/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/190430.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, April 30, 2019, Vol. 23, No. 119 Headlines 2601 OPERATING: Seeks to Hire Keery McCue as Counsel ADVAXIS INC: Reports $12.8-Mil. Net Income for Jan. 31 Quarter AGILE THERAPEUTICS: Ernst & Young LLP Raises Going Concern Doubt AIR FORCE VILLAGE: Hires Dentons US as Bankruptcy Counsel ALKHAIRY HOSPITALITY: May 22 Disclosure Statement Hearing ALL AMERICAN TAXI: Voluntary Chapter 11 Case Summary ALLIANCE COUNSELING: U.S. Trustee Unable to Appoint Committee APOLLO COMMERCIAL: S&P Assigns 'BB-' ICR; Outlook Stable ARADIGM CORPORATION: Hires RoseRyan as Technical Accountant ASTOR EB-5: U.S. Trustee Unable to Appoint Committee ATLAS STONE: Seeks to Hire Joyce W. Lindauer as Counsel ATLAS STONE: Seeks to Hire Mr. Lufkin of CMA Partners as CRO AVID BIOSERVICES: Reports $1.14-Mil. Net Loss for Jan. 31 Quarter BADGER FINANCE: S&P Alters Outlook to Negative, Affirms 'B-' ICR BASIM ELHABASHY: Selling Highlands Condo Unit for $770K BCAUSE LLC: U.S. Trustee Forms 3-Member Committee BLOCK COMMUNICATIONS: Moody's Affirms Ba3 CFR, Outlook Still Stable BULK EXPRESS: Seeks to Hire Bederson LLP as Accountant BUTLER SPECIALTIES: Bankruptcy Administrator to Form Committee C3 VENTURES: Seeks to Hire Hoffman Larin as Counsel CANBIOLA INC: Reports $4.1-Mil. Net Loss for Year Ended Dec. 2018 CENTRO GROUP: U.S. Trustee Unable to Appoint Committee CHINACACHE INT'L: RMB750M Current Debt Casts Going Concern Doubt CORT & MEDAS: Hires David S. Friedberg as Special Counsel COUNTRYSIDE PROPERTY: Case Summary & 20 Top Unsecured Creditors CRESTVIEW 3 HOLDINGS: May 16 Disclosure Statement Hearing D&J FITNESS: Unsecured Creditors to Get 10% Dividend Under Plan DATACOM SYSTEMS: Disclosure Statement Hearing Set for May 16 DECOR HOLDINGS: May 2 Plan Confirmation Hearing DEQUEEN MEDICAL: Seeks to Hire Decailly Law as Counsel DIGITAL COMMUNICATION: Hires Stevenson & Bullock as Counsel DIGITAL ROOM: S&P Affirms 'B-' ICR on Dividend Recapitalization DIVERSE LABEL: Files Chapter 11 Plan of Liquidation DS PROPERTY: Hires Raymond Mashni as Legal Counsel EDEN HOME: Hires Reconstruction Experts as Contractor EDEN HOME: Seeks to Hire Feller Roofing as Contractor ELKHORN JONES: Seeks to Extend Employment Term of Brokers ENSONO LP: S&P Affirms 'B-' Issuer Credit Rating; Outlook Positive FARWEST PUMP: Committee Hires Treasury Assist as Consultant FLORIDA CLEANEX: U.S. Trustee Unable to Appoint Committee FOCUS UNIVERSAL: BF Borgers CPA PC Raises Going Concern Doubt FUSE LLC: April 30 Meeting Set to Form Creditors' Panel GALINDO CUSTOM: Seeks to Hire Smeberg Law Firm as Legal Counsel GENERAL CANNABIS: Incurs $17.0M Net Loss for Year Ended Dec. 31 GHOTRA INC: Seeks to Hire Joyce W. Lindauer as Counsel GLORIETA PARTNERS: S&P Lowers 2015 Housing Bond Rating to 'CCC+' GMI GROUP INC: U.S. Trustee Unable to Appoint Committee GOLD COAST: Unsecureds to Get $327 Monthly Payment in New Plan GREGORY TE VELDE: Trustee Selling Carbon Credits to Cow Power GREYSTAR REAL ESTATE: S&P Alters Outlook to Neg., Affirms 'BB-' ICR GREYSTAR REAL: Moody's Rates New 5.75% Senior Secured Notes 'B1' GROWLIFE INC: Reports $11.4M Net Loss for Year Ended Dec. 31 H K FINE PROPERTIES: Hires Colliers as Real Estate Broker HAMILTON ROAD: Hires Richard Feinsilver as Legal Counsel HEXION HOLDINGS: 2 More Creditors Appointed to Committee HEXION HOLDINGS: Seeks to Hire AlixPartners as Financial Advisor HEXION HOLDINGS: Seeks to Hire Latham & Watkins as Co-Counsel HEXION HOLDINGS: Seeks to Hire Omni as Administrative Agent HEXION HOLDINGS: Seeks to Hire Richards Layton as Co-Counsel HOUT FENCING: Proposes a Public Auction of Machinery & Equipment IHEARTCOMMUNICATIONS INC: Moody's Assigns B2 CFR on Bankruptcy Exit IMAGINE! PRINT: Moody's Lowers CFR to Caa1, Outlook Stable JAMES MEDICAL: U.S. Trustee Unable to Appoint Committee JM DAIRY: Seeks to Hire L.A. Morales & Associates as Legal Counsel JXB 84: U.S. Trustee Unable to Appoint Committee K&D INDUSTRIAL: Taps Strobl Sharp as Legal Counsel K&D INDUSTRIAL: Taps UHY Advisors as Accountant KAYA HOLDINGS: M&K CPAS PLLC Raises Going Concern Doubt KINNECORPS LLC: Seeks to Hire Jason A. Burgess as Legal Counsel LAKESHORE FARMS: Has Until July 15 to Amend Plan, Disclosures MENSONIDES DAIRY: Aug. 14 Plan Confirmation Hearing MID-ATLANTIC ENERGY: June 13 Plan Confirmation Hearing MR AMAZING LOANS: Recurring Loses Cast Going Concern Doubt MYOMO INC: Incurs $10.3-Mil. Net Loss for the Year Ended Dec. 31 NORTHWEST FARM: U.S. Trustee Forms 3-Member Committee NULEAN INC: U.S. Trustee Unable to Appoint Committee NUVERRA ENVIRONMENTAL: Hein & Assoc. Raises Going Concern Doubt OCALA INN: U.S. Trustee Unable to Appoint Committee OCEAN POWER: Incurs $2.6-Mil. Net Loss for Quarter Ended Jan. 31 OHIO VALLEY ELECTRIC: S&P Maintains Watch Neg. Listing of 'BB+' ICR ONCOSEC MEDICAL: Losses Since Inception Cast Going Concern Doubt ONELIFE TECHNOLOGIES: Marcum LLP Raises Going Concern Doubt OREGON CLEAN: S&P Assigns 'BB-' Final Rating to Sr. Secured Debt OSCAR SQUARED: June 4 Disclosure Statement Hearing PAUL F. SMITH: U.S. Trustee Unable to Appoint Committee PHI INC: U.S. Trustee Forms 3-Member Equity Committee PROMISE HEALTHCARE: $10M Sale of Equity Interests in Success Closed PROMISE HEALTHCARE: Sale of All Silver Lake Debtors' Assets Closed PROMISE HEALTHCARE: Sale of Quantum's San Diego Property Closed Q BIOMED: Incurs $2.4-Mil. Net Loss in Feb. 28 Quarter QUEST GROUP: U.S. Trustee Unable to Appoint Committee QUICKLAB CORPORATION: U.S. Trustee Unable to Appoint Committee RECRUITING MANAGEMENT: Seeks to Hire Lajara Radinson as Counsel SCOTT SILVERSTEIN: Voluntary Chapter 11 Case Summary SEAWALK INVESTMENTS: U.S. Trustee Unable to Appoint Committee SECURUS TECHNOLOGIES: S&P Downgrades ICR to 'B-' on Weak Earnings SINTX TECHNOLOGIES: Tanner LLC Raises Going Concern Doubt SKY-SKAN INC: Disclosure Statement Hearing Set for June 5 SPHERIX INC: Marcum LLP Raises Going Concern Doubt T.I. CONSTRUCTION: Unsecured Creditors to Get 10.04% Under Plan TALON REAL ESTATE: Turner, Stone & Co. Raises Going Concern Doubt TAOPING INC: Independent Firm UHY LLP Raises Going Concern Doubt TELL MY PEOPLE: Unsecureds to Get Less Than 5% Under Plan THREE CHIEFS: June 4 Plan Confirmation Hearing TOUCHDOWN LLC: Seeks to Hire Cohen Baldinger as New Counsel TRI-STATE ENTERPRISES: Taps Gibson Firm as Special Counsel TURIN AVIATION: Sets Bidding Procedures for Provost N300LT UNITED INTERNATIONAL: Directed to File Amended Disclosures, Plan UNITED RENTALS: Moody's Rates New $750MM Sr. Unsecured Notes 'Ba3' UNIVERSITY OF WISCONSIN: Court Approves Disclosures, Confirms Plan VENT ALARM: Court Confirms 3rd Amended Plan VERITAS FARMS: Prager Metis CPA's LLC Raises Going Concern Doubt VERRA MOBILITY: S&P Revises Outlook to Positive WBC INC: DLL Objects to Disclosure Statement WBC INC: U.S. Trustee Objects to Disclosure Statement WINDSOR MARKETING: Armata to Infuse $150K for People's Shortfall WINDTREE THERAPEUTICS: Needs More Funds to Remain as Going Concern XPLORNET COMMUNICATIONS: Moody's Rates $30MM Add-On Notes 'Caa2' [^] Large Companies with Insolvent Balance Sheet ********* 2601 OPERATING: Seeks to Hire Keery McCue as Counsel ---------------------------------------------------- 2601 Operating, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Arizona to employ Keery McCue, PLLC, as counsel to the Debtor. 2601 Operating requires Keery McCue to: a. prepare pleadings and applications; b. conduct examinations incidental to administration; c. advise the Debtor of its rights, duties and obligations under the Chapter 11 Bankruptcy Code; d. take any and all other necessary action incident to the proper preservation and administration of the Chapter 11 estate; and e. advise the Debtor in the formulation and presentation of a plan pursuant to Chapter 11 of the Bankruptcy Code, the disclosure statement and concerning any and all matters relating thereto. Keery McCue will be paid at the hourly rates of $135-$350. Keery McCue will also be reimbursed for reasonable out-of-pocket expenses incurred. Martin J. McCue, partner of Keery McCue, PLLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Keery McCue can be reached at: Martin J. McCue, Esq. Patrick F. Keery, Esq. KEERY MCCUE, PLLC 6803 East Main Street, Suite 1116 Scottsdale, AZ 85251 Tel: (480) 478-0709 Fax: (480) 478-0787 About 2601 Operating 2601 Operating, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Ariz. Case No. 19-04138) on April 9, 2019, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Keery McCue, PLLC. ADVAXIS INC: Reports $12.8-Mil. Net Income for Jan. 31 Quarter -------------------------------------------------------------- Advaxis, Inc., filed its quarterly report on Form 10-Q, disclosing net income of $12,817,000 on $19,689,000 of revenue for the three months ended Jan. 31, 2019, compared to a net loss of $20,492,000 on $2,056,000 of revenue for the same period in 2018. At Jan. 31, 2019 the Company had total assets of $50,303,000, total liabilities of $12,803,000, and $37,500,000 in total stockholders' equity. The Company has not yet commercialized any human products and the products that are being developed have not generated significant revenue. As a result, the Company has suffered recurring losses and requires significant cash resources to execute its business plans. These losses are expected to continue for an extended period of time. According to Company President Kenneth A. Berlin and Executive Vice President Molly Henderson, these factors raise substantial doubt about the Company's ability to continue as a going concern within one year from the date of filing. Historically, the Company's major sources of cash have been comprised of proceeds from various public and private offerings of its common stock, clinical collaborations, option and warrant exercises, and interest income. From October 2013 through January 2019, the Company raised approximately $265 million in gross proceeds from various public and private offerings of our common stock. As of January 31, 2019, the Company had approximately $32.7 million in cash and cash equivalents. Management's plans to mitigate an expected shortfall of capital, to support future operations, include raising additional funds. The actual amount of cash that it will need to operate is subject to many factors. The Company also recognizes it will need to raise additional capital in order to continue to execute its business plan in the future. There is no assurance that additional financing will be available when needed or that management will be able to obtain financing on terms acceptable to the Company or whether the Company will become profitable and generate positive operating cash flow. If the Company is unable to raise sufficient additional funds, it will have to scale back its operations. A copy of the Form 10-Q is available at: https://is.gd/b7oKx2 Advaxis, Inc., a late-stage biotechnology company, focuses on the discovery, development, and commercialization of Listeria monocytogenes (Lm) technology based antigen delivery product in the United States. It is developing therapies for HPV-related cancers using axalimogene filolisbac (AXAL) for the treatment of head and neck cancer. The Company is also developing ADXS-PSA for the treatment of prostate cancer; and ADXS-NEO, an individualized Lm technology antigen delivery product candidate that is designed to create individualized therapies by activating the patient's immune system to respond against multiple mutations or neoantigens. In addition, it is developing ADXS-HOT for generating potent anti-cancer immunity; and ADXS-HER2, an Lm technology antigen delivery product candidate that is designed to target HER2 expressing solid tumors, including human and canine osteosarcoma. The Company has collaboration and licensing agreements with OS Therapies LLC; Amgen Inc.; Especificos Stendhal SA de CV; Merck & Co., Inc.; MedImmune/AstraZeneca; Aratana Therapeutics Inc.; and Global BioPharma Inc. Advaxis, Inc. was founded in 2002 and is based in Princeton, New Jersey. AGILE THERAPEUTICS: Ernst & Young LLP Raises Going Concern Doubt ---------------------------------------------------------------- Agile Therapeutics, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $19,779,000 on $0 of revenue for the year ended Dec. 31, 2018, compared to a net loss of $28,304,000 on $0 of revenue for the year ended in 2017. The audit report of Ernst & Young LLP states that the Company has suffered recurring losses from operations, has experienced delays in the approval of its product candidate and has stated that substantial doubt exists about the Company's ability to continue as a going concern. The Company's balance sheet at Dec. 31, 2018, showed total assets of $22,392,000, total liabilities of $2,218,000, and a total stockholders' equity of $20,174,000. A copy of the Form 10-K is available at: https://is.gd/eX3Nzi Agile Therapeutics, Inc., a women's healthcare company, focuses on the development and commercialization of prescription contraceptive products for women. Its lead product candidate is Twirla, also known as AG200-15, a once-weekly prescription contraceptive patch, which completed Phase III clinical trials. Agile Therapeutics, Inc. was founded in 1997 and is headquartered in Princeton, New Jersey. AIR FORCE VILLAGE: Hires Dentons US as Bankruptcy Counsel --------------------------------------------------------- Air Force Village West, Inc., d/b/a Altavita Village, seeks authority from the U.S. Bankruptcy Court for the Central District of California to employ Dentons US LLP, as bankruptcy counsel to the Debtor. Air Force Village requires Dentons US to: a. advise the Debtor with regard to the requirements of the Bankruptcy Court, Bankruptcy Code, Bankruptcy Rules and the Office of the United States Trustee as they pertain to the Debtor; b. advise the Debtor with regard to certain rights and remedies of the bankruptcy estate and rights, claims and interests of creditors; c. take all necessary actions to protect and preserve the Debtor's estate, including the prosecution of actions on the Debtor's behalf, the defense of any actions commenced against the Debtor, the negotiation of disputes in which the Debtor is involved and the preparation of objections to claims filed against the Debtor's estate; d. represent the Debtor in any proceeding or hearing in the Bankruptcy Court involving the estate unless the Debtor is represented in such proceeding or hearing by other special counsel; e. conduct examinations of witnesses, claimants or adverse parties and represent the Debtor in any adversary proceeding, except to the extent that any such adversary proceeding is in an area outside of the expertise of Dentons US; f. prepare and assist the Debtor in the preparation of reports, applications, pleadings and orders including, but not limited, applications to employ professionals, interim statements and operating reports, initial filing requirements, schedules and statement of financial affairs, lease pleadings, cash collateral pleadings, financing pleadings, and pleadings with respect to the Debtor's use, sale or lease of property outside the ordinary course of business; g. represent the Debtor and taking all necessary actions with regard to obtaining the use of cash collateral, including, but not limited to, negotiating and seeking Bankruptcy Court approval of any cash collateral pleading or stipulation and preparing any pleadings relating to obtaining use of cash collateral; h. assist the Debtor and taking all necessary actions in connection with the negotiation, formulation, preparation and confirmation of a plan of reorganization and the preparation and approval of a disclosure statement in connection with the plan of reorganization, and/or a sale of the Debtor's assets, including but not limited to the sale of the CCRC; i. take all necessary actions to protect and preserve the value of the Debtor's estate, including with respect to all related matters; and j. perform any other services which may be appropriate in Dentons US's representation of the Debtor during this Chapter 11 Case. Dentons US will be paid at these hourly rates: Partners $544-$800 Associates $425-$263 Paraprofessionals $263-$289 The Debtor paid Dentons US a retainer in the amount of $300,000. Dentons US will also be reimbursed for reasonable out-of-pocket expenses incurred. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the following is provided in response to the request for additional information: (a) Dentons US has agreed to variations from, or alternatives to, its standard or customary billing arrangements for this engagement. (b) No Dentons US professionals included in this engagement will vary their rate based on the geographic location of the bankruptcy case. (c) Dentons US has disclosed its billing rates and material financial terms for the prepetition engagement. In accordance with customary practice, Dentons US increased its timekeepers' billing rates for the year 2019 to reflect the timekeeper's increased experience, particularly with respect to associates and junior partners. Moreover, Dentons US has raised the rates of associates who are promoted to the next level or to the partnership. Such increases in billing rates are standard across the industry, and Dentons US' increases in its rates are modest. Additionally, Dentons US billing rates and material financial terms have not changed postpetition except in favor of the Debtor's estate, i.e., by providing an additional discount on all billing timekeepers' rates that are below $800, and waiving travel-related fees and expenses. Samuel R. Maizel, partner of Dentons US 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. Dentons US can be reached at: Samuel R. Maizel, Esq. Tania M. Moyron, Esq. Gary W. Marsh, Esq. DENTONS US LLP 601 South Figueroa Street, Suite 2500 Los Angeles, CA 90017-5704 Tel: (213) 623-9300 Fax: (213) 623-9924 E-mail: samuel.maizel@dentons.com tania.moyron@dentons.com gary.marsh@dentons.com About Air Force Village West, Inc. d/b/a Altavita Village Air Force Village West owns and operates a continuing care retirement community with assisted living, independent living, skilled nursing and memory care services. Air Force Village is a not-for-profit entity opened in 1989. For more information, visit https://livealtavita.org. Air Force Village West, Inc., based in Riverside, CA, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 19-11920) on March 10, 2019. The Hon. Scott C Clarkson presides over the case. Samuel R. Maizel, Esq., at Dentons US LLP, serves as bankruptcy counsel. In its petition, the Debtor estimated $50 million to $100 million in both assets and liabilities. The petition was signed by Mary Carruthers, chairman of the Board. ALKHAIRY HOSPITALITY: May 22 Disclosure Statement Hearing --------------------------------------------------------- The hearing to consider the adequacy of the Disclosure Statement explaining the Chapter 11 plan of reorganization of Alkhairy Hospitality, LLC, is scheduled for May 22, 2019 at 11:00 AM. Class 6 consists of all Unsecured Claims. The first payment to the Disbursing Agent for distribution to this Class shall be due from the Debtor after the payment of Classes 4 and 5 (Priority Tax Debt) in full, including any applicable portion of a Confirmation Deposit Account. The Debtor have prepared projections of the expected operating and financial results of reorganized Debtor for five (5) years. Based on those projections, Debtor believe that the Plan complies with the financial feasibility standard for confirmation. A full-text copy of the Disclosure Statement dated April 11, 2019, is available at https://tinyurl.com/y34v4wlz from PacerMonitor.com at no charge. About Alkhairy Hospitality Alkhairy Hospitality, LLC, owns a conference and reception center located at 6222 Ellison Road, Fort Wayne, Indiana. Alkhairy Hospitality sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ind. Case No. 18-11716) on Sept. 11, 2018. Alkhairy Hospitality previously sought bankruptcy protection (Bankr. N.D. Ind. Case No. 18-10635) on April 17, 2018. The prior case was dismissed for failure to pay the filing fee. In the petition signed by Fauzia Alkhairy, managing director and owner, the Debtor disclosed $1,518,500 in assets and $970,756 in liabilities. Judge Robert E. Grant presides over the case. The Debtor tapped Boyer & Boyer as its legal counsel. ALL AMERICAN TAXI: Voluntary Chapter 11 Case Summary ---------------------------------------------------- Four affiliates that have filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- All American Taxi Management Inc. 19-11294 3226 Oxford Avenue Bronx, NY 10463 Julissa Cab Corp. 19-11297 3226 Oxford Avenue Bronx, NY 10463 Christian Cab Corp. 19-11298 3226 Oxford Avenue Bronx, NY 10463 Liasilv Taxi Inc. 19-11299 3226 Oxford Avenue Bronx, NY 10463 Business Description: The Debtors are privately held companies that operate in the taxi and limousine service industry. Chapter 11 Petition Date: April 26, 2019 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Judge: Hon. Shelley C. Chapman Debtors' Counsel: Bruce Weiner, Esq. ROSENBERG, MUSSO & WEINER, LLP 26 Court Street, Suite 2211 Brooklyn, NY 11242 Tel: (718) 855-6840 Fax: (718) 625-1966 Email: courts@nybankruptcy.net Estimated Estimated Assets Liabilities -------------------- ------------------ All American Taxi $100,000 to $500,000 $500,000 to $1-mil. Julissa Cab Corp. $0 to $50,000 $1-mil. to $10-mil. Christian Cab Corp. $0 to $50,000 $1-mil. to $10-mil. Liasilv Taxi Inc. $0 to $50,000 $1-mil. to $10-mil. The petitions were signed by Luisa Perez Pimentel, president. The Debtors failed to include in the petitions lists of their 20 largest unsecured creditors. Full-text copies of the petitions are available for free at: http://bankrupt.com/misc/nysb19-11294.pdf http://bankrupt.com/misc/nysb19-11297.pdf http://bankrupt.com/misc/nysb19-11298.pdf http://bankrupt.com/misc/nysb19-11299.pdf ALLIANCE COUNSELING: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------------- No official committee of unsecured creditors has been appointed in the Chapter 11 case of Alliance Counseling Associates, LLC as of April 27, according to a court docket. About Alliance Counseling Associates Alliance Counseling Associates, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Ky. Case No. 19-10207) on March 7, 2019. At the time of the filing, the Debtor had estimated assets of less than $50,000 and liabilities of less than $500,000. The case has been assigned to Judge Joan A. Lloyd. The Debtor hired Mark H. Flener, Esq., as its legal counsel. APOLLO COMMERCIAL: S&P Assigns 'BB-' ICR; Outlook Stable -------------------------------------------------------- S&P Global Ratings said it assigned its 'BB-' issuer credit rating to Apollo Commercial Real Estate Finance Inc. (ARI) and its 'BB-' senior secured debt rating to ARI's proposed $400 million term loan facility. The outlook on the issuer credit rating is stable. "Our ratings on ARI reflect its exposure to transitional commercial real estate (CRE) loans, its reliance on secured repurchase facilities with the potential for margin calls, and its relatively short operating history. The company's low leverage and strong earnings are positive ratings factors," S&P said. The company's leverage as of Dec. 31, 2018, was 0.99x debt to adjusted total equity (ATE). S&P expects the company will use its $400 million senior secured term loan due in 2026, to pay a portion of its secured repurchase facilities. The term loan has a minimum unencumbered asset covenant requirement of 1.25x and a maximum debt to equity covenant of 3.0x. The stable outlook reflects S&P's expectation that over the next 12 months ARI's profitability and performance of its loan portfolio will remain strong. The rating agency's base-case scenario assumes that leverage will remain at 1.0-1.5x debt to ATE." Upside scenario S&P said that while an upgrade is unlikely at this time, it could raise the rating if the company is able to unencumber its balance sheet while mitigating some of its potential margin-call risk. An upgrade would also likely depend on the company maintaining strong investment performance and leverage in the 1.0-1.5x range, according to the rating agency. Downside scenario S&P said it could downgrade the company if losses emerges in ARI's loan portfolio, or leverage exceeds 1.5x without a reduction in its margin-call exposure in its repurchase facilities. ARADIGM CORPORATION: Hires RoseRyan as Technical Accountant ----------------------------------------------------------- Aradigm Corporation seeks authority from the U.S. Bankruptcy Court for the Northern District of California to employ RoseRyan, Inc., as technical accountant to the Debtor. Aradigm Corporation requires RoseRyan to: -- provide accounting and financial reporting guidance as the Debtor's technical accountant; -- assist with the conversion of the accounting system; and -- provide outsourced accounting services. RoseRyan will be paid at the hourly rate of $275. RoseRyan will be paid a retainer in the amount of $15,000. RoseRyan will also be reimbursed for reasonable out-of-pocket expenses incurred. Patricia Voll, vice president of RoseRyan Inc., 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. RoseRyan can be reached at: Patricia Voll ROSERYAN INC. 35473 Dumbarton Ct. Newark, CA 94560 Tel: (510) 456-3056 About Aradigm Corporation Aradigm Corporation -- http://www.aradigm.com/-- is an emerging specialty pharmaceutical company focused on the development and commercialization of products for the treatment and prevention of severe respiratory diseases. Over the last decade, the company invested a large amount of capital to develop drug delivery technologies, particularly the development of a significant amount of expertise in respiratory (pulmonary) drug delivery as incorporated in its lead product candidate that recently completed two Phase 3 clinical trials, Linhaliq inhaled ciprofloxacin, formerly known as Pulmaquin. The company is headquartered in Hayward, California. Aradigm Corporation filed a Chapter 11 petition (Bankr. N.D. Cal. Case No. 19-40363) on Feb. 15, 2019. In the petition signed by John M. Siebert, executive chairman and interim principal executive officer, the Debtor estimated $10 million to $50 million in both assets and liabilities. The case is assigned to Judge William J. Lafferty. Bennett G. Young, Esq. at Jeffer, Mangels, Butler & Mitchell LLP, is the Debtor's counsel. ASTOR EB-5: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------- The U.S. Trustee, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of Astor EB-5, LLC, according to court dockets. About Astor EB-5 LLC Astor EB-5, LLC -- http://hotelastor.com-- is a Florida limited liability company doing business as Hotel Astor. Located a few blocks from the beach, this art deco boutique hotel with original 1930s terrazzo floors offers modern rooms, private terraces with courtyard, and on-site pools, among other amenities. Based in Miami, Florida, Astor EB-5 filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 18-24170) on November 14, 2018. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. David J. Hart, manager, signed the petition. The Hon. Jay A. Cristol presides over the case. Paul L. Orshan, Esq., at Orshan, P.A., serves as bankruptcy counsel. ATLAS STONE: Seeks to Hire Joyce W. Lindauer as Counsel ------------------------------------------------------- Atlas Stone Distribution, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Texas to employ Joyce W. Lindauer Attorney, PLLC, as counsel to the Debtor. Atlas Stone requires Joyce W. Lindauer to represent the Debtor in the Chapter 11 bankruptcy proceedings. Joyce W. Lindauer will be paid at these hourly rates: Attorneys $225 to $395 Paralegals $125 Prior to the petition date, Joyce W. Lindauer received a retainer of $7,684, including the $1,717 filing fee, which was paid by Terrastone LLC. Joyce W. Lindauer will also be reimbursed for reasonable out-of-pocket expenses incurred. Joyce W. Lindauer, a partner of Joyce W. Lindauer Attorney, PLLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Joyce W. Lindauer can be reached at: Joyce W. Lindauer, Esq. Jeffery M. Veteto, Esq. JOYCE W. LINDAUER ATTORNEY, PLLC 12720 Hillcrest Road, Suite 625 Dallas, TX 75230 Tel: (972) 503-4033 Fax: (972) 503-4034 About Atlas Stone Distribution Atlas Stone Distribution, Inc., is a wholesaler of stone, cement, lime, construction sand, gravel and other construction materials. Atlas Stone Distribution, based in Carrollton, TX, filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 19-31006) on March 22, 2019. In the petition signed by Rajendra Pahuja, president, the Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. The Hon. Stacey G. Jernigan oversees the case. Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC, serves as bankruptcy counsel. Paul Lufkin of CMA Partners, LLC, is the chief operating officer to the Debtor. ATLAS STONE: Seeks to Hire Mr. Lufkin of CMA Partners as CRO ------------------------------------------------------------ Atlas Stone Distribution, Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Texas to employ Paul Lufkin of CMA Partners, LLC, as chief operating officer to the Debtor. Atlas Stone requires CMA Partners to: a. overall management of the Debtor including hiring and firing, defining employees' duties and responsibilities, and establishing compensation rates; b. prepare of the schedules and the statement of financial affairs and preparation of monthly operating reports to support the Chapter 11 case administration; c. review and assess cash flow and prepare forecasts and projections, and monitor actual cash flow versus projections; d. prepare updated cash flow projections as needed to be filed with the court; e. provide testimony in bankruptcy court hearings as required; f. administer post-petition banking facilities; g. review ongoing strategic initiatives and assess financial and liquidity impact; h. negotiate or communicate with lenders, creditors and stakeholders during the bankruptcy proceeding; i. coordinate sales of assets, as may be required; j. direct operations with management including oversight and approval of disbursements, and approval of all contracts and administrative services; k. preparation of periodic progress reports and review financial results with stakeholders and lenders; l. engage personnel and professionals as may be required for orderly administration of the bankruptcy case and the Company; and m. such other duties as mutually agreed upon or otherwise approved by the Court. CMA Partners will be paid at these hourly rates: Partners $150 Associates $120 CMA Partners will also be reimbursed for reasonable out-of-pocket expenses incurred. Paul Lufkin, partner of CMA Partners, 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. CMA Partners can be reached at: Paul Lufkin CMA Partners, LLC 3228 River Bend Drive Hurst, TX 76054 Tel: (469) 340-2810 About Atlas Stone Distribution Atlas Stone Distribution, Inc., is a wholesaler of stone, cement, lime, construction sand, gravel and other construction materials. Atlas Stone Distribution, based in Carrollton, TX, filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 19-31006) on March 22, 2019. In the petition signed by Rajendra Pahuja, president, the Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. The Hon. Stacey G. Jernigan oversees the case. Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC, serves as bankruptcy counsel. Paul Lufkin of CMA Partners, LLC, is the chief operating officer to the Debtor. AVID BIOSERVICES: Reports $1.14-Mil. Net Loss for Jan. 31 Quarter ----------------------------------------------------------------- Avid Bioservices, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $1,139,000 on $13,781,000 of contract manufacturing revenue for the three months ended Jan. 31, 2019, compared to a net loss of $11,004,000 on $6,819,000 of contract manufacturing revenue for the same period in 2018. At Jan. 31, 2019 the Company had total assets of $76,110,000, total liabilities of $23,046,000, and $53,064,000 in total stockholders' equity. The Company states, "At January 31, 2019, we had $27,758,000 in cash and cash equivalents. Our ability to fund our operations depends on the amount of cash on hand and our ability to generate sufficient revenue to cover our operations. We have expended substantial funds on our legacy research and development of pharmaceutical product candidates (discontinued operations) and our contract manufacturing business (continuing operations). As a result, we have experienced losses and negative cash flows from operations since our inception, and although we have discontinued our research and development segment, we expect negative cash flows from operations to continue until we can generate sufficient revenue to generate positive cash flow from operations. "In the event we are unable to obtain sufficient business to support our operations beyond the next twelve months, we may need to raise additional capital. Our ability to raise additional capital in the equity markets to fund our obligations in future periods depends on a number of factors, including, but not limited to, the market demand for our common stock. The market demand or liquidity of our common stock is subject to a number of risks and uncertainties, including but not limited to, negative economic conditions, adverse market conditions, and adverse financial results. If we are unable to either raise sufficient capital in the equity markets or generate additional revenue, we may need to further restructure, or cease, our operations. In addition, even if we are able to raise additional capital, it may not be at a price or on terms that are favorable to us. "As a result of the above factors, we have concluded that there is substantial doubt about our ability to continue as a going concern within one year after the date that our accompanying unaudited condensed consolidated financial statements are issued." A copy of the Form 10-Q is available at: https://is.gd/WhFsqb Avid Bioservices, Inc., a biologics contract development and manufacturing company, focuses on the development and current Good Manufacturing Practices (cGMP) manufacture of biopharmaceutical products derived from mammalian cell culture. It provides a range of process development, cGMP clinical, and commercial manufacturing services for the biotechnology and biopharmaceutical industries. The Company was formerly known as Peregrine Pharmaceuticals, Inc. and changed its name to Avid Bioservices, Inc. in January 2018. Avid Bioservices, Inc. was founded in 1981 and is headquartered in Tustin, California. BADGER FINANCE: S&P Alters Outlook to Negative, Affirms 'B-' ICR ---------------------------------------------------------------- S&P Global Ratings revised its outlook on U.S.