/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/190808.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, August 8, 2019, Vol. 23, No. 219 Headlines 10 HOMESTEAD: $239K Sale of Quincy Property to Washington Approved 10 HOMESTEAD: Aug. 20 Hearing on $265K Quincy Property Sale Set 1309 BERGENLINE: Stepanovic Buying Union City Property for $320K 1924 LUNA'S: Case Summary & 17 Unsecured Creditors 2260 SAN YSIDRO: Avnery Buying Beverly Hills Property for $2.55M ACTION MD: Voluntary Chapter 11 Case Summary ADEENIH REAL: Stop 1 Buying Franklinton Property for $1M ALLIED WELDING: Seeks to Hire Rafool Bourne as Legal Counsel AMEGANA LLC: Seeks Approval to Hire Bankruptcy Attorney AMERICAN STEEL: Proposes a $1 Million Sale of Equipment ARMAOS PROPERTY: Wins Approval to Use Cash Until Aug. 31 ASSETMARK FINANCIAL: Moody's Hikes Corp. Family Rating to Ba2 BARNEYS NEW YORK: Hilco/Gordon Require Quick Sale BARNEYS NEW YORK: Luxury Retailer in Chapter 11 Due to Cash Woes BARNEYS NEW YORK: Says 5 Flagship Locations to Remain Open BAY CIRCLE: Trustee's $12.8M Sale of NIlhan's Atlanta Property OK'd BEATRICE REALTY: Seeks to Hire Joseph G. Butler as Legal Counsel BEAUTIFUL BROWS: Trustee's Auction Sale of Two Vehicles Approved C-STORE TRANDS: Voluntary Chapter 11 Case Summary CAH ACQUISITION: Trustee Seeks Approval to Hire BKD as Accountant CARLOS GUTIERREZ: Selling Chula Vista Property for $515K CASSO-SOLAR: Case Summary & 20 Largest Unsecured Creditors CEDAR HAVEN: Gets Approval to Employ Stretto as Claims Agent CELADON GROUP: Completes $165 Million in New Long-Term Financing CLEAR CHANNEL: Fitch Rates New $2.2-Bil. Secured Debt 'BB-/RR1' COLORADO WICH: $450K Cash Sale of All Assets to TL Front Approved CON-NIC APARTMENTS: Anticipates $15K in Legal Fees COOK COUNTY: Moody's Alters Outlook on Ba3 Issuer Rating to Neg. CRESCENT ASSOCIATES: Hasan Buying Los Angeles Property for $1.85M DAH UNIV. HOSPITALITY: Seeks to Use Stearns, Busey Cash Collateral DN ENTERPRISES: Yellow Door Buying Omaha Property for $55K EAGLE ENTERPRISES: Seeks to Hire Michael Barnett as Legal Counsel ESCUE WOOD: Seeks to Hire Tranzon Asset Advisors as Auctioneer FALCON V: Arna Objects to Disclosure Statement FC BACKGROUND: Seeks to Hire ClearCap Strategic as Broker FRAN TRANSPORT: U.S. Trustee Unable to Appoint Creditors' Committee HARVARD GROUP: Sept. 11 Hearing on Disclosure Statement HOOSIER HOME: U.S. Trustee Unable to Appoint Creditors' Committee HYLAND SOFTWARE: Moody's Affirms B2 CFR, Outlook Still Negative IFRESH INC: Complies with Nasdaq's Annual Meeting Requirement INVENERGY THERMAL: Moody's Affirms Ba2 Rating on $448.5MM Sec. Loan J&D CONSTRUCTION: Seeks to Hire Leonard Key as Legal Counsel JOHNSON PUBLISHING: Photography, Media Archive Auction Completed LEGACY RESERVES: Taps Sidley Austin as Legal Counsel MUSIC CITY: Taps Harris Law Practice as Legal Counsel NEW ENTERPRISE: Moody's Hikes CFR to B2 & Alters Outlook to Stable OMNICHOICE HEALTH: Taps Buddy D. Ford as Legal Counsel PERKINS & MARIE: In Ch.11 to Sell Perkins, Foxtail Segment for $40M PES HOLDINGS: U.S. Trustee Appoints 7-Member Creditors' Committee REYES P. ALONZO: Case Summary & 2 Unsecured Creditors SAMM SOLUTIONS: Case Summary & 20 Largest Unsecured Creditors SHALE SUPPORT: Deadline to File Claims Set for Aug. 30 SOUTH COAST BEHAVIORAL: Taps Nicastro & Associates as Counsel SPIRIT AIRLINES: Fitch Affirms 'BB' IDR, Outlook Still Negative STEINER BROTHER: Case Summary & 4 Unsecured Creditors STERICYCLE INC: Fitch Affirms 'BB' IDR & Alters Outlook to Negative TOP CAT READY MIX: Case Summary & 20 Largest Unsecured Creditors TRES GENERACIONES: Case Summary & 19 Unsecured Creditors US FOODS: Moody's Confirms Ba3 CFR, Outlook Positive VILLA BELLINI: Seeks to Hire Brundage Law as Legal Counsel VMW INVESTMENTS: Seeks to Hire Bonds Ellis as Legal Counsel WALL TO WALL: 3 Members Remain in Creditors' Committee WEATHERFORD INT'L: Seeks to Hire Hunton Andrews as Legal Counsel WEATHERFORD INT'L: Seeks to Hire Latham & Watkins as Co-Counsel [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 10 HOMESTEAD: $239K Sale of Quincy Property to Washington Approved ------------------------------------------------------------------ Judge Frank J. Bailey of the U.S. Bankruptcy Court for the District of Massachusetts authorized 10 Homestead Avenue, LLC's private sale of the real property commonly known as Unit 3, 10 Homestead Avenue, Quincy, Massachusetts, as described in a Deed dated April 8, 2013 recorded at Norfolk County Registry of Deeds, Book 31214, Page 199 and further described in a Master Deed dated April 11, 2018, recorded at the Norfolk County Registry of Deeds, Book 35907, Page 233, to Theresa L. Washington for $239,000. The sale will be free and clear of liens. The proceeds of the sale will be held in escrow by Northeast Bank pending further order of the Court. About 10 Homestead Avenue 10 Homestead Avenue's principal assets are located at 10 Homestead Avenue Quincy, MA 02169. Landing at Braintree's principal assets are located at Units 125-139B, Commercial Street Braintree, MA 02184. 10 Homestead Avenue, LLC, and its affiliate Landing at Braintree, LLC, filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case Nos. 18-14158 18-14159, respectively) on Nov. 6, 2018. In the petitions signed by William T. Barry, manager, the Debtors estimated $1 million to $10 million in assets and liabilities. Judge Frank J. Bailey oversees Case No. 18-14158 while the Hon. Christopher J. Panos presides over Case No. 18-14159. The Ann Brennan Law Offices serves as the Debtors' counsel. The Law Office of Lipman & White, is special counsel. 10 HOMESTEAD: Aug. 20 Hearing on $265K Quincy Property Sale Set --------------------------------------------------------------- Judge Frank J. Bailey of the U.S. Bankruptcy Court for the District of Massachusetts will convene a hearing on Aug. 20, 2019 at 11:30 a.m. to consider 10 Homestead Avenue, LLC's private sale of the real property commonly known as Unit 4, 10 Homestead Avenue, Quincy, Massachusetts, as described in a Deed dated April 8, 2013, recorded at Norfolk County Registry of Deeds, Book 31214, Page 199 and further described in a Master Deed dated April 11, 2018, recorded at the Norfolk County Registry of Deeds, Book 35907, Page 233, to Lei Hazlett for $265,000. The objection deadline is Aug. 19, 2019 at 12:00 noon. The real estate will be sold free and clear of all liens, claims and encumbrances. Any perfected, enforceable valid liens will attach to the proceeds of sale according to priorities established under applicable law. The Purchaser: Lei Hazlett 1048 Washington Street Weymouth, MA 02189 About 10 Homestead Avenue 10 Homestead Avenue's principal assets are located at 10 Homestead Avenue Quincy, MA 02169. Landing at Braintree's principal assets are located at Units 125-139B, Commercial Street Braintree, MA 02184. 10 Homestead Avenue, LLC, and its affiliate Landing at Braintree, LLC, filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case Nos. 18-14158 18-14159, respectively) on Nov. 6, 2018. In the petitions signed by William T. Barry, manager, the Debtors estimated $1 million to $10 million in assets and liabilities. Judge Frank J. Bailey oversees Case No. 18-14158 while the Hon. Christopher J. Panos presides over Case No. 18-14159. The Ann Brennan Law Offices serves as the Debtors' counsel. The Law Office of Lipman & White, is special counsel. 1309 BERGENLINE: Stepanovic Buying Union City Property for $320K ---------------------------------------------------------------- 1309 Bergenline, LLC, asks the U.S. Bankruptcy Court for the District of New Jersey to authorize the sale of the real property located at 1309 Bergenline Avenue, Union City, New Jersey to Tatiana Stepanovic for $320,000, free and clear of any and all liens, claims or interests. The Debtor's case was commenced on the eve of a foreclosure Sale concerning the Property. The Property is a 2,462 square foot two family residential property. Prior to conversion of the Debtor's bankruptcy case to a case under Chapter 11 of the Bankruptcy Code, the Property was appraised at $375,000 by the Chapter 7 trustee. The Property may be encumbered by certain liens which may include: (i) any and all unpaid property taxes; (ii) any and all unpaid municipal charges for water and/or sewer; (iii) mortgage lien owed to United Bridge Capital, LLC in the amount of $244,756; (iv) Tax Lien Certificate held by AGPS Investments, LLC, in the amount of $34,654; (v) UCC-1 lien held by Taylex, LLC; and (vi) UCC-1 lien held by Island View Private Loan Fund, L.P. Subject to Court authorization, the Debtor has entered into a Purchase Agreement for the Sale of real estate to purchase the Property for a purchase price of $320,000 with the Buyer. The Purchaser currently resides at the Property and shares an interpersonal relationship with the Debtor's principal, Danijel Varga. The Purchase Agreement and the Sale to the Purchaser is contingent upon and subject to the Court's approval. The pertinent terms of the Purchase Agreement are as follows: a. The Property is being sold As Is, Where Is condition. b. The Purchase Agreement provides for a $320,000 purchase price with an initial deposit of $9,600. c. The closing is anticipated to occur on 60 days from conclusion of receipt of the Court's approval of the Sale, whichever date is later. d. The performance of the Purchaser is contingent on obtaining of a mortgage commitment in the amount of $310,400. e. The Purchase Agreement provides that all currently installed (i) appliances, (ii) lighting fixtures, and (iii) window treatments along with the related hardware will remain with the Property. f. The Buyer will give the Seller 90 days, from the entrance of the Order approving the Sale, to obtain bankruptcy court approval. If approval has not been received in 90 days, the Buyer will 1) extend to the Seller a reasonable amount of time to finalize the approval or 2) the Buyer will cancel the Purchase Agreement and the Buyer will be entitled to the return of the earnest money deposit. g. All representations made by the Seller in the Purchase Agreement, any riders or addenda to the Purchase Agreement, and any attorney review letters, including the letter, or any disclosures made by the Seller, are made to the best of the Seller's knowledge, information and belief, and will not survive closing of title. The Seller specifically makes no representations regarding the Property which pertain to any time prior to Seller's ownership of the Property. Any statement contained in a Seller's Disclosure Statement or similar document delivered by the Seller to the Buyer or the real estate broker in the transaction, if any, will control over a more general statement or representation in the Purchase Agreement or any amendments to the Purchase Agreement, including any attorney review letters. h. The Seller assumes risk of loss or damage to the subject premises by fire or otherwise until closing. In case the premises should suffer damage beyond normal wear and tear, the Seller will repair or agree to provide at closing an agreed upon amount of a credit for said damage prior to closing. In the case where the cost of repairs exceeds 10% of the purchase price, the parties may attempt to negotiate a resolution and if one cannot be made, either party may cancel the Purchase Agreement and all deposit monies will be returned. i. All waivers must be in writing. Any deposit monies paid by or on behalf of the Buyer will be refunded in full to Buyer should either party declare the Purchase Agreement null and void in conformity with the Purchase Agreement. In the event one of the parties to the agreement will default, the other party will have such remedies as may be provided by law and equity. j. The Purchase Agreement will be construed, interpreted and enforced pursuant to the laws of the State of New Jersey. The net Sales proceeds are being realized only because of the Debtor's efforts to bring the Sale and with the assistance of Scura, Wigfield, Heyer, Stevens & Cammarota, LLP retained by order of the Court, and for fees approved by the Court. Significant time was invested in bringing the Sale to realization and the Retained Professionals have incurred actual costs in attempting to dispose of the Property. But for the efforts of the Retained Professionals, the secured creditors would not have realized any Sale proceeds until the eventual foreclosure Sale. Thus, the Court should allow professionals fees to be paid from the Sale proceeds. The Debtor asserts that given the goal by the parties in the case to sell the Property and bring the case to conclusion in the short term, there is cause to waive the stay and the Debtor asks that upon approval of the Sale, the 14-day period pursuant to Rule 6004(h) be waived by the Court. A copy of the Contract attached to the Motion is available for free at: http://bankrupt.com/misc/1309_Bergenline_68_Sales.pdf A hearing on the Motion is set for July 23, 2019 at 11:00 a.m. The Purchaser: Tatiana Stepanovic 304 East 20th Street New York, NY 10003 About 1309 Bergenline On May 9, 2018, 1309 Bergenline, LLC, filed a voluntary petition for relief pursuant to Chapter 7 of Title 11 of the United States Code. On Nov. 2, 2018, the case (Bankr. D.N.J. Case No. 18-19526) was successfully converted to a chapter 11 bankruptcy proceeding. Since the conversion, the Debtor has remained in possession of its assets and continues the management of its bankruptcy estate as a debtor-in-possession pursuant to Sec. 1107 and 1108 of the Bankruptcy Code. The Debtor's case was commenced on the eve of a foreclosure sale concerning real property located at 1309 Bergenline Avenue, Union City, State of New Jersey. The property is a 2,462 square foot two-family residential property. Counsel for the Debtor: SCURA, WIGFIELD, HEYER, STEVENS & CAMMAROTA, LLP David L. Stevens 1599 Hamburg Turnpike Wayne, New Jersey 07470 Tel.: 973-696-8391 E-mail: dstevens@scura.com 1924 LUNA'S: Case Summary & 17 Unsecured Creditors -------------------------------------------------- Debtor: 1924 Luna's & Associates, Inc. DBA Luna's Tortilla Factory 2225 Composite Drive Dallas, TX 75220 Business Description: 1924 Luna's & Associates Inc. is a privately held company in Dallas, Texas that operates in the restaurants industry. Chapter 11 Petition Date: August 5, 2019 Court: United States Bankruptcy Court Northern District of Texas (Dallas) Case No.: 19-32637 Judge: Hon. Stacey G. Jernigan Debtor's Counsel: Eric A. Liepins, Esq. ERIC A. LIEPINS, P.C. 12770 Coit Rd., Suite 1100 Dallas, TX 75251 Tel: (972) 991-5591 E-mail: eric@ealpc.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Fernando Luna, president. A full-text copy of the petition containing, among other items, a list of the Debtor's 17 unsecured creditors is available for free at: http://bankrupt.com/misc/txnb19-32637.pdf 2260 SAN YSIDRO: Avnery Buying Beverly Hills Property for $2.55M ---------------------------------------------------------------- 2260 San Ysidro, LLC, asks the U.S. Bankruptcy Court for the Central District of California to authorize the sale of the real property located at 2260 San Ysidro Drive, Beverly Hills, California to to Uzi Avnery and/or Assignee for $2.55 million, cash, subject to higher and better offers. The Debtor will have an auction of the real property in the courtroom at the time of the hearing if there are competing bidders. In order for a bid to be a "qualified bid," the bidder must have $75,000 cashier's check payable to Richard T Baum Trust Account," presented at or before the time of the auction. A first qualified bid must exceed the existing bid by $25,000, and each subsequent bid must exceed the previous bid by $10,000, or more in the discretion of the Debtor. The Debtor asks an order approving the sale to the best bidder at the auction in the opinion and discretion of the Debtor upon the following terms, and in the event that no auction takes place, the Debtor asks approval of the sale of the property to Avnery, on the following terms: 1. The price will be $2.55 million, all cash offer, no financing contingencies. 2. The sale is free and clear of all liens, claims and encumbrances as set forth in the Motion; to the extent that any secured claims against the property are not paid at the close of escrow, a lien will attach to the proceeds. 3. The liens, encumbrances and interests to be sold free and clear are: (i) First Trust Deed held by AB Capital, LLC, - to be paid as agreed at close of escrow; and (ii) Lien for Unsecured Property Taxes in favor of Los Angeles County Tax Collector, Instrument No. 05-133287 in the amount of $23,192 - to be paid in full at close of escrow. 4. The brokers' commission of more than three percent (3%) will be paid by the Buyer. 5. The sale is contingent upon the delivery of Ready to Issue building plans and permits at no cost to the Buyer. 6. In addition, the proceeds of the sale will pay, directly out of the sale escrow, all unsecured claims against the property in amounts as specified by the Debtor. If a proof of claim is filed by an unsecured creditor, the Debtor will examine the claim, and will approve it in such amount as he determines is appropriate. If this amount is less than the amount specified in the proof of claim, the excess will be held by the Debtor in its Debtor-in-Possession account pending resolution of the claim. The unsecured claims of the Debtor, and the approximate amounts are: Intercoastal Financial, $15,250; Assignee of SC Homes Ben Borukhim $13,000; Castillo Engineering $7,000. The Debtor retained Neyshia Go of Compass Realty to be its real estate broker to sell the property, and Go’s employment was approved by the Court by order entered June 7, 2019. The Order provides that Go may be compensated with a commission of up to 5% of the purchase price, and that she may share that commission with other brokers within the customary rules governing sales of real property in Southern California. Go has agreed to a commission of 3%, and she should be paid that commission. Any commission of more than 3% will be paid by the buyer. The balance of the funds will be remitted to the Debtor. The balance will remain property of the estate. If Avnery and/or Assignee is not the purchaser of the property, a breakup fee of $25,000 may be paid to him or to his assignee, and that Debtor may pay the real estate brokers involved in the transaction. The buyer must close escrow not later than 15 days after entry of the order approving sale, unless extended by agreement of the parties or the requirement of the title insurer. The grounds for the motion are that the sale is in the best interests of the estate, that the property has been sufficiently exposed to the market such that the auction price is reflective of the best and highest price to be obtained in the market. The property is sold free and clear of liens, encumbrances and interests because the price to be paid is more than the value of all liens against the property and/or the holder could be compelled in a legal or equitable proceeding to accept a money satisfaction of that interest. The Debtor prays for an order approving the sale of its property to the auction winner as determined by the Debtor. A hearing on the Motion is set for July 23, 2019 at 11:00 a.m. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/2260_San_Ysidro_42_Sales.pdf About 2260 San Ysidro 2260 San Ysidro, LLC, is a Single Asset Real Estate Debtor, as defined in 11 U.S.C. Section 101(51B)). It is the fee simple owner of a property located at 2260 San Ysidro Drive, Beverly Hills, Calif., with an estimated value of $3.2 million. 2260 San Ysidro filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 19-15021) on April 30, 2019. In the petition signed by John LaCroix, member, the Debtor estimated $3,200,000 in assets and $2,304,815 in liabilities. The case is assigned to Judge Vincent P. Zurzolo. Richard T. Baum, Esq. at the Law Offices of Richard T. Baum, is the Debtor's counsel. ACTION MD: Voluntary Chapter 11 Case Summary -------------------------------------------- Debtor: Action MD, LLC 500 N. Valley Parkway Lewisville, TX 75067 Business Description: Action MD LLC is primarily engaged in renting and leasing real estate properties. Chapter 11 Petition Date: August 5, 2019 Court: United States Bankruptcy Court Eastern District of Texas (Sherman) Case No.: 19-42111 Judge: Hon. Brenda T. Rhoades Debtor's Counsel: John Paul Stanford, Esq. QUILLING, SELANDER, LOWNDS, WINSLETT & MOSER, P.C. 2001 Bryan Street, Suite 1800 Dallas, TX 75201 Tel: (214) 880-1851 (214) 871-2100 Fax: 214-871-2111 E-mail: jstanford@qslwm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Suleman Hashmi, managing member. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/txeb19-42111.pdf ADEENIH REAL: Stop 1 Buying Franklinton Property for $1M -------------------------------------------------------- Adeenih Real Estate, LLC, asks the U.S. Bankruptcy Court for the Western District of Louisiana to authorize the sale of the real property in Washington Parish, Louisiana to Stop 1, Inc. for $1.05 million. The Debtor owns property at 1305 Washington Street, Franklinton, Washington Parish, Louisiana. A convenience store and other improvements are located on the Property. It is not necessary to an effective reorganization of the Debtor as the Debtor owns many other properties. To the best of the Debtor's knowledge, information and belief, there are no liens, mortgages, security interests, privileges and/or encumbrances asserted against the Property other than a first mortgage in favor of Greenlake Real Estate Fund, LLC and a second mortgage in favor of LiftForward, Inc. The total debt to Greenlake is roughly $2.7 million, as it is secured by other property of the Debtor. The Debtor, as the Seller, has entered into a Purchase Agreement, for the sale of the Property for the sum of $1,05 million to the Purchaser, a Louisiana Business Corporation. It wishes to sell the Property to Purchaser free and clear of all liens and encumbrances. All net proceeds from the sale will be paid to Greenlake at closing. The Debtor asks the Court grants that the Clerk and Recorder of Mortgages for the Parish of Washington, Louisiana cancel all liens and mortgages of record. The Debtor believes that the proposed purchase price is fair and reasonable, and that the sale of Property is in the best interest of the estate and its creditors. The Purchaser is completely unaffiliated with the Debtor. