCoopers LLP on the consolidated financial statements
for the year ended Dec. 31, 2017, includes an explanatory paragraph
stating that the Company has suffered recurring losses from
operations, negative cash flow from operating activities, and has
an accumulated deficit that raise substantial doubt about its
ability to continue as a going concern.
OCEAN STAR PRODUCTIONS: Hires Van Horn Law as Counsel
-----------------------------------------------------
Ocean Star Productions LLC seeks authority from the U.S. Bankruptcy
Court for the Southern District of Florida to employ Van Horn Law
as counsel to the Debtor.
Ocean Star Productions requires Van Horn Law to:
a. give advice to the Debtor with respect to its powers and
duties as a debtor in possession and the continued
management of its business operations;
b. advise the Debtor with respect to its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of court;
c. prepare motions, pleadings, orders, applications, adversary
proceedings, and other legal documents necessary in the
administration of the case;
d. protect the interest of the debtor in all matters pending
before the court; and
e. represent the Debtor in negotiation with its creditors in
the preparation of a plan.
Van Horn Law will be paid at these hourly rates:
Chad Van Horn, Esq. $450
John Schank, Esq. $350
Associates $350
Jay Molluso $300
Law Clerks $175
Paralegals $175
Van Horn Law will be paid a retainer in the amount of $5,000, plus
$1,717 filing fee.
Van Horn Law will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Chad T. Van Horn, a founding partner of Van Horn Law Group, 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.
Van Horn Law can be reached at:
Chad T. Van Horn, Esq.
VAN HORN LAW GROUP, INC.
330 N. Andrews Ave., Suite 450
Fort Lauderdale, FL 33301
Tel: (954) 765-3166
E-mail: Chad@cvhlawgroup.com
About Ocean Star Productions
Ocean Star Productions LLC filed a Chapter 11 bankruptcy petition
(Bankr. S.D. Fla. Case No. 19-10757-RBR) on Jan. 18, 2019. The
Debtor hired Van Horn Law, as counsel.
OMNIL CORPORATION: Case Summary & 9 Unsecured Creditors
-------------------------------------------------------
Debtor: OMNIL Corporation
dba M & M Food Mart
161 Bud Drive
Leesburg, GA 31763
Business Description: OMNIL Corporation dba M & M Food Mart
operates a frozen food retail store in
Leesburg, Georgia.
Chapter 11 Petition Date: January 31, 2019
Court: United States Bankruptcy Court
Middle District of Georgia (Albany)
Case No.: 19-10117
Debtor's Counsel: Christopher W. Terry, Esq.
BOYER TERRY LLC
348 Cotton Avenue, Suite 200
Macon, GA 31201
Tel: 478.742-6481
E-mail: chris@boyerterry.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Nita B. Patel, president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's nine unsecured creditors is available for free
at:
http://bankrupt.com/misc/gamb19-10117.pdf
ON SEMICONDUCTOR: S&P Affirms 'BB' ICR, Outlook Still Stable
------------------------------------------------------------
S&P Global Ratings affirmed its 'BB' issuer credit rating on global
analog semiconductor maker ON Semiconductor Corp. The outlook
remains stable.
The rating reflects ON's fragmented, competitive, and cyclical
industry conditions; EBITDA margins that are lower than those of
semiconductor peers of similar scale; and the company's intention
to use its free cash flow toward share buybacks and acquisitions.
Partly offsetting these factors are the company's good position in
the discrete power management segment of the semiconductor market,
diversified end markets and customer base, and strong recent growth
within the company's imaging products and ON's growth within the
automotive segment. Current leverage of under 2x provides ample
cushion to our 4x downside threshold, for the company to pursue
acquisitions. The company has completed the integration of
Fairchild, paid down close to a billion dollars of debt over 2017
and 2018, and has improved EBITDA margins to just under 25%,
resulting in leverage falling to under 2x.
S&P said, "The stable outlook reflects our expectation that ON
Semiconductor has enough cushion within the rating to pursue its
acquisition and shareholder return objectives, and absorb an
operating downturn, while maintaining leverage below 4x.
"We could raise our ratings on ON Semiconductor if we come to
believe that the company can pursue its acquisition and shareholder
return objectives as well as absorb a cyclical downturn while
maintaining leverage below 3x.
"We could lower the rating over the next 12 months if a
semiconductor industry downturn or large, debt-financed
acquisitions result in leverage sustained above 4x. Given current
leverage of under 2x, ON Semi is unlikely to test the downside
scenario over the next 12 months."
OROVILLE HOSPITAL: S&P Rates $239MM 2019 Revenue Bonds 'BB+'
------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' long-term rating to the City
of Oroville, Calif.'s $239.6 million series 2019 revenue bonds,
issued for Oroville Hospital (Oroville). The outlook is stable.
"The rating and outlook reflect our view of Oroville's enterprise
profile, characterized by its solid market share in its primary
service area (PSA), which is expected to increase modestly over the
near term," said S&P Global Ratings credit analyst Jamie Seman.
Oroville's competitive position in its PSA is offset somewhat by a
high reliance on both governmental payers as well as special
funding. S&P said, "The rating and outlook further reflect our view
of Oroville's financial profile, which we view as vulnerable
following this debt issuance as it pressures the hospital's balance
sheet and increases leverage notably. Although Oroville's debt and
liquidity metrics will be strained post-issuance, the hospital's
ability to consistently generate healthy operating margins is
viewed positively. We expect the hospital's operations to remain
positive over the next several years, which should support
necessary balance sheet growth and improvement in liquidity metrics
subsequent to the sizable debt issuance and increased leverage."
S&P said, "The stable outlook reflects our view that Oroville will
sustain its operating margins over the two-year outlook period,
generating cash flow to gradually grow its unrestricted reserves.
The outlook also reflects our view that Oroville Hospital can
successfully execute its capital plan, and that it will generate
revenue growth for the hospital over time."
PERFECT BROW ART: Hires Stretto as Claims and Noticing Agent
------------------------------------------------------------
Perfect Brow Art, Inc., and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the Northern District of
Illinois to employ Stretto, as claims and noticing agent to the
Debtors.
Perfect Brow Art requires Stretto to:
a) relieve the Court of all noticing under any applicable
Bankruptcy Rule, including those relating to the
institution of any claims bar date and the processing of
claims;
b) file with the Court a certificate of service, within 10
days after each service, a list of persons to whom service
was made and the manner and date thereof;
c) maintain an up-to-date mailing list of all entities that
have requested service of pleadings in this case and a
master service list of creditors and other parties in
interest, which lists shall be available upon request of
the Court;
d) comply with applicable state, municipal and local laws and
rules, orders, regulations and requirements of federal
government departments and bureaus;
e) assist the Debtors with administrative tasks in the
preparation of their Schedules of Assets and Liabilities
and Statement of Financial Affairs;
f) provide balloting services in connection with the
solicitation process for any chapter 11 plan;
g) at any time, upon request, satisfy the Court that it has
the capability to efficiently and effectively notice,
docket and maintain proofs of claim;
h) furnish notice(s) of bar date(s) approved by the Court for
the filing of proofs of claim (including the coordination
of publication, if necessary) and a form for filing a proof
of claim to each party notified of the filing;
i) maintain all proofs of claim filed against the Debtors'
estate;
j) maintain an official claims register by docketing all
proofs of claim on a register containing certain
information, including, but not limited to, the following:
the name and address of claimant and agent, if agent filed
proof of claim; the date received; the claim number
assigned; the amount and classification asserted; the
scheduled amount of the creditor's claim (if applicable);
and pertinent comments concerning disposition of claims;
k) maintain the original proofs of claim in correct claim
number order, in an environmentally secure area, and
protect the integrity of these original documents;
l) transmit to the Court an official copy of the claims
register on a monthly basis, unless requested in writing by
the Court on a more/less frequent basis;
m) maintain an up-to-date mailing list for all entities that
have filed a proof of claim, which list shall be available
upon request of a party in interest or the Court;
n) provide access to the public for examination of copies of
the proofs of claim or proofs of interest in this case
without charge during regular business hours;
o) record all transfers of claims under Bankruptcy Rule
3001(e) and provide notice of the transfers as required by
Bankruptcy Rule 3001(e);
p) maintain Court orders concerning claims resolution; and
q) promptly comply with such further conditions and
requirements as the Court may hereafter prescribe.
Stretto will be paid based upon its normal and usual hourly billing
rates. Stretto received from the Debtors a retainer in the amount
of $5,000, prior to the petition date.
Stretto will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Travis Vandell, managing director of Stretto, 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.
Stretto can be reached at:
Travis Vandell
STRETTO
410 Exchange, Suite 100
Irvine, CA 92606
Tel: (800) 634-7734
About Perfect Brow Art
Perfect Brow Art, Inc., based in Highland Park, IL, and certain of
its affiliates sought Chapter 11 protection (Bankr. N.D. Ill. Lead
Case No. 19-01811) on Jan. 22, 2019. In the petitions signed by
Elizabeth Porikos-Gorgees, president and sole shareholder, Perfect
Brow Art's estimated $1 million to $10 million in both assets and
liabilities, and P.B. Art Franchise's estimated $0 to $50,000 in
assets and $100,000 to $500,000 in liabilities. The Hon. Carol A.
Doyle oversees the case. Harold D. Israel, Esq., at Goldstein &
McClintock LLLP, serves as bankruptcy counsel. Stretto is the
claims and noticing agent.
PG&E CORP: S&P Cuts Issuer Credit Rating 'D' Amid Bankruptcy Filing
-------------------------------------------------------------------
California-based PG&E Corp. and subsidiary Pacific Gas & Electric
Co. (Pac Gas) voluntarily filed for Chapter 11 bankruptcy.
S&P Global Ratings lowered its issuer credit rating on PG&E to 'D'
from 'CC', and short-term rating to 'D' from 'C'.
S&P also lowered its ratings on the senior unsecured debt at Pac
Gas to 'D' from 'CC'; the recovery rating remains '1'.
PHILMAR CARE: Seeks to Hire Fife & Company as Accountant
--------------------------------------------------------
Howard M. Ehrenberg, the Chapter 11 Trustee of Philmar Care, LLC,
seeks authority from the U.S. Bankruptcy Court for the Central
District of California to employ Hahn Fife & Company LLP, as
accountant to the Trustee.
The Trustee requires Fife & Company to:
-- provide accounting services to the bankruptcy estate;
-- prepare and file necessary state and federal estate tax
returns;
-- review of financial documents; and
-- provide any other reasonable duties assigned by the
Trustee, including the review of the claims filed by the
IRS and EDD.
Fife & Company will be paid at the hourly rate of $420.
Fife & Company will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Donald T. Fife, partner of Hahn Fife & Company 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.
Fife & Company can be reached at:
Donald T. Fife
HAHN FIFE & COMPANY, LLP
790 E. Colorado Blvd., 9th Floor
Pasadena, CA 91101
Tel: (626) 792-0855
About Philmar Care
Philmar Care, LLC, operates an assisted living facility located at
12260 Foothill Blvd. Sylmar, California. It provides long-term
skilled nursing care, other types of care, and social services.
Philmar Care previously filed a Chapter 11 petition (Bankr. C.D.
Cal. Case No. 18-20286) on Dec. 7, 2018. Philmar Care sought
Chapter 11 protection (Bankr. C.D. Cal. Case No. 18-12966) on Dec.
10, 2018.
In the petition signed by Philip R. Weinberger, managing member,
the Debtor estimated $1 million to $10 million in assets and $1
million to $10 million in liabilities. The case is assigned to
Judge Martin R. Barash. The Debtor tapped Ashley M. McDow, Esq.,
at Foley & Lardner LLP, as its legal counsel.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on Jan. 4, 2019. The Committee retained Arent
Fox LLP, as its counsel.
Howard M. Ehrenberg was appointed as Chapter 11 trustee for the
Debtor's estate.
PHOENIX GUARANTOR: S&P Assigns 'B' ICR, Outlook Stable
------------------------------------------------------
S&P Global Ratings related that Phoenix Guarantor Inc. was formed
as a result of the merger between PharMerica Corp. and BrightSpring
Health Services. This transaction improves service and payor
diversification, with clear cost synergy opportunities. While there
are strategic pharmacy revenue expansion opportunities present, S&P
thinks it will take time for the combined company to realize these
benefits.
S&P Global Ratings is assigning a 'B' issuer credit rating to the
company. The outlook is stable.
S&P said, "At the same time, we are assigning a 'B' issue-level
rating and '3' recovery rating to the first-lien credit facility.
The '3' recovery rating indicates expectations for meaningful
(50%-70%; rounded estimate: 65%) recovery in the event of a
default.
"In addition, we are assigning a 'CCC+' issue-level rating and '6'
recovery rating to the senior credit facility. The '6' recovery
rating indicates expectations for negligible (0%-10%; rounded
estimate: 0%) recovery in the event of a default.
"The ratings on Phoenix reflect the company's high leverage and our
expectation for good free cash flows. The ratings also reflect the
company's position in businesses that are in high demand but are
subject to reimbursement and labor cost inflation risk that will
constrain margins.
"The stable outlook reflects our expectation that Phoenix will
manage through potential reimbursement headwinds given enhanced
diversity while managing labor cost pressure, such that its
adjusted EBITDA margin will stay in the high-9% area. However, we
expect adjusted leverage will stay consistently above 5x in the
next few years because of the company's appetite for growth and
sponsor ownership."
POINT.360: Seeks to Hire Holthouse Carlin as Accountant
-------------------------------------------------------
Point.360, seeks authority from the U.S. Bankruptcy Court for the
Central District of California to employ Holthouse Carlin & Van
Trigt LLP, as accountant to the Debtor.