-based Badger Finance LLC to negative from positive, reflecting its expectation that credit metrics will remain weak in 2019 and that the company will generate minimal FOCF over the next 12 months. At the same time, S&P affirmed all of its ratings on the company, including its 'B-' issuer credit rating and its 'B-' issue-level rating on the company's $292.978 million senior secured term loan due 2024, inclusive of the $25 million borrowed under the existing facility in fiscal 2018. The recovery rating remains '3', indicating S&P's expectation of meaningful recovery (50%-70%; rounded estimate: 60%) in a payment default. The outlook revision to negative reflects weaker financial performance than S&P expected in 2018, as the company did not win significant new business and its operating performance appears unlikely to significantly strengthen over the next 12 months. The company's performance fell well below S&P's expectations in 2018 as new business wins in its ready-to-drink and single-serve coffee businesses did not materialize as expected, resulting in an inflated cost structure and significantly weaker revenue growth. As a result, EBITDA declined by approximately 38% below the rating agency's previously forecast and the company generated negative free cash flow of about $50 million, leading to leverage ballooning to 8x compared with S&P's previous forecast of 5.0x. While S&P expects some modest improvement in operating performance in 2019 driven by better operating leverage for Horseshoe and continued growth at Trilliant above category growth, the rating agency expects performance to remain challenged due to steep competition. S&P does expect free cash flow to turn modestly positive in 2019 as capital spending normalizes to $20 million this year from $50 million in 2018. However, the rating agency still anticipates leverage will exceed 6x during the next 12 months and could be higher if the company does not win some new business. "The negative outlook reflects our view that the company may not be able to stabilize cash flows through cost-cutting initiatives and business wins. This could lead to adjusted leverage increasing to the low double-digit area with sustained negative FOCF," S&P said. S&P said it could revise the outlook to stable if the company makes significant progress in reducing costs and new business wins result in free cash flow of at least $8 million-$10 million with leverage declining to around 6x. "We could lower the rating if the company is unable to fix its cost structure or intensified competition results in depressed EBITDA or falling sales. This could lead to adjusted leverage increasing to the low double-digit area, which would lead us to believe the capital structure is unsustainable," S&P said, adding that it could also lower the rating if deteriorating operating performance leads to sustained negative FOCF. BASIM ELHABASHY: Selling Highlands Condo Unit for $770K ------------------------------------------------------- Basim Elhabashy asks the U.S. Bankruptcy Court for the Southern District of Florida to authorize his Exclusive Right of Sale Listing Agreement with John P. O'Grady Realty, Inc., nunc pro tunc May 20, 2018, in connection with the sale of the condominium unit located at 3407 South Ocean Blvd, Unit 4A, Highland Beach, Florida, to Vasko Zadrima and Christine Montagnino for $770,000. The Debtor entered into a listing agreement with John P. O'Grady Realty on July 27, 2018 for the period May 20, 2018 through May 30, 2019. Although the Agreement was executed in May 2018, the Debtor had decided not to show the property until more recently and thus did not notify counsel to obtain Court approval. The parties executed their Exclusive Right of Sale Listing Agreement. The Debtor received an offer to purchase the property for the purchase price of $770,000. The Debtor and the Buyers entered into their Contract and Addendum. The Debtor owes approximately $628,812in mortgages; $5,950 in association fees and $12,661 in a special assessment. The brokers' commission is 5%, which is $38,500 (plus an additional $295 to the Buyers' broker) for an approximate total of $686,218 and a net to Debtor of approximately $83,782. The real property taxes are escrowed and paid in full for 2018. The Debtor has been trying to sell the property for some time and due to a change in employment, has fallen behind on the association dues. Its realtor specializes in the building where the Debtor's unit is located and Debtor believes that the sale price is the highest and best offer Debtor will receive. The Debtor believes that it was in the best interest of the Estate to accept the offer and conclude the sale of the unit. It asks the Court to enter an Order approving the Listing Agreement and approving the sale of the unit as set forth and for such other and further relief as is just. The Debtor asks an expedited hearing in the matter as he has received an offer providing for closing by April 12, 2019. A copy of the Listing Agreement and the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/Basim_Elhabashy_89_Sales.pdf Basim Elhabashy sought Chapter 11 protection (Bankr. S.D. Fla. Case No. 18-15440) on May 7, 2018. Jordan L. Rappaport, Esq., serves as counsel to the Debtor. BCAUSE LLC: U.S. Trustee Forms 3-Member Committee ------------------------------------------------- The Office of the U.S. Trustee on April 24 appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of BCause LLC and BCause Mining LLC. The committee members are: (1) Pro Window Inc. Representative: Wayne Pehrson 1604 Virginia Beach Blvd. VA Beach, VA 23454 (2) Capitol Counsel LLC Representative: De'Ana H. Dow 700 13th St., N.W., 2nd Floor Washington, DC 20005 (3) Ciniva LLC Representative: James Burns 251 Granby Street Norfolk, VA 23510 Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About BCause LLC and BCause Mining LLC BCause LLC -- https://www.bcause.com -- is building a full-stack cryptocurrency ecosystem, which will include a digital mining facility, spot market, regulated derivatives exchange and clearing house. BCause has filed with the U.S. Commodity Futures Trading Commission to become a designated contract market (DCM) and intends to file with the Commission to establish a derivatives clearing organization (DCO). The company is headquartered in Virginia Beach, with additional operations in Chicago. It is an affiliate of BCause Mining LLC. BCause LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 19-10731) on April 12, 2019. Its affiliate BCause Mining filed Chapter 11 petition (Bankr. N.D. Ill. Case No. 19-10562) on April 11, 2019. At the time of the filing, both Debtors had estimated assets of between $1 million and $10 million and liabilities of between $1 million and $10 million. Crane, Simon, Clar & Dan is the Debtors' bankruptcy counsel. BLOCK COMMUNICATIONS: Moody's Affirms Ba3 CFR, Outlook Still Stable ------------------------------------------------------------------- Moody's Investors Service has affirmed Block Communications, Inc.'s Ba3 Corporate Family Rating and Ba3-PD Probability of Default rating. Moody's also affirmed the Baa3 Senior Secured Revolving Credit Facility rating and affirmed the Ba3 Senior Unsecured rating. The outlook remains Stable. Affirmations: Issuer: Block Communications, Inc. Corporate Family Rating, Affirmed Ba3 Probability of Default Rating, Affirmed Ba3-PD Senior Secured Revolving Credit Facility, Affirmed Baa3 (LGD1 from LGD2) Senior Unsecured Regular Bond/Debenture, Affirmed Ba3 (LGD4) Outlook Actions: Issuer: Block Communications, Inc. Outlook, Remains Stable RATINGS RATIONALE Block's Ba3 CFR is supported by the diversity of the business with four distinct segments including cable, telecommunications, broadcast, and publishing. This is an unusual level of diversity given its small scale, which is unique among its peer group. Block also has an extraordinarily long operating history that spans nearly 120 years with its founding in 1900. Under family control throughout its history, its financial policies are relatively predictable and balanced. The rating also reflects the strength of its cable operations, the largest and most profitable segment, which has consistently generated stable and predictable financial results. Despite these positive rating factors, Block is a relatively small company challenged with elevated leverage for the rating, above itsrt, to a very burdensome publishing business which is a decline. The segment produces significant losses, restricting consolidated revenue growth, earnings, and cash flows. Additionally, there are very significant unfunded pension obligations attributable to the unionized labor employed to operate the business. These issues have made it difficult to delever, or exit this business. As a result, management has used tactical cost management to contain the loss absorption. The stable outlook reflects its expectation that leverage (Moody's adjusted debt-to-EBITDA) will be at or below 4.5x by the end of 2019. Key assumptions include revenue growth in cable, declines in newspaper and telecom, and stability in broadcast. Its outlook assumes Block will maintain good liquidity and there will be no material unexpected changes in scale or revenue diversity, governance, financial policies, competitive market position, capital structure, operating performance, or the business model. Given the Company's high leverage and relative underperformance, an upgrade is unlikely. However, Moody's would consider an upgrade if leverage is sustained below 3.0x (including Moody's adjustments) and free cash flow-to-debt is sustained above 10%. A positive rating action would also be conditional on a substantial improvement in the publishing business evidenced by a trajectory towards positive EBITDA. Moody's would consider a downgrade of Block's ratings if leverage is sustained above 4.5x (including Moody's adjustments) , or if free cash flow turns negative. A negative rating action would also be considered if the Company is unable to improve upon the negative EBITDA generated by its publishing business. The principal methodology used in these ratings was Pay TV published in December 2018. Block Communications, Inc., founded in 1900, is a privately held, diversified media company headquartered in Toledo Ohio,. It operates four segments including cable television, telecommunications, newspaper publishing, and television broadcasting. The Company's cable operations are branded Buckeye Broadband (serving Toledo and Erie County Ohio and parts of Southeast Michigan) and MaxxSouth serving North and Central Mississippi and North West Alabama. Its telecommunications systems include Buckeye Telesystem Inc. and Block Line Systems, LLC. Block has two daily metropolitan newspapers, the Pittsburgh Post-Gazette in Pittsburgh, PA and the Blade in Toledo, OH. It also owns and operates four television stations and one wide-coverage Class A station, carrying 14 broadcast network affiliated channels (including NBC, ABC, CBS, and FOX, among others) in Lima, OH, Louisville, KY, and Champaign-Springfield-Decatur, IL. The Company maintains its and reported revenue of $564 million for the year ended 2018. BULK EXPRESS: Seeks to Hire Bederson LLP as Accountant ------------------------------------------------------ Bulk Express Logistics, Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of New Jersey to employ Bederson LLP, as accountant to the Debtor. Bulk Express requires Bederson LLP to: a. review the Debtors' books, records, and financial statements; b. prepare Federal and State tax returns; c. assist the Debtor and its bookkeeper in the preparation of monthly operating reports; and d. render such other services as may be necessary in the administration of the Debtor's estate. Bederson LLP will be paid at these hourly rates: Partners $405 to $515 Managers $315 to $330 Senior Accountants $250 to $270 Staff Accountants $180 Paraprofessionals $170 Bederson LLP will also be reimbursed for reasonable out-of-pocket expenses incurred. Sean Raquet, a partner at Bederson 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 Debtors and their estates. Bederson LLP can be reached at: Sean Raquet BEDERSON LLP 347 Mt. Pleasant Avenue West Orange, NJ 07052 Tel: (973) 736-3333 About Bulk Express Logistics Headquartered in Monroe Township, New Jersey, Bulk Express Logistics, Inc. -- http://www.bulkexpressloqistics.com/--is a privately held company that provides trucking and warehousing services. Bulk Express filed for Chapter 11 bankruptcy protection (Bankr. D.N.J. Case No. 17-24308) on July 14, 2017, listing $1.97 million in total assets and $4.51 million in total debt as of July 12. The petition was signed by Charlene M. Barnett-Lombard, its president. Bulk Express sought and obtained joint administration of its case with the Chapter 11 case of Robert A. Lombard, Jr., and Charlene M. Barnett-Lombard (Bankr. D.N.J. Case No. 17-23949). Judge Christine M. Gravelle presides over the Debtors' cases. Richard Honig, Esq., at Hellring, Lindeman, Goldstein & Siegal LLP, serves as Bulk Express' bankruptcy counsel. Gary N. Marks, Esq., at Norris, McLaughlin & Marcus, P.A., serves as counsel to Charlene M. Barnett-Lombard, and Robert A. Lombard Jr. BUTLER SPECIALTIES: Bankruptcy Administrator to Form Committee -------------------------------------------------------------- William Miller, U.S. bankruptcy administrator, on April 24 filed with the U.S. Bankruptcy Court for the Middle District of North Carolina a notice of opportunity to serve on the official committee of unsecured creditors in Butler Specialties, Inc.'s Chapter 11 case. Unsecured creditors willing to serve on the committee are required to file a response within 10 days from April 24. An organizational meeting will be scheduled after the committee is appointed, according to the filing. Mr. Miller can be reached through: Susan O. Gattis Bankruptcy Analyst 101 S. Edgeworth Street Greensboro, NC 27401 Fax: 336-291-9913 Email: susan_gattis@ncmba.uscourts.gov About Butler Specialties Inc. Founded in 1981, Butler Specialties, Inc. -- https://www.butlerbuilt.net -- is a manufacturer of motorsports car seats. Located in Concord, N.C., Butler also offers safety products for the motorsports industry and is a dealer for Arai Helmets, Hooker Harness seat belts and NecksGen Head and Neck Restraints. Butler Specialties sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. N.C. Case No. 19-50417) on April 23, 2019. At the time of the filing, the Debtor disclosed $1,180,685 in assets and $3,821,628 in liabilities. The case has been assigned to Judge Lena M. James. Nardone Law, PLLC is the Debtor's bankruptcy counsel. C3 VENTURES: Seeks to Hire Hoffman Larin as Counsel --------------------------------------------------- C3 Ventures, LLC, seeks authority from the U.S. Bankruptcy Court for the Southern District of Florida to employ Hoffman Larin & Agnetti, P.A., as counsel to the Debtor. C3 Ventures requires Hoffman Larin to: a. advise the Debtor with respect to its duties as debtor-in- possession; b. advise the Debtor with respect to the continued management of its business interests and related obligations; c. 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 the Court; d. prepare motions and file, pleadings, orders, applications, adversary proceedings and other documents necessary for the advancement of the Debtor's case; e. protect the interest of the Debtor in all matters pending before the Court; f. represent the Debtor in negotiation with creditors; and g. propose and seek confirmation of a plan of reorganization. Hoffman Larin will be paid based upon its normal and usual hourly billing rates. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Michael S. Hoffman, partner of Hoffman Larin & Agnetti, P.A., 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. Hoffman Larin can be reached at: Michael S. Hoffman, Esq. HOFFMAN LARIN & AGNETTI., P.A. 909 North Miami Beach Blvd., Suite 201 North Miami Beach, FL 33162 Tel: (305) 653-5555 Fax: (305) 940-0090 E-mail: mshoffman@hlalaw.com About C3 Ventures, LLC C3 Ventures, LLC, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 19-14200) on March 29, 2019, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Michael S. Hoffman, Esq., at Hoffman Larin & Agnetti, P.A. CANBIOLA INC: Reports $4.1-Mil. Net Loss for Year Ended Dec. 2018 ----------------------------------------------------------------- Canbiola, Inc. filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K/A, disclosing a net loss and comprehensive loss of $4,112,277 on $668,603 of total revenue for the year ended Dec. 31, 2018, compared to a net loss and comprehensive loss of $2,139,719 on $122,746 of revenue for the year ended in 2017. The audit report of BMKR, LLP states that the Company's "significant" operating losses raise substantial doubt about its ability to continue as a going concern. The Company's balance sheet at Dec. 31, 2018, showed total assets of $3,693,675, total liabilities of $204,792, and $3,488,883 in total stockholders' deficit. A copy of the Form 10-K/A is available at: https://is.gd/xwHRKz Canbiola, Inc., provides document, project, marketing and sales management systems to business clients through its website and proprietary software and also have a division focusing on the development and sale of products containing CBD. The company was formerly known as WRAPmail, Inc., and changed its name to Canbiola, Inc., in May 2017. Canbiola, Inc., was founded in 2005 and is based in Hicksville, New York. CENTRO GROUP: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------ The U.S. Trustee, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of ProHCM Holdings, Inc., according to court dockets. About Centro Group and ProHCM Holdings Centro Group, LLC is a full-service, wholesale group benefits, human capital, and technology service consulting firm committed to positioning their clients for future growth. It is headquartered in Miami, Fla., with additional offices in the Boston and St. Louis areas. Centro Group and ProHCM Holdings, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case Nos. 18-23155 and 18-23156) on Oct. 23, 2018. In the petitions signed by CEO Joseph Markland, Centro Group estimated assets of less than $50,000 and liabilities of $1 million to $10 million. ProHCM disclosed $4,284,714 in assets and $4,238,898 in liabilities. Judge Jay A. Cristol oversees the cases. The Debtors tapped Shraiberg, Landau & Page, P.A., as their legal counsel; and James F. Martin of ACM Capital Partners, as their chief restructuring officer. On Nov. 9, 2018, the U.S. Trustee for Region 21 appointed an official committee of unsecured creditors in Centro Group's case. The committee tapped Kozyak, Tropin & Throckmorton, LLP as its legal counsel. CHINACACHE INT'L: RMB750M Current Debt Casts Going Concern Doubt ---------------------------------------------------------------- ChinaCache International Holdings Ltd. disclosed in its press release dated March 11, 2019, that its net current liability of RMB749.7 million as of September 30, 2018 raises substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2018, the Company had cash and cash equivalents of RMB56.7 million (US$8.3 million), compared with RMB106.7 million as of December 31, 2017. As of September 30, 2018, net long-term assets were RMB271.2 million (US$39.5 million), compared with net long-term assets of RMB322.0 million as of December 31, 2017. Total current assets were RMB1,133.0 million(USD$165.0 million), compared with current assets of RMB1,064.5 million as of December 31, 2017, current liabilities were RMB 1,882.7 million(USD$274.1 million), compared with current liabilities of RMB 1,887.4 million as of December 31, 2017. Consequently, net current liabilities were RMB749.7 million (US$109.2 million), compared with net current liability of RMB822.9 million as of December 31, 2017. A full-text copy of the Company's March 11, 2019 Press Release is available at https://is.gd/cerVkF ChinaCache International Holdings Ltd., an investment holding company, provides content and application delivery services in the People's Republic of China. The company offers a portfolio of services and solutions to businesses, government agencies, and other enterprises to enhance the reliability and scalability of their online services and applications. The Company was founded in 1998 and is headquartered in Beijing, the People's Republic of China. CORT & MEDAS: Hires David S. Friedberg as Special Counsel --------------------------------------------------------- Cort & Medas Associates, LLC, seeks authority from the U.S. Bankruptcy Court for the Eastern District of New York to employ David S. Friedberg, Esq., as special real estate litigation counsel to the Debtor. Cort & Medas requires David S. Friedberg to advise the Debtor with respect to real estate and corporate legal issues that are likely to arise during the bankruptcy proceedings, and draft or review any necessary transactional documents. David S. Friedberg will be paid at the hourly rate of $400. David S. Friedberg will also be reimbursed for reasonable out-of-pocket expenses incurred. David S. Friedberg, 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. David S. Friedberg can be reached at: David S. Friedberg, Esq. 17th Floor, 521 5th Avenue New York, NY 10175-0003 Tel: (212) 947-7291 About Cort & Medas Associates Cort & Medas Associates, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 19-41313) on March 6, 2019. At the time of the filing, the Debtor estimated assets and liabilities of between $1 million and $10 million. The case is assigned to Judge Carla E. Craig. Shafferman & Feldman LLP is the Debtor's legal counsel. COUNTRYSIDE PROPERTY: Case Summary & 20 Top Unsecured Creditors --------------------------------------------------------------- Debtor: Countryside Property Maintenance, LLC 2103 Coral Way, Suite 604 Miami, FL 33145 Business Description: Countryside Property Maintenance, LLC is a commercial property maintenance company in Florida. The Company provides parking lot sweeping, pressure cleaning, and porter services. Chapter 11 Petition Date: April 29, 2019 Court: United States Bankruptcy Court Southern District of Florida (Miami) Case No.: 19-15633 Judge: Hon. Robert A Mark Debtor's Counsel: Bradley S. Shraiberg, Esq. SHRAIBERG LANDAU & PAGE PA 2385 NW Executive Center Dr. #300 Boca Raton, FL 33431 Tel: (561) 443-0801 (561) 443-0800 Fax: (561) 998-0047 Email: bss@slp.law Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Larry Healy, manager. 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/flsb19-15633.pdf CRESTVIEW 3 HOLDINGS: May 16 Disclosure Statement Hearing ---------------------------------------------------------- The Bankruptcy Court will convene a hearing on May 16, 2019 at 02:00 PM, to consider approval of the Disclosure Statement explaining the Chapter 11 Plan of Crestview 3 Holdings LLC. Objections to the Disclosure Statement are due May 9. Class 2. This class is impaired and consists of general unsecured claims. This class shall receive a pro rata distribution of one hundred percent of allowed claim after deducting payments to secured creditor Goldsmith of fifteen percent (15%) of the net sale price of each parcel of property pro rata until this claims are paid in full. The principals of the debtor will contribute any amounts needed by the debtor to fund the initial payment under the debtor's plan. The debtor will fund, other than as described herein, any other payments due pursuant to the plan from first the sale of the completed homes. A full-text copy of the Disclosure Statement dated April 11, 2019, is available at https://tinyurl.com/y3tkxyn5 from PacerMonitor.com at no charge. Crestview 3 Holdings LLC filed a voluntary Chapter 11 petition (Bankr. S.D. Fla. Case No. 19-13115) on March 11, 2019, and is represented by Richard Siegmeister, Esq. D&J FITNESS: Unsecured Creditors to Get 10% Dividend Under Plan --------------------------------------------------------------- This is the disclosure statement in the case of D&J Fitness West, LLC, d/b/a Gold's Gym, filed a small business Chapter 11 plan and accompanying disclosure statement proposing that general unsecured creditors, classified in Class 4, will be paid a 10% dividend. The total claims of each general unsecured creditor in Class 4 are: T.atlanticus, LLC $61,750.62 TCF Equipment Finance $26,973.01 United Leasing Inc. $22,517.57 Phoenix Funding Group $19,607.33 Geneva Capital, LLC $20,377.81. Payments and distributions under the Plan will be funded by the income generated from the operation of Debtor's business. A full-text copy of the Disclosure Statement dated April 11, 2019, is available at https://tinyurl.com/y3puevrf from PacerMonitor.com at no charge. About D&J Fitness West D&J Fitness West, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Fla. Case No. 18-40545) on Oct. 9, 2018. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $1 million. The case is assigned to Judge Karen K. Specie. The Debtor tapped Bruner Wright P.A. as its legal counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. DATACOM SYSTEMS: Disclosure Statement Hearing Set for May 16 ------------------------------------------------------------ The hearing to consider approval of the joint Disclosure Statement explaining the joint Chapter 11 Plan filed by Datacom Systems, Inc. and Datacom Systems Holdings, LLC, is scheduled for May 16, 2019 at 11:30 AM. General Unsecured Claims (Class 3) are impaired. On or as soon as reasonably practicable after the later of (a) one (1) year after the Effective Date, each holder of an Allowed General Unsecured Claim shall be paid 10% of the Claim in Cash from the reorganized Datacom’s cash flow, or, if opted for by the holder of the Allowed General Unsecured Claim, 5% of the Claim in Cash 90 days after the Effective Date. The Debtors estimate that there will be approximately $2.3 million in Allowed Unsecured Claims, which includes the Claim of Arctaris. Estimated Percentage Recovery: Between 5% and 10%, depending on election of holder of Claim ($115,000-$230,000). The Distributions required under the Plan shall be made from (i) Datacom Systems 3 for the Initial Funding of the Professional Fees and the funding for any holder of a General Unsecured Creditor opting for a five percent (5%) payout, and (ii) Cash generated from operation of the reorganized Datacom. A full-text copy of the Joint Disclosure Statement dated April 11, 2019, is available at https://tinyurl.com/y3du4p33 from PacerMonitor.com at no charge. About Datacom Systems Datacom Systems, Inc. -- https://new.datacomsystems.com/ -- is a Network TAP (test access point), Network Packet Broker, and Bypass Switch manufacturer that has worked with major telecommunication companies, government agencies and financial institutions. It provides secure In-Line access to its clients' network for security, analysis and monitoring. It is a wholly owned subsidiary of Datacom Systems Holdings, LLC. The company is headquartered in East Syracuse, New York. Datacom Systems and Datacom Systems Holdings sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D.N.Y. Lead Case No. 18-30766) on May 25, 2018. The Debtors' Chapter 11 cases have been consolidated for procedural purposes only and are being jointly administered pursuant to an order of the Court entered on May 30, 2018. In the petition signed by CFO Patrick McKenna, both debtors estimated assets of less than $1 million and liabilities of $1 million to $10 million. Judge Margaret M. Cangilos-Ruiz presides over the cases. Cullen and Dykman LLP, led by Maureen T. Bass, and Travis Powers, serves as the Debtors' counsel. No official committee of unsecured creditors has been appointed in the Debtors' bankruptcy cases. DECOR HOLDINGS: May 2 Plan Confirmation Hearing ----------------------------------------------- The Amended Disclosure Statement explaining the Second Amended Plan of Liquidation of Decor Holdings, Inc., et al., is approved. The Confirmation Hearing is scheduled for May 2, 2019 at 10:00 a.m. (prevailing Eastern Time). The Plan Objection Deadline is April 29, 2019 at 4:00 p.m. (prevailing Eastern Time). The Debtors may file and serve replies or an omnibus reply to any such objections no later than 12:00 p.m. (prevailing Eastern Time) on May 1, 2019. If any Creditor seeks to challenge the allowance of its Claim for voting purposes, the Creditor shall file with this Court a motion for an order pursuant to Bankruptcy Rule 3018(a) temporarily allowing such Claim for voting purposes in a different amount on or before the Voting Estimation Deadline, April 25, 2019. A full-text copy of the Order dated April 15, 2019, is available at https://tinyurl.com/y67vt26x from PacerMonitor.com at no charge. About Robert Allen Duralee Group The Robert Allen Duralee Group -- https://www.robertallendesign.com/ -- is a supplier of decorative fabrics and furniture to the design industry in the United States. In addition to their own extensive product lines, the Robert Allen Duralee Group represents six other furnishing companies, including Paris Texas Hardware, The Finial Company, Clarke & Clarke, Thibaut and Byron & Byron. The Robert Allen Duralee Group maintains showroom premises located in major metropolitan cities across the United States and Canada, and an extensive worldwide agent showroom network that collectively service more than 30 countries around the globe. Decor is a privately-owned company with headquarters in Hauppauge, New York. The Robert Allen Duralee Group, Inc., and 4 related entities, including ultimate parent Decor Holdings, Inc., sought Chapter 11 protection on Feb. 12, 2019. The lead case is In re Decor Holdings, Inc. (Bankr. E.D.N.Y. Lead Case No. 19-71020). Decor Holdings estimated assets of $50 million to $100 million and liabilities of $50 million to $100 million as of the bankruptcy filing. The Hon. Robert E. Grossman is the case judge. The Debtors tapped Hahn & Hessen LLP as counsel; Halperin Battaglia Benzija, LLP, as special counsel; RAS Management Advisors, LLC, as restructuring advisor; Blum Shapiro as tax advisor; SSG Capital Advisors, LLC, as investment banker; Great American as sales agent; and Omni Management Group, Inc., as claims agent. DEQUEEN MEDICAL: Seeks to Hire Decailly Law as Counsel ------------------------------------------------------ DeQueen Medical Center, Inc., seeks authority from the U.S. Bankruptcy Court for the Southern District of Florida to employ Decailly Law Group, PA, as counsel to the Debtor. DeQueen Medical requires Decailly Law to: a. prepare and file of amended schedules, statement of financial affairs and statement of executory contracts as needed; b. represent the Debtors-in possession at all meetings of creditors, hearings, pretrial conferences, and trials in this case or any litigation arising in connection with the case; c. prepare, file, and present to the court of any pleading requesting relief; d. prepare, file, and present to the court of any disclosure statement, and plan of reorganization under Chapter 11 of the Bankruptcy Code; e. review of claims made by creditors and interested parties, including preparation and prosecution of any objections to claims as appropriate; f. prepare and present of a final accounting and motion for final decree closing this case; and g. perform of all other legal services for application which may be necessary herein. Decailly Law will be paid at the hourly rate of $300. Decailly Law will be paid a retainer in the amount of $3,000. Decailly Law will also be reimbursed for reasonable out-of-pocket expenses incurred. Paul Decailly, a partner of Decailly 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. Decailly Law can be reached at: Paul Decailly, Esq. DECAILLY LAW GROUP, PA PO Box 490 Indian Rocks Beach, FL 33785 Tel: (727) 824-7709 Fax: (866) 906-5977 E-mail: pdecailly@dlg4me.com About DeQueen Medical Center DeQueen Medical Center -- http://www.dequeenmedicalcenter.com/-- provides general medical and surgical care for inpatient, outpatient, and emergency room patients, and participates in the Medicare and Medicaid programs. Among the services it provides are emergency care, laboratory, nursing, radiology, rehabilitation, and respiratory. DeQueen Medical Center, Inc., based in Miami, FL, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 19-14362) on April 3, 2019. In the petition signed by Jorge Perez, president, the Debtor estimated $1 million to $10 million in both assets and liabilities. The Hon. A. Jay Cristol oversees the case. Paul Decailly, Esq., at Decailly Law Group, PA, serves as bankruptcy counsel. DIGITAL COMMUNICATION: Hires Stevenson & Bullock as Counsel ----------------------------------------------------------- Digital Communication Solutions, LLC, seeks authority from the U.S. Bankruptcy Court for the Eastern District of Michigan to employ Stevenson & Bullock, P.L.C., as counsel to the Debtor. Digital Communication requires Stevenson & Bullock to: a. prepare all schedules, applications, motions, orders, and reports, and to appear at bankruptcy court hearings on behalf of the Debtor, in the bankruptcy cases; b. provide counsel the Debtor in all legal matters during the Chapter 11 cases; and c. represent in all bankruptcy related matters, and representation in negotiations and proceedings pertaining to the Chapter 11 bankruptcy case. Stevenson & Bullock will be paid at these hourly rates: Attorneys $200 to $375 Paralegals $95 to $100 Stevenson & Bullock received from the Debtor the amount of $16,717 for prepetition fees and expenses, including the filing fee. Stevenson & Bullock will also be reimbursed for reasonable out-of-pocket expenses incurred. Elliot G. Crowder, a partner at Stevenson & Bullock, 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. Stevenson & Bullock can be reached at: Elliot G. Crowder, Esq. STEVENSON & BULLOCK, P.L.C. 26100 American Drive, Suite 500 Southfield, MI 48034 Tel: (248) 354-7906 Fax: (248) 354-7907 E-mail: ecrowder@sbplclaw.com About Digital Communication Solutions Headquartered in Michigan, Digital Communication Solutions, LLC -- http://www.technologiesbydcs.com/-- is a full service company offering technology products for both residential and commercial applications in the cable industry, home theaters, media centers, security cameras, networks, phone systems, and construction services. Digital Communication Solutions, LLC, based in Walled Lake, MI, filed a Chapter 11 petition (Bankr. E.D. Mich. Case No. 19-45385) on April 9, 2019. In the petition signed by Kent Culp, member, the Debtor estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities. The Hon. Thomas J. Tucker oversees the case. Elliot G. Crowder, Esq., at Stevenson & Bullock, P.L.C., serves as bankruptcy counsel. DIGITAL ROOM: S&P Affirms 'B-' ICR on Dividend Recapitalization --------------------------------------------------------------- S&P Global Ratings affirmed its 'B-' issuer credit rating on U.S.