/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/190607.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, June 7, 2019, Vol. 23, No. 157 Headlines 1011778 BC: Moody's Alters Outlook on B1 CFR to Positive 15005 NW CORNELL: Seeks to Hire Perkins Coie as Counsel 3MB LLC: Lender Files Chapter 11 Plan of Liquidation 41-23 HAIGHT STREET: Involuntary Chapter 11 Case Summary 73-75 WILLOW: Amends Treatment of Ocwen's Secured Claims A V CAR & HOME: Welch Family Objects to Disclosure Statement ADVANCED COLLISION: June 26 Hearing on Disclosure Statement AEGIS TOXICOLOGY: S&P Places 'B' ICR on CreditWatch Negative ALTADENA LINCOLN: Hires Matthews Retail as Leasing Broker AMERICAN FORKLIFT: June 20 Evidentiary Hearing on Plan Confirmation AMERICAN TECHNICAL: Ecker Capital Objects to Disclosure Statement ANGELS FOR KIDS: Seeks to Hire Bartolome Law as Counsel APTIM CORP: S&P Downgrades ICR to CCC+ on Increased Debt Leverage AREABEATS PROPERTIES: June 20 Plan Confirmation Hearing AVINGER INC: Has Until Dec. 2 to Regain Nasdaq Compliance BARKER BOATWORKS: Johnson Pope Represents Two Deposit Holders BARKER BOATWORKS: Plan Confirmation Hearing Set for June 12 BENTWOOD FARMS: Ward and Smith Represents Agrifund, et al. BIOPLAN USA: S&P Cuts ICR to 'CCC+' on Sustained Cash Flow Weakness BLACK MOUNTAIN: Seeks to Hire Sunbelt, Jorant as Brokers BOOKER-EVERS REAL: Unsecureds to Get Paid from Sale Proceeds BRICK OVEN PIZZA: Hires Robert C. Nisenson as Attorney BRIGHT FUTURE: Hires Cushner & Associates as Attorney CAMBER ENERGY: Regains Compliance with NYSE Listing Rules CASCADE PARENT: S&P Assigns 'B-' ICR, Rates $610MM Debt 'B-' CELLA III: Case Summary & 6 Unsecured Creditors CHICAGO SURGICAL: Seeks to Hire Susan Bogart as Special Counsel CLARKSBURG MEDICAL: Seeks to Hire McNamee Hosea as Counsel CLEARWATER CAY: Chapter 9 Voluntary Chapter 11 Case Summary CLOUD PEAK: Seeks to Hire Centerview as Investment Banker CLOUD PEAK: Seeks to Hire FTI Consulting as Financial Advisor CLOUD PEAK: Seeks to Hire Prime Clerk as Administrative Advisor CLOUD PEAK: Seeks to Hire Richards Layton as Co-Counsel CLOUD PEAK: Seeks to Hire Vinson & Elkins as Counsel COLUMBUS DOWNTOWN: S&P Cuts Housing Rental Rev. Bond Rating to CCC+ CYPRESS SEMICONDUCTOR: S&P Places 'BB+' ICR on Watch Positive CYTOSORBENTS CORP: All Four Proposals Approved at Annual Meeting DON ROBERTS: Roggow Law Represents Two ACA Subsidiaries DURA AUTOMOTIVE: Moody's Withdraws B3 CFR on Closing Delay ETA ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors FIRSTENERGY SOLUTIONS: Hires Black vMcCuskey as Special Counsel GASPER RICE: Taps Briggs & Veselka as Accountant GAUCHO GROUP: Raises $1.4 Million in Common Stock Sale GCI LLC: S&P Assigns 'B' Rating on New $300MM Sr. Unsecured Notes GLATFELTER (P.H.) CO: S&P Affirms 'BB+' Long-Term ICR GLOBAL HEALTHCARE: Appoints Director to Fill Board Vacancy GRUBHUB INC: S&P Assigns 'BB' Issuer Credit Rating; Outlook Stable HANNAH SOLAR: Seeks to Hire Portnoy Garner as Co-Counsel HARVARD CIDER: Involuntary Chapter 11 Case Summary HARVEY MOORE: Hires Mr. Murphy of Ankura Consulting as CRO HARVEY MOORE: Seeks to Hire Stichter Riedel as Counsel HEXION HOLDINGS: Hires Ernst & Young as Tax Advisor HIGH TIMES: Amended Plan Modifies Treatment of CMIYA Secured Claims HOLLY ACADEMY, MI: S&P Lowers Bond Rating to BB+, Outlook Stable ICONIX BRAND: Gets Additional Noncompliance Notice from Nasdaq IPS WORLDWIDE: Trustee Hires Klayer and Associates as Accountant KAIZEN EDUCATION FOUNDATION, AZ: S&P Cuts Rev. Bond Rating to 'BB' KNEL ACQUISITION: S&P Downgrades ICR to 'B-'; Outlook Negative KONA GRILL: Seeks to Hire Epiq as Administrative Advisor LEGACY RESERVES: S&P Lowers ICR to 'D' on Missed Interest Payment M & C PARTNERSHIP: Case Summary & 5 Unsecured Creditors MAIREC PRECIOUS: Trustee Seeks to Hire Haynsworth as Counsel MCAFEE LLC: S&P Affirms 'B' ICR on Debt-Funded Dividend Payment MEMORY CARE: Case Summary & 30 Largest Unsecured Creditors MIRPLASTICS LLC: Taps Lalka Tax Services as Accountant MITCHELL LANE: Hires Hasbani & Light as Counsel MORTENT M.M. CORP: Hires Forchelli Deegan as Counsel MRO HOLDINGS: S&P Cuts ICR to B+ on Close of Debt-Financed Dividend NANOMECH INC: Hires Treliant LLC as Financial Consultant NYMD GREEN LAKE: Case Summary & 12 Unsecured Creditors OAKSHIRE MUSHROOM: Hires Beiler-Campbell as Real Estate Broker PFB INTERMEDIATE: SSG Acted as Adviser in Brown Jordan Asset Sale PG&E CORPORATION: Hires Deloitte & Touche as Auditor PG&E CORPORATION: Hires Morrison & Foerster as Special Counsel PHUNWARE INC: Signs Note Purchase Agreement QUALITY ONE: Taps David A. Mucklow, Gibson & Moran as Counsel RENNOVA HEALTH: Amends Arbitration Proceeding Settlement SAM KANE BEEF: Naman Howell, Stokes Advise Cattle Feeders SANTA PAULA: Case Summary & 3 Unsecured Creditors SECOND LINE: Case Summary & 20 Largest Unsecured Creditors SEVEN STARS: Case Summary & 11 Unsecured Creditors SMS ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors SPS ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors SWAIN HOLDING: Voluntary Chapter 11 Case Summary T&N FOUNTAIN: Seeks to Hire Weiland Golden as Legal Counsel TAJAY RESTAURANTS: Seeks to Hire Waller Lansden as Counsel TERRE HAUTE: S&P Ups 2013 Tax-Increment Rev. Bond Rating to 'BB+' TIBCO SOFTWARE: S&P Rates Sr. Secured Bank Credit Facilities 'B' VIRGINIA TRUE: Seeks to Hire Pick & Zabicki as Legal Counsel VRIO CORP: Moody's Withdraws B2 CFR on Insufficient Information W/S PACKAGING: S&P Affirms 'B' Issuer Credit Rating, Off Watch Neg WEST CORP: Moody's Cuts CFR to B2 & Unsec. Notes to Caa1 YUM! BRANDS: Moody's Puts Ba3 CFR on Review for Upgrade [^] BOOK REVIEW: AS WE FORGIVE OUR DEBTORS ********* 1011778 BC: Moody's Alters Outlook on B1 CFR to Positive -------------------------------------------------------- Moody's Investors Service changed the outlook for 1011778 B.C Unlimited Liability Co. to positive from stable. In addition, Moody's affirmed the company's B1 Corporate Family Rating, B1-PD Probability of Default Rating, Ba3 secured first lien bank ratings, Ba3 secured first lien note rating, and B3 secured second lien note rating. Moody's also affirmed Tim Hortons Inc.'s B2 senior unsecured legacy notes rating. 1011778 B.C.'s SGL-1 Speculative Grade Liquidity Rating was also affirmed. "The change in outlook to positive from stable reflects 1011778 B.C.'s steady operating performance and our expectation that the company's solid pipeline of new product offerings, constant focus on costs, growth initiatives and debt reduction will result in improving earnings and credit metrics." stated Bill Fahy, Moody's Senior Credit Officer. "Improved operating trends along with cost reductions have generated improved earnings and credit metrics with debt to EBITDA of about 5.6 times and EBIT to interest coverage of 3.1 times for the LTM period ending March 31, 2019." stated Fahy. RATINGS RATIONALE 1011778 B.C. benefits from its brand recognition and meaningful scale in terms of systemwide units of the company's three concepts, Burger King, Popeyes and Tim Horton's, a franchised focused business model that provides more stability to earnings and cash flow, diversified day part and food offerings, and very good liquidity. The company is constrained by its high leverage, modest retained cash flow to debt, and relatively aggressive financial policy as all free cash is returned to shareholders. The ratings also reflect the high levels of promotional activities by competitors and a value focused consumer that will continue to pressure same store operating performance. Ratings affirmed are: Outlook Actions: Issuer: 1011778 B.C. Unltd Liability Co. Outlook, Changed To Positive From Stable Affirmations: Issuer: 1011778 B.C. Unltd Liability Co. Probability of Default Rating, Affirmed B1-PD Speculative Grade Liquidity Rating, Affirmed SGL-1 Corporate Family Rating, Affirmed B1 Senior Secured Bank Credit Facility, Affirmed Ba3 (LGD3) Senior Secured Regular Bond/Debenture, Affirmed B3 (LGD5) Senior Secured Regular Bond/Debenture, Affirmed Ba3 (LGD3) Issuer: Tim Hortons Inc. Senior Unsecured Regular Bond/Debenture, Affirmed B2 (LGD5) The positive outlook reflects its view that the company's steady pipeline of new product offerings, constant focus on costs, new franchisee agreements and debt reduction will result in a steady improvement in earnings and credit metrics over the next 12-18 months. Factors that could result in an upgrade include a sustained strengthening of debt protection metrics with debt to EBITDA of around 5.0 times and EBIT coverage of interest remaining around 3.0 times. A higher rating would also require the company's commitment to preserving credit metrics during periods of operating difficulties and to maintain very good liquidity. Factors that could result in a downgrade include debt to EBITDA rising above 5.75 times or EBIT to interest approaching 1.75 times on a sustained basis. 1011778 B.C. Unlimited Liability Company, owns, operates and franchises over 17,823 Burger King hamburger quick service restaurants, more than 4,866 Tim Hortons restaurants and over 3,120 Popeyes restaurants. Annual revenues are around $5.4 billion, although systemwide sales are over $30 billion. 3G Restaurant Brands Holdings LP, owns approximately 41% of the combined voting power with respect to RBI and is affiliated with private investment firm 3G Capital Partners, Ltd. 15005 NW CORNELL: Seeks to Hire Perkins Coie as Counsel ------------------------------------------------------- 15005 NW Cornell LLC, seeks authority from the U.S. Bankruptcy Court for the District of Oregon to employ Perkins Coie LLP, as counsel to the Debtor. 15005 NW Cornell requires Perkins Coie to: a. advise the Debtor of its rights, powers and duties as debtor and debtor-in-possession continuing to operate and manage its businesses and property under Chapter 11 of the Bankruptcy Code; b. take all actions necessary to protect and preserve the Debtor's bankruptcy estate, including the prosecution of actions on Debtor's behalf, the defense of any action commenced against the Debtor, negotiations concerning all litigation in which Debtor is involved, objections to claims filed against the Debtor in this bankruptcy case, and the compromise or settlement of claims; c. advise the Debtor concerning, and prepare on behalf of the Debtor, all necessary applications, motions, memoranda, responses, complaints, answers, orders, notices, reports and other papers, and review all financial and other reports required from Debtor as debtor-in-possession in the administration of this Chapter 11 case; d. advise the Debtor with respect to, and assist in the negotiation and documentation of, financing agreements, debt and cash collateral orders, and related transactions; e. review the nature and validity of any liens asserted against the Debtor's properties and advise the Debtor concerning the enforceability of such liens; f. advise the Debtor regarding (i) its ability to initiate actions to collect and recover property for the benefit of its estate; (ii) any potential property dispositions; and (iii) executory contract and unexpired lease assumptions, assignments and rejections, and lease restructuring and recharacterizations; g. negotiate with creditors concerning a plan of reorganization; prepare the plan of reorganization, disclosure statement and related documents; take the steps necessary to confirm and implement the plan of reorganization, including, if needed, negotiations for financing the plan; and h. provide such other legal advice or services as may be required in this Chapter 11 case or the general operation and management of the Debtor's business. Perkins Coie will be paid at these hourly rates: Douglas Pahl, Partner $550 Matthew Mertens, Associate $430 Kimberly McClure, Paralegal $270 Perkins Coie will be paid a retainer in the amount of $15,000. Perkins Coie will also be reimbursed for reasonable out-of-pocket expenses incurred. Douglas Pahl, a partner at Perkins Coie, 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. Perkins Coie can be reached at: Douglas Pahl, Esq. Matthew Mertens, Esq. PERKINS COIE LLP 1120 N.W. Couch Street, 10th Floor Portland, OR 97209-4128 Tel: (503) 727-2000 Fax: (503) 727-2222 E-mail: DPahl@perkinscoie.com MMertens@perkinscoie.com About 15005 NW Cornell 15005 NW Cornell LLC, based in Beaverton, OR, filed a Chapter 11 petition (Bankr. D. Or. Case No. 19-31883) on May 21, 2019. In the petition signed by Vahan Megar Dinihanian, Jr., member, the Debtor estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. The Hon. Trish M. Brown oversees the case. Douglas Pahl, a partner of Perkins Coie LLP, serves as bankruptcy counsel. 3MB LLC: Lender Files Chapter 11 Plan of Liquidation ---------------------------------------------------- Lender U.S. Bank National Association, as Trustee, as successor-in-interest to Bank of America, N.A., as Trustee, as successor by merger to LaSalle Bank National Association, as Trustee, for the registered holders of Bear Stearns Commercial Mortgage Securities Inc., Commercial Mortgage Pass-Through Certificates, Series 2007-PWR16, filed a Chapter 11 Plan of Liquidation and accompanying disclosure statement for 3MB, LLC. Class 3 General Unsecured Claims: The Class 3 General Unsecured Claims that are liquidated and marked in the Debtor's schedules as being in dispute total $10,619 and will be treated as follows: Each Holder of an Allowed Class 3 General Unsecured Claim shall receive in full satisfaction, settlement, release, extinguishment and discharge of such Claim: (a) a pro rata distribution of $25,000 in Cash from the Effective Date Cash; and (b) a pro rata distribution in Cash, up to each Holder's Allowed Class 3 General Unsecured Claim (which shall not include interest), of all proceeds resulting from the sale of the Shopping Center after the Class 2 Lender's Secured Claim is paid in full; or (b) such other treatment on such other terms and conditions as may be agreed upon in writing by the Holder of such Claim and Lender; provided, however, that any Allowed Class 3 General Unsecured Claim whose Claim is covered by an insurance policy of the Debtor shall first be paid from such policy before obtaining a distribution as to any unpaid portion of its Allowed Claim as provided herein. On the Effective Date, the Debtor shall transfer all of the Effective Date Cash to the Lender, who will be responsible for making all Cash distributions to Holders of Allowed Claims. The Lender anticipates that the Effective Date Cash will be at least $60,000. Additionally, the Debtor will hire a real estate broker, who will be responsible for marketing and selling the Shopping Center. As soon as practicably possible after the sale of the Shopping Center closes, assuming the sale price for the Shopping Center exceeds the Allowed Lender's Class 2 Secured Claim and all transaction costs associated with such sale, the Debtor will distribute the sale proceeds to Holders of Allowed Claims. To the extent that the Effective Date Cash is insufficient to fully satisfy all Allowed Administrative Claims, and to the extent that the Effective Date Cash is insufficient to fully satisfy all Class 1 Allowed Claims, the Lender will fund any shortfall, and the amount of any such shortfall will be added to the Class 2 Lender's Secured Claim. A full-text copy of the Disclosure Statement dated May 20, 2019, is available at https://tinyurl.com/y5zvz4tx from PacerMonitor.com at no charge. On July 2, 2019 at 10:30 a.m., the Lender will move the Bankruptcy Court for entry of an order (1) Approving Disclosure Statement in Support of Chapter 11 Plan; (2) Approving Plan Solicitation, Notice and Voting Procedures; (3) Approving Forms of Notice and Ballots; and (4) Establishing Plan Confirmation Deadlines and Procedures. That any opposition to this Motion must be in writing and served and filed with this Court not less than fourteen (14) days before the date of the hearing scheduled on the Motion. Attorneys for the Secured Creditor: David M. Neff, III, Esq. Amir Gamliel, Esq. PERKINS COIE LLP 1888 Century Park E., Suite 1700 Los Angeles, CA 90067-1721 Tel: (310) 788-9900 Fax: (310) 788-3399 Email: DNeff@perkinscoie.com AGamliel@perkinscoie.com About 3MB LLC 3MB, LLC is a general contractor in Bakersfield, California, specializing in shopping center development. 3MB, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Calif. Case No. 18-14663) on Nov. 19, 2018. At the time of the filing, the Debtor estimated assets of $10 million to $50 million and liabilities of $1 million to $10 million. The case has been assigned to Judge Rene Lastreto II. The Law Offices of Leonard K. Welsh is the Debtor's counsel. 41-23 HAIGHT STREET: Involuntary Chapter 11 Case Summary -------------------------------------------------------- Alleged Debtor: 41-23 Haight Street Realty, Inc. c/o J Developments 87-10 Queens Blvd Elmhurst, NY 11373 Business Description: 41-23 Haight Street Realty, Inc. is a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B). Involuntary Chapter 11 Petition Date: June 4, 2019 Court: United States Bankruptcy Court Eastern District of New York (Brooklyn) Case Number: 19-43441 Judge: Hon. Nancy Hershey Lord Petitioners' Counsel: Sylvia Pihui Tsai, Esq. GENG & ASSOCIATES, P.C. 39-07 Prince Street, Suite 3E Flushing, NY 11354 Tel: 718-569-6878 Fax: 718-321-7006 E-mail: sylviatsai@law-gz.com sylviatsai@lawgz.com List of Petitioners: Name Nature of Claim Claim Amount ----------- --------------- ------------ Amy Johnson Breach of Contract $262,000 aka Wen Mei Wang 3493 Shores Road Murfreesboro, TN 37128 Xian Kang Zhang Breach of Contract $262,000 607 Lillard Road Murfreesboro, TN 37128 Yu Qing Wang Breach of Contract $262,000 3720 Gus Thomasson Road #305 Mesquite, TX A full-text copy of the Involuntary Petition is available for free at: http://bankrupt.com/misc/nyeb19-43441.pdf 73-75 WILLOW: Amends Treatment of Ocwen's Secured Claims -------------------------------------------------------- 73-75 Willow Street, LLC, a Connecticut limited liability company, filed an amended plan of reorganization and accompanying disclosure statement to modify the treatment of claims. The Debtor and Ocwen Loan Servicing LLC have entered into a Stipulation regarding the terms and conditions of the treatment and payment of Ocwen's claim. The Stipulation was filed with the Court on May 6, 2019. The second mortgage holder, Ebay Wanted, Inc., who has a $55,000 recorded mortgage on the Property has not filed a proof of claim. The Debtor listed the Ebay Wanted claim as a disputed claim on its schedules because it did not know the current amount of the Ebay Wanted claim. In connection with its Plan, Ebay Wanted has agreed to release its mortgage and have its claim of $55,000 treated as wholly unsecured. Class 2 Impaired . Ocwen Loan Servicing LLC shall have an allowed secured claim of $150,000, payable over the term of 18 years with 7.5% interest and in accordance with the Stipulation. The Debtor shall commence making adequate protection payments in the amount of $1,267.46 P&I plus $541.80 for escrow for a total monthly payment of $1,809.26 commencing on April 1, 2019 and continuing on the first of each month up until the last month upon which confirmation of the Chapter 11 case confirms. Said payments shall constitute adequate protection payments during the pre-confirmation period. In the event the Chapter 11 case confirms and all monthly payments are timely made, Ocwen Loan Servicing LLC's claim shall be modified to a secured claim of $150,000.00 on the 1st day of the month following confirmation of the case. The modified claim of $150,000.00 shall be paid over 18 years at a fixed interest rate of 7.5% in equal monthly installments of $1,267.46 P&I plus $541.80 for escrow for a total payment of $1,809.26 on the 1st of each month until paid in full. A full-text copy of the Disclosure Statement dated May 22, 2019, is available at https://tinyurl.com/yxztubhx from PacerMonitor.com at no charge. A redlined version of the Amended Disclosure Statement dated May 22, 2019, is available at https://tinyurl.com/yy73wkuc from PacerMonitor.com at no charge. 73-75 Willow Street, LLC filed for Chapter 11 bankruptcy (Bankr. D. Conn. Case No. 18-50825) on June 28, 2018, listing under $1 million in both assets and liabilities. Judge Julia A. Manning oversees the case. A V CAR & HOME: Welch Family Objects to Disclosure Statement ------------------------------------------------------------ Welch Family Limited Partnership Four and Welch Family Limited Partnership Nine object to the adequacy of the Disclosure Statement explaining A V Car & Home LLC's Chapter 11 Plan. Welch Entities point out that the Disclosure Statement incorrectly states that AV Car has received an offer to purchase the Property from Welch Nine for $1,975,000 which could be consummated without adjudication of the Adverse Possession Case. Welch Entities further point out that the Disclosure Statement should state that AV Car and the Trustee have entered into an Asset Purchase Agreement with Welch Four for the Property for $1,975,000 which can be consummated without adjudication of the Adverse Possession Case. Welch Entities complain that the Disclosure Statement incorrectly states that the court has scheduled a hearing on the amended motion to dismiss for April 23, 2019, the correct date is June 18, 2019. Welch Entities assert that the Disclosure Statement contains misleading information regarding the alleged purchase offer from Taja Investments, LLC, and the financing for the alleged offer, the Capital Bank letter relates to a previous offer from Taja Investments, LLC, which was contingent on clear title. According to Welch Entities the Disclosure Statement incorrectly states at Par. C, Article IV, that the Auction will occur on April 25, 2019, the Auction, if it occurs, will take place on June 18, 2019. Attorney for the Welch Entities: David S. Musgrave, Esq. Gordon Feinblatt LLC 233 East Redwood Street Baltimore, MD 21202 Tel: (410) 576-4194 Fax: (410) 576-4196 Email: dmusgrave@gfrlaw.com About A V Car & Home A V Car & Home LLC, a company based in Washington, DC, is engaged in activities related to real estate. A V Car & Home sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.D.C. Case No. 18-00434) on June 20, 2018. In the petition signed by Shawntell Parker, authorized representative, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Martin S. Teel, Jr., presides over the case. The Debtor is represented by Janet M. Nesse, Esq., and Justin P. Fasano, Esq., at McNamee, Hosea, Jernigan, Kim, Greenan & Lynch, P.A., in Greenbelt, Maryland. ADVANCED COLLISION: June 26 Hearing on Disclosure Statement ----------------------------------------------------------- The hearing on final approval of the disclosure statement and the hearing on confirmation of the plan of Advanced Collision, Inc., will be held before Honorable Michael J. Kaplan, United States Bankruptcy Judge on June 26, 2019, at 11 A.M. June 21, 2019 is fixed as the last day for filing and serving written objections to the disclosure statement and confirmation of the plan. Ballots accepting or rejecting this plan may be filed with the Clerk of Court at any time before the confirmation hearing or any continuation. About Advanced Collision Advanced Collision, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.Y. Case No. 19-10083) on Jan. 17, 2019. The case is assigned to Judge Michael J. Kaplan. The Debtor is represented by Arthur G. Baumeister, Jr., Esq., of Baumeister Denz LLP. AEGIS TOXICOLOGY: S&P Places 'B' ICR on CreditWatch Negative ------------------------------------------------------------ S&P Global Ratings placed its ratings on Aegis Toxicology Sciences Corp., including the 'B' issuer credit rating, on CreditWatch with negative implications. The CreditWatch placement follows the announcement that Aegis delayed filing its annual audit for a second time and signed an amendment to extend the reporting deadline until June 14, 2019. S&P expects to resolve the CreditWatch when it receives the final audited financial statements. "We could lower the rating if there are extended delays in Aegis' filings or if we believe cash flow generation will decline materially. We could affirm the rating and revise the outlook back to stable if we gain confidence that the company is resolving the issues and can generate free operating cash flow of at least $10 million," S&P said. ALTADENA LINCOLN: Hires Matthews Retail as Leasing Broker --------------------------------------------------------- Altadena Lincoln Crossing LLC seeks authority from the U.S. Bankruptcy Court for the Central District of California to employ Matthews Retail Group, Inc. d/b/a Matthews Real Estate Investment Services, as leasing broker to the Debtor. Altadena Lincoln requires Matthews Retail to advise and assist the Debtor with respect to leasing the Debtor's real property located at 2220-2216 N. Lincoln Avenue, Altadena, CA 91001, and will work to obtain leasing offers from new tenants. Matthews Retail will be paid a commission of 6% of the total fixed minimum rent payable by a tenant for the first 60 months in which rent is to be paid pursuant to an applicable lease, plus 3% of the total fixed minimum rent payable by a tenant for the next 60 months in which rent is to be paid pursuant to an applicable lease, plus 1% of the total fixed minimum rent payable by a tenant for the remainder of the term of such lease. Matthews Retail will also be reimbursed for reasonable out-of-pocket expenses incurred. Michael Pakravan, director of Matthews Retail Group, Inc. d/b/a Matthews Real Estate Investment Services, 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. Matthews Retail can be reached at: Michael Pakravan MATTHEWS RETAIL GROUP, INC. D/B/A MATTHEWS REAL ESTATE INVESTMENT SERVICES 841 Apollo Street, Suite 150 El Segundo, CA 90245 Tel: (866) 889-0550 About Altadena Lincoln Crossing Headquartered in Pasadena, California, Altadena Lincoln Crossing LLC, a Delaware limited liability company, filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 17-14276) on April 7, 2017. In the petition signed by Greg Galletly, manager, the Debtor estimated both assets and liabilities at between $10 million and $50 million. The Debtor is an affiliate of BGM Pasadena, LLC, which sought bankruptcy protection (Bankr. C.D. Cal. Case No. 15-27833) on Nov. 20, 2015. Judge Julia W. Brand oversees Altadena's case. James A Tiemstra, Esq., at Tiemstra Law Group PC, serves as the Debtor's bankruptcy counsel. Gregory M. Salvatao Esq., at Salvato Law Offices, serves as the Debtor's general bankruptcy and litigation counsel. Coldwell Banker Commercial North Country serves as the Debtor's real estate broker. AMERICAN FORKLIFT: June 20 Evidentiary Hearing on Plan Confirmation ------------------------------------------------------------------- The Disclosure Statement explaining the Chapter 11 Plan of American Forklift Rental & Supply, LLC, is conditionally approved. An evidentiary hearing will be held on June 20, 2019, at 02:45 PM in Courtroom 6D, 6th Floor, George C. Young Courthouse, 400 West Washington Street, Orlando, FL 32801 to consider and rule on the disclosure statement and any objections or modifications and, if the Court determines that the disclosure statement contains adequate information, to conduct a confirmation hearing. Creditors and other parties in interest shall file written acceptances or rejections of the plan (ballots) no later than seven days before the date of the Confirmation Hearing. Any party desiring to object to the disclosure statement or to confirmation shall file its objection no later than seven days before the date of the Confirmation Hearing. The debtor shall file a ballot tabulation no later than four days before the date of the Confirmation Hearing. About American Forklift American Forklift Rental & Supply, LLC -- https://www.americanforkliftrental.com/ -- specializes in forklift rentals for the Central Florida area including Orlando, Tampa, Lakeland, Orange County, Polk County, Lake County, and surrounding areas. It also offers new and used sales on a wide variety of forklifts. American Forklift sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-04155) on July 12, 2018. In the petition signed by Joseph Garcia, Jr., managing member, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Cynthia C. Jackson presides over the case. Melissa A. Youngman, Esq., in Altamonte Springs, Florida, is the Debtor's legal counsel. No official committee of unsecured creditors has been appointed. AMERICAN TECHNICAL: Ecker Capital Objects to Disclosure Statement ----------------------------------------------------------------- Ecker Capital LLC objects to the final approval of the Second Amended Disclosure Statement explaining the Chapter 11 Plan of American Technical Services, Inc. Ecker points out that the Debtor fails to explain how the Debtor has remedied the continued cash flow issues of the business. Ecker further points out that additionally it is not disclosed what, if any, involvement the Debtor's president, Cheryll Zivolich, will be able to have given her stroke that left her unable to continue her day to day management and administration of the Debtor. Ecker complains that the Debtor's Second Amended Disclosure Statement artificially impairs various classes in what appears to be an attempt to sway the votes. According to Ecker, additionally, the Debtor's Plan states in Class 1.2 "only the insider wage claim of Craig Zivolich remains unpaid at this time. By virtue of Mr. Zivolich's status as an insider, he will defer distribution on this wage claim until other Class 3.1 claims are paid." Ecker asserts that given that the employees were paid in the ordinary course they are thus unimpaired and should be listed so as their contract rights were and are unaffected by the bankruptcy. Ecker points out that the Court in Footnote 2 of the Order: 1) Sustaining Ecker's Objection to Debtor's Motion to Extend Exclusivity and 2) Denying Extension of Exclusivity states "the Amended Plan is basically a reformatted version of the original Plan of Reorganization with little or no substantive change, it relates back to the date of the original plan, which was timely filed on April 3, 2019." Ecker further points out it is not that a Debtor is prohibited entirely from getting more time to confirm its proposed Plan, it is that if more time is necessary, it must comply with the specific extension requirements as laid out in the Bankruptcy Code. Ecker complains that in this case, the Debtor is aware of the requirements under 1121(e) and failed to file any motion seeking an extension of the deadline. According to Ecker, the Debtor has attempted to artificially impair various classes of claims in order to gerrymander voting classes. Ecker asserts that given that the Debtor scheduled the claims and failed to object to the claims until after. Ecker filed its own Chapter 11 Plan of Reorganization shows that the Debtor has not filed their Plan in good faith and instead appears to be attempting to take substantial money pre-petition without any intent on paying it back. Ecker complains that the Debtor’s Plan takes over forty-two months to pay creditors and offers no interest to unsecured creditors at all who are taking a substantial risk of default on payments given the Debtor's history. According to Ecker, even if this case were converted to one administered under a Chapter 7 proceeding, the Debtor's Plan does not stack up. Ecker complains that it is impossible for the Debtor to comply with 1129(a)(8). Ecker points out that given that no properly impaired class has accepted the Debtor's Plan the Debtor has failed to meet the requirement of 1129(a)(10). Ecker further points out that the Debtor can provide no adequate evidence that the Debtor will have the ability to bridge the gap that is coming given the lack of funding and thus cannot comply with 1129(a)(11). Counsel for Ecker Capital LLC: Jason A. Burgess, Esq. 1855 Mayport Road Atlantic Beach, FL 32233 Tel: (904) 372-4791 Email: jason@jasonaburgess.com About American Technical Services American Technical Services, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-08783) on Oct. 12, 2018. