/raid1/www/Hosts/bankrupt/TCR_Public/190703.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, July 3, 2019, Vol. 23, No. 183
Headlines
22 SHORE PARK: Seeks to Hire Poltielov & Habib as Legal Counsel
ABC SOUTH: Gets Interim Approval to Hire Bankruptcy Attorney
ACQUAFREDDA ENTERPRISES: Taps Joshpe Mooney as Special Counsel
AEGERION PHARMACEUTICALS: U.S. Trustee Objects to Plan Disclosures
AERKOMM INC: Extends Underwriter's Contract Until Nov. 23
ALCAP PROPERTIES: Plan Confirmation Hearing Moved to July 31
ALGON CORPORATION: Case Summary & 20 Largest Unsecured Creditors
AMERICAN BERBER: Taps Vaughn & Clements as Special Counsel
AMERICAN CARPET: Taps Vaughn & Clements as Special Counsel
APPALACHIAN LIGHTING: Unsecureds to Recoup 3.4% Under Plan
ASTRIA HEALTH: Committee Taps Berkeley as Financial Advisor
ATI DALLAS: Voluntary Chapter 11 Case Summary
AUTOMEDX LLC: ACSI Seeks Rejection of Disclosure Statement
BAHIA DEL SOL: Seeks Court Approval to Hire Accountant
BENEFIT CONSULTING: July 30 Plan Confirmation Hearing
BINGHAMTON PLAZA: Seeks to Hire Barclay Damon as Legal Counsel
BLACKJEWEL L.L.C.: Arranging New Loan to Avoid Liquidation
BLACKJEWEL LLC: Case Summary & 30 Largest Unsecured Creditors
BLUE EAGLE FARMING: BA Opposes OK of Plans, Disclosure Statements
BRISTOW GROUP: Signs RSA With Secured and Unsecured Noteholders
C. LEWIS ENTERPRISES: Plan, Disclosures Hearing Set for Aug. 14
C. LEWIS ENTERPRISES: Swearingin Couple Objects to Plan Disclosures
CAMELOT CLUB: $52K Sale of Atlanta Condo Unit 811 Approved
CAPITAL RIVER: Plan Outline Hearing Scheduled for July 25
CAT ISLAND INVESTORS: Voluntary Chapter 11 Case Summary
CHATTANOOGA MOTORS: Taps Chambliss Bahner as Legal Counsel
CLARE OAKS: Seeks to Hire Polsinelli as Legal Counsel
CLARE OAKS: U.S. Trustee Forms 7-Member Committee
CLARKSBURG MEDICAL: Unsecureds to Get 46% in Quarterly Installments
COMMUNITY BUILDERS: Taps Joel M. Aresty as Legal Counsel
COMMUNITY BUILDERS: U.S. Trustee Unable to Appoint Committee
COOPER TIRE: S&P Affirms 'BB' Senior Unsecured Note Rating
CSC HOLDINGS: S&P Rates $750MM Unsecured Notes 'B'
DELTAVILLE BOATYARD: July 26 Plan Confirmation Hearing
DELTAVILLE BOATYARD: Plan and Disclosures Hearing Set for July 26
DIAGNOSTIC CENTER: New Plan Discloses Post-confirmation Management
DISASTERS STRATEGIES: Aug. 22 Plan Confirmation Hearing
GATHERING PLACE: Unsecured Creditors to Recoup 5% Under Plan
GLANSAOL HOLDINGS: July 31 Plan Confirmation Hearing Set
GREEN GROUP: July 18 Approval Hearing on FCF Plan Outline Set
GUAM: S&P Rates 2019 GO Bonds 'BB-'; Outlook Stable
HDR HOLDING: Taps Epiq Corporate as Claims Agent
HEART CARE: Melvin Schwartz Objects to Disclosure Statement
HERMAN TALMADGE: Trustee's $4.2M Sale of Henry Parcels to Shine OKd
HEXION HOLDINGS: 2nd Amended Chapter 11 Plan Declared Effective
HOLLANDER SLEEP: July 24 Hearing on Disclosure Statement
HOSPITAL ACQUISITION: Aug. 6 Auction of LifeCare Assets Set
IACCARINO INC: Sale of Business Assets to Fund Proposed Plan
IN THE WIND: Case Summary & 6 Unsecured Creditors
IRON COUNTY HOSPITAL: Unsecureds to Get 45% Distribution Under Plan
JADOOTV INC: Taps Keller & Benvenutti as Bankruptcy Counsel
JLD AUTOMOTIVE: BMO Dispute on Adequate Protection Still Ongoing
JOERNS WOUNDCO: Taps Epiq Corporate as Claims Agent
JOHNSON PUBLISHING: July 15 Bid Deadline Set for Assets
JOSEPH BRENNICK: Consideration of Wauchula Property Sale Abated
KAR AUCTION: S&P Affirms 'BB-' CCR on IAA Spin-off
KINEMED INC: Plan Agent Hires Meyers Law as Special Counsel
KONA GRILL: Creditors Panel Hires Bayard as Co-Counsel
KONA GRILL: Creditors Panel Hires Kelley Drye as Lead Counsel
KONA GRILL: Creditors Panel Hires Province as Financial Advisor
L.L.G. CAB: Seeks to Hire Alla Kachan as Legal Counsel
L.L.G. CAB: Seeks to Hire Wisdom Professional as Accountant
LADY'S ISLAND: Voluntary Chapter 11 Case Summary
LEGACY RESERVES: Stock Transfer Procedures Approved on Interim
LEXI DEVELOPMENT: Discloses Settlement with Association
LIZZA EQUIPMENT: Hires Wasserman Jurista as Attorney
LONGHORN PAVING: Hires Donald A. Drefke as Accountant
MANHATTAN RIVER: July 29 Plan Confirmation Hearing
MERCURY PARENT: S&P Alters Outlook to Negative on Underperformance
MIDWEST MUSIC: $1.6M Sale of Ellisville Property to Masonic Okayed
MIRIAM SUMPTER-RICHARD: Selling Tampa Property for $64K
MJJW PORTFOLIO: Crawford buying Tampa Property for $382K
MMM DIVERSIFIED: Unsecured Creditors to Get 3.5% Interest
MONEYGRAM INTERNATIONAL: S&P Rates First-Lien Credit Agreement 'B'
MONITRONICS INTERNATIONAL: Jones Day Represents Lender Group
MONITRONICS INTERNATIONAL: S&P Cuts ICR to 'D' on Bankruptcy Filing
MOOD MEDIA: S&P Raises ICR to 'CCC' After Distressed Debt Exchange
MR. CAMPER: Case Summary & 19 Unsecured Creditors
NATURE'S SECOND CHANCE: Aug. 5 Plan Confirmation Hearing
NAVITAS MIDSTREAM: S&P Affirms 'B' ICR; Outlook Stable
NICHOLS BROTHER: $3M Sale of Oil-Gas Interests to SNR Approved
NOAH OPERATIONS: U.S. Trustee Forms 7-Member Committee
OFFICE EXPRESS: Taps Schneider & Stone as Bankruptcy Counsel
OKLAHOMA PROCURE: Unsecureds Recovery Raised to 3%-7.2% in New Plan
ORCHIDS PAPER: Cascades Wins Auction to Acquire Certain Assets
PETSMART INC: S&P Hikes ICR to 'B-' on Debt Paydown From Chewy IPO
PG&E CORP: Court Approves Oct. 21 Proofs of Claim Bar Date
PG&E CORP: Oct. 21, 2019 Wildfire Claims Filing Deadline Set
PIER 3 BUILDERS: July 23 Hearing on Lunenburg Property Private Sale
PREFERRED CARE: $300K Sale of Mgmt. Subsidiaries to PCPMG Approved
PRIME REALTY: Case Summary & Unsecured Creditor
ROBERT STEWART INC: Seeks to Hire Jones & Walden as Legal Counsel
SAGE PARK: Southern Hospitality Buying All Assets for $175K
SHATTUCK-ST. MARY'S SCHOOL: S&P Alters Rev Bond Outlook to Stable
SMGR LLC: InBusiness Buying Murphy's Cocoa Property for $265K
SOUTHCROSS ENERGY: Auction for All Assets Set for Sept. 3
SOUTHWEST SAFETY: D. Duval to Inject $1,500 Under Plan
STEADYSERV TECHNOLOGIES: $5.8M Sale of All Assets to RBE Approved
STEPHANIE N. MAPP: Proposed $520K Sale of Business Approved
STONEMOR PARTNERS: S&P Affirms 'CCC+' ICR; Outlook Negative
SUGARLOAF HOLDINGS: BOTW Objects to Disclosure Statement
T CAT ENTERPRISE: $200K Sale of 4 Trucks to Lima Approved
TAMKO BUILDING: S&P Assigns 'BB-' ICR; Outlook Stable
TENNECO INC: S&P Alters Outlook to Negative, Affirms 'BB' ICR
TEXAS COMM: July 15 Plan and Disclosures Hearing Set
TRAVIS JONES: JSMM Farms Buying Breeding Stock for $268K
UBER TECHNOLOGIES: S&P Assigns 'B-' ICR; Outlook Stable
VALERITAS HOLDINGS: Files Special 510(k) with FDA
VCLC HOLDINGS: Aug. 7 Plan Confirmation Hearing
VIANT MEDICAL: S&P Alters Outlook to Negative on Lower Cash Flows
WALTON BUSINESS: Aug. 2 Plan Confirmation Hearing
WEATHERFORD INTERNATIONAL: Case Summary & 12 Unsecured Creditors
WINDSTREAM HOLDINGS: Uniti Comments on UMB, US Bank Motion
[*] Davis Polk Elects 10 New Partners
[*] New Canadian Law to Restrict Ability to Sue Government
*********
22 SHORE PARK: Seeks to Hire Poltielov & Habib as Legal Counsel
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22 Shore Park Rd LLC seeks approval from the U.S. Bankruptcy Court
for the Eastern District of New York to hire Poltielov & Habib,
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 powers
and duties under the Bankruptcy Code, analysis of its financial
situation, and representation at the meeting of creditors.
Ehsanul Habib, Esq., a partner at Poltielov & Habib and the firm's
attorney who will be handling the case, charges an hourly fee of
$300.
The firm received a retainer in the amount of $7,500.
Poltielov & Habib is "disinterested" as defined in Section 101(14)
of the Bankruptcy Code, according to court filings.
The firm can be reached through:
Ehsanul Habib, Esq.
Poltielov & Habib, LLP
118-21 Queens Blvd., Suite 603
Forest Hills, NY 11375
Tel: 718-285-0466
Fax: 718-520-0155
Email: ehsanulhbb@yahoo.com
About 22 Shore Park Rd
22 Shore Park Rd LLC classified itself as "single asset real
estate" (as defined in 11 U.S.C. Section 101(51B)).
22 Shore Park Rd sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 19-74027) on June 3,
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 case is assigned to Judge Louis A. Scarcella.
Poltielov & Habib, LLP, is the Debtor's legal counsel.
ABC SOUTH: Gets Interim Approval to Hire Bankruptcy Attorney
------------------------------------------------------------
ABC South Consulting and Construction, LLC, received interim
approval from the U.S. Bankruptcy Court for the Eastern District of
Louisiana to hire Evan Park Howell III, Esq., as its bankruptcy
attorney.
The services to be provided by the attorney include the preparation
of a Chapter 11 plan and the prosecution of actions to protect the
Debtor's bankruptcy estate.
Mr. Howell and his associates charge $300 per hour and $200 per
hour, respectively. Paralegals charge an hourly fee of $85.
The attorney received a pre-bankruptcy retainer in the amount of
$11,717.
In court papers, Mr. Howell disclosed that he is "disinterested" as
defined in Section 101(14) of the Bankruptcy Code.
Mr. Howell maintains an office at:
Evan Park Howell III, Esq.
1 Galleria Boulevard, Suite 1900
Metairie, LA 70001
Telephone: (504) 343-4346
Facsimile: (504) 613-6733
Email: ehowell@ephlaw.com
About ABC South Consulting and Construction
ABC South Consulting and Construction, LLC, sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No.
19-11650) on June 19, 2019. At the time of the filing, the Debtor
estimated assets of less than $1 million and liabilities of less
than $500,000. Evan Park Howell III, Esq., is the Debtor's
bankruptcy attorney.
ACQUAFREDDA ENTERPRISES: Taps Joshpe Mooney as Special Counsel
--------------------------------------------------------------
Acquafredda Enterprises, LLC, seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to hire
Joshpe Mooney Paltzik LLP as its special counsel.
Joshpe Mooney will represent the Debtor in connection with appeals
in the Appellate Division, First Department from various orders
related to these foreclosure actions in Bronx County Supreme Court:
(i) Avail 1 LLC v. Acquafredda Enterprises, LLC, et al; and CL45 MW
Loan 1, LLC v. Ac quafredda Enterprises, LLC, et al.
The firm will charge $250 per hour for its services.
The firm will also represent the Debtor in a land-use litigation in
Bronx County Supreme Court styled as Kevin Gilliland et al. v.
Acquafredda Enterprises, LLC, et al. Its billing rate will be $150
per hour.
Edward Paltzik, Esq., a partner at Joshpe Mooney, 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:
Edward Paltzik, Esq.
Joshpe Mooney Paltzik LLP
360 Lexington Ave.
New York, NY 10017
Tel: (212) 344-8211
Mobile: (516) 526-0341
Fax: (212) 313-9478
Email: epaltzik@jmpllp.com
About Acquafredda Enterprises
Acquafredda Enterprises, LLC, is a privately-held company that
provides business support services. The Company previously filed
for bankruptcy protection on Feb. 11, 2013 (Bankr. S.D.N.Y. Case
No. 13-10269).
Acquafredda Enterprises, based in Bronx, NY, again filed a Chapter
11 petition (Bankr. S.D.N.Y. Case No. 18-12419) on Aug. 9, 2018.
In the petition signed by Susan Acquafredda, managing member, the
Debtor estimated $1 million to $10 million in both assets and
liabilities. The Hon. Sean H. Lane oversees the case. Gabriel Del
Virginia, Esq., at the Law Offices of Gabriel Del Virginia, is the
Debtor's bankruptcy counsel.
AEGERION PHARMACEUTICALS: U.S. Trustee Objects to Plan Disclosures
------------------------------------------------------------------
William K. Harrington, the United States Trustee for Region 2,
filed a limited objection to the disclosure statement explaining
the Chapter 11 Plan of Aegerion Pharmaceuticals, Inc. and Aegerion
Pharmaceuticals Holdings, Inc.
The U.S. Trustee points out that the combination of the Company
Termination Fee of $11,850,000, the PI Expense Reimbursement of up
to $4,000,000, the compressed case timeline imposed by the
aggressive case milestones, and the restrictive "no solicitation"
provisions could chill any potential due diligence and bidding
process for the Debtors' assets and hinder the Debtors' ability to
maximize the value of their estates.
The U.S. Trustee further points out that the Company Termination
Fee and PI Expense reimbursement, together, exceed the 3% percent
threshold, additionally, these amounts appear to be payable
immediately upon the occurrence of a triggering event rather than
being payable out of the proceeds of a superior offer.
According to the U.S. Trustee, such a compressed time frame is
inconsistent with a genuine effort to market test whether a
superior offer is available for the Debtors' assets, instead, these
case milestones effectively lock the Debtors into the Proposed
Restructuring Transaction to the exclusion of potentially superior
alternatives.
The U.S. Trustee complains that the Debtors seek approval of
Section 6.9 of the Plan Funding Agreement which prohibits the
Debtors from soliciting, discussing, negotiating in connection with
alternative transactions outside of a fifty-five day "go-shop"
period, the restrictions imposed by Section 6.9 may chill any
competitive bidding process and should not be approved absent
consent of the Committee.
About Aegerion Pharmaceuticals
Aegerion Pharmaceuticals is a global biopharmaceutical company
dedicated to developing and commercializing therapies that deliver
new standards of care for people living with rare diseases. With a
global footprint and an established commercial portfolio, including
MYALEPT (metreleptin) and JUXTAPID (lomitapide), the Company's
business is supported by differentiated treatments that treat
severe and rare diseases.
On November 29, 2016, Aegerion entered into a merger transaction
with non-debtor Novelion Therapeutics Inc. (formerly QLT Inc.), a
publicly traded company formed under the laws of the Province of
British Columbia. As a result of that transaction, Aegerion became
an indirect wholly owned subsidiary of Novelion.
Aegerion Pharmaceuticals, Inc., and U.S. affiliate Aegerion
Pharmaceuticals Holdings, Inc., sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 19-11632) on May 20, 2019.
The Lead Debtor estimated $100 million to $500 million in assets
and the same range of liabilities as of the bankruptcy filing.
The Hon. Martin Glenn is the case judge.
The Debtors tapped Willkie Farr & Gallagher LLP as legal advisor;
Moelis & Company LLC as financial and restructuring advisor; AP
Services, LLC as financial advisor and chief restructuring officer;
and Prime Clerk LLC as claims and noticing agent and administrative
advisor.
The ad hoc group of convertible noteholders tapped Latham & Watkins
LLP and King & Spalding LLP as legal advisors; and Ducera Partners
LLC as financial advisor.
The U.S. Trustee for Region 2 on May 29 appointed two creditors to
serve on the official committee of unsecured creditors in the
Chapter 11 cases of Aegerion Pharmaceuticals, Inc. and its
affiliates.
AERKOMM INC: Extends Underwriter's Contract Until Nov. 23
---------------------------------------------------------
Aerkomm Inc. entered into an amendment No. 3 to the underwriting
agreement dated May 14, 2018 and amended on Aug. 30, 2018 and Nov.
5, 2018 with Boustead Securities, LLC in connection with the public
offering, issuance and sale by the Company of the common stock, par
value $0.001 per share.
Pursuant to the terms of the Amendment, the Company and the
Underwriter have agreed that the Underwriter's appointment will be
extended through Nov. 23, 2019, which date may be extended for up
to an additional 90 days by agreement of the Company and the
Underwriter.
The material terms of the Offering are described in the prospectus,
dated May 23, 2019, filed by the Company with the Securities and
Exchange Commission on May 23, 2019, pursuant to Rule 424(b) under
the Securities Act of 1933, as amended. The Offering is registered
with the Commission pursuant to a Registration Statement on Form
S-1, as amended to date (File No. 333-222208), initially filed by
the Company on Dec. 20, 2017. As indicated in the Prospectus, the
Company is offering up to a maximum of 1,411,782 shares of Common
Stock, at an offering price of $42.50 per share, or a maximum of
$60,000,000, plus up to an additional 211,764 shares if
over-subscription option is exercised in full. This $42.50 price
to the public has been proportionately adjusted to directly reflect
the one-for-five reverse stock split which became effective on Jan.
16, 2019.
Prior to June 28, 2019, the Company has conducted multiple closings
of the Offering selling 1,024,980 shares of Common Stock for gross
proceeds to the Company of $43,560,894, and net proceeds, after
underwriter commissions and offering expenses, of $39,810,204.
As indicated in the Prospectus, the Company is currently offering
through the Underwriter up to a maximum offering amount of
$16,439,106 of shares of Common Stock on a best efforts basis at
the $42.50 price per share.
An additional closing of the Offering was held on June 27, 2019,
pursuant to which the Company issued and sold 152,000 shares of
Common Stock for gross proceeds of $6,460,000, before underwriting
commissions and offering expenses payable by the Company.
Additional closings of the Offering may be held from time to time
until the end of the Offering Period.
About Aerkomm
Aerkomm Inc. -- http://www.aerkomm.com/-- is a full-service
development stage provider of in-flight entertainment &
connectivity (IFEC) solutions, intended to provide airline
passengers with a broadband in-flight experience that encompasses a
wide range of service options. Those options include Wi-Fi,
cellular, movies, gaming, live TV, and music. The Company plans to
offer these core services, which it is currently still developing,
through both built-in in-flight entertainment systems, such as a
seat-back display, as well as on passengers' own personal devices.
Chen & Fan Accountancy Corporation, in San Jose, California, the
Company's auditor since 2017, issued a "going concern"
qualification in its report dated March 22, 2019, on the Company's
consolidated financial statements for the year ended Dec. 31, 2018,
citing that the Company has suffered recurring loss from operations
that raises substantial doubt about its ability to continue as a
going concern.
As of March 31, 2019, the Company had $47.18 million in total
assets, $7.55 million in total liabilities, and $39.62 million in
total stockholders' equity. Aerkomm reported a net loss of $6.68
million for the nine months ended Dec. 31, 2018, following a net
loss of $6.24 million for the nine months ended Dec. 31, 2017.
ALCAP PROPERTIES: Plan Confirmation Hearing Moved to July 31
------------------------------------------------------------
At the hearing held on June 18, the Bankruptcy Court requested
Alcap Properties, LLC, to file a proposed order. The Second
Amended Disclosure Statement explaining the Debtor's Plan is
approved.
July 31, 2019, at 11:30 am is fixed as the hearing date to consider
Confirmation of the Chapter 11 Plan, at 157 Church Street, 18th
Floor, Courtroom, New Haven, Connecticut.
Written objections to the Plan must be filed with the court no
later than July 24, 2019.
About Alcap Properties
Alcap Properties, LLC, is a single asset real estate company (as
defined in 11 U.S.C. Section 101(51B)). Its principal assets are
located at 1 - 5 Alcap Ridge Cromwell, Connecticut.
Alcap Properties sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Conn. Case No. 19-30016) on Jan. 7,
2019. It previously sought bankruptcy protection (Bankr. D. Conn.
Case No. 14-31687) on Sept. 8, 2014.
At the time of the filing, the Debtor disclosed $275,000 in assets
and $1,337,301 in liabilities.
The case is assigned to Judge Ann M. Nevins.
Grafstein & Arcaro LLC is the Debtor's counsel.
ALGON CORPORATION: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Algon Corporation
12000 SW 132nd Ct
Miami, FL 33186
Business Description: Algon Corp -- https://www.algon.com/
-- is a worldwide distributor of raw
materials and industrial parts for the
pharmaceutical, cosmetic, and food
industries. The Company is located in
Miami, Florida.
Chapter 11 Petition Date: July 1, 2019
Court: United States Bankruptcy Court
Southern District of Florida (Miami)
Case No.: 19-18864
Judge: Hon. Robert A. Mark
Debtor's Counsel: Geoffrey S. Aaronson, Esq.
AARONSON SCHANTZ BEILEY P.A.
2 South Biscayne Blvd., 34th Floor
Miami, FL 33131
Tel: 786.594.3000
E-mail: gaaronson@aspalaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Alfredo Suarez, president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/flsb19-18864.pdf
AMERICAN BERBER: Taps Vaughn & Clements as Special Counsel
----------------------------------------------------------
American Berber, Inc. received approval from the U.S. Bankruptcy
Court for the Northern District of Georgia to hire Vaughn &
Clements, PC.
The firm will provide legal services as special counsel, which
include representing the Debtor in a litigation styled as American
Berber, Inc, American Carpet Group, Inc. v. Dana Gordon, Terry
Gordon and Branch Banking and Trust Co. (Case No. 17-CV-66843).
The case is pending in the Superior Court of Gordon County,
Georgia.
Vaughn & Clements charges an hourly fee of $200 for its attorneys.
Jesse Vaughn, Esq., the firm's attorney who will be representing
the Debtor, disclosed in court filings that he does not hold any
interest adverse to the Debtor and its bankruptcy estate.
Vaughn & Clements can be reached through:
Jesse Vaughn, Esq.
Vaughn & Clements, PC
109 W. Hicks Street
Calhoun, GA 30701
Phone: +1 706-602-0081
About American Berber Inc.
American Berber, Inc., a manufacturer of carpets and rugs in
Calhoun, Ga., sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ga. Case No. 19-41154) on May 16, 2019. At the
time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of $1 million to $10 million. The case is
assigned to Judge Barbara Ellis-Monro. Jones & Walden, LLC, is the
Debtor's bankruptcy counsel.
AMERICAN CARPET: Taps Vaughn & Clements as Special Counsel
----------------------------------------------------------
American Carpet Group, Inc., received approval from the U.S.
Bankruptcy Court for the Northern District of Georgia to hire
Vaughn & Clements, PC.
The firm will provide legal services as special counsel, which
include representing the Debtor in a litigation styled as American
Berber, Inc, American Carpet Group, Inc. v. Dana Gordon, Terry
Gordon and Branch Banking and Trust Co. (Case No. 17-CV-66843).
The case is pending in the Superior Court of Gordon County,
Georgia.
Vaughn & Clements charges an hourly fee of $200 for its attorneys.
Jesse Vaughn, Esq., the firm's attorney who will be representing
the Debtor, disclosed in court filings that he does not hold any
interest adverse to the Debtor and its bankruptcy estate.
Vaughn & Clements can be reached through:
Jesse Vaughn, Esq.
Vaughn & Clements, PC
109 W. Hicks Street
Calhoun, GA 30701
Phone: +1 706-602-0081
About American Carpet Group
American Carpet Group, Inc. is a vertically integrated carpet
manufacturer in Calhoun, Ga. It offers its products through
retailers and distributors.
American Carpet Group sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 19-41150) on May 15,
2019. At the time of the filing, the Debtor estimated assets of
less than $50,000 and liabilities of $1 million to $10 million.
The case is assigned to Judge Barbara Ellis-Monro. Jones & Walden,
LLC is the Debtor's legal counsel.
APPALACHIAN LIGHTING: Unsecureds to Recoup 3.4% Under Plan
----------------------------------------------------------
Appalachian Lighting Systems, Inc. filed a disclosure statement in
connection with its chapter 11 plan of reorganization date June 14,
2019.
Class 6 under the plan consists of the general unsecured claims.
Each Holder of an Allowed Class 6 Claim will be paid in Cash on the
Initial Distribution Date, or when the respective Claim becomes an
Allowed Claim pursuant to the Terms of this Plan, their respective
pro rata share of the $40,000 Unsecured Claim Fund. Estimated
recovery for this class is 3.4%, which is the pro rata share of the
Unsecured Claim Fund based on projected allowed Class 6 claims of
$1,184,473.
On or before the Effective Date, Reorganized Debtor will enter into
the Exit Facility. Confirmation will be deemed approval of the Exit
Facility and authorization for Reorganized Debtor to enter into and
execute the Exit Facility Agreement and such other Exit Facility
Documents as the Exit Lender may reasonably require, subject to
such modifications as the Reorganized Debtor may deem to be
reasonably necessary to consummate the Exit Facility. Reorganized
Debtor may use the Exit Facility for any purpose permitted
thereunder, including the satisfying of obligations under the Plan
and funding ongoing working capital needs.
A copy of the Disclosure Statement dated June 14, 2019 is available
at https://tinyurl.com/yy3kpl9a from Pacermonitor.com at no charge.
About Appalachian Lighting Systems
Founded in 2007, Appalachian Lighting Systems, Inc. --
http://www.alled.co/-- specializes in the development and
manufacturing process of solid-state lighting (SSL). The company
makes solid-state lighting solutions for small and large area
outdoor and indoor applications. These fixtures are engineered to
deliver at least 150,000 hours of maintenance-free operation and to
provide 70 to 90 percent energy savings compared to the traditional
lights they replace. The company is based in Ellwood City,
Pennsylvania, where it designs, engineers and manufactures its
product.
Appalachian Lighting Systems, based in Ellwood City, Pennsylvania,
filed a Chapter 11 petition (Bankr. W.D. Pa. Case No. 17-24454) on
Nov. 3, 2017. In the petition signed by James J. Wassel,
president, the Debtor estimated $1 million to $10 million in both
assets and liabilities. The Hon. Gregory L. Taddonio oversees the
case. Robert O Lampl, Esq., at the Law Office of Robert Lampl,
serves as bankruptcy counsel.
ASTRIA HEALTH: Committee Taps Berkeley as Financial Advisor
-----------------------------------------------------------
The official committee of unsecured creditors of Astria Health
seeks approval from the U.S. Bankruptcy Court for the Eastern
District of Washington to hire Berkeley Research Group, LLC as its
financial advisor.
The firm will provide services to the committee in connection with
the Chapter 11 cases filed by Astria Health and its affiliates:
(1) assist the committee in its analysis and monitoring of the
historical, current and projected financial affairs of the Debtors
including their schedules of assets and liabilities and statement
of financial affairs;
(2) assist the committee with respect to any
debtor-in-possession financing arrangements or use of cash;
(3) scrutinize cash disbursements on an on-going basis for the
period subsequent to the filing of the Debtors' bankruptcy cases;
(4) prepare and issue periodic monitoring reports to enable
the committee to evaluate the Debtors' performance, the Debtors'
ability to realize or settle claims for avoidance actions, sale
process, and subsequent wind-down activities on an ongoing basis;
(5) assist the committee in reviewing and evaluating any court
motions, applications or other forms of relief filed or to be filed
by the Debtors or any other parties-in-interest;
(6) analyze assets of the Debtors and non-debtor affiliates
and possible recoveries to creditor constituencies under various
scenarios;
(7) develop strategies to maximize recoveries from the
Debtors' assets and assist the committee with such strategies;
(8) analyze and monitor any prior sale processes and
transactions and assess the reasonableness of the process and the
consideration received;
(9) monitor Debtors' claims management process, analyze
claims, analyze guarantees, and summarize claims by entity;
(10) assist the committee in identifying or reviewing any
preference payments, fraudulent conveyances, and other potential
causes of action that the Debtors' estates may hold against
insiders and third parties;
(11) review and provide analysis of any bankruptcy plan and
disclosure statement relating to the Debtors including, if
applicable, the development and analysis of any bankruptcy plans
proposed by the committee;
(12) assist the committee in its assessment of the Debtors'
employee needs and related costs to ensure they are appropriate in
the context of the case;
(13) analyze both historical and ongoing intercompany and
related party transactions of the Debtors and non-debtor
affiliates;
(14) assist the committee in the evaluation of the Debtors'
operations and investments;
(15) attend committee meetings, court hearings and auctions as
may be required;
(16) work with the Debtors' tax advisors to ensure that any
restructuring or sale transaction is structured to minimize tax
liabilities to the estate; and
(17) provide other services as may be requested from time to
time by the committee and its counsel, consistent with the role of
a financial advisor.
Berkeley's hourly rates are:
Managing Director $775 - $1,050
Director $595 - $815
Staff $275 - $720
Support Staff $125 - $275
The firm's professionals who are expected to provide the services
are:
Christopher Kearns $1,050
Peter Chadwick $995
Joseph Vizzini $785
Jay Wu $390
Christopher Kearns, managing director of Berkeley, disclosed in
court filings that his firm is "disinterested" as defined in
Section 101(14) of the Bankruptcy Code.
Berkeley can be reached through:
Christopher J. Kearns
Berkeley Research Group, LLC
810 Seventh Avenue, Suite 4100
New York, NY 10019
Phone: 212.782.1409 / 646.205.9320
Fax: 646.454.1174
Email: ckearns@thinkbrg.com
About Astria Health
Astria Health and its subsidiaries -- https://www.astria.health --
are a nonprofit health care system providing medical services to
patients who generally reside in Yakima County and Benton County,
Wash., through the operation of Sunnyside, Yakima, and Toppenish
hospitals, as well as several health clinics, home health services,
and other healthcare services. Collectively, they have 315
licensed beds, three active emergency rooms, and a host of medical
specialties. The Debtors have 1,547 regular employees.
Astria Health and 12 of its subsidiaries filed for bankruptcy
protection (Bankr. E.D.Wash, Lead Case No. 19-01189) on May 6,
2019. In the petitions signed by John Gallagher, president and
CEO, the Debtors estimated assets and liabilities of $100 million
to $500 million.
The Hon. Frank L. Kurtz oversees the cases.
Bush Kornfeld LLP and Dentons US LLP serve as the Debtors' counsel.
Kurtzman Carson Consultants, LLC is the claims and noticing agent.
ATI DALLAS: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: ATI Dallas, LLC
3838 N Sam Houston Pkwy E, Suite 420
Houston, TX 77032
Business Description: ATI Dallas LLC classifies its business
as Single Asset Real Estate (as defined in
11 U.S.C. Section 101(51B)). The Company's
principal assets are located at 16415
Addison Road Addison, TX 75001.
Chapter 11 Petition Date: July 1, 2019
Court: United States Bankruptcy Court
Southern District of Texas (Houston)
Case No.: 19-33705
Judge: Hon. David R. Jones
Debtor's Counsel: T. Josh Judd, Esq.
ANDREWS MYERS, P.C.
1885 Saint James Place, 15th Floor
Houston, TX 77056
Tel: 713-850-4200
Fax: 832-786-4877
E-mail: jjudd@andrewsmyers.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Charles Aque, president.
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/txsb19-33705.pdf
AUTOMEDX LLC: ACSI Seeks Rejection of Disclosure Statement
----------------------------------------------------------
Advanced Circulatory Systems, Inc. objects to the approval of
AutoMedx LLC's disclosure statement in support of its first amended
chapter 11 plan.
ACSI complains that the Disclosure Statement falls far short of its
statutory purpose of ensuring ACSI and other creditors are able to
vote to accept or reject the Plan on an informed basis. The
significance of the disclosure requirements under section 1125 of
the Bankruptcy Code cannot be understated, especially in cases like
this. The Debtor, having spent nearly 7.5 months in Chapter 11 as
of the Disclosure Statement filing date, has not established during
these many months that it has a viable business that can reorganize
and timely satisfy all Plan obligations. ACSI's view is not the
product of guesswork but a verifiable fact through reference to the
Debtor's monthly operating reports filed to date. These reports
demonstrate that the Debtor's business, month after month, has
demonstrated weak revenue, operating income, and ending cash.
Yet, the Debtor's Disclosure Statement and the Financial
Projections assume a sudden hockey stick explosion of growth primed
solely by the manufacture and sale of thousands of SAVe II
ventilator devices over the next 3.5 years. And through such sales
the Debtor asserts ACSI and other creditors will be paid in full
over time. The surface appeal of payment in full, however, is
fatally undermined by the omission of any information in the
Disclosure Statement to bridge the gulf between what is known and
verifiable versus what is speculative fantasy. The Debtor does not
intend to obtain any financing from the insiders or other third
parties. All Plan obligations hinge on business performance, the
same anemic business outlined in the monthly operating reports. No
agreements, contracts or other commitments in support of the
"assumed" SAVe II sales are provided or referenced. Nor does the
Debtor even attempt to backstop its visionary scheme with any
prepetition business and financial reporting, such as historical
sales of the prior SAVe I device and the SAVe II device. In short,
the Disclosure Statement must be substantially amended to support
the Debtor's many compounded assumptions regarding the feasibility
of the Plan.
Even if the Plan is ultimately demonstrated to be feasible--a big
if--the Disclosure Statement must be amended to address other Plan
confirmation issues. The Debtor's insiders are slated to be
released by the Debtor, and also benefit from third-party releases,
injunctive relief and exculpation. The Disclosure Statement must
address the bargained-for exchange surrounding the Debtor's release
of the insiders, including the claims and causes of action that are
being surrendered. It is also highly inequitable for the Debtor's
insiders to receive a release on the Effective Date of the Plan and
long before creditors, like ACSI, receive final distributions under
the Plan. Although the third party releases are described as
voluntary through an opt-out procedure, the Disclosure Statement
should expressly address why the insiders are recipients of
injunctive relief that bars all causes of action related to
creditor claims, as well as exculpation, both of which are in
contravention of binding Fifth Circuit authority.
A copy of ACSI's objection is available at
https://tinyurl.com/yxazglf9 from Pacermonitor.com at no charge.
The Troubled Company Reporter previously reported that the source
of funding for distributions under the Plan will come from the
Debtor's and the Reorganized Debtor's ongoing business operations;
i.e., the cash that is generated from the sale of its products,
which the Debtor anticipates will be sufficient to pay all allowed
claims in accordance with the Plan.
A full-text copy of the Disclosure Statement dated May 9, 2019, is
available at https://tinyurl.com/y2rtwrc8 from PacerMonitor.com at
no charge.
ACSI is represented by:
Phillip Lamberson, Esq.
Devin B. van der Hahn, Esq.
Annmarie Chiarello, Esq.
WINSTEAD PC
500 Winstead Building
2728 N. Harwood Street
Dallas, TX 75201
Tel: (214) 745-5400
Fax: (214) 745-5390
Email: plamberson@winstead.com
dvanderhahn@winstead.com
achiarello@winstead.com
-- and --
Craig Wolfe, Esq.
Jason Alderson, Esq.
MORGAN, LEWIS & BOCKIUS LLP
101 Park Avenue
New York, NY 10178-0060
Tel: (212) 309-6000
Email: craig.wolfe@morganlewis.com
jason.alderson@morganlewis.com
About AutoMedx LLC
AutoMedx LLC -- http://automedx.com-- manufactures pre-hospital
ventilators for military and civilian applications. It is ISO
13485 certified and is headquartered in Coppell, Texas.
AutoMedx sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. E.D. Texas Case No. 18-42355) on Oct. 19, 2018. In the
petition signed by James Evans, president and chief executive
officer, the Debtor estimated assets of $1 million to $10 million
and liabilities of $1 million to $10 million. Judge Brenda T.
Rhoades presides over the case. The Debtor tapped the Law Offices
of Judith W. Ross as its legal counsel.
BAHIA DEL SOL: Seeks Court Approval to Hire Accountant
------------------------------------------------------
Bahia Del Sol Hotel Corporation seeks approval from the U.S.
Bankruptcy Court for the District of Puerto Rico to hire an
accountant.
In an application filed in court, the Debtor proposes to employ Luz
Disla Pena to assist in accounting matters and compliance with tax
return filing and reporting requirements.