-based web-to-print (W2P) marketing and print products provider Digital Room Holdings Inc. (DR). The outlook is stable. DR is raising $365 million in debt to refinance its capital structure and pay a special dividend to its financial sponsor. The proposed capital structure consists of a $30 million first-lien revolver, $280 million first-lien term loan, and an $85 million second-lien term loan. According to S&P, the rating affirmation is based on sustained high leverage as a result of the transaction and the rating agency's view that the company's financial policy will continue to be aggressive. "The rating affirmation reflects our opinion that DR will maintain leverage at or above 6x over the next 12 to 24 months based on the aggressive financial policy of its financial sponsor, H.I.G. Capital LLC," S&P said. "Notwithstanding the company's positive organic revenue growth and favorable EBITDA margin expansion over the past 12 months, we believe the financial sponsor will continue to use leverage as a tool to grow the business inorganically or issue special dividends over the next few years; thus maintaining leverage consistent with our 'B-' issuer credit rating," S&P said. The stable outlook reflects S&P's expectation that DR's leverage will exceed 6x and its FOCF to debt will remain in the mid-single-digit percent area over the next 12 months. The rating agency also expects the company to continue generating organic revenue growth, driven by steady customer retention, product extensions, cross-selling, and increased consumer adoption of W2P. "We could lower the issuer credit rating if we expect a lack of organic revenue growth, operational missteps, or adverse events that strain the company's ability to manage its costs. These factors could cause us to believe the capital structure will become unsustainable. Under this scenario we would envision negative free operating cash flow," S&P said. "We could consider an upgrade if the company and its financial sponsor demonstrate a commitment to a less aggressive financial policy. Under this scenario, we would also expect the company to significantly increase its business size and reach through strong organic revenue growth and accelerate its debt repayments such that leverage falls to and remains well below 6x on a sustained basis," S&P said. DIVERSE LABEL: Files Chapter 11 Plan of Liquidation --------------------------------------------------- Diverse Label Printing, LLC, filed with the U.S. Bankruptcy Court for the Middle District of North Carolina a disclosure statement describing its chapter 11 plan of liquidation. The Plan of orderly liquidation contemplates the distribution of cash on hand, recoveries on avoidance actions and recoveries on any other obligations due and owing to the Debtor to the payment of all Allowed Administrative Expense Claims, Allowed Priority Claims, and Allowed Priority Tax Claims which remain unpaid. To the extent of Available Cash, the Debtor also will pay Allowed Unsecured Claims, Allowed Subordinated Claims (if any), Allowed Late Filed Claims, and Allowed Penalty Claims. Any Available Cash remaining after creditors are paid in full would be used to pay interest on Allowed Claims, and then distributed to holders of Equity Interests as set forth in the Plan. The Debtor will not make any distributions on Allowed Unsecured Claims, Allowed Subordinated Claims, Allowed Late Filed Claims, and Allowed Penalty Claims until after the claims review process has been completed and Final Orders have been entered with respect to all Disputed Claims. Class 1 consists of all Unsecured Claims scheduled or filed in the Debtor's proceeding. Each holder of an Allowed Unsecured Claim will receive its Pro Rata share of Available Cash. Distributions to holders of Allowed Unsecured Claims will be made in one final installment. The Plan contemplates that upon entry of the Confirmation Order, the Assets will not vest in any subsequent entity but instead shall remain property of the Estate. The Debtor believes that all Assets have been collected, recovered and/or liquidated post-petition, with most of the Assets being sold to the Purchaser pursuant to the APA. The funds that will be available to pay Allowed Claims in these proceedings include (i) any cash on hand in the Debtor’s Estate as of the Effective Date, and (ii) any recoveries from causes of action, including Bankruptcy Causes of Action. The hearing on the adequacy of the Disclosure Statement will be held on June 6, 2019, at 9:30 A.M. Objections are due May 29. A copy of the Disclosure Statement is available at https://tinyurl.com/yyb3bm4t from Pacermonitor.com at no charge. About Diverse Label Printing Diverse Label Printing, LLC, a company in Burlington, North Carolina, specializes in producing labels for food, food processing, supermarket, consumer goods, and other uses. Diverse Label sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C. Case No. 18-10792) on July 23, 2018. In the petition signed by CEO Ed Bidanset, the Debtor disclosed $15,750,989 in assets and $10,499,186 in liabilities. Judge Catharine R. Aron oversees the case. The Debtor tapped Northen Blue, LLP as its legal counsel, and Nelson & Company, PA as its accountant. DS PROPERTY: Hires Raymond Mashni as Legal Counsel -------------------------------------------------- D.S. Property Management, LLC received approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to employ Raymond Mashni PLC. The firm will provide legal services to the Debtor in connection with its Chapter 11 case. Raymond Mashni's hourly billing rates are: Raymond Mashni, Attorney $250 Katherine K. Bull, Legal Assistant $100 Jill A. Kreiner-Smith, Legal Assistant $100 Raymond Mashni, Esq., attests that he and his firm are disinterested persons as defined by Section 101(14) of the Bankruptcy Code. The firm can be reached at: Raymond Mashni, Esq. Raymond Mashni PLC 132 W. Nepessing Street Lapeer, MI 48446 Phone: (810) 245-2042 Email: rmashni@aol.com About D.S. Property Management D.S. Property Management is a full-service property management company, specializing in Home Owners Associations, Commercial and Residential Management. Based in Lapeer, Mich., D.S. Property Management filed a voluntary Chapter 11 petition (Bankr. E.D. Mich. Case No. 19-30445) on February 27, 2019, listing under $1 million in both assets and liabilities. Raymond Mashni PLC represents the Debtor as counsel. EDEN HOME: Hires Reconstruction Experts as Contractor ----------------------------------------------------- Eden Home, Inc., seeks authority from the U.S. Bankruptcy Court for the Western District of Texas to employ Reconstruction Experts Inc., as contractor to the Debtor. Eden Home requires Reconstruction Experts to: -- make repairs to the ceiling in its spa located in the Healthcare/Assisted Living facility; and -- make repairs to the balconies at the Pinnacle building. Reconstruction Experts has provided a total estimate of $89,830.25 for both projects: $47,396.21 for the ceiling replacement and $42,434.04 for the initial repairs to the balconies at the Pinnacle. To the best of the Debtor's knowledge 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. Reconstruction Experts can be reached at: Reconstruction Experts Inc. 5310 Vivian Street Arvada, CO 80002 Tel: (303) 783-2562 Fax: (303) 783-2563 About Eden Home Located in New Braunfels, Texas, Eden Home, Inc., d/b/a EdenHill Communities -- https://www.edenhill.org/ -- is a not-for-profit, faith-based organization that provides independent living, affordable housing, assisted living, skilled nursing an rehabilitation, long-term care and memory care services. The EdenHill Communities Transportation Department provides ADA services in support of seniors and individuals with disabilities. Eden Home, Inc., filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 18-50608) on March 16, 2018. In the petition signed by Laurence P. Dahl, CEO and executive director, the Debtor estimated assets and liabilities of $10 million to $50 million. Judge Craig A. Gargotta is the case judge. Dykema Cox Smith is the Debtor's counsel; Langley & Banack, and Gravely & Pearson, L.L.P., as special counsels; Cushman & Wakefield as real estate broker. Cushman & Wakefield has entered into a Co-Broker Agreement with CF Commercial Brokerage, LLC d/b/a San Antonio Commercial Advisors. On March 26, 2018, the U.S. Trustee appointed Susan N. Goodman as the Patient Care Ombudsman in the case. On May 30, 2018, the Official Committee of Unsecured Creditors of Eden Home, Inc. was appointed by the Bankruptcy Court. The Committee retained Martin & Drought, P.C., as counsel. EDEN HOME: Seeks to Hire Feller Roofing as Contractor ----------------------------------------------------- Eden Home, Inc., seeks authority from the U.S. Bankruptcy Court for the Western District of Texas to employ Feller Roofing of New Braunfels, as contractor to the Debtor. Eden Home requires Feller Roofing to make roof repairs on several sections of the Debtor's original buildings: Units 2, 3, and 4, Terrace Dining, and the Bhil Center. Feller Roofing has provided a total estimate of the work with a 10 year warranty for workmanship in the amount of $83,139. To the best of the Debtor's knowledge 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. Feller Roofing can be reached at: FELLER ROOFING OF NEW BRAUNFELS 808 W County Line Rd. New Braunfels, TX 78130 Tel: (830) 627-7663 About Eden Home Located in New Braunfels, Texas, Eden Home, Inc., d/b/a EdenHill Communities -- https://www.edenhill.org/ -- is a not-for-profit, faith-based organization that provides independent living, affordable housing, assisted living, skilled nursing an rehabilitation, long-term care and memory care services. The EdenHill Communities Transportation Department provides ADA services in support of seniors and individuals with disabilities. Eden Home, Inc., filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 18-50608) on March 16, 2018. In the petition signed by Laurence P. Dahl, CEO and executive director, the Debtor estimated assets and liabilities of $10 million to $50 million. Judge Craig A. Gargotta is the case judge. Dykema Cox Smith is the Debtor's counsel; Langley & Banack, and Gravely & Pearson, L.L.P., as special counsels; Cushman & Wakefield as real estate broker. Cushman & Wakefield has entered into a Co-Broker Agreement with CF Commercial Brokerage, LLC d/b/a San Antonio Commercial Advisors. On March 26, 2018, the U.S. Trustee appointed Susan N. Goodman as the Patient Care Ombudsman in the case. On May 30, 2018, the Official Committee of Unsecured Creditors was appointed by the Bankruptcy Court. The Committee retained Martin & Drought, P.C., as counsel. ELKHORN JONES: Seeks to Extend Employment Term of Brokers --------------------------------------------------------- Elkhorn Jones Memory Care, LLC filed a supplemental application seeking approval from the U.S. Bankruptcy Court for the District of Nevada to extend the term of employment of Signature Real Estate Group, LLC and Blueprint Healthcare Real Estate Advisors, LLC to May 31. Both firms were hired by the Debtor, owner of a 24-room residential skilled nursing facility in Las Vegas, as real estate advisor and broker to market and sell its business and real estate. The firm's compensation is proposed to be on a commission based on a flat fee of $150,000 up to a purchase price of $4 million, and an additional 10 percent of any amount over $4 million. Signature can be reached through: Brandon Roberts Signature Realty Group LLC 726 S. Washington Ave Madison, SD 57042 Phone: (605) 427-7777 Blueprint can be reached through: Giancarlo Riso Blueprint Healthcare Real Estate Advisors 11900 W. Olympic Blvd. Los Angeles, CA 90064 Phone: (310) 893-7180 About Elkhorn Jones Memory Care Elkhorn Jones Memory Care, LLC -- http://www.elkhornmemory.com-- operates an assisted living facility for seniors with dementia and alzheimer's disease located at 6017 Elkhorn Road, Las Vegas. Elkhorn Jones Memory Care sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 18-15081) on August 24, 2018. In the petition signed by Victor Hecker, manager, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Laurel E. Babero presides over the case. Larson Zirzow & Kaplan, LLC is the Debtor's bankruptcy counsel. ENSONO LP: S&P Affirms 'B-' Issuer Credit Rating; Outlook Positive ------------------------------------------------------------------ S&P Global Ratings affirmed its ratings, including the 'B-' issuer credit rating, on Ensono LP, which, the rating agency believes, is on a path to sustainable positive free operating cash flow (FOCF) by 2020. S&P said the company has meaningfully de-levered since its debt funded acquisition of Wipro's hosted DCS assets in mid-2018, adding that leverage should continue improving to the low-5x area by the end of 2019 from the low-6x area in 2018 due to fast realization of synergies (net of costs to achieve) related to Wipro's DCS business and continued organic revenue growth. The rating agency projects organic revenue growth rate to be about 5% in 2019. This is below S&P's previous estimate of the higher-single-digit percentages and reflects its expectation of continued underperformance in DCS (flat to slightly negative annual revenue declines). DCS comprises nearly half of the total revenue base and has experienced customer churn as some have left mainframe, one of Ensono's service expertise, and opt to insource data storage and processing. While S&P does not believe the churn to be indicative of decreasing industry demand for managed services, at this time, the rating agency remains skeptical of DCS' growth prospects. Nonetheless, S&P expects the company to continue reducing leverage and forecast 300 basis points of EBITDA margin improvement from synergies in 2019. "The positive outlook reflects our expectation for Ensono's legacy business growth to offset churn in DCS, and the integration with DCS to be completed over the next 12 months. This should allow the company to grow earnings and to improve FOCF by 2020, with leverage staying below 6.5x," S&P said. S&P said it could raise the rating over the next 12 months if business improvements and margin expansion support sustained positive free cash flow, with leverage staying below 6.5x. "We could revise the outlook to stable if we expect FOCF to remain negative after 2019. Integration missteps, competitive pressures, elevated churn, and margin pressure could result in this scenario," S&P said. The rating agency said it could also revise the outlook if leverage were to exceed 6.5x due to leveraging debt-funded dividends or acquisitions. FARWEST PUMP: Committee Hires Treasury Assist as Consultant ----------------------------------------------------------- The Official Committee of Unsecured Creditors of Farwest Pump Company seeks authority from the U.S. Bankruptcy Court for the District of Arizona to employ Treasury Assist as consultant and expert to the Committee. The Committee requires Treasury Assist to: -- evaluate the value of estate assets; -- provide litigation support and expert testimony relative to avoidable transfers; and -- provide such other consulting services as required by the Committee related to the administration of the bankruptcy proceedings. Treasury Assist will be paid at the hourly rate of $75. Treasury Assist will also be reimbursed for reasonable out-of-pocket expenses incurred. Sandra Obelsky, a partner at Treasury Assist, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and (a) is not creditors, equity security holders or insiders of the Debtor; (b) has not been, within two years before the date of the filing of the Debtor's chapter 11 petition, directors, officers or employees of the Debtor; and (c) does not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor, or for any other reason. Treasury Assist can be reached at: Sandra Obelsky TREASURY ASSIST 4937 E. Grandview Street Mesa, AZ 85205 Tel: (480) 924-0165 Fax: (480) 650-8885 About Farwest Pump Company Based in Tucson, Arizona, Farwest Pump Company -- http://farwestwell.com/-- is a small organization that provides well drilling services to all of the southwest United States. Farwest also offers a wide variety of related services including sonar jet, municipal water systems, electrical control systems, complete machine shop, and environmental and geothermal services. Founded in 1982, Farwest is a licensed, bonded, and insured company with locations in Tucson, Willcox and Las Cruces. It is owned and operated by Clark and Channa Vaught. Farwest Pump Company sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 17-11112) on Sept. 20, 2017. In the petition signed by Channa Vaught, its president, the Debtor disclosed $2.51 million in assets and $1.85 million in liabilities. Judge Brenda Moody Whinery oversees the case. Kasey C. Nye, Esq., at Waterfall Economidis Caldwell Hanshaw & Villamana, P.C., is the Debtor's counsel. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on Nov. 14, 2017. The Committee is represented by Smith & Smith, PLLC. FLORIDA CLEANEX: U.S. Trustee Unable to Appoint Committee --------------------------------------------------------- The U.S. Trustee, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of Florida Cleanex, Inc., according to court dockets. About Florida Cleanex Florida Cleanex, Inc. is a privately held company that offers maintenance and complete janitorial services. Florida Cleanex sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 19-13101) on March 8, 2019. The petition was signed by Luis Loaiza, president. At the time of the filing, the Debtor disclosed $174,078 in assets and $1,175,100 in liabilities. The case is assigned to Judge Raymond B. Ray. Kelley, Fulton & Kaplan, PL, is the Debtor's counsel. FOCUS UNIVERSAL: BF Borgers CPA PC Raises Going Concern Doubt ------------------------------------------------------------- Focus Universal Inc. filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $2,024,664 on $308,129 of total revenue for the year ended Dec. 31, 2018, compared to a net loss of $626,361 on $898,084 of total revenue for the year ended in 2017. The audit report of BF Borgers CPA PC states that the Company's significant operating losses raise substantial doubt about its ability to continue as a going concern. The Company's balance sheet at Dec. 31, 2018, showed total assets of $9,277,911, total liabilities of $211,976, and a total stockholders' equity of $9,065,935. A copy of the Form 10-K is available at: https://is.gd/aDOTMs Focus Universal Inc. develops and manufactures smart instrumentation platform and device. The Company was founded in 2009 and is based in Ontario, California. FUSE LLC: April 30 Meeting Set to Form Creditors' Panel ------------------------------------------------------- Andy Vara, United States Trustee, for Region 3, scheduled an organizational meeting for April 30, 2019, at 10:00 a.m. in the bankruptcy case of Fuse, LLC. The meeting venue is at: Office of the US Trustee 844 King Street, Room 3209 Wilmington, DE 19801 The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' case. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. About Fuse LLC Fuse, LLC and its subsidiaries are a multicultural media company, composed principally of two cable networks, Fuse and FM. The Company is headquartered in Glendale, California and also maintains an office in New York, New York. Fuse, LLC and eight of its subsidiaries sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-10872) on April 22, 2019. Fuse LLC estimated assets of $0 to $50,000 and liabilities of $50,000 to $100,000. The petitions were signed by Miguel Roggero, chief financial officer and secretary. The Debtors tapped Pachulski Stang Ziehl & Jones LLP as their counsel; FTI Consulting as financial advisor; and Kurtzman Carson Consultant LLC as claims and noticing agent. GALINDO CUSTOM: Seeks to Hire Smeberg Law Firm as Legal Counsel --------------------------------------------------------------- Galindo Custom House Brokers seeks authority from the U.S. Bankruptcy Court for the Western District of Texas to hire The Smeberg Law Firm, PLLC as its legal counsel. The firm will assist the Debtor in obtaining approval for its Chapter 11 plan; represent the Debtor in adversary litigation; and provide other legal services in connection with its Chapter 11 case. The hourly rates for Smeberg Law Firm are: Ronald Smeberg $300 Associate Attorneys $210 Legal Assistants/Paralegals $120 Ronald Smeberg, Esq., at The Smeberg Law Firm, attests that his firm is a "disinterested person" as that term is defined by Section 101(14) of the Bankruptcy Code. The firm can be reached at: Ronald J. Smeberg, Esq. The Smeberg Law Firm, PLLC 2010 W Kings Hwy San Antonio, TX 78201-4926 Tel: (210) 695-6684 Fax: (210) 598-7357 Email: ron@smeberg.com About Galindo Custom House Brokers Galindo Custom House Brokers is a privately held company in Del Rio, Texas, that is engaged in the business of freight transportation arrangement. Galindo Custom House Brokers filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 19-50776) on April 1, 2019. In the petition signed by Sergio Galindo, president, the Debtor estimated $1 million to $10 million in both assets and liabilities. Ronald J. Smeberg, Esq., at The Smeberg Law Firm, PLLC, represents the Debtor as counsel. Judge Ronald B. King presides over the case. GENERAL CANNABIS: Incurs $17.0M Net Loss for Year Ended Dec. 31 --------------------------------------------------------------- General Cannabis Corp filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $16,973,758 on $4,618,712 of total revenues for the year ended Dec. 31, 2018, compared to a net loss of $8,220,851 on $3,522,075 of revenue for the year ended in 2017. The audit report of Hall & Company states that the Company's cash balance of approximately $8.0 million is not sufficient to absorb the Company's operating losses and retire their debt of $6,849,000 due May 1, 2019. Accordingly, there is substantial doubt about the Company's ability to continue as a going concern. The Company's balance sheet at Dec. 31, 2018, showed total assets of $10,742,225, total liabilities of $6,190,888, and a total stockholders' equity of $4,551,337. A copy of the Form 10-K is available at: https://is.gd/NOANsh General Cannabis Corp provides products and services to the regulated cannabis industry and non-cannabis customers in the United States. The Company operates in four segments: Security and Cash Transportation Services (Security), Operations Consulting and Products (Operations), Consumer Goods and Marketing Consulting (Consumer Goods), and Capital Investments and Real Estate (Investments). The Company was formerly known as Advanced Cannabis Solutions, Inc. and changed its name to General Cannabis Corp in June 2015. General Cannabis Corp was incorporated in 2013 and is headquartered in Denver, Colorado. GHOTRA INC: Seeks to Hire Joyce W. Lindauer as Counsel ------------------------------------------------------ Ghotra Inc. seeks authority from the U.S. Bankruptcy Court for the Southern District of Texas to employ Joyce W. Lindauer Attorney, PLLC, as counsel to the Debtor. Ghotra Inc. requires Joyce W. Lindauer to represent the Debtor in the Chapter 11 bankruptcy proceedings. Joyce W. Lindauer will be paid at these hourly rates: Attorneys $225 to $395 Paralegals $125 Prior to the petition date, Joyce W. Lindauer received a retainer of $7,684, including the $1,717 filing fee. Joyce W. Lindauer will also be reimbursed for reasonable out-of-pocket expenses incurred. Joyce W. Lindauer, partner of Joyce W. Lindauer Attorney, PLLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Joyce W. Lindauer can be reached at: Joyce W. Lindauer, Esq. Jeffery M. Veteto, Esq. JOYCE W. LINDAUER ATTORNEY, PLLC 12720 Hillcrest Road, Suite 625 Dallas, TX 75230 Tel: (972) 503-4033 Fax: (972) 503-4034 About Ghotra Inc. Ghotra Inc. is a privately held company that operates in the traveler accommodation industry. The Best Western Plus Sam Houston Inn & Suites is designed to meet the needs of both the corporate and leisure traveler with each room offering standard features such as complimentary Internet connectivity, micro-fridge, coffee maker, full size ironing board and iron, hairdryer, work desk and a 37-inch HD LCD television. In addition, the Hotel offers a business center, fitness room, guest laundry, meeting room, outdoor pool, and a breakfast and coffee each morning. For more information, visit https://www.bestwestern.com. Ghotra Inc., based in Houston, TX, filed a Chapter 11 petition (Bankr. D. Tex. Case No. 19-31586) on March 25, 2019. In the petition signed by Vikram Singh, president, the Debtor estimated $1 million to $10 million in both assets and liabilities. The Hon. Eduardo V. Rodriguez oversees the case. Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC, serves as bankruptcy counsel. GLORIETA PARTNERS: S&P Lowers 2015 Housing Bond Rating to 'CCC+' ---------------------------------------------------------------- S&P Global Ratings lowered its long-term rating to 'CCC+' from 'B-' on the Capital Trust Agency, Fla.'s multifamily housing revenue bonds (The Gardens Apartment Project) series 2015, issued on behalf of the borrower, Glorieta Partners Ltd. The outlook is negative. At the same time, S&P removed the rating from CreditWatch, where it was placed on March 28, 2019, with negative implications. "In addition to the weak credit factors, the rating action and the negative outlook is in part due to the uncertainty surrounding the final approval for allocation of the 4% low income housing tax credits (LIHTC) related to the property by the allocating agency," said S&P Global Ratings credit analyst Joanie Monaghan. Sources and uses of the transaction indicate $15.5 million in capital contributions are expected from the LIHTC partner and are needed to offset planned uses, according to a schedule included in the Official Statement dated Sept. 23, 2015. According to the general partner, there is an expected $6.9 million capital contribution from the limited partner (R4 LL Acquisition LLC) not yet received. Without this partnership contribution the project will likely face material financial difficulties during the outlook period. S&P rates an obligation in the 'CCC' category when the rating agency believes it is currently vulnerable to nonpayment, and is dependent upon favorable business, financial, and economic conditions for the obligor to meet its financial commitment on the obligation. GMI GROUP INC: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------- No official committee of unsecured creditors has been appointed in the Chapter 11 case of GMI Group, Inc. as of April 24, according to a court docket. About GMI Group GMI Group, Inc. -- http://thegmigroup.com/-- is a janitorial service company serving the Southeastern United States. Established in 2005, the Company specializes in corporate sites, multitenant, medical offices, universities, schools, manufacturing plants, federal, state and local agency facilities. GMI Group filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 19-52577) on Feb. 14, 2019. In the petition signed by CEO Kayla Dang, the Debtor disclosed $791,787 in assets and $1,621,246 in liabilities. Shayna M. Steinfeld, Esq., at Steinfeld & Steinfeld PC, is the Debtor's counsel. GOLD COAST: Unsecureds to Get $327 Monthly Payment in New Plan -------------------------------------------------------------- Gold Coast Partners, LLC, filed a First Amended Chapter 11 Plan and accompanying Disclosure Statement to disclose a decrease in the estimated amount of general unsecured claims to $196,284 from $255,480 in the previously filed plan. Class 5: Claims of General Unsecured Creditors (including the unsecured claims of taxing bodies) will be repaid, pro rata, in the amount of 10% percent of the Allowed Unsecured Claims, without interest, in 60 monthly payments, commencing thirty (30) days after the Effective Date. The total amount of estimated Allowed Unsecured Claims (including the unsecured claims of taxing bodies) is $196,284.06. Accordingly, the Class 5 creditors will receive, pro-rata, a total of $19,628.41. The monthly payment is $327.14. Distributions under the Plan shall be made from cash deposits existing at the time of Confirmation and from proceeds realized from the Debtor's post-petition earnings. A full-text copy of the First Amended Disclosure Statement dated April 11, 2019, is available at https://tinyurl.com/y5bnhz43 from PacerMonitor.com at no charge. About Gold Coast Partners Gold Coast Partners, LLC, is a privately-held company in Chicago, Illinois, that owns coin-operated laundries and cleaning business. Gold Coast Partners sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 18-09765) on April 3, 2018. In the petition signed by Tracey L. Brooks, member, the Debtor disclosed that it had estimated assets of less than $50,000 and liabilities of $1 million to $10 million. Judge Timothy A. Barnes presides over the case. The Debtor is represented by Joel A. Schechter, Esq., in Chicago, Illinois. GREGORY TE VELDE: Trustee Selling Carbon Credits to Cow Power ------------------------------------------------------------- Randy Sugarman, the Chapter 11 Trustee for Gregory John te Velde, asks the U.S. Bankruptcy Court for the Eastern District of California to authorize the private sale of biogas generated by the G.J. te Velde Dairy to Cow Power, LLC. The Debtor is an individual who owned and operated three large dairies as of the Petition Date, one of which is located in Tipton, California and is known as the G.J. te Velde Diary ("GJT"). Currently, GJT maintains a dairy herd of approximately 4,500 cows for its milking operations. These animals generate a huge amount of waste. To manage the dairy waste in an environmentally responsible fashion, there is an expensive "methane digester" on site. In addition to processing the waste, this methane digester generates surplus alternative electric power. There is a market for this alternative electric power, also known as "carbon credits" or "renewable energy credits." The Trustee has tentatively entered into an "Environmental Credits Agreement" with Cow Power, LLC to sell these credits. Although carbon credits are a fluctuating commodity, the Trustee is informed and believes after extensive investigation and the advice of his accountants, who specialize in the dairy sector and who have dealt with such agreements on multiple occasions in the past, that these carbon credits could generate cash flow of as much as $1 million per year. He believes that there is essentially no downside to this arrangement. For the foregoing reasons, good cause exists to authorize the Trustee to enter into and consummate the "Environmental Credits Agreement" with Cow Power. The Trustee submits that it is a sound exercise of his business judgment to sell the subject carbon credits, and that a private sale of this specialized asset is a reasonable means to do so. A hearing on the Motion is set for April 10, 2019 at 1:30 p.m. About Gregory John te Velde Tipton, California-based Gregory John te Velde filed for Chapter 11 bankruptcy (Bankr. E.D. Cal. Case No. 18-11651) on April 26, 2018. In his Chapter 11 petition, the Debtor estimated both assets and liabilities between $100 million and $500 million. Mr. te Velde does business as GJ te Velde Dairy, Pacific Rim Dairy and Lost Valley Farm. He formerly did business as Willow Creek Dairy. Judge Fredrick E. Clement oversees the bankruptcy case. Mr. te Velde is represented by Riley C. Walter, Esq., who has an office in Fresno, California. GREYSTAR REAL ESTATE: S&P Alters Outlook to Neg., Affirms 'BB-' ICR ------------------------------------------------------------------- S&P Global Ratings Services said it revised its outlook on Greystar Real Estate Partners LLC to negative from stable and affirmed its 'BB-' issuer credit rating. At the same time, S&P affirmed the issue rating on Greystar's 5.75% senior secured debt due December 2025 at 'BB-'. The recovery rating of '3' remains unchanged and reflects S&P's expectation for meaningful recovery (50%) of principal in the event of a payment default. "The negative outlook reflects our expectation that leverage will rise above 5.0x following the issuance of an additional $75 million on the company's senior secured notes. We also expect leverage will be negatively affected by a decline in operating performance because of increased development projects," S&P said, adding that it expects leverage to decline toward 4.0x in 2020 as earnings from these investments come online. The firm's proposal of an additional $75 million to its existing $500 million senior secured notes will be used to pay down $30 million on its revolver, with the rest being deployed for general corporate purposes. S&P expects the firm's net debt to increase to about $600 million in 2019 from $569 million in 2018, including adjustments from operating lease commitments of approximately $90 million, deconsolidation of its recently issued $11 million of promissory notes, and surplus cash of $70 million. S&P's negative outlook on Greystar reflects its expectation that leverage will temporarily rise well above 5.0x in 2019 based on higher debt being deployed into new projects, which could lead to weaker