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $500,000. The Debtor tapped Palm Harbor Law Group as its legal counsel. On April 3, 2019, the Debtor filed a Chapter 11 plan of reorganization, which provides that all of its creditors will be paid in full within 42 months of confirmation of the plan. ANGELS FOR KIDS: Seeks to Hire Bartolome Law as Counsel ------------------------------------------------------- Angels For Kids on Call 24/7, Inc., seeks authority from the U.S. Bankruptcy Court for the Middle District of Florida to employ Bartolome Law, PLLC, as counsel to the Debtor. Angels For Kids requires Bartolome Law to: (a) advise as to the Debtor's rights and duties in this case; (b) prepare pleadings related to this case, including a disclosure statement and a plan of reorganization; and (c) take any and all other necessary action incident to the proper preservation and administration of this estate. Bartolome Law will be paid at these hourly rates: Attorneys $375 Paraprofessionals $125 Bartolome Law will be paid a retainer in the amount of $30,000. Bartolome Law will also be reimbursed for reasonable out-of-pocket expenses incurred. Aldo G. Bartolone, Jr., a partner at Bartolome Law, 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. Bartolome Law can be reached at: Aldo G. Bartolone, Jr. BARTOLONE LAW, PLLC. 1030 N. Orange Ave., Suite 300 Orlando, FL 32801 Tel: (407) 294-4440 Fax: (407) 287-5544 E-mail: aldo@bartolonelaw.com About Angels For Kids on Call 24/7, Inc. Angels For Kids On Call 24/7, Inc. -- https://www.angelsforkidsoncall.com/ -- is a for-profit behavioral health company located in Orlando, Florida. The Company provides treatment of mood disorder, disorders first diagnosed in childhood, behavioral disorders, trauma, stress and poor health, substance and social reality problems. Its target population is high-risk, diverse and in need of immediate care. While the Company is uniquely suited to specialize in child and adult care, it offers a range of treatments for people of all age ranges. Angels For Kids On Call 24/7, Inc., based in Orlando, FL, filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 19-03262) on May 16, 2019. In the petition signed by John Valencia, president, the Debtor estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities. The Hon. Karen S. Jennemann oversees the case. Aldo G. Bartolone, Jr., Esq., at Bartolome Law, PLLC, serves as bankruptcy counsel to the Debtor. APTIM CORP: S&P Downgrades ICR to CCC+ on Increased Debt Leverage ----------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Texas-based Aptim Corp. to 'CCC+' from 'B-' and its issue-level ratings on the company's senior secured notes to 'CCC+' from 'B-'. "Although Aptim Corp.'s backlog grew 28% to $2.7 billion as of March 31, 2019 compared to a year earlier, debt leverage has increased above our prior expectations to a level that we view as unsustainable over the long term," S&P said. Over the last few quarters, the company's operating performance continued to experience the side effects of losing several large customers in 2017, with lower power maintenance activity, according to the rating agency. The stable outlook reflects S&P's expectation that operating performance will gradually improve and that, although the company's financial commitments appear unsustainable in the long term, the rating agency does not believe there is a near-term credit or payment crisis due to the company's longer-dated debt maturities. "We could lower our ratings on Aptim if we come to believe that the company is likely to default within the next 12 months, without an unforeseen positive development. This could occur through a near-term liquidity crisis, violation of financial covenants, or a distressed exchange offer," S&P said. Liquidity could be impaired if cash flows from operations were to become significantly negative, forcing the company to draw on its revolver sooner than anticipated and reducing availability, according to the rating agency. "We could raise our rating on Aptim during the next 12 months if the company were to experience meaningfully improved business, financial, or economic conditions, and subsequently generate positive free cash flow and a reduction in debt leverage below 7.0x on a sustained basis. This could occur if the company were to improve margins by profitably executing on its backlog of projects," S&P said. AREABEATS PROPERTIES: June 20 Plan Confirmation Hearing ------------------------------------------------------- The disclosure statement explaining the Chapter 11 Plan of Areabeats Properties, LLC, a Delaware LLC, is tentatively approved. The hearing on final approval of the disclosure statement and on confirmation of the plan will occur on June 20, 2019, at 10:00 a.m. at Courtroom 19, 450 Golden Gate Avenue, 16th Floor, San Francisco, CA 94102. June 18, 2019, is the last day for submitting written ballots accepting or rejecting the plan. June 18, 2019, is the last day for filing and serving written objections to the disclosure statement and/or to confirmation of the plan. Attorneys for Debtor are Steven M. Olson, Esq., and Jacob M. Faircloth, Esq., at Law Office of Steven M. Olson, in Santa Rosa, California. About Areabeats Properties AreaBeats Properties, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 18-31137) on Oct. 18, 2018. It filed as a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). In the petition signed by Laura van Galen, manager, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Hannah L. Blumenstiel oversees the case. The Debtor tapped the Law Office of Steven M. Olson as its legal counsel. AVINGER INC: Has Until Dec. 2 to Regain Nasdaq Compliance --------------------------------------------------------- Avinger, Inc., received notification from Nasdaq on June 4, 2019, indicating that the Company will have an additional 180-day grace period, until Dec. 2, 2019, to regain compliance with the Nasdaq Marketplace Rule's $1.00 minimum bid requirement. The notification indicated that the Company did not regain compliance during the initial 180-day grace period provided under the rule. In accordance with Nasdaq Marketplace Rule 5810(c)(3)(A), the Company is eligible for the additional grace period because it meets the continued listing requirement for market value of publicly held shares and all other applicable requirements for initial listing on the Nasdaq Capital Market with the exception of the bid price requirement, and provided written notice of its intention to cure the deficiency during the second compliance period by effecting a reverse stock split, if necessary. On Dec. 4, 2018, Avinger received a letter from the Listing Qualifications Department of The Nasdaq Stock Market, LLC notifying the Company that the Company was not in compliance with Nasdaq Marketplace Rule 5550(a)(2), as the minimum bid price for the Company's listed securities was less than $1.00 for the previous 30 consecutive business days. The Company had a period of 180 calendar days, or until June 3, 2019, to regain compliance with the rule. About Avinger, Inc. Headquartered in Redwood City, California, Avinger -- http://www.avinger.com/-- is a commercial-stage medical device company that designs and develops the first-ever image-guided, catheter-based system that diagnoses and treats patients with peripheral artery disease (PAD). PAD is estimated to affect over 12 million people in the U.S. and over 200 million worldwide. Avinger is dedicated to radically changing the way vascular disease is treated through its Lumivascular platform, which currently consists of the Lightbox imaging console, the Ocelot family of chronic total occlusion (CTO) catheters, and the Pantheris family of atherectomy devices. Avinger reported a net loss applicable to common stockholders of $35.69 million for the year ended Dec. 31, 2018, compared to a net loss applicable to common stockholders of $48.73 million for the year ended Dec. 31, 2017. As of March 31, 2019, Avinger had $26.25 million in total assets, $12.97 million in total liabilities, and $13.27 million in total stockholders' equity. Moss Adams LLP, in San Francisco, California, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 6, 2019, on the Company's consolidated financial statements for the year ended Dec. 31, 2018, stating that the Company's recurring losses from operations and its need for additional capital raise substantial doubt about its ability to continue as a going concern. BARKER BOATWORKS: Johnson Pope Represents Two Deposit Holders ------------------------------------------------------------- In the Chapter 11 case of Barker Boatworks, LLC, the law firm of Johnson, Pope, Bokor, Ruppel & Burns, LLC, disclosed in a filing under Rule 2019 of the Federal Rules of Bankruptcy Procedure, that it is acting as counsel for: (1) Raymond J. Smith 139 Graham Street Port Charlotte, FL 33952 Claim: $250,000 deposit (2) Stephen D. Hammond 9090 East Adamo Drive Tampa, FL 33619-3530 Claim: $250,000 deposit Johnson Pope holds no claims against or interests in the Debtor. The firm can be reached at: Johnson, Pope, Bokor, Ruppel & Burns, LLC Alberto F. Gomez, Jr. 401 E. Jackson Street #3100 Tampa, FL 33602 Tel: 813-225-2500 Fax: 813-223-7118 About Barker Boatworks Founded in 2014 by its current president, Kevin Barker, Barker Boatworks, LLC designs and builds boats. All Barker boats are "built to order" to the exact specifications of the customer's request. Barker Boatworks sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-03138) on April 5, 2019. At the time of the filing, the Debtor estimated assets of between $1 million and $10 million and liabilities of the same range. The case is assigned to Judge Michael G. Williamson. Stichter Riedel Blain & Postler, P.A., is the Debtor's counsel. BARKER BOATWORKS: Plan Confirmation Hearing Set for June 12 ----------------------------------------------------------- Bankruptcy Judge Michael G. Williamson conditionally approved Barker Boatworks, LLC's disclosure statement. Any written objections to the disclosure statement and objections to confirmation of the plan must be filed with the Court and served no later than seven days prior to the date of the hearing on confirmation. Ballots accepting or rejecting the plan must be submitted no later than eight days before the confirmation hearing. The Court will conduct a hearing on confirmation of the Plan on June 12, 2019 at 10:30 AM in Tampa, FL − Courtroom 8A, Sam M. Gibbons United States Courthouse, 801 N. Florida Avenue. About Barker Boatworks Founded in 2014 by its current president, Kevin Barker, Barker Boatworks, LLC designs and builds boats. All Barker boats are "built to order" to the exact specifications of the customer's request. Barker Boatworks sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-03138) on April 5, 2019. At the time of the filing, the Debtor estimated assets of between $1 million and $10 million and liabilities of the same range. The case is assigned to Judge Michael G. Williamson. Stichter Riedel Blain & Postler, P.A., is the Debtor's counsel. BENTWOOD FARMS: Ward and Smith Represents Agrifund, et al. ---------------------------------------------------------- In the Chapter 11 case of Bentwood Farms, LLC, Ward and Smith, P.A., submitted a verified statement to comply with Rule 2019 of the Federal Rules of Bankruptcy Procedure. The firm represents five creditors: (i) Agrifund, LLC. 1401 Hudson Lane, Suite 300 Monroe, LA 71201 Owed $267,920. (ii) Southern States Cooperative, Inc. 6606 West Broad Street Richmond, VA 23230 Owed $593,930 (iii) Triangle Chemical Company 117 Preston Court Macon, GA 31210-5769. Owed $76,008 (iv) Deere Credit, Inc. 6400 NW 86th Street Johnston, IA 50131-6600 Owed $274,221. (v) Deere & Company One John Deere Place Moline, IL 61265 Owed $220,787.37. The firm can be reached at: J. Michael Fields Ward and Smith, P.A. Post Office Box 8088 Greenville, NC 27835-8088 Telephone: 252.215.4000 Facsimile: 252.215.4077 E-mail: jmf@wardandsmith.com About Bentwood Farms Bentwood Farms, LLC, is a North Carolina limited liability company having a corporate headquarters located at 1101 Circle Drive, Monroe, NC 28110. The Company operates in the crop farming industry. Bentwood Farms filed a Chapter 11 petition (Bankr. W.D.N.C. Case No. 18-31823) on Dec. 7, 2018. In the petition signed by Charlie B. Baucom, president, the Debtor estimated less than $50,000 in assets and less than $10 million in liabilities. Judge Craig J. Whitley oversees the case. Moon Wright & Houston, PLLC, is the Debtor's counsel, and GreerWalker LLP, is the financial advisor. BIOPLAN USA: S&P Cuts ICR to 'CCC+' on Sustained Cash Flow Weakness ------------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on New York City-based beauty and personal care sampling and packaging provider Bioplan USA Inc. to 'CCC+' from 'B-'. The rating agency also lowered its issue-level ratings on the first-lien debt to 'B-' from 'B'. The recovery rating remains '2'. In addition, S&P lowered its issue-level rating on the second-lien debt to 'CCC' from 'CCC+'. The '5' recovery rating remains unchanged. The downgrade reflects Bioplan's continued weak operating performance and the weak FOCF generation materially below S&P's $10 million-$15 million threshold for the 'B-' rating. The company generated negative FOCF of about $4 million as of Dec. 31, 2018. Additionally, Bioplan's liquidity will become more constrained as its $65 million revolving credit facility matures in September 2019. The company is beginning to factor its receivables to supplement its liquidity and S&P expects it to continue to do so until it successfully amends or extends its current revolver or obtains a new facility. While S&P expects the receivables factoring to provide sufficient liquidity over the next 12 months, there continues to be secular pressure affecting the business, including magazine publishing declines and retail store closures. These factors could impede growth, reducing revenue and, in turn, accounts receivables, leading to a rapid deterioration of the company's liquidity position. Several factors have impaired the company's operating performance, including unfavorable product mix, adverse foreign exchange rate movements, and decreased sales volumes with key clients particularly in the European and North American markets. While the company has seen some good revenue growth in the Latin America and Asia markets, the revenue contribution of these segments is about 11% combined and does not offset the weaker markets. The negative outlook reflects S&P's expectation that Bioplan's FOCF will continue to be minimal in 2019 because of weak operating performance driven by factors largely outside the company's control, including the secular pressures affecting the retail and print industries and the cost rationalization of CPG firms. The rating agency's negative outlook also reflects its expectation that FOCF to debt will remain below 3% over the next 12 months. "We could lower our rating if operating performance deteriorates further such that we no longer expect Bioplan to be able to make its fixed-charge payments, including its interest payments and mandatory amortization payments over the next 12 months. This could occur if revenue declines impair the company's ability to continue factoring its accounts receivables balance to ensure adequate liquidity for operating expenses," S&P said. The rating agency said it could also lower its rating when the first-lien term loan (due September 2021) becomes a liability without a clear and credible refinancing plan in place. "We could raise our rating by one notch if Bioplan's operating performance improves such that the company generates FOCF to debt of at least 3% or approximately $10 million while keeping leverage below 6.0x on a sustained basis. Our upside scenario assumes FOCF comes from growth in revenue and operating income rather than factoring of accounts receivable, which we view as unsustainable beyond the next 12 months," S&P said. BLACK MOUNTAIN: Seeks to Hire Sunbelt, Jorant as Brokers -------------------------------------------------------- Black Mountain Golf & Country Club seeks approval from the U.S. Bankruptcy Court for the District of Nevada to hire real estate brokers. The Debtor proposes to employ Sunbelt Development & Realty Partners, LLC and Jorant Commercial, LLC in connection with the sale of its real property. The property is subject to a land patent held by the Bureau of Land Management. To purchase the patent, the Debtor is required under its agreement with BLM to pay the sum of $27,699,750. The Debtor intends to use the proceeds from the sale to purchase the patent. The Debtor proposes to pay the real estate brokers a 2.5% commission for their services. The commission will be split equally between the brokers. The brokers are each a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. The brokers can be reached through: Bill Lenhart Sunbelt Development & Realty Partners, LLC 9345 W Sunset Rd, Suite 101 Las Vegas, NV 89148 Phone: 702-473-5005 Email: info@sdrp.com - and - David Ober Jorant Commercial, LLC Cell: 702.768.9162 Fax: 702.363.8141 Email: Davidt@JorantCommercial.com About Black Mountain Golf & Country Club Based in Henderson, Nev., Black Mountain Golf & Country Club is a member-owned golf facility open to the public. The company is a non-profit corporation and a tax-exempt entity. Black Mountain Golf & Country Club sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 17-11540) on March 30, 2017. The petition was signed by Larry Tindall, president. At the time of the filing, the Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million. The case is assigned to Judge Bruce T. Beesley. Morris Polich & Purdy LLP, now known as Clark Hill PLC, is the Debtor's legal counsel. The Debtor employed Coffey & Rader CPA as its accountant and Harper Appraisal, Inc., as appraiser. The Debtor hired Ray Fredericksen of Per4mance Engineering in connection with its efforts to rezone its property. No trustee, examiner or official committee has been appointed in the Debtor's bankruptcy case. On June 28, 2018, the Court confirmed the Debtor's First Amended Plan of Reorganization. BOOKER-EVERS REAL: Unsecureds to Get Paid from Sale Proceeds ------------------------------------------------------------ Booker-Evers Real Estate Corp. filed a Chapter 11 Plan and accompanying disclosure statement. General unsecured claims to be Paid in full from sale proceeds. Secured Claim of All Pro Construction totaling $130,000 will be paid in full from sale proceeds. Secured Claim of FIG Capital Investment Group NJ13, LLC. Total claim amount $54, 602.73. Paid in full from sale proceeds. 14 Roosevelt Ave. East Orange, New Jersey is being sold in accordance with 11 U.S.C. Section 1123(a)(5)(D) and 11 U.S.C. Section 1141(c). The property is being sold to Buyer, Tiffany Parks, in accordance with a Contract for Sale dated May 1, 2019. The Sale Price is $319,900. In the Contract for Sale, the Buyer represented that she is financially able to close. A full-text copy of the Disclosure Statement dated May 20, 2019, is available at https://tinyurl.com/y686wvd9 from PacerMonitor.com at no charge. The Plan is filed by: Rasheedah Rayya Terry, Esq. TERRY LAW GROUP, LLC 409 Halsey Street Newark, NJ 07102 Tel: (973) 645-3014 Fax: (862) 576-8995 Email: RasheedahT@aol.com Booker-Evers Real Estate Corp. filed a voluntary Chapter 11 petition (Bankr. D.N.J. Case No. 18-20265) on May 21, 2018, and is represented by Kimberly Tyler, Esq. BRICK OVEN PIZZA: Hires Robert C. Nisenson as Attorney ------------------------------------------------------ Brick Oven Pizza, LLC, seeks authority from the U.S. Bankruptcy Court for the District of New Jersey to employ Robert C. Nisenson, LLC, as attorney to the Debtor. Brick Oven Pizza requires Robert C. Nisenson to represent and provide legal services to the Debtor in the Chapter 11 bankruptcy proceedings. Robert C. Nisenson will be paid at the hourly rate of $300. Robert C. Nisenson will be paid a retainer in the amount of $5,000. Robert C. Nisenson will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert C. Nisenson, the firm's founding partner, 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. Robert C. Nisenson can be reached at: Robert C. Nisenson, Esq. ROBERT C. NISENSON, LLC 10 Auer Court East Brunswick, NJ 08816 Tel: (732) 238-8777 About Brick Oven Pizza Brick Oven Pizza, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 19-20158) on May 20, 2019, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Robert C. Nisenson, LLC, serving as counsel. BRIGHT FUTURE: Hires Cushner & Associates as Attorney ----------------------------------------------------- Bright Future Kiddie Care, Inc., seeks authority from the U.S. Bankruptcy Court for the Southern District of New York to employ Cushner & Associates, P.C., as attorney to the Debtor. Bright Future requires Cushner & Associates to: a. advise the Debtor concerning the conduct of the administration of the bankruptcy case; b. prepare all necessary applications and motions as required under the Bankruptcy Code, Federal Rules of Bankruptcy Procedure, and Local Bankruptcy Rules; c. prepare a disclosure statement and plan of reorganization; and d. perform all other legal services that are necessary to the administration of the case. Cushner & Associates will be paid at these hourly rates: Todd S. Cushner, Esq., Owner/Senior Attorney $500 James J. Rufo, Esq., Associate Attorney $400 Charles A. Higgs, Esq., Of Counsel $400 Paralegals $200 Cushner & Associates received $6,407 from the Debtor in connection with the commencement of the Chapter 11 bankruptcy with $4,690 being applied to attorneys' fees and $1,717 being disbursed for the chapter 11 filing fee. Cushner & Associates will also be reimbursed for reasonable out-of-pocket expenses incurred. Todd S. Cushner, a partner at Cushner & Associates, 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. Cushner & Associates can be reached at: Todd S. Cushner, Esq. James J. Rufo, Esq. CUSHNER & ASSOCIATES, P.C. 399 Knollwood Road Suite 205 White Plains, NY 10603 Tel: (914) 600-5502 Fax: (914) 600-5544 E-mail: todd@Cushnerlegal.com jrufo@cushnerlegal.com About Bright Future Kiddie Care Bright Future Kiddie Care filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 19-11234) on April 22, 2019, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Todd S. Cushner, Esq., at Cushner & Associates, P.C. CAMBER ENERGY: Regains Compliance with NYSE Listing Rules --------------------------------------------------------- Camber Energy, Inc., received on June 4, 2019 a letter from the NYSE American advising the Company that it had regained compliance with all of the NYSE American LLC continued listing standards set forth in Part 10 of the NYSE American Company Guide. Specifically, effective on June 3, 2019, the Company resolved its previous continued listing deficiency with respect to Section 1003(f)(v) of the Guide, which the Company was previously subject to in December 2018, due to the low trading prices of its common stock. As a result of such compliance, the Company is now in full compliance with all NYSE American continued listing requirements and effective on June 6, 2019, the below compliance (".BC") indicator will be removed from the Company's common stock and the Company will be removed from the NYSE American list of non-compliance issuers. Louis G. Schott, interim chief executive officer of Camber stated, "We are delighted to be back in compliance with all of the NYSE American listing standards. Our re-compliance could not have been possible without the 1-for-25 reverse split which we affected in December 2018. We are looking forward to completing our previously announced combination transaction with Lineal Star Holdings and continuing to build shareholder value." About Camber Energy Based in San Antonio, Texas, Camber Energy, Inc. (NYSE American: CEI) -- http://www.camber.energy-- is an independent oil and gas company engaged in the development of crude oil, natural gas and natural gas liquids in the Hunton formation in Central Oklahoma in addition to anticipated project development in the Texas Panhandle. Camber Energy is engaged in the acquisition, development and sale of crude oil, natural gas and natural gas liquids from various known productive geological formations, including from the Hunton formation in Lincoln, Logan, Payne and Okfuskee Counties, in central Oklahoma; the Cline shale and upper Wolfberry shale in Glasscock County, Texas; and Hutchinson County, Texas, in connection with its Panhandle acquisition which closed in March 2018. Camber Energy reported a net loss of $24.77 million for the year ended March 31, 2018, compared to a net loss of $89.12 million for the year ended March 31, 2017. As of Dec. 31, 2018, Camber Energy had $10.10 million in total assets, $2.48 million in total liabilities, and $7.62 million in total stockholders' equity. GBH CPAs, PC's audit opinion included in the Company's Annual Report on Form 