/raid1/www/Hosts/bankrupt/TCR_Public/190709.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, July 9, 2019, Vol. 23, No. 189
Headlines
AAC HOLDINGS: Submits Business Plan to New York Stock Exchange
ALAMO BUS: Seeks to Hire Walker & Associates as Legal Counsel
AMBOY GROUP: Aug 6 Hearing on Disclosure Statement
AMERICAN RESOURCE: Trustee Taps Moecker Auctions as Auctioneer
C21 INVESTMENTS: Files Interim Financial Statements for Q1
DELTA VISIONS: Bankr. Administrator Unable to Appoint Committee
F.M.C. MARKET: Seeks to Modify Elmsford Property Sale Order
FCH MCKINNEY: $3.2M Sale of 36 McKinney Residential Lots Approved
FORTRESS GROUP: U.S. Trustee Unable to Appoint Committee
FTD COMPANIES: Sale/Abandonment Procedures for Misc. Assets Okayed
FUSION CONNECT: Davis Polk Represents First Lien Ad Hoc Group
GARRETT LIMESTONE: U.S. Trustee Forms 7-Member Committee
GATEWAY RADIOLOGY: U.S. Trustee Unable to Appoint Committee
GENESYS RESEARCH: BMC Buying 10% Minority Interest for $20K
GENESYS RESEARCH: Trustee's $20K Sale of 10% of BMC Okayed
GOLDEN-GLO CARPET: Unsecureds to Get 1% of Revenue for 5 Years
HANKEY O'ROURKE: Seeks to Hire Shatz Schwartz as Counsel
HANKEY O'ROURKE: Seeks to Hire Sotheby's as Real Estate Agent
INSYS THERAPEUTICS: Aug. 5 Auction of Assets Set
JACKSON OVERLOOK: Proposes Auction Sale of New York Property
JHS VENTURES: U.S. Trustee Unable to Appoint Committee
K & B DIRECTIONAL: Jennings Selling Alba Farm Equipment
K&D INDUSTRIAL: Auctioneers Buying Vehicles & Equipment for $750K
KENDALL FROZEN: Ms. Kendall Buying Customer Accounts for $150K
KESTREL ACQUISITION: S&P Lowers Debt Rating to 'BB-'
LEADER INVESTMENT: Seeks to Hire Goldstein & Pressman as Counsel
LEGACY RESERVES: Rapp, Davis Represent Senior Noteholders
M & C PARTNERSHIP: Seeks to Hire Patrick J. Gros as Accountant
MIAH INVESTMENTS: Vasquez Sweet Buying Houston Property for $100K
MIRIAM SUMPTER-RICHARD: Bay Area Buying Tampa Property for $64K
MONTEREY RESOURCES: Taps Brammer Engineering as Contract Operator
NII HOLDINGS: Mar-Bow Wants to Revisit 2015 Sale, McKinsey Role
OMNI AI: Rochelle Mccullough Represents Intellective Ai, et al.
OMNI AI: Wilson Cribbs Represents Giant Gray Loan Collective
PAPANICOLAOU ENTERPRISES: Hires MB Accounting as Accountant
PARK PLACE: U.S. Trustee Unable to Appoint Committee
PEARL CITY GARAGE: Selling Waste Water Anodizing Line for $175K
PES HOLDINGS: S&P Lowers ICR to 'D' on Missed Interest Payment
PETERSON PRODUCE: Court Disapproves Proposed Plan Outline
PHOENIX INTERFACE: Seeks to Hire Turner Tax as Accountant
PINK OCEAN: $2.9M Sale of Stockton Property Dismissed as Moot
PLAINVILLE LIVESTOCK: Trustee's Sale of Personal Property Approved
PREFERREDPLUS TRUST: S&P Downgrades Rating on Certificates to 'CCC'
R. GANT PROPERTIES: Seeks to Hire Diller and Rice as Counsel
RETRIEVAL-MASTERS: U.S. Trustee Forms 3-Member Committee
RUBIO & ASSOCIATES: Hires David A. Rubio as President
RUBIO & ASSOCIATES: Taps Kaminski Law as Special Counsel
SACRAMENTO CITY USD: S&P Affirms BB+ Rating on Lease Revenue Bonds
SALVADOR CORDERO: Trustee Selling Kihei Property for $1.5M
SAND CASTLE: U.S. Trustee Unable to Appoint Committee
SCANDIA SPA CENTER: Seeks to Hire Davis R. Chant Realtors
SOBEYS INC: S&P Alters Outlook to Positive, Affirms 'BB+' ICR
SOUTH TEXAS: Seeks to Hire Rubinson Law as Special Counsel
SS BODY ARMOR: 3rd Cir. Affirms Stay of Settlement Distributions
STEELE AVIATION: Taps Horvitz & Levy as Litigation Counsel
STEVEN PARK: Selling Buena Park Commercial Building for $2.5M
STONINGTON CAPITAL: Seeks to Hire Keller Williams as Realtor
TAMARACK AEROSPACE: U.S. Trustee Unable to Appoint Committee
TLC CONSTRUCTION: ARE Buying CAT Trailer Track Loader for $30K
TOLLIVER'S AUTO: Hires Caddell Reynolds as Counsel
VETERANS FELLOWSHIP: Hires Montgomery McCracken as Attorney
WEATHERLY OIL: EnSight IV Buying Sligo Op Assets for $2.6M
WESTERN COMMS: Selling Personal Property Used in Newspaper Ops
WESTERN COMMUNICATIONS: Selling Newspapers Assets to EO for $775K
WEYERBACHER BREWING: Panel Hires Elliot Greenleaf as Co-Counsel
WG PARTNERS: S&P Affirms 'BB' Rating Following Analytical Error
WHEATON MEDICAL: Meeting to Form Committee Scheduled for July 10
WINE VALLEY: Seeks to Hire Caldwell & Riffee as Counsel
[^] Large Companies with Insolvent Balance Sheet
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AAC HOLDINGS: Submits Business Plan to New York Stock Exchange
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AAC Holdings, Inc., submitted on July 1, 2019, a plan to the New
York Stock Exchange, Inc. regarding the Company's efforts to
improve its total market capitalization, following notice on May
17, 2019 from the NYSE that the Company's average market
capitalization was less than the required $50 million over a
consecutive 30 trading-day period and that the most recently
reported stockholders' equity of the Company was also less than $50
million. By submitting the plan, the Company will be eligible for
the NYSE to permit an 18-month cure period with respect to the
total market capitalization requirement and a six-month cure period
with respect to the requirement that the Company's share price
exceed more than $1.00 for a 30-day trading period. The Company
received a notice from the NYSE with respect to the latter
requirement on July 3, 2019. The NYSE notifications and plan
response processes do not affect the Company's business operations,
its United States Securities and Exchange Commission reporting
requirements, or its debt agreements.
About AAC Holdings
Headquartered in Brentwood, Tennessee, AAC Holdings, Inc. --
http://www.americanaddictioncenters.com/-- is a provider of
inpatient and outpatient substance use treatment services for
individuals with drug addiction, alcohol addiction and co-occurring
mental/behavioral health issues. In connection with its treatment
services, the Company performs clinical diagnostic laboratory
services and provide physician services to its clients. As of Dec.
31, 2018, the Company operated 11 inpatient substance abuse
treatment facilities located throughout the United States, focused
on delivering effective clinical care and treatment solutions
across 1,080 inpatient beds, including 700 licensed detoxification
beds, 24 standalone outpatient centers and 4 sober living
facilities across 471 beds for a total of 1,551 combined inpatient
and sober living beds.
AAC Holdings reported a net loss of $66.71 million for the year
ended Dec. 31, 2018, compared to a net loss of $17.38 million for
the year ended Dec. 31, 2017. As of March 31, 2019, AAC Holdings
had $480.22 million in total assets, $461.56 million in total
liabilities, and total stockholders' equity including
noncontrolling interest of $18.65 million.
BDO USA, LLP, in Nashville, Tennessee, the Company's auditor since
2011, issued a "going concern" qualification in its report dated
April 12, 2019, on the Company's consolidated financial statements
for the year ended Dec. 31, 2018, citing that the Company has
incurred a loss from operations and negative cash flows from
operations that raise substantial doubt about its ability to
continue as a going concern.
* * *
In March 2019, S&P Global Ratings lowered the issuer credit rating
on AAC Holdings Inc. to 'CCC' from 'B-' and said the outlook is
negative. According to S&P, the downgrade reflects escalated risk
of a default and risk that AAC's liquidity will not be sufficient
over the next 12 months, primarily due to the $30 million term loan
maturing in about one year.
Moody's Investors Service downgraded the corporate family rating
rating of AAC Holdings, parent company of American Addiction
Centers, Inc., to 'Caa2' from 'B3'. The downgrade to 'Caa2'
reflects AAC's very weak third quarter results and lower guidance
for the rest of 2018.
ALAMO BUS: Seeks to Hire Walker & Associates as Legal Counsel
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Alamo Bus Company Inc. seeks authority from the U.S. Bankruptcy
Court for the District of New Mexico to employ Walker & Associates,
P.C. as its legal counsel.
The firm will provide these services in connection with the
Debtor's Chapter 11 case:
(a) advise the Debtor regarding all aspects of conducting its
bankruptcy case, including the continued operation of its business,
claims objections, adversary proceedings, plan confirmation and
liquidation of assets;
(b) prepare legal papers including the Debtor's plan of
reorganization or liquidation and disclosure statement; and
(c) assist the Debtor in taking actions required to reorganize
or liquidate.
The firm's hourly rates are:
Thomas D. Walker $295
Chris W. Pierce $295
Associates $225 to $250
Legal Assistants $75 to $125
Walker & Associates is a "disinterested person" as defined in
Section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
Thomas W. Walker
Chris W. Pierce
Walker & Associates, P.C.
500 Marquette N.W., Suite 650
Albuquerque, NM 87102
Phone: (505) 766-9272
Fax: (505) 766-9287
Email: twalker@walkerlawpc.com
cpierce@walkerlawpc.com
About Alamo Bus Company Inc.
Alamo Bus Company Inc., a transportation services provider in
Alamogordo, N.M., filed a petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. D. N.M. Case No. 19-11568) on June 28,
2019. In the petition signed by Brent Buttram, president and
director, the Debtor estimated $1,400,621 in assets and $1,267,336
in liabilities.
The case is assigned to Judge David T. Thuma. Chris W. Pierce,
Esq. at Walker & Associates, P.C., is the Debtor's ounsel.
AMBOY GROUP: Aug 6 Hearing on Disclosure Statement
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Hearing on the adequacy of the Disclosure Statement explaining
Amboy Group, LLC's second modified Chapter 11 Plan will be held
before the Honorable Christine M. Gravelle on August 6, 2019 at
2:00pm, in Courtroom 3, USBC 402 East State Street Trenton NJ
08608.
Written objections to the adequacy of the Disclosure Statement will
be filed and served no later than 14 days prior to the hearing
before this Court.
Class 6 - General unsecured claims are impaired. Allowed Class 6
Claims shall be paid a pro rata portion distribution, after payment
of Administrative Expenses. The Plan will be funded from the
proceeds of the Sale and the recovery, if any, of avoidance
actions.
A full-text copy of the Disclosure Statement dated June 17, 2019,
is available at https://tinyurl.com/yxn6rpgo from PacerMonitor.com
at no charge.
A full-text copy of the Disclosure Statement dated June 28, 2019,
is available at https://tinyurl.com/yx9ffax8 from PacerMonitor.com
at no charge.
About Amboy Group
Amboy Group LLC, d/b/a Tommy Moloney's, d/b/a Agnelli's Gourmet,
d/b/a Amboy Cold Storage, is a provider of food products and
temperature controlled warehouses. Its food processing and cold
storage facility serves as a manufacturer/distributor of authentic
Irish and Italian meat products in America. Amboy Group's facility
is USDA, FDA and SQF 2000 certified.
CLU Amboy, LLC, is the fee simple owner of a real property located
at 1 Amboy Avenue Woodbridge, NJ 07095 with an appraised value of
$13 million. CLU Amboy reported gross revenue of $624,444 in 2016
and gross revenue of $644,066 in 2015.
Amboy Group holds a 51% interest in an American entity known as
Parmacotta-Amboy NA, LLC, that distributes Italian meats. The
remaining 49% is owned by an American entity known as Parmacotto
America. Parmacotto America is owned by Paramcotto sPa.
Parmacotto sPa has been subject to insolvency proceedings in Italy
for approximately two and half years, during which time, no revenue
has flowed from Parmacotto sPa to Amboy Group. Amboy Group's gross
revenue amounted to $10.01 million in 2016 and $6.26 million in
2015.
Amboy Group LLC and its affiliate CLU Amboy filed Chapter 11
petitions (Bankr. D.N.J. Case Nos. 17-31653 and 17-31647) on Oct.
25, 2017. At the time of filing, the Amboy Group reported $1.48
million in assets and $7.11 million in liabilities, while CLU Amboy
reported $13.34 million in assets and $10.78 million in
liabilities.
The Hon. Christine M. Gravelle oversees the case.
The Debtors tapped Anthony Sodono, III, Esq., and Sari Blair
Placona, Esq., of Trenk, DiPasquale, Della Fera & Sodono, P.C., as
bankruptcy counsel, substituted by McManimon Scotland & Baumann,
LLP. The Debtors hired Reitler Kailas & Rosenblatt LLC as special
counsel, and Thomas A. Ferro, P.C., as their accountant. The
Debtors also tapped Sout Risius Ross Advisors, LLC, and its
affiliate Stout Risius Ross, LLC, as financial advisor and
investment banker.
AMERICAN RESOURCE: Trustee Taps Moecker Auctions as Auctioneer
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Barry Mukamal, Chapter 11 trustee for American Resource Management,
LLC and its affiliates, seeks authority from the U.S. Bankruptcy
Court for the Southern District of Florida to retain Moecker
Auctions Inc. in connection with the sale of its personal
properties.
The Debtors own furniture, fixtures, equipment and various other
items that are currently being held at their office in Fort
Lauderdale, Fla. The trustee will be liquidating the Debtors'
assets, which will require the sale of the personal properties.
Compensation of Moecker Auctions will be based on a "buyer premium"
being the sum of 10% of the gross sales price of each item
purchased by an "on-site" buyer, and the sum of 15% of the gross
sale proceeds for purchases made online. Moecker Auctions will also
receive reimbursement for out-of-pocket costs.
Eric Rubin, officer of Moecker Auctions, disclosed in court filings
that he and other officers and directors of the firm do not have
any connection to the Debtors and their estates.
The firm can be reached through:
Eric Rubin
Moecker Auctions Inc.
1883 Marina Mile Blvd., Suite 106
Fort Lauderdale, FL 33315
Toll Free: 1-800-840-BIDS
Phone: 954-252-2887
Fax: 954-252-2791
About American Resource
American Resource Management, LLC is a timeshare liquidation
company headquartered in Florida. American Resource, one of the
nine debtor affiliates of American Resource Management Group, filed
a Chapter 11 petition (Bankr. S.D. Fla. Case No. 19-14605) on April
9, 2019. The petition was signed by Shyla Cline and Scott Morse,
managers. At the time of filing, the Debtor had $100,000 to
$500,000 in estimated assets and $1 mil. to $10 mil. in estimated
liabilities.
Judge John K. Olson presides over the case. Tate M. Russack, Esq.,
an attorney based in Boca Raton, Fla., represented the Debtor as
bankruptcy attorney.
Barry Mukamal was appointed as Chapter 11 trustee for the Debtors.
The trustee is represented by Kozyak Tropin & Throckmorton LLP.
C21 INVESTMENTS: Files Interim Financial Statements for Q1
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C21 Investments Inc. filed with the U.S. Securities and Exchange
Commission its interim condensed consolidated financial Statements
for the three months ended April 30, 2019 and 2018. The Company
disclosed that its external auditors have not reviewed the
accompanying interim condensed consolidated financial statements
and the notes to the interim consolidated financial statements.
The Company reported a net loss of US$3.12 million on US$7.75
million of revenue for the three months ended April 30, 2019,
compared to a net loss of US$1.02 million on US$0 of revenue for
the three months ended April 30, 2018.
As of April 30, 2019, C21 Investments had US$82.28 million in total
assets, US$59.62 million in total liabilities, and US$22.65 million
in total shareholders' equity.
The Company continues to incur losses for corporate infrastructure
development, investigation of potential acquisitions, and
development of the Company's current and future market presence in
the U.S. cannabis market. The Company reports a net loss of
$3,126,993, and accumulated deficit of $40,513,179, and a working
capital deficit of $26,925,929 at April 30, 2019. The Company is
obligated to pay significant short- term debt service payments
which will require additional funding to satisfy. The ability of
the Company to continue as a going concern is dependent on
generating profitable operations and raising additional financing.
The Company said these material uncertainties may cast significant
doubt upon the Company's ability to continue as a going concern.
Historically, management has been successful in obtaining adequate
funding for operating and capital requirements. The Company takes
a disciplined approach to financing and intends to protect
shareholder value by raising capital strategically. Subsequent to
the period ended April 30, 2019, the Company completed a private
placement unit financing for gross proceeds of C$7,713,500.
Additionally, the Company is assessing various opportunities for
additional financing through either debt or equity which will be
used for current obligations, corporate working capital purposes
and future acquisitions.
The Company said there is no assurance that it will generate
sufficient profits from operations or secure financing adequate to
cover its obligations and available on terms which are acceptable
to management.
A full-text copy of the Form 6-K is available for free at:
https://is.gd/eie7GX
About C21 Investments Inc.
Headquartered in Vancouver, Canada, C21 Investments --
http://www.cxxi.ca/-- is a vertically integrated cannabis company
that cultivates, processes, and distributes cannabis and
hemp-derived consumer products in the United States. The Company
is focused on value creation through the disciplined acquisition
and integration of core retail, manufacturing, and distribution
assets in strategic markets, leveraging industry-leading retail
revenues with high-growth potential multi-market branded consumer
packaged goods. The Company owns Silver State Relief and Silver
State Cultivation in Nevada, and Phantom Farms, Swell Companies,
Eco Firma Farms, and Pure Green in Oregon. These brands produce
and distribute a broad range of THC and CBD products from cannabis
flowers, pre-rolls, cannabis oil, vaporizer cartridges and edibles.
C21 Investments reported a net loss of US$23.60 million for the
year ended Jan. 31, 2019, compared to a net loss of US$599,471 for
the year ended Jan. 31, 2018.
Davidson & Company LLP, the Company's independent auditor, issued a
"going concern" qualification in its report on the Company's
consolidated financial statements for the year ended Jan. 31, 2019,
citing that the Company incurred a net loss during the year ended
Jan. 31, 2019 and, as of that date, the Company's current
liabilities exceeded its current assets by $13,316,122. These
events and conditions indicate that a material uncertainty exists
that may cast significant doubt on the Company's ability to
continue as a going concern.
DELTA VISIONS: Bankr. Administrator Unable to Appoint Committee
---------------------------------------------------------------
The U.S. bankruptcy administrator on July 1, 2019, disclosed in a
filing with the U.S. Bankruptcy Court for the Middle District of
North Carolina that no official committee of unsecured creditors
has been appointed in the Chapter 11 case of Delta Visions.
About Delta Visions
Delta Visions sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. N.C. Case No. 19-50678) on June 28, 2019. The
case is assigned to Judge Catharine R. Aron. The Debtor is
represented by Ivey, McClellan, Gatton & Siegmund.
F.M.C. MARKET: Seeks to Modify Elmsford Property Sale Order
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F.M.C. Market, Inc., doing business as Frank's Food Court, asks the
U.S. Bankruptcy Court for the Southern District of New York to
modify the previously entered Order Approving Sale in connection
with the sale of its interest in the real property known as 349
Tarrytown Road, Elmsford, New York, and the related personal
property used its business operations, to AMF Group, Inc. for
$250,000.
The Debtor filed for reorganization as a result of serious
arrearages to the New York State Department of Taxation and Finance
("NYSDTF"). In particular, the Debtor is subject to a restitution
order in the amount of $263,000, and total unpaid liabilities to
the NYSDTF in the amount of $409,593, of $319,991 is a priority
claim.
The Debtor continued efforts to sell the Premises in the Chapter 11
proceeding.
The Purchase Price is less than the amount of the NYSDTF
Liabilities.
On Dec. 10, 2018 the Court entered an order approving bidding
procedures, approving the sale of the Debtor's Assets pursuant to
the Contract of Sale between the Debtor and the Purchaser (A)
authorizing the sale of the Debtor's physical assets and the
assumption of its interest in the Real Property Lease expiring
March 31, 2021 (with a five-year option to extend) between Elmsford
Property, LLC as Landlord and Frank Confalone as tenant to premises
349 Tarrytown Road, Elmsford, New York ("Premises"); (B)
Authorizing the assignment of the Lease of the Debtor's interest
under the Lease to the Premises and the Debtor as tenant to the
Premises Free and Clear of All Liens, Claims, Interests, and
Encumbrances, (C) Granting the Successful Bidder Good Faith Status,
(D) Waiving the Fourteen Day Stay of Sale Order.
On Feb. 8, 2019 the Court entered an Order Approving Sale. The
Purchaser has advised the Debtor that it was unable to obtain
financing to fund the all-cash purchase terms under the Contract.
The Debtor, accordingly, asks to modify the terms of the Contract
as approved by the Court.
The current Contract of Sale provides for a payment by the
Purchaser to the Debtor of $250,000, $25,000 as a down payment, and
$225,000 at closing. The Lease expires on March 31, 2021, or
approximately two years (with a five-year extension option), making
it difficult for the Purchaser to obtain financing for the purchase
price.
The Purchaser's principal advises that she made application to the
Small Business Administration for a loan guarantee to allow
Purchaser to borrow the purchase price from a financial
institution. Exhibit 2 is a letter from the Purchaser's counsel
stating that the Purchaser would like to continue the sale with
$25,000 already being acknowledged and deposited into the Seller's
trust account, and requesting to modify the terms of payment as
follows:
a) The Purchaser will make a secondary payment of $50,000 upon
Court approval of the modified Purchase Agreement;
b) A Note which provides $3,000.00 per month over thirty six
(36) months at a 7% interest rate with a balloon payment at the
expiration of the Note;
c) A UCC filing, Security Agreement, Personal Property, and
Lease Agreement with a personal guarantee;
d) The Purchaser will exercise five-year option to extend the
Lease; and
e) Attorneys fees upon default.
Exhibit 3 is an appraisal of the Debtor's physical assets,
demonstrating that the Debtor's assets are worth $17,000. The down
payment of $75,000 is a multiple of more than four times the value
of the assets. March 31, 2021, or approximately two years (with a
five-year extension option). Thus, the Lease has little if any
sale value.
The Debtor's administration creditors and NYSDTF are receiving the
benefit of the sale, since the alternative would be little or no
moneys available for payment. The Landlord has withdrawn its
objection to the transaction, subject to the Purchaser providing an
increased security deposit and a financial statement.
The Debtor's estate has or is anticipated to have, the following
estimated liabilities: (i) U.S. Trustee Fees Statutory - $1,500;
(ii) Chapter 11 Administrative Administrative - $75,000; (iii)
Priority Tax Claims - $319,991; and (iv) Unsecured Creditors
Unsecured - $64,000. The Purchase Price is not sufficient to
provide for a complete distribution to the Debtor's priority
creditors.
A hearing on the Motion is set for July 26, 2019 at 10:00 a.m.
Objections, if any, must be filed no later than 5:00 p.m. (ET) at
least seven days prior to the hearing scheduled.
A copy of the Contract attached to the Motion is available for free
at:
http://bankrupt.com/misc/FMC_Market_102_Sales.pdf
Based in Elmsford, NY, F.M.C. Market, Inc., d/b/a Frank's Food
Court, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No.
15-22885) on June 22, 2015. In its petition signed by President
Frank Canfolone, the Debtor estimated $100,000 to $500,000 in
assets and $1 million to $10 million in liabilities.
Arlene Gordon-Oliver, Esq., at Arlene Gordon-Oliver & Associates,
PLLC, originally served as bankruptcy counsel. Rattet PLLC was
later hired by the Debtor as replacement after Arlene
Gordon-Oliver, Esq., took office as a family court judge.
FCH MCKINNEY: $3.2M Sale of 36 McKinney Residential Lots Approved
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Judge Brenda T. Rhoades of the U.S. Bankruptcy Court for the
Eastern District of Texas authorized FCH McKinney Senior Homes,
LLC's sale of 36 residential lots in the Fireside Village Addition,
McKinney, Collin County, Texas to Carnegie Properties for $3.24
million ($90,000 per lot).
A hearing on the Motion was held on June 27, 2019.
All pre-petition and post-petition taxes due and owing to the
Collin County Tax Assessor/Collector in connection with the
properties, will be paid in full at the closings of the sales of
the 36 residential lots. The Collin County Tax
Assessor/Collector's statutory tax lien will continue to attach to
the subject real properties to secure any future ad valorem
property taxes assessed against said lots.
A copy of the Contract attached to the Motion is available for free
at:
http://bankrupt.com/misc/FCH_McKinney_67_Sales.pdf
About FCH McKinney Senior Homes
FCH McKinney Senior Homes, LLC, operates an assisted living
facility in Dallas, Texas. FCH McKinney filed as a Domestic Limited
Liability Company in the State of Texas on April 10, 2013,
according to public records filed with Texas Secretary of State.
FCH McKinney filed a Chapter 11 petition (Bankr. E.D. Tex. Case No.
18-42734) on Dec. 3, 2018. In the petition signed by Kent C.
Conine, manager, the Debtor disclosed less than $50,000 in assets
and less than $10 million in estimated liabilities. The Debtor is
represented by Larry Kent Hercules, Esq., at Larry K Hercules,
Attorney At Law.
FORTRESS GROUP: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of The Fortress Group, Inc. as of July 1, 2019,
according to a court docket.
About The Fortress Group Inc.
The Fortress Group, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Ky. Case No. 19-10499) on May 21,
2019. At the time of the filing, the Debtor disclosed $6,652,465
in assets and $3,481,757 in liabilities. The case is assigned to
Judge Joan A. Lloyd. Mark H. Flener, Esq., is the Debtor's
bankruptcy attorney.
FTD COMPANIES: Sale/Abandonment Procedures for Misc. Assets Okayed
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Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware authorized FTD Cos., Inc.'s procedures for
sale, transfer or abandonment of miscellaneous and de minimis
assets.
A hearing on the Motion was held on July 2, 2019 at 2:00 p.m. (ET).
The objection deadline was June 25, 2019 at 4:00 p.m. (ET).
The Debtors are authorized, subject to the terms of the Order and
any requisite consents required pursuant to the terms of the DIP
Financing Agreement, but without further Court approval, to: (a)
consummate Proposed Sales of Miscellaneous Assets outside of the
ordinary course of business when the purchase price for such a sale
is no more than $625,000 for each transaction or in the aggregate
for a related series of transactions; and (b) abandon Miscellaneous
Assets with a book value of less than $250,000.
The Sale Notice Procedures, as set forth in the Motion, are
approved, as follows:
a. The Debtors will give notice of each Proposed Sale to all
Sale Notice Parties.
b. The Sale Notice will be served on the Sale Notice Parties
by e-mail, if possible, and by overnight mail.
c. The Debtors will file a copy of the Sale Notice with the
Court.
d. To the extent that a competing bid is received for the
purchase of Miscellaneous Assets in a particular Proposed Sale
after service of the Sale Notice that, in the Debtors' sole
discretion in the exercise of their business judgment, materially
exceeds the value of the consideration described in the Sale
Notice, then the Debtors may file and serve an amended Sale Notice
for the Proposed Sale to the subsequent bidder pursuant to the Sale
Notice Procedures, even if the proposed purchase price exceeds the
Sale Cap.
e. If any significant economic terms of a Proposed Sale are
amended after transmittal of the Sale Notice, but prior to the
expiration of the Objection Deadline, the applicable Debtor or
Debtors will send a revised Sale Notice to all Sale Notice Parties
describing the Proposed Sale, as amended. If a revised Sale Notice
is required, the Objection Deadline will be extended for an
additional seven business days from the date of service of such
revised Sale Notice.
ith respect to any Proposed Abandonment, the Debtors will file with
the Court and serve the Abandonment Notice on the Sale Notice
Parties. The Abandonment Notice will specify: (a) the
Miscellaneous Assets to be abandoned; (b) a summary of the
justifications for the abandonment; (c) the identities of any
parties known to hold or assert liens or other interests in the
relevant Miscellaneous Assets; (d) if applicable, the identity of
the entity to which the Miscellaneous Assets will be abandoned; (e)
in connection with the abandonment of any interest in real
property, a statement that neither any environmental condition
related to such property nor the abandonment thereof presents any
threat of an imminent and identifiable harm to public health and
safety; and (f) the Objection Deadline.
The Sale Notice Parties will have until 5:00 p.m. (ET), on the
seventh business day following the service of a Sale Notice or
Abandonment Notice to object to (a) the Proposed Sale and the
payment of any Commissions, (b) the Proposed Abandonment or (c) any
related assumptions, assumptions and assignments, or rejections of
executory contracts or unexpired leases.
Notwithstanding the Sale Notice Procedures set forth, for (a) any
transaction involving the sale or transfer of a Miscellaneous Asset
for less than $150,000 in total consideration, as measured by the
amount of cash and other consideration (such as assumption of
liabilities) to be received by the Debtors on account of the
Miscellaneous Assets to be sold or transferred in any one
transaction or in any series of related transactions; or (b) the
abandonment of any asset with a book value of less than $150,000
(any such disposition pursuant to (a) or (b), a "De Minimis
Disposition"), the applicable Debtor or Debtors will be authorized,
without following the Sale Notice Procedures and without further
notice and further Court approval, to consummate the De Minimis
Disposition and such De Minimis Disposition will be deemed fully
authorized by the Court, provided that the Debtors have obtained
any necessary consents required pursuant to the DIP Financing
Agreement in connection with such De Minimis Disposition; provided,
further, however, that the Debtors will provide three business
days' notice by email to counsel to the Creditors' Committee in the
event that such a De Minimis Disposition is contemplated.
Although notice or hearing will not be required for the Debtors to
consummate a De Minimis Disposition, the Debtors, at their
discretion, (a) may use the Sale Notice Procedures for any such
sale or abandonment and (b) will use the Sale Notice Procedures in
connection with any De Minimis Disposition involving the
assumption, assumption and assignment, or rejection of an executory
contract or unexpired lease.
Any sales of Miscellaneous Assets will be free and clear of all
Interests, with any such Interests attaching to the net sale
proceeds.
Upon the closing of a sale or transfer, the Debtors may assume,
assume and assign, or reject any executory contract or unexpired
lease and pay the Cure Claims. The non-debtor parties to any
executory contracts or unexpired leases are hereby barred from
asserting any further cure claims in respect of such executory
contracts or unexpired leases after the objection period for a
Proposed Sale has passed.
With respect to executory contracts to be assumed, or assumed and
assigned, as part of any transaction under the Sale Notice
Procedures and the Order, any adequate assurance of future
performance will be provided, and any Cure Claims paid, consistent
with section 365 of the Bankruptcy Code. To the extent that any
Cure Claims are payable in connection with a transaction under the
Sale Notice Procedures, such Cure Amounts will (a) not count
against the Sale Cap to the extent paid by the purchaser of assets
and (b) to the extent paid by the Debtors, be deducted from the
total consideration received by the Debtors to be applied against
the Sale Cap.
The Debtors are authorized to pay, without further Court approval,
Commissions for brokers and auctioneers utilized in connection with
any sales of Miscellaneous Assets upon satisfaction of the
disclosure requirements.
The Debtors will provide, to the extent practicable, a written
report or reports, within 20 days after the end of each calendar
month concerning any such sales, transfers or abandonments made
pursuant to the terms of this Order (including the names of the
purchasing parties and the types and amounts of the sales or
abandonments) to the U.S. Trustee and counsel to the Creditors'
Committee; provided, however, that no such report need be provided
for any month where there are no such sales, transfers or
abandonments.
The 14-day stay imposed by Bankruptcy Rules 6004(h) and 6006(d) is
waived with respect to each Proposed Sale conducted in accordance
with the Order, and the Debtors may close Proposed Sales as set
forth herein without reference to such stay.
All purchasers or transferees will take Miscellaneous Assets sold
by the Debtors pursuant to the authority granted in thieOrder "as
is" and "where is" without any representations or warranties from
the Debtors as to quality or fitness for either their intended
purposes or any particular purposes.