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Adeenih_Real_35_Sales.pdf About Adeenih Real Estate On April 22, 2019, LiftForward, Inc., a creditor of Adeenih Real Estate, filed an involuntary petition for relief under Chapter 7 against the Debtor (Bankr. W.D. La. Case No. 19-80396). The case was converted to one under Chapter 11 (Bankr. W.D. La. Case No. 19-80396) on May 24, 2019. The case has been assigned to Judge John W. Kolwe. Arthur A. Vingiello, Esq., at The Steffes Firm, LLC, represents the Debtor. ALLIED WELDING: Seeks to Hire Rafool Bourne as Legal Counsel ------------------------------------------------------------ Allied Welding, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of Illinois to hire Rafool, Bourne & Shelby, P.C. as its legal counsel. The firm will provide services in connection with the Debtor's Chapter 11 case, which include negotiations with creditors and legal advice regarding its rights, powers and duties in the administration of its bankruptcy estate and the disposition of its property. Rafool charges an hourly fee of $300. It received a $25,500 retainer from the Debtor prior to its bankruptcy filing. The firm is "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code, according to court filings. Rafool can be reached through: Sumner Bourne, Esq. Rafool, Bourne & Shelby, P.C. 411 Hamilton Blvd #1600 Peoria, IL 61602 Tel: (309) 673-5535 Fax: (309) 673-5537 Email: sbnotice@mtco.com About Allied Welding Inc. Founded in 1964, Allied Welding, Inc. -- https://www.alliedwelding.net/ -- provides assembly, packaging, precision CNC machining, welding, powder coating and plasma cutting services. It has a 78,000-square-foot manufacturing facility in Chillicothe, Ill. Allied Welding sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Ill. Case No. 19-81007) on July 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 Thomas L. Perkins. AMEGANA LLC: Seeks Approval to Hire Bankruptcy Attorney ------------------------------------------------------- Amegana, LLC, seeks approval from the U.S. Bankruptcy Court for the District of Maryland to hire an attorney in connection with its Chapter 11 case. In an application filed in court, the Debtor proposes to employ Richard Basile, Esq., an attorney based in Greenbelt, Md., to negotiate with creditors, review claims and financial information, prepare a bankruptcy, and provide other legal services related to the case. Thr fee charged by the attorney for his services is $350 per hour. He received an initial retainer of $1,000 and $1,717 for the filing fee. Mr. Basile is "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code, according to court filings. Mr. Basile maintains an office at: Richard S. Basile, Esq. 6305 Ivy Lane, Suite 416 Greenbelt, MD 20770 Phone: 301-441-4900 E-mail: rearsb@gmail.com About Amegana LLC Amegana, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 19-19092) on July 2, 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 Lori S. Simpson. AMERICAN STEEL: Proposes a $1 Million Sale of Equipment ------------------------------------------------------- American Steel Processing Co. asks the U.S. Bankruptcy Court for the Northern District of Florida to authorize the sale of the equipment outlined on the Invoice for $1 million. Objections, if any, must be filed within 30 days from the date set forth on the proof of service. The Debtor has a pending contract on the equipment listed on Invoice for $1 million. The following creditors have liens on the equipment listed: (i) Commercial Credit Group, Inc.; (ii) Nations Equipment Finance; (iii) John Deere; (iv) Mercedes Benz; (v) SunSouth Bank; (vi) Kamatsu; (vii) Leaf Financial; (viii) Ascentium Capital; and (ix) Summit Bank. No party in interest is believed to be adversely affected by the sale. The Debtor desires to proceed to sell the equipment for $1 million, in the manner and form noticed by the Debtor to all parties in interest. The selling price indicates the value assigned to each item of equipment. Each secured creditor will receive the equipment selling price unless the balance due the particular creditor is less than the value of the equipment in which event it will be paid the payoff amount. Summit Bank holds a blanket security interest on all equipment and will receive a lump sum payment as noted to secure a release of the noted equipment. The Purchaser is a group of investors who will be forming an LLC for the specific purpose of purchasing the equipment for cash and will not form the LLC unless the Court approves the sale. The sale is also an "as is" sale with no warranties express nor implied by the Seller, and free and clear of liens. Pursuant to the sale, the fees will be dispersed the creditors as follows based on the liens held on the various items of equipment or the creditor will receive sufficient funds to pay off its lien on the equipment if the lien is less than the noted value and Summit Bank's lien attaches to the excess: (i) Commercial Credit Group, Inc. - $150,000; (ii) Nations Equipment Finance - $370,000; (iii) c. John Deere - $60,000; (iv) Mercedes Benz - $50,000; (v) SunSouth Bank - $40,000; (vi) Kamatsu - $12,000; (vii) Leaf Financial - $50,000; (viii) Ascentium Capital -$23,000; and (ix) Summit Bank- $245,000. A copy of the Invoice attached to the Motion is available for free at: http://bankrupt.com/misc/American_Steel_414_Sales.pdf American Steel Processing Company American Steel Processing Company is a steel fabricator in Panama City, Florida, founded in July 1998. American Steel Processing filed a Chapter 11 petition (Bankr. N.D. Fla. Case No. 18-50060) on Feb. 26, 2018. In the petition signed by Thomas J. Fanell, president and CEO, the Debtor estimated assets and liabilities at $1 million to $10 million. The case is assigned to Judge Karen K. Specie. The Charles Wynn Law Offices, P.A., is the Debtor's counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. ARMAOS PROPERTY: Wins Approval to Use Cash Until Aug. 31 -------------------------------------------------------- Judge James J. Tancredi of the U.S. Bankruptcy Court for the District of Connecticut authorized Armaos Property Holdings, LLC and Olympic Hotel Corporation to use cash collateral in order to pay necessary business expenses. The Court also authorized a 10 percent variance on Court-approved expenses for the period from Aug. 1 to 31, 2019. The Debtors' secured creditors include (i) Access Point Financial, LLC (Access Financial); (ii) Small Business Financial Solutions, LLC, (Rapid Advance) (iii) the State of Connecticut Department of Labor(DOL), (iv) the State of Connecticut Department of Revenue Services (DRS), and (v) Internal Revenue Service. As of the Petition Date, on Jan. 30, 2019, the Debtors owed Access Financial: * a total of $5,825,701 on a $5.3 million Real Estate Loan Note, which is secured by: (i) a Real Estate Mortgage Loan on a real property known as 360 Route 12, Groton, Connecticut; (ii) a security interest in substantially all of the Debtors' personal property; and (iii) an Assignment of Leases and Rents on all leases, rents and hotel revenues with respect to the Groton Property and the operation of a hotel at the Property; * a total of $1,166,535 on a $1 million Equipment Loan Note secured by an interest in all furnishings, fixtures and equipment acquired with the proceeds of that Loan. Access Financial has caused a UCC Financing Statement on the collateral of both Real Estate Loan and the Equipment Loan. As of the Petition Date, Olympic Hotel owes: (a) $72,331 to the DOL for unpaid unemployment tax contributions; (b) $66,058 to the DRS for unpaid room occupancy, sales and use and withholding taxes; (c) $224,092 to the IRS; and (d) $182,000 to Rapid Advance. The DOL, DRS and the IRS possess tax liens on Olympic Hotel’s personal property with respect to the debts. After the Petition Date, the Court authorized the Debtors to enter into a Deposit Account Control Agreement with Great American Hotel Group, Inc., and a Deposit Account Control Agreement and Cash Management Agreement and with Access Financial and Wells Fargo Bank, N.A. The Court further ordered that: -- in exchange for the preliminary use of cash collateral by the Debtors, and as adequate protection for the Secured Creditors interests therein, the Secured Creditors are granted, subject to the Carve-Out: -- a continuing postpetition lien and security interest in all prepetition property of the Debtors as it existed on the Petition Date; -- a continuing postpetition lien in all property acquired by the Debtors after the Petition Date of the same type against which the respective Secured Creditors held validly perfected liens and security interests as of the Petition Date, subject to the provisions on avoidance actions under Chapter 5 of the U.S. Bankruptcy Code. The replacement liens shall be granted and recognized only to the extent of any actual diminution in the value of the prepetition collateral resulting from the use of the cash collateral pursuant to this order; -- the Debtors use the cash collateral on a revolving basis; -- the Debtors make weekly adequate protection payments to Access Financial on its Equipment Loan for $1,555; and on the Real Estate Mortgage Loan for $10,305, each payable on or before the Friday of each week this Court Order is in effect. To the extent that any temporal overlap shall occur between this eighth preliminary order and the seventh preliminary order entered on July 17, 2019, this eighth preliminary order shall supersede the prior order; and that -- the Debtors provide Access Financial a daily reporting of the previous day's receipts and disbursements such as to be received no later than 4:00 p.m. of the following day. The Debtors shall file and serve a copy of a proposed ninth preliminary or final order to parties-in-interest on or before Aug. 21, 2019, together with a proposed budget for the applicable period; on or before August 15, 2019 as to the seventh interim cash collateral period, and on or before Sept. 16, 2019, as to the eighth interim cash collateral period. Debtors shall also serve upon Access Financial a comparative report on the actual use of cash collateral to that budgeted during the applicable period. Objections must be filed no later than 4:00 p.m. (prevailing Eastern Time) on Aug. 26, 2019. Counsel to the Debtors are James Berman, Esq., and Patrick Linsey, Esq., of Zeisler & Zeisler, P.C. Notices to the Office of the U.S. Trustee may be directed to Steven E. Mackey, Esq., Office of the U.S. Trustee, The Giaimo Federal Building 150 Court Street, Room 302, New Haven, Connecticut. A further hearing on the Debtors' use of cash collateral is set on Aug. 28, 2019 at 10:00 a.m., at the U.S. Bankruptcy Court for the District of Connecticut, 7th Floor Courtroom, 450 Main Street, Hartford, Connecticut. About Armaos Property and Olympic Hotel Armaos Property Holdings, LLC, owns a 140-room hotel located in Groton, Connecticut. Sister company Olympic Hotel Corporation operates the hotel. Armaos and Olympic have been a family owned business since the hotel opened in 1985. Armaos Property and Olympic Hotel filed voluntary petitions for the relief afforded under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case Nos. 19-20134 and 19-20135) on Jan. 30, 2019. The petitions were signed by Michael C. Armaos, manager. Joint administration of the cases has been requested. At the time of filing, Armaos Property estimated both assets and liabilities at $1 million to $10 million; and Olympic Hotel estimated $50,000 to $100,000 in assets and $1 million to $10 million in liabilities. The Debtors are represented by James Berman, Esq., at Zeisler & Zeisler, P.C. ASSETMARK FINANCIAL: Moody's Hikes Corp. Family Rating to Ba2 ------------------------------------------------------------- Moody's Investors Service upgraded AssetMark Financial Holdings, Inc.'s corporate family rating and backed senior secured bank credit facility rating to Ba2 from B1. The outlook is stable. This concludes Moody's review initiated on July 9, 2019. Moody's has taken the following rating actions: Issuer: AssetMark Financial Holdings, Inc. Corporate Family Rating, Upgraded to Ba2 from B1 Gtd. Senior Secured 1st Lien Revolving Credit Facility, Upgraded to Ba2 from B1 Gtd. Senior Secured 1st Lien Term Loan, Upgraded to Ba2 from B1 Outlook Actions: Issuer: AssetMark Financial Holdings, Inc. Outlook, Changed To Stable from Rating Under Review RATINGS RATIONALE Moody's said AssetMark's credit profile has improved following its successful completion of its initial public offering (IPO) and subsequent prepayment of $125 million out of its outstanding $250 million senior secured term loan. In funding the prepayment of half of its loan, AssetMark has used the proceeds of its IPO as well as cash on hand. Moody's said that with this pay down, AssetMark's 2018 Moody's-adjusted proforma debt leverage has improved to around 1.6x compared to 3.0x as of year-end 2018. Moody's said the probability of support from AssetMark's ultimate parent company Huatai Securities Co., Ltd. (Huatai, Baa2 stable), which owns approximately 70% of AssetMark, has increased following the IPO and AssetMark's resultant higher profile within the US financial services sector. AssetMark's ratings now receive one notch of uplift to reflect this increased likelihood of parental support. AssetMark was acquired by Huatai in October 2016. As part of the acquisition, AssetMark's debt at the time was paid down, but in late 2018 AssetMark issued its $250 million senior secured term loan to pay a dividend to Huatai, a credit negative. Moody's said AssetMark has not disclosed debt leverage targets or related plans for the development of its capital structure, particularly around its tolerance for using debt to help fund M&A activities, and that its immature financial policy framework is a source of credit risk. Moody's said the IPO provides AssetMark with a currency to fund potential acquisitions, giving it added creditor-friendly financial flexibility. This flexibility may become important since AssetMark has been an active participant in the ongoing consolidation of the competitive and rapidly changing brokerage landscape, said Moody's. Moody's said that AssetMark's credit strengths include its strong cash flow generation as well as its scalable business model, benefiting from industry trends favoring the investment outsourcing sector. Moody's added that a credit challenge for AssetMark is that its business model has been growing during a period of benign market conditions and hasn't been tested in prolonged periods of declining markets or during a recession. Relative to rated peers in the independent broker-dealer sector, AssetMark's revenue is heavily reliant on asset-based fees. Moody's said that in 2018, around 93% of AssetMark's revenue was directly tied to the level of client assets which could fluctuate with the movement in broad equities markets, leaving the firm susceptible to market declines. What Could Change the Rating -- Up The development of profitable new revenue streams resulting in increased revenue diversification. Organic increase in profitability and margin stability driven by sustainable growth in assets under management. An increase in Moody's assessment of the probability of parental support or an improvement of the parent's creditworthiness. What Could Change the Rating -- Down The adoption of an aggressive financial policy stemming from significant increase in debt-funded dividends or M&A activities, especially if not supplemented by a clear near-term deleveraging strategy. Increasing competitive pressures within the turnkey asset management platform business resulting in significant asset redemptions and reduced revenues. Increase in asset risk emanating from the firm's yield generating-strategies. Compliance or risk management shortcomings in meeting the firm's evolving business needs. A decrease in Moody's assessment of the probability of parental support or a worsening of the parent's creditworthiness. BARNEYS NEW YORK: Hilco/Gordon Require Quick Sale ------------------------------------------------- Barneys New York has sought Chapter 11 protection after securing $75 million in new capital from affiliates of Hilco Global and the Gordon Brothers Group. Hilco Global and Gordon Brothers Retail Partners, LLC, have proposed to provide up to $75 million in postpetition financing, $50 million of which would be used to pay down the Debtors' prepetition secured debt and $25 million of which would be available as incremental liquidity to fund the chapter 11 cases and optimize the business. The milestones applicable to the financing arrangements include: * No later than Sept. 5, 2019, the Court will have entered a final order approving the DIP Facility; * No later than Sept. 25, 2019, the Debtors will have received a qualified bid in connection with the sale process; * If the foregoing milestone is not met, the Debtors will immediately commence a full liquidation of their assets; * No later than Oct. 1, 2019, a hearing to approve the sale of all or substantially all of the Debtors' assets will have been held; and * No later than Oct. 4, 2019, the Court will have approved the sale and the sale shall have closed. HIlco/Gordon weren't the only parties that provided financing offers to the Debtors. A prepetition marketing process for identifying sources of capital yielded DIP financing proposals from two financial institutions; and three proposals from non-financial parties. Despite the Debtors' outreach, the ABL Lenders were not interested in providing the Debtors with incremental liquidity beyond the existing borrowing base less then applicable reserves under the ABL Facility. One of the Debtors' term loan lenders, TPG Specialty Lending, provided a proposal to advance $10 million in new money through a multi-draw term loan. TPG's proposal would have given them a first lien on all unencumbered assets, and a junior lien on all encumbered assets. But the TPG proposal required the Debtors to pursue "going-out-of-business" sales at all but two of their brick and mortar locations within two days of the Petition Date. On July 28, 2019, the Debtors received a preliminary, non-binding proposal from a group of third-party financial institutions (the "Investor Group"). This proposal contemplated providing approximately $75 million of financing secured by liens junior to the ABL Facility. Fifty million of the proceeds from the Investor Proposal would repay a portion of the ABL Facility, as required by the Prepetition Lenders to obtain their consent to the proposed financing. Absent the Prepetition Lenders' consent, the Debtors would not have had a meaningful ability to obtain DIP financing. The Investor Proposal also included terms and conditions for additional liquidity through a consignment program, which in subsequent discussions they indicated could be available to the Debtors on advantageous terms. But, according to the Debtors, the Hilco DIP Facility contained more flexible terms, conditions and covenants. The Hilco Proposal also contained a consignment program that may allow the Debtors to substantially increase their inventory purchases. The other salient terms of the Hilco DIP Facility are: * DIP Facility commitments: $75 million * DIP Lenders: Gordon Brothers and Hilco Global, with Retail Funding (BNY), LLC as administrative agent * Term: The earliest to occur of (i) March 31, 2020, (ii) the date that is 30 days following the date of entry of the Interim Order if the Final Order has not been entered by the Bankruptcy Court on or prior to such date, (iii) the consummation of a sale of all or substantially all of the Loan Parties' assets; (iv) the substantial consummation of a plan of reorganization filed in the Chapter 11 Cases that is confirmed pursuant to an order of the Bankruptcy Court, or (v) the date on which the Term Loans are accelerated. * Interest rates: Loans will bear interest at the rate of LIBOR +12%. Interest rate will be increased by 2.00% per annum in an event of default. * Fees: (a) First Facility Fee. On or prior to the date of funding of the Initial Loan, the Borrower will pay to the Agent an initial facility fee (the "Initial Facility Fee") equal to 5% of the principal amount of the Initial Loan, which will be fully earned upon the entry of the Interim Order and non-refundable when paid. (b) Additional Facility Fee. On or prior to the date of funding of the Additional Loan, the Borrower will pay to the Agent an additional facility fee (the "Additional Facility Fee"; the Initial Facility Fee, together with the Additional Facility Fee, the "Facility Fee") equal to 5% of the principal amount of the Additional Loan, which will be fully earned upon the entry of the Interim Order