Point.360 requires Holthouse Carlin to assist the Debtor in
preparing its 2018 federal and state corporation income tax
returns.
Holthouse Carlin will be paid a fee in the sum of $22,000.
Holthouse Carlin held a prepetition claim of $13,331.43. The firm
waived this claim in connection with its prior employmen
application.
John Lilly, a partner at Holthouse Carlin & Van Trigt LLP,
disclosed in a court filing that his firm does not hold any
interest adverse to the interest of the Debtor's estate, creditors
or equity security holders.
Holthouse can be reached through:
John R. Lilly
Holthouse Carlin & Van Trigt LLP
400 West Ventura Boulevard, Suite 250
Camarillo, CA 93010
Tel: (805) 374-8555
Fax: (805) 413-1749
E-mail: JohnL@hcvt.com
About Point.360
Point.360 (PTSX) -- http://www.point360.com/and
http://www.mvf.com/-- is an integrated media management services
company providing film, video and audio post production, archival,
duplication and data distribution services to motion picture
studios, television networks, independent production companies and
multinational companies. The Company provides the services
necessary to edit, master, reformat and archive its clients' audio,
video, and film content, which include television programming,
feature films, and movie trailers. On July 8, 2015, Point.360
acquired the assets of Modern VideoFilm to expand the Company's
service offering. The Company also rents and sells DVDs and video
games directly to consumers through its Movie-Q retail stores. The
Company is headquartered in Los Angeles, California.
Point.360 filed a voluntary petition for reorganization under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No.
17-22432) on Oct. 10, 2017. In the petition signed by Haig S.
Bagerdjian, the Company's Chairman, President and CEO, the Debtor
disclosed total assets of $11.14 million and total debt of $14.77
million as of March 31, 2017.
The Hon. Julia W. Brand is the case judge.
The Debtor hired Lewis R. Landaue, Esq., as bankruptcy counsel, and
TroyGould PC, as transactional counsel.
No trustee has been appointed, and the Company will continue to
operate its business as "debtor in possession" under the
jurisdiction of the Court and in accordance with the applicable
provisions of the Bankruptcy Code and orders of the Court.
PRAGAT PURSHOTTAM: May Use Cash Collateral Until Feb. 22
--------------------------------------------------------
The Hon. Carol A. Doyle of the U.S. Bankruptcy Court for the
Northern District of Illinois has authorized Pragat Purshottam,
Inc., to use the cash collateral upon the terms and conditions in
the Agreed Fifth Interim Order to avoid immediate and irreparable
harm to the estate.
The Debtor may use collateral and cash to the extent of plus or
minus 10% of each line item set forth on its Budget, up to and
including Feb. 22, 2019. The approved Budget shows total monthly
expenses of in the aggregate amount of $4,077.
Phoenix REO, LLC, is granted a postpetition replacement lien, to
the same extent and with the same priority held prepetition
resulting from its recorded mortgage. The liens and security
interests granted to Phoenix REO will have the same validity,
perfection and enforceability as the prepetition mortgages and
liens of Phoenix REO.
During the interim period, the Debtor will: (a) be authorized to
deposit all cash into its Debtor-in-Possession Accounts or such
other bank as ordered or allowed by the Court; and (b) escrow with
Phoenix REO, 1/12 per month of the annual real estate taxes subject
to a written escrow agreement.
The Debtor's Motion for Use of Cash Collateral is continued for
final hearing to Feb. 21, 2019 at 10:30 a.m.
A copy of the Agreed Fifth Interim Order is available at
http://bankrupt.com/misc/ilnb18-20221-57.pdf
About Pragat Purshottam
Pragat Purshottam, Inc., is a real estate company that owns a
commercial property located at 270-280 Glen Ellyn Road,
Bloomingdale, Illinois. The company valued the property at
$500,000.
Pragat Purshottam sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ill. Case No. 18-20221) on July 19,
2018. In the petition signed by Nikunj Patel, manager, the Debtor
disclosed $505,578 in assets and $1,559,150 in liabilities. Judge
Carol A. Doyle oversees the case.
RAYCO MACHINE: Seeks Authorization to Use Cash Collateral
---------------------------------------------------------
Rayco Machine & Engineering Group, Inc., seeks authorization from
the U.S. Bankruptcy Court for the Southern District of Indiana to
use of cash collateral through March 1, 2019, as provided in the
weekly budgets.
Rayco believes -- and without waiver of rights to challenge the
validity, priority, and extent of the liens -- that the following
parties may assert a lien on the Debtor's cash collateral: (i) JP
Morgan Chase Bank N.A.; and (ii) The Internal Revenue Service.
JP Morgan Chase Bank, N.A., is Rayco's primary secured lender.
Chase asserted a default and on Feb. 21, 2017, initiated its
Complaint for Damages and to Foreclose Mortgage and Security
Interests in Marion Superior Court, Marion County, Indiana under
Cause No. 49D12-1712-MF-046936 (the "State Court Proceeding").
Chase subsequently obtained a summary judgment in the State Court
Proceeding on July 30, 2018.
Rayco submits that Chase and the IRS may be entitled to adequate
protection of their interests in the cash collateral, for any
diminution in value of cash collateral, including any diminution
resulting from the use of cash collateral and the imposition of the
automatic stay. The Debtor believes that the adequate protection
given by the proposed granting of replacement liens over cash
collateral to the same extent, validity and priority of Chase and
the IRS pre-petition liens is fair, reasonable and necessary under
the circumstances.
As additional adequate protection to Chase and the IRS, Rayco
agrees to operate under the weekly budgets, which covers the
Petition Date through March 1, 2019, as may be modified from time
to time upon disclosure and approval of the Court or Chase and the
IRS.
A copy of the Debtor's Motion is available at
http://bankrupt.com/misc/insb19-00242-8.pdf
About Rayco Machine & Engineering
Rayco Machine & Engineering Group, Inc., operates a machine shop
and tool repair business in Indianapolis, Indiana. Rayco filed a
Chapter 11 petition (Bankr. S.D. Ind. Case No. 19-00242) on Jan.
15, 2019. In the petition signed by Gregory A. Cox,
owner/president, the Debtor estimated $100,000 to $500,000 in
assets and $1 million to $10 million in liabilities. The case is
assigned to Judge Robyn L. Moberly. The Debtor is represented by
Hester Baker Krebs, LLC.
RB SMITH LAND: Taps Protax Service as Accountant
------------------------------------------------
RB Smith Land LLC received approval from the U.S. Bankruptcy Court
for the District of Montana to hire Protax Service as its
accountant.
The firm will assist the Debtor in the preparation of its monthly
reports, financial statements and tax returns, provide professional
advisory services, assist in tax planning, and provide
payroll-related services.
Tim Matteson, the Protax Service accountant who will be providing
the services, will charge $95 per hour.
Protax Service is "disinterested" as defined in Section 101(14) of
the Bankruptcy Code, according to court filings.
The firm can be reached through:
Tim Matteson
Protax Service
116 W. Towne St.
Glendive, MT 59330
Phone: (406) 377-3387
About RB Smith Land
RB Smith Land LLC, based in Glendive, MT, filed a Chapter 11
petition (Bankr. D. Mont. Case No. 18-61161) on Dec. 12, 2018. In
the petition signed by Brady J. Smith, vice president, the Debtor
disclosed $1,606,124 in assets and $518,800 in liabilities. The
Hon. Benjamin P. Hursh presides over the case. James A. Patten,
Esq., at Patten Peterman Bekkedahl & Green, PLLC, serves as
bankruptcy counsel.
REMARKABLE HEALTHCARE: Needs Access to Cash for Additional 75 Days
------------------------------------------------------------------
Remarkable Healthcare of Carrollton, LP, and its affiliated debtors
ask the U.S. Bankruptcy Court for the Eastern District of Texas to
extend the terms of the Final Order for an additional 75 days, and
to authorize the use cash collateral in accordance with the Final
Order, as extended.
The Debtors acknowledges that these Secured Creditors are the only
claimants asserting an interest in the cash collateral:
(a) Comerica Bank, which asserts that as of the Petition
Date, the Debtors are indebted approximately as follows: (i)
$2,969,071 borrowed against a $3,000,000 revolving line of credit;
(ii) $509,513 remaining due under a $800,000 Small Business
Agreement Note; and (iii) $605,686 remaining due under a $800,000
Small Business Administration Note;
(b) Montgomery Capital Partners, claiming that the Debtors
still owed it approximately $434,512 remaining due under a $650,000
Note Purchase Agreement; and
(c) Southern Dallas and/or PeopleFund, asserting that $60,709
remains due under a $250,000 Term Loan.
Under the terms and conditions set forth in the Final Order entered
by the Court on April 20, 2018, the Debtors have authorization to
use cash collateral up to and through June 30, 2018. Subsequently,
the Debtors and Comerica agreed on several occasions to extend cash
collateral use under a subsequent agreed budget without the need
for a hearing. Prior to the hearing on Debtors' third motion, the
Debtors and Comerica Bank reached an agreement to extend cash
collateral use for an additional 60 days. The current agreed budget
and authorization for cash collateral use expire after Feb. 5,
2019.
The Debtors have provided adequate protection to Comerica and the
other Secured Creditors under the current Final Order and propose
to continue to provide those protections through the requested
extension.
Under the Final Order, as adequate protection for the use of Cash
Collateral, the Debtors have provided Comerica and Montgomery
Capital, with, among other things: (i) replacement liens on all
property now owned or hereafter acquired by the Debtors; (ii)
superpriority administrative claims; and (iii) payment for the
monthly interest due to Comerica under the prepetition loans in the
approximate amount of $35,000 per month.
As additional adequate protection and in compliance with the Final
Order, the Debtors, during the current agreed budget, have
continued to provide Comerica with numerous weekly reports,
statements, responses to questions from Comerica and Huron, and
other documents and information concerning the Debtors' financial
status and business operations.
Since the parties' last agreement on the continued use of cash
collateral, the Debtors have executed a term sheet for a proposed
credit facility to be provided by US Capital Global Partners LLC.
The proposed credit facility is subject to US Capital's due
diligence and the execution of formal loan documents. Currently,
the Debtors and US Capital are working through the due diligence
process and believe that the due diligence will be substantially
completed by early February.
Upon completion of US Capital's due diligence, the Debtors expect a
formal funding commitment from US Capital sometime in early to
mid-February. The hearing on approval of Debtors' disclosure
statement is currently set for Feb. 19, 2019. Thus, the Debtors
need the continued use of cash collateral to operate their business
until after the disclosure statement is approved and to see them
through the plan confirmation process.
A full-text copy of the Debtors' Motion is available at
http://bankrupt.com/misc/txeb18-40295-243.pdf
About Remarkable Healthcare
Remarkable Healthcare operates skilled nursing facilities in
Dallas, Fort Worth, Prestonwood and Seguin, Texas. All Remarkable
facilities are designed to meet the needs of patients requiring
post-acute recovery and therapy or residents needing a longer-term
stay. Services are tailored to each individual with the goal of
facilitating increased strength and mobility while minimizing pain
and impairment. Remarkable's programs are designed to help patients
recover quickly from surgery, injury, or serious illness and speed
up the recovery process.
Remarkable Healthcare of Carrollton, LP and its affiliates filed
voluntary petitions (Bankr. E.D. Tex. Lead Case No. 18-40295) on
Feb. 12, 2018, seeking relief under Chapter 11 of the Bankruptcy
Code.
In the petitions signed by Laurie Beth McPike, president of LBJM,
LLC, its general partner, Remarkable Healthcare of Carrollton,
Remarkable Healthcare of Dallas, Remarkable Healthcare of Fort
Worth and Remarkable Healthcare of Seguin, each had estimated $1
million to $10 million in assets and liabilities; and Remarkable
Healthcare had $100,000 to $500,000 in estimated assets and $1
million to $10 million in estimated liabilities.
Mark A. Castillo, Esq., at Curtis Castillo PC, serves as the
Debtors' counsel.
The Office of the U.S. Trustee on March 19, 2018, appointed two
creditors to serve on an official committee of unsecured creditors
in the Chapter 11 cases. The Committee tapped Searcy & Searcy,
P.C., as its legal counsel.
RENTECH INC: Egan-Jones Withdraws D Senior Unsec. Debt Ratings
--------------------------------------------------------------
Egan-Jones Ratings Company, on January 25, 2019, withdrew its 'D'
foreign currency and local currency senior unsecured ratings on
debt issued by Rentech Incorporated.
Rentech, Inc. is a Los Angeles, California, based United States
Company that owns and operates wood fiber processing and nitrogen
fertilizer manufacturing businesses.
RESOLUTE SECURITY: Case Summary & 9 Unsecured Creditors
-------------------------------------------------------
Debtor: Resolute Security Group, Inc.
PO Box 1755
Minden, NV 89423
Business Description: Founded in 2000, Resolute Security Group,
Inc. -- http://www.resolutesg.com--
provides consulting and security support
solutions individually to business needs and
personal demands of its diverse clientele.
The Company offers protective, security
services, technology, risk management,
private armed response, and
investigative/litigation support services.
The Resolute team has been called to assist
and respond to all types of situations and
circumstances ranging from general security
awareness and increases in physical security
presence to specific threats of violence and
critical incident management.
Chapter 11 Petition Date: January 31, 2019
Court: United States Bankruptcy Court
District of Nevada (Reno)
Case No.: 19-50119
Judge: Hon. Bruce T. Beesley
Debtor's Counsel: Stephen R. Harris, Esq.