The accountant will charge $400 per month for her services.
Ms. Pena disclosed in court filings that she is "disinterested" as
defined in Section 101(14) of the Bankruptcy Code.
Ms. Pena maintains an office at:
Luz Disla Pena
185 Delbrey
San Juan, P.R. 00911
Phone: (787) 365-0638
About Bahia Del Sol Hotel Corp
Bahia Del Sol Hotel Corporation, filed a Chapter 11 bankruptcy
petition (Bankr. D. P.R. Case No. 19-03234) on June 5, 2019,
estimating under $1 million in both assets and liabilities. The
Debtor tapped Noemi Landrau Rivera, Esq., at Landrau Rivera &
Assoc., as counsel.
BENEFIT CONSULTING: July 30 Plan Confirmation Hearing
-----------------------------------------------------
The Disclosure Statement explaining the Chapter 11 Plan of Benefit
Consulting Group of PR Inc. is conditionally approved.
A hearing for the consideration of the final approval of the
Disclosure Statement and the confirmation of the Plan and of such
objections as may be made to either will be held on July 30, 2019
at 10:00 AM at the U.S. Bankruptcy Court, U.S. Post Office and
Courthouse Building, 300 Recinto Sur, Courtroom No. 2, Second
Floor, San Juan, Puerto Rico.
Acceptances or rejections of the Plan may be filed in writing by
the holders of all claims on/or before ten (10) days prior to the
date of the hearing on confirmation of the Plan.
Any objection to the final approval of the Disclosure Statement
and/or the confirmation of the Plan shall be filed on/or before ten
(10) days prior to the date of the hearing on confirmation of the
Plan.
About Benefit Consulting Group of PR Inc.
Benefit Consulting Group of PR Inc. sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 18-06051) on Oct.
16, 2018. At the time of the filing, the Debtor estimated assets
of less than $1 million and liabilities of less than $1 million.
Judge Enrique S. Lamoutte Inclan presides over the case.
BINGHAMTON PLAZA: Seeks to Hire Barclay Damon as Legal Counsel
--------------------------------------------------------------
Binghamton Plaza, Inc., seeks approval from the U.S. Bankruptcy
Court for the Northern District of New York to hire Barclay Damon
LLP as its legal counsel.
The firm will advise the Debtor of its powers and duties under the
Bankruptcy Code and will provide other legal services in connection
with its Chapter 11 case.
The firm's hourly rates are:
Attorneys $190 - $420
Paralegals $134 - $150
Barclay Damon received a pre-bankruptcy payment of $10,000, of
which $5,126 was used to pay its pre-bankruptcy legal fees while
$1,717 was for the filing fee.
Barclay Damon does not represent any interest adverse to the Debtor
and its bankruptcy estate, according to court filings.
The firm can be reached through:
Jeffrey A. Dove, Esq.
Barclay Damon LLP
Barclay Damon Tower
125 East Jefferson Street
Syracuse, NY 13202
Phone: 315.425.2700
Email: jdove@barclaydamon.com
About Binghamton Plaza
Binghamton Plaza, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D.N.Y. Case No. 19-60875) on June 13,
2019. At the time of the filing, the Debtor estimated assets of
less than $500,000 and liabilities of less than $1 million.
Barclay Damon LLP is the Debtor's counsel.
BLACKJEWEL L.L.C.: Arranging New Loan to Avoid Liquidation
----------------------------------------------------------
Blackjewel, L.L.C., a coal mining operator in four states, sought
Chapter 11 protection on July 1, 2019, in order to have a breathing
room amidst a severe and unforeseen liquidity crisis.
A dispute between the Debtors and secured lender Riverstone Credit
Partners ($34 million outstanding on a first lien term loan
facility) compelled the Debtors to seek the Court's protection on
an emergency basis.
In court filings July 1, 2019, the Debtors said they have arranged
DIP financing from president and CEO Jeffery A. Hoops, Sr., and
Clearwater Investment Holdings, LLC (an entity owned by Mr. Hoops).
The Debtors presented a DIP term loan of up to an aggregate
principal amount of $20 million, which includes a roll-up of $11.02
million of prepetition revolving debt. The loans are being
provided on a junior secured basis. The financial terms of the DIP
Loan are significantly below market terms because, among other
things, (a) the per annum interest rate of daily one-month LIBOR,
plus 6 percent, is lower than market, (b) no interest will be
required to be paid on the DIP Loan until maturity, (c) the DIP
Loan does not include any additional fees such as commitment fees,
call premiums, or termination fees, (d) the DIP Loan contains no
financial, affirmative or negative covenants, such that the Debtors
will not be constrained by the customary covenants generally
imposed in chapter 11 cases, and (e) the DIP Loan contains no
milestones, so that the Debtors will be able to explore all
appropriate options to maximize the value for the Debtors for the
benefit of all stakeholders.
The Debtors said they are required to make a payment in the amount
of $5 million to fund their employees' salaries on the first day of
the Chapter 11 cases. If the Debtors cannot satisfy their payroll
obligations on July 1, 2019, the Debtors will lose the support of
their employees and will not be able to continue as a going
concern.
July 1 Hearing
At the July 1 hearing on the first day motions at bankruptcy court
in Charleston, West Virginia, counsel to the Debtors, Stephen D.
Lerner of Squire Patton Boggs (US) LLP told Judge Frank W. Volk
that they are no longer pursuing the loan due to "unexpected
developments". He informed the judge that the source of the DIP
loan from Mr. Hoops were from the personal lines of credit that
were available to him, but the funds necessary to fund the proposed
loan were inappropriately frozen by United Bank.
"We don't have a DIP loan available to us because the bank is
depriving the DIP lender of the funds," Mr. Lerner said.
Mr. Lerner added the company may seek to have the Chapter 11 cases
converted to Chapter 7 liquidation.
"We don't have the availability to move forward because this
company cannot survive without the loan," he stated.
Joseph G. Bunn, of Steptoe & Johnson PLLC, counsel to United Bank,
said that the bank was only aware of the proposed Chapter 11 filing
Friday, June 28 and since that time, the bank was trying to reach
"some type of compromise and we just ran out of time." United Bank
is also a secured lender of the Company, owed $5 million on a
revolving line of credit (as of June 14, 2019) and a term loan in
the principal amount of $8.747 million.
Lifeline
On July 2, the Company submitted court filings saying that they
arranged a two-step process to obtain DIP financing, which if
approved, would avoid the conversion of the cases:
I. Step One: The Debtors seek immediate approval of the DIP
Loan to be funded by the DIP Lender, in the aggregate principal
amount of $20 million, which amount consists of (i) existing
prepetition revolving debt owed to the DIP Lender in the total
amount of $11.02 million, and (ii) the amounts totaling $16,800
paid by the DIP Lender on behalf of the Debtors to deliver payroll
checks of the Debtors to their Wyoming employees (collectively, the
"Roll-up"), with the remaining amount of $8.963 million being
loaned to the Debtors in a single advance upon approval of the loan
(the "DIP Loan New Money"). The terms of the DIP Loan from the DIP
Lender will remain as originally proposed, except for the
following: (i) the DIP Loan New Money will be subordinated in
priority to the Third Party DIP Loan, as defined below, and (ii)
the DIP Loan New Money will be secured by first liens and security
interests on all of property of Blackjewel L.L.C., thus priming the
liens currently held by Riverstone on the Riverstone Collateral and
the liens held by United Bank on the United Bank Collateral.
II. Step Two: The Debtors have obtained additional
debtor-in-possession financing from a new third party that is
substantially final as to its terms and is subject to the third
party's final internal approval which is expected no later than
July 3. The third party lender, who is not affiliated with the
Debtors or any of the Debtors’ officers and directors (the "Third
Party Lender") is expected to provide a DIP loan (the "Third Party
DIP Loan"). The Debtors expect to file a motion for approval of the
Third Party DIP Loan later [July 2] and will ask the Court to set a
hearing with respect to such loan for [July 3], subject to the
Court's availability. The expected terms of the Third Party DIP
Loan are the following: (i) the amount of the Third Party DIP Loan
is $15 million, (ii) the Third Party DIP Loan will be used to
purchase (a) United Bank's prepetition revolving line of credit
with an outstanding principal balance of $5 million and (b) United
Bank's term loan with an outstanding principal balance of $1.003
million, with the remaining amount being loaned to the Debtors in a
single advance upon court approval of the loan. In addition, the
Third Party DIP Loan will be secured by a first-priority priming
security interest in and continuing lien upon all property of
Blackjewel L.L.C. and will be senior to (i) the liens currently
held by Riverstone on the Riverstone Collateral, (ii) the liens
associated with the United Bank loans to be purchased by the Third
Party Lender, and (iii) the liens to be held by the DIP Lender with
respect to the DIP Loan New Money.
About Blackjewel L.L.C.
Blackjewel L.L.C.'s core business is mining and processing
metallurgical, thermal and other specialty and industrial coals.
Blackjewel operates 32 properties, including surface and
underground coal mines, preparation or wash plants, and loadouts or
tipples. Combined, Blackjewel and its affiliates hold more than 500
mining permits. Operations are located in the Central Appalachian
Basin in Virginia, Kentucky and West Virginia and the Powder River
Basin in Wyoming.
Blackjewel L.L.C. and four affiliates filed voluntary petitions
seeking relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
W.Va. Lead Case No. 19-30289) on July 1, 2019.
Blackjewel estimated $100 million to $500 million in asset and $500
million to $1 billion in liabilities as of the bankruptcy filing.
The Hon. Frank W. Volk is the case judge.
The Debtors tapped SQUIRE PATTON BOGGS (US) LLP as primary
bankruptcy and restructuring counsel; SUPPLE LAW OFFICE, PLLC as
local bankruptcy and restructuring counsel; FTI CONSULTING, INC. as
financial advisor; and JEFFERIES LLC as investment banker. Prime
Clerk LLC is the claims agent.
BLACKJEWEL LLC: Case Summary & 30 Largest Unsecured Creditors
-------------------------------------------------------------
Lead Debtor: Blackjewel L.L.C.
1051 Main Street
Milton, WV 25541
Business Description: The Debtors' core business is mining and
processing metallurgical, thermal and
other specialty and industrial coals.
Blackjewel, the primary operating Debtor,
operates 32 properties, including surface
and underground coal mines, preparation or
wash plants, and loadouts or tipples.
Combined, the Debtors and their non-Debtor
affiliates hold more than 500 mining
permits. The Debtors' operations are
located in the Central Appalachian Basin in
Virginia, Kentucky and West Virginia and the
Powder River Basin in Wyoming.
Chapter 11 Petition Date: July 1, 2019
Five affiliates that simultanoeusly filed voluntary petitions
seeking relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Blackjewel L.L.C. (Lead Case) 19-30289
Blackjewel Holdings, L.L.C. 19-30290
Revelation Energy Holdings, LLC 19-30291
Revelation Energy, LLC 19-30292
Revelation Management Corp. 19-30293
Court: United States Bankruptcy Court
Southern District of West Virginia (Huntington)
Judge: Hon. Frank W. Volk
Debtors'
Local Bankruptcy
and Restructuring
Counsel: Joe M. Supple, Esq.
SUPPLE LAW OFFICE, PLLC
801 Viand St.
Point Pleasant, WV 25550
Tel: 304.675.6249
Fax: 304.675.4372
Email: joe.supple@supplelaw.net
Debtors'
Primary
Bankruptcy and
Restructuring
Counsel: Stephen D. Lerner, Esq.
Nava Hazan, Esq.
Travis A. McRoberts, Esq.
SQUIRE PATTON BOGGS (US) LLP
201 E. Fourth St., Suite 1900
Cincinnati, Ohio 45202
Tel: 513.361.1200
Fax: 513.361.1201
Email: stephen.lerner@squirepb.com
nava.hazan@squirepb.com
travis.mcroberts@squirepb.com
- and -
Kyle F. Arendsen, Esq.
SQUIRE PATTON BOGGS (US) LLP
201 E. Fourth Street, Suite 1900
Cincinnati, OH 45202
Tel: 513.361.1200
Fax: 513.361.1201
Email: kyle.arendsen@squirepb.com
- and -
Maura P. McIntyre, Esq.
SQUIRE PATTON BOGGS (US) LLP
4900 Key Tower, 127 Public Square
Cleveland, OH 44114
Tel: 216.479.8500
Fax: 216.479.8790
Email: maura.mcintyre@squirepb.com
Debtors'
Financial
Advisor: FTI CONSULTING, INC.
Debtors'
Investment
Banker: JEFFERIES LLC
Debtors'
Claims,
Noticing,
Solicitation &
Balloting
Agent: PRIME CLERK LLC
https://cases.primeclerk.com/blackjewel
Estimated Assets: $100 million to $500 million
Estimated Liabilities: $500 million to $1 billion
The petitions were signed by Jeffrey A. Hoops, Sr., president and
CEO.
A full-text copy of Blackjewel L.L.C.'s petition is available for
free at:
http://bankrupt.com/misc/wvsb19-30289.pdf
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Department of the Interior-ONRR Royalties $60,058,947
Attn: Jessica Polacek
P.O. Box 25627
Denver, CO 80225-0627
Email: Jessica.polacek@onrr.gov
2. Campbell County Treasurer Taxes $37,085,803
Attn: Rachel Knust
P.O. Box 1027
Gillette, WY 82717
Email: rek03@ccgov.net
3. Wyoming Department Of Revenue Taxes $11,624,023
Herschler Building
2nd Floor West
122 West 25 th Street
Cheyenne, WY 82002-0110
Fax No. (307) 777-3632
4. Department of the Treasury Taxes $10,339,211
Internal Revenue Service
Cincinnati, OH 45999-0009
5. United Central Industrial Supply Trade $8,880,080
Attn: Henry Looney
P.O. Box 743849
Atlanta, GA 30374-3849
Email: henry.looney@unitedcentral.net
6. CAM Mining LLC Royalties $8,750,000
P.O. Box 1169
Pikeville, KY 41501
Fax: (606) 432-7378
7. Smith-Manus Surety Bonds $8,007,290
Attn: Brook Smith
2307 River Road, Suite 200
Louisville, KY 40206-5005
Email: bsmith@smith-manus.com
8. Austin Powder Company Trade $7,305,820
Attn: Mike Gleason
25800 Science Park Drive
Cleveland, OH 44122
Email: Mike.Gleason@austinpowder.com
9. Rockwood Casualty Insurance $6,530,881
Insurance Company
Ron Davidson
654 Main Street
Rockwood, PA 15557
Email: Ron.Davidson@rockwoodcasualty.com
10. Whayne Supply Company Trade $6,324,682
Attn: Joe Yoerg
Department 8326
Carol Stream, IL 60122
Email: Joseph_yoerg@whayne.com
11. United Industrial Trade $6,191,053
Services, Inc.
Attn: Kevin Wiley
P.O. Box D
101 Spruce Street,
Rich Creek, VA 24147
Email: skwunited@gmail.com
12. Contura Energy Trade $6,100,000
Attn: Andy Eidson
431 Running Right Way
Julian, WV 25529
Email: Andy.Eidson@conturaenergy.com
13. Kentucky State Treasurer Taxes $6,052,821
Attn: Stephen Crawford
211 Sower Boulevard
Frankfort, KY 40601
Email: Stephen.crawford@ky.gov
14. Wyoming Machinery Co. Trade $5,923,415
Attn: Jim Thorpen
P.O. Box 2335
Casper, WY 82602
Email: jcthorpen@wyomingcat.com
15. Uniper Global Commodities SE Trade $4,952,875
Attn: Martin Rozendaal
HolzstraBe 6 40221 Dusseldorf Germany
Email: Martin.Rozendaal@uniper.energy
16. NRP (Operating) LLC Royalties $4,725,491
Attn: Greg Wooten
Lockbox 2495
Columbus, OH 43260
Email: gwooten@wpplp.com
17. Aquatic Resources Management Envir. $4,065,845
Attn: Josh Howard
2554 Palumbo Drive
Lexington KY 40509
Email: jhoward@aquaticresources.us
18. Jones Oil Company, Inc. Trade $3,778,116
Attn: Earl Jones/ Mike Jones
P.O. Box 3427
Pikeville, KY 41502
Email: mjones@jonesoilco.com
19. Fairmont Supply Company Trade $3,751,806
Attn: Tony Dodds
75 Remittance Drive, Dept. 1404
Chicago, IL 60675-1404
Email: tonydodds@fairmontsupply.com
20. Jennmar Corporation of Virginia Trade $3,220,649
Tony Calandra
PO. Box 603800
Charlotte, NC 28260-3800
Attn: tcalandra@jennmar.com
21. Walker Machinery Trade $2,712,802
Attn: Joe Yoerg
1400 DuPont Avenue
Belle, WV 25015
Email: Joseph_Yoerg@whayne.com
22. Triple H Real Estate, LLC Royalties $2,545,224
Attn: Brent Walls
1051 Main Street, Suite 100
Milton, WV 25541
Email: Brent.walls@walls-cpa.com
23. Republic Superior Products, LLC Trade $2,239,825
Attn: Dennis Meredith
13993 E KY
550 P.O. Box 189
Lackey, KY 41643
Email: Dennis.meredith@rsproducts.us
24. Dept. of Treasury Taxes $2,190,578
Office of Surface Mining
Attn: Duane Holliman
P.O. Box 979068
St. Louis, MO 63197-9000
Email: dholliman@osmre.gov
25. Jones Petroleum Services Trade $1,919,080
Attn: Earl Jones/ Mike Jones
P.O. Box 4276
Pikeville, KY 41502-4276
Email: mjones@jonesoilco.com
26. Javelin Commodities (UK) Ltd. Trade $1,791,678
Attn: Peter Bradley
Manning House
22 Carlisle Place
London SW1P 1JA
Email: Peter.Bradley@Javelincommodities.com
27. JM Conveyors Trade $1,771,852
P.O. Box 640339
Pittsburgh, PA 15264
Fax No. (412)963-8099
28. Kentucky River Royalties $1,744,442
Properties, LLC
P.O. Box 633650
Cincinnati, OH 45263
Fax No. (859) 255-9362
29. Virginia Department of Taxation Taxes $1,628,057
1957 Westmoreland Street
Richmond, VA 23230
Fax No. (804) 254-6111
30. Cook Tire, Inc. Trade $1,509,957
Attn: Teddy Cook
P.O. Box 970
London, KY 40743-0970
Email: connie@cooktireinc.com
BLUE EAGLE FARMING: BA Opposes OK of Plans, Disclosure Statements
-----------------------------------------------------------------
The Bankruptcy Administrator for the Northern District of Alabama
filed an objection to Blue Eagle Farming, LLC and affiliates'
disclosure statements.
The BA complains that both Disclosure Statements and Plans have the
same apparent errors in referring to the "United States Trustee"
when it should be "U.S. Bankruptcy Administrator."
Both Disclosure Statements appear to have an inaccuracy as to the
claims bar date in the Section "Parties in Interest Entitled to
Vote."
Both Disclosure Statements and Plans contemplate establishment of a
Johnson Trust and a Plan Trustee, operated and managed in
accordance with among other things, a "Trust Agreement." However,
no Trust Agreement is contained in either the Disclosure Statement
or Plan. The B.A. believes that the Trust Agreement is necessary to
provide "adequate information" to affected parties.
The Plans appear to violate the absolute priority rule. The
Bankruptcy Administrator recognizes that a violation of the
absolute priority rule is a confirmation issue. However, the
Bankruptcy Administrator has elected to raise that issue now so as
to give the plan proponents an opportunity to address as early as
possible a potential violation of the absolute priority rule.
A copy of the BA's Objection is available at
https://tinyurl.com/y6s5xe4x from Pacermonitor.com at no charge.
The Troubled Company Reporter previously reported that under Blue
Eagle and affiliates' plan, unsecured creditors will be
beneficiaries of the Johnson Trust. Under Robert Bradford Johnson's
plan, property in the Debtor's Estate as of the Effective Date will
be transferred to the Johnson Trust.
A copy of Blue Eagle's Disclosure Statement dated May 3, 2019 is
available at https://tinyurl.com/y5pyt8w5 from Pacermonitor.com at
no charge.
A copy of the Johnson's Disclosure Statement dated May 3, 2019 is
available at https://tinyurl.com/y4rpgvke from Pacermonitor.com at
no charge.
About Blue Eagle Farming
Blue Eagle Farming and H J Farming are engaged in the business of
cattle ranching and farming. Blue Smash Investments operates in
the financial investment industry; War-Horse Properties manages
companies and enterprises; Eagle Ray Investments and Forse
Investments are lessors of real estate while Armor Light, LLC, is
engaged in the business of residential building construction.
Blue Eagle Farming, LLC, and its affiliate H J Farming, LLC, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D.
Ala. Case Nos. 18-02395 and 18-02397) on June 8, 2018.
On June 9, 2018, five Blue Eagle affiliates filed Chapter 11
petitions: Blue Smash Investments LLC, Eagle Ray Investments LLC,
Forse Investments LLC, Armor Light LLC, and War-Horse Properties,
LLLP (Bankr. N.D. Ala. Case Nos. 18-81707 to 18-81711). The cases
are jointly administered under Case No. 18-02395.
In the petitions signed by Robert Bradford Johnson, general partner
of Blue Eagle Farming, LLC's sole owner, Blue Eagle estimated $1
million to $10 million in assets and $100 million to $500 million
in liabilities as of the bankruptcy filing.
Judge Tamara O. Mitchell presides over the cases.
Burr & Forman LLP is the Debtors' legal counsel.
BRISTOW GROUP: Signs RSA With Secured and Unsecured Noteholders
---------------------------------------------------------------
Bristow Group Inc. on June 28, 2019, disclosed that as part of its
previously-filed Chapter 11 cases in the U.S. Bankruptcy Court for
the Southern District of Texas, the Company has entered into an
amended and restated restructuring support agreement (the "Amended
RSA") with certain of the Company's secured and unsecured
noteholders, who have committed, as part of the transaction, to
fund a new debtor-in-possession ("DIP") facility. This broad and
consensual financing package will help to de-lever the Company's
balance sheet and fund its global operations and continued
investments in safety and reliability through the reorganization
process and beyond.
L. Don Miller, President and Chief Executive Officer of Bristow,
said, "We have successfully brought together holders of both our
Secured Notes and our Unsecured Notes to achieve a meaningful
milestone in our reorganization, and one that positions Bristow for
a timely emergence from Chapter 11. Upon completion of this
recapitalization, we will have a much stronger balance sheet with
significantly lower debt levels and improved liquidity, which will
enable us to continue to fund operations through the reorganization
process and position Bristow to be an even better business partner,
employer and trusted service provider in the future. This will
continue to be a seamless transition for our clients, as we
continue to operate as usual throughout our global organization,
and remain steadfast in our commitment to delivering safe, reliable
and professional service."
Amended and Restated RSA
The terms of the Amended RSA among Bristow, a group of holders
representing approximately 89.84% of Bristow's 8.75% Senior Secured
Notes due 2023 (the "Secured Notes") and a group of holders
representing approximately 54.54% of Bristow's 6.25% Senior Notes
due 2022 and 4.50% Convertible Senior Notes due 2023 combined
(together, the "Unsecured Notes") are contained in an exhibit to
the Amended RSA (the "Restructuring Term Sheet").
Key terms of the Amended RSA and the Restructuring Term Sheet are
as follows:
* Certain holders of the Secured Notes and the Unsecured Notes
will commit to backstop $40 million and $360 million, respectively,
of a total $400 million new money rights offering (the "Rights
Offering") to purchase new equity interests (the "Reorganized
Equity") in the reorganized Company, subject to the negotiation and
execution of a definitive backstop commitment agreement;
* Each holder of a claim on account of the Unsecured Notes that
is an accredited investor will receive Reorganized Equity and the
right to participate in up to $360 million of the Rights Offering,
and non-accredited investor holders will receive a specified cash
payment, and the Unsecured Notes will be canceled and discharged;
and
* Each holder of a claim on account of the Secured Notes will
receive, at the holder's election, (a) payment in full in cash or
(b) cash equal to 98% of such holder's claims and the right to
participate in up to $40 million of the Rights Offering.
New DIP Facility
As previously announced, prior to Bristow's Chapter 11 filing,
certain holders of the Secured Notes provided a commitment for a
$75 million debtor-in-possession ("DIP") facility that would be
available upon Court approval (the "Original DIP Facility"). On
June 26, 2019, the Company entered into a new commitment letter,
pursuant to which certain holders of the Secured Notes and the
Unsecured Notes agreed to provide the Company with a superpriority
senior secured DIP term loan facility in an aggregate principal
amount of $150 million (the "New DIP Facility"), with 50% funded by
such holders of the Secured Notes and 50% funded by such holders of
the Unsecured Notes (the "New DIP Facility Commitment"). The
commitment for the Original DIP Facility shall remain outstanding,
pending Court approval of the New DIP Facility Commitment. Claims
under the New DIP Facility will be satisfied and discharged in full
in exchange for Reorganized Equity.
Approximately $75 million of the New DIP Facility will be used to
pay down amounts outstanding under the Secured Notes and the
remainder will be used for general corporate purposes. This
financing package provides Bristow with capital that enables the
Company to fund its global operations and make continued
investments in safety and reliability during the Chapter 11
reorganization proceedings.
The Amended and Restated RSA and the New DIP Facility are subject
to approval by the Bankruptcy Court, which has not yet been
obtained.
Baker Botts L.L.P. and Wachtell, Lipton, Rosen & Katz are serving
as the Company's legal counsel and Alvarez & Marsal is serving as
the Company's restructuring advisor. Houlihan Lokey is serving as
financial advisor to the Company.
Davis Polk & Wardwell LLP is serving as legal counsel and PJT
Partners is serving as financial advisor to certain holders of the
Secured Notes. Kirkland & Ellis LLP is serving as legal counsel
and Ducera Partners LLC and Seabury Corporate Advisors LLC are
serving as financial advisors to certain holders of the Unsecured
Notes.
About Bristow Group
Bristow Group Inc. (OTC: BRSWQ) -- http://www.bristowgroup.com/--
provides industrial aviation and charter services to offshore
energy companies in Europe, Africa, the Americas, and the Asian
Pacific. It also provides search and rescue services for
governmental agencies and the oil and gas industry. Headquartered
in Houston, Bristow Group employs approximately 3,000 individuals
around the world.
Bristow Group and its affiliates sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 19-32713) on
May 11, 2019. As of Sept. 30, 2018, the Debtors had $2.861 billion
in assets and $1.886 billion in liabilities.
The cases are assigned to Judge David R. Jones.
The Debtors tapped Baker Botts LLP as bankruptcy counsel; Wachtell,
Lipton, Rosen & Katz as co-counsel with Baker Botts; Alvarez &
Marsal and Houlihan Lokey Capital, Inc., as financial advisors; and
Prime Clerk LLC as claims, noticing and solicitation agent.
C. LEWIS ENTERPRISES: Plan, Disclosures Hearing Set for Aug. 14
---------------------------------------------------------------
Bankruptcy Judge Cynthia A. Norton issued an order conditionally
approving C. Lewis Enterprises, LLC's disclosure statement
referring to a chapter 11 plan.
August 14, 2019 at 11:00 a.m. is fixed for the hearing on final
approval of the disclosure statement and for the hearing on
confirmation of the plan.
July 23, 2019 is the deadline for filing objections to the
disclosure statement or plan confirmation and submitting ballots
accepting or rejecting the plan.
The Troubled Company Reporter previously reported that general
Unsecured Creditors are impaired and will receive payment of 90% of
their Allowed Claims over 60 months. The payments will be made in
equal monthly payments on the 10th day of the month following the
Order of Confirmation and will continue to be due on the 10th day
of each month thereafter until paid as called for by the Plan.
A full-text copy of the Disclosure Statement dated June 13, 2019,
is available at https://tinyurl.com/y2b2r7dr from PacerMonitor.com
at no charge.
C. Lewis Enterprises, LLC, filed a Chapter 11 Petition (Bankr. W.D.
Mo. Case No. 19-60287) on March 20, 2019, and is represented by
James M. Poe, Esq.
C. LEWIS ENTERPRISES: Swearingin Couple Objects to Plan Disclosures
-------------------------------------------------------------------
Rickie and Patricia Swearingin, a secured creditor of C. Lewis
Enterprises, LLC, objects to adequacy of the Disclosure Statement
and confirmation of the Chapter 11 Plan.
The Swearingins assert that the Debtor neglects to acknowledge the
income it receives from oil wells and other cash from business
besides sales.
The Swearingins point out that the Debtor continues to not abide by
the orders of the court and not only using the funds to pay bills
not from the DIP account but does so without funds available for
the checks to clear.
The Swearingins complain that the Debtor has still not provided the
amendments that were asked of by Mr. Mueller during the creditors
meeting nor of my request twice from Mr. Poe.
C. Lewis Enterprises, LLC, filed a Chapter 11 Petition (Bankr. W.D.
Mo. Case No. 19-60287) on March 20, 2019, and is represented by
James M. Poe, Esq.
CAMELOT CLUB: $52K Sale of Atlanta Condo Unit 811 Approved
----------------------------------------------------------
Judge Wendy L. Hagenau of the U.S. Bankruptcy Court for the
Northern District of Georgia authorized Camelot Club Condominium
Association, Inc.'s sale of Condo Unit 811, 811 Camelot Drive,
Atlanta, Georgia to Walter Bowers for $52,000.
The Order does not provide for the sale of the Unit free and clear
of liens and the consent of the lienholder will be necessary to
sell the Unit free of a lien.
The terms and conditions of the Order will be immediately effective
and enforceable upon its entry. The stay otherwise imposed by
Bankruptcy Rule 6004(h) is waived.
Per agreement by and between the Debtor and the City of Atlanta
Watershed Management which asserts a lien against the Debtor for
outstanding water and sewer bills, for purposes of this transaction
only, the parties have agreed that upon closing the proceeds will
be disbursed as follows: (i) 50% of the net proceeds will be paid
directly to the City of Atlanta Watershed Management at the address
listed below, and applied to the monthly plan payments due and
owing with respect to the unsecured claim, (ii) 25% of the net
proceeds will be remitted to the City of Atlanta and applied to
reduce its post-petition administrative expense claim; and (iii)
the remaining 25% of the proceeds will be remitted to Debtor's
bankruptcy counsel to be held for payment of Court approved
bankruptcy counsel fees and expenses.
Disbursement made to City of Atlanta Watershed Management will be
remitted to: City of Atlanta Dept of Watershed Management, Attn:
James Ray (Collections), 72 Marietta Street 9th Floor, Atlanta, GA
30303
Disbursement to M. Denise Dotson, LLC will be remitted to: M.
Denise Dotson, LLC, P.O. Box 435, Avondale Estates, GA 30002
About Camelot Club
Camelot Club Condominium Association, Inc. is a nonprofit
condominium association managed by a seven-member board. The
Camelot Club Condominium, which consists of approximately 338
units, is located at 5655 Old National Highway, College Park,
Georgia.
Camelot Club Condominium Association filed a Chapter 11 petition
(Bankr. N.D. Ga. Case No. 16-68343) on Oct. 13, 2016. In the
petition signed by Kenneth Harris, CEO, the Debtor estimated assets
of $1 million to $10 million and liabilities of less than $50,000.
M. Denise Dotson, Esq., in Atlanta, Georgia, is the Debtor's
counsel.
CAPITAL RIVER: Plan Outline Hearing Scheduled for July 25
---------------------------------------------------------
Bankruptcy Judge Rebecca B. Connelly will convene a hearing on July
25, 2019 at 11:00 a.m. to consider approval of Capital River, LLC's
disclosure statement.
July 18, 2019 is fixed as the last date for filing and serving
written objections to the Disclosure Statement.
The Troubled Company Reporter previously reported that the General
Unsecured Claim(s) will be paid, to the extent funds are available,
from net proceeds of the sale of the Debtor's real estate after
payment of Classes 1, 2, and 3.
A full-text copy of the Disclosure Statement dated June 12, 2019,
is available at https://tinyurl.com/y4bdeqlw from PacerMonitor.com
at no charge.
About Capital River
Based in Huntersville, North Carolina, Capital River, LLC, a Single
Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)), whose
principal assets are located at Lot 1-15, Bella Vista Estates
Orange, VA 22960, filed a voluntary Chapter 11 petition (Bankr.
W.D. Va. Case No. 19-60555) on March 14, 2019, and is represented
Andrew S. Goldstein, Esq., at Magee Goldstein Lasky & Sayers, P.C.,
in Roanoke, Virginia. The case is assigned to Hon. Rebecca B.
Connelly.
At the time of filing, the Debtor had estimated assets and
liabilities of $1 million to $10 million.
The petition was signed by Bradley J. Church as member of BJC
Holdings, LLC and Charles B. Payne as member of CBP Holdings, LLC.
CAT ISLAND INVESTORS: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Cat Island Investors, Inc.
950 E. State Highway, Suite 160
Southlake, TX 76092
Business Description: Cat Island Investors Inc. is a privately
held company whose principal assets are
located at 8 Waveland Ave., Beaufort, SC
29907.
Chapter 11 Petition Date: June 30, 2019
Court: United States Bankruptcy Court
Northern District of Texas (Ft. Worth)
Case No.: 19-42647
Judge: Hon. Edward L. Morris
Debtor's Counsel: John C. Leininger, Esq.
SHAPIRO BIEGING BARBER OTTESON LLP
5430 LBJ Freeway, Suite 1540
Dallas, TX 75240
Tel: (214) 377-0146
E-mail: jcl@sbbolaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $100,000 to $500,000
The petition was signed by Richard Woods, authorized
representative.
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/txnb19-42647.pdf
CHATTANOOGA MOTORS: Taps Chambliss Bahner as Legal Counsel
----------------------------------------------------------
Chattanooga Motors, LLC, and LoanSpot, LLC, received approval from
the U.S. Bankruptcy Court for the Eastern District of Tennessee to
hire Chambliss, Bahner & Stophel, P.C. as their legal counsel.
The firm will provide services in connection with the Debtors'
Chapter 11 cases, which include legal advice regarding their powers
and duties under the Bankruptcy Code; negotiation with creditors;
the preparation of a reorganization plan; examination of claims;
and representation in adversary proceedings.
The attorneys and paralegal designated to handle the cases are:
Harold North Jr. Attorney $400
Jeffrey Maddux Attorney $325
Grayson Chambers Attorney $240
Peggy Bates Paralegal $180
Chambliss received a retainer of $20,000 prior to the Debtors'
bankruptcy filing.
Jeffrey Maddux, Esq., at Chambliss, disclosed in court filings that
his firm does not represent any interest adverse to the Debtors and
their bankruptcy estates.
The firm can be reached through:
Jeffrey W. Maddux, Esq.
Chambliss, Bahner & Stophel, P.C.
Liberty Tower, Suite 1700
605 Chestnut Street
Chattanooga, TN 37450
Tel: 423-757-0296
Fax: 423-508-1296
Email: jmaddux@chamblisslaw.com
About Chattanooga Motors and LoanSpot
Chattanooga Motors, LLC -- http://chattanoogamotors.com/-- is a
used car dealer in Chattanooga, Tenn. LoanSpot LLC --
http://www.loanspot.us/-- is a finance company for customers who
purchase cars from Chattanooga Motors.
Chattanooga Motors and LoanSpot sought protection under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Tenn. Case Nos. 19-11975 and
19-11976) on May 13, 2019. At the time of the filing, each Debtor
disclosed assets of between $1 million and $10 million and
liabilities of the same range.
CLARE OAKS: Seeks to Hire Polsinelli as Legal Counsel
-----------------------------------------------------
Clare Oaks seeks approval from the U.S. Bankruptcy Court for the
Northern District of Illinois to hire Polsinelli PC as its legal
counsel.
The firm will provide services in connection with the Debtor's
Chapter 11 case, which include legal advice regarding its powers
and duties under the Bankruptcy Code; assistance with respect to
the disposition of its assets; and the preparation of a plan of
reorganization.
The firm's hourly rates are:
Shareholders $450 - $940
Associates $250 - $450
Paraprofessionals $180 - $250
Polsinelli received a retainer in the total amount of $400,000.
Jeremy Johnson, Esq., a shareholder of Polsinelli, disclosed in
court filings that the firm is "disinterested" as defined in
Section 101(14) of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Johnson disclosed that his firm has not agreed to a variation of
its standard or customary billing arrangements for its employment
with the Debtor, and that no professional at the firm has varied
his rate based on the geographic location of the Debtor's
bankruptcy case.
The attorney also disclosed that the Debtor has provided an
estimated budget and staffing plan in connection with the cash
collateral financing budget.
Prior to the bankruptcy filing, Polsinelli represented the Debtor
in its restructuring and sale efforts as well as certain
operational and contract review matters. The firm charged the
Debtor a blended rate of $490 for attorneys and $195 for paralegals
on the restructuring and sale efforts, and a blended rate of $390
for all timekeepers on the operational and contract review matters.
Polsinelli intends to charge its normal hourly rates during the
Debtor's case, Mr. Johnson disclosed in court filings.
Polsinelli can be reached through:
Jean Soh, Esq.
Polsinelli PC
150 N. Riverside Plaza, Suite 3000
Chicago, IL 60606
Telephone: (312) 819-1900
Facsimile: (312) 819-1910
jsoh@polsinelli.com
-- and --
Jeremy R. Johnson, Esq.
Polsinelli PC
600 3rd Avenue, 42nd Floor
New York, NY 10016
Telephone: (212) 684-0199
Facsimile: (212) 684-0197
jeremy.johnson@polsinelli.com
-- and --
Lindsi M. Weber, Esq.