Any net proceeds obtained by the Debtors from any sales of
Miscellaneous Assets will be applied as required by the DIP
Financing Agreement, the Interim DIP Order, any Final DIP Order or
any other order entered by the Court.
About FTD Companies
FTD Companies, Inc. -- http://www.ftdcompanies.com/-- is a premier
floral and gifting company. Through its diversified family of
brands, it provides floral, specialty foods, gifts, and related
products to consumers primarily in North America. It also
provides
floral products and services to retail florists and other retail
locations throughout these same geographies.
FTD has been delivering flowers since 1910, and the
highly-recognized FTD brand is supported by the iconic Mercury Man
logo, which is displayed in over 30,000 floral shops in more than
125 countries. In addition to FTD, its diversified portfolio of
brands includes these trademarks: ProFlowers, Shari's Berries,
Personal Creations, Gifts.com, and ProPlants. FTD Companies is
headquartered in Downers Grove, Ill.
On June 3, 2019, FTD Companies and 14 domestic subsidiaries sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-11240). The
Debtors disclosed $312.7 million in assets and $374.9 million in
liabilities.
Judge Laurie Selber Silverstein oversees the cases.
The Debtors tapped Jones Day as legal advisor, and Moelis & Company
LLC and Piper Jaffray & Co. as investment bankers and financial
advisors. AP Services, LLC, an affiliate of AlixPartners, provides
restructuring services. Omni Management Group is the claims agent
and has put up the site http://www.FTDrestructuring.com/
FUSION CONNECT: Davis Polk Represents First Lien Ad Hoc Group
-------------------------------------------------------------
In the Chapter 11 cases of Fusion Connect, Inc., et al., the law
firm of Davis Polk & Wardwell LLP submitted a verified statement to
comply with Rule 2019 of the Federal Rules of Bankruptcy Procedure
that it is representing the members of certain First Lien Credit
and Guaranty Agreement, dated as of May 4, 2018.
In or around April 2019, the First Lien Ad Hoc Group engaged Davis
Polk to represent it in connection with a potential restructuring
of the Debtors and the Members' holdings under the First Lien
Credit Agreement.
As of the date of this Statement, Davis Polk represents only the
First Lien Ad Hoc Group in the Chapter 11 Cases. Davis Polk does
not represent or purport to represent any entities other than the
First Lien Ad Hoc Group in connection with the Chapter 11 Cases.
The Members of the First Lien Ad Hoc Group, collectively,
beneficially own or manage $397,591,986.892 in aggregate principal
amount of the claims under the First Lien Credit Agreement,
$16,262,738.00 in aggregate principal amount of the claims under
that certain Super Senior Secured Credit Agreement, dated as of May
9, 2019, $16,969,553.26 in aggregate principal amount of the claims
under that certain Superpriority Secured Debtor-In-Possession
Credit and Guaranty Agreement, dated as of June 7, 2019 and
$16,545,314.43 in commitments for future fundings under the DIP
Credit Agreement.
As of June 28, 2019, members of the First Lien Ad Hoc Group and
their disclosable economic interests are:
(1) Bardin Hill Investment Partners LP
477 Madison Avenue 8th Floor
New York, NY 10022
* $41,279,020.86 in aggregate principal amount of the claims
under the First Lien Credit Agreement
* $2,750,544.18 in aggregate principal amount of the claims
under the Super Senior Credit Agreement
* $1,295,738.66 in aggregate principal amount of the claims
under the DIP Credit Agreement
* $1,263,345.19 in commitments for future fundings under the
DIP Credit Agreement
(2) CBAM CLO Management, LLC and CBAM Partners, LLC
51 Astor Place
12th Floor
New York, NY 10003
* $75,600,545.44 in aggregate principal amount of the claims
under the First Lien Credit Agreement
* $4,923,710.83 in aggregate principal amount of the claims
under the DIP Credit Agreement
* $4,800,618.06 in commitments for future fundings under the
DIP Credit Agreement
(3) Ellington CLO Management LLC
53 Forest Avenue
Old Greenwich, CT 06870
* $18,803,855.33 in aggregate principal amount of the claims
under the First Lien Credit Agreement
* $642,301.55 in aggregate principal amount of the claims
under the Super Senior Credit Agreement
* $899,441.14 in aggregate principal amount of the claims
under the DIP Credit Agreement
* $876,955.11 in commitments for future fundings under the DIP
Credit Agreement
(4) Invesco Advisers, Inc.
1555 Peachtree Street, N.E.
Atlanta, GA 30309
* $68,762,585.04 in aggregate principal amount of the claims
under the First Lien Credit Agreement
* $4,478,368.28 in aggregate principal amount of the claims
under the DIP Credit Agreement
* $4,366,409.08 in commitments for future fundings under the
DIP Credit Agreement
(5) Onex Credit Partners, LLC
930 Sylvan Avenue
Englewood Cliffs, NJ 07632
* $26,151,130.84 in aggregate principal amount of the claims
under the First Lien Credit Agreement
* $1,742,527.78 in aggregate principal amount of the claims
under the Super Senior Credit Agreement
* $130,365.68 in aggregate principal amount of the claims
under the DIP Credit Agreement
* $127,106.54 in commitments for future fundings under the DIP
Credit Agreement
(6) Vector Capital
One Market Street
Stewart Tower, 23rd Floor
San Francisco, CA 94105
* $166,994,849.39 in aggregate principal amount of the claims
under the First Lien Credit Agreement
* $11,127,364.49 in aggregate principal amount of the claims
under the Super Senior Credit Agreement
* $5,241,928.66 in aggregate principal amount of the claims
under the DIP Credit Agreement
* $5,110,880.44 in commitments for future fundings under the
DIP Credit Agreement
Counsel to the First Lien Ad Hoc Group can be reached at:
DAVIS POLK & WARDWELL LLP
Damian S. Schaible, Esq.
Adam L. Shpeen, Esq.
450 Lexington Avenue
New York, NY 10017
Telephone: (212) 450-4000
Facsimile: (212) 701-5800
A copy of the Rule 2019 filing downloaded from PacerMonitor.com is
available at
http://bankrupt.com/misc/Fusion_Connect_127_Rule2019.pdf
About Fusion
Fusion Connect -- http://www.fusionconnect.com/-- provides
integrated cloud solutions to small, medium and large businesses,
is the industry's Single Source for the Cloud. Fusion's advanced,
proprietary cloud services platform enables the integration of
leading edge solutions in the cloud, including cloud
communications, contact center, cloud connectivity, and cloud
computing. Fusion's innovative, yet proven cloud solutions lower
customers' cost of ownership, and deliver new levels of security,
flexibility, scalability, and speed of deployment.
On June 3, 2019, Fusion Connect and each of its U.S. subsidiaries
sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No.
19-11811). Fusion's two Canadian subsidiaries are not included in
the filing.
Fusion disclosed $570,432,338 in assets and $760,720,713 in
liabilities as of April 30, 2019.
Fusion is advised by FTI Consulting and PJT Partners, Inc., as
financial advisors, and Weil, Gotshal & Manges LLP as legal
counsel. Prime Clerk LLC is the claims agent.
The First Lien Ad Hoc Group is advised by Greenhill & Co, LLC, as
financial advisor, and Davis Polk & Wardwell LLP, as legal counsel.
GARRETT LIMESTONE: U.S. Trustee Forms 7-Member Committee
--------------------------------------------------------
Andrew Vara, acting U.S. trustee, on July 2, 2019, appointed seven
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case of Garrett Limestone Company, Inc.
The committee members are:
(1) Glenn O. Hawbaker Inc.
Attn: Michael D. Hawbaker
1952 Waddle Road, Suite 203
State College, PA 16803
Tel: (814) 237-1444
Fax: (814) 237-5348
Email: mdh@goh-inc.com
(2) New Enterprise Stone & Lime Co., Inc.
Attn: Todd McKee
3912 Brumbaugh Road
New Enterprise, PA 16664
Tel: (814) 766-2211
Email: tmckee@nesl.com
(3) William R. Blackburn Sr.
1200 Lake Shore Road
Friedens, PA 15541
Tel: (814) 483-0305
Email: blackburn0305@gmail.com
(4) William R. Blackburn Jr.
1200 Lake Shore Road
Friedens, PA 15541
Tel: (814) 267-3075
Fax (814) 267-3670
Email: bill@blackburnmarine.net
(5) Jonathan Jones
3506 Waterlevel Road
Somerset, PA 15501
Tel: 814-233-6690
Fax: (800) 205-4043
Email: molly@paulbunyaninc.com
(6) Eric Murphy
P.O. Box 963
192 Johnson Road
Somerset, PA 15501
Tel: (814) 279-7413
Fax (814) 443-2453
Email: emurphy@mosholderinsurance.com
(7) Donald W. Cochran
746 Wilson Drive
Berlin, PA 15530
Tel: (814) 445-4189
Fax (814) 445-7516
Email: cochraneq@netscape.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 Garrett Limestone Co.
Garrett Limestone Company, Inc. --
https://www.garrettlimestone.com/ -- specializes in providing
homeowners, businesses, and institutions with natural limestone and
crushed stone.
Garrett Limestone Company sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 19-70352) on June 11,
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 Jeffery A. Deller. Campbell
& Levine, LLC, is the Debtor's bankruptcy counsel.
GATEWAY RADIOLOGY: 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
Gateway Radiology Consultants P.A., according to court dockets.
About Gateway Radiology Consultants
Gateway Radiology Consultants P.A., based in Saint Petersburg, Fl.,
filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 19-04971) on
May 28, 2019. In the petition signed by Gagandeep Manget M.D.,
president, the Debtor disclosed $1,200,000 in assets and
$14,899,135 in liabilities as of the bankruptcy filing. The Hon.
Michael G. Williamson oversees the case. Joel M. Aresty, P.A.,
serves as bankruptcy counsel to the Debtor. Beighley Myrick Udell
and Lynne, is special counsel.
GENESYS RESEARCH: BMC Buying 10% Minority Interest for $20K
-----------------------------------------------------------
Harold B. Murphy, the Chapter 11 Trustee of the bankruptcy estate
of GeneSys Research Institute, Inc., filed with the U.S. Bankruptcy
Court for the District of Massachusetts a notice of intended
private sale of all of the Debtor's right, title and interest in
the Debtor's 10% shareholder interest in BMC NAB Business Trust to
the BMC Trust for $20,000.
The sale of the Minority Interest will be free and clear of all
liens, claims, encumbrances, and interests, with such liens,
claims, encumbrances, and interests attaching to the proceeds of
the sale.
Through the notice, higher offers for the Minority Interest are
solicited.
A qualifying proposed counteroffer must conform to the following
conditions:
i. Be in an amount not less than $21,000, or 5% in excess of
the Purchase Price;
ii. Include a deposit toward the Purchase Price in the amount
of $5,000 to be held in escrow by the Chapter 11 Trustee pending
the closing of any sale;
iii. Be upon the same terms and conditions as the Sale to the
Buyer proposed in the Sale Motion;
iv. Propose to transfer the Minority Interest to a tax exempt
qualifying entity under Sections 501(c)(3), 509(a)(1), and
509(a)(2) of the Internal Revenue Code; and
v. Be stated in writing and filed with the Clerk, United
States Bankruptcy Court, at John W. McCormack Post Office and
Court House, 5 Post Office Square, Suite 1150, Boston,
Massachusetts 02109-3945 and served upon the Chapter 11 Trustee on
the counteroffer deadline on the Objection/Counteroffer Deadline.
Only if a qualified competing counteroffer is received, an auction
for the Minority Interest will be held by the Bankruptcy Court at
the time of the Sale Hearing. If there is no qualifying competing
counteroffer, then the Chapter 11 Trustee will proceed to ask
approval of the Private Sale to the Buyer at the Sale Hearing.
Only persons or entities that have submitted a timely qualified
competing counteroffer and the Buyer may participate in any Auction
for the Minority Interest.
Bidding at any Auction for the Minority Interest will be conducted
by sealed bids or by competitive bidding as may be determined by
the Court. The Buyer will be entitled to improve their offer at
any Auction for the Minority Interest.
At the Sale Hearing, the Court may (i) consider any requests to
strike a higher offer; (ii) determine further terms and conditions
of the sale; (iii) determine the requirements for further
competitive bidding; and (iv) require one or more rounds of sealed
bids or open bids from the Buyer and any other qualifying bidder.
To the extent that the successful bidder fails to close on the sale
of the Minority Interest, the Chapter 11 Trustee has requested
authority to sell the Minority Interest to the party submitting the
second highest or best offer.
The Chapter 11 Trustee reserves the right to reject any bid,
including the "highest" bid.
A hearing on the Sale Motion is set for July 2, 2019 at 2:00 p.m.
The objection deadline is July 1, 2019 at 12:00 p.m.
About Genesys Research
GeneSys Research Institute, Inc. filed a Chapter 11 bankruptcy
petition (Bankr. D. Mass. Case No. 15-12794) on July 14, 2015. In
the petition signed by Robert Stemple, clerk and treasurer, the
Debtor estimated assets of $10 million to $50 million and
liabilities of at least $1 million. The case is assigned to Judge
Joan N. Feeney. Parker & Associates serves as the Debtor's
counsel.
GENESYS RESEARCH: Trustee's $20K Sale of 10% of BMC Okayed
----------------------------------------------------------
Judge Frank J. Bailey of the U.S. Bankruptcy Court for the District
of Massachusetts authorized the private sale by Harold B. Murphy,
the Chapter 11 Trustee of the bankruptcy estate of GeneSys Research
Institute, Inc., of all of the Debtor's right, title and interest
in the Debtor's 10% shareholder interest in BMC NAB Business Trust
to the BMC Trust for $20,000.
No objections or higher offers filed.
The Trustee will submit a proposed order by email to
"fjb@mab.uscourts.gov".
The hearing on the Motion set for July 2, 2019 is canceled.
About Genesys Research
GeneSys Research Institute, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. D. Mass. Case No. 15-12794) on July 14, 2015. The
petition was signed by Robert Stemple, clerk and treasurer. Parker
& Associates serves as the Debtor's counsel. The Debtor estimated
assets of $10 million to $50 million and liabilities of at least $1
million. The case is assigned to Judge Joan N. Feeney. The Debtor
tapped Parker & Associates as bankruptcy counsel.
GOLDEN-GLO CARPET: Unsecureds to Get 1% of Revenue for 5 Years
--------------------------------------------------------------
Golden-Glo Carpet Cleaners, Inc., filed a disclosure statement
describing its proposed chapter 11 plan dated June 17, 2019.
Golden-Glo Carpet Cleaners, Inc., a commercial and residential
floor cleaning and maintenance business serving the Philadelphia
metropolitan area, was founded by Scott Golden in 1981 and has
operated continuously in the area ever since that time. Scott
Golden has always been President and sole owner of the business.
Although the business names suggests that its focus is on carpet
cleaning, in reality Golden-Glo offers the broadest possible range
of janitorial services to commercial and institutional customers.
Under the plan, Class 5 consists of allowed unsecured claims.
Class 5 Claims are treated as follows:
a. The Reorganized Debtor will pay Holders of Allowed
Unsecured Claims an annual distribution of 1% of the Debtor's or
Reorganized Debtor's, as applicable, Gross Revenue for each of the
first five years after the Effective Date (each, a "Gross Revenue
Payment"). Each Gross Revenue Payment will be calculated with
respect to the Gross Revenue for the prior calendar year, with the
first Gross Revenue Payment calculated based on calendar year
2019.
b. The Reorganized Debtor will make the Annual Class 5
Distribution Payments by making an annual distribution to Holders
of Allowed Unsecured Claims on a pro rata basis commencing on the
Initial Distribution Date and on each subsequent one-year
anniversary thereof through the fifth year. The Reorganized Debtor
will make appropriate reserves for the Holder of an Unsecured Claim
for which an objection has been filed but not adjudicated by Final
Order as of the date for making the Annual Class 5 Distribution
Payments and will pay all such amounts due on account thereof
promptly after such claims become Allowed Class 5 Claims.
c. The Reorganized Debtor will make the Annual Class 5
Distribution Payments each year for a period of five years. In no
event will the aggregate total of Class 5 Distribution Payments to
any Holder of a Class 5 Allowed Claim exceed the total amount of
that Holder's Allowed Claim. In the event the aggregate total of
Class 5 Distribution Payments to a Holder of a Class 5 Allowed
Claim equals the total amount of that Holder's Allowed Claim, all
Class 5 Distribution Payments to that Holder will immediately
terminate.
d. The treatment and consideration to be received by Holders
of Class 5 Allowed Claims will be in full settlement, satisfaction,
release and discharge of their respective Claims, including
Deficiency Claims, provided that such settlement, satisfaction,
release and discharge will be expressly conditioned on the
Reorganized Debtor fulfilling its obligations, including, without
limitation, paying all Annual Class 5 Distribution Payments.
e. In the event the Reorganized Debtor fails to fulfill its
obligations, each Holder of an Allowed Unsecured Claim will retain
such claim, less any amounts actually received pursuant to the
Plan.
Payments and distributions under the Plan will be funded from the
Debtor's net income and from such other additional funds, if any,
which may become available to the Debtor, including capital
contributions from shareholders.
A copy of the Disclosure Statement dated June 17, 2019 is available
at https://tinyurl.com/y5qb9bcf from PacerMonitor.com at no
charge.
About Golden-Glo Carpet Cleaners
Golden-Glo Carpet Cleaners, Inc., a commercial and residential
floor cleaning andmaintenance business serving the Philadelphia
metropolitan area, was founded by Scott Goldenin 1981 and has
operated continuously in the area ever since that time. Scott
Golden has alwaysbeen President and sole owner of the business.
Although the business names suggests that its focus is on carpet
cleaning, in reality Golden-Glo offers the broadest possible range
of janitorial services to commercial and institutional customers.
In its heyday, Golden-Glo dominated the Philadelphia area movie
theater cleaning market, cleaning as many as 35 theaters per
night,primarily members of the Regal United Artists chain but also
some AMC venues.
Golden-Glo Carpet Cleaners, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. E.D. Pa. Case No. 18-17002) on Oct. 22, 2018,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by Joseph R. Viola, Esq., at Joseph R.
Viola,
P.C.
HANKEY O'ROURKE: Seeks to Hire Shatz Schwartz as Counsel
--------------------------------------------------------
Hankey O'Rourke Enterprises LLC seeks authority from the U.S.
Bankruptcy Court for the District of Massachusetts to employ Shatz
Schwartz and Fentin, P.C. as its legal counsel.
The firm will provide these services in connection with the
Debtor's Chapter 11 case:
a. advise the Debtor of its powers and duties in the continued
management, operation and liquidation of its business and
properties;
b. help the Debtor obtain approval to use cash collateral;
c. review all loan and lease documents executed by the Debtor
with its lenders and lessors;
d. attend meetings and negotiate with representatives of
creditors and other parties in interest;
e. review and take necessary steps if there are transfers
which may be avoided as preferential or fraudulent transfers;
f. take all necessary action to protect and preserve the
Debtor's estate, including the prosecution of actions on the
Debtor's behalf, the defense of any action commenced against the
Debtor, negotiations concerning all litigation in which the Debtor
is or may become involved, and objections to claims filed against
its estate;
g. take necessary actions to obtain confirmation of a
bankruptcy plan;
h. represent the Debtor in connection with any potential
post-petition financing;
i. advise the Debtor in connection with the sale of assets
outside of the ordinary course of business;
j. appear before the bankruptcy court, appellate courts and
the United States Trustee;
k. represent the Debtor before the Department of Environmental
Protection Attorney General's Office with respect to any actions
pursuant to M.G.L.A. ch. 21E and 21C;
l. represent the Debtor with respect to general corporate and
transactional matters; and
m. appear before the local authorities and state permitting
agencies.
The firm's current hourly rates are:
Steven Weiss, Esq. $445
David K. Webber $290
Shatz Schwartz will also be reimbursed for work-related expenses
incurred.
Steven Weiss, Esq., a shareholder of Shatz Schwartz, disclosed in
court filings that his 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.
Shatz Schwartz can be reached at:
Steven Weiss, Esq.
Shatz Schwartz and Fentin, P.C.
1441 Main Street
Springfield, MA 01103
Tel: (413) 737-1131
About Hankey O'Rourke Enterprises LLC
Hankey O'Rourke Enterprises LLC, a privately held company in Great
Barrington, Mass., filed a voluntary petition under Chapter 11 of
the Bankruptcy Code (Bankr. D. Mass. Case No. 19-30500) on June 21,
2019. In the petition signed by Juanita O'Rourke, manager, the
Debtor estimated $1 million to $10 million in both assets and
liabilities. The case is assigned to Judge Elizabeth D. Katz.
Shatz, Schwartz & Fentin, P.C. is the Debtor's counsel.
HANKEY O'ROURKE: Seeks to Hire Sotheby's as Real Estate Agent
-------------------------------------------------------------
Hankey O'Rourke Enterprises LLC seeks authority from the U.S.
Bankruptcy Court for the District of Massachusetts to employ
William Pitt Sotheby's International Realty to market and sell its
real estate property in Great Barrington, Mass.
The Debtor leases the property to Cove Bowling & Entertainment,
Inc. where it operates a bowling alley, indoor mini golf, arcade
center, cafe and bar. Sotheby's has agreed to sell the property
for a commission of 6 percent.
Steven Weisz, a broker associate employed with Sotheby's, disclosed
in court filings that his firm is a "disinterested person" as
defined in Section 101(14) of the Bankruptcy Code.
The agent can be reached through:
Steven Weisz
William Pitt Sotheby's International Realty
306 Main St.
Great Barrington, MA 01230
Phone: +1 413-528-4192
About Hankey O'Rourke Enterprises LLC
Hankey O'Rourke Enterprises LLC, a privately held company in Great
Barrington, Mass., filed a voluntary petition under Chapter 11 of
the Bankruptcy Code (Bankr. D. Mass. Case No. 19-30500) on June 21,
2019. In the petition signed by Juanita O'Rourke, manager, the
Debtor estimated $1 million to $10 million in both assets and
liabilities. The case is assigned to Judge Elizabeth D. Katz.
Shatz, Schwartz & Fentin, P.C. is the Debtor's counsel.
INSYS THERAPEUTICS: Aug. 5 Auction of Assets Set
------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware authorized the bidding procedures of Insys Therapeutics,
Inc., and its affiliates in connection with the sale of their
assets related to each of (i) Subsys; (ii) SYNDROS, and other
assets related to Cannabidiol Oral Solution, a synthetic
cannabidiol ("CBD"); (iii) the Debtors' epinephrine nasal spray
product candidate; (iv) the Debtors' naloxone nasal spray product
candidate; and (v) the Debtors' buprenorphine sublingual spray, at
auction.
The Bidding Procedures will govern the bids and proceedings related
to the sale of the Assets and the Auction.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: July 23, 2019 at 4:00 p.m. (ET)
b. Initial Bid: The Bidders may submit Partial Bids for one or
a combination of the Assets. The Debtors will determine in
consultation with the Committee whether such bids may qualify as
Qualified Bids.
c. Deposit: 5% of the proposed purchase price offered
d. Auction: The Auction will take place at the offices of
Weil, Gotshal & Manges LLP, 767 Fifth Avenue, New York, New York
10153 on Aug. 5, 2019 at 10:00 a.m. (ET), or at such other date,
time and location as the Debtors, after consulting with the
Committee and providing notice to the Sale Notice Parties, may
determine in their reasonable business judgment.
e. Bid Increments: The Debtors may, in their reasonable
business judgment, in consultation with the Committee, announce
increases or reductions to Minimum Overbids at any time during the
Auction and may value different parties' bids differently based on
the Bid Factors in determining if a Minimum Overbid has been
achieved.
f. Sale Hearing: Aug. 22, 2019, at 2:00 p.m. (ET)
g. Sale Objection Deadline: Aug. 14, 2019 at 4:00 p.m. (ET)
h. The Assets sold pursuant to these Bidding Procedures will
be conveyed at the Closing in their then-present condition, "as is,
with all faults, and without any warranty whatsoever, express or
implied."
The Debtors may, in consultation with the Committee and in
accordance with the Bidding Procedures, at any time before July 10,
2019 enter into one or more Stalking Horse Agreements, subject to
higher or otherwise better offers at the Auction, with one or more
Stalking Horse Bidders that submit Qualified Bid acceptable to the
Debtors, in consultation with the Committee, to establish a minimum
Qualified Bid at the Auction. Absent further order of the Court,
the Stalking Horse Agreement will limit the break-up fees to an
amount no greater than 2% of the Debtors' valuation of the
Qualified Bid and expense reimbursement in an amount not to exceed
$100,000. In the event that the Debtors, in consultation with the
Committee, determine that the Bid Protections must exceed the
amounts set forth, the Debtors will ask that the Court hold a
hearing on the approval of any such greater Bid Protections on an
expedited basis.
The Sale Notice is approved. In the event that the Debtors, in
consultation with the Committee, select one or more parties to
serve as a Stalking Horse Bidder, upon such selection, they will
provide, to all Sale Notice Parties, five calendar days' notice of
and an opportunity to object to the designation of such Stalking
Horse Bidder and disclosure of the Bid Protections set forth in the
Stalking Horse Agreement (with such notice period to be extended by
an additional one calendar day for each day that such selection was
made prior to the Designation Deadline, but in no event by more
than five calendar days), and absent objection, the Debtors may
submit an order to the Court under certification of counsel
approving the selection of such Stalking Horse Bidder.
Within five business days after entry of this Order, the Debtors
will file with the Court, serve on the Sale Notice Parties, and
cause to be published on the Claims Agent Website the Sale Notice.
Within five business days after entry of the Order, the Debtors
will cause the contents of the Sale Notice to be published once in
the national edition of the New York Times and once in the The
Arizona Republic. The Debtors will use commercially reasonable
efforts to, within two business days after the conclusion of the
Auction, file with the Court, serve on the Sale Notice Parties, and
cause to be published on the Claims Agent Website, the Notice of
Auction Result.
The Debtors will use commercially reasonable efforts, within five
business days after entry of the Order, to file with the Court,
serve on the Sale Notice Parties, including each applicable
Counterparty to a Contract or Lease, and cause to be published on
the Claims Agent Website, the Assumption and Assignment Notice.
They may, in consultation with the Committee, until two calendar
days prior to the Auction, add Contracts and Leases to the
Assumption and Assignment Notice and the Proposed Assumed
Contracts, by filing and serving upon the Counterparties to such
Contracts and Leases a supplemental Assumption and Assignment
Notice, which will be deemed to update any previously filed
Assumption and Assignment Notices. The Debtors will include with
the Notice of Auction Results the Notice of Designation. The Cure
Objection Deadline is July 23, 2019 at 4:00 p.m. (ET).
The Debtors' assumption and assignment of a Proposed Assumed
Contract to the Successful Bidder(s) is subject to Court approval
and consummation of the Sale Transaction(s) with the Successful
Bidder(s).
Notwithstanding the applicability of any of Bankruptcy Rules
6004(h), 6006(d), 7062, 9014, or any other provisions of the
Bankruptcy Rules or the Local Rules stating the contrary, the terms
and provisions of the Order will be immediately effective and
enforceable upon its entry, and any applicable stay of the
effectiveness and enforceability of the Order is waived.
Prior to mailing and publishing the Sale Notice and the Assumption
and Assignment Notice, as applicable, the Debtors may fill in any
missing dates and other information, conform the provisions thereof
to the provisions of the Order, and make such other, non-material
changes as the Debtors deem necessary or appropriate.
A copy of the Bidding Procedures attached to the Order is available
for free at:
http://bankrupt.com/misc/Insys_Therapeutics_210_Order.pdf
About Insys Therapeutics
Headquartered in Chandler, Ariz., Insys Therapeutics, Inc. --
http://www.insysrx.com/-- is a specialty pharmaceutical company
that develops and commercializes innovative drugs and novel drug
delivery systems of therapeutic molecules that improve patients'
quality of life. Using proprietary spray technology and
capabilities to develop pharmaceutical cannabinoids, Insys is
developing a pipeline of products intended to address unmet medical
needs and the clinical shortcomings of existing commercial
products. Insys is committed to developing medications for
potentially treating anaphylaxis, epilepsy, Prader-Willi syndrome,
opioid addiction and overdose, and other disease areas with a
significant unmet need.
As of March 31, 2019, Insys had $172.6 million in total assets,
$336.3 million in total liabilities, and a total stockholders'
deficit of $163.7 million.
On June 10, 2019, Insys Therapeutics and six affiliated companies
filed petitions seeking relief under Chapter 11 of the Bankruptcy
Code (D. Del. Lead Case No. 19-11292). Insys intends to conduct
the asset sales in accordance with Section 363 of the U.S.
Bankruptcy Code.
The Debtors' cases are been assigned to Judge Kevin Gross.
The Debtors tapped Weil, Gotshal & Manges LLP and Richards, Layton
& Finger, P.A., as legal counsel; Lazard Freres & Co. LLC as
investment banker; FTI Consulting, Inc. as financial advisor; and
Epiq Corporate Restructuring, LLC as claims agent.
Andrew Vara, acting U.S. trustee for Region 3, on June 20, 2019,
appointed nine creditors to serve on the official committee of
unsecured creditors in the Chapter 11 cases. Akin Gump Strauss
Hauer & Feld LLP, and Bayard, P.A., serve as the Committee's
counsel.
JACKSON OVERLOOK: Proposes Auction Sale of New York Property
------------------------------------------------------------
Jackson Overlook Corp., and Fort Tryon Tower SPE, LLC, ask the U.S.
Bankruptcy Court for the Southern District of New York to authorize
the sale of the real property located at 1 Bennett Park, New York,
New York, also known as 33-35 Overlook Terrace, 730-734 West 184th
Street, and 524 Fort Washington Avenue, Block 2180, Lots 62 and
Part of 63 and 64, at public auction.
The Sale will be conducted concurrently with the Debtor's efforts
to pursue confirmation of a liquidating plan of reorganization.
The Debtors previously filed the Motion to (t) Approve Stipulation
and Order Regarding Settlement of Disputes Between the Debtors and
Related Parties and Fort Tryon Overlook, LLC, as Lender and (ii)
Approve Related Bidding Procedures for an Auction and Sale of the
Debtors' Property in Furtherance of Settlement ("Settlement/Bid
Procedures Motion"), asking approval of, among other things,
bidding procedures for the sale of the Property at public auction.
A hearing on the Settlement/Bid Procedures Motion is scheduled for
June 18, 2019. The Debtors will file a separate proposed order
approving the Bidding Procedures in advance of that hearing.
The Debtors now ask entry of an order scheduling the Sale Hearing
to approve the results of the Auction (if any). The Sale hearing
is anticipated to coincide with a confirmation hearing to approve
the Plan sometime in mid-October 2019. The Debtors also ask entry
of an Order authorizing the Debtors to sell the Property to the
successful bidder free and clear of any and all claims, taxes,
liens and non-permitted encumbrances pursuant to a contemplated
liquidating plan of reorganization.
The proposed Bid Procedures were negotiated as part of the Debtors'
settlement with its secured lender, Fort Tryon Overlook, LLC,
which, among other things, contemplates a comprehensive marketing
and auction process for the Property. They also moved for the
retention of Ariel Property Advisors, LLC and Keen-Summit Capital
Partners, LLC as co-brokers to conduct the auction Sale based upon
the proposed bid procedures. A hearing on the motion to approve
the retention of the Broker is also scheduled for June 18, 2019.