and non-refundable when paid. (c) Exit Fee. On the Maturity Date, the Borrower shall pay to the Agent an exit fee equal to 5% of any outstanding Term Loans and undrawn Commitments, which will be fully earned upon the entry of the Interim Order and non-refundable when paid. (d) Sale Fee. Subject to entry of the Final Order, any Sale Proceeds remaining after satisfaction of the Prepetition Obligations, DIP Obligations, and administrative expenses shall be shared as follows: 45% to the DIP Lenders and 55% to the Debtors. Prepetition Capital Structure As of the Petition Date, the Debtors have outstanding debt obligations in the aggregate principal amount of approximately $190 million: * $141 million outstanding under an ABL Facility with Wells Fargo Bank as administrative agent, and Wells, Citizens Bank, and TD Bank, as lenders; and * $48.8 million outstanding under a Term Loan Facility with Wells Fargo Bank, as administrative agent, and Wells and TPG Specialty Lending Inc. as lenders. In addition to funded debt obligations, Barney’s, Inc. has outstanding unsecured trade debts (e.g., amounts owed to trade vendors, suppliers, landlords) that total approximately $100 million as of the Petition Date. Common stock in debtor Barneys New York, Inc., the ultimate parent entity, is held by certain funds related to Perry Capital (approximately 72%), Yucaipa (approximately 20%), and Istithmar (approximately 8%). About Barneys New York Barneys New York (Barneys) -- https://www.barneys.com/ -- is a creative destination for modern luxury retail, entertainment, and dining. Barneys is renowned for being a place of discovery for some of the world's leading designers, and for creating the most discerning edit across women's and men's ready-to-wear, accessories, shoes, jewelry, cosmetics, fragrances, and home. Barneys' signature creativity and style comes to life through its innovative concepts and experiences, imaginative holiday campaigns, famed window displays, and exclusive activations. Barneys also operates its iconic restaurants, Freds at Barneys New York, serving an Italian-inspired and contemporary American menu within four of its flagship stores. Barneys New York, Inc., and four affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 19-36300) in Poughkeepsie, New York. The Debtors' bankruptcy cases are pending joint administration before the Honorable Cecelia G. Morris. Barneys disclosed $457 million in assets and $377 million in liabilities as of July 6, 2019. Kirkland & Ellis LLP is serving as the Company's legal advisor, Houlihan Lokey is serving as financial advisor and M-III Partners, L.P. is serving as its restructuring advisor. Katten Muchin Rosenman LLP is the conflicts counsel. Bankruptcy Management Solutions, Inc., d/b/a Stretto, is the claims agent. BARNEYS NEW YORK: Luxury Retailer in Chapter 11 Due to Cash Woes ---------------------------------------------------------------- Barneys New York, an iconic luxury retailer and Manhattan staple since 1923, said it has sought Chapter 11 protection due to severe liquidity constraints. Barneys leases its flagship stores in New York City, Beverly Hills, Chicago, Boston, San Francisco, Seattle, and Las Vegas. Comprising well over half of total consolidated sales, the Debtors’ thirteen flagship stores constitute the key component of Barneys' core business. Barneys also operates approximately nine warehouse stores nationwide. Barneys maintains two e-commerce websites, www.Barneys.com and www.BarneysWarehouse.com, and mobile applications across a variety of digital platforms. The Debtors employ 2,300 employees, including approximately 2,100 full-time employees. Recognizing the need to right-size their store footprint to align with industry conditions, the Debtors' management team and advisors ultimately determined that it is appropriate to close fifteen unprofitable brick and mortar store locations (the "Closing Stores"). The Debtors' management team and advisors ultimately determined that it is appropriate to close 15 unprofitable brick and mortar store locations (the "Closing Stores"). Collectively, the Stores generated approximately $14.2 million in losses for fiscal year 2018, which represents 98% of the Debtors' total losses from stores with negative contribution margin. The Debtors anticipate seven go-forward locations following certain store closures. The remaining store presence is anticipated to be comprised of five flagship stores and two warehouse stores. 2nd Bankruptcy Filing In the late 1980s, Barneys sought to expand its business outside Manhattan by developing a national chain of department stores. Barneys partnered with Isetan Co., one of Japan's largest retailers and a leading department store chain in Tokyo. In 1993, Barneys achieved a corporate milestone when it opened its first store outside Manhattan, in Beverly Hills. By the mid-1990s, however, Barneys became entangled in a dispute with Isetan with respect to its capital investment in Barneys. The dispute culminated in Barneys' voluntary chapter 11 petition in 1996 and its contemporaneous lawsuit against Isetan to recoup millions in real estate payments. When Barneys completed its chapter 11 reorganization in 1998, it received approximately $62 million in new capital from former unsecured creditors, Bay Harbour Management L.C. and Whippoorwill Associates Inc., in exchange for over 70% of Barneys' reorganized equity. The reorganization plan also resolved Barneys' dispute with Isetan. Bay Harbour and Whippoorwill retained control of Barneys until 2004, when both controlling shareholders sold their interest in Barneys to Jones Apparel Group, Inc. for approximately $294 million in cash and Jones' assumption of approximately $106 million in debt. Three years after purchasing Barneys, Jones sold its interest in Barneys to certain funds related to Istithmar World on August 8, 2007, pursuant to an amended and restated definitive stock purchase agreement for approximately $942 million in cash. Leveraged financing funded slightly over half of the purchase price. In early March 2012, Barneys, represented by Kirkland & Ellis LLP and Blackstone Group LP, completed a consensual out-of-court restructuring among Barneys, Perry Capital, LLC, the Yucaipa Companies, LLC, and Istithmar, designed to permit each class of creditors to receive a recovery consistent with their own view of the value of Barneys. In May 2012, Barneys struck a deal with Perry Capital that reduced its debt from approximately $590 million to approximately $50 million, and turned Perry Capital into its majority owner along with Yucaipa and Istithmar holding minority positions. These parties remain the Debtors' sole equity holders. Sharp Rent Increases Mohsin Y. Meghji, managing partner of M-III Advisors, LP, who has been serving as CRO of Barneys since August 2019, explains that Barneys, like many other retail and apparel-focused companies, has suffered as of late from adverse macro-trends as well as certain operational shortfalls. More specifically, the general shift from brick-and-mortar retail has been further exacerbated by sharp increases in Barneys' lease obligations, including over ten million dollars in rent increases on an annualized basis and corresponding letter of credit obligations, which severely decreased EBITDA and significantly constrained liquidity. Due to these pressures, Barneys has been operating without sufficient liquidity throughout the summer of 2019. Cash-on-delivery demands have paralyzed the inventory stream. Efforts to raise incremental liquidity or implement an actionable holistic solution to these issues, in each case on an out-of-court basis, did not bear fruit. As a result, Barneys is unable to procure necessary inventory for sale or otherwise fund its operations. The Debtors and their advisors worked tirelessly to solicit and develop various strategic alternatives throughout June, July, and August of this year, including simultaneous financing and sale marketing processes with more than three dozen strategic or financial investors, the majority of which became restricted and received confidential information. With respect to financing, the Debtors explored new money solutions in the form of junior debt or equity capital. The Debtors also considered certain consignment arrangements and requested concessions from lessors to enhance and preserve liquidity. With respect to a potential sale transaction, several strategic and financial investors expressed interest in acquiring Barneys as a going concern. The Debtors' intellectual property, including its brand equity, also received meaningful market interest. Several parties engaged in substantial due diligence and submitted indications of interest. Despite substantial, around-the-clock efforts -- and some very close calls -- the Debtors ran out of time to execute an out-of-court transaction that would address their liquidity challenges and otherwise position Barneys for long-term success. Many of these investors nonetheless remain interested in Barneys, and the Debtors intend to continue exploring potential transactions with such parties on a postpetition basis to maximize value for the benefit of all stakeholders. Financing From Hilco Barneys determined to commence new chapter 11 cases to conduct an operational rightsizing, including an evaluation and adjustment to its lease portfolio, explore value-maximizing transactions, including a going concern sale, and obtain postpetition financing necessary to fund these chapter 11 cases and provide operating capital on a go-forward basis. These circumstances led to negotiations with Barneys' secured lenders, certain potential third-party lenders, and equity owners regarding the terms of a comprehensive restructuring that would, among other things, provide immediate access to liquidity and preserve value through an efficient and expeditious going concern market test. These negotiations were successful. The proposed debtor-in-possession financing and related bidding procedures are designed to facilitate a process that market tests the assets, optimizes the Company's brick-and-mortar footprint, and sets the Debtors on a path to consummating a value-maximizing transaction, all within two months. The proposed process minimizes the Debtors' expected stay in chapter 11 and related costs. As comparable retail chapter 11 cases have shown, moving the process forward expeditiously is critical to the Debtors' ability to continue operating as a going concern. In the meantime, the Debtors will work closely with their advisors on closing underperforming stores and negotiating go-forward concessions with remaining landlords to ensure long-term viability. The Debtors expect to complete at least fifteen store closings (and vacate such premises) within the first thirty days of these chapter 11 cases. The key to achieving a restructuring is speed and cooperation. As such, the new money financing is highly conditioned on moving efficiently and expeditiously through these chapter 11 cases with support from all major stakeholders, including lenders, trade vendors, and landlords. In an ever-shifting retail landscape that has seen dozens of casualties over the past few years, the Debtors can maximize value for the benefit of all stakeholders so long as all parties in interest work collaboratively to ensure that these chapter 11 cases stay on time and track. About Barneys New York Barneys New York -- https://www.barneys.com/ -- is a creative destination for modern luxury retail, entertainment, and dining. Barneys is renowned for being a place of discovery for some of the world's leading designers, and for creating the most discerning edit across women's and men's ready-to-wear, accessories, shoes, jewelry, cosmetics, fragrances, and home. Barneys' signature creativity and style comes to life through its innovative concepts and experiences, imaginative holiday campaigns, famed window displays, and exclusive activations. Barneys also operates its iconic restaurants, Freds at Barneys New York, serving an Italian-inspired and contemporary American menu within four of its flagship stores. Barneys New York, Inc., and four affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 19-36300) in Poughkeepsie, New York. The Debtors' bankruptcy cases are pending joint administration before the Honorable Cecelia G. Morris. Barneys disclosed $457 million in assets and $377 million in liabilities as of July 6, 2019. Kirkland & Ellis LLP is serving as the Company's legal advisor, Houlihan Lokey is serving as financial advisor and M-III Partners, L.P. is serving as its restructuring advisor. Katten Muchin Rosenman LLP is the conflicts counsel. Bankruptcy Management Solutions, Inc., d/b/a Stretto, is the claims agent. BARNEYS NEW YORK: Says 5 Flagship Locations to Remain Open ---------------------------------------------------------- Luxury retailer Barneys New York, Inc., and four affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code on Aug. 6, 2019. Barneys New York said it has secured $75 million in new capital to facilitate a going concern sale process. Barneys New York intends to use the court-supervised process to review store leases to best optimize the Company's operations and consider all value enhancing transactions. "For more than 90 years, Barneys New York has been an iconic luxury specialty retailer, renowned for its edit, strong point of view, creativity and representation of the world's best designers and brands," said Daniella Vitale, Chief Executive Officer & President. "Like many in our industry, Barneys New York's financial position has been dramatically impacted by the challenging retail environment and rent structures that are excessively high relative to market demand. In response to these obstacles, the Barneys New York Board and management team have taken decisive action by entering into a court-supervised process, which will provide the Company the necessary tools to conduct a sale process, review our current leases and optimize our operations. While doing that we are receiving new capital to help support the business. Pursuing a sale under the Court's supervision provides the quickest and most efficient means of maximizing value while ensuring we continue serving both new and loyal customers." "I would like to express my deep appreciation and profound gratitude for the continued support of our employees, vendor community and customers –truly the lifeblood of Barneys New York. Our decades-long partnerships and relationships will continue for many years to come. We are unwavering in our commitment to executing our forward thinking vision on what retail should look like today." New Store Footprint Barneys New York will continue to serve customers in five flagship locations: Madison Avenue, Downtown NYC, Beverly Hills, San Francisco and Copley Place in Boston, as well as two Barneys Warehouse locations, including Woodbury Common and Livermore. In addition, Barneys.com and BarneysWarehouse.com will continue serving our customers without disruption. As a part of the Chapter 11 process, Barneys New York will close its physical store locations in Chicago, Las Vegas and Seattle, in addition to five smaller concept stores and seven Barneys Warehouse locations. $75 Million From Hilco/Gordon Barneys New York has secured $75 million in new capital from affiliates of Hilco Global and the Gordon Brothers Group, which, combined with operating cash flow, will help Barneys New York to meet its go-forward financial commitments. The debtor-in-possession lenders, together with their separate retail operating units which have been engaged to provide certain inventory related services, have broad and deep expertise in all retail sectors, offering a wide range of analytical, advisory, asset monetization and capital investment services backed by their own capital. Their top priority is optimizing asset value recovery while maintaining brand value and goodwill. Ben Nortman, Executive Vice President of Hilco Global said, "We are pleased to partner with Barneys New York as it takes this proactive step to conduct a value maximizing sale process. We are investing in Barneys because we believe that it is an iconic retail brand. We look forward to working with the team to achieve the best outcome for all stakeholders." In conjunction with the Chapter 11 filing, the Company has filed a number of customary motions seeking authorization to support its operations during the court-supervised process, including authority to continue payment of employee wages and benefits and honor customer payments and orders. The Company expects to receive court approval for these requests. The Company expects to pay trade vendors, manufacturing partners and suppliers in full for goods and services provided on or after the filing date. Additional Information Court filings and information about the claims processare available at case.stretto.com/barneys, by calling the Company's Information Hotline toll-free at 855-202-8711 (or +1-949-346-3310 for international calls) or sending an email to Barneys@stretto.com About Barneys New York Barneys New York -- https://www.barneys.com/ -- is a creative destination for modern luxury retail, entertainment, and dining. Barneys is renowned for being a place of discovery for some of the world's leading designers, and for creating the most discerning edit across women's and men's ready-to-wear, accessories, shoes, jewelry, cosmetics, fragrances, and home. Barneys' signature creativity and style comes to life through its innovative concepts and experiences, imaginative holiday campaigns, famed window displays, and exclusive activations. Barneys also operates its iconic restaurants, Freds at Barneys New York, serving an Italian-inspired and contemporary American menu within four of its flagship stores. For more information about Barneys New York, please visit Barneys.com, explore its editorial site The Window for an inside look, and subscribe to The Barneys Podcast Barneys New York, Inc., and four affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 19-36300) in Poughkeepsie, New York. The Debtors' bankruptcy cases are pending joint administration before the Honorable Cecelia G. Morris. Barneys disclosed $457 million in assets and $377 million in liabilities as of July 6, 2019. Kirkland & Ellis LLP is serving as the Company's legal advisor, Houlihan Lokey is serving as financial advisor and M-III Partners, L.P. is serving as its restructuring advisor. Katten Muchin Rosenman LLP is the conflicts counsel. Bankruptcy Management Solutions, Inc., d/b/a Stretto, is the claims agent. BAY CIRCLE: Trustee's $12.8M Sale of NIlhan's Atlanta Property OK'd ------------------------------------------------------------------- Judge Wendy L. Hagenau of the U.S. Bankruptcy Court for the Northern District of Georgia authorized Ronald Glass, the Chapter 11 trustee for Bay Circle Properties, LLC and its affiliates, to sell the property owned by Debtor Nilhan Developers, LLC located at 2800, 2810, 2812 and 2814 Spring Road, Atlanta, Cobb County, Georgia, known as Emerson Center, to Rass Associates for $12,795,000, which includes a credit bid of the $4.1 million principal amount of its loan to Nilhan Developers. The Trustee conducted the auction on July 31, 2019. Rass Associates' offer was the highest and best offer for the purchase of the Property and Habersham Partners, LLC's offer was the second highest and best offer for the purchase of the Property. A Sale Hearing was held on Aug. 2, 2019. The Trustee is authorized to (a) sell the Property to Rass Associates pursuant the Rass Agreement for the agreed purchase price, which includes a credit of $4.1 million representing the principal balance of the Rass Note, (b) execute any and all documents and instruments necessary to effectuate the sale of the Property to Rass Associates, including those required by the Rass Agreement (c) take such other actions as is necessary to consummate the sale of the Property to Rass Associates, (d) pay CBRE, Inc. a $50,000 commission at closing of the sale of the Property to Rass Associates, (e) pay all transfer and/or documentary stamp taxes incident to the conveyance of title to the Property to Rass Associates and (f) pursuant to the Bid Procedures Order, pay Habersham Partners an expense reimbursement in the amount of $20,000 at closing of the sale of the Property to Rass Associates. In the event that Rass Associates defaults under the Rass Agreement or the Rass Agreement is terminated, the Trustee is authorized to (a) sell the Property to Habersham Partners pursuant the Habersham Agreement for the purchase price of $13.02 million, (b) execute any and all documents and instruments necessary to effectuate the sale of the Property to Habersham Partners, including those required by the Habersham Agreement, (c) take such other actions as is necessary to consummate the sale of the Property to Habersham Partners and (d) pay CBRE a commission equal to 2.5% of the gross sales price at closing of the sale of the Property to Habersham Partners and (e) pay all transfer and/or documentary stamp taxes incident to the conveyance of title to the Property to Habersham Partners. The sale of the Property by the Trustee is free and clear of all liens, claims, encumbrances of record, interests, mortgages and/or security deeds. Any liens will attach to the consideration received by the Trustee from the sale of the Property. The Trustee is authorized to pay at closing any state, county, city or other ad valorem property taxes and assessments due and payable for all prior and current tax periods as of the Proration Date. The Court expressly finds that there is no just reason for delay in the implementation of the Order. Accordingly, pursuant to Federal Rule of Bankruptcy 6004(h), the Order will be immediately effective upon entry. A copy of the Agreement attached to the Order is available for free at: http://bankrupt.com/misc/Bay_Circle_1171_Order.pdf About Bay Circle Properties Bay Circle Properties, LLC, DCT Systems Group, LLC, Sugarloaf Centre, LLC, Nilhan Developers, LLC, and NRCT, LLC, own 16 different real properties including significant undeveloped acreage. The properties also include office and warehouse buildings, retail shopping centers and free standing single tenant buildings. Bay Circle Properties, et al., filed Chapter 11 bankruptcy petitions (Bankr. N.D. Ga. Case Nos. 15-58440 to 15-58444) on May 4, 2015. The Chapter 11 cases are jointly administered. In the petition signed by Chuck Thakkar, manager, Bay Circle estimated $1 million to $10 million in assets and liabilities. The Debtors tapped John A. Christy, Esq., J. Carole Thompson Hord,Esq., and Jonathan A. Akins, Esq., at Schreeder, Wheeler & Flint, LLP, as bankruptcy attorneys. The Debtors engaged RG Real Estate, Inc., as real estate broker. Ronald L. Glass was appointed as Chapter 11 trustee for the Debtor. The trustee tapped Morris, Manning & Martin, LLP as his bankruptcy counsel, and GlassRatner Advisory & Capital Group, LLC as his financial advisor. BEATRICE REALTY: Seeks to Hire Joseph G. Butler as Legal Counsel ---------------------------------------------------------------- Beatrice Realty Group, LLC seeks approval from the U.S. Bankruptcy Court for the District of Massachusetts to hire the Law Office of Joseph G. Butler as its legal counsel. The firm will provide services in connection with the Debtor's Chapter 11 case, which include legal advice regarding its powers and duties under the Bankruptcy Code, preparation of a bankruptcy plan, and representation in litigations. Joseph Butler, Esq., the firm's attorney who will be handling the case, charges an hourly fee of $340. The firm received $1,717 to pay the fee for the filing of the Debtor's bankruptcy case and $350 for the filing of an adversary case. It also received a retainer of $10,451 from the Debtor. Mr. Butler disclosed in court filings that he and other members of the firm are "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Joseph G. Butler, Esq. Law Office of Joseph G. Butler 355 Providence Highway Westwood, MA 02090 Email: JGB@JGButlerlaw.com About Beatrice Realty Group Beatrice Realty Group, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case No. 19-12552) on July 29, 2019. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $1 million. BEAUTIFUL BROWS: Trustee's Auction Sale of Two Vehicles Approved ---------------------------------------------------------------- Judge Jeffery W. Cavender of the U.S. Bankruptcy Court for the Northern District of Georgia authorized S. Gregory Hays, the Chapter 11 Trustee of Beautiful Brows, LLC, to sell the Debtor's two vehicles which were primarily driven by its principals: (i) 2014 Acura MDX sport utility vehicle, VIN 5FRYD3H46EB0002522, and (ii) Mercedes-Benz GL Class sport utility vehicle, VIN 4JGDF2EE6DA245882, through auction "as is, where is," "with all faults" and without representation or warranty, express or implied. The Trustee is further authorized to: a) have the gross sale proceeds (sale price, plus 10% buyer's premium) paid to the Trustee at closing; b) pay to the Auctioneer the 10% buyer's premium for each of the Vehicles sold by the Auctioneer; and c) pay the Auctioneer $500 as reimbursement for auction expenses. The stay of orders authorizing the use, sale, or lease of property provided for in Bankruptcy Rule 6004(h) will not apply to the Order, and the Order will be effective and enforceable immediately upon entry by the Clerk of the Court. Time is of the essence. Therefore, any party objecting to the Order must exercise due diligence in filing an appeal and pursuing a stay or risk any appeal being foreclosed as moot. About Beautiful Brows Beautiful Brows LLC, based in Tucker, Georgia, primarily operates in the skin care business within the personal services industry. Beautiful Brows, filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 18-66766) on Oct. 3, 2018. In the petition signed by Saleema Delawalla (f/k/a Fnu Saleema), member, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Jason L. Pettie, Esq., at Jason L. Pettie, P.C., serves as bankruptcy counsel. The case is assigned to Judge Jeffery W. Cavender. S. Gregory Hays was appointed as the Debtor's Chapter 11 trustee. The Trustee tapped Hays Financial Consulting, LLC as his accountant; and Bullseye Auction & Appraisal, LLC, for the marketing and sale of the Debtor's personal properties. C-STORE TRANDS: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: C-Store Trands, Inc. dba Jr's Food Mart 1240 N. 5th Street Silsbee, TX 77656 Business Description: C-Store Trands, Inc. owns and operates a convenience store. Chapter 11 Petition Date: August 5, 2019 Court: United States Bankruptcy Court Eastern District of Texas (Beaumont) Case No.: 19-10365 Judge: Hon. Bill Parker Debtor's Counsel: Tagnia Fontana Clark, Esq. MAIDA CLARK LAW FIRM, P.C. 4320 Calder Avenue Beaumont, TX 77706-4631 Tel: (409) 898-8200 Fax: (409) 898-8400 Email: docs@maidaclarklaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Pyarali Momin, president. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/txeb19-10365.pdf CAH ACQUISITION: Trustee Seeks Approval to Hire BKD as Accountant ----------------------------------------------------------------- Brent King, the Chapter 11 trustee for CAH Acquisition Company #5, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Kansas to retain BKD, LLP as accountant. The firm will prepare an interim cost report for the period Oct. 1 to May 31 to be filed with the Medicare Administrative Contractor for use in computing new interim payment rates. The firm estimates the total cost for services related to the preparation of the cost report to be between $2,500 and $3,500. Additional BKD employees will be tapped to prepare 2018 tax returns and their hourly rates range from $340 to $560 for partners, $210 to $475 for senior managers and directors, and $125 to $335 for associates. The hourly rates for these BKD employees are: S. Craig Steen, CPA and Managing Director $430 Erin Thompson, Director $320 Joy Franco, Managing Consultant $240 Siera Estes, Consultant $175 Noelle Alberto, manager of BKD, disclosed in court filings that the firm is disinterested and does not hold an interest adverse to the Debtor's bankruptcy estate. The firm can be reached through: Noelle Alberto BKD, LLP Two Warren Place 6120 S. Yale Avenue, Suite 1400 Tulsa, OK 74136-4223 Phone: 918-584-2900 Fax: 918-584-2931 About Hillsboro Community Hospital Hillsboro Community Hospital offers a broad range of services including emergency, surgery services, radiology, laboratory, inpatient care, rehabilitation services and swing bed. Also offered at Hillsboro Community Hospital are EEGs and EKGs, treadmill, nerve conduction, and sleep apnea studies. Hillsboro Community Hospital filed a voluntary Chapter 11 petition under Chapter 11 (Bankr. W.D. Mo. Case No. 19-10359) on March 13, 2019. The Debtor previously sought bankruptcy protection (Bankr. W.D. Mo. Case No. 11-44743) on Oct. 10, 2011. In the petition signed by Kathy Hammons, chief executive officer of the court-appointed receiver, the Debtor estimated $10 million to $50 million in both assets and liabilities. Bruce E. Strauss, Esq., at Merrick, Baker & Strauss, P.C., represents the Debtor as counsel. On March 26, 2019, Brent King was appointed as Chapter 11 trustee. CARLOS GUTIERREZ: Selling Chula Vista Property for $515K -------------------------------------------------------- Carlos A. Gutierrez and Susana De Alzua ask the U.S. Bankruptcy Court for the Southern District of California to authorize the sale of their largest asset, to wit, their residence, located at 976 Caminito Estrella, Chula Vista, California to Akbar A. Tchatchazre and Kassim Sarakatou Bariyatou, pursuant to their Real Estate Purchase and Sale Agreement, for $515,000. The Real Property appears to be the Debtors' substantial asset. According to the Debtors' schedules, as amended, the Real Property is owned by the Debtors. In their schedules, the Debtors aver that the Real Property is worth $313,400, which is substantially less than the sales price. The purchase price is not subject to overbid. The Closing Date of the sale is the 10th business day following the date on which the Court order approving the sale becomes "final." The Real Property is being sold "as is, where is" without any warranties, express or implied, of any kind, free and clear of any liens and encumbrances. Any liens and encumbrances will attach to the net proceeds of the sale. The Debtor does not dispute that property is being sold subject to the payment of the following: a. Taxes: (1) The lien of supplemental taxes, if any, assessed pursuant to the provisions of Chapter 3.5 commencing with Section 75 of the California Revenue and Taxation Code. (2) Any easements or servitudes appearing in the public records. (3) A deed of trust to secure an original indebtedness of $331,150 recorded Aug. 12, 2003, as Instrument No. 03-0983199 of Official Records. Trustor: Susana De Alzua, A Married Woman As Her Sole And Separate Property, Trustee: CTC Real Estate Services, Beneficiary: Mortgage Electronic Registration Systems, Inc., Solely as nominee for Countrywide Home Loans, Inc., a Corporation, its successors and assigns, Lender: Countrywide Bank, FSB. According to the public records, the beneficial interest under the deed of trust has been assigned to The Bank of New York Melon FKA The Bank of New York as Trustee for the Cerificateholders of CWMBS, Inc., CHL Mortgage Pass- Through Trust 2003-46, Mortgage Pass-Through Certificates, Series 2003-46 by various assignments, the last of which was recorded Dec. 19, 2012, as Instrument No. 2012-0799595 of Official Records. (4) A deed of trust to secure an original indebtedness of $189,800 recorded Jan. 14, 2006, as Instrument No. 06-0077806 Oof Official Records. Trustor: Carlos Gutierrez and Susana De Alzua. Trustee: Ticor Title NLS. Beneficiary: Washington Mutual Bank, FA, a Federal Association. Lender: Countrywide Bank, FSB. (5) Proceedings pending in the Bankruptcy Court of the Southern District of the US. District Court, California, entitled in re: Carlos A. Gutierrez and Susana De Alzua, debtor, Case No. 11-11603, wherein a petition for relief was filed under Chapter 11 on July 13, 2011. The Real Property appears to be a substantial asset of the Debtors. According to the Debtors' schedules, as amended, the Real Property is owned with a lien disputed by the Debtors. The broker who found a buyer for the sale post—petition, will be paid subject to approval by the United States Bankruptcy Court. The instant Motion will also be served on the broker and agent. Escrow is anticipated in connection with the sale. Taxes and governmental assessments will be prorated between the Debtors and the purchaser as of the closing date. As such, it is anticipated that, the estate would not realize substantial funds from the proposed sale but pay for all the encumbrances and commissions. The Real Property is being sold "as is, where is" without any warranties, express or implied, of any kind, free and clear of any liens and encumbrances. Any liens and encumbrances will attach to the net proceeds of the sale. The Buyer assumes the responsibility and cost of removing the Debtors from the Real Property in the event that the Debtors have not vacated the Real Property by the Closing Date. The property is being sold subject to the following: (1) General and special taxes and any assessments for the fiscal year 2019-2020: First Installment: $1 ,931.55. OPEN Penalty: $0. Second Installment: $1,932 Open Penalty: $0. Tax Rate Area: $01278. A.P. No.2 642-380-03-55. (2) The lien of supplemental taxes, if any, assessed pursuant to the provisions of Chapter 3.5 commencing with Section 75 of the California Revenue and Taxation Code. (3) Any easements or servitudes appearing in the public records. Affects: Common Area. (4) The terms and provisions contained in the document entitled "Agreement Regarding an Uncontrolled Embankment" recorded Oct. 25, 1977, as Instrument No. 77-439342 of Official Records. (5) Covenants, conditions, restrictions, easements, assessments, liens, charges, terms and provisions in the document recorded Feb. 17, 1984 as Instrument No. 846109] of Official Records, which provide that a violation thereof will not defeat or render invalid the lien of any first mortgage or deed of trust made in good faith and for value, but deleting any covenant, condition, or restriction indicating a preference, limitation or discrimination based on race, color, religion, sex, sexual orientation, familial status, disability, handicap, national origin, genetic information, gender, gender identity, gender expression, source of income or ancestry, to the extent such covenants, conditions or restrictions violation 42 U.S.C. Section 3604(c) or California Government Code Section 12955. (6) A deed of trust to secure an original indebtedness of $331,150 recorded Aug. 12, 2003, as Instrument No. 2003-0983 199 of Official Records. Trustor: Susana De Alzua, A Married Woman As Her Sole And Separate Property. Trustee: CTC Real Estate Services Beneficiary: Mortgage Electronic Registration Systems, Inc., Solely As Nominee For Countrywide Home Loans, Inc., A Corporation, Its Successors And Assigns. According to the public records, the beneficial interest under the deed of trust has been assigned to The Bank of New York Melon FKA The Bank of New York as Trustee for the Cerificateholders of CWMBS, Inc., CHL Mortgage Pass-Through Trust 2003-46, Mortgage Pass-Through Certificates, Series 2003-46 by various assignments, the last of which was recorded Dec. 19,2012, as Instrument No. 2012-0799595 of Official Records. 7) Any defects, liens, encumbrances or other matters which name parties with the same or similar names as the Debtors. The name search necessary to ascertain the existence of such matters has not been completed. In order to complete the preliminary report or commitment, we will require a statement of information. 8) The transaction may be subject to a confidential order issued pursuant to the Bank Secrecy Act. Escrow is anticipated in connection with the sale. Taxes and governmental assessments will be prorated between the Debtors and the purchaser as of the closing. A hearing on the Motion is set for Aug. 1, 2019 at 2:00 p.m. A copy of the Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Carlos_Gutierrez_329_Sales.pdf The Chapter 11 case is In re Carlos A. Gutierrez and Susana De Alzua (Bankr. S.D. Cal. Case No. 11-11603). CASSO-SOLAR: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Casso-Solar Technologies LLC 506 Airport Executive Park Nanuet, NY 10954 Business Description: Casso-Solar Technologies LLC -- http://www.cassosolartechnologies.com-- is a manufacturer of industrial infrared custom oven and heat processing equipment including IR heaters, dryers, ovens, etc. Chapter 11 Petition Date: August 5, 2019 Court: United States Bankruptcy Court Southern District of New York (White Plains) Case No.: 19-23423 Judge: Hon. Robert D. Drain Debtor's Counsel: Rosemarie E. Matera, Esq. KURTZMAN MATERA, P.C. 80 Red Schoolhouse Road, Suite 110 Chestnut Ridge, NY 10977 Tel: 845-352-8800 E-mail: law@kmpclaw.com Total Assets: $1,188,871 Total Liabilities: $496,379 The petition was signed by Douglas M. Canfield, president. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/nysb19-23423.pdf CEDAR HAVEN: Gets Approval to Employ Stretto as Claims Agent ------------------------------------------------------------ Cedar Haven Acquisition LLC received approval from the U.S. Bankruptcy Court for the District of Delaware to employ Stretto as claims and noticing agent. The firm will oversee the distribution of notices and the maintenance, processing and docketing of proofs of claim filed in the Debtor's Chapter 11 case. The firm's hourly rates for its services are: Analyst $30 - $50 Associate/Senior Associate $65 - $165 Director/Managing Director $175 - $210 Chief Operating Officer/Senior Managing Director Waived Solicitation Associate $190 Director of Securities $210 Prior to the petition date, the Debtor provided Stretto a retainer in the amount of $15,000. The firm will also be reimbursed for work-related expenses incurred. Travis Vandell, a partner at Stretto, disclosed in court filings that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. Stretto can be reached at: Travis Vandell Stretto 410 Exchange, Suite 100 Irvine, CA 92606 Tel: (800) 634-7734 About Cedar Haven Cedar Haven Healthcare Center, a privately held company in Lebanon, Pa., filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 19-11736) on August 2, 2019. William E. Chipman Jr., Esq., at Chipman Brown Cicero & Cole, LLP, represents the Debtor as counsel. The case is assigned to Judge Christopher S. Sontchi. CELADON GROUP: Completes $165 Million in New Long-Term Financing ---------------------------------------------------------------- Celadon Group, Inc. has refinanced its former revolving credit facility and obtained $165 million in new financing. Company Commentary Chief Executive Officer, Paul Svindland, commented: "This financing provides a solid platform for the next stage of our business turnaround. A strong capital base is critical to providing dependable service for customers, a modern fleet for our drivers, and a stable home for all Celadon associates. We are grateful to our new financing partners for investing the time to understand our plan and the capital to support it." Mr. Svindland continued, "As a company, we are highly energized by the opportunities ahead. Over the past two years, we have exited several business units and become a focused North American truckload transportation company. Despite numerous headwinds, including an older tractor fleet, we have achieved meaningful improvements in revenue per seated tractor, customer service, and safety. "The linchpin to our next round of improvement involves replacing approximately 2,000 four and five-year old tractors with new units. Our fleet refresh is underway, with approximately 100 new trucks delivered since May, another 100 scheduled for August, and approximately 1,800 more expected to arrive over the next several quarters. These new trucks will dramatically lower our costs, enhance productivity, and improve the lives and safety of our professional drivers. Beyond the fleet refresh, we must return to our historical roots as a high-service, low cost provider to our customers. We will have all the tools, and it is now up to our team to execute our plan." Mr. Svindland concluded, "Outside of core operations, we expect to complete our financial statement audit during our second or third quarter of fiscal 2020. Promptly thereafter, we intend to resume filing financial reports with the SEC and to seek a listing on a national stock exchange." Revolving Credit Facility Highlights of the new revolving credit facility include the following: * Facility Size: $60.0 million * Interest Rate: LIBOR + 3.50% * Borrowing Base: 90% of eligible U.S and Canadian accounts receivable * Financial Covenants: fixed charge ratio, leverage ratio, minimum liquidity, maximum capital expenditures Term Loans Highlights of the term loans include the following: * Facility Size: $105.0 million, including capitalized fees; senior and junior tranches * Interest Rate: LIBOR + 10.25% * Amortization: zero first year, 5.0% second year, 7.5% third year * Financial Covenants: fixed charge ratio, leverage ratio, minimum liquidity, maximum capital expenditures Equity Warrants The junior tranche term loan provider is receiving the warrants in the transaction. Highlights of the warrants include the following: * Warrant Shares: Warrants to purchase 16.0 million common shares (or convertible preferred shares) are exercisable immediately, and warrants to purchase approximately 5.5 million shares become exercisable only in a change of control * Fully Diluted Percentage: Aggregate warrants equal approximately 33% of the Company's fully diluted equity; When added to shares currently owned, the holder's fully diluted position will be approximately 49.9% * Strike Price: One cent per share * Other: Board observer rights, registration rights, requirement to hold a stockholders' meeting to approve an increase in authorized common stock, and the Company's Board of Directors granted an exemption for the transaction to avoid triggering the Company's stockholder rights plan Advisors Celadon Group, Inc. engaged AlixPartners LLP as financial and operating advisor and Evercore LLC as its investment bank. Scudder Law Firm, P.C., L.L.O. served as legal counsel for the financing and DLA Piper LLP served as special counsel. About Celadon Celadon Group, Inc. -- http://www.celadongroup.com/-- provides long haul, regional, local, dedicated, intermodal, temperature-protect, and expedited freight service across the United States, Canada, and Mexico. The Company also owns Celadon Logistics Services, which provides freight brokerage services, freight management, as well as supply chain management solutions, including logistics, warehousing, and distribution. The Company is headquartered in Indianapolis, Indiana. In a press release dated April 2, 2018, Celadon stated that based on issues identified