operating performance. S&P's outlook also reflects the firm's intention to reduce leverage below 4.0x in 2020, the firm's favorable market position in multifamily property management service, and the rating agency's expectation of stable market trends in multifamily housing. "We could lower the ratings over the next 12 months if we expect leverage to remain above 4.0x or if the firm faces operational challenges. Separately, we could lower the rating if Greystar's market position erodes significantly or if the company's earnings significantly weaken past expectations," S&P said. "We could revise the outlook to stable if leverage falls below 4.0x on a sustained basis. An upgrade is unlikely over the next 12 months," S&P said. GREYSTAR REAL: Moody's Rates New 5.75% Senior Secured Notes 'B1' ---------------------------------------------------------------- Moody's Investors Service assigned a B1 rating to Greystar Real Estate Partners, LLC's new 5.75% senior secured notes, to be added on to the company's existing $500 million of senior secured notes due December 1, 2025. Since the transaction is leverage neutral, the Corporate Family Rating is unchanged at B1. The rating outlook is stable. The add-on notes will be treated as a single series with the existing $500 million senior secured notes rated B1 and will have the same terms (other than issue date and issue price) as those of the existing notes. Similar to the existing notes, the new notes will be fully and unconditionally guaranteed by Greystar's existing and future subsidiaries that guarantee the obligations under Greystar's revolving credit facility. Greystar intends to use the net proceeds of this offering to repay all amounts outstanding under its $30 million revolver and for general corporate purposes. The following ratings have been assigned: Issuer: Greystar Real Estate Partners, LLC 5.75% Senior secured add-on note due 2025, Assigned B1 (LGD4) RATINGS RATIONALE Greystar's B1 corporate family rating reflects the company's position as the largest US multifamily property operator, long-standing network of relationships that generate investment opportunities, and global footprint allowing it to service clients in over 180 different markets across the United States, the United Kingdom, Europe, Latin America and Asia Pacific. Greystar's credit profile benefits from the company's ability to leverage its property management platform across its complementary investment management and development/construction business lines. Greystar credit metrics are sound, with strong and improving EBITA margin and moderate and improving leverage. These positive credit factors are offset by the company's concentration in the multifamily sector and small scale relative to peers in the broader real estate services segment although Greystar is the largest in the US multifamilly real estate segment. Greystar's credit profile is constrained by cash flow volatility inherent in the multifamily property management contracts, which are cancelable with 30 days' notice. The company's revolving credit line is modestly sized at $30 million. While well diversified globally, Greystar is concentrated in the state of Texas in the US. The stable rating outlook reflects Moody's expectation that Greystar will grow its recurring revenues while operating with debt/EBITDA under 5x (including Moody's operating lease adjustments). A ratings upgrade will be predicated on continued profitable growth through stable fee streams: with total annual revenues approaching $1.5 billion, maintenance of debt/recurring EBITDA below 4x, maintenance of interest coverage above 4x, maintenance of RCF/Net Debt above 15%. Improved geographic and business line diversification will also be required for an upgrade. Downward ratings pressure would develop if Greystar experiences a loss of key business relationships resulting in reduction in its average property management retention rate to below 70%, or if the company makes significant operating missteps resulting in a 10% or more reduction in total company revenues. Finally, deterioration in Greystar's credit profile such that debt/recurring EBITDA increases to 5.5x or higher or interest coverage falls below 3x on a sustained basis would also result in negative ratings pressure. The principal methodology used in this rating was REITs and Other Commercial Real Estate Firms published in September 2018. Headquartered in Charleston, South Carolina, Greystar Real Estate Partners, LLC is a private real estate service provider specializing in the multifamily sector. The company provides property management, investment management and development and construction services mainly to institutional investors such as pension funds, private equity groups, financial institutions and lenders in possession. GROWLIFE INC: Reports $11.4M Net Loss for Year Ended Dec. 31 ------------------------------------------------------------ GrowLife, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $11,473,137 on $4,573,461 of net revenue for the year ended Dec. 31, 2018, compared to a net loss of $5,320,974 on $2,452,104 of net revenue for the year ended in 2017. The audit report of SD Mayer & Associates, LLP states that the Company has sustained a net loss from operations and has an accumulated deficit since inception. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The Company's balance sheet at Dec. 31, 2018, showed total assets of $7,217,948, total liabilities of $6,787,574, and a total stockholders' deficit of $1,501,271. A copy of the Form 10-K is available at: https://is.gd/rfOVNb GrowLife, Inc. provides farming soil, hydroponics equipment, organic plant nutrients, and other products to specialty grow operations in the United States. Its hydroponics equipment include indoor lighting systems, growing mediums and accessories, tools for cutting and propagation, hydroponics systems, bulbs, ballasts, reflectors, meters and timers, and climate control equipment for the indoor plant cultivation and cannabis industries. The Company distributes and sells its products through its e-commerce distribution channel, such as GrowLifeEco.com, as well as retail storefronts. GrowLife, Inc., is headquartered in Kirkland, Washington. H K FINE PROPERTIES: Hires Colliers as Real Estate Broker --------------------------------------------------------- H.K. Fine Properties LLC seeks authority from the U.S. Bankruptcy Court for the Southern District of Texas to employ Colliers International Houston, Inc., d/b/a Colliers International, as real estate broker to the Debtor. H.K. Fine Properties requires Colliers to list and sell the Debtor's two parcels of real property commonly known as 1231 Hahlo Street, Houston, Texas 77020; and 1210 Shotwell Street, Houston, Texas 77020. Colliers will be paid as follows: Hahlo Street -- 2% to Colliers if the buyer is David Weekley Homes or a related entity; or -- 3% if Colliers is only broker being paid a commission; or -- 6% if two or more brokers are being paid a commission. Shotwell Street -- 3% if Colliers is only broker being paid a commission; or -- 6% if two or more brokers are being paid a commission. Patrick Duffy, broker of Colliers International Houston, Inc. d/b/a Colliers International, 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. Colliers can be reached at: Patrick Duffy COLLIERS INTERNATIONAL HOUSTON, INC. D/B/A COLLIERS INTERNATIONAL 1233 W Loop S. Suite 900 Houston, TX 77027 Tel: (713) 222-2111 About H.K. Fine Properties H K Fine Properties' principal assets are located at 1210 Shotwell/1231 Hahlo, Houston, Texas, and 705 Ward Rd., Baytown, Texas. The Company is an affiliate of Supply Pro Sorbents, LLC and Supply Pro, Inc., both of which sought bankruptcy protection on Dec. 19, 2018 (Bankr. S.D. Tex. Case Nos. 18-20580 and 18-20581, respectively). Supply Pro offers safety and cleaning supplies utilized in the cleanup of hazardous oil and chemical spills. H K Fine Properties, LLC, based in Houston, TX, filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 19-31828) on April 1, 2019. In the petition signed by Harmon K. Fine, president/manager, the Debtor estimated $1 million to $10 million in both assets and liabilities. The Hon. Eduardo V. Rodriguez oversees the case. Alan Sanford Gerger, Esq., at The Gerger Law Firm PLLC, serves as bankruptcy counsel. HAMILTON ROAD: Hires Richard Feinsilver as Legal Counsel -------------------------------------------------------- Hamilton Road Realty LLC received approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire Richard Feinsilver, Esq., as its legal counsel. Mr. Feinsilver will provide these services: a. prepare and file the Debtor's schedules and statements; b. negotiate with creditors; c. attend all Section 341(a) meetings with creditors and the U.S. trustee; d. prepare the Debtor's Chapter 11 plan and disclosure statement; e. review monthly financial statements and status conferences; and f. participate in post-confirmation conferences with the U.S. trustee and creditors. The attorney will be paid $350 per hour while his legal assistants will be paid $60 per hour. The Debtor will also pay him a retainer in the amount of $7,500, plus $1,717 filing fee. Mr. Feinsilver assured the court that he 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 estate. Mr. Feinsilver maintains an office at: Richard S. Feinsilver, Esq. One Old Country Road, Suite 125 Carle Place, NY 11514 Tel: (516) 873-6330 Fax: (516) 873-6183 Email: feinlawny@yahoo.com About Hamilton Road Realty LLC Hamilton Road Realty LLC is a privately held company engaged in renting and leasing real estate properties. It owns a single-family house located at 14 Sandringham Road Southampton, N.Y., having a comparable sale value of $2 million. Hamilton Road Realty sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 19-72596) on April 10, 2019. In the petition signed by Sitara Khan, president, the Debtor estimated $1 million to $10 million in both assets and liabilities. Richard S. Feinsilver, Esq., represents the Debtor as counsel. Judge Robert E. Grossman presides over the case. HEXION HOLDINGS: 2 More Creditors Appointed to Committee -------------------------------------------------------- Andrew Vara, acting U.S. trustee for Region 3, on April 24 appointed two creditors of Hexion Holdings LLC as new members of the official committee of unsecured creditors in the company's Chapter 11 case. The two unsecured creditors are: (1) Wilmington Savings Fund Society, FSB Attn: Patrick Healy 500 Delaware Ave. Wilmington, DE 19801 Phone: 302-888-7420 Fax: 302-421-9137 (2) Wilmington Trust Company Attn: Rita Marie Ritrovato 1100 North Market Street Wilmington, DE 19890 Phone: 302-636-5137 Fax: 302-636-4143 The bankruptcy watchdog had earlier appointed The Bank of New York Mellon, Southern Chemical Corporation, Mitsubishi Gas Chemical America Inc., Sumitomo Corporation of Americas, Agrium US Inc., Pension Benefit Guaranty Corporation and Pension Benefit Guaranty Corporation, court filings show. About Hexion Hexion Holdings LLC is the sole member of Hexion LLC, which is the sole owner of Hexion Inc. Based in Columbus, Ohio, Hexion Inc. -- https://www.hexion.com -- is a producer of thermoset resins or thermosets, and a producer of adhesive and structural resins and coatings. The company is incorporated in New Jersey while most of its co-debtors are Delaware limited liability companies or Delaware corporations. Hexion Inc. is the direct or indirect parent of the debtors and the non-debtor affiliates. Hexion Inc. employs approximately 4,000 people around the world, including approximately 1,300 in the United States across 27 production facilities. Hexion Holdings LLC and its co-debtors sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-10684) on April 1, 2019. At the time of the filing, the Debtors estimated assets and liabilities of between $1 billion and $10 billion. The cases are assigned to Judge Kevin Gross. The Debtors tapped Latham & Watkins LLP and Richards, Layton & Finger, P.A., as bankruptcy counsel; Moelis & Company LLC as financial advisor; AlixPartners LLP as restructuring advisor; and Omni Management Group as claims, noticing, solicitation and balloting agent. The Office of the U.S Trustee appointed an official committee of unsecured creditors on April 10, 2019. The committee is represented by Bayard, P.A. and Kramer Levin Naftalis & Frankel, LLP. HEXION HOLDINGS: Seeks to Hire AlixPartners as Financial Advisor ---------------------------------------------------------------- Hexion Holdings LLC, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ AlixPartners, LLP, as financial advisor to the Debtors. Hexion Holdings requires AlixPartners to: -- assist the Debtors with information and analyses required pursuant to the Debtors' DIP facilities and exit financing; -- assist in developing forecasts and other analyses to support the assessment of value for the Debtors' assets; -- assist the Debtors in responding to and tracking calls received from suppliers in a vendor communications center, including the production of various management reports reflecting call center activity and in maintaining vendor support; -- assist the Debtors in the preparation of financial related disclosures as may be required by this Court, including the Schedules of Assets and Liabilities, the Statement of Financial Affairs, and Monthly Operating Reports; -- assist the Debtors in the identification of executor contracts and unexpired leases and the performing of cost/benefit evaluations with respect to the assumption or rejection of each as necessary; -- provide assistance with implementation of Court orders; -- assist the Debtors in claims processing, analysis, and reporting, including plan classification modeling and claim estimation; -- participate in meetings, develop informational materials, and otherwise provide support to the Debtors and their other professional advisors in negotiations with potential investors, banks and other secured lenders, the statutory creditors' committee appointed in these chapter 11 cases (if any), the U.S. Trustee, other parties-in-interest, and professionals hired by the same, as requested; -- assist in developing accounting and operating procedures to segregate prepetition and postpetition business transactions, and to track payments of prepetition obligations against the various motions; -- assist in the evaluation and analysis of avoidance actions, including fraudulent conveyances and preferential transfers; -- advise senior management and the Board of Directors in the negotiation and implementation of restructuring initiatives and evaluation of strategic alternatives; -- assist in developing and implementing cash management strategies, tactics and processes including developing a short-term cash flow forecasting tool and related methodologies; -- assist in communication and/or negotiation with outside constituents, including the banks and their advisors; -- render testimony, as requested from time to time, regarding any of the matters to which AlixPartners is providing services; -- assist the Debtors with plan distribution activities; -- assist with the preparation of information and analysis necessary for the confirmation of a plan of reorganization in these chapter 11 cases, including information contained in the disclosure statement; and -- render such other restructuring and general business consulting or such other assistance for the Debtors or the Debtors' subsidiaries and affiliates as the Debtors' management or counsel may request, that are not duplicative of services provided by other professionals retained in these cases. AlixPartners will be paid at these hourly rates: Managing Directors $990 to $1,165 Director/Senior Vice Presidents $615 to $945 Vice President/Consultant/Paraprofessional $160 to $600 AlixPartners is currently holding an advance retainer in the amount of $592,399. In the 90 days prior to the Petition Date, the Debtors paid AlixPartners a total of $4,674,957 in aggregate for professional services performed and expenses incurred, including invoiced retainer amounts. AlixPartners will also be reimbursed for reasonable out-of-pocket expenses incurred. Randall S. Eisenberg, partner of AlixPartners, 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 Debtors and their estates. AlixPartners can be reached at: Randall S. Eisenberg ALIXPARTNERS, LLP 909 Third Avenue, Floor 30 New York, NY 10022 Tel: (212) 490-2500 Fax: (212) 490-2500 About Hexion Holdings Hexion Holdings LLC is the sole member of Hexion LLC, which is the sole owner of Hexion Inc. Based in Columbus, Ohio, Hexion Inc. -- https://www.hexion.com/ -- is a producer of thermoset resins or thermosets, and a producer of adhesive and structural resins and coatings. The company is incorporated in New Jersey while most of its co-debtors are Delaware limited liability companies or Delaware corporations. Hexion Inc. is the direct or indirect parent of the debtors and the non-debtor affiliates. Hexion Inc. employs approximately 4,000 people around the world, including approximately 1,300 in the United States across 27 production facilities. Hexion Holdings LLC and its co-debtors sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-10684) on April 1, 2019. At the time of the filing, the Debtors estimated assets and liabilities of between $1 billion and $10 billion. The cases are assigned to Judge Kevin Gross. The Debtors tapped Latham & Watkins LLP and Richards, Layton & Finger, P.A., as bankruptcy counsel; Moelis & Company LLC as financial advisor; AlixPartners LLP as restructuring advisor; and Omni Management Group as claims, noticing, solicitation and balloting agent. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on April 10, 2019. HEXION HOLDINGS: Seeks to Hire Latham & Watkins as Co-Counsel ------------------------------------------------------------- Hexion Holdings LLC, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Latham & Watkins LLP, as bankruptcy co-counsel to the Debtors. Hexion Holdings requires Latham & Watkins to: a. advise the Debtors with respect to their powers and duties as debtors in possession in the continued management and operation of their businesses and properties; b. attend meetings and negotiating with representatives of creditors, interest holders, and other parties in interest, if any; c. analyze executory contracts and unexpired leases and potential assumptions, assignments, or rejections of such contracts and leases, if requested; d. take all necessary action to protect and preserve the Debtors' estates, including prosecuting actions on the Debtors' behalf, defending any action commenced against the Debtors, and representing the Debtors' interests in negotiations concerning litigation in which the Debtors are involved, including objections to claims filed against the estates; e. prepare motions, applications, answers, orders, reports, and papers necessary to the administration of the Debtors' estates; f. take necessary action on behalf of the Debtors to obtain approval of a disclosure statement and confirmation of a plan of reorganization; g. appear before the Court or any Appellate Courts and protecting the interests of the Debtors' estates before those Courts and with the U.S. Trustee; h. advise on corporate, litigation, environmental, finance, tax, employee benefits, and other legal matters; and i. perform all other necessary legal services for the Debtors in connection with the chapter 11 cases. Latham & Watkins will be paid at these hourly rates: Partners $1,050 to $1,530 Counsels $1,035 to $1,420 Associates $595 to $1,135 Paraprofessionals $235 to $765 During the 90-day period prior to the Debtors' bankruptcy filing, the Debtors paid Latham & Watkins a total of $4,626,525. As of the Petition Date, after deducting expenses and fees, the remaining balance of the retainer was $137,534. Latham & Watkins will also be reimbursed for reasonable out-of-pocket expenses incurred. Andrew M. Parlen, a partner at Latham & Watkins, 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. Latham & Watkins can be reached at: Andrew M. Parlen, Esq. George A. Davis, Esq. Hugh Murtagh, Esq. LATHAM & WATKINS LLP 885 Third Avenue New York, NY 10022 Telephone: (212) 906-1200 Facsimile: (212) 751-4864 E-mail: andrew.parlen@lw.com george.davis@lw.com hugh.murtagh@lw.com About Hexion Holdings Hexion Holdings LLC is the sole member of Hexion LLC, which is the sole owner of Hexion Inc. Based in Columbus, Ohio, Hexion Inc. -- https://www.hexion.com -- is a producer of thermoset resins or thermosets, and a producer of adhesive and structural resins and coatings. The company is incorporated in New Jersey while most of its co-debtors are Delaware limited liability companies or Delaware corporations. Hexion Inc. is the direct or indirect parent of the debtors and the non-debtor affiliates. Hexion Inc. employs approximately 4,000 people around the world, including approximately 1,300 in the United States across 27 production facilities. Hexion Holdings LLC and its co-debtors sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-10684) on April 1, 2019. At the time of the filing, the Debtors estimated assets and liabilities of between $1 billion and $10 billion. The cases are assigned to Judge Kevin Gross. The Debtors tapped Latham & Watkins LLP and Richards, Layton & Finger, P.A., as bankruptcy counsel; Moelis & Company LLC as financial advisor; AlixPartners LLP as restructuring advisor; and Omni Management Group as claims, noticing, solicitation and balloting agent. The Office of the U.S Trustee appointed an official committee of unsecured creditors on April 10, 2019. HEXION HOLDINGS: Seeks to Hire Omni as Administrative Agent ----------------------------------------------------------- Hexion Holdings LLC, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Omni Management Group, Inc., as administrative agent to the Debtors. Hexion Holdings requires Omni to: a. assist with the preparation and filing of the Debtors' schedules of assets and liabilities and statements of financial affairs; b. generate and provide claim reports and claim objection exhibits; c. manage the preparation, compilation and mailing of documents to creditors and other parties in interest in connection with the solicitation of a chapter 11 plan; d. manage the publication of legal notices; e. collect and tabulate votes in connection with any Plan filed by the Debtors and provide ballot reports to the Debtors and their professionals; f. generate an official ballot certification and testifying, if necessary, in support of the ballot tabulation results; g. manage any distributions made pursuant to a Plan; and h. provide any and all necessary administrative tasks not otherwise specifically set forth above as the Debtors or its professionals may require in connection with these chapter 11 cases. Omni will be paid at the hourly rate of $25 to $155. Omni will be paid a retainer in the amount of $50,000. Omni will also be reimbursed for reasonable out-of-pocket expenses incurred. Brian Osborne, CEO and president of Omni Management 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. Omni can be reached at: Brian Osborne OMNI MANAGEMENT GROUP, INC. 5955 De Soto Avenue, Suite 100 Woodland Hills, CA 91367 Tel: (818) 906-8300 Fax: (818) 783-2737 About Hexion Holdings Hexion Holdings LLC is the sole member of Hexion LLC, which is the sole owner of Hexion Inc. Based in Columbus, Ohio, Hexion Inc. -- https://www.hexion.com -- is a producer of thermoset resins or thermosets, and a producer of adhesive and structural resins and coatings. The company is incorporated in New Jersey while most of its co-debtors are Delaware limited liability companies or Delaware corporations. Hexion Inc. is the direct or indirect parent of the debtors and the non-debtor affiliates. Hexion Inc. employs approximately 4,000 people around the world, including approximately 1,300 in the United States across 27 production facilities. Hexion Holdings LLC and its co-debtors sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-10684) on April 1, 2019. At the time of the filing, the Debtors estimated assets and liabilities of between $1 billion and $10 billion. The cases are assigned to Judge Kevin Gross. The Debtors tapped Latham & Watkins LLP and Richards, Layton & Finger, P.A., as bankruptcy counsel; Moelis & Company LLC as financial advisor; AlixPartners LLP as restructuring advisor; and Omni Management Group as claims, noticing, solicitation and balloting agent. The Office of the U.S Trustee appointed an official committee of unsecured creditors on April 10, 2019. HEXION HOLDINGS: Seeks to Hire Richards Layton as Co-Counsel ------------------------------------------------------------ Hexion Holdings LLC, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Richards Layton & Finger, P.A., as co-counsel to the Debtors. Hexion Holdings requires Richards Layton to: a) assist in preparing all petitions, motions, applications, orders, reports, and papers necessary or desirable to commence one or more cases under the Bankruptcy Code; b) advise the Debtors of their rights, powers, and duties as debtors and debtors in possession under chapter 11 of the Bankruptcy Code; c) take all necessary actions to protect and preserve the estates of the Debtors, including the prosecution of actions on the Debtors' behalf, the defense of any actions commenced against the Debtors, the negotiation of disputes in which the Debtors are involved, and the preparation of objections to claims filed against the Debtors' estates; d) assist in preparing on behalf of the Debtors all motions, applications, answers, orders, reports, and papers in connection with the administration of the Debtors' estates; e) assist in preparing a disclosure statement and any related documents and pleadings necessary to solicit votes on any plan of reorganization proposed by the Debtors; f) prosecute on behalf of the Debtors any proposed plan and seeking approval of all transactions contemplated therein and in any amendments thereto; and g) perform all other necessary legal services in connection with the prosecution of these chapter 11 cases. Richards Layton will be paid at these hourly rates: Directors $700 to $975 Counsel $635 to $650 Associates $350 to $600 Paraprofessionals $265 Prior to the Petition Date, Richards Layton received two separate retainers. First, Richards Layton received a retainer of $279,189 (the "General Retainer") to cover general fees and expenses relating to the chapter 11 cases for the Debtors other than Hexion Nova Scotia Finance, ULC ("Hexion Nova Scotia"). In addition, Hexion Nova Scotia paid Richards Layton a retainer of $50,000 (the "Hexion Nova Scotia Retainer", and together with the General Retainer the "Retainers") to cover fees and expenses relating specifically to the chapter 11 case of Hexion Nova Scotia. Prior to the Petition Date, RL&F drew down $279,189 of its General Retainer, leaving a zero balance, in order to cover anticipated incurred but unpaid prepetition fees and expenses in connection with the chapter 11 cases, including the fees associated with filing the chapter 11 petitions of the Debtors except for Hexion Nova Scotia, and $2,000 of its Hexion Nova Scotia Retainer, leaving a balance of $48,000, in order to cover expenses associated with filing the chapter 11 petition of Hexion Nova Scotia. Richards Layton will also be reimbursed for reasonable out-of-pocket expenses incurred. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the following is provided in response to the request for additional information: a) Richards Layton did not agree to any variations from, or alternatives to, its standard or customary billing arrangements for this engagement; b) None of Richards Layton's professionals included in this engagement have varied their rate based on the geographic location for these chapter 11 cases; c) Richards Layton has represented the Debtors since March 2019. Other than the periodic adjustments described above, the billing rates and material financial terms of Richards Layton's engagement have not changed postpetition from the prepetition arrangement; and d) Richards Layton, in conjunction with the Debtors and Latham, is developing a prospective budget and staffing plan for these chapter 11 cases. Michael J. Merchant, director of Richards Layton & Finger, P.A., 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. Richards Layton can be reached at: Michael J. Merchant, Esq. Mark D. Collins, Esq. Amanda R. Steele, Esq. Brendan J. Schlauch, Esq. RICHARDS, LAYTON & FINGER, P.A. 920 North King Street Wilmington, DE 19801 Tel: (302) 651-7700 Fax: (302) 651-7701 E-mail: merchant@rlf.com collins@rlf.com steele@rlf.com schlauch@rlf.com About Hexion Holdings Hexion Holdings LLC is the sole member of Hexion LLC, which is the sole owner of Hexion Inc. Based in Columbus, Ohio, Hexion Inc. -- https://www.hexion.com/ -- is a producer of thermoset resins or thermosets, and a producer of adhesive and structural resins and coatings. The company is incorporated in New Jersey while most of its co-debtors are Delaware limited liability companies or Delaware corporations. Hexion Inc. is the direct or indirect parent of the debtors and the non-debtor affiliates. Hexion Inc. employs approximately 4,000 people around the world, including approximately 1,300 in the United States across 27 production facilities. Hexion Holdings LLC and its co-debtors sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-10684) on April 1, 2019. At the time of the filing, the Debtors estimated assets and liabilities of between $1 billion and $10 billion. The cases are assigned to Judge Kevin Gross. The Debtors tapped Latham & Watkins LLP and Richards, Layton & Finger, P.A., as bankruptcy counsel; Moelis & Company LLC as financial advisor; AlixPartners LLP as restructuring advisor; and Omni Management Group as claims, noticing, solicitation and balloting agent. The Office of the U.S Trustee appointed an official committee of unsecured creditors on April 10, 2019. HOUT FENCING: Proposes a Public Auction of Machinery & Equipment ---------------------------------------------------------------- Hout Fencing of Wyoming, Inc., asks the U.S. Bankruptcy Court for the District of Wyoming to authorize the sale of machinery and equipment by public auction free and clear of liens and encumbrances. The Debtor owns a significant amount of heavy machinery and equipment related to its business. In late 2017 secured creditor Security State Bank ("SSB") commissioned an appraisal of that machinery and equipment. The Debtor voluntarily cooperated in that effort. Before the Chapter 11 case was filed, Melanie Hout was the sole shareholder of Quality Traffic Control and Signs, Inc., also a Wyoming corporation. Quality Traffic was the owner of additional machinery and equipment. Shortly before the case was filed, Quality Traffic transferred its machinery and equipment to the Debtor. Thus property of the Estate now includes both the equipment on Exhibits 1 and 2. The Debtor's business suffered greatly during the years 2012 to 2017 when the local economy was doing poorly. It was also during this period of time that Debtor incurred sizeable obligations to the IRS and to SSB. In the year preceding the Petition Date, the Debtor, its principals and other affiliates (all of whom are likely obligated on the obligations to the IRS and SSB), liquidated various pieces of real property. The net proceeds were transmitted to either the IRS or SSB, depending on which creditor had lien priority on the particular piece of property. Even after such sales, as of the Petition Date, Debtor owes the IRS and SSB collectively about $3.5 million. Both the IRS and SSB have liens which encumber virtually all property of the Estate including the property received by the Debtor from Quality Traffic. The Debtor has no reason to dispute that the assets which Debtor proposes to sell are included in the collateral of one, or both of these creditors. The Debtor is informed and believes that the IRS and SSB have engaged in conversations to determine their relative lien priorities in specific items of collateral. It is not aware of the specifics of those conversations and, since it hopes to pay both the IRS and SSB in full, the Debtor currently takes no position regarding their relative lien priorities. Over the last few months, the Debtor has been working to identify which items of machinery and equipment are necessary to maintain its operations, and which can be sold. While that effort continues, it has identified a substantial enough amount to warrant a public auction. The items already identified to be sold are listed on Exhibit 3. The Debtor continues to identify additional items which it proposes to include in one or more proposed auction sales. To comply with regulations promulgated by the Office of the United States Trustee, each auction will provide for the sale of items not to exceed a total of $500,000. The net proceeds from each auction will be remitted to the Debtor before the next auction commences. On March 19, 2019, the Debtor filed a motion to employ an auctioneer to conduct the proposed auction. That motion is still pending. The Motion asks leave for the Debtor to sell various pieces of machinery and equipment at public auction. The Debtor believes that this process should realize the best possible price. It proposes to sell not only the items identified on Exhibit 3, but such additional items from Exhibits 1 and 2 as it determines are no longer necessary for Debtor to operate its business. The Debtor, the IRS and SSB all want the Debtor's machinery and equipment to be sold as quickly as possible for the best possible price. Based on the foregoing, the Debtor submits that it has satisfied the requirements of Section 363(b)(1) and that it should be authorized to conduct the proposed sales in the manner set forth. A copy of Exhibits 1 to 3 attached to the Motion is available for free at: http://bankrupt.com/misc/Hout_Fencing_85_Sales.pdf About Hout Fencing of Wyoming Hout Fencing of Wyoming, Inc., is a fence contractor based in Worland, Wyoming, offering bridge and barrier fence installation and repair. The company serves Cheyenne, Laramie, Casper, Buffalo, Sheridan, Gillette, Rawlins, Rock Springs, Cody and New Mexico areas. Hout Fencing of Wyoming sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Wyo. Case No. 18-20423) on