Polsinelli PC
One East Washington St., Suite 1200
Phoenix, AZ 85004-2568
Telephone: (602) 650-2064
Facsimile: (602) 264-7033
lweber@polsinelli.com
About Clare Oaks
Clare Oaks -- https://www.clareoaks.com/ -- is a not-for-profit
corporation that operates a continuing care retirement community.
Its facilities and services include independent living, assisted
living, skilled nursing, rehabilitation, and memory care services.
The Debtor previously sought bankruptcy protection on Dec. 5, 2011
(Bankr. N.D. Ill. Case No. 11-48903).
Clare Oaks sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ill. Case No. 19-16708) on June 11, 2019. At the
time of the filing, the Debtor estimated assets of between $10
million and $50 million and liabilities of between $100 million and
$500 million.
The case is assigned to Judge Donald R. Cassling.
The Debtor tapped Polsinelli PC as legal counsel; Solic Capital
Advisors LLC as financial advisor; and Stretto LLC as claims and
balloting agent and as administrative advisor.
CLARE OAKS: U.S. Trustee Forms 7-Member Committee
-------------------------------------------------
The Office of the U.S. Trustee on June 28 appointed seven creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 case of Clare Oaks.
The committee members are:
(1) Rehab Care Group, Inc.
c/o Margie Daniels
7733 Forsyth Blvd., Suite 1700
Clayton, MO 63105
(2) Estate of Francis E. Powers
(3) Harold B. Koenen
(4) Leonard Labiak
(5) Patricia Napolitano
(6) Bright Star Care of Central DuPage-Wheaton
c/o Leonard Sanchez
416 E. Roosevelt Road, Suite 105
Wheaton, IL 60187
(7) Fifield Family Trust
c/o Laura Kamienski
Farmers State Bank, Trustee
1240 8th Ave.
Marion, IA
Notices of appearance were filed by David J. Gold, Esq. --
DGold@perkinscoie.com -- Yasamin N. Oloomi, Esq. --
YOloomi@perkinscoie.com -- and Eric E. Walker, Esq. --
EWalker@perkinscoie.com -- at Perkins Coie, in Chicago, Illinois,
on behalf of the Creditors' Committee.
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Clare Oaks
Clare Oaks -- https://www.clareoaks.com/ -- is a not-for-profit
corporation that operates a continuing care retirement community.
Its facilities and services include independent living, assisted
living, skilled nursing, rehabilitation, and memory care services.
The Debtor previously sought bankruptcy protection on Dec. 5, 2011
(Bankr. N.D. Ill. Case No. 11-48903).
Clare Oaks sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ill. Case No. 19-16708) on June 11, 2019. At the
time of the filing, the Debtor had estimated assets of between $10
million and $50 million and liabilities of between $100 million and
$500 million.
The case has been assigned to Judge Donald R. Cassling.
The Debtor tapped Polsinelli PC as legal counsel; Solic Capital
Advisors LLC as financial advisor; and Stretto LLC as claims and
balloting agent and as administrative advisor.
CLARKSBURG MEDICAL: Unsecureds to Get 46% in Quarterly Installments
-------------------------------------------------------------------
Clarksburg Medical Center, Inc., filed a Chapter 11 and
accompanying disclosure statement.
Class 3: (General Unsecured Claims) ($149,183.12) are impaired. In
full and final satisfaction and discharge of each Allowed Class 3
Claim, each Holder of an Allowed Class 3 Claim shall receive 46% of
their Allowed Claims, in cash, in quarterly installments beginning
on the Effective Date, followed by quarterly payments paid no later
than the fifth day of each calendar quarter for a period of five
(5) years.
Class 2: (Allowed Secured Claim of Itria Ventures, LLC) ($6,900.00)
are impaired. Class 2 consists of the Allowed Secured Claim of
Itria Ventures, LLC in the estimated amount of approximately
$6,900.00 pursuant to that certain Future Receivables Sale
Agreement dated May 31, 2018. The Holder of the Class 2 Claim shall
be paid in monthly installments of $2,724.00, beginning on the
Effective Date, and continuing until the Class 2 Allowed Secured
Claim is paid in full.
Class 4: (Equity Interests in Clarksburg Medical) are impaired. The
New Value contribution allows the Equity holders to purchase the
Equity Interest(s) in the Reorganized Debtor. The United States
Supreme Court has held that such efforts must be subject to
competing bids from the open market. Therefore, anyone may purchase
the Equity Interest of the Reorganized Debtor by submitting a
higher bid for such interest. Holders of Equity Interests in Class
4 will not retain or acquire any property under the Plan on account
of their Equity Interests. As such, Class 4 is deemed to reject the
Plan.
The Plan will be funded from business operations.
A full-text copy of the Disclosure Statement dated June 20, 2019,
is available at https://tinyurl.com/yxhw62kc from PacerMonitor.com
at no charge.
Steven L. Goldberg, Esq., and Christopher L. Hamlin, Esq., at
McNamee, Hosea, Jernigan, Kim, Greenan & Lynch, P.A., in Greenbelt,
Maryland, filed the Plan on behalf of the Debtor.
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.
COMMUNITY BUILDERS: Taps Joel M. Aresty as Legal Counsel
--------------------------------------------------------
Community Builders and Capital Development, Inc., received approval
from the U.S. Bankruptcy Court for the Southern District of Florida
to hire Joel M. Aresty P.A. as its legal counsel.
The firm will provide services in connection with the Debtor's
Chapter 11 case, which include legal advice regarding its powers
and duties under the Bankruptcy Code and negotiation with creditors
in the preparation of a bankruptcy plan.
Joel Aresty, Esq., disclosed in court filings that he and his firm
do not represent any interest adverse to the Debtor and its
bankruptcy estate.
The firm can be reached through:
Joel M. Aresty, Esq.
Joel M. Aresty P.A.
309 1st Ave. S
Tierra Verde, FL 33715
Tel: 305.904-1903
Fax: 800-559-1870
Email: aresty@mac.com
aresty@icloud.com
About Community Builders and
Capital Development Inc.
Community Builders and Capital Development, Inc., a tax-exempt
charitable organization in Opa Locka, Fla., sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
19-16724) on May 22, 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
Robert A. Mark. Joel M. Aresty P.A. is the Debtor's legal counsel.
COMMUNITY BUILDERS: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------
The U.S. Trustee, until further notice, will not appoint an
official committee of unsecured creditors in the Chapter 11 case of
Community Builders and Capital Development, Inc., according to
court dockets.
About Community Builders and
Capital Development Inc.
Community Builders and Capital Development, Inc., a tax-exempt
charitable organization in Opa Locka, Fla., sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
19-16724) on May 22, 2019. At the time of the filing, the Debtor
disclosed assets of between $1 million and $10 million and
liabilities of the same range.
The case has been assigned to Judge Robert A. Mark. Joel M. Aresty
P.A. is the Debtor's legal counsel.
COOPER TIRE: S&P Affirms 'BB' Senior Unsecured Note Rating
----------------------------------------------------------
S&P Global Ratings affirmed its 'BB' issue-level rating on Findlay,
Ohio-based Cooper Tire & Rubber Co.'s senior unsecured notes. The
recovery rating on this debt is '4', indicating S&P's expectation
that lenders would receive average (30%-50%) recovery in the event
of a payment default. At the same time, S&P's rounded recovery
estimate was revised to 35% from 40%.
The company is amending its credit agreement to extend the maturity
date of its revolving credit facility to June 27, 2024 (unrated),
and increase the commitment of the revolver by $100 million to $500
million. At the same time, it is adding a $200 million delayed-draw
term loan due June 27, 2024 (unrated), to the facility. S&P expects
the proceeds from the new term loan will be used to repay the
amount outstanding under its existing 8% senior unsecured notes due
in December 2019. Once the senior unsecured notes are repaid, S&P
will discontinue the ratings on these notes.
S&P's 'BB' issuer credit rating on Cooper Tires reflects the
company's level of debt leverage and cash flow, as well as its
competitive position in both the replacement and original equipment
tire markets.
ISSUE RATINGS—RECOVERY ANALYSIS
Key analytical factors:
-- S&P's simulated default scenario assumes Cooper's cash flow is
impaired by weakened demand for replacement tires, higher raw
material costs, a loss of market share as a result of significant
competitive pressures, and continued high plant investment.
-- Under S&P's default scenario, Cooper's 2024 EBITDA would be
substantially less than the level reported for the 12 months ended
December 2018. At this point, EBITDA would be less than the
company's requirements for cash interest payments and routine
capital-expenditures.
-- S&P valued the company on a going concern basis using a 5x
multiple of its projected emergence EBITDA, in line with industry
comparisons.
Simulated default assumptions:
-- Simulated year of default: 2024
-- EBITDA at emergence: $166 million
-- EBITDA multiple: 5x
Simplified waterfall:
-- Net enterprise value (after 5% administrative costs): $620
million
-- Valuation split (obligors/nonobligors): 60%/40%
-- Priority claims: $0 million
-- Collateral value available to secured creditors: $509 million
-- Secured first-lien debt: $625 million
-- Recovery expectations: Not applicable
-- Total value available to unsecured claims: $110 million
-- Senior unsecured debt and pari passu claims: $162 million/$121
million
-- Recovery expectations: 30%-50%; rounded estimate: 35%
Note: All debt amounts include six months of prepetition interest.
The collateral value equals asset pledge from obligors after
priority claims plus equity pledge from nonobligors after
nonobligor debt.
RATINGS LIST
Cooper Tire & Rubber Co.
Issuer Credit Rating BB/Stable/--
Rating Affirmed; Recovery Estimate Revised
Cooper Tire & Rubber Co.
To From
Senior Unsecured BB BB
Recovery Rating 4 (35%) 4 (40%)
CSC HOLDINGS: S&P Rates $750MM Unsecured Notes 'B'
--------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '6'
recovery rating to Long Island City-based cable provider CSC
Holdings LLC's proposed $750 million unsecured notes due 2030. The
'6' recovery indicates S&P's expectation of negligible recovery
(0%-10%; rounded estimate: 0%) to lenders in the event of a payment
default. The company will use proceeds to existing repay revolver
borrowings of about $625 million.
The 'BB-' issuer credit rating on parent Altice USA Inc. is
unchanged as this is a leverage-neutral transaction that will
moderately improve the company's liquidity position. S&P said, "Our
stable outlook continues to incorporate an expectation for
deleveraging in the coming months, such that S&P Global
Ratings'-adjusted leverage approaches 5.0x by the end of 2019 from
about 5.5x for the last-12-months ended March 31, 2019. We expect
improvement to come from continued EBITDA growth stemming from
rising high-margin broadband and free operating cash flow of at
least $1.35 billion in 2019. We also expect management will be
disciplined in its approach to share repurchases, such that
company-calculated leverage is restored to between 4.5x-5.0x from
5.25x for the last two quarters annualized, consistent with its
stated leverage target."
Ratings List
CSC Holdings LLC
Issuer Credit Rating BB-/Stable
New Rating
CSC Holdings LLC
Senior Unsecured
US$750 mil nts due 01/15/2030 B
Recovery Rating 6(0%)
DELTAVILLE BOATYARD: July 26 Plan Confirmation Hearing
------------------------------------------------------
The Bankruptcy Court conditionally approved the Joint Amended
Disclosure Statement pursuant to Section 1125 of the Bankruptcy
Code for each of the Plans of Reorganization filed by Deltaville
Boatyard, LLC, and its debtor affiliates.
The hearing on final approval of the Disclosure Statement and
confirmation of the Plans and of such objections as may be made
thereto will be held on July 26, 2019, at 11:00 AM in, the United
States Bankruptcy Court, Courtroom 5100, 701 East Broad Street,
Richmond, VA 23219.
July 19, 2019, is fixed as the last day for filing written
acceptances or rejections of the Plans.
About Deltaville Boatyard
Deltaville Boatyard, LLC, is the entity that operates a world
renowned boat yard and marina in Deltaville, Virginia. Boatyard
Rentals, LLC, is the entity that owns the yard, and Deltaville
Marina, LLC, is the entity that owns the marina.
Boatyard Rentals, Deltaville Marina, and Deltaville Boatyard filed
Chapter 11 petitions (Bankr. Case Nos. 16-35389, 16-35390, and
16-35974, respectively) on Nov. 2, 2016.
In the petitions signed by Kieth Ruse, manager, Boatyard Rentals
estimated assets of less than $1 million and liabilities of $1
million to $10 million. Deltaville Marina estimated both assets
and liabilities of $1 million to $10 million at the time of the
filing. Deltaville Boatyard estimated assets of less than $500,000
and liabilities of $1 million to $10 million.
Boatyard Rentals and Deltaville Boatyard' cases are assigned to
Judge Keith L. Phillips. Deltaville Marina's case is assigned to
Judge Kevin R. Huennekens.
The Debtors are represented by Paula S. Beran, Esq., at Tavenner &
Beran, PLC.
DELTAVILLE BOATYARD: Plan and Disclosures Hearing Set for July 26
-----------------------------------------------------------------
Bankruptcy Judge Keith L. Phillips conditionally approved
Deltaville Boayard LLC and affiliates' joint amended disclosure
statement explaining each of the entities' plans of
reorganizations.
July 19, 2019 is fixed as the last day for filing written
acceptances or rejections of the plans, and the last day for filing
and serving written objections to the disclosure statement and
confirmation of the plans.
July 26, 2019 at 11:00 a.m. is fixed for the hearing on final
approval of the disclosure statement and for the hearing on
confirmation of the plans.
The Troubled Company Reporter previously reported that Class 8
under the joint amended plan consists of General Unsecured Claims
for all of the Deltaville Entities including the Deficiency Claim
of SummitBridge. Except to the extent that the Holder of a Claim in
Class 8 agrees to less favorable treatment, each Holder other than
SummitBridge of an Allowed Unsecured Claim, not otherwise treated
in another Class, will receive its pro-rata share of the GUC
Designation from Deltaville Boatyard on each Distribution Date
commencing on the third Distribution Date until the value of (a)
such Allowed Unsecured Claims have been paid in full or (b) the
eighth Distribution Date. The Deficiency Claim of SummitBridge will
be waived on the Effective Date of this Plan. Intercompany
Obligations will not participate in the distributions but instead
will be carried on the books and records of each Deltaville Entity
in a manner that is appropriate under the Tax Code of the United
States of America.
A copy of the Joint Amended Disclosure Statement is available at
https://tinyurl.com/y5ag8ph8 from Pacermonitor.com at no charge.
About Deltaville Boatyard
Deltaville Boatyard, LLC, is the entity that operates a world
renowned boat yard and marina in Deltaville, Virginia. Boatyard
Rentals, LLC, is the entity that owns the yard, and Deltaville
Marina, LLC, is the entity that owns the marina.
Boatyard Rentals, Deltaville Marina, and Deltaville Boatyard filed
Chapter 11 petitions (Bankr. Case Nos. 16-35389, 16-35390, and
16-35974, respectively) on Nov. 2, 2016.
In the petitions signed by Kieth Ruse, manager, Boatyard Rentals
estimated assets of less than $1 million and liabilities of $1
million to $10 million. Deltaville Marina estimated both assets
and liabilities of $1 million to $10 million at the time of the
filing. Deltaville Boatyard estimated assets of less than $500,000
and liabilities of $1 million to $10 million.
Boatyard Rentals and Deltaville Boatyard' cases are assigned to
Judge Keith L. Phillips. Deltaville Marina's case is assigned to
Judge Kevin R. Huennekens.
The Debtors are represented by Paula S. Beran, Esq., at Tavenner &
Beran, PLC.
DIAGNOSTIC CENTER: New Plan Discloses Post-confirmation Management
------------------------------------------------------------------
Diagnostic Center of Medicine (Allen) LLP filed with the U.S.
Bankruptcy Court the District Court of Nevada its first amended
disclosure statement in support of its chapter 11 plan of
reorganization.
This latest filing provides that upon confirmation, the Debtor's
current management will continue to operate and oversee the
company. Specifically, Dr. Lawrence Allen will remain the Debtor's
President and Chief Operating Officer. Dr. Allen deferred
approximately $111,196.23 of his salary during the Chapter 11 Case
in order to help the Debtor satisfy its post-petition obligations.
Going forward, however, it is anticipated Dr. Allen will receive
his regular salary of $16,666.67 per month to continue as the
Debtor's President and Chief Operating Officer, and over time, Dr.
Allen anticipates his work for the Debtor will allow him to recover
his deferred compensation.
As of the date of this Disclosure Statement, the Debtor holds
approximately $1,600,000 of uncollected accounts receivable, which
the Debtor anticipates collecting 33% of over time. Generally,
healthcare companies collect their receivables at rates varying
from 30-40%, and the Debtor is no different in its average
collection rates. The Debtor continues to operate in the ordinary
course, and is routinely generating new healthcare receivables on a
day-to-day basis. The Debtor's projections through Dec. 31, 2019
demonstrate the payments proposed are feasible.
An analysis of the Debtor's post-petition performance for the past
18 months can be seen through the Debtor's filed Monthly Operating
Reports. The Debtor submits that its ability to restructure its
finances and return to profitability, sufficient enough to support
the feasibility of the payments proposed under the Plan, is
demonstrated through the Monthly Operating Reports filed as of the
date hereof.
Other than its accounts receivable and personnel, the Debtor does
not possess valuable assets, including its furniture, fixtures and
equipment, which are used. The Debtor does not own any real
property, vehicles, securities or other assets that could be used
to fund the Plan in a meaningful way.
A copy of the First Amended Disclosure Statement is available at
https://tinyurl.com/y2nqbwqy from Pacermonitor.com at no charge.
About Diagnostic Center of Medicine
Diagnostic Center of Medicine (Allen) LLP, in practice since 1977,
is an internal medicine and family medicine group in Southern
Nevada with locations in Henderson and Durango. Diagnostic Center
of Medicine Allen) LLP filed a Chapter 11 petition (Bankr. D. Nev.
Case No. 18-10152) on Jan. 12, 2017. In the petition signed by CEO
Lawrence M. Allen, M.D., the Debtor disclosed $1.70 million in
total assets and $6.08 million total debt. The case is assigned to
Judge Laurel E. Davis. The Debtor tapped Samuel A. Schwartz, Esq.,
at Schwartz Flansburg PLLC, as counsel; and McNair & Associates,
Chtd., as its accountant.
DISASTERS STRATEGIES: Aug. 22 Plan Confirmation Hearing
-------------------------------------------------------
Bankruptcy Judge Karen K. Specie conditionally approved Disasters,
Strategies and Ideas Group, LLC's disclosure statement in support
of a chapter 11 plan.
August 15, 2019, is fixed as the last day for filing and serving
written objections to the disclosure statement and is fixed as the
last day for filing acceptances or rejections of the plan.
A confirmation hearing will be held at 110 E. Park Avenue, 2nd
Floor Courtroom, Tallahassee, FL 32301 on August 22, 2019 at 11:00
AM, Eastern Time.
The Troubled Company Reporter previously reported that Class 4
under the plan consists of the general unsecured creditors. This
class will be paid 5% dividend.
A copy of the Disclosure Statement dated May 11, 2019 is available
at https://tinyurl.com/y3g57xmk from Pacermonitor.com at no
charge.
About Disasters, Strategies and Ideas Group
Disasters, Strategies and Ideas Group, LLC --
http://www.dsideas.com/-- is an emergency management and homeland
security services consulting firm. DSI was established by former
North Carolina and Florida Emergency Management Director Joe Myers
in 2003 to provide emergency management services to state, local
and federal agencies.
Headquartered in Tallahassee, Florida, DSI serves Florida and the
Southeast with a team of professionals that is expert in all
aspects of homeland security and emergency management, with its
primary focus being disaster recovery grant management services.
Disasters, Strategies and Ideas Group filed a Chapter 11 petition
(Bankr. N.D. Fla. Case No. 18-40375) on July 17, 2018. In the
petition signed by Joseph Myers, vice president, the Debtor
estimated less than $50,000 in assets and $1 million to $10 million
in liabilities. The case is assigned to Judge Karen K. Specie.
Bruner Wright, P.A., is the Debtor's counsel. No official
committee of unsecured creditors has been appointed in the Chapter
11 case.
GATHERING PLACE: Unsecured Creditors to Recoup 5% Under Plan
------------------------------------------------------------
This is the disclosure statement in chapter 11 case of The
Gathering Place of Columbus.
Class 9 - Non-Priority Unsecured Creditors are impaired. Holders of
allowed non-priority unsecured claims in Class 9 shall receive an
aggregate amount equal to 5% of their claims, payable in equal
quarterly payments over a five year period, with such payments
commencing the first day of the calendar quarter occurring after
the quarter in which the effective date falls.
Class 2 - Secured Claim of Heartland Bank are impaired. The Secured
Claim of Heartland Bank will be valued under this Plan at $446,832.
Such Secured Claim shall be amortized over thirty (30) years from
the effective date, with a balloon payment due and payable on the
tenth (10th) anniversary of the effective date. Such Secured Claim
shall bear interest at the rate of five percent (5%) per annum, and
shall be paid in equal monthly installments of $2,398.
Class 3 - Secured Claim of The Ohio Bureau of Workers' Compensation
are impaired. The Secured Claim of The Ohio Bureau of Workers’
Compensation will be valued under this Plan at $0.00, and will not
receive any distribution under the Plan.
Class 4 - Secured Claim of The Ohio Department of Taxation are
impaired. The Secured Claim of The Ohio Department of Taxation will
be valued under this Plan at $0.00, and will not receive any
distribution under the Plan.
Class 5 - Secured Claim of Pawnee Leasing Corporation are impaired.
The Secured Claim of Pawnee Leasing Corporation, if any, shall bear
interest at the rate of ten percent (10%) per annum, and be paid in
equal monthly installments over a period of five years from the
effective date.
Class 6 - Secured Claim of Security National Bank are impaired. The
Secured Claim of Security National Bank, if any, shall bear
interest at the rate of ten percent (10%) per annum, and be paid in
equal monthly installments over a period of five years from the
effective date.
Class 7 - Secured Claim of TCF Equipment Finance are Impaired. The
Secured Claim of TCF Equipment Finance, if any, shall bear interest
at the rate of ten percent (10%) per annum, and be paid in equal
monthly installments over a period of five years from the effective
date.
Class 8 - Secured Claim of The Huntington National Bank are
impaired. The Debtor has been making post-petition payments to The
Huntington Bank in an amount equal to the normal payment under the
automobile loan documents. Pastor Lateef pays the payments to The
Huntington National Bank from his personal monies. Provide Pastor
Lateef continues to make said payments, Debtor will not make the
payments.
On a post-confirmation basis, the Debtor will fund its plan
payments through revenues derived from its day care operations, as
well as through church tithings and contributions from its
parishioners.
A full-text copy of the Disclosure Statement dated June 20, 2019,
is available at https://tinyurl.com/y67v66u3 from PacerMonitor.com
at no charge.
The Plan was filed by Thomas R. Allen, Esq., and J. Matthew Fisher,
Esq., at Allen Stovall Neuman Fisher & Ashton LLP, in Columbus,
Ohio.
About The Gathering Place of Columbus
The Gathering Place of Columbus is an Ohio non-profit 501(c)(3)
religious organization serving the Columbus area, operating out its
church facility located at 3550 E. Deshler Ave., Columbus, OH
43227. It was founded in May of 1993, as an Ohio non-profit
corporation then known as Romans Church of God of the Apostolic
Faith, Inc. Effective Jan. 1, 2014, the organization merged with
another Ohio non-profit corporation called The Gathering Place of
Columbus.
The Gathering Place of Columbus sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Ohio Case No. 18-55347) on
August 24, 2018. At the time of the filing, the Debtor estimated
assets of $1 million and liabilities of $1 million. Judge C.
Kathryn Preston presides over the case.
GLANSAOL HOLDINGS: July 31 Plan Confirmation Hearing Set
--------------------------------------------------------
The Disclosure Statement explaining the third amended joint
liquidating plan of Glansaol Holdings Inc. and its
debtor-affiliates is approved.
The Hon. Michael E. Wiles of the U.S. Bankruptcy Court for the
Southern District of New York will hold a hearing on July 31, 2019,
at 11:00 a.m. (Prevailing Eastern Time) to confirm the Plan.
Deadline to vote to accept or reject the Debtors' liquidating plan
must be filed no later than 4:00 p.m. (Prevailing Eastern Time) on
July 24, 2019. Ballots must be received on or before the voting
deadline by (a) electronic submission through Omni's "E-Ballot"
platform at http://omnimgt.com/glansaolballotsubmit,or (b) first
class mail, over night mail, hand delivery, or courier, at:
Glansaol Holdings Inc.
Balloting Agent
c/o Omni Management Group LLC
5955 De Soto Avenue, Suite 100
Woodlands Hills, CA 91367
About Glansaol Holdings
Headquartered in New York, Glansaol Holdings Inc. and its
subsidiaries are an independent prestige beauty and personal care
companies.
On Dec. 19, 2018, Glansaol Holdings Inc. and seven of its
subsidiaries filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y.
Lead Case No. 18-14102). Glansaol estimated assets and liabilities
of $10 million to $50 million.
The Debtors tapped Willkie Farr & Gallagher LLP as legal counsel;
Emerald Capital Advisors as financial advisor; and Omni Management
Group Inc. as claims and noticing agent.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors on Dec. 28, 2018. The committee tapped Arent
Fox LLP as its counsel, and CBIZ Accounting, Tax and Advisory of
New York, LLC, as its financial advisor.
GREEN GROUP: July 18 Approval Hearing on FCF Plan Outline Set
-------------------------------------------------------------
According to a notice, a hearing will be held before the Honorable
Nancy Hershey Lord at the United States Bankruptcy Court, 271
Cadman Plaza East, Brooklyn, New York, on July 18, 2019 at 2:30
p.m. to consider the application of Florida Corporate Funding, Inc.
for entry of an order approving its disclosure statement referring
to a chapter 11 plan for Green Group II LLC filed on June 14, 2019.
Under the plan, general Unsecured Claims total approximately
$3,000,000 based upon filed and scheduled Claims of approximately
$4,700,000, less the $1,784,000 value of the Brooklyn, New York
Property under Truman's appraisal.
Payment of available Cash up to Allowed Amount of Class 5 Claims,
after payment of Administrative Expenses, priority tax Claims,
Class 1, 2, 3, and 4 Claims. If no Cash is available from the sale
proceeds, FCF will carve out $20,000 from its distribution as a
Class 2 Claimant.
Payments under the Plan will be paid either from the Property Sale
Proceeds or Cash to be contributed by Proponent if Proponent or its
designee is Purchaser of the Property by credit bid. The sale of
the Property will be implemented pursuant to the Bidding and
Auction Procedures. Prior to or on the Effective Date, the Property
will be sold to Purchaser free and clear of all Liens, Claims, and
encumbrances, with any such Liens, Claims, and encumbrances to
attach to the Property Sale Proceeds, and disbursed in accordance
with the provisions of this Plan. In the event the Property Sale
Proceeds are not sufficient to pay all Claims in full with interest
from the Petition Date, the proceeds of the prosecution of the
Causes of Action by the Plan Administrator will be an additional
potential source of Cash to be distributed under the Plan, net of
payment of Plan Administrator fees and expenses. Such net proceeds
of Causes of Action proceeds will first be used for unpaid Plan
Administrator fees and expenses, then in the event Proponent or its
designee is Purchaser by credit bid, to reimburse Proponent for
Cash paid to fund the Plan, and then paid to Creditors in the order
of priority provided for in the Plan.
A copy of the Disclosure Statement is available at
https://tinyurl.com/y5r4sswt from Pacermonitor.com at no charge.
About Green Group 11
Green Group 11 LLC is the owner and operator of a grocery store
located at 220 Greene Avenue Brooklyn, NY 11238.
Green Group 11 LLC, based in Brooklyn, NY, filed a Chapter 11
petition (Bankr. E.D.N.Y. Case No. 19-40115) on Jan. 8, 2019. The
Hon. Nancy Hershey Lord oversees the case. Ira R. Abel, Esq., at
the Law Office of Ira R. Abel, serves as bankruptcy counsel. In
the petition signed by Michael Kandhorov, manager, the Debtor
estimated $6,000 in assets and $1,895,562 in liabilities.
GUAM: S&P Rates 2019 GO Bonds 'BB-'; Outlook Stable
---------------------------------------------------
S&P Global Ratings assigned its 'BB-' long-term rating to the
Government of Guam's (GovGuam) series 2019 general obligation (GO)
bonds. S&P has also affirmed its 'BB-' long-term rating on
GovGuam's outstanding GO debt and its 'B+' long-term rating on
GovGuam's certificates of participation (COPs) and lease revenue
bonds. The outlook is stable.
"The 'BB-' rating reflects our view of GovGuam's highly
concentrated economic base in tourism and the military, extremely
large unassigned general fund balance deficit position, and
extremely high debt burden," said S&P Global Ratings credit analyst
Timothy Little.
The series 2019 GO bonds are the valid and legally binding GOs of
GovGuam for which it has pledged its full faith and credit for the
punctual payment of principal and interest. The proceeds will be
used to finance the construction of a new cell for the Layon
Landfill, a 317-acre site owned by the government, which currently
has 22 acres constructed for disposal, and accepts municipal solid
waste from the territory's transfer stations and the Guam Solid
Waste Authority (SWA).
"The stable outlook reflects the government of Guam's slightly
improved financial profile, albeit with a deficit in fiscal 2018,
and commitment to improving operations and setting aside reserve
funds as part of its proposed fiscal 2020 budget," added Mr.
Little, "while multiple years of structural balance, along with
continued improvement in the accumulated general fund deficit and
improved liquidity may lead to a higher rating."
HDR HOLDING: Taps Epiq Corporate as Claims Agent
------------------------------------------------
HDR Holding, Inc. and Schramm, Inc., received approval from the
U.S. Bankruptcy Court for the District of Delaware to hire Epiq
Corporate Restructuring, LLC as their claims and noticing agent.
The firm will oversee the distribution of notices and the
maintenance, processing and docketing of proofs of claim filed in
the Debtors' Chapter 11 cases.
Epiq will charge these hourly fees for claim administration
services:
Clerical/Administrative Support $25 – $45
IT/Programming $65 – $85
Case Managers $70 – $165
Consultants/Directors/VPs $160 – $190
Solicitation Consultant $190
Executive VP, Solicitation $215
Executives No Charge
Kathryn Tran, director of Epiq, disclosed in court filings that the
firm and its employees are "disinterested" as defined in Section
101(14) of the Bankruptcy Code.
Epiq can be reached through:
Kathryn Tran
Epiq Corporate Restructuring, LLC
777 Third Avenue, 12th Floor
New York, NY 10017
Phone: (646) 282-2523
About HDR Holding and Schramm
HDR Holding, Inc. and Schramm, Inc. -- http://www.schramminc.com/
-- are manufacturers and suppliers of branded land-based hydraulic
drills and equipment to the mining, oil and gas, water and other
end-markets. The company's products are sold on every continent,
and the Company and its products maintain major market positions in
China, Australia, Russia, Latin America, and Africa. HDR is a
holding company and the direct parent of Schramm, owning 100% of
the equity in Schramm.
HDR Holding and Schramm, Inc., sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 19-11396) on June 24, 2019.
HDR Holding estimated assets of $50 million to $100 million and
liabilities of the same range as of the bankruptcy filing.
The Hon. Mary F. Walrath is the case judge.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP as counsel;
FocalPoint Partners LLC as investment banker; and Epiq Corporate
Restructuring, LLC as claims and noticing agent.
HEART CARE: Melvin Schwartz Objects to Disclosure Statement
-----------------------------------------------------------
Melvin Schwartz objects to adequacy of the disclosure statement
explaining the Chapter 11 Plan of The Heart Care Group, P.C.
Schwartz points out that pursuant to the Disclosure Statement, the
proposed Plan contemplates Dr. Schwartz receiving a very small
percentage of the monthly $3,750 payments, estimated to be only 15%
of his claim. Such a distribution is not fair and reasonable under
the circumstances.
Schwartz further points out that the plan violates the "absolute
priority rule" by failing to fully compensate Dr. Schwartz while
allowing insiders of the Debtor who hold an interest junior to Dr.
Schwartz to retain property in the form of equity ownership in the
Debtor.
Schwartz asserts that the plan further violates the "absolute
priority rule" by allowing the Debtor to retain property in the
form of collateralized assets under the reorganization plan without
first paying unsecured creditors in full.
Attorney for Melvin Schwartz:
Matthew D. Matkov, Esq.
Matkov Clark, LLC
543 Prospect Avenue
West Hartford, CT 06105
Tel: (860) 541-5300
Email: mmatkov@matkovclark.com
About The Heart Care Group
The Heart Care Group, P.C., is a medical group practice located in
Allentown, Pennsylvania specializing in cardiology.
The Heart Care Group, based in Allentown, PA, filed a Chapter 11
petition (Bankr. E.D. Pa. Case No. 18-17048) on Oct. 24, 2018. In
the petition signed by Shehzad M. Malik, M.D., president, the
Debtor disclosed $765,962 in assets and $2,035,282 in liabilities.
The Hon. Richard E. Fehling presides over the case. John R. K.
Solt, Esq., at John R. K. Solt, P.C., serves as bankruptcy counsel.
HERMAN TALMADGE: Trustee's $4.2M Sale of Henry Parcels to Shine OKd
-------------------------------------------------------------------
Judge Wendy L. Hagenau of the U.S. Bankruptcy Court for the
Northern District of Georgia authorized J. Michael Levengood, the
Chapter 11 Trustee for Herman E. Talmadge, Jr., and the non-debtor
Subject Property Owners to sell parcels of real property located in
Henry County, Georgia to Shine 41, LLC for $4.2 million.
The Subject Properties are:
(i) a 100% fee simple interest in the following three parcels
of property located in Henry County, Georgia: 125.27 acres (Tax
Parcel No. 001-01004000), 20 acres (Tax Parcel No. 002-01006001),
and 35.27 acres (Tax Parcel No. 001-01007001);
(ii) a 1/5 undivided fee simple interest, along with Herman E.
Talmadge, III, Tyler Talmadge, Margaret Talmadge and Murphy
Talmadge (4/5 undivided fee simple interest), in the following
parcels located in Henry County, Georgia: 98-acre parcel (Tax
Parcel No. 001-0100600);
(iii) a 1/6 undivided fee simple interest, along with Herman
E. Talmadge, III, Tyler W. Talmadge, Margaret Talmadge, W. Murphy
Talmadge and Ramsey Talmadge (5/6 undivided fee simple interest) in
a 1.81-acre parcel located in Henry County, Georgia (Tax Parcel No.
001-01003054);
(iv) a 1/6 undivided fee simple interest, along with Herman E.
Talmadge, III, Tyler W. Talmadge, Margaret Talmadge, W. Murphy
Talmadge and Ramsey Talmadge (5/6 undivided fee simple interest) in
a 91.52-acre parcel located in Henry County, Georgia (Tax Parcel
No. 001-01003005);
(v) a 1/7 undivided fee simple interest along with the Debtor
Aligned Children as well as Tyler Talmadge and Margaret Talmadge,
in the following parcels located in Henry County, Georgia:
47.73-acre parcel (Tax Parcel No. 006-01023000), 264.06-acre parcel
(Tax Parcel No. 001-01003000), 121.33 (Tax Parcel No.
006-01023001), and 100-acre homeplace parcel (Tax Parcel No.
001-01002000); and
(vi) a 1/8 undivided fee simple interest, along with the
Debtor-Aligned Children, Tyler Talmadge, Margaret Talmadge and
Patricia Talmadge (1/8 undivided fee simple interest) in a
148.42-acre parcel located in Henry County, Georgia (Tax Parcel No.
001-01003006).
The sale is free and clear of all liens, claims, interests and
encumbrances.
All outstanding ad valorem taxes owed on the Subject Properties
will be paid at the time of closing of the sale of the Subject
Properties.
As outlined in the Agreement, at Closing, without prejudice to the
rights of any of the Subject Property Owners regarding the proper
allocation of sale proceeds to their ownership interests, a portion
of the purchase price will be transferred to Trustee's counsel to
be used by the Trustee to clear all encumbrances which have been
expressly created, suffered or assumed by the Subject Property
Owners, which encumbrances affect the Property including, but not
limited to all debts, liens and unpaid/delinquent ad valorem
property taxes on each property as well as a sum sufficient for
payment of all allowed claims and approved administrative expenses
incurred during the pendency of the Bankruptcy Action, including
sums sufficient to cover all income tax liability or future
estimated income tax liability of the Bankruptcy Estate as
estimated by the Trustee, in his sole discretion, as well as any
other payments contemplated by the Plan.
Exhibit B to the Agreement shows an estimate by the Trustee of
income tax liability or future estimated income tax liability of
the Bankruptcy Estate as well as other payments contemplated by the
Plan. If any of the Non-Debtor Subject Property Owners objects to
the Trustee's distribution of sale proceeds as estimated in Exhibit
B other than for the payment of ad valorem taxes Cadence Bank's
allowed secured claim and liens which should be paid at the closing
of the sale of the Subject Property, the portion of sale proceeds
that is the subject of such objection will be held pending further
Order of the Court.