HARRIS LAW PRACTICE LLC
6151 Lakeside Dr, Ste 2100
Reno, NV 89511
Tel: (775) 786-7600
Fax: (775) 786-7764
E-mail: steve@harrislawreno.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by John H. Gimple, president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's nine unsecured creditors is available for free
at:
http://bankrupt.com/misc/nvb19-50119.pdf
RICHLAND FARMS: Seeks to Hire RLR, Ahlgren as Counsel
-----------------------------------------------------
Richland Farms Partnership seeks approval from the U.S. Bankruptcy
Court for the District of Minnesota to hire attorneys in connection
with its Chapter 11 case.
The Debtor proposes to employ Robert L. Russell, Attorney at Law
and Ahlgren Law Office, PLLC to assist in the preparation of a
bankruptcy plan, participate in negotiations with its creditors,
and provide other legal services related to its Chapter case.
The attorneys who will be handling the case will charge an hourly
fee of $300. The firms' staff will charge $110 per hour.
Robert Russell, Esq., at RLR, and Erik Ahlgren, Esq., at Ahlgren
Law Office, disclosed in court filings that they neither hold nor
represent any interest adverse to the Debtor.
RLR can be reached through:
Robert L. Russell, Esq.
Robert L. Russell, Attorney at Law
220 West Washington Ave, Suite 103
Fergus Falls, MN 56537
Phone: (218) 998-6400
Ahlgren Law Office can be reached through:
Erik A. Ahlgren, Esq.
Ahlgren Law Office, PLLC
220 West Washington Ave., Suite 105
Fergus Falls, MN 56537
Phone: 218-998-2775
About Richland Farms Partnership
Richland Farms Partnership is a privately held company in the crop
farming business.
Richland Farms Partnership sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Minn. Case No. 19-30153) on Jan. 18,
2019. At the time of the filing, the Debtor estimated assets of
less than $50,000 and liabilities of $1 million to $10 million.
The case is assigned to Judge Katherine A. Constantine.
ROCKIN ARTWORK: Seeks to Hire Force 10 as Investment Banker
-----------------------------------------------------------
Rockin Artwork, LLC, and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the Central District of California to
employ Force 10 Partners, as investment banker to the Debtors.
Rockin Artwork requires Force 10 to:
a. review all relevant documents, books and records, financial
information, intellectual property, royalty statements, and
related information of the Debtors;
b. determine the status and adequacy of previous and current
efforts to monetize the Debtors' assets;
c. prepare marketing materials to describe the opportunity to
purchase the Debtors' assets;
d. create a list of parties potentially interested in the
Debtors' assets for the Debtor's approval;
e. contact the Debtors' approved parties to determine their
level of interest in the Debtors' assets;
f. assist parties with their due diligence efforts;
g. obtain indications of interest and engage in negotiations
with potential transaction partners;
h. analyze and recommend transactions that result in the
highest return to creditors;
i. assist the Debtors' and legal counsel with documents
necessary to consummate a transaction for the benefit of
the estate and all creditors; and
j. provide other services mutually agreed to.
Force 10 will be paid to the greater of (a) $50,000; and (b)
regular hourly rates, up to a maximum of $75,000. Force 10's
hourly billing rates range from $60-$650.
Force 10 will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Adam Meislik, partner of Force 10 Partners, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
Force 10 can be reached at:
Adam Meislik
FORCE 10 PARTNERS
20341 SW Birch, Suite 220
Newport Beach, CA 92660
Tel: (949) 357-2360
About Rockin Artwork
Rockin Artwork and Purple Haze were formed by Andrew Pitsicalis,
and they collectively hold exclusive licensing, ownership and/or
other rights to certain intellectual property rights related to the
deceased rock legend Jimi Hendrix and his brother, Leon Hendrix.
The owners of the two entities are Pitsicalis and Leon, who own 90%
and 10%, respectively. Pitsicalis is the managing member of both
entities, and Leon is a board member of both entities.
Based in Woodland Hills, California, Rockin Artwork, LLC and Purple
Haze sought Chapter 11 protection (Bankr. C.D. Cal. Lead Case No.
19-10051) on Jan. 9, 2018. The Debtor hired Levene Neale Bender
Yoo & Brill L.L.P., as counsel, and Force 10 Partners as investment
banker.
ROCKIN ARTWORK: Seeks to Hire Levene Neale as Counsel
-----------------------------------------------------
Rockin Artwork, LLC, and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the Central District of California to
employ Levene Neale Bender Yoo & Brill L.L.P., as bankruptcy
counsel to the Debtors.
Rockin Artwork requires Levene Neale to:
a. advise the Debtors with regard to the requirements of the
Bankruptcy Court, the Bankruptcy Code, the Bankruptcy Rules
and the UST as they pertain to the Debtors;
b. advise the Debtors with regard to certain rights and
remedies of the Debtors' bankruptcy estate and the rights,
claims and interests of its creditors;
c. represent the Debtors in any proceeding or hearing in the
Bankruptcy Court involving the Debtors' estate, unless the
Debtors is represented in such proceeding or hearing by
other special counsel;
d. conduct examinations of witnesses, claimants or adverse
parties and represent the Debtors in any adversary
proceeding except to the extent that any such adversary
proceeding is in an area outside of firm's expertise or
which is beyond firm's staffing capabilities;
e. prepare and assist the Debtors in the preparation of
reports, applications, pleadings and orders including, but
not limited to, applications to employ professionals,
monthly operating reports, quarterly reports, initial
filing requirements, schedules and statement of financial
affairs, lease pleadings, cash collateral pleadings,
financing pleadings, and pleadings with respect to the
Debtors' use, sale or lease of property outside the
ordinary course of business;
f. represent the Debtors with regard to obtaining use of
debtor in possession financing or cash collateral
including, but not limited to, negotiating and seeking
Bankruptcy Court approval of any debtor in possession
financing or cash collateral pleading or stipulation and
preparing any pleadings relating to obtaining use of debtor
in possession financing or cash collateral;
g. assist the Debtors in the negotiation, formulation,
preparation and confirmation of a plan of reorganization
and the preparation and approval of a disclosure statement
in respect of the plan; and
h. perform any other services which may be appropriate in
during their bankruptcy cases.
Levene Neale will be paid at these hourly rates:
Attorneys $450 to $625
Paraprofessionals $250
During the one-year period prior to the Petition Date, Levene Neale
received from the Debtors the amount of $4,000, inclusive of the
$1,717 filing fees.
Levene Neale will also be reimbursed for reasonable out-of-pocket
expenses incurred.
David B. Golubchik, a partner at Levene Neale Bender Yoo & Brill,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.
Levene Neale can be reached at:
David B. Golubchik, Esq.
LEVENE NEALE BENDER YOO & BRILL L.L.P.
10250 Constellation Blvd., Suite 1700
Los Angeles, CA 90067
Tel: (310) 229-1234
Fax: (310) 229-1244
E-mail: rb@lnbyb.com
About Rockin Artwork
Rockin Artwork and Purple Haze were formed by Andrew Pitsicalis,
and they collectively hold exclusive licensing, ownership and/or
other rights to certain intellectual property rights related to the
deceased rock legend Jimi Hendrix and his brother, Leon Hendrix.
The owners of the two entities are Pitsicalis and Leon, who own 90%
and 10%, respectively. Pitsicalis is the managing member of both
entities, and Leon is a board member of both entities.
Based in Woodland Hills, California, Rockin Artwork, LLC and Purple
Haze sought Chapter 11 protection (Bankr. C.D. Cal. Lead Case No.
19-10051) on Jan. 9, 2018. The Debtor hired Levene Neale Bender
Yoo & Brill L.L.P., as counsel, and Force 10 Partners as investment
banker.
SAS HEALTHCARE: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Lead Debtor: SAS Healthcare, Inc.
aka Sundance Hospital
aka Sundance Hospital Dallas
aka Sundance Behavioral Healthcare System
SAS Healthcare, Inc.
2707 Airport Freeway, Suite 206
Fort Worth, TX 76111
Business Description: SAS Healthcare and its subsidiaries
collectively own three mental health
facilities in the Dallas/Forth Worth area.
Due to a decline in patient census and the
resulting decline in revenues, which
resulted in large part from the
investigation by the Tarrant County District
Attorney and subsequent indictments, the
Debtors ceased operating the Medical
Facilities and ceased accepting new patients
as of Dec. 21, 2018. For more information,
visit https://sunbhc.com.
Chapter 11 Petition Date: January 31, 2019
Court: United States Bankruptcy Court
Northern District of Texas (Ft. Worth)
Four affiliates that filed voluntary petitions seeking relief under
Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
SAS Healthcare, Inc. (Lead Case) 19-40401
Sundance Behavioral Health Care, Inc. 19-40402
RCR Healthcare, LLC 19-40403
RCR Healthcare Dallas, LLC 19-40404
Judge: Hon. Mark X. Mullin
Debtors' Counsel: Stephen M. Pezanosky, Esq.
HAYNES AND BOONE, LLP
301 Commerce Street, Suite 2600
Forth Worth, TX 76102
Tel: 817.347.6600
Fax: 817.347.6650
E-mail: stephen.pezanosky@haynesboone.com
- and -
Matthew T. Ferris, Esq.
Jarom J. Yates, Esq.
HAYNES AND BOONE, LLP
2323 Victory Avenue, Suite 700
Dallas, TX 75219
Tel: 214.651.5000
Fax: 214.651.5940
E-mail: matt.ferris@haynesboone.com
jarom.yates@haynesboone.com
Debtors'
Financial
Advisor: PHOENIX MANAGEMENT SERVICES
Debtors'
Investment
Banker: RAYMOND JAMES & ASSOCIATES, INC.
Debtors'
Claims &
Noticing
Agent: OMNI MANAGEMENT GROUP
https://is.gd/oVVM2y
SAS Healthcare's
Estimated Assets: $1 million to $10 million
SAS Healthcare's
Estimated Liabilities: $1 million to $10 million
Sundance Behavioral's
Estimated Assets: $500,000 to $1 million
Sundance Behavioral's
Estimated Liabilities: $1 million to $10 million
RCR Healthcare's
Estimated Assets: $1 million to $10 million
RCR Healthcare's
Estimated Liabilities: $1 million to $10 million
RCR Healthcare Dallas'
Estimated Assets: $10 million to $50 million
RCR Healthcare Dallas'
Estimated Liabilities: $10 million to $50 million
The petitions were signed by Raju Indukuri, M.D., authorized
director.
Full-text copies of the petitions are available for free at:
http://bankrupt.com/misc/txnb19-40401.pdf
http://bankrupt.com/misc/txnb19-40402.pdf
http://bankrupt.com/misc/txnb19-40403.pdf
http://bankrupt.com/misc/txnb19-40404.pdf
Consolidated List of Debtors' 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Dr. S. Hague Independent $252,035
P.O. Box 250885 Contractor
Plano, TX 75025
Tel: 972-989-4847
Email: zhaque786@yahoo.com
Sai Vittala PLLC Vendor $206,895
Attn: Dr. Veluri
2231 Luckenbach Ln
Irving, TX 75063
Tel: 9017371992
Email: tonya.nelson@veloxmd.com
Tarrant County Hospital District Local Provider $169,844
P.O. Box 916046 Participation
Fort Worth, TX 76191 Funds
Tel: 818-397-1354
Email: landon@ahcv.com
Health Care Service Corp BCBS Vendor $134,087
c/o Blue Cross Blue Shield
P.O. Box 731428
Dallas, TX 75373
Email: sue.hanson@wellsfargo.com
Dallas County Hosp Dist LPPF Local Provider $124,853
Charge & Reimbursement Integrity Partipation
8435 N Stemmons, Ste 900 Funds
Dallas, TX 75247
Tel: 2145904174
Email: James.Blasingame@phhs.org
Hermant Day, MD Independent $87,000
P.O. Box 118467 Contractor
Carrollton, TX 75011
Tel: 2142028229
Email: Hemantday@aol.com
M.D. Rupinder Singh Bhatia, PA Independent $76,000
P.O. Box 251533 Contractor
Plano, TX 75025
Email: Rupinder.Bhatia@sunbhc.com
City of Garland Utilities Utilities $72,614
2696 Walnut St
Garland, TX 75042
Email: http://www.garlandutilities.org/service_ele.aspx
Sodexo, Inc. & Affiliates Vendor $59,665
P.O. Box 360170
Pittsburgh, PA 15251
Tel: 4694603725
Email: shawn.lovelady@sodexo.com
M.D. Taylor Medical Consultant Independent $55,970
1919 S Shiloh, Ste 210 Contractor
Garland, TX 75042
Tel: 9728642050
Fax: 9722713437
Email: elena@ourfamilydoctor.com
M.D. SVS Psychiatry PLLC Independent $51,623
Attn: Sreenath Nekkalapu, MD Contractor
5020 Nash Ln
Forth Worth, TX 76244
Tel: 3143873511
Email: docnscreenath@yahoo.com
Redi Answer, LLC Vendor $49,973
3711 Briarpark Dr, Ste 202
Houston, TX 77042
Viyu Network Solutions Vendor $45,938
c/o ARW Systems LLC
401 International Pkwy, 100
Richardson, TX 75081
Tel: 9724791900
Email: ttaylor@viyu.net
Dearborn National Life Insurance Vendor $41,856
Company
36788 Eagle Way
Chicago, IL 60678
Tel: 8003484512
Fax: 3122400143
Email: contactus@dearbornnational.com
Rock Medical Consultants, PA Vendor $40,711
Attn: Dr. Puskoor
6080 S Hulen St, Ste 360
PMB 295
Forth Worth, TX 76132
Email: rookmedicalconsultants@yahoo.com
American Mechanical Services Vendor $30,142
P.O. Box 675073
Dallas, TX 75267
Tel: 9727028674
Fax: 9727010479
Acadian Ambulance Services Vendor $23,445
P.O. Box 92970
Lafayette, LA 70509
Tel: 8774776509
Fax: 3372914422
Email: jchaisson@acadian.com
Cirro Energy Vendor $22,630
c/o US Retailers
P.O. Box 660004
Dallas, TX 75266
Email: BusinessServices@cirroenergy.com
City of Arlington - Utilities Utilities $20,077
7000 US Hwy
Arlington, TX 76001
Tel: 8172755931
Angelica Vendor $17,967
P.O. Box 532268
Atlanta, GA 30353
Email: customercare@angelica.com
SCHULDNER LLC: Hires Coldwell Banker as Real Estate Broker
----------------------------------------------------------
Schuldner, LLC, seeks authority from the U.S. Bankruptcy Court for
the District of Minnesota to employ Coldwell Banker East West
Realty, as real estate broker to the Debtor.