May 23, 2018. In the petition signed by Dave Hout, president, the Debtor disclosed $3.50 million in assets and $3.63 million in liabilities. Judge Cathleen D. Parker oversees the case. The Law Offices of David A. Tilem is the Debtor's counsel. IHEARTCOMMUNICATIONS INC: Moody's Assigns B2 CFR on Bankruptcy Exit ------------------------------------------------------------------- Moody's Investors Service assigned iHeartCommunications, Inc.'s a B2 corporate family rating, B1 senior secured term loan, B1 senior secured note, and Caa1 senior unsecured note rating. The probability of default rating was assigned at B2-PD. The outlook is stable. The ratings are assigned as the company is scheduled to exit Chapter 11 bankruptcy on May 1, 2019. Upon exit from bankruptcy, iHeart will operate its broadcast radio and digital music services and separate from Clear Channel Outdoor Holdings, Inc. (Clear Channel Outdoor). As part of the bankruptcy process, $15.1 billion of debt will be reduced to $5.8 billion. The debt at Clear Channel Outdoor will not be impacted and was not part of the bankruptcy process. The company will no longer receive royalty fees from Clear Channel Outdoor following the separation and will make a net settlement payment of approximately $107 million to the outdoor business. iHeart is expected to either launch an IPO to raise additional equity which is projected to be used to paydown debt or list the existing equity shares without raising additional funds for the company. Assignments: Issuer: iHeartCommunications, Inc. Corporate Family Rating, Assigned to B2 Probability of Default Rating, Assigned to B2-PD Speculative Grade Liquidity Rating, Assigned to SGL-3 Gtd Senior Secured Term Loan, Assigned B1 (LGD3) Gtd Senior Secured Global Notes, Assigned B1 (LGD3) Gtd Senior Unsecured Global Notes, Assigned Caa1 (LGD5) Outlook Actions: Issuer: iHeartCommunications, Inc. Outlook, Assigned Stable RATINGS RATIONALE iHeart's B2 CFR reflects the high pro forma leverage level of 6x as of Q4 2018 (excluding Moody's standard lease adjustments) following the exit from bankruptcy, but it expects leverage to decline from modest EBITDA growth as well as debt repayment. The company is constrained by the negative secular trends in the radio industry as well as its sensitivity to a decline in the economy. As a result, competition for listeners and advertiser dollars are expected to remain high going forward. iHeart benefits from its size as the largest radio operator in the US as well as its geographic diversity and leading market positions in most of the approximately 160 markets in which the company operates. The company also derives strength from its iHeartRadio service, live events, syndicated network, podcasting service, and data analytics services. iHeart has EBITDA margins above the industry average at 27% as of 2018. While most of the revenue comes from local advertising revenue, the company has an advantage in obtaining national advertising dollars given its leading position in the industry. The SGL-3 liquidity rating reflects the company's adequate liquidity profile due to its $450 million ABL revolving credit facility due in 2023 (not rated by Moody's) as well as its projected cash balance of approximately $90 million pro forma for the transaction (including preferred equity proceeds and bankruptcy related settlement payments). The company is expected to have approximately $130 million in bankruptcy related fees and expenses due in 2019 and is anticipated to put cash in escrow on the emergence date to pay the majority of projected expenses. Moody's expect free cash flow to be directed to debt repayment or reinvested back into the business in the near term. The company is projected to spend approximately $130 million in capex in 2019 and is not expected to pay a dividend in the near term. The company will provide a revolving credit facility to Clear Channel Outdoor as a source of liquidity to the outdoor business upon separation, but Moody's doesn't expect it to be drawn. The company is also projected to have $60 million in preferred equity outstanding which is not included in its leverage calculation but raises the potential for free cash flow or additional debt to be used to repay the preferred over time. The ABL credit facility is expected to be subject to a fixed charge coverage ratio of at least 1x if borrowing availability is less than the greater of $40 million and 10% of the aggregate commitments for two consecutive days. The term loan and secured note are projected to be covenant lite. The stable outlook reflects its projection of low single digit revenue and EBITDA growth that is expected to lead to a modest reduction in leverage below 6x by the end of 2019. A successful equity raise has the potential to lead to additional debt reduction in the near term. A reduction in leverage to under 5x with sustained organic revenue and EBITDA growth with stable EBITDA margins could lead to an upgrade. Free cash flow as a percentage of debt would also have to be well above 5% with a strong liquidity position and no near term debt maturities. The rating would be downgraded if EBITDA were to decline due to economic weakness or if secular pressures in the radio industry increased so that leverage increased above 6x. A deterioration in its liquidity position could also lead to negative rating pressure. The principal methodology used in these ratings was Media Industry published in June 2017. iHeartCommunications, Inc. with its headquarters in San Antonio, Texas, is the leading terrestrial radio operator in the US. In addition, the company operates its iHeartRadio digital platform, live events, syndicated network, data analytic services, and podcasting service. iHeart filed for bankruptcy protection in March 2018. Consolidated revenue pro forma from the separation from Clear Channel Outdoor was approximately $3.6 billion as of 2018. IMAGINE! PRINT: Moody's Lowers CFR to Caa1, Outlook Stable ---------------------------------------------------------- Moody's Investors Service downgraded Imagine! Print Solutions, LLC's Corporate Family Rating to Caa1 from B3 and Probability of Default Rating to Caa1-PD from B3-PD. At the same time, Moody's downgraded the senior secured first lien bank credit facilities ratings to B3 from B2 and the senior secured second lien term loan rating to Caa3 from Caa2. The outlook is stable. The downgrade acknowledges that Imagine's 2019 financial results will be challenged by the transition of a material customer and competitive pricing conditions. This will result in Imagine's leverage remaining very high with its funded debt/EBITDA remaining above 7.0x, a decline in EBITA/interest expense to 1.0x, and further pressure on the company's already weak free cash flow. These factors are also weakening Imagine's liquidity including very limited revolver availability largely due to the risk that Imagine may not be able to meet its springing financial covenant contained in its $40 million revolving credit facility if the covenant is triggered. Moody's took the following rating actions on Imagine! Print Solutions, LLC: Issuer: Imagine! Print Solutions, LLC Probability of Default Rating, Downgraded to Caa1-PD from B3-PD Corporate Family Rating, Downgraded to Caa1 from B3 Senior Secured First Lien Revolving Credit Facility, Downgraded to B3 (LGD3) from B2 (LGD3) Senior Secured First Lien Term Loan, Downgraded to B3 (LGD3) from B2 (LGD3) Senior Secured Second Lien Term Loan, Downgraded to Caa3 (LGD6) from Caa2 (LGD6) Outlook Actions: Issuer: Imagine! Print Solutions, LLC Outlook, Remains Stable RATINGS RATIONALE Imagine's Caa1 CFR reflects the elevated financial risk associated with its substantial debt levels following the 2016 LBO by Oak Hill, subsequent dividend recapitalization in 2017 and weaker than expected financial results in 2018. This has resulted in Moody's lease adjusted debt/EBITDA of 6.4x for the year ended December 31, 2018. However, when excluding the impact of operating leases but adjusting EBITDA for one-time items, debt/EBITDA is higher at 7.1x. The Caa1 rating also incorporates the expectation of earnings pressure in 2019 following the transition of a material customer and competitive pricing conditions that will keep leverage elevated, weaken EBITA-to-interest coverage to just 1.0x and pressure Imagine's liquidity. The rating encompasses Moody's view that Imagine's liquidity is weak owing to diminished free cash flow, very limited revolver availability and the risk of a potential covenant violation in the back half of 2019 if revolver borrowings exceed the $12 million level that would trigger the covenant requirement. The rating is also constrained by Imagine's relatively small size, exposure to the retail and grocery industries which are under pressure given changing consumer buying habits and significant customer concentration. However, Imagine's rating is supported by its extensive capabilities in producing in-store marketing communications, long standing high quality customer relationships with the average client tenure of ten to twelve years and that the acquisitions of Midnight Oil and GFX continue to diversify the revenue base away from the retail industry. The stable outlook acknowledges that Imagine's lack of debt maturities over the next 12-18 months provides some flexibility to implement growth and cost efficiency initiatives, and Moody's view that Imagine should be able to generate break even free cash flow and maintain revolver borrowings under the level that would activate its financial covenants albeit with a very modest cushion. Ratings could be downgraded should Imagine experience any further declines in operating performance or additional losses of material customers. Rating could also be downgraded should Imagine's liquidity deteriorate including free cash flow turning negative, failure to proactively address maturities with reasonable economic terms, a higher reliance on its revolving credit facility than currently anticipated or failure to achieve an amendment or waiver to its financial covenants, if needed. Ratings could be upgraded should Imagine's operating performance improve such that it maintains EBITA/interest above 1.2x and debt/EBITDA below 6.5x. An upgrade also requires the maintenance of adequate liquidity including healthy positive free cash flow, ample excess availability under its revolving credit facility and sufficient cushion to meet its financial covenants. In addition, a rating upgrade would require addressing its debt maturities in a timely manner with reasonable economic terms. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. Imagine! Print Solutions, LLC headquartered in Minneapolis, MN, provides in-store and brand based marketing solutions. Imagine has been majority owned by certain affiliates of private equity firm Oak Hill Capital Partners since 2016, with a minority ownership stake held by management. The company is private and does not report financial information on a publically available basis. Annual revenues are about $470 million for the year ended December 31, 2018. JAMES MEDICAL: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------- No official committee of unsecured creditors has been appointed in the Chapter 11 case of James Medical Equipment, Ltd. as of April 27, according to a court docket. About James Medical Equipment James Medical Equipment, Ltd.'s line of business includes renting or leasing medical equipment. The company was founded in 1979 and is based in Campbellsville, Kentucky. James Medical Equipment filed a voluntary Chapter 11 petition (Bankr. W.D. Ky. Case No. 19-10187) on March 1, 2019. At the time of filing, the Debtor estimated $1,000,001 to $10 million in both assets and liabilities. The case is assigned to Judge Joan A. Lloyd. The Debtor tapped David M. Cantor, Esq., at Seiller Waterman LLC, as its legal counsel. JM DAIRY: Seeks to Hire L.A. Morales & Associates as Legal Counsel ------------------------------------------------------------------ JM Dairy Inc. seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to hire the Law Firm of L.A. Morales & Associates, P.S.C. as its legal counsel. The firm will provide these services: a. advise Debtor of its powers and duties in its Chapter 11 case; b. assist the Debtor in determining if a reorganization is feasible and, if not, help the Debtor in the orderly liquidation of its assets; c. negotiate with creditors for the purpose of arranging the orderly liquidation of the Debtor's assets or for proposing a viable plan of reorganization; and d. appear before the bankruptcy court or any court in which the Debtor asserts a claim interest directly or indirectly related to its bankruptcy case. Lyssette Morales Vidal, Esq., the attorney who will be handling the case, charges an hourly fee of $275. Senior attorneys will charge a discounted rate of $200 per hour. The firm charges $90 per hour for paralegal and in-house special clerical services. Ms. Vidal disclosed in a court filing that she is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. L.A. Morales can be reached through: Lyssette A. Morales Vidal, Esq. Law Firm of L.A. Morales & Associates, P.S.C. Urb Villa Blanca 76 Aquamarina Street Caguas, PR 00725-1908 Tel: 787-746-2434 / 787-258-2658 Fax: 1-855-298-2515 Email: lamoraleslawoffice@gmail.com About JM Dairy Inc. JM Dairy Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. P.R. Case No. 19-02168) on April 18, 2019. Lyssette A. Morales Vidal, Esq., at the Law Firm of L.A. Morales & Associates, P.S.C. represents the Debtor as counsel. Judge Enrique S. Lamoutte presides over the case. JXB 84: U.S. Trustee Unable to Appoint Committee ------------------------------------------------ The U.S. Trustee, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of JXB 84 LLC, according to court dockets. About JXB 84 LLC JXB 84 LLC is in the real estate business. Its principal assets are located at 228 Senator St. Brooklyn, New York. JXB 84 filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 17-21785) on Sept. 27, 2017. The petition was signed by Jared Dotoli, its manager. At the time of filing, the Debtor estimated $1 million to $10 million in assets and $500,000 to $1 million in liabilities. The case has been assigned to Judge Jay A. Cristol. Joel M. Aresty P.A., led by founding partner Joel M. Aresty, Esq., is counsel to the Debtor. K&D INDUSTRIAL: Taps Strobl Sharp as Legal Counsel -------------------------------------------------- K&D Industrial Services Holding Co., Inc. received approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to hire Strobl Sharp PLLC as its legal counsel. The firm will advise the company and its affiliates of their powers and duties under the Bankruptcy Code; represent them in negotiation with their creditors; assist in the sale of their assets; prepare a plan of reorganization; and provide other legal services in connection with their Chapter 11 cases. Prior to the Debtors' bankruptcy filing, Strobl received $152,691.65 in fees and costs related to the preparation of the cases. The firm also received $13,736 for the filing fees and $1,389,60 for work-related costs. Lynn Brimer, Esq., a shareholder of Strobl Sharp, disclosed in court filings that the firm is "disinterested" as defined in Section 101(14) of the Bankruptcy Code. Strobl can be reached through: Lynn M. Brimer, Esq. Strobl Sharp PLLC 300 East Long Lake Road, Suite 200 Bloomfield Hills, MI 48304 Tel: (248) 540-2300 Email: lbrimer@stroblpc.com About K&D Industrial Since 1974, K&D Industrial Services -- http://www.kdigroup.com/-- has provided industrial and environmental services to customers in virtually every industry. Founded by Ken Liabenow and Dennis Springer, K&D focuses on cleaning, removing and treating hazardous and non-hazardous materials originating from process residual or industrial waste. Key business areas include industrial cleaning services, environmental remediation services, hazardous and non-hazardous transportation services, and treatment services. K&D services the entire Midwest through its six office locations in Michigan, Ohio and Kentucky. K&D Industrial Services Holding Co., Inc. and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 19-43823) on March 15, 2019. At the time of the filing, K&D Industrial disclosed zero assets and $3,369,495 in liabilities. K&D Industries, one of K&D Industrial affiliates, disclosed $937,714 in assets and $8,736,715 in liabilities. The cases are assigned to Judge Phillip J. Shefferly. Strobl Sharp PLLC is the Debtors' counsel. K&D INDUSTRIAL: Taps UHY Advisors as Accountant ----------------------------------------------- K&D Industrial Services Holding Co., Inc., received approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to hire UHY Advisors as its accountant. The firm will advise the company and its affiliates of their financial responsibilities in the continued management and operation of their business; give advice on tax-related matters; and provide other accounting services necessary to administer their bankruptcy estates. The firm's hourly rates range from $155 to $425. It has required a retainer of $13,000. James Bauters, an accountant employed with UHY Advisors, disclosed in court filings that his firm is "disinterested" as defined in Section 101(14) of the Bankruptcy Code. UHY Advisors can be reached through: James J. Bauters UHY Advisors 27725 Stansbury Blvd, Suite 200 Farmington Hills, MI 48334 Office: 248 355 1040 Mobile: 248 204 9474 Fax: 248 355 1084 Email: info@uhy-us.com About K&D Industrial Since 1974, K&D Industrial Services -- http://www.kdigroup.com/-- has provided industrial and environmental services to customers in virtually every industry. Founded by Ken Liabenow and Dennis Springer, K&D focuses on cleaning, removing and treating hazardous and non-hazardous materials originating from process residual or industrial waste. Key business areas include industrial cleaning services, environmental remediation services, hazardous and non-hazardous transportation services, and treatment services. K&D services the entire Midwest through its six office locations in Michigan, Ohio and Kentucky. K&D Industrial Services Holding Co., Inc. and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 19-43823) on March 15, 2019. At the time of the filing, K&D Industrial disclosed zero assets and $3,369,495 in liabilities. K&D Industries, one of K&D Industrial affiliates, disclosed $937,714 in assets and $8,736,715 in liabilities. The cases are assigned to Judge Phillip J. Shefferly. Strobl Sharp PLLC is the Debtors' counsel. KAYA HOLDINGS: M&K CPAS PLLC Raises Going Concern Doubt ------------------------------------------------------- Kaya Holdings, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net income of $4,537,490 on $1,136,599 of net sales for the year ended Dec. 31, 2018, compared to a net loss of $15,090,593 on $966,382 of net sales for the year ended in 2017. The audit report of M&K CPAS, PLLC states that the Company suffered a net loss from operations and has a net capital deficiency, which raises substantial doubt about its ability to continue as a going concern. The Company's balance sheet at Dec. 31, 2018, showed total assets of $2,643,898, total liabilities of $25,949,119, and a net stockholders' deficit of $23,305,221. A copy of the Form 10-K is available at: https://is.gd/BdgMhv Kaya Holdings, Inc., through its subsidiary, Marijuana Holdings Americas, Inc., engages in the legal recreational and medical marijuana business in the United States. The Company is involved in growing, cultivation, harvesting, and manufacturing medical marijuana. The Company was formerly known as Alternative Fuels America, Inc., and changed its name to Kaya Holdings, Inc. in April 2015. Kaya Holdings, Inc., was incorporated in 1993 and is headquartered in Fort Lauderdale, Florida. KINNECORPS LLC: Seeks to Hire Jason A. Burgess as Legal Counsel --------------------------------------------------------------- Kinnecorps, LLC seeks authority from the U.S. Bankruptcy Court for the Middle District of Florida to hire the Law Offices of Jason A. Burgess, LLC as its legal counsel. The firm will provide these services: a. advise the Debtor of its powers and duties in the continued management of its business; b. advise the Debtor of its responsibilities in complying with the U.S. trustee's operating guidelines and reporting requirements and with the local rules of the court; c. prepare disclosure statements and plans of reorganization; d. protect the interest of the Debtor in all matters pending before the court; and e. represent the Debtor in negotiations with their creditors. Jason Burgess, Esq., the firm's attorney who will be handling the case, will charge $335 per hour for his services. Paralegal services will be billed at $75 per hour. Mr. Burgess attests that he and his firm are disinterested persons within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jason A. Burgess The Law Offices of Jason A. Burgess, LLC 1855 Mayport Road Atlantic Beach, FL 32233 Phone: (904) 372-4791 Fax: (904) 372-4994 About Kinnecorps, LLC Kinnecorps, LLC is a roofing and general contractor based in Jacksonville, Florida. It offers roof replacement and repair services, residential construction, commercial construction, and remodeling and maintenance services. Kinnecorps, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-01474) on April 19, 2019. In the petition signed by Roger Van Den Bosch, manager, the Debtor estimated $1 million to $10 million in both assets and liabilities. Jason A. Burgess, Esq., at the Law Offices of Jason A. Burgess, LLC, represents the Debtor as counsel. LAKESHORE FARMS: Has Until July 15 to Amend Plan, Disclosures ------------------------------------------------------------- The Bankruptcy Court, at the behest of Lakeshore Farms, Inc., will continue the hearing on the approval of the third amended disclosure statement explaining the Debtor's first amended plan. The Debtor withdrew the current plan on the record and asked for an extension of time to file an Amended Plan and Amended Disclosure Statement for 90 days. Accordingly, the Chapter 11 Plan and Disclosure Statement are due by July 15, 2019. Once the Amended Plan and Amended Disclosure Statement are filed, the Court will schedule a status hearing regarding the same. The United States Trustee has raised objections to the Third Amended Disclosure Statement and First Amended Plan, alleging that there is not an adequate explanation for past fluctuations in the Debtor's gross income. The Debtor, in response, argues that the U.S. Trustee's objection ignores basic characteristics of farming. According to the Debtor, personal financial information of Jon Russell can be ascertained from the cash flow information presented herein. The Debtor has also submitted the agreement for Jon Russell to execute and implement Lakeshore Farms, Inc.'s confirmed Chapter 11 Plan. Attorneys for the Debtor: Ronald S. Weiss, Esq. Joel Pelofsky, Esq. 1100 Main, Suite 2850 Kansas City, MO 64105 Tel: (816) 471-5900 Fax: (816) 842-9955 Email: rweiss@bdkc.com jpelofsky@bdkc.com About Lakeshore Farms Lakeshore Farms, Inc., is a privately held company in Forest City, Missouri in the oilseed and grain farming industry. Lakeshore Farms filed a Chapter 11 petition (Bankr. W.D. Mo. Case No. 18-50077) on Feb. 28, 2018. In the petition signed by Jonathan L. Russell, president, the Debtor disclosed $8.52 million in total assets and $5.57 million in total debt. The case is assigned to Judge Brian T. Fenimore. MENSONIDES DAIRY: Aug. 14 Plan Confirmation Hearing --------------------------------------------------- The Bankruptcy Court has issued an order approving the second amended disclosure statement explaining the Chapter 11 Plan of Mensonides Dairy, LLC and Art, and Trijntje, a/k/a Theresa Mensonides. The confirmation hearing will be held on August 14, 2019 at 09:00 AM. The last day to object to confirmation is June 28. Ballots are due June 10. Class 10. Unsecured Claims are impaired. The Unsecured Creditor Claims shall be totaled as of the Effective Date. After the Debtors have resolved any objections or challenges to the Unsecured Creditor Claims, in accordance with the provisions of this Plan, each unsecured creditor will be deemed to have a pro rata share of the Unsecured Creditor Claims balance based upon the percentage that such unsecured creditor’s claim bears to the total Unsecured Creditor Claims. Unsecured Creditor Claims shall bear interest at the rate of two percent (2%) per annum from the Effective Date until paid in full. The payments contemplated by the Plan will be funded through the operations and cash assets of the Debtors. A full-text copy of the Second Amended Disclosure Statement dated April 18, 2019, is available at https://tinyurl.com/yxchz2wx from PacerMonitor.com at no charge. Attorneys for the Debtor are Steven H. Sackmann, Esq., and Toni Meacham, Esq., at Sackmann Law Office, in Othello, Washington; and Roger W. Bailey, Esq., at Bailey & Busey PLLC, in Yakima, Washington. About Mensonides Dairy Mensonides Dairy LLC operates a farm that produces milk and other dairy products. It was founded in 1993 and is based in Mabton, Washington. Mensonides Dairy sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wash. Case No. 18-01681) on June 14, 2018. In the petition signed by Art Mensonides, its owner and member, the Debtor estimated assets of $10 million to $50 million and liabilities of $10 million to $50 million. Judge Frank L. Kurtz presides over the case. The Debtor tapped Steven Sackmann, Esq., of Sackmann Law, PLLC, and Toni Meacham, Esq., as co-counsel. MID-ATLANTIC ENERGY: June 13 Plan Confirmation Hearing ------------------------------------------------------ The Disclosure Statement filed by Mid-Atlantic Energy Concepts, Inc., d/b/a Atlantic Energy Concepts, and Laralyn, L.P., is approved. The hearing on confirmation of the Debtors' Plan will be held on June 13, 2019 at 9:30 a.m. May 24, 2019 is set as the last date by which ballots must be received in order to be considered as acceptances or rejections of the Plans. About Mid-Atlantic Energy Concepts Founded in 1994, Mid-Atlantic Energy Concepts, Inc. -- https://www.atlanticenergyconcepts.com/ -- is a privately held company specializing in turn-key lighting retrofits, taking full responsibility for all aspects of the project from site survey through project closeout. The company has performed lighting retrofits on over a thousand projects in both the public and private sectors, including federal, state and local government, hospitals, universities, school districts, office buildings, retail and commercial/industrial spaces. Mid-Atlantic Energy Concepts sought Chapter 11 protection (Bankr. E.D. Pa. Case No. 18-14790) on July 20, 2018. Judge Richard E. Fehling is assigned to the case. In the petition signed by Kenneth Field, president, the Debtor estimated assets and liabilities in the range of $1 million to $10 million. The Debtor tapped Aris J. Karalis, Esq., and Robert W. Seitzer, Esq., at Karalis PC, as counsel. An Official Unsecured Creditors Committee has not been appointed by the United States Trustee. MR AMAZING LOANS: Recurring Loses Cast Going Concern Doubt ---------------------------------------------------------- Mr. Amazing Loans Corporation filed its quarterly report on Form 10-Q, disclosing a net loss of $580,182 on $252,620 of total revenues for the three months ended March 31, 2019, compared to a net loss of $1,043,585 on $394,342 of total revenues for the same period in 2018. At March 31, 2019 the Company had total assets of $3,161,399, total liabilities of $101,126, and $3,060,273 in total stockholders' equity. Company President Paul Mathieson states that the principal conditions and events that raise substantial doubt about the Company's ability to meet its obligations as they come due are: (i) the Company has reported recurring losses, and (ii) the Company has not yet generated positive net cash flows from operations. Mr. Mathieson further said, "Management has evaluated their plans for the next 12 months and as a result of the plans, the Company believes that it can meet all its obligations at least through April 2020. Management has been utilizing the cash flow from loan repayments for working capital needs and plans to continue to do so, until funding under our new loan facility from a related party is received. This will provide sufficient cash flow through at least April 2020. On April 1, 2019, the Company announced that its Board of Directors approved a stock repurchase program authorizing the open market repurchase of up to US$2,000,000 of its common stock. This share repurchase program expires on December 31, 2019. Management does not intend to repurchase a significant number of shares pursuant to the stock repurchase program." A copy of the Form 10-Q is available at: https://is.gd/xvTnv2 Mr. Amazing Loans Corporation, a consumer finance company, provides unsecured online consumer loans to individuals in the United States. It offers loans for debt consolidation, medical expenses, home improvements, auto repairs, purchases, and discretionary spending. The Company was formerly known as IEG Holdings Corporation. Mr. Amazing Loans Corporation was founded in 1999 and is headquartered in Las Vegas, Nevada. MYOMO INC: Incurs $10.3-Mil. Net Loss for the Year Ended Dec. 31 ---------------------------------------------------------------- Myomo, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $10,316,739 on $2,444,104 of revenue for the year ended Dec. 31, 2018, compared to a net loss of $12,097,479 on $1,558,866 of revenue for the year ended in 2017. The audit report of Marcum LLP states that the Company has incurred significant losses, used cash from operations, has an accumulated deficit and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company's balance sheet at Dec. 31, 2018, showed total assets of $8,281,572, total liabilities of $1,855,687, and a total stockholders' equity of $6,425,885. A copy of the Form 10-K is available at: https://is.gd/XQ2kb8 Myomo, Inc., a wearable medical robotics company, designs, develops, and produces myoelectric orthotics for people with neuromuscular disorders in the United States. The company offers MyoPro, a myoelectric-controlled upper limb brace or orthosis used for the purpose of supporting a patient's weak or deformed arm to enable and improve functional activities of daily living, ADLs, in the home and community. Its products are designed to help restore function in individuals with neuromuscular conditions due to brachial plexus injury, stroke, traumatic brain injury, spinal cord injury, and other neurological disorders. The Company sells its products to orthotics and prosthetics providers, the Veterans Health Administration, rehabilitation hospitals, and through distributors. Myomo, Inc., was incorporated in 2004 and is headquartered in Cambridge, Massachusetts. NORTHWEST FARM: U.S. Trustee Forms 3-Member Committee ----------------------------------------------------- The U.S. Trustee for Region 12 on April 24 appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of Northwest Farm & Home Supply Co. The committee members are: (1) Christopher Jones Advanced Truss Fabricators P.O. Box 2282 Bismarck, ND 58502 Phone: 701-663-2331 Fax: 701-663-4929 Email: cjones@minotbuilderssupply.com (2) Christopher Jones Minot Builders Supply Association P.O. Box 1288 Minot, ND 58702 Phone: 701-852-1301 Fax; 701-852-8929 Email: cjones@minotbuilderssupply.com (3) Toni Pallett Boise Cascade 1240 S. 29th Street W. Billings, MT 59102 Phone: 406-652-3250 Fax: 406-656-9969 Email: tonipallett@bc.