The Trustee will receive funds from sale of deceased Debtor Herman
E. Talmadge, Jr.'s property and from other funds transferred from
Non-Debtor Subject Property Owners, such that Trustee can hold sums
sufficient to cover all income tax liability or future estimated
income tax liability to the Bankruptcy Estate resulting from sale
by the Trustee of deceased Herman E. Talmadge, Jr.'s property owned
entirely by Herman E. Talmadge, Jr.'s Bankruptcy Estate or from
sale of the Bankruptcy Estate's interest in property owned jointly
with any Non-Debtor Subject Property Owners. The funds generated
by the sale of each of the Non-Debtor Subject Property Owners
interests in any of the Subject Properties remains property of the
Non-Debtor Subject Property Owners. The distribution of their
funds to the Trustee as provided herein is not payment to the
Trustee. Rather, transfer of a Non-Debtor Subject Property Owner's
funds as set out herein will be an advance and loan by each of such
Non-Debtor Subject Property Owner, in the amount of the dollars
transferred to the Trustee by the Non-Debtor Subject Property
Owner.
The dollar amount of funds transferred by or on behalf of any of
the Non-Debtor Subject Property Owners will be advances in the
nature of Post-Confirmation loans and will be subordinate to
Allowed Claims in the Talmadge Bankruptcy Estate and subordinate to
Administrative and other claims in the Talmadge Bankruptcy Estate.
Any such advances by Non-Debtor Subject Property Owners will not be
a debt of the Bankruptcy Estate and will be and constitute a debt
of the probate estate of deceased Herman E. Talmadge, Jr. as such
probate estate exists on closing of the Herman E. Talmadge, Jr.
bankruptcy estate. The Court makes no determination of the proper
allocation of sale proceeds to individual ownership interests in
the Order.
Notwithstanding anything to the contrary contained in the Order,
the Trustee and each of the Non-Debtor Subject Property Owners will
be solely responsible for any income tax liability resulting to
each of them from the sale of each of their specific interests in
the Subject Properties. The Trustee will be responsible only for
income tax liability incurred by the Bankruptcy Estate as a result
of the sale of the Trustee's specific interest in each of the
Subject Properties.
A copy of the Agreement attached to the Motion is available for
free at:
http://bankrupt.com/misc/Herman_Talmadge_373_Sales.pdf
About Herman Talmadge
The case is In re Herman E. Talmadge, Jr. (Bankr. N.D. Ga. Case No.
14-50312).
J. Michael Levengood was appointed as the Debtor's Chapter 11
Trustee. Counsel for the Trustee:
James C. Joedecke, Jr., Esq.
ANDERSEN, TATE & CARR, P.C.
1960 Satellite Boulevard, Suite 4000
Duluth, Georgia 30097
Telephone: (770) 822-0900
Facsimile: (770) 822-9680
E-mail: jjoedecke@atclawf1rm.com
On Nov. 22, 2016, the Court appointed Natural Resource Consultants,
LLC, and Jim Branch as brokers.
On Sept. 24, 2018, the Court appointed Auction Management Corp. as
auctioneer.
On Oct. 9, 2018, the Court confirmed the Trustee's Plan of
Reorganization.
HEXION HOLDINGS: 2nd Amended Chapter 11 Plan Declared Effective
---------------------------------------------------------------
On June 25, 2019, the U.S. Bankruptcy Court for the District of
Delaware entered an order confirming the Second Amended Joint
Chapter 11 Plan of Reorganization of Hexion Holdings LLC and its
debtor affiliates. On July 1, 2019, the Effective Date of the Plan
occurred.
Under the Second Amended Plan, Class 4 General Unsecured Claims are
unimpaired. Each Holder of an Allowed General Unsecured Claim shall
receive payment in full in Cash in an amount equal to such Allowed
General Unsecured Claim, or such other treatment that will render
such Claim Unimpaired, including, but not limited to, Reinstatement
of such Allowed General Unsecured Claim pursuant to section 1124 of
the Bankruptcy Code.
Class 2 - First Lien Notes Claims are impaired. Each Holder of an
Allowed First Lien Notes Claim shall receive its Pro Rata Share of
the 6.625% First Lien Notes Ration, the 10.000% First Lien Notes
Ration or the 10.375% First Lien Notes Ration, as applicable, of
the First Lien Notes Recovery, and (y) on the Effective Date, the
Debtors or the Reorganized Debtors, as applicable, shall pay in
full in Cash, all outstanding First Lien Notes Trustee Fees.
Class 3 - Junior Notes Claims are impaired. Each Holder of an
Allowed Junior Notes Claim shall receive its Pro Rata Share of (i)
27.5% of New Common Equity (including any New Common Equity
issuable upon exercise of the New Warrants as of the Effective
Date, without regard to any limitations on the exercise of the New
Warrants), subject to the Agreed Dilution, and (ii) 27.5% of the
Rights, and (y) on the Effective Date, the Debtors or the
Reorganized Debtors, as applicable, shall pay in full in Cash, all
outstanding Junior Notes Trustee Fees.
Class 5 - Subordinated Securities Claims are impaired. Each Holder
of Subordinated Securities Claims shall receive no recovery or
distribution on account of such Subordinated Securities Claims.
Class 8 - Equity Interests are impaired. Holders of Equity
Interests shall receive no distribution on account of their Equity
Interests. On the Effective Date, all Equity Interests will be
canceled and extinguished and will be of no further force or
effect.
The Debtors shall fund Cash distributions under the Plan with: (1)
Cash on hand, including Cash from operations and the proceeds of
the DIP Facilities, (2) the proceeds of the New Debt, and (3) the
proceeds of the Rights Offering.
Andrew R. Vara, the Acting United States Trustee for Region 3,
objected to the confirmation of the Second Amended Plan,
complaining that the Debtors have not articulated any justification
for the request for additional relief under Bankruptcy Rule 9019.
The U.S. Trustee and other parties objected to third party releases
to be given to each entity holding a claim or interest in the
cases, in favor of the Debtors' current directors, officers,
employees, professionals, secured creditors and others.
The U.S. Trustee points out that the Debtors did not provide such
an "opt-in" process. The U.S. Trustee further points out that they
did not even offer an "opt-out" option, whereby the fully impaired
creditors would have been able to opt out of the releases by
executing and returning a document opting out by a certain date.
According to U.S. Trustee, the Debtors have the burden of
justifying the validity of the Third Party Releases, whether
consensual or non-consensual, for each and every party to be
released.
A full-text copy of the Disclosure Statement dated June 20, 2019,
is available at https://tinyurl.com/y677rvcv from PacerMonitor.com
at no charge.
Counsel to the Debtors are George A. Davis, Esq., Andrew M. Parlen,
Esq., and Hugh Murtagh, Esq., at Latham & Watkins LLP, in New York;
Caroline A. Reckler, Esq., and Jason B. Gott, Esq., at Latham &
Watkins LLP, in Chicago, Illinois; Mark D. Collins, Esq., Michael
J. Merchant, Esq., Amanda R. Steele, Esq., and Brendan J. Schlauch,
Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware.
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.
HOLLANDER SLEEP: July 24 Hearing on Disclosure Statement
--------------------------------------------------------
The hearing to consider approval of the Disclosure Statement
explaining Hollander Sleep Products, LLC's Chapter 11 Plan will be
held before the Honorable Michael E. Wiles of the United States
Bankruptcy Court for the Southern District of New York, One Bowling
Green, New York, New York 10004, on July 24, 2019, at 12:00 p.m.,
prevailing Eastern Time.
The deadline for filing objections to the Disclosure Statement is
July 17, 2019, at 4:00 p.m., prevailing Eastern Time.
Class 5 - General Unsecured Claims are impaired. Except to the
extent that a Holder of an Allowed General Unsecured Claim agrees
to less favorable treatment, on the Effective Date, in full and
final satisfaction, compromise, settlement, release, and discharge
of and in exchange for such Allowed General Unsecured Claim, each
Holder of an Allowed General Unsecured Claim shall receive either:
(i) if an Entity other than the Term Loan Lenders is the Winning
Bidder, its Pro Rata share of the Excess Distributable Cash up to
the full amount of such Holder’s Allowed General Unsecured Claim;
or (ii) if the Term Loan Lenders are the Winning Bidder, the
General Unsecured Claims shall receive its Pro Rata share of [__],
in full and final satisfaction, compromise, settlement, release,
and discharge of and in exchange for such Allowed General Unsecured
Claim.
Class 4 - Term Loan Claims are impaired. Except to the extent that
a Holder of an Allowed Term Loan Claim agrees to less favorable
treatment, on the Effective Date, in full and final satisfaction,
compromise, settlement, release, and discharge of and in exchange
for such Allowed Term Loan Claim, each Holder of an Allowed Term
Loan Claim shall receive either: (i) if an Entity other than the
Term Loan Lenders is the Winning Bidder, its Pro Rata share of the
Term Loan Distributable Cash up to the full amount of such
Holder’s Allowed Term Loan Claim or such other treatment
rendering such Holder’s Allowed Term Loan Claim Unimpaired; or
(ii) if the Term Loan Lenders are the Winning Bidder, its Pro Rata
share of 23% of the New Interests outstanding on the Effective
Date, subject to dilution for the Management Incentive Plan.
Class 6 - Hollander Canada General Unsecured Claims are impaired.
Except to the extent that a Holder of an Allowed Hollander Canada
General Unsecured Claim agrees to less favorable treatment, on the
Effective Date, each Holder of an Allowed Hollander Canada General
Unsecured Claim shall receive its Pro Rata share of the Hollander
Canada Cash Allocation up to the full amount of such Holder’s
Allowed Hollander Canada General Unsecured Claim, in full and final
satisfaction, compromise, settlement, release, and discharge of and
in exchange for such Allowed Hollander Canada General Unsecured
Claim.
Class 7 - Intercompany Claims are Impaired or Unimpaired.
Intercompany Claims shall be, at the option of the Debtors, in
consultation with the Term Loan Agent and the Required Term
Lenders, either: (i) Reinstated; or (ii) cancelled and released
without any distribution on account of such Claims.
Class 8 - Intercompany Interests are Impaired or Unimpaired.
Intercompany Interests shall be, at the option of the Debtors, in
consultation with the Term Loan Agent and the Required Term
Lenders, either: (i) Reinstated in accordance with Article III.G of
the Plan; or (ii) cancelled and released without any distribution
on account of such Interests.
Class 9 - Interests in Dream II. On the Effective Date, all
Interests in Dream II will be cancelled, released, and
extinguished, and will be of no further force or effect.
Class 10 - Section 510(b) Claims. Allowed Section 510(b) Claims,
if any, shall be discharged, cancelled, released, and extinguished
as of the Effective Date, and will be of no further force or
effect, and Holders of Allowed Section 510(b) Claims will not
receive any distribution on account of such Allowed Section 510(b)
Claims.
The Reorganized Debtors will fund distributions under the Plan with
Cash held on the Effective Date by or for the benefit of the
Debtors or Reorganized Debtors, including Cash from operations, as
well as the following sources of consideration: (a) Exit Facilities
and (b) Issuance of the New Interests.
A full-text copy of the Disclosure Statement dated June 19, 2019,
is available at https://tinyurl.com/y2bq3wb4 from PacerMonitor.com
at no charge.
The Plan was submitted by Joshua A. Sussberg, P.C., Esq., and
Christopher T. Greco, P.C., Esq., at in New York; and Joseph M.
Graham, Esq., at Kirkland & Ellis LLP, in Chicago, Illinois.
About Hollander Sleep Products
Founded in 1953 and headquartered in Boca Raton, Florida, Hollander
Sleep Products, LLC -- https://www.hollander.com/ -- designs,
manufactures, and markets utility bedding products that it sells to
a variety of prominent retailers, distributors, and hotels.
Hollander supplies bed, pillow, and mattress pad under owned and
licensed brands which include I AM, Pacific Coast Feather, Live
Comfortably, Great Sleep, Restful Nights, Beautyrest, Ralph Lauren,
Chaps, and Calvin Klein.
Hollander employs approximately 2,370 people in the United States
and Canada.
Hollander Sleep Products and its six affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 19-11608) on May 19,
2019.
Hollander estimated $100 million to $500 million in assets and the
same range of liabilities.
The Debtors tapped Kirkland & Ellis LLP as counsel; Proskauer Rose
LLP as conflicts counsel; Carl Marks Advisory Group LLC as interim
management services provider; Houlihan Lokey Capital, Inc.;
Houlihan Lokey Capital, Inc., as investment banker; and Omni
Management Group as claims agent.
The U.S. Trustee for Region 2 on May 30, 2019, appointed five
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 cases of Hollander Sleep Products, LLC and its
affiliates.
HOSPITAL ACQUISITION: Aug. 6 Auction of LifeCare Assets Set
-----------------------------------------------------------
Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware authorized the auction and bidding procedure
of Hospital Acquisition, LLC and its debtor-affiliates in
connection with the sale of substantially all or portion of their
assets.
The Debtors are authorized to proceed with the Sale Transaction(s)
in accordance with the Bidding Procedures and are authorized to
take any and all actions reasonably necessary or appropriate to
implement the Bidding Procedures in accordance with the following
timeline:
a. July 17, 2019 - Assumption and Assignment Service Date
b. July 22, 2019 at 5:00 p.m. (ET) - Deadline to File Proposed
Sale Order and Purchase Agreement
c. Aug. 1, 2019 at 5:00 p.m. (ET) - Bid Deadline
d. Aug. 1, 2019 at 5:00 p.m. (ET) - Sale Objection Deadline
and Assumption and Assignment Objection Deadline
e. Aug. 6, 2019 at 10:00 a.m. (CT) - The Auction will take
place at the offices of counsel for the Debtors, Akin Gump Strauss
Hauer & Feld LLP, 2300 N. Field Street, Suite 1800, Dallas, TX
75201 or at such other place and time as the Debtors will notify
all Qualified Bidders, the Consultation Parties and all other
parties entitled to attend the Auction.
f. Aug. 8, 2019 at 5:00 p.m. (ET) - Auction Objection
Deadline
g. Aug. 12, 2019 at 12:00 p.m. (ET) - Reply Deadline
h. Aug. 13, 2019 at 10:00 a.m. (ET) - Sale Hearing
The Debtors reserve the right, and are authorized to, modify the
timeline and the Bidding Procedures in accordance with the
provisions of the Bidding Procedures.
Other salient terms of the Bidding Procedures are:
a. Initial Bid: The initial Overbid, if any, will provide for
total consideration to the Debtors with a value that exceeds the
value of the consideration under the Auction Baseline Bid by an
incremental amount that is not less than the sum of (x) $500,000,
plus (y) in the event that the Debtors have entered into a Stalking
Horse Agreement with respect to the Assets to which the Overbid
relates, the aggregate amount of Bid Protections (including, for
the avoidance of doubt, any break-up fees and/or expense
reimbursements) under such Stalking Horse Agreement.
b. Deposit: 10% of the purchase price
c. Bid Increments: $500,000
The Stalking Horse Agreement will limit the break-up fees, if any,
to an amount no greater than 3% of the Qualified Bid and expense
reimbursement, if any, in an amount not to exceed $250,000. In the
event that the Debtors determine that the Bid Protections must
exceed the amounts set forth, the Court will hold a hearing on the
approval of any such greater Bid Protections on an expedited basis,
upon the request of the Debtors.
The form of Sale Notice is approved. Within seven days after the
entry of the Order or as soon as reasonably practicable thereafter,
the Debtors will serve the Sale Notice, the Order, including the
Bidding Procedures, upon all Notice Parties.
The form of the Post-Auction Notice is approved.
The Assumption and Assignment Procedures and Notice of Assumption
and Assignment are approved.
Notwithstanding the possible applicability of Bankruptcy Rules
6004(h), 6006(d), 7062, 9014, or otherwise, the Court, for good
cause shown, orders that the terms and conditions of the Bidding
Procedures Order will be immediately effective and enforceable upon
its entry.
A copy of the Bidding Procedures attached to the Motion is
available for free at:
http://bankrupt.com/misc/Hospital_Acquisition_227_Sales.pdf
About Hospital Acquisition
Headquartered in Plano, Texas, and founded in 1992, Hospital
Acquisition LLC and its
subsidiaries are operators of long-term acute care hospitals.
Through their operating subsidiaries, the Debtors provide a full
range of clinical services to patients with serious and complicated
illnesses or injuries requiring extended hospitalization. They
operate a 49-bed behavioral health hospital in Pittsburgh,
Pennsylvania as well as three
out-patient wound care centers located within its Plano, Texas,
Fort Worth, Texas and Dallas Texas hospitals. As of the Petition
Date, the Debtors operate 17 facilities in nine states.
Hospital Acquisition LLC and its subsidiaries, including LifeCare
Holdings, LLC, sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Lead Case No. 19-10998) on May 6, 2019.
Hospital Acquisition estimated assets of $100 million to $500
million and liabilities of $100 million to $500 million.
The Debtors tapped Akin Gump Strauss Hauer & Feld LLP and Young
Conaway Stargatt & Taylor, LLP as counsel; Houlihan Lokey, Inc. as
financial advisor; BRG Capital Advisors LLC as investment banker;
and Prime Clerk LLC as claims and noticing agent.
IACCARINO INC: Sale of Business Assets to Fund Proposed Plan
------------------------------------------------------------
Iaccarino, Inc., d/b/a Dino's Wings & Things, filed a small
business disclosure statement in support of its chapter 11 plan
dated June 12, 2019.
Class 5 under the plan consists of the general unsecured claims.
These claims will be allowed and will be paid in full from the sale
of Business Assets of the Debtor anticipated to be approximately
six months following the Effective Date of the plan.
The Debtor is presently negotiating the sale of its Business assets
with an interest Buyer. Preliminary analysis suggests that a
purchase price of $275,000 would be appropriate. The Debtor will
use these proceeds to pay its creditors to be paid total
approximately $200,000.
A copy of the Disclosure Statement dated June 12, 2019 is available
at https://tinyurl.com/y5r9knfm from Pacermonitor.com at no charge.
About Iaccarino, Inc.
Iaccarino, Inc., filed a Chapter 11 bankruptcy petition (Bankr.
E.D. Pa. Case No. 18-16655) on Oct. 4, 2018, disclosing under $1
million in assets and liabilities. The Law Firm of Case &
DiGiamberardino, P.C., led by name partner John A. DiGiamberardino,
serves as counsel to the Debtor.
IN THE WIND: Case Summary & 6 Unsecured Creditors
-------------------------------------------------
Debtor: In The Wind, LLC
PO Box 103
Vinemont, AL 35179
Business Description: Founded in 2014, In The Wind LLC --
https://www.inthewindllc.com/ -- is a
refrigerated long-haul trucking company with
a service area of the Southeast to the West
Coast.
Chapter 11 Petition Date: July 1, 2019
Court: United States Bankruptcy Court
Northern District of Alabama (Decatur)
Case No.: 19-81991
Judge: Hon. Clifton R. Jessup Jr.
Debtor's Counsel: Richard L. Collins, Esq.
RICHARD L. COLLINS - ATTORNEY AT LAW
PO Box 669
Cullman, AL 35056
Tel: 256 739-1962
E-mail: richard@rlcollins.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Michael Moore, sole/managing member.
A copy of the Debtor's list of six unsecured creditors is available
for free at:
http://bankrupt.com/misc/alnb19-81991_creditors.pdf
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/alnb19-81991.pdf
IRON COUNTY HOSPITAL: Unsecureds to Get 45% Distribution Under Plan
-------------------------------------------------------------------
Iron County Hospital District, dba Iron County Medical Center,
filed a first amended disclosure statement in support of its plan
of adjustment dated June 14, 2019.
The Debtor formulated the Plan with the intent to make the Hospital
financially viable, to ensure continuation of much-needed
comprehensive medical care to the residents of Iron County, and to
fairly and equitably deal with Creditors. Taking into account the
post-petition improvements to the Hospital finances, including the
passage of a sales tax increase and realization of higher patient
reimbursement rates from private health insurers, the Hospital
management believes it will produce revenues significantly higher
for fiscal year 2019 than fiscal 2018 while continuing to control
and reduce expenses.
After resolution of pending claim objections as to Meramec
Emergency Physicians and TIAA-CREF, fka Everbank Leasing, the
Debtor expects Allowed Unsecured Claims to total approximately $1.7
million.
The revenue and expense projections anticipate a total distribution
on Allowed Unsecured Claims of $768,000, or approximately 45% of
such claims. The distribution cannot be guaranteed and may be
higher or lower, depending on the actual annual financial results
over the five-year Plan period. Plan distributions on Allowed
Unsecured Claims are projected at $200,000 in year 3, $140,000 in
year 4, and $428,000 in year 5.
The Plan provides for manageable monthly payments to Medicare and
Medicaid during the five years of the Plan, which will have a
favorable effect on Hospital cash flow and on the Plan
feasibility.
The Plan provides for payments on Unsecured Claims from Cash
reserves to be accumulated from local sales tax proceeds and
patient revenues that are not spent on running the Hospital over
five years. The Plan anticipates that potential Distributions on
Unsecured Claims will be made through the Disbursement Agent
beginning on the third anniversary of the Effective Date and on
each of the following two anniversaries as soon as practicable
after settlement of the prior fiscal year's Medicare and Medicaid
patient cost reports. The amount to be distributed will depend on
the future financial results of the Hospital and its ability to
establish a reserve of more than 36 days' operating cash on hand to
fund distributions on Unsecured Claims.
The 36-day limitation on operating cash is one-half the 72 days' of
cash operating reserve that is best practice for safety-net rural
hospitals. The operating reserve will be comprised of sales tax
proceeds, which are excluded from Hospital revenue potentially
payable to the USDA under the terms of the Bond. Thirty-six days of
Hospital operating expenses will vary annually with yearly costs;
for 2019 the operating reserve would require approximately $1.6
million to be fully funded for 36 days of Debtor's operating
expenses. The Debtor anticipates receipt of approximately $60,000
in monthly local sales tax revenues after the Effective Date.
The Debtor additionally may reserve up to 2.25% of its operating
revenue for future capital expenditures, including replacement of
aging medical equipment and deferred building repairs and
maintenance. Capital reserves will be established independent of
the cash operating reserve to maintain and repair the physical
plant and to replace or upgrade medical equipment as necessary to
maintain the highest possible quality of patient care.
The Plan preserves all causes of action currently held by the
Debtor, including those to avoid the Bond lien, to subordinate any
resulting Unsecured Claims, and to recover sums paid.
A copy of the Disclosure Statement dated June 14, 2019 is available
at https://tinyurl.com/y4gvp2fs from Pacermonitor.com at no
charge.
About Iron County Medical Center
Iron County Medical Center -- http://www.icmedcenter.org/-- is a
general hospital in Pilot Knob, Missouri. Iron County Medical
Center offers professional emergency care services as well as
inpatient and outpatient care services. Iron County Medical
Center, known by many as "The Clinic on the Hill", provides
comprehensive care for many disease processes: diabetes,
hypertension, COPD, asthma, arthritis, allergies; well child
check-ups; well woman check-ups; men's health; sports physicals;
minor injuries; and sick visits.
Iron County Hospital District aka Iron County Hospital, dba Iron
County Medical Center, filed a Chapter 9 petition (Bankr. E.D. Mo.
Case No. 18-10111) on Feb. 21, 2018, estimating its assets at
between $1 million and $10 million and its liabilities at between
$10 million and $50 million. The petition was signed by Joshua E.
Gilmore, CEO.
Daniel D. Doyle, Esq., at Lashly & Baer, P.C., serves as the
Debtor's bankruptcy counsel.
JADOOTV INC: Taps Keller & Benvenutti as Bankruptcy Counsel
-----------------------------------------------------------
JadooTV, Inc. and CloudStream Media, Inc. received approval from
the U.S. Bankruptcy Court for the Northern District of California
to hire Keller & Benvenutti LLP as their bankruptcy counsel.
The firm will provide these services in connection with the
Debtors' Chapter 11 cases:
a) advise the Debtors of their rights, powers, and duties in
the operation and management of their business and affairs under
Chapter 11 of the Bankruptcy Code;
b) prepare legal documents and review all reports filed in the
Debtors' cases;
c) prepare responses to applications, motions and other legal
papers filed by other parties in the Debtors' cases;
d) assist in the negotiation of financing agreements, sale
agreements and related transactions;
e) advise the Debtors regarding their ability to initiate
actions to collect and recover property for the estates;
f) assist the Debtors in negotiations with their
stakeholders;
g) advise the Debtors in connection with the formulation,
negotiation and promulgation of a plan of reorganization and
related transactional documents;
h) assist the Debtors in reviewing, estimating and resolving
claims asserted against their estates; and
i) commence litigation that is necessary to assert rights held
by the Debtors, protect assets of the estates and further the goal
of completing the Debtors' successful reorganization.
The firm's hourly rates are:
Partners and counsel $600 to $800
Associates $400 to $550
Paraprofessionals $150 to $225
Jane Kim, Esq., a partner at Keller & Benvenutti, disclosed in
court filings that the firm is a "disinterested person" as defined
in Section 101(14) of the Bankruptcy Code and does not represent
any interest adverse to the Debtors and their estates.
Keller & Benvenutti can be reached at:
Jane Kim, Esq.
Keller & Benvenutti LLP
650 California Street, Suite 1900
San Francisco, CA 94108
Tel: 415 496 6723
Fax: 650 636 9251
Email: jkim@kellerbenvenutti.com
About JadooTV, Inc.
JadooTV, Inc. -- https://jadootv.com/ -- is a consumer technology
and services company, delivering live and on-demand entertainment
to viewers through its Internet based set-top box (STB). JadooTV
is a distributor of Internet based South Asian & Multicultural
content, bringing television, movies, music and more to diaspora
from India, Pakistan, Bangladesh, Afghanistan and Middle East.
CloudStream Media is a cloud-based content & technology services
company serving multicultural customers worldwide across all media
channels and devices. CloudStream owns and operates JadooTV.
JadooTV, Inc. and CloudStream Media filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal.
Lead Case No. 19-41283) on May 31, 2019. In the petitions signed by
Sajid Sohail, chief executive officer, the Debtors each estimated
$500,000 to $1 million in assets and $1 million to $10 million in
liabilities.
The Debtors are represented by Jane Kim, Esq. at Keller &
Benvenutti LLP.
JLD AUTOMOTIVE: BMO Dispute on Adequate Protection Still Ongoing
----------------------------------------------------------------
JLD Automotive Services, Inc., filed an amended Plan of
Reorganization and accompanying disclosure statement to disclose
updates on BMO Harris Bank, N.A.'s motion for relief from the
automatic stay.
BMO filed a motion asking the Court to modify the automatic stay to
allow it to proceed with foreclosure on its collateral, the real
estate at 970 Route 22, Fox River Grove, Illinois. BMO Harris
Bank, N.A., filed its motion on April 24, 2019, for initial hearing
on May 2, 2019.
The Debtor filed its response to the motion on May 15, 2019. On
June 11, 2019, BMO Harris Bank, N.A., filed a supplement to its
motion. At the time of the filing of this disclosure statement, a
status hearing on the motion was set for June 20, 2019.
The motion and supplement allege that the lien interest of BMO
Harris Bank, N.A., is not adequately protected; that there is no
equity in the property, and that the property is not necessary for
an effective reorganization. The Debtor has responded that BMO
Harris Bank's lien interest is adequately protected by the value of
the property and current insurance coverage, and that the property
is necessary for an effective reorganization. These statements are
summaries of the parties' positions and are not intended to limit
any argument or claim of the Debtor, or to characterize BMO Harris
Bank's arguments more narrowly that is presented in its court
filings.
Class IV - Unsecured, 2 creditors with a total claim of
$25,331.14. Paid 10% over five years. Class III - Secured, BMO
Harris with a total claim of $450,000.00. In full, monthly
payments, 6% interest, over 30 years. Unsecured, with a total
claim of $525,142.38. Paid 10% over five years. Class V - Insider
claims, -X-Pert Concrete with a total claim of $53,000. No payment
to insiders.
The Debtor projects sufficient income to pay all required payments
under the plan.
A full-text copy of the First Amended Disclosure Statement dated
June 19, 2019, is available at https://tinyurl.com/y2rs4ujb from
PacerMonitor.com at no charge.
About JLD Automotive Services
JLD Automotive Services, Inc., operates a lube center, auto
maintenance and car wash facility in Fox River Grove, Illinois.
JLD Automotive Services sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ill. Case No. 18-24948) on Sept. 4,
2018. In the petition signed by John Derer, president, the Debtor
disclosed $746,140 in assets and $1,051,767 in liabilities. Judge
Deborah L. Thorne presides over the case. The Debtor tapped David
P. Lloyd, Ltd. as its legal counsel.
JOERNS WOUNDCO: Taps Epiq Corporate as Claims Agent
---------------------------------------------------
Joerns WoundCo Holdings, Inc., received approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Epiq
Corporate Restructuring, LLC, as its claims and noticing agent.
The firm will oversee the distribution of notices and the
maintenance, processing and docketing of proofs of claim filed in
the Chapter 11 cases of Joerns and its affiliates.
The Debtors provided Epiq a retainer in the amount of $25,000 prior
to their bankruptcy filing.
Emily Young, senior consultant with Epiq, disclosed in court
filings that the firm is "disinterested" as defined in Section
101(14) of the Bankruptcy Code.
Epiq can be reached through:
Emily Young
Epiq Corporate Restructuring, LLC
777 Third Avenue, 12th Floor
New York, NY 10017
Phone: (646) 282-2523
About Joerns WoundCo Holdings
Joerns WoundCo Holdings, Inc. -- http://www.joerns.com/--
manufactures, distributes, and services healthcare beds,
therapeutic surfaces, patient handling products, and negative
pressure wound therapy devices, with a number of brands, including
Ultracare XT bed frame and Hoyer lifts. Founded as the Joerns
Brothers Furniture Company in 1889, the company entered the
healthcare industry in 1960.
Joerns and its affiliates have 130 distribution locations and other
facilities located throughout the United States. The company is
headquartered in Charlotte, N.C. and has approximately 1,100
employees in the United States.
Joerns and 12 affiliates each filed petitions seeking voluntary
relief under Chapter 11 of the Bankruptcy Code on June 24, 2019.
The lead case is In re Joerns WoundCo Holdings, Inc. (D. Del. Lead
Case No. 19-11401).
The Debtors estimated assets on a consolidated basis of $100
million to $500 million and liabilities of the same range as of
the
bankruptcy filing.
The Debtors tapped White & Case LLP as restructuring counsel; Fox
Rothschild LLP as local restructuring counsel; Moelis & Company as
investment banker and financial advisor; and Conway Mackenzie, Inc.
as restructuring advisor. Epiq Corporate Restructuring, LLC is the
claims and noticing agent.
JOHNSON PUBLISHING: July 15 Bid Deadline Set for Assets
-------------------------------------------------------
As featured in the Wall Street Journal and the Chicago Tribune,
Hilco Streambank is marketing for sale the photography and media
archive (the "Archive") of Johnson Publishing Company, LLC. The
Bankruptcy Court has entered an order approving bid procedures for
the sale of the Archive, as well as the bid deadline and auction
date. The photographs and related materials found in the Archive
are the singular collection chronicling the African American
experience in the latter half of the 20th century. They represent
more than 4 million images and thousands of hours of video and
music footage, dating back to 1948. The Archive was appraised at
$46 million in 2015.
BID DEADLINE
July 15, 2019
at 5:00 p.m. Central Time
AUCTION
July 17, 2019
at 10:00 a.m. Central Time
The sale represents a unique opportunity to purchase an unmatched,
comprehensive collection of historically significant photographs of
enduring value.
Buyers have the chance to preserve the most important collection of
African American photography ever to come to market.
About Johnson Publishing Company
Johnson Publishing Company LLC filed for Chapter 7 bankruptcy
(Bankr. N.D. Ill. Case No. 19-10236) on April 9, 2019.
Jack B. Schmetterer oversees the Debtor's case.
Miriam R. Stein was appointed as Chapter 7 trustee.
The Debtor's attorneys:
Howard L. Adelman
Adelman & Gettleman Ltd.
53 W. Jackson Blvd.
Suite 1050
Chicago, IL 60604
Tel: 312 435-1050
Fax : 312 435-1059
E-mail: hla@ag-ltd.com
- and -
Steven B Chaiken
Adelman & Gettleman
53 W Jackson Blvd, Ste. 1050
Chicago, IL 60604
Tel: 312 435-1050
Fax: 312 435-1059
E-mail: schaiken@ag-ltd.com
Trustee can be reached at:
Miriam R Stein
Chuhak & Tecson, P.C.
30 S. Wacker Drive
Suite 2600
Chicago, IL 60606
Tel: 312-855-6109
The Trustee's attorneys:
N. Neville Reid
Fox, Swibel, Levin & Carroll, LLP
200 W. Madison
Suite 3000
Chicago, IL 60606
Tel: 312 224-1200
Fax: 312 224-1202
E-mail: nreid@foxswibel.com
- and -
Ryan T Schultz
Fox Swibel Levin & Carroll LLP
200 W. Madison
Suite 3000
Chicago, IL 60606
Tel: 312 224-1231
Fax: 312 224-1202
E-mail: rschultz@foxswibel.com
- and -
Brian Wilson
Fox, Swibel, Levin Carrill, LLP
200 West Madison St., Suite 3000
Chicago, IL 60606
Tel: (312) 224-1200
E-mail: bwilson@foxswibel.com
JOSEPH BRENNICK: Consideration of Wauchula Property Sale Abated
---------------------------------------------------------------
Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the
Middle District of Florida abated the consideration of Joseph A.
Brennick's sale of two unimproved parcels of real property located
at 302 W. Main St. in Wauchula, Florida to Tenerife Southwest
Investments, Inc. for $70,000.
After review, the Court determines that the Motion is deficient as
follows: A specific description of the property encumbered by the
lien, including legal description if real property or VIN if
vehicle, is not included.
Consideration of the motion is abated until the deficiency is
corrected. No additional filing fee will be assessed for the
filing of any amended motion filed for the purposes of correcting
the noted deficiency.
The Clerk's Office is directed to serve a copy of the Order on
interested parties.
Joseph A. Brennick sought Chapter 11 protection (Bankr. M.D. Fla.
Case No. 18-07874) on Sept. 18, 2018. The Debtor tapped Edward J.
Peterson, III, Esq., at Stichter, Riedel, Blain & Postler, P.A., as
counsel.
KAR AUCTION: S&P Affirms 'BB-' CCR on IAA Spin-off
--------------------------------------------------
S&P Global Ratings affirmed its 'BB-' corporate credit rating on
KAR Auction Services Inc.
KAR Auction is spinning off its salvage vehicle division, IAA
Spinco Inc. S&P expects the proceeds from IAA's debt issuance will
be used to fund the payment of a dividend to the remaining KAR
business, which will be used to repay debt.
Meanwhile, S&P revised its recovery ratings on both the first lien
and unsecured debt to '2' and '5', respectively, from '3' and '6';
and raised the respective issue-level ratings to 'BB' and 'B+' from
'BB-' and 'B'.
S&P said, "Our ratings reflect our belief that, although KAR
Auction post-spin-off (RemainCo) will have lower profitability
given IAA's higher margins as well as one-time costs related to the
spinoff, credit metrics should improve and remain appropriate for
the current rating. We expect debt-to-EBITDA of around 5.5x in
2019, improving to about 5x in 2020, and free operating cash flow
(FOCF) to debt to remain above 5% through 2019.
"The stable rating outlook reflects our opinion that KAR can
generate earnings and free cash flow appropriate for the rating
(FOCF to debt over 5%) during the year ahead through its relatively
consistent revenue base and tight financial controls. We also
assume KAR's competitive position will benefit from evolving
dynamics in the physical and online whole-car markets, which will
provide an opportunity for business expansion.
"We could lower our ratings if debt-to-EBITDA appears likely to
remain above 5x or FOCF to debt falls below 5%." This could most
likely occur from unforeseen issues with the spin-off, additional
challenges with TradeRev, or unfavorable market conditions.
An upside is unlikely given the diminished scale and revenue
diversity from the spinoff. Eventually, a continuation of improved
operating efficiencies and well-integrated acquisitions could
support a higher rating, according to the rating agency. S&P could
raise the rating if debt-to-EBITDA falls below 4x and FOCF-to-debt
exceeds 10% on a sustained basis.
KINEMED INC: Plan Agent Hires Meyers Law as Special Counsel
-----------------------------------------------------------
John Van Curen, the Plan Agent of KineMed, Inc., seeks authority
from the U.S. Bankruptcy Court for the Northern District of
California to employ Meyers Law Group, P.C., as special counsel to
the Plan Agent.
The Plan Agent requires Meyers Law to:
a. assist the Plan Agent in determining appropriate objections
to, or estimations of, claims with the Alameda County Tax
Collector;
b. determine the timing and amount of distributions of
Postconfirmation Estate funds; and
c. appear on behalf of the Plan Agent in any litigation of
such claims.
Meyers Law will be paid at these hourly rates:
Partners $650
Associates $450 to $500
Meyers Law will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Merle C. Meyers, a partner at Meyers Law Group, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.
Meyers Law can be reached at:
Merle C. Meyers, Esq.
Michelle Thompson, Esq.
MEYERS LAW GROUP, P.C.
44 Montgomery Street, Suite 1010
San Francisco, CA 94104
Tel: (415) 362-7500
Fax: (415) 362-7515
E-mail: mmeyers@meyerslawgroup.com
mthompson@meyerslawgroup.com
About KineMed, Inc.
Headquartered in Emeryville, California, KineMed, Inc., has
developed and validated a proprietary drug development platform to
clinically advance drugs more efficiently and with less risk for
later sale/out-license. The Company is creating a pipeline of high
value drug assets in muscle-wasting and fibrotic diseases. The
pipeline is focused on Phase 2 trials with synthetic Ghrelin, to
address CKD & muscle wasting in the elderly.
The Company filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Cal. Case No. 16-41241) on May 4, 2016, estimating its assets at
between $10 million and $50 million and debt at between $1 million
and $10 million. David M. Fineman, chairman and CEO, signed the
petition.