10-K for the year ended March 31, 2018, contains a going concern explanatory paragraph stating that the Company has incurred significant losses from operations and had a working capital deficit as of March 31, 2018. These factors raise substantial doubt about the Company's ability to continue as a going concern. CASCADE PARENT: S&P Assigns 'B-' ICR, Rates $610MM Debt 'B-' ------------------------------------------------------------ S&P Global Ratings assigned its 'B-' issuer credit rating to Ottawa-based Cascade Parent Ltd. Cascade, a graphics and productivity software company, is being acquired for about US$1 billion by financial sponsor KKR & Co. Inc. in a leveraged buyout (LBO). S&P expects the transaction to be financed with a US$550 million first-lien term loan, a US$135 million second-lien term loan, and sponsor equity of about US$394 million. The ratings reflects Cascade's high debt burden as reflected in the company's 7.0x-7.5x S&P's adjusted debt-to-EBITDA and about 5% S&P's adjusted FOCF to debt for 2019. "In our view, the proposed LBO transaction reflects the financial sponsor's high tolerance for financial risk as well as limited financial flexibility to accommodate any operational underperformance. Our ratings also incorporate our view of the company's mature product offering, modest recurring revenue, and niche market position," S&P said. "Even though we anticipate the company will generate about US$25 million-US$30 million of annual FOCF over the next 12-24 months, spurred its low capital intensity, we forecast the company to use its free cash flow to acquire niche mature products, absent which, we would anticipate Cascade's owner to seek return of capital that could pressure credit measures," the rating agency said. Cascade, operating under the name Corel, is a packaged software company that sells products in the graphics and productivity market. It has a small share of the packaged software market with about US$260 million pro forma revenues. The company's narrow product suite and limited ability to innovate have led to minimal organic topline growth. S&P expects the company's research and development investment (as a percentage of revenues it is in the low teens area) to be marginal compared with that of bigger players such as Adobe Systems, which has a wider product suite and stronger brand recognition in the market. In S&P's view, Corel has not been able to capitalize on its large installed user base of about 92 million because only about 20% of users upgrade annually. As a result, the company has witnessed minimal topline growth in the past few years. In the absence of growth, Corel's strategy is to increase revenues through acquiring products, which are often late-cycle offerings with lower profitability. S&P views this as risky because, should the company be unsuccessful in integrating the acquisitions to offset the revenue decline from mature products (currently about 55% of pro forma revenue), this could lead to EBITDA deterioration, thereby affecting the company's debt-repaying capacity. The stable outlook reflects S&P's expectation that Corel will be able to support its high leverage of 7.0x-7.5x over the next 12 months driven by its organic growth strategy, and successful integration of acquired assets that should propel the company's EBITDA growth. The rating agency anticipates the company to generate positive FOCF given its high adjusted EBITDA margins and low capital requirements, which should support Corel's ability to service its fixed charges over the next 12 months. "We could lower the rating if the company generates negative FOCF leading to an unsustainable capital structure and liquidity issues," S&P said. This could result from weaker adjusted EBITDA and adjusted EBITDA margins reflecting increasing competition in the packaged software market due to Corel's high reliance on mature products, which continue to lose market share, or the company's inability to achieve targeted cost synergies, thus pressuring Corel's profitability and free cash flow generation, according to the rating agency. "Alternatively, we could lower the rating if the company performs a debt-funded shareholder remuneration leading to an unsustainable capital structure combined with weakening fixed charge coverage such that adjusted EBITDA interest coverage approaches 1.5x," S&P said. "A rating upside is unlikely in the next 12 months given Corel's financial sponsor ownership and significant dependence on mature products. Nevertheless, we could raise the ratings in the next 12 months if the company executes its organic revenue growth strategy and uses excess cash flow to reduce debt," S&P said. Under this scenario, S&P would expect Corel to sustain an adjusted debt-to-EBITDA ratio approaching 5x and adjusted FOCF-to-debt above 7.5%. At the same time, the rating agency would also expect the financial sponsor's commitment to a conservative financial policy to be commensurate with a higher rating. CELLA III: Case Summary & 6 Unsecured Creditors ----------------------------------------------- Debtor: Cella III, LLC 4545 Veterans Memorial Blvd. Metairie, LA 70006 Business Description: Cella III, LLC classifies its business as Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: June 5, 2019 Court: United States Bankruptcy Court Eastern District of Louisiana (New Orleans) Case No.: 19-11528 Judge: Hon. Jerry A. Brown Debtor's Counsel: Leo D. Congeni, Esq. CONGENI LAW FIRM, LLC 424 Gravier Street New Orleans, LA 70130 Tel: (504) 522-4848 Fax: (504) 581-4962 Email: leo@congenilawfirm.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $1 million to $10 million The petition was signed by George A. Cella, III, member/manager. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/laeb19-11528.pdf List of Debtor's Six Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Jeff Parish Sheriff Property Tax $96,084 and Tax Collector PO Box 130 Gretna, LA 70054 2. Kirby H. Griffin Consultant $4,093 4358 Timuquana Road, #106 Jacksonville, FL 32210 3. Martha E. Sassone Loan $35,000 61652 Fish Hatchery Rd. Lacombe, LA 70445 4. Natures Own Lawn Landscape $595 and Gardens Services 4801 Taft Park Metairie, LA 70002 5. Stone Pigman Legal Services $1,425 Walther Wittmann, LLC 909 Poydras St., Suite 3150 New Orleans, LA 70112-4042 6. Travelers Insurance $78 PO Box 1515 Spokane, WA 99210-1515 CHICAGO SURGICAL: Seeks to Hire Susan Bogart as Special Counsel --------------------------------------------------------------- Chicago Surgical Clinic Ltd. seeks approval from the U.S. Bankruptcy Court for the Northern District of Illinois to hire the Law Office of Susan Bogart as its special counsel. The firm will (i) handle the appeal of the judgment entered against the Debtor in the case of Kokocharov vs. Chicago Surgical Clinic Ltd. et. al., pending in the First Appellate District of the State of Illinois (No. 1-18-2485); and (ii) prosecute the companion cases of Yelena Levitin and Chicago Surgical Clinic Ltd. v. Northwest Community Hospital et. al., pending in the Circuit Court of Cook County (2016 L 010121) and in the U.S. District Court for the Northern District of Illinois (case number 13-05553). Susan Bogart will charge an hourly fee of $700. The firm is "disinterested" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. Susan Bogart can be reached through: Susan Bogart, Esq. Law Office of Susan Bogart 111 W. Jackson Boulevard, Suite 1700 Chicago, IL 60604 Phone: 312-214-3271 About Chicago Surgical Clinic Chicago Surgical Clinic LTD operates a surgical center in Arlington Heights, Ill. The Clinic offers a full range of services, including general surgery, minimally invasive surgery, colorectal surgery, plastic surgery, endoscopy lab, pain management, hand surgery and podiatry. Chicago Surgical Clinic filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 18-30089) on Oct. 26, 2018. In the petition signed by Yelena Levitin, president, the Debtor estimated up to $50,000 in assets and $1 million to $10 million in liabilities. Judge LaShonda A. Hunt oversees the case. Jeffrey Strange & Associates, led by founding partner Jeffrey Strange, is the Debtor's bankruptcy counsel. CLARKSBURG MEDICAL: Seeks to Hire McNamee Hosea as Counsel ---------------------------------------------------------- Clarksburg Medical Center, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Maryland to employ McNamee Hosea Jernigan Kim Greenan & Lynch, P.A., as counsel to the Debtor. Clarksburg Medical requires McNamee Hosea to: a) prepare and file any amended, schedules, statement of affairs or other documents required by the court; b) counsel the Debtor in connection with the formulation, negotiation and promulgation of plans of reorganization and related documents; c) advise the Debtor concerning and assisting in the negotiation and documentation of financing agreements, debt restructurings and related transaction; d) prepare all necessary and appropriate applications, motions, pleadings, draft orders, notices and other documents, and reviewing all financial and other reports to be filed in the Chapter 11 case; and e) perform all other legal services that the Law Firm is qualified to handle for or on behalf of the Debtor that may be necessary or desirable in this Chapter 11 case and the Debtor's business. McNamee Hosea will be paid at these hourly rates: Christopher L. Hamlin, Partner $330 Steven L. Goldberg, Partner $330 Associates $300 Paralegals $115 McNamee Hosea will also be reimbursed for reasonable out-of-pocket expenses incurred. Christopher L. Hamlin, a partner at McNamee Hosea , 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. McNamee Hosea can be reached at: Christopher L. Hamlin, Esq. Steven L. Goldberg, Esq. MCNAMEE HOSEA JERNIGAN KIM GREENAN & LYNCH, P.A. 6411 Ivy Lane, Suite 200 Greenbelt, MD 20770 Tel: (301) 441-2420 E-mail: chamlin@mhlawyers.com sgoldberg@mhlawyers.com About Clarksburg Medical Center Clarksburg Medical Center, Inc., is a corporation organized in the State of Maryland. It operates a medical practice providing primary care and family medical care, including health and wellness treatment, and other routine medical treatments from its office at 22616 Gateway Center Drive, Clarksburg, Maryland. Clarksburg Medical Center sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 18-22579) on Sept. 24, 2018. Judge Thomas J. Catliota oversees the case. The Debtor tapped Cohen Baldinger & Greenfeld, LLC as its legal counsel. The Debtor also hired Christopher L. Hamlin, partner of McNamee Hosea Jernigan Kim Greenan & Lynch, P.A., as counsel. CLEARWATER CAY: Chapter 9 Voluntary Chapter 11 Case Summary ----------------------------------------------------------- Debtor: Clearwater Cay Community Development District 2704 Via Murano Drive Clearwater, FL 33764 About the Debtor: The Clearwater Cay Community Development District -- http://clearwatercaycdd.com-- is an independent special district, created pursuant to and existing under the provisions of Chapter 190, Florida Statutes, and established by Ordinance No. 7564-05, enacted by the City Commission of the City of Clearwater, Florida on Sept. 15, 2005. Chapter 9 Petition Date: June 4, 2019 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Case No.: 19-05320 Debtor's Counsel: Robert A. Soriano, Esq. SORIANO LAW, P.A. 4830 West Kennedy Boulevard, Suite 600 Tampa, FL 33609 Tel: 877-830-2800 Fax: 877-830-6765 E-mail: rsoriano@robsorianolaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Donald Dwyer, chairman. 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/flmb19-05320.pdf CLOUD PEAK: Seeks to Hire Centerview as Investment Banker --------------------------------------------------------- Cloud Peak Energy Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Centerview Partners LLC, as investment banker to the Debtors. Cloud Peak requires Centerview to: a. General Financial Advisory and Investment Banking Services (i) familiarize itself with the business, operations, properties, financial condition and prospects of the Debtors; (ii) review the Debtors' financial condition and outlook; (iii) assist in the development of financial data and presentations to the Debtors' boards of directors, various creditors, and other parties; (iv) evaluate the Debtors' debt capacity and capital structure alternatives; (v) participate in negotiations among the Debtors, and related creditors, suppliers, lessors, and other interested parties with respect to any of the transactions contemplated by the Engagement Letter; and (vi) perform such other financial advisory services as may be specifically agreed upon in writing by the Debtors, counsel to the Debtors, and Centerview. b. Restructuring Services (i) analyze various Restructuring scenarios and the potential impact of these scenarios on the value of the Debtors, and the recoveries of those stakeholders impacted by the Restructuring; (ii) provide financial and valuation advice and assistance to the Debtors and their counsel in developing and seeking approval of a Restructuring plan, as the same may be modified from time to time; (iii) provide financial advice and assistance to the Debtors and their counsel in structuring any new securities to be issued pursuant to the Restructuring; (iv) assist the Debtors and participate in negotiations with entities or groups affected by the Restructuring; and (v) if requested by counsel to the Debtors, participate in Hearings before the bankruptcy court with respect to the matters upon which Centerview has provided advice, including, as relevant, coordinating with counsel to the Debtors with respect to testimony in connection therewith. c. Financing Services (i) provide financial advice and assistance to the Debtors in structuring and effecting a Financing, identifying potential Investors and, at the Debtors' request, contacting such Investors; and (ii) assist in the arranging of a Financing, the due diligence process, and negotiating the terms of any proposed Financing. d. Sale Services (i) provide financial advice and assistance to the Debtors in connection with a Sale, identifying potential acquirors, and, at the Debtors' request, contacting such potential acquirors; and (ii) assist the Debtors and participate in negotiations with potential acquirors. Centerview will be paid as follows: a. A monthly financial advisory fee of $150,000 (the "Monthly Advisory Fee"), the first of which was due and paid by the Debtors upon execution of the Engagement Letter and thereafter on each monthly anniversary during the term of the engagement. The amount of any Monthly Advisory Fee paid to Centerview in excess of $900,000 will be 50% credited, but only once, against any Transaction Fee, Minority Sale Transaction Fee or financing fees payable to Centerview. b. If at any time during the term of the engagement or within the twelve full months following the termination of the engagement, including the term of the engagement, the "Fee Period", (1) the Debtors consummate any Restructuring or Sale or (2) the Debtors enter into an agreement in principle, definitive agreement or Plan to effect a Restructuring or Sale, and at any time, including following the expiration of the Fee Period, any Restructuring or Sale is consummated, Centerview will be entitled to receive a transaction fee (a "Transaction Fee"), contingent upon the consummation of a Restructuring or Sale and payable at the closing thereof equal to $5,500,000. Notwithstanding anything to the contrary in this subparagraph, in connection with any Restructuring or Sale that is intended to be effected, in whole or in part, as a prepackaged, partial prepackaged or prearranged plan of reorganization anticipated to involve the solicitation of acceptances of such plan in compliance with the Bankruptcy Code, by or on behalf of the Debtors, from holders of any class of the Debtors' securities, indebtedness or obligations (a "Prepackaged Plan") the Transaction Fee will be payable (x) (i) in the case of a Prepackaged Plan that takes the form of a prepackaged plan of reorganization, 50% upon obtaining votes from the Debtors' creditors sufficient to confirm such Prepackaged Plan or (ii) in the case of a Prepackaged Plan that takes the form of a prearranged plan of reorganization, 50% upon obtaining indications of support from one or more of the Debtors' key creditor classes that in the good faith judgment of the boards of directors of the Debtors are sufficient to justify filing such Prepackaged Plan, and (y) the balance will be payable upon consummation of such Restructuring or Sale. In connection with any Sale that is intended to be effected pursuant to Sec. 363 of the Bankruptcy Code, the Transaction Fee shall be payable (x) 50% upon execution of a stalking horse asset purchase agreement and (y) the balance shall be payable upon consummation of such Sale. c. If at any time during the Fee Period, whether in connection with the consummation of a Restructuring or otherwise, (1) the Debtors consummate any sale transaction not covered by the definition of Sale (a "Minority Sale"), or (2) the Debtors enter into an agreement in principle or definitive agreement to effect a Minority Sale, and at any time, including following the expiration of the Fee Period, such Minority Sale is consummated, the Debtors will pay Centerview a fee (a "Minority Sale Transaction Fee") equal to 1.5% of the Aggregate Consideration. Such Minority Sale Transaction Fee will be contingent upon the consummation of a Minority Sale and payable at the closing thereof. d. If at any time during the Fee Period, (1) the Debtors consummate any Financing or (2) the Debtors receive and accept written commitments for one or more Financings, the execution by a potential financing source and the Debtors of a commitment letter or securities purchase agreement or other definitive documentation shall be deemed to be the receipt and acceptance of such written commitment, and at any time, including following the expiration of the Fee Period, such Financing is consummated, the Debtors will pay to Centerview the following (each a "Financing Fee"): (i) 1% of the aggregate amount of financing commitments of any indebtedness issued that is secured by a first lien; (ii) 1.5% of the aggregate amount of financing commitments of any indebtedness issued that (x) is secured by a second or junior lien, (y) is unsecured and/or (z) is subordinated; (iii) 2.5% of the aggregate amount of financing commitments of any equity or equity-linked securities or obligations issued; and (iv) 1% of the aggregate amount of financing commitments of any debtor-in-possession financing. Marc D. Puntus, partner of Centerview 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 Debtors and their estates. Centerview can be reached at: Marc D. Puntus CENTERVIEW PARTNERS LLC 31 West 52nd Street New York, NY 10019 Tel: (212) 380-2650 Fax: (212) 380-2651 About Cloud Peak Energy Cloud Peak Energy Inc. -- http://www.cloudpeakenergy.com/-- is a coal producer headquartered in Gillette, Wyo. It mines low sulfur, subbituminous coal and provides logistics supply services. Cloud Peak owns and operates three surface coal mines and owns rights to undeveloped coal and complementary surface assets in the Powder River Basin. It is a sustainable fuel supplier for approximately two percent of the nation's electricity. Cloud Peak Energy and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11047) on May 10, 2019. The Debtors disclosed $928,656,000 in assets and $634,982,000 in liabilities. The cases have been assigned to Judge Kevin Gross. The Debtors tapped Vinson & Elkins LLP as lead counsel; Richards, Layton & Finger, P.A. as local counsel; Centerview Partners LLC as investment banker; FTI Consulting Inc. as operational advisor; and Prime Clerk LLC as claims and noticing agent. CLOUD PEAK: Seeks to Hire FTI Consulting as Financial Advisor ------------------------------------------------------------- Cloud Peak Energy Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ FTI Consulting, Inc., as financial advisor to the Debtors. Cloud Peak requires FTI Consulting to: a. develop and implement an interactive 13-week cash forecasting process; b. assist the Debtors with identifying, assessing, and potentially implementing procedures to control and conserve working capital; c. develop a detailed approach to preparing the Debtors, including subsidiaries or affiliates that may be included in the potential filing, for potential bankruptcy proceedings in the most cost effective and efficient manner possible and assisting the Company in implementing a contingency plan if and when appropriate; d. prepare the necessary financial and operating information for the preparation of bankruptcy petitions and related documents, preparation of the statements of financial affairs, schedules, monthly operating reports, other regular reports required in such proceedings, and the compilation and analysis of the information necessary for First Day and Second Day Orders; e. coordinate with the party responsible for developing the comprehensive strategic communications plans for all key stakeholders; f. assist management, and any other appropriate professionals, in developing a long-term business plan and related financial projections; g. prepare the Debtor to meet the requirements of operating under bankruptcy code protection; h. develop the framework necessary to administer a comprehensive Chapter 11 claims process; i. being available to attend meetings and assist in discussions, either before or after filing, with potential lenders, investors, creditors, committee, other parties in interest or professionals hired by the same, as requested; j. assist with the preparation and confirmation of a value optimizing chapter 11 plan, or a sale of certain or substantially all the Debtors' assets pursuant to section 363 of the Bankruptcy Code; k. assist the Debtors in negotiations with creditors, suppliers, lessors and other interested parties as appropriate; and l. provide such other customary services as may from time to time be agreed upon by firm and the Debtors, and that are within the scope of FTI Consulting's engagement. FTI Consulting will be paid at these hourly rates: Sr. Managing Director $895 to $1,050 Managing Director $800 to $840 Senior Director $735 to $785 Director $670 to $725 Senior Consultant $480 to $610 Consultant $355 to $425 As of the Petition Date, FTI Consulting holds a retainer of approximately $250,000. FTI Consulting will also be reimbursed for reasonable out-of-pocket expenses incurred. Alan Boyko, senior managing director of FTI Consulting, 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 Debtors and their estates. FTI Consulting can be reached at: Alan Boyko FTI CONSULTING, INC. 555 12th Street NW, Suite 700 Washington, DC 20004 Tel: (202) 312-9100 Fax: (202) 312-9101 About Cloud Peak Energy Cloud Peak Energy Inc. -- http://www.cloudpeakenergy.com/-- is a coal producer headquartered in Gillette, Wyo. It mines low sulfur, subbituminous coal and provides logistics supply services. Cloud Peak owns and operates three surface coal mines and owns rights to undeveloped coal and complementary surface assets in the Powder River Basin. It is a sustainable fuel supplier for approximately two percent of the nation's electricity. Cloud Peak Energy and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11047) on May 10, 2019. The Debtors disclosed $928,656,000 in assets and $634,982,000 in liabilities as of the bankruptcy filing. The cases are assigned to Judge Kevin Gross. The Debtors tapped Vinson & Elkins LLP as lead counsel; Richards, Layton & Finger, P.A. as local counsel; Centerview Partners LLC as investment banker; FTI Consulting Inc. as operational advisor; and Prime Clerk LLC as claims and noticing agent. CLOUD PEAK: Seeks to Hire Prime Clerk as Administrative Advisor --------------------------------------------------------------- Cloud Peak Energy Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Prime Clerk LLC, as administrative agent to the Debtors. Cloud Peak requires Prime Clerk to: a. assist with, among other things, solicitation, balloting, and tabulation of votes, and prepare any related reports, as required in support of confirmation of a chapter 11 plan, and in connection with such services, process requests for documents from parties in interest, including, if applicable, brokerage firms, bank back-offices, and institutional holders; b. prepare an official ballot certification and, if necessary, testify in support of the ballot tabulation results; c. assist with the preparation of the Debtors' schedules of assets and liabilities and statements of financial affairs and gather data in conjunction therewith; d. provide a confidential data room, if requested; e. manage and coordinate any distributions pursuant to a chapter 11 plan; and f. provide such other processing, solicitation, balloting, and other administrative services described in the Engagement Agreement, but not covered by the Section 156(c) Order, as may be requested from time to time by the Debtors, the Court, or the Office of the Clerk of the Bankruptcy Court (the "Clerk"). Prime Clerk will be paid at these hourly rates: Director of Solicitation $210 Solicitation Consultant $190 COO and Executive VP No charge Director $175-$195 Consultant/Senior Consultant $65-$170 Technology Consultant $35-$95 Analyst $35-$50 Prime Clerk will be paid a retainer in the amount of $50,000. Prime Clerk will also be reimbursed for reasonable out-of-pocket expenses incurred. Benjamin J. Steele, partner of Prime Clerk 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 Debtors and their estates. Prime Clerk can be reached at: Benjamin J. Steele PRIME CLERK LLC 830 3rd Avenue, 9th Floor New York, NY 10022 Tel: (212) 257-5450 About Cloud Peak Energy Cloud Peak Energy Inc. -- http://www.cloudpeakenergy.com/-- is a coal producer headquartered in Gillette, Wyo. It mines low sulfur, subbituminous coal and provides logistics supply services. Cloud Peak owns and operates three surface coal mines and owns rights to undeveloped coal and complementary surface assets in the Powder River Basin. It is a sustainable fuel supplier for approximately two percent of the nation's electricity. Cloud Peak Energy and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11047) on May 10, 2019. The Debtors disclosed $928,656,000 in assets and $634,982,000 in liabilities as of the bankruptcy filing. The cases are assigned to Judge Kevin Gross. The Debtors tapped Vinson & Elkins LLP as lead counsel; Richards, Layton & Finger, P.A. as local counsel; Centerview Partners LLC as investment banker; FTI Consulting Inc. as operational advisor; and Prime Clerk LLC as claims and noticing agent. CLOUD PEAK: Seeks to Hire Richards Layton as Co-Counsel ------------------------------------------------------- Cloud Peak Energy Inc., 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 counsel to the Debtors. Cloud Peak requires Richards Layton to: a) advise the Debtors of their rights, powers and duties as debtors and debtors in possession under chapter 11 of the Bankruptcy Code; b) assist in preparing on behalf of the Debtors motions, applications, answers, orders, reports and papers in connection with the administration of the Debtors' estates; c) take action to protect and preserve the Debtors' estates, including the prosecution of actions on the Debtors' behalf, the defense of actions commenced against the Debtors in the chapter 11 cases, the negotiation of disputes in which the Debtors are involved and the preparation of objections to claims filed against the Debtors; d) prosecute on behalf of the Debtors any proposed chapter 11 disclosure statement and plan and seeking approval of all transactions contemplated therein and in any amendments thereto; and e) perform other necessary or desirable legal services in connection with the chapter 11 cases. Richards Layton will be paid at these hourly rates: Directors $700-$975 Counsel $635-$650 Associates $350-$530 Paraprofessionals $265 Prior to the Petition Date, the Debtors paid Richards Layton total payments in the amount of $349,835. 