The Debtors submit that the proposed Sale follows customary and
usual practices for the conduct of a public auction of real
property. In compliance with General Order M-3 83, the Debtors
address potential Extraordinary Provisions seriatim:
a. Sale to Insider - This is a public action open to everyone
who qualifies under the proposed Bid Procedures. One of the
Debtors' principals, Rutherford Thompson, resigned any possible
role in the Chapter 11 cases as part of the Settlement, and
reserved the right to participate in the Auction as a bidder, so
long as he and his investment group duly qualify.
b. Agreements with Management - There are no agreements with
the Debtors' pre-bankruptcy management.
c. Private Sale - The Property is being sold at public
auction, not at a private sale.
d. Deadlines that Effectively Limit Notice - No notice
limitation are contemplated.
e. No Good Faith Deposit - All Qualified Bidders will have to
make a deposit of the greater of (x) $900,000 or (y) 5% of its bid.
f. Interim Arrangements with Proposed Buyer - There are no
interim arrangements with any qualified bidders.
g. Use of Proceeds - The sale proceeds will be distributed in
accordance with the Settlement and is expected to be implemented
through a Liquidating Chapter 11 Plan to be filed by the Debtors
prior to the Sale.
h. Tax Exemption - It is contemplated that the closing on the
Sale will be implemented through a Chapter ll Plan, making the
transfer of the Property eligible for exemption of New York State
and New York City RPT transfer taxes under section 1146(a).
i. Record Retention - The Chief Restructuring Officer will
retain any books and records following the Sale, except for certain
construction plans that may be sold as part ofthe Sale.
j. Sale of Avoidance Actions The Sale will not include any
Chapter 5 avoidance actions.
k. Requested Findings as to Successor Liability - At this
juncture, the Debtors do not propose to limit a qualified bidder's
successor liability.
l. Future Conduct - The Debtors do not seek a determination
regarding the effect of conduct or actions that may or will be
taken after the date ofthe Sale Order.
m. Requested Findings as to Fraudulent Conveyances - At this
juncture, the Debtors do not seek a finding to the effect that the
Sale does not constitute a fraudulent conveyance.
n. Sale Free and Clear of Unexpired Leases There are no
unexpired leases.
0. Relief from Bankruptcy Rule 6004(h) - The Debtors
presently do not intend to seek relief from the 14-day stay imposed
by Rule 6004(h), however they reserve the right to seek such relief
in connection with the sale order.
The Bidding Procedures are being approved as part of the pending
Settlement/Bid Procedures Motion.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: Sept. 19, 2019 at 12:00 p.m.
b. Deposit: greater of (x) $900,000 or (y) 5% of its bid
c. Auction: The Broker will conduct the Auction at 10:00 a.m.
(ET) no later than Oct. 10, 2019 at a place to be determined by the
Independent Officer.
d. Sale Hearing: between Oct. 11, 2019 and Oct. 21, 2019
A hearing should be scheduled on the sale in early-mid October
2019. The Debtors believe that sufficient cause exists to enter an
order approving the proposed sale to the Successful Bidder upon
conclusion of the Auction and the Sale Hearing.
The Debtors further submit that it is appropriate to sell the
Property free and clear of all claims, taxes, liens, and
non-permitted encumbrances, with any such encumbrances attaching to
the net Sale proceeds.
About Jackson Overlook Corp.
Jackson Overlook Corp. owns a 100% membership interest in Fort
Tryon Tower SPE LLC. Fort Tryon owns certain real property located
in the Hudson Heights section of Manhattan at 1 Bennett Park, New
York. The property is the site of an intended but still
incomplete
23-storey, 114-unit condominium development project that was
originally scheduled to open years ago but ran into a host of
problems involving lenders, cessation of financing, cessation of
construction, and changing market conditions.
Jackson Overlook sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 18-12465) on Aug. 14,
2018. In the petition signed by Rutherford H.C. Thompson,
authorized manager, the Debtor estimated assets of $10 million to
$50 million and liabilities of $10 million to $50 million.
Goldberg Weprin Finkel Goldstein LLP is the Debtor's legal counsel.
William Henrich of Getzler Henrich & Associates LLC is the chief
restructuring officer.
JHS VENTURES: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of JHS Ventures LLC as of July 1, 2019,
according to a court docket.
About JHS Ventures
JHS Ventures LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Ariz. Case No. 19-06528) on May 28,
2019. At the time of the filing, the Debtor disclosed assets of
between $500,001 and $1 million and liabilities of the same range.
The case is assigned to Judge Madeleine C. Wanslee. Carmichael &
Powell, P.C., is the Debtor's legal counsel.
K & B DIRECTIONAL: Jennings Selling Alba Farm Equipment
-------------------------------------------------------
Gregory Brent Jennings and Charise Rashael Jennings, affiliates of
K & B Directional, Inc., ask the U.S. Bankruptcy Court for the
Eastern District of Texas to authorize the sale of the following
farm equipment located in Alba, Texas to the following Buyers:
a. Doug Latham: (i) Rhino 8' Shredder for $500; (ii) 65 KW
Kato Generator for $ 1,000; (iii) 3 Hay Buggies for $500; (iv) 440
Foot metal feed bunks for $500; (v) 3 Upright Feed Tanks for $750;
(vi) Complete Double 8 Herringbone Parlor System for $1,000; (vii)
Assorted Panels for $500; and (viii) Squeeze Chute for $500;
b. Norman Ramsey: 2 Irrigation Pumps for $2,000;
c. Mark Sustaire: (i) Feet Trimming Chute for $1,500; and (ii)
15 Poly Calf Hutches for $750;
d. Ed Jackson: 15 Poly Calf Hutches for $1,500;
e. Christine Wallace: 30' x 8' Eby Aluminum Cattle Trailer for
$ 10,000;
g. Sullivan Equipment Sales: (i) 28' x 6'8" Gooseneck Cattle
Trailer for $6,500; (ii) Kubota RTV (Not Operating) for $2,500;
(iii) Dirt Pan for $1,500; (iv) 41' Grain Auger for $2,000; (v)
Krause Folding Disc for $2,500; (vi) Knight Manure Wagon for
$5,000; and (vii) John Deere 780 Manure Spreader for $5,000; and
h. Parker Auction Services: Irrigation Reel at auction; and
(ii) 2 Poly Tanks with 4,500-gallon capacity at auction.
Objections, if any, must be filed within 21 days from the date the
Motion was served.
The Debtors currently own the Farm Equipment. They desire to sell
the Property. They ask that they'd be authorized to sell the
Property free and clear of all liens claims and encumbrances. The
Buyers, with the exception of Sullivan Equipment Sales and Parker
Auction Services are acquaintances and/or neighbors of the Debtors
but none are not statutory insiders of the Debtors. They accept
the Property in "as is" condition.
A list of all parties asserting a lien, claim, interest or
encumbrance in the Property are as follows:
a. County Tax Assessor/Collector for Ad Valorem Taxes
b. Agri-Max Financial Services, L.P. iled a proof of claim on
April 8, 2019 [Claim Number: 22] in the amount of $64,120
asserting it is fully secured by the Property.
c. Texas Heritage National Bank filed a proof of claim on Feb.
20, 2019 [Claim Number: 11] in the amount of $478,418 asserting it
has a secured claim of $200,000 which claim is at least partially
secured by the Property.
The following claims and/or expenses will be paid at Closing in the
following order:
a. Any taxing authority, including any and all assignees
thereof, which has a properly perfected lien on the Property (No
taxing authority has yet to file a proof of claim);
b. Agri‐Max, the remainder of any sales proceeds after the
payment of any ad valorem taxes.
c. THNB the remainder, if any, after the Agri‐Max claim is
paid in full.
d. There are no costs of closing in the sale of the Property
with the exception of the items to be auctioned off by Parker
Auction Services. As regards those pieces of equipment, the
ordinary costs associated with the auction will be paid first with
any remainder to be tender to the appropriate lienholders in the
order set forth.
All remaining proceeds will be held in escrow at the title company
facilitating the closing until further order of the Court or a
receipt of a release letter from the Trustee.
About K & B Directional
K & B Directional, Inc.'s business consists of the ownership and
operation of oil and gas drilling rigs.
K & B Directional sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Tex. Case No. 18-42643) on Nov. 27,
2018. At the time of the filing, the Debtor estimated assets of
less than $50,000 and liabilities of $1 million to $10 million.
The Hon. Brenda T. Rhoades is the case judge. Eric A. Liepins,
P.C., is the Debtor's counsel.
K&D INDUSTRIAL: Auctioneers Buying Vehicles & Equipment for $750K
-----------------------------------------------------------------
K&D Industrial Services Holding Co., Inc., and affiliates ask the
U.S. Bankruptcy Court for the Eastern District of Michigan to
authorize the bidding procedures in connection with the sale of all
the vehicles and equipment listed on Exhibit A to Cincinnati
Industrial Auctioneers, Inc., and Myron Bowling Auctioneers, Inc.
for $750,000, subject to overbid.
The Debtors lack the necessary capital to continue their operations
and, therefore, have concluded in their business judgement that a
competitive bidding process for the Purchased Assets will provide
the greatest return to their Creditors. The proposed Bidding
Procedures will result in fair and reasonable value being realized
for the Purchased Assets.
The Debtors have received an Asset Purchase Agreement from the
Auctioneers, both Ohio corporations, for the purchase of Vehicles
and Equipment. The Auctioneers propose to purchase the following
assets from the Debtors the Purchased Assets, including all spare
parts, hoses, pumps, tools and accessories related thereto, to the
extent such are available. The Purchase Price for the Purchased
Assets in the Auctioneers Purchase Agreement is $750,000; subject
to any closing adjustments and pro-rations on the closing date, if
applicable. The Debtors intend for the Auctioneers Purchase
Agreement to serve as the Stalking Horse Bid throughout the
proposed sale process.
The Debtors believe and assert that the proposed procedures for the
asset sale, free of all liens, claims and interests, should be
approved because the proposed sale will maximize the value of the
Purchased Assets and the recovery for their estates.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: 5:00 p.m. (ET) on July 8, 2019
b. Initial Bid: The minimum aggregate consideration to be
received by the Debtors in the bid will equal or exceed the
Purchase Price in the Auctioneers Purchase Agreement plus the
Break-Up Fee of $21,000 plus $20,000.
c. Deposit: $25,000
d. Auction: The Auction will commence at 10:00 a.m. on July
10, 2019 at the offices of the Debtors' counsel, Lynn M. Brimer,
Strobl Sharp PLLC, 300 E. Long Lake Rd., Suite 200, Bloomfield
Hills, Michigan.
e. Bid Increments: $25,000
f. Sale Hearing: July 19, 2019 at 10:00 a.m.
g. Closing: Unless otherwise ordered by the Court, closing on
the Purchased Assets will occur in accordance with the terms of the
Successful Bid.
h. Deadline for Objections to Sale: July 17, 2019
Due to the need to transition the Purchased Assets as quickly as
possible in order to maintain the value of the Purchased Assets and
the Debtors' goodwill, the Debtors assert that cause exists to
waive the requirements of Fed. R. Bankr. P. 6004(g), and they ask
that the Order approving the sale provide that it will be effective
immediately and that the 10-day stay will not apply to the sale
transaction.
A copy of the Bidding Procedures and APA attached to the Motion is
available for free at:
http://bankrupt.com/misc/K&D_Industrial_221_Sales.pdf
The Purchasers:
CINCINNATI INDUSTRIAL AUCTIONEERS, INC.
Attn: Jerome Luggen
2020 Dunlop Street
Cincinnati, OH 45214
E-mail: jerome@cia-auction.com
About K&D Industrial
Since 1974, K&D Industrial Services -- http://www.kdigroup.com/--
has provided industrial and environmental services to customers in
virtually every industry. Founded by Ken Liabenow and Dennis
Springer, K&D focuses on cleaning, removing and treating hazardous
and non-hazardous materials originating from process residual or
industrial waste. Key business areas include industrial cleaning
services, environmental remediation services, hazardous and
non-hazardous transportation services, and treatment services. K&D
services the entire Midwest through its six office locations in
Michigan, Ohio and Kentucky.
K&D Industrial Services Holding Co., Inc. and its affiliates sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.
Mich. Case No. 19-43823) on March 15, 2019. At the time of the
filing, K&D Industrial disclosed zero assets and $3,369,495 in
liabilities. K&D Industries, one of K&D Industrial affiliates,
disclosed $937,714 in assets and $8,736,715 in liabilities. The
cases are assigned to Judge Phillip J. Shefferly. Strobl Sharp
PLLC is the Debtors' counsel.
KENDALL FROZEN: Ms. Kendall Buying Customer Accounts for $150K
--------------------------------------------------------------
Howard Grobstein, the Chapter 11 trustee for Kendall Frozen Fruits,
Inc., asks the U.S. Bankruptcy Court for the Central District of
California to authorize the sale of certain of the Debtor's
customer accounts to Ms. Susan Kendall for a sum of $150,000,
payable by 3% of all gross commissions earned by Ms. Kendall over a
three-year term, and in exchange of Ms. Kendall remitting her 90%
shares of the Debtor to the Estate pursuant to an agreed upon Asset
Purchase Agreement, subject to overbid.
The Trustee understands that operationally, the Debtor acts as a
broker/middleman between buyers and sellers of frozen fruit and
other fruit related goods. It operates as a broker and as a
conduit for funds to travel from the customer to the fruit
supplier, i.e., a "buy-sell" arrangement.
The Trustee learned that Debtor has essentially been operating as
two distinct entities and/or operations. Mr. Brian Klein is in
charge of the Orange County operation, while his mother, Ms.
Kendall is in charge of the Los Angeles operation. It appears that
the LA and OC Divisions held their own separate and distinct DIP
bank accounts and general ledgers. The Trustee was informed that
pre-petition, Mr. Klein had virtually no visibility into the
accounting and banking activities of the LA Division.
Ms. Kendall has offered that in exchange for the Trustee allowing
Ms. Kendall to operate as a separate entity and maintain certain
customer accounts (accounts that Ms. Kendall believes would leave
the Debtor if she left) in the new entity, she would be willing to
surrender to the Estate her 90% interest in the Debtor.
Since the Trustee's appointment, he has continued negotiations with
Ms. Kendall for the purchase of certain of the Debtor's customer
accounts. He has confirmed with Mr. Klein that the Customer List
represents less than 10% of the Debtor's total gross revenue. And,
he is informed and believes that a majority of the customers on the
Customer List are "loyal" to Ms. Kendall and would likely cease to
do business with the Debtor if she was to leave the business. As a
result of the sale, the Estate receives up to $150,000 and 90% of
the Debtor's outstanding shares currently held by Ms. Kendall.
The Trustee and Ms. Kendall have negotiated the APA whereby Ms.
Kendall is purchasing certain customers from the Debtor, that
represent cumulatively less than 10% of total gross revenue to the
Debtor, for $150,000 and Ms. Kendall has agreed to remit her 90%
shares of the Debtor to the Estate. The Trustee believes the sale
contemplated in the APA is in the best interest of the Estate as it
allows the Debtor to collect funds from the Customer List that
would likely cease doing business with the Debtor if Ms. Kendall
were to leave, resign, or be terminated as an employee of the
Debtor. The Trustee asks that the Court grants the sale, subject
to overbid.
The proposed terms of sale include the following:
1. Binding Offer by Purchaser: The execution of the Agreement
by the Purchaser constitutes a binding and enforceable offer by
Purchaser to purchase the Customer List on the terms and conditions
set forth in the Agreement.
2. Effective Date of Agreement: Notwithstanding the
requirement of Bankruptcy Court's approval of the Agreement and any
potential overbid for the Customer List, the effective date of the
Agreement will be May 1, 2019. The Trustee will ask approval of
the Agreement on a retroactive basis.
3. On behalf of the Bankruptcy Estate and the Debtor, the
Trustee will sell and convey to the Purchaser the Customer List in
accordance with the terms of the Agreement, free and clear of all
liens, claims and interests. The Customer List will be conveyed
to the Purchaser on an "as is, where is," and "with all faults and
conditions," without any warranty or representation by the Trustee,
Debtor or the Bankruptcy Estate, and with all implied warranties
and representations expressly disclaimed by the Trustee and the
Bankruptcy Estate. The Trustee also agrees that the Purchaser will
have restricted access to the Debtor's electronic system used for
recording sales and receipts of payment ("KFF System") and he
acknowledges the Purchaser's access to the KFF system is a material
term of the Agreement.
4. In consideration of the Debtor's and Estate's right, title
and interest in the Customer List, the Purchaser shall: (1) pay the
Trustee 3% of all gross commissions received by thePurchaser from
customers on the Customer List, payable over 3 years or until
$150,000 is paid to the Trustee, whichever occurs first, and (2)
deliver the KFF Shares certificate to the Trustee, for the benefit
of the Estate, upon approval of the Agreement. The Purchaser will
provide Trustee with a written accounting of all commissions
received during each calendar month by the fifth calendar day of
the subsequent month. The first payment to be made under the
Agreement will occur 120 days after the Bankruptcy Court's order
approving the Agreement becomes a final order. All subsequent
payments will be due on the 15th of the month following the month
commissions are received by the Purchaser.
5. Competing Offers: The sale of the Customer List will be
subject to overbid and the Trustee will be free to market the
Customer List for sale until the Court approves the Agreement,
should it approve it at all. For purposes of valuing any overbid,
the value of the KFF Shares will be $100,000.
6. The Customer List will be conveyed to the Purchaser by the
Trustee, on behalf of the Debtor and Estate, by Bill of Sale in a
form acceptable to the Purchaser and the Trustee.
Any interested overbidder is encouraged to obtain a copy of the
Motion and contact Trustee's counsel prior to the hearing. The
Customer List will be sold subject to overbid at an open auction to
be conducted by the Trustee in Court at the time that the Motion is
heard.
The Trustee has established the following proposed overbid
procedures:
a. Bid Deadline: All Overbids must be received no later than
the commencement of the auction.
b. Initial Bid: At least $260,000, which is the combined
amount of the purchase price of the Customer List and the value of
the KFF shares as described in Paragraph 1.4 of the APA
c. Deposit: $25,000
d. Auction: At the hearing
e. Bid Increments: $10,000
The Trustee asks authority to complete the sale free and clear of
all liens, claims, and interests including the Tax Liens.
Finally, he asks that the Court waives the stay period under Rule
6004(h), and authorizes the sale to be effectuated immediately upon
entry of the order approving the Motion.
A hearing on the Motion is set for June 27, 2019 at 11:00 a.m.
A copy of the APA attached to the Motion is available for free at:
http://bankrupt.com/misc/Kendall_Frozen_191_Sales.pdf
About Kendall Frozen Fruits
Newport Beach, California-based Kendall Frozen Fruits, Inc. --
https://www.kendallfruit.com/ -- is an industrial food supplier
specializing in the sale and marketing of fruit and vegetable
products since 1939. It offers frozen fruits, dried fruits, juice
concentrates, purees, freeze dried fruit, fruit powders, vegetable
products, chocolate covered dried fruit, and yogurt covered dried
fruit.
Kendall Frozen Fruits sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-14052) on Nov. 5,
2018. At the time of the filing, the Debtor estimated assets of $1
million to $10 million and liabilities of the same range. Judge
Scott C. Clarkson oversees the case.
SulmeyerKupetz, A Professional Corporation, is the Debtor's
counsel.
Howard Grobstein was appointed as the Debtor's Chapter 11 trustee
on Feb. 14, 2019. The trustee hired Marshack Hays LLP as his legal
counsel.
KESTREL ACQUISITION: S&P Lowers Debt Rating to 'BB-'
----------------------------------------------------
S&P Global Ratings lowered its senior secured debt rating on
Kestrel Acquisition LLC (Kestrel) to 'BB-' from 'BB' based
primarily on the lower DSCRs and revised the recovery rating to '2'
from '1' to reflect its expectation that there would be more debt
outstanding in a default than it previously anticipated.
S&P said, "We lowered our issue rating on Kestrel by one notch to
'BB-' and revised the outlook to negative after the company failed
to sweep cash in 2019, which we see as a sign of significant
financial underperformance compared to our previous base-case
projections. We also view the project's financial policy as
aggressive given the upsizing of the term loan that was used to pay
a distribution in December 2018 prior to repaying any debt.
"The negative outlook reflects our view that we could lower the
rating on Kestrel over the next 9 to 12 months if the project fails
to generate sufficient cash and ultimately pay down debt via the
cash sweep in 2020. This will lead to higher debt balances and
pressured DSCRs in our base case forecast, along with heightened
refinancing risk associated with the term loan maturing in June
2025. Under our base case scenario, S&P Global Ratings-calculated
DSCRs average about 1.85x, with a minimum DSCR of 1.6x that occurs
in 2026. However, we expect the DSCR will be lower in 2019 at
around 1.2x to 1.3x. We could also consider a lower rating if the
plant faces operational issues or if the project life coverage
ratio (PLCR), currently 1.52x, falls below 1.50x.
"We could lower the rating if the project cannot maintain a minimum
DSCR or project life coverage ratio of at least 1.5x. This could
stem from the deterioration of energy margins resulting from
compressed spark spreads or a lower cleared capacity outcome in
August 2019. An increase in LIBOR, unexpected operational issues
that lead to forced outages, or the failure of the gas optimization
plan to support cash flows could also hurt the rating. Finally, we
could consider a negative rating action based on ongoing peer
comparisons to similarly rated single asset power plants in PJM.
"We could stabilize the outlook if we expect the project to pay
down a significant amount of debt in June 2020 while maintaining
the same level of operational performance and merchant exposure.
This could stem from a secular improvement in power and capacity
prices in PJM, or from outperformance of the gas optimization plan.
We could also stabilize the outlook if the project were to
significantly reduce market exposure and maintains similar DSCRs,
likely by signing an offtake contract or using hedges that mitigate
its merchant exposure."
LEADER INVESTMENT: Seeks to Hire Goldstein & Pressman as Counsel
----------------------------------------------------------------
Leader Investment Company, L.L.C., seeks authority from the U.S.
Bankruptcy Court for the Eastern District of Missouri to employ
Goldstein & Pressman, P.C., as counsel to the Debtor.
Leader Investment requires Goldstein & Pressman to:
a. assist, advise and represent the Debtor in the
administration of the bankruptcy case;
b. assist, advise and represent the Debtor in the operation of
its business;
c. assist, advise and represent the Debtor in the formulation,
approval, and implementation of a Chapter 11 plan; and
d. assist, advise and represent the Debtor in the performance
of all its duties and powers under the Bankruptcy Code and
the bankruptcy rules and in the performance of such other
services as are in the interests of the Debtor and its
estate.
Goldstein & Pressman will be paid at the hourly rates of $225
$325.
Goldstein & Pressman has received a prepetition advance deposit of
$15,000 from which $3,247 has been expended to pay both the filing
fee in the bankruptcy case. The balance of $11,753 is being held
in the firm's trust account.
Goldstein & Pressman will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Robert A. Breidenbach, a partner at Goldstein & Pressman, 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.
Goldstein & Pressman can be reached at:
Norman W. Pressman, Esq.
Robert A. Breidenbach, Esq.
GOLDSTEIN & PRESSMAN, P.C.
7777 Bonhomme Ave., Suite 1910
Clayton, MO 63105
Tel: (314) 727-1447
Fax: (314) 727-1717
About Leader Investment Co.
Leader Investment Company, L.L.C., based in Chesterfield, MO 63017,
filed a Chapter 11 petition (Bankr. E.D. Mo. Case No. 19-43815) on
June 18, 2019. In the petition signed by Jesse Morrow, sole
member, the Debtor estimated $1 million to $10 million in both
assets and liabilities. The Hon. Barry S. Schermer oversees the
case. Robert A. Breidenbach, Esq., at Goldstein & Pressman, P.C.,
serves as bankruptcy counsel to the Debtor.
LEGACY RESERVES: Rapp, Davis Represent Senior Noteholders
---------------------------------------------------------
In the Chapter 11 cases of Legacy Reserves Inc., et al., the Ad Hoc
Group of Senior Noteholders, through attorneys RAPP & KROCK, PC and
DAVIS POLK & WARDWELL LLP, submitted a verified statement to comply
with Rule 2019 of the Federal Rules of Bankruptcy Procedure.
RAPP & KROCK, PC and DAVIS POLK represent the Ad Hoc Group of
Senior Noteholders of Legacy Reserves LP's 8% senior notes due
2020, Legacy Reserves LP's 6.625% senior notes due 2021, and/or
Legacy Reserves LP's 8% convertible senior notes due 2023 that are
(a) parties to that certain First Amended and Restated
Restructuring Support and Lock-Up Agreement (the "RSA"), dated as
of June 10, 2019 and/or (b) backstop parties under that certain
Noteholder Backstop Commitment Agreement dated June 13, 2019.
In April 2019, the Ad Hoc Group of Senior Noteholders engaged Davis
Polk to represent the Ad Hoc Group of Senior Noteholders in
connection with a potential restructuring of the Debtors and the
Members' holdings under the indentures governing the Notes.
In June 2019, the Ad Hoc Group of Senior Noteholders engaged R&K to
act as local counsel in these Chapter 11 Cases.
As of July 1, 2019, members of the Ad Hoc Group and their
disclosable economic interests are:
(1) Canyon Capital Advisors LLC
2000 Avenue of the Stars, 11th Floor
Los Angeles, CA 90067
* $20,445,000 aggregate outstanding principal amount of notes
under that certain indenture dated as of December 4, 2012,
between Legacy Reserves LP and Legacy Reserves party
thereto, and Wilmington Trust, National Association (as
successor to Wells Fargo Bank, National Association), as
trustee (the "2020 Senior Notes Indenture")
* $52,182,000 aggregate outstanding principal amount of notes
under that certain indenture dated as of May 28, 2013,
between Legacy Reserves LP and Legacy Reserves Finance
Corporation, as issuers, each of the guarantors party
thereto, and Wilmington Trust, National Association (as
successor to Wells Fargo Bank, National Association), as
trustee (the "2021 Senior Notes Indenture")
* $16,741,000 aggregate outstanding principal amount of notes
under that certain indenture dated as of September 20, 2018,
between Legacy Reserves LP and Legacy Reserves Finance
Corporation, as issuers, each of the guarantors part
thereto, and Wilmington Trust, National Association, as
trustee (the “2023 Convertible Senior Notes Indenture”)
(2) DoubleLine Income Solutions Fund
c/o DoubleLine Capital LP
Los Angeles, CA 90071
* $7,850,000 aggregate outstanding principal amount of notes
under the 2021 Senior Notes Indenture
(3) J.H. Lane Partners Master Fund, LP
c/o J.H. Lane Partners, LP
126 East 56th Street, Suite 1620
New York, NY 10022
* $3,825,000 aggregate outstanding principal amount of notes
under the 2020 Senior Notes Indenture
* $6,935,507.26 aggregate principal amount of Loans under that
certain Third Amended and Restated Credit Agreement dated as
of April 1, 2014, among Legacy Reserves LP, as borrower, the
other guarantors from time to time party thereto, the
lenders party from time to time thereto and Wells Fargo
Bank, National Association, as administrative agent
(4) JCG 2016 Holdings, LP
c/o Goff Capital
500 Commerce St., Suite 700
Fort Worth, TX 76102
* $8,104,000 aggregate outstanding principal amount of notes
under the 2020 Senior Notes Indenture
* $81,000 aggregate outstanding principal amount of notes
under the 2023 Convertible Senior Notes Indenture
(5) The John C. Goff 2010 Family Trust
c/o Goff Capital
500 Commerce St., Suite 700
Fort Worth, TX 76102
* $4,950,000 aggregate outstanding principal amount of notes
under the 2020 Senior Notes Indenture
* $750,000 aggregate outstanding principal amount of notes
under the 2023 Convertible Senior Notes Indenture
(6) John C. Goff SEP-IRA
c/o Goff Capital
500 Commerce St., Suite 700
Fort Worth, TX 76102
* $475,000 aggregate outstanding principal amount of notes
under the 2020 Senior Notes Indenture
* $150,000 aggregate outstanding principal amount of notes
under the 2021 Senior Notes Indenture
(7) Kulik Partners, LP
c/o Goff Capital
500 Commerce St., Suite 700
Fort Worth, TX 76102
* $1,000,000 aggregate outstanding principal amount of notes
under the 2020 Senior Notes Indenture
* $50,000 aggregate outstanding principal amount of notes
under the 2023 Convertible Senior Notes Indenture
(8) Jill Goff
c/o Goff Capital
500 Commerce St., Suite 700
Fort Worth, TX 76102
* $30,000 aggregate outstanding principal amount of notes
under the 2020 Senior Notes Indenture
* $30,000 aggregate outstanding principal amount of notes
under the 2021 Senior Notes Indenture
(9) Cuerno Largo Partners, LP
c/o Goff Capital
500 Commerce St., Suite 700
Fort Worth, TX 76102
* $850,000 aggregate outstanding principal amount of notes
under the 2020 Senior Notes Indenture
* $50,000 aggregate outstanding principal amount of notes
under the 2021 Senior Notes Indenture
(10) Goff Family Investments, LP
c/o Goff Capital
500 Commerce St., Suite 700
Fort Worth, TX 76102
* $1,509,000 aggregate outstanding principal amount of notes
under the 2020 Senior Notes Indenture
* $120,000 aggregate outstanding principal amount of notes
under the 2023 Convertible Senior Notes Indenture
(11) The Goff Family Foundation
c/o Goff Capital
500 Commerce St., Suite 700
Fort Worth, TX 76102
* $400,000 aggregate outstanding principal amount of notes
under the 2020 Senior Notes Indenture
* $70,000 aggregate outstanding principal amount of notes
under the 2021 Senior Notes Indenture
(12) Goff Focused Strategies LLC
c/o Goff Capital
500 Commerce St., Suite 700
Fort Worth, TX 76102
* $16,533,000 aggregate outstanding principal amount of notes
under the 2020 Senior Notes Indenture
* $3,230,000 aggregate outstanding principal amount of notes
under the 2023 Convertible Senior Notes Indenture
(13) Wilkie Colyer
717 Texas Ave., Suite 2900
Houston, TX 77002
* $1,233,000 aggregate outstanding principal amount of notes
under the 2020 Senior Notes Indenture
(14) MGA Insurance Company, Inc.
3333 Lee Parkway, Suite 1200
Dallas, TX 75219
* $1,000,000 aggregate outstanding principal amount of notes
under the 2020 Senior Notes Indenture
* $1,000,000 aggregate outstanding principal amount of notes
under the 2021 Senior Notes Indenture
(15) Pingora Partners LLC
PO Box 1250 Wilson
WY 83014
* $3,990,000 aggregate outstanding principal amount of notes
under the 2020 Senior Notes Indenture
* $111,000 aggregate outstanding principal amount of notes
under the 2021 Senior Notes Indenture
(16) Robert W. Stallings
3333 Lee Parkway, Suite 1200
Dallas, TX 75219
* $200,000 aggregate outstanding principal amount of notes
under the 2020 Senior Notes Indenture
Counsel for the Ad Hoc Group of Senior Noteholders can be reached
at:
RAPP & KROCK, PC
Henry Flores, Esq.
Megan Brown, Esq.
1980 Post Oak Blvd., Suite 1200
Houston, TX 77056
Telephone No.: (713) 759-9977
Facsimile No.: (713) 759-9967
E-mail: HFlores@rappandkrock.com
MBrown@rappandkrock.com
- and -
DAVIS POLK & WARDWELL LLP
Brian M. Resnick, Esq.
Stephen D. Piraino, Esq.
Michael Pera, Esq.
450 Lexington Avenue
New York, NY 10017
Telephone: (212) 450-4000
Facsimile: (212) 701-5800
E-mail: brian.resnick@davispolk.com
stephen.piraino@davispolk.com
michael.pera@davispolk.com
A copy of the Rule 2019 filing downloaded from PacerMonitor.com is
available at
http://bankrupt.com/misc/Legacy_Reserves_170_Rule2019.pdf
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.
M & C PARTNERSHIP: Seeks to Hire Patrick J. Gros as Accountant
--------------------------------------------------------------
M & C Partnership, LLC, seeks authority from the U.S. Bankruptcy
Court for the Eastern District of Louisiana to employ Patrick J.
Gros, CPA, APAC, as accountant to the Debtor.
M & C Partnership requires Patrick J. Gros to:
a. provide general accounting services;
b. consult and prepare monthly operating reports pursuant to
requirements provided by the Office of the U.S. Trustee;
c. provide such other accounting and financial advisory
services as may be requested by the Debtor and other
professionals employed by the Debtor.
Patrick J. Gros will be paid at these hourly rates:
Partners $225
Managers $175
Seniors $140
Staffs $95
Patrick J. Gros will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Patrick J. Gros, founding partner, assured the Court that the firm
is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their/its estates.
Patrick J. Gros can be reached at:
Patrick J. Gros
PATRICK J. GROS, CPA, APAC
651 River Highlands Blvd.
Covington, LA 70433
Tel: (985) 898-3512
About M & C Partnership
M & C Partnership, LLC, based in Metairie, LA, filed a Chapter 11
petition (Bankr. E.D. La. Case No. 19-11529) on June 5, 2019. In
the petition signed by George A. Cella, III, member/manager, the
Debtor estimated $500,000 to $1 million in assets and $1 million to
$10 million in liabilities. The Hon. Elizabeth W. Magner oversees
the case. Leo D. Congeni, Esq., at Congeni Law Firm, LLC, serves as
bankruptcy counsel to the Debtor.