Judge Roger L. Efremsky oversees the case.
Merle C. Meyers, Esq., at Meyrs Law Group, PC, serves as the
Debtor's bankruptcy counsel; and FisherBroyles, LLP, as special
counsel.
KONA GRILL: Creditors Panel Hires Bayard as Co-Counsel
------------------------------------------------------
The Official Committee of Unsecured Creditors of Kona Grill, Inc.,
and its debtor-affiliates, seeks authorization from the U.S.
Bankruptcy Court for the District of Delaware to retain Bayard,
P.A., as co-counsel to the Committee.
The Committee requires Bayard to:
(a) in conjunction with Kelley Drye, provide legal advice
where necessary with respect to the Committee's powers and
duties and strategic advice on how to accomplish the
Committee's goals, bearing in mind that the Court relies
on Delaware counsel such as Bayard to be involved in all
aspects of the bankruptcy proceedings;
(b) draft, review and comment on drafts of documents to ensure
compliance with local rules, practices, and procedures;
(c) assist and advise the Committee in its consultation with
the Debtors and the U.S. Trustee relative to the
administration of these cases;
(d) draft, file, and serve documents as requested by Kelley
Drye and the Committee;
(e) assist the Committee and Kelley Drye, as necessary, in the
investigation, including through discovery, of the acts,
conduct, assets, liabilities and financial condition of
the Debtors, the operation of the Debtors' businesses, and
any other matter relevant to these cases or to the
formulation of a plan or plans of reorganization or
liquidation;
(f) compile and coordinate delivery to the Court and the U.S.
Trustee information required by the Bankruptcy Code,
Bankruptcy Rules, Local Rules, and any applicable U.S.
Trustee guidelines and requests;
(g) appear in the Bankruptcy Court and at any meetings of
creditors on behalf of the Committee in its capacity as
Delaware counsel with Kelley Drye;
(h) monitor the case docket and coordinating with Kelley Drye
and Province on matters impacting the Committee;
(i) participate in calls with the Committee;
(j) prepare and update critical dates memoranda;
(k) handle inquiries and calls from creditors and counsel to
interested parties regarding pending matters and the
general status of these cases and coordinating with Kelley
Drye on any necessary responses; and
(l) provide additional support to Kelley Drye, Province, and
the Committee, as requested.
Bayard will be paid at these hourly rates:
Directors $500 to $1,050
Associates $350 to $450
Paraprofessionals $240 to $295
Bayard 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: Not applicable.
Question: Has your client approved your prospective budget
and staffing plan, and, if so for what budget
period?
Response: Yes. For the period from May 16, 2019 through June
30, 2019.
Justin R. Alberto, partner of Bayard, 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 (a) is not creditors,
equity security holders or insiders of the Debtors; (b) has not
been, within two years before the date of the filing of the
Debtors' chapter 11 petition, directors, officers or employees of
the Debtors; and (c) does not have an interest materially adverse
to the interest of the estate or of any class of creditors or
equity security holders, by reason of any direct or indirect
relationship to, connection with, or interest in, the Debtors, or
for any other reason.
Bayard can be reached at:
Justin R. Alberto, Esq.
Erin R. Fay, Esq.
Gregory J. Flasser, Esq.
BAYARD, P.A.
600 N. King Street, Suite 400
Wilmington, DE 19801
Tel: (302) 655-5000
Fax: (302) 658-6395
E-mail: jalberto@bayardlaw.com
efay@bayardlaw.com
gflasser@bayardlaw.com
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
disclosed total assets of $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.
Andrew Vara, acting U.S. trustee for Region 3, on May 16, 2019,
appointed five creditors to serve on an official committee of
unsecured creditors in the Chapter 11 cases. The Committee
retained Kelley Drye & Warren LLP, as lead counsel; Bayard, P.A.,
as co-counsel; and Province, Inc., as financial advisor.
KONA GRILL: Creditors Panel Hires Kelley Drye as Lead Counsel
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of Kona Grill, Inc.,
and its debtor-affiliates, seeks authorization from the U.S.
Bankruptcy Court for the District of Delaware to retain Kelley Drye
& Warren LLP, as lead counsel to the Committee.
The Committee requires Kelley Drye to:
(a) advise the Committee with respect to its rights, duties
and powers in these cases;
(b) assist and advise the Committee in its consultations with
the Debtors in connection with the administration of these
cases;
(c) assist the Committee in its investigation of the acts,
conduct, assets, liabilities, and financial condition of
the Debtors;
(d) assist the Committee in connection with the proposed sale
process;
(e) assist the Committee in analyzing the claims of the
Debtors' creditors;
(f) advise and represent the Committee in connection with
matters generally arising in these cases, including the
Debtors' motion to incur post-petition financing;
(g) appear before this Court, and any other court;
(h) prepare, on behalf of the Committee, any pleadings,
motions, memoranda, complaints, objections, and responses
to any actions taken in these cases or matters filed in
these cases; and
(i) perform such other legal services as may be required or
are otherwise deemed to be in the interests of the
Committee in accordance with the Committee's powers and
duties as set forth in the Bankruptcy Code, Bankruptcy
Rules, or other applicable law.
Kelley Drye will be paid at these hourly rates:
Partners $680 to $1,075
Special Counsel $540 to $800
Associates $415 to $620
Paraprofessionals $185 to $300
Kelley Drye 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: Not applicable.
Question: Has your client approved your prospective budget
and staffing plan, and, if so for what budget
period?
Response: Yes. For the period from May 16, 2019 through June
30, 2019.
Jason R. Adams, partner of Kelley Drye & Warren 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 (a) is not
creditors, equity security holders or insiders of the Debtors; (b)
has not been, within two years before the date of the filing of the
Debtors' chapter 11 petition, directors, officers or employees of
the Debtors; and (c) does not have an interest materially adverse
to the interest of the estate or of any class of creditors or
equity security holders, by reason of any direct or indirect
relationship to, connection with, or interest in, the Debtors, or
for any other reason.
Kelley Drye can be reached at:
Jason R. Adams, Esq.
James S. Carr, Esq.
Lauren S. Schlussel, Esq.
KELLEY DRYE & WARREN LLP
101 Park Avenue
New York, NY 10178
Tel: (212) 808-7800
Fax: (212) 808-7897
E-mail: jadams@kelleydrye.com
jcarr@kelleydrye.com
lschlussel@kelleydrye.com
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
disclosed total assets of $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.
Andrew Vara, acting U.S. trustee for Region 3, on May 16, 2019,
appointed five creditors to serve on an official committee of
unsecured creditors in the Chapter 11 cases. The Committee
retained Kelley Drye & Warren LLP, as lead counsel; Bayard, P.A.,
as co-counsel; and Province, Inc., as financial advisor.
KONA GRILL: Creditors Panel Hires Province as Financial Advisor
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Kona Grill, Inc.,
and its debtor-affiliates, seeks authorization from the U.S.
Bankruptcy Court for the District of Delaware to retain Province,
Inc., as financial advisor to the Committee.
The Committee requires Province to:
a. familiarize with and analyze the Debtors' DIP budget,
assets and liabilities, and overall financial condition;
b. review financial and operational information furnished by
the Debtors to the Committee;
c. monitor the going concern sale process, interfacing with
the Debtors' professionals, and advising the Committee
regarding the process;
d. analyze the Debtors' proposed business plan and develop
alternative scenarios, if necessary;
e. assess the Debtors' various pleadings and proposed
treatment of unsecured creditor claims therefrom;
f. prepare, or review as applicable, avoidance action and
claim analyses;
g. assist the Committee in reviewing the Debtors' financial
reports, including, but not limited to, SOFAs, Schedules,
cash budgets, and Monthly Operating Reports;
h. advise the Committee on the current state of these chapter
11 cases;
i. advise the Committee in negotiations with the Debtors and
third parties as necessary;
j. if necessary, participate as a witness in hearings before
the bankruptcy court with respect to matters upon which
Province has provided advice; and
k. other activities as are approved by the Committee, the
Committee's counsel, and as agreed to by Province.
Province will be paid at these hourly rates:
Principal $790 to 835
Managing Director $620 to 685
Senior Director $570 to 610
Director $480 to 560
Sr. Associate $395 to 475
Associate $350 to 390
Analyst $285 to 345
Paraprofessional $150
Province will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Carol Cabello, aa managing director of Province, 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 (a) is not
creditors, equity security holders or insiders of the Debtors; (b)
has not been, within two years before the date of the filing of the
Debtors' chapter 11 petition, directors, officers or employees of
the Debtors; and (c) does not have an interest materially adverse
to the interest of the estate or of any class of creditors or
equity security holders, by reason of any direct or indirect
relationship to, connection with, or interest in, the Debtors, or
for any other reason.
Province can be reached at:
Carol Cabello
PROVINCE, INC.
2360 Corporate Circle, Suite 330
Henderson, NV 89074
Tel: (702) 685-5555
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
disclosed total assets of $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.
Andrew Vara, acting U.S. trustee for Region 3, on May 16, 2019,
appointed five creditors to serve on an official committee of
unsecured creditors in the Chapter 11 cases. The Committee
retained Kelley Drye & Warren LLP, as lead counsel; Bayard, P.A.,
as co-counsel; and Province, Inc., as financial advisor.
L.L.G. CAB: Seeks to Hire Alla Kachan as Legal Counsel
------------------------------------------------------
L.L.G. Cab, Corp. seeks authority from the U.S. Bankruptcy Court
for the Eastern District of New York to hire the Law Offices of
Alla Kachan, P.C. as its legal counsel.
The firm will provide these services in connection with the
Debtor's Chapter 11 case:
a) negotiate with creditors in formulating a plan of
reorganization for the Debtor;
b) prepare and implement the Debtor's plan of reorganization;
and
c) commence adversary proceedings to collect assets of the
estate.
Kachan Law's hourly rates range from $200 to $400. The firm
received an initial retainer of $20,000.
Alla Kachan, Esq., disclosed in court filings that his firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Alla Kachan, Esq.
Law Offices of Alla Kachan, P.C.
3099 Coney Island Avenue, 3rd Floor
Brooklyn, NY 11235
Phone: (718) 513-3145
Fax : (347) 342-3156
Email: alla@kachanlaw.com
About L.L.G. Cab, Corp.
Based in Brooklyn, N.Y., L.L.G. Cab, Corp. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No.
19-42956) on May 14, 2019, listing under $1 million in both assets
and liabilities. Alla Kachan, Esq., at the Law Offices of Alla
Kachan, P.C. is the Debtor's counsel.
L.L.G. CAB: Seeks to Hire Wisdom Professional as Accountant
-----------------------------------------------------------
L.L.G. Cab, Corp. seeks authority from the U.S. Bankruptcy Court
for the Eastern District of New York to hire Wisdom Professional
Services, Inc. as its accountant.
Wisdom Professional will prepare the Debtor's monthly operating
reports and will be paid at a rate of $150 per report. The total
cost of services is $3,600 depending on the duration of the
Debtor's bankruptcy case.
Michael Shtarkman, a certified public accountant employed with WPS,
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:
Michael Shtarkman
Wisdom Professional Services Inc.
2546 East 17th St., 2nd Floor
Brooklyn, NY 11235
Phone: (718) 554-6672
Email: daniel@shtarkman.com
About L.L.G. Cab, Corp.
Based in Brooklyn, New York, L.L.G. Cab, Corp. sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No.
19-42956) on May 14, 2019, listing under $1 million in both assets
and liabilities. Alla Kachan at the Law Offices of Alla Kachan,
P.C. is the Debtor's counsel.
LADY'S ISLAND: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Lady's Island, LLC
950 E. State Highway, Suite 160
Southlake, TX 76092
Business Description: Lady's Island, LLC is a privately held
company in Southlake, Texas.
Chapter 11 Petition Date: June 30, 2019
Court: United States Bankruptcy Court
Northern District of Texas (Ft. Worth)
Case No.: 19-42645
Judge: Hon. Edward L. Morris
Debtor's Counsel: John C. Leininger, Esq.
SHAPIRO BIEGING BARBER OTTESON LLP
5430 LBJ Freeway, Suite 1540
Dallas, TX 75240
Tel: (214) 377-0146
E-mail: jcl@sbbolaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $100,000 to $500,000
The petition was signed by Richard Woods, authorized
representative.
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/txnb19-42645.pdf
LEGACY RESERVES: Stock Transfer Procedures Approved on Interim
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas
entered an interim order approving the procedures for transfers of
common stock of Legacy Reserves Inc. Pursuant to the order, a
substantial shareholder may not consummate any purchase, sale, or
other transfer of common stock or beneficial ownership of common
stock in violation or the procedures, and any such transaction in
violation of the procedures will be null and void ab initio.
The Court will hold a final hearing on the Debtors' request on July
16, 2019, at 10:00 a.m. (prevailing Central Time). Objections, if
any, are due on July 12, 2019.
About Legacy Reserves
Legacy Reserves Inc. (NASDAQ: LGCY) --
http://www.legacyreserves.com/-- is an independent energy company
engaged in the development, production and acquisition of oil and
natural gas properties in the United States. Its current
operations are focused on the horizontal development of
unconventional plays in the Permian Basin and the cost-efficient
management of shallow-decline oil and natural gas wells in the
Permian Basin, East Texas, Rocky Mountain and Mid-Continent
regions.
Legacy Reserves Inc. and 10 subsidiaries sought Chapter 11
protection (Bankr. S.D. Tex. Lead Case No. 19-33395) on June 18,
2019.
The Hon. David R. Jones is the case judge.
Perella Weinberg Partners and its affiliate, Tudor Pickering Holt &
Co., is acting as financial advisor for the Company, Sidley Austin
LLP is acting as legal advisor, and Alvarez & Marsal is acting as
restructuring advisor. Kurtzman Carson Consultants LLC --
http://www.kccllc.net/legacyreserves-- is the claims agent.
PJT Partners LP is acting as financial advisor for the Second Lien
Lenders, and Latham & Watkins LLP is acting as legal advisor.
Houlihan Lokey is acting as financial advisor for the Ad Hoc Group
of Senior Noteholders, and Davis Polk & Wardwell LLP is acting as
legal advisor. RPA Advisors, LLC is acting as financial advisor to
Wells Fargo Bank, as administrative agent for the RBL Lenders, and
Orrick Herrington & Sutcliffe LLP is acting as legal advisor.
LEXI DEVELOPMENT: Discloses Settlement with Association
-------------------------------------------------------
Lexi Development Company, Inc., files its Fourth Amended Plan of
Reorganization and accompanying disclosure statement to disclose
its settlement with Lexi Condominium Association, Inc.
The Debtor and the Association have also previously addressed and
resolved other issues between them including the payment of
postpetition assessments, clarifications regarding rights involving
certain areas of the property known as "The Lexi" at 1700 Kennedy
Causeway, in North Bay Village, Florida, leases with retail
tenants, exhaust vents, parking spaces and waste management, etc.,
and although these matters were resolved in the ordinary course of
operations between the Debtor and the Association, in an abundance
of caution, the Debtor will
be filing a Rule 9019 settlement motion with the Court on negative
notice so a corresponding
order can be entered prior to Confirmation.
On or about January 24, 2019, at a duly noticed Special Meeting of
the Board of Directors and a Membership Meeting of the Association,
the Board of Directors and members of the Association approved the
adoption of a special assessment in the amount of approximately
$6,225,000 for the purposes of funding a construction project at
the Property, which includes mandatory remediation and amenity
improvements. By virtue of its ownership of two residential units
and two commercial units at the Property, the Association asserts
that the Debtor's obligation for the special assessment totals
$502,903, which may be payable in a lump sum or monthly over a
10-year period. The Debtor's monthly payment to the Association of
the Special Assessment is reflected in the projections attached to
the Disclosure Statement. The Debtor reserves its rights to object
to the adoption, amount and allocation of this Special Assessment.
Allowed General Unsecured Claims (Class 6) are impaired. All
holders of Allowed General Unsecured Claims shall be paid from
Rental Income and the Net Sales Proceeds generated by the sale or
liquidation of the Debtor’s Assets and any Third Party Litigation
Claims, including without limitation, the sale of the Units of the
Property, in accordance with and as set forth on Exhibit C, at the
agreed upon or allowed amount on the Effective Date.
Allowed Secured Claim of Marquis Bank (Class 2) are impaired.
Interest accrues on the amount borrowed under the DIP Facility at
6% per annum for a term of sixty (60) months. Repayment calls for
10 monthly interest only payments followed by 49 monthly principal
and interest payments based on a 25-year amortization schedule with
the remaining principal, accrued interest and any other charges due
at maturity.
Allowed Secured Claim of Lexi Condominium Association (Class 3) are
impaired. The Association Settlement fully sets forth the
settlement terms agreed to by the Debtor and the Condominium
Association. Pursuant to the Association Settlement, $185,762.16
was paid by the Debtor to the Association from the NBV DIP Loan,
and the remaining amount of $184,146.83 will be an allowed secured
claim and will be paid upon the Effective Date.
Allowed Unsecured Claim of Scott Greenwald (Class 7) are impaired.
Allowed Unsecured Claim of Scott Greenwald shall be paid from the
Net Sales Proceeds generated by the sale or liquidation of Assets
and any Third Party Litigation Claims, including without
limitation, the sale of the Units for the Property.
Equity Interests (Class 8) are impaired. The holders of allowed
equity interests in the Debtor shall retain their equity interests
and each holder of an allowed Class 8 equity interest shall receive
their pro rata distribution of any and all funds only after Classes
1 through 7 are paid in full.
The Debtor's principal sources of revenue are comprised of the
Rental Income and the Net Sales Proceeds generated by the sale or
liquidation of its Assets and any Third Party Litigation Claims,
including without limitation, the sale of the Units of the
Property.
A full-text copy of the Fourth Amended Disclosure Statement dated
June 20, 2019, is available at https://tinyurl.com/yytwgld9 from
PacerMonitor.com at no charge.
A redlined version of the Fourth Amended Disclosure Statement dated
June 20, 2019, is available at https://tinyurl.com/y52u9faz from
PacerMonitor.com at no charge.
Attorneys for the Debtor are Peter D. Russin, Esq., and Joshua W.
Dobin, Esq., at Meland Russin & Budwick, P.A., in Miami, Florida.
About Lexi Development
South Miami, Florida-based Lexi Development Company, Inc., owns and
is developing a 164 Unit, 19-story, mixed-use residential and
retail bay view condominium development at 1700 Kennedy Causeway,
North Bay Village, Florida, known as "The Lexi." It filed for
Chapter 11 bankruptcy protection on June 23, 2010 (Bankr. S.D. Fla.
Case No. 10-27573). Joshua W. Dobin, Esq., at Meland Russin &
Budwick, P.A., in Miami, Florida, serves as counsel. In its
schedules, the Debtor disclosed $22,601,336 in total assets and
$21,558,876 in total liabilities as of the Petition Date.
LIZZA EQUIPMENT: Hires Wasserman Jurista as Attorney
----------------------------------------------------
Lizza Equipment Leasing, LLC, seeks authority from the U.S.
Bankruptcy Court for the District of New Jersey to employ Wasserman
Jurista & Stolz, P.C., as attorney to the Debtor.
Lizza Equipment requires Wasserman Jurista to represent the Debtor
in the Chapter 11 Bankruptcy Proceedings.
Wasserman Jurista will be paid based upon its normal and usual
hourly billing rates. The firm will be paid a retainer in the
amount of $23,283. It will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Daniel M. Stolz, a partner at Wasserman Jurista, 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.
Wasserman Jurista can be reached at:
Daniel M. Stolz, Esq.
Leonard C. Walczyk, Esq.
WASSERMAN JURISTA & STOLZ, P.C.
110 Allen Road, Suite 304
Basking Ridge, NJ 07920
Tel: (973) 467-2700
Fax: (973) 467-8126
About Lizza Equipment Leasing, et al.
Azzil Granite Materials, LLC, is a supplier of high friction
granite aggregates for the New York City/Long Island market.
Magnolia Associates owns a 134 acres property with quarry located
at 925 Rt. 4, White Hall, NY 12887 valued by the Company at $15
million.
Lizza Equipment Leasing, LLC, based in Hackettstown, NJ, and its
affiliates sought Chapter 11 protection (Bankr. D.N.J. Lead Case
No. 19-21763) on June 12, 2019.
In the petition signed by Carl J. Lizza, co-managing member, Lizza
Equipment Leasing disclosed $90 in assets and liabilities of
$987,830; Azzil Granite Materials, LLC disclosed total assets of
$813,825 and total liabilities of $23,859,263; and Magnolia
Associates disclosed total assets of $15,317,480, and total
liabilities of $13,137,533.
The Hon. Michael B. Kaplan oversees the cases.
Daniel M. Stolz, Esq., at Wasserman Jurista & Stolz, P.C., serves
as bankruptcy counsel to the Debtors.
LONGHORN PAVING: Hires Donald A. Drefke as Accountant
-----------------------------------------------------
Longhorn Paving & Oilfield Services, Inc., seeks authority from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
Donald A. Drefke, as accountant to the Debtor.
Longhorn Paving requires Donald A. Drefke to:
(a) prepare the Debtor's monthly operating reports;
(b) prepare Debtor's monthly financial reports;
(c) prepare Debtor's tax returns;
(d) provide analysis of cash flow to prepare a feasible Plan
of Reorganization; and
(e) provide the Debtor advice on its operations and other
financial information.
Donald A. Drefke will be paid at these hourly rates:
Certified Public Accountants $200
Bookkeepers $75
Donald A. Drefke will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Donald A. Drefke, 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.
Donald A. Drefke can be reached at:
Donald A. Drefke
414 W. Pecan Blvd.
McAllen, TX 78501
Tel: (956) 682-3488
Fax: (956) 682-8724
About Longhorn Paving & Oilfield
Longhorn Paving & Oilfield Services, Inc. --
http://www.longhornpavingandoilfield.com/-- is a family-owned
contractor in Edinburg, Texas that provides services to commercial,
residential, site construction, utilities, asphalt and concrete
paving clients. In addition, the Company provides site construction
for oilfield pad sites, and services to drilling, completion , and
production companies. The Company's main yard is located in
Edinburg and it has an additional yard located in the Eagle Ford
and West Texas.
Longhorn Paving & Oilfield Services sought Chapter 11 protection
(Bankr. S.D. Tex. Case No. 19-70233) on June 10, 2019. In the
petition signed by Melissa Awbrey, vice president, the Debtor
disclosed $3,733,262 in assets and $3,131,973 in liabilities. The
Hon. Eduardo V. Rodriguez oversees the case. The Debtor hired
Villeda Law Group as counsel.
MANHATTAN RIVER: July 29 Plan Confirmation Hearing
--------------------------------------------------
The Bankruptcy Court will hold a hearing on Manhattan River Group
LLC's request for Confirmation of the Plan after the ballots have
been cast. The Confirmation Hearing has been scheduled for July 29,
2019 at 11:00 a.m. in the United States Bankruptcy Court for the
Southern District of New York, One Bowling Green, Courtroom 701,
New York, New York 10004, set forth on the Order which accompanies
this Amended Disclosure Statement.
The last date to object to confirmation of the Plan is July 22,
2019. Objections must be filed and served as set forth in the Order
accompanying the Amended Disclosure Statement.
Under the First Amended Disclosure Statement, CLASS 2 - General
Unsecured Claims are impaired. Class 2 consists of the holders of
Allowed Unsecured Claims including any Claims of NYC Parks Dept.
arising out of the rejection of the Marina License. Class 2 Claims
total approximately $450,000. Holders of Allowed Unsecured Claims
shall each receive a total Cash distribution equal to a minimum of
40% of such Allowed Unsecured Claims in three (3) annual
installments commencing ninety (90) days after the Effective Date
according to the following schedule: (a) 10% of the Allowed
Unsecured Claims on or before the First Payment Date; (b) 15% on or
before the one year anniversary of the First Payment Date and (c)
15% on or before the second year anniversary of the First Payment
Date. These distributions shall come from the income from future
operations realized by the Reorganized Debtor.
CLASS 3 - Equity Interests are impaired: Class 3 consists of the
Allowed Interests of FM & AC Corp., Inc., Jerald Tenenbaum and JR
Marina and Restaurant Management, LLC. Upon the Effective Date, all
Interests in the Debtor shall be cancelled, subject to their rights
of distribution of proceeds from the Article 78 as set forth below,
and membership interests in the Reorganized Debtor shall be
issued.
The Plan will be funded with a combination of the Debtor's cash on
hand on the Confirmation Date, derived from both the DIP Loan and
re-commenced operations, respectively, the future revenues
generated from operations as set forth in the Projections annexed
hereto and any net proceeds recovered from the Article 78
Proceeding.
A full-text copy of the First Amended Disclosure Statement dated
June 19, 2019, is available at https://tinyurl.com/y23olpzs from
PacerMonitor.com at no charge.
Attorney for the Debtor is Robert L. Rattet, Esq., Rattet PLLC, in
White Plains, New York.
About Manhattan River Group
Manhattan River Group, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 18-14125) on Dec. 20, 2018, disclosing
under $1 million in both assets and liabilities. The Debtor hired
Rattet PLLC as counsel.
MERCURY PARENT: S&P Alters Outlook to Negative on Underperformance
------------------------------------------------------------------
S&P Global Ratings revised the rating outlook on Mercury Parent,
LLC and its subsidiary, CCHN Group Holdings Inc., to negative from
stable and affirmed its 'B' issuer credit rating on both companies.
It also affirmed its 'B' issue-level rating on the company's senior
secured credit facilities.
The rating agency believes the company has adequate liquidity, with
access to $31 million cash on hand and a $20 million revolving
credit facility as of March 31, 2019, which far exceeds annual debt
amortization and working capital requirements.
S&P said, "Our negative outlook reflects our view that there is
substantial risk to our base case expectations for annual free cash
flow to be sustained above $10 million. Since the acquisition of
HealthFair in early 2018, adjusted leverage has exceeded 6x, and we
expect similar levels for 2019.
"The negative outlook on the company reflects risk to our base case
expectations that the company will return to healthy free cash flow
generation in 2020 and beyond.
"We could lower the rating if the company experiences operational
challenges, pricing pressure, customer losses, or changes to
Medicare regulations around health assessments that undermined the
company's ability to improve margins and free cash flow. Under this
scenario, we expect annual free cash flow to remain below $10
million.
"We could revise outlook back to stable if the company experienced
improved revenue growth and margin improvement, supported by
synergies achieved through the integration with HealthFair. This
would lead us to believe that the company would be able to generate
annual free cash flow in excess of $10 million."
MIDWEST MUSIC: $1.6M Sale of Ellisville Property to Masonic Okayed
------------------------------------------------------------------
Judge Kathy A. Surratt-States of the U.S. Bankruptcy Court for the
Eastern District of Missouri authorized Midwest Music Electronic
Services, Inc.'s sale of the commercial real property located at
15977 Clayton Road, Ellisville, Missouri, to The Masonic Temple
Association of St. Louis for $1,625,000 on the terms of the
Commercial Sale Contract.
The sale is on an "as is" basis without warranty, guaranty or
representation of any kind except the limited environmental
warranty, free and clear of liens, encumbrances and interests, with
any such liens, encumbrances and interests attaching to the sales
proceeds.
The Debtor is authorized to pay at closing from the proceeds of
sale any and all closing costs for which the bankruptcy estate is
liable, including pro-rated real estate taxes for 2019, under the
Sales Contract, and a sales commission of: (a) 3.25% of the
Purchase Price to the Debtor's real estate agent TB Realty &
Development, Inc. plus $1,350 in unreimbursed marketing expenses
and (b) 2.75% of the Purchase Price to the Purchaser's real estate
agent Hilliker Corp., agent Scott Martin.
Should the Purchaser default on the Sales Contract and fail to
close then the earnest money deposit of $25,000 will be paid to the
Debtor as liquidated damages. Should the Debtor default or fail to
close then the Deposit will be returned to the Purchaser as its
sole remedy for Debtor failing to close.
The Debtor is authorized to accept the proceeds of sale and pay at
closing from the proceeds of sale any valid and perfected liens and
encumbrances on the Property, including (a) first priority deed of
trust of Fortune Bank in the amount of $677,174 plus per diem
interest from May 2, 2019 through date of closing in the amount of
$160; (b) second priority lien of the United States Small Business
Administration in the approximate amount of $500,000 with exact
balance to be verified; (c) past due real estate taxes for 2016,
2017 and 2018 in the approximate amount of $70,000 with exact
balance to be verified; (d) pay any outstanding fees of the
Debtor's Counsel, David M. Dare, which have been previously
approved by the Court and pay all known post-petition
administrative expenses not previously paid; (e) pay the remaining
balance of the sales proceeds into the Debtor's DIP Bank Account.
The stay of Rule 6004 (h) of the Federal Rules of Bankruptcy
Procedure does not apply and the Order is immediately effective
upon entry.
Within three business days of entry of the Order, the Debtor will
provide a copy of the Order to all creditors and parties in
interest not receiving a copy through the Court's CMECF noticing
system, and thereafter file a certificate of service with the
Court.
About Midwest Music Electronic Services
Midwest Music Electronic Services, Inc. --
http://www.midwestmusicstl.com/-- operates a musical store
offering speakers, organs, pianos, guitars, amplifiers, drums and
other accessories. Midwest Music also provides band and strings
instrument rentals. It is also the home to St. Ann Music
Publications Co., which carries a full line of sheet music and
music method books.
Midwest Music Electronic Services sought protection under Chapter
11 of the Bankruptcy Code (Bankr. E.D. Mo. Case No. 18-46106) on
Sept. 25, 2018. In the petition signed by Jerry Roberts,
president, the Debtor disclosed $2,497,784 in assets and
$1,833,305
in liabilities. Judge Kathy A. Surratt-States oversees the case.
The Debtor tapped Herren, Dare & Streett as its legal counsel.
MIRIAM SUMPTER-RICHARD: Selling Tampa Property for $64K
-------------------------------------------------------
Miriam LaVern Sumpter-Richard asks the U.S. Bankruptcy Court for
the Middle District of Florida to authorize the sale of the real
property located at 14931 Fisher Road, Tampa, Florida, and more
legally described as Lot 16, Block 3 of Bearss Heights as recorded
in Plat Book 34, Page 24, et seq., of the public records of
Hillsborough County, Florida, to Bay Area Trust, LLC for $64,000.
Objections, if any, must be filed within 21 days from the date of
service.
The Debtor has executed an "As Is" Residential Contract for Sale
and Purchase with the Buyer. She has agreed to sell the real
property for $64,000, which represents the fair market value of the
property.
Said property is encumbered by two mortgages: (i) Deutsche Bank
National Trust Co., as Trustee for Fremont Home Loan Trust 2005-1,
Asset-Backed Certificates, Series 2005-1 - $109,814; and (ii) Bank
of America, NA. - $40,000.
The sale of the properties will not impact the Debtor's plan or
reorganization.
A copy of the Contract attached to the Motion is available for free
at:
http://bankrupt.com/misc/Miriam_Sumpter-Richard_60_Sales.pdf
Miriam LaVern Sumpter-Richard sought Chapter 11 protection (Bankr.
M.D. Fla. Case No. 18-08855) on Oct. 16, 2018. The Debtor tapped
Miriam L. Sumpter Richard, Esq., at Fresh Start Law Firm, Inc. as
counsel.
MJJW PORTFOLIO: Crawford buying Tampa Property for $382K
--------------------------------------------------------
MJJW Portfolio, Inc., asks the U.S. Bankruptcy Court for the Middle
District of Florida to authorize the sale of the real property
located at 2131 W. Main Street, Tampa, Florida, and more legally
described as Lot 18, Block 5, Revised Map of MacFarlane’s
Additions to West Tampa, according to the map or plat thereof, as
recorded in Plat Book 3, Page(s) 30, of the Public Records of
Hillsborough County, Florida, to Vondalyn Crawford for $381,900.
Objections, if any, must be filed within 21 days from the date of
service.
The Debtor executed a Contract for Sale and Purchase to sell the
real property. It has agreed to sell the real property for
$381,000, which represents the fair market value of the property.
Said property is encumbered by two mortgages: Herbert T. Gann, as
Trustee of the Herbert T. Gann Living Trust Agreement dated April
18, 2006, and Sandra A. Gann, as Trustee of the Sandra A. Gann
Living Trust Agreement dated April 18, 2006 in the amount of
$96,915.
The sale of the property will not impact the Debtor's plan of
reorganization. It will allow the Debtor to pay all creditors
claims in full.
A copy of the Contract attached to the Motion is available for free
at:
http://bankrupt.com/misc/MJJW_Portfolio_95_Sales.pdf
About MJJW Portfolio
MJJW Portfolio, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-07533). The Debtor
tapped Miriam L. Sumpter-Richard, Esq., at Fresh Start Law Firm,
P.A., as its bankruptcy counsel.
MMM DIVERSIFIED: Unsecured Creditors to Get 3.5% Interest
----------------------------------------------------------
MMM DIVERSIFIED, LLC, filed a third amended Chapter 11 plan and
accompanying Disclosure Statement proposing to pay unsecured
creditors, which are impaired, within 12 months from the date of
confirmation at 3.5% interest.
Class 2 WELLS FARGO are impaired. WELLS FARGO possesses the lien on
the residential home at 5135, The lien Of WELLS FARGO will be
retained. The Debtor is presently tendering to WELLS FARGO monthly
adequate protection payments of $742.00 representing principal,
interest and real property taxes. Such payments shall continue for
12 months from the date of confirmation.
Class 3 U.S. BANK are impaired. U.S, BANK possesses the lien on the
residential home at 1404. The lien of U.S. BANK will be retained.
On July 13, 2018, a Stipulation for Adequate Protection between
U.S. BANK and the Debtor was approved by the Bankruptcy Court. The
Stipulation provided post-petition payment arrearages were
applicable in the amount of $21.416.67.
Class 4 B of A are impaired. B of A possesses the lien on the
residential home at 146 Columbine Road, Christopher Creek, Arizona,
The lien of B Of A will be retained, Monthly adequate protection
payments have been made by the Debtor to B of A in the amount of
$962.00. Beginning 30 days after confirmation and continuing on the
same day of each month thereafter for 60 months, the Debtor shall
pay B of A interest at the contract rate and real property taxes.
Class 5 MARICOPA are impaired. Any delinquent real property taxes
due MARICOPA shall be paid within 12 months of the date of
confirmation, Real property taxes occurring post-confirmation shall
be paid by the Debtor on a current basis. Interest at the statutory
legal rate will be applicable for said delinquent sums.
Class 6 GILA are impaired. Any delinquent real property taxes due
GILA shall be paid within 12 months of the date of confirmation.
Real property taxes occurring post-confirmation shall be paid by
the Debtor on a current basis. Interest at the statutory legal rate
will be applicable far said delinquent sums.
The rents generated on the 3 properties allow for payment of the
debt service and expenses; the rents total $4,150.00 monthly, The
monthly costs for 5135 are utilities of $250.00, swimming pool
maintenance of $90.00, landscaping of $70.00, and housecleaning of
$35.00.
A full-text copy of the Third Amended Disclosure Statement dated
June 19, 2019, is available at https://tinyurl.com/y6s8tzjd from
PacerMonitor.com at no charge.
Attorney for the Debtor is Donald W. Powell, Esq., at Carmichael &
Powell, P.C., in Phoenix, Arizona.
About MMM Diversified
MMM Diversified, LLC, is an Arizona limited liability company. The
business of the Debtor is buying, renting and selling real
property. The real property presently owned by the Debtor is
residential.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Ariz. Case No. 16-10976) on Sept. 23, 2016. The
petition was signed by Michael F. Sprinkle, managing member.
At the time of the filing, the Debtor estimated assets of less than
$1 million and liabilities of less than $500,000.
The Debtor is represented by Carmichael & Powell P.C.
No official committee of unsecured creditors has been appointed in
the Debtor's case.
MONEYGRAM INTERNATIONAL: S&P Rates First-Lien Credit Agreement 'B'
------------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue rating on MoneyGram
International's (B/Stable/--) new first-lien credit agreement.
S&P's recovery rating of '3' indicates its expectation of a
meaningful recovery (60%) recovery in the event of default.
The company has refinanced about $900 million of a senior secured
credit facility due 2020 with its new first-lien credit agreement
and a new second-lien credit agreement, each with Bank of America
N.A. acting as an administrative agent. The new agreements provide
for a $35 million first-lien revolving credit facility due
September 2022, $645 million first-lien term loan due June 2023,
and $245 million second-lien term loan (rated 'CCC+') due June
2024. With the closing, the company has extended or repaid in full
all outstanding indebtedness under the existing credit facility. In
addition, upon closing of the second lien, the company issued
warrants to second-lien term lenders for about 5.4 million shares
of common stock, representing about 8% of the fully diluted
then-outstanding common stock of the company.
S&P said, "In our view, this transaction is leverage neutral and
does not affect our issuer credit rating on MoneyGram. For 2019, we
expect MoneyGram's leverage to remain above 6.5x in 2019 because of
a challenging operating performance as the firm faces increased
competition."
Issue Ratings - Recovery Analysis
Key analytical factors
-- S&P's simulated default scenario contemplates a payment default
in 2022, significantly lower money transfer volume, and increased
competition.
-- S&P assumes a reorganization following the default, using an
emergence EBITDA multiple of 4.5x to value the company, in part on
the acquisition attempt, which was closer to 6.0x.