Schuldner, LLC requires Coldwell Banker to market and sell the
Debtor's real property located at 708 East 7 th Street, Duluth,
Minnesota; 721 North 7 th Avenue East, Duluth, Minnesota; and 1128
East 7 th Street, Duluth Minnesota.
Coldwell Banker will be paid a commission of 6% of the sales
price.
Tommy Archer, partner of Coldwell Banker East West Realty, 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.
Coldwell Banker can be reached at:
Tommy Archer
COLDWELL BANKER EAST WEST REALTY
1732 London Rd.
Duluth, MN 55812
Tel: (218) 393-5995
About Schuldner, LLC
Schuldner, LLC, is a privately held company engaged in activities
related to real estate. Schuldner owns 15 single-family rental
homes in Duluth, Minnesota, having a total appraised value of $1.8
million.
Schuldner, LLC. filed for relief under Chapter 11 of Title 11 of
the United States Code (Bankr. D. Minn. Case No. 18-43739) on Nov.
30, 2018. In the petition signed by Carl L. Green, president, the
Debtor disclosed $1,806,000 in assets and $1,035,000 in debt. The
Hon. Katherine A. Constantine is the case judge. John D. Lamey,
III, Esq., at Lamey Law Firm, P.A., is the Debtor's counsel.
SEABROOK DENTAL: Authorized to Use Cash Collateral Through April 30
-------------------------------------------------------------------
The Hon. Christopher M. Alston of the U.S. Bankruptcy Court for the
Western District of Washington has authorized Seabrook Dental
Laboratory, LLC, and Holbrook Searight, LLC, to use cash
collateral, including rents, for the purpose of paying ordinary and
necessary business expenses as well as the referenced payment to
Columbia State Bank, retroactive from the petition date through
April 30, 2019 in accordance with the budget.
A full-text copy of the Order is available at
http://bankrupt.com/misc/wawb18-13499-138.pdf
About Holbrook/Searight
Seabrook Dental Laboratory, LLC --
https://www.seabrookdentallab.com/ -- is an independent, full
service dental laboratory in Edmonds, Washington. Seabrook Dental
offers the newest technology and dental prosthetic solutions to
dentist clients.
Seabrook Dental Laboratory filed for Chapter 11 bankruptcy
protection (Bankr. W.D. Wash. Case No. 18-13499) on Sept. 6, 2018.
In the petition signed by Timothy R. Holbrook, managing member, the
Debtor estimated its assets and liabilities at between $1 million
and $10 million. Judge Christopher M. Alston oversees the case.
Thomas D. Neeleman, Esq., at Neeleman Law Group, P.C., serves as
the Debtor's bankruptcy counsel. No official committee of
unsecured creditors has been appointed in the Chapter 11 case.
SHARING ECONOMY: Terminates Letter Agreement with BM Nine
---------------------------------------------------------
Sharing Economy International, Inc. and its wholly-owned
subsidiary, EC Technology & Innovations Limited terminated on Jan.
29, 2019, the letter agreement entered into with BM Nine Limited on
Jan. 18, 2018.
About Sharing Economy
Headquartered in Jiangsu Province, China, Sharing Economy
International Inc. -- http://www.seii.com/-- through its
affiliated companies, designs, manufactures and distributes a line
of proprietary high and low temperature dyeing and finishing
machinery to the textile industry. The Company's latest business
initiatives are focused on targeting the technology and global
sharing economy markets, by developing online platforms and rental
business partnerships that will drive the global development of
sharing through economical rental business models. Throughout
2017, the Company made significant changes in the overall direction
of the Company. Given the headwinds affecting its manufacturing
business, the Company is targeting high growth opportunities and
has established new business divisions to focus on the development
of sharing economy platforms and related rental businesses within
the company. These initiatives are still in an early stage. The
Company did not generate significant revenues from its sharing
economy business initiatives in 2017.
RBSM LLP's audit opinion included in the company's Annual Report on
Form 10-K for the year ended Dec. 31, 2017 contains a going concern
explanatory paragraph stating that the Company had a loss from
continuing operations for the year ended Dec. 31, 2017 and expects
continuing future losses, and has stated that substantial doubt
exists about the Company's ability to continue as a going concern.
RBSM has served as the Company's auditor since 2012.
Sharing Economy incurred a net loss of $12.92 million in 2017 and a
net loss of $11.67 million in 2016. As of Sept. 30, 2018, the
Company had $59.80 million in total assets, $9.46 million in total
liabilities and $50.33 million in total equity.
SPANISH BROADCASTING: Chief Financial Officer Retires
-----------------------------------------------------
Joseph A. Garcia has retired from his role as senior executive vice
president, chief financial officer, chief administrative officer
and secretary of Spanish Broadcasting System, Inc., effective as of
Jan. 28, 2019. Mr. Garcia served as the Company's chief financial
officer since 1984. The Company thanks Mr. Garcia for his many
years of dedicated service to the Company. Mr. Garcia will
continue to serve on the Board of Directors of the Company and
serve in a senior advisory role to the Company. The Company and
Mr. Garcia intend to enter into a Separation and Transition
Services Agreement documenting the terms of Mr. Garcia's retirement
and transition to a senior advisory role.
Mr. Jose I. Molina has been appointed chief financial officer of
the Company effective as of Jan. 28, 2019. Mr. Molina, 46, has
over 20 years of experience in corporate finance leadership and
public accounting roles, including broad experience in mergers and
acquisitions, capital markets and corporate restructuring. Prior
to his appointment, Mr. Molina was the senior vice president and
chief financial officer, Networks at Univision Communications.
Prior to Univision, he was president and chief financial officer at
MundoMax (formerly known as MundoFOX), a Spanish-language broadcast
television network that had over 50 affiliate stations nationwide.
Prior to MundoMax, from 2001 – 2015, Mr. Molina was the senior
vice president of Finance of the Company and served as a member of
the senior management team, advisor to the C-suite and liaison with
the investment community. Mr. Molina has been a Certified Public
Accountant (CPA) in Florida since 1997. He holds a Master of
Professional Accounting and a Bachelor of Science in Accounting
with Honors from the Fischer School of Accounting at the University
of Florida.
The Company has entered into an employment agreement with Mr.
Molina effective as of Jan. 28, 2019. The Employment Agreement
provides that Mr. Molina will serve as chief financial officer for
a three-year term. The Employment Agreement provides for a base
salary of $400,000 for the first year, $450,000 in the second year
and $475,000 in the third year. In addition, Mr. Molina will be
eligible to earn an annual discretionary bonus in the amount
recommended by the chairman and chief executive officer and
approved by the Compensation Committee. Mr. Molina is entitled to
participate in all employee benefit plans and policies of the
Company, including if eligible, health care coverage, vacation,
sick leave and other benefits extended to executives of the
Company. Mr. Molina is entitled to an automobile allowance of
$1,300 per month.
Mr. Molina's employment under the Employment Agreement will
terminate: (a) by reason of Mr. Molina's death, (b) for failure to
render service, (c) for Cause (as defined in the Employment
Agreement), and (d) without Cause. If Mr. Molina's employment is
terminated by the Company without Cause or Mr. Molina elects to
terminate his employment following a Change of Control (as defined
in the Employment Agreement), the Company will pay a severance
allowance equal to one year of his base salary. If Mr. Molina's
employment is terminated by the Company other than without Cause,
the Company will pay his accrued base salary and all other benefits
accrued through the date of termination.
Under the terms of the Employment Agreement, Mr. Molina has agreed
not to disclose any confidential information concerning the
Company's business. In addition, Mr. Molina has agreed not to
solicit or to interfere with the Company's relationship with any of
the Company's employees or independent contractors or to interfere
with the Company's relationship with any person or entity with
which the Company had any contractual or business relationship
until one year following termination of his employment.
Mr. Molina has been granted an option to purchase 75,000 shares of
common stock which will vest pursuant to the following schedule:
(i) 25,000 vest upon the six-month anniversary of the grant date;
(ii) 25,000 vest upon the eighteenth-month anniversary of the grant
date; and (iii) 25,000 vest upon the thirtieth month anniversary of
the grant date.
About Spanish Broadcasting
Based in Miami, Florida, Spanish Broadcasting System, Inc.
(OTCMKTS:SBSAA) -- http://www.spanishbroadcasting.com/-- owns and
operates radio stations located in the top U.S. Hispanic markets of
New York, Los Angeles, Miami, Chicago, San Francisco and Puerto
Rico, airing the Tropical, Regional Mexican, Spanish Adult
Contemporary, Top 40 and Urbano format genres SBS also operates
AIRE Radio Networks, a national radio platform of over 250
affiliated stations reaching 94% of the U.S. Hispanic audience.
SBS also owns MegaTV, a network television operation with
over-the-air, cable and satellite distribution and affiliates
throughout the U.S. and Puerto Rico, produces a nationwide roster
of live concerts and events, and owns a stable of digital
properties, including La Musica, a mobile app providing
Latino-focused audio and video streaming content and HitzMaker, a
new-talent destination for aspiring artists.
The report from the Company's independent accounting firm Crowe
Horwath LLP, the Company's auditor since 2013, on the consolidated
financial statements for the year ended Dec. 31, 2017, includes an
explanatory paragraph stating that the 12.5% Senior Secured Notes
had a maturity date of April 15, 2017. Cash from operations or the
sale of assets was not sufficient to repay the notes when they
became due. In addition, for the year ended Dec. 31, 2017, the
Company had a working capital deficiency and negative cash flows
from operations. These factors raise substantial doubt about its
ability to continue as a going concern.
Spanish Broadcasting reported net income of $19.62 million for the
year ended Dec. 31, 2017, compared to a net loss of $16.34 million
for the year ended Dec. 31, 2016. As of Sept. 30, 2018, Spanish
Broadcasting had $437.66 million in total assets, $530.24 million
in total liabilities and a total stockholders' deficit of $92.57
million.
* * *
In May 2017, S&P Global Ratings withdrew its 'D' corporate credit
rating and issue-level ratings on Spanish Broadcasting System. "We
withdrew the ratings because we were unlikely to raise them from
'D', based on SBS' ongoing plans to restructure its debt," said S&P
Global Ratings' credit analyst Scott Zari. S&P had downgraded SBS
to 'D' on April 21, 2017, following the company's announcement that
it didn't repay its $275 million 12.5% senior
secured notes that were due April 15, 2017, as reported by the TCR
on May 25, 2017.
In April 2017, Moody's Investors Service downgraded SBS's corporate
family rating to 'Ca' from 'Caa2'. SBS's 'Ca' corporate family
rating reflects an elevated expected loss rate following the
default under the company's 12.5% senior secured notes due April
2017, said Moody's.
STRUSS FARMS: Seeks to Hire Murphy Taylor as Counsel
----------------------------------------------------
Struss Farms LLC and its manager Kevin Struss seek approval from
the U.S. Bankruptcy Court for the District of Kansas to hire
Murphy, Taylor, Siemens & Elliott, P.C.
The firm will represent the Debtors with regard to certain disputed
crop insurance claims for 2016 and following years totaling $2.3
million, which have been denied.
Murphy will charge an hourly fee of $450 for its services.
The firm does not represent any interest adverse to the Debtor's
bankruptcy estate, according to court filings.
The firm can be reached through:
Benjamin S. Creedy, Esq.
Murphy, Taylor, Siemens & Elliott, P.C.
3007 Frederick Avenue
St. Joseph, MO 64506
Telephone: (816) 364-6677
Facsimile: (816) 364-9677
About Struss Farms
Struss Farms LLC, a corn producer in Wakeeney, Kansas, and its
manager Kevin W. Struss sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Kan. Case Nos. 18-10770 and 18-10773) on
April 26, 2018. At the time of the filing, Struss Farms disclosed
$9.57 million in total assets and $8.78 million in total debt. The
Hon. Dale L. Somers oversees the case. The Debtor is represented
by Dan W. Forker, Jr., Esq., at Forker Suter LLC.
THURSTON MANUFACTURING: Hires Goosman Law Firm as Attorney
----------------------------------------------------------
Thurston Manufacturing Company seeks authority from the U.S.
Bankruptcy Court for the District of Nebraska to employ Goosman Law
Firm PLC as attorney to the Debtor.