MIAH INVESTMENTS: Vasquez Sweet Buying Houston Property for $100K
-----------------------------------------------------------------
Miah Investment, LLC, asks the U.S. Bankruptcy Court for the
Southern District of Texas to authorize the sale of the real
property located at 5202 Baton Rouge St., Houston, Texas to Vasquez
Sweet Homes, LLC for $100,000.
Objections, if any, must be filed within 21 days of the date the
Motion was served.
The Buyer has contracted to purchase the property. The purchase
price is indicative of fair market value. The Debtor originally
purchased the property for $70,000. The purchase price is far
greater than the secured debt against the property of $56,000.
The Debtor moves the Court for expedited consideration of the sale
as there is a deadline of June 30, 2019 for it to be completed and
funded. Its counsel has attempted to confer with the Counsel for
Quick Lending, LLC and the Standing Chapter 11 Trustee via email.
As of the time of filing the Motion, no response has been
received.
A copy of the Contract attached to the Motion is available for free
at:
http://bankrupt.com/misc/Miah_Investment_81_Sales.pdf
About Miah Investment
Miah Investments is a privately-held company in Houston, Texas,
engaged in activities related to real estate.
It previously filed for Chapter 11 protection (Bankr. S.D. Tex.
Case No. 13-34109) on July 9, 2013.
Miah Investment sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Texas Case No. 18-36255) on Nov. 5,
2018. At the time of the filing, the Debtor estimated assets of $1
million to $10 million and liabilities of less than $1 million.
The case is assigned to Judge Eduardo V. Rodriguez. Hoff Law
Offices, P.C., is the Debtor's counsel.
MIRIAM SUMPTER-RICHARD: Bay Area Buying 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 is the owner of the real property. She proposes to sell
it subject to any liens, claims and encumbrances, out of ordinary
course of business, pursuant to her "As Is" Residential Contract
for Sale and Purchase with the Buyer. The Debtor executed the
Contract to sell the real property. The Debtor 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, N.A. - $40,000.
The Debtor anticipates filing Motions to Determine Secured Status
and Strip Lien, as the contracted purchase price is not sufficient
to pay off both liens. However, any and all proceeds received from
the closing, minus any necessary closing costs will be sent to the
secured creditor, Deutsche Bank, to be applied to the current
balance due and owing.
The Debtor, in the sound mind of its business judgment, has
concluded that the sale of the real property to the Buyer presents
the best option for maximizing the value of Debtor’s estate for
its creditors and equity interest holders.
The sale of the real property 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_73_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.
MONTEREY RESOURCES: Taps Brammer Engineering as Contract Operator
-----------------------------------------------------------------
Monterey Resources, and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the Western District of Louisiana to
employ Brammer Engineering, Inc., as contract operator to the
Debtor.
Monterey Resources requires Brammer Engineering to:
a. provide Well Planning & Design, including AFE, Prognosis
and Procedures;
b. provide Engineering Project Management for Drilling,
Completion, Construction, Recompletion or Workover &
Production operations;
c. contract, supervise and manage the drilling, completion and
production operations, and the coordination of all
associated field related operations, including wellsite
supervision and all other on-site activities;
d. assist in all regulatory filings with State and Federal
Agencies;
e. provide accounting services, revenue accounting and payment
of severance taxes and royalty owners;
f. maintain well records;
g. land services, including lease, location and right of way
acquisitions, division order preparation and maintenance,
damage settlements, operating agreement and other contract
management, and coordination;
h. assist in health, safety and environmental compliance;
i. distribute morning reports and other operational and
accounting information on a regular and periodic basis; and
j. provide internet database for 24/7 information and data
availability.
Brammer Engineering will be paid $1,000 per month. Brammer will
also be reimbursed for reasonable out-of-pocket expenses incurred.
Robert Kyle, a partner at Brammer Engineering, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
Brammer Engineering can be reached at:
Robert Kyle
BRAMMER ENGINEERING
400 Texas Street
Shreveport, LA 71101
Tel: (318) 429-2345
Fax: (318) 429-2340
About Monterey Resources
Monterey Resources LLC and Green Wheel LLC -- private oil and gas
exploration and production companies -- sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case Nos.
19-50596 and 19-50597) on May 14, 2019. At the time of the filing,
the Debtors each disclosed assets of between $10 million and $50
million and liabilities of the same range. The cases are assigned
to Judge John W. Kolwe. Jones Walker, LLP, is the Debtors'
counsel.
NII HOLDINGS: Mar-Bow Wants to Revisit 2015 Sale, McKinsey Role
---------------------------------------------------------------
Mar-Bow Value Partners, LLC, has asked the U.S. Bankruptcy Court
for the Southern District of New York to re-open NII Holdings,
Inc., et al.'s long-closed Chapter 11 cases, citing an alleged
fraud by consulting firm McKinsey & Company over its failure to
disclose connections with AT&T, the winning bidder for NII's Mexico
assets.
In January 2015, the Debtors sought approval to sell their
operations in Mexico. The court approved the sale to lone bidder
New Cingular Wireless, a subsidiary of AT&T, for the purchase price
of $1.875 billion. NII Holdings won confirmation of its bankruptcy
exit plan following the sale and, in October 2016, the Court
entered a final decree closing the Chapter 11 case.
McKinsey Recovery & Transformation Services US LLC, which was
retained by NII Holdings as turnaround advisor, earned $1.34
million for its services.
Mar-Bow, established by veteran bankruptcy adviser Jay Alix, filed
with the bankruptcy court on May 28, 2019, a request for leave,
seeking authorization to file an "amicus" motion for entry of an
order reopening the Chapter 11 cases. Mar-Bow alleges that AT&T is
a client of McKinsey but McKinsey RTS never disclosed that
relationship to the Court. Mar-Bow also alleges that McKinsey RTS
concealed equity interests in the Debtors based on investments in
funds managed by Whitebox Advisors, LLC. Whitebox was a member of
the Ad Hoc Group of Creditors referred to as the "LuxCo Group."
Mar-Bow alleges that McKinsey had an indirect equity interest in
the Reorganized Debtors because holders of the LuxCo note claims at
the time of plan confirmation received stock in the reorganized
debtors. McKinsey RTS also concealed investments in interested
parties through the McKinsey Investment Office ("MIO") Partners,
McKinsey's $25 billion internal hedge fund.
McKinsey contends Mar-Bow has no conceivable economic interest in
the already closed case and the request should be denied.
According to McKinsey, Mar-Bow lacks Article III and bankruptcy
standing, so even if the Court did reopen the cases, Mar-Bow's
fraud on the court motion would fail just as it did in the Alpha
Natural Resources case. In May 2019, bankruptcy Judge Kevin
Huennekens ruled that Mar-Bow, which fought to reopen the ANR case,
did not have standing to pursue its claims.
Bankruptcy Judge Shelley C. Chapman will convene a hearing on July
31, 2019, in New York to consider the motion.
McKinsey created McKinsey RTS in 2010 to expand its share of the
turnaround business.
Jay Alix, the founder, board member, and 35% stakeholder in
consulting company AlixPartners LLP, a rival of McKinsey, has been
investigating alleged unlawful practices by McKinsey RTS and
bringing them to light. Alix has told about half dozen judges that
McKinsey knowingly and habitually concealed conflicts of interest
while advising bankrupt companies.
Attorneys for McKinsey RTS:
Faith E. Gay, Esq.
Maria Ginzburg, Esq.
David S. Flugman, Esq.
SELENDY & GAY PLLC
1290 Avenue of the Americas
New York, NY 10104
Telephone: (212) 390-9000
E-mail: fgay@selendygay.com
mginzburg@selendygay.com
dflugman@selendygay.com
- and -
M. Natasha Labovitz, Esq.
John Gleeson, Esq.
Erica Weisgerber, Esq.
DEBEVOISE & PLIMPTON LLP
919 Third Avenue
New York, NY 10022
Telephone: (212) 909-6000
E-mail: nlabovitz@debevoise.com
jgleeson@debevoise.com
eweisgerber@debevoise.com
Local Counsel to Mar-Bow Value Partners:
Sheryl P. Giugliano, Esq.
Allan B. Diamond, Esq.
Sheryl P. Giugliano, Esq.
Charles M. Rubio, Esq.
DIAMOND MCCARTHY LLP
295 Madison Avenue, 27th Floor
New York, NY 10017
Tel: (212) 430-5400
Counsel to Mar-Bow Value Partners:
Steven Rhodes, Esq.
STEVEN RHODES CONSULTING, LLC
1610 Arborview Blvd.
Ann Arbor, MI 48103
Tel: (734) 646-7406
E-mail: rhodessw@comcast.net
- and -
Sheldon S. Toll, Esq.
LAW OFFICE OF SHELDON S. TOLL PLLC
29580 Northwestern Hwy., Suite
1000 Southfield, MI 48034
Tel: (248) 797-9111
E-mail: sst@lawtoll.com
- and -
Sean F. O'Shea, Esq.
Michael E. Petrella, Esq.
Amanda L. Devereux, Esq.
CADWALADER, WICKERSHAM & TAFT LLP
200 Liberty Street
New York, NY 10281
Tel: (212) 504-5551
Counsel to Reorganized NII Holdings:
David G. Heiman, Esq.
Carl E. Black, Esq.
JONES DAY
901 Lakeside Avenue
Cleveland, OH 44114
E-mail: DGHeiman@jonesday.com
CEBlack@jonesday.com
- and -
Scott Greenberg, Esq.
JONES DAY
222 East 41st Street
New York, NY 10017
E-mail: sgreenberg@jonesday.com
- and -
Jefrrey R. Gleit, Esq.
SULLIVAN & WORCESTER LLP
1633 Broadway
New York, NY 10019
E-mail: jgleit@sandw.com
About NII Holdings
NII Holdings Inc. provided wireless communication services for
businesses and consumers in Brazil, Mexico and Argentina. NII
Holdings had the exclusive right to use the Nextel brand in its
markets pursuant to a trademark license agreement with Sprint
Corporation and offers unique push-to-talk services associated with
the Nextel brand in Latin America.
NII Holdings and its affiliated debtors sought bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 14-12611) in Manhattan on
Sept. 15, 2014, before Judge Shelley C. Chapman, listing $1.22
billion in assets and $3.068 billion in liabilities.
On June 19, 2015, Judge Shelley C. Chapman confirmed the First
Amended Joint Plan of Reorganization proposed by the Debtors and
the Creditors' Committee. The Plan embodies the sale transaction.
Under the Plan, 100 million shares of NII Holdings' new common
stock and $745 million in cash will be distributed to holders of
senior notes issued by the Company's subsidiaries, NII Capital
Corp. and NII International Telecom S.C.A. The Company applied to
list the shares of NII Holdings' new common stock on the NASDAQ
Stock Exchange.
The Plan was declared effective on June 26, 2015, signaling the
emergence of NII Holdings, et al., from the bankruptcy.
The Company sold Nextel Argentina to Clarin Group, an Argentinian
media conglomerate, to focus on its Brazil operations.
OMNI AI: Rochelle Mccullough Represents Intellective Ai, et al.
---------------------------------------------------------------
In the Chapter 11 case of Omni AI, Inc., Rochelle Mccullough, LLP,
submitted a verified statement pursuant to Rule 2019 of the Federal
Rules of Bankruptcy Procedure, disclosing that it represents these
parties-in-interest:
* Thomas Wells;
* Craig McElheny;
* Oingus, LLC;
* AFT, LLC;
* PKS, LLC;
* MJM BRS, LLC;
* AP Brokerage LLC; and
* Intellective, Ai, Inc.
Thomas Wells, Craig McElheny, Oingus, LLC, AFT, LLC, PKS, LLC, MJM
BRS, LLC and AP Brokerage LLC hold certain prepetition claims
against the Debtor. These claims relate to past due secured
promissory notes and associated documentation which provides pari
passu priority amongst holders of such notes (many of which are not
represented by RM).
Additionally, upon the specific request of the Creditors, RM filed
proof of claims/interests, as an accommodation requested by the
Creditors, for Mark Matkovic, Stephen Ponsler, Michael O'Donnell;
and Assed Kalil. RM has no further obligations to Mr. Matkovic,
Mr. Ponsler, Mr. O'Donnell or Mr. Kalil in their individual
capacities at this time.
Since the filing of the last verified Rule 2019 statement, RM has
been employed by Intellective, Ai, Inc., with the consent of the
Creditors, with regard to the recently approved lending of funds to
the Debtor pursuant to Section 364 of the Bankruptcy Code. RM is
also employed for the purpose of exploring exit and other Court
approved borrowing repayment options with regard to this Chapter 11
case.
The Creditors and Intellective, Ai, Inc. retained RM to represent
their interests in connection with the Bankruptcy Case. RM is
employed as counsel and is not authorized by instrument or
otherwise to act for any other Creditor or party in interest in
that capacity without said Creditor’s or Intellective, Ai, Inc.'s
express consent.
Attorneys for Creditors Thomas Wells, et al.:
Kevin D. McCullough, Esq.
E. P. Keiffer, Esq.
Kathryn G. Reid, Esq.
ROCHELLE McCULLOUGH, LLP
325 N. St. Paul Street, Suite 4500
Dallas, TX 75201
Telephone: (214) 953-0182
Facsimile: (214) 953-0185
E-mail: kdm@romclaw.com
pkeiffer@romclaw.com
kreid@romclaw.com
About Omni AI Inc.
Omni AI, Inc., creates an unsupervised AI self-learning engine with
deep learning capabilities. It is an artificial cognitive
neurolinguistics software that provides enhanced safety, security,
and operational efficiency to businesses and government agencies
across complex physical environments -- from sprawling corporate
campuses and remote oil and gas operations, to ports and public
transportation systems, and global enterprise networks of data.
Omni AI sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Tex. Case No. 18-33742) on July 3, 2018. In the
petition signed by Larry Hannah, director, the Debtor estimated
assets of $10 million to $50 million and liabilities of $10 million
to $50 million. Judge David R. Jones oversees the case.
Porter Hedges LLP, led by Joshua W. Wolfshohl, is the Debtor's
counsel.
OMNI AI: Wilson Cribbs Represents Giant Gray Loan Collective
------------------------------------------------------------
In the Chapter 11 case of Omni AI, Inc., Wilson, Cribbs & Goren,
P.C., filed a verified statement, as amended, pursuant to F.R.B.P.
Rule 2019 to disclose that it represents the Giant Gray Loan
Collective, comprised of:
a. GILL DAVIS, as attorney-in-fact for the following:
* DREW DAVIS,
* RICK ENRIQUEZ,
* RICK ENRIQUEZ PROFIT SHARING TRUST,
* GILL DAVIS, TRUSTEE OF MULTIMEDIA GRAPHIC NETWORK,INC.
PENSION PLAN,
* JOHN D.TRAN,and
* PHILIP WILKINSON.
b. TAMMIE STEELE, as attorney-in-fact for the following:
* FRANK BAGIENSKI,
* ROBERT & LEANNE BATCHELDER,
* WAYNE & JENNY BIVANS,
* STEPHEN C. BLESSING,
* IRA RESOURCES,INC.FBO EDWARD BODINE (ROTH IRA 35-2230),
* REBECCAH & EDBODINE,
* BETHEL BOSE,
* ALAN J. & MARY ALICE BOSLER,
* BRUNER REVOCABLE LIVING TRUST,
* BRENT BRUNNEMER, AS ASSIGNEE OF IRA RESOURCES, INC. FBO
LORIRODEBECK (IRA 35-37364),
* BRENT BRUNNEMER,
* BRENT BRUNNEMER, AS ASSIGNEE OF LORI M. RODEBECK,
* BRENT BRUNNEMER,AS ASSIGNEE OF JOHN J. MCAVOY & TIFFANYS
MCAVOY,
* BRENT BRUNNEMER, AS ASSIGNEE OF CHRISTOPHER LUKE &
ANNELUKE,
* BRENT BRUNNEMER, AS ASSIGNEE OF MARK & RENEE NOE,
* ROBERT & VIRGINIA BRUNNEMER,
* JOHNIE & MARY BURKE,
* IRA RESOURCES, INC. FBO BRET D. BUSBY ROTH IRA35-22333,
* RANAYE BUSBY,
* LISABETH & ROBERT C.CANADA,
* LISABETH ANN CANADA,
* GERALD & PAMELA CHEEK,
* IRA RESOURCES,INC. FBOSTEVENF. COLLINS ROTH IRA 35-22312,
* STEVEN & LINDA COLLINS,
* IRA RESOURCES, INC. FBO PAIGE CONBOY ROTH IRA 35-22316,
* IRA RESOURCES,INC. FBO REBECCAH BODINE (ROTH IRA35-22308),
* IRA RESOURCES, INC. FBO SEAN P.CONBOY ROTH IRA35-22316,
* SEAN & PAIGE CONBOY,
* REBECCA J.& LAWRENCE E. COX,
* WILLIAM & DIANA DARLING,
* IRA RESOURCES, INC. FBO JEFFREY J. DAVIS ROTH IRA
35-22306,
* JEFFREY J. DAVIS & NAOMI DAVIS,
* IRA RESOURCES, INC.FBO SUMMER DENNY IRA 35-37316,
* JAMES DESHIELDS,
* FRIEDA DUNLAVY,
* ALAN& JANE GANGWER,
* DARLENE & MICHAELGINDER,
* ROGER GOLDEN,
* DAVID & KATTEHANNER,
* ANNE HARRINGTON,
* IRA RESOURCES, INC. FBO ANNE M. HARRINGTON IRA 35-37330,
* IRA RESOURCES, INC. FBO ANNE M. HARRINGTON ROTH IRA
35-22324,
* BRYCE HIGGONBOTTOM,
* IRA RESOURCES,INC.FBO BRYCE HIGGINBOTTOM ROTH IRA
35-22317,
* RUTH ANN HOLT,
* HILLERY N. HOLT,
* DONNA HUTTON,
* IRA RESOURCES, INC. FBO WILLIAM HUTTON ROTH IRA35-22321,
* DONNA & WILLIAM HUTTON,
* GARY & DEBORAH K.HUTTON,
* RONALD & JUDITH J.JAMES,
* DOUG & ANN JOHNSON,
* JOYCE JUDGE,
* LOIS JANE KEEVIN,
* SANDRA KINNAMAN,
* JOY ELLEN KINNEY,
* EHSAN & MARY KOUSARI,
* CHRISTOPHER & JILL TOWNSEND,
* CARLD. & CHERYL J. LEMASTER,
* IRA RESOURCES, INC. FBO CAMILLE LITTLE ROTH IRA 35-22326,
* IRA RESOURCES, INC. FBO STEPHEN C.LITTLE IRA 35-37335,
* JOE & DEBRA MARCUM,
* JOHN & TIFFANY MCAVOY,
* TERRY MCCLAIN,
* IRA RESOURCES, INC. FBO LUCINDA McCORD IRA35-37321,
* IRA RESOURCES, INC. FBO STEPHEN McCORD ROTH IRA 35-22304,
* CHRISTINE MCKAIN,
* IRA RESOURCES, INC. FBO JOAN MERCER IRA 35-37317,
* JOAN MERCER,
* GILBERT & DEBRA MORRIS,
* MICHAEL NECESSARY,
* MICHAEL & PAMELA NECESSARY,
* SUE ELLEN PEGLOW,
* ALAIN P. PEREZ-MAJUL,
* ALENA P.PEREZ-MAJUL PEREZ,
* FERNANDO & MARIA PEREZ-MAJUL,
* IRA RESOURCES, INC. FBO CYNTHIA PETERS IRA 35-37361,
* IRA RESOURCES, INC. FBO DAVID A. PIKE ROTH IRA 35-22305,
* DONALD B.& MYRTLE D.REECE JT REV TRUST,
* TERRY & ROSEMARY RENBARGER,
* JOSE & BETH REYES,
* MARY RHOTEN,
* PENNY RICKS,
* RICK ROBINSON,
* IRA RESOURCES, INC. FBO MARIO SGRO ROTH IRA35-22325,
* MARIO SGRO,
* GLORIA ST. LOUIS,
* IRA RESOURCES, INC. FBO MARY ANN STROEH,
* IRA RESOURCES, INC. FBO STEPHEN L.STROEH,
* DONNA L. SULLIVAN,
* IRA RESOURCES, INC. FBO CRAIG TREES IRA 35-35-37326,
* JEFFREY & SIDNEY WALTER,
* IRA RESOURCES, INC. FBO WARREN WELPOTT ROTH IRA 35-22322,
* TRAVIS& MELISSA WELPOTT,
* WARREN WELPOTT LIVING TRUST,
* JAY & SUE WILLIAMS, and
* BETTY JO ZEIGLER.
WCG has fully advised Gill Davis and Tammie Steele with respect to
the concurrent representation of each creditor comprising the Giant
Gray Loan Collective for whom each are acting as attorney-in-fact.
Each of the parties has consented to the joint representation and
has authorized WCG to represent them in connection with their
claims against the Debtor's estate.
The Giant Gray Loan Collective has asserted claims against the
Debtor in Plaintiffs' First Amended Complaint on file in Civil
Action No. 4:17-cv-02435in the United States District Court for the
Southern District of Texas("First Amended Complaint"), including,
but not limited to, the following:
* fraudulent transfer under TEX.BUS.&COM.CODE Sec.
24.005(a)(1), (a)(2) and 24.006(b)(1);
* statutory fraud under TEX.BUS.&COM.CODE§ 27.01(c)and (e);
* common-law fraud;
* fraud by nondisclosure;
* civil conspiracy;
* knowing participation in statutory and common-law fraud; and
* all other causes of action and theories of liability asserted
against the Debtor in the First Amended Complaint.
Attorneys for the Giant Gray Loan Collective:
Brian B. Kilpatrick, Esq.
WILSON, CRIBBS + GOREN, P.C.
2500 Fannin Street
Houston, TX 77002
Telephone (713) 222-9000
Facsimile (713) 229-8824
E-mail: bkilpatrick@wcglaw.com
About Omni AI Inc.
Omni AI, Inc., creates an unsupervised AI self-learning engine with
deep learning capabilities. It is an artificial cognitive
neurolinguistics software that provides enhanced safety, security,
and operational efficiency to businesses and government agencies
across complex physical environments -- from sprawling corporate
campuses and remote oil and gas operations, to ports and public
transportation systems, and global enterprise networks of data.
Omni AI sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Tex. Case No. 18-33742) on July 3, 2018. In the
petition signed by Larry Hannah, director, the Debtor estimated
assets of $10 million to $50 million and liabilities of $10 million
to $50 million. Judge David R. Jones oversees the case.
Porter Hedges LLP, led by Joshua W. Wolfshohl, is the Debtor's
counsel.
PAPANICOLAOU ENTERPRISES: Hires MB Accounting as Accountant
-----------------------------------------------------------
Papanicolaou Enterprises seeks authority from the U.S. Bankruptcy
Court for the Central District of California to employ MB
Accounting & Consulting, as accountant to the Debtor.
Papanicolaou Enterprises requires MB Accounting to:
-- prepare and provide financial reporting;
-- prepare income and expense reports, financial statements,
tax returns, monthly operating reports; and
-- provide data necessary for interim statements and operating
reports.
MB Accounting will be paid at these hourly rates:
Partner $300
Support Staff $125
MB Accounting will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Michael Bergman, partner of MB Accounting & Consulting, 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.
MB Accounting can be reached at:
Michael Bergman
MB ACCOUNTING & CONSULTING,
1180 S. Beverly Drive, Suite 500
Los Angeles, CA 90035
Tel: (310) 553-0052
E-mail: mbacctgservices@gmail.com
About Papanicolaou Enterprises
Papanicolaou Enterprises, filed a Chapter 11 bankruptcy petition
(Bankr. C.D. Cal. Case No. 19-11421) on June 6, 2019, estimating
under $1 million in both assets and liabilities. Eric Bensamochan,
Esq., at The Bensamochan Law Firm, Inc., is the Debtor's counsel.
PARK PLACE: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Park Place Properties, LLC as of July 2,
2019, according to a court docket.
About Park Place Properties
Park Place Properties, LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. W.Va. Case No. 19-30186) on April
30, 2019. At the time of the filing, the Debtor estimated assets
of less than $50,000 and liabilities of less than $1 million. The
case is assigned to Judge Frank W. Volk. Caldwell & Riffee is the
Debtor's bankruptcy counsel.
PEARL CITY GARAGE: Selling Waste Water Anodizing Line for $175K
---------------------------------------------------------------
Pearl City Garage, Inc., asks the U.S. Bankruptcy Court for the
Southern District of Iowa to authorize the sale of waste water
anodizing line and customer list free and clear of all liens and
encumbrances, to American Aluminum Extrusions for $175,0000.
In its ordinary course of business, the Debtor has lost its lease
for the property housing the waste water anodizing line owned by
Carver Holdings, LLC. The Debtor's right to occupy the building
expires on June 5, 2019. The prospective Purchaser has negotiated
an extension of time to remove the equipment through June 30, 2019.
Northwest Bank & Trust and On Deck Capital are the creditors with
security interests in the wastewater anodizing line.
The appraisal of the anodizing line by the auctioneer, Merv
Hilpipre conducted in late February of 2019 established a value of
$756,000.
The Debtor previously moved to sell the anodizing line and
associated customer list by auction. Its motion to sell the
anodizing line and customer list by auction was approved on April
17, 2019. The auction to sell the wastewater anodizing line was
held on May 21, 2019. The high bid was $50,000. Northwest Bank
and the Debtor rejected the high bid of $50,000.
After the high bid was rejected, the Debtor reached out to a third
party that had not participated in the auction and was not a
qualified bidder seeking a bid for the anodizing line and customer
list. The third party, the Buyer from Rosco, Illinois, offered
$175,000 for the anodizing line and customer list.
The Debtor proposes selling the wastewater anodizing line and
customer list to the Buyer for $175,000, with all net proceeds to
be paid to the secured creditors in the order of the priority of
their liens: first to Northwest Bank & Trust to the extent of its
debt, with the excess, if any, net proceeds to be paid to On Deck
Capital.
The first lien holder, Northwest Bank, has consented to the sale of
the anodizing line and customer list to the Buyer. The Debtor's
schedules filed on Feb. 28, 2019 list Northwest Bank as having two
claims of $1,233,122 and $499,000, respectively. Given the amount
of debt owed to Northwest Bank, there is no equity in the anodizing
line and associated customer list to pay On Deck Capital.
The Buyer has paid the purchase price to Northwest Bank, the
creditor with the first secured lien on the anodizing line and the
customer list. Northwest Bank has agreed to hold the proceeds
pending the order of the Court.
It is in the best interests of the Debtor and the bankruptcy estate
that the sale to the Buyer be approved quickly given the failed
auction and the necessity of vacating the building by June 30,
2019, the date negotiated with the landlord by the Buyer.
About Pearl City Garage
Pearl City Garage, Inc., is a factory engaged in the business of
painting and anodizing metal parts in Muscatine, Iowa. Pearl City
Garage filed a Chapter 11 petition (Bankr. S.D. Iowa Case No.
19-00221) on Feb. 7, 2019. The case is assigned to Judge Anita L.
Shodeen. Joseph A. Peiffer, Esq., at AG & Business Legal
Strategies, is the Debtor's counsel.
PES HOLDINGS: S&P Lowers ICR to 'D' on Missed Interest Payment
--------------------------------------------------------------
S&P Global Ratings is lowering all of its ratings on U.S–based
PES Holdings LLC, including its 'B-' issuer credit rating and its
'B-' and 'B+' issue-level ratings, to 'D'.
The downgrade follows PES Holdings LLC's election not to make an
interest payment due on June 28, 2019, on the company's outstanding
debt, which constitutes an event of default under S&P Global
Ratings' timeliness of payments criteria.
PETERSON PRODUCE: Court Disapproves Proposed Plan Outline
---------------------------------------------------------
Bankruptcy Judge Henry A. Callaway issued an order disapproving
Peterson Produce Inc.'s disclosure statement. The Court directed
the Debtor to file an amended disclosure statement and plan within
21 days of the date of the order. The Court overrules the pending
objections as moot.
Peterson Produce Inc.
Peterson Produce, Inc., is a privately-held trucking company in
Summerdale, Alabama.
Peterson Produce sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ala. Case No. 18-03976) on Oct. 1,
2018. In the petition signed by Paul A. Peterson, president, the
Debtor estimated assets of less than $1 million and liabilities of
$1 million to $10 million. Judge Henry A. Callaway oversees the
case. Robert M. Galloway, Esq., at Galloway, Wettermark & Rutens,
LLP, serves as the Debtor's bankruptcy counsel.
PHOENIX INTERFACE: Seeks to Hire Turner Tax as Accountant
---------------------------------------------------------
Phoenix Interface Technologies, LLC seeks authority from the U.S.
Bankruptcy Court for the District of Arizona to employ an
accountant.
In an application filed in court, the Debtor proposes to employ
Turner Tax & Accounting, LLC to update its books and records and
prepare its 2018 taxes.
The firm has agreed to an hourly fee of $40 for bookkeeping and
accounting services, and an hourly fee of $400 for tax
preparation.
Turner Tax is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code, according to court filings.
The firm can be reached through:
Ellisa Turner
Turner Tax & Accounting, LLC
609 S Kenwood Lane
Chandler, AZ
Phone: (480) 334-9541
About Phoenix Interface
Phoenix Interface Technologies LLC filed a Chapter 11 petition
(Bankr. D. Ariz. Case No. 19-00459) on Jan. 15, 2019. In the
petition signed by Thomas L. Brown, manager, the Debtor disclosed
assets of between $100,000 and $500,000 and liabilities of the same
range. The Debtor is represented by Kelly G. Black, PLC.
PINK OCEAN: $2.9M Sale of Stockton Property Dismissed as Moot
-------------------------------------------------------------
Judge Robert E. Nugent of the U.S. Bankruptcy Court for the Eastern
District of California dismissed as moot Pink Ocean Hospitality,
LLC's sale of the real property commonly known as 33 North Center
Street, Stockton, California to Freedom 123, LLC for $2.9 million,
subject to overbid.
A hearing on the Motion was held on June 26, 2019 at 10:00 a.m.
Pink Ocean Hospitality, LLC, filed a Chapter 11 petition (Bankr.
E.D. Cal. Case No. 19-21395) on March 7, 2019.
The Debtor's counsel:
CHARLES L. HASTINGS
NATALI A. RONCA
Law Offices of Charles L. Hastings
4568 Feather River Dr., Ste. A
Stockton, CA 95219
Tel: (209) 476-1010
PLAINVILLE LIVESTOCK: Trustee's Sale of Personal Property Approved
------------------------------------------------------------------
Judge Robert E. Nugent of the U.S. Bankruptcy Court for the
District of Kansas authorized the sale by James A. Overcash, the
Chapter 11 Trustee Plainville Livestock Commission, Inc. and
Plainville Livestock, LLC, of personal property.
The Sale Hearing was held on June 28, 2019. The Sale Motion was
granted by the Court on June 13, 2019. The Trustee sought approval
of the sale that has occurred pursuant to the Sale Motion.
The sale is free and clear of all liens, claims, and encumbrances,
with such liens, claims, and encumbrances to attach to the proceeds
of the Sale and with the same priority.
The payments to Almena State Bank and TBK Bank proposed by the
Trustee at closing in the Trustee Sale Reports are approved.
The Trustee is authorized to make distributions to secured
creditors for assets sold by the Trustee. Further, the Trustee is
authorized to execute or file any necessary documents with the
Court or other agencies to complete the sale.
Following entry of the order, no holder of a claim or interest in
the Debtor will interfere with the any buyer's title to or use and
enjoyment of the assets based on or related to such claim or
interest.
The Order will be effective and enforceable immediately upon entry.
The stay otherwise imposed by Federal Rule of Bankruptcy Procedure
6004(h) is waived. Time is of the essence in closing the
transaction, and Trustee intends to move forward and close the sale
of the property as soon as possible.
A list of assets sold attached to the Motion is available for free
at:
http://bankrupt.com/misc/Plainville_Livestock_131_Sales.pdf
About Plainville Livestock Commission
Plainville Livestock Commission, Inc., operates a livestock auction
house in Kansas. It conducts a weekly cattle sale every Tuesday,
selling all classes of cattle.
Plainville Livestock Commission sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. Kan. Case No. 19-10293) on March
1, 2019. At the time of the filing, the Debtor estimated assets of
less than $100,000 and liabilities of between $10 million
and $50 million. The case is assigned to Judge Robert E. Nugent.