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 advised the Debtors in connection with their restructuring efforts and in contemplation of these cases since April 4, 2019 and since 2012 in general corporate matters. The billing rates, except for Richards Layton's standard and customary periodic rate adjustments as set forth above, and material financial terms have not changed postpetition from the prepetition arrangement; and d) Richards Layton, in conjunction with the Debtors and Vinson & Elkins L.L.P., is developing a prospective budget and staffing plan for these chapter 11 cases. Daniel J. DeFranceschi, partner 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: RICHARDS, LAYTON & FINGER, P.A. Daniel J. DeFranceschi, Esq. John H. Knight, Esq. David T. Queroli, Esq. 920 North King Street Wilmington, DE 19801 Tel: (302) 651-7700 Fax: (302) 651-7701 E-mail: defranceschi@rlf.com knight@rlf.com queroli@rlf.com About Cloud Peak Energy Cloud Peak Energy Inc. -- http://www.cloudpeakenergy.com/-- is a coal producer headquartered in Gillette, Wyo. It mines low sulfur, subbituminous coal and provides logistics supply services. Cloud Peak owns and operates three surface coal mines and owns rights to undeveloped coal and complementary surface assets in the Powder River Basin. It is a sustainable fuel supplier for approximately two percent of the nation's electricity. Cloud Peak Energy and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11047) on May 10, 2019. The Debtors disclosed $928,656,000 in assets and $634,982,000 in liabilities as of the bankruptcy filing. The cases are assigned to Judge Kevin Gross. The Debtors tapped Vinson & Elkins LLP as lead counsel; Richards, Layton & Finger, P.A. as local counsel; Centerview Partners LLC as investment banker; FTI Consulting Inc. as operational advisor; and Prime Clerk LLC as claims and noticing agent. CLOUD PEAK: Seeks to Hire Vinson & Elkins as Counsel ---------------------------------------------------- Cloud Peak Energy Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Vinson & Elkins L.L.P., as counsel to the Debtors. Cloud Peak requires Vinson & Elkins 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; c. 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; d. prepare motions, applications, answers, orders, reports, and papers necessary to the administration of the Debtors' estates; e. represent the Debtors in connection with obtaining authority to use cash collateral and obtain debtor-in- possession financing; f. take necessary action on behalf of the Debtors to negotiate, prepare, and obtain approval of a disclosure statement and confirmation of a plan of reorganization; g. advise the Debtors in connection with any potential sale of assets or stock and take necessary action to guide the Debtors through such potential sale; h. analyze proofs of claim filed against the Debtors and potential objections to such claims; i. analyze executory contracts and unexpired leases and potential assumptions, assignments, or rejections of such contracts and leases; j. consult with the U.S. Trustee for the District of Delaware, any official committee of unsecured creditors appointed in the chapter 11 case, any other committees appointed in these chapter 11 cases, and all other creditors and parties in interest concerning the administration of these chapter 11 cases; k. advise on corporate, litigation, finance, tax, and other legal matters; and l. perform all other necessary legal services for the Debtors in connection with these chapter 11 cases. Vinson & Elkins will be paid at these hourly rates: Attorneys $525-$1,550 Paraprofessionals $300-$330 On December 21, 2018, the Debtors paid Vinson & Elkins $250,000 as advance retainer. On February 14, 2019, the Debtors increased the amount of the advance payment retainer by $250,000, and a third advance payment retainer was provided in the same amount on May 6, 2019, for a total advance payment retainer of $750,000. During the 90-day period prior to the Petition Date, the Debtors paid Vinson & Elkins additional advance payment retainers totaling $5,186,038.86 in the aggregate. As of the Petition Date, the balance of Vinson & Elkins's advance payment retainer trust account is $750,000. Such funds will be held by Vinson & Elkins and treated as an evergreen retainer. Vinson & Elkins 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: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference. Response: Vinson & Elkins has agreed to a 10% discount to the hourly rates for services rendered on behalf of the Debtors during the 12 months prior to the Petition Date, and will continue to use the discounted hourly rates during the pendency of the chapter 11 cases. Vinson & Elkins also represented the Debtors on multiple non-restructuring related matters during the 12 months prior to the Petition Date. Those matters were undertaken at the same hourly rates but with different discounts depending on the circumstances and standard industry practice for the work conducted. For the avoidance of doubt, Vinson & Elkins will conduct all postpetition work for the Debtors utilizing the 10% discount and consistent with the Engagement Letter. Question: Has your client approved your prospective budget and staffing plan, and, if so for what budget period? Response: Yes, for the period of May 10, 2019 through August 10, 2019. David S. Meyer, partner of Vinson & Elkins L.L.P., 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. Vinson & Elkins can be reached at: David S. Meyer, Esq. Jessica C. Peet, Esq. Lauren R. Kanzer, Esq. VINSON & ELKINS LLP 666 Fifth Avenue, 26th Floor New York, NY 10103-0040 Tel: (212) 237-0000 Fax: (212) 237-0100 E-mail: dmeyer@velaw.com jpeet@velaw.com lkanzer@velaw.com About Cloud Peak Energy Cloud Peak Energy Inc. -- http://www.cloudpeakenergy.com/-- is a coal producer headquartered in Gillette, Wyo. It mines low sulfur, subbituminous coal and provides logistics supply services. Cloud Peak owns and operates three surface coal mines and owns rights to undeveloped coal and complementary surface assets in the Powder River Basin. It is a sustainable fuel supplier for approximately two percent of the nation's electricity. Cloud Peak Energy and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11047) on May 10, 2019. The Debtors disclosed $928,656,000 in assets and $634,982,000 in liabilities as of the bankruptcy filing. The cases are assigned to Judge Kevin Gross. The Debtors tapped Vinson & Elkins LLP as lead counsel; Richards, Layton & Finger, P.A. as local counsel; Centerview Partners LLC as investment banker; FTI Consulting Inc. as operational advisor; and Prime Clerk LLC as claims and noticing agent. COLUMBUS DOWNTOWN: S&P Cuts Housing Rental Rev. Bond Rating to CCC+ ------------------------------------------------------------------- S&P Global Ratings lowered its rating on Columbus Downtown Development Authority, Ga.'s senior housing rental revenue bonds (Ralston Tower project), issued on behalf of PF Ralston GA LLC, to 'CCC+' from 'B-'. The outlook is negative. "The negative outlook reflects our view of the project's financial performance in 2017 and 2018, as well as the project's inability to support its debt service obligations without outside contributions from the property's management," said S&P Global Ratings credit analyst Raymond Kim. As of Sept. 30, 2018, the project had notes outstanding to PF Holdings LLC, the property manager, of $676,262. The negative outlook reflects S&P's view of the project's low DSC and low occupancy rates, with DSC below 1x over the past three years. CYPRESS SEMICONDUCTOR: S&P Places 'BB+' ICR on Watch Positive ------------------------------------------------------------- S&P Global Ratings placed its 'BB+' issuer credit rating on U.S. semiconductor company Cypress Semiconductor Corp. on CreditWatch with positive implications. At the same time, S&P placed its 'BBB-' issue-level rating on the company's secured debt and its 'BB' issue-level rating on its unsecured debt on CreditWatch with positive implications. The CreditWatch placement follows Cypress' announcement on June 3, 2019, that it will be acquired by German chipmaker Infineon Technologies AG for an enterprise value of about $10 billion. As part of the transaction, all outstanding debt at Cypress, including its senior secured debt and convertible debt, will be repaid. S&P plans to withdraw its ratings on Cypress following the close of the transaction. "We view this to be a friendly acquisition, however, it still must go through the standard regulatory review process," S&P said. "We will resolve the CreditWatch positive placement once the transaction closes, which we expect will likely occur at the end of 2019 or in early 2020. At that time, we plan to withdraw our issuer credit rating on Cypress," S&P said. CYTOSORBENTS CORP: All Four Proposals Approved at Annual Meeting ---------------------------------------------------------------- CytoSorbents Corporation held its Annual Meeting of Stockholders on June 4, 2019, at which stockholders: 1. elected Phillip P. Chan, Al W. Kraus, Edward R. Jones, Michael G. Bator, and Alan D. Sobel to serve as directors until the Company's 2020 Annual Meeting of Stockholders, or until their respective successors will have been duly elected and qualified; 2. approved the proposal to amend and restate the Company's certificate of incorporation to increase the authorized number of shares of the Company's common stock from 50,000,000 shares to 100,000,000 shares; 3. approved the proposal to amend the Company's 2014 Long Term Incentive Plan to increase the authorized number of shares of the Company's common stock available for issuance thereunder from 7,400,000 shares to 13,400,000 shares; and 4. ratified the appointment of WithumSmith+Brown, PC as the Company's independent registered public accounting firm for the year ending Dec. 31, 2019. About CytoSorbents Based in Monmouth Junction, New Jersey, CytoSorbents Corporation is engaged in critical care immunotherapy, specializing in blood purification. Its flagship product, CytoSorb is approved in the European Union with distribution in 55 countries around the world, as an extracorporeal cytokine adsorber designed to reduce the "cytokine storm" or "cytokine release syndrome" that could otherwise cause massive inflammation, organ failure and death in common critical illnesses. These are conditions where the risk of death is extremely high, yet no effective treatments exist. Cytosorbents reported a net loss of $17.21 million for the year ended Dec. 31, 2018, compared to a net loss of $8.46 million for the year ended Dec. 31, 2017. As of March 31, 2019, Cytosorbents had $30.99 million in total assets, $15.97 million in total liabilities, and $15.01 million in total stockholders' equity. WithumSmith+Brown, PC, in East Brunswick, New Jersey, the Company's auditor since 2004, issued a "going concern" qualification in its report on the Company's consolidated financial statements for the year ended Dec. 31, 2018, noting that the Company sustained net losses for the years ended Dec. 31, 2018, 2017 and 2016. Further, the Company believes it will have to raise additional capital to fund its planned operations for the twelve month period through March 2020. These matters raise substantial doubt regarding the Company's ability to continue as a going concern. DON ROBERTS: Roggow Law Represents Two ACA Subsidiaries ------------------------------------------------------- In the Chapter 11 case of Don Roberts and Vickie Roberts, the Law Firm of Roggow Law, LLC, filed a precautionary Rule 2019 disclosure, stating that it represents: (1) Production Credit Association of Southern New Mexico PO Box 94330 Albuquerque, NM 87199 (2) Farm Credit of New Mexico, FLCA PO Box 94330 Albuquerque, NM 87199 PCA and FLCA are both wholly owned subsidiaries of Farm Credit of New Mexico, ACA ("ACA"), who were plaintiffs in a foreclosure action against the Debtors in the State Court proceeding before the filing of the Debtors' bankruptcy. PCA is owed the sum of $2,316,915; and FLCA is owed the amount of $1,289,934, and they are generally secured with real estate, motor vehicles, equipment, crops, cattle(all as described in the security agreements and financing statements) water rights, and FSA guarantees (said FSA guarantees applicable as to two of the loans). FLCA has the senior lien on the real estate and PCA has the senior lien on essentially all of Debtors' personal property and a junior lien on Debtors' real estate. The loan officer having made the loans to the Debtors made both "PCA loans" and "FLCA loans", as only one officer was the loan officer making/servicing the loans for the Debtors on behalf of both of the wholly owned subsidiaries of ACA. Roggow Law does not believe that the creditors (PCA and FLCA), wholly owned subsidiaries of ACA, represent differing or different creditors, as may be relevant under Rule 2019, but as a result of inquiry of Debtors' counsel, Roggow Law has made this precautionary disclosure out of an overabundance of caution. The Chapter 11 case is In re Don Roberts and Vickie Roberts (Bankr. D.N.M. Case No. 18-11927), filed July 31, 2018. The Debtors are represented by Jennie Behles, at BEHLES LAW FIRM PC. DURA AUTOMOTIVE: Moody's Withdraws B3 CFR on Closing Delay ---------------------------------------------------------- Moody's Investors Service withdrew all ratings on Dura Automotive Systems GmbH, including its B3 Corporate Family Rating, Caa1-PD Probability of Default Rating and B2 senior secured debt ratings, and the stable outlook. The following ratings were withdrawn: Dura Automotive Systems GmbH B3, Corporate Family Rating; Caa1-PD, Probability of Default Rating; B2 (LGD3) rating on the EUR20 million senior secured revolving credit facility due 2024; B2 (LGD3) rating on the EUR200 million senior secured term loan B facility due 2024; Stable outlook. RATINGS RATIONALE The withdrawal of Dura's ratings is driven by the delay in the closing of the financing which is now anticipated to occur later in 2019. The organizational structure, capital structure, company performance, or industry environment could change during this time frame. Dura Automotive Systems, LLC, headquartered in Auburn Hills, Michigan, is a leading independent designer and manufacturer of highly technical mechatronic control systems, structural body systems, exterior trim and advanced electronic systems for the global automotive industry. The company's products are sold to most major North American, European and Asian automotive original equipment manufacturers. Revenues in 2018 were approximately $1.1 billion. Dura is a portfolio company of Patriarch Partners and Affiliates. ETA ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: ETA Enterprises, Inc. dba Burger King PO Box 588 Marlton, NJ 08053 Business Description: The Debtor is a privately held company that operates in the restaurant industry. Chapter 11 Petition Date: June 5, 2019 Court: United States Bankruptcy Court District of New Jersey (Camden) Case No.: 19-21331 Judge: Hon. Jerrold N. Poslusny Jr. Debtors' Counsel: Paul W. Verner, Esq. PAUL W. VERNER, ESQ. Five Greentree Centre 525 Rt. 73 North, Suite 104 Marlton, NJ 08053 Tel: (856) 817-6315 E-mail: pwverner@vernerlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Eric Salisbury, chief executive officer/owner. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/njb19-21331.pdf FIRSTENERGY SOLUTIONS: Hires Black vMcCuskey as Special Counsel --------------------------------------------------------------- FirstEnergy Solutions Corp., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the Northern District of Ohio to employ Black McCuskey Souers & Arbaugh, LPA, as special counsel to the Debtors. FirstEnergy Solutions requires Black McCuskey to: 1. In-House Counsel Services -- review and comment upon various bankruptcy-related pleadings prior to their filing with the Court; -- attend hearings; -- draft, revise, and negotiate renewable energy credit agreements and other contracts; -- review and comment upon certain responses to discovery requests; -- coordinate and correspond with certain outside counsel; -- communicate with the Debtors' financial advisors; and -- stay generally abreast of all facets of the Chapter 11 Cases. 2. General Corporate and Commercial Transactional Services -- negotiate contracts with outsourcing vendors to replace the services that the FE Non-Debtor Parties have historically provided to the Debtors and those with respect to services and equipment that the Debtors need on a daily basis and as they plan to emerge from bankruptcy. 3. Real Estate Services -- negotiate contracts for business development and expansion projects involving land acquisition, lending, tax abatements and incentives, zoning variances, construction oversight and outsourcing of equipment and services throughout the United States. Black McCuskey will be paid at these hourly rates: Attorneys $135 to $345 Paralegals $80 to $100 During the period prior to the Petition Date, Black McCuskey provided services and incurred expenses related to such services in the aggregate amount of $9,268. From March 31, 2018 through December 31, 2018, Black McCuskey provided services and incurred expenses related to such services in the aggregate amount of $341,648.03. Black McCuskey will also be reimbursed for reasonable out-of-pocket expenses incurred. Bruce M. Soares, partner of Black McCuskey Souers & Arbaugh, LPA, 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. Black McCuskey can be reached at: Bruce M. Soares, Esq. BLACK MCCUSKEY SOUERS & ARBAUGH, LPA 220 Market Ave. Suite 1000 Canton, OH 44702 Tel: (330) 456-8341 About FirstEnergy Solutions Akron, Ohio-based FirstEnergy Solutions, Corp. (FES) is a subsidiary of FirstEnergy Corp (NYSE:FE). FES -- http://www.firstenergycorp.com/-- provides energy-related products and services to retail and wholesale customers; and owns and operates 5,381 MWs of fossil generating capacity through its FirstEnergy Generation subsidiaries. FES also owns 4,048 MWs of nuclear generating capacity through its FirstEnergy Nuclear Generation subsidiary. Nuclear generating plants are operated by FirstEnergy Nuclear Operating Company (FENOC), which is a separate subsidiary of FirstEnergy Corp. On March 31, 2018, FirstEnergy Solutions and 6 affiliates, including FENOC, each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. N.D. Ohio Lead Case No. 18-50757). The cases are pending before the Honorable Judge Alan M. Koschik and their cases be jointly administered under Case No. 18-50757. Parent company, First Energy Corp. and its other subsidiaries, including its regulated subsidiaries, are not part of the filing and will not be subject to the Chapter 11 process. First Energy Corp. listed $42.2 billion in total assets against $4.07 billion in total current liabilities, $21.1 billion in long-term debt and other long-term obligations and $13.1 billion in non-current liabilities as of Dec. 31, 2017. The Debtors tapped Akin Gump Strauss Hauer & Feld LLP as bankruptcy counsel; Brouse McDowell LPA as co-counsel; Lazard Freres & Co. as investment banker; Alvarez & Marsal North America, LLC, as restructuring advisor and Charles Moore as chief restructuring officer; and Prime Clerk as claims and noticing agent. The Debtors also tapped Willkie Farr & Gallagher LLP, Hogan Lovells US LLP, Quinn Emanuel Urquhart & Sullivan, LLP, and Black McCuskey Souers & Arbaugh, LPA, as special counsels. The U.S. Trustee for Region 9 appointed an official committee of unsecured creditors on April 12, 2018. Milbank, Tweed, Hadley & McCloy LLP and Hahn Loeser & Parks LLP serve as counsel to the committee. GASPER RICE: Taps Briggs & Veselka as Accountant ------------------------------------------------ Gasper Rice Resources, Ltd., received approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Briggs & Veselka Co. as its accountant. The firm will assist the Debtor in the preparation of its 2018 income tax return and will provide other services related to the tax return preparation. Briggs & Veselka charges a flat fee of $9,000. Michelle Mullen, the firm's accountant who will be providing the services, disclosed in court filings that she does not hold any interest adverse to the interest of the Debtor's estate, creditors and equity security holders. The firm can be reached through: Michelle Mullen Briggs & Veselka Co. Nine Greenway Plaza, Suite 1700 Houston, TX 77046 Email: mmullen@bvccpa.com Phone: 713-366-8560 / 713-667-9147 Fax: 713-667-1697 About Gasper Rice Resources Ltd. Gasper Rice Resources, Ltd. -- http://www.gasperrice.com/-- is a Texas limited partnership in the oil and gas extraction industry. It operates wells primarily located in the Gulf Coast of Texas and participates as a non-operator in properties located in Texas, Louisiana, Oklahoma and Mississippi. Gasper Rice Resources sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case No. 19-31371) on March 11, 2019. At the time of the filing, the Debtor disclosed $2,116,190 in assets and $2,484,425 in liabilities. The case is assigned to Judge Eduardo V. Rodriguez. The Debtor is represented by the Law Office of Margaret M. McClure. GAUCHO GROUP: Raises $1.4 Million in Common Stock Sale ------------------------------------------------------ Between April 1, 2019 and June 3, 2019, Gaucho Group Holdings, Inc., sold 3,927,857 shares of its common stock to accredited investors for total gross proceeds of $1,374,750. No general solicitation was used, no commissions were paid, and the Company relied on the exemption from registration available under Section 4(a)(2) and Rule 506(b) of Regulation D of the Securities Act of 1933, as amended, in connection with the sales. A Form D was filed with the SEC on April 22, 2019, an amended Form D was filed on May 6, 2019, and an amended Form D was filed on May 31, 2019. About Gaucho Group Headquartered in New York, NY, Gaucho Group Holdings, Inc. -- http://www.algodongroup.com-- was incorporated on April 5, 1999. Effective Oct. 1, 2018, the Company changed its name from Algodon Wines & Luxury Development, Inc. to Algodon Group, Inc., and effective March 11, 2019, the Company changed its name from Algodon Group, Inc. to Gaucho Group Holdings, Inc. Through its wholly-owned subsidiaries, GGH invests in, develops and operates real estate projects in Argentina. GGH operates a hotel, golf and tennis resort, vineyard and producing winery in addition to developing residential lots located near the resort. In 2016, GGH formed a new subsidiary and in 2018, established an e-commerce platform for the manufacture and sale of high-end fashion and accessories. The activities in Argentina are conducted through its operating entities: InvestProperty Group, LLC, Algodon Global Properties, LLC, The Algodon - Recoleta S.R.L, Algodon Properties II S.R.L., and Algodon Wine Estates S.R.L. Algodon distributes its wines in Europe through its United Kingdom entity, Algodon Europe, LTD. Gaucho Group reported a net loss attributable to common stockholders of $6.40 million for the year ended Dec. 31, 2018, compared to a net loss attributable to common stockholders of $8.25 million for the year ended Dec. 31, 2017. As of March 31, 2019, Gaucho Group had $6.25 million in total assets, $7.61 million in total liabilities, $9.02 million in series B convertible redeemable preferred stock, and a total stockholders' deficiency of $10.38 million. Marcum LLP, in New York, NY, the Company's auditor since 2013, issued a "going concern" qualification in its report dated April 1, 2019, on the Company's consolidated financial statements for the year ended Dec. 31, 2018, citing that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. GCI LLC: S&P Assigns 'B' Rating on New $300MM Sr. Unsecured Notes ----------------------------------------------------------------- S&P Global Ratings assigned its 'B' issue-level rating and '2' (capped) recovery rating to Alaska-based diversified telecommunications provider GCI LLC's $300 million of senior unsecured notes due in 2024. The '2' recovery rating indicates S&P's expectation of substantial (70%-90%; rounded estimate: 85%) recovery in the event of a payment default. Proceeds together with cash on hand will fund the redemption of the company's existing $325 million of 6.75% notes due in 2021. These notes are currently callable at 101.125. S&P's 'B-' issuer credit rating on GCI is unaffected because the transaction, for all intents and purposes, is leverage neutral. ISSUE RATINGS – RECOVERY ANALYSIS Key analytical factors -- S&P's simulated default scenario envisions decreased revenue and EBITDA due to lower oil prices, which could continue to hurt the Alaskan economy, combined with increased competition in the wireless segment from Verizon and AT&T, which results in pricing pressure and subscriber losses. -- S&P values the company on a going-concern basis using a 5.5x multiple of the rating agency's projected emergence EBITDA, comparable to that for peers within the telecom industry. In addition, the rating agency combines that with a discrete asset value (DAV) approach for the equity stakes in Liberty Broadband, Charter Communications, LendingTree, and Evite, assuming a 60% discount to the average of the 52-week high/low stock prices of the respective investments, to arrive at a total gross recovery value of $3.4 billion. Simulated default assumptions -- Simulated year of default: 2021 -- EBITDA at emergence: $180 million -- EBITDA multiple: 5.5x -- DAV: $2.4 billion Simplified waterfall -- Gross recovery value: $3.4 billion -- Net EV (after 5% administrative costs): $3.3 billion -- Obligor/nonobligor valuation split: 100%/0% -- Collateral value available to secured creditors: $2 billion -- Senior secured debt: $731 million -- Recovery expectations: 90%-100% (rounded estimate: 95%) -- Total value available to unsecured claims: $1.6 billion -- Senior unsecured debt and pari-passu claims: $776 million -- Recovery expectations: 70%-90% (rounded estimate: 85%) (capped) -- All debt amounts include six months of prepetition interest. Ratings List GCI LLC Issuer Credit Rating B-/Negative/-- New Rating GCI LLC Senior Unsecured $300 mil notes due 2024 B Recovery Rating 2 (85%) GLATFELTER (P.H.) CO: S&P Affirms 'BB+' Long-Term ICR ----------------------------------------------------- S&P Global Ratings affirmed its 'BB+' long-term issuer credit rating on U.S.