Thurston Manufacturing requires Goosman Law Firm to:
a. advise the Debtor of its rights, powers and duties as a
debtor-in-possession while operating their businesses and
properties under Chapter 11 of the Bankruptcy Code;
b. prepare on behalf of the Debtor all necessary and
appropriate applications, motions, proposed orders, other
pleadings, notices, schedules and other documents, and
review all financial and other reports to be filed in this
Chapter 11 case;
c. advise the Debtor concerning, and preparing responses to,
applications, motions, other pleadings, notices and other
papers that may be filed by other parties in this Chapter
11 case;
d. advise the Debtor with respect to, and assisting in the
negotiation and documentation, of cash collateral
documents, post-petition financing agreements and related
transactions;
e. review the nature and validity of any liens asserted
against the Debtor's property and advise the Debtor
concerning the enforceability of such liens;
f. advise the Debtor regarding its ability to initiate actions
to collect and recover property for the benefit of the
estate;
g. advise and assist the Debtor in connection with any
potential property dispositions;
h. advise the Debtor concerning executory contracts and
unexpired leases, assumptions, assignments and rejections
of the same;
i. advise the Debtor in connection with the formulation,
negotiation and promulgation of a plan of reorganization,
and related transactional documents;
j. assist the Debtor in reviewing, estimating and resolving
claims asserted against the Debtor's bankruptcy estate; and
k. commence and conduct litigation necessary and appropriate
to assert rights held by the Debtor, protect assets of the
Debtor's bankruptcy estate and further the goal of
completing the Debtor's successful reorganization.
Goosman Law Firm will be paid at these hourly rates:
Attorneys $280
Paralegals $125
Prior to the Petition Date, Goosman Law Firm received from the
Debtor $30,000 as a retainer. As of the Petition Date, the balance
of the Retainer was $3,036.50.
Goosman Law Firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Elizabeth M. Lally, a partner at Goosman Law Firm PLC, 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.
Goosman Law Firm can be reached at:
Elizabeth M. Lally, Esq.
GOOSMANN LAW FIRM PLC
17838 Burke St, Suite 250
Omaha, NE 68118
Tel: (402) 502-8319
E-mail: lallye@goosmannlaw.com
About Thurston Manufacturing Company
Thurston Manufacturing Company, based in Thurston, NE, filed a
Chapter 11 petition (Bankr. D. Neb. Case No. 19-80108) on Jan. 23,
2019. In the petition signed by CEO Ryan J. Jensen, the Debtor
estimated $1 million to $10 million in both assets and liabilities.
The Hon. Shon Hastings oversees the case. Elizabeth M. Lally,
Esq., at Goosman Law Firm PLC, serves as bankruptcy counsel.
TIARA PARKDALE: Case Summary & Unsecured Creditor
-------------------------------------------------
Debtor: Tiara Parkdale, L.P.
22837 Ventura Blvd. #201
Woodland Hills, CA 91364
Business Description: Tiara Parkdale, L.P. is a Single Asset Real
Estate Debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: January 31, 2019
Court: United States Bankruptcy Court
Eastern District of Texas (Sherman)
Case No.: 19-40253
Judge: Hon. Brenda T. Rhoades
Debtor's Counsel: Susan B. Hersh, Esq.
SUSAN B. HERSH, P.C.
12770 Coit Road, Suite 1100
Dallas, TX 75251
Tel: (972) 503-7070
Fax: (972) 503-7077
E-mail: susan@susanbhershpc.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Mark Kaufman, managing member of MAK
Properties Texas, LLC, general partner.
The Debtor lists Paul Hittelman as its sole unsecured creditor
holding a claim of $50,000.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/txeb19-40253.pdf
TOLLWAY LLC: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Tollway, L.L.C.
2401 W. Higgins Road
Hoffman Estates, IL 60169
Business Description: Tollway, L.L.C. is a privately held
company whose principal assets are
located at 2305 Pembroke Avenue, Hoffman
Estates IL 60169.
Chapter 11 Petition Date: January 31, 2019
Court: United States Bankruptcy Court
Northern District of Illinois (Eastern Division)
Case No.: 19-02712
Judge: Hon. Jack B. Schmetterer
Debtor's Counsel: Nikola Duric, Esq.
DURIC LAW OFFICES
810 Busse Highway
Park Ridge, IL 60068
Tel: (847) 656-5410
Email: duriclaw@att.net
- and -
Nicholas M. Duric, Esq.
DURIC LAW OFFICES
444 N. Northwest Highway No. 207
Park Ridge IL 60068
Tel: (847) 692-3522
E-mail: Duriclaw@att.net
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by George M. Moser, manager.
The Debtor failed to submit a list of its 20 largest unsecured
creditors at the time of the filing.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/ilnb19-02712.pdf
TOPGOLF INTERNATIONAL: S&P Assigns 'B-' ICR, Outlook Stable
-----------------------------------------------------------
S&P Global Ratings noted that Dallas-based golf entertainment
company Topgolf International Inc. plans to issue a $325 million
first-lien term loan due in 2026 and a $175 million revolving
credit facility due in 2024 to refinance its existing term loan and
revolver and to fund growth plans.
S&P is assigning its 'B-' issuer credit rating to Topgolf. At the
same time, S&P is assigning its 'B-' issue-level rating and '3'
recovery rating to the proposed first-lien facility.
S&P said, "Our outlook is stable despite sustained high adjusted
leverage above 10x and weak EBITDA cash interest coverage below 2x
through 2020 because we expect that the company will maintain
adequate liquidity and access to external financing to complete its
current venue growth plan.
"Our 'B-' rating on Topgolf reflects its very high leverage, weak
EBITDA cash interest coverage, significant negative free cash flow,
management's risk appetite to begin construction on future
self-funded venues before contractually securing the full amount of
committed financing required, and consistent need to raise external
financing under its current rapid growth plans. Additionally, the
company has a small EBITDA base (available to service debt in the
period in which it is generated), its revenue is concentrated in
three U.S. states, and its venues face many alternatives in the
leisure and out-of-home entertainment sector for consumers'
discretionary spending.
"Our outlook is stable despite sustained high adjusted leverage
above 10x and weak EBITDA cash interest coverage below 2x through
2020 because we expect the company will maintain adequate liquidity
and access to external financing to complete its venue growth plan.
The stable outlook also incorporates our assumption that if Topgolf
cannot source external financing, it will enact its harvest case
and halt future venue builds prior to breaking ground, eliminating
growth capex spending and reducing preopening expenses. At this
inflection point, the elimination of those costs would likely
generate positive free cash flow and EBITDA well above its fixed
charges. Lastly, the stable outlook reflects our expectation that
the company will raise additional funds in future periods to fund
capex in a manner that maintains an adequate cushion of at least
15% compared to the company's 5.5x total leverage covenant.
"We could lower the ratings if same-venue sales begin to decline,
EBITDA deteriorates, and coverage of cash interest weakens toward
1x. We could also lower ratings if debt markets become constrained,
and if we believe the company would be unable to halt venue growth
fast enough in a downturn to avoid an unfunded liquidity need. We
could also lower ratings if the company cannot maintain an adequate
cushion compared to its term loan covenant."
Higher ratings are unlikely over the next several years as a result
of very high lease- and preferred stock-adjusted leverage. However,
S&P could raise the rating one notch if it believes the company
would sustain operating lease- and preferred stock-adjusted
leverage below 7.5x, and sustain EBITDA cash interest coverage
above 2x, inclusive of potential economic volatility.
VAN'S LAUNDROMATS: Seeks to Hire Keller Williams as Realtor
-----------------------------------------------------------
Van's Laundromats, Inc., seeks authority from the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania to employ Keller
Williams Real Estate, as realtor to the Debtor.
Van's Laundromats requires Keller Williams to market and sell the
Debtor's real property located at 2601 West Somerset Street,
Philadelphia.
Keller Williams will be paid a commission of 6% of the purchase
price.
Stuart Cohen, realtor at Keller Williams Real Estate, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Keller Williams can be reached at:
Stuart Cohen
KELLER WILLIAMS REAL ESTATE
728 S Broad St., 3rd Floor
Philadelphia, PA 19146
Tel: (610) 324-5579
E-mail: Scohen@mccannteam.com
About Van's Laundromats
Van's Laundromats Inc. is a Pennsylvania Corporation that operates
laundromats in the City of Philadelphia.
Van's Laundromats sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Pa. Case No. 18-15955) on Sept. 9,
2018. In the petition signed by Mao Khai Van, president, the
Debtor estimated assets of less than $500,000 and liabilities of
less than $500,000 as of the bankruptcy filing. Judge Magdeline D.
Coleman oversees the case. The Debtor tapped Demetrius J. Parrish,
Jr., and Henry A. Jefferson, in Philadelphia, as its attorneys.
VANGUARD NATURAL: Two Directors Elected to Fill Vacancies
---------------------------------------------------------
Each of Michael Alexander and Graham Morris notified Vanguard
Natural Resources, Inc. of their respective decisions to resign as
directors of the board of directors of the Company
on Feb. 1, 2019. Vanguard Natural said Messrs. Alexander's and
Morris' decisions to resign were not related to a disagreement with
the Company over any of its operations, policies or practices. Mr.
Alexander also served as the Chairman of the Board's Nominating &
Corporate Governance Committee and as a member of the Board's Audit
Committee. Mr. Morris served as a member of the Audit Committee,
the Board's Compensation Committee and the NGC.
On Feb. 1, 2019, following Messrs. Alexander's and Morris'
resignations, and pursuant to a written consent of stockholders,
stockholders of the Company owning a majority of the issued and
outstanding shares of common stock of the Company, par value $0.001
per share, entitled to vote thereon, elected Patrick J. Bartels,
Jr. and L. Spencer Wells to fill vacancies on the Board to serve
until the next annual meeting of stockholders and until their
successors have been duly elected and qualified. Mr. Bartels was
appointed to serve as chair of the NGC and as a member of the Audit
Committee. Mr. Wells was appointed to serve as a member of the NGC
and the Audit Committee.
In consideration for their service on the Board, and in accordance
with the Board's compensation policy for non-employee directors,
Messrs. Bartels and Wells will receive a cash payment of $200,000,
payable in advance, subject to full clawback in connection with
certain terminations of the applicable director's service prior to
Dec. 31, 2019.
Mr. Bartels is a senior investment professional with 20 years of
experience and currently serves as the Managing Member of Redan
Advisors LLC. His professional experience includes investing in
complex financial restructurings and process intensive situations
in North America, Asia and Europe in a broad universe of
industries. Mr. Bartels has led creditors' committees and served
as a director on numerous public and private boards of directors
with an extensive track-record of driving value added returns for
all stakeholders through governance, incentive alignment, capital
markets transactions and mergers and acquisitions. Mr. Bartels
currently serves on the board of directors of Arch Coal, Inc.,
Sunguard Availability Services, LifeCare Holdings and Tuscany
International Drilling. Mr. Bartels also served on the board of
directors of WCI Communities, Inc. and TOUSA Liquidation Trust. Mr.
Bartels was previously a Managing Principal of Monarch Alternative
Capital LP in New York, a private investment firm that focuses
primarily on distressed companies. Prior to joining Monarch
Alternative Capital LP, Mr. Bartels was a high-yield investments
analyst at Invesco Ltd. He began his career at
PricewaterhouseCoopers LLP, where he was a Certified Public
Accountant. Mr. Bartels received a Bachelor of Science in
Accounting with a concentration in Finance from Bucknell
University. He also holds the Chartered Financial Analyst
designation.
Mr. Wells is a founding partner of Drivetrain Advisors, LLC, a firm
that provides fiduciary services, including board of director
representation and creditor advisory and trustee services to the
alternative investment industry. Prior to founding Drivetrain
Advisors, Mr. Wells was a partner and senior advisor at TPG Special
Situations Partners where he was a senior member of a team of
investment professionals managing a multi-billion dollar portfolio
of distressed credit investments across several industries,
including oil and gas, real estate, gaming and industrials. Mr.
Wells has extensive experience servicing on the board of directors
and currently serves on several boards, including Telford Offshore
Holdings Ltd (fka Sea Trucks) (where he chairs the audit
committee), NextDecade Corp. (where he chairs the audit committee),
Samson Resouces II, LLC (including its compensation and audit
committees), Vantage Drilling International (where he chairs the
audit committee), Town Sports International Holdings, Inc. (where
he chairs the nominating and governance committee and is a member
of the audit committees), Jones Energy Inc. and Advanced Emissions
Solutions, Inc. (where he chairs the board of directors and is a
member of the finance committee). Mr. Wells previously served on
the board of directors of Preferred Proppants LLC (through January
2018), Roust Corporation (through December 2017), Lily Robotics.
Inc. (through September 2017), Affinion Group, Inc. (through July
2017), Syncora Holdings Ltd. (through December 2016), Global
Geophysical Services, LLC (through October 2016), Navig8 Crude,
Ltd. (through May 2015) and CertusHoldings. Inc. and CertusBank,
N.A. (through April 2016). Mr. Wells is also a member of the board
of trustees of Western Reserve Academy. Mr. Wells holds a Master
of Business Administration from the Columbia Business School and a
Bachelor of Arts, Psychology from Wesleyan University.
There were no arrangements or understandings between Messrs.
Bartels and Wells and any other person pursuant to which any of
them were selected as directors. Mr. Bartels was a managing
principal at Monarch Alternative Capital LP through November 2018.
During 2018 and in January 2019, the Company made payments of
approximately $136,000 and $13,515, respectively, to Monarch mainly
in respect of Mr. Joseph Citarrella's (a former member of the board
of directors of the Company) compensation and reimbursements in
relation to Mr. Citarrella's service on the Company's board of
directors. Under the Company's director compensation plan, the
compensation of certain non-employee directors, such as Mr.
Citarrella who is an employee of Monarch, is paid to the fund that
employs such individual. Mr. Wells does not have a relationship
with the Company that would require disclosure pursuant to Item
404(a) of Regulation S-K under the Securities and Exchange Act of
1934, as amended. However, during 2018, Jones Energy Inc., an
entity for which Mr. Wells serves as a member of the board of
directors, received approximately $9,000 in payments from the
Company associated with working interest and joint interest billing
charges and approximately $32,000 in respect of revenue associated
with its partial ownership interests in the Company's producing oil
and gas assets, and was owed approximately $19,000 by the Company
in respect of an overpayment made by Jones Energy Inc. that was not
invoiced by the Company.