Hinkle Law Firm, LLC, serves as the Debtor's bankruptcy counsel.
PREFERREDPLUS TRUST: S&P Downgrades Rating on Certificates to 'CCC'
-------------------------------------------------------------------
S&P Global Ratings lowered its rating on PreferredPLUS Trust Series
CZN-1's preferred plus 8.375% trust certificates due Oct. 1, 2046,
to 'CCC' from 'CCC+'.
S&P's rating on the certificates depends solely on its rating on
the underlying security, Frontier Communications Corp.'s 7.05%
senior debentures due Oct. 1, 2046 ('CCC').
The rating action reflects the June 20, 2019, lowering of S&P's
long-term rating on the underlying security to 'CCC' from 'CCC+'.
"We may take subsequent rating actions on the certificates due to
the changes in our rating assigned to the underlying security," S&P
said.
R. GANT PROPERTIES: Seeks to Hire Diller and Rice as Counsel
------------------------------------------------------------
R. Gant Properties, LLC, seeks authority from the U.S. Bankruptcy
Court for the Northern District of Ohio to employ Diller and Rice,
LLC, as counsel to the Debtor.
R. Gant Properties requires Diller and Rice to:
-- consult with and aid the Debtor in the preparation and
implementation of a plan of reorganization; and
-- represent the Debtor in all matters relating to such
proceedings.
Diller and Rice will be paid at these hourly rates:
Attorneys $275 to $300
Paralegals $185
Prior to the commencement of the bankruptcy case, the Debtor paid
Diller and Rice the amount of $11,717. Of this retainer, the
amount of $1,717 was applied to the filing fee, $5,287 to fees and
expenses. The remaining balance of $4,712.50 was held in the Firm's
trust account.
Diller and Rice will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Raymond L. Beebe, partner of Diller and Rice, LLC, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Diller and Rice can be reached at:
Raymond L. Beebe, Esq.
DILLER AND RICE, LLC
1107 Adams Street
Toledo, OH 43623
Tel: (419) 244-8500
Fax: (419) 244-8538
E-mail: raymond@drlawllc.com
About R. Gant Properties
R. Gant Properties, LLC, based in Toledo, OH, filed a Chapter 11
petition (Bankr. N.D. Ohio Case No. 19-31854) on June 11, 2019. In
the petition signed by Roosevelt Gant, managing member, the Debtor
estimated $1 million to $10 million in assets and $500,000 to $1
million in liabilities. The Hon. Mary Ann Whipple oversees the
case. Raymond L. Beebe, Esq., at Diller and Rice, LLC, serves as
bankruptcy counsel to the Debtor.
RETRIEVAL-MASTERS: U.S. Trustee Forms 3-Member Committee
--------------------------------------------------------
The Office of the U.S. Trustee on July 2, 2019, appointed three
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case of Retrieval-Masters Credit Bureau Inc.
The committee members are:
(1) End Point Corp.
304 Park Avenue South, Suite 214
New York, NY 10010
Attention: Richard Peltzman
(212) 929-6923
rick@endpoint.com
(2) Laboratory Corporation of America Holdings
531 South Spring Street
Burlington, NC 27215
Attention: Matt Mall
(336) 436-8336
mallm@labcorp.com
(3) PCI Group Inc.
11632 Harrisburg Rd.
Ft. Mill, SC 29707
Attention: Joseph Johnson
(803) 578-7644
j.johnson@pcigroup.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 Retrieval-Masters Credit Bureau
Founded in 1977, Retrieval-Masters Creditors Bureau Inc. --
http://www.retrievalmasters.com/-- is a recovery agency for
consumer collections. It services laboratories, hospitals and
physician groups.
Retrieval-Masters Credit Bureau sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 19-23185) on June
17, 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 is assigned to Judge Robert D. Drain.
The Debtor tapped Chapman and Cutler LLP as its bankruptcy counsel,
and Morvillo Abramowitz Grand Iason & Anello PC as its regulatory
counsel.
RUBIO & ASSOCIATES: Hires David A. Rubio as President
-----------------------------------------------------
Rubio & Associates LLC seeks authority from the U.S. Bankruptcy
Court for the Southern District of West Virginia to employ David
Rubio as its president.
Mr. Rubio will oversee the operation of the Debtor's business and
will provide services related to its Chapter 11 case, which include
the preparation of a bankruptcy plan and sale of its assets. He
will be paid a monthly fee of $6,000.
Mr. Rubio maintains an office at:
Rubio & Associates, LLC
6 Courtney Drive
Charleston, WV 25304
About Rubio & Associates LLC
Based in West Virginia, Rubio & Associates, LLC, which conducts
business under the name Imagine Medispa, provides medical weight
loss and skin care treatments. The company opened its first
location in Beckley, W.Va. in August 1996. Over the next 20 years,
the company opened five additional locations in Charleston (Imagine
Medispa - Charleston and Spa Bliss), Princeton, Ronceverte, and
Barboursville. The company also offers non-surgical aesthetic skin
care and laser hair removal.
Rubio & Associates sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. W.Va. Case No. 19-20148) on April 8,
2019. At the time of the filing, the Debtor disclosed $2,082,500
in assets and $965,000 in liabilities.
The case has been assigned to Judge Frank W. Volk. Kavitz Law PLLC
is the Debtor's bankruptcy counsel.
RUBIO & ASSOCIATES: Taps Kaminski Law as Special Counsel
--------------------------------------------------------
Rubio & Associates, LLC, received approval from the U.S. Bankruptcy
Court for the Southern District of West Virginia to hire Kaminski
Law, PLLC as its special counsel.
The firm will represent the Debtor in matters involving regulatory
compliance, unemployment claims, and litigation commenced prior to
the Debtor's bankruptcy filing.
The firm's hourly rates are:
Partner $170
Associate $145
Legal Assistants $80
Scott Kaminski, Esq., at Kaminski Law, disclosed in court filings
that the firm's representation of the Debtor would not present a
conflict of interest with creditors.
Kaminski Law can be reached through:
Scott H, Kaminski, Esq.
Kaminski Law, PLLC
P.O. Box 3548
Charleston, WV 25335-3548
Phone: 304-344-0444
Fax: 304-344-4411
Email: skaminski@kamlawwv.com
About Rubio & Associates
Based in West Virginia, Rubio & Associates, LLC, which conducts
business under the name Imagine Medispa, provides medical weight
loss and skin care treatments. The company opened its first
location in Beckley, W.Va. in August 1996. Over the next 20 years,
the company opened five additional locations in Charleston (Imagine
Medispa -- Charleston and Spa Bliss), Princeton, Ronceverte, and
Barboursville. The company also offers non-surgical aesthetic skin
care and laser hair removal.
Rubio & Associates sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. W.Va. Case No. 19-20148) on April 8,
2019. At the time of the filing, the Debtor disclosed $2,082,500
in assets and $965,000 in liabilities.
The case is assigned to Judge Frank W. Volk.
Kavitz Law PLLC is the Debtor's bankruptcy counsel.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors on May 1, 2019. The committee is represented by Reynolds
Legal Services PLLC.
SACRAMENTO CITY USD: S&P Affirms BB+ Rating on Lease Revenue Bonds
------------------------------------------------------------------
S&P Global Ratings affirmed its 'BBB' long-term rating and
underlying rating (SPUR) on Sacramento City Unified School District
(USD), Calif.'s existing general obligation (GO) bonds and its
'BB+' long-term rating and SPUR on the district's lease revenue
bonds. At the same time, S&P Global Ratings removed the ratings
from CreditWatch, where they had been placed with negative
implications Jan. 25, 2019. The outlook is negative.
S&P previously placed the ratings on CreditWatch based on the
possibility of the district becoming insolvent in November 2019,
according to a recent Fiscal Crisis and Management Assistance Team
report. Subsequently, the district has revised its financial
forecast with changes primarily based on revenue increases driven
by updated enrollment information and favorable state budget
actions, expenditure reductions achieved through employee layoffs,
and expenditure increases driven by an unfavorable arbitration
decision involving the Sacramento City Teachers Association. The
aggregate effect of these changes and others on the financial
forecast is that insolvency is delayed to October 2020 from
November 2019, although management reports that interfund
borrowings could provide sufficient liquidity to further postpone
district insolvency until October 2021.
"Based on this information, we have removed the ratings from
CreditWatch to reflect the longer time horizon before reaching
insolvency, but still capturing the structural imbalances and
weakening liquidity that could ultimately lead to this outcome if
further revenue enhancements or expenditure reductions are not
realized in a timely manner," said S&P Global Ratings credit
analyst Tim Tung. "The district's lack of a specific and credible
plan to restore balance to the budget also contributes to our
negative outlook on the district's credit rating."
The 'BB+' rating reflects the district's underlying general
creditworthiness as lessor and obligor and covenant to appropriate
lease payments.
The 'BBB' ratings reflect S&P's view of the district's structurally
imbalanced budget, elevated employee benefits costs, and vulnerable
financial management practices.
Partly offsetting these weaknesses is the district's economy, which
benefits from participation in the broad and diverse Sacramento
metropolitan area economy that has experienced steady growth in
recent years.
S&P said, "The negative outlook reflects our belief that, absent
significant reductions over the next fiscal year, the district will
face cash insolvency by October 2020, will continue to experience
budget deficits of about 5% annually, and could experience negative
fund balances by the close of fiscal 2022. During the two-year
outlook period, we anticipate that the district will continue to
negotiate with the teachers union to adjust salaries and benefits
to a level that will allow the district to balance its budget, or
otherwise reduce expenditures through layoffs and service level
reductions."
SALVADOR CORDERO: Trustee Selling Kihei Property for $1.5M
----------------------------------------------------------
Richard A. Yanagi, the duly appointed and Chapter 11 Trustee for
the estate of Salvador Cacho Cordero, asks the U.S. Bankruptcy
Court for the District of Hawaii to authorize the sale of the
interest of the Debtor and Ann Lou Cordero in real property
commonly referred to as 1764 S. Kihei Road, Kihei, Hawaii to Julio
and Lucy Shtanko for $1.5 million.
As of the Petition Date, the Debtor (through his revocable living
trust) and his non-debtor wife Ann (through her revocable living
trust) owned seven properties located on the island of Maui which
were rented out: (a) 291 Hookahi Street, Units 101-110, and
201-210, Wailuku, HI 96793, consisting of approximately 20
commercial units; (b) 1794 South Kihei Road, Kihei, HI 96753
("Aloha Marketplace"), consisting of approximately 22 commercial
units; (c) 1764B South Kihei Road, Kihei, HI 96753, consisting of a
single family residence and a cottage; (d) 205 Kono Place, Kahului,
HI 96732, single family residence; (e) 217 Kono Place, Kihei, HI
96753, single family residence; (f) 300 Kaulawahine Street,
Kahului, HI 96732, single family residence; and (g) 457 One Street,
Kahului, HI 96732, the Debtor's residence plus a cottage (which is
rented out).
On Oct. 16, 2017, the Debtor, Ann entered into two separate
Purchase and Sale Agreements: one for the Property and identified
with TMK No. (2) 3-9-012:034) and one for 1794 S. Kihei Road,
Kihei, HI (2) 3-9-012:021 ("Aloha Open Market") to the Shalom Amar
Revocable Trust for $3.2 million which was denied by the Court.
On Jan. 10, 2018, First Hawaiian Bank ("FHB") filed its Motion to
Appoint Chapter 11 Trustee or in the Alternative, to Convert Case
to Chapter 7. The Court held a hearing on shortened notice on Jan.
17, 2018, and granted FHB's Trustee Motion.
Due to the close proximity of the Kihei Properties, at least two
potential buyers tendered offers to purchase both properties as a
"packaged" deal in June and July 2018 in the aggregate amount of
$2.4 million and $3 million. However, the Trustee rejected these
offers.
On Oct. 26, 2018, the Court approved the Trustee's proposed sale of
the estate's interest in the Aloha Open Marketplace free and clear
of liens for $2 million. The transaction closed on Nov. 29, 2018.
Per the order approving sale, approximately $1,875.773 in net sales
proceeds were turned over to FHB which paid off substantially all
of FHB's loans to the Corderos. Consequently, the bank's
foreclosure of the Lower Main property has been dismissed.
The Debtor, Ann and the Buyer have entered into that certain
purchase contract, counteroffer and bankruptcy addendum for the
sale of the Subject Property.
The Preliminary Title Report show that the 1764 Kihei is encumbered
only by a first mortgage in favor of Susan Y.C. Kuwada, trustee of
the Susan Y.C. Kuwada Revocable Trust dated Sept. 18, 2003 in the
original principal amount of $500,000.
The Title Commitment dated as of April 26, 2019, which shows, in
addition to the Kuwada Mortgage, that the 1764 Kihei Property is
now also encumbered by a second mortgage, purportedly as to an
undivided 50% interest only by Ann Lou S. Cordero, Trustee of the
Ann Lou S. Cordero Trust dated March 28, 1992 and Malia Cordero,
single, in favor of Alan Yasunaga and Jennifer Yasunaga, husband
and wife, recorded on Nov. 23, 2018 as Document No. A-69010079
securing a note in the original principal amount of $120,000.
The Yasunaga Mortgage by its terms also purports to encumber the
Aloha Market Property, and was signed on Oct. 11, 2018. However,
it was not recorded until two days after the closing of the sale of
the Aloha Market Property. The Trustee believes that the
recording of the Yasunaga Mortgage (without Court approval) was
intentionally delayed until after the closing of the Aloha Market
Property.
The Trustee believes that the proposed transaction is favorable to
the estate. The Buyer's offer is the highest and best offer
received by the Trustee for 1764 S. Kihei.
The Trustee asks the Court to waive the 14-day stay provision
contained in Bankruptcy Rule 6004(h).
A copy of the APA attached to the Motion is available for free at:
http://bankrupt.com/misc/Salvador_Cordero_243_Sales.pdf
A hearing on the Motion is set for July 1, 2019 at 2:00 p.m.
About Salvador Cacho Cordero
Salvador Cacho Cordero sought Chapter 11 protection (Bankr. D.
Hawaii Case No. 17-01071) on Oct. 15, 2017.
The Debtor tapped Ramon J. Ferrer, Esq., at Law Office of Ramon J.
Ferrer, as counsel.
On Jan. 17, 2018, the Trustee was appointed as chapter 11 trustee
of the Debtor's estate. The Trustee retained Choi & Ito as
counsel. The Trustee tapped Moffett Properties to assist with
marketing and selling of certain properties.
SAND CASTLE: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
The Office of the U.S. Trustee on July 2, 2019, disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 case of Sand Castle South
Timeshare Owners Association Inc.
About Sand Castle South Timeshare
Owners Association
Sand Castle South Timeshare Owners Association, Inc., filed a
Chapter 11 bankruptcy petition (Bankr. D.S.C. Case No. 19-02764) on
May 22, 2019, disclosing under $1 million in both assets and
liabilities. The Debtor is represented by Julio E. Mendoza Jr.,
Esq., at Nexsen Pruet LLC.
SCANDIA SPA CENTER: Seeks to Hire Davis R. Chant Realtors
---------------------------------------------------------
Scandia Spa Center for the Performing Arts Inc. seeks approval from
the U.S. Bankruptcy Court for the District of New Jersey to hire a
realtor.
The Debtor proposes to employ Davis R. Chant Realtors in connection
with the sale of its property in Frankford Township, N.J. The firm
will get a 6 percent commission.
Davis R. Chant is "disinterested" as defined in Section 101(14) of
the Bankruptcy Code, according to court filings.
The firm maintains an office at:
Davis R. Chant Realtors
570-226-4518
2483 Route 6
Hawley, PA 18428
paupack@chantre.com
About Scandia Spa Center for
the Performing Arts Inc.
Scandia Spa Center for the Performing Arts Inc. describes its
business as single asset real estate (as defined in 11 U.S.C.
Section 101(51B)). It owns in fee simple 90.45 acres of vacant
land located at 40 Martin Lane, Frankford Township, New Jersey,
with a sale value of $1.3 million.
Scandia Spa Center for the Performing Arts sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 18-33582)
on Nov. 30, 2018. At the time of the filing, the Debtor disclosed
$1.3 million in assets and $175,256 in liabilities. The case is
assigned to Judge Kathryn C. Ferguson. Savo, Schalk, Gillespie,
O'Grodnick & Fisher, P.A., is the Debtor's counsel.
SOBEYS INC: S&P Alters Outlook to Positive, Affirms 'BB+' ICR
-------------------------------------------------------------
S&P Global Ratings revised its outlook on Canada-based grocery
retailer, Sobeys Inc. to positive from stable and affirmed its
'BB+' issuer credit rating on the company and its 'BB+' issue-level
rating on Sobeys' unsecured notes.
Sobeys continues to show strong results from Project Sunrise and
expects higher savings than originally projected. After completing
year two of its three-year transformation plan, Project Sunrise,
the company updated its annualized savings to about C$550 million
from the original C$500 million. Sobeys has already generated C$350
million in savings (C$200 million in fiscal 2019 and C$100 million
in fiscal 2018) by simplifying its organizational structure and
reducing costs. As a result, S&P Global Ratings' adjusted EBITDA
margin has improved 80 basis points (bps) to 5.8% compared with
5.0% in the previous year. The final component of the plan is
category resets, which should lead to C$250 million in savings in
fiscal 2020; S&P understands that contracts with vendors and
suppliers have already been finalized and the changes are being
rolled out nationwide in a disciplined fashion to limit store
disruptions. Given the plan implementation to date S&P has
increased confidence in Sobeys ability to deliver planned savings
through fiscal 2020, and expects EBITDA margins to improve by
another 30 bps or more in fiscal 2020.
The integration of Farm Boy Inc. and targeted conversions to
discount formats should contribute to topline and SSS growth.
SSS growth for fiscal 2019 was a strong 3.2% compared with that of
domestic peers and S&P expects performance to remain strong in the
next 12 months. Sobeys' acquisition of specialty grocer, Farm Boy,
has allowed the company to accelerate its growth in the GTA, where
it has lower penetration. Sobeys paid a significant multiple for
the acquisition reflecting Farm Boy's well-established brand,
stronger profitability, and ability to quickly establish Sobeys'
position in the GTA through the fast-growing retailer. Farm Boy's
success in Ottawa is being easily replicated in the GTA because of
similar demographics and the high growth (in excess of 5% SSS
growth) expected in the fresh format stores.
At the same time, the ongoing conversion to discount stores of
underperforming full-service stores in Western Canada will aid
revenue growth. Sobeys is under-indexed in the discount format,
which continues to show significant growth compared to the
full-service stores. Although the conversion plan will be
implemented over five years, the company is already realizing
success in five converted stores with another 13 opening in the
near term. As a result, S&P expects revenue and EBITDA growth in
fiscal 2020.
S&P said, "The positive outlook on Sobeys reflects our increased
confidence that the company will increase EBITDA as it continues to
execute Project Sunrise while also integrating Farm Boy and
expanding its discount store footprint. As a result, we expect the
company to show significant deleveraging to 3.0x over the next 18
months.
"We could upgrade Sobeys in the next 12 months if the company
continues to maintain its market share and invest in its business
such that S&P Global Ratings' adjusted EBITDA margins improve above
6%, reflecting the success of Sobeys' various strategies. At the
same time, we expect Sobeys to continue its deleveraging trend such
that the company's debt-to-EBITDA is about 3x on a sustained
basis.
"We could revise the outlook to stable over the next 12 months if
we expect adjusted debt-to-EBITDA to remain near mid-3x or if the
company's adjusted EBITDA margins start deteriorating. These
situations could occur if SSS decline, or profitability
deteriorates from poor execution on Sobeys' growth plans or
increased competition."
SOUTH TEXAS: Seeks to Hire Rubinson Law as Special Counsel
----------------------------------------------------------
South Texas Innovations, LLC, seeks approval from the U.S.
Bankruptcy Court for the Southern District of Texas to hire
Rubinson Law as its special counsel.
The Debtor needs the services of the firm to confirm an arbitration
award it obtained against Block 52 Builders, LLC.
An arbitration panel awarded the Debtor more than $1 million in
September last year. 52 Block, however, refused to satisfy the
award. Consequently, a state court proceeding has been instituted
to confirm the award (STI, LLC v. 52 Block Builders, LLC, Cause No.
201874554) in the 295th Judicial District Court, Harris County.
Rubinson Law will charge $400 per hour for its services.
The firm does not have adverse interest barring its employment,
according to court filings.
The firm can be reached through:
Seth Rubinson, Esq.
Rubinson Law
1135 Heights Blvd.
Houston, TX 77008
Tel: (832) 485-4899
Fax: (866) 626-4292
Email: srubinson@rubinsonlaw.com
About South Texas Innovations
Creditors Titan Formwork Systems LLC, Superior Crushed Stone LC and
T-Star Sawing & Drilling LLC filed a Chapter 7 involuntary petition
(Bankr. S.D. Texas Case No. 18-34245) against South Texas
Innovations LLC on Aug. 3, 2018. The creditors are represented by
Lisa M. Norman, Esq.
On Nov. 1, 2018, the Chapter 7 case was converted to one under
Chapter 11 (Bankr. S.D. Tex. Case No. 18-34245). The case is
assigned to Judge David R. Jones.
The Debtor tapped Walker & Patterson, P.C. as its legal counsel.
SS BODY ARMOR: 3rd Cir. Affirms Stay of Settlement Distributions
----------------------------------------------------------------
Michael L. Cook, Esq., of Schulte Roth & Zabel LLP on July 3, 2019,
disclosed that the Third Circuit recently took a "pragmatic
approach" when affirming lower court orders denying a stay of
bankruptcy settlement distributions pending appeal. In re S.S.
Body Armor I, Inc., 2019 WL 2588533 (3d Cir. June 25, 2019). After
holding that the district court's "stay denial order" was "final"
for jurisdictional purposes, it also confirmed "the applicable
standard of review" on motions for stays pending appeals.
Relevance
The Third Circuit's jurisdictional ruling was timely. First, the
Circuit had "no direct precedent on the finality of the" order
before it. Second, the U.S. Supreme Court recently granted
certiorari in Ritzen Group, Inc. v. Jackson Masonry, LLC, 2019 WL
266853 (May 20, 2019), agreeing to address whether an order denying
relief from the automatic stay is "final" under the bankruptcy
appeals statute, 28 U.S.C. Sec. 158(a)(i). The Sixth Circuit had
held in Jackson that an order denying stay relief was "final,"
rejecting "vague" and "unpredictable" tests adopted by other
circuits. 906 F.3d 494, 498 (6th Cir. 2018), citing In re Atlas IT
Export Corp., 761 F.3d 177, 185 (1st Cir. 2014)("Everything depends
on the circumstances . . .").
A party appealing from a bankruptcy court's approval of a
settlement or confirmation of a reorganization plan must ordinarily
seek a stay pending appeal. Otherwise, as the Third Circuit noted
in Body Armor, if the "settlement proceeds are distributed before
resolution of" the appeal, "that appeal is 'all but assured' to
become moot." Id. at *3, quoting In re Revel AC, Inc., 802 F.3d
558, 567 (3d Cir. 2015).
Bankruptcy Code ("Code") Sec. 363(m) provides that, absent a stay
pending appeal, the reversal or modification on appeal of a
bankruptcy sale order does not affect the validity of sale to a
good faith purchaser. Code Sec. 364(e) provides for the same result
with a bankruptcy financing order. Drawing on these statutory
mandates by analogy, courts have dismissed appeals from non-sale
and non-financing orders as equitably moot when the appellant's
failure to obtain a stay pending appeal rendered the appellate
court unable to fashion a remedy that would restore the interested
parties to their former position. See, e.g., In re JMC Memphis,
LLC, 655 F. App'x 802, 805 (11th Cir. 2016) (due to party's failure
to request a stay from either bankruptcy court or district court,
court found it inappropriate to "unwind select portions of the
settlement agreement."); In re Allied Nev. Gold Corp., 725 F. App'x
144, 148 (3d Cir. 2018) (appeal from plan confirmation order
dismissed as "equitably moot" when appellants sought to unscramble
complex reorganization plan; appellants "did not timely seek or
obtain a stay."); In re Metromedia Fiber Network, Inc., 416 F.3d
136, 143-45 (2d Cir. 2005) (appeal of plan confirmation order
dismissed as equitably moot when appellants never sought stay
pending appeal or expedited review; vacatur of confirmation order
could potentially unsettle substantially consummated plan). As
shown below, the creditor in Body Armor appealed from the amount of
the reserve to be set aside from which its legal fees could be
paid. Because the order in question was neither an asset sale nor
a financing order, statutory mootness was not relevant, but
equitable mootness was.
Facts
The appealing creditor in Body Armor, "C," was a law firm that had
obtained a large cash settlement for the debtor's estate. It had
filed a fee application seeking $1.86 million but then later asked
the bankruptcy court to set aside a $25-million reserve from which
its fees could be paid. "Without determining the exact amount of
attorney's fees owed to [C], the Bankruptcy Court granted the
motion in part, ordering Debtor to set aside $5 million from any
settlement funds until resolution of [C's] fee application." Id. at
*2. Because it thought the $5-million reserve "to be insufficient,"
C appealed and also asked the bankruptcy court to stay any
distributions from the settlement proceeds pending its appeal. Both
the bankruptcy and district courts denied a stay pending appeal.
The Third Circuit
Appellate Jurisdiction. The court held that it had "jurisdiction to
hear this appeal" under 28 U.S.C. Sec. 158(d) ("final" order
required). As noted, because the lower court's stay denial order
"all but assured" that C's fee reserve appeal would become moot
"since it opened the door to immediate settlement distributions,"
that result would preclude C "from obtaining a full airing of its
issues on appeal." Therefore, the order appealed from the district
court "was final, [as] was the Bankruptcy Court's order." Id. at
*4-5. See Jackson Masonry, 906 F.3d at 502 ("The more significant
and unrepairable the consequences, the more likely a given order
really is final . . . [I]n ordinary litigation parties generally
can only appeal once the entire case is complete and all issues
have been resolved, but in bankruptcy, parties can appeal discrete
disputes within the overall case . . . We decline to . . . ignore
the longstanding and textually-compelled rule of looser finality in
bankruptcy."), citing Bullard v. Blue Hills Bank, 135 S. Ct. 1686,
1696 (2015) (finality of bankruptcy order determined "first and
foremost" by whether it "alters the status quo and fixes the rights
and obligations of the parties.").
Judicial Requirements for Stay. Fed. R. Bankr. P. 8007 allows a
party to move for a stay pending appeal. The judicially
established criteria for ruling on these motions are like those for
preliminary injunctions: "(1) whether the stay applicant has made a
strong showing that [it] is likely to succeed on the merits; (2)
whether the applicant will be irreparably injured absent a stay;
(3) whether issuance of the stay will substantially injure the
other parties interested in the proceedings; and (4) where the
public interest lies."
Hilton v. Braunskill, 481 U.S. 770, 776 (1987). According to the
Supreme Court, the first two criteria are "the most critical." Nken
v. Holder, 556 U.S. 418, 434 (2009). Accord, Revel, 802 F.3d at 568
(strong showing of likelihood of success and irreparable harm). A
"likelihood of success 'is arguably the more important piece of the
stay analysis.'" Id. In Revel, the Third Circuit adopted a
"sliding-scale" approach to determine how strong a case the
appellant must show: "[t]he more likely the [movant] is to win, the
less heavily need the balance of harms weigh in [its] favor; the
less likely [it] is to win, the more [heavily] need [the balance of
harms] weigh in [its] favor." Revel, 802 F.3d at 569.
Standard of Review. The Court of Appeals ordinarily reviews the
denial of a stay "for abuse of discretion, giving proper regard to
the district court's feel of the case." Id. at 567. Because the
likelihood of success criterion turns on "a purely legal
determination," though, the court reviewed the district court's
ruling de novo. Body Armor, 2019 WL 2588533, at * 6, citing Revel,
802 F.3d at 567.
The Merits. The Third Circuit found that C had "a fatally low
likelihood of succeeding in its Fee Reserve Appeal," compelling an
affirmance of the district court's denial of the stay, "even
without considering any of the remaining stay factors." Id.
Applying the so-called "lodestar" method for calculating C's
requested fees to determine whether the $5-million reserve was
adequate to cover C's fee request, the bankruptcy court, said the
Third Circuit, had found "a very low likelihood of [C's] receiving
a fee award in excess of $5 million." Id. at *8. Moreover, the
district court found that the bankruptcy court had not abused its
discretion.
The Court of Appeals thus found that "the $5 million reserve was
sufficient" because an award in that amount "for 1502.2 hours of
legal work" would "yield an hourly rate of $3,328.45 and a lodestar
multiplier of over 9." Id. As the court noted, C "showed
tremendous skill and expended substantial time in preserving a
highly valuable claim. But its attempts to argue that it is
somehow due attorneys' fees more than $5 million are belied by its
initial fee application in the bankruptcy court," where it "sought
attorney's fees totaling $1.86 million using a lodestar multiplier
of 3.38," asserting its request was reasonable.
The Third Circuit was "confident that a $5 million reserve [was]
sufficient to award [C] the attorneys' fees it is due." Id.
Without further analysis, it affirmed the denial of a stay because
C had "not carried its burden of demonstrating that it has a
'significantly better than negligible' chance of succeeding on the
merits of its pending Fee Reserve Appeal." Id. at *8, quoting
Revel, 802 F.3d at 57.
STEELE AVIATION: Taps Horvitz & Levy as Litigation Counsel
----------------------------------------------------------
Steele Aviation Inc. received approval from the U.S. Bankruptcy
Court for the Central District of California to hire Horvitz &
Levy, LLC, as special litigation counsel.
The firm will provide legal advice with respect to the California
Court of Appeal case pending as a result of the default judgment
entered in the Los Angeles Superior Court (Case No. SCI 20499) in
which the court awarded plaintiff, Mark Rodriguez, more than $7
million. On April 11 last year, state court trial counsel filed a
notice of appeal, which was stayed by the filing of Steele
Aviation's bankruptcy case.
The firm's hourly rates are:
H. Thomas Watson $950
Brad Pauley $830
Karen Bray $830
Paralegal/Law Clerk $175
Horvitz & Levy will be paid an initial retainer in the amount of
$30,000.
The firm does not represent any interest adverse to the Debtor,
according to court filings.
Horvitz & Levy can be reached through:
H. Thomas Watson, Esq.
Horvitz & Levy, LLC
3601 West Olive Avenue, 8th Floor
Burbank, CA 91505
Tel: 818.995.0800
Fax: 844.497.6592
Email: htwatson©horvitzlevy.com
About Steele Aviation
Steele Aviation, Inc., based in Burbank, Calif., is a privately
held company in the air transportation industry that operates and
deals in all sizes of aircraft for business and personal use. The
company also deals in commercial airline products and is a
specialist in off market assets.
Steele Aviation filed a Chapter 11 petition (Bankr. C.D. Cal. Case
No. 19-11239) on Feb. 5, 2019. In the petition signed by Nicolas
Steele, president, the Debtor estimated up to $50,000 in assets and
$1 million to $10 million in liabilities.
On March 6, 2019, the case was transferred to the San Fernando
division, reassigned to Judge Martin R. Barash, and was assigned a
new case number (Bankr. C.D. Cal. Case No. 19-10379).
Weiland Golden Goodrich LLP is the Debtor's legal counsel.
STEVEN PARK: Selling Buena Park Commercial Building for $2.5M
-------------------------------------------------------------
Steven Yong Chan Park asks the U.S. Bankruptcy Court for the
Central District of California to authorize the sale of the
commercial building located at 7490 Orangethorpe Avenue, Buena
Park, California to Juhee Park, DDS, for $2.5 million, subject to
higher and better offers.
A hearing on the Motion is set for July 17, 2019 at 9:00 a.m.
The Debtor possesses two commercial buildings in Southern
California. The buildings are: (i) located at 2225 Sepulveda
Boulevard, Torrance California; and (ii) the Buena Park Property.
The Properties are two of the Debtor's most significant assets and
are the assets around which it intends to reorganize. The Motion
proposes a straight forward sale of the Buena Park Property.
On April 30, 2019, the Debtor filed his motion for the entry of an
Approving the Sale of the Debtor's Property Located at 7490
Orangethorpe Avenue, Buena Park, California, 90621 and Designating
The Purchaser as a Good Faith Purchaser. On May 2, 2019, the
Debtor filed an amended version of the motion, as the first version
of the motion inadvertently misidentified some of the final terms
of the Purchase Agreement.