in connection with the Audit Committee investigation and management's review, financial statements for fiscal years ended June 30, 2014, 2015, 2016, and the quarters ended Sept. 30 and Dec. 31, 2016, will be restated. Celadon's new senior management team, led by the Company's new chief financial officer and new chief accounting officer, commenced a review of the Company's current and historical accounting policies and procedures. The internal investigation and management review have identified errors that will require adjustments to the previously issued 2014, 2015, 2016, and 2017 financial statements. The New York Stock Exchange notified the Securities and Exchange Commission on April 18, 2018, of its intention to remove the entire class of the common stock of Celadon Group from listing and registration on the Exchange on April 30, 2018, pursuant to the provisions of Rule 12d2-2(b) because, in the opinion of the Exchange, the Common Stock is no longer suitable for continued listing and trading on the Exchange. CLEAR CHANNEL: Fitch Rates New $2.2-Bil. Secured Debt 'BB-/RR1' --------------------------------------------------------------- Fitch Ratings has assigned a 'BB-'/'RR1' rating to Clear Channel Outdoor Holdings, Inc.'s (CCOH or Clear Channel) proposed $200 million revolving credit facility and $2.0 billion senior secured term loan B and a 'BB-(EXP)'/'RR1' rating to CCOH's proposed $1.185 billion in other secured debt. Fitch also has assigned a 'B-' Long-Term Issuer Default Rating (IDR) to parent CCOH, the borrower of the new secured debt. Fitch affirmed the existing 'B-' IDRs on subsidiaries Clear Channel Worldwide Holdings Inc. (CCWW) and Clear Channel International B.V. (CCIBV) and the issue ratings. Clear Channel had $5.3 billion in total debt outstanding as of June 30, 2019. Clear Channel will use the $3.2 billion in aggregate proceeds from the proposed CCOH secured debt issuance to repay the CCWW and CCIBV senior unsecured notes. The transaction is leverage neutral, but meaningful improves the company's liquidity position. Clear Channel will have not any sizable maturities until 2024 when the $1.9 billion of CCWW senior subordinated notes mature. Fitch views positively the company's proactive efforts to manage the balance sheet and improve the company's financial profile as it operates as a standalone company. This most recent refinancing follows Clear Channel's announced equity issuance on July 25, 2019. The proceeds of the public offering combined with balance sheet cash will be used to repay approximately $333.5 million of the 9.25% senior subordinated notes due 2024. Pro forma leverage, as calculated as total debt with equity credit to EBITDA, will decline to roughly 8.5x down from 9.0x for LTM period ending June 30, 2019. Fitch expects Clear Channel's annual cash interest burden to decline by approximately $30 million, which will bolster FCF generation due to the reduction of high-coupon debt. Notably, the refinancing will trigger the 'step-up' provision within the CCWW 9.25% senior subordinated notes due 2024 indenture. These obligations will become senior unsecured claims once the CCWW 6.5% senior unsecured notes due 2022 are no longer outstanding and have been refinanced with secured debt. However, Fitch has affirmed the 'CCC'/'RR6' issue level ratings due to Fitch's expectation of limited recovery prospects given the sizable amount of more senior debt in the capital structure. The 'B-' ratings reflect Clear Channel's still high leverage and weaker financial metrics as compared with peers. The ratings also incorporate Fitch's positive view of the out-of-home (OOH) subsector, its relative insulation from the secular headwinds affecting other traditional media categories and Clear Channel's dominant position as the second largest owner of outdoor advertising assets on a global basis. Fitch plans on withdrawing the 'B-' IDR at subsidiary Clear Channel International B.V. (CCIBV), as there will no longer be any debt outstanding at this entity following the proposed refinancing transactions. Key Rating Drivers Strong Asset Portfolio: Clear Channel benefits from its strong market position with owned and operated display structures in 44 of the 50 largest markets in the U.S., including all of the 20 largest markets. Clear Channel also has more than 450,000 displays across 31 countries in international territories and is the second largest outdoor advertising player based on revenues behind J.C. Decaux. Operations are generally concentrated in metro areas with dense populations. Clear Channel generated revenues and EBITDA of $2.7 billion and $588 million, respectively, for the LTM period ended June 30, 2019. Effective Advertising Medium: The long-term stability of the outdoor business and relative immunity to secular challenges facing other traditional advertising media position outdoor advertising to be an attractive medium for advertisers. Fitch is optimistic about the outdoor industry, given the low price point, captive audience and government regulation of inventory as a barrier to entry. Meaningful Barriers to Entry: Clear Channel faces limited competition in its U.S. markets as a result of billboard regulation. Federal law regulates billboards along interstates and other federal roadways and requires states to maintain control over billboards' size, lighting and spacing. This regulation could hinder the construction of new billboards and control the number of digital billboards. Regulation in international markets varies by territory but provides limitations on the quantity and placement of outdoor displays. Fitch believes the regulation reinforces the value of Clear Channel's outdoor displays. Digital Boards Offers Growth: Americas Outdoor has 79,000 displays (over 1,400 digital or just 2% of total) weighted toward billboards displays (72%). While digital inventory is a small proportion of the total, it accounted for 30% of aggregate Americas Outdoor revenues in FY 2018. The International Outdoor segment has 380,000 displays (over 13,500 digital or 4% of total) weighted toward street furniture (52%). Digital displays offer targeted advertising capabilities and the ability to display multiple ads per location. As such, Fitch expects digital board conversion to provide incremental opportunities for top-line and EBITDA expansion. However, Clear Channel's digital board conversion is constrained by regulations. This creates some lumpiness to the business as Clear Channel takes advantage of opportunities for digital build as they become available. Still High Debt Burden: Management remains focused on strengthening the company's financial profile as the company now operates as a standalone entity following the separation from iHeart. Clear Channel announced an equity issuance on July 25th (100 million shares at $3.50 per share). The anticipated net proceeds of the offering and balance sheet cash will be used to redeem roughly $333.5 million of aggregate CCWW 9.25% senior subordinated notes due 2024. Fitch estimates that pro forma leverage will approximate 8.5x down from 9.0x for the LTM period ending June 30, 2019, adjusting for the planned debt reduction. The repayment will also reduce annual cash interest expense by approximately $30 million. Notably, underwriters have a 30-day option to purchase up to an additional 15 million shares, which could provide for an added $50 million in proceeds to redeem the CCWW subordinated notes. Additionally, Clear Channel also commenced a refinancing of all of the outstanding senior unsecured notes at the CCWW and CCIBV subsidiaries in August 2019. While the refinancing is leverage neutral, Fitch estimates an incremental annual cash interest savings from the anticipated lower average cost of the new secured debt. Fitch expects that lower cash interest payments will bolster FCF generation, returning the company to positive FCF in FY 2020. However, the aggregate debt burden remains high and Fitch does not anticipate positive ratings momentum until FCF is consistently positive and leverage declines below 7.5x. Fitch does not believe that Clear Channel will be able to achieve material deleveraging without additional equity issuance or asset sales. Improved Liquidity: Clear Channel had balance sheet cash of $372.5 million and $44.3 million in availability under its receivables-based revolving credit facility as of June 30, 2019. Clear Channel's liquidity will benefit from the proposed $200 million senior secured revolver. The proposed refinancing transaction removes the overhang posed by the company's sizable near-term maturities. The new secured term loan B will have just modest annual amortization requirement (1% or $20 million per year). The next large maturity comes when the $1.9 billion of 9.25% senior subordinated notes mature in 2024. Cyclical Revenues: Nearly all revenues are advertising, subjecting Clear Channel's operating performance to cyclicality and seasonality. Fitch expects the outdoor industry to continue tracking the overall macroeconomic environment, given the largely discretionary nature of advertising spend. The industry declined 15.6% in 2009, but grew 4.1% in 2010 and 4.0% in 2011. Derivation Summary Clear Channel's ratings consider the company's strong portfolio of outdoor display assets in the U.S. and international territories and Fitch's favorable view of the outdoor advertising subsector, which remains insulated from the audience fragmentation affecting other mediums. Clear Channel has more scale than peers Lamar Advertising Corp. and OUTFRONT Media, Inc. — more than 1.5x on a revenue basis — but its margins lag at roughly 22%. While Clear Channel's domestic margins compare favorably with peers, its international margins are much lower due to the business mix — with a concentration toward street furniture, which is a lower margin business — and lack of sufficient international scale. Fitch expects the international markets will remain a drag on Clear Channel's consolidated margins. Clear Channel is also much more highly levered, with pro forma leverage (total debt with equity credit to EBITDA) of roughly 8.5x, relative to Lamar and OUTFRONT, which are levered at 4.0x and 4.8x, respectively. Key Assumptions - Low single-digit outdoor revenue growth over the forecast period; - EBITDA margins modestly improving on cost management and increasing penetration of digital boards; - Annual capex of $215 million-$225 million — roughly 8% of revenues; - FCF turns positive in FY 2020 due to planned debt repayment and lower annual cash interest payments from recent refinancing, as well as improving EBITDA generation; - No sizable near-term debt amortization (new term loan amortizes at 1% per year); - Fitch-calculated leverage approaches 8.0x by FY 2021. CCOH and CCWW Recovery Considerations - The CCOH and CCWW Recovery Ratings reflect Fitch's expectations that the enterprise value of the company and hence recovery rate for its creditors will be maximized in a restructuring scenario as a going concern rather than liquidation. Fitch assumes a 10% administrative claim. - Fitch estimates an adjusted distressed enterprise valuation for CCOH of $3.3 billion using a 7.0x multiple and $531 million in going-concern EBITDA. CCOH's going-concern EBITDA is based on LTM EBITDA of roughly $588 million. Fitch stresses EBITDA by assuming that an economic downturn results in a cyclical decline in advertising revenues, which negatively affects outdoor advertising revenues. Given the high fixed costs, EBITDA declines by a greater degree than revenues. - The 7.0x multiple is higher than the median TMT emergence enterprise value/EBITDA multiple of 5.5x, reflecting CCOH's leading position in the outdoor advertising subsector, with a weighting of outdoor assets in attractive large markets and urban areas. CCOH has owned and operated display structures in most of the top 50 U.S. markets, including all of the top 20. It also incorporates Fitch's positive view of the outdoor advertising sector, given the meaningful barriers to entry posed by billboard regulation, its captive audience and relative immunity to the secular challenges facing other traditional media sectors. Fitch also expects investment and conversion to digital displays present an opportunity for top-line growth and margin expansion. The 7x multiple incorporates current public market trading multiples in the 15.0x-17.0x range. Fitch also estimates that iHeart sold domestic noncore outdoor assets for a multiple of roughly 12.5x in 2016. - Fitch assumes a 70% draw of the $125 million receivables- based credit (ABL) facility and a full draw of the proposed $200 million senior secured revolving credit facility. CCOH will have a $2.0 billion senior secured term loan and $1.185 billion in other secured debt pro forma for the proposed refinancing. CCOH will also have $1.9 billion of 9.25% senior subordinated notes outstanding, following the $333.5 million planned repayment. These notes will 'step up' to become senior unsecured obligations once the refinancing transaction closes, as the CCWW senior notes will be repaid and replaced with secured debt in the capital structure. - The new secured debt benefits from a first lien pledge of 100% of the equity of each restricted wholly owned domestic subsidiary (and 65% equity of the first-tier foreign subsidiaries) and a first lien security interest in substantially all personal property that is not ABL collateral. It also has a second priority interest in all ABL collateral. - The recovery analysis results in a 'BB-'/'RR1' issue and recovery rating for the CCOH secured debt, implying expectations for 91%-100% recovery. The recovery analysis results in a 'CCC'/'RR6' issue and recovery rating for the CCWW senior subordinated notes, reflecting Fitch's expectations of limited recovery prospects given the preponderance of more senior debt in the capital structure. Fitch does not rate the ABL facility. RATING SENSITIVITIES Developments That May, Individually or Collectively, Lead to Positive Rating Action - Total debt with equity credit to EBITDA declining below 7.5x through a combination of operational efficiencies or asset sales; - A sustained return to positive FCF generation. Developments That May, Individually or Collectively, Lead to Negative Rating Action - Operating pressures that result in a deteriorating liquidity position as evidenced by expanding FCF deficits and a Fitch-calculated FFO fixed-charge coverage ratio falling below 1x. Liquidity and Debt Structure Improved Liquidity: Clear Channel had balance sheet cash of $372.5 million and $44.3 million in availability under its receivables-based revolving credit facility as of June 30, 2019. Clear Channel will benefit from the additional capacity provided by the new $200 million senior secured revolver. Clear Channel had FCF deficits (excluding dividends) of $53 million for the LTM period ended June 30, 2019. Fitch expects Clear Channel will return to positive FCF generation in FY 2020 owing to annual cash interest savings from the planned debt repayment and refinancing, as well as anticipated revenue and EBITDA expansion. Pro forma for the refinancing, Clear Channel has no sizable near-term maturities. The new term loan B will have just modest annual mandatory amortization (1% per year or $20 million). The $1.9 billion of CCWW 9.25% senior subordinated notes come due in 2024. COLORADO WICH: $450K Cash Sale of All Assets to TL Front Approved ----------------------------------------------------------------- Judge Kimberley H. Tyson of the U.S. Bankruptcy Court for the District of Colorado authorized Colorado Wich, Inc. and Colorado Wich, LLC to sell substantially all assets to TL Front Range, LLC or assigns or assigns for $450,000, cash. The Purchase Contract is approved in its entirety. The Debtors' assumption of the Leases is approved and the Debtors may assign the Leases and sell the Debtors' assets to the Buyers free and clear of all Liens in accordance with terms of the Purchase Contract, and the Buyers will take title to the Debtors' assets and the Leases free of all Liens of the Debtors, the Debtors' bankruptcy estates, their creditors, and all other third parties. No later than five business days after the closing, the Sale proceeds net of the usual and customary closing costs will be paid as follows: (i) a $44,000 commission to the Broker; (ii) the following liens in the order of their priority: (a) Dept. of Revenue lien in the amount of $125,507 and those other local authorities as shown on Schedule 1 for the undisputed amounts of their claims in the amount of $80,240; (iii) the amounts necessary to cure the pre-petition Lease and franchise agreement defaults as set forth in Schedule 2 in the amount of $122,281, plus the Debtors' pro-rata share of any unpaid rent or other leasehold obligations through the date of closing; (iv) the carve out of $15,000 for professional fees; and (v) the payments designated to JP Morgan Chase Bank, Citywide Bank, Meadows Bank, all as set forth in Schedules 1, 2, and 3. Personal property taxes assessed in 2019 but payable in 2020 will be prorated through the date of closing utilizing the Debtors' 2018 personal property tax assessments as the baseline for doing so on the seven locations being sold to the Buyers. The Buyers will receive a credit on the purchase price for this proration of the 2019 personal property taxes. The carve out for Professional Fees of the Debtors' counsel of $15,000 as set forth in the Purchase Contract is fair and reasonable and that amount can be paid out at closing but is to be held by the Debtors' counsel in its COLTAF account until its fees are subsequently approved by the Court or as may already be authorized for payment under approved interim compensation procedures; all professional fees remain subject to Bankruptcy Court approval. To any extent necessary under Bankruptcy Rule 9014 and Rule 54(b) of the Federal Rules of Civil Procedure, as made applicable by Bankruptcy Rule 7054, the Court expressly finds that there is no just reason for delay in the implementation of the Order, and expressly directs the entry of judgment as set forth in the Order. The Order constitutes a final order within the meaning of 28 U.S.C. Section 158(a). Notwithstanding Bankruptcy Rules 6004 and 6006, the effectiveness of the Order will not be stayed, and the Order will be effective immediately. The Order is and will be effective as a determination that, upon the closing of the Sale all tax and secured liens are adjudged and declared to be unconditionally released, discharged,and terminated, with all such tax and secured liens to attach to the cash proceeds of the sale of the Debtors' assets. A copy of the Schedules attached to the Order is available for free at: http://bankrupt.com/misc/Colorado_Wich_294_Order.pdf About Colorado Wich Colorado Wich LLC is a privately-held company in Highlands Ranch, Colorado engaged in the business of selling sandwiches. Colorado Wich Inc. is merely a holding company for Colorado Wich LLC, which is the actual operating Debtor entity. Colorado Wich LLC and Colorado Wich Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Lead Case No. 18-13443) on April 24, 2018. The Court granted the joint administration of the Debtors' cases on April 25, 2018. In the petitions signed by Jeffrey A. Gordan, member, Colorado Wich LLC disclosed $500,095 in assets and $2,150,648 in liabilities, and Colorado Wich Inc. disclosed $92 in assets and $22,364 in liabilities. Judge Kimberley H. Tyson oversees the case. The Debtors tapped Buechler & Garber, LLC, as their legal counsel. We Sell Restaurants, Inc., is serving as broker. CON-NIC APARTMENTS: Anticipates $15K in Legal Fees -------------------------------------------------- Con-Nic Apartments, LLC, at the Court's order, filed an amended disclosure statement explaining its Chapter 11 Plan to disclose additional information relating to the problems leading to its Chapter 11 filing. The Debtor also disclosed that it anticipates approximately $15,000 in legal fees as the only administrative expense. The Debtor seeks to cure certain arrears owed to its Secured Creditor, Fidelity Bank. There are no known unsecured claims. Under the Plan of Reorganization proposed by the Debtor, the Debtor will cure arrears owed under the mortgages held by the Bank with quarterly payments of $4,000.00 per quarter until such time as the mortgage arrears are cured. There are no unsecured claims. The Debtor believes that this will take approximately 15 quarters, or 44 months. The Debtor believes the proposed Plan of Reorganization is feasible based on the now stabilized rental income as compared to the regular operating costs, leaving a monthly surplus. A full-text copy of the Amended Disclosure Statement dated July 31, 2019, is available at https://tinyurl.com/y2k9p69z from PacerMonitor.com at no charge. The Amended Disclosure Statement was filed by James A. Wingfield, Esq., at Law Offices of James Wingfield, in Worcester, Massachusetts, on behalf of the Debtor. About Con-Nic Apartments Con-Nic Apartments, LLC, owner of two apartment buildings in Gardner, Massachusetts, filed a Chapter 11 petition (Bankr. D. Mass. Case No. 18-41697) on Sept. 12, 2018. In the petition signed by Mark S. Dymek, member-manager, the Debtor estimated both assets and liabilities to be less than $1 million. Law Offices Of James Wingfield, led by principal James A. Wingfield, serves as counsel to the Debtor. COOK COUNTY: Moody's Alters Outlook on Ba3 Issuer Rating to Neg. ---------------------------------------------------------------- Moody's Investors Service has affirmed the Ba3 issuer