Simulated default assumptions
-- Simulated year of default: 2022
-- EBITDA at emergence: $103 million
-- EBITDA multiple: 4.5x
Simplified waterfall
-- Net enterprise value (after 5% administrative expenses): $441.0
million
-- Total senior secured debt: $693 million
-- Recovery expectations: 60%
Note: All debt amounts include six months of prepetition interest
Ratings List
MoneyGram International
Issuer Credit Rating B/Stable/--
New Rating
Senior Secured
US$35 mil First Lien Revolver bank ln
due 09/30/2022 B
Recovery Rating 3(60%)
US$645 mil First Lien bank ln
due 06/30/2023 B
Recovery Rating 3(60%)
MONITRONICS INTERNATIONAL: Jones Day Represents Lender Group
------------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the law firm of Jones Day provided notice that it is representing
members of the Ad Hoc Lender Group in the Chapter 11 cases of
Monitronics International, Inc., et al:
In April 2018, the members of the Ad Hoc Lender Group retained
Jones Day to represent them as counsel in connection with a
potential restructuring of the outstanding indebtedness of the
Debtors.
Jones Day presently represents the members of the Ad Hoc Lender
Group in their capacities (a) as "Term B-2 Lenders" (the "Term
Loans") under the Credit Agreement, dated as of March 23, 2012, by
and among Monitronics International, Inc., as borrower, Bank of
America, N.A., as administrative agent, and the lenders from time
to time party thereto (the "Prepetition Credit Agreement") and (b)
with respect to certain members of the Ad Hoc Lender Group, as
lenders under the Debtors' proposed postpetition
debtor-in-possession financing facility (the "DIP").
As of July 1, 2019, members of the Ad Hoc Lender Group and their
disclosable interests are:
(1) Anchorage Capital Group, L.L.C
610 Broadway, 6th Fl.
New York, NY 10012
* Revolving Loans: $40,000,000.00
* Term Loans: $93,734,339.13
(2) Boston Management and Research
Two International Place, 9th Fl.
Boston, MA 02110
* Term Loans: $38,827,348.37
(3) BlueMountain Capital Management, LLC
280 Park Avenue
New York, NY 10017
* Term Loans: $30,257,795.25
(4) BlueMountain Fuji Management, LLC
280 Park Avenue
New York, NY 10017
* Term Loans: $10,890,211.33
(5) Eaton Vance Management
Two International Place, 9th Fl.
Boston, MA 02110
* Term Loans: $27,668,343.83
(6) FS Global Advisor, LLC
10 East 53rd, 20th Fl.
New York, NY 10022
* Term Loans: $56,485,651.00
(7) Invesco Advisers, Inc.
6803 S. Tuscon Way
Centennial, CO 80112
* Term Loans: $28,157,541.00
(8) Invesco Senior Secured Management, Inc.
1166 6th Ave, 26th Fl.
New York, NY 10036
* Term Loans: $90,957,994.70
(9) KKR Credit Advisors (US) LLC
555 California St., 50th Fl.
San Francisco, CA 94104
* Term Loans: $148,713,597.00
(10) Monarch Alternative Capital LP
535 Madison Avenue
New York, NY 10022
* Term Loans: $181,253,031.47
* Senior Unsecured Notes: $43,956,000.00
* Ascent Equity: 47,402 shares
Jones Day does not hold any disclosable economic interests in
relation to the Debtors.
The Ad Hoc Lender Group's counsel can be reached at:
JONES DAY
Paul M. Green, Esq.
717 Texas, Suite 3300
Houston, TX 77002
Telephone: (832) 239-3939
Facsimile: (832) 239-3600
E-mail: pmgreen@jonesday.com
- and -
JONES DAY
Scott J. Greenberg, Esq.
Michael C. Schneidereit, Esq.
Peter S. Saba, Esq.
250 Vesey Street
New York, NY 10281
Telephone: (212) 326-3939
Facsimile: (212) 755-7306
E-mail: sgreenberg@jonesday.com
mschneidereit@jonesday.com
psaba@jonesday.com
A copy of the Rule 2019 filing from PacerMonitor.com is available
at
http://bankrupt.com/misc/Monitronics_International_63_Rule2019.pdf
About Monitronics
Headquartered in the Dallas-Fort Worth area, Monitronics provides
security alarm monitoring services to approximately 900,000
residential and commercial customers as of March 31, 2019. Ascent
Capital Group, Inc., is a holding company that owns Monitronics
International, Inc., doing business as Brinks Home Security.
Monitronics reported a net loss of $678.8 million for the year
ended Dec. 31, 2018, compared to a net loss of $111.3 million for
the year ended Dec. 31, 2017. As of March 31, 2019, Monitronics
had $1.33 billion in total assets, $1.95 billion in total
liabilities, and a total stockholders' deficit of $623.8 million.
KPMG LLP, in Dallas, Texas, the Company's auditor since 2011,
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 substantial
indebtedness classified within current liabilities that raises
substantial doubt about its ability to continue as a going
concern.
* * *
In April 2019, S&P Global Ratings lowered the issuer credit rating
on Monitronics International Inc. to 'SD' from 'CC'. The downgrade
follows Monitronics' election not to make an approximately $26.7
million in interest on its 9.125% unsecured notes due 2020.
In April 2019, Moody's Investors Service downgraded Monitronics'
Corporate Family Rating to 'Ca' from 'Caa2'. The downgrade
reflects the Company's near-term debt maturities and the high
likelihood of a default event under Moody's definition in the near
term.
MONITRONICS INTERNATIONAL: S&P Cuts ICR to 'D' on Bankruptcy Filing
-------------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
residential alarm monitoring service provider Monitronics
International Inc. to 'D' from 'SD' (selective default). S&P also
lowered its issue-level rating on the company's $1.1 billion term
loan due 2022 to 'D' from 'CC' and are affirmed its 'D' issue-level
rating on its $585 million 9.125% senior unsecured notes due 2020.
The recovery ratings on both instruments are unchanged.
The downgrade follows Monitronics announcement that it will file a
prepackaged Chapter 11 petition under the U.S. Bankruptcy Code. The
company also said that it had reached a restructuring support
agreement (RSA) with most of its financial stakeholders (including
the holders of about 91% of its secured term loan and 81% of its
senior unsecured notes) on terms that would reduce its outstanding
prepetition debt by approximately $885 million. Monitronics'
current outstanding prepetition debt of nearly $1.685 billion
includes about $1.1 billion of secured term loan debt and $585
million of senior unsecured notes.The company has obtained a $245
million debtor-in-possession (DIP) facility, which it anticipates
replacing with $295 million of exit financing when it emerges from
bankruptcy.
MOOD MEDIA: S&P Raises ICR to 'CCC' After Distressed Debt Exchange
------------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Mood Media
Corp. (Mood Media) to 'CCC' from 'SD' (selective default).
Mood Media has completed its offer to exchange its partial cash pay
(6% cash and 8% PIK) second-lien senior secured notes due in 2024
(old debt) for new $259.2 million senior second-lien senior secured
notes (100% PIK) due in 2023. In aggregate, the company expects to
issue approximately $277.8 million of New Notes including accrued
and unpaid interest. The company also announced that it had
previously raised an additional $34.4 million under its old debt to
fund the acquisition of franchisee South Central A/V (SCAV). The
new debt will be issued by the company's wholly owned subsidiary
Mood Media Borrower LLC.
"We are also raising our issue-level ratings on the amended total
$0.1 million of remaining existing junior second-lien senior
secured notes due in 2024 to 'CC' from 'D'. We are subsequently
withdrawing our rating on this debt," S&P said. In addition, the
rating agency is assigning its 'CC' issue-level and '6' (0%-10%:
rounded estimate: 5%) recovery rating to the company's proposed new
second-lien senior secured notes due in 2023.
The rating action follows Mood Media's recent incremental debt
issuance and the completion of its exchange offer on its
second-lien senior secured notes, which S&P viewed as a distressed
exchange. In its view, Mood Media's capital structure is
unsustainable given the high debt burden. Leverage was 8.0x for the
12 months ended March 31, 2019, and S&P expects it to remain above
8.0x pro forma for the incremental debt issuance to acquire the
company's largest independent affiliate and to continue to increase
because of the PIK feature under the new notes. S&P believes there
is a risk of further distressed debt restructuring within the next
12 months without a significant improvement in the business to
address the company's high debt burden and the shorter tenure on
the newly exchanged PIK notes.
"The negative outlook reflects our view that Mood Media's revenue
declines and operating challenges will continue in 2019. This could
pressure already negative FOCF and weaken Mood Media's liquidity
position such that a near-term distressed debt restructuring or
other default is likely over the next 12 months," S&P said. The
outlook also reflects ongoing challenges facing the company; in
particular, weakness due to the persistent secular pressure facing
brick-and-mortar clients, according to the rating agency.
"We could lower the rating within the next 12 months if Mood Media
sustains EBITDA declines despite ongoing cost-saving initiatives
and acquisitions. This would lead to continued negative FOCF after
debt service in 2019 and 2020, and weakened liquidity that we
believe could increase the risk of further debt restructuring or a
violation of financial covenants within a six-month horizon," S&P
said.
"We could raise the rating on Mood Media to 'CCC+' over the next 12
months if the company increases organic revenues and EBITDA such
that the company is able to cover its fixed charges and EBITDA
interest coverage is above 1.0x. We would expect this to result in
break-even reported FOCF after debt service on a sustained basis
and reduced the likelihood of a distressed debt restructuring or
payment default within a 12-month horizon," the rating agency said.
MR. CAMPER: Case Summary & 19 Unsecured Creditors
-------------------------------------------------
Debtor: Mr. Camper, L.L.C.
d/b/a Yogi Bear's Jellystone Camp Resort
P.O. Box 519
Robert, LA 70455
Business Description: Mr. Camper, L.L.C. --
https://www.jellystonela.com/ -- owns and
operates the Yogi Bear's Jellystone Camp
Resort. The facility features 450+ wooded
campsites, 75 cabin rentals available,
swimming pools, fishing ponds, game room,
mini golf, canoe, kayak and paddle boat
rentals, RV storage, playground, wet "spray"
ground, basketball court, baseball field,
laundry facilities, store, and propane
filling station.
Chapter 11 Petition Date: July 1, 2019
Court: United States Bankruptcy Court
Eastern District of Louisiana (New Orleans)
Case No.: 19-11775
Judge: Hon. Elizabeth W. Magner
Debtor's Counsel: Markus E. Gerdes, Esq.
GERDES LAW FIRM, L.L.C.
P.O. Box 2862
Hammond, LA 70404
Tel: (985) 345-9404
Fax: (985) 543-0434
E-mail: markus@gerdeslaw.net
- and -
Ryan James Richmond, Esq.
RICHMOND LAW FIRM, LLC
17732 Highland Road
Suite G-228
Baton Rouge, LA 70810
Tel: 225-572-2819
Fax: 225-286-3046
E-mail: ryan@rjrichmondlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Maurice J. LeBlanc, managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 19 unsecured creditors is available for free
at:
http://bankrupt.com/misc/laeb19-11775.pdf
NATURE'S SECOND CHANCE: Aug. 5 Plan Confirmation Hearing
--------------------------------------------------------
The Amended Disclosure Statement explaining the Amended Chapter 11
Plan of Nature's Second Chance Hauling LLC is approved.
A hearing for the consideration of confirmation of the Amended Plan
of Reorganization will be held on August 5, 2019 at 10:00 a.m., in
U.S. Bankruptcy Court, Melvin Price US Courthouse, 750 Missouri
Ave, East St. Louis, IL 62201.
Any objection to confirmation of the Plan will be filed on or
before seven (7) days prior to the date of the hearing on
confirmation of the Plan, with a copy to the attorney for the
debtor(s).
About Nature's Second Chance Hauling
Nature's Second Chance Hauling, LLC, based in Alton, Illinois, is a
privately-held company that provides specialty trucking services to
a number of Fortune 500 Companies throughout the United States.
Nature's Second Chance Hauling sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Ill. Case No. 18-30328) on
March 19, 2018.
In the petition signed by Vern Van Hoy, managing member, the Debtor
estimated assets of $1 million to $10 million and liabilities of $1
million to $10 million.
The Debtor tapped Heplerbroom LLC as its legal counsel.
The U.S. Trustee for Region 10 on April 25, 2018, appointed two
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case. The committee members are: (1) Ryder
System, Inc.; and (2) Hogan Truck Leasing, Inc.
NAVITAS MIDSTREAM: S&P Affirms 'B' ICR; Outlook Stable
------------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating and 'B+'
issue-level rating on Navitas Midstream Midland Basin LLC's
existing term loan B and assigned its 'B+' issue-level rating and
'2' recovery rating to the company's planned $40 million senior
secured term loan B-2 due 2024.
S&P said, "We expect credit metrics to be elevated in 2019, with
debt to EBITDA approaching 10x in full-year 2019. However, we note
that run- rate debt to EBITDA will improve to below 6x in the
second half of 2019. The company experienced an incident at its
Newberry processing complex in December 2018, which has limited the
company's processing capacity in the first half of 2019. However,
train 2 (200mmcfe/day) of the Newberry plant is back online and the
company has brought online its new 200 mmcfe/day Taylor processing
plant in June 2019. We believe the company's increased processing
capacity in the second half of 2019, as well as slightly higher
wellhead volumes will drive cash flow growth in the second half of
2019. The company's small scale of operations, lack of geographic
diversity, and exposure to volumetric risk, as well as its position
in the highly economic Midland Basin, drives our view of its
business risk as vulnerable.
"The stable outlook reflects our expectation that the company will
maintain solid operating performance over next year while it
continues to build its natural gas gathering and processing assets
in the highly cost competitive Midland Basin. The company
experienced limited processing capacity in the first half of 2019,
largely due to an incident at its Newberry plant in late 2018, but
we expect it to maintain processing capacity of greater than 500
mmcfe/day in the second half of 2019. For full-year 2019, we expect
leverage to approach 10x. However, we expect leverage to be below
6x on a run-rate basis in the second half of 2019.
"We could consider a negative rating action if the company
experiences further operational challenges or lower-than-expected
volumes, such that we no longer expect leverage below 6x over the
next 12 months. In addition, we could consider a negative rating
action if we no longer view the company's liquidity as adequate.
"We could consider a positive rating action if the company
increases its size and scale and diversity in the Midland Basin,
executes growth projects, and maintains debt to EBITDA closer to 4x
on a sustained basis."
NICHOLS BROTHER: $3M Sale of Oil-Gas Interests to SNR Approved
--------------------------------------------------------------
Judge Terrence L. Michael of the U.S. Bankruptcy Court for the
Northern District of Oklahoma authorized Nichols Brothers, Inc. and
its affiliates to sell all the oil and gas assets and other assets
set forth on Exhibit A to SNR Central Oklahoma Operating, LLC for
$3 million, cash.
The sale is free and clear of all liens, claims, encumbrances, and
other interests, with such liens, claims, encumbrances, and other
interests, if any, to attach to the proceeds.
The Debtors' assumption and assignment to the Purchaser, and the
Purchaser's assumption on the terms set forth in the Purchase
Agreement, of the Assumed Contracts is approved.
With respect to all wells listed on Exhibit A located in Oklahoma,
and for which one or more of the Debtors are the operator of record
under Oklahoma law, the Purchaser will and the Debtors will
promptly file all necessary forms and information with the Oklahoma
Corporation Commission and pay any applicable fees required to
transfer operatorship of the wells, pursuant to Oklahoma
Administrative Code (O.A.C.) 165:10-1-15 or 165:10-5-10, as
applicable, to an operator meeting the requirements of O.A.C.
165:10-1-10.
The Debtors are authorized to pay at the closing of the sale or as
soon thereafter as reasonably possible the net proceeds to the DIP
Lenders and/or Pre-Petition Lenders on account of their secured
claims (as those terms are defined therein) consistent with the DIP
Order and DIP Agreement entered by the Court on Aug. 1, 2018. For
the avoidance of doubt and ambiguity, notwithstanding any other
provision in the Order, all of the liens, claims, and interests of
the DIP Lenders and/or Pre-Petition Lenders will attach to the
proceeds of the sale of Property authorized by the Order to the
same extent and validity as the liens, claims and interests had as
to the Property prior to the sale.
A copy of the Exhibit A attached to the Order is available for free
at:
http://bankrupt.com/misc/Nichols_Brothers_407_Order.pdf
About Nichols Brothers
Nichols Brothers, Inc., and its subsidiaries are primarily focused
on oil and gas production operating 400 producing wells, which are
generally considered "stripper wells" in the industry. The
business group is owned and operated by Richard and Orville
Nichols. Nichols Brothers is headquartered in Tulsa, Oklahoma.
Nichols Brothers and its subsidiaries filed voluntary petitions
(Bankr. N.D. Okla. Lead Case No. 18-11123) on June 1, 2018. In the
petition signed by Richard Nichols, president, Nichols Brothers
disclosed $10,388 in assets and $32.87 million in liabilities. The
case is assigned to Judge Terrence L. Michael.
Gary M. McDonald, Esq., Chad J. Kutmas, Esq., and Mary E. Kindelt,
Esq., at McDonald & Metcalf, LLP serve as the Debtors' counsel;
Padilla Law Firm, serves as special counsel to the Debtor; and
Koehler & Associates, Inc., as its chief restructuring officer.
The U.S. Trustee for Region 20 on June 22, 2018, appointed an
official committee of unsecured creditors. The Committee retained
Rosenstein Fist & Ringold, as counsel.
NOAH OPERATIONS: U.S. Trustee Forms 7-Member Committee
------------------------------------------------------
The Office of the U.S. Trustee on June 28 appointed seven creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 cases of Noah Operations Richardson TX, LLC and its
affiliates.
The committee members are:
(1) Guggenheim Retail Real Estate Partners
Attn: Rebecca D. Kristall
3000 Internet Boulevard
Frisco, TX 75034
Tel: (312) 357-7422
Email: rebecca.kristall@guggenheiminsurance.com
(2) Douglas Sullivan
Email: dwsullivan6@gmail.com
(3) Nancy Neil
2640 West 15090 South
Bluffdale, UT 84065
Tel: (801) 455-4122
Email: neil.nancy@gmail.com
(4) Chris Hoke
c/o 76 Investments LP
1709 Shady Knoll Ct.
Sewickley, PA 15143
Email: chrishoke76@gmail.com
(5) Andrew W. Moyce
Tel: (510) 834-1278
Email: andymoyce@gmail.com
(6) Jeanette M. Bonin
c/o Charles V. Bonin
133 Washington Street
Morristown, NJ 07960
Tel: (973) 267-2232
Email: gigi.7@verizon.net
cvboninlaw@cvbonin.com
(7) Dan Naylor
8494 S. 700 E.
Sandy, UT 84070
Tel: (801) 562-2244
Email: dknaylor@hotmail.com
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Noah Operations
Noah Operations Richardson TX, LLC, a company based in Lehi, Utah,
filed a Chapter 11 petition (Bankr. D. Utah Case No. 19-23492) on
May 15, 2019. In its petition, the Debtor estimated $0 to $50,000
in assets and $1 million to $10 million in liabilities. The
petition was signed by William Bowser, president of sole member
Noah Corporation. The Hon. William T. Thurman oversees the case.
T. Edward Cudick, Esq., at Prince Yeates & Geldzahler, APC, serves
as the Debtor's bankruptcy counsel.
OFFICE EXPRESS: Taps Schneider & Stone as Bankruptcy Counsel
------------------------------------------------------------
Office Express, Inc. received approval from the U.S. Bankruptcy
Court for the Northern District of Illinois to hire Schneider &
Stone as its bankruptcy counsel.
The firm will assist the Debtor in the preparation of a bankruptcy
plan and provide other legal services related to its Chapter 11
case.
Ben Schneider, Esq., the firm's attorney who will be handling the
case, will charge an hourly fee of $375. Schneider & Stone will
charge $175 per hour for paralegal services.
Mr. Schneider disclosed in a court filing that he and his firm are
"disinterested" as defined in Section 101(14) of the Bankruptcy
Code.
Schneider & Stone can be reached through:
Ben L. Schneider, Esq.
Schneider & Stone
8424 Skokie Blvd., Suite 200
Skokie, IL 60077
Tel: 847-933-0300
Fax: 847-676-2676
Email: ben@windycitylawgroup.com
About Office Express, Inc.
Based in Evanston, Ill., Office Express, Inc. filed a voluntary
Chapter 11 petition (Bankr. N.D. Ill. Case No. 19-13299) on May 8,
2019, listing under $1 million in both assets and liabilities. The
case is assigned to Judge A. Benjamin Goldgar. Ben L. Schneider,
Esq., at Schneider & Stone, represents the Debtor as counsel.
OKLAHOMA PROCURE: Unsecureds Recovery Raised to 3%-7.2% in New Plan
-------------------------------------------------------------------
Oklahoma ProCure Management, LLC, filed a combined disclosure
statement and first amended chapter 11 plan of liquidation dated
June 14, 2019.
This latest filing provides that general unsecured creditors'
projected recovery is now 3%-7.2% instead of 2.5%-4.7% provided in
the previous plan. Each Holder of an Allowed General Unsecured
Claim will receive in exchange for its Allowed Class 4 Claim its
Pro Rata share of the General Unsecured Claim Distribution Fund.
A copy of the Disclosure Statement dated June 14, 2019 is available
at https://tinyurl.com/y49dxrkg from Pacermonitor.com at no charge.
About Oklahoma ProCure Management
Oklahoma ProCure Management, LLC -- https://www.procure.com/ --
operates the ProCure Proton Therapy Center in Oklahoma City that
utilizes proton therapy for treatment of cancer.
Oklahoma ProCure sought bankruptcy protection (Bankr. D. Del. Case
No. 18-12622) on Nov. 15, 2018. In the petition signed by James J.
Loughlin, Jr., VP/assistant treasurer, the Debtor estimated assets
of $10 million to $50 million and liabilities of $100 million to
$500 million. Judge Mary F. Walrath presides over the case. The
Debtor tapped Gregory W. Werkheiser, Esq., at Morris, Nichols,
Arsht & Tunnell LLP, as general counsel.
Andrew R. Vara, the Acting United States Trustee for Region 3,
appointed Deborah Burian as the Patient Care Ombudsman for Oklahoma
ProCure Management, LLC.
ORCHIDS PAPER: Cascades Wins Auction to Acquire Certain Assets
--------------------------------------------------------------
Cascades, a leader in the recovery and manufacturing of packaging
and tissue products, has won the auction to acquire certain of the
assets of Orchids Paper Products in proceedings before the United
States Bankruptcy Court for the District of Delaware. Cascades
agreement in such regard is subject to approval by the Bankruptcy
Court at a hearing scheduled for July 1. The transaction, which
will be completed for a cash consideration of US$207 million, will
cover substantially all the company's assets, including the
Barnwell, South Carolina and Pryor, Oklahoma operations, as well as
certain equipment and various of Orchid's Paper commercial
arrangements with Fabrica de Papel San Francisco, S.A. de C.V.,
based in Mexicali, Mexico, and certain affiliates thereof.
Orchid Paper's integrated plants have an estimated parent roll
capacity of up to 114,000 tons and an estimated converting capacity
of up to 114,500 tons. Additionally, Orchids Paper has an
agreement with Fabrica providing access for up to 20,000 tons of
converted products for the Western U.S. market. Orchids Paper has
invested more than US$240 million in its assets and strategic
supply arrangement with Fabrica over the past five years.
The acquisition will allow Cascades to accelerate the modernization
of its tissue asset base, reduce sub-contracting and transportation
costs, and increase its geographical footprint to better serve its
customers.
Cascades will provide additional information following the
Bankruptcy Court approval of the agreement and will not provide any
further public comments or interviews until that time.
About Cascades
Founded in 1964, Cascades (TSX: CAS) -- http://www.cascades.com/--
offers sustainable, innovative and value-added packaging, hygiene
and recovery solutions. The company employs 11,000 women and men
across a network of over 90 facilities in North America and Europe.
Driven by its participative management, half a century of
experience in recycling, and continuous research and development
efforts, Cascades continues to provide innovative products that
customers have come to rely on, while contributing to the
well-being of people, communities and the entire planet. Cascades'
shares trade on the Toronto Stock Exchange under the ticker symbol
CAS.
About Orchids Paper Company
Headquartered in Pryor, Oklahoma, Orchids Paper Products Company --
http://www.orchidspaper.com/-- is a national supplier of consumer
tissue products primarily serving the at home private label
consumer market. The Company produces a full line of tissue
products, including paper towels, bathroom tissue and paper
napkins, to serve the value through ultra-premium quality market
segments from its operations in northeast Oklahoma, Barnwell, South
Carolina and Mexicali, Mexico. The Company provides these products
primarily to retail chains throughout the United States.
As of Feb. 28, 2019, the Debtors posted total assets $322,061,000
and total debt of $260,864,000.
Orchids Paper Products Company and two of its subsidiaries filed
for bankruptcy protection (Bankr. D. Del. Lead Case No. 19-10729)
on April 1, 2019. The petitions were signed by Richard S.
Infantino, interim chief strategy officer.
Hon. Mary F. Walrath oversees the cases.
The Debtors tapped Polsinelli PC as counsel; Deloitte Transactions
and Business Analytics LLP as chief strategy officer; Houlihan
Lokey Capital, Inc., as investment banker; and Prime Clerk LLC as
claims and notice agent.
Andrew Vara, acting U.S. trustee for Region 3, on April 15, 2019,
appointed five creditors to serve on an official committee of
unsecured creditors in the Chapter 11 cases. The Committee
retained Lowenstein Sandler LLP, as counsel; and CKR Law LLP as its
Delaware counsel.
PETSMART INC: S&P Hikes ICR to 'B-' on Debt Paydown From Chewy IPO
------------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating to 'B-' from
'CCC' on U.S.-based specialty pet retailer PetSmart Inc., which
recently repaid about 15% of its term loan using after-tax net
proceeds from the IPO of its Chewy subsidiary.
S&P also raised its issue-level ratings on the company's first-lien
debt to 'B' from 'CCC' and revised the recovery to '2' from '4',
reflecting the debt reduction and an upward reassessment of
enterprise value at simulated default following the IPO of Chewy.
At the same time, the rating agency raised its issue-level rating
on the company's senior unsecured debt to 'CCC+' from 'CC', and
revised the recovery to '5' from '6'.
S&P said, "The upgrade reflects PetSmart's use of after-tax net
proceeds from the Chewy IPO for debt reduction, our expectation for
good revenue growth at Chewy, and performance at PetSmart improving
over the next 12 months, though industry headwinds remain a risk.
"The stable outlook reflects our expectation for modest performance
improvement at PetSmart and continued rapid growth at Chewy. We
anticipate positive free operating cash flow generation and
slightly improving leverage over the next 12 months on EBITDA
growth.
"We could take a negative rating action if we believe the capital
structure has become unsustainable. This could occur if performance
at PetSmart weakens meaningfully and leads to sustained negative
same-store sales and margin deterioration larger than our base
case. We would also expect to see a slowdown in growth at Chewy
that weakens overall profitability and cash flow. In addition, if
the value of the Chewy asset declines considerably and performance
trends are weak, we could lower the rating because the ability to
monetize this asset and deleverage would be reduced.
"We could raise the rating if debt to EBITDA declines to below 6x
on a sustained basis. This could occur through debt pay-down of
roughly $2.2 billion and generate modest EBITDA improvement coupled
with an expectation for sustained positive same-store sales. An
upgrade would also be contingent on our view that the company's
financial policy is supportive of a higher rating."
PG&E CORP: Court Approves Oct. 21 Proofs of Claim Bar Date
----------------------------------------------------------
PG&E Corporation (NYSE: PCG) and its primary operating subsidiary,
Pacific Gas and Electric Company (the "Utility") on June 26, 2019,
disclosed that the U.S. Bankruptcy Court for the Northern District
of California overseeing the company's Chapter 11 cases approved
the Bar Date of October 21, 2019, at 5:00 p.m. Pacific Time.
The Bar Date is the deadline by which any person or entity must
file a Proof of Claim if they believe money is owed to them by PG&E
with respect to the period prior to the Chapter 11 filing date of
January 29, 2019. The Bar Date and the procedures for filing
Proofs of Claim apply to all claims against PG&E that arose before
January 29, 2019.
Following this approval, PG&E will provide broad notice of the Bar
Date and the procedures for filing Proofs of Claim to its lenders,
noteholders, customers, employees, vendors, contract
counterparties, potential wildfire claimants and all other
potential holders of claims that arose before January 29, 2019.
Notice of the Bar Date will be communicated via the following
channels, among others:
-- Direct mail
-- Email
-- Paid advertising via TV, radio, print, online and social
media
-- Dedicated claim service centers
-- Company news releases
"Establishing the Bar Date marks a key milestone in our efforts to
complete our restructuring process and compensate wildfire victims
as quickly as possible. Our robust noticing process is in line
with our commitment to open and transparent communication as we
work toward an orderly, fair and expeditious resolution of claims,
including wildfire claims," said Janet Loduca, PG&E Senior Vice
President and General Counsel.
More information can be found at pge.com/reorganization. For
additional information on the Bar Date, including instructions on
downloading a Proof of Claim Form and how to submit a claim, please
visit https://restructuring.primeclerk.com/pge/EPOC-Index.
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.
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 CORP: Oct. 21, 2019 Wildfire Claims Filing Deadline Set
------------------------------------------------------------
Danko Meredith, Gibbs Law Group, and Corey, Luzaich, de Ghetaldi &
Riddle, a coalition of law firms known as Northern California Fire
Lawyers, want to alert those affected by the 2018 Camp Fire that
the Court set an important deadline for the filing of potential
legal claims against PG&E: all victims and survivors of PG&E-caused
fires must file their claim papers with the bankruptcy court by
October 21, 2019. Those affected by the Camp Fire who do not file
claims against PG&E by the deadline will not be able to recover
money for injuries, evacuations, lost homes or businesses that
occurred as a result of the region's November 2018 wildfires.
"In speaking with so many people whose lives were affected by the
Camp Fire, we know it takes time to digest the impact and we asked
the Court to extend the deadline on their behalf," said Mike Danko.
"Ultimately, the Court decided it wants PG&E out of bankruptcy as
soon as possible, so that means folks need to act now."
"We have been zealously advocating on the front lines for Camp Fire
victims from the outset, and we want to ensure that those affected
know about this deadline and are able to make informed decisions
and take action," said Amanda Riddle.
In May 2019, the California government officially concluded that
PG&E is responsible for the Camp Fire, which was the deadliest and
most destructive fire in California history. The San Francisco
Chronicle has reported that PG&E set aside more than $10 billion to
cover claims related to the Camp Fire, and PG&E recently agreed to
a proposed settlement of $1 billion to compensate more than a dozen
California cities for losses related to fires caused by its
equipment (the settlement is pending court approval).
What Should Camp Fire Victims and Survivors Do?
Individuals and families who were affected by the 2018 Camp Fire
and have not yet retained a lawyer are urged to contact our team at
530-816-FIRE or visit Camp Fire PG&E Lawsuit -- don't miss out on a
recovery. We can assist you in filing your legal claims in the
PG&E bankruptcy, and we pride ourselves on being there for our
clients at every stage of the legal process.
About Northern California Fire Lawyers
Northern California Fire Lawyers is a team of more than 30
attorneys from a coalition of three Northern California law firms:
Corey, Luzaich, de Ghetaldi & Riddle, Danko Meredith and Gibbs Law
Group. Collectively, our fire lawyers have more experience
investigating and bringing claims against PG&E than any law firm in
California. Our attorneys have been appointed by California judges
to leadership positions in some of the largest fire and disaster
cases, including the Butte Fire Cases, 2017 PG&E Fire Cases, and
San Bruno Explosion lawsuits.
We have earned hundreds of millions of dollars in settlements and
verdicts for our clients, and members of our team have been honored
for their work with numerous awards, including "California Lawyer
Attorney of the Year," "Top Plaintiff Lawyers in California,"
"Trial Lawyer of the Year," and "Top Women Lawyers in Northern
California," among others.
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.
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.
PIER 3 BUILDERS: July 23 Hearing on Lunenburg Property Private Sale
-------------------------------------------------------------------
Judge Elizabeth D. Katz of the U.S. Bankruptcy Court for the
District of Massachusetts will convene a hearing on July 23, 2019
at 10:00 a.m. on Pier 3 Builders, LLC's private sale of the real
property known and numbered as 141 Beal Street, Lunenburg,
Massachusetts to William J. and Donna M. Groark for $391,900.
The Debtor proposed to sell the Property free and clear of all
liens, claims and encumbrances excepting a mortgage granted to
Fidelity Co-operative Bank. Any perfected, enforceable, and valid
liens will attach to the sale proceeds.
About Pier 3 Builders
Pier 3 Builders, LLC, is a privately held company in the
residential building construction business. The Company offers
construction and remodeling services such as custom home building,
additions, basement remodeling, and more.
Pier 3 Builders sought Chapter 11 protection (Bankr. D. Mass Case
No. 19-41022) on June 24, 2019. In the petition signed by Brian
Campanale, manager, the Debtor estimated assets and liabilities in
the range of $1 million to $10 million.
Judge Elizabeth D. Katz is assigned to the case.
The Debtor tapped David M. Nickless, Esq., at Nickless, Phillips
and O'Connor, as counsel.
PREFERRED CARE: $300K Sale of Mgmt. Subsidiaries to PCPMG Approved
------------------------------------------------------------------
Judge Mark X. Mullin of the U.S. Bankruptcy Court for the Northern
District of Texas authorized Preferred Care Partners Management
Group, L.P. ("PCPMG") and Kentucky Partners Management, LLC to sell
management subsidiaries to PCPMG Holdings, LLC, for $300,000.
The hearing on the Motions were held on May 29, May 31 and June 14,
2019.
The Debtors are authorized to transfer the equity in the Management
Subsidiaries to the Purchaser in accordance with the terms of the
APA. The Debtors will transfer the equity in the Management
Subsidiaries to the Purchaser on the Closing Date, in accordance
with the APA, and such transfer will constitute a legal, valid,
binding and effective transfer of the equity in the Management
Subsidiaries and will vest the Purchaser with good title and all
right, title and interest in the equity in the Management
Subsidiaries in accordance with the APA free and clear of all
Interests.
The Compromise and Settlement, including the Settlement Agreement
and all of its provisions (including the Releases), are hereby
approved. In the event that the Management GUC Claims are not
waived and released pursuant to Section 4(b) of the Settlement
Agreement, the Debtors’ rights to oppose or object to the
Management GUC Claims on any grounds (except based on any Claims
released in the Settlement Agreement), including by seeking to
reduce the allowed amount of such claim or to disallow such claim
in its entirety, will be preserved in accordance with the
Settlement Agreement.
For the avoidance of doubt and notwithstanding anything to the
contrary in the Order, pursuant to Section 5 of the Settlement
Agreement, Evelyn Tennyson, individually and as the Executor of the
estate of Michael Tennyson, deceased, and the Debtors each retain
all their respective rights, claims, and defenses relating to the
Indemnity Claims, the Insurance Claim, and the Buy-Sell Agreement,
including without limitation their claims, rights and interests in
the Policy Proceeds.
Notwithstanding Bankruptcy Rule 6004(h), the Order will be
effective and enforceable immediately upon entry hereof.
A copy of the APA attached to the Order is available for free at:
http://bankrupt.com/misc/Preferred_Care_581_Order.pdf
About Preferred Care Partners
Headquartered in Plano, Texas, Preferred Care Partners Management
Group and Kentucky Partners operate skilled nursing care
facilities.
Preferred Care Partners Management Group, L.P., and affiliate
Kentucky Partners Management, LLC, filed for Chapter 11 bankruptcy
protection (Bankr. N.D. Tex. Case No. 17-34296 and 17-34297) on
Nov. 13, 2017. Travis Eugene Lunceford, manager of general
partner, signed the petition. The jointly administered cases were
later transferred to the Fort Worth Division and assigned Case No.
17-44741.
Mark Edward Andrews, Esq., Jane Anne Gerber, Esq., and Aaron
Michael Kaufman, Esq., at Dykema Cox Smith, serve as the Debtors'
bankruptcy counsel.
Preferred Care estimated its assets at between $50,000 and
$100,000, and its liabilities at between $10 million and $50
million. Kentucky Partners estimated its assets at up to
$50,000 and its liabilities at between $10 million and $50
million.
About Preferred Care Partners
Headquartered in Plano, Texas, Preferred Care Partners Management
Group and Kentucky Partners operate skilled nursing care
facilities.
Preferred Care Partners Management Group, L.P., and affiliate
Kentucky Partners Management, LLC, filed for Chapter 11 bankruptcy
protection (Bankr. N.D. Tex. Case No. 17-34296 and 17-34297) on
Nov. 13, 2017. Travis Eugene Lunceford, manager of general
partner, signed the petition. The jointly administered cases were
later transferred to the Fort Worth Division and assigned Case No.
17-44741.
Preferred Care estimated its assets at between $50,000 and
$100,000, and its liabilities at between $10 million and $50
million. Kentucky Partners estimated its assets at up to
$50,000 and its liabilities at between $10 million and $50
million.
Mark Edward Andrews, Esq., Jane Anne Gerber, Esq., and Aaron
Michael Kaufman, Esq., at Dykema Cox Smith, serve as the Debtors'
bankruptcy counsel.
PRIME REALTY: Case Summary & Unsecured Creditor
-----------------------------------------------
Debtor: Prime Realty Management LLC
6215 Drexel Ave
Los Angeles, CA 90048
Business Description: Prime Realty Management LLC is a real estate
agent in Los Angeles, California.
Chapter 11 Petition Date: July 1, 2019
Court: United States Bankruptcy Court
Central District of California (Los Angeles)
Case No.: 19-17712
Debtor's Counsel: Hayk Grigoryan, Esq.