On June 5, 2019, the Court held a hearing on the Debtor's motion
for the entry of an order approving the sale of the Buena Park
Property. At the hearing, it ordered that the Debtor file the
Amended Motion in order to further address: (i) the historical
marketing of the Buena Park Property; (ii) the sources and uses of
the sale proceeds; (iii) liens asserted on the Property; and (iv)
overbidding procedures (if any). Each item is addressed in the
instant Amended Motion.
Overall, the Motion proposes a straight forward sale of the
Debtor's Buena Park Property, subject to higher and better offers
from potential third-party purchasers. To that end the Motion
addresses: (i) the Marketing of the Buena Park Property; (ii) The
Sale; (iii) The Purchase Agreement; (iv) The Sources and Uses of
Sale Proceeds; (v) Reclassification of Junior Liens; and (vi) the
Overbidding Procedures.
The Buena Park Property was extensively marketed for nearly three
years and the parties have expended nearly six months working on
the offer underlying the Motion.
The Debtor wishes to sell the Buena Park Property to the Buyer.
The Debtor expects to receive approximately $2.5 million from the
Sale. The parties have executed their Commercial Property Purchase
Agreemen. The Purchase Price is allocated with $2.1 million to the
Buena Park Property, and $400,000 for the dental practice located
on the property. The Sale is designed to pay the estate's largest
creditor, Hope Bancorp, Inc. in full, or nearly in full.
The Purchase Agreement includes the following material terms:
a. The Buyer's placement of a $25,000 initial deposit;
b. Subsequent additional escrow deposit of $185,000 upon the
effective date of the Purchase Agreement, however, the Buyer agreed
to make the additional escrow deposit within 30 days of the escrow
opening, or the closing of the sale, whichever occurs first;
c. The Buyer will obtain a first-loan to finance the remainder
of the Purchase Price of the Buena Park Property;
d. 90-day closing period, with closing for the Buena Park
Property and the dental practice to be concurrent; and
e. The $400,000 owed from the Buyer to the Debtor for the
dental practice will be paid in cash.
The Debtor anticipates that the proceeds emanating from the Sale
contemplated by the Motion will be distributed as follows:
Debits Credits
------ -------
Purchase Price Allocated to
Buena Park Property $2,100,000
Purchase Price Allocated to
Dental Practice $400,000
Prorated/Adjust County Taxes $1,435
Commissions Owed to Seller's
Agent, First Choice Practice Sales $92,500
Title - Messenger Fee $50
Title - Sub Escrow Fee $125
Title Wire Fee $25
Recording Fee $250
Transfer Tax to Orange County $2,310
1st Half Taxes 20/20 $9,468
2nd Half Taxes 20/20 $9,491
Delinquent 2016-17 Taxes $42,000
Escrow Fee $5,500
Processing Demands $1,500
Document Fee $200
Wire Fee $50
Archive Fee $17
Messenger/Document Handling Fee $100
Bank of Hope Buena Park Loan $867,263
Bank of Hope Dental Practice Loan $589,486
Bank of Hope Torrance Loan $942,714
---------- ----------
Total $2,563,207 $2,501,435
The Debtor anticipates that unless concessions are made, there will
be a short-fall in the proceeds necessary to pay off the Bank of
Hope's claim on all three loans. The remaining balance can attach
to the Torrance Property.
As noted, the largest portion of the Sale proceeds will be
allocated to the debt of the Bank of Hope. To the extent there are
excess proceeds, such funds will be divided with Kim, the who owns
the Buena Park Property with the Debtor as a joint tenant and
co-borrower under the Bank of Hope loans. Given the amount of the
Bank of Hope debt, the Debtor does not anticipate there will be any
proceeds for distribution to equity.
Several parties assert liens against the Buena Park Property. The
Policy of Title Insurance dated April 22, 2019 describes the Buena
Park Property, generally, and the liens asserted against it. The
purchase of each of the Properties was achieved through the use of
cash and financing. The Bank of Hope's predecessor loaned the funds
necessary to purchase the Properties. All told, the Bank of Hope
extended: (a) the Buena Park Loan; (b) the Torrance Loan; and (c)
the Dental Practice Loan.
As of April 26, 2019, Bank of Hope alleged the remaining balance
owed on the Buena Park Loan was $867,263, with interest accruing at
$138.76 per diem. As of April 26, 2019, Bank of Hope alleged the
remaining balance owed on the Torrance Loan was $942,714, with
interest accruing at $149.91 per diem. As of April 26, 2019, the
Bank of Hope claims the remaining balance owed on the Dental
Practice Loan is $589,486, and the per diem is $105.72.
In addition, on March 23, 2017, SKLG, APC recorded a deed of trust
against Kim's interest in the Buena Park Property to secure its
interests in $200,000 it asserts it is owed for providing legal
services to Kim. The Buena Park Property is also subject to a deed
of trust3 filed on April 20, 2018, and recorded on April 27, 2018,
by the Law Office of David K. Yamamaoto, to secure its interests in
$150,000 of back-due amounts it asserts is owed for providing legal
services to the Debtor. Importantly, the Debtor asks Court
approval to reclassify and strip the Junior Liens from the Buena
Park Property. To the extend appropriate, he submits any remainder
of the Junior Liens or the Bank of Hope Liens can attach to the
Torrance Property, and paid as ultimately approved by the Court.
Finally, on June 21, 2018, Lynette S. Kim recorded a deed of trust
against the Buena Park Property to secure her interests in
$150,000, with Stella Park serving as Trustor. Lynette Kim
apparently filed the deed of trust in order to secure amounts she
asserts she is owed for providing legal services to the Debtor's
ex-wife, Stella. Indeed, Lynette Kim is counsel of record for
Stella Park in legal divorce proceedings Steven Park v. Stella
Park, Case No. BD640271 in the Superior Court of California County
of Los Angeles, Central Branch. Since Stella does not (and has
never) possessed an ownership interest in the Buena Park Property,
the Stella Park Lien should be stripped off of the Buena Park
Property in its entirety.
Under the controlling loan agreements, the Debtor, Kim and Stella
affirmatively agreed that Bank of Hope is entitled to complete
payment of the total outstanding indebtedness. The Debtor asks
that the holders of the Junior Liens and the Stella Park Lien be
granted replacement liens in the Debtor's Torrance Property in the
same scope and priority as their respective pre-petition liens in
the Buena Park Property.
The Debtor also asks that the Court, through entry of an Order
approving the Motion, directs the appropriate state or local
governmental officials or agents to forgo the collection of any
such tax or governmental assessment and to accept for filing and
recordation instruments or other documents pursuant to such
transfers of property without the payment of any tax or
governmental assessment.
Cognizant of his obligation to maximize distributable value for all
creditors and parties-in-interest, the Debtor is amenable to
selling the Buena Park Property and its related dental practice to
a bidder that submits an overbid in accordance with certain
procedures.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: July 10, 2019 at 11:59 p.m. (PST)
b. Initial Bid: Higher or otherwise better than the Purchase
Price provided in the Purchase Agreement
c. Deposit: 10% of the purchase price
d. Auction: The Sale Hearing will also serve as the time and
place whereby Qualified Bidders may submit subsequent bids for the
purchase of the Property.
e. Bid Increments: $50,000
f. Sale Hearing: July 17, 2019
Finally, the Debtor asks a waiver of any stay of the effectiveness
of the orders approving the relief requested in the Motion.
Bankruptcy Rules 6004(h) and 6006(d) each provide for a stay of an
order authorizing sale under Section 363 of the Bankruptcy Code and
assignment of an unexpired lease or executory contract for 14 days.
As noted, the Sale should be effectuated expeditiously to ensure
that the Debtor does not face continued diminution to the value of
the estate. Thus, cause exists for a waiver of the 14-day stay.
A copy of the Agreement and Bidding Procedures attached to the
Motion is available for free at:
http://bankrupt.com/misc/Steven_Park_121_Sales.pdf
Steven Yong Chan Park sought Chapter 11 protection (Bankr. C.D.
Cal. Case No. 19-15009) on April 30, 2019. The Debtor tapped
Jonathan C. Sandler, Esq., at Brownstein Hyatt Farber Schreck LLP,
as counsel.
STONINGTON CAPITAL: Seeks to Hire Keller Williams as Realtor
------------------------------------------------------------
Stonington Capital, LLC, seeks authority from the U.S. Bankruptcy
Court for the District of New Jersey to employ Keller Williams
Metropolitan, as realtor to the Debtor.
Stonington Capital requires Keller Williams to market and sell the
Debtor's real property known as 158 Pleasantville Rd., Harding
Township, NJ 07976, and 30 Cherry Lane, Harding Township, NJ
07976.
Keller Williams will be paid a commission of 5% of the contract
price.
Keller Williams will also be reimbursed for reasonable
out-of-pocket expenses incurred.
M. Greg Gutjahr, partner of Keller Williams Metropolitan, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Keller Williams can be reached at:
M. Greg Gutjahr
KELLER WILLIAMS METROPOLITAN
5050 Westheimer, Suite 200
Houston, TX 77056
Tel: (713) 621-8001
About Stonington Capital
Stonington Capital, LLC, is a privately-held company located at 30
Cherry Lane, Harding, New Jersey. Stonington Capital sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J.
Case No. 18-15599) on March 22, 2018. In the petition signed by T.
Gary Gutjahr, managing member, the Debtor estimated assets of less
than $50,000 and liabilities of $1 million to $10 million. Judge
Vincent F. Papalia oversees the case. The Debtor tapped Barry
Scott Miller, Esq., as its legal counsel.
TAMARACK AEROSPACE: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------
The Office of the U.S. Trustee on July 1, 2019, disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 case of Tamarack Aerospace Group,
Inc.
About Tamarack Aerospace Group
Tamarack Aerospace Group, Inc. -- https://tamarackaero.com/ -- is
an aerospace engineering and aircraft modification company in
Sandpoint, Idaho. It designs and develops innovative technology
for business, commercial, and military aircraft, specializing in
its revolutionary Active Winglets.
Tamarack Aerospace Group sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Wash. Case No. 19-01492) on June 1,
2019. At the time of the filing, the Debtor estimated assets of
between $10 million and $50 million and liabilities of the same
range. The case is assigned to Judge Frederick P. Corbit. The
Debtor is represented by John D. Munding, Esq., at Munding, P.S.
TLC CONSTRUCTION: ARE Buying CAT Trailer Track Loader for $30K
--------------------------------------------------------------
TLC Construction, L.L.C., asks the U.S. Bankruptcy Court for the
District of Nebraska to authorize the sale of its CAT 239D Compact
Trailer Track Loader, including any attachments, to Ashland Road
Excavating, LLC ("ARE") for $30,500.
The Debtor listed the Equipment on Schedule A/B as having a value
of $32,500. It determined the value from an appraisal conducted by
Jay Nitz of Jack Nitz & Associates Appraisers & Consultants on Feb.
19, 2019.
The Equipment will be ultimately conveyed to ARE for a total
purchase price of $30,500. The Purchase Price will be applied
towards the estimated payoff of Caterpillar Financial Services
Corp. secured loan of $31,473 (Claim No. 4). CAT has agreed to
accept the Purchase Price and in exchange will release its security
interest.
Cass County Bank ("CCB") and Power Funding, LLC arguably have
perfected security interests in the Equipment that are junior to
CAT's security interest. The Equipment has de minimis or no equity
beyond CAT's security interest.
The property being transferred is not subject to any broker or
commission fees. Such sale will be free and clear of liens and
liens will attach to the proceeds of the Sale in the order of its
priority as follows: CAT, CCB, and Power Funding.
About TLC Construction
TLC Construction, L.L.C., based in Plattsmouth, Nebraska, provides
commercial and residential excavating contractor services including
land clearing and dirt work.
TLC Construction, based in Plattsmouth, NE, filed a Chapter 11
petition (Bankr. D. Neb. Case No. 19-80712) on May 8, 2019. In the
petition signed by Cassandra Boyle, member-manager, the Debtor
estimated $500,000 to $1 million in assets and $1 million to $10
million in liabilities. The Hon. Thomas L. Saladino oversees the
case. Patrick M. Patino, Esq., at Koenig Dunne PC LLO, serves as
bankruptcy counsel to the Debtor.
TOLLIVER'S AUTO: Hires Caddell Reynolds as Counsel
--------------------------------------------------
Tolliver's Auto Sales and Body Shop, Inc., seeks authority from the
U.S. Bankruptcy Court for the Eastern District of Arkansas to
employ Caddell Reynolds Law Firm, as attorney to the Debtor.
Tolliver's Auto requires Caddell Reynolds to:
a. give the Debtor legal advice with respect to their powers
and duties as the Debtor in possession of their business
and management of their property;
b. prepare the Petition, Schedules, Statement of Financial
Affairs, any necessary deficient schedules and other
documents, applications, answers, orders, complaints,
motions, file required documents, and appear before the
Bankruptcy Court; and
c. perform all other legal services for the Debtor in
Possession that may be necessary to effectuate a
reorganization of the Debtor's financial affairs.
Caddell Reynolds will be paid at these hourly rates:
Attorneys $350
Paraprofessionals $100
Caddell Reynolds will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Oswald C. "Rusty" Sparks, Esq., partner of Caddell Reynolds Law
Firm, assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code
and does not represent any interest adverse to the Debtor and its
estates.
Caddell Reynolds can be reached at:
Oswald C. "Rusty" Sparks, Esq.
CADDELL REYNOLDS LAW FIRM
122 North 11th Street
Fort Smith, AR 72901
Tel: (479) 782-5297
About Tolliver's Auto Sales
Tolliver's Auto Sales and Body Shop, Inc., filed a Chapter 11
bankruptcy petition (Bankr. E.D. Ark. Case No. 19-13194) on June
19, 2019, disclosing under $1 million in both assets and
liabilities. The Debtor is represented by Oswald C. "Rusty"
Sparks, Esq., at Caddell Reynolds Law Firm.
VETERANS FELLOWSHIP: Hires Montgomery McCracken as Attorney
-----------------------------------------------------------
Veterans Fellowship Ministries, Inc., seeks authority from the U.S.
Bankruptcy Court for the District of Delaware to employ Montgomery
McCracken Walker & Rhoads LLP, as attorney to the Debtor.
Veterans Fellowship requires Montgomery McCracken to:
a. advise the Debtor with respect to its rights, powers and
duties as a Debtor and debtor-in-possession, and take all
necessary action to protect and preserve the Debtor's
estates, including to prosecute actions on the Debtor's
behalf, defend actions commenced against the Debtor,
negotiate all disputes involving the Debtor, and prepare
objections to claims filed against the Debtor' estate;
b. prepare necessary pleadings, motions, applications, draft
orders, notices, schedules and other documents, review all
financial and other reports to be filed in the Chapter 11
cases, and advise the Debtor concerning, and prepare
responses to, applications, motions, other pleadings,
notices and other papers that may be filed and served in
the Chapter 11 cases;
c. review the nature and validity of any liens asserted
against the Debtor's properties and advise the Debtor
concerning the enforceability of such liens;
d. counsel the Debtor in connection with the negotiation and
promulgation of a plan of reorganization or liquidation and
related documents;
e. advise and assist the Debtor in connection with any
potential asset dispositions;
f. advise the Debtor concerning executor contract and
unexpired lease assumptions, assignments, rejections and
lease restructurings and recharacterizations; and
g. perform all other necessary legal services in connection
with the Chapter 11 case.
Montgomery McCracken will be paid based upon its normal and usual
hourly billing rates. The firm will also be reimbursed for
reasonable out-of-pocket expenses incurred.
Montgomery McCracken will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Jeffrey M. Carbino, a partner at Montgomery McCracken, 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.
Montgomery McCracken can be reached at:
Jeffrey M. Carbino, Esq.
MONTGOMERY McCRACKEN WALKER & RHOADS LLP
11005 North Market Street, 15th Floor
Wilmington, DE 19801
Tel: (302) 504-7800
Fax: (302) 504-7820
About Veterans Fellowship Ministries
Veterans Fellowship Ministries, filed a pro se voluntary petition
for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Case No. 19-10857) on April 16, 2019, disclosing under $1 million
in both assets and liabilities. The Debtor later hired Montgomery
McCracken Walker & Rhoads LLP, as counsel.
WEATHERLY OIL: EnSight IV Buying Sligo Op Assets for $2.6M
----------------------------------------------------------
Weatherly Oil & Gas, LLC asks the U.S. Bankruptcy Court for the
Southern District of Texas to authorize the sale and assignment of
its Sligo Field, Bossier Parish, Louisiana oil and gas assets to
EnSight IV Energy Partners, LLC, as more particularly set forth in
the Purchase and Sale Agreement, dated June 5, 2019, for $2.6
million.
Objections, if any, must be filed within 21 days of the date the
Motion was served.
The Debtor initiated the chapter 11 case to stabilize its business
operations and to maximize the value of its estate for the benefit
of all its stakeholders through the sale of its assets in a private
sale process, or alternatively, an auction. As part of its
prepetition restructuring initiatives, the Debtor conducted a
thorough marketing process to sell substantially all of its assets,
including its Non-Core, Sligo Non-Op, Overton, Sligo Op, Shelby,
and Robertson & Leon assets.
Specifically, the Debtor, with the assistance of its sales agent,
TenOaks Energy Partners, LLC, conducted an extensive campaign to
market and sell certain oil and gas assets located in East Texas
and North Louisiana ("Group 1 Assets") beginning on Sept. 21, 2018.
TenOaks received five offers in a first round of bidding -- one
offer for certain of the Louisiana Assets ("Sligo Non-Op Assets"),
two offers for certain of the Texas Assets ("Non-Core Assets"), and
two offers for a combination thereof. TenOaks subsequently
requested best and final offers in a second round of bidding.
Ultimately, the Debtor determined that the proposal from BRG Lone
Star, Ltd. to acquire the Non-Core Assets, and a sale to EnSight
for the Sligo Non-Op Assets, were the highest or otherwise best
offers received.
Unfortunately, the Debtor could not close the proposed sales due to
disputes with certain vendors, which, among other things, precluded
a sale of the Group 1 Assets free and clear of liens, interests,
and encumbrances, as required by the prospective buyers. During
this time of vendor disputes and delays, the Debtor and TenOaks
remained engaged with BRG4 and EnSight regarding potential
transactions, subject to obtaining the assets free and clear of all
liens, claims, and encumbrances.
Accordingly, the Debtor and EnSight, the current operator of the
Sligo Non-Op Assets, executed a Letter Agreement for the Debtor's
sale of the Sligo Non-Op Assets to EnSight for a purchase price of
$11.65 million ("EnSight Sale"). The EnSight Sale included an
option for an exclusive 30-day right to negotiate a mutually
agreeable purchase and sale agreement for the sale of the Debtor's
Sligo Op Assets, subject to further approval by the Court. EnSight
paid $300,000 for the Option, which will be credited towards the
Purchase Price of the Sale. On March 26, 2019, the Court approved
the EnSight Sale and Option.
Postpetition, pursuant to the Option, the Debtor continued to
negotiate in good faith with EnSight to reach mutually agreeable
terms for the Sale of the Sligo Op Assets. Ultimately, the parties
agreed upon a $2.6 million purchase price for the Sligo Op Assets.
On June 5, 2019, the Debtor and EnSight entered into the PSA.
By the Motion, the Debtor asks to sell and assign the Sligo Op
Assets to EnSight. The Sale is conditioned upon the Debtor's
rejection of the Rejected Contract.
A summary of the material terms of the proposed Sale are as
follows:
a. Seller: Weatherly Oil & Gas, LLC
b. Buyer: EnSight IV Energy Partners, LLC
c. Purchase Price & Option Payment Credit: $2.6 million,
subject to any adjustments that may be made under Section 6 of the
PSA. If the Closing occurs, the Option Payment will be applied as
a credit toward the Purchase Price at Closing in accordance with
the Option Agreement.
d. Acquired Assets: The Sligo Op Assets are more fully
described in Section 2 of the PSA.
e. Effective Time: The effective time of the conveyance of the
Sligo Op Assets contemplated by the PSA will be 12:01 a.m. (CT) on
March 1, 2019.
f. Closing Date: The closing of the transactions contemplated
by the PSA will occur on the date that is 15 Business Days
following the entry of the Sale Order or such other date following
the issuance of the Sale Order as the Buyer and the Seller may
agree upon in writing.
The Debtor has a sound business justification for selling and
assigning the Sligo Op Assets to EnSight under the terms of the
PSA. Namely, it is pursuing an orderly liquidation of its Assets,
with the goal of maximizing recoveries for its creditors. If the
Debtor is not allowed to sell and assign the Sligo Op Assets, its
estate will be deprived of the opportunity to monetize the Sligo Op
Assets at the highest possible price. Accordingly, the Debtor has
determined that the proposed Sale is in the best interest of its
estate and its creditors and is consistent with its reasonable
business judgment.
The Debtor submits that the proposed private Sale to the Buyer is
appropriate in light of the facts and circumstances of this chapter
11 case. The extensive marketing process conducted prepetition by
TenOaks, and the low probability that a competing bidder will
actually emerge with an offer higher or better than the offer
detailed in the PSA do not justify the costs and risks associated
with delay. Further, the Debtor has received the benefit of the
Option Payment and is bound by the terms of the Option. As a
result, the transaction with the Buyer allows the Debtor to
maximize the value received for the assets being sold and provides
a significant benefit to the Debtor's estate.
The Debtor submits that the Court may authorize the Sale of the
Sligo Op Assets free and clear of all liens, claims, and
encumbrances (other than Permitted Encumbrances) because the
Prepetition Secured Parties consent to the Sale of the Sligo Op
Assets to Buyer, and the Debtor does not expect any other
prepetition secured party to object.
The Assumed Contracts are necessary to operate the Sligo Op Assets
and, as such, the Assumed Contracts are essential to inducing the
highest or otherwise best offer for the Debtor's assets.
Accordingly, the Debtor submits that the assumption and assignment
of the Assumed Contracts should be approved by the Court.
A copy of the PSA attached to the Motion is available for free at:
http://bankrupt.com/misc/Weatherly_Oil_331_Sales.pdf
The Purchaser:
ENSIGHT IV ENERGY PARTNERS, LLLC
333 Texas Street, Suite 1919
Shreveport, LA 71101
Attn: Christopher D. Singletary
Telephone: (318) 429-2220
E-mail: Chris.Singletary@ensightenergy.com
The Purchaser is represented by:
Philip E. Downer, III, Esq.
DOWNER, JONES, MARINO & WILHITE, L.L.C.
401 Market Street, Suite 1250
Shreveport, LA 71101
E-mail: pdowner@dhw-law.com
About Weatherly Oil & Gas
Weatherly Oil & Gas, LLC -- https://www.weatherlyop.com -- is a
Fort Worth-based oil and natural gas company primarily focused on
exploiting natural resources in the Ark-La-Tex region. Weatherly is
operated by an affiliate Weatherly Operating, LLC.
Weatherly Oil & Gas filed a voluntary petition under Chapter 11 of
the US Bankruptcy Code (Bankr. S.D. Tex. Case No. 19-31087) on Feb.
28, 2019. In the petition signed by Scott Pinsonnault, chief
restructuring officer, the Debtor estimated $50 million to $100
million in assets and $100 million to $500 million in liabilities.
Matthew D. Cavenaugh, Esq., at Jackson Walker LLP, serves as
counsel to the Debtor.
WESTERN COMMS: Selling Personal Property Used in Newspaper Ops
--------------------------------------------------------------
Western Communications, Inc., filed with the U.S. Bankruptcy Court
for the District of Oregon, a notice of its proposed sale of all or
substantially all of the personal property assets used or held by
Debtor in the operation of Debtor's Del Norte Triplicate and Curry
Coastal Pilot newspapers to Country Media, Inc., for $350,000,
subject to overbid.
The Debtor has employed Dirks, Van Essen, Murray & April as its
sales agent.
Sandton Credit Solution Master Fund III, LP holds a lien against
the property in approximate amount of $18.8 million.
All liens on the property total in excess of $350,000, of which the
Debtor believes a total of an amount to be determined by the Court,
need not be paid as secured claims (because the lien is invalid,
avoidable, etc., the lienholder consents to less than full payment,
or part or all of the underlying debt is not allowable).
The amount of reimbursement for fees and costs the secured
creditor(s) also seek(s) is still unknown, as well as the total
sales costs.
All tax consequences have been considered and it presently appears
the sale will result in net proceeds to the estate after payment of
valid liens, fees, costs and taxes of approximately $0. All net
proceeds will be utilized to pay valid liens, fees, costs, and
taxes. The sales proceeds will be retained by the Debtor and
distributed pursuant to further Court order.
The closing of the sale will occur on July 1, 2019, or earliest
possible date after entry of sale order.
Competing bids must be submitted to the Debtor no later than June
21, 2019, and must exceed the Buyer's offer by at least $50,000,
and be on the same or more favorable terms to the estate.
The Debtor incurred significant costs and expenses in the
preservation and disposition of the property and the estate is
entitled to recover such costs and expenses to pay administrative
and priority expenses. Such expenses and taxes resulting from the
sale will be paid from the proceeds. The sale proceeds will be
disbursed pursuant to further Court order.
A hearing on the Motion is set for June 27, 2019 at 1:30 p.m.
Objections, if any, must be filed within 21 days from the date the
Notice was served.
About Western Communications
Western Communications, Inc. is a small market newspaper, niche
publishing, printing, and digital media company with publications
spread throughout Oregon (six publications) and California (two
publications). It is headquartered in Bend, Oregon.
Western Communications sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Ore. Case No. 19-30223) on Jan. 22,
2019. It previously sought bankruptcy protection (Bank. D. Oregon
Case No. 11-37319) on Aug. 23, 2011.
At the time of the filing, the Debtor estimated assets of $10
million to $50 million and liabilities of $10 million to $50
million. The case is assigned to Judge Trish M. Brown. Tonkon
Torp LLP is the Debtor's counsel.
WESTERN COMMUNICATIONS: Selling Newspapers Assets to EO for $775K
-----------------------------------------------------------------
Western Communications, Inc., filed with the U.S. Bankruptcy Court
for the District of Oregon, a notice of its proposed sale of the
assets being used or held by the Debtor in the operation of its
newspapers in La Grande, Oregon ("The Observer") and Baker City,
Oregon ("The Baker City Herald"), to East Oregonian Co., doing
business as EO Media Group, for $775,000, subject to overbid.
The Debtor has employed Dirks, Van Essen, Murray & April as its
sales agent.
Sandton Credit Solution Master Fund III, LP, holds a lien against
the property in approximate amount of $18.8 million.
All liens on the property total in excess of $775,000, of which the
Debtor believes a total of an amount to be determined by the Court,
need not be paid as secured claims (because the lien is invalid,
avoidable, etc., the lienholder consents to less than full payment,
or part or all of the underlying debt is not allowable).
The amount of reimbursement for fees and costs the secured
creditor(s) also seek(s) is still unknown, as well as the total
sales costs.
All tax consequences have been considered and it presently appears
the sale will result in net proceeds to the estate after payment of
valid liens, fees, costs and taxes of approximately $0. All net
proceeds will be utilized to pay valid liens, fees, costs, and
taxes. The sales proceeds will be retained by the Debtor and
distributed pursuant to further Court order.
Competing bids must be submitted to the Debtor no later than June
21, 2019, and must exceed the Buyer's offer by at least $25,000,
and be on the same or more favorable terms to the estate.
The Debtor incurred significant costs and expenses in the
preservation and disposition of the property and the estate is
entitled to recover such costs and expenses to pay administrative
and priority expenses. Such expenses and taxes resulting from the
sale will be paid from the proceeds. The sale proceeds will be
disbursed pursuant to further Court order.
A hearing on the Motion is set for June 27, 2019 at 1:30 p.m.
Objections, if any, must be filed within 21 days from the date the
Notice was served.
About Western Communications
Western Communications, Inc., is a small market newspaper, niche
publishing, printing, and digital media company with publications
spread throughout Oregon (six publications) and California (two
publications). It is headquartered in Bend, Oregon.
Western Communications sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Ore. Case No. 19-30223) on Jan. 22,
2019. It previously sought bankruptcy protection (Bank. D. Oregon
Case No. 11-37319) on Aug. 23, 2011.
At the time of the filing, the Debtor estimated assets of $10
million to $50 million and liabilities of $10 million to $50
million. The case is assigned to Judge Trish M. Brown. Tonkon
Torp LLP is the Debtor's counsel.
WEYERBACHER BREWING: Panel Hires Elliot Greenleaf as Co-Counsel
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Weyerbacher
Brewing Company, Inc., seeks authorization from the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania to retain Elliot
Greenleaf, P.C., as co-counsel to the Committee.
The Committee requires Elliot Greenleaf to:
a. assist the Committee in maximizing the recovery to and
otherwise protecting the rights of unsecured creditors as a
whole;
b. provide the Committee with legal advice regarding its
powers and duties;
c. assist in the preparation of any legal papers for the
Committee; and
d. perform all other legal services for the Committee which
may be necessary.
Elliot Greenleaf will be paid at these hourly rates:
Shareholders $400
Associates $275
Paralegals $225
Elliot Greenleaf will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Jonathan M. Stemerman, a partner at Elliot Greenleaf, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and (a) is not
creditors, equity security holders or insiders of the Debtor; (b)
has not been, within two years before the date of the filing of the
Debtor's chapter 11 petition, directors, officers or employees of
the Debtor; and (c) does not have an interest materially adverse to
the interest of the estate or of any class of creditors or equity
security holders, by reason of any direct or indirect relationship
to, connection with, or interest in, the Debtor, or for any other
reason.
Elliot Greenleaf can be reached at:
Jonathan M. Stemerman, Esq.
ELLIOT GREENLEAF, P.C.
925 Harvest Drive
Blue Bell, PA 19422
Tel: (215) 977-1000
About Weyerbacher Brewing Co.
Weyerbacher Brewing Company, Inc., sought protection under Chapter
11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 19-12558) on
April 22, 2019. At the time of the filing, the Debtor estimated
assets of between $1 million and $10 million and liabilities of
between $1 million and $10 million.
The case is assigned to Judge Richard E. Fehling.
Ciardi Ciardi & Astin, P.C., is the Debtor's counsel.
Andrew Vara, acting U.S. trustee for Region 3, on May 8, 2019,
appointed four creditors to serve on an official committee of
unsecured creditors in the Chapter 11 case.
WG PARTNERS: S&P Affirms 'BB' Rating Following Analytical Error
---------------------------------------------------------------
S&P Global Ratings affirmed its 'BB' rating on WG Partners
Acquisition LLC's (WGPA) $245 million term loan B, $45 million
letter of credit (LOC) facility, and $15 million revolving credit
facility. The recovery rating remains '1', reflecting S&P's
expectation of very high of (90%-100%, rounded estimate: 90%)
recovery.
"The analytical approach applied to determine the ratings assigned
to WG Partners Acquisition has changed. The new approach, under our
Principles of Credit Ratings, does not change the rating outcome
but does change some scores and our analytical approach," S&P
said.
"We had previously assigned the ratings using our typical project
finance criteria. This constituted a misapplication of such
criteria as it relates to the analysis of holding companies whose
debt service capacity derives from a portfolio of encumbered and
unencumbered projects," the rating agency said.
WG Partners Acquisition LLC is a holding company (HoldCo) with a
portfolio of six operating companies (OpCos) that comprise 12
gas-fired power plants in the U.S. and Trinidad and Tobago.
Collectively, these plants have about 1,502 megawatts (MW) of total
generation capacity. The assets have off-take contracts of varying
durations that provide contracted revenue payments. Upon expiration
of the respective power purchase agreement (PPA), each project will
be exposed to merchant pricing dynamics.
S&P said, "The stable outlook reflects our view that the project
will generate cash flows in line with our base-case forecast and
that the minimum revised WGPA DSCR of 1.30x (excluding 2029) in
2028 will occur during the refinance period, in which we assume an
amortization-style repayment. This is based on our expectation of
satisfactory operational performance and continued cash-flow
stability due to the contracted nature of the portfolio's assets.
We are forecasting coverage of 1.39x in 2019 and 1.51x in 2020.
"We could lower the rating if the minimum DSCR fell below 1.2x on a
sustained basis. Factors that could trigger a downgrade include the
inability to re-contract or low merchant prices in California, a
higher cost profile for the Redwood portfolio in the merchant
period, severe operating issues leading to higher-than-expected
operations and maintenance costs and forced outage rates, a
significant rise in interest rates, or a depression in demand for
capacity during the merchant period for the remainder of the
portfolio.