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Northwest Farm & Supply Co. Northwest Farm & Supply Co. -- https://www.nwsupply.biz -- is an independent and locally owned business that sells automotive supplies; building materials, cleaning supplies; doors & windows; electrical; farm & ranch supplies; hardware; heating, ventilation and air conditioning; housewares; lawn & garden supplies; paint and painting supplies; power tools and accessories; and storage and organization supplies. The Company has a complete feed and farm and ranch department along with a retail store. Northwest Farm & Supply filed a Chapter 11 petition (Bankr. D.S.D. Case No. 19-50031), on March 1, 2019. The petition was signed by Douglas A. Peterson, president. At the time of filing, the Debtor had $1,820,027 in assets and $3,106,223 in debts. The case is assigned to Judge Charles L. Nail, Jr. The Debtor is represented by Donald L. Swanson, Esq., at Koley Jessen P.C., L.L.O. NULEAN INC: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------- The U.S. Trustee, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of Nulean Inc., according to court dockets. About Nulean Inc. Nulean Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-02176) on March 14, 2019. At the time of the filing, the Debtor had estimated assets and liabilities of less than $100,000. The case has been assigned to Judge Michael G. Williamson. Cole & Cole Law, P.A. is the Debtor's legal counsel. NUVERRA ENVIRONMENTAL: Hein & Assoc. Raises Going Concern Doubt --------------------------------------------------------------- Nuverra Environmental Solutions, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $59,263,000 on $197,474,000 of total revenue for the year ended Dec. 31, 2018, compared to a net loss of $47,895,000 on $80,188,000 of total revenue for the five months ended Dec. 31, 2017. The audit report of Hein & Associates LLP states that the Company has incurred recurring losses from operations and has limited cash resources, which raises substantial doubt about the Company's ability to continue as a going concern. On May 1, 2017, the Company and certain of its material subsidiaries (collectively with the Company, the "Nuverra Parties") filed voluntary petitions under chapter 11 of the United States Bankruptcy Code (the "Bankruptcy Code") in the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court") to pursue prepackaged plans of reorganization (together, and as amended, the "Plan"). On July 25, 2017, the Bankruptcy Court entered an order (the "Confirmation Order") confirming the Plan. The Plan became effective on August 7, 2017 (the "Effective Date"), when all remaining conditions to the effectiveness of the Plan were satisfied or waived. On June 22, 2018, the Bankruptcy Court issued a final decree and order closing the chapter 11 cases, subject to certain conditions as set forth therein. The Company's balance sheet at Dec. 31, 2018, showed total assets of $295,936,000, total liabilities of $99,509,000, and a total shareholders' equity of $196,427,000. A copy of the Form 10-K is available at: https://is.gd/0iwc4h Nuverra Environmental Solutions, Inc., provides water logistics and oilfield services to customers focused on the development and ongoing production of oil and natural gas from shale formations in the United States. The Company was formerly known as Heckmann Corporation and changed its name to Nuverra Environmental Solutions, Inc., in May 2013. The Company is headquartered in Scottsdale, Arizona. OCALA INN: U.S. Trustee Unable to Appoint Committee --------------------------------------------------- The U.S. Trustee, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of Ocala Inn Management, Inc., according to court dockets. About Ocala Inn Management Inc. Ocala Inn Management, Inc. owns a hotel located at 3767 NW Blitchton Road, Ocala, Fla., valued by the company at $1.97 million. Ocala Inn Management sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-00875) on March 13, 2019. It previously sought bankruptcy protection (Bankr. M.D. Fla. Case No. 12-02468) on April 12, 2012. At the time of the filing, the Debtor disclosed $3,057,592 in assets and $1,201,280 in liabilities. Judge Jerry A. Funk presides over the case. The Debtor tapped the Law Offices of Mickler & Mickler, LLP as its legal counsel. OCEAN POWER: Incurs $2.6-Mil. Net Loss for Quarter Ended Jan. 31 ---------------------------------------------------------------- Ocean Power Technologies, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $2,611,000 on $268,000 of revenues for the three months ended Jan. 31, 2019, compared to a net loss of $1,663,000 on $0 of revenues for the same period in 2018. At Jan. 31, 2019 the Company had total assets of $4,577,000, total liabilities of $3,128,000, and $1,449,000 in total stockholders' equity. The Company states, "Due to the significant product development costs associated with our business and operations, we have experienced substantial and recurring losses from operations, which have contributed to an accumulated deficit of $207.3 million as of January 31, 2019. As of January 31, 2019, the Company had approximately $2.7 million in cash, cash equivalents and restricted cash on hand. The Company generated revenues of $0.4 and $0.3 million during the nine months ended January 31, 2019 and 2018, respectively. Based on the Company's cash, cash equivalents and restricted cash balances as of January 31, 2019, the Company believes that it will be able to finance its capital requirements and operations into the quarter ending April 30, 2019. "We continue to experience operating losses and currently have only two revenue producing contracts, one with Premier Oil for the lease of a PB3 PowerBuoy(R) to be deployed in one of PMO's offshore fields in the North Sea, and another contract with Eni that provides for a minimum 24-month contract that includes an 18-month PB3 PowerBuoy(R) lease and associated project management. During fiscal 2018, our net burn rate (cash used in operations less cash generated by operations) including product development spending was approximately $900,000 per month. "We have been funding our business principally through sales of our securities, and we expect to continue to fund our business with sales of our securities and, to a limited extent, with our revenues until, if ever, we generate sufficient cash flow to internally fund our business. These factors, among others, raise substantial doubt about our ability to continue as a going concern. Our consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. We anticipate that our operating expenses will be approximately $14.5 million in fiscal 2019 including product development spending of more than $6.3 million. However, we may choose to reduce our operating expenses through personnel reductions, and reductions in our research and development and other operating costs during fiscal year 2019, if we are not successful in our efforts to raise additional capital. We cannot assure you that we will be able to increase our revenues and cash flow to a level which would support our operations and provide sufficient funds to pay our obligations for the foreseeable future. Further, we cannot assure you that we will be able to secure additional financing or raise additional capital or, if we are successful in our efforts to raise additional capital, of the terms and conditions upon which any such financing would be extended. If we are unable to meet our obligations, we would be forced to cease operations, in which event investors would lose their entire investment in our company." A copy of the Form 10-Q is available at: https://is.gd/7bwDaT Ocean Power Technologies, Inc. develops and commercializes proprietary systems that generate electricity by harnessing the renewable energy of ocean waves primarily in North America, South America, Europe, Australia, and Asia. It offers PowerBuoy system that generates power for use independent of the power grid in remote offshore locations. The company focuses on serving public and private entities, and agencies that require remote offshore power. Ocean Power Technologies, Inc., was founded in 1984 and is headquartered in Monroe Township, New Jersey. OHIO VALLEY ELECTRIC: S&P Maintains Watch Neg. Listing of 'BB+' ICR ------------------------------------------------------------------- S&P Global Ratings maintains its CreditWatch negative listing of its ratings on Ohio Valley Electric Corp. (OVEC), including the 'BB+' issue and issuer credit ratings. The rating agency's '4' recovery rating on OVEC's senior unsecured debt remains unchanged, which reflects its expectation for an average recovery (30%-50%; rounded estimate: 35%) in a simulated default scenario. S&P originally placed the ratings on OVEC on CreditWatch with negative implications on Dec. 20, 2018. The rating agency's analysis incorporates the company's recent renewal of its revolving credit facility. Although the renewal illustrates some progress toward reducing its near-term refinancing risk, other factors, including the company's upcoming $100 million maturing obligation, the ongoing level of sponsor support, and the company's highly leveraged credit metrics, remain a concern in S&P's view of OVEC's credit quality. The ratings on OVEC are highly dependent on sponsor support, including that of the largest sponsor, American Electric Power Co. Inc. Furthermore, S&P expects OVEC's funds from operations (FFO) to debt to range from 5%-6%, indicative of a highly leveraged financial risk profile. The CreditWatch negative listing for the ratings on OVEC addresses the increase in uncertainty following FES's filing for bankruptcy in 2018 and the lack of clarity surrounding sponsor support amid the company's upcoming 2019 maturity, which includes $100 million in long-term debt maturing on Oct. 1, 2019. As such, S&P would lower the ratings by mid-year 2019 if the company's near-term strategy to refinance this debt maturity stalls, or if it determines that sponsor support wavers at any time. ONCOSEC MEDICAL: Losses Since Inception Cast Going Concern Doubt ---------------------------------------------------------------- OncoSec Medical Incorporated filed its quarterly report on Form 10-Q, disclosing a net loss of $8,315,027 on $0 of revenue for the three months ended Jan. 31, 2019, compared to a net loss of $10,736,101 on $0 of revenue for the same period in 2018. At Jan. 31, 2019 the Company had total assets of $32,224,148, total liabilities of $7,555,066, and $24,669,082 in total stockholders' equity. The Company has sustained losses in all reporting periods since inception, with an inception-to-date loss of $150.0 million as of January 31, 2019, which raises substantial doubt. Further, the Company has never generated any cash from its operations and does not expect to generate such cash in the near term. Consequently, the Company will need additional capital to continue operating its business and fund its planned operations, including research and development, clinical trials and, if regulatory approval is obtained, commercialization of its product candidates. In addition, the Company will require additional financing if it desires to in-license or acquire new assets, research and develop new compounds or new technologies and pursue related patent protection, or obtain any other intellectual property rights or other assets. As of January 31, 2019, the Company had cash, cash equivalents and investment securities of $28.7 million. The Company had cash of $9.8 million and cash equivalents of $14.7 million for a total cash and cash equivalents balance of $24.5 million. In addition, the Company had short-term investment securities of $4.2 million. Cash flows from financing activities continued to provide the primary source of the Company's liquidity. Net cash provided by financing activities was $15.0 million during the six months ended January 31, 2019, which was primarily attributable to the net proceeds received from the Alpha Holdings agreement and the exercise of certain stock options. The Company is anticipating raising additional capital but there can be no assurance that it will be able to do so or if the terms will be favorable. As of the date of the issuance of these condensed consolidated financial statements, the Company believes its current cash position as a result of the Company's financing activities during the six months ended January 31, 2019 has alleviated substantial doubt about its ability to sustain operations through at least the next 12 months from the issuance date of the condensed consolidated financial statements. A copy of the Form 10-Q is available at: https://is.gd/2U5vqQ OncoSec Medical Incorporated, a biotechnology company, focuses on the development of cytokine-based intratumoral immunotherapies to stimulate the body's immune system to target and attack cancer. The Company was formerly known as NetVentory Solutions Inc. and changed its name to OncoSec Medical Incorporated in March 2011. OncoSec Medical Incorporated was incorporated in 2008 and is headquartered in Pennington, New Jersey. ONELIFE TECHNOLOGIES: Marcum LLP Raises Going Concern Doubt ----------------------------------------------------------- OneLife Technologies Corp. filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $7,770,225 on $0 of net revenue for the year ended Dec. 31, 2018, compared to a net loss of $1,367,923 on $0 of net revenue from May 1 to December 31, 2017. The audit report of Marcum LLP states that the Company has suffered recurring losses from operations, has not yet generated any revenue from operations since inception and has defaulted on certain notes payable. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The Company's balance sheet at Dec. 31, 2018, showed total assets of $1,752,719, total liabilities of $3,359,766, and a total stockholders' deficit of $1,607,047. A copy of the Form 10-K is available at: https://is.gd/OLRrHp OneLife Technologies Corp. does not have significant operations. Previously, it was involved in selling and providing services for GPS tracking devices. The Company was formerly known as Oculus, Inc., and changed its name to OneLife Technologies Corp. in June 2017. OneLife Technologies Corp. was founded in 2014 and is based in Rolling Meadows, Illinois. OREGON CLEAN: S&P Assigns 'BB-' Final Rating to Sr. Secured Debt ---------------------------------------------------------------- S&P Global Ratings assigned its final 'BB-' ratings to Oregon Clean Energy LLC's (OCE) $530 million senior secured term loan B and $50 million senior revolving credit facility. S&P assigned a '2' recovery rating to the debt, which indicates its expectation of substantial recovery (70%-90%; rounded estimate: 85%) in a default. Highly efficient combined cycle gas turbines (CCGTs) situate OCE at the bottom of the dispatch stack. OCE utilizes two Siemens SGT6-8000H combustion turbines, which S&P views as among the most efficient gas turbines on the market. During summer 2018, the plant achieved an average heat rate of less than 6,600 Btu/kWh. The stable outlook reflects S&P's expectation that OCE will pay down approximately $260 million of its term loan B through its cash flow sweep and mandatory amortization through 2026. The rating agency anticipates the debt service coverage ratio during the next 12 months will be about 2x, with a minimum of 1.63x over the project's useful life. "We could lower the rating if the project becomes unable to maintain a minimum DSCR of 1.50x. This could stem from the deterioration of energy margins, possibly caused by lower power demand or continued low commodity prices," S&P said, adding that it could also take a negative rating action if the project experiences unexpected operational issues that cause a prolonged unforced outage. "While unlikely in the near term, we could raise the rating if we expect the project to maintain a minimum base-case DSCR greater than 1.85x in all years, including during the post-refinancing period. This could stem from secular improvement in power and capacity prices in PJM and continued procurement of inexpensive natural gas feedstock," S&P said. OSCAR SQUARED: June 4 Disclosure Statement Hearing -------------------------------------------------- The hearing to approve the disclosure statement explaining Oscar Squared, Inc.'s Chapter 11 plan of reorganization is scheduled for June 4, 2019 at 10:45 AM. Objections are due by May 20. Class 4 - Allowed General Unsecured Claims are impaired. This class includes trade claims owed by the Debtor and any portion of a claim of a taxing authority not entitled to treatment as secured or priority claim. The Debtor estimates that there will be approximately $440,000.00 in allowed Class 4 claimants. Based upon the estimated amount of Allowed Class 4 claimants and the anticipated collection of the Collected Proceeds, it is estimated that each holder of an Allowed Class 4 Claim shall be paid, in full settlement and satisfaction of such Claim, deferred cash payments equal to approximately 5% of such Allowed Claim. An initial 2.5% distribution to the holders of allowed, general unsecured claims will be made on the Effective Date of the Plan. The assets of the Debtor are comprised solely of the accounts receivable owed to the Debtor by its affiliates and the Plan will be funded from the collection of those amounts. A full-text copy of the Disclosure Statement dated April 11, 2019, is available at https://tinyurl.com/y6quqjoe from PacerMonitor.com at no charge. Attorneys for the Debtor are James C. Gross, Esq., and David B. Madoff, Esq., at Madoff & Khoury LLP, in Foxboro, Massachusetts. About Oscar Squared Oscar Squared, Inc., is a single asset real estate entity that owns an undeveloped parcel of land on Berkley Street in Taunton, Massachusetts. Oscar Squared has two secured creditors: (1) Mechanics Cooperative Bank, which holds a first mortgage on the Property; and, (2) the Acheson Family Trust, which holds a second mortgage. Oscar Squared's bankruptcy case was precipitated by an impending foreclosure sale of the Property by Mechanics. However, the Property has been listed for sale, and is currently under agreement. The Debtor intends to sell the Property in order to satisfy its current obligations to the Secured Creditors. Oscar Squared filed a Chapter 11 bankruptcy petition (Bankr. D. Mass. Case No. 18-10223) on Jan. 24, 2018. The Debtor hired David B. Madoff, at Madoff & Khoury LLP, as counsel. PAUL F. SMITH: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------- The Office of the U.S. Trustee on April 25 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Paul F. Smith, Jr. D.D.S., Inc. About Paul F. Smith, Jr. D.D.S. Paul F. Smith, Jr. D.D.S., Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ohio Case No. 19-11251) on March 8, 2019. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $1 million. The case is assigned to Judge Arthur I. Harris. The Debtor tapped Gary Cook, Esq., as its bankruptcy attorney. PHI INC: U.S. Trustee Forms 3-Member Equity Committee ----------------------------------------------------- The Office of the U.S. Trustee on April 25 appointed an official committee of equity security holders in the Chapter 11 cases of PHI, Inc. and its affiliates. The members of the equity committee are: (1) Nathan Reid Bridge Reid Funds d/b/a Ironwood 3332 North Valencia Lane Phoenix, AZ 85018 602-402-1410 jnjinvestments@cox.net (2) John D. Weil 4625 Lindell Blvd., #335 St. Louis, MO 63108 314-753-3252 jweil@accessus.net (3) Timothy J. Stabosz 1501 Michigan Avenue LaPorte, IN 46350 219-363-7485 tstabosz@yahoo.com Proposed counsel for the Equity Committee: David B. Golubchik, Esq. Eve H. Karasik, Esq. LEVENE NEALE BENDER YOO & BRILL L.L.P. 10250 Constellation Boulevard, Suite 1700 Los Angeles, CA 90067 Telephone: (310) 229-1234 Facsimile: (310) 229-1244 -- and -- Jason S. Brookner, Esq. Lydia R. Webb, Esq. Amber M. Carson, Esq. GRAY REED & McGRAW LLP 1601 Elm Street, Suite 4600 Dallas, TX 75201 Telephone: (214) 954-4135 Facsimile: (214) 953-1332 About PHI Inc. PHI, Inc. -- http://www.phihelico.com-- is a provider of helicopter transportation services in the oil and gas industry, primarily transporting crews and materials, and in the healthcare and emergency medical services industry, primarily transporting patients. It is a publicly held company and provides services in the United States and abroad. As of the petition date, PHI owns or operates 238 aircraft worldwide, of which 17 are leased while eight are owned by the customer and operated by the company. The remaining 213 are owned by PHI. The company employs 2,218 people, including pilots, mechanics, medical and administrative staff. PHI and its affiliates sought protection under Chapter 11 of the Bankruptcy Code Bankr. N.D. Texas Lead Case No. 19-30923) on March 14, 2019. At the time of the filing, PHI had estimated assets of $1 billion to $10 billion and liabilities of $500 million to $1 billion. The cases have been assigned to Judge Harlin DeWayne Hale. The Debtors tapped DLA Piper LLP (US) as their bankruptcy counsel; Jones Walker LLP as regular outside counsel; Houlihan Lokey Capital Inc. and FTI Consulting Inc. as financial advisors; and Prime Clerk LLC as claims, noticing and solicitation agent. The Office of the U.S. Trustee on March 25 appointed five creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of PHI, Inc. and its affiliates. The proposed counsel for the Creditors' Committee: Dennis F. Dunne, Esq. Samuel A. Khalil, Esq. MILBANK LLP 55 Hudson Yards New York, NY 10001-2163 ddunne@milbank.com skhalil@milbank.com -- and -- Andrew M. Leblanc, Esq. MILBANK LLP 1850 K Street, NW, Suite 1100 Washington, DC 20006 aleblanc@milbank.com -- and -- Ian T. Peck, Esq. Stephen M. Pezanosky, Esq. David L. Staab, Esq. HAYNES AND BOONE, LLP 2323 Victory Avenue, Suite 700 Dallas, TX 75219 Telephone: 214.651.5000 Facsimile: 214.651.5940 Email: ian.peck@haynesboone.com stephen.pezanosky@haynesboone.com david.staab@haynesboone.com PROMISE HEALTHCARE: $10M Sale of Equity Interests in Success Closed ------------------------------------------------------------------- Promise Healthcare Group, LLC and affiliates filed with the U.S. Bankruptcy Court for the District of Delaware a notice of their consummation of the private sale of Debtor Success Healthcare, LLC's equity interests in Success Healthcare 2, LLC to Americore Holdings, LLC for $10 million. On Dec. 7, 2018, the Debtors filed their St. Alexius Sale Motion, respecting the sale of the equity of the entities that own and operate the St. Alexius Hospital and associated nursing school. The Purchase Agreement and Amendment 1 thereto were attached as an exhibit to the St. Alexius Sale Motion. On Jan. 7, 2019, the Debtors filed Amendment 2 to the Purchase Agreement. On Jan. 8, 2019, the Court entered the St. Alexius Sale Order, authorizing and approving, among other things, the sale of the Purchased Interests to Americore. The Amendment 3 to the Purchase Agreement is attached to the Notice as Exhibit A. Effective as of 11:59 p.m. (CT) on March 8, 2019, the Debtors and the Purchaser consummated the closing on the Sale in accordance with the terms of the Purchase Agreement, as amended. The copies of the documents filed in the Chapter 11 Cases, including all public documents related to the Sale, may be obtained free of charge at https://cases.primeclerk.com/promisehealthcaregroup. A copy of the Exhibit A attached to the Notice is available for free at: http://bankrupt.com/misc/Promise_Healthcare_922_Sales.pdf About Promise Healthcare Established in 2003, Promise Healthcare is a specialty post-acute care health company headquartered in Boca Raton, Florida. Promise Healthcare Group, LLC and its affiliates sought bankruptcy protection on Nov. 4, 2018 (Bankr. D. Del. Lead Case No. 18-12491). In the petition signed by Andrew Hinkelman, chief restructuring officer, the Debtors estimated assets of $0 to $50,000 and liabilities of $50 million to $100 million. The Debtors tapped DLA Piper LLP and Waller Lansden Dortch & Davis, LLP, as general counsel; FTI Consulting, as financial and restructuring advisor; Houlihan Lokey and MTS Health Partners, L.P., as investment bankers; and Prime Clerk LLC, as claims agent. PROMISE HEALTHCARE: Sale of All Silver Lake Debtors' Assets Closed ------------------------------------------------------------------ Promise Healthcare Group, LLC and affiliates filed with the U.S. Bankruptcy Court for the District of Delaware a notice of their consummation of the sale of substantially all of the Silver Lake Medical Center assets of Debtors Success Healthcare, LLC, Success Healthcare 1, LLC, and HLP of Los Angeles, LLC, to L.A. Downtown Medical Center, LLC for up to $84.15 million, subject to certain adjustments. On Nov. 6, 2018, the Debtor and its affiliated debtors and debtors in possession filed their Silver Lake Sale Motion with respect to substantially all of the assets of the Silver Lake Debtors. On Feb. 13, 2019, the Court entered the Silver Lake Sale Order, authorizing and approving, among other things, the sale of substantially all of the Silver Lake Debtors' assets to the Purchaser. Effective as of 12:01 a.m. (PT) on March 5, 2019, the Debtors and the Purchaser consummated the closing on the Sale in accordance with the terms of the APA. The copies of the documents filed in the Chapter 11 Cases, including all public documents related to the Sale, may be obtained free of charge at https://cases.primeclerk.com/promisehealthcaregroup. About Promise Healthcare Established in 2003, Promise Healthcare is a specialty post-acute care health company headquartered in Boca Raton, Florida. Promise Healthcare Group, LLC and its affiliates sought bankruptcy protection on Nov. 4, 2018 (Bankr. D. Del. Lead Case No. 18-12491). In the petition signed by Andrew Hinkelman, chief restructuring officer, the Debtors estimated assets of $0 to $50,000 and liabilities of $50 million to $100 million. The Debtors tapped DLA Piper LLP and Waller Lansden Dortch & Davis, LLP, as general counsel; FTI Consulting, as financial and restructuring advisor; Houlihan Lokey and MTS Health Partners, L.P., as investment bankers; and Prime Clerk LLC as claims agent. PROMISE HEALTHCARE: Sale of Quantum's San Diego Property Closed --------------------------------------------------------------- Promise Healthcare Group, LLC and affiliates filed with the U.S. Bankruptcy Court for the District of Delaware a notice of their consummation of the sale of Quantum Properties, L.P.'s mental health rehabilitation center known as Crestwood - San Diego located at 5500 University Avenue, San Diego, California and all easements and rights appurtenant thereto as designated in the Purchase and Sale Agreement dated Nov. 12, 2018 to National Health Investors, Inc. for $15 million. On Nov. 13, 2018, the Debtor and its affiliated debtors and debtors in possession filed their San Diego Sale Motion respecting certain real property interests located in San Diego, California. On Dec. 11, 2018, the Court entered the San Diego Sale Order, authorizing and approving, among other things, the sale of the Purchased Assets to the Purchaser. Effective as of 11:59 p.m. (ET) on Dec. 20, 2018, the Debtors and the Purchaser consummated the closing on the Sale in accordance with the terms of the Purchase and Sale Agreement. The copies of the documents filed in the Chapter 11 Cases, including all public documents related to the Sale, may be obtained free of charge at https://cases.primeclerk.com/promisehealthcaregroup. About Promise Healthcare Established in 2003, Promise Healthcare is a specialty post-acute care health company headquartered in Boca Raton, Florida. Promise Healthcare Group, LLC and its affiliates sought bankruptcy protection on Nov. 4, 2018 (Bankr. D. Del. Lead Case No. 18-12491). In the petition signed by Andrew Hinkelman, chief restructuring officer, the Debtors estimated assets of $0 to $50,000 and liabilities of $50 million to $100 million. The Debtors tapped DLA Piper LLP and Waller Lansden Dortch & Davis, LLP, as general counsel; FTI Consulting, as financial and restructuring advisor; Houlihan Lokey and MTS Health Partners, L.P., as investment bankers; and Prime Clerk LLC as claims agent. Q BIOMED: Incurs $2.4-Mil. Net Loss in Feb. 28 Quarter ------------------------------------------------------ Q BioMed Inc. filed its quarterly report on Form 10-Q, disclosing a net loss of $2,375,082 on $0 of revenue for the three months ended Feb. 28, 2019, compared to a net loss of $2,174,179 on $0 of revenue for the same period in 2018. At Feb. 28, 2019 the Company had total assets of $1,809,102, total liabilities of $3,806,137, and $1,997,035 in total stockholders' deficit. Company President Denis Corin states, "The Company has and is expected to incur net losses and cash outflows from operations in pursuit of extracting value from its acquired intellectual property. These matters, amongst others, raise doubt about the Company's ability to continue as a going concern. "As of February 28, 2019, the Company has raised operating funds through contacts, high net-worth individuals and strategic investors. The Company has not generated any revenue from operations since inception and has limited assets upon which to commence its business operations. Management anticipates that the Company will have to raise additional funds and/or generate revenue from drug sales within twelve months to continue operations. "Additional funding will be needed to implement the Company's business plan that includes various expenses such as fulfilling our obligations under licensing agreements, legal, operational set-up, general and administrative, marketing, employee salaries and other related start-up expenses. Obtaining additional funding will be subject to a number of factors, including general market conditions, investor acceptance of our business plan and initial results from our business operations. These factors may impact the timing, amount, terms or conditions of additional financing available to us. If the Company is unable to raise sufficient funds, management we will be forced to scale back the Company's operations or cease our operations. "Management has determined that there is substantial doubt about the Company's ability to continue as a going concern within one year after the consolidated financial statements are issued. The accompanying condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty." A copy of the Form 10-Q is available at: https://is.gd/h3qywK Q BioMed Inc., a biomedical acceleration and development company, focuses on licensing, acquiring, and providing resources to life sciences and healthcare companies. The Company offers Strontium Chloride SR89, a radio-pharmaceutical agent for the treatment of pain associated with metastatic bone cancer. It is also developing Man-01, a pre-clinical lead candidate for the treatment of primary open angle glaucoma. Q BioMed Inc. has a partnership with Sphaera Pharma to develop an analog of QBM-001 for pediatric developmental nonverbal disorder; and a collaborative agreement with SRI International to provide formulation development, pre-clinical development, and early clinical manufacturing of QBM-001. The Company was formerly known as ISMO Tech Solutions, Inc., and changed its name to Q BioMed Inc. in July 2015. Q BioMed Inc. was founded in 2013 and is based in New York, New York. QUEST GROUP: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------- The U.S. Trustee, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of Quest Group Holding, LLC, according to court dockets. About Quest Group Holding Quest Group Holding, LLC, a privately held company in Miami, Florida, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-21776) on Sept. 25, 2018. In the petition signed by Eddrian Burciaga, owner, the Debtor estimated assets of less than $1 million and liabilities of $1 million to $10 million. Judge Jay A. Cristol presides over the case. The Debtor tapped Marrero, Chamizo, Marcer, Law, LP as its legal counsel. QUICKLAB CORPORATION: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------------- The U.S. Trustee, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of Quicklab Corporation, according to court dockets. About Quicklab Corporation Quicklab Corporation, filed a Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 19-02635) on March 25, 2019, disclosing under $1 million in both assets and liabilities. The case has been assigned to Judge Caryl E. Delano. The Debtor is represented by Michael C. Markham, Esq., at Johnson Pope Bokor Ruppel & Burns, LLP. RECRUITING MANAGEMENT: Seeks to Hire Lajara Radinson as Counsel --------------------------------------------------------------- Recruiting Management Specialists Corp. seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to hire Lajara Radinson & Alicea, PSC, as its legal counsel. Lajara will represent the Debtor in connection with its Chapter 11 case. The firm's hourly rates are: Diomedes Lajara Radinson $200 Valery Alicea Caceres $200 Paralegals $90 In-house Accountant $130 The firm has required a retainer fee in the amount of $5,000. Lajara and its members are "disinterested" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Diomedes Lajara Radinson, Esq. Valery Alicea Caceres, Esq. Lajara Radinson & Alicea, PSC 1303 Americo Miranda Avenue Caparra Terrace San Juan, PR 00921-2109 Tel: (787) 781-6767 Fax: (787) 774-9324 About Recruiting Management Specialists Recruiting Management Specialists Corp. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 19-02103) on April 16, 2019. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $500,000. SCOTT SILVERSTEIN: Voluntary Chapter 11 Case Summary ---------------------------------------------------- Debtor: Scott Silverstein LLC 242 West 38th Street, 5th Floor New York, NY 10018-5804 Business Description: Scott Silverstein LLC is a manufacturer of ladies' shoes and handbags under the Adrianna Papell label. The Debtor's customers are retailers and department stores, including Macy's. Chapter 11 Petition Date: April 29, 2019 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Case No.: 19-11370 Debtor's Counsel: J. Ted Donovan, Esq. GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP 1501 Broadway, 22nd Floor New York, NY 10036 Tel: (212)-221-5700 Fax: 212-422-6836 Email: TDonovan@GWFGlaw.com - and - Kevin J. Nash, Esq. GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP 1501 Broadway 22nd Floor New York, NY 10036 Tel: (212) 221-5700 Email: knash@gwfglaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Scott Silverstein, manager/member. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/nysb19-11370.pdf SEAWALK INVESTMENTS: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------------- The U.S. Trustee, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of Seawalk Investments, LLC, according to court dockets. About Seawalk Investments Seawalk Investments, LLC, a privately held company in Jacksonville, Fla., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-01010) on March 21, 2019. It previously filed Chapter 11 petition (Bankr. M.D. Fla. Case No. 11-05969) on Aug. 11, 2011. At the time of the filing, the Debtor had estimated assets of between $1 million and $10 million and liabilities of between $1 million and $10 million. Judge Jerry A. Funk presides over the case. The Debtor hired Wilcox Law Firm as its bankruptcy counsel. SECURUS TECHNOLOGIES: S&P Downgrades ICR to 'B-' on Weak Earnings ----------------------------------------------------------------- S&P Global Ratings downgraded Securus Technologies Holdings Inc. to 'B-' from 'B' because of weak credit metrics stemming from the core business, although it views the cancellation of the ICSolutions (ICS) transaction as a credit positive. S&P said the downgrade on Securus Technologies reflects weaker-than-expected earnings due to recent cost overruns that, when combined with higher-than-expected capital expenditures, result in forecast negative free operating cash flow (FCOF) in 2019 compared with previous expectations of positive cash generation of about $100 million. Elevated selling, general, and administration costs of around $10 million combined with gross profit underperformance of around $10 million pressured adjusted EBITDA margins by roughly 200 basis points relative to S&P's previous forecast, creating sustained leverage of 7.3x as of Dec. 31 2018, which is above the rating agency's downgrade threshold of 6.5x. Securus has incurred costs from hiring additional sales personnel for selling its tablet offering, building out IT infrastructure, and roughly $20 million in costs from the ICSolutions (ICS) transaction, which S&P has added back to EBITDA because they're one-time costs. The termination of the transaction has mitigated integration risk and the uncertainty of realizing synergies, but S&P believes potential future regulation remains a long-term overhang. The rating agency also believes uncertainties exist around the company's ability to grow revenue while maintaining cost control so that it can deleverage. The stable outlook reflects S&P's expectation that the company will grow revenue and improve margins, while showing a disciplined financial policy with limited debt-financed acquisitions, such that leverage improves to around 6.5x over the next 12 months. "While unlikely over the next year given EBITDA to interest coverage above 2x, we could lower the rating if EBITDA growth remains stagnant with negative FOCF such that we do not see a path to deleveraging and view the capital structure as unsustainable," S&P said. This could be driven by large contract losses, potential regulation causing lost earnings, or intensifying competition, according to the rating agency. "While unlikely over the next year, we could raise the rating if the company grows revenue and EBITDA such that leverage remains below 6.5x for 12 months. Furthermore, we would need to be more confident that the potential impact of any future regulation on the business or the possibility for acquisitions and/or dividends would keep leverage below 6.5x," S&P said. SINTX TECHNOLOGIES: Tanner LLC Raises Going Concern Doubt --------------------------------------------------------- SINTX Technologies, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $8,652,000 on $95,000 of product revenue for the year ended Dec. 31, 2018, compared to a net loss of $9,329,000 on $0 of product revenue for the year ended in 2017. The audit report of Tanner LLC states that the Company has recurring losses from operations and negative operating cash flows and needs to obtain additional financing to finance its operations. These issues raise substantial doubt about its ability to continue as a going concern. The Company's balance sheet at Dec. 31, 2018, showed total assets of $11,515,000, total liabilities of $3,116,000, and a total stockholders' equity of $8,399,000. A copy of the Form 10-K is available at: https://is.gd/Frs0g5 SINTX Technologies, Inc., a biomaterial company, researches, develops, manufactures, and commercializes a range of medical implant products manufactured with silicon nitride in the United States, Europe, and South America. The Company was formerly known as Amedica Corporation and changed its name to Sintx Technologies, Inc. in October 2018. Sintx Technologies, Inc., was founded in 1996 and is headquartered in Salt Lake City, Utah. SKY-SKAN INC: Disclosure Statement Hearing Set for June 5 --------------------------------------------------------- The hearing to consider approval of the amended disclosure statement explaining the Chapter 11 Plan filed by Sky-Skan Incorporated is scheduled for June 5, 2019 at 02:00 PM. The latest Plan was originally prepared by SquareTail Advisors, LLC and has since been modified by Next Level Now, Inc. and includes the following major assumptions: -- The Reorganized Debtor will employ Steven and Virginia Savage, as they are crucial to the operation of the Debtor's business. Steve Savage will act as the chief technical officer and will be the Chairman of the Board. -- The Debtor is in the final states of interviewing for an interim CEO. -- The Debtor will also continue to retain Next Level Now, Inc., for its expertise in accounting and operations at a rate of $1,500 per week for the first six months; its compensation will then be reduced to $1,200 per week for the remaining six months. -- The Plan includes revenue in Year 1 of $5.198 million starting out at a rate of $365,000 per month for the first three months and ramping up quarterly over the remaining 9 months. -- Years 2 and 3 revenue are based on a 15% increase over the prior year, for a total of $5.977 million and $6.874 million, respectively, as Debtor believes that having the bankruptcy behind it for a year will give it time to gain back customer confidence and get a revenue boost. -- Years 4 and 5 assume a 10% increase year over year which results in total revenue of $7.561 million in Year 4 and $8.317 million in Year 5. This is more conservative than historical sales. -- The Debtor will institute proper financial controls; adhere to a marketing and sales plan with specific targets, goals, commission plan and travel budget; determine optimal product roadmap, including software development; and ensure policies and procedures are intact and communicated with staff. -- The Plan includes a controlling/reduction in SG&A and improvements in gross margin over the five-year period based on implementing process improvements; negotiating dealer pricing with vendors, expediated reaction to the market, and optimizing the Debtor's product mix. -- The Debtor has included capital expenditures of $15,000 in Year 1 and $25,000 in each year thereafter. The latest plan also modifies the treatment of several classes of claims, including the general unsecured claims in Class 6. The Allowed Claims in this Class will receive over six years on a pro rata basis the proceeds from the Trust. The Debtor will fund this Trust with the following assets: (1) Any and all claims the Debtor has against Coastal, including those asserted in the Coastal Adversary; (2) Any and all claims the Debtor possess under Chapter 5 of the Code; (3) Monthly payments by the post-confirmation Debtor in the full amount of Allowed Claims in this Class. This obligation bears no interest. A copy of the Disclosure Statement dated April 19, 2019 is available at https://tinyurl.com/y2wsv7hs from Pacermonitor.com at no charge. A copy of the Amended Plan dated April 19, 2019 is available at https://tinyurl.com/y2dklnfj from Pacermonitor.com at no charge. About Sky-Skan Inc Sky-Skan, Inc., was founded in 1967 as a company dedicated solely to the development and manufacture of specialized devices for depicting dynamic visualizations of astronomical and meteorological phenomena on planetarium domes in museums, schools, and universities. The company has since grown to become a provider of digital full dome science visualization, theater control, and show programming systems for hundreds of planetariums on six continents, serving hundreds of clients in the niche field of immersive science interpretation and education. From the initial planning stage to staff training and ongoing support, Sky-Skan provides all services required by the most advanced digital full-dome planetariums and visualization theaters. Sky-Skan, based in Nashua, NH, filed a Chapter 11 petition (Bankr. D.N.H. Case No. 17-11540) on Nov. 1, 2017. In the petition signed by Steven T. Savage, president, the Debtor estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities. Peter N. Tamposi, Esq., at The Tamposi Law Group, P.C., serves as bankruptcy counsel to the Debtor, and SquareTail Advisors, LLC, is the financial advisor. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on Dec. 1, 2017. The Committee retained William S. Gannon PLLC as its bankruptcy counsel. SPHERIX INC: Marcum LLP Raises Going Concern Doubt -------------------------------------------------- Spherix Incorporated filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing net income of $1,727,000 on $28,000 of revenues for the year ended Dec. 31, 2018, compared to a net loss of $3,306,000 on $1,236,000 of revenues for the year ended in 2017. The audit report of Marcum LLP states that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company's balance sheet at Dec. 31, 2018, showed total assets of $13,251,000, total liabilities of $1,153,000, and a total stockholders' equity of $12,098,000. A copy of the Form 10-K is available at: https://is.gd/mO6FsT Spherix Incorporated, a technology development company, owns, develops, acquires, and monetizes intellectual property assets. Its intellectual property is primarily consists of trade secrets, patented know-how, issued and pending patents, copyrights, and technological innovation. The Company owns approximately 290 patents and patent applications. Its patent portfolio includes the U.S. and foreign patents and pending patent applications in the wireless communications and telecommunication sectors, including data, optical and voice technology, antenna technology, Wi-Fi, base station functionality, and cellular. Spherix Incorporated was founded in 1967 and is based in New York, New York. T.I. CONSTRUCTION: Unsecured Creditors to Get 10.04% Under Plan --------------------------------------------------------------- T.I. Construction, Inc., filed a first amended Chapter 11 plan and accompanying first amended disclosure statement. Class 6(a) - General unsecured claims with total amount of claims scheduled is $559,105. The reconciled amount is $510,288. Holders of Class 6(a) claims will receive $1,002.35 per month for a total payout of $56,131, which is 10.04% of amount of claims scheduled or 11.00% of the amount of reconciled claims. Class 6(b) - General unsecured claims for those holding guarantees who agree to waive guaranty claims so long as plan payments are being made and thereafter. PIRS's treatment in the Plan shall be as follows: -- PIRS will be a member of Class 5(b). -- PIRS claim of $91,192.00 is deemed allowed as an unsecured claim. -- PIRS will receive $38,888.00 over 60 months, which is estimated to be 38% of the allowed claim. -- The Debtor will start making monthly payments to PIRS of $648.15 beginning in month 7 through month 67. A full-text copy of the First Amended Disclosure Statement dated April 11, 2019, is available at https://tinyurl.com/yyhpl4tg from PacerMonitor.com at no charge. Attorneys for the Debtor: Steven R. Fox, Esq. W. Sloan Youkstetter, Esq. THE FOX LAW CORPORATION, INC. 17835 Ventura Blvd., Suite 306 Encino, CA 91316 Tel: (818)774-3545 Fax: (818)774-3707 Email: srfox@foxlaw.com About T.I. Construction T.I. Construction, Inc., operates a general construction company in California. T.I. Construction sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-17850) on Sept. 17, 2018. In the petition signed by Theodore Imsen, president, the Debtor estimated assets of less than $500,000 and liabilities of less than $1 million. Judge Scott H. Yun presides over the case. TALON REAL ESTATE: Turner, Stone & Co. Raises Going Concern Doubt ----------------------------------------------------------------- Talon Real Estate Holding Corp. filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K on April 17, 2019, disclosing a net loss of $7,795,938 on $11,118,494 of total revenue for the year ended Dec. 31, 2016, compared to a net loss of $7,027,090 on $11,719,711 of total revenue for the year ended in 2015. The April 17, 2019 audit report of Turner, Stone & Company, L.L.P. states that the Company has suffered recurring losses from operations and has defaulted on the terms of certain of its secured and unsecured loan agreements. These factors raise substantial doubt about its ability to continue as a going concern. The Company's balance sheet at Dec. 31, 2016, showed total assets of $56,490,541, total liabilities of $64,621,166, and a total shareholders' deficit of $8,130,625. A copy of the Form 10-K is available at: https://is.gd/YA5XUc Talon Real Estate Holding Corp. is a real estate investment firm specializing in investments in single and multi-tenant office, industrial, and retail properties. The firm seeks to invest in the Midwest and South Central regions of the United States. It provides shareholders with attractive returns from investments in real estate through dividend distribution and growth. Talon Real Estate Holding Corp. was founded in 2013 and is based in Minneapolis, Minnesota. TAOPING INC: Independent Firm UHY LLP Raises Going Concern Doubt ---------------------------------------------------------------- Taoping Inc. filed with the U.S. Securities and Exchange Commission its annual report on Form 20-F, disclosing net income of $1,878,786 on $20,578,340 of total revenue for the year ended Dec. 31, 2018, compared to net income of $939,309 on $18,189,274 of total revenue for the year ended in 2017. The audit report of UHY LLP states that the Company had limited income from operations and had significant accumulated deficit that raise substantial doubt about its ability to continue as a going concern. The Company's balance sheet at Dec. 31, 2018, showed total assets of $41,615,814, total liabilities of $24,011,887, and $17,603,927 in total equity. A copy of the Form 20-F is available at: https://is.gd/IeXAfr Taoping Inc. provides cloud-based platform, resource sharing, and big data solutions to the Chinese new media, education residential community management, and elevator Internet of Things (IoT) industries primarily in the People's Republic of China. The company operates in two segments, Cloud-based Technology and Traditional Information Technology. The Company was formerly known as China Information Technology, Inc. and changed its name to Taoping Inc. in June 2018. Taoping Inc. was founded in 1993 and is headquartered in Shenzhen, the People's Republic of China. TELL MY PEOPLE: Unsecureds to Get Less Than 5% Under Plan --------------------------------------------------------- Tell My People, Inc., filed a first amended Chapter 11 plan and accompanying Disclosure Statement proposing that General Unsecured Claims, classified in Class 5, will receive a pro rata share of the Debtor's share, after payment of Allowed Claims in the prior, senior Classes, and are expected to recover less than 5%. The estimated Claims in this Class amount to $295,709.40. The Debtor's primary means of implementing the Plan is to sell the Real Property and use the sale proceeds to make distribution to creditors. A full-text copy of the Disclosure Statement dated April 11, 2019, is available at https://tinyurl.com/y2tzq6ck from PacerMonitor.com at no charge. About Tell My People Inc. Tell My People, Inc. -- http://english.tmpinc.org/-- was established in 1976 as a non-profit, non-denominational international religious organization. Founded by Dale and Helen Lynch, it provides a missionary training center for training missionaries from Latin America. Tell My People sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Texas Case No. 18-41981) on Sept. 3, 2018. In the petition signed by Helen Lynch, president, the Debtor disclosed $1,592,078 in assets and $983,000 in liabilities. Judge Brenda T. Rhoades presides over the case. The Debtor tapped FisherBroyles, LLP as its legal counsel. Caldwell Banker Residential Brokerage is the broker. THREE CHIEFS: June 4 Plan Confirmation Hearing ---------------------------------------------- The First Amended Disclosure Statement explaining the Chapter 11 Plan of Three Chiefs and No Indians, LLC, is approved. The confirmation hearing on the Plan will be held on June 4, 2019 at 2:00 p.m. The deadline for creditors to return ballots accepting or rejecting the Plan is May 17, 2019. Any opposition to confirmation of the Plan and supporting declarations shall be filed and served by May 28, 2019. Class 5 - Unsecured claims of General Unsecured Creditors consists of the approximate amounts $349,379. All General Unsecured Claims may be considered disputed under the Plan. Not later than ninety (90) days after the Effective Date, or such amount of time as extended by the Court, the Debtor or any party-in-interest may file objections to the General Unsecured Claims. To the extent not disputed, the Reorganized Debtor will pay these claims as undisputed after the ninety (90) day period, six months after the Effective Date. The Reorganized Debtor will pay such claims a total of 349,379 as a pot plan calculated to be 100% of the value of the General Unsecured Claims. The payments to the General Unsecured Allowed Claims on undisputed claims which payment shall include amounts retroactive to the Effective Date if less than the total amount of Allowed Claims shall be on a pro rata basis. The Plan will be funded by the following sources and in the following order of priority based on available capital: (1) the operation of the Business, (2) additional capital obtained from Manufacturers Bank after confirmation of the Plan to enable the Debtor to relocate to Texas. A full-text copy of the First Amended Disclosure Statement dated April 11, 2019, is available at https://tinyurl.com/yyyjmnsj from PacerMonitor.com at no charge. About Three Chiefs and No Indians Three Chiefs and No Indians, LLC -- http://www.americansample.com/ -- is a supplier of sample products to the decorative fabric, hospitality, and contract fabric industry. Its capabilities include a full service art department, photography studio, printing, and all facets of swatch technique options. It is headquartered in Ontario, California. Three Chiefs and No Indians sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 18-17106) on Aug. 22, 2018. In the petition signed by Christopher Muesse, general manager, the Debtor disclosed $2,030,850 in assets and $1,781,894 in liabilities. Judge Wayne E. Johnson presides over the case. The Debtor is represented by Michael S. Kogan, Esq., in Los Angeles, California. TOUCHDOWN LLC: Seeks to Hire Cohen Baldinger as New Counsel ----------------------------------------------------------- Touchdown LLC seeks approval from the U.S. Bankruptcy Court for the District of Maryland to hire Cohen Baldinger & Greenfeld, LLC as its new legal counsel. The firm will substitute for Torres & Associates, LLC, which initially represented the Debtor in its Chapter 11 case. The firm's hourly rates are: Steven Greenfeld $475 Merrill Cohen $495 Augie Curtis $350 Cohen and its members do not represent any interest adverse to the Debtor and its bankruptcy estate, according to court filings. The firm can be reached through: Steven H. Greenfeld, Esq. Cohen Baldinger & Greenfeld, LLC Tower Oaks Boulevard, Suite 103 Rockville, MD 20852 Phone: (301) 881-8300 Email: steveng@cohenbaldinger.com About Touchdown Touchdown, LLC, a company that owns and operates a bar and restaurant in Baltimore, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 19-11248) on Jan. 30, 2019. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $500,000. The case is assigned to Judge Michelle M. Harner. Baldinger & Greenfeld, LLC, substituting Torres & Associates, LLC, is the Debtor's counsel. TRI-STATE ENTERPRISES: Taps Gibson Firm as Special Counsel ---------------------------------------------------------- Tri-State Enterprises LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Mississippi to hire The Gibson Firm as its special counsel. The firm will represent the Debtor in certain claims and legal actions pending against or on behalf of the Debtor. Robert Gibson, Esq., the firm's attorney who will be providing the services, will charge an hourly fee of $250. Legal assistants will charge $95 per hour. Mr. Gibson disclosed in court filings that he does not represent any interest adverse to the Debtor and its bankruptcy estate. The firm can be reached through: Robert J. Gibson, Esq. The Gibson Firm 420 W. Jefferson Ave., Suite B Jonesboro, AR 72401 About Tri-State Enterprises Tri-State Enterprises, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Miss. Case No. 19-10292) on Jan. 22, 2019. At the time of the filing, the Debtor estimated assets of less than $1 million and liabilities of less than $500,000. The case is assigned to Judge Jason D. Woodard. The Debtor hired the Law Offices of Craig M. Geno, PLLC, as its legal counsel. TURIN AVIATION: Sets Bidding Procedures for Provost N300LT ---------------------------------------------------------- The Turin Aviation Group, LLC, asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize the bidding procedures in connection with sale of its Jet Provost MK5A, Serial No. XW354, Tail No. N300LT, to the highest bidder. The Debtor operates a full service aircraft maintenance facility at Zephyrhills Municipal Airport. On March 12, 2019 the Debtor initiated an adversary proceeding styled The Turin Aviation Group, LLC v. Skyport Holdings Tampa, LLC; Hawk Aircraft Services, LLC and the Pasco County Sheriff (Case No. 8:19-ap-00124-CPM) seeking determination of the validity, extent and priority of liens and for turnover of estate assets. Also on March 12, 2019, it filed an Emergency Motion for Preliminary Injunction against Skyport Holdings Tampa, LLC, among others. On March 18, 2018, the Court conducted a hearing on the Debtor's Emergency Motion. At the hearing, the parties entered into a preliminary agreement with respect to the injunction and to the entry of an agreed order. The Debtor anticipates that the Court will enter the Agreed Order shortly. As part of the terms of the Agreed Order, the Debtor agreed to immediately sell its Provost N300LT. To the best of the Debtor's knowledge, the Provost N300LT is free of any liens and/or encumbrances. Through the Motion, the Debtor first requests the Court schedule a preliminary hearing to consider the entry of an order approving (a) an advertising proposal; (b) the reserve price; (c) the proposed sale through an auction once a buyer is identified and (d) approving the bidding procedures. It also asks that at the preliminary hearing, the Court schedules a final sale hearing to consider the entry of a final order approving the sale of the Provost N300LT to the buyer or the highest and best bidder (assuming a timely qualifying bid is received) and the disposition of the proceeds from the auction or sale. Subject to the conditions set forth in the Motion, the Debtor asks authority to sell its Provost N300LT pursuant to these terms: I. The Debtor will advertise the Provost N300LT for sale on the following aviation websites: 1) www.barnstormers.com; 2) www.trade-a-plane.com; and 3) www.controller.com. Once the Debtor obtains a contract for the sale of the Provost N300LT, the Debtor and the Potential Purchaser will agree to the terms of an auction sale as set forth. If another bidder timely submits a higher and better offer, then the Debtor requests authority to sell to the Higher Bidder with the offer of the Potential Purchaser as a backup contract. If no Higher Bidder is selected, then Debtor will seek to sell to the Potential Purchaser at the final sale hearing. II. The Higher Bidder must adhere to the Court Authorized bid procedures in order to be eligible to bid. In addition, the sale of the Assets will be subject to the following: a. Through the Motion, the Debtor asks that the Court schedules a preliminary hearing to enter an order that, among other relief requested, establishes the bid procedures, establishes reasonable buyer protection and essentially sets forth the "ground rules" for the purchase of the Provost N300LT. Among other things, the Debtor will ask the following terms and conditions: (i) The Provost N300LT will be sold "as-is" with no representations or warranties of any kind, except those relating to the Debtor's conveyance of good and marketable title, free and clear of liens, claims, and encumbrances (collectively, "Interests") pursuant to 11 U.S.C. §363, except as otherwise set forth in the Motion. (ii) The sale of the Provost N300LT will be subject to the same terms and conditions as the contract obtained from the Potential Purchaser except as modified by Court Order. (iii) At the time a bidder is determined to be eligible, the bidder shall deposit with the Debtor's counsel a deposit of $10,000. The Deposit shall be made payable to the Johnson Pope Bokor Ruppel & Burns, LLP and shall then be held in an interest bearing, non-IOTA account by the Debtor's bankruptcy counsel. he Deposit shall become non-refundable upon (i) the selection of the bidder as the Highest Bidder (if sold at the Auction), or (ii) upon the entry of the final sale order providing that bidder is the Highest Bidder. In all other respects the deposit shall be refundable. (iv) The Debtor will seek reasonable and typical buyer protection and incentives which will be discussed at the preliminary hearing and incorporated into an Order. (v) The closing of any sale of the Provost N300LT would occur not later than 15 days after the Court's entry of the Final Sale Order. The Debtor shall be authorized to execute any releases and other documents necessary to clear title to the property where an interest-holder refuses to do so. (vi) The sale of the Provost N300LT shall be consummated by delivery to the purchaser of all appropriate and required closing documents in exchange for the balance of the Purchase Price, and shall be on such additional terms as are typical of transactions of this type. If applicable and approved by the Court, Sale Proceeds shall be net of closing costs, including filing fees, brokers' commissions, title insurance costs and attorneys' fees and expenses will be deducted first from the proceeds of the sale. (vii) Sale Proceeds/Lien. To the extent a creditor asserts a lien on the proceeds of the sale, the lien shall be transferred to the sale proceeds equal in dignity, priority, and validity as it existed prepetition. The sale proceeds will be either be held in escrow or paid to the lien holder as directed by the Court. The proposed sale is supported by sound business justifications. The sale of the Provost N300LT is important to the Debtor's reorganization effort since it will pay down debt and dispose of an asset not essential to the Debtor's operations. Finally, the sale proceeds may help fund the payment to administrative claimants and unsecured creditors after valid liens and encumbrances are either paid or accounted for. The Debtor respectfully ask of an order granting the relief requested, and such other and further relief as is just and proper. Finally, the Debtor ask that the Court fixes the time for objections to the proposed sale of the Assets in advance of the Final Sale Hearing pursuant to Fed.R.Bankr.P. 6004(b), or to such other time as the Court deems reasonable. About Turin Aviation Group Turin Aviation Group is a family of Companies that include Falcon Aircraft Services, Vintage Aero, Inc., and the newly established Turin Advance Concepts Turin Aviation Group, LLC, filed a voluntary petition for relief under Chapter II of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-01890) on March 6, 2019. The Debtor estimated $500,001 to $1 million in assets and $100,001 to $500,000 in liabilities. The Debtor tapped Johnson Pope Bokor Ruppel & Burns, LLP as its legal counsel. UNITED INTERNATIONAL: Directed to File Amended Disclosures, Plan ---------------------------------------------------------------- A hearing on the confirmation of United International Mortgage Solutions, Inc.'s First Amended Chapter 11 Plan will be held on July 17, 2019, at 10:00 a.m. June 14, 2019 is fixed as the last day for creditors and equity security holders to return to the Debtors' counsel ballots containing written acceptances or rejections of the Plan, which ballots must be actually received by Debtors’ counsel by 5:00 p.m. on such date. July 3, 2019, is fixed as the last day for filing and serving written objections to confirmation of the Plan. July 10, 2019 is fixed as the last day on which the Debtor may file and serve its reply to any opposition to the Confirmation Motion. The Court directed the Debtor to file an amended disclosure statement and plan to address these issues: First, the Debtor proposes an Effective Date that is "the first business day that is fourteen (14) calendar days after the entry of the order confirming the Plan, with payment beginning by the first day of the following month." This language is problematic because certain confirmation requirements mandate that effective date payments occur on the Effective Date. For example, for the Court to determine that Class 9 general unsecured claims are unimpaired, the Debtor must pay all claims in full on the Effective Date, rather than the proposed "first day of the month following the Effective Date." Therefore, the Debtor is directed to amend the language so that payments begin on the Effective Date. Second, the Court notes that the Debtor's financial projections state that they are for a period of "5 years," but only contain 12 months of projections. The Debtor is directed to file an amended Exhibit B with the full 5-year projections. Although the following are plan confirmation issues, the Court also directed the Debtor to be prepared to present further evidence in support its confirmation brief regarding the feasibility of its proposed Plan. In its current form, the Plan proposes payment of certain obligations for months two through five, but the Debtor's projections set forth in Exhibit B to the Disclosure Statement reflect negative net monthly income for those months. The Court also notes the Debtor's proposed Plan will be funded, in part, from contributions from Sandra McBeth. As evidence of Ms. McBeth's financial ability to make such contributions, the Debtor attached Exhibit E, which purports to be copies of bank statements showing deposits and income from her employment as a real estate consultant. However, the bank accounts belong to Playa Vista Realty Group, Inc., and without more information about whether the statements capture all of Ms. McBeth's monthly income and expenses, the Court does not believe Exhibit E is sufficient evidence of Ms. McBeth's financial ability to fund the proposed Plan. About United International United International Mortgage Solutions, Inc., is a privately held financial services company in Los Angeles, California. United International filed a Chapter 11 Petition (Bankr. C.D. Cal. Case No. 18-20698) on Sept. 12, 2018. On the petition signed by Sandra K. McBeth, vice president, the Debtor estimated $1 million to $10 million in assets and liabilities. The case is assigned to Judge Sandra R. Klein. Matthew D. Resnik, Esq., at Resnik Hayes Moradi LLP, is the Debtor's counsel. UNITED RENTALS: Moody's Rates New $750MM Sr. Unsecured Notes 'Ba3' ------------------------------------------------------------------ Moody's Investors Service assigned a Ba3 rating to United Rentals (North America), Inc.'s new $750 million senior unsecured notes due 2030. The note proceeds plus about $133 million of ABL borrowings will be used to redeem the company's $850 million senior unsecured notes due 2024, at a redemption price of 102.875. All of the company's other ratings, including the Baa3 senior secured and Ba2 Corporate Family ratings and the stable outlook are unaffected by Moody's rating assignment. RATINGS RATIONALE The ratings reflect URNA's leading market position in the North American equipment rental industry, its track record of quickly integrating acquisitions and timely reducing debt to restore its debt credit metrics following large transactions. The rating is balanced by the highly competitive and fragmented nature of the equipment rental market and event risk related to further debt-funded growth of the franchise, including to further broaden its rental offerings and / or increasing share repurchases as the pace of earnings expansion slows. The stable outlook reflects Moody's expectations for ongoing EBITDA growth and steady deleveraging following acquisitions that will strengthen debt credit metrics to accommodate re-leveraging from future acquisitions and mitigate pressure when demand cycles down. The Ba3 rating on the company's senior unsecured obligations reflects this class of claims subordination to senior secured claims in the capital structure. Ratings are unlikely to be upgraded in the near term given URNA's ongoing appetite for acquisitions. However, sustaining debt to EBITDA below 2.5x and EBITDA to interest above 7x could support a ratings upgrade. Ratings could be downgraded if debt to EBITDA remains above 3x by the end of 2019, EBITDA to interest approaches 4x, and/or the company's liquidity profile weakens, even if no other acquisitions occur. Increased shareholder friendly actions or debt-funded acquisitions that resulted in higher leverage could also pressure the rating. The principal methodology used in this rating was Equipment and Transportation Rental Industry published in April 2017. United Rentals (North America), Inc., headquartered in Stamford, CT, is the largest US equipment rental company. The company has a rental fleet of approximately 650,000 items and estimates its market share at 13%. Investment in rental equipment approximates $14 billion across the company's about 1,200 rental locations across the US and Canada. The company has two reportable segments: General Rentals and Trench, Power and Pumps. While the primary source of revenue is from renting equipment, the company also sells new and used equipment and related parts and services. United Rentals reported $8 billion of revenue for 2018. Assignments: Issuer: United Rentals (North America), Inc. - Gtd Senior Unsecured Regular Bond/Debenture, Assigned Ba3 (LGD5) UNIVERSITY OF WISCONSIN: Court Approves Disclosures, Confirms Plan ------------------------------------------------------------------ The Bankruptcy Court has approved the disclosure statement and confirmed the First Amended Plan of Reorganization filed by the University of Wisconsin Oshkosh Foundation, Inc. About the University of Wisconsin Oshkosh Foundation Established in 1963, the University of Wisconsin Oshkosh Foundation, Inc. -- https://www.uwosh.edu/foundation -- was created to promote, receive, invest and disburse gifts to meet the goals and needs of the University of Wisconsin Oshkosh. Its offices are located in the Alumni Welcome and Conference Center along the Fox River. UW Oshkosh Foundation is a separate and distinct legal entity from UW Oshkosh and qualifies as a tax-exempt 501(c)(3) organization under the United States Internal Revenue Code. It owns a fee simple interest in the Alumni Welcome & Conference Center located at 625 Pearl Avenue, Oshkosh, valued at $11.8 million. It is also a fee simple owner of a residence located at 1423 Congress Avenue, Oshkosh, with a current value of $375,000. UW Oshkosh Foundation sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Case No. 17-28077) on Aug. 17, 2017. In the petition signed by board chairman Timothy C. Mulloy, the Debtor disclosed $14.84 million in assets and $15.87 million in liabilities. Judge Susan V. Kelley presides over the case. The Debtor hired Steinhilber Swanson LLP as its bankruptcy counsel; Martin Cowie as its chief financial officer; and CliftonLarsonAllen as its accountant. VENT ALARM: Court Confirms 3rd Amended Plan ------------------------------------------- The third amended plan of reorganization filed by Vent Alarm Corporation is confirmed. About Vent Alarm Corp. Vent Alarm Corp., also known as Samcor Valcor, is engaged in the sale, distribution and installation of security windows, doors and related products, made up aluminum, valwood and glass materials. Its principal office and place of business is located at Real 189 km. 9.2 Gurabo, Puerto Rico. Vent Alarm, dba Valcor, sought Chapter 11 bankruptcy protection (Bankr. D.P.R. Case No. 15-09316) on Nov. 24, 2015. The petition was signed by Fernando Sosa, president. The Debtor's counsel is Alexis Fuentes Hernandez, Esq., at Fuentes Law Offices, LLC, in San Juan, Puerto Rico. WRG Certified Public Accountants, PSC serves as the Debtor's financial advisor and in-house accountant. The Debtor has assets totaling $7.95 million and liabilities totaling $7.55 million. VERITAS FARMS: Prager Metis CPA's LLC Raises Going Concern Doubt ---------------------------------------------------------------- Veritas Farms, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, disclosing a net loss of $3,835,983 on $2,079,981 of sales for the year ended Dec. 31, 2018, compared to a net loss of $2,454,008 on $1,114,674 of net revenue for the year ended in 2017. The audit report of Prager Metis CPA's LLC states that the Company has sustained substantial losses from operations since its inception. As of and for the year ended December 31, 2018, the Company had an accumulated deficit of $7,927,000, and a net loss of $3,835,983. These factors, among others, raise substantial doubt about the ability of the Company to continue as a going concern. Continuation as a going concern is dependent on the ability to raise additional capital and financing, though there is no assurance of success. The Company's balance sheet at Dec. 31, 2018, showed total assets of $7,014,086, total liabilities of $934,737, and a total stockholders' equity of $6,079,349. A copy of the Form 10-K is available at: https://is.gd/30C7Ro Veritas Farms, Inc., focuses on producing phytocannabinoid-rich industrial hemp oils and extracts to distributors and retailers. Its products include vegan, kosher, and non-gmo capsules; tinctures; and organic edibles and salves. The Company was formerly known as SanSal Wellness Holdings, Inc., and changed its name to Veritas Farms, Inc., in February 2019. Veritas Farms, Inc. is based in Fort Lauderdale, Florida. VERRA MOBILITY: S&P Revises Outlook to Positive ----------------------------------------------- S&P Global Ratings revised its outlook on Mesa, Ariz.