-based Glatfelter (P.H.) Co. "The affirmation of our 'BB+' issuer credit rating on Glatfelter reflects the company's position as a modest-size paper producer focused on niche markets but with leading market positions for many of its products. The company's product base is highly diverse within the paper segment, but is subject to different economic cycles and growth prospects," S&P said. With the addition of its European nonwoven business in Steinfurt, Germany, S&P expects to see at least a 35% improvement in 2019 EBITDA over its 2018 level of about $81 million. Consequently, the rating agency expects debt to EBITDA to improve and remain in the 2x to 3x range by the end of 2019. The stable outlook reflects S&P's view that Glatfelter will maintain financial flexibility to pursue investments in more profitable, higher-growth products while reducing debt leverage. The company's leverage is above 4x as of first quarter 2019, but the rating agency expects it to improve to below 3x by the end of 2019. "We believe a downgrade is unlikely over the next 12 months given our expectation of improving performance, higher EBITDA, and reducing debt leverage. However, we could lower our rating if leverage increased such that we expected it to be sustained above 4x, which could occur if forecast EBITDA declined in excess of 30% as a result of lower-than-expected volume, increased input costs, and inability to raise prices," S&P said. "We consider an upgrade unlikely over the next 12 months given Glatfelter's smaller size than that of investment-grade peers. However, we could raise the rating if the company continues expanding into faster growing and more profitable segments, such that the company becomes significantly larger and we reevaluate our assessment of the company's business risk while leverage remains below 3x," S&P said. GLOBAL HEALTHCARE: Appoints Director to Fill Board Vacancy ---------------------------------------------------------- Andrew Sink tendered his letter of resignation as a member of the Board of Directors of Global Healthcare REIT, Inc., effective June 1, 2019. Effective June 1, 2019 the Board of Directors of the Company has appointed John H. Downs, Jr. to serve as a member of the Company's Board of Directors to fill the vacancy created by the resignation of Mr. Sink. Mr. Downs, age 62, has been president and chief executive officer of the National Confectioners Association and NCA's Chocolate Council since 2014. In 2015, he was appointed to the U.S. Chamber of Commerce's Association Committee of 100. For the 28 years prior to his appointment to the NCA, Mr. Downs was senior executive management within the Coca-Cola system of companies, concentrating his activities in international government relations and public affairs. Mr. Downs holds a B.A. degree in political science from Washington College, Maryland. As a director, Mr. Downs will participate in the Company's compensation plan for directors pursuant to which he will be entitled to receive an annual restricted stock award having a market value of $30,000. As his election is effective June 1, 2019, Mr. Downs will be entitled to receive for the partial calendar year 2019 a restricted stock award having a market value of $17,500. The grant will be effective June 1, 2019 and will be based upon the closing price of the Company's common stock on May 31, 2019 valued at $0.33 per share. Currently the Company's Board of Directors has no standing committees. About Global Healthcare Greenwood Village, Colorado-based Global Healthcare REIT, Inc., acquires, develops, leases, manages and disposes of healthcare real estate, and provides financing to healthcare providers. The Company's portfolio will be comprised of investments in the following five healthcare segments: (i) senior housing, (ii) life science, (iii) medical office, (iv) post-acute/skilled nursing and (v) hospital. Global Healthcare reported a net loss attributable to common stockholders of $2.02 million for the year ended Dec. 31, 2018, compared to a net loss attributable to common stockholders of $3.02 million for the year ended Dec. 31, 2017. As of March 31, 2019, Global Healthcare had $38.48 million in total assets, $37.30 million in total liabilities, and $1.18 million in total equity. The audit opinion included in the Company's Annual Report for the year ended Dec. 31, 2018, contains an explanatory paragraph expressing substantial doubt regarding the Company's ability to continue as a going concern. MaloneBailey, LLP, in Houston, Texas, the Company's auditor since 2016, stated that the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. GRUBHUB INC: S&P Assigns 'BB' Issuer Credit Rating; Outlook Stable ------------------------------------------------------------------ S&P Global Ratings assigned its 'BB' issuer credit rating to U.S. online food ordering and delivery marketplace provider Grubhub Inc. The rating agency also assigned its 'BB' issue-level and '3' recovery rating to the $400 million in senior unsecured notes due 2027 to be issued by the company's wholly-owned subsidiary, Grubhub Holdings Inc., to refinance $340 million of existing debt and fund about $60 million of cash to the balance sheet. The '3' recovery rating reflects S&P's expectation of meaningful (50%-70%; rounded estimate: 65%) recovery prospects in the event of a payment default. The rating on Grubhub reflects its high execution risk over the next few years as digital commerce transforms the restaurant industry, the meaningful benefits of the network effect of the large number of diners (19.3 million active diners) and 115 thousand restaurants that use its platform, and S&P's expectation that the company will sustain gross adjusted leverage between 2x and 3x. "The stable outlook reflects S&P's expectation that Grubhub will maintain adjusted leverage in the 2x-3x range over the next 12 to 24 months as it successfully executes on its growth initiatives and maintains its leadership position. S&P expects revenue to grow over 30% in 2019 to about $1.35 billion, commission margins to remain stable, and adjusted EBITDA margins stabilize in the 14% to 16% range as higher daily average order volumes offset recent new market expansion costs. "We could lower our ratings if we become convinced the company will sustain gross adjusted debt leverage above 3.0x, if operating performance falls short of expectations, or if we expect free operating cash flow or liquidity to decline meaningfully," S&P said. This would likely occur if competition were to pressure the company to keep elevated levels of spending in order to maintain its active diner and restaurant base, if customer acquisition cost trends show operating vulnerability, or if the company were to pursue an aggressive financial policy decision such as a large debt-financed acquisition, according to the rating agency. "While unlikely over the next 12 months, we could raise the rating if we become confident of the sustainability of the company's competitive position over the longer term," S&P said. "Maintaining or growing key diner and average order operating performance metrics, regaining its historic low-twenty percent EBITDA margins, attracting additional national restaurant partners, and maintaining a leadership position as the online takeout category grows could result in a favorable assessment of the business." HANNAH SOLAR: Seeks to Hire Portnoy Garner as Co-Counsel -------------------------------------------------------- Hannah Solar LLC seeks authority from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Portnoy Garner & Nail LLC, as co-counsel to the Debtor. Hannah Solar requires Portnoy Garner to represent and provide legal services to the Debtor in the Chapter 11 bankruptcy proceedings. Portnoy Garner will be paid at these hourly rates: Attorneys $400 Paralegals $150 Prior to the Petition Date, the Firm received a retainer in the amount of $46,000, to secure payment of fees generated prior to and during the Bankruptcy Case. The Firm applied $14,840 to prepetition fees and expenses. Portnoy Garner will also be reimbursed for reasonable out-of-pocket expenses incurred. Garrett A. Nail, a partner at Portnoy Garner & Nail, 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. Portnoy Garner can be reached at: Garrett A. Nail, Esq. PORTNOY GARNER & NAIL LLC 3350 Riverwood Parkway, Suite 460 Atlanta, GA 30339 Tel: (678) 385-9712 E-mail: gnail@pgnlaw.com About Hannah Solar Hannah Solar, LLC, is a solar energy equipment supplier in Atlanta. It specializes in planning, design, installation and maintenance of renewable energy solutions. Hannah Solar sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 19-57651) on May 15, 2019. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of between $1 million and $10 million. The Robl Law Group, LLC, is the Debtor's counsel. Portnoy Garner & Nail LLC, is co-counsel. HARVARD CIDER: Involuntary Chapter 11 Case Summary -------------------------------------------------- Alleged Debtor: Harvard Cider Company LLC 575 Paul St. Denver, CO 80206 Business Description: Harvard Cider Company LLC is a beverage manufacturer based in Denver, Colorado. Involuntary Chapter 11 Petition Date: June 4, 2019 Court: United States Bankruptcy Court District of Colorado (Denver) Case Number: 19-14834 Judge: Hon. Elizabeth E. Brown Petitioner: Winthrop Intelligence LLC 575 St. Paul St. Denver, CO 80206 Nature and Amount of Petitioner's Claim: $6,200,000, Settlement Petitioner's Counsel: Michael J. Davis, Esq. DLG LAW GROUP LLC 4100 E. Mississippi Ave. Ste. 420 Denver, CO 80246 Tel: 303-758-5100 Fax: 303-758-5055 E-mail: mdavis@dlglaw.net A full-text copy of the Involuntary Petition is available for free at: http://bankrupt.com/misc/cob19-14834.pdf HARVEY MOORE: Hires Mr. Murphy of Ankura Consulting as CRO ---------------------------------------------------------- Harvey Moore and Associates, Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the Middle District of Florida to employ Stanley A. Murphy of Ankura Consulting Group, LLC, as chief restructuring officer to the Debtors. Harvey Moore requires Ankura Consulting to: a) advise and assist the Debtors in connection with the Debtors' identification, evaluation, development, and implementation of financial restructuring strategies and tactics; b) advise and assist the Debtors in the Debtors' development of multiyear financial projections and related debt service capacity models, as needed; c) advise and assist the Debtors in the Debtors' refinement of its cash management and cash flow forecasting process, including the monitoring of actual cash flow versus projections, as needed; d) advise and assist the Debtors, as needed, in connection with the Debtors' communications and negotiations with other parties, including, but not limited to, secured creditors, customers, suppliers, and other parties in interest; e) advise and assist management regarding responding to the information requests from the Debtors' stakeholders and potential capital sources; f) advise and assist the Debtors' counsel and the Debtors in the their financial restructuring process; g) advise and assist the Debtors' counsel and the Debtors in connection with their preparation of various stakeholder presentations and financial reports required to support stakeholder negotiations and coordination; and h) advise and assist the Debtors' counsel and the Debtors in its review and assessment of vendor relationships and other executory contracts. Ankura Consulting will be paid at these hourly rates: Stanley A. Murphy $675 Staffs $150 to $675 Ankura Consulting will also be reimbursed for reasonable out-of-pocket expenses incurred. Stanley A. Murphy, a senior managing director at Ankura Consulting 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 Debtors and their estates. Ankura Consulting can be reached at: Stanley A. Murphy ANKURA CONSULTING GROUP, LLC 101 E. Kennedy Boulevard, Suite 2250 Tampa, FL 33602 Tel: (813) 277-1700 About Harvey Moore and Associates Based in Tampa, Florida, Harvey Moore and Associates, Inc., and Trial Practices, Inc., are providers of trial consulting and litigation support services. They assist clients and attorneys in every facet of case development. Harvey Moore and Associates and Trial Practices sought Chapter 11 protection (Bankr. M.D. Fla. Lead Case No. 19-04588) on May 15, 2019. In the petition signed by CRO Stan Murphy, Harvey Moore and Associates estimated assets of $500,000 to $1 million, and estimated liabilities of $1 million to $10 million. Trial Practices estimated assets of $50,000 to $100,000, and liabilities of $1 million to $10 million. Stichter Riedel Blain & Postler, P.A., led by partner Charles A. Postler, serves as bankruptcy counsel to the Debtors. Stanley A. Murphy of Ankura Consulting Group, LLC, is serving as the Debtors' CRO. HARVEY MOORE: Seeks to Hire Stichter Riedel as Counsel ------------------------------------------------------ Harvey Moore and Associates, Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the Middle District of Florida to employ Stichter Riedel Blain & Postler, P.A., as counsel to the Debtors. Harvey Moore requires Stichter Riedel to: a. render legal advice with respect to the Debtors' powers and duties as debtors in possession, the continued operation of the Debtors' businesses, and the management of their properties; b. prepare on behalf of the Debtors necessary motions, applications, notices, orders, reports, pleadings, and other legal papers; c. appear before the Bankruptcy Court and the Office of the U.S. Trustee to represent and protect the interests of the Debtors; d. assist with and participate in negotiations with creditors and other parties in interest in formulating a plan of reorganization, draft such a plan and a related disclosure statement, and taking necessary legal steps to confirm such a plan; e. represent the Debtors in all adversary proceedings, contested matters, and matters involving the administration of the bankruptcy cases; f. represent the Debtors in negotiations with potential financing sources and prepare contracts, security instruments, or other documents necessary to obtain financing; and g. perform all other legal services that may be necessary for the proper preservation and administration of these Chapter 11 cases. Stichter Riedel will be paid based upon its normal and usual hourly billing rates. Prior to the filing of the bankruptcy case, Stichter Riedel received the aggregate sum of $100,000 from the Debtors. Stichter Riedel will also be reimbursed for reasonable out-of-pocket expenses incurred. Charles A. Postler, partner of Stichter Riedel Blain & Postler, 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. Stichter Riedel can be reached at: Charles A. Postler, Esq. Stephen R. Leslie, Esq. Daniel R. Fogarty, Esq. STICHTER RIEDEL BLAIN & POSTLER, P.A. 110 East Madison Street, Suite 200 Tampa, FL 33602 Tel: (813) 229-0144 E-mail: cpostler@srbp.com sleslie@srbp.com dfogarty@srbp.com About Harvey Moore and Associates Based in Tampa, Florida, Harvey Moore and Associates, Inc., and Trial Practices, Inc., are providers of trial consulting and litigation support services. They assist clients and attorneys in every facet of case development. Harvey Moore and Associates and Trial Practices sought Chapter 11 protection (Bankr. M.D. Fla. Lead Case No. 19-04588) on May 15, 2019. In the petition signed by CRO Stan Murphy, Harvey Moore and Associates estimated assets of $500,000 to $1 million, and estimated liabilities of $1 million to $10 million. Trial Practices estimated assets of $50,000 to $100,000, and liabilities of $1 million to $10 million. Stichter Riedel Blain & Postler, P.A., led by partner Charles A. Postler, serves as bankruptcy counsel to the Debtors. Stanley A. Murphy of Ankura Consulting Group, LLC, is serving as the Debtors' CRO. HEXION HOLDINGS: Hires Ernst & Young as Tax Advisor --------------------------------------------------- Hexion Holdings LLC, and its debtor-affiliates, seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Ernst & Young LLP, as tax advisor to the Debtors. Hexion Holdings requires Ernst & Young to: a. provide the Debtors' routine on-call tax advisory services; b. prepare the Debtors' U.S. Corporate 12-31-2018 tax return; c. provide 2019 tax provision services; d. assist in the Debtors' global tax compliance and reporting; e. provide federal tax advisory services related to depreciation; f. provide Fiscal Year 2017 and 2018 transfer pricing global documentation services; g. provide U.S. competent authority transfer pricing controversy assistance; and h. provide tax services relating to tax reform legislation. Ernst & Young will be paid at these hourly rates: Partner/Executive Directors $750 Senior Managers $600 Managers $450 Seniors $275 Staffs $175 The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Ernst & Young will also be reimbursed for reasonable out-of-pocket expenses incurred. Joseph R. Robinson, a partner at Ernst & Young 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. Ernst & Young can be reached at: Joseph R. Robinson ERNST & YOUNG LLP 800 Yard Street, Suite 200 Grandview Heights, OH 43212 Tel: (614) 224-5678 Fax: (614) 232-7938 About Hexion Holdings 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 Holdings LLC is the sole member of Hexion LLC, which is the sole owner of Hexion Inc. Hexion Inc. employs 4,000 people around the world, including 1,300 in the U.S. 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; Paul Weiss Rifkind Wharton & Garrison LLP, as special financing and securities; 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 tapped Bayard P.A. and Kramer Levin Naftalis & Frankel LLP as its legal counsel. HIGH TIMES: Amended Plan Modifies Treatment of CMIYA Secured Claims ------------------------------------------------------------------- High Times Corp. filed an amended Chapter 11 plan and accompanying disclosure statement to modify the description of CMIYA Investments Inc.'s secured claims. Secured claims are classified in Class 2.1 & 2.2, and comprise the amount dues to CMIYA Investments Inc. This creditor filed Proof of Claim No. 11 in the amount of $202,491, classifying the amounts due as secured claims. CMIYA's claims are secured with two mortgage notes encumbering two commercial properties of the Debtor, which are located at Ave. Boulevard Levittown, Toa Baja, PR. The previously filed Plan provided that CMIYA's claims are secured with three mortgage notes. CMIYA's claims are comprised of three credit facilities. The principal amount owed in the first two credit facilities aggregates to $21,629. Originally, these two credit facilities encumbered the same real property identified as RA-7 and Land No. 13343 on the Property Registry with a mortgage note of $120,000. Regarding the third credit facility the principal amount owed aggregates to $153,290. Originally this credit facility encumbered the real property identified as RA-5 and Land No. 13339 on the Property Registry through a mortgage note of $160,000. In general terms, CMIYA, as secured creditor of this estate, shall retain unaltered its legal, equitable and contractual rights over the collateral and extent of security as detailed in the respective mortgage loans, but the secured amount of its claim, payment and maturity terms will be modified and restructured upon the confirmation of the subject Plan of Reorganization. The secured creditor will receive direct payment from the debtor to pay in full the principal amount of the three credit facilities which aggregate $174,919. The Amended Plan will be implemented as required under Section 1123(a) (5) of the Bankruptcy Code with the daily operations of the business and its resulting operating cash flows. Debtor will retain property of the estate in order to operate its business and produce cash flow for the execution of the Amended Plan. A full-text copy of the Amended Disclosure Statement dated May 20, 2019, is available at https://tinyurl.com/y3fxqyj9 from PacerMonitor.com at no charge. About High Times Corp. High Times Corp. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 18-04770) on August 21, 2018. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $500,000. Judge Enrique S. Lamoutte Inclan presides over the case. Alexis A. Betancourt Vincenty, Esq., at Lugo Mender Group LLC, is the Debtor's bankruptcy counsel. HOLLY ACADEMY, MI: S&P Lowers Bond Rating to BB+, Outlook Stable ---------------------------------------------------------------- S&P Global Ratings lowered its long-term rating on Michigan Financial Authority's series 2011 public academy revenue and refunding bonds, issued for Holly Academy, to 'BB'+ from 'BBB-'. The outlook is stable. "The downgrade reflects continued enrollment declines despite expectations of growth, leading to weakened operating performance and slim maximum annual debt service (MADS) coverage which is expected to continue in the current fiscal year 2019," said S&P Global Ratings credit analyst Bobbi Gajwani. "Though the academy has a good reputation, declining demographics may continue to challenge enrollment. In addition, though the school has increased its days' cash on hand without reliance on a state aid note, which we view favorably, liquidity remains more in line with a lower rating." The stable outlook reflects expectation of stabilization in enrollment, leading to continued positive cash flow though at a lower level than historical and maintenance of days' cash on hand even with spending on capex. As S&P does not expect any additional debt, it expects the debt burden to remain low. ICONIX BRAND: Gets Additional Noncompliance Notice from Nasdaq -------------------------------------------------------------- Iconix Brand Group, Inc. received written notice from the Staff of the Listing Qualifications Department of The Nasdaq Stock Market LLC on May 29, 2019, indicating that, based upon the Company's non-compliance with the $15 million minimum market value of publicly held shares requirement for continued listing on The Nasdaq Global Select Market as of May 28, 2019, as set forth in Nasdaq Listing Rule 5450(a), the deficiency could serve as an additional basis for delisting from Nasdaq and, as such, the Nasdaq Hearings Panel would consider the additional deficiency in connection with the Company's prior hearing before the Panel. At the hearing, the Company presented its plan to evidence compliance with the minimum $1.00 per share bid price requirement and all other applicable requirements for continued listing on Nasdaq. The Company was subsequently notified by Nasdaq that the Company had evidenced full compliance with the bid price requirement; however, the Panel retained jurisdiction of the matter in light of the impending MVPHS deficiency, which was set to expire on May 28, 2019. The Company has already submitted to the Panel its plan to evidence compliance with the MVPHS Requirement and requested an extension within which to do so. The Company is awaiting the Panel's response to the compliance plan, and is diligently working to evidence compliance with all applicable Nasdaq listing criteria; however, there can be no assurance that the Panel will grant the Company's request for continued listing on Nasdaq or that the Company will be able to satisfy the MVPHS Requirement within any extension that may be granted to the Company by the Panel. About Iconix Brand Broadway, New York-based Iconix Brand Group, Inc. -- http://www.iconixbrand.com-- is a brand management company and owner of a diversified portfolio of over 30 global consumer brands across the women's, men's, entertainment, home and international segments. The Company's business strategy is to maximize the value of its brands primarily through strategic licenses and joint venture partnerships around the world, as well as to grow the portfolio of brands through strategic acquisitions. As of Dec. 31, 2018, the Company's brand portfolio includes Candie's, Bongo, Joe Boxer, Rampage, Mudd, London Fog, Mossimo, Ocean Pacific/OP, Danskin/Danskin Now, Rocawear/Roc Nation, Cannon, Royal Velvet, Fieldcrest, Charisma, Starter, Waverly, Ecko Unltd/Mark Ecko Cut & Sew, Zoo York, Umbro, Lee Cooper, and Artful Dodger; and interests in Material Girl, Ed Hardy, Truth or Dare, Modern Amusement, Buffalo, Hydraulic, and PONY. Iconix Brand incurred a net loss attributable to the Company of $100.5 million for the year ended Dec. 31, 2018, following a net loss attributable to the Company of $489.3 million for the year ended Dec. 31, 2017. As of March 31, 2019, Iconix had $622.98 million in total assets, $715.6 million in total liabilities, $29.84 million in redeemable non-controlling interest, and a total stockholders' deficit of $122.46 million. IPS WORLDWIDE: Trustee Hires Klayer and Associates as Accountant ---------------------------------------------------------------- Alex D. Moglia, the Chapter 11 Trustee of IPS Worldwide, LLC, seeks authority from the U.S. Bankruptcy Court for the Middle District of Florida to employ Klayer and Associates, Inc., as accountant to the Trustee. The Trustee requires Klayer and Associates to: a. prepare bank statement reconciliations on a monthly basis and prepare monthly financial statements; b. prepare accounts payable processing; c. render bank deposit preparation and record retention; d. assist the Debtor in the review of reports or filings as required by the Trustee or the Office of the U.S. Trustee, including schedules of assets and liabilities, statements of financial affairs and monthly operating reports; e. assist with the preparation and filing of federal and state tax returns; f. provide other such functions as requested by the Trustee, including direct supervision of bookkeepers or other employed to perform or assist in the day-to-day financial operations and reporting of the Debtor. Klayer and Associates will be paid at these hourly rates: Partners $165 Sr. Staff Accountants $90 Partners $165 As of the Petition Date, Klayer and Associates was owed $21,579.40 for service provided to the Debtor for the period December 17, 2018 to January 27, 2019. The firm agreed to waive all claims related to the prepetition amounts due. Klayer and Associates is owed $35,482.50 for services performed to the Debtor and the Court-Appointed Examiner, Maria Yip, from the petition date to April 10, 2019. In addition, Klayer and Associates is owed $4,647.60 for services performed to the Trustee from April 11, 2019 to May 9, 2019. In the one year prepetition, the Debtor has previously paid Klayer and Associates the amount of $174,484. Klayer and Associates will also be reimbursed for reasonable out-of-pocket expenses incurred. Garrett Klayer, partner of Klayer and Associates, 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. Klayer and Associates can be reached at: Garrett Klayer KLAYER AND ASSOCIATES, INC. 1275 W. Granada Blvd., Suite 4C Ormond Beach, FL 32174 Tel: (386) 257-1646 Fax: (386) 275-1855 About IPS Worldwide IPS Worldwide, LLC, filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 19-00511) on Jan. 25, 2019. In the petition signed by William Davies, president, the Debtor estimated assets of less than $50,000 and liabilities of $100 million to $500 million. The case is assigned to Judge Karen S. Jennemann. The Debtor tapped the Law Offices of Scott W. Spradley, P.A., as its bankruptcy counsel, and Moglia Advisors, as investment banking advisor. Judge Karen S. Jennemann approved the appointment of Alex D. Moglia as the Chapter 11 Trustee for IPS Worldwide. The Trustee retained Klayer and Associates, Inc., as counsel, and Moglia Advisors, as investment banking advisor. The U.S. Trustee for Region 21 on Feb. 15, 2019, appointed three creditors to serve on an official committee of unsecured creditors in the Chapter 11 case of IPS Worldwide. KAIZEN EDUCATION FOUNDATION, AZ: S&P Cuts Rev. Bond Rating to 'BB' ------------------------------------------------------------------ S&P Global Ratings lowered its rating to 'BB' from 'BB+' on Arizona Industrial Development Authority's series 2016 education revenue bonds, issued for Kaizen Education Foundation (Kaizen). The outlook is negative. "The downgrade is based on our view of Kaizen's weakened credit profile relative to comparably rated schools, due to its low liquidity and poor academic performance at two of its campuses," said S&P Global Ratings credit analyst Kaiti Wang. "The negative outlook reflects our view that one of its schools -- Discover U -- could have its charter revoked based on state statutes for charter schools, which would be an event of default under the series 2016 bonds and the recently financed 2019 loan," Ms. Wang added. The rating reflects S&P's view of Kaizen's: -- Below-average days' cash on hand of 57.6 days; -- Lease risk with four non-financed, leased facilities; -- Slim MADS coverage of 1.0x in fiscal 2018, but improvement anticipated for fiscal 2019; -- Lack of a waiting list; and -- Inherent uncertainty associated with charter renewals because the final maturity of the bonds exceeds the time horizon of the existing charter. Partly offsetting the above weaknesses, in S&P's view, are Kaizen's: -- Large geographic footprint with schools in Maricopa, Pinal, Pima, and Mohave counties with a large funded enrollment count of 3,540, growing enrollment, and positive school-age demographics; -- Solid charter standing at most schools, as demonstrated by renewals and long charter terms; and -- Experienced management team contracted through Leona Arizona Management. The Kaizen Education Foundation operates 17 schools serving various grade levels under 16 charter school contracts with the Arizona State Board for Charter Schools (ASBCS). Although the foundation was formed in 2008, the schools each operated as separate legal entities prior to fiscal 2013, with opening dates ranging from 1998 to 2013. Nine of the schools are alternative schools, offering freedom of choice to students who have faced life challenges that undermine educational continuity. The schools serve a student population with over 80% socioeconomically disadvantaged youths throughout neighborhoods in Maricopa, Pinal, Pima, and Mohave counties. KNEL ACQUISITION: S&P Downgrades ICR to 'B-'; Outlook Negative -------------------------------------------------------------- SP Global Ratings lowered its issuer credit rating on U.S-based KNEL Acquisition LLC to 'B-' from 'B'. The outlook is negative. S&P also lowered the ratings on the senior secured first-lien term credit facilities to 'B-' from 'B', and on the senior secured second-lien term loan to 'CCC' from 'CCC+'. The downgrade reflects deteriorating credit measures and constrained liquidity from operational miscues, which will result in significant free cash flow shortfalls over the next 12 months, according to S&P. The rating agency estimates that S&P-adjusted last-12-months (LTM) leverage as of March 31, 2019, ballooned to over 13x due to continued ramp-up costs of its new facility in Ontario. S&P does not add these costs back in its adjusted EBITDA calculation. The weaker-than-expected performance primarily reflects the company's inability to improve its operating execution related to its brownfield construction of a new manufacturing facility and transition out of its old facility. S&P had anticipated significant improvement in the first quarter of 2019 when it expected ramp-up costs to dissipate. However, the company has pushed