Approval of Updated Director Compensation
On Feb. 1, 2019, the Board approved a change in the Company's Board
compensation plan for non-employee directors, effective after the
departure of two directors from the Board and the nomination of at
least two new directors. The non-employee director fee paid in
respect of each such director's service on the Board will be a cash
payment of $200,000, payable in advance, subject to full clawback
in connection with certain terminations of the applicable
director's service prior to Dec. 31, 2019.
About Vanguard Natural
Vanguard Natural Resources, Inc. -- http://www.vnrenergy.com/-- is
an independent exploration and production company focused on the
production and development of oil and natural gas properties in the
United States. Vanguard's assets consist primarily of producing
and non-producing oil and natural gas reserves located in the Green
River Basin in Wyoming, the Piceance Basin in Colorado, the Permian
Basin in West Texas and New Mexico, the Arkoma Basin in Oklahoma,
the Gulf Coast Basin in Texas, Louisiana and Alabama, the Big Horn
Basin in Wyoming and Montana, the Anadarko Basin in Oklahoma and
North Texas, the Wind River Basin in Wyoming and the Powder River
Basin in Wyoming. More information on Vanguard can be found at
www.vnrenergy.com.
"At September 30, 2018, we were in compliance with all of our debt
covenants. Given, in part, the current environment for commodity
prices and basis differentials, we updated our internal projections
to take such updates into account, and, as a result of these
updated projections, we now expect that we may not be in compliance
with our ratio of consolidated first lien debt to EBITDA covenant
as defined within the Second Amendment to the Successor Credit
Facility in certain future periods, beginning with the December
2018 reporting period. In light of these updates, we have taken a
number of steps to mitigate a potential default, including (i)
discussions with certain banks in our Successor Credit Facility to
amend our ratio of consolidated first lien debt to EBITDA covenant,
(ii) continue to pursue efforts to divest certain oil and natural
gas properties to use proceeds to reduce first lien leverage and
(iii) investigating refinancing alternatives. To the extent we
breach the consolidated first lien debt to EBITDA covenant as
defined within the Second Amendment to the Successor Credit
Facility, we would be in default and the lenders would be able to
accelerate the maturity of that indebtedness (which could result in
an acceleration of our Senior Notes due 2024) and exercise other
rights and remedies, all of which could adversely affect our
operations and our ability to satisfy our obligations as they come
due. These conditions raise substantial doubt about our ability to
continue as a going concern within one year after the date that
these financial statements are issued. While no assurances can be
made that we will be able to consummate such mitigation plans, we
believe the combination of the long-term global outlook for
commodity prices and our mitigation efforts will be viewed
positively by our lenders," the Company stated in its Quarterly
Report for the period ended Sept. 30, 2018.
On Dec. 6, 2018, Vanguard Natural entered into the Third Amendment
to the Fourth Amended and Restated Credit Agreement, dated as of
Aug. 1, 2017, among the Company, Vanguard Natural Gas, LLC,
Citibank N.A., as Administrative Agent and the lenders. The Third
Amendment makes certain modifications to the Credit Agreement to
allow the Company additional flexibility to pursue and consummate
sales of certain of its oil and natural gas properties.
As of Sept. 30, 2018, Vanguard Natural had $1.50 billion in total
assets, $1.23 billion in total liabilities, and $274.3 million in
total stockholders' equity attributable to common stockholders.
WEATHERFORD INTERNATIONAL: Incurs $2.1 Billion Net Loss in Q4
-------------------------------------------------------------
Weatherford International plc reported a net loss of $2.1 billion,
or a loss of $2.10 per share, for the fourth quarter of 2018. This
compares to a net loss of $1.9 billion, or a loss of $1.95 per
share, for the fourth quarter of 2017.
The non-GAAP net loss for the fourth quarter of 2018 was $140
million, or $0.14 diluted loss per share. This compares to a $103
million non-GAAP net loss in the prior quarter, or $0.10 diluted
loss per share, and a $329 million non-GAAP net loss for the fourth
quarter of 2017, or $0.33 diluted loss per share. The fourth
quarter 2018 non-GAAP amounts exclude net charges recognized during
the quarter of $2.0 billion, primarily consisting of a non-cash
write-off of a significant portion of the Company's goodwill
balance, totaling $1.9 billion.
Significant Highlights
* Excluding the impacts resulting from the sale of the land
drilling rigs in Kuwait and Saudi Arabia, increased revenues
by approximately 1% compared to the third quarter of 2018.
* Increased fourth quarter 2018 segment operating income by
$185 million on a year-over-year basis. For the full year
2018, increased segment operating income by $579 million
compared to 2017 results.
* Generated net cash from operating activities of $105 million
and free cash flow of $65 million during the quarter.
* Achieved targeted annualized recurring transformation
benefits of approximately $400 million, which represents 40%
of the total transformation target.
* Completed two of the closings from the previously announced
land drilling rigs divestiture for gross proceeds of $216
million.
* Signed a definitive agreement to divest the surface data
logging business for $50 million in cash.
* Decreased nonproductive time by 22% on a year-over-year
basis, exceeding the annual target and representing the
fourth consecutive year of improvement.
Revenues in the fourth quarter of 2018 were $1.4 billion,
essentially flat with revenues recognized in the prior quarter and
a modest decrease from the $1.5 billion of revenues reported for
the fourth quarter of 2017. Sequentially, increases in integrated
service project revenues and higher product sales in Latin America
and the Eastern Hemisphere were offset by decreased revenues
associated with the divestment of the international land rigs and
lower activity levels in Canada.
On a year-over-year basis, higher revenues associated with
integrated service projects and product sales in Latin America were
offset by lower year-end product sales in the Eastern Hemisphere
and decreased revenues associated with the divested land drilling
rigs in the Middle East and pressure pumping assets in the United
States.
Operating loss for the fourth quarter of 2018 was $2.0 billion.
Segment operating income in the fourth quarter of 2018 was $102
million, down $14 million, or 12% sequentially, but up $185 million
year-over-year.
The sequential decrease in segment operating income was driven
primarily by a provision for a litigation settlement in the United
States and increased amortization related to digital solutions and
cloud-based infrastructure. This was offset by product sales in
Latin America and the Eastern Hemisphere and higher margins across
all product lines on reduced costs and improved efficiencies as a
result of the transformation efforts.
Year-over-year segment operating income increase was driven by
improved efficiencies and reduced expenses as a result of the
transformation processes. Further, negative impacts from
exceptional operating items in both hemispheres and low-margin
product sales realized in 2017 did not repeat in 2018.
In the quarter, Weatherford recorded pre-tax charges of $2.0
billion, primarily consisting of a $1.9 billion write-off of a
significant portion of the Company's goodwill balance. In
addition, the Company also recorded $79 million in impairments and
asset write-downs, $36 million in restructuring and transformation
charges, and $4 million in currency devaluation charges, partially
offset by a $3 million credit related to the fair value adjustment
of the outstanding warrant.
In the fourth quarter of 2018, incremental recurring benefits as a
result of the transformation plan were approximately $25 million.
The total recurring transformation benefits recognized through the
fourth quarter were nearly $100 million, or $400 million on an
annualized basis, which represents 40% of the $1 billion target.
Mark A. McCollum, president and chief executive officer, commented,
"Our adjusted earnings and adjusted EBITDA during the fourth
quarter exceeded our forecasts despite rapidly declining oil
prices. Our ability to generate better than expected operating
results and free cash flow is a testament to the progress we
continue to make on our transformation plan and the positive
structural changes we have made to our company over the past year.
For the full year, we grew adjusted EBITDA by over $330 million, or
80% compared to 2017 levels. Based on the work we have completed
on specific transformation initiatives, we continue to believe that
we can achieve our $1 billion incremental EBITDA run rate goal by
year-end 2019."
"We achieved positive operating cash flow during the quarter and
further enhanced our liquidity as we closed the first two tranches
of our international land drilling rig sale. Our year-end
liquidity position of over $900 million and the recent
announcements regarding the divestiture of our laboratory services
and surface data logging businesses will continue to improve our
net debt position as we move through 2019, giving us sufficient
liquidity to continue to execute on our strategic initiatives and
pay down our near-term maturities."
Cash Flow
Net cash provided by operating activities was $105 million for the
fourth quarter of 2018, driven by a decrease in working capital and
a decrease in cash payments for debt interest, offset by $34
million for cash severance, restructuring, and transformation
costs. Fourth quarter total capital expenditures of $76 million,
including investments in held-for-sale land drilling rigs,
increased by $21 million, or 38% sequentially, and decreased by $2
million, or 3% from the same quarter in the prior year.
Western Hemisphere
Fourth quarter revenues of $776 million were up $14 million, or 2%
sequentially, and up $17 million, or 2% year-over-year. Compared
to the third quarter of 2018, revenues increased for integrated
service projects and fourth quarter product sales in Latin America
but were offset by lower activity levels in Canada. Year-over-year
revenue increases from integrated service projects in Latin America
and managed pressure drilling services in the United States were
offset by lower activity levels in Canada and the sale of pressure
pumping assets in the United States in the fourth quarter of 2017.
Fourth quarter segment operating income of $56 million was down $22
million sequentially and up $91 million year-over-year. The
sequential decrease was the result of a provision for a litigation
settlement in the United States this quarter and negative impacts
from the reduced activity levels in Canada. The year-over-year
improvement was driven by higher integrated service projects
activity in Latin America and the positive impacts from our
transformation efforts, which overcame lower operating results in
Canada and a negative foreign exchange impact in Latin America. In
addition, certain operating charges realized during the fourth
quarter of 2017 did not repeat this year.
Operational highlights in the Western Hemisphere during the quarter
include:
* A major operator in Colombia awarded Weatherford a four-year
contract valued at $100 million for drilling and completion
activities. The contract includes provision of drilling
services, surface logging systems, managed pressure drilling,
well construction, and completions.
* Weatherford successfully deployed the Magnus rotary steerable
system (RSS) offshore for the first time. The RSS delivered
the planned directional profile in two 8.5-inch sections,
each in a single run in separate wells. Both sections were
completed ahead of the customer's planned timeline.
* A Weatherford Integrated Services and Projects team with
members from multiple disciplines - including flow assurance,
formation evaluation, and completion design - developed a
program for an unconventional onshore well in Mexico. The
program resulted in oil production that exceeded
expectations, which validated recovery of reserves in that
developmental play.
* In an offshore well, Weatherford installed a Renaissance
WDCL damaged-control-line repair system in two and a half
days to replace a malfunctioning well-control barrier.
Operated from the surface, the system helped to recover
downhole safety valve functionality through a simple retrofit
that did not affect productivity. This operation saved the
customer a costly workover operation with additional savings
in production estimated at $2.2 million.
* A Canadian customer reached out to Weatherford to transfer a
45° well from progressive cavity pumping to rod lift. In
response, engineers conceived and manufactured a unique
pumping unit design that went from concept to final
installation in just 10 months.
Eastern Hemisphere
Fourth quarter revenues of $653 million were down $29 million, or
4% sequentially and down $78 million, or 11% year-over-year.
Sequential revenues declined in the Middle East associated with the
completion of our land drilling rigs divestiture, offset by higher
managed pressure drilling sales in Continental Europe and
Production activity in the Middle East. Adjusting for the impact
of the land rigs divestiture, revenues increased by approximately
1% sequentially. The year-over-year decrease was driven by a
reduction of revenue associated with the completed closings of our
land drilling rigs divestiture and lower Production product sales
in the Middle East.
Fourth quarter segment operating income of $46 million was up $8
million sequentially and up $94 million year-over-year. The
sequential improvement resulted from a favorable revenue mix in
Continental Europe and Asia combined with cost savings and
operational improvements from transformation initiatives. Compared
to the fourth quarter of 2017, operating income improved as a
result of the incremental benefits from our transformation program
and the reduction of low-margin product sales.
Operational highlights in the Eastern Hemisphere during the quarter
include:
* Weatherford deployed the world's first integrated single-trip
completion solution known as the TR1P system in a deepwater
well off the coast of West Africa. Compared to other
identical wells previously completed in this field, the
system reduced the total rig time to drill and complete the
well by three days.
* Using Vero automated connection integrity, Weatherford made
up more than 400 connections to OEM specifications for an
operator in the Middle East. Vero technologies applied
computer-controlled precision, which increased the
consistency of makeup results, and streamlined equipment
requirements, reducing rig-up and rig-down times by 50
percent.
* ADNOC Offshore awarded Weatherford a $50 million contract to
provide rental tools, pressure control equipment, and
intervention services. Weatherford was selected for the
contract in line with ADNOC's In-Country Value strategy and
commitment to engaging with and supporting the local private
sector.
* After considering four companies for a liner-hanger contract
in the gas fields of Oman, an operator awarded Weatherford
the largest share of the complex applications worth
approximately $30 million. Following recently announced wins
in the Middle East, this contract signals further
strengthening of the Weatherford market position in the
growing gas market in the region.
* An operator in the United Kingdom awarded Weatherford three-
year contracts for two exploration wells and 48 abandonments.
The contracts involve managed pressure drilling, tubular
running, drilling and rental tools, liner hangers, and
fishing services.
* Weatherford was awarded a project in Iraq for a new high-flow
production product, the Weatherford Horizontal Pumping
System, powered by Valiant. Four of these complete systems
are scheduled for delivery in the first half of 2019.
Reclassifications
In 2018 the Company adopted pension accounting standards on a
retrospective basis, reclassifying the presentation of non-service
cost components of net periodic pension and post-retirement cost
from operating income to non-operating Other Income (Expense), Net.
All prior periods have been restated to conform to the current
presentation within the Condensed Consolidated Statements of
Operations and other financial information in the following pages.