GRIGORYAN LAW FIRM
3435 Wilshire Blvd Suite 2706
Los Angeles, CA 90010
Tel: 323-350-0942
E-mail: grigoryanlaw@gmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Gerard Barrett, managing member and
CEO.
The Debtor lists Anchor Loans LP as its sole unsecured creditor
holding an unknown amount of claim.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/cacb19-17712.pdf
ROBERT STEWART INC: Seeks to Hire Jones & Walden as Legal Counsel
-----------------------------------------------------------------
Robert Stewart, Inc. seeks authority from the U.S. Bankruptcy Court
for the Northern District of Georgia to hire Jones and Walden, LLC
as its legal counsel.
The firm will provide these services in connection with the
Debtor's Chapter 11 case:
(a) prepare pleadings and applications;
(b) conduct examination;
(c) advise the Debtor of its rights, duties and obligations
under the Bankruptcy Code;
(d) consult with and represent the Debtor with respect to a
Chapter 11 plan; and
(e) perform those legal services incidental and necessary to the
day-to-day operations of the Debtor's business, including the
institution and prosecution of necessary legal proceedings, and
general business legal advice.
Jones & Walden will be paid at these hourly rates:
Attorneys $200 to $350
Legal Assistants $125
Jones & Walden will also be reimbursed for work-related expenses
incurred.
Leslie Pineyro, Esq., a partner at Jones & Walden, disclosed in
court filings that the firm is a "disinterested person" as defined
in Section 101(14) of the Bankruptcy Code and does not represent
any interest adverse to the Debtor and its estate.
Jones & Walden can be reached at:
Leslie M. Pineyro, Esq.
Jones and Walden, LLC
21 Eighth Street, NE
Atlanta, GA 30309
Tel: (404) 564-9300
Fax: 404-564-9301
Email: lpineyro@joneswalden.com
About Robert Stewart, Inc.
Robert Stewart, Inc. is a single asset real estate (as defined in
11 U.S.C. Section 101(51B)).
Based in Canton, Ga., Robert Stewart filed a petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No.
19-58645) on June 3, 2019. In the petition signed by Brian Stewart,
chief financial officer, the Debtor estimated $50,000 in assets and
$1 million to $10 million in liabilities. Leslie M. Pineyro, Esq.,
at Jones and Walden, LLC, is the Debtor's legal counsel.
SAGE PARK: Southern Hospitality Buying All Assets for $175K
-----------------------------------------------------------
Sage Park Place, Inc., and Social Investments Group II, LLC, ask
the U.S. Bankruptcy Court for the Northern District of Georgia to
authorize the sale of substantially all assets of Sage Park to
Southern Hospitality Group, LLC, for $175,000.
Sage Park Place, Inc. remains the tenant of a restaurant located at
4505 Ashford Dunwoody Road, Atlanta, Georgia and on which,
formerly, the operating entity was Social Investments operating
Sage Woodfire Tavern. Sage Park is, and has been since the
Petitions, the management entity for the restaurant and owner
entity of all assets of the restaurant. Social Investments was a
management entity and has no assets of any value.
The two Debtors have operated the Perimeter Sage Woodfire Tavern in
the Chapter 11 cases. They remain acting as DIPs in these cases.
The restaurant is an established restaurant and has been in
business for well over a decade.
Over the course of the several months following the filings of the
seven petitions, it became apparent that certain Debtors could not
function on a financially sound basis and were substantially
overburdened with debt. Accordingly, following Motions to Dismiss
granted by the Court, the two Alpharetta entities closed that
restaurant on Oct. 23, 2018, the two entities associated with the
Windy Hill location closed that restaurant on Nov. 20, 2018 and the
one Buckhead restaurant entity closed the Buckhead location on
March 29, 2019.
Although the Perimeter Restaurant appears to continue business as
an established restaurant, the overwhelming debt burden on these
Debtors renders it exceedingly difficult, if not close to
impossible, to reorganize with a Plan of Reorganization that would
propose meaningful payment to all creditors. Accordingly, they've
reached a decision to sell all assets of Debtor Sage Park remaining
to a party who is interested in taking the restaurant assets and
reformatting the location as a new restaurant.
The Debtors have received an offer of $175,000 from Southern
Hospitality, an entity owned by a major creditor in these cases,
Anastasios Vasilakos, to purchase the assets of the Perimeter
Restaurant. The Debtors intend to sell all such assets to Southern
Hospitality, subject to Bankruptcy Court approval. The sale is in
the best interest of creditors, parties in interest and the
Debtors' estates.
As listed in greater detail in the Purchase and Sale Agreement, the
assets to be sold are as follows:
1) All furniture, fixtures and equipment used in the
restaurant and owned by Sage Park Place, Inc. (Again, Social
Investments Group II, LLC owns no assets but was a management
company providing services only pre-petition) with a value of
approximately $15,000.
2) The certain executory contracts and unexpired lease of
non-residential real estate that have over the course of these
remaining cases been assumed by Debtors and being specifically:
(a) The certain Lease Agreement by and between NF Park
Place Center, LP, as Landlord, and Sage Park Place, Inc., as
tenant, assumed by Debtor per Court Order entered Sept. 12, 2018 to
be assigned to Purchaser; and
(b) The Stipulation (executory contract) approved by the
Court by and between Rewards Network Establishment Service, Inc.
and Sage Park Place, Inc.
3) Any and all (1) permits, licenses, certificates and
governmental authorizations, approvals, license applications or
related certifications held by the Seller in connection with the
Restaurant, to the extent the same are legally transferable; (2)
all of Seller's books, records and documents used in connection
with or relating to the Assets; (3) any and all trademarks, service
marks, trade names, brand names, logos, trade dress and other
proprietary indicia of goods and services, whether registered,
unregistered or arising by law, and all registrations and
applications for registration of such trademarks, including
intent-to-use applications, and all issuances, extensions and
renewals of such registrations and applications and all goodwill
associated with all of the foregoing; (4) any and all internet
domain names, whether or not trademarks, registered in any generic
top level domain by any authorized private registrar or
Governmental Authority; (5) any and all confidential information,
formulas, designs, devices, technology, know-how, research and
development, inventions, methods, processes, compositions and other
trade secrets, whether or not patentable; (6) customer and vendor
lists; (7) any and all menus, recipe books and cards, employee hand
books, and any other documents related to operating the Restaurant;
and (8) any all other tangible and non-tangible items necessary to
operate the Restaurant.
It should be noted that among assets NOT included are cash proceeds
held in escrow of the Debtors' counsel; some of which were held
and contemplated as cash collateral payments ($1,500 per 26 weeks,
i.e. $39,000) and others made per recent Court Order to be used or
contemplated for administrative expense payment ($20,000). Again,
these monies are not among the assets to be purchased but are to be
distributed per separate proceeding in these bankruptcy cases.
The Debtors, by the Motion, propose to sell all of the tangible
assets, including furniture, fixtures and equipment, inventory and
the like, together with intangibles such as good will, menu
information, any customer lists and the name and any rights in the
Sage Woodfire Tavern name it may have. The sale does not include
any choses in action the Debtors may have. The total purchase
price for the purchase and sale to Southern Hospitality Group, LLC.
is the sum of $175,000.00 which will be paid upon approval of sale
by this Court; closing to take place promptly thereafter, provided
that all preconditions set forth in the Purchase and Sale Agreement
are satisfied.
From the closing proceeds, the Debtors propose to pay the following
debts in the following sums: (1) American Express, $40,000 (the
secured claim of the creditor); and (2) Georgia Sales taxes and
Federal Payroll taxes, for an approximate total of $76,000.
All remaining proceeds from the sale outlined above will be held in
escrow by the attorney for the DIP and not distributed until
subsequent Court Order on notice and hearing as the Court deems
appropriate.
A copy of the Purchase and Sale Agreement attached to the Motion is
available for fee at:
http://bankrupt.com/misc/Sage_Park_83_Sales.pdf
About Oakmont Investment, et al.
Oakmont Investment Group, LLC, and its affiliates are
privately-held companies operating in the restaurant industry.
Oakmont Investment Group was the tenant of a restaurant located at
305 Windy Hill Road, Atlanta, GA. Investment Partners Group, LLC,
was the management entity operating the restaurant at that location
and was known as Sage Woodfire Tavern.
Sage Park Place, Inc., remains the tenant of a restaurant located
at 4505 Ashford Dunwoody Road, Atlanta, GA 30346 (the "Perimeter
Restaurant") and on which, formerly, the operating entity was
Social Investments Group II, LLC, operating Sage Woodfire Tavern.
Sage Park Place, Inc., is the management entity for the restaurant
and owner entity of all assets of the restaurant.
Social Investments Group II, LLC, was a management entity and has
no assets of any value. Stradmont Oaks Investments managed a
restaurant in Alpharetta, Georgia, for a period prepetition, and on
which the tenant was JLK II, Inc., located at 11405 Haynes Bridge
Road, Alpharetta, Georgia and on which JLK II, Inc., owned or
leased substantially all equipment, furniture and other items for
use in the restaurant business.
Lastly, Sage Enterprises Group III, LLC was the tenant and
operating restaurant entity for Sage Buckhead, 3379 Peachtree Road,
Atlanta, GA.
Oakmont Investment Group and 6 its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Lead Case
No. 18-62353) on July 26, 2018. In the petitions signed by James
Liakakos, manager, Oakmont Investment Group estimated up to $50,000
in assets and $100,000 to $500,000 in liabilities. Affiliates Sage
Park Place, Inc., and Sage Enterprises Group III, LLC, each
estimated up to $50,000 in assets and $1 million to $10 million in
liabilities.
The Debtors tapped George M. Geeslin, Esq., as their legal
counsel.
On Sept. 12, 2018, the U.S. Trustee for Region 21 appointed three
creditors to serve on an official committee of unsecured creditors
in the Chapter 11 cases. The committee members are: (1) Anastasios
Vasilakos; (2) Bruce's Best Inc.; and (3) Performance Food Group,
Inc. Anastasios Vasilakos later left the committee.
SHATTUCK-ST. MARY'S SCHOOL: S&P Alters Rev Bond Outlook to Stable
-----------------------------------------------------------------
S&P Global Ratings revised its outlook to stable from positive and
affirmed its 'BB+' long-term rating on Shattuck-St. Mary's School
(SSM), Minn.'s series 2015A and 2015B educational facility revenue
bonds.
"We revised the outlook to stable reflecting our opinion of SSM's
moderating financial resources, small endowment, and operating
deficits for fiscal 2018, which is expected to continue for the
current year fiscal 2019," said S&P Global Ratings credit analyst
Robert Tu. "The rating is supported by the school's stabilizing
demand metrics in recent years, differentiated programming, and
international delivery model as well as sufficient cash to debt,"
Mr. Tu added.
S&P understands the school is looking to refinance its series 2015
bonds, which has a large bullet maturity in fiscal 2023. Successful
refinancing is critical to maintaining the rating.
More specifically, the 'BB+' rating reflects S&P's view of the
school's:
-- Operating deficit in fiscal 2018, and expectations of another
deficit in fiscal 2019 on a full-accrual basis;
-- Weakened financial resources relative to operations and debt,
with expendable resources of $12.8 million in fiscal 2018,
representing 35% of operations and 45% of total debt;
-- High endowment draw of approximately 6% of endowment market
value; and
-- High maximum annual debt service (MADS) burden of 8.9% when
debt service is smoothed for bullet maturities.
These credit factors, in S&P's view, are mitigated by the
school's:
-- Stable to growing enrollment with fluctuating, albeit
improving, demand metrics; and
-- Niche programming, with the school being differentiated by its
Centers of Excellence and International delivery models.
SSM is an independent, Episcopal, co-educational college
preparatory school enrolling day and boarding students in grades
six through high school; in addition, SSM also offers a one-year
postgraduate program. The school is located on a 250-acre campus in
Faribault, approximately 50 miles south of Minnesota's Twin Cities.
SMGR LLC: InBusiness Buying Murphy's Cocoa Property for $265K
-------------------------------------------------------------
SMGR, LLC, asks the U.S. Bankruptcy Court for the Middle District
of Florida to authorize the sale of affiliate Murphy & Rajan &
Investments, LLC's real property located at 4050 West King Street,
Cocoa, Florida to InBusiness, Inc., for $265,000.
Murphy & Rajan owns the Real Property, an asset of the bankruptcy
estate and unnecessary for an effective reorganization.
Creditor, Valley National Bank, predecessor in interest,
USAmeriBank, made a series of loans [Loan #xxx8000 / SBA Loan
#xxx50-04 Elite/4505 Term Loan, Loan #xxx8100 / SBA Loan #xxx50-08
Elite CAPLine, Loan #xxx3900 / SBA Loan #xxx50-07 Elite/M&M Term
Loan, and Loan #xxx8200 / SBA Loan #xxx50-05 Pelican CAPLine)
utilizing the U.S. Small Business Administration's 7(a) program to
the following loan parties as borrowers, mortgagors and/or
guarantors: Elite Vinyl Products, Inc., Pelican Vinyl Products,
LLC, Arrow Fence Systems, Inc., 4504 30th Street West, LLC, Murphy
& Murphy Investments, LLC, and Sean Murphy.
On April 1, 2018, SMGR purchased all assets of Elite, Pelican and
Arrow, including the personal property collateral which constitutes
security for the Loans.
NB filed its claim in the estimated amount of $3,999,395 as of the
Petition Date (Proof of Claim #11) and provide the Debtor's counsel
an Appraisal prepared by Tuttle Armfield Wagner Appraisal &
Research, Inc., dated Jan. 22, 2019, valuing the Real Property at
$420,000.
Accordingly, the Debtor filed its Motion to Determine Secured
Status and the Court on April 9, 2019, entered an Order Granting
Verified Motion to Determine Secured Status of Valley National
Bank. The Order valued the property at $420,000 and determined
VNB's secured claim on the real property to be $420,000.
There are no known liens on the property other than VNB, with the
exception of the Brevard County Tax Collector in the amount of
$3,735, for 2018 real estate taxes (M&R - Proof of Claim #3); Tax
Certificate Holder, Cazenovia Creek Funding II, for 2016 real
estate taxes in the amount of $4,150 (M&R - Proof of Claim #9); and
Tax Certificate Holder, FCAP as Custodian for FTCFIMT, LLC, in the
estimated amount of $4,166, for 2017 real estate taxes
(https://brevard.county-taxes.com), for an estimated total of past
due real estate taxes in the amount of $12,051.
Notwithstanding the mentioned valuation, the Debtor's counsel
obtained an online Property Record & Valuation in the amount of
$253,987. In addition, the proposed Broker, Joseph Lomangino, has
received only one (1) offer for $250,000, from Southwest
Petroleum.
There is currently a cash offer of $265,000, to purchase the Real
Property by the Purchaser. The parties have entered into the
Commercial Contract, pursuant to which, the Purchaser is ready to
close on the sale on May 21, 2019. The proposed sale of the Real
Estate is not in the ordinary course of business. Therefore, the
Debtor proposes to sell the Real Estate "as is" and "where is",
free and clear of any potential liens, with valid and enforceable
liens attaching to the proceeds of the sale.
The proceeds, after payment of closing costs, will be held by the
Debtor's counsel until the Court determines the distribution.
The Debtor asks that the 14-day stay required under Bankruptcy Rule
§6004(h) be waived, and that any order granting the Motion is
effective immediately upon entry.
The Debtor's counsel has had preliminary discussions with VNB. At
this time, VNB has not consented to the sale.
A copy of the Contract attached to the Motion is available for free
at:
http://bankrupt.com/misc/SMGR_LLC_246_Sales.pdf
The Purchaser:
David Wolf, CEO
INBUSINESS, INC.
681 Greywood Dr.,
Altamonte Springs, IL 32701
Telephone: (727) 410-6165
About SMGR LLC
SMGR, LLC, sought Chapter 11 bankruptcy protection (Bankr. M.D.
Fla. Case No. 18-06846) on Aug. 16, 2018. In the petition signed
by Sean Murphy, managing member, the Debtor estimated assets of $1
million to $10 million and liabilities of $1 million to $10
million. Buddy D. Ford, Esq., at Buddy D. Ford, P.A., serves as
the Debtor's bankruptcy counsel. No official committee of
unsecured creditors has been appointed.
On Oct. 22, 2018, the Court directed the joint administration of
Chapter 11 cases of the Debtor and affiliates 4504 30th Street
West, LLC, Murphy & Rajan Investments, LLC, Elite Vinyl Products,
Inc., Arrow Fence Systems, Inc., and Pelican Vinyl Products, LLC.
SOUTHCROSS ENERGY: Auction for All Assets Set for Sept. 3
---------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware approved the
bidding procedures for the sale of substantially all assets of
Southcross Energy Partners LP and its debtor-affiliates, subject to
an auction process that may include the selection of one or more
stalking horse bidders. Interested bidders for the Debtors' assets
must contact:
Evercore Group LLC
55 East 52nd Street
New York, NY 10055
Attn: Robert A. Pacha
Stephen Hannan
Tel: +1 (713) 403-2441
+1 (212) 857-7423
E-mail: Pacha@evercore.com
Hannan@evercore.com
The deadline for interested parties to furnish information to
Evercore to be considered a potential bidder is on July 1, 2019, at
5:00 p.m. (Prevailing Eastern Time).
The deadline to submit qualified bid is on July 24, 2019, at 6:00
p.m. (Prevailing Eastern Time), followed by an auction to be
conducted by the Offices of Davis Polk & Wardwell LLP on Sept. 3,
2019, at 10:00 a.m. (Prevailing Eastern Time). The firm can be
reached at:
David Polk & Wardell LLP
460 Lexington Avenue
New York, NY 10017
Tel: (212) 450-4000
Fax: (212) 701-5800
Attn: Marshall S. Huebner
Darren S. Klein
Steven Z. Szanzer
Benjamin M. Schak
E-mail: marshall.huebner@davispolk.com
darren.klein@davispolk.com
steven.szanzer@davispolk.com
benjamin.schak@davispolk.com
Objections to the sale, if any, must be filed no later than 4:00
p.m. (Prevailing Eastern Time) on Sept. 10, 2019.
A sale hearing to consider the proposed sale transaction will be
held before the Court on Sept. 18, 2019, at 10:30 a.m. (Prevailing
Eastern Time).
About Southcross Energy Partners
Southcross Energy Partners, L.P. --
http://www.southcrossenergy.com/-- is a publicly traded company
that provides midstream services to natural gas producers and
customers, including natural gas gathering, processing, treatment
and compression, and access to natural gas liquid (NGL)
fractionation and transportation services. It also purchases and
sells natural gas and NGLs. Its assets are located in South Texas,
Mississippi and Alabama, and include two cryogenic gas processing
plants, a fractionation facility and approximately 3,100 miles of
pipeline. The South Texas assets are located in or near the Eagle
Ford shale region. Southcross Energy is headquartered in Dallas,
Texas.
Southcross Energy Partners and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case
No. 19-10702) on April 1, 2019. The Debtors disclosed total assets
of $610.4 million and total liabilities of $614.3 million as of
April 1, 2019.
The cases are assigned to Judge Mary F. Walrath.
The Debtors tapped Davis Polk & Wardwell LLP as bankruptcy counsel;
Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel; Alvarez &
Marsal as financial advisor; Evercore Group LLC as investment
banker; and Kurtzman Carson Consultants LLC as notice and claims
agent and administrative advisor.
SOUTHWEST SAFETY: D. Duval to Inject $1,500 Under Plan
------------------------------------------------------
Southwest Safety Training, Inc., filed a first amended Combined
Plan and Disclosure Statement to disclose that Dayne Duval will
make a payment of $1,500 in exchange for his continued ownership as
majority member of the Debtor. The payment will be made within 30
days of entry of the confirmation order and this distribution is in
addition to the payments the unsecured creditors will receive.
Class 4: Allowed Unsecured Claims. Allowed unsecured claims will
share on a pro rata basis distributions totaling $2,500.00 which
will be paid on a quarterly basis beginning the end of the first
quarter after confirmation. Quarterly payments will be $125.00 per
quarter beginning at the last month of the quarter following
confirmation.
Class 1: Secured Claim of Iberiabank. Iberiabank has filed claim 7
as a secured claim secured by a 2013 Toyota Corolla in the amount
of $3,151.47. This claim will be paid in 60 monthly payments
beginning 30 days after entry of the confirmation order at 6%.
Monthly payments will be $61.00.
Class 2: Secured Claim of Iberiabank: Claim 8 of Iberiabank is for
$2,711.24 and is secured by a 2011 Mazda 3. This claim will be paid
in 60 monthly payments beginning 30 days after entry of the
confirmation order at the rate of 6%. Monthly payments will be
$53.00.
Class 3: Secured Claim of Iberiabank: Claim 9 of Iberiabank is for
$10,971.35 and is secured by two 2012 Honda Civics. The claim will
be paid in 60 monthly payments beginning 30 days after entry of the
confirmation order at the rate of 6%. Monthly payments will be
$213.00.
SST believes there will be enough income in the future to pay
claims as per this plan. The Debtor has stayed current on post
petition payments since the filing. Business has picked up.
A full-text copy of the Disclosure Statement dated June 20, 2019,
is available at https://tinyurl.com/yxphulp3 from PacerMonitor.com
at no charge.
About Southwest Safety Training
Southwest Safety Training, LLC, sought protection under Chapter 11
of the Bankruptcy Code (Bankr. W.D. La. Case No. 18-51439) on Nov.
6, 2018. At the time of the filing, the Debtor disclosed that it
had estimated assets of less than $100,000 and liabilities of less
than $500,000. Judge John W. Kolwe presides over the case.
STEADYSERV TECHNOLOGIES: $5.8M Sale of All Assets to RBE Approved
-----------------------------------------------------------------
Judge Jeffrey J. Graham of the U.S. Bankruptcy Court for the
Southern District of Indiana authorized SteadyServ Technologies,
LLC's sale of substantially all assets to RBE Investments, LLC, for
$5,793,229.
The public auction was conducted on June 24, 2019 and the Sale
Hearing was held on June 25, 2019.
The sale is free and clear of all encumbrances.
The Debtor is authorized and directed (i) to assume and assign to
RBE the Assigned Contracts, and (ii) to reject the Rejected
Contracts.
The 14-day stay provided in Bankruptcy Rules 6004(h) and 600d(d),
and any applicable provisions of the Local Rules are waived. The
Order will be effectively immediately upon its entry, and the
Debtor is authorized to close the sale immediately upon entry of
the Order.
About SteadyServ Technologies
Founded in 2012, SteadyServ Technologies, LLC --
https://www.steadyserv.com/ -- is an Indianapolis-based startup
behind a smart beer management system known as iKeg. The iKeg
technology is an IoT driven SaaS solution which measures and
reports the exact volume of beer remaining in a retailer's kegs.
SteadyServ is used by bars, restaurants and other dispensers in the
United States.
SteadyServ Technologies sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ind. Case No. 19-00708) on Feb. 7,
2019. At the time of the filing, the Debtor disclosed $54,999 in
assets and $6,457,339 in liabilities. The case is assigned
to Judge Jeffrey J. Graham. Jacobson Hile Kight LLC is the
Debtor's legal counsel.
STEPHANIE N. MAPP: Proposed $520K Sale of Business Approved
-----------------------------------------------------------
Judge Jerry A. Funk of the U.S. Bankruptcy Court for the Middle
District of Florida authorized Stephanie N. Mapp, D.M.D., P.A., (i)
to sell the business as a going concern to Florida Affiliated
Dental Support, LLC or its assignee/assignor for $520,00; and (ii)
to employ AFTCO Florida Transitions, Inc. as Business Broker.
The sale is free and clear of all liens, claims, and encumbrances.
Upon closing, AFTCO Florida Transitions, Inc. fee is approved in
the amount of $52,000.
The upfront sale proceeds will be paid as follows:
a. $52,000 to AFTCO Florida Transitions, Inc.;
b. $50,000 to Stephanie N. Mapp, D.M.D., P.A. as DIP and held
in reserve for payment of administrative expenses and pro rata
distribution to General Unsecured Creditors with allowed claims
upon confirmation of a Chapter 11 Plan of Liquidation. At this
time, it is estimated that General Unsecured Creditors will receive
a minimum of $30,000 from the Carve-Out. Fidelity waives any and
all rights to the Carve-Out, including but not limited to any
rights as a secured or unsecured claimant, and will receive no
distribution on account of the Carve-Out.
c. $19,679 to Fund IRA Contributions Due and Owing as Follows:
i. The Simple IRA Plan of Yvonne Hawk - $11,805
ii. The Simple IRA Plan of Amanda Keith - $7,473
iii. The Simple IRA Plan of Crystal Lane - $400
d. Remaining Net Sale Proceeds to Fidelity Bank, N.A., c/o
Catrina H. Markwalter, 2220 County Road 210 West, Suite 108,
PMB514, Jacksonville, Florida 32259.
The $70,000 note from buyer to Stephanie N. Mapp, D.M.D., P.A. as
DIP will be distributed upon receipt of payment of the note,
through a Chapter 11 Plan of Liquidation, as follows:
a. 50% of the Net Proceeds, including principal and
accumulated interest, due and owing upon payment to Fidelity Bank,
N.A., c/o Catrina H. Markwalter, 2220 County Road 210 West, Suite
108, PMB514, Jacksonville, Florida 32259.
b. 50% of the Net Proceeds, including principal and
accumulated interest, due and owing upon payment distributed on a
pro rata basis to General Unsecured Creditors. Fidelity is allowed
an unsecured claim of $250,000 and will receive its pro rata share
of 50% of the Net Proceeds based on this unsecured claim.
The Chapter 11 Plan of Liquidation and accompanying Order
Confirming Plan will include language agreeable to all parties in
interest that specifically assigns and gives creditors the legal
ability and right to sue on the $70,000 note directly without the
need to rely on Stephanie N. Mapp, D.M.D., P.A. to proceed.
The Debtor as DIP agrees that Proof of Claim 2-1 filed by DCS
Dental Lab, Inc. will be an allowed claim in the amount of $124,833
and will receive a pro rata distribution along with other General
Unsecured Creditors.
Prior to the closing date on the sale, the Purchaser will enter
into an agreement with Fleming Island Commercial Building, Ltd.
regarding the commercial space occupied by the DIP that is approved
by Fleming Island Commercial Building, Ltd. No closing will take
place prior to the entry of an agreement between Fleming Island
Commercial Building, Ltd. and the Purchaser.
The Debtor as DIP has authority to execute any and all documents to
finalize any of the above terms and to close the sale, including
but not limited to an assumption and assignment of lease or closing
package.
The Order constitutes a final and appealable order within the
meaning of 28 U.S.C. Section 158(a). The provisions of Bankruptcy
Rule 6004(h) staying the effectiveness of the Order are waived, the
Order will be effective immediately upon entry thereof, and the
Debtor is authorized to close the sale described in the Motion
immediately upon entry of the Order.
About Stephanie N. Mapp
Stephanie N. Mapp, D.M.D., P.A., a dental practice located in
Fleming Island, Florida, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-bk-03612) on Oct. 15,
2018. At the time of the filing, the Debtor estimated assets of
less than $500,000 and liabilities of less than $1 million. Judge
Paul M. Glenn oversees the case. The Debtor tapped The Law Offices
of Jason A. Burgess, LLC, as its legal counsel.
STONEMOR PARTNERS: S&P Affirms 'CCC+' ICR; Outlook Negative
-----------------------------------------------------------
S&P Global Ratings affirmed its 'CCC+' issuer credit rating on
StoneMor Partners L.P. The outlook remains negative.
StoneMor Partners L.P. has refinanced its capital structure by
issuing $385 million 5-year non-call 2 PIK toggle notes due 2024
(unrated) and $57.5 million privately-placed convertible preferred
units. The company also plans to do a common unit rights offering
within about 100 days to all common unit holders to retire up to
2/3 of the convertible preferred units.
The transaction extends the maturity of the debt structure and
gives the new management team more time to implement its turnaround
initiatives, according to S&P. However, the rating agency sees
significant execution risk, particularly with regards to a
stabilization of topline, and still projects continued negative
free cash flow.
S&P said, "The rating affirmation reflects our view that despite
the removal of near term maturities and sufficient liquidity over
the next twelve months, we continue to view StoneMor's capital
structure as unsustainable in the long term given our projection
for persistent free cash flow deficits.
"The negative outlook reflects our expectation of persistent
negative free cash flow. It also reflects a very high bar for the
company to meet in order to generate positive free cash flow. If
its cost reduction plans are not implemented perfectly and
sustained, the company's ability to meet its obligations and cash
flow-based covenant tests will decline.
"We could consider a downgrade if we believe StoneMor cannot
maintain sufficient liquidity to cover its needs over the next
twelve months or stay in compliance with the three covenant tests
under its new indenture. This will most likely occur because of
insufficient realization of cost reductions, potentially in
combination with a failure to stabilize the topline.
"We could consider a stable outlook if StoneMor demonstrates that
it can stabilize sales growth and reduce costs, such that the
company can start to produce positive cash flow."
SUGARLOAF HOLDINGS: BOTW Objects to Disclosure Statement
--------------------------------------------------------
Bank of the West, a secured creditor of Sugarloaf Holdings, LLC,
objects to the disclosure statement explaining the Chapter 11 Plan
filed by Sugarloaf Holdings, LLC, complaining that the Debtor has
failed to timely file a disclosure statement.
According to BOTW, the Debtor failed to file a disclosure statement
with the Plan within the time fixed by the Court.
BOTW asserts that the disclosure statement fails its purpose if it
omits material information about the risks associated with the
proposed plan and the creditors’ treatment there under.
BOTW points out that Sugarloaf has utterly failed to meet all of it
projections in the Debtor's Cash Collateral Budget by not receiving
any of the budgeted revenue from (1) the rental of the assumed BLM
lease, (2) the sale of crops, and/or (3) the sale of cattle -- a
difference from the budget of $515,000 as of June 30, which if left
to continue apace will balloon up to $2,093,060 in missing
projected revenue.
A full-text copy of the Plan is available at
https://tinyurl.com/y6986c97 from PacerMonitor.com at no charge.
Attorneys for Bank of the West:
Gerald H. Suniville, Esq.
David P. Billings, Esq.
FABIAN VANCOTT
215 South State Street, Suite 1200
Salt Lake City, UT 84111-2323
Tel: (801) 531-8900
Email: gsuniville@fabianvancott.com
dbillings@fabianvancott.com
About Sugarloaf Holdings
Sugarloaf Holdings, LLC -- http://sugarloafholdings.com/-- is a
privately-held company in Lehi, Utah, whose business consists of
farming and ranching operations.
Sugarloaf Holdings filed a Chapter 11 petition (Bankr. D. Utah Case
No. 18-27705) on Oct. 15, 2018. In the petition signed by David J.
Gray, manager, the Debtor disclosed $21,067,619 in total assets and
$15,666,618 in total debt. The case is assigned to Judge Kevin R.
Anderson. The Debtor is represented by Parsons Behle & Latimer.
The Debtor tapped Berkeley Research Group as its financial advisor;
Dwayne Asay and Squire & Company, PC, as accountants; and J. Philip
Cook and J. Philip Cook, LLC, as forensic real estate
professionals.
T CAT ENTERPRISE: $200K Sale of 4 Trucks to Lima Approved
---------------------------------------------------------
Judge Jack B. Schmetterer of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized T CAT Enterprise, Inc.'s
sale of the 4 Caterpillar Model 660 trucks to Lima Excavating
Contractors, Inc. for $200,000.
The Notice to Creditors of the Motion is shortened to 15 days.
About T CAT Enterprise
T Cat Enterprise, Inc. -- http://www.tcatinc.com/-- is a
family-owned and operated construction company specializing in
excavation, railroad clean up, and snow plowing services in the
tri-state area. In addition, the Company also offers hauling
services, demolition services, and pavers and asphalt repairs.
T Cat Enterprise, Inc., based in Franklin Park, IL, filed a Chapter
11 petition (Bankr. N.D. Ill. Case No. 18-22736) on Aug. 13, 2018.
In the petition signed by James R. Trumbull, president, the Debtor
estimated $0 to $50,000 in assets and $1 million to $10 million in
liabilities. The Hon. Jack B. Schmetterer oversees the case.
Joseph E. Cohen, Esq., and Gina B. Krol, Esq., at Cohen & Krol,
serve as bankruptcy counsel to the Debtor.
TAMKO BUILDING: S&P Assigns 'BB-' ICR; Outlook Stable
-----------------------------------------------------
S&P Global Ratings assigned its 'BB-' issuer credit rating to
Mo.-based roofing products manufacturer TAMKO Building Products and
its 'BB-' issue-level rating and '3' recovery rating to the $600
million first-lien term loan due 2026 issued by the company to
recapitalize the business as well as fund a distribution to the
existing shareholders.
The 'BB-' issuer credit rating on TAMKO reflects its small size and
relative market position within the consolidated U.S. roofing
materials market, its pro forma debt to EBITDA of about 4x, and its
lower-than-peer-average EBITDA margin.
S&P's view of TAMKO's business and operating prospects reflects its
narrow product profile that is focused predominantly on
asphalt-based roofing shingles and related products. The U.S.
roofing shingles market is consolidated, with four major players
producing over 90% of residential roofing shingles. The three other
major producers, Standard Industries Inc., Owens Corning, and
Compagnie de Saint-Gobain S.A. (Certainteed), are all considerably
larger, better capitalized, and rated in the investment-grade
category (as of July 01, 2019). Based on revenues, TAMKO is the
fourth-largest (based on revenues) player in this industry.
S&P said, "The stable outlook on TAMKO reflects our expectation of
low-single-digit revenue growth and stable EBITDA margins,
resulting in leverage remaining in the 4.0x-4.5x debt to EBITDA
range and adjusted FFO to debt of about 16%-18%. We expect the
company to sustain these metrics in light of flat housing starts
and slower repair and remodeling activity.
"We view a downgrade as unlikely over the next 12 months. However,
we could lower our ratings on TAMKO if EBITDA margins deteriorated
by 4%, causing debt to EBITDA to rise to above 5x or FFO to debt to
approach 12% on a sustained basis. Such a scenario could
materialize if there is unexpected high inflation in asphalt or
transportation costs from rising crude oil prices, along with an
inability to increase prices, or if volumes declined drastically
due to recessionary pressures. We could lower the rating if TAMKO
takes on a more aggressive financial policy (for instance, dividend
payouts or debt-financed acquisitions) or if the financial sponsor
increased its ownership to above 40%.
"We view an upgrade as highly unlikely over the next year given
TAMKO's small size, narrow product range, and current leverage
levels. However, an upgrade would be predicated in the longer term
on TAMKO's ability to significantly increase its scale as well as
diversify its business while maintaining debt leverage closer to 3x
on a sustained basis."
TENNECO INC: S&P Alters Outlook to Negative, Affirms 'BB' ICR
-------------------------------------------------------------
S&P Global Ratings revised its outlook on Tenneco Inc. to negative
from stable and affirmed its 'BB' issuer credit rating. In
addition, S&P affirmed the 'BB' issue-level rating on the company's
secured debt and 'BB-' rating on its senior unsecured notes.
S&P said, "The outlook revision reflects our belief that Tenneco
Inc.'s ongoing streamlining of its business processes and systems
will entail a greater level of risk than previously anticipated,
due in part to the size and complexity of the undertaking.
Moreover, we are concerned that aftermarket industry demand could
generally be softening and putting pressure on margins. The company
has postponed the spin-off of its aftermarket and ride control
business, DRiV, to mid-2020.
"The negative outlook reflects our view that there is at least a
one-third chance that the company will not achieve a level of
operational efficiency and predictable performance to stay in line
with our expectations for the current rating over the next 12
months or less.
"We could lower the rating if the company encounters difficulties
integrating its aftermarket or powertrain businesses and runs into
significantly higher costs and fails to realize its projected
synergies, making it unlikely that EBITDA margins would expand
consistently. We could also lower our rating on Tenneco if, for
example, global vehicle demand began to decline, causing the
company's FOCF-to-debt ratio to remain significantly below 5% or
debt to EBITDA to remain above 5x.
"We could revise our outlook back to stable if the company can
realize steady operational improvement and integrate its
aftermarket and powertrain businesses efficiently, thereby
achieving projected synergies. Moreover, we would need to expect
the company would be resilient to adverse economic conditions over
the long term (including during industry downturns) and increase
its EBITDA margins, reflecting a stronger competitive position and
consistent program launch execution."
TEXAS COMM: July 15 Plan and Disclosures Hearing Set
----------------------------------------------------
Bankruptcy Judge Mark X. Mullin issued an order conditionally
approving Texas Comm. Company, LLC's disclosure statement referring
to a chapter 11 plan.
July 10, 2019 is fixed as the last day for filing written
acceptances or rejections of the Debtor's proposed Chapter 11 Plan,
the last day for filing and serving written objections to final
approval of the Debtor's Disclosure Statement; or confirmation of
the Debtor’s proposed Chapter 11 Plan.
The hearing to consider final approval of the Debtor's Disclosure
Statement and to consider the confirmation of the Debtor's proposed
Chapter 11 Plan is fixed and will be held on July 15, 2019, at 9:30
a.m. in the courtroom of the Honorable Mark X. Mullin, United
States Bankruptcy Court, 501 W. 10th Street, Room 128, Fort Worth,
Texas 76102, which hearing may be adjourned or continued to a
different date without further notice other than notice give in
open court at such hearing.
The Troubled Company Reporter previously reported that each holder
of an Allowed General Unsecured Claim will receive pro rata from
$2,500 per month, over 60 months, beginning on the 15th day of the
month following the Effective Date. The estimated amount of the
Class 7 Claims is $618,690.74.