out the timeline for the project again and the rating agency now expects significant project-related costs to persist through the remainder of 2019. The facility transition, which was commissioned in 2016 and slated to be completed in the first quarter of 2018, has run into numerous issues over the years, including higher startup costs, construction expenses, and slower customer transitions contributing to cost overruns and delayed completion. S&P estimates that the project costs have contributed to more than 300 basis points of EBITDA margin deterioration on an LTM basis. "The negative outlook reflects that the risk the company may not be able to stabilize its cost structure by the end of 2019, leading to an unsustainable capital structure. Cash flows will not stabilize unless it can improve execution in its Ontario facility and improve volumes with top powder customers," S&P said, adding that this could lead to adjusted leverage remaining in the low-double-digit area with sustained negative FOCF. "We could lower the rating if the company is unable to improve profitability and stabilize volumes and we determine the capital structure is unsustainable in the long term. Factors that could lead to this include additional challenges with its new facility, top powder customers continuing to experience weakness, an inability to win new business leading to difficulty filling the additional Ontario capacity, or loss of business," the rating agency said, adding that this could lead to adjusted leverage sustaining in the low-double-digit area. S&P said it could also lower the rating if deteriorating operating performance results in sustained negative FOCF or if in its view covenants will likely be breached. "We could revise the outlook to stable if the company makes significant progress in reducing project-related costs and curbs sales declines resulting in positive free cash flow with leverage declining to around 7.5x," S&P said. KONA GRILL: Seeks to Hire Epiq as Administrative Advisor -------------------------------------------------------- Kona Grill, Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Epiq Corporate Restructuring, LLC, as administrative advisor to the Debtors. Kona Grill requires Epiq to: (a) assist with, among other things, solicitation, balloting, tabulation, and calculation of votes, as well as preparing any appropriate reports, as required in furtherance of confirmation of plans of reorganization; (b) generate an official ballot certification and testify, if necessary, in support of the ballot tabulation results; (c) provide assistance with preparation of the Debtors' schedules of assets and liabilities and statements of financial affairs; and (f) provide such other claims processing, noticing, solicitation, balloting, distributions, and other administrative services described in the Services Agreement, but not included in the Section 156(c) Application, as may be requested from time to time by the Debtors, the Court, or the clerk of the Court. Epiq will be paid based upon its normal and usual hourly billing rates. Epiq will be paid a retainer in the amount of $25,000. Epiq will also be reimbursed for reasonable out-of-pocket expenses incurred. Kathryn Tran, director of Epiq Corporate Restructuring, 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 Debtors and their estates. Epiq can be reached at: Kathryn Tran EPIQ CORPORATE RESTRUCTURING, LLC 777 Third Ave., 12th Floor New York, NY 10017 Tel: (646)282-2595 About Kona Grill Kona Grill, Inc. -- https://www.konagrill.com/ -- owns and operates 27 casual dining restaurants in 18 states, as well as Puerto Rico, serving contemporary American favorites, sushi, and alcoholic beverages throughout the United States and Puerto Rico. Kona Grill, Inc., and its subsidiaries sought protection under Chapter 11 of the Bankruptcy Code (Bankr. Del. Lead Case No. 19-10953) on April 30, 2019. As of Dec. 31, 2018, the Debtors' total assets is $53,613,000 and total liabilities of $74,049,000. The petition was signed by Christopher J. Wells, the CRO. The Debtors tapped Pachulski Stang Ziehl & Jones LLP as counsel; Piper Jaffray as investment banker; Alvarez & Marsal North America, LLC as restructuring advisor and Epiq Corporate Restructuring, LLC, as claims and noticing agent. LEGACY RESERVES: S&P Lowers ICR to 'D' on Missed Interest Payment ----------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Legacy Reserves L.P., a Midland, Texas-based oil and gas exploration and production (E&P) company, to 'D' from 'CCC-'. At the same time, S&P lowered its issue-level ratings on the company's senior secured second-lien term loan to 'D' from 'CCC-'. The '3' recovery rating is unchanged and indicates S&P's expectation of meaningful (50%-70%; rounded estimate: 60%) recovery to creditors. S&P also lowered its issue-level ratings on the company's senior unsecured notes due in 2020 and 2021 to 'D' from 'C'. The '6' recovery rating is unchanged, reflecting the rating agency's expectation of negligible (0%-10%; rounded estimate: 0%) recovery to creditors. The downgrade reflects Legacy's failure to make its interest payments due June 3, 2019, on its senior unsecured notes and S&P's expectation that the company will not make these payments within the 30-day grace period. Interest payments totaling about $17 million were due on the company's 8% senior unsecured notes due 2020, 6.625% senior unsecured notes due 2021, and 8% convertible senior notes due 2023 (unrated). M & C PARTNERSHIP: Case Summary & 5 Unsecured Creditors ------------------------------------------------------- Debtor: M & C Partnership, LLC 4545 Veterans Memorial Blvd. Metairie, LA 70006 Business Description: M & C Partnership, LLC classified its business as Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: June 5, 2019 Court: United States Bankruptcy Court Eastern District of Louisiana (New Orleans) Case No.: 19-11529 Judge: Hon. Elizabeth W. Magner Debtor's Counsel: Leo D. Congeni, Esq. CONGENI LAW FIRM, LLC 424 Gravier Street New Orleans, LA 70130 Tel: (504) 522-4848 Fax: (504) 581-4962 E-mail: leo@congenilawfirm.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by George A. Cella, III, member/manager. A full-text copy of the petition containing, among other items, a list of the Debtor's five unsecured creditors is available for free at: http://bankrupt.com/misc/laeb19-11529.pdf MAIREC PRECIOUS: Trustee Seeks to Hire Haynsworth as Counsel ------------------------------------------------------------ Janet Haigler, the Chapter 11 trustee for Mairec Precious Metals U.S., Inc., seeks approval from the U.S. Bankruptcy Court for the District of South Carolina to hire Haynsworth Sinkler Boyd as her legal counsel. The firm will assist the trustee in all legal matters related to the Debtor's operations and the preparation of a bankruptcy plan; examine all transfers made by the Debtor prior to its bankruptcy filing; represent the trustee in lawsuits; and provide other legal services in connection with the Debtor's Chapter 11 case. The firm's hourly rates are: Stanley McGuffin Shareholder $410 Mary Caskey Shareholder $325 Kathleen Muthig Of Counsel $275 Clara Weston Associate $225 Carol Williamson Paralegal $165 Helen Harrington Paralegal $165 Amanda Willoughby Paralegal $165 Haynsworth is "disinterested" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Stanley H. McGuffin, Esq. Haynsworth Sinkler Boyd, P.A. P.O. Box 11889 Columbia, SC 29211 Phone: (803) 779-3080 / (803) 540-78386 Fax: (803) 765-1243 Email: smcguffin@hsblawfirm.com About Mairec Precious Metals U.S. Mairec Precious Metals U.S., Inc. specializes in the recovery of precious metals including gold, silver, platinum, palladium or rhodium from various materials containing them. The Company collects and recycles car catalysts, industrial catalysts, electronic scrap, various sweeps and concentrates and other industrial waste. Mairec Precious Metals U.S. filed for Chapter 11 bankruptcy protection (Bankr. D.S.C. Case No. 19-01198) on March 1, 2019. In the petition signed by David M. Baker, chief restructuring officer, the Debtor estimated $50 million to $100 million in assets and $10 million to $50 million in liabilities. The case has been assigned to Judge Helen E. Burris. The Debtor tapped McCarthy, Reynolds, & Penn, LLC as its counsel, and SSG Advisors, LLC as its investment banker. Janet B. Haigler was appointed Chapter 11 trustee for the Debtor on May 17, 2019. MCAFEE LLC: S&P Affirms 'B' ICR on Debt-Funded Dividend Payment --------------------------------------------------------------- S&P Global Ratings affirmed its 'B' issue credit rating on Santa Clara, Calif.-based McAfee LLC. The outlook remains stable. S&P's issue-level ratings on the company's first- and second-lien debt are affirmed at 'B' and 'B-', respectively, based on affirmed recovery ratings of '3' and '5'. The rating affirmation follows the company's announcement of its intention to raise $600 million of incremental term loans to fund a dividend to shareholders that will consist of a $300 million U.S.-dollar-denominated first-lien term loan and a $300 million equivalent Euro-denominated first-lien term loan. Although this borrowing will result in a moderate increase in leverage, in S&P's view the company's substantial bookings growth trajectory in the more profitable consumer segment will enable it to grow cash flow over the next 12 months and reduce leverage to under 8.0x. "Our ratings affirmation is based on McAfee's strong bookings growth trajectory in the more profitable consumer segment and progress strengthening margins in the slower-growing enterprise segment over the past year," S&P said. The rating agency believes that the company's increasing cash flow generation will enable it to service its higher debt burden, and reduce leverage to under 8.0x over the next 12 months. "The adoption of ASC 606 revenue recognition standards has reduced reported revenue and therefore increased leverage in 2018, however, we do not believe that this indicates underlying weakness in the business as revenue would have grown in the mid-single digits under the old standard, and 2018 cash flow exceeded our previous forecast," S&P said. Key risks for McAfee remain a fragmented and highly competitive enterprise security landscape and a product portfolio that is relatively concentrated on slower-growing endpoint protection, according to S&P. The rating agency notes that while EBITDA growth will reduce leverage post-transaction, leverage will remain high and is unlikely to decline below 7x over the next 24 months. The stable outlook on McAfee reflects S&P's view that consistent revenue growth in the more profitable consumer products segment and improving margins will enable the company to rapidly reduce leverage to under 8.0x before the end of 2019, in spite of incremental debt issuance. The rating agency expects limited capital spending needs and strong free cash flow generation of over $200 million of free cash flow annually to further support the company's deleveraging post-dividend. "We would consider a downgrade if incremental debt-funded dividends or acquisitions with limited EBITDA accretion or revenue declines from product missteps lead to lower earnings and leverage likely to remain over 8x for a sustained period. We could also consider a downgrade if free cash generation were to deteriorate enough that McAfee couldn't generate over 2.5% of debt in free operating cash flow," S&P said. "Although unlikely over the next 12 months due to extremely high leverage and weak margins, we would consider raising our rating on McAfee over the longer term if the company can generate a track record of sustained revenue and bookings growth across both segments, grow EBITDA margins to at least 30%, and sustain leverage under 6x," S&P said. MEMORY CARE: Case Summary & 30 Largest Unsecured Creditors ---------------------------------------------------------- Lead Debtor: Memory Care America LLC 2211 NW Military Highway, Suite 201 San Antonio, TX 78213 Business Description: Memory Care America and its subsidiaries -- http://www.memorycareamerica.com/-- operates care facilities for individuals suffering from numerous forms of memory loss, including Alzheimer's disease and dementia. Chapter 11 Petition Date: June 4, 2019 Seven affiliates that simultaneously filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Memory Care America LLC (Lead Case) 19-51385 MCA Westover Hills Operating Company, LLC 19-51380 MCA New Braunfels Operating Company, LLC 19-51381 Memory Care at Good Shepherd, LLC 19-51383 MCA Mainstreet Tenant, LLC 19-51384 MCA Management Company, Inc. 19-51386 MCA Westover Hills, LLC 19-51387 Court: United States Bankruptcy Court Western District of Texas (San Antonio) Judge: Hon. Craig A. Gargotta Debtors' Counsel: Bernard R. Given II, Esq. LOEB & LOEB LLP 10100 Santa Monica Blvd., Suite 2200 Los Angeles, CA 90067-4120 Tel: 310-282-2000 Fax: 310-282-2200 Email: bgiven@loeb.com - and - Daniel B. Besikof, Esq. Bethany D. Simmons, Esq. LOEB & LOEB LLP 345 Park Avenue New York, New York 10154 Tel: 212-407-4000 Fax: 212-407-4990 Email: dbesikof@loeb.com bsimmons@loeb.com Debtors' Claims & Noticing Agent: DONLIN, RECANO & COMPANY, INC. Re: Memory Care America LLC, et al. P.O. Box 199043 Blythebourne Station Brooklyn, NY 11219 Tel: (212) 771-1128 Fax: (212) 481-1416 Email: mcainfo@donlinrecano.com https://www.donlinrecano.com/Clients/mca/Index Estimated Assets: $1 million to $10 million Estimated Liabilities: $10 million to $50 million The petitions were signed by B.J. Parrish, president. A full-text copy of Memory Care's petition is available for free at: http://bankrupt.com/misc/txwb19-51385.pdf List of Memory Care's 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. MHI-MC San Antonio, LP Landlord $523,678 14390 Clay Terrace Blvd., Suite 205 Carmel, IN 46032 2. MHI-MC New Braunfels, LP Landlord $505,155 14390 Clay Terrace Blvd., Suite 205 Carmel, IN 46032 3. MHI Little Rock, LP Landlord $479,031 14390 Clay Terrace Blvd., Suite 205 Carmel, IN 46032 4. Bradley Arant Boult Cummings Legal $228,367 1600 Division Street Suite 700 P.O. Box 340025 Nashville, TN 37203 5. CIGNA Healthcare Health $77,819 CHLIC - Wells Fargo, Insurance 1700 Lincoln St, Lower, Level 3 Denver, CO 80274 6. The Vision Group Studios, LLC Interior $58,809 One Page Ave., Ste. 323 Design for Asheville, NC 28801 Aging 7. BlueCross Blue Shield of Health $53,903 Tennessee Insurance 3200 West End Ave., Ste. 102 Nashville, TN 37203 8. LBMC W Squared, LLC Accounting $32,000 PO BOX 5168 Outsource Brentwood, TN 237024 9. Sysco Central Texas, Inc. Food $31,165 1260 Schwab Road Supplier New Braunfels, TX 78132 10. LBMC Employment Partners, LLC HR Outsource $29,323 PO Box 1869 Brentwood, TN 37024-1869 11. Albert Uresti, MPA, PCC Property Tax $25,985 Bexar County Tax Assessor-Collector 233 N Pecos La Trinidad San Antonio, TX 78207 12. Friedman LLP Auditor $25,000 2000 Market Street, Suite 500 Philadelphia, PA 19103 13. Alvarez & Marsal Tax and, LLC Tax Advice $19,421 Attn: Lisa Carrington 600 Madison Avenue New York, NY 10022 14. EisnerAmper LLP Auditor $19,000 PO Box 360635 Pittsburgh, PA 15251-6635 15. LBMC Technology Solutions, LLC IT Outsource $14,379 PO BOX 1869 Brentwood, TN 37027 16. KFW Surverying Engineering $10,175 3421 Paesanos Pwky, Suite 101 San Antonio, TX 78231 17. Sysco Arkansas Food Supplier $9,556 PO Box 193410 Little Rock, AR 72219-3410 18. Guardian Insurance $7,834 P.O. Box 677458 Dallas, TX 75267-7458 19. Carr, Riggs & Ingram Auditor $7,500 3011 Armory Drive, Suite 190 Nashville, Tn 37204 20. McKesson Medical-Surgical Medical $7,331 Minnesota Supply Inc. Supply PO Box 204786 Dallas, TX 75320-4786 21. AT&T Utilities $6,739 PO Box 105414 Atlanta, GA 30348-5414 22. Entergy Utilities $6,568 PO Box 8101 Baton Rouge, LA 70891-8101 23. Matera Paper Company Janitorial $6,513 PO Box 200184 San Antonio, TX 78220-0184 24. Redacted Resident $5,860 25. CPS Energy 300-3612-608 Utilities $5,767 PO Box 2678 San Antonio, TX 78289-0001 26. A Place for Mom Referral $5,733 PO Box 913241 Denver, CO 80291-3241 27. Medline Industries, Inc. Medical $3,761 Dept CH 14400 Supply Palatine, IL 60055-4400 28. Redacted Resident Refund $3,725 29. Time Warner Cable Utilities $3,595 PO Box 223085 Pittsburgh, PA 15251-2085 30. Redacted Employee $3,052 MIRPLASTICS LLC: Taps Lalka Tax Services as Accountant ------------------------------------------------------ MirPlastics, LLC, received approval from the U.S. Bankruptcy Court for the Eastern District of Tennessee to hire Lalka Tax Services, LLC as its accountant. The services to be provided by the firm include the preparation and filing of delinquent Form 940 and Form 941 returns for 2016. Lalka will receive $990 for its services. The firm does not hold any interest adverse to the Debtor's bankruptcy estate, according to court filings. Lalka can be reached through: Viren Lalka Lalka Tax Services, LLC 9111 Cross Park Drive, Suite E-110 Knoxville, TN 37923 Phone: (865)692-4829 Email: prepare4u@gmail.com About Mirplastics MirPlastics, LLC -- http://www.mirplastics.com/-- is a plastic recycler with two facilities in Knoxville, Tenn., warehouses in Georgia, Texas and S.C. and distribution centers in Mexico, Costa Rica and Bolivia. The Company's objective is to source feedstock from manufacturers generating plastic scrap and to find end users for these materials in the domestic market, Latin America, Asia and Europe. Its suppliers are industries in automotive manufacturing, polymer compounding, pharmaceutical injection molding and film extrusion. Based in Knoxville, Tenn., MirPlastics filed a Chapter 11 petition (Bankr. D. Tenn. Case No. 19-31213) on April 16, 2019. In the petition signed by Oscar Rivera, sole member, the Debtor disclosed $1,085,039 in assets and $1,960,805 in liabilities. Judge Suzanne H. Bauknight oversees the case. Maurice K. Guinn, Esq., at Gentry Tipton & McLemore, P.C., is the Debtor's bankruptcy counsel. MITCHELL LANE: Hires Hasbani & Light as Counsel ----------------------------------------------- Mitchell Lane NY LLC (DE), seeks authority from the U.S. Bankruptcy Court for the Eastern District of New York to employ Hasbani & Light, P.C., as counsel to the Debtor. Mitchell Lane requires Hasbani & Light to: (a) provide the Debtor with advice and preparing all necessary documents regarding debt restructuring, bankruptcy and asset dispositions; (b) take all necessary actions to protect and preserve the Debtor's estate during the pendency of this Chapter 11 Case; (c) prepare on behalf of the Debtor, as debtor-in-possession, all necessary motions, applications, answers, orders, reports and papers in connection with the administration of this Chapter 11 Case; (d) counsel the Debtor with regard to its rights and obligations as debtor in-possession; (e) appear in Court to protect the interests of the Debtor; And (f) perform all other legal services for the Debtor which may be necessary and proper in these proceedings and in furtherance of the Debtor's operations. Hasbani & Light will be paid at the hourly rate of $210. Hasbani & Light will also be reimbursed for reasonable out-of-pocket expenses incurred. H. Seth D. Weinberg, a partner at Hasbani & Light, 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. Hasbani & Light can be reached at: H. Seth D. Weinberg, Esq. ASBANI & LIGHT, P.C. 450 Seventh Avenue New York, NY 10123 Tel: (646) 490-6677 Fax: (347) 491-4048 E-mail: sweinberg@hasbanilight.com About Mitchell Lane NY LLC (DE) Mitchell Lane NY LLC, filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 19-41320) on March 6, 2019, disclosing under $1 million in both assets and liabilities. The Debtor is represented by H. Seth D. Weinberg, Esq., at Hasbani & Light, P.C. MORTENT M.M. CORP: Hires Forchelli Deegan as Counsel ---------------------------------------------------- Mortent M.M. Corp. seeks authority from the U.S. Bankruptcy Court for the Eastern District of New York to employ Forchelli Deegan Terrana LLP, as counsel to the Debtor. Mortent M.M. Corp. requires Forchelli Deegan to: a. give the Debtor legal advice with respect to the powers and duties as a debtor-in-possession; b. prepare applications, answers, orders, reports and other legal documents on behalf of the Debtor in connection with the chapter 11 proceeding; c. attend meetings and negotiate with representatives of creditors and other parties in interest, attend court hearings; and advise the Debtor on the conduct of its chapter 11 case; d. perform all other legal services for the Debtor which may be necessary in this chapter 11 case; and e. advise and assist the Debtor regarding aspects of the plan confirmation process, including, but not limited to, negotiating and drafting a plan of reorganization and accompanying disclosure statement, securing the approval of a disclosure statement, soliciting votes in support of plan confirmation, and securing confirmation of the plan. Forchelli Deegan will be paid at these hourly rates: Attorneys $250 to $705 Paralegals $200 to $245 Forchelli Deegan has received a retainer in the amount of $10,000 from Geotom Properties, Inc., a company owned by George Xenos who is the Debtor's vice president. Forchelli Deegan will also be reimbursed for reasonable out-of-pocket expenses incurred. Gerard R. Luckman, a partner at Forchelli Deegan Terrana, 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. Forchelli Deegan can be reached at: Gerard R. Luckman, Esq. FORCHELLI DEEGAN TERRANA LLP 333 Earle Ovington Blvd., Suite 1010 Uniondale, NY 11553 Tel: (516) 248-1700 Fax: (516) 248-1729 About Mortent M.M. Corp. Mortent M.M. Corp., filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 19-72497) on April 8, 2019, disclosing under $1 million in both assets and liabilities. The Debtor hired Forchelli Deegan Terrana LLP, as counsel. MRO HOLDINGS: S&P Cuts ICR to B+ on Close of Debt-Financed Dividend ------------------------------------------------------------------- S&P Global Ratings lowered all of its ratings on MRO Holdings Inc. (MROH) to 'B+' from 'BB-' and removed them from CreditWatch. The rating actions came after the company completed its debt-financed dividend and refinancing which, S&P believes, will result in a deterioration in credit metrics. "The downgrade reflects the likelihood that MROH's credit metrics will weaken due to the debt-financed dividend. S&P said, "It also reflects the company's financial policy being more aggressive than we had expected. The proposed increase in debt, which should be somewhat offset by continued growth in its earnings, will cause its debt to EBITDA to weaken to the 4.8x-5.2x range in 2019 from 3.8x in 2018 and our previous expectation of around 3x," S&P said. "Similarly, the company's funds from operations (FFO) to debt will decline to the 12%-16% range from about 25% in 2018 and our previous expectation for the mid-20% area." S&P expects strong demand for MROH's services to support earnings growth and improve the company's credit metrics over the next few years. However, the rating agency believes the company's owners would take another debt-financed distribution if debt to EBITDA declines below 4x for an extended period. The stable outlook on MROH reflects S&P's expectation that credit metrics will weaken following the debt-financed dividend, but then improve as revenue and earnings increase due to strong demand utilizing the recent expansion in capacity. However, the rating agency now expects the company's owners to take further dividends if leverage gets below 4x. S&P expects MROH's 2019 debt to EBITDA to be in the 4.8x-5.2x range, with FFO to debt of 12%-16%. S&P said it could lower its ratings on MROH if the company's FFO to debt declines below 12% or its debt to EBITDA increases above 5x in the next 12 months and the rating agency does not expect these measures to improve. "This could occur because of lower-than-expected demand from the company's airline customers because air traffic growth slows or if it is unable to fill its planned hangar expansion, impacting earnings. Although less likely, this could also occur if the company undertakes a debt-financed acquisition or dividend that is greater than our expectations," S&P said. "Although unlikely, we could raise our ratings on MROH in the next 12 months if its debt to EBITDA declines below 3.5x or FFO to debt increases above 20% and we expect it to remain there. This would likely occur if the company uses excess cash flow to reduce debt and limits shareholder returns, while demand for the company's services remains strong and capacity increases fully utilized," S&P said. NANOMECH INC: Hires Treliant LLC as Financial Consultant -------------------------------------------------------- Nanomech, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Delaware to employ Treliant, LLC, as financial consultant to the Debtor. Nanomech, Inc. requires Treliant, LLC to: a. review expense reports and corporate credit card statements of the Debtor; and b. review accounts payable and disbursements including bank reconciliation. Treliant, LLC will be paid at these hourly rates: Principals $655 to $725 Directors $450 to $540 Analysts $205 to $225 Reviewers $180 Coordinators $115 Treliant, LLC will also be reimbursed for reasonable out-of-pocket expenses incurred. Pamela Parizek, managing director of Treliant, 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. Treliant, LLC can be reached at: Pamela Parizek TRELIANT, LLC 1255 23rd Street NW, Suite 500 Washington, DC 20037 Tel: (202) 249-7955 Fax: (202) 223-3071 About Nanomech, Inc. NanoMech, Inc., an ISO 9001:2015 certified organization, is focused on patented platform nanomanufacturing technologies. It is a privately held company formed in 2002. NanoMech filed a voluntary Chapter 11 petition (Bankr. D. Del. Case No. 19-10851) on April 15, 2019. In the petition signed by Benjamin Waisbren, chief restructuring officer, the Debtor estimated $10 million to $50 million in both assets and liabilities. The case is assigned to Judge Christopher S. Sontchi. The Debtors tapped Winston & Strawn LLP as general bankruptcy counsel; Gellert Scali Busenkell & Brown, LLC as bankruptcy co-counsel; and Virtually There LLC as restructuring advisor. NYMD GREEN LAKE: Case Summary & 12 Unsecured Creditors ------------------------------------------------------ Debtor: NYMD Green Lake, LLC 155-15 90th Avenue Jamaica, NY 11432 Business Description: NYMD Green Lake, LLC is a privately held company in the traveler accommodation industry. The Company owns a 146 acre, 52 room resort property located at 605 Green Lake Road Catskill, New York 12414 and 609 Green Lake Road, Catskill, New York 12414 having an appraised value of $3.9 million. Chapter 11 Petition Date: June 5, 2019 Court: United States Bankruptcy Court Eastern District of New York (Brooklyn) Case No.: 19-43460 Judge: Hon. Elizabeth S. Stong Debtor's Counsel: Gary C. Fischoff, Esq. BERGER, FISCHOFF, SHUMER, WEXLER & GOODMAN, LLP 6901 Jericho Turnpike, Suite 230 Syosset, NY 11791 Tel: 516-747-1136 E-mail: gfischoff@bfslawfirm.com hberger@bfslawfirm.com Total Assets: $3,990,372 Total Liabilities: $1,588,677 The petition was signed by Henry Andrade, vice president. A full-text copy of the petition containing, among other items, a list of the Debtor's 12 unsecured creditors is available for free at: http://bankrupt.com/misc/nyeb19-43460.pdf OAKSHIRE MUSHROOM: Hires Beiler-Campbell as Real Estate Broker -------------------------------------------------------------- Oakshire Mushroom Farm, Inc., and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to employ Beiler-Campbell Realtors, as real estate broker to the Debtors. Oakshire Mushroom requires Beiler-Campbell to market and sell the Debtors' real property located 407 Church Road, Avondale, PA 19311. Beiler-Campbell will be paid a commission of 5% of the purchase price. Beiler-Campbell will also be reimbursed for reasonable out-of-pocket expenses incurred. Joel Brown, sales agent of Beiler-Campbell Realtors, 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. Beiler-Campbell can be reached at: Joel Brown BEILER-CAMPBELL REALTORS 229 West 4th St. Quarryville, PA 17566 Tel: (888) 209-6160 About Oakshire Mushroom Farm Oakshire -- http://www.oakshire.com/-- has been a grower of specialty mushrooms since 1985. Its products include Portobello/Crimini Brown, Button/White, Shiitake, Specialty/Exotic - Oyster, Specialty/Exotic - Beech, Specialty/Exotic - Maitake and more Oakshire's offices are located in Kennett Square, Pennsylvania. Oakshire Mushroom Farm, Inc., and Oakshire Mushroom Sales, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case Nos. 