A full-text copy of the press release is available for free at:
https://is.gd/lYi4dv
About Weatherford
Weatherford (NYSE: WFT), an Irish public limited company and Swiss
tax resident -- http://www.weatherford.com/-- is a multinational
oilfield service company providing innovative solutions, technology
and services to the oil and gas industry. The Company operates in
over 80 countries and has a network of approximately 700 locations,
including manufacturing, service, research and development and
training facilities and employs approximately 28,450 people.
Weatherford reported a net loss attributable to the Company of
$2.81 billion in 2017, a net loss attributable to the Company of
$3.39 billion in 2016, and a net loss attributable to the Company
of $1.98 billion in 2015. As of Sept. 30, 2018, Weatherford had
$8.83 billion in total assets, $10.34 billion in total liabilities
and a total shareholders' deficiency of $1.50 billion.
WESTERN COMMUNICATIONS: Seeks to Hire Tonkon Torp as Counsel
------------------------------------------------------------
Western Communications, Inc., seeks approval from the U.S.
Bankruptcy Court for the District of Oregon to hire Tonkon Torp LLP
as its legal counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; assist the Debtor in the negotiation of financing
agreements and related transactions; prepare a bankruptcy plan;
assist the Debtor in the sale of its property; and provide other
legal services related to its Chapter 11 case.
The Debtor paid the firm a retainer of $100,000, of which
$37,377.50 was applied to fees and costs incurred prior to its
bankruptcy filing.
Tonkon Torp will charge these hourly fees:
Albert Kennedy Partner $585
Michael Fletcher Partner $440
Spencer Fisher Paralegal $195
Albert Kennedy, Esq., a partner at Tonkon Torp, disclosed in a
court filing that his firm does not have any interest adverse to
the Debtor's bankruptcy estate, creditors and equity security
holders.
Tonkon Torp can be reached through:
Albert N. Kennedy, Esq.
Tonkon Torp LLP
888 SW Fifth Avenue, Suite 1600
Portland, OR 97204-2099
Direct Dial: 503.802.2013
Facsimile: 503.972.3713
E-mail: albert.kennedy@tonkon.com
-- and –
Michael W. Fletcher, Esq.
Tonkon Torp LLP
888 SW Fifth Avenue, Suite 1600
Portland, OR 97204-2099
Direct Dial: (503) 802-2167
Facsimile: (503) 972-3867
E-mail: michael.fletcher@tonkon.com
About Western Communications
Western Communications, Inc. is a small market newspaper, niche
publishing, printing, and digital media company with publications
spread throughout Oregon (six publications) and California (two
publications). It is headquartered in Bend, Oregon.
Western Communications previously sought bankruptcy protection on
Aug. 23, 2011 (Bank. D. Oregon Case No. 11-37319).
Western Communications sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Ore. Case No. 19-30223) on Jan. 22,
2019. At the time of the filing, the Debtor estimated assets of
$10 million to $50 million and liabilities of $10 million to $50
million. The case is assigned to Judge Trish M. Brown. Tonkon
Torp LLP is the Debtor's counsel.
WILKENS 2003: Case Summary & Unsecured Creditor
-----------------------------------------------
Debtor: Wilkens 2003 Trust
774 Mays Blvd., 10-546
Incline Village, NV 89451
Business Description: Business Trust
Chapter 11 Petition Date: January 31, 2019
Court: United States Bankruptcy Court
District of Nevada (Reno)
Case No.: 19-50122
Judge: Hon. Bruce T. Beesley
Debtor's Counsel: Stephen R. Harris, Esq.
HARRIS LAW PRACTICE LLC
6151 Lakeside Dr, Ste 2100
Reno, NV 89511
Tel: (775) 786-7600
Fax: (775) 786-7764
E-mail: steve@harrislawreno.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Timothy Wilkens, trustee.
The Debtor lists First American Title as its sole unsecured
creditor holding a disputed guarantee claim of $175,000.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/nvb19-50122.pdf
WILLIAMS PLUMBING: Seeks Authority to Use Kabbage Cash Collateral
-----------------------------------------------------------------
Williams Plumbing, Heating, and Air Conditioning, Inc., requests
the U.S. Bankruptcy Court for the Middle District of Alabama to
allow its use of Kabbage, Inc., cash collateral incident to
expenses incurred in the normal course of business.
The Debtor proposes to use the cash collateral to meet its
postpetition obligations and to pay its expenses, general and
administrative operating expenses, and other necessary costs and
expenses, including taxes and insurance and other expenses incurred
during the pendency of the bankruptcy case as listed in the budget.
The Debtor has a note with Kabbage, Inc. having a balance of
approximately $30,000. As security for its claims, Kabbage has a
lien on all accounts receivable and working capital.
The Debtor has not received Kabbage's permission to use its cash
collateral. The Debtor proposes to pay Kabbage $500 per month as
adequate protection.
A copy of the Motion is available at
http://bankrupt.com/misc/almb19-30125-11.pdf
About Williams Plumbing, Heating
and Air Conditioning Inc.
Williams Plumbing, Heating, and Air Conditioning, Inc., operates a
heating, and air conditioning company, specifically installing and
repairing HVAC systems. The company is operated by Michael Coker.
Williams Plumbing sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Ala. Case No. 19-30125) on Jan. 16,
2019. The Debtor tapped The Fritz Law Firm as its legal counsel.
No official committee of unsecured creditors has been appointed in
the Chapter 11 case.
WILLIAMS PLUMBING: Seeks Authority to Use On Deck Cash Collateral
-----------------------------------------------------------------
Williams Plumbing, Heating, and Air Conditioning, Inc., requests
the U.S. Bankruptcy Court for the Middle District of Alabama to
allow its use of On Deck Capital, Inc. cash collateral incident to
expenses incurred in the normal course of business.
The Debtor proposes to use the cash collateral to meet its
postpetition obligations and to pay its expenses, general and
administrative operating expenses, and other necessary costs and
expenses, including taxes and insurance and other expenses incurred
during the pendency of the bankruptcy case as listed in the budget.
The Debtor has a note with On Deck Capital, Inc. having a balance
of approximately $40,000. As security for its claims, On Deck has a
lien on all accounts receivable and working capital.
The Debtor has not received On Deck's permission to use its cash
collateral. The Debtor proposes to pay On Deck $500 per month as
adequate protection.
A copy of the Motion is available at
http://bankrupt.com/misc/almb19-30125-12.pdf
About Williams Plumbing, Heating
and Air Conditioning Inc.
Williams Plumbing, Heating, and Air Conditioning, Inc., operates a
heating, and air conditioning company, specifically installing and
repairing HVAC systems. The company is operated by Michael Coker.
Williams Plumbing sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Ala. Case No. 19-30125) on Jan. 16,
2019. The Debtor tapped The Fritz Law Firm as its legal counsel.
No official committee of unsecured creditors has been appointed in
the Chapter 11 case.
WILLIAMS PLUMBING: Wants to Use BFS Capital Cash Collateral
-----------------------------------------------------------
Williams Plumbing, Heating, and Air Conditioning, Inc., requests
the U.S. Bankruptcy Court for the Middle District of Alabama to
allow its use of BFS Capital cash collateral incident to expenses
incurred in the normal course of business.
The Debtor proposes to use the cash collateral to meet its
postpetition obligations and to pay its expenses, general and
administrative operating expenses, and other necessary costs and
expenses, including taxes and insurance and other expenses incurred
during the pendency of the bankruptcy case as listed in the budget.
The Debtor has a note with BFS Capital having a balance of
approximately $24,216. As security for its claims, BFS Capital has
lien on all accounts receivable and working capital.
The Debtor has not received BFS Capital's permission to use its
cash collateral. The Debtor proposes to pay BFS Capital $500 per
month as adequate protection.
A copy of the Motion is available at
http://bankrupt.com/misc/almb19-30125-10.pdf
About Williams Plumbing, Heating
and Air Conditioning Inc.
Williams Plumbing, Heating, and Air Conditioning, Inc., operates a
heating, and air conditioning company, specifically installing and
repairing HVAC systems. The company is operated by Michael Coker.
Williams Plumbing sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Ala. Case No. 19-30125) on Jan. 16,
2019. The Debtor tapped The Fritz Law Firm as its legal counsel.
No official committee of unsecured creditors has been appointed in
the Chapter 11 case.
WILLIAMS PLUMBING: Wants to Use Par Funding Cash Collateral
-----------------------------------------------------------
Williams Plumbing, Heating, and Air Conditioning, Inc., requests
the U.S. Bankruptcy Court for the Middle District of Alabama to
allow its use of Par Funding cash collateral incident to expenses
incurred in the normal course of business.
The Debtor proposes to use the cash collateral to meet its
postpetition obligations and to pay its expenses, general and
administrative operating expenses, and other necessary costs and
expenses, including taxes and insurance and other expenses incurred
during the pendency of the bankruptcy case as listed in the budget.
The Debtor has a note with Complete Business Solutions/Par Funding
("Par Funding") having a balance of approximately $23,559. As
security for its claims, Par Funding has lien on all accounts
receivable and working capital.
The Debtor has not received Par Funding's permission to use its
cash collateral. The Debtor proposes to pay Par Funding $500 per
month as adequate protection.
A copy of the Motion is available at
http://bankrupt.com/misc/almb19-30125-13.pdf
About Williams Plumbing, Heating
and Air Conditioning Inc.
Williams Plumbing, Heating, and Air Conditioning, Inc., operates a
heating, and air conditioning company, specifically installing and
repairing HVAC systems. The company is operated by Michael Coker.
Williams Plumbing sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Ala. Case No. 19-30125) on Jan. 16,
2019. The Debtor tapped The Fritz Law Firm as its legal counsel.
No official committee of unsecured creditors has been appointed in
the Chapter 11 case.
WILMA'S DEN: Secured Creditor Files Chapter 11 Plan
---------------------------------------------------
Private Mortgage Fund, LLC, senior secured creditor in this Chapter
11 case, proposes a Chapter 11 plan for Wilma's Den LLC.
The documents governing the loan relationship between the Debtor
and PMF, includes: (a) the Interest-Only Period Fixed Rate Note,
dated November 23, 2015, under which Lynch promised to pay to PMF
the principal amount of $5,250,000.00 and, among other things,
monthly interest (b) the Step Rate Note Addendum attached to and
incorporated into the note, increasing the applicable non-default
interest rate to 8.990% from and after December 1, 2016; (c) the
Default Rate Addendum to Note attached to and incorporated into the
note, establishing that all outstanding amounts then due to PMF
under the note incur a default rate of interest of 14.990%; and (d)
the Deed of Trust covering the Property, granted for PMF’s
benefit as security for all obligations under the note, duly
recorded with the San Diego (CA) County Recorder on December 2,
2015, as Doc# 2015-0617550.
Class 4: General Unsecured Claims. Class 4 contains all Allowed
General Unsecured Claims are impaired. Each holder of an Allowed
General Unsecured Claim receives on, or as soon as practicable
after, the Distribution Date, in full and final satisfaction of its
Allowed General Unsecured Claim, the holder's Pro Rata share of any
Sale Proceeds remaining after full satisfaction of (i) the PMF
Secured Claim, (ii) the Chen Secured Claim, (iii) all Allowed
Administrative Claims, (iv) all Allowed Priority Tax Claims, and
(v) all Allowed Priority Claims.
Class 1: PMF Secured Claim. Class 1 contains the PMF Secured Claim
are impaired. The PMF Secured Claim is an Allowed Secured Claim in
the amount equal to the principal, interest, and fees owing to PMF
under the PMF Loan Documents as of the Closing. In full and final
satisfaction of the PMF Secured Claim, PMF receives, on the
Distribution Date, either:
(i) If PMF is the Purchaser, fee simple title to the Property, free
and clear of all Liens and Claims; or (ii) If PMF is not the
Purchaser, Sale Proceeds equal to the amount of the PMF Secured
Claim.
Class 2: Chen Secured Claim. Class 2 contains the Chen Secured
Claim are impaired. The Chen Secured Claim is an Allowed Secured
Claim in the amount equal to the principal, interest, and fees
owing to Chen under the Chen Loan Documents as of the Closing. In
full and final satisfaction of the Chen Secured Claim, Chen
receives, on the Distribution Date, either
(i) If Chen is the Purchaser, fee simple title to the Property,
free and clear of all Liens and Claims; or (ii) If Chen is not the
Purchaser, any Sale Proceeds after satisfaction of the PMF Secured
Claim up to the amount of the Chen Secured Claim.
Class 5: Equity Interests. Class 5 contains all Equity Interests
are impaired. Each holder of an Equity Interest receives on the
Distribution Date, the holder's Pro Rata share of any Sale Proceeds
remaining after full satisfaction of all Allowed General Unsecured
Claims, including interest on those Claims through the Distribution
Date.
Whenever and to the extent necessary during the period between the
Effective Date and the Closing, PMF will make the Effective Date
Loans to the Estate, under which the Plan Administrator will borrow
from PMF, and PMF will lend to the Estate, funds in an amount
sufficient to satisfy all Secured Tax Claims, Administrative Claims
in the Maximum Amount, Commissions, Closing Costs, and Pre-Sale
Fees as of the Closing. All such loans are governed by the PMF Loan
Documents and constitute a part of the PMF Secured Claim.
A full-text copy of the Amended Plan dated January 16, 2019, is
available at https://tinyurl.com/ya83hfqz from PacerMonitor.com at
no charge.
Counsel for Private Mortgage Fund, LLC:
Jordan A. Kroop, Esq.
Bradley A. Cosman, Esq.