"We do not see foresee an upgrade in the near term due to the
limited upside and opportunities for outperformance. We could raise
the rating by one notch if the project's DSCRs improved
significantly–-to above 1.4x--on a sustained basis. Given the
covenant and sweep mechanism, we do not believe the sponsors intend
to manage the project to those financial ratios. To be investment
grade, the notional senior rating on the encumbered OpCos must be
at least 'bbb', because we will constrain WGPA's subordinated debt
ratings by at least one notch below our consolidated view of the
credit profile (weighted by CFADS) for the encumbered projects in
the portfolio."
-- The operations of the portfolio assets in 2018 were slightly
better than 2017 performance and in line with the 2018 budget.
Driven by dispatch dynamics and off-taker preferences, capacity
factors and heat rates at the portfolio assets varied to budget.
However, availability was largely in line with budget. The
portfolio's assets have also experienced forced outages that were
adequately addressed. Variance in capacity, heat rates, and forced
outages have not had a significant impact on Holdco WGPA's cash
flows.
-- For 2018, at the HoldCo WGPA level, DSCR was 2.46x compared
with S&P Global Ratings' DSCR of 2.12x and at the consolidated
level, the DSCR was 1.28x against S&P Global Ratings' DSCR of
1.16x. The difference in DSCR largely stems from treatment of a $5
million liquidity reserve release and a $3.15 million contribution
from the revolver to cover project expenses, which S&P does not
include while calculating DSCR.
-- In contrast to the HoldCo and Consolidated DSCRs, under S&P's
methodology for calculating DSCRs for WGPA, S&P assumes management
would calculate 2017 and 2018 DSCRs of 1.43x and 1.47x, compared
with the rating agency's calculation of 1.32x and 1.35x, which is
different for the same reasons provided above-- i.e., treatment of
liquidity reserves.
From a major development point of view, all portfolio assets
largely maintained the status quo except:
-- Trinity moved up the dispatch stack toward being an
intermediate facility given the island of Trinidad has in recent
years installed more efficient combined cycle generation that
operates at baseload. This change in capacity factor has reduced
major maintenance requirements at the facility and delayed planned
outages, which is a financial benefit to the project and also
resulted in Trinity negotiating an exit with GE from the CSA.
-- Redwood was partially affected by the bankruptcy of its revenue
counterparty, PG&E (D), in January 2019, with the project having to
make a claim in the bankruptcy proceeding and having been paid all
claims as post-petition bankruptcy payments.
-- During the planned maintenance outage in May 2019 to upgrade
the gas turbine compressors and conduct major maintenance on both
gas turbine generator sets and the steam turbine generator set,
damage was discovered in both of the gas turbine generators,
specifically cracked building bolts in the stator core section of
the generators. The primary function of the building bolts is to
support placement of the laminations that form the generator stator
during initial construction of the generator, but the bolts do
provide support and some level of compression during operation. The
maintenance on the gas turbines and gas turbine generators is being
performed by the original equipment manufacturer, Mitsubishi, under
a long term service agreement. Mitsubishi has subsequently
developed a recommended repair for the cracked building bolts and
the repair process was started on May 31, 2019. Management is
estimating that the time to complete the repairs will delay the
return to service for the plant to June 29, 2019 from the
originally planned date, June 9, 2019.
-- In addition to Mitsubishi sending design engineers to the site
to oversee the repairs, WGP engaged a generator consultant to
evaluate the current condition of the generators. A root cause
analysis is being performed to determine what caused the building
bolts to crack. Additional instrumentation is expected to be
installed during the remainder of the outage that will allow the
Hobbs staff to monitor the condition of the generators going
forward and provide more information if more repairs are required
in the future. A claim has been initiated with the property
insurance provider FM Global. The insurance policy for the plant
carries a $1 million deductible. Management does not expect this
claim to trigger any business interruption coverage.
-- WGP has paid down the HoldCo debt to the target balance level,
and has already pre-paid all mandatory amortizations. All the
repayments going forward are expected to arise from excess cash
flow sweeps.
-- S&P expects the cash flows from projects to improve somewhat
going forward owing to a reduction in debt service obligations at
Borger (about $8 million reduction between 2018 and 2019) and
repayments of Three Sisters (Redwood) completing in 2020 (an about
$6 million reduction after 2020).
-- Availability factors, capacity factors, heat rate, and
operations and maintenance (O&M) and major maintenance spending in
line with management's forecasts, reviewed by an independent
engineer and consistent with historical performance;
-- Natural gas prices as per S&P Global Ratings' forecast at
$3.00/million Btu in 2019 to 2021, increasing with inflation
thereafter;
-- Merchant capacity prices as per S&P Global Ratings' forecast
for centralized capacity markets; for non-centralized markets,
capacity prices are similar to current contracts or lower.
Merchant energy prices as per forward power prices in California at
SP15 hub;
-- Inflation of 2%; and
-- Refinancing all-in interest rate of 6.91%.
-- Minimum DSCR: 1.30x
-- Average DSCR: 1.83x
-- Based on the operating period business assessment (OPBA) of 6,
the minimum DSCR of 1.30x is 'bb'.
-- Downside stress applied to Hobbs only; this is because the
structure currently benefits from the cash flows of unencumbered
assets and that the performance of the OpCos are, in S&P's view,
uncorrelated. S&P applies the market downside and operational
stresses only to Hobbs given that it is the most important
encumbered asset and it has a cross default with the WGPA debt.
-- Availability 6% below S&P's base case;
-- Annual degradation 3% above S&P's base case;
-- A 12% increase in O&M and major maintenance costs;
-- Natural gas prices in line with S&P Global Ratings' forecast of
$2.00/MMBtu, holding flat through the debt term;
-- Merchant power prices in line with S&P Global Ratings' forecast
at $4.50/kW-month in centralized capacity markets escalated by
inflation thereafter; a 10% haircut from the rating agency's base
case for plants operating in non-centralized capacity markets;
-- Inflation 1% above S&P's base case for the first five years;
and
-- A refinancing all-in interest rate of 12%.
-- In S&P's downside case, the project benefits from a one-notch
uplift for financial performance.
Operations phase SACP (Senior Debt)
-- Operations phase business assessment: 6
-- Preliminary stand-alone credit profile (SACP): bb-
-- Downside impact on preliminary SACP: +1 notch
-- Capital structure impact on preliminary SACP: -1 notch
-- Liquidity: Neutral
-- Comparative analysis assessment: None
-- Adjusted preliminary operations phase SACP: bb
-- Operations counterparty ratings adjustment: None
-- Financial counterparty ratings adjustment: None
-- Operations phase SACP: bb
Modifiers (Senior Debt)
-- Parent linkage: De-linked
-- Structural protection: Neutral
-- Extraordinary government: None
-- Sovereign rating limits: AA+
-- Full credit guarantees: None
-- Senior debt issue rating: BB
Operations phase SACP
-- Project Finance criteria do not fully cover how to analyze
multiple operating phase business assessments (OPBAs) across a
range of assets. Given that there are six OpCos with different risk
profiles, S&P determines the WGPA OPBA as the weighted average of
the OPBA of all the OpCos. The weights are based on each OpCo's
cash flow contributions to WGPA, the same type of contributions
used to calculate the DSCR. Using this approach, S&P accounts for
each OpCo's different risk profile as well as its relative
importance to the overall repayment of WGPA's debt.
-- S&P assesses the pre-refinance period weighted average
operating phase business assessment (OPBA) as a '5' and the
refinance period weighted average OPBA as a '6', on a 12 point
scale (where '1'is the strongest). Because the weakest OPBA is
during the refinance period, S&P uses an OPBA of '6'.
-- Based on the weighted average refinance-period OPBA of '6', the
minimum DSCR of 1.3x is in the middle of the 'bb' category range
under table 15 of the operations criteria, so the preliminary
operations phase SACP is 'bb'. The downside case performance of the
credit reflects the 'bbb' category, so S&P applies a one-notch
adjustment, raising the adjusted operations phase SACP after
downside to 'bb+'.
-- S&P applies a one-notch reduction for material dependence on
cash flow sweeps to pay down debt under its base case (operations
criteria paragraph 77). With no further adjustments in the
operations phase, S&P derives an operations phase SACP of 'bb'.
Transaction structure and framework
-- The rating is capped at 'BB+', the lower of two rating caps.
Because of the cross default to Hobbs, the rating cannot be any
higher than the rating on Hobbs (Lea Power Partners), which is
'BBB-'. The other rating cap is the subordinated WGPA SACP, which
is 'bb+', given that the Notional Weighted Average Senior WGPA SACP
is 'bbb-'.
-- The project is delinked from its parents and has a neutral
structural protection. With no further adjustments and modifiers,
the issue credit rating for WGPA is 'BB'.
-- S&P's simulated default scenario contemplates that WGPA is
unable to refinance due to challenging financial market conditions.
-- S&P values the portfolio using a multiple method. The HoldCo
debt facilities have a recovery rating of '1', which indicates its
expectation for very high (90%-100%, rounded estimate: 90%)
recovery in a default scenario.
-- Simulated year of default: 2023.
-- S&P assumes a default due to an inability to refinance.
-- The assets are sold for a weighted average multiple of
$140/kW.
-- S&P converts the enterprise value multiples to equity values to
account for the senior debt remaining at Hobbs and Waterside, whose
creditors would be paid off first. The values are the same for the
remaining, unencumbered OpCos.
-- Net enterprise valuation (after 5% administrative costs): $200
million
-- Total debt (including the outstanding term loan B, full draw of
the LOC facility and revolver, and six months prepetition
interest): $211 million
-- The size of the LOC facility is based on the size at the time
of default, which is lower than the current size of $45 million
because DSR LOCs will no longer be needed for Borger and Three
Sisters.
-- The interest rate is 12% per S&P's refinancing assumption in
the downside.
-- Recovery expectations: rounded estimate 90%
WHEATON MEDICAL: Meeting to Form Committee Scheduled for July 10
----------------------------------------------------------------
U.S. Trustee Patrick Layng on July 2, 2019, announced that he will
hold a meeting to form a committee of unsecured creditors in the
Chapter 11 case of Wheaton Medical, S.C. on July 10, at 2:00 p.m.
The meeting will take place at the Office of the U.S. Trustee, 8th
Floor, Room 804, Chicago.
About Wheaton Medical S.C.
Wheaton Medical, S.C., is a medical group offering non-surgical,
non-invasive treatment for chronic and severe back pain.
Wheaton Medical sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ill. Case No. 19-17922) on June 24,
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 Donald R. Cassling. Lynch
Law Offices, P.C. is the Debtor's bankruptcy counsel.
WINE VALLEY: Seeks to Hire Caldwell & Riffee as Counsel
-------------------------------------------------------
The Wine Valley, LLC, seeks authority from the U.S. Bankruptcy
Court for the Southern District of West Virginia to employ Caldwell
& Riffee, PLLC, as counsel to the Debtor.
Wine Valley requires Caldwell & Riffee to:
a. prepare the petition and schedules and statement of
financial affairs;
b. negotiate of adequate protection;
c. file all necessary applications, motions and other
pleadings regarding matters to be submitted to the Court;
d. advise management of the Debtor regarding the rights, power
and duties of the Debtor; and
e. assist the Debtor in the preparation of a Disclosure
Statement and Plan of Reorganization, including the
possibility of a liquidation trustee.
Caldwell & Riffee will be paid at the hourly rate of $200 to $300.
Caldwell & Riffee will be paid a retainer in the amount of $7,500.
Caldwell & Riffee will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Joseph W. Caldwell, partner of Caldwell & Riffee, PLLC, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
Caldwell & Riffee can be reached at:
Joseph W. Caldwell, Esq.
Matthew M. Johnson, Esq.
CALDWELL & RIFFEE, PLLC
3818 MacCorkle Avenue, SE
Charleston, WV 25364
Tel: (304) 925-2100
Fax: (304) 925-2193
E-mail: jcaldwell@caldwellandriffee.com
About The Wine Valley
The Wine Valley, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. S.D. W.Va. Case No. 19-20218) on May 23, 2019, disclosing
under $1 million in both assets and liabilities. The Debtor is
represented by Joseph W. Caldwell, Esq., at Caldwell & Riffee.
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ -------- -------
ABBVIE INC ABBV US 56,769.0 (7,826.0) 509.0
ABBVIE INC ABBV AV 56,769.0 (7,826.0) 509.0
ABBVIE INC 4AB TE 56,769.0 (7,826.0) 509.0
ABBVIE INC 4AB GZ 56,769.0 (7,826.0) 509.0
ABBVIE INC 4AB GR 56,769.0 (7,826.0) 509.0
ABBVIE INC ABBV SW 56,769.0 (7,826.0) 509.0
ABBVIE INC ABBV* MM 56,769.0 (7,826.0) 509.0
ABBVIE INC 4AB TH 56,769.0 (7,826.0) 509.0
ABBVIE INC 4AB QT 56,769.0 (7,826.0) 509.0
ABBVIE INC ABBVUSD EU 56,769.0 (7,826.0) 509.0
ABBVIE INC ABBVEUR EU 56,769.0 (7,826.0) 509.0
ABBVIE INC-BDR ABBV34 BZ 56,769.0 (7,826.0) 509.0
ABSOLUTE SOFTWRE ABT CN 93.0 (51.2) (30.8)
ABSOLUTE SOFTWRE OU1 GR 93.0 (51.2) (30.8)
ABSOLUTE SOFTWRE ALSWF US 93.0 (51.2) (30.8)
ABSOLUTE SOFTWRE ABT2EUR EU 93.0 (51.2) (30.8)
AIXIN LIFE INTER AIXN US 2.1 (3.2) (4.7)
AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2)
AMERICAN AIRLINE A1G GZ 60,787.0 (636.0) (11,195.0)
AMERICAN AIRLINE AAL11EUR EU 60,787.0 (636.0) (11,195.0)
AMERICAN AIRLINE AAL AV 60,787.0 (636.0) (11,195.0)
AMERICAN AIRLINE AAL TE 60,787.0 (636.0) (11,195.0)
AMERICAN AIRLINE A1G SW 60,787.0 (636.0) (11,195.0)
AMERICAN AIRLINE AAL1CHF EU 60,787.0 (636.0) (11,195.0)
AMERICAN AIRLINE A1G QT 60,787.0 (636.0) (11,195.0)
AMERICAN AIRLINE AAL* MM 60,787.0 (636.0) (11,195.0)
AMERICAN AIRLINE A1G GR 60,787.0 (636.0) (11,195.0)
AMERICAN AIRLINE AAL US 60,787.0 (636.0) (11,195.0)
AMERICAN AIRLINE AAL1USD EU 60,787.0 (636.0) (11,195.0)
AMERICAN AIRLINE A1G TH 60,787.0 (636.0) (11,195.0)
AMERICAN BRIVISI ABVC US 7.5 (5.5) (10.9)
AMYRIS INC 3A01 TH 172.8 (174.4) (111.5)
AMYRIS INC AMRS US 172.8 (174.4) (111.5)
AMYRIS INC AMRSUSD EU 172.8 (174.4) (111.5)
AMYRIS INC 3A01 QT 172.8 (174.4) (111.5)
ATLATSA RESOURCE ATL SJ 139.6 (285.7) (326.1)
AUTODESK INC ADSK US 4,808.5 (245.3) (798.4)
AUTODESK INC AUD TH 4,808.5 (245.3) (798.4)
AUTODESK INC AUD GR 4,808.5 (245.3) (798.4)
AUTODESK INC ADSKEUR EU 4,808.5 (245.3) (798.4)
AUTODESK INC ADSKUSD EU 4,808.5 (245.3) (798.4)
AUTODESK INC ADSK TE 4,808.5 (245.3) (798.4)
AUTODESK INC AUD GZ 4,808.5 (245.3) (798.4)
AUTODESK INC ADSK AV 4,808.5 (245.3) (798.4)
AUTODESK INC ADSK* MM 4,808.5 (245.3) (798.4)
AUTODESK INC AUD QT 4,808.5 (245.3) (798.4)
AUTOZONE INC AZ5 GR 9,773.7 (1,589.5) (345.5)
AUTOZONE INC AZ5 TH 9,773.7 (1,589.5) (345.5)
AUTOZONE INC AZO US 9,773.7 (1,589.5) (345.5)
AUTOZONE INC AZOUSD EU 9,773.7 (1,589.5) (345.5)
AUTOZONE INC AZO AV 9,773.7 (1,589.5) (345.5)
AUTOZONE INC AZ5 TE 9,773.7 (1,589.5) (345.5)
AUTOZONE INC AZO* MM 9,773.7 (1,589.5) (345.5)
AUTOZONE INC AZOEUR EU 9,773.7 (1,589.5) (345.5)
AUTOZONE INC AZ5 QT 9,773.7 (1,589.5) (345.5)
AVID TECHNOLOGY AVID US 299.7 (167.1) 1.4
AVID TECHNOLOGY AVD GR 299.7 (167.1) 1.4
AYR STRATEGIES I AYR/A CN 136.4 (286.0) (5.6)
AYR STRATEGIES I AYRSF US 136.4 (286.0) (5.6)
B RILEY - CL A BRPM US 0.4 (0.0) (0.4)
B RILEY PRINCIPA BRPM/U US 0.4 (0.0) (0.4)
BENEFITFOCUS INC BNFTEUR EU 341.0 (10.4) 119.3
BENEFITFOCUS INC BNFT US 341.0 (10.4) 119.3
BENEFITFOCUS INC BTF GR 341.0 (10.4) 119.3
BEYONDSPRING INC BYSI US 7.1 (9.4) (10.6)
BJ'S WHOLESALE C BJ US 5,226.7 (148.3) (330.7)
BJ'S WHOLESALE C 8BJ GR 5,226.7 (148.3) (330.7)
BJ'S WHOLESALE C 8BJ QT 5,226.7 (148.3) (330.7)
BLUE BIRD CORP BLBD US 355.4 (77.6) (2.7)
BLUELINX HOLDING BXC US 1,089.7 (18.3) 454.7
BOMBARDIER INC-B BBDBN MM 26,719.0 (4,100.0) 263.0
BRINKER INTL BKJ GR 1,264.1 (814.2) (284.9)
BRINKER INTL EAT US 1,264.1 (814.2) (284.9)
BRINKER INTL EAT2EUR EU 1,264.1 (814.2) (284.9)
BRINKER INTL BKJ QT 1,264.1 (814.2) (284.9)
BRP INC/CA-SUB V DOO CN 3,358.1 (364.6) (223.2)
BRP INC/CA-SUB V B15A GR 3,358.1 (364.6) (223.2)
BRP INC/CA-SUB V DOOO US 3,358.1 (364.6) (223.2)
CADIZ INC CDZI US 73.9 (81.4) 13.8
CADIZ INC 2ZC GR 73.9 (81.4) 13.8
CAMBIUM NETWORKS CMBM US 154.4 (18.7) 37.4
CAMBIUM NETWORKS CMBMEUR EU 154.4 (18.7) 37.4
CAMBIUM NETWORKS 089 GZ 154.4 (18.7) 37.4
CAMBIUM NETWORKS 089 GR 154.4 (18.7) 37.4
CATASYS INC CATS US 7.2 (10.7) (2.6)
CDK GLOBAL INC C2G QT 3,165.8 (475.4) 143.9
CDK GLOBAL INC CDK* MM 3,165.8 (475.4) 143.9
CDK GLOBAL INC CDKUSD EU 3,165.8 (475.4) 143.9
CDK GLOBAL INC C2G TH 3,165.8 (475.4) 143.9
CDK GLOBAL INC CDKEUR EU 3,165.8 (475.4) 143.9
CDK GLOBAL INC C2G GR 3,165.8 (475.4) 143.9
CDK GLOBAL INC CDK US 3,165.8 (475.4) 143.9
CEDAR FAIR LP FUN1EUR EU 2,132.5 (109.6) (108.6)
CEDAR FAIR LP FUN US 2,132.5 (109.6) (108.6)
CEDAR FAIR LP 7CF GR 2,132.5 (109.6) (108.6)
CHOICE HOTELS CZH GR 1,173.8 (185.5) (53.2)
CHOICE HOTELS CHH US 1,173.8 (185.5) (53.2)
CINCINNATI BELL CIB1 GR 2,649.3 (102.3) (116.4)
CINCINNATI BELL CBBEUR EU 2,649.3 (102.3) (116.4)
CINCINNATI BELL CBB US 2,649.3 (102.3) (116.4)
CLEAR CHANNEL OU CCO US 6,325.6 (2,255.8) (147.2)
CLEAR CHANNEL OU C7C1 GR 6,325.6 (2,255.8) (147.2)
CLEAR CHANNEL OU CCO1EUR EU 6,325.6 (2,255.8) (147.2)
COGENT COMMUNICA OGM1 GR 797.0 (164.2) 252.3
COGENT COMMUNICA CCOI US 797.0 (164.2) 252.3
COGENT COMMUNICA CCOIUSD EU 797.0 (164.2) 252.3
COHERUS BIOSCIEN CHRSUSD EU 186.1 (38.5) 117.8
COHERUS BIOSCIEN 8C5 TH 186.1 (38.5) 117.8
COHERUS BIOSCIEN CHRSEUR EU 186.1 (38.5) 117.8
COHERUS BIOSCIEN 8C5 QT 186.1 (38.5) 117.8
COHERUS BIOSCIEN CHRS US 186.1 (38.5) 117.8
COHERUS BIOSCIEN 8C5 GR 186.1 (38.5) 117.8
COLGATE-BDR COLG34 BZ 12,883.0 (210.0) 268.0
COLGATE-CEDEAR CL AR 12,883.0 (210.0) 268.0
COLGATE-PALMOLIV CL EU 12,883.0 (210.0) 268.0
COLGATE-PALMOLIV CPA TH 12,883.0 (210.0) 268.0
COLGATE-PALMOLIV CLEUR EU 12,883.0 (210.0) 268.0
COLGATE-PALMOLIV CL* MM 12,883.0 (210.0) 268.0
COLGATE-PALMOLIV CL SW 12,883.0 (210.0) 268.0
COLGATE-PALMOLIV CL TE 12,883.0 (210.0) 268.0
COLGATE-PALMOLIV COLG AV 12,883.0 (210.0) 268.0
COLGATE-PALMOLIV CPA GZ 12,883.0 (210.0) 268.0
COLGATE-PALMOLIV CLUSD SW 12,883.0 (210.0) 268.0
COLGATE-PALMOLIV CL US 12,883.0 (210.0) 268.0
COLGATE-PALMOLIV CPA GR 12,883.0 (210.0) 268.0
COLGATE-PALMOLIV CPA QT 12,883.0 (210.0) 268.0
COLUMBIA CARE IN CCHW CN 161.5 (0.9) (1.9)
COLUMBIA CARE IN COLXF US 161.5 (0.9) (1.9)
CURE PHARMACEUTI CURR US 5.3 (0.2) (1.8)
CYCLERION THERAP CYCN US 9.8 (7.8) (16.5)
DELEK LOGISTICS DKL US 640.2 (141.9) (4.8)
DELEK LOGISTICS D6L GR 640.2 (141.9) (4.8)
DENNY'S CORP DENN US 422.3 (140.2) (50.5)
DENNY'S CORP DENNEUR EU 422.3 (140.2) (50.5)
DENNY'S CORP DE8 GR 422.3 (140.2) (50.5)
DIEBOLD NIXDORF DBD SW 4,327.3 (274.7) 482.8
DIEBOLD NIXDORF DBD US 4,327.3 (274.7) 482.8
DIEBOLD NIXDORF DBD GR 4,327.3 (274.7) 482.8
DIEBOLD NIXDORF DBDEUR EU 4,327.3 (274.7) 482.8
DIEBOLD NIXDORF DBDUSD EU 4,327.3 (274.7) 482.8
DIEBOLD NIXDORF DLD TH 4,327.3 (274.7) 482.8
DIEBOLD NIXDORF DLD QT 4,327.3 (274.7) 482.8
DINE BRANDS GLOB DIN US 2,076.1 (190.8) 19.7
DINE BRANDS GLOB IHP GR 2,076.1 (190.8) 19.7
DOLLARAMA INC DR3 GR 3,417.0 (219.0) 19.9
DOLLARAMA INC DLMAF US 3,417.0 (219.0) 19.9
DOLLARAMA INC DOL CN 3,417.0 (219.0) 19.9
DOLLARAMA INC DR3 GZ 3,417.0 (219.0) 19.9
DOLLARAMA INC DOLEUR EU 3,417.0 (219.0) 19.9
DOLLARAMA INC DR3 TH 3,417.0 (219.0) 19.9
DOLLARAMA INC DR3 QT 3,417.0 (219.0) 19.9
DOMINO'S PIZZA EZV TH 1,148.3 (2,975.2) 178.5
DOMINO'S PIZZA EZV GR 1,148.3 (2,975.2) 178.5
DOMINO'S PIZZA DPZ US 1,148.3 (2,975.2) 178.5
DOMINO'S PIZZA DPZEUR EU 1,148.3 (2,975.2) 178.5
DOMINO'S PIZZA DPZUSD EU 1,148.3 (2,975.2) 178.5
DOMINO'S PIZZA DPZ AV 1,148.3 (2,975.2) 178.5
DOMINO'S PIZZA DPZ* MM 1,148.3 (2,975.2) 178.5
DOMINO'S PIZZA EZV QT 1,148.3 (2,975.2) 178.5
DUNKIN' BRANDS G 2DB TH 3,725.4 (691.3) 253.3
DUNKIN' BRANDS G DNKN US 3,725.4 (691.3) 253.3
DUNKIN' BRANDS G 2DB GR 3,725.4 (691.3) 253.3
DUNKIN' BRANDS G DNKNUSD EU 3,725.4 (691.3) 253.3
DUNKIN' BRANDS G 2DB GZ 3,725.4 (691.3) 253.3
DUNKIN' BRANDS G 2DB QT 3,725.4 (691.3) 253.3
DUNKIN' BRANDS G DNKNEUR EU 3,725.4 (691.3) 253.3
EMISPHERE TECH EMIS US 5.2 (155.3) (1.4)
EVERI HOLDINGS I G2C TH 1,632.0 (95.8) 3.3
EVERI HOLDINGS I G2C GR 1,632.0 (95.8) 3.3