18-18446 and 18-18447) on Dec. 28, 2018. At the time of the filing, each debtor estimated assets of less than $1 million and liabilities of $1 million to $10 million. The cases are assigned to Judge Jean K. FitzSimon. Smith Kane Holman, LLC, is the Debtors' counsel. PFB INTERMEDIATE: SSG Acted as Adviser in Brown Jordan Asset Sale ----------------------------------------------------------------- SSG Capital Advisors, LLC ("SSG") acted as the investment banker to PFB Intermediate Holdings, LLC d/b/a Pride Family Brands ("Pride" or the "Company") in the sale of substantially all of its assets and the equity of its Costa Rica operations to an affiliate of Brown Jordan International, Inc. ("Brown Jordan"), a portfolio company of Littlejohn & Co. The transaction closed in May 2019. Founded in 1977 and headquartered in Ft. Lauderdale, Florida, Pride is a leading manufacturer, marketer and distributor of outdoor furniture. Pride offers a full array of outdoor products including tables, chairs, couches, fire pits, relaxers, umbrellas and related items. Pride sells its furniture under three brands: Castelle is ultra-premium, customizable aluminum furniture at a high-end price point; Elements by Castelle is premium aluminum furniture at a mid-level price point with fabric customization capabilities; and SummerWinds is non-customizable steel outdoor, folding beach and camping furniture at an entry to mid-level price point. Pride had successfully grown from a single location retailer to an international provider of both luxury and value-oriented outdoor furniture across a range of price points and distribution channels. Its vertically-integrated near-shore manufacturing facility in Costa Rica offers unmatched customization capabilities and complete manufacturing in four weeks. Its strategic location provides significant delivery lead time advantages. SSG was retained by Pride to conduct a comprehensive marketing process and solicit offers for the Company to solidify its long-term financial structure and position Pride for future growth. The process attracted significant interest from multiple parties which engaged in a thorough review of the Company and submitted offers for the business. Brown Jordan, a portfolio company of Littlejohn & Co., submitted the most compelling offer which led to an optimal outcome for the Company and its stakeholders. Brown Jordan designs, manufactures and markets home furnishings and contract furnishings. Littlejohn & Co. is a private equity firm with over $10 billion of assets under management that makes transformative equity and debt investments in a broad range of middle market companies. Other professionals who worked on the transaction include: * William H. Henrich, Robert S. Gorin, Stephan Pinsly, Andrew Lebwohl and Luke Andrews of Getzler Henrich & Associates LLC, Chief Restructuring Officer and financial advisor to Pride Family Brands; * Jeffrey C. Hampton, Adam H. Isenberg, Monique Bair DiSabatino and Melissa A. Martinez of Saul Ewing Arnstein & Lehr LLP, counsel to Pride Family Brands; * James B. Shein, independent director to Pride Family Brands; * Jeff L. Salinger, Robert C. Davis III, Nicole Chaudhari, Nick Panno, David A. Pryor, Jason Veit, Karun Ahuja, Kyle Stearns and Robert Parisot of DLA Piper, counsel to Brown Jordan; and * Regina Stango Kelbon and Michael C. Graziano of Blank Rome LLP, counsel to the second lien lender. PG&E CORPORATION: Hires Deloitte & Touche as Auditor ---------------------------------------------------- PG&E Corporation, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the Northern District of California to employ Deloitte & Touche LLP, as independent auditor and advisor to the Debtors. PG&E Corporation requires Deloitte & Touche to: (a) Base Audit Engagement Letters. Deloitte & Touche will perform an integrated audit of the Debtors in accordance with the standards of the Public Company Accounting Oversight Board (PCAOB) (United States) (the "PCAOB Standards"). Deloitte & Touche will express opinions on (1) the fairness of the presentation of the Debtors' consolidated financial statements for the year ended December 31, 2018 and the year ending December 31, 2019, as applicable, in conformity with accounting principles generally accepted in the United States of America ("generally accepted accounting principles"), and (2) the effectiveness of the Debtors' internal control over financial reporting as of the applicable year ended periods. (b) Trust Audit Engagement Letter. Deloitte & Touche will perform audit services, as contemplated therein, for the Nuclear Facilities Non-Qualified CPUC Decommissioning Master Trust, the Nuclear Facilities Qualified CPUC Decommissioning Master Trust, and the Nuclear Facilities Qualified FERC Decommissioning Master Trust of the Utility, and express opinions on the fairness of the presentation of the applicable entity's financial statements for the year ended December 31, 2018, in conformity with generally accepted accounting principles. (c) Lease Accounting Engagement Letter. Deloitte & Touche will assess the internal controls and processes of PG&E Corp. and its subsidiaries in preparation for PG&E Corp's planned changes in information systems and related business processes for the PowerPlant Lease Accounting module ("lease accounting system"), which is a new software module designed to implement a new accounting standard (ASU No. 2016-02, Leases), and provide advice and recommendations regarding the transition to and implementation of the lease accounting system. Deloitte & Touche will be paid at these hourly rates: Base Audit Engagement Letters 2019 Base Out of Scope Audit Services Partner/Principal/Managing Directors $380 $760 Senior Manager $330 $660 Manager $290 $580 Senior $230 $460 Staff $200 $390 Junior Staff $180 N/A Deloitte & Touche will be paid $63,000, plus expenses, for Trust Audit Engagement Letter. Lease Accounting Engagement Letter Partner/Principal/Managing Director $365 Senior Manager $325 Manager $295 Senior $265 Staff $225 In the 90 days before the Petition Date, the Debtors paid Deloitte & Touche $2,277,600 for services rendered. Deloitte & Touche will also be reimbursed for reasonable out-of-pocket expenses incurred. Timothy Gillam, a partner at Deloitte & Touche, 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. Deloitte & Touche can be reached at: Timothy Gillam DELOITTE & TOUCHE LLP 30 Rockefeller Plaza New York, NY 10112-0015 Tel: (212) 492-4000 Fax: (212) 489-1687 About PG&E Corporation PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a Fortune 200 energy-based holding company, headquartered in San Francisco. It is the parent company of Pacific Gas and Electric Company, an energy company that serves 16 million Californians across a 70,000-square-mile service area in Northern and Central California. As of Sept. 30, 2018, the Debtors, on a consolidated basis, had reported $71.4 billion in assets on a book value basis and $51.7 billion in liabilities on a book value basis. PG&E Corp. and Pacific Gas employ approximately 24,000 regular employees, approximately 20 of whom are employed by PG&E Corp. Of Pacific Gas' regular employees, approximately 15,000 are covered by collective bargaining agreements with local chapters of three labor unions: (i) the International Brotherhood of Electrical Workers; (ii) the Engineers and Scientists of California; and (iii) the Service Employees International Union. On Jan. 29, 2019, PG&E Corp. and its primary operating subsidiary, Pacific Gas and Electric Company, filed voluntary Chapter 11 petitions (Bankr. N.D. Cal. Lead Case No. 19-30088). PG&E Corporation and its regulated utility subsidiary, Pacific Gas and Electric Company, said they are facing extraordinary challenges relating to a series of catastrophic wildfires that occurred in Northern California in 2017 and 2018. The utility said it faces an estimated $30 billion in potential liability damages from California's deadliest wildfires of 2017 and 2018. Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP are serving as PG&E's legal counsel, Lazard is serving as its investment banker and AlixPartners, LLP is serving as the restructuring advisor to PG&E. Prime Clerk LLC is the claims and noticing agent. In order to help support the Company through the reorganization process, PG&E has appointed James A. Mesterharm, a managing director at AlixPartners, LLP, and an authorized representative of AP Services, LLC, to serve as Chief Restructuring Officer. In addition, PG&E appointed John Boken also a Managing Director at AlixPartners and an authorized representative of APS, to serve as Deputy Chief Restructuring Officer. Mr. Mesterharm, Mr. Boken and their colleagues at AlixPartners will continue to assist PG&E with the reorganization process and related activities. Morrison & Foerster LLP, as special regulatory counsel. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on Feb. 12, 2019. The Committee retained Milbank LLP as counsel; FTI Consulting, Inc., as financial advisor; Centerview Partners LLC as investment banker; and Epiq Corporate Restructuring, LLC as claims and noticing agent. On Feb. 15, 2019, the U.S. trustee appointed an official committee of tort claimants. The tort claimants' committee is represented by Baker & Hostetler LLP. PG&E CORPORATION: Hires Morrison & Foerster as Special Counsel -------------------------------------------------------------- PG&E Corporation, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the Northern District of California to employ Morrison & Foerster LLP, as special regulatory counsel to the Debtors. PG&E Corporation requires Morrison & Foerster to: a. advise and represent the Debtors generally in connection with ongoing investigations conducted by the Safety and Enforcement Division of the CPUC ("SED"), including by performing legal and factual due diligence, analyzing documents, conducting interviews, and formulating responses to inquiries received from CPUC, including the following data requests issued by the SED: Camp Fire SED-001 through SED-006; North Bay Fire SED-006 and SED-007; and other miscellaneous data requests; b. formulate strategy in advance of and preparing on behalf of the Debtors necessary motions, applications, objections, and other filings in any Orders Instituting Investigation commenced by the SED relating to alleged violations of state laws and regulations in connection with the 2017 and 2018 wildfires; c. advise and represent the Debtors generally in connection with any Notices of Violation or Electric Safety Citations, pursuant to CPUC Resolution ALJ-274, commenced by the SED relating to alleged violations of state laws and regulations in connection with the 2017 and 2018 wildfires; d. negotiate with the SED and other regulatory bodies, as appropriate; e. advise and represent the Utility regarding its rights and obligations under its Transportation Services Agreements with Ruby Pipeline, L.L.C.; and f. perform all other necessary legal services in connection with the foregoing; provided, however, that to the extent Morrison & Foerster determines that such services fall outside of the scope of services historically or generally performed by Morrison & Foerster as special regulatory counsel, Morrison & Foerster will file a supplemental declaration. Morrison & Foerster will be paid based upon its normal and usual hourly billing rates. In the 90 days prior to the Petition Date, Morrison & Foerster received payments and advances in the aggregate amount of $280,521.63 for professional services performed and to be performed. Morrison & Foerster will also be reimbursed for reasonable out-of-pocket expenses incurred. Joshua Hill, Jr., partner of Morrison & Foerster 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. Morrison & Foerster can be reached at: Joshua Hill Jr., Esq. Christine Y. Wong, Esq. MORRISON & FOERSTER LLP 425 Market Street San Francisco, CA 94105 Tel: (415) 268-7000 Fax: (415) 268-7522 E-mail: jhill@mofo.com christinewong@mofo.com About PG&E Corporation PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a Fortune 200 energy-based holding company, headquartered in San Francisco. It is the parent company of Pacific Gas and Electric Company, an energy company that serves 16 million Californians across a 70,000-square-mile service area in Northern and Central California. As of Sept. 30, 2018, the Debtors, on a consolidated basis, had reported $71.4 billion in assets on a book value basis and $51.7 billion in liabilities on a book value basis. PG&E Corp. and Pacific Gas employ approximately 24,000 regular employees, approximately 20 of whom are employed by PG&E Corp. Of Pacific Gas' regular employees, approximately 15,000 are covered by collective bargaining agreements with local chapters of three labor unions: (i) the International Brotherhood of Electrical Workers; (ii) the Engineers and Scientists of California; and (iii) the Service Employees International Union. On Jan. 29, 2019, PG&E Corp. and its primary operating subsidiary, Pacific Gas and Electric Company, filed voluntary Chapter 11 petitions (Bankr. N.D. Cal. Lead Case No. 19-30088). PG&E Corporation and its regulated utility subsidiary, Pacific Gas and Electric Company, said they are facing extraordinary challenges relating to a series of catastrophic wildfires that occurred in Northern California in 2017 and 2018. The utility said it faces an estimated $30 billion in potential liability damages from California's deadliest wildfires of 2017 and 2018. Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP are serving as PG&E's legal counsel, Lazard is serving as its investment banker and AlixPartners, LLP is serving as the restructuring advisor to PG&E. Prime Clerk LLC is the claims and noticing agent. In order to help support the Company through the reorganization process, PG&E has appointed James A. Mesterharm, a managing director at AlixPartners, LLP, and an authorized representative of AP Services, LLC, to serve as Chief Restructuring Officer. In addition, PG&E appointed John Boken also a Managing Director at AlixPartners and an authorized representative of APS, to serve as Deputy Chief Restructuring Officer. Mr. Mesterharm, Mr. Boken and their colleagues at AlixPartners will continue to assist PG&E with the reorganization process and related activities. Morrison & Foerster LLP, as special regulatory counsel. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on Feb. 12, 2019. The Committee retained Milbank LLP as counsel; FTI Consulting, Inc., as financial advisor; Centerview Partners LLC as investment banker; and Epiq Corporate Restructuring, LLC as claims and noticing agent. On Feb. 15, 2019, the U.S. trustee appointed an official committee of tort claimants. The tort claimants' committee is represented by Baker & Hostetler LLP. PHUNWARE INC: Signs Note Purchase Agreement ------------------------------------------- Phunware, Inc., entered into a note purchase agreement on June 3, 2019, with an investor for the sale of convertible promissory notes, convertible into shares of the Company's common stock at a price of $11.50 per share. Consideration for the Notes may be paid in the form of cash or, in the Company's sole discretion, cryptocurrency. Each Investor who pays with cryptocurrency will also enter into a Cryptocurrency Payment Agreement with the Company setting forth the terms and conditions under which the cryptocurrency will be accepted. At the initial closing on June 3, 2019, the Company issued a Note in the principal amount of $250,000. The Company may hold subsequent closings until June 2, 2020. The Company may not issue Notes under the Purchase Agreement in excess of $20 million, in the aggregate, unless otherwise agreed by the holders of a majority in interest of the principal outstanding under the Notes. The Notes mature on June 3, 2024, and bear ordinary interest at a rate of 7% per annum. Interest under the Notes is payable quarterly beginning on Sept. 30, 2019, and interest and principal under the Notes is payable monthly beginning on June 30, 2021. However, at the holder's election, interest payments may be deferred until the earlier of (i) repayment in full of all remaining unpaid principal, and (ii) conversion. Each Note will convert voluntarily upon a holder's election, or automatically upon the occurrence of the following events: (a) the closing sale price of the Company's common stock equals or exceeds $17.25 per share for 20 out of 30 consecutive trading days, and (b) a registration statement is then in effect covering the disposition of the converted shares. Assuming Notes in an aggregate principal amount of $20 million are sold under the Purchase Agreement, and assuming that all interest payments are deferred until maturity, the Notes would be convertible to a maximum total of approximately 2,347,826 shares of the Company's common stock. About Phunware Headquartered in Austin, Texas, Phunware, Inc. -- http://www.phunware.com/-- claims to be the pioneer of Multiscreen-as-a-Service (MaaS), a fully integrated enterprise cloud platform for mobile that provides companies the products, solutions, data and services necessary to engage, manage and monetize their mobile application portfolios and audiences globally at scale. Phunware helps brands create category-defining mobile experiences, with more than one billion active devices touching its platform each month. Phunware incurred a net loss of $9.80 million in 2018, following a net loss of $25.93 million in 2017. As of March 31, 2019, Phunware had $31.43 million in total assets, $20.62 million in total liabilities, and $10.80 million in total stockholders' equity. Marcum LLP, in New York, NY, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 19, 2019, on the Company's consolidated financial statements for the year ended Dec. 31, 2018, citing that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. QUALITY ONE: Taps David A. Mucklow, Gibson & Moran as Counsel ------------------------------------------------------------- Quality One Transport LLC received approval from the U.S. Bankruptcy Court for the Northern District of Ohio to hire attorneys in connection with its Chapter 11 case. The Debtor selected David Mucklow, Esq., at the Law Offices of David A. Mucklow, and Michael Moran, Esq., and Aaron Ridenbaugh, Esq., at Gibson & Moran LLC to provide legal services, which include the administration of its bankruptcy estate, litigation and legal research. The hourly rates charged by the attorneys are: Aaron Ridenbaugh $200 Michael Moran $250 David Mucklow $250 The attorneys disclosed in court filings that they are "disinterested" and have no connection with the Debtor and its creditors. The attorneys maintain their offices at: David A. Mucklow, Esq. Law Offices of David A. Mucklow 919 East Turkeyfoot Lake Road, #B Akron, OH 44312 Phone: 330-896-8190 Email: davidamucklow@yahoo.com - and - Michael J. Moran, Esq. Aaron A. Ridenbaugh, Esq. 234 Portage Trail P.O. Box 535 Cuyahoga Falls, OH 44222 Phone: (330) 929-0507 Fax: (330) 929-6605 Email: mike@gibsonmoran.com About Quality One Transport Quality One Transport, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ohio Case No. 19-50951) on April 25, 2019. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $1 million. The case is assigned to Judge Alan M. Koschik. RENNOVA HEALTH: Amends Arbitration Proceeding Settlement -------------------------------------------------------- Rennova Health, Inc., and Christopher Diamantis, a director of the Company, have entered into an amendment of the previously-announced settlement agreement with regard to the arbitration proceeding related to the sale on March 31, 2016 of certain disputed accounts receivable. Under the settlement agreement, the Company and Mr. Diamantis agreed to make a payment of $2,000,000 on or before April 5, 2019 (which was made by Mr. Diamantis) and an additional payment of $7,694,685 plus interest at 10% per annum on or before May 20, 2019. Under an earlier amendment, the second payment date was deferred and the Company and Mr. Diamantis agreed to pay $7,807,549 plus interest at 10% per annum on or before May 30, 2019. Under the May 30, 2019 amendment, the Company and Mr. Diamantis agreed to make a payment of $3,000,000 on or before May 31, 2019 (which was made by Mr. Diamantis) and an additional payment of $4,937,105 on or before July 28, 2019. The Company is obligated to repay Mr. Diamantis the $5,000,000 he has paid to date and, to the extent Mr. Diamantis makes any of the remaining payment on behalf of the Company, it will be obligated to repay him that amount as well. In the event the remaining payment is not timely made, the Company and Mr. Diamantis will be required to pay $6,997,391, plus interest (less any portion of the remaining payment that is timely made). Director Resigns On May 30, 2019, John Beach resigned as a director of the Company. In submitting his resignation, Mr. Beach did not express any disagreement with the Company on any matter relating to the Company's operations, policies or practices. Mr. Beach had served as a director since Oct. 11, 2017. Involuntary Termination of Medicare Accreditation Following an inspection at Jamestown Regional Medical Center on Feb. 5, 2019, the hospital was informed on February 15 that several conditions of participation in the CMS-approved Medicare accreditation program were deficient. The hospital was informed that if the deficiencies where not corrected by May 16 the Medicare agreement would terminate. A follow-up inspection on May 15 resulted in the determination that the hospital had failed to adequately correct the deficiencies highlighted and a notice of involuntary termination was issued that is effective on June 12, 2019. The Company is considering its options to appeal this decision and/or take whatever corrective action is necessary to maintain or re-enter the Medicare program. About Rennova Health Rennova Health, Inc. -- http://www.rennovahealth.com/-- operates three rural hospitals in Tennessee and provides diagnostics and supportive software solutions to healthcare providers. Through an ever-expanding group of strategic brands that work in unison to empower customers, the Company is creating the next generation of healthcare. Rennova Health reported a net loss attributable to common shareholders of $108.5 million for the year ended Dec. 31, 2017, compared to a net loss attributable to common shareholders of $32.61 million for the year ended Dec. 31, 2016. As of Sept. 30, 2018, the Company had $19.43 million in total assets, $39.76 million in total liabilities, $5.83 million in redeemable preferred stock I-1, $3.96 million in redeemable preferred stock I-2, and a total stockholders' deficit of $30.13 million. The report from the Company's independent accounting firm Green & Company, CPAs, in Tampa, Florida, the Company's auditor since 2015, on the consolidated financial statements for the year ended Dec. 31, 2017, includes an explanatory paragraph stating that the Company has significant net losses, cash flow deficiencies, negative working capital and accumulated deficit. These conditions raise substantial doubt about the company's ability to continue as a going concern. SAM KANE BEEF: Naman Howell, Stokes Advise Cattle Feeders --------------------------------------------------------- In the Chapter 11 case of Sam Kane Beef Processors, LLC, law firms Naman Howell Smith & Lee, PLLC and Stokes Law Office, LLP, disclosed in a May 2019 filing under Rule 2019 of the Federal Rules of Bankruptcy Procedure, that they represent multiple trust/bond claimants: * Amigos Beef Cattle Company * Cal-Tex Feedyard, Inc. * Carrizo Feeders, Ltd. * Chaparral Feeders, Inc. * Charco Cattle Feeders * Dawn Custom Cattle Feeders, Inc. * Driskill Feedyard, Inc. * Graham Land and Cattle Company * Immel Feedyard * Lipan Cattle Feeders, LLC * Live Oak Feedlot, Inc. * Livestock Investors, Ltd. d/b/a/Bar G Feedyard * Lubbock Feeders, LLC * Luckey Custom Feedlot, Inc * McDonald Bar 6 Feedlot * Morales Feed Lots, Inc. * Runnells Peters Feedyards, LLC * Santa Fe Feeders, Ltd. * ShearrerFeedlot, Inc. * StarrFeedyards, Ltd * Texana Feeders, Ltd All of the listed entities have agreed to a weighted voting system by which the group will act. A majority of claimants by claim amount are authorized to act on behalf of the entire group. Each of the entities has elected to have the Texas Cattle Feeders Association speak and act on their behalf in the Chapter 11 proceeding. The Association, on behalf of the listed entities, retained Walker & Patterson, P.C., to further represent the group interest. Neither Naman Howell nor Stokes own any claims against, or equity interest in, the Debtor. About Sam Kane Beef Processors Sam Kane Beef Processors, LLC, is an independent, fully-automated processor and distributor of beef and beef products based in Corpus Christi, Texas. Since its beginnings in 1949, Kane Beef has expanded from a local meat counter to a nationally recognized supplier of dependable beef products with key accounts in retail and foodservice. The Debtor was involved in litigation with the United States and various livestock sellers for alleged violations of, and claims made pursuant to, the Packers and Stockyards Act of 1921, as amended and supplemented. On Oct. 5, 2018, the United States District Court for the Southern District of Texas appointed Richard S. Schmidt as receiver. Sam Kane, in a petition signed by receiver Richard S. Schmidt, filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 1920020) on Jan. 22, 2019. The Debtor estimated assets and liabilities of $50 million to $100 million. The Hon. David Jones oversees the case. The Debtor tapped Matthew Scott Okin, Esq., at Okin & Adams LLP, as its legal counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. SANTA PAULA: Case Summary & 3 Unsecured Creditors ------------------------------------------------- Debtor: Santa Paula Chevrolet, Inc. P.O. Box 70 Santa Paula, CA 93061-0070 Business Description: Santa Paula Chevrolet, Inc. -- https://www.santapaulachevy.com -- is an automobile dealer in Santa Paula, California specializing in Chevrolet Silverado, Colorado, Cruze, Equinox vehicles. The Company also sells used cars and trucks. Chapter 11 Petition Date: June 4, 2019 Court: United States Bankruptcy Court Central District of California (Santa Barbara) Case No.: 19-11000 Judge: Hon. Deborah J. Saltzman Debtor's Counsel: John K. Rounds, Esq. ROUNDS & SUTTER, LLP 674 County Square Drive, Suite 108 Ventura, CA 93003 Tel: 805-650-7100 Fax: 805-832-6315 E-mail: jrounds@rslawllp.com admin@rslawllp.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by John Macik, president. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/cacb19-11000.pdf List of Debtor's Three Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Franchise Tax California $0 Board Bankruptcy Sect State Taxes MS: A-340 P.O. Box 2952 Sacramento, CA 95812-2952 2. Internal Revenue Service Federal Taxes $0 P.O. Box 7346 Philadelphia, PA 19101-7346 3. State Board of California Sales $0 Equalization Taxes Special Operations Bankruptcy Team P.O. Box 942879 Sacramento, CA 94279 SECOND LINE: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Second Line Vinyl, Inc. 2431 Peralta St, Suite 2416 Oakland, CA 94607 Business Description: Second Line Vinyl, Inc. - https://www.secondlinevinyl.com/ - owns a vinyl record pressing plant in Oakland, California. The Company offers a spectrum of vinyl and packaging options, from 150g - 180g audiophile quality 12" pressings, to 10" and 7" records pattern and pantone matched to its clients' specifications. Chapter 11 Petition Date: June 5, 2019 Court: United States Bankruptcy Court Northern District of California (Oakland) Case No.: 19-41310 Judge: Hon. William J. Lafferty Debtor's Counsel: Matthew Jon Olson, Esq. MACDONALD FERNANDEZ LLP 221 Sansome St. 3rd Floor San Francisco, CA 94104 Tel: (415) 362-0449 E-mail: matt@macfern.com Total Assets as of May 23, 2019: $583,345 Total Liabilities as of May 23, 2019: $1,508,890 The petition was signed by Roy Zane Howard, chief executive officer. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/canb19-41310.pdf SEVEN STARS: Case Summary & 11 Unsecured Creditors -------------------------------------------------- Debtor: Seven Stars on the Hudson Corp dba Rockin Jump 5300 Powerline Road Fort Lauderdale, FL 33309 Business Description: Seven Stars on the Hudson Corp -- https://www.rockinjump.com/ftlauderdale/x -- is a trampoline park operator based in Fort Lauderdale, Florida. Chapter 11 Petition Date: June 5, 2019 Court: United States Bankruptcy Court Southern District of Florida (Fort Lauderdale) Case No.: 19-17544 Judge: Hon. Raymond B. Ray Debtor's Counsel: Sonya Salkin Slott, Esq. THE SALKIN LAW FIRM, P.A. P.O. Box 15580 Plantation, FL 33318 Tel: (954) 423-4469 Fax: (954) 423-4479 E-mail: sls@msbankrupt.com sonya@msbankrupt.