A full-text copy of the Disclosure Statement dated June 6, 2019, is
available at https://tinyurl.com/y4l93xy3 from PacerMonitor.com at
no charge.
About Texas Comm. Company
Texas Comm. Company LLC, a telecommunications construction company
in Euless, Texas, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Texas Case No. 19-40571) on Feb. 6,
2019. At the time of the filing, the Debtor estimated assets of $1
million to $10 million and liabilities of $1 million to $10
million. The case is assigned to Judge Mark X. Mullin.
TRAVIS JONES: JSMM Farms Buying Breeding Stock for $268K
--------------------------------------------------------
Travis James Jones and Janel Jill Jones ask the U.S. Bankruptcy
Court for the Northern District of Iowa to authorize the sale of
their breeding stock, consisting of 298 head of cows and 20 bulls,
and their progeny (those 2019 season calves born post-petition as
well as those yet to be born), to JSMM Farms, LLC for $268,400.
As reflected by the Schedules filed with the Motion, the Debtors
owned, as the date of filing, approximately 300 head of breeding
stock (cows) and 28 bulls, which they initially valued in the
Schedules in the amount of $504,000. The cows and bulls are
located in five different pastures, and the number of head
reflected by the schedules were based on balance sheet entries that
had not been updated recently. The Debtors have determined that
the actual number of cows on hand currently is 298 head, and there
are currently 22 bulls in the Debtors' possession.
Since the commencement of the case, the Debtors have reviewed an
informal appraisal of the breeding stock provided to them from a
representative of a sale barn, which valued the stock cows
anywhere from $600 to $1300 a head, based on age, weight and
condition, with an average value per head of $800. The appraisal
also valued 20 bulls in a range from $800 to $1,200 a head, with an
average value of $1,000 per head. Based on those valuations, a
more accurate value of the Debtors breeding stock (stock cows and
bulls) as of the Petition Date would be in the range of $260,000.
The Debtors intend on filing an amendment to their Schedules to
make a number of corrections, including amending the value of the
breeding stock to be in the range of $250,000 to $280,000.
The Debtors have entered into discussions with JSMM Farms, LLC, a
Nebraska LLC, and affiliate of Niewohner Cattle Partners, a
Nebraska entity, that they have custom fed cattle for in the past
and that currently has cattle in their feed lot, to purchase 288
head of breeding stock (cows) and 20 bulls from the Debtors for
$268,400. The sale would also include any calves that have been
born during the 2019 calving season, as well as any calves yet to
be born this year. The parties executed their Cattle Sale and
Management Agreement on May 9, 2019, subject to approval by the
Court.
Iowa State Bank ("ISB") asserts a lien on the Debtor's breeding
stock (cows and bulls) by virtue of a security interest granted to
ISB by the Debtors and attaching to the Debtor's livestock. ISB
perfected its security interest by the filing of several UCC-1
Financing Statements, including #E140220446, filed by ISB on March
12, 2014 and continued on Jan. 23, 2019 by filing of Continuation
Statement #E19004928-5.
Bruce Copper, a landlord of the Debtors who also provided feed in
the approximate amount of $23,000 to the Debtors for both their
owned cattle as well as cattle fed by the Debtors for third parties
in their feedlot, filed a UCC-1 Financing Statement on Jan. 24,
2019, and identified as UCC-1 #E19005232-6, which identified the
Debtors' livestock as collateral and asserted an ag supply dealer's
lien pursuant to Iowa Code Chapter 570A.
Mr. Copper provided the feed to the Debtors in the summer of 2018.
As such, any ag supply dealer lien asserted by Mr. Copper was not
timely perfected, as Iowa Code Chapter 570A.4(2) requires that the
ag supply dealer file its financing statement within 31 days after
the feed was purchased by the Debtors from Mr. Copper. Mr. Copper
does not have a perfected ag supply dealer lien on the cattle owned
by the Debtors, and his claim for the value of the feed provided
will be treated as an unsecured claim by the Debtors.
Osage Cooperative Elevator sold feed and feed products to the
Debtors, and has a claim of $11,245. Osage filed a UCC-1 Financing
Statement to perfect an ag supply dealer lien pursuant to Iowa Code
Chapter 570A against the Debtors livestock on March 23, 3019 (UCC-1
#E19018492). As reflected by the print-out of the Debtors' account
activity with Osage Cooperative Elevator, the Debtors purchased a
total of $15,713 in product from Osage Cooperative Elevator within
the 31 day period prior to March 23, 2019, and accordingly Osage
Cooperative Elevator has a properly perfected ag supply dealer lien
in the Debtors' cattle for the amount of $11,245, and that lien has
equal priority with the perfected security interest held by ISB in
the Debtor's cattle.
It is the Debtors intentions to allocate the sale proceeds between
Osage Cooperative Elevator and ISB, with Osage Cooperative Elevator
receiving $11,244.56 in satisfaction of its ag supply dealer lien,
and ISB receiving the remaining proceeds of $257,155 for
application to its pre-petition secured claim to reduce the amount
of indebtedness on the estate.
The sale of the Debtors breeding stock and progeny should be
approved by the Court free and clear of the liens of ISB and Osage
Cooperative Elevator, and that the purchase price of $268,400
represents the value of the collective liens held by ISB and Osage
Cooperative Elevator in the prepetition breeding stock of the
Debtor, and provides for the full payment of their respective lien
rights as set forth.
The sale to JSMM also includes a management agreement whereby the
Debtors would continue to care and maintain the breeding stock, and
care for their progeny, and be responsible for the expenses
associated with the same, which would include pasture rent, any
supplemental feed or hay to be fed to the cattle, and any
veterinary expenses incurred beyond the services performed by the
Debtors directly to the herd. In return for their management and
care of the cattle herd, the Debtors would receive 70% of the
calves produced each year, or the value of the same, which would
generate additional income to the estate. Exhibit E is a budget
showing the projected expenses the Debtors expect to incur in
managing and caring for the cattle herd, and the projected income
they expect to receive on account of their seventy percent interest
in the calves produced by the breeding stock each year.
In order to assist the Debtors in funding the necessary expenses of
maintaining and caring for the cattle herd during 2019, JSMM has
agreed to provide up to $40,000 financing to allow the Debtors to
pay for certain expenses associated with the maintenance of the
herd, with such monies being repaid to JSMM from the Debtors' share
of proceeds from the 2019 calves when they are sold. The financing
extended to the Debtor's by JSMM would be unsecured, except that
JSMM would have a right of offset as to any amounts owed to the
Debtors from the Debtors share of the 2019 calves if it purchases
the calves from the Debtors at the end of the season as
anticipated.
The Debtors intend on using the $40,000 in financing to pay the
following rents and other expenses associated with the care of the
breeding stock: (i) pasture rent to Bruce Copper in the amount of
$22,000 (the Debtors intend on assuming this lease); (ii) pasture
rent to Seth and Julius Bryant of $ 4,916 (First 1/2 of rent of
85.5 acres of pasture at $115/acre) - (the Debtors intend to assume
this lease) ; and (iii) the remaining $13,083.75 for any feed, hay,
veterinary services or other expenses incurred in care of herd, as
well as second 1/2 rent of $4,916 owing to Seth and Julius Bryant).
Pursuant to Bankruptcy Code Section 364(b) and (c) the Court should
approve the post-petition loan or financing from JSMM as being in
the interest of the estate, enabling the estate to continue on in
generating income from the care and maintenance of the cattle herd
by the Debtors, so that those monies can be available to the estate
and used by the Debtors as DIPs, and also to fund a proposed Plan
that the Debtors will submit.
The Debtors pray that their Motion be granted by the Court, and
that the Court enters an Order:
(a) Authorizing the Debtors to sell the breeding stock
consisting of 298 head of cows and 20 bulls, and their progeny
(those 2019 season calves born post-petition as well as those yet
to be born), free and clear of the liens held by ISB, for the
amount of $268,400, with ISBs' lien to attach to the proceeds;
(b) Authorizing the Debtor to turn over the proceeds from the
sale to Osage Cooperative Elevator in the amount of $11,245 in
satisfaction of its perfected ag supply dealer lien and ISB in the
amount of $257,155 for application to its pre-petition secured
claim;
(c) Authorizing the Debtor to enter into the cattle herd
management provisions of the Cattle Sale and Management Agreement
between JSMM and the Debtors under the terms set forth therein;
(d) Authorize the Debtor to obtain up to $40,000 during the
2019 calendar year in post-petition financing from JSMM for use by
the Debtors in paying 2019 pasture rent and other expenses
associated with the care and maintenance of the cattle herd and its
progeny, with the monies advanced by JSMM to the Debtors, directly
or indirectly, to be repaid, with interest at the rate of 8% per
annum, to JSMM at the time that the Debtors interest in the 2019
calf crop is paid out, by way of offset if the calves are purchased
by JSMM, or otherwise if the calves are sold to a third party; and
(e) And providing for any and all other relief deemed just and
equitable by the Court or necessary to effectuate the proposed
transaction between the Debtors and JSMM.
A copy of the Contract attached to the Motion is available for free
at:
http://bankrupt.com/misc/Travis_Jones_26_Sales.pdf
Travis James Jones and Janel Jill Jones sought Chapter 11
protection (Bankr. N.D. Iowa Case No. 19-00401) on April 8, 2019.
The Debtor tapped Terry Gibson, Esq., as counsel.
UBER TECHNOLOGIES: S&P Assigns 'B-' ICR; Outlook Stable
-------------------------------------------------------
S&P Global Ratings assigned its 'B-' issuer credit rating to
transportation-as-a-service provider Uber Technologies Inc. At the
same time, S&P assigned its 'B' issue-level rating and '2' recovery
rating to Uber's secured debt and its 'CCC+' issue-level rating and
'5' recovery rating to its unsecured debt.
S&P said, "The rating reflects the elevated level of competition in
the ridesharing business that we believe will cause Uber's
profitability and cash flow to remain negative for multiple years.
We expect the company's EBITDA loss to be $3 billion or greater in
both 2019 and 2020 and anticipate that it will generate negative
cash flow of around $4 billion annually. We also believe that
Uber's quarterly EBITDA will break even toward the second half of
2022 with its cash flow turning positive after 2023. We expect the
profitability of ridesharing to recover in the U.S. over the coming
quarters as Uber and Lyft compete more on brand and product and
focus on improving profitability following their IPOs. However, we
anticipate that the company will continue investing to maintain its
market share in Latin America relative to Didi Chuxing.
"The stable outlook on Uber reflects our view that it has multiple
sources of liquidity, including its balance sheet cash, revolver,
equity investments, capacity to sell minority stakes in certain
assets, and access to the capital markets. The company also has the
flexibility to pare back its discretionary investments in Eats,
autonomous driving, and New Mobility.
"We could raise our rating on Uber if the company shows progress
toward reaching the milestone of generating enough profit from
ridesharing to cover its unallocated corporate expenses, which
would demonstrate the segment's sustainability, while maintaining
robust liquidity and narrowing the losses in its Eats business.
"We could lower our rating on Uber over the next 12 months if we
come to view its capital structure as unsustainable, which could
occur if the company fails to make progress toward improving the
profitability of its ridesharing business because of continued
stiff competition or regulatory actions. We could also lower the
rating if the sum of the company's unrestricted cash and revolver
capacity falls below its expected negative cash flow for the next
year (likely in the $2 billion-$3 billion range by the end of 2020)
without a plan to raise more capital or pare back its investments."
VALERITAS HOLDINGS: Files Special 510(k) with FDA
-------------------------------------------------
Valeritas Holdings, Inc., has filed a "Special 510(k): Device
Modification" submission with the FDA that includes using regular
human insulin (RHI) in the device. If cleared, this would allow
for a labeling change that would result in using an insulin that
could be substantially less expensive for patients.
Currently, V-Go is cleared for use with a U100 fast-acting insulin
such as rapid-acting insulin (RAI) analogs. The list price for
analogs is significantly higher than RHI even though an extensive
review of published studies has not demonstrated a superior
clinical benefit for RAI compared to RHI when injected or infused
for post meal-time glucose control. A small peer-reviewed study
published in Clinical Diabetes in October 2016 concluded that use
of RHI administered by V-Go resulted in improved glycemic control
with an estimated annual direct pharmacy costs savings exceeding
$3,000 (https://www.ncbi.nlm.nih.gov/pmc/articles/PMC5070587/).
Additional support on this subject has been recently reported in a
large observational study conducted by Kaiser Permanente and the
Yale School of Medicine, published in JAMA (Journal of the American
Medical Association) on July 3, 2018
(https://spotlight.kaiserpermanente.org/expensive-insulin-analogs-human-insulin-for-type-2-diabetes/).
"Valeritas is focused on solutions that are both highly effective
and help patients reduce their costs in managing diabetes.
Expanding labeling for V-Go to include a lower cost insulin
alternative could make a treatment regimen with V-Go more
affordable for some of the estimated two million patients with type
2 diabetes who are currently prescribed multiple insulin injections
daily," said John Timberlake, president and chief executive officer
of Valeritas.
About Valeritas Holdings
Valeritas -- http://www.valeritas.com/-- is a commercial-stage
medical technology company focused on improving health and
simplifying life for people with diabetes by developing and
commercializing innovative technologies. Valeritas' flagship
product, V-Go Wearable Insulin Delivery device, is a simple,
affordable, all-in-one basal-bolus insulin delivery option for
patients with type 2 diabetes that is worn like a patch and can
eliminate the need for taking multiple daily shots. V-Go
administers a continuous preset basal rate of insulin over 24
hours, and it provides discreet on-demand bolus dosing at
mealtimes. It is the only basal-bolus insulin delivery device on
the market today specifically designed keeping in mind the needs of
type 2 diabetes patients. Headquartered in Bridgewater, New
Jersey, Valeritas operates its R&D functions in Marlborough,
Massachusetts.
Valeritas incurred a net loss of $45.92 million in 2018, following
a net loss of $49.30 million in 2017. As of March 31, 2019,
Valeritas had $59.59 million in total assets, $58.12 million in
total liabilities, and $1.46 million in total stockholders'
equity.
Friedman LLP, in East Hanover, New Jersey, the Company's auditor
since 2016, issued a "going concern" opinion in its report dated
March 5, 2019, on the Company's consolidated financial statements
for the year ended Dec. 31, 2018, citing that the Company has
recurring losses and negative cash flows from operations. These
conditions, among others, raise substantial doubt about the
Company's ability to continue as a going concern.
VCLC HOLDINGS: Aug. 7 Plan Confirmation Hearing
-----------------------------------------------
The disclosure statement explaining the Chapter 11 Plan filed by
VCLC Holdings LLC is approved.
August 7, 2019 at 9:00am is fixed for the hearing on confirmation
of the plan.
July 29, 2019 is fixed as the last day for filing and serving
written objections to confirmation of the plan.
July 29, 2019 is fixed as the last day for filing written
acceptances or rejections of the plan.
About VCLC Holdings LLC
Based in San Antonio, Texas, VCLC Holdings LLC filed a voluntary
Chapter 11 petition (Bankr. W.D. Tex. Case No. 19-50231) on
February 4, 2019, listing under $1 million in both assets and
liabilities. The case has been assigned to Judge Craig A. Gargotta.
Villa & White LLP is the Debtor's bankruptcy counsel.
VIANT MEDICAL: S&P Alters Outlook to Negative on Lower Cash Flows
-----------------------------------------------------------------
S&P Global Ratings affirmed its ratings on Viant Medical Holdings
Inc., including the 'B' long-term issuer credit rating, and revised
the outlook to negative from stable.
Viant's performance fell short of S&P's expectations following the
company's acquisition of the Advanced Surgical & Orthopedics (AS&O)
business from Integer Holdings Corp. in July 2018 mainly due to
higher-than-expected integration costs, working capital outflows,
and lower-than-expected profitability.
S&P now forecasts that the company's cash flow generation and
liquidity over 2019-2020 will be constrained as it continues its
integration initiatives. The rating agency assesses that in 2019,
Viant's free cash flows will continue to be materially negative.
At the same time, S&P projects that Viant's cash flow generation
will improve to positive $10 million in 2020 and $25 million in
2021. This
reflects the rating agency's expectation that the company will
successfully complete the integration process and achieve
meaningful synergies resulting in accelerated growth, improved
profitability, and better working capital management.
S&P said, "The revised outlook reflects continued underperformance
in 2018 and the first quarter of 2019 and an elevated risk that the
expected improvement in the company's profitability and cash
generation may take longer than S&P currently assumes in its base
case.
"The negative outlook reflects elevated risk to our base case given
potential integration challenges, longer-than-expected timeframe to
realize synergies, and potentially higher-than-expected working
capital outflows that constrain free cash flow generation over the
longer term. In addition, the negative outlook reflects the
short-term risk of further deterioration in the company's liquidity
position as it manages the challenging integration process.
"We see two paths to a potential downgrade. In the short term, we
could consider lowering the rating if the integration process
requires significantly more investment than expected, resulting in
a depleted liquidity position. This could happen if the company
continues to face higher than currently expected integration costs
and is not successful at reducing its inventory levels. The
longer-term path would materialize if, post-transition, the
company's operating performance falls short of our base-case
projections, leading us to believe that profitability and cash flow
generation will remain constrained over a prolonged period of time.
This could happen if the company is exposed to higher-than-expected
pricing pressure from customers, experiences a delay in realizing
synergies, fails to improve its working capital managements, or
loses a large contract.
"We could revise the outlook to stable if the company shows
material progress in its restructuring initiatives, and we gain
confidence of its ability to expand margins and generate free cash
flows to debt of 3% and more starting in 2021."
WALTON BUSINESS: Aug. 2 Plan Confirmation Hearing
-------------------------------------------------
The amended disclosure statement filed by Walton Business Center
Land Trust is conditionally approved.
A confirmation hearing will be held at 100 N. Palafox Street,
Courtroom 1, Pensacola, FL 32502 on August 2, 2019 at 10:00 AM,
Central Time.
July 26, 2019, is fixed as the last day for filing and serving
written objections to the amended disclosure statement.
Objections to confirmation must be filed and served seven (7) days
before the date set.
A full-text copy of the Amended Disclosure Statement is available
at https://tinyurl.com/yy3jc5kt from PacerMonitor.com at no
charge.
Headquartered in Defuniak Springs, Florida, Walton Business Center
Land Trust dated Nov. 14, 2013 estimating its assets and
liabilities at between $100,001 ad $500,000 each. Shiraz Ali
Hosein, Esq., at Anchors waddyng ommitteee.
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Walton Business Center Land Trust dated Nov.
14, 2013, as of April 12, according to a court docket.
WEATHERFORD INTERNATIONAL: Case Summary & 12 Unsecured Creditors
----------------------------------------------------------------
Lead Debtor: Weatherford International plc
2000 St. James Place
Houston, TX 77056
Business Description: Weatherford International plc, together
with its subsidiaries, is a multinational
oilfield services company. Weatherford --
www.Weatherford.com -- is a provider of
equipment and services used in the drilling,
evaluation, completion, production, and
intervention of oil and natural gas wells.
Weatherford operates in over 80 countries
worldwide and has service and sales
locations in nearly all of the oil and
natural gas producing regions in the world.
Chapter 11 Petition Date: July 1, 2019
Three affiliates that simultaneously filed voluntary petitions
seeking relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Weatherford International plc (Lead Case) 19-33694
Weatherford International, LLC 19-33676
Weatherford International Ltd. 19-33707
Court: United States Bankruptcy Court
Southern District of Texas (Houston)
Judge: Hon. David R. Jones
Debtor's Counsel: Timothy A. ("Tad") Davidson II, Esq.
Ashley L. Harper, Esq.
HUNTON ANDREWS KURTH LLP
600 Travis Street, Suite 4200
Houston, Texas 77002
Tel: 713-220-4200
Fax: 713-220-4285
E-mail: TadDavidson@HuntonAK.com
AshleyHarper@HuntonAK.com
- and -
George A. Davis, Esq.
Keith A. Simon, Esq.
David A. Hammerman, Esq.
Annemarie V. Reilly, Esq.
Lisa K. Lansio, Esq.
LATHAM & WATKINS LLP
885 Third Avenue
New York, New York 10022
Tel: 212-906-1200
Fax: 212-751-4864
E-mail: george.davis@lw.com
keith.simon@lw.com
david.hammerman@lw.com
annemarie.reilly@lw.com
lisa.lansio@lw.com
Debtors'
Financial
Advisors: ALVAREZ & MARSAL NORTH AMERICA LLC
Debtors'
Investment
Banker: LAZARD FRERES & CO. LLC
Debtors'
Claims,
Noticing &
Solicitation
Agent: PRIME CLERK LLC
https://cases.primeclerk.com/weatherford
Total Assets as of March 31, 2019: $6,519,000,000
Total Debts as of March 31, 2019: $8,346,000,000
The petitions were signed by Christoph Bausch, executive VP & chief
financial officer.
A full-text copy of Weatherford International plc's petition is
available for free at:
http://bankrupt.com/misc/txsb19-33694.pdf
Consolidated List of Debtors' 12 Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Deutsche Bank Trust Bond Debt $7,427,067,000
Company Americas
60 Wall Street, 24th Floor
Mail Stop: NYC60‐2407
New York, NY 10005
Irina Golovashchuk, CCTS, Vice President
Tel: 201‐593‐3533
Fax: 732‐578‐4635
Email: Irina.Golovashchuk‐ctas@db.com
2. Black Horse, LLC Litigation Undetermined
Squire Patton Boggs (US) LLP
6200 Chase Tower, 600 Travis Street
Houston, TX 77002
Greg R. Wehrer
Email: greg.wehrer@squirepb.com
3. Atlantis Tax Management, Inc. Litigation Undetermined
Dehay & Elliston, LLP
901 Main Street, Suite 3500
Dallas, TX 75202
Kurt W. Greve
Tel: 214‐210‐2400
Fax: 214‐210‐2500
Email: dallas@dehay.com
4. Marc Bruscoe Litigation Undetermined
Goldstein, Heslop, Steele,
Clapper, Oswalt & Smith
414 N. Logan Boulevard
Altoona, PA 16602‐1749
Nathaniel B. Smith, Esquire
Tel: 814‐946‐9105
Fax: 814‐201‐6845
5. Terry Neff Litigation Undetermined
Kendall Law Group
3232 McKinney Avenue, Suite 700
Dallas, TX 75204
Robbins' Arroyo LLP
600 B Street, Suite 1900
San Diego, CA 92101
Joe Kendall, Jamie J. McKey
George C. Aguilar
Tel: 214‐744‐3000; 619‐525‐3990
Fax: 214‐744‐3015
Email: jkendall@kendalllawgroup.com;
gaguilar@robbinsarroyo.com
6. Iron Workers Mid‐South Litigation
Undetermined
Pension Fund
Kendall Law Group
3232 McKinney Avenue, Suite 700
Dallas, TX 75204
Robbins' Arroyo LLP
600 B Street, Suite 1900
San Diego, CA 92101
Joe Kendall, Jamie J. McKey
George C. Aguilar
Tel: 214‐744‐3000; 619‐525‐3990
Fax: 214‐744‐3015
Email: jkendall@kendalllawgroup.com;
gaguilar@robbinsarroyo.com
7. Packers Plus Energy Litigation Undetermined
Services, Inc.
Bereskin & Parr LLP
Scotia Plaza, 40th Floor,
40 King Street West
Toronto, ON M5H 3Y2 Canada
Robert H.C. Macfarlane, Joshua W. Spicer
Tel: 416‐364‐7311
Fax: 416‐361‐1398
Email: rmacfarlane@bereskinparr.com;
jspicer@bereskinparr.com
8. Rapid Completions LLC Litigation Undetermined
Caldwell Cassady & Curry P.C.
2101 Cedar Springs Rd., Suite 1000
Dallas, TX 75201
Bradley W. Caldwell, Jason D. Cassady,
John Austin Curry, Justin Nemunaitis
Tel: 214‐888‐4849
Fax: 214‐888‐4848
Email: bcaldwell@caldwellcc.com;
jcassady@caldwellcc.com;
acurry@caldwellcc.com;
jnemunaitis@caldwellcc.com
9. Ofserv Nigeria Limited Litigation Undetermined
No. 3 Floor Front Wing,
Okoi Arikpo House
5, Idowu Taylor Street
Victoria Island, Lagos
Nigeria
Ms. Nkiru Oyenekwe
10. Ronnie Mahan Litigation Undetermined
Brockett & Mcneel LLP
TGAA Tower, 24 Smith Rd, Suite 400
PO Box 1841
Midland, TX 79702‐1841
John M. Kash, C.H. Brockett, Jr., Ryan Mneel
Tel: 432‐686‐7743
Fax: 432‐683‐6229
11. Derrick Guilbeau Litigation Undetermined
Boyer, Hebert, Abels & Angelle, LLC
401 E. Mills Ave
Breaux Bridge, LA 70517
Randy P. Angelle, Christie R. Hemphill
Tel: 337‐332‐0616
Fax: 337‐332‐0633
12. Joshua Buchanan Litigation Undetermined
The Hershewe Law Firm, PC
431 S. Virginia Ave
Joplin, MO 64801
Lauren Peterson
Tel: 417‐782‐3790
Fax: 471‐782‐8482
Email: lpeterson@h‐law.com
WINDSTREAM HOLDINGS: Uniti Comments on UMB, US Bank Motion
----------------------------------------------------------
Uniti Group Inc. issued a statement on July 1, 2019, in response to
the motion filed in the bankruptcy cases of Windstream Holdings and
its subsidiaries (collectively, "Windstream") by UMB Bank, National
Association and U.S. Bank National Association, as indenture
trustees for certain unsecured notes issued by certain of
Windstream Holdings' subsidiaries, seeking to prevent Windstream's
continued payment of rent under its master lease agreement with
Uniti.
Windstream Holdings makes monthly rent payments to Uniti under the
master lease in exchange for access to Uniti's network, which
Windstream uses to serve its customers. Federal bankruptcy law
requires that Windstream continue to make regular rent payments to
Uniti during its bankruptcy in order to maintain access to the
network, and throughout its bankruptcy, Windstream has continued to
make the required timely rent payments to Uniti.
Kenny Gunderman, President and Chief Executive Officer of Uniti,
commented, "Uniti's relationship with Windstream is simple: Uniti
owns the network that Windstream uses to service its customers, and
Windstream must continue to pay rent in order to maintain access to
the network -- otherwise it will not be able to operate its
business. This latest effort by out-of-the money junior creditors
of Windstream to extract value from Uniti does nothing to change
that essential fact. Consistent with the views of Windstream's
counsel and advisors when the lease was established, we believe
that the lease is a true lease and will be respected and enforced
as such, and we will vigorously contest any argument to the
contrary."
Mr. Gunderman continued, "As we have repeatedly said, we intend to
be long-term partners for Windstream and we remain open to working
with Windstream and its constituents on mutually beneficial
modifications to the lease. We hope that Windstream and its
constituents will focus on building a sustainable plan for
Windstream's future rather than pursuing meritless litigation that
gambles with the stability of the business and puts at risk the
customers it serves."
About Uniti
Uniti, an internally managed real estate investment trust, is
engaged in the acquisition and construction of mission critical
communications infrastructure, and is a leading provider of
wireless infrastructure solutions for the communications industry.
As of March 31, 2019, Uniti owns 5.6 million fiber strand miles,
approximately 500 wireless towers, and other communications real
estate throughout the United States.
About Windstream Holdings
Windstream Holdings, Inc. and its subsidiaries are providers of
advanced network communications and technology solutions for
businesses across the United States. They also offer broadband,
entertainment and security solutions to consumers and small
businesses primarily in rural areas in 18 states.
Windstream Holding Inc. and its subsidiaries filed for bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 19-22312) on Feb. 25,
2019. The Debtors had total assets of $13,126,435,000 and total
debt of $11,199,070,000 as of Jan. 31, 2019.
The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as counsel; PJT Partners LP as financial advisor
and investment banker; Alvarez & Marsal North America LLC as
restructuring advisor; Kurtzman Carson Consultants as notice and
claims agent; and KPMG LLP as tax consultants.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors on March 12, 2019. The committee tapped
Morrison & Foerster LLP as its legal counsel, AlixPartners, LLP as
its financial advisor, and Perella Weinberg Partners LP as
investment banker.
[*] Davis Polk Elects 10 New Partners
-------------------------------------
Davis Polk has announced that Yang Chu, Hilary Dengel, Vanessa
Jackson, Yasin Keshvargar, Angela Libby, Fiona Moran, Emily
Roberts, Evan Rosen, Darren Schweiger and Patrick Sigmon have been
elected partners of the firm, effective July 1, 2019.
Mr. Chu is a member of Davis Polk's Corporate Department, resident
in Hong Kong. His practice spreads across a broad range of
corporate matters, including equity and debt capital markets,
public takeovers, cross-border acquisitions, general compliance and
corporate governance.
Ms. Dengel is a member of Davis Polk's Corporate Department in New
York, practicing in the Finance Group. She represents financial
sponsors, corporate borrowers and various lenders on a wide range
of transaction types, including leveraged and investment-grade
acquisition financings, high-yield bond issuances, asset-based
financings, complex restructurings, and debtor-in-possession and
exit financings.
Ms. Jackson is a member of Davis Polk's Corporate Department in New
York, practicing in the Finance Group. Her practice focuses
primarily on the representation of financial institutions and
corporate borrowers in a broad range of corporate finance
transactions, including leveraged and investment-grade acquisition
financings, asset-based credit facilities, debt restructurings,
spinoffs, working capital financings, debtor-in-possession
financings, exit financings, and other secured and unsecured
financings.
Mr. Keshvargar is a member of Davis Polk's Corporate Department in
New York, practicing in the Capital Markets Group. He advises
domestic and foreign issuers and underwriters on a broad range of
transactions, including initial public offerings and other equity
offerings, public and private high-yield, investment-grade and
convertible debt financings, restructurings and cross-border
transactions. He also advises clients ranging from early-stage
privately held companies to well-known seasoned issuers on
governance, SEC reporting, strategic transactions and other
corporate law matters. His practice ranges across a variety of
industries, including biotech, consumer and retail, fintech,
technology, life sciences and healthcare, and oil and gas.
Ms. Libby is a member of Davis Polk's Corporate Department in
New York, practicing in the Restructuring Group. She advises
debtors, creditors, banks, hedge funds, lenders, asset purchasers
and other strategic parties in a wide range of corporate
restructuring matters, including pre-packaged and traditional
bankruptcies, out-of-court workouts, debtor-in-possession and exit
financing transactions, asset sales, bankruptcy litigation,
cross-border insolvencies and liability management transactions.
Ms. Moran is a member of Davis Polk's Litigation Department and
White Collar Criminal Defense and Government Investigations Group,
practicing in the Washington DC office. Her practice focuses on
government investigations and enforcement actions, as well as
congressional inquiries. She also represents clients in connection
with confidential internal investigations and advises companies on
corporate governance and compliance matters, including the design
of strategies, policies and procedures to mitigate risk. Her
matters have involved allegations of fraud, violations of
anti-bribery laws, insider trading, money laundering, antitrust and
other financial crimes, and her clients have included major
financial institutions, regulated entities, public companies,
senior executives and former government officials.
Ms. Roberts is a member of Davis Polk's Corporate Department,
practicing in Northern California. She advises companies on
corporate and securities matters, including public company
reporting and compliance, mergers and acquisitions, corporate
finance transactions, and corporate governance. She regularly
represents issuers and investment banks on a broad range of capital
markets transactions. Her mergers and acquisitions experience
includes acquisitions of public and private companies, carve-outs,
joint ventures and minority investments. Ms. Roberts has
experience with companies across a variety of industries, including
technology, healthcare, energy, utilities and manufacturing.
Mr. Rosen is a member of Davis Polk's Corporate Department in New
York, practicing in the Mergers and Acquisitions and Private Equity
Groups. His diverse and broad-based practice encompasses mergers
and acquisitions, joint ventures, collaborations and other
corporate partnering transactions, restructurings, spinoffs, and
takeover and corporate governance matters on behalf of both
strategic clients and financial buyers. On the private equity
side, he regularly represents sponsors and their portfolio
companies in all aspects of their businesses, including
acquisitions and dispositions of public and private companies,
leveraged buyouts, recapitalizations, minority investments and
co-investment arrangements.
Mr. Schweiger is a member of Davis Polk's Corporate Department in
New York, practicing in the Mergers and Acquisitions and Private
Equity Groups. He advises clients on public and private mergers
and acquisitions, investments, joint ventures and other corporate
partnering arrangements, spinoffs, corporate governance matters,
shareholder activism and other general corporate matters. He also
regularly represents private equity firms and their portfolio
companies on a full range of transactions, including acquisitions
and dispositions of investments, leveraged buyouts, minority
investments and co-investment arrangements.
Mr. Sigmon is a member of Davis Polk's Tax Department in New York.
He represents publicly traded and privately held companies and
private funds with respect to U.S. federal income taxation in
domestic and international contexts, including domestic and
cross-border mergers, acquisitions and dispositions, restructurings
and reorganizations, spinoffs and splitoffs, and the formation and
operation of joint ventures, private equity funds, hedge funds and
REITs. He also works in the areas of bankruptcy, corporate finance
and securities offerings.
About Davis Polk
Davis Polk & Wardwell LLP (including its associated entities) --
http://www.davispolk.com/-- is an elite global law firm with
world-class practices across the board. Clients know they can rely
on Davis Polk for their most challenging legal and business
matters. Our approximately 1,000 lawyers located in 10 offices in
the world's key financial centers and political capitals
collaborate seamlessly to deliver exceptional service,
sophisticated advice and creative, practical solutions.
[*] New Canadian Law to Restrict Ability to Sue Government
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Erika Chamberlain, writing for The Conversation, reports that
buried within the Ontario government's April budget is a new Crown
Liability and Proceedings Act that threatens to severely restrict
our ability to sue the provincial government.
It will roll back Crown liability by more than 70 years.
Not only that, but changes will be applied retroactively as to
extinguish existing lawsuits, like a class action by juvenile
inmates who were placed in solitary confinement. In some cases,
plaintiffs and their lawyers will have already invested years in
litigation.
Historical context
The historical common law rule that "the King can do no wrong"
meant that the government was immune from civil liability.
Beginning with Great Britain's Crown Proceedings Act in 1947,
various Commonwealth jurisdictions introduced legislation that
permitted governments to be sued in the same way as private
citizens. The government was no longer "above the law."
The growth of the administrative state in the second half of the
20th century meant that government activity could harm citizens in
new ways. And with their deep pockets, governments became an
increasingly attractive target of lawsuits. In Ontario, this
included class action suits for their mishandling of the SARS
crisis, as well as claims against licensing officials and ambulance
authorities.
But not every government act could be subject to a lawsuit. Over
time, the courts have extended immunity to government officials for
lawsuits based on their legislative actions, quasi-judicial
decisions and matters of policy. This immunity reflects the
separation of powers between courts, the legislature and the
executive, and prevents the courts from second-guessing the
decisions of elected officials.
The Ontario government has claimed that its new legislation merely
codifies these common law rules. In fact, it goes much further to
restrict Crown liability, and will also impose substantial
procedural hurdles for potential plaintiffs.
Proposed restrictions
The proposed new act restricts Crown liability in three main ways.
First, it prohibits lawsuits based on government policy decisions.
Although this is based on an existing common law principle, the new
act extends policy immunity by defining "policy" in a very broad
way.
For example, it includes not just the creation or funding of
government programs, but also the way that those programs are
carried out. Under the common law, the implementation of programs
is subject to potential tort liability. In other words, once the
government decides to do something, it must use reasonable care not
to harm people in the process.
The proposed act therefore extends well beyond the common law.
Second, the act prohibits lawsuits based on "regulatory" acts or
omissions that are made in good faith. This means that, no matter
how incompetent government officials are, they cannot be sued. For
example, if an official negligently inspected a licensed
establishment, resulting in licence restrictions that caused a loss
of revenue, the establishment would have no civil recourse.
Such regulatory actions can only be the subject of lawsuits if the
government official acted in bad faith.
But in lawsuits involving bad faith, plaintiffs must now get
permission from a court before they can sue, and show that their
claim has a reasonable possibility of success. During this process,
the Crown can examine the plaintiff, but need not produce any
documents or witnesses itself.
This puts plaintiffs in a tough position. Bad faith is essentially
a state of mind, so it's typically difficult to prove without at
least some evidence from the defendant. For instance, it may
require disclosure of internal communications showing that an
official was acting for an improper purpose or with bias against
the plaintiff.
Without disclosure of these documents or the ability to question
government officers, plaintiffs will only be able to speculate that
bad faith was involved. This may not be sufficient to get a court's
permission to proceed.
Avoiding scrutiny
Although it's not uncommon for governments to include legislative
reforms within budget bills, it leaves the impression that the
government is trying to hide the change from the scrutiny it might
otherwise attract.
The Ontario Attorney General's office described the legislation as
"housekeeping," but comments by Premier Doug Ford suggest that it
was at least partly motivated by a desire to eliminate what he
described as "nonsense" lawsuits.
Lawsuits are an important measure by which citizens can hold the
government accountable for its negligence or abuse of power. They
can be used to bring systemic injustice to the public eye, or just
to make sure that public decision-makers act fairly.
For instance, one federal inmate successfully sued for abuse of
office because prison authorities refused to provide him with shoes
that fit his extra wide feet. He only obtained $6,000, but the
lawsuit was necessary to make authorities comply.
A government whose election promises include to "restore
accountability and trust" should not be seeking to avoid liability
when its officers cause harm.
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