PERKINS COIE LLP
2901 N Central Avenue, Suite 2000
Phoenix, AZ 85012
Tel: (602) 351-8000
Email: jkroop@perkinscoie.com
bcosman@perkinscoie.com
About Wilma's Den
Wilma's Den LLC is a privately held company in Phoenix, Arizona,
engaged in activities related to real estate.
Wilma's Den LLC, based in Phoenix, AZ, filed a Chapter 11 petition
(Bankr. D. Ariz. Case No. 18-02233) on March 8, 2018. In the
petition signed by Keith Bierman, manager, the Debtor estimated $10
million to $50 million in assets and $1 million to $10 million in
liabilities. The Hon. Brenda K. Martin presides over the case.
Christopher H. Bayley, Esq., at Snell & Wilmer L.L.P., serves as
bankruptcy counsel.
WOK HOLDINGS: S&P Assigns 'B' ICR on TriArtisan and Paulson Deal
----------------------------------------------------------------
S&P Global Ratings noted that TriArtisan Capital Partners and
Paulson & Co. are acquiring U.S.-based Asian-themed restaurant
operator Wok Holdings Inc. (as the parent entity to P.F. Chang's
China Bistro Inc.) in a $705 million leveraged buyout.
S&P is assigning its 'B' issuer credit rating to Wok Holdings Inc.
and its 'B' issue-level rating to the proposed $485 million credit
facility, comprised of a $430 million term loan and $55 million
cash flow revolver.
S&P is keeping all P.F. Chang's China Bistro Inc. ratings,
including the 'CCC+' issuer credit rating, on CreditWatch with
positive rating implications. S&P anticipates discontinuing the
issuer and issue-level ratings upon close of the proposed
acquisition, at which time the debt will be repaid.
S&P said, "The rating action reflects our expectation for
operational upside following the anticipated TriArtisan and Paulson
Wok Holdings Inc. (doing business as P.F. Chang's China Bistro)
purchase, which we expect to occur in the first quarter of 2019.
Wok Holdings' Inc. will be the legal parent to P.F. Chang's China
Bistro Inc. Wok will also be the borrower under the proposed $430
million secured term loan facility used, in part, to fund the $705
million acquisition.
"The stable outlook reflects our expectation that the separation of
the Pei Wei restaurant concept from Wok Holdings' P.F. Chang's
restaurant brand will lead to improved profitability and operating
metrics. We believe menu innovation, store remodels, and mix shift
to off-premise dining will drive modest sales growth and customer
traffic at the company operating restaurants. We also believe
international expansion will result in incremental royalty and
license revenue from franchisees.
"We could consider a downgrade if operating performance and credit
measures deteriorated meaningfully below our base-case
expectations, such that leverage approached 6x and fixed-charge
coverage were in the low 1x area. This could occur if the company's
operating initiatives failed to resonate with customers and
competition heightened, resulting in a low-single-digit decline in
same-restaurant sales and EBITDA margin contraction of 200 basis
points (bps). We could also lower the rating if the company's
financial sponsors leveraged the balance sheet through a
debt-financed dividend.
"Although unlikely in the next 12 months, we could raise the rating
if the company outperformed our base case, with sales growth in the
mid-single digits and an adjusted EBITDA margin expansion of 200
bps or more compared with our forecast, resulting in debt to EBITDA
below 4x and the fixed-charge coverage ratio approaching 2x on a
sustained basis. The company would also demonstrate a more
conservative financial policy of not adding leverage for dividends
or acquisitions."
[^] BOND PRICING: For the Week from January 28 to February 1, 2019
------------------------------------------------------------------
Company Ticker Coupon Bid Price Maturity
------- ------ ------ --------- --------
Acosta Inc ACOSTA 7.750 15.873 10/1/2022
Acosta Inc ACOSTA 7.750 14.848 10/1/2022
Alpha Appalachia
Holdings LLC ANR 3.250 2.048 8/1/2015
BPZ Resources Inc BPZR 6.500 3.017 3/1/2049
BPZ Resources Inc BPZR 6.500 3.017 3/1/2015
Bon-Ton Department
Stores Inc/The BONT 8.000 8.000 6/15/2021
Cenveo Corp CVO 6.000 25.795 8/1/2019
Cenveo Corp CVO 8.500 1.349 9/15/2022
Cenveo Corp CVO 6.000 25.795 8/1/2019
Cenveo Corp CVO 6.000 0.894 5/15/2024
Cenveo Corp CVO 8.500 1.349 9/15/2022
Chukchansi Economic
Development Authority CHUKCH 9.750 60.000 5/30/2020
Chukchansi Economic
Development Authority CHUKCH 10.250 60.077 5/30/2020
Cloud Peak Energy
Resources LLC / Cloud
Peak Energy Finance Corp CLD 12.000 40.720 11/1/2021
Cloud Peak Energy
Resources LLC / Cloud
Peak Energy Finance Corp CLD 6.375 10.708 3/15/2024
DBP Holding Corp DBPHLD 7.750 39.305 10/15/2020
DBP Holding Corp DBPHLD 7.750 39.305 10/15/2020
DFC Finance Corp DLLR 10.500 65.000 6/15/2020
DFC Finance Corp DLLR 10.500 65.000 6/15/2020
EXCO Resources Inc XCOO 7.500 19.675 9/15/2018
EXCO Resources Inc XCOO 8.500 22.000 4/15/2022
Egalet Corp EGLT 5.500 10.000 4/1/2020
Emergent Capital Inc EMGC 8.500 98.473 2/15/2019
Energy Conversion
Devices Inc ENER 3.000 7.875 6/15/2013
Energy Future Intermediate
Holding Co LLC / EFIH
Finance Inc TXU 9.750 38.750 10/15/2019
Federal Farm Credit Banks FFCB 3.570 99.471 10/30/2024
Federal Farm Credit Banks FFCB 3.480 99.073 8/20/2024
Federal Farm Credit Banks FFCB 3.820 99.281 8/7/2026
Fleetwood Enterprises Inc FLTW 14.000 3.557 12/15/2011
GenOn Energy Inc GENONE 9.875 62.500 10/15/2020
Hexion Inc HXN 13.750 47.483 2/1/2022
Hexion Inc HXN 9.200 60.000 3/15/2021
Hexion Inc HXN 13.750 48.283 2/1/2022
Homer City Generation LP HOMCTY 8.137 38.750 10/1/2019
Hornbeck Offshore
Services Inc HOS 5.875 60.850 4/1/2020
Hornbeck Offshore
Services Inc HOS 5.000 49.647 3/1/2021
Hornbeck Offshore
Services Inc HOS 1.500 81.250 9/1/2019
Jones Energy Holdings
LLC / Jones Energy
Finance Corp JONE 6.750 13.877 4/1/2022
Jones Energy Holdings
LLC / Jones Energy
Finance Corp JONE 9.250 11.073 3/15/2023
LBI Media Inc LBIMED 11.500 3.500 4/15/2020
Legacy Reserves LP /
Legacy Reserves
Finance Corp LGCY 8.000 53.286 12/1/2020
Legacy Reserves LP /
Legacy Reserves
Finance Corp LGCY 6.625 43.431 12/1/2021
Lehman Brothers
Holdings Inc LEH 2.000 3.326 3/3/2009
Lehman Brothers
Holdings Inc LEH 5.000 3.326 2/7/2009
Lehman Brothers
Holdings Inc LEH 1.600 3.326 11/5/2011
Lehman Brothers
Holdings Inc LEH 1.500 3.326 3/29/2013
Lehman Brothers
Holdings Inc LEH 2.070 3.326 6/15/2009
Lehman Brothers
Holdings Inc LEH 1.383 3.326 6/15/2009
Lehman Brothers
Holdings Inc LEH 4.000 3.326 4/30/2009
Lehman Brothers Inc LEH 7.500 1.226 8/1/2026
MF Global Holdings Ltd MF 6.250 14.279 8/8/2016
MF Global Holdings Ltd MF 9.000 14.250 6/20/2038
MModal Inc MODL 10.750 6.125 8/15/2020
Mashantucket Western
Pequot Tribe MASHTU 7.350 15.500 7/1/2026
Monitronics
International Inc MONINT 9.125 27.864 4/1/2020
Murray Energy Corp MURREN 11.250 58.593 4/15/2021
Murray Energy Corp MURREN 9.500 58.046 12/5/2020
Murray Energy Corp MURREN 11.250 59.258 4/15/2021
Murray Energy Corp MURREN 9.500 58.046 12/5/2020
Neiman Marcus Group
Ltd LLC NMG 8.000 45.038 10/15/2021
Neiman Marcus Group
Ltd LLC NMG 8.000 43.493 10/15/2021
OMX Timber Finance
Investments II LLC OMX 5.540 3.177 1/29/2020
Oldapco Inc APPPAP 9.000 1.506 6/1/2020
Orexigen Therapeutics Inc OREXQ 2.750 0.250 12/1/2020
Orexigen Therapeutics Inc OREXQ 2.750 0.300 12/1/2020
PHI Inc PHII 5.250 71.357 3/15/2019
PaperWorks Industries Inc PAPWRK 9.500 53.627 8/15/2019
PaperWorks Industries Inc PAPWRK 9.500 53.627 8/15/2019
Parker Drilling Co PKD 7.500 57.500 8/1/2020
Pernix Therapeutics
Holdings Inc PTX 4.250 0.750 4/1/2021
Pernix Therapeutics
Holdings Inc PTX 4.250 0.500 4/1/2021
PetroQuest Energy Inc PQUE 10.000 28.000 2/15/2021
PetroQuest Energy Inc PQUE 10.000 28.000 2/15/2021
PetroQuest Energy Inc PQUE 10.000 28.000 2/15/2021
Powerwave
Technologies Inc PWAV 2.750 0.155 7/15/2041
Powerwave
Technologies Inc PWAV 1.875 0.155 11/15/2024
Powerwave
Technologies Inc PWAV 1.875 0.155 11/15/2024
Renco Metals Inc RENCO 11.500 24.750 7/1/2003
Rolta LLC RLTAIN 10.750 10.301 5/16/2018
Sable Permian Resources
Land LLC / AEPB
Finance Corp AMEPER 7.125 34.161 11/1/2020
Sable Permian Resources
Land LLC / AEPB
Finance Corp AMEPER 7.375 33.297 11/1/2021
Sable Permian Resources
Land LLC / AEPB
Finance Corp AMEPER 9.233 36.000 8/1/2019
Sable Permian Resources
Land LLC / AEPB
Finance Corp AMEPER 7.125 33.010 11/1/2020
Sable Permian Resources
Land LLC / AEPB
Finance Corp AMEPER 9.233 39.060 8/1/2019
Sable Permian Resources
Land LLC / AEPB
Finance Corp AMEPER 7.375 32.159 11/1/2021
Safeway Inc SWY 5.000 100.563 8/15/2019
Sanchez Energy Corp SN 6.125 18.742 1/15/2023
Sanchez Energy Corp SN 7.750 19.699 6/15/2021
SandRidge Energy Inc SD 7.500 0.869 2/15/2023
Sears Holdings Corp SHLD 8.000 10.475 12/15/2019
Sempra Texas
Holdings Corp TXU 5.550 13.500 11/15/2014
SiTV LLC / SiTV
Finance Inc NUVOTV 10.375 24.438 7/1/2019
SiTV LLC / SiTV
Finance Inc NUVOTV 10.375 25.000 7/1/2019
Sungard Availability
Services Capital Inc SUNASC 8.750 16.019 4/1/2022
Sungard Availability
Services Capital Inc SUNASC 8.750 16.019 4/1/2022
Synergy
Pharmaceuticals Inc SGYP 7.500 53.250 11/1/2019
TRU Taj LLC / TRU Taj
Finance Inc TOY 12.000 57.250 8/15/2021
TRU Taj LLC / TRU Taj
Finance Inc TOY 12.000 56.000 8/15/2021
TerraVia Holdings Inc TVIA 6.000 4.644 2/1/2018
Toys R Us - Delaware Inc TOY 8.750 3.000 9/1/2021
Toys R Us Inc TOY 7.375 3.000 10/15/2018
Transworld Systems Inc TSIACQ 9.500 25.853 8/15/2021
Transworld Systems Inc TSIACQ 9.500 25.853 8/15/2021
Ultra Resources Inc UPL 6.875 38.887 4/15/2022
Ultra Resources Inc UPL 6.875 39.677 4/15/2022
Walter Energy Inc WLTG 8.500 0.834 4/15/2021
Walter Energy Inc WLTG 9.875 0.834 12/15/2020
Walter Energy Inc WLTG 9.875 0.834 12/15/2020
Walter Energy Inc WLTG 9.875 0.834 12/15/2020
Washington Mutual Bank /
Debt not acquired
by JPMorgan WAMU 5.550 0.610 6/16/2010
Westmoreland Coal Co WLBA 8.750 39.375 1/1/2022
Westmoreland Coal Co WLBA 8.750 41.228 1/1/2022
iHeartCommunications Inc IHRT 9.000 65.000 12/15/2019
iHeartCommunications Inc IHRT 7.250 10.750 10/15/2027
iHeartCommunications Inc IHRT 14.000 12.250 2/1/2021
iHeartCommunications Inc IHRT 6.875 10.625 6/15/2018
iHeartCommunications Inc IHRT 11.250 65.938 3/1/2021
iHeartCommunications Inc IHRT 14.000 12.015 2/1/2021
iHeartCommunications Inc IHRT 9.000 67.215 12/15/2019
iHeartCommunications Inc IHRT 9.000 67.215 12/15/2019
iHeartCommunications Inc IHRT 14.000 12.015 2/1/2021
iHeartCommunications Inc IHRT 9.000 67.215 12/15/2019
rue21 inc RUE 9.000 1.453 10/15/2021
*********
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