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Jens Berding, authorized representative. A full-text copy of the petition containing, among other items, a list of the Debtor's 11 unsecured creditors is available for free at: http://bankrupt.com/misc/flsb19-17544.pdf SMS ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: SMS Enterprises Inc dba Burger King P.O. Box 588 Marlton, NJ 08053 Business Description: The Debtor is a privately held company that operates in the restaurant industry. Chapter 11 Petition Date: June 5, 2019 Court: United States Bankruptcy Court District of New Jersey (Camden) Case No.: 19-21332 Judges: Hon. Jerrold N. Poslusny Jr. Debtors' Counsel: Paul W. Verner, Esq. PAUL W. VERNER, ESQ. Five Greentree Centre 525 Rt. 73 North, Suite 104 Marlton, NJ 08053 Tel: (856) 817-6315 E-mail: pwverner@vernerlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Eric Salisbury, chief executive officer/owner. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/njb19-21332.pdf SPS ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: SPS Enterprises, Inc dba Burger King 395 S. Main Rd Vineland, NJ 08360 Business Description: SPS Enterprises is a privately held company that operates in the restaurant industry. Chapter 11 Petition Date: June 5, 2019 Court: United States Bankruptcy Court District of New Jersey (Camden) Case No.: 19-21330 Judge: Hon. Andrew B. Altenburg Jr. Debtors' Counsel: Paul W. Verner, Esq. PAUL W. VERNER, ESQ. Five Greentree Centre 525 Rt. 73 North, Suite 104 Marlton, NJ 08053 Tel: (856) 817-6315 Email: pwverner@vernerlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Eric Salisbury, chief executive officer/owner. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/njb19-21330.pdf SWAIN HOLDING: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Swain Holding, Inc. 123 Garrison Way Flowood, MS 39232 Business Description: Swain Holding Inc. is a privately held company based in Flowood, Mississippi. Chapter 11 Petition Date: May 31, 2019 Court: United States Bankruptcy Court Southern District of Mississippi (Jackson-3 Divisional Office) Case No.: 19-01998 Judge: Hon. Neil P. Olack Debtor's Counsel: Craig M. Geno, Esq. LAW OFFICES OF CRAIG M. GENO, PLLC 587 Highland Colony Pkwy. Ridgeland, MS 39157 Tel: 601 427-0048 Fax: 601-427-0050 E-mail: cmgeno@cmgenolaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Miles Swain, president. The Debtor did not file a list of its 20 largest unsecured creditors together with the petition. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/mssb19-01998.pdf T&N FOUNTAIN: Seeks to Hire Weiland Golden as Legal Counsel ----------------------------------------------------------- T & N Fountain Valley Investments, LLC and T & N Walnut Investments, LLC seek approval from the U.S. Bankruptcy Court for the Central District of California to hire Weiland Golden Goodrich LLP as their legal counsel. The firm will provide services in connection with the Debtors' Chapter 11 case, which include negotiations with creditors and the preparation of a plan of liquidation or reorganization. Weiland's hourly rates range from $250 to $750. The firm received a pre-bankruptcy retainer from each of the Debtors in the amount of $3,500, for a total of $7,000. David Goodrich, Esq., at Weiland, disclosed in court filings that his firm neither holds nor represents any interest adverse to the interest of the Debtors' estates, creditors and equity security holders. The firm can be reached through: David M. Goodrich, Esq. Weiland Golden Goodrich LLP 650 Town Center Drive, Suite 600 Costa Mesa, CA 92626 Tel: 714-966-1000 Fax: 714-966-1002 Email: dgoodrich@wgllp.com About T & N Fountain Valley Investments and T & N Walnut Investments T & N Fountain Valley Investments, LLC and T & N Walnut Investments, LLC listed their business as single asset real estate (as defined in 11 U.S.C. Section 101(51B)). T&N Fountain's principal assets are located at 16650 Harbor Blvd., Fountain Valley, Calif. T&N Walnut's principal assets are located at 20241 Valley Blvd. and 319 S. Lemon Creek Drive, Walnut, Calif. T & N Fountain Valley Investments and T & N Walnut Investments sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case Nos. 19-11480 and 19-11481) on April 22, 2019. At the time of the filing, T & N Fountain estimated assets of between $10 million and $50 million and liabilities of between $1 million and $10 million. T & N Walnut disclosed assets of between $1 million and $10 million, and liabilities of the same range. The cases are assigned to Judge Catherine E. Bauer. TAJAY RESTAURANTS: Seeks to Hire Waller Lansden as Counsel ---------------------------------------------------------- Tajay Restaurants, Inc., seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to hire Waller Lansden Dortch & Davis, LLP, as its legal counsel. The firm will provide services in connection with the Chapter 11 cases filed by the company and its affiliates, which include legal advice regarding their rights, powers and duties under the Bankruptcy Code; negotiation and documentation of financing agreements and related transactions; preparation of a plan of reorganization; and legal advice regarding any potential property disposition. The firm's hourly rates are: Partners $360 - $765 Counsel $310 - $455 Associates $255 - $330 Paraprofessionals $170 - $265 The attorneys and paralegal expected to provide the services are: Eric Taube Partner $700 Mark Taylor Partner $605 Cleve Burke Partner $415 Trip Nix Associate $350 Evan Atkinson Associate $285 Ann Marie Jezisek Paralegal $180 Prior to the petition date, Waller received advance payments from the Debtors in the total amount of $120,128.38. Eric Taube, Esq., a partner at Waller, disclosed in court filings that his firm is "disinterested" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Eric Taube, Esq. Mark Taylor, Esq. Cleve Burke, Esq. William R. Nix, III, Esq. Evan J. Atkinson, Esq. Waller Lansden Dortch & Davis, LLP 100 Congress Avenue, Suite 1800 Austin, TX 78701 Phone: (512) 685-6400 Fax: (512) 685-6417 E-mail: Eric.Taube@wallerlaw.com Mark.Taylor@wallerlaw.com Cleveland.Burke@wallerlaw.com Trip.Nix@wallerlaw.com Evan.Atkinson@wallerlaw.com About Tajay Restaurants Restaurant owners Tajay Restaurants Inc. and its subsidiaries sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Lead Case No. 19-70067) on May 16, 2019. At the time of the filing, the Debtors estimated assets of between $1 million and $10 million, and liabilities of the same range. The cases are assigned to Judge Tony M. Davis. TERRE HAUTE: S&P Ups 2013 Tax-Increment Rev. Bond Rating to 'BB+' ----------------------------------------------------------------- S&P Global Ratings raised its rating to 'BB+' from 'BB' on Terre Haute Redevelopment District, Ind.'s series 2013 tax-increment revenue bonds. The outlook is stable. "The upgrade follows our determination that the tax-increment financing (TIF) pledge can be sufficiently analyzed under our Special Purpose District criteria, and that the TIF rating of 'BB+' is stronger than the income tax priority-lien rating of 'BB'," said S&P Global Ratings credit analyst John Sauter. Therefore, through applying Multiple Revenue Streams criteria, S&P is basing the rating on the TIF pledge. The bonds are secured by a pledge of TIF revenues from the State Road 46 economic development area, as well as the city's distributive share of its 0.5% economic development income tax. The 'BB+' rating solely reflects our view of the TIF pledge, and reflects the allocation area's mostly undeveloped, heavily concentrated tax base, as well as the permissive additional bonds test. "The stable outlook reflects our view that the allocation area should remain at least stable, and therefore produce steady pledged revenues that will continue to support at least strong annual debt service coverage," added Mr. Sauter. It also reflects S&P's expectation that the city will not significantly dilute coverage through additional debt. TIBCO SOFTWARE: S&P Rates Sr. Secured Bank Credit Facilities 'B' ---------------------------------------------------------------- S&P Global Ratings assigned its 'B' issue-level rating and '2' recovery rating to the amended and extended senior secured bank credit facilities issued by infrastructure software provider Balboa Intermediate Holdings LLC's subsidiary TIBCO Software Inc., which comprise a $125 million revolver due 2024 and a $1.824 billion term loan due 2026. The '2' recovery rating indicates S&P's expectation for substantial (70%-90%; rounded estimate: 75%) recovery in the event of a payment default. S&P's 'B-' issuer credit rating on Balboa and its 'CCC+' issue-level rating on the company's senior unsecured notes due 2021 are unaffected by this leverage-neutral transaction. S&P's '5' recovery rating on the senior unsecured notes also remains unchanged, indicating its expectation for modest (10%-30%; rounded estimate: 15%) recovery in the event of a payment default. The rating agency plans to withdraw its issue-level and recovery ratings on the company's existing senior secured term loan and revolving credit facility at the close of the transaction. In S&P's view, the proposed amendment will only modestly improve the company's capital structure because these amended and extended facilities contain a springing maturity provision (maturity date will move to six months before the maturity of the unsecured notes if the principal amount exceeds 50% of EBITDA). The new credit agreement will also contain weaker covenant protections, including an unlimited capacity to pay dividends (if leverage is under 4.1x), a weaker restricted payment provision, and an EBITDA definition that includes the change in deferred revenue. The transaction also does not change S&P's view of the company's large debt burden, weak credit measures (including S&P-adjusted debt to EBITDA of 8.1x as of February 28, 2019), and aggressive financial policies. The rating agency continues to expect Balboa's S&P-adjusted debt to EBITDA to improve to the mid-7x area over the next 12 months, primarily due continued organic revenue growth, contributions from recent acquisitions, slight margin expansion, and at least $125 million of free cash flow generation. ISSUE RATINGS--RECOVERY ANALYSIS Simulated default assumptions -- S&P's simulated default scenario assumes a payment default occurring in 2021 due to an economic slowdown and increased competition from larger players that leads to elevated pricing pressure and customer attrition. Under this scenario, the weak demand and pricing pressure substantially reduce the company's profitability and cash flow, hindering the company's ability to refinance its unsecured notes and ultimately triggering a default. -- S&P believes the company would likely be reorganized rather than liquidated because its market positions and proprietary technology make it a viable business. -- S&P values Balboa by applying a 6.5x multiple, which is consistent with the multiples it uses for its peers with similar business risk profiles, to its estimated emergence EBITDA of $264.6 million. Other default scenario assumptions include: -- LIBOR rates rise to 250 basis points (bps) on U.S. dollar debt. -- Margins on the revolving credit facility rise to 500 bps because of credit deterioration, necessitating amendments for relief. -- The revolver is 85% drawn at default. -- All scheduled amortization on the term loan is paid prior to the default year. -- All estimated debt claims include approximately six months of accrued but unpaid interest outstanding at default. Simplified waterfall -- Year of default: 2021 -- EBITDA at emergence: $264.6 million -- Implied enterprise value multiple: 6.5x Simplified waterfall -- Net enterprise value (after 5% administrative costs): $1.64 billion -- Valuation split (obligors/nonobligors): 55%/45% -- Collateral value available to secured creditors: $1.376 billion -- Unpledged value available to secured creditors: $257.3 million -- Secured first-lien debt claims: $1.961 billion -- Recovery expectations: 70%-90% (rounded estimate: 75%) -- Total value available to unsecured claims: $257.3 million -- Total senior unsecured debt $1.004 billion -- Pari passu secured (deficiency) claims $584 million -- Total unsecured claims: $1.588 billion -- Recovery expectations: 10%-30% (rounded estimate: 15%) Ratings List TIBCO Software Inc. Issuer Credit Rating B-/Stable New Rating TIBCO Software Inc. Senior Secured US$1.824 bil term bank ln due 2026 B Recovery Rating 2(75%) US$125 mil revolver bank ln due 2024 B Recovery Rating 2(75%) VIRGINIA TRUE: Seeks to Hire Pick & Zabicki as Legal Counsel ------------------------------------------------------------ Virginia True Corporation seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire Pick & Zabicki LLP as its legal counsel. The firm will provide services in connection with the Debtor's Chapter 11 case, which include legal advice regarding its rights and duties under the Bankruptcy Code; negotiations with creditors; analysis of claims; and the preparation of a bankruptcy plan. The firm's hourly rates are: Partners $405 - $475 Associates $250 - $300 Paraprofessionals $125 The Debtor paid the firm a retainer in the amount of $30,000. Pick & Zabicki is "disinterested" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Douglas J. Pick, Esq. Pick & Zabicki LLP 369 Lexington Avenue, 12th Floor New York, NY 10017 Tel: (212) 695-6000 Fax: (212) 695-6007 Email: dpick@picklaw.net About Virginia True Corporation Virginia True Corporation, a New York-based golf resort owner and developer, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 19-42769) on May 3, 2019. At the time of the filing, the Debtor disclosed assets of between $10 million and $50 million and liabilities of the same range. The case is assigned to Judge Nancy Hershey Lord. VRIO CORP: Moody's Withdraws B2 CFR on Insufficient Information --------------------------------------------------------------- Moody's Investors Service has withdrawn Vrio Corp.'s Ba2 corporate family rating. Ratings withdrawn: Issuer: Vrio Corp. - Corporate Family Rating, Ba2 Outlook Actions: Issuer: Vrio Corp. - Outlook, Changed To Rating Withdrawn From Stable RATINGS RATIONALE Moody's has decided to withdraw the rating because it believes it has insufficient or otherwise inadequate information to support the maintenance of the rating. The last rating action on Vrio was taken on March 20, 2018 when the ratings were assigned at Ba2 with a stable outlook. Vrio is a holding company wholly owned by AT&T Inc. (Baa2 stable) providing digital entertainment services through DIRECTV Latin America and SKY Brasil in South America and the Caribbean for approximately 13.6 million subscribers in 11 countries. W/S PACKAGING: S&P Affirms 'B' Issuer Credit Rating, Off Watch Neg ------------------------------------------------------------------ S&P Global Ratings removed the ratings on W/S Packaging Holdings Inc., including its 'B' issuer credit rating, from CreditWatch, where S&P placed them with negative implications on March 8, 2019, and affirmed them. S&P assigned ratings to the new debt instruments. S&P assigned 'B' issue-level and '3' recovery ratings on W/S' term loan B and senior secured notes, as well as 'B-' issue-level and '5' recovery ratings on the senior unsecured notes. The CreditWatch resolution and affirmation reflect S&P's view that the degradation to W/S's credit profile from the additional debt burden is offset by the additional business strengths it gains from the acquisition of Multi-Color, including greater diversity across geographies, end markets, and label technologies, along with the potential for a meaningful amount of operational synergies to be realized in the next 18 months to enhance profitability. Pro forma for the combination, W/S becomes the largest pure-play label supplier globally with $2.2 billion of sales. It will hold the leading market position in the food and beverage, wine and spirits, beer, and nonalcoholic beverage markets. S&P expects the acquisition will help diversify W/S's concentration by label types (67% of its $435 million in stand-alone sales came from higher-margin pressure sensitive labels. Multi-Color offers a more diverse array of label types, including in-mold and heat transfer labels that are also profitable and W/S did not carry. The negative outlook reflects W/S's elevated leverage pro forma for its proposed transaction and the potential for a downgrade if credit measures do not improve over the next 12 months. The pro forma adjusted–debt-to-EBITDA ratio will be approximately 7.5x following the proposed transaction. Although S&P expects various sales and operational improvement initiatives to strengthen credit measures over the next 12 months, risks regarding operational execution and integrating Multi-Color could inhibit improvement in W/S's adjusted-debt-to–EBITDA ratio toward the 7x S&P sees as acceptable for the ratings. "We could lower our ratings on W/S if weaker than expected sales growth or failure to achieve operational initiatives keep adjusted debt to EBITDA above 7x on a sustained basis. We could also lower our ratings if W/S pursues acquisitions or shareholder rewards that keep credit measures at current levels with no foreseeable improvement," S&P said. "We could revise the outlook to stable if a sustained improvement in W/S's overall operating performance brings its adjusted-debt-to-EBITDA ratio comfortably below 7x on a sustained basis. This could occur if sales volumes increase more than we contemplate in our base-case scenario while operating margins are in line with our expectations," S&P said, adding that W/S's and Platinum Equity's commitment to financial policies that maintain these improved metrics, including potential acquisitions and shareholder rewards, would be key. WEST CORP: Moody's Cuts CFR to B2 & Unsec. Notes to Caa1 -------------------------------------------------------- Moody's Investors Service downgraded West Corporation's Corporate Family Rating to B2, from B1, the ratings for its senior secured credit facilities to B1, from Ba3, and senior unsecured notes to Caa1, from B3. The outlook is stable. RATINGS RATIONALE The downgrade reflects West's persisting levels of high leverage of about 6x (Moody's adjusted, LTM 1Q '19 EBITDA), and Moody's view that cost savings are unlikely to offset the continuing erosion in profitability from the steep declines in the company's high-margin audio conferencing business over the next few quarters. Moody's expects total debt to EBITDA (Moody's adjusted) to remain high near 6x at least over the next 12 months and free cash flow in the range of 3% to 4% of total adjusted debt. West has made significant progress in executing against its cost savings plan, which cushioned the impact from declining audio conferencing revenues. The company has increased its annual cost savings target to $125 million, from $100 million, but incremental cost savings will likely be slower to realize while declines in the legacy audio conferencing revenues will continue at high rates. Management's business transformation plans focused on increasing sales efficiencies and implementing cross-selling strategies will take time to reflect in earnings as many of the services have long sales and implementation cycles. Meanwhile the erosion in the audio conferencing business will increase reliance on acquisitions, and creates risks for larger debt-funded acquisitions that could sustainably alter the company's revenue growth prospects. The B2 rating reflects West's highly competitive markets, a large share of revenues from mature or declining services, including audio conferencing services which face technology substitution by cloud-based collaboration services. West's credit profile is supported by its good operating scale resulting from diverse (though disparate) products and services, a large customer base, strong EBITDA margins and its expectation that West will maintain good liquidity comprising cash balances, free cash flow and access to an undrawn $350 million revolving credit facility. Under financial sponsors' ownership, Moody's expects West's financial policies to be shareholder-friendly and have high financial risk tolerance. The stable outlook reflects Moody's expectation that West will generate free cash flow of about 3% to 4% of adjusted debt and maintain total debt to EBITDA of about 6x over the next 12 months. West's ratings could be downgraded if weak operating performance or an increase in debt lead to total debt to EBITDA (Moody's adjusted) above the mid 6x or free cash flow below 3% of adjusted debt on a sustained basis. Moody's could upgrade West's ratings over time if sustained debt reduction or strong profitability results in total debt to EBITDA below 5x and free cash flow to debt in the high single digit percentages of total debt, and the company establishes a track record of conservative financial policies. Downgrades: Issuer: West Corporation Corporate Family Rating, Downgraded to B2 from B1 Probability of Default Rating, Downgraded to B2-PD from B1-PD Senior Secured Term Loan B1, Downgraded to B1 (LGD3) from Ba3 (LGD3) Senior Secured 1st Lien Term Loan, Downgraded to B1 (LGD3) from Ba3 (LGD3) Senior Secured 1st Lien Revolving Credit Facility, Downgraded to B1 (LGD3) from Ba3 (LGD3) Senior Unsecured Global Notes, Downgraded to Caa1 (LGD5) from B3 (LGD5) Issuer: West Corporation (old) Gtd Senior Unsecured Global Notes, Downgraded to Caa1 (LGD5) from B3 (LGD5) Outlook Actions: Issuer: West Corporation Outlook, Remains Stable West Corporation is a leading provider of technology-enabled communications services with approximately $2.2 billion in revenues in 2018. In On October 10, 2017, affiliates of Apollo Global Management completed the acquisition of West. YUM! BRANDS: Moody's Puts Ba3 CFR on Review for Upgrade ------------------------------------------------------- Moody's Investors Service placed the ratings of Yum! Brands, Inc. and KFC Holding Co., on review for upgrade including Yum's Ba3 Corporate Family Rating, Ba3-PD Probability of Default rating and B2 senior unsecured ratings. Moody's also placed KFC's Ba1 rated senior secured bank debt and B1 senior unsecured ratings on review for upgrade. In addition, Moody's affirmed Yum's SGL-1 Speculative Grade Liquidity rating. The review for upgrade reflects Yum's significant scale, geographic reach, brand diversity and franchise based business model which helps to add stability to revenues and earnings and reduces overall capital requirements. "The review for upgrade will focus on Yum's commitment to its financial policy that will result in credit metrics that are either in-line with current levels or stronger on a sustained basis while prudently growing the breadth, depth and reach of its restaurant base and maintaining very good liquidity. " stated Bill Fahy, Moody's Senior Credit Officer. On Review for Upgrade: Issuer: KFC Holding Co. Senior Secured Bank Credit Facility, Placed on Review for Upgrade, currently Ba1 (LGD2) Senior Unsecured Regular Bond/Debenture, Placed on Review for Upgrade, currently B1 (LGD4) Issuer: Yum! Brands Inc. Probability of Default Rating, Placed on Review for Upgrade, currently Ba3-PD Corporate Family Rating, Placed on Review for Upgrade, currently Ba3 Senior Unsecured Regular Bond/Debenture, Placed on Review for Upgrade, currently B2 (LGD5) Senior Unsecured Shelf, Placed on Review for Upgrade, currently (P)B2 Affirmations: Issuer: Yum! Brands Inc. Speculative Grade Liquidity Rating, Affirmed SGL-1 Outlook Actions: Issuer: Yum! Brands Inc. Outlook, Changed To Rating Under Review From Stable RATINGS RATIONALE Yum benefits from its significant scale, geographic reach, brand diversity and franchise based business model which helps to add stability to revenues and earnings as compared to some other restaurant operators and reduces overall capital requirements. The reduced earnings volatility that result from Yum being at least 98% franchised and the company's very good liquidity are also credit positives. Yum is constrained in-part by its financial policy with a leverage target of 5.0 times (5.4 times based on Moody's standard analytical adjustments) with a goal of returning between $6.5-$7.0 billion to shareholders from 2017 to 2019 which will be funded through a combination of internal cash flow, additional debt and refranchising proceeds. Factors that could result in an upgrade include a sustained improvement in Pizza Hut US while maintaining good operating performance at KFC and Taco Bell and debt to EBITDA below 4.75 times and EBIT to Interest above 3.0 times. Moreover, a proven track record of a consistent financial policy that results in credit metrics in-line with current levels could result in upward ratings pressure. Factors that could result in a downgrade include a sustained deterioration in credit metrics with adjusted debt to EBITDA well above 5.5 times or EBIT to Interest below 2.5 times. Yum is headquartered in Louisville, Kentucky, and is the owner, operator and franchisor of quick service restaurants with brands that include KFC, Taco Bell, and Pizza Hut. Revenues are around $5.7 billion. [^] BOOK REVIEW: AS WE FORGIVE OUR DEBTORS ------------------------------------------ Authors: Teresa A. Sullivan, Elizabeth Warren, & Jay Westbrook Publisher: Beard Books Softcover: 370 Pages List Price: $34.95 Order your personal copy today at https://is.gd/29BBVw So you think you know the profile of the average consumer debtor: either deadbeat slouched on a sagging sofa with a three day growth on his chin or a crafty lower-middle class type opting for bankruptcy to avoid both poverty and responsible debt repayment. Except that it might be a single or divorced female who's the one most likely to file for personal bankruptcy protection, and her petition might be the last stage of a continuum of crises that began with her job loss or divorce. Moreover, the dilemma might be attributable in part to consumer credit industry that has increased its profitability by relaxing its standards and extending credit to almost anyone who can scribble his or her name on an application. Such are among the unexpected findings in this painstaking study of 2,400 bankruptcy filings in Illinois, Pennsylvania, and Texas during the seven-year period from 1981 to 1987. Rather than relying on case counts or gross data collected for a court's administrative records, as has been done elsewhere, the authors use data contained in the actual petitions. In so doing, they offer a unique window into debtors' lives. The authors conclude that people who file for bankruptcy are, as a rule, neither impoverished families nor wily manipulators of the system. Instead, debtors are a cross-section of America. If one demographic segment can be isolated as particularly debt prone, it would be women householders, whom the authors found often live on the edge of financial disaster. Very few debtors (3.7 percent in the study) were repeat filers who might be viewed as abusing the system, and most (70 percent in the study) of Chapter 13 cases fail and become Chapter 7s. Accordingly, the authors conclude that the economic model of behavior -- which assumes a petitioner is a "calculating maximizer" in his in his decision to seek bankruptcy protection and his selection of chapter to file under, a profile routinely used to justify changes in the law -- is at variance with the actual debtor profile derived from this study. A few stereotypes about debtors are, however, borne out. It is less than surprising to learn, for example, that most debtors are simply not as well-off as the average American or that while bankrupt's mortgage debts are about average, their consumer debts are off the charts. Petitioners seem particularly susceptible to the siren song of credit card companies. In the study sample, creditors were found to have made between 27 percent and 36 percent of their loans to debtors with incomes below $12,500 (although the loans might have been made before the debtors' income dropped so low). Of course, the vigor with which consumer credit lenders pursue their goal of maximizing profits has a corresponding impact on the number of bankruptcy filings. The book won the ABA's 1990 Silver Gavel Award. A special 1999 update by the authors is included exclusively in the Beard Book reprint edition. ********* 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 ***