EVERI HOLDINGS I EVRI US 1,632.0 (95.8) 3.3
EVERI HOLDINGS I EVRIUSD EU 1,632.0 (95.8) 3.3
EVERI HOLDINGS I EVRIEUR EU 1,632.0 (95.8) 3.3
EVOFEM BIOSCIENC NEOTEUR EU 3.2 (28.9) (30.7)
EVOFEM BIOSCIENC 1AQ1 TH 3.2 (28.9) (30.7)
EVOFEM BIOSCIENC NEOTUSD EU 3.2 (28.9) (30.7)
EVOFEM BIOSCIENC EVFM US 3.2 (28.9) (30.7)
EVOFEM BIOSCIENC 1AQ1 GR 3.2 (28.9) (30.7)
EXELA TECHNOLOGI XELAU US 1,702.9 (204.3) (84.6)
FC GLOBAL REALTY FCRE IT 4.2 (0.6) (3.2)
FILO MINING CORP FIL SS 10.9 (5.4) (5.9)
FRONTDOOR IN FTDR US 1,097.0 (334.0) (5.0)
FRONTDOOR IN FTDREUR EU 1,097.0 (334.0) (5.0)
FRONTDOOR IN 3I5 GR 1,097.0 (334.0) (5.0)
GOGO INC GOGO US 1,296.8 (284.0) 220.7
GOGO INC GOGOUSD EU 1,296.8 (284.0) 220.7
GOGO INC GOGOEUR EU 1,296.8 (284.0) 220.7
GOGO INC G0G QT 1,296.8 (284.0) 220.7
GOGO INC G0G TH 1,296.8 (284.0) 220.7
GOGO INC G0G GR 1,296.8 (284.0) 220.7
GOOSEHEAD INSU-A GSHD US 48.4 (31.9) -
GOOSEHEAD INSU-A 2OX GR 48.4 (31.9) -
GOOSEHEAD INSU-A GSHDEUR EU 48.4 (31.9) -
GRAFTECH INTERNA EAF US 1,529.7 (881.6) 456.0
GRAFTECH INTERNA G6G TH 1,529.7 (881.6) 456.0
GRAFTECH INTERNA EAFEUR EU 1,529.7 (881.6) 456.0
GRAFTECH INTERNA G6G GR 1,529.7 (881.6) 456.0
GRAFTECH INTERNA G6G QT 1,529.7 (881.6) 456.0
GRAFTECH INTERNA EAFUSD EU 1,529.7 (881.6) 456.0
GREEN PLAINS PAR GPP US 121.4 (73.4) (3.0)
GREEN PLAINS PAR 8GP GR 121.4 (73.4) (3.0)
GREENLANE HOLD-A GNLN US 93.7 (12.7) 28.0
GREENLANE HOLD-A G67 GR 93.7 (12.7) 28.0
GREENLANE HOLD-A G67 TH 93.7 (12.7) 28.0
GREENLANE HOLD-A G67 QT 93.7 (12.7) 28.0
GREENSKY INC-A GSKY US 832.7 (73.3) 288.2
HANGER INC HNGR US 752.0 (30.6) 77.2
HCA HEALTHCARE I 2BH TH 43,379.0 (2,255.0) 577.0
HCA HEALTHCARE I HCA US 43,379.0 (2,255.0) 577.0
HCA HEALTHCARE I 2BH GR 43,379.0 (2,255.0) 577.0
HCA HEALTHCARE I HCAUSD EU 43,379.0 (2,255.0) 577.0
HCA HEALTHCARE I HCA* MM 43,379.0 (2,255.0) 577.0
HCA HEALTHCARE I 2BH TE 43,379.0 (2,255.0) 577.0
HCA HEALTHCARE I HCAEUR EU 43,379.0 (2,255.0) 577.0
HERBALIFE NUTRIT HLF US 2,982.8 (629.1) 304.0
HERBALIFE NUTRIT HOO GR 2,982.8 (629.1) 304.0
HERBALIFE NUTRIT HLFUSD EU 2,982.8 (629.1) 304.0
HERBALIFE NUTRIT HOO GZ 2,982.8 (629.1) 304.0
HERBALIFE NUTRIT HLFEUR EU 2,982.8 (629.1) 304.0
HERBALIFE NUTRIT HOO QT 2,982.8 (629.1) 304.0
HEWLETT-CEDEAR HPQ AR 31,946.0 (1,487.0) (4,918.0)
HOME DEPOT - BDR HOME34 BZ 51,515.0 (2,143.0) 880.0
HOME DEPOT INC HD TE 51,515.0 (2,143.0) 880.0
HOME DEPOT INC HDI TH 51,515.0 (2,143.0) 880.0
HOME DEPOT INC HDI GR 51,515.0 (2,143.0) 880.0
HOME DEPOT INC HD US 51,515.0 (2,143.0) 880.0
HOME DEPOT INC HD* MM 51,515.0 (2,143.0) 880.0
HOME DEPOT INC HDI GZ 51,515.0 (2,143.0) 880.0
HOME DEPOT INC HD AV 51,515.0 (2,143.0) 880.0
HOME DEPOT INC HD CI 51,515.0 (2,143.0) 880.0
HOME DEPOT INC HDUSD SW 51,515.0 (2,143.0) 880.0
HOME DEPOT INC HDEUR EU 51,515.0 (2,143.0) 880.0
HOME DEPOT INC HDI QT 51,515.0 (2,143.0) 880.0
HOME DEPOT INC HDCHF EU 51,515.0 (2,143.0) 880.0
HOME DEPOT INC HDUSD EU 51,515.0 (2,143.0) 880.0
HOME DEPOT INC HD SW 51,515.0 (2,143.0) 880.0
HOME DEPOT-CED HDC AR 51,515.0 (2,143.0) 880.0
HOME DEPOT-CED HD AR 51,515.0 (2,143.0) 880.0
HP COMPANY-BDR HPQB34 BZ 31,946.0 (1,487.0) (4,918.0)
HP INC HPQ TE 31,946.0 (1,487.0) (4,918.0)
HP INC 7HP GR 31,946.0 (1,487.0) (4,918.0)
HP INC HPQ US 31,946.0 (1,487.0) (4,918.0)
HP INC 7HP TH 31,946.0 (1,487.0) (4,918.0)
HP INC HPQ* MM 31,946.0 (1,487.0) (4,918.0)
HP INC HPQEUR EU 31,946.0 (1,487.0) (4,918.0)
HP INC 7HP GZ 31,946.0 (1,487.0) (4,918.0)
HP INC HPQ CI 31,946.0 (1,487.0) (4,918.0)
HP INC HPQUSD SW 31,946.0 (1,487.0) (4,918.0)
HP INC HWP QT 31,946.0 (1,487.0) (4,918.0)
HP INC HPQCHF EU 31,946.0 (1,487.0) (4,918.0)
HP INC HPQUSD EU 31,946.0 (1,487.0) (4,918.0)
HP INC HPQ SW 31,946.0 (1,487.0) (4,918.0)
HP INC HPQ AV 31,946.0 (1,487.0) (4,918.0)
IAA INC IAA US 1,975.4 (240.7) 187.9
IAA INC 3NI GR 1,975.4 (240.7) 187.9
IAA INC IAA-WEUR EU 1,975.4 (240.7) 187.9
IHEARTMEDIA-CL A IHTM US 14,286.0 (11,566.1) 650.5
IMMUNOGEN INC IMGN* MM 323.9 (27.6) 228.4
INSEEGO CORP INSGUSD EU 177.6 (32.6) 33.4
INSEEGO CORP INSG US 177.6 (32.6) 33.4
INSEEGO CORP INSGEUR EU 177.6 (32.6) 33.4
INSEEGO CORP INO GR 177.6 (32.6) 33.4
INSEEGO CORP INO GZ 177.6 (32.6) 33.4
INSEEGO CORP INO TH 177.6 (32.6) 33.4
INSEEGO CORP INO QT 177.6 (32.6) 33.4
INSPIRED ENTERTA INSE US 187.7 (13.2) 14.3
INTERCEPT PHARMA ICPT US 438.3 (55.0) 294.5
INTERCEPT PHARMA I4P GR 438.3 (55.0) 294.5
INTERCEPT PHARMA I4P QT 438.3 (55.0) 294.5
INTERCEPT PHARMA ICPTUSD EU 438.3 (55.0) 294.5
INTERCEPT PHARMA I4P TH 438.3 (55.0) 294.5
IRONWOOD PHARMAC I76 TH 363.5 (237.2) 83.3
IRONWOOD PHARMAC IRWD US 363.5 (237.2) 83.3
IRONWOOD PHARMAC I76 GR 363.5 (237.2) 83.3
IRONWOOD PHARMAC IRWDUSD EU 363.5 (237.2) 83.3
IRONWOOD PHARMAC I76 QT 363.5 (237.2) 83.3
IRONWOOD PHARMAC IRWDEUR EU 363.5 (237.2) 83.3
ISRAMCO INC ISRL US 110.9 (3.7) (8.7)
ISRAMCO INC IRM GR 110.9 (3.7) (8.7)
ISRAMCO INC ISRLEUR EU 110.9 (3.7) (8.7)
JACK IN THE BOX JACK US 832.1 (592.5) (76.8)
JACK IN THE BOX JBX GR 832.1 (592.5) (76.8)
JACK IN THE BOX JBX GZ 832.1 (592.5) (76.8)
JACK IN THE BOX JBX QT 832.1 (592.5) (76.8)
JACK IN THE BOX JACK1EUR EU 832.1 (592.5) (76.8)
KIMBERLY-CEDEAR KMB AR 15,204.0 (18.0) (1,942.0)
KIMBERLY-CLA-BDR KMBB34 BZ 15,204.0 (18.0) (1,942.0)
KIMBERLY-CLARK KMY GR 15,204.0 (18.0) (1,942.0)
KIMBERLY-CLARK KMY TH 15,204.0 (18.0) (1,942.0)
KIMBERLY-CLARK KMB US 15,204.0 (18.0) (1,942.0)
KIMBERLY-CLARK KMY SW 15,204.0 (18.0) (1,942.0)
KIMBERLY-CLARK KMBUSD EU 15,204.0 (18.0) (1,942.0)
KIMBERLY-CLARK KMY GZ 15,204.0 (18.0) (1,942.0)
KIMBERLY-CLARK KMY TE 15,204.0 (18.0) (1,942.0)
KIMBERLY-CLARK KMBEUR EU 15,204.0 (18.0) (1,942.0)
KIMBERLY-CLARK KMY QT 15,204.0 (18.0) (1,942.0)
KONTOOR BRAND KTB US 2,385.4 1,579.0 1,143.8
KONTOOR BRAND 3KO TH 2,385.4 1,579.0 1,143.8
KONTOOR BRAND 3KO GR 2,385.4 1,579.0 1,143.8
KONTOOR BRAND KTBEUR EU 2,385.4 1,579.0 1,143.8
KONTOOR BRAND KTBUSD EU 2,385.4 1,579.0 1,143.8
KONTOOR BRAND 3KO QT 2,385.4 1,579.0 1,143.8
KONTOOR BRAND 3KO GZ 2,385.4 1,579.0 1,143.8
KONTOOR BRAND 0A1X LI 2,385.4 1,579.0 1,143.8
L BRANDS INC LTD GR 10,998.0 (898.0) 750.0
L BRANDS INC LB US 10,998.0 (898.0) 750.0
L BRANDS INC LTD TH 10,998.0 (898.0) 750.0
L BRANDS INC LBUSD EU 10,998.0 (898.0) 750.0
L BRANDS INC LBRA AV 10,998.0 (898.0) 750.0
L BRANDS INC LBEUR EU 10,998.0 (898.0) 750.0
L BRANDS INC LB* MM 10,998.0 (898.0) 750.0
L BRANDS INC LTD QT 10,998.0 (898.0) 750.0
LAMB WESTON LW-WUSD EU 3,111.2 (56.2) 401.4
LAMB WESTON 0L5 GR 3,111.2 (56.2) 401.4
LAMB WESTON LW-WEUR EU 3,111.2 (56.2) 401.4
LAMB WESTON 0L5 TH 3,111.2 (56.2) 401.4
LAMB WESTON 0L5 QT 3,111.2 (56.2) 401.4
LAMB WESTON LW* MM 3,111.2 (56.2) 401.4
LAMB WESTON LW US 3,111.2 (56.2) 401.4
LANDCADIA HOLD-A LCA US 0.2 (0.02) (0.3)
LANDCADIA HOLDIN LCAHU US 0.2 (0.02) (0.3)
LENNOX INTL INC LII US 2,105.7 (204.8) 303.5
LENNOX INTL INC LXI TH 2,105.7 (204.8) 303.5
LENNOX INTL INC LII1USD EU 2,105.7 (204.8) 303.5
LENNOX INTL INC LII* MM 2,105.7 (204.8) 303.5
LENNOX INTL INC LII1EUR EU 2,105.7 (204.8) 303.5
LENNOX INTL INC LXI GR 2,105.7 (204.8) 303.5
LEXICON PHARMACE LX31 GR 258.5 (45.7) 118.6
LEXICON PHARMACE LXRX US 258.5 (45.7) 118.6
LEXICON PHARMACE LXRXUSD EU 258.5 (45.7) 118.6
LEXICON PHARMACE LX31 QT 258.5 (45.7) 118.6
LEXICON PHARMACE LXRXEUR EU 258.5 (45.7) 118.6
MCDONALDS - BDR MCDC34 BZ 46,466.6 (6,550.9) 1,584.8
MCDONALDS CORP MCD SW 46,466.6 (6,550.9) 1,584.8
MCDONALDS CORP MCD US 46,466.6 (6,550.9) 1,584.8
MCDONALDS CORP MDO GR 46,466.6 (6,550.9) 1,584.8
MCDONALDS CORP MCD* MM 46,466.6 (6,550.9) 1,584.8
MCDONALDS CORP MCD TE 46,466.6 (6,550.9) 1,584.8
MCDONALDS CORP MDO TH 46,466.6 (6,550.9) 1,584.8
MCDONALDS CORP MCDEUR EU 46,466.6 (6,550.9) 1,584.8
MCDONALDS CORP MDO GZ 46,466.6 (6,550.9) 1,584.8
MCDONALDS CORP MCD AV 46,466.6 (6,550.9) 1,584.8
MCDONALDS CORP MCD CI 46,466.6 (6,550.9) 1,584.8
MCDONALDS CORP MCDUSD SW 46,466.6 (6,550.9) 1,584.8
MCDONALDS CORP MDO QT 46,466.6 (6,550.9) 1,584.8
MCDONALDS CORP MCDCHF EU 46,466.6 (6,550.9) 1,584.8
MCDONALDS CORP MCDUSD EU 46,466.6 (6,550.9) 1,584.8
MCDONALDS-CEDEAR MCD AR 46,466.6 (6,550.9) 1,584.8
MCDONALDS-CEDEAR MCDC AR 46,466.6 (6,550.9) 1,584.8
MEDICINES COMP MDCO US 835.9 (75.4) 195.0
MEDICINES COMP MZN GR 835.9 (75.4) 195.0
MEDICINES COMP MZN GZ 835.9 (75.4) 195.0
MEDICINES COMP MZN TH 835.9 (75.4) 195.0
MEDICINES COMP MZN QT 835.9 (75.4) 195.0
MEDICINES COMP MDCOUSD EU 835.9 (75.4) 195.0
MICHAELS COS INC MIK US 3,679.3 (1,587.4) 307.9
MICHAELS COS INC MIM GR 3,679.3 (1,587.4) 307.9
MOTOROLA SOL-CED MSI AR 9,993.0 (1,090.0) 735.0
MOTOROLA SOLUTIO MOT TE 9,993.0 (1,090.0) 735.0
MOTOROLA SOLUTIO MSI US 9,993.0 (1,090.0) 735.0
MOTOROLA SOLUTIO MTLA GR 9,993.0 (1,090.0) 735.0
MOTOROLA SOLUTIO MTLA TH 9,993.0 (1,090.0) 735.0
MOTOROLA SOLUTIO MSI1USD EU 9,993.0 (1,090.0) 735.0
MOTOROLA SOLUTIO MSI1EUR EU 9,993.0 (1,090.0) 735.0
MOTOROLA SOLUTIO MTLA GZ 9,993.0 (1,090.0) 735.0
MOTOROLA SOLUTIO MTLA QT 9,993.0 (1,090.0) 735.0
MSCI INC MSCI US 3,295.6 (316.5) 457.1
MSCI INC 3HM GR 3,295.6 (316.5) 457.1
MSCI INC MSCIUSD EU 3,295.6 (316.5) 457.1
MSCI INC 3HM QT 3,295.6 (316.5) 457.1
MSCI INC MSCI* MM 3,295.6 (316.5) 457.1
MSG NETWORKS- A MSGN US 844.6 (503.3) 205.5
MSG NETWORKS- A 1M4 QT 844.6 (503.3) 205.5
MSG NETWORKS- A MSGNEUR EU 844.6 (503.3) 205.5
MSG NETWORKS- A 1M4 GR 844.6 (503.3) 205.5
NATHANS FAMOUS NATH US 94.3 (70.1) 72.2
NATHANS FAMOUS NFA GR 94.3 (70.1) 72.2
NATHANS FAMOUS NATHUSD EU 94.3 (70.1) 72.2
NATHANS FAMOUS NATHEUR EU 94.3 (70.1) 72.2
NATIONAL CINEMED NCMI US 1,117.9 (104.7) 111.7
NATIONAL CINEMED XWM GR 1,117.9 (104.7) 111.7
NATIONAL CINEMED NCMIEUR EU 1,117.9 (104.7) 111.7
NAVISTAR INTL IHR TH 7,066.0 (3,852.0) 1,393.0
NAVISTAR INTL NAVEUR EU 7,066.0 (3,852.0) 1,393.0
NAVISTAR INTL NAVUSD EU 7,066.0 (3,852.0) 1,393.0
NAVISTAR INTL IHR GR 7,066.0 (3,852.0) 1,393.0
NAVISTAR INTL NAV US 7,066.0 (3,852.0) 1,393.0
NAVISTAR INTL IHR GZ 7,066.0 (3,852.0) 1,393.0
NAVISTAR INTL IHR QT 7,066.0 (3,852.0) 1,393.0
NEW ENG RLTY-LP NEN US 243.2 (38.2) -
NRC GROUP HOLDIN NRCG US 394.1 (41.4) 51.2
NRG ENERGY NRA GR 9,530.0 (1,520.0) 1,513.0
NRG ENERGY NRA TH 9,530.0 (1,520.0) 1,513.0
NRG ENERGY NRG1USD EU 9,530.0 (1,520.0) 1,513.0
NRG ENERGY NRGEUR EU 9,530.0 (1,520.0) 1,513.0
NRG ENERGY NRA QT 9,530.0 (1,520.0) 1,513.0
NRG ENERGY NRG US 9,530.0 (1,520.0) 1,513.0
OMEROS CORP OMER US 101.2 (121.0) 32.4
OMEROS CORP 3O8 GR 101.2 (121.0) 32.4
OMEROS CORP OMERUSD EU 101.2 (121.0) 32.4
OMEROS CORP 3O8 TH 101.2 (121.0) 32.4
OMEROS CORP OMEREUR EU 101.2 (121.0) 32.4
ONDAS HOLDINGS I ONDS US 2.8 (20.7) (17.2)
OPTIVA INC OPT CN 122.5 (24.0) 18.9
OPTIVA INC RKNEF US 122.5 (24.0) 18.9
PAPA JOHN'S INTL PZZAEUR EU 739.1 (56.6) (19.2)
PAPA JOHN'S INTL PP1 GZ 739.1 (56.6) (19.2)
PAPA JOHN'S INTL PZZA US 739.1 (56.6) (19.2)
PAPA JOHN'S INTL PP1 GR 739.1 (56.6) (19.2)
PHILIP MORRI-BDR PHMO34 BZ 38,042.0 (10,185.0) (2,745.0)
PHILIP MORRIS IN PM1 EU 38,042.0 (10,185.0) (2,745.0)
PHILIP MORRIS IN 4I1 GR 38,042.0 (10,185.0) (2,745.0)
PHILIP MORRIS IN PM US 38,042.0 (10,185.0) (2,745.0)
PHILIP MORRIS IN PM1CHF EU 38,042.0 (10,185.0) (2,745.0)
PHILIP MORRIS IN PM1 TE 38,042.0 (10,185.0) (2,745.0)
PHILIP MORRIS IN 4I1 TH 38,042.0 (10,185.0) (2,745.0)
PHILIP MORRIS IN PM1EUR EU 38,042.0 (10,185.0) (2,745.0)
PHILIP MORRIS IN PMI SW 38,042.0 (10,185.0) (2,745.0)
PHILIP MORRIS IN PMOR AV 38,042.0 (10,185.0) (2,745.0)
PHILIP MORRIS IN 4I1 GZ 38,042.0 (10,185.0) (2,745.0)
PHILIP MORRIS IN PM* MM 38,042.0 (10,185.0) (2,745.0)
PHILIP MORRIS IN 4I1 QT 38,042.0 (10,185.0) (2,745.0)
PHILIP MORRIS IN PMIZ IX 38,042.0 (10,185.0) (2,745.0)
PHILIP MORRIS IN PMIZ EB 38,042.0 (10,185.0) (2,745.0)
PLANET FITNESS-A PLNT1USD EU 1,509.6 (354.0) 283.0
PLANET FITNESS-A 3PL TH 1,509.6 (354.0) 283.0
PLANET FITNESS-A 3PL GR 1,509.6 (354.0) 283.0
PLANET FITNESS-A 3PL QT 1,509.6 (354.0) 283.0
PLANET FITNESS-A PLNT1EUR EU 1,509.6 (354.0) 283.0
PLANET FITNESS-A PLNT US 1,509.6 (354.0) 283.0
PRIORITY TECHNOL PRTH US 472.1 (85.1) 11.7
PROMETIC LIFE PLI CN 140.6 (84.1) (2.1)
PROMETIC LIFE PJ2N GR 140.6 (84.1) (2.1)
PROMETIC LIFE PFSCD US 140.6 (84.1) (2.1)
PROMETIC LIFE PJ2 TH 140.6 (84.1) (2.1)
PROMETIC LIFE PLI1EUR EU 140.6 (84.1) (2.1)
PURPLE INNOVATIO PRPL US 84.4 (2.7) 13.4
REATA PHARMACE-A RETAEUR EU 331.3 (4.6) 256.3
REATA PHARMACE-A RETA US 331.3 (4.6) 256.3
REATA PHARMACE-A 2R3 GR 331.3 (4.6) 256.3
RECRO PHARMA INC RAH GR 181.0 (19.0) 68.1
RECRO PHARMA INC REPH US 181.0 (19.0) 68.1
REVLON INC-A RVL1 GR 3,041.7 (1,132.2) 9.3
REVLON INC-A REV US 3,041.7 (1,132.2) 9.3
REVLON INC-A REVUSD EU 3,041.7 (1,132.2) 9.3
REVLON INC-A RVL1 TH 3,041.7 (1,132.2) 9.3
REVLON INC-A REVEUR EU 3,041.7 (1,132.2) 9.3
RH RH US 2,545.8 (247.4) (189.5)
RH RHEUR EU 2,545.8 (247.4) (189.5)
RH RS1 GR 2,545.8 (247.4) (189.5)
RH RH* MM 2,545.8 (247.4) (189.5)
RIMINI STREET IN RMNI US 124.2 (135.8) (110.6)
ROCKETFUEL BLOCK RKFL US 0.03 (0.0) (0.0)
ROSETTA STONE IN RS8 GR 174.8 (9.8) (71.6)
ROSETTA STONE IN RST US 174.8 (9.8) (71.6)
ROSETTA STONE IN RST1EUR EU 174.8 (9.8) (71.6)
SALLY BEAUTY HOL S7V GR 2,092.6 (145.1) 753.4
SALLY BEAUTY HOL SBHEUR EU 2,092.6 (145.1) 753.4
SALLY BEAUTY HOL SBH US 2,092.6 (145.1) 753.4
SBA COMM CORP SBACUSD EU 9,312.8 (3,302.8) (1,104.1)
SBA COMM CORP 4SB GZ 9,312.8 (3,302.8) (1,104.1)
SBA COMM CORP 4SB GR 9,312.8 (3,302.8) (1,104.1)
SBA COMM CORP SBAC US 9,312.8 (3,302.8) (1,104.1)
SBA COMM CORP SBAC* MM 9,312.8 (3,302.8) (1,104.1)
SBA COMM CORP SBJ TH 9,312.8 (3,302.8) (1,104.1)
SBA COMM CORP SBACEUR EU 9,312.8 (3,302.8) (1,104.1)
SCIENTIFIC GAMES SGMS US 8,837.0 (2,423.0) 660.0
SCIENTIFIC GAMES SGMSUSD EU 8,837.0 (2,423.0) 660.0
SCIENTIFIC GAMES TJW GR 8,837.0 (2,423.0) 660.0
SCIENTIFIC GAMES TJW TH 8,837.0 (2,423.0) 660.0
SCIENTIFIC GAMES TJW GZ 8,837.0 (2,423.0) 660.0
SEALED AIR CORP SDA GR 5,155.0 (292.4) 74.1
SEALED AIR CORP SEE US 5,155.0 (292.4) 74.1
SEALED AIR CORP SEE1EUR EU 5,155.0 (292.4) 74.1
SEALED AIR CORP SDA TH 5,155.0 (292.4) 74.1
SEALED AIR CORP SDA QT 5,155.0 (292.4) 74.1
SERES THERAPEUTI MCRB US 107.0 (69.8) 26.2
SHELL MIDSTREAM SHLXUSD EU 1,915.0 (254.0) 246.0
SHELL MIDSTREAM 49M GR 1,915.0 (254.0) 246.0
SHELL MIDSTREAM 49M TH 1,915.0 (254.0) 246.0
SHELL MIDSTREAM SHLX US 1,915.0 (254.0) 246.0
SILK ROAD MEDICA SILK US 38.7 (52.8) 18.3
SILK ROAD MEDICA 2OW GR 38.7 (52.8) 18.3
SILK ROAD MEDICA SILKEUR EU 38.7 (52.8) 18.3
SILK ROAD MEDICA 2OW GZ 38.7 (52.8) 18.3
SILK ROAD MEDICA 2OW TH 38.7 (52.8) 18.3
SILK ROAD MEDICA SILKUSD EU 38.7 (52.8) 18.3
SINO UNITED WORL SUIC US 0.1 (0.1) (0.1)
SIX FLAGS ENTERT 6FE GR 2,724.9 (239.9) (308.6)
SIX FLAGS ENTERT SIXEUR EU 2,724.9 (239.9) (308.6)
SIX FLAGS ENTERT SIX US 2,724.9 (239.9) (308.6)
SLEEP NUMBER COR SNBR US 770.7 (124.6) (399.8)
SLEEP NUMBER COR SL2 GR 770.7 (124.6) (399.8)
SLEEP NUMBER COR SNBREUR EU 770.7 (124.6) (399.8)
STARBUCKS CORP SRB GR 17,641.9 (5,035.2) (321.1)
STARBUCKS CORP SRB TH 17,641.9 (5,035.2) (321.1)
STARBUCKS CORP SBUX* MM 17,641.9 (5,035.2) (321.1)
STARBUCKS CORP SBUX IM 17,641.9 (5,035.2) (321.1)
STARBUCKS CORP SRB GZ 17,641.9 (5,035.2) (321.1)
STARBUCKS CORP SBUX AV 17,641.9 (5,035.2) (321.1)
STARBUCKS CORP SBUX TE 17,641.9 (5,035.2) (321.1)
STARBUCKS CORP SBUXEUR EU 17,641.9 (5,035.2) (321.1)
STARBUCKS CORP SBUX CI 17,641.9 (5,035.2) (321.1)
STARBUCKS CORP SBUXUSD SW 17,641.9 (5,035.2) (321.1)
STARBUCKS CORP SBUXUSD EU 17,641.9 (5,035.2) (321.1)
STARBUCKS CORP SBUX US 17,641.9 (5,035.2) (321.1)
STARBUCKS CORP SRB QT 17,641.9 (5,035.2) (321.1)
STARBUCKS CORP SBUXCHF EU 17,641.9 (5,035.2) (321.1)
STARBUCKS CORP SBUX SW 17,641.9 (5,035.2) (321.1)
STARBUCKS-BDR SBUB34 BZ 17,641.9 (5,035.2) (321.1)
STARBUCKS-CEDEAR SBUX AR 17,641.9 (5,035.2) (321.1)
STEALTH BIOTHERA S1BA GR 15.5 (175.3) (27.3)
STEALTH BIOTHERA MITO US 15.5 (175.3) (27.3)
SUNPOWER CORP S9P2 GR 2,307.7 (221.5) 190.3
SUNPOWER CORP S9P2 TH 2,307.7 (221.5) 190.3
SUNPOWER CORP SPWR US 2,307.7 (221.5) 190.3
SUNPOWER CORP SPWREUR EU 2,307.7 (221.5) 190.3
SUNPOWER CORP SPWRUSD EU 2,307.7 (221.5) 190.3
SUNPOWER CORP S9P2 QT 2,307.7 (221.5) 190.3
TAILORED BRANDS TLRDEUR EU 2,765.5 (4.0) 291.4
TAILORED BRANDS WRM TH 2,765.5 (4.0) 291.4
TAILORED BRANDS TLRDUSD EU 2,765.5 (4.0) 291.4
TAILORED BRANDS TLRD US 2,765.5 (4.0) 291.4
TAILORED BRANDS WRM GR 2,765.5 (4.0) 291.4
TAILORED BRANDS TLRD* MM 2,765.5 (4.0) 291.4
TAUBMAN CENTERS TU8 GR 4,451.4 (331.9) -
TAUBMAN CENTERS TCO US 4,451.4 (331.9) -
TRANSDIGM GROUP TDG US 17,797.2 (1,482.2) 3,869.3
TRANSDIGM GROUP T7D GR 17,797.2 (1,482.2) 3,869.3
TRANSDIGM GROUP T7D TH 17,797.2 (1,482.2) 3,869.3
TRANSDIGM GROUP TDGUSD EU 17,797.2 (1,482.2) 3,869.3
TRANSDIGM GROUP T7D QT 17,797.2 (1,482.2) 3,869.3
TRANSDIGM GROUP TDGEUR EU 17,797.2 (1,482.2) 3,869.3
TRANSDIGM GROUP TDG* MM 17,797.2 (1,482.2) 3,869.3
TRANSMEDICS GROU TMDX US 38.8 (12.5) 13.9
TRILOGY INTERNAT TRL CN 811.6 (29.7) 18.9
TRIUMPH GROUP TG7 GR 2,854.6 (573.3) 265.8
TRIUMPH GROUP TGI US 2,854.6 (573.3) 265.8
TRIUMPH GROUP TGIEUR EU 2,854.6 (573.3) 265.8
TUPPERWARE BRAND TUP GR 1,438.8 (184.0) (141.3)
TUPPERWARE BRAND TUP US 1,438.8 (184.0) (141.3)
TUPPERWARE BRAND TUP1USD EU 1,438.8 (184.0) (141.3)
TUPPERWARE BRAND TUP GZ 1,438.8 (184.0) (141.3)
TUPPERWARE BRAND TUP1EUR EU 1,438.8 (184.0) (141.3)
TUPPERWARE BRAND TUP TH 1,438.8 (184.0) (141.3)
TUPPERWARE BRAND TUP QT 1,438.8 (184.0) (141.3)
UNISYS CORP USY1 TH 2,484.5 (1,282.5) 345.4
UNISYS CORP USY1 GR 2,484.5 (1,282.5) 345.4
UNISYS CORP UIS US 2,484.5 (1,282.5) 345.4
UNISYS CORP UIS1 SW 2,484.5 (1,282.5) 345.4
UNISYS CORP UISEUR EU 2,484.5 (1,282.5) 345.4
UNISYS CORP UISCHF EU 2,484.5 (1,282.5) 345.4
UNISYS CORP USY1 GZ 2,484.5 (1,282.5) 345.4
UNISYS CORP USY1 QT 2,484.5 (1,282.5) 345.4
UNISYS CORP UIS EU 2,484.5 (1,282.5) 345.4
UNITI GROUP INC CSALUSD EU 4,697.3 (1,463.5) -
UNITI GROUP INC 8XC TH 4,697.3 (1,463.5) -
UNITI GROUP INC UNIT US 4,697.3 (1,463.5) -
UNITI GROUP INC 8XC GR 4,697.3 (1,463.5) -
VALVOLINE INC VVVUSD EU 1,914.0 (298.0) 343.0
VALVOLINE INC 0V4 GR 1,914.0 (298.0) 343.0
VALVOLINE INC 0V4 TH 1,914.0 (298.0) 343.0
VALVOLINE INC VVVEUR EU 1,914.0 (298.0) 343.0
VALVOLINE INC 0V4 QT 1,914.0 (298.0) 343.0
VALVOLINE INC VVV US 1,914.0 (298.0) 343.0
VANTAGE DRILL-UT VTGGF US 1,107.9 (112.5) 228.5
VECTOR GROUP LTD VGR US 1,429.2 (590.1) 324.7
VECTOR GROUP LTD VGR GR 1,429.2 (590.1) 324.7
VECTOR GROUP LTD VGREUR EU 1,429.2 (590.1) 324.7
VECTOR GROUP LTD VGRUSD EU 1,429.2 (590.1) 324.7
VECTOR GROUP LTD VGR QT 1,429.2 (590.1) 324.7
VERISIGN INC VRS GR 1,919.7 (1,406.1) 374.0
VERISIGN INC VRSN US 1,919.7 (1,406.1) 374.0
VERISIGN INC VRS TH 1,919.7 (1,406.1) 374.0
VERISIGN INC VRSN* MM 1,919.7 (1,406.1) 374.0
VERISIGN INC VRSNUSD EU 1,919.7 (1,406.1) 374.0
VERISIGN INC VRS SW 1,919.7 (1,406.1) 374.0
VERISIGN INC VRSNEUR EU 1,919.7 (1,406.1) 374.0
VERISIGN INC VRS GZ 1,919.7 (1,406.1) 374.0
VERISIGN INC VRS QT 1,919.7 (1,406.1) 374.0
W&T OFFSHORE INC UWV GR 842.5 (372.6) 14.6
W&T OFFSHORE INC WTI1EUR EU 842.5 (372.6) 14.6
W&T OFFSHORE INC WTI1USD EU 842.5 (372.6) 14.6
W&T OFFSHORE INC UWV TH 842.5 (372.6) 14.6
W&T OFFSHORE INC WTI US 842.5 (372.6) 14.6
WAYFAIR INC- A W US 2,113.9 (479.1) (112.0)
WAYFAIR INC- A 1WF QT 2,113.9 (479.1) (112.0)
WAYFAIR INC- A 1WF GR 2,113.9 (479.1) (112.0)
WAYFAIR INC- A WEUR EU 2,113.9 (479.1) (112.0)
WEIGHT WATCHERS WW6 GR 1,526.2 (815.1) (44.7)
WEIGHT WATCHERS WW US 1,526.2 (815.1) (44.7)
WEIGHT WATCHERS WTWUSD EU 1,526.2 (815.1) (44.7)
WEIGHT WATCHERS WW6 GZ 1,526.2 (815.1) (44.7)
WEIGHT WATCHERS WTWEUR EU 1,526.2 (815.1) (44.7)
WEIGHT WATCHERS WW6 QT 1,526.2 (815.1) (44.7)
WEIGHT WATCHERS WW6 TH 1,526.2 (815.1) (44.7)
WEIGHT WATCHERS WTW AV 1,526.2 (815.1) (44.7)
WESTERN UNIO-BDR WUNI34 BZ 9,432.0 (374.2) 190.9
WESTERN UNION W3U TH 9,432.0 (374.2) 190.9
WESTERN UNION WU* MM 9,432.0 (374.2) 190.9
WESTERN UNION W3U GR 9,432.0 (374.2) 190.9
WESTERN UNION WU US 9,432.0 (374.2) 190.9
WESTERN UNION WUUSD EU 9,432.0 (374.2) 190.9
WESTERN UNION WUEUR EU 9,432.0 (374.2) 190.9
WESTERN UNION W3U GZ 9,432.0 (374.2) 190.9
WESTERN UNION W3U QT 9,432.0 (374.2) 190.9
WIDEOPENWEST INC WOW US 2,462.2 (284.2) (97.6)
WIDEOPENWEST INC WU5 GR 2,462.2 (284.2) (97.6)
WIDEOPENWEST INC WU5 QT 2,462.2 (284.2) (97.6)
WIDEOPENWEST INC WOW1EUR EU 2,462.2 (284.2) (97.6)
WINGSTOP INC WING1EUR EU 151.5 (220.5) 5.4
WINGSTOP INC WING US 151.5 (220.5) 5.4
WINGSTOP INC EWG GR 151.5 (220.5) 5.4
WINMARK CORP WINA US 46.8 (21.5) 6.9
WINMARK CORP GBZ GR 46.8 (21.5) 6.9
WYNDHAM DESTINAT WD5 TH 7,370.0 (584.0) 525.0
WYNDHAM DESTINAT WYND US 7,370.0 (584.0) 525.0
WYNDHAM DESTINAT WYNEUR EU 7,370.0 (584.0) 525.0
WYNDHAM DESTINAT WD5 QT 7,370.0 (584.0) 525.0
WYNDHAM DESTINAT WD5 GR 7,370.0 (584.0) 525.0
YELLOW PAGES LTD Y CN 418.5 (106.1) 82.7
YELLOW PAGES LTD YLWDF US 418.5 (106.1) 82.7
YUM! BRANDS INC TGR TH 4,744.0 (7,904.0) (141.0)
YUM! BRANDS INC TGR GR 4,744.0 (7,904.0) (141.0)
YUM! BRANDS INC YUM* MM 4,744.0 (7,904.0) (141.0)
YUM! BRANDS INC TGR GZ 4,744.0 (7,904.0) (141.0)
YUM! BRANDS INC YUM AV 4,744.0 (7,904.0) (141.0)
YUM! BRANDS INC TGR TE 4,744.0 (7,904.0) (141.0)
YUM! BRANDS INC YUMUSD SW 4,744.0 (7,904.0) (141.0)
YUM! BRANDS INC YUM US 4,744.0 (7,904.0) (141.0)
YUM! BRANDS INC YUMEUR EU 4,744.0 (7,904.0) (141.0)
YUM! BRANDS INC TGR QT 4,744.0 (7,904.0) (141.0)
YUM! BRANDS INC YUM SW 4,744.0 (7,904.0) (141.0)
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors.
Copyright 2019. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000.
*** End of Transmission ***