-based traffic safety and tolling services provider Verra Mobility Corp. to positive from stable, which reflects its expectation that improving profit trends and good free operating cash flow (FOCF) generation will reduce leverage to and keep it below 4x. This improved leverage profile is further supported by reduced collective financial sponsor ownership (Platinum and Gores) to below 40%. The positive outlook reflects the improvement in profitability, free cash flow generation, and leverage stemming from contributions provided by the recent acquisition of U.S. competitor HTA. The company ended 2018 with EBITDA margin expansion of 810 basis points (bps) over 2017 (S&P Adjusted EBITDA margin of 48.1% as of Dec. 30, 2018). S&P expects margins to increase by 100 bps annually in 2019 and 2020, gradually reducing leverage to the low-4x area in 2019 and the high-3x area in 2020. The positive outlook reflects S&P's expectation that good operating momentum, combined with acquisition contributions will support debt to EBITDA of 4x, where the rating agency expects it to remain. "We could raise the rating if increasing scale in the toll and fleet business, expansion and retention of the customer base, and improved operating leverage continue to reduce adjusted leverage to below 4x, while FOCF generation remains above $120 million," S&P said. "Although unlikely over the next year, we could revise the outlook back to stable if heightened competitive pressures or operational inefficiencies lead to loss of market share and declining retention rate, preventing leverage from declining below 4x," S&P said. WBC INC: DLL Objects to Disclosure Statement -------------------------------------------- De Lage Landen Financial Services, Inc., objects to the Disclosure Statement explaining the Chapter 11 plan of WBC Inc. DDL complains that the Disclosure statement substantially understates the administrative claim of latter, listing only $43,267.70 for not only DLL's administrative claim but also the Debtor's counsel's fees, UCC counsel's fees, and accountant's fees. DDL points out that the proposed amended Plan to which the Disclosure Statement relates does not call for assumption of the lease for the Equipment with DLL. DDL further points out that the Disclosure Statement fails to adequately disclose to creditors (a) the full cash requirements to effect an assumption of the lease; (b) the potential impact on the Debtor's operations if the lease is not assumed; and feasibility of Debtor's planned reorganization if it no longer has use of the Equipment. Attorneys for De Lage Landen Financial Services: David A. Grammer III, Esq. 1212 Pennsylvania St. NE Albuquerque, NM 87110 Tel: (505) 266-8787 Email: david@grammerlawoffices.com About WBC Inc. WBC, Inc., d/b/a Lithexcel is a privately held company founded in 1989. Based in Albuquerque, New Mexico, the company's line of business includes commercial printing such as bags, business forms, calendars, cards, and other printed material. WBC Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. NM. Case No. 18-10945) on April 18, 2018. In the petition signed by Waleed Ashoo, president/CEO, the Debtor disclosed between $1 million to $10 million in assets and between $1 million and $10 million in liabilities. Judge Robert H. Jacobnitz presides over the case. Daniel J. Behles, Esq., at Askew & Mazel, LLC is the Debtor's counsel. WBC INC: U.S. Trustee Objects to Disclosure Statement ----------------------------------------------------- The United States Trustee for Region 20 objects to the Disclosure Statement explaining the Chapter 11 plan of WBC Inc. The U.S. Trustee points out that the disclosure statement fails to set forth any projection to show that the proposed plan is feasible. The U.S. Trustee further points out that the debtor should provide a projected cash flow analysis that will show the amount of the plan payments, including the obligation to pay the statutory fees to the U.S. Trustee until the entry of a final decree. According to U.S. Trustee, the Disclosure Statement should provide information as to the salary for the executives. The U.S. Trustee complains that the Disclosure Statement doesn't discuss whether the Plan complies with 11 U.S.C. Section 1129(b)(2)(B)(i) and (ii), the "absolute-priority rule," which may or may not be applicable in this case. About WBC Inc. WBC, Inc., d/b/a Lithexcel is a privately held company founded in 1989. Based in Albuquerque, New Mexico, the company's line of business includes commercial printing such as bags, business forms, calendars, cards, and other printed material. WBC Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. NM. Case No. 18-10945) on April 18, 2018. In the petition signed by Waleed Ashoo, president/CEO, the Debtor disclosed between $1 million to $10 million in assets and between $1 million and $10 million in liabilities. Judge Robert H. Jacobnitz presides over the case. Daniel J. Behles, Esq., at Askew & Mazel, LLC is the Debtor's counsel. WINDSOR MARKETING: Armata to Infuse $150K for People's Shortfall ---------------------------------------------------------------- Windsor Marketing Group, Inc., filed a Second Amended Chapter 11 Plan and accompanying Second Amended Disclosure Statement to amend the treatment of claims and disclose the objection of the Official Committee of Unsecured Creditors to the treatment of certain claims. Class 1 - Secured Claims of People's United Bank (Claim No. 2 in the amount of $2,866,657) and Peoples Leasing Corp. (Claim No. 11 in the amount of $4,457,215) will be reduced to and Allowed and paid from a contribution from Kevin Armata, the Debtor's principal, in the amount of $150,000 and a refinance of the Debtor's assets with the net proceeds from the refinance of the Debtor's assets after paying or reserving for certain expenses, a balance of existing tax refund in the approximate amount of $320,000 and so that Peoples receives in a best case scenario the sum of $3,406,416 or in a worst case scenario, the sum of $3,143,219 which is in addition to the $325,000 previously paid to People's pursuant to a Court order from the proceeds of a federal tax refund) and the balance of its Secured Claims shall be allowed and treated as an Unsecured Claim. The Allowed Unsecured Claims by People's may total as much as approximately $3.324 million. The allowance and treatment of the Secured Claims and Unsecured Claims of Peoples in the Plan shall be in full and final settlement of all claims that have been asserted by the Official Committee of Unsecured Creditors against Peoples United Bank in Adversary Proceeding 18-2014, on the Effective Date, and, upon the Effective Date, People's Complaint Adversary Proceeding 18-2014 will be dismissed with prejudice. The Committee objects to any dismissal of the People's Complaint through the Plan unless and until there is a resolution of the issues raised in the People's Complaint, including mutual releases by and between People's and the Committee and the waiver of People's Unsecured Claim. Class 2 - Secured Claim of Connecticut Department of Economic and Community Development will be reduced from $1,051,326.64 and Allowed in the amount of $269,651.02, and the balance of the Secured Claim shall be waived, disallowed and expunged as against the Debtor and Armata as of the Confirmation Date, provided, however, that such release is conditioned upon WMG not relocating its business outside the State of Connecticut at any time prior to the date the Allowed Secured Claim of DECD is paid in full. In the event this relocation condition does not remain satisfied until the Allowed Secured Claim of DECD in the amount of $269,651.02 is paid in full, the forgiveness credit in the amount of $1,000,000 will automatically be added to the Allowed Secured Claim of DECD, together with a one-time penalty charge of 7.5%, all of which shall be immediately due and payable upon relocation. Any other default including a payment default shall not reinstate the forgiveness credit of $1,000,000.00. Class 3 - Allowed Secured Claim of Fujifilm North America Corporation. Fujifilm filed the following claims: Claim 31- $611,948.31 (Unsecured); Claim 32-$548,.568.15 (Secured); Claim 33-$559,480.12 (Secured). Fujifilm's two Secured Claims (No. 32-1 and 33-1) will be reduced to the total amount of $500,000.00 based on an agreement with Fujifilm to avoid the costs and risks of litigation. Consequently, Claim No. 32-1 shall be allowed as a Secured Claim in the amount of $325,000.00 and as an Unsecured Claim in the amount of $223,568.15 and Claim 33-1 shall be allowed as a Secured Claim in the amount of $175,000.00 and an Unsecured Claim in the amount of $384,480.12. The Unsecured Claim of Fujifilm 31-1 in the amount of $611,948.31 shall also be an Allowed Secured Claim. The Allowed Secured Claims and Allowed Unsecured Claims of Fujifilm shall not be subject to further objection, setoff, or dispute. Class 4 - Secured Claims of Agfa Corporation will be reduced from $491,795.05 and allowed in the amount of $325,000 on a nonrecourse basis without any liability to the Debtor and can be paid from rebates in accordance with the underlying agreement of the parties as modified herein and based on all purchases from Agfa (plate and non-plate) and such rebates will be applied towards the equipment balance over a period of March 1, 2019 through February 28, 2023 in full satisfaction of its Allowed Secured Claim at which time any lien of Agfa shall be released. The Debtor is in the process of finalizing a resolution with Agfa, but believes this treatment will be acceptable to Agfa. Class 6 - Allowed Unsecured Non-Priority Claims Against the Debtor. Without waiving its rights to object to other Claims and reserving the right to object to certain Unsecured Claims as noted in treatment of certain related Secured Claims (e.g. Agfa), the Debtor presently intends to amend its Schedules prior to the voting deadline to delete the claims of certain Creditors. The Debtor will provide notice of the amendment of its Schedules to each affected Creditor. Holders of Class 6 Claims shall receive, in full, complete and final satisfaction and release of their Allowed Unsecured Claims, the following: Holders of Allowed Unsecured Claims in Class 6 shall receive their Pro Rata share of a quarterly payment in the amount of $53,571.42 paid each quarter by the Reorganized Debtor to the Creditor Representative for a total of twenty-eight (28) quarters (i.e. the 28 quarters equates to a period of seven years) commencing six months after the Effective Date of the Plan. The Creditor Representative shall hold each Quarterly Payment and shall issue one annual distribution check to holders of Allowed Unsecured Claims in Class 6. The Reorganized Debtor reserves the right to prepay any of these payments to the Creditor Representative for distribution to the creditors in this class under the Plan without penalty. The Reorganized Debtor reserves the right to review and if it deems appropriate, to object, contest or otherwise challenge any claim that has not previously been allowed by Bankruptcy Court Order in the time frame set forth herein and subject to the rights of the Creditor Representative. The deadline to file such objection or challenge is May 15, 2019, subject to the rights of the Debtor, the Committee or the Creditor Representative, as applicable, to seek a further extension of the deadline to file objections to claims. The total payout to holders of Allowed Unsecured Claims in Class 6 shall not exceed $1,500,000.00 in the aggregate and there shall be no interest that accrues on any distributions to Class 6 holders. The DECD has reviewed that job audit and confirmed that it satisfies the jobs requirements of Assistance Agreement No. 2 entitling the Debtor to the forgiveness credit in the amount of $750,000.00. Accordingly, and notwithstanding Unsecured Proof of Claim No. 39-2 filed by the DECD to the contrary, Unsecured Claim No. 39-2 of the DECD is reduced to and allowed in the amount of $750,000.00 as of the Effective Date, and the remaining the balance is waived, released and discharged as to the Debtor and Armata. The Debtor has not taken into consideration new value contemporaneous exchange or other defenses which it believes would substantially reduce the total amount of potential preference liability, but there are approximately $5,360,000 in transactions that occurred in the 90 days prior to the bankruptcy filing, including payroll expenses of approximately $1.9 million. The Debtor has not taken into consideration new value, ordinary course, contemporaneous exchange or other defenses which it believes would substantially reduce the amount, but the Insider transactions comprised within the year prior to bankruptcy filing of, but not limited to, weekly salary to Kevin Armata of $201,040, expense reimbursements to Kevin Armata of $225,114.82 and rent paid to or for the benefit of MRP of $934,025.40 and regular weekly salary paid to Donna Krikorian of $145,200.24 that occurred in the one year period prior to the bankruptcy filing. The Debtor believes that the salary was paid in the ordinary course, and total rent paid was less than the amount obligated to be paid under the lease which is being assumed under a compromise and a significantly reduced amount as set forth herein. The Insiders waive their right to any distributions on account of their claims against the Debtor and/or its estate other than the post-petition arrearage owed to FNB as of the Effective Date, which distributions to MRP on account of the FNB arrearage shall be capped at $358,000. MRP will remain current with FNB going forward and with respect to any existing arrearage owed to FNB as of the date the Plan was executed, and will not seek any additional contributions from the Debtor or Reorganized Debtor as part of its cure that exceed such $358,000 Lease Cap Amount, provided however, that such Lease Cap Amount shall not limit or otherwise effect any other regular monthly obligation owed by the Debtor or Reorganized Debtor to or for the benefit of MRP in accordance with its lease of real property with the Debtor and Reorganized Debtor as modified herein and subject to the limitations set forth in paragraphs 5 and 6 below. The Debtor has received approval from a disinterested third party commercial lender's loan committee to lend funds to the Debtor based on the Debtor's current accounts receivable at closing and is in the process of scheduling an inspection, with a third party commercial lender (the "M&E Lender") willing to lend money based on the value of the Debtor's machinery and equipment (presently the amount of the asset based loan is anticipated to be approximately $2 million). The M&E Lender previously gave approval for the loan in 2018, but requires a physical inspection and evaluation of the collateral and the Debtor no more than 60 days prior to the closing to reapprove and close the loan, and this process is now underway. The Debtor's proposed M&E Lender and the A/R Lender are working in tandem to help finance the Debtor. The Debtor shall file a copy of the proposed loan documents (or copies that are in material form consistent with the anticipated final version) as a Plan supplement prior to the Confirmation Hearing. In addition, Armata may contribute an amount, presently contemplated at $150,000 on or around the Effective Date to the Debtor to further the rehabilitative effort. Presently, Armata has negotiated a letter of intent to borrow $150,000 to infuse into the Debtor if necessary, to help address any shortfall with People's. A redlined version of the Disclosure Second Amended Statement dated April 22, 2019, is available at https://tinyurl.com/y36ok8tn from PacerMonitor.com at no charge. Counsel for the Debtor are James Berman, Esq., and Matthew K. Beatman, Esq., at Zeisler & Zeisler, P.C., in Bridgeport, Connecticut. About Windsor Marketing Group Headquartered in Suffield, Connecticut, Windsor Marketing Group, Inc. -- https://windsormarketing.com/ -- is a privately held company that develops and implements innovative in-store marketing programs for more than 3,000 clients, including some of the nation's top retailers. Founded in 1976, Windsor Marketing helps retailers make their stores easier to shop, reduce turnaround times and lower production and fulfillment costs. Windsor Marketing Group filed a Chapter 11 petition (Bankr. D. Conn. Case No. 18-20022) on Jan. 8, 2018. In the petition signed by Kevin F. Armata, president, the Debtor estimated assets and liabilities at $10 million to $50 million. The Debtor's counsel is James Berman, Esq., at Zeisler & Zeisler, P.C. The U.S. Trustee for Region 2 on Jan. 22, 2018, appointed three creditors to serve on an official committee of unsecured creditors. Lowenstein Sandler LLP, serves as counsel to the Committee; and Neubert, Pepe & Monteith, P.C., as its Connecticut counsel. WINDTREE THERAPEUTICS: Needs More Funds to Remain as Going Concern ------------------------------------------------------------------ Windtree Therapeutics, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K/A, disclosing a net loss of $20,533,000 on $1,788,000 of total revenues for the year ended Dec. 31, 2018, compared to a net loss of $18,446,000 on $1,485,000 of total revenues for the year ended in 2017. The Company states, "As of December 31, 2018, we had cash and cash equivalents of $11.2 million and available-for-sale, marketable securities of $14.0 million, current liabilities of $20.6 million, including $8.0 million of Loan payable. As of April 5, 2019, we believe that we have sufficient resources (including marketable securities) available to support our development activities, business operations and debt service through October 2019. "Although we believe that the CVie Acquisition and $39 million Private Placement Financing have improved our financial position and may better position us to raise the capital needed to fund our business plans, we expect to continue to incur significant losses and require significant additional capital to advance our clinical development programs, support our operations and business development efforts, and satisfy our obligations beyond October 2019, and we do not have sufficient cash and cash equivalents for at least the next year following the date that the financial statements are issued. These conditions raise substantial doubt about our ability to continue as a going concern within one year after the date that the financial statements are issued. "To alleviate the conditions that raise substantial doubt about our ability to continue as a going concern, management plans to raise additional capital through a combination of public or private equity offerings and strategic transactions, including but not limited to potential alliances and collaborations focused on various individual markets; however, none of these alternatives are committed at this time. There can be no assurance that we will be able to complete any public or private equity offerings on acceptable terms, or in amounts required to support our operations, if at all, or identify and enter into any strategic transactions that will bring the capital that we will require. If none of these alternatives is available, or if available, we are unable to raise sufficient capital through such transactions, we will not have sufficient cash resources and liquidity to fund our business operations for at least the next year following the date that the financial statements are issued. Accordingly, management has concluded that substantial doubt exists with respect to our ability to continue as a going concern through one year after the issuance of the accompanying financial statements." The Company's balance sheet at Dec. 31, 2018, showed total assets of $119,398,000, total liabilities of $51,284,000, and $68,114,000 in total stockholders' equity. A copy of the Form 10-K/A is available at: https://is.gd/2loGVz Windtree Therapeutics, Inc., a biotechnology and medical device company, develops drug product candidates and medical device technologies to address acute pulmonary and cardiovascular diseases. The Company is based in Warrington, Pennsylvania. XPLORNET COMMUNICATIONS: Moody's Rates $30MM Add-On Notes 'Caa2' ---------------------------------------------------------------- Moody's Investors Service rated Xplornet Communications Inc.'s $30 million add-on notes issue Caa2. Proceeds will be used to finance the purchase of 600 MHz wireless spectrum and to bolster liquidity. Since the transaction involves the acquisition of a strategic asset and debt/EBITDA leverage increases by only about 0.2x (pro forma 31Dec18 Moody's adjusted leverage increases to 6.5x), there are no ratings implications, and the add-on notes are rated at the same Caa2 level as the existing notes. The following summarizes Moody's ratings and the rating actions for Xplornet: Issuer: Xplornet Communications Inc. Senior Unsecured Notes, Assigned Caa2 (LGD5) Corporate Family Rating, Unchanged at B3 Probability of Default Rating, Unchanged at B3-PD Senior Secured Revolving Credit Facility, Unchanged at Ba3 (LGD1) Senior Secured Term Loan B, Unchanged at B1 (LGD2) Senior Unsecured Notes, Unchanged at Caa2 (LGD5) Outlook, Unchanged at Stable RATINGS RATIONALE Xplornet Communications Inc.'s B3 CFR is supported by strong subscriber and revenue growth as the company addresses the relatively large potential market of about 2.8 million rural/remote Canadian homes that need high-speed internet (2.8 million homes), the company's leading position in addressing that market, technology and demographic trends which support the sustained demand for broadband connectivity, and Moody's expectation that Xplornet will be modestly free cash flow positive over the next year with liquidity arrangements sufficient to cushion unexpected developments. The B3 CFR is constrained by execution risks stemming from Xplornet's early-stage high growth business model, limited operational and financial flexibility associated with small scale, aggressive financial policies (pro forma Moody's adjusted debt/EBITDA of 6.5x at 31Dec18) and, the potential that leverage will cycle between 5.5x and 7.5x given the likely need to periodically re-lever to fund the deployment of new wireless and satellite broadband technologies. Xplornet has good liquidity based on CAD45 million of cash (31Dec18), about CAD10 million of free cash generated over the next four quarters (Moody's forecast; pre spectrum spending), and about CAD90 million of availability (31Deb18) under its US$70 million revolving credit facility which is committed to 2021. CAD145 million of total liquidity provides a large surplus when compared to about CAD50 million of debt and finance lease amortization over the next four quarters, although as CAD51 million of senior unsecured notes due October 2020 roll into the forward four quarter window in late 2019, the surplus erodes. Rating Outlook The outlook is stable because Xplornet has sufficient liquidity to fund operations through 2019 and into mid-2020, and Xplornet's leverage of debt/EBITDA should decline towards 6x in 2019 (Moody's adjusted). Factors that Could Lead to an Upgrade - Upwards rating pressure is contingent upon positive industry fundamentals, solid operating performance, growing cash flow, good liquidity arrangements, and Xplornet substantiating the ability to self-fund its operations through attracting and retaining subscribers and maintaining good pricing flexibility. Factors that Could Lead to a Downgrade - Xplornet's rating could be downgraded in the event that its subscriber and revenue growth trajectory falters and its ability to self-fund operations and maintain adequate liquidity comes into question. The principal methodology used in these ratings was Pay TV published in December 2018. Headquartered in Woodstock, New Brunswick and with corporate offices in Markham, Ontario, privately held Xplornet Communications Inc., uses fixed wireless and satellite last-mile broadband delivery platforms to offer broadband Internet to rural Canadian residences and small businesses. Xplornet had over 373,000 subscribers as at December 31, 2018. [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABBVIE INC ABBV US 59,352.0 (8,446.0) (294.0) ABBVIE INC ABBV AV 59,352.0 (8,446.0) (294.0) ABBVIE INC 4AB TE 59,352.0 (8,446.0) (294.0) ABBVIE INC 4AB TH 59,352.0 (8,446.0) (294.0) ABBVIE INC 4AB QT 59,352.0 (8,446.0) (294.0) ABBVIE INC 4AB GZ 59,352.0 (8,446.0) (294.0) ABBVIE INC ABBVUSD EU 59,352.0 (8,446.0) (294.0) ABBVIE INC ABBVEUR EU 59,352.0 (8,446.0) (294.0) ABBVIE INC 4AB GR 59,352.0 (8,446.0) (294.0) ABBVIE INC ABBV SW 59,352.0 (8,446.0) (294.0) ABBVIE INC ABBV* MM 59,352.0 (8,446.0) (294.0) ABBVIE INC-BDR ABBV34 BZ 59,352.0 (8,446.0) (294.0) ABSOLUTE SOFTWRE ABT CN 90.2 (55.3) (33.2) ABSOLUTE SOFTWRE OU1 GR 90.2 (55.3) (33.2) ABSOLUTE SOFTWRE ALSWF US 90.2 (55.3) (33.2) ABSOLUTE SOFTWRE ABT2EUR EU 90.2 (55.3) (33.2) AIMIA INC AIM CN 3,397.3 (294.9) (593.7) AIMIA INC GAPFF US 3,397.3 (294.9) (593.7) AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) AMERICAN AIRLINE AAL TE 60,787.0 (636.0) (11,195.0) AMERICAN AIRLINE AAL1CHF EU 60,787.0 (636.0) (11,195.0) AMERICAN AIRLINE A1G SW 60,787.0 (636.0) (11,195.0) AMERICAN AIRLINE A1G QT 60,787.0 (636.0) (11,195.0) AMERICAN AIRLINE A1G GZ 60,787.0 (636.0) (11,195.0) AMERICAN AIRLINE AAL11EUR EU 60,787.0 (636.0) (11,195.0) AMERICAN AIRLINE AAL AV 60,787.0 (636.0) (11,195.0) AMERICAN AIRLINE AAL US 60,787.0 (636.0) (11,195.0) AMERICAN AIRLINE AAL* MM 60,787.0 (636.0) (11,195.0) AMERICAN AIRLINE A1G GR 60,787.0 (636.0) (11,195.0) AMERICAN AIRLINE AAL1USD EU 60,787.0 (636.0) (11,195.0) AMERICAN AIRLINE A1G TH 60,787.0 (636.0) (11,195.0) AMYRIS INC 3A01 GR 172.8 (174.4) (111.5) AMYRIS INC 3A01 TH 172.8 (174.4) (111.5) AMYRIS INC AMRS US 172.8 (174.4) (111.5) AMYRIS INC AMRSUSD EU 172.8 (174.4) (111.5) AMYRIS INC AMRSEUR EU 172.8 (174.4) (111.5) AMYRIS INC 3A01 QT 172.8 (174.4) (111.5) ATLATSA RESOURCE ATL SJ 143.4 (272.4) (314.0) AUTODESK INC ADSK US 4,729.2 (210.9) (681.2) AUTODESK INC AUD TH 4,729.2 (210.9) (681.2) AUTODESK INC AUD GR 4,729.2 (210.9) (681.2) AUTODESK INC ADSKEUR EU 4,729.2 (210.9) (681.2) AUTODESK INC ADSKUSD EU 4,729.2 (210.9) (681.2) AUTODESK INC ADSK TE 4,729.2 (210.9) (681.2) AUTODESK INC ADSK* MM 4,729.2 (210.9) (681.2) AUTODESK INC AUD QT 4,729.2 (210.9) (681.2) AUTODESK INC AUD GZ 4,729.2 (210.9) (681.2) AUTODESK INC ADSK AV 4,729.2 (210.9) (681.2) AUTOZONE INC AZ5 GR 9,745.1 (1,594.4) (337.2) AUTOZONE INC AZ5 TH 9,745.1 (1,594.4) (337.2) AUTOZONE INC AZOUSD EU 9,745.1 (1,594.4) (337.2) AUTOZONE INC AZOEUR EU 9,745.1 (1,594.4) (337.2) AUTOZONE INC AZ5 QT 9,745.1 (1,594.4) (337.2) AUTOZONE INC AZO AV 9,745.1 (1,594.4) (337.2) AUTOZONE INC AZO US 9,745.1 (1,594.4) (337.2) AVEDRO INC AVDR US 25.9 (5.2) 12.2 AVEDRO INC 219 GR 25.9 (5.2) 12.2 AVEDRO INC 219 GZ 25.9 (5.2) 12.2 AVID TECHNOLOGY AVID US 265.8 (166.7) 8.9 AVID TECHNOLOGY AVD GR 265.8 (166.7) 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STARBUCKS CORP SBUXUSD EU 19,981.3 (2,878.8) 2,248.8 STARBUCKS CORP SRB GZ 19,981.3 (2,878.8) 2,248.8 STARBUCKS CORP SBUX AV 19,981.3 (2,878.8) 2,248.8 STARBUCKS CORP SBUX SW 19,981.3 (2,878.8) 2,248.8 STARBUCKS CORP SBUX CI 19,981.3 (2,878.8) 2,248.8 STARBUCKS-BDR SBUB34 BZ 19,981.3 (2,878.8) 2,248.8 STEALTH BIOTHERA S1BA GR 15.5 (175.3) (27.3) STEALTH BIOTHERA MITO US 15.5 (175.3) (27.3) SUNPOWER CORP S9P2 GR 2,352.6 (149.9) 368.8 SUNPOWER CORP S9P2 TH 2,352.6 (149.9) 368.8 SUNPOWER CORP SPWR US 2,352.6 (149.9) 368.8 SUNPOWER CORP SPWREUR EU 2,352.6 (149.9) 368.8 SUNPOWER CORP SPWRUSD EU 2,352.6 (149.9) 368.8 SUNPOWER CORP S9P2 QT 2,352.6 (149.9) 368.8 TAUBMAN CENTERS TU8 GR 4,344.1 (300.1) - TAUBMAN CENTERS TCO US 4,344.1 (300.1) - TRANSDIGM GROUP TDG US 12,389.3 (1,666.9) 2,975.4 TRANSDIGM GROUP T7D GR 12,389.3 (1,666.9) 2,975.4 TRANSDIGM GROUP TDG* MM 12,389.3 (1,666.9) 2,975.4 TRANSDIGM GROUP T7D TH 12,389.3 (1,666.9) 2,975.4 TRANSDIGM GROUP TDGUSD EU 12,389.3 (1,666.9) 2,975.4 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EU 4,592.9 (1,406.7) - UNITI GROUP INC UNIT US 4,592.9 (1,406.7) - UNITI GROUP INC 8XC GR 4,592.9 (1,406.7) - UNITI GROUP INC 8XC TH 4,592.9 (1,406.7) - VALVOLINE INC VVV US 1,832.0 (343.0) 288.0 VALVOLINE INC VVVEUR EU 1,832.0 (343.0) 288.0 VALVOLINE INC 0V4 GR 1,832.0 (343.0) 288.0 VALVOLINE INC 0V4 QT 1,832.0 (343.0) 288.0 VANTAGE DRILL-UT VTGGF US 1,129.6 (64.7) 263.9 VECTOR GROUP LTD VGR US 1,549.5 (547.4) 387.3 VECTOR GROUP LTD VGR GR 1,549.5 (547.4) 387.3 VECTOR GROUP LTD VGREUR EU 1,549.5 (547.4) 387.3 VECTOR GROUP LTD VGRUSD EU 1,549.5 (547.4) 387.3 VECTOR GROUP LTD VGR QT 1,549.5 (547.4) 387.3 VERISIGN INC VRS TH 1,919.7 (1,406.1) 374.0 VERISIGN INC VRS GR 1,919.7 (1,406.1) 374.0 VERISIGN INC VRSN US 1,919.7 (1,406.1) 374.0 VERISIGN INC VRSN* MM 1,919.7 (1,406.1) 374.0 VERISIGN INC VRSNUSD EU 1,919.7 (1,406.1) 374.0 VERISIGN INC VRS QT 1,919.7 (1,406.1) 374.0 VERISIGN INC VRSNEUR EU 1,919.7 (1,406.1) 374.0 VERISIGN INC VRS GZ 1,919.7 (1,406.1) 374.0 W&T OFFSHORE INC UWV GR 848.9 (324.8) 39.9 W&T OFFSHORE INC WTI1EUR EU 848.9 (324.8) 39.9 W&T OFFSHORE INC WTI US 848.9 (324.8) 39.9 WAYFAIR INC- A W US 1,890.9 (330.7) 116.7 WAYFAIR INC- A 1WF GR 1,890.9 (330.7) 116.7 WAYFAIR INC- A WEUR EU 1,890.9 (330.7) 116.7 WAYFAIR INC- A 1WF QT 1,890.9 (330.7) 116.7 WEIGHT WATCHERS WW US 1,414.5 (805.0) 25.1 WEIGHT WATCHERS WW6 GR 1,414.5 (805.0) 25.1 WEIGHT WATCHERS WTWUSD EU 1,414.5 (805.0) 25.1 WEIGHT WATCHERS WTWEUR EU 1,414.5 (805.0) 25.1 WEIGHT WATCHERS WW6 QT 1,414.5 (805.0) 25.1 WEIGHT WATCHERS WW6 GZ 1,414.5 (805.0) 25.1 WEIGHT WATCHERS WW6 TH 1,414.5 (805.0) 25.1 WEIGHT WATCHERS WTW AV 1,414.5 (805.0) 25.1 WESTERN UNIO-BDR WUNI34 BZ 8,996.8 (309.8) (645.5) WESTERN UNION WU US 8,996.8 (309.8) (645.5) WESTERN UNION W3U TH 8,996.8 (309.8) (645.5) WESTERN UNION WU* MM 8,996.8 (309.8) (645.5) WESTERN UNION W3U GR 8,996.8 (309.8) (645.5) WESTERN UNION WUUSD EU 8,996.8 (309.8) (645.5) WESTERN UNION W3U QT 8,996.8 (309.8) (645.5) WESTERN UNION W3U GZ 8,996.8 (309.8) (645.5) WESTERN UNION WUEUR EU 8,996.8 (309.8) (645.5) WIDEOPENWEST INC WOW US 2,419.6 (290.3) (111.7) WIDEOPENWEST INC WU5 TH 2,419.6 (290.3) (111.7) WIDEOPENWEST INC WU5 GR 2,419.6 (290.3) (111.7) WIDEOPENWEST INC WU5 QT 2,419.6 (290.3) (111.7) WIDEOPENWEST INC WOW1EUR EU 2,419.6 (290.3) (111.7) WINGSTOP INC WING1EUR EU 139.7 (224.8) 3.4 WINGSTOP INC EWG GR 139.7 (224.8) 3.4 WINGSTOP INC WING US 139.7 (224.8) 3.4 WINMARK CORP WINAUSD EU 46.8 (21.5) 6.9 WINMARK CORP WINA US 46.8 (21.5) 6.9 WINMARK CORP GBZ GR 46.8 (21.5) 6.9 WORKIVA INC WK US 231.1 (9.7) (14.4) WORKIVA INC 0WKA GR 231.1 (9.7) (14.4) WORKIVA INC WKEUR EU 231.1 (9.7) (14.4) WYNDHAM DESTINAT WD5 TH 7,158.0 (569.0) 283.0 WYNDHAM DESTINAT WYNUSD EU 7,158.0 (569.0) 283.0 WYNDHAM DESTINAT WD5 GR 7,158.0 (569.0) 283.0 WYNDHAM DESTINAT WYND US 7,158.0 (569.0) 283.0 WYNDHAM DESTINAT WD5 QT 7,158.0 (569.0) 283.0 WYNDHAM DESTINAT WYNEUR EU 7,158.0 (569.0) 283.0 YELLOW PAGES LTD Y CN 442.4 (119.2) 40.4 YRC WORLDWIDE IN YEL1 GR 1,617.1 (301.2) 168.5 YRC WORLDWIDE IN YRCW US 1,617.1 (301.2) 168.5 YRC WORLDWIDE IN YRCWUSD EU 1,617.1 (301.2) 168.5 YRC WORLDWIDE IN YRCWEUR EU 1,617.1 (301.2) 168.5 YRC WORLDWIDE IN YEL1 QT 1,617.1 (301.2) 168.5 YRC WORLDWIDE IN YEL1 TH 1,617.1 (301.2) 168.5 YUM! BRANDS INC TGR TH 4,130.0 (7,926.0) (94.0) YUM! BRANDS INC TGR GR 4,130.0 (7,926.0) (94.0) YUM! BRANDS INC YUM* MM 4,130.0 (7,926.0) (94.0) YUM! BRANDS INC YUM US 4,130.0 (7,926.0) (94.0) YUM! BRANDS INC YUMEUR EU 4,130.0 (7,926.0) (94.0) YUM! BRANDS INC TGR QT 4,130.0 (7,926.0) (94.0) YUM! BRANDS INC YUMCHF EU 4,130.0 (7,926.0) (94.0) YUM! BRANDS INC YUM SW 4,130.0 (7,926.0) (94.0) YUM! BRANDS INC YUM AV 4,130.0 (7,926.0) (94.0) YUM! BRANDS INC YUMUSD SW 4,130.0 (7,926.0) (94.0) YUM! BRANDS INC YUMUSD EU 4,130.0 (7,926.0) (94.0) YUM! BRANDS INC TGR GZ 4,130.0 (7,926.0) (94.0) ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2019. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***