and general obligation limited tax debt service extension base (DSEB) ratings for the Cook County Community School District 147 (Dixmoor), IL. Concurrently, Moody's has revised the outlook on the district to stable from negative. The district has $5.7 million in outstanding GOLT debt. The issuer rating represents Moody's assessment of hypothetical debt of the district supported by a general obligation unlimited tax pledge. The district does not currently have any rated debt supported by a GOULT pledge. RATINGS RATIONALE The Ba3 issuer rating reflects the district's exceptionally challenged tax base that is characterized by an elevated poverty rate and is further compounded by weak property tax collection rates. While current fund balance and liquidity are satisfactory, they had suffered from significant multi-year draw drowns driven by imbalanced operations. Although the district's direct debt burden is moderate, outstanding debt has continued to place additional strain on operating funds that must make of the difference in debt service that the Debt Service Extension Base (DSEB) levy is unable to cover in full due to weak tax collection rates. The absence of distinction between the Ba3 GOLT debt rating and the Ba3 Issuer rating is because debt service on the bonds is a first budget obligation payable from all available funds. The bonds benefit from a dedicated property tax levy unlimited as to rate but limited as to the amount of the district's debt service extension base. RATING OUTLOOK The stable outlook reflects its expectation that district's improved financial position will be maintained given increased state funding and ongoing expenditure control. FACTORS THAT COULD LEAD TO AN UPGRADE - Material tax base appreciation and improved property tax collection rates - Further improvement of operating reserves or sustained financial stability FACTORS THAT COULD LEAD TO A DOWNGRADE - Additional deterioration of the tax base - Weakened property tax collection rates - Additional draws on reserves - Growth in the debt or pension burdens LEGAL SECURITY The district's outstanding GOLT debt is secured by an all available funds pledge and a dedicated levy that is unlimited as to rate but limited by the value of the district's DSEB. PROFILE Located 21 miles south of downtown Chicago (Ba1 stable), the district provides pre-kindergarten through 12th grade educations to more than 1,000 students. CRESCENT ASSOCIATES: Hasan Buying Los Angeles Property for $1.85M ----------------------------------------------------------------- Crescent Associates, LLC, asks the U.S. Bankruptcy Court for the Central District of California to authorize the sale of the real property located at 3548 1/2 N Multiview Dr., Los Angeles, California to Omar Hasan for $1.85 million, subject to overbid. Crescent owns the Property, a single family residence. The two adjacent properties were developed as single-family residences located and commonly described as (i) 3548 N. Multiview Drive, Los Angeles, California, and (ii) the Property. Pursuant to the Property's preliminary title report obtained for the Sale, the Property is encumbered by the following deeds of trust: a. A deed of trust recorded on Dec. 8, 2014 With the face amount of $900,000 owed to Ira Halpern as the beneficiary is in first position on the Prelim. It has since been assigned to Samuel Hart who is the current holder of the First Trust Deed. The amount due on the First Trust Deed as of Aug. 15, 2019, will be $1,143,750 - interest will continue to accrue at the rate off $250 per day thereafter. b. The next priority lien is a Second Trust Deed in the face amount of $260,000 that was recorded on Aug. 29, 2016 in favor of Samuel Hart as the beneficiary. The amount due on the Second Trust Deed as of Aug. 15, 2019 will be $351,542 and interest will continue to accrue at the rate of $94 per day thereafter. The Debtor has been listing both of its properties for sale for more than a year prior to the bankruptcy without receiving any viable offer. During this proceeding, it has listed both of the properties for sale with Shawn Kormondy of Keller Williams Beverly Hills, as its real-estate broker beginning in January 2019. The listing price is $1,995,000. The 3548 Property has been sold and the proceeds have been distributed. The Debtor has now received an offer to purchase the Property for the amount of $1.85 million from the Buyer. The sale of the Property is pursuant to the terms and conditions of their California Residential Purchase Agreement and Joint Escrow Instructions, dated Feb. May 22, 2019 with attached counter-offers. The proposed sale appears to be for a sufficient amount to cover all of the current allowed secured claims. The Property was developed in conjunction with the property adjacent to it, the 3548 Property and many of the liens are cross-collateralized between both properties. As part ofthe sale of the 3548 Property, the disputed claims of a company that is owned by Ben Safyari named EPCO Consultants, Inc. regarding alleged mechanic's liens on the 3548 Property were transferred to the Property which also has an alleged similar claim. The Debtor contends that the EPCO Claims are not valid and has filed a motion to estimate the EPCO Claims at $0 for the purposes of the Motion which motion is pending to be heard on Aug. 1, 2019 and also will be filing an adversary to dispute the EPCO Claims and invalidate the liens. Additionally, in April 2019, the Court granted the Debtor's Motion for Partial Summary Judgment in its adversary proceeding against Eyal Ben Dror and his two recorded liens have been invalidated and are stricken from the record by an order ofthe Court which is now final. The Debtor has control of the other lien holders and has been authorized to complete the sale as set forth such that there will not be any objections from the remaining lien holders. All contingencies set forth in the Sale Agreement will have expired, been satisfied, and/or waived by the time of the hearing on the Motion. The commission to the listing broker, Shawn Kormondy of Keller Williams is $46,250 and the commission to the selling broker, Jefferson Hendricks of Keller Williams is $46,250 for a total of $92,500. In addition, there are property taxes (including arrearage) of approximately $55,752.87 (after proration); escrow, title, settlement and closing fees of approximately $8,920; transfer fees of approximately $12,580; repayment of debtor financing paid to Edward Friedman and Samuel Hart of $75,000; and an administrative carveout for United States Trustee's Fees and court cost of approximately $20,000 and other anticipated administrative costs in a sum of $75,000 (total $95,000) (to be paid to the trust account of the Law Offices of Robert M. Yaspan). It is estimated that the proceeds that will be remaining is in the approximate sum of $1,510,248 which will be paid to the secured deeds of trust on the Property. It is not anticipated that there will be any tax consequences because of the sale of the Property. The Debtor asks the Court for an Order: (1) authorizing the Debtor to sell for the sum of $1.85 million to the Buyer the Property, or to such other qualified purchaser who makes a higher and better offer, free and clear of all liens, claims, interests and encumbrances; (2) finding that the Buyer/Successful Bidder is a "good faith" purchaser entitled to all of the protections and benefits of Bankruptcy Code Section 363(m); and (3) paying the secured creditors and distributing funds from escrow. The Sale Procedures include the following provisions, intended to increase the likelihood that the estate will receive the highest and best price provide as follows: (a) The Sale Procedures require that the prospective overbidder to submit to the Debtors' Attorney by 5:00 pm. on the fifth business day prior to the scheduled hearing date for the Sale Motion, satisfactory evidence of such purchaser's financial ability to perform and a deposit of $54,000 in good funds, which will be non-refundable ifsuch bidder is the successful bidder at the Sale Hearing and the sale does not close due to purchaser's default. These provisions give the Debtors time in advance of the hearing to evaluate whether a bidder is ﬁnancially capable ofpromptly closing a proposed transaction. (b) The Sales Procedures provide that any party seeking to overbid the Buyer's bid must bid an amount not less than $15,000 above the Buyer's offer, which is a total overbid of just under 1% of the Purchase Price. In order for the estate to benefit in any material way from an overbid, it is necessary to fix a minimum overbid in excess ofthe additional costs associated therewith, such as increased broker’s commissions, legal fees, interest and other costs. (c) The Sale Procedures entitle Qualified Bidders and/or the Buyers to make further bids at the Sale Hearing with a minimum additional amount of $5,000 for each bid. Affording the parties the opportunity to increase their bids at the Sale Hearing undoubtedly gives all Qualified Bidders a fair and final opportunity to make a higher and better bid. By open solicitation of higher bids, the Debtor has made every effort to maximize the value ofthe Property to the estate and its creditors. (d) As all ofthe contingencies set forth in the Purchase Agreement will have been met by the time of the hearing on the Motion, any overbid for the Subject Property will be on the same terms and conditions, or better, as is set forth in the Purchase and Sale Agreement. (6) There will be no Contingency Period for any successful overbidder. The overbidder must close the sale within 15 days after the Court enters its Order Approving the Sale. (1) Any successful overbidder whose bid is accepted by the Court will be referred to as the "Successful Bidder." The Debtor asks that the Court's order approving the Motion, as well as the order confirming the Debtor's sale after the Auction be deemed effective immediately by providing that the 10-day stay under Rule 6004(h) is waived. A copy of the Agreement and the Sales Procedures attached to the Motion is available for free at: http://bankrupt.com/misc/Crescent_Associates_124_Sales.pdf A hearing on the Motion is set for Aug. 1, 2019 at 10:00 a.m. About Crescent Associates Crescent Associates, LLC, based in Los Angeles, California, filed a Chapter 11 petition (Bankr. C.D. Cal., Case No. 18-20654) on Sept. 12, 2018. The Hon. Julia W. Brand oversees the case. In the petition signed by Edward Friedman, managing member, the Debtor disclosed $4,350,100 in assets and $5,214,026 in liabilities. Robert M. Yaspan, Esq., at the Law Offices of Robert M. Yaspan, serves as bankruptcy counsel to the Debtor. Turner Friedman Morris & Cohan, LLP, is special counsel. DAH UNIV. HOSPITALITY: Seeks to Use Stearns, Busey Cash Collateral ------------------------------------------------------------------ DAH University Hospitality, LLC asks the U.S. Bankruptcy Court for the Middle District of Florida to authorize use of cash collateral, nunc pro tunc to the Petition Date, related to the interest of Stearns Bank, N.A., and Busey Bank, to pay necessary operating expenses. In two separate motions filed with the Court, the Debtor seeks to use cash collateral based on a budget, plus a 10 variance of each line item; or to exceed any line item by more than 10 percent provided that the total of all amounts in excess of all line items for the budget do not exceed 10 percent in the aggregate of the total budget. A copy of the proposed budget is available free of charge at: http://bankrupt.com/misc/DAH_Univ_33_Budget.pdf Timothy W. Gensmer, Esq., Counsel to the Debtor, disclosed that Stearns Bank may claim a blanket lien against the Debtor at an estimated amount of $458,400; and Busey Bank an estimated at $417,453.56, also for a blanket lien. Stearns Bank and Busey Bank are prepetition secured creditors of the Debtor. As adequate protection for the use of cash collateral, the Debtor offers Stearns Bank and Busey Bank post-petition replacement liens, and the right to inspect the assets subject to such liens on 48 hours’ notice provided that said inspection does not interfere with the Debtor’s operations. Debtor asks the Court to schedule a hearing on the requests. The Debtors' secured creditors: Stearns Bank, N.A. c/o Jordan H. Hopkins, Esq. Bankruptcy Portfolio Manager 4191 2nd Street South St. Cloud, MN 56301 - and - Busey Bank 100 W. University Ave., Champaign, IL About DAH University Hospitality DAH University Hospitality, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-05845) on June 20, 2019. At the time of the filing, the Debtor had estimated assets of less than $50,000 and liabilities of less than $1 million. The Debtor is represented by Timothy W. Gensmer, PA. DN ENTERPRISES: Yellow Door Buying Omaha Property for $55K ---------------------------------------------------------- DN Enterprises, Inc., asks the U.S. Bankruptcy Court for the District of Nebraska to authorize the sale of the improved real property located at 4260 Wirt Street, Omaha, Nebraska to Yellow Door, LLC for $55,000. The Debtor is an owner of approximately 35 residential investment properties located across Omaha, Nebraska, that it offers for rent to the general public. Its operations date back to the mid-2000's. The Debtor is owned by Gilbert Navarro. In 2018, Mr. Navarro filed for divorce from his spouse, Christina Navarro. At the time of the Divorce, Mr. Navarro was incarcerated in a federal penitentiary pursuant to a plea bargain entered in a federal criminal case involving Mr. Navarro and several other individuals. During Mr. Navarro's incarceration, the Debtor was operated by Mr. Navarro's brother, Robert Navarro. During the early part of Mr. Navarro's divorce proceeding, Mrs. Navarro and Robert Navarro (empowered by a power of attorney for Mr. Navarro) agreed to have Maxim Realty Group, LLC as a receiver / property manager for the Debtor's properties. Following his early release from prison in 2018, Mr. Navarro desired to retake control of the Debtor from Maxim, under whose management the Debtor's operations suffered. In addition to the temporary loss of control of the Debtor's operations, First State Bank initiated non-judicial foreclosures of its properties. These events lead to the filing of the case. On Nov. 1, 2018, following a joint or unopposed motion to terminate the receivership, the District Court for Douglas County entered an order terminating Maxim's role as receiver of the Debtor's properties. Thereafter, Mr. Navarro retook control ofthe Debtor's operations and have begun the process of preparing unrented properties for rent. Debtor believes its operations can earn approximately $25,000 in gross monthly income. Nevertheless, the Debtor intends to rebuild its operations to its former income producing potential. To that end, it has renovated and rented a number of vacant homes, thus increasing its value and income. During the pendency of the proceeding, the Debtor was approached by an unrelated real estate broker representing the Buyer, who had interest in acquiring the Property from the Debtor. The Debtor desires to sell the Property pursuant to the terms of the Purchase Agreement. It has conferred with its real estate broker and submits that the Purchase Agreement represents better than fair market value because, in addition to the purchase price, the Buyer has agreed to pay all closing costs and real estate commissions. The terms of the sale are incorporated into the Purchase Agreement. The Buyer has agreed to pay the Debtor the sum of $55,000, as well as paying associated closing costs and broker commissions. To the best of the Debtor's knowledge, neither the Buyer nor its members, associates, or professional employees have a direct or indirect relation to the Debtor or the case. According to the Douglas County assessor, the Property is assessed at $28,800. The Debtor can project that there will be closing costs and real estate commissions in amounts as yet determined, but these costs will be born by the Buyer and not the Debtor. The Debtor cannot reasonably determine, at this time, the amount of taxable income Debtor may realize from the Sale. However, it is possible that Debtor will incur taxable income as a result of the Sale. The Debtor, through its broker, obtained a limited title report from Nebraska Title Co. That report indicates the following liens or notices of record: a. Multiple Deeds of Trust and Assignments of Rent in favor of First State Bank (the Debtor's Lender); b. A Notice of Violation issues by the City of Omaha Planning Department on May 3, 2018, recorded May 7, 2018, as Inst. No. 2018034088; c. A Judgment Lien in favor of Martin Cordoba and transcribed to the District Court of Douglas County, Nebraska on Oct. 17, 2017 in Case No. CI 17-8877; and d. A Litter Assessment levied April 9, 2019, as File Seq #04278 01, in the sum of $473, together with interest thereon payable to the City of Omaha. The Debtor asks authority to convey the Property to the Buyer free and clear of all liens, claims, interests, and encumbrances. In the case, the Debtor has sound business justification for the proposed Sale. First, the Property is unrented and in need of repairs. Second, the Property is subject to a Notice of Violation filed by the City of Omaha Planning Department. These violations must be repaired before the Property can be rented. Nevertheless, the Buyer has agreed to purchase the home "as is, where is." Third, the Property is costing Debtor money in terms of ongoing insurance, taxes, utility, and lost opportunity expenses. Fourth, the Sale of the Property is in line with the Debtor's overall plan to liquidate a portion of its holdings in order to pay off First State Bank and emerge from bankruptcy debt free. Fifth, the sale price is fair market value and the Buyer has agreed to pay all closing and commission costs. In order to permit the Sale to proceed as expeditiously as possible and to avoid further degradation or loss of value to the Property, good cause exists to waive the 14-day stay provided in Rule 6004(h). A copy of the Residential Purchase Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/DN_Enterprises_43_Sales.pdf About DN Enterprises Inc. DN Enterprises, Inc., owns and operates approximately 35 residential properties as rental investments. DN Enterprises sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Neb. Case No. 18-81526) on Oct. 20, 2018. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. The case is assigned to Judge Thomas L. Saladino. Dvorak Law Group, LLC, is the Debtor's counsel. EAGLE ENTERPRISES: Seeks to Hire Michael Barnett as Legal Counsel ----------------------------------------------------------------- Eagle Enterprises, LLC, seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Michael Barnett, P.A., as its legal counsel. The firm will advise the Debtor of its powers and duties under the Bankruptcy Code and will provide other legal services in connection with its Chapter 11 case. The firm will be employed under a general retainer agreement, which provides for a $5,000 non-refundable fee retainer and $1,717 filing fee. The contract provides for additional fees after the retainer is used, which may be increased based on the hourly fee of $325 for Michael Barnett, Esq., and $100 for paralegal services. Barnett does not represent any interest adverse to the Debtor and its bankruptcy estate, according to court filings. The firm can be reached through: Michael Barnett, Esq. Michael Barnett, P.A. 106 S. Armenia Ave. Tampa, FL 33609-3308 Tel: 813 870-3100 Fax: 813 877-4039 Email: mpa7@tampabay.rr.com About Eagle Enterprises Eagle Enterprises, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-07116) on July 29, 2019. At the time of the filing, the Debtor estimated assets of less than $1 million and liabilities of less than $500,000. ESCUE WOOD: Seeks to Hire Tranzon Asset Advisors as Auctioneer -------------------------------------------------------------- Escue Wood Treated Products, LLC seeks authority from the U.S. Bankruptcy Court for the Western District of Tennessee to employ an auctioneer. In an application filed in court, the Debtor proposes to employ Tranzon Asset Advisors in connection with the sale of its assets, which is scheduled for Sept. 30. The firm has been selected because of its expertise in equipment auctions. Edward Durnil, president and chief executive officer of Tranzon Asset Advisors, disclosed in court filings that his firm is a "disinterested person" within the meaning on Section 101(14) of the Bankruptcy Code. The firm can be reached through: Edward D. Durnil, CAI, CES Tranzon Asset Advisors 1108-A North Dixie Avenue Elizabethtown, KY 42701 Phone: 270-769-0284 Fax: 270-737-7695 Email: edurnil@tranzon.com About Escue Wood Treated Products Founded in 2013, Escue Wood Treated Products, LLC is a privately held manufacturer of treated southern yellow pine wood. Its wood products are manufactured in Milan and distributed in five states. Escue Wood Treated Products sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tenn. Case No. 19-11142) on May 23, 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 Jimmy L. Croom. The Debtor hired Harris Shelton Hanover Walsh, PLLC, as counsel. FALCON V: Arna Objects to Disclosure Statement ---------------------------------------------- YS ARNA OGFin I objects to the Disclosure Statement explaining the Chapter 11 Plan filed by Falcon V, L.L.C, ORX Resources, L.L.C., and Falcon V Holdings, L.L.C. Arna points out that the neither the latter nor its contractual rights are addressed in the Disclosure Statement. Arna further points out that Ignoring the latter rights continues in the proposed plan, for example, the plan provides that Prepetition Lender Adequate Protection Claims may be waived under certain circumstances. According to Arna, until it receives the information it is entitled to, it cannot decide whether or not it will support the Debtors' proposed plan, nor can Arna evaluate the extent to which it might willing to offer the Debtors debtor-in-possession (DIP) financing or exit financing with more attractive terms or a more beneficial structure than the current financings being proposed by Baxterville. Attorneys for YS ARNA OGfin I: Paul J. Masinter, Esq. Michael Q. Walshe, Jr., Esq. STONE PIGMAN WALTHER WITTMANN L.L.C. 909 Poydras Street, Suite 3150 New Orleans, Louisiana 70112 Telephone: (504) 581-3200 Email: pmasinter@stonepigman.com mwalshe@stonepigman.com About Falcon V Falcon V and ORX Resources are engaged in the oil and gas extraction business. Falcon V and ORX Resources have filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. La. Case No. 19-10547 and 19-10548) on April 10, 2019. The petitions were signed by James E. Orth, president and chief executive officer. At the time of filing, Falcon V estimated $10 million to $50 million in assets and $50 million to $100 million in liabilities and ORX Resources estimated $100,000 to $500,000 in assets and $10 million to $50 million in liabilities. Louis M. Phillips, Esq., at Kelly Hart & Pitre, represents the Debtor as counsel. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on May 21, 2019. FC BACKGROUND: Seeks to Hire ClearCap Strategic as Broker --------------------------------------------------------- FC Background, LLC seeks authority from the U.S. Bankruptcy Court for the Northern District of Texas to hire a broker. In an application filed in court, the Debtor proposes to employ ClearCap Strategic Advisors, LLC to: (a) assist the Debtor in the determination of an appropriate plan to sell, divest, restructure or recapitalize its assets, and give advice regarding the design and implementation of a process to respond to, coordinate and evaluate proposals for any potential or actual transaction; (b) assist the Debtor in the preparation and dissemination of confidential information materials for any potential transaction; (c) assist the Debtor in qualifying potential investors, financing sources or partners and assist its representatives (but without any authority to bind or obligate the Debtor) in discussions with such parties; (d) assist the Debtor in the negotiation, implementation and review of proposals in connection with a transaction; (e) assist the Debtor in the financial and strategic analysis necessary to facilitate the proper and timely integration of the financial, tax, and merger and acquisition aspects of any potential or actual transaction; (f) assist the Debtor in the negotiation process including the establishment of structure, price and terms; and (g) assist in the non-legal aspects of due diligence, final documentation and closing. ClearCap will be paid pursuant to this compensation arrangement: (a) An initial fee of $10,000, payable upon the execution of the firm's engagement agreement with the Debtor. (b) Commencing one month after the date of the engagement agreement, and whether or not a transaction is proposed or consummated, a consulting fee of $10,000 per month. Each monthly fee will be earned upon ClearCap's receipt thereof. Fifty percent of the consulting fees and the initial fee paid will be credited against the transaction fee. In no event shall such transaction fee be reduced below $200,000. (c) Transaction Fee. Upon the closing of the transaction, ClearCap will be paid directly from the gross proceeds a cash fee based upon the "transaction value" calculated as follows: -- 10% of Consideration Up To $1 million; plus -- 8% of Consideration between $1 million and $2 million; plus -- 6% of Consideration between $2 million and $3 million; plus -- 4% of Consideration between $3 million and $4 million; plus -- 2% of Consideration between $4 million and $10 million; plus, -- an Incentive Fee of 6% of Consideration in excess of $10 million; The total transaction fee will be reduced by 50 percent of the consulting fees and the initial fee paid to ClearCap by the Debtor. Alan Marrullier, managing director of ClearCap, disclosed in court filings that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Alan Marrullier ClearCap Strategic Advisors, LLC 701 S. Howard Ave, Ste 106-447 Tampa, FL 33606-2473 Phone: 727-415-5749 Fax: 727-213-9037 Email: alan@clearcapadvisors.com About FC Background, LLC FC Background, LLC -- http://www.fc-cs.com-- is a services provider conducting worker screening, badging, tracking and access control programs on construction projects such as light rail, sports arenas, airports, hospitals, K-12 schools, colleges, universities and miscellaneous industrial construction. FC Background filed a voluntary petition for relief under Chapter 11 of Title 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 19-32037) on June 19, 2019. In the petition signed by Ira D. Walker, chief executive officer, the Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. Mark Edward Andrews, Esq. at Dykema Gossett PLLC represents the Debtor as counsel. The case is assigned to Judge Stacey G. Jernigan. FRAN TRANSPORT: U.S. Trustee Unable to Appoint Creditors' Committee ------------------------------------------------------------------- The U.S. Trustee filed a notice of inability to appoint an official committee of unsecured creditors in the Chapter 11 case of Fran Transport Inc. Fran Transport Inc. filed a voluntary Chapter 11 petition (Bankr. S.D. Tex. Case No. 19-50105) on June 17, 2019, and is represented by Carl Michael Barto, Esq., at Law Office of Carl M. Barto. HARVARD GROUP: Sept. 11 Hearing on Disclosure Statement ------------------------------------------------------- The hearing to consider the approval of the disclosure statement explaining the Chapter 11 Plan of Harvard Group, LLC (including any amendments or revisions thereto) will be held on September 11, 2019, at 10:30 AM, in Courtroom 1, U.S. Courthouse, 333 Constitution Avenue, Washington, DC 20001. All objections to the disclosure statement must be filed and served prior to the hearing. About Harvard Group Based in Washington, D.C., Harvard Group, LLC, a Single Asset Real Estate Debtor (as defined in 11 U.S.C. Section 101(51B)), filed a voluntary Chapter 11 Petition (Bankr. D.D.C. Case No. 19-00289) on April 30, 2019. The case is assigned to Hon. Martin S. Teel, Jr. The Debtor is represented by Steven H. Greenfeld, Esq., at Cohen Baldinger & Greenfeld, LLC, in Rockville, Maryland. At the time of filing, the Debtor had estimated assets of $1 million to $10 million and estimated liabilities of $1 million to $10 million. The petition was signed by Kevin Falkner, member. HOOSIER HOME: U.S. Trustee Unable to Appoint Creditors' Committee ----------------------------------------------------------------- The U.S. Trustee filed a statement of inability to appoint an official committee of unsecured creditors in the Chapter 11 case of Hoosier Home Team Inc. About Hoosier Home Team Hoosier Home Team Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ind. Case No. 19-04263) on June 11, 2019. At the time of the filing, the Debtor estimated assets of less than $50,000 and liabilities of less than $50,000. The case is assigned to Judge Jeffrey J. Graham. Redman Ludwig PC is the Debtor's counsel. HYLAND SOFTWARE: Moody's Affirms B2 CFR, Outlook Still Negative --------------------------------------------------------------- Moody's Investors Service affirmed Hyland Software, Inc.'s Corporate Family Rating and Probability of Default Ratings at B2 and B2-PD, respectively after the company announced proposed upsizes to its first and second lien term loans in order to fund a distribution to shareholders. Hyland intends to issue an incremental $205 million to its senior secured first lien term loan and $115 million to its senior secured second lien term loan which were affirmed at B1 and Caa1, respectively. Proceeds from the add-on term loans and $110 million of balance sheet cash will be used to fund the $419 million distribution and pay associated transaction fees. The outlook remains negative. Affirmations: Issuer: Hyland Software, Inc. Corporate Family Rating, Affirmed B2 Probability of Default Rating, Affirmed B2-PD Senior Secured 1st lien Term Loan, Affirmed B1 (LGD3) Senior Secured 1st lien Revolving Credit Facility, Affirmed B1 (LGD3) Senior Secured 2nd lien Term Loan, Affirmed Caa1 (LGD5) Outlook Actions: Issuer: Hyland Software, Inc. Outlook, Remains Negative RATINGS RATIONALE Hyland's B2 CFR reflects its high leverage, acquisition appetite and aggressive financial policy. The rating is supported by Hyland's leading CSP (Content Services Platform, formerly referred to as Enterprise Content Management) market positions and its well-regarded vertical market focused product offerings. Pro-forma for the upsized debt, Hyland's leverage is about 7.6x (Moody's adjusted and based on ASC 606 results). Hyland has the potential to drive leverage below 7x and sustain free cash flow to debt above 5% over the next 12-18 months as the company has fully integrated its recent OneContent and Perceptive acquisitions and continues to grow revenue and EBITDA organically. The negative outlook reflects the company's high leverage of about 7.6x which, though currently above Moody's downgrade trigger, is expected to decline to below 7x over the next 12-18 months. Hyland's liquidity is considered good based on an expected cash balance of $55 million at the close of the proposed transaction, a $100 million undrawn revolving credit facility and expectations for continued free cash flow generation in excess of $100 million. Moody's expects the company will have sufficient headroom under the springing financial covenant on its revolver. Given Hyland's high financial risk tolerance under financial sponsor ownership, a ratings upgrade is not expected in the near term. However, Hyland's ratings could be upgraded over time if it demonstrates a meaningful increase in profits and operating cash flow and Moody's believes that the company will maintain leverage below 5x. The ratings could be downgraded if Hyland's operating performance deteriorates such that leverage is expected to remain above 7.5x or if free cash flow were below 5% on other than a temporary basis. Hyland's capital structure consists of a first lien revolver and term loan (both rated B1) and a second lien term loan (rated Caa1), with each rating reflecting the debt position in the capital structure relative to the B2 corporate family rating and B2-PD probability of default rating. The principal methodology used in these ratings was Software Industry published in August 2018. Headquartered in Westlake, OH, Hyland Software, Inc. provides CSP software that combines document management, business process management and records management solutions. Hyland generated revenues of about $802 million in the LTM period ended June 30, 2019. The company is majority owned by funds affiliated with private equity sponsor Thoma Bravo. IFRESH INC: Complies with Nasdaq's Annual Meeting Requirement ------------------------------------------------------------- iFresh Inc. received a letter from Nasdaq Listing Qualification on Aug. 5, 2019, informing the Company that the staff has determined that the Company complies with the annual meeting requirement for continued listing on The Nasdaq Capital Market set forth in Listing Rules 5620. iFresh Inc. received a Notice of Noncompliance Letter from The Nasdaq Stock Market LLC on April 1, 2019, stating that the Company was not in compliance with Nasdaq Listing Rules due to its failure to timely hold an annual meeting of shareholders for the fiscal year ended March 31, 2018, which is required to be held within 12 months of the Company's fiscal year end under Nasdaq Listing Rule 5620(a) and 5810(c)(2)(G). On July 30, 2019, the Company held its annual meeting of shareholders. About iFresh, Inc. iFresh Inc., headquartered in Long Island City, New York -- http://www.ifreshmarket.com/-- is an Asian American grocery supermarket chain and online grocer. iFresh currently has 10 retail supermarkets across New York, Massachusetts and Florida. In addition to retail supermarkets, iFresh operates two in-house wholesale businesses, Strong America Inc. and New York Mart Group, that offer more than 6,000 wholesale products and service to iFresh retail supermarkets and over 1,000 external customers including wholesale stores, retail supermarkets, and restaurants. iFresh Inc. reported a net loss of $12 million for the year ended March 31, 2019, compared to a net loss of $791,293 for the year ended March 31, 2018. As of March 31, 2019, iFresh had $47.10 million in total assets, $48.13 million in total liabilities, and a total shareholders' deficiency of $1.03 million. Friedman LLP, in New York, the Company's auditor since 2016, issued a "going concern" qualification in its report dated June 28, 2019, citing that the Company incurred operating losses and did not meet the financial covenant required in its credit agreement. These conditions raise substantial doubt about the Company's ability to continue as a going concern. INVENERGY THERMAL: Moody's Affirms Ba2 Rating on $448.5MM Sec. Loan ------------------------------------------------------------------- Moody's Investors Service affirmed the Ba2 rating assigned to Invenergy Thermal Operating I LLC's $448.5 million senior secured credit facilities following the plan to upsize the term loan B by $50 million to $378.5 million, and to increase the working capital facility by $5 million to $70 million. The $448.5 million in facilities consist of a $378.5 million senior secured term loan B due August 2025 (upsized from $328.5 million) and a $70 million revolving credit facility (increased from $65 million due August 2023). The outlook is stable. Proceeds from the incremental debt will be used to fund a distribution to the Sponsors and pay related transactions fees and expenses, while the increase in the working capital facility will support the project's hedging commitments. Terms and conditions of the financing will remain the same. RATINGS RATIONALE The Ba2 rating affirmation reflects its view that the planned incremental facility, increase in working capital facility and related increase to the commodity hedge cap to $75 million from $20 million are primarily mitigated by the continued improved operating and financial performance at the Nelson Energy Center in PJM (Nelson), as well as the completion of plant specific revenue accretive improvements at the Ector Plant in ERCOT (Ector). The rating affirmation also acknowledges the ability for unlimited commodity hedging to occur at the Grays Harbor plant which is mitigated by a related security pledge on the plant's assets. Further, the rating affirmation also incorporates the project's financial performance which has been on target including the $21.4 million in debt repayment since August 2018 (with around $19 million from excess cash flow proceeds), as well as the sponsors' significant level of equity in the project. The Ba2 rating considers the sustained long-term benefits from the new 50/50 partnership of Invenergy Clean Power LLC and AMP Capital's Global Infrastructure Equity Platform, who provided $200 million of equity capital for debt retirement at the Borrower in the prior year. The rating further incorporates the expectation of continued improved financial performance at both the Nelson and Ector plants, with Nelson benefiting from sustainable higher dispatch rates following transmission upgrades in 2017 and 2018, along with the known higher capacity auction results through May 2022 in PJM's COMED region where the plant is located, while Ector's medium-term performance is aided by a Heat Rate Call Option through 2022 and additional auxiliary revenues of around $2 million per year from the recent installation of a second load commutated inverter (LCI). The Grays Harbor plant added to the portfolio in 2018 is party to a power purchase agreement (PPA) with Shell Energy North America (US), L.P. (SENA: A2 stable) which expires in December 2019. The project generated around $4 million of EBITDA in FY 2018, and less than $1 million of distributions during the year. For FY 2019, a similar level of distributions is budgeted. Management is in discussions with several potential offtakers and fuel service providers for some form of contractual arrangement beyond 2019, including the possibility of contracting only a portion of the capacity while also maintaining a merchant component. Given its location in the Pacific Northwest, a region with substantial hydro and renewable capacity along with regional excess capacity, its cash flows are expected to be impacted by the highly volatile energy market in the region, if it becomes fully merchant. Moody's recognizes that there are coal generation closures expected to happen within the current financing's horizon, including 1.34 GW's from the Centralia power plant which should benefit the project in the medium term. However, given the uncertainties surrounding the market structure beyond 2019, Moody's assumes that Grays Harbor is able to re-contract at least a portion of its capacity on terms that enable the project to generate average annual cash flows of around $4.1 million throughout the remaining debt period, which represents around 6% of total CFADS over the debt life. The rating affirmation incorporates the fact that the portfolio relies heavily on merchant-based cash flows derived from Nelson, a combined cycle plant in northern Illinois for around 50% of CFADS, whose recently improved financial performance has been aided by transmission upgrades and who benefits from the receipt of PJM capacity auction revenue. The rating action further acknowledge that over 30% of CFADS will come from four contracted assets, each of which are encumbered and subject to a 1.20x debt service coverage ratio (DSCR) distribution test. All projects have reasonable cushions with respect to meeting such tests with the exception of Hardee, a combined cycle gas power plant in Florida, whose DSCR is anticipated to be around 1.20x through the forecasted period owing to leverage and somewhat lower dispatch than originally anticipated. Although the lack of distributions from Hardee is a credit negative, Hardee is the smallest contributor to consolidated CFADS, at around 2.5% of the total. Further, Moody's observes that Hardee had two back to back generator failures starting in late June 2017 followed by a second generator failure in July 2018 which was resolved in June 2019. The project was able to utilize a spare on site generator step-up (GSU) to remain operational, but it was not sufficient to fully substitute the simple cycle unit while it remained offline. The project received insurance proceeds as well as business interruption proceeds associated with these generator failures, and in May, 2019 it was able to distribute $1.34 million. Invenergy's CFADS for FY 2018 was around $64 million, as anticipated. DSCR per covenant compliance for FY 2018 was 1.76x with a net leverage of 5.07x. Per Moody's calculations, Moody's anticipates debt to EBITDA to be just below 6.0x for FY 2019 owing to the incremental debt, stepping down to less than 5.0x by 2020. Moody's expects CFADS to average around $71 million in FY 2019-2022, benefitting from Nelson's improvement in operations as well as higher known capacity prices for the period. Under its case, Moody's expects FFO / Debt to approximate 15.7% and the DSCR to average around 1.49x over the 2019-2021 period. Moody's further assumes that during the 2023-2025 period, CFADS should be slightly lower, in the $69 million range given its lower capacity price assumptions for the period and increased maintenance expenditure at Grays Harbor. Under its case, Moody's expects approximately $175 million in cash flow repayment during the 2020-2025 period based upon sensitivities examined. The sweep feature steps down to 50% in the event the leverage ratio (Net Debt of Borrower/ consolidated CFADS) drops to below 4.0x, and to 25% when the ratio is 2.5x DSCR and > 20% FFO/debt. Factors that could lead to a downgrade The rating could be downgraded if cash flow generation is lower than currently forecasted, in particular for the Nelson plant, leading to weaker credit metrics of 1.50x DSCR or 15% FFO/Debt on sustained basis, or if there are significant operating issues at any of the projects leading to an inability to generate and distribute excess cash flows to the Borrower. Invenergy holds interests in a diversified portfolio of seven operating natural gas-fired plants located throughout the United States and Canada. Four of the projects are wholly owned (St. Clair, Nelson, Ector and Grays Harbor) while the other three (Cannon Falls, Spindle Hill and Hardee) are owned 51% by the Sponsor. The gross capacity of each plant ranges from 314 MW to 620 MW and the net capacity of the portfolio is 2,680 MW. Five of the plants (Cannon Falls, Spindle Hill, Hardee, St. Clair and Grays Harbor) have been operating for several years while Nelson and Ector began commercial operations in 2015. The portfolio has a weighted average contract life of about 6 years. J&D CONSTRUCTION: Seeks to Hire Leonard Key as Legal Counsel ------------------------------------------------------------ J&D Construction, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Leonard, Key & Key PLLC as its legal counsel. The firm will advise the Debtor of its powers and duties under the Bankruptcy Code and will provide other legal services in connection with its Chapter 11 case. Leonard Key does not have connection with the Debtor, according to court filings. The firm can be reached through: John A. Leonard, Esq. Leonard, Key & Key PLLC 900 Eighth Street, Suite 320 P.O. Box 8385 Wichita Falls, TX 76307-8385 Telephone: 940-322-5217 Facsimile: 940-322-3381 About J&D Construction J&D Construction, LLC, provides construction services and operates its business at 1210 30th St., Wichita Falls, Texas. J&D Construction sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 19-70190) on July 16, 2019. At the time of the filing, the Debtor estimated assets of less than $1 million and liabilities of less than $500,000. JOHNSON PUBLISHING: Photography, Media Archive Auction Completed ---------------------------------------------------------------- Hilco Streambank, an intellectual property advisory firm specializing in the valuation and sale of intangible assets, has successfully completed the auction for Johnson Publishing Company, LLC's historic photography and media archive, which includes more than 4 million images, negatives and notes along with thousands of hours of video and music footage chronicling African American history dating back to 1945. The archive was sold for $30 million dollars to a consortium of foundations, comprised of the J. Paul Getty Trust, the Ford Foundation, the John D. and Catherine T. MacArthur Foundation, and the Andrew W. Mellon Foundation. According to the Smithsonian Institution, the foundation consortium will donate the archives to the Smithsonian National Museum of African American History and Culture, the Getty Research Institute, and other leading cultural institutions for the public benefit to ensure the broadest access for the general public and use by scholars, researchers, journalists, and other interested parties. Hilco Streambank was hired in June to run the marketing and sales process on behalf of the estate by Miriam R. Stein, the chapter 7 trustee for Johnson Publishing. Ms. Stein who worked closely with the Hilco team said, "Hilco Streambank did an incredible job of marketing this unique asset to a wide range of potential buyers in a very compressed timeframe. These efforts generated a very robust set of highly qualified bidders to the auction." The auction, which commenced on July 17 in Chicago, was ultimately extended by a week to accommodate the large number of interested participants. Ultimately the final bidding was completed on Wednesday, July 24, and the deal closed on Friday, July 26, with the foundation consortium successfully purchasing the asset. Ms. Stein added, "the final purchase price was an outstanding result for the estate and the process that the Hilco Streambank ran exceeded our expectations in terms of finding an ideal buyer that would be a great steward for this historic asset." Gabe Fried, CEO of Hilco Streambank said, "It was an honor to be selected by the Trustee and secured lender to be tasked with maximizing the recovery from this truly unique and historically important asset. Our team worked hard to reach out to a highly targeted collection of potential buyers who had the means and the vision to appreciate this archive. We are extremely grateful for the hard work of Linda Rice Johnson, Vickie Wilson and John Roach from Johnson Publishing and the commitment made by so many of the interested parties to conduct substantial diligence including site visits prior to the auction." Johnson Publishing, which filed for bankruptcy on April 9, 2019, previously owned and published the storied Ebony and Jet magazines. The two publications are known to have visually captured African American life for decades, having featured historic photos that reflect the African American experience at a pivotal time in the nation's history, from the post-war, pre-civil rights era through the Obama Presidency. Jeffrey B. Hecktman, CEO of Hilco Global said, "this extremely successful sale of the Johnson Publishing IP exemplifies the breadth and depth of all aspects of the Hilco Global operating company expertise. Our best in class teams understand how to maximize the value of a wide range of unique assets from intellectual property to real estate to retail inventory and more. We have built an organization that is second to none." Hilco Streambank remains engaged by the Trustee in Johnson Publishing for the sale of the Fashion Fair beauty line of cosmetics. Fashion Fair was heavily marketed through both Ebony and Jet magazines and distributed at major department stores throughout the United States. About Johnson Publishing Company Johnson Publishing Company LLC filed for Chapter 7 bankruptcy (Bankr. N.D. Ill. Case No. 19-10236) on April 9, 2019. Jack B. Schmetterer oversees the Debtor's case. The Debtor's attorneys are Howard L. Adelman, Esq., and Steven B Chaiken, Esq., at Adelman & Gettleman Ltd., in Chicago, Illinois. Miriam R. Stein was appointed as Chapter 7 trustee. The Trustee's attorneys are N. Neville Reid, Esq., Ryan T Schultz, Esq., and Brian Wilson, Esq., at Fox, Swibel, Levin Carrill, LLP, in Chicago, Illinois. LEGACY RESERVES: Taps Sidley Austin as Legal Counsel ---------------------------------------------------- Legacy Reserves Inc. received approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Sidley Austin LLP as its legal counsel. The firm will provide services to the company and its affiliates in connection with their Chapter 11 cases, which include legal advice regarding their powers and duties under the Bankruptcy Code, negotiations with creditors, the preparation of a bankruptcy plan, and legal assistance with respect to the sale of their assets. The firm's billing rates range from $520 to $1,700 per hour for attorneys and from $205 to $445 for paraprofessionals. The attorneys expected to provide the services are: Duston McFaul $1,125 Bojan Guzina $1,100 Andrew O'Neill $1,000 Charles Persons $925 Allison Ross Stromberg $925 Michael Fishel $870 Maegan Quejada $635 Joe Schomberg $635 Sidley received payments and advances in the aggregate amount of $7,773,681.55 for the 12 months prior to the Debtors' bankruptcy filing. Prior to the petition date, the firm held a retainer in the amount of $700,000. Duston McFaul, Esq., a partner at Sidley, disclosed in court filings that the firm is "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Mr. McFaul disclosed that his firm has not agreed to a variation of its standard or customary billing arrangements for its employment with the Debtors, and that the hourly rates of its professionals representing the Debtors are consistent with the rates that it charges other Chapter 11 clients regardless of the geographic location of the case. The attorney also disclosed that the billing rates and material financial terms of Sidley's employment by the Debtors have not changed postpetition. Sidley, in conjunction with the Debtors, is developing a prospective budget and staffing plan for the period June 18 to Aug. 31, 2019, according to Mr. McFaul. The firm can be reached through: Duston McFaul, Esq. Charles M. Persons, Esq. Michael Fishel, Esq. Maegan Quejada, Esq. Sidley Austin LLP 1000 Louisiana Street, Suite 5900 Houston, TX 77002 Tel: (713) 495-4500 Fax: (713) 495-7799 E-mail: dmcfaul@sidley.com cpersons@sidley.com mfishel@sidley.com mquejada@sidley.com - and - James F. Conlan, Esq. Bojan Guzina, Esq. Andrew F. O'Neill, Esq. Sidley Austin LLP One South Dearborn Street Chicago, IL 60603 Tel: (312) 853-7000 Fax: (312) 853-7036 E-mail: jconlan@sidley.com bguzina@sidley.com aoneill@sidley.com 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. The Debtors tapped Sidley Austin LLP as legal counsel; Alvarez & Marsal as restructuring advisor; and Perella Weinberg Partners and Tudor Pickering Holt & Co. as financial advisors. 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. MUSIC CITY: Taps Harris Law Practice as Legal Counsel ----------------------------------------------------- Music City Fire Company received approval from the U.S. Bankruptcy Court for the District of Nevada to hire Harris Law Practice LLC as its legal counsel. The firm will provide services in connection with the Debtor's Chapter 11 case, which include the preparation of a plan of reorganization, examination of claims, and the preparation of reports required by U.S. bankruptcy law. Stephen Harris, Esq., the firm's attorney who will be handling the case, charges $450 per hour. The hourly fees for paraprofessional services range from $150 to $250. The Debtor paid the firm an advance retainer in the amount of $6,000. Mr. Harris and his firm do not represent any interest adverse to the Debtor's bankruptcy estate, according to court filings. Harris Law can be reached through: Stephen R. Harris, Esq. Harris Law Practice LLC 6151 Lakeside Dr, Ste 2100 Reno, NV 89511 Tel: (775) 786-7600 Fax: (775) 786-7764 Email: steve@harrislawreno.com About Music City Fire Company Music City Fire Company -- https://musiccityfirecompany.com/ -- manufactures the world's first patented, CSA-approved, sound-reactive fire systems. Music City Fire Company sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 19-50783) on July 3, 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 Bruce T. Beesley. NEW ENTERPRISE: Moody's Hikes CFR to B2 & Alters Outlook to Stable ------------------------------------------------------------------ Moody's Investors Service upgraded New Enterprise Stone & Lime Co., Inc.'s Corporate Family Rating to B2 from B3, its Probability of Default Rating to B2-PD from B3-PD, its senior secured notes to B1 from B2 and the company's senior unsecured notes to Caa1 from Caa2. The rating outlook was changed to stable from positive. The ratings upgrade reflects NESL's substantial progress over the past several years in shifting its business mix to the more profitable construction materials segment, while gradually divesting of non-core assets and exiting geographic markets that lacked synergies with the core business. Furthermore, this business shift has been executed while steadily improving credit metrics including higher EBIT to interest coverage, higher operating margin and lower leverage. Upgrades: Issuer: New Enterprise Stone & Lime Co., Inc. Probability of Default Rating, Upgraded to B2-PD from B3-PD Corporate Family Rating, Upgraded to B2 from B3 Gtd. Senior Secured Regular Bond/Debenture, Upgraded to B1 (LGD3) from B2 (LGD3) Gtd. Senior Unsecured Regular Bond/Debenture, Upgraded to Caa1 (LGD5) from Caa2 (LGD5) Outlook Actions: Issuer: New Enterprise Stone & Lime Co., Inc. Outlook, Changed To Stable From Positive RATINGS RATIONALE The B2 CFR reflects NESL's modest scale with approximately $630 million of annual revenues, seasonality of the construction business and significant concentration in the state of Pennsylvania. The company's two largest customers are the Pennsylvania Department of Transportation (21% of annual revenues in fiscal 2019) and the Pennsylvania Turnpike Commission (13% of annual revenues in fiscal 2019). These concerns are somewhat offset by the company's significant exposure to public infrastructure spending at approximately 65%, which tends to be more stable through cycles than private residential spending. In addition, funding for public infrastructure with NESL's markets has been and is expected to continue to be supported by state and federal transportation legislation. Revenue from the construction materials segment, which includes the production of aggregate (crushed stone and construction sand and gravel), hot mix asphalt and ready mixed concrete, increased to 65.6% of revenues for fiscal year-end 2019 compared to 56.5% in fiscal year-end 2016. This was executed through the divestiture of the company's traffic safety services and equipment segment, and has largely helped the company to meaningfully improve margins. Adjusted operating margin for the twelve month period ended May 31, 2019 was 13.5%, compared with 8.7% for the fiscal year-ended 2016. NESL's vertically integrated business model, with the construction materials segment supplying the heavy/highway construction segment, allows the company to realize cost efficiencies and thus will help preserve profitability in a competitive environment. Adjusted EBIT to interest expense increased to 1.5x for the twelve month period ended May 31, 2019 compared with 0.6x for fiscal year 2016. Debt to LTM EBITDA has likewise improved to 5.6x at May 31, 2019 compared with 6.8x at fiscal year-end 2016. Moody's expects further deleveraging, closer to 5.0x, by fiscal year-end 2020 mainly through repayments of its revolving credit agreement with free cash flow. The stable outlook reflects Moody's expectation of profitable growth at NESL while maintaining stable credit metrics and good liquidity. Moody's outlook also considers stable end-market demand, particularly in public infrastructure, that should help support future growth of the company. Upward ratings movement would be predicated upon improvement in size, scale and diversity through reduced reliance on the state of Pennsylvania. An upgrade would also require Adjusted Debt/EBITDA at or below 4.5x and EBIT Interest coverage approaching 3.0x, both on a sustained basis. The rating could be downgraded if the company experiences sustained deterioration in credit metrics including operating margins declining below 8%, adjusted EBIT interest coverage sustained below 1.5x or adjusted debt-to-EBITDA sustained above 5.5x . Any significant deterioration in liquidity would also place negative pressure on the rating. The principal methodology used in these ratings was Building Materials published in May 2019. New Enterprise Stone & Lime, Co., Inc. is a privately held, vertically-integrated construction materials supplier and heavy/highway construction contractor. The company operates two segments: construction materials and heavy/highway construction. NESL operates, owns or leases 57 quarries and sand deposits (45 active), 31 hot mix asphalt plants, 19 fixed and portable ready mixed concrete plants , three lime distribution centers and one construction supply center. NESL's operations are primarily concentrated in Pennsylvania and Western New York, with reach into the adjacent states including Maryland, West Virginia, and Virginia. For the 12 months ended May 31, 2019, the company generated $630 million in revenue and $130 million in adjusted EBITDA. OMNICHOICE HEALTH: Taps Buddy D. Ford as Legal Counsel ------------------------------------------------------ OmniChoice Health Services LLC received approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Buddy D. Ford, P.A. as its legal counsel. The firm will provide services in connection with the Debtor's Chapter 11 case, which include legal advice regarding its powers and duties under the Bankruptcy Code and negotiations with its creditors in the preparation of a bankruptcy plan. The firm's hourly rates are: Buddy Ford, Esq. $425 Senior Associate $375 Junior Associate $300 Senior Paralegal $150 Junior Paralegal $100 The Debtor paid the firm an advance fee of $17,000, which included the filing fee of $1,717. Buddy D. Ford does not represent any interest adverse to the Debtor and its bankruptcy estate, according to court filings. The firm can be reached through: Buddy D. Ford, Esq. Buddy D. Ford, P.A. 9301 West Hillsborough Avenue Tampa, FL 33615-3008 Tel: 813-877-4669 Fax: 813-877-5543 Email: Buddy@TampaEsq.com All@tampaesq.com About OmniChoice Health Services OmniChoice Health Services LLC -- https://www.paramounturgentcare.com/ -- provides urgent care medical services throughout Central Florida, with seven locations. The medical centers treat a variety of injuries including cuts, simple fractures, eye injuries, sprains and strains. The company's medical centers also treat many types of symptoms including rashes, sore throats, flu, fever, upper respiratory infections, urinary tract infections and digestive ailments. OmniChoice Health Services sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-04225) on June 27, 2019. At the time of the filing, the Debtor disclosed $177,815 in assets and $1,148,946 in liabilities. The case is assigned to Judge Cynthia C. Jackson. PERKINS & MARIE: In Ch.11 to Sell Perkins, Foxtail Segment for $40M ------------------------------------------------------------------- Perkins & Marie Callender's, LLC, the Memphis, Tennessee-based operator of two family and casual dining chains, sought Chapter 11 bankruptcy protection on Aug. 5, 2019, disclosing plans to sell its Perkins business and a segment of its Foxtail bakery business to "Perkins Group LLC." As of the Petition Date, the Debtors own 111 Perkins restaurants located in 11 states, and franchise 255 Perkins restaurants located in 30 states and 4 Canadian provinces. Similarly, as of the Petition Date, the Debtors own and/or operate 28 Marie Callender's restaurants located in 3 states, and franchise 21 Marie Callender's restaurants located in 2 states and Mexico. The Debtors' net revenues for the year ended Dec. 31, 2018 were $335 million. As of the Petition Date, the Debtors had 5,379 employees. Amid a decline in sales across the family-dining and casual-dining industries due to decreased guest-traffic, the Debtors were unable to make scheduled interest payments on the prepetition credit facility in July and October 2018. After reaching a deal to sell a portion of its assets to buyer Perkins Group, Perkins & Marie Callender's sought Chapter 11 protection. Court documents did not identify the people behind Perkins Group (Contact details of the Perkins Group was redacted from publicly available documents). Perkins Group is represented by: Omar J. Alaniz, Esq. Kevin Chiu, Esq. BAKER BOTTS L.L.P. 2001 Ross Avenue, Suite 900 Dallas, Texas 75201 Telephone: (214) 953-6500 Facsimile: (214) 953-6503 E-mail: omar.alaniz@bakerbotts.com kevin.chiu@bakerbotts.com - and – Justin R. Alberto, Esq. Sophie E. Macon, Esq. BAYARD, P.A. 600 N. King Street, Suite 400 Wilmington, DE 19801 Telephone: (302) 655-5000 Facsimile: (302) 658-6395 E-mail: jalberto@bayardlaw.com smacon@bayardlaw.com Absent higher and better offers, Perkins Group LLC has agreed to pay $40 million in cash and assume certain liabilities to acquire: (i) the franchise, ownership and operation of "Perkins" branded family dining restaurants and bakeries; and (ii) A portion of the Foxtail bakery business, pertaining to the manufacturing and supplying to restaurants, supermarket in-store bakeries, and branded food companies premium baked goods, mixes, and syrups, including pies, muffin batters, cookies, brownies, pancake mixes and syrups, from the facility located at 6880 Fairfield Business Drive, Fairfield, Ohio 45014. However, in the event the Debtors accept another bid from a third party for the Foxtail Business, the initial purchase price will be reduced to $35 million. The Company has an agreement with its existing lenders to provide debtor-in-possession ("DIP") financing to ensure an efficient bankruptcy process. The Company expects to have enough liquidity to continue to operate in the normal course while completing the sale process. The Debtors' investment banker, Houlihan Lokey Capital, Inc., led by managing director Jason Abt, conducted a marketing process prepetition. To maximize the value of the assets, the Debtors will continue to market and solicit offers for all or any portion of their assets postpetition, in accordance with the milestones set forth in the DIP credit agreement: * Aug. 26, 2019: Hearing to consider approval of the Bidding Procedures and entry of the Bidding Procedures Order * Sept. 10, 2019: Bid Deadline * Sept. 11, 2019: Deadline for Debtors to notify Potential Bidders of their status as Qualified Bidders * Sept. 12 2019: Auction to be held at the offices of Akin Gump Strauss Hauer & Feld LLP (if necessary) Sale Objection Deadline * Sept. 13, 2019: Target date for the Debtors to file with the Court the Notice of Auction Results * Sept. 19, 2019 Proposed date of the Sale Hearing to consider approval of Sale and entry of Sale Order * Within 75 days of the Petition Date: Closing Date Perkins & Marie announced in a statement that it has filed a series of motions that, subject to Court approval, will allow it to maintain its usual employee compensation and benefit programs, make payments for goods and services in the normal course, and otherwise operate its business as usual. These motions are typical in a Chapter 11 process and are generally granted in the first days of the case. The Company is continuing discussions with investors and potential buyers regarding the Marie Callender's restaurants. Once an agreement is finalized an additional announcement will be made. As part of the restructuring process, on Aug. 4, 2019, the Company closed 10 Perkins and 19 Marie Callender's underperforming locations. All remaining restaurants will be open and operating as usual and guests can expect to continue to enjoy the great food and hospitality for which Perkins and Marie Callender's are known. Jeff Warne, president and CEO of Perkins & Marie, stated, "Our intention moving forward is to minimize disruptions and ensure that the sale process is as seamless to our guests, employees, and vendors as possible." Prepetition Capital Structure Under a Credit Agreement, dated as of June 26, 2015, as amended, with Bank of America, N.A., as administrative agent, the Debtors' secured prepetition obligations are as follows: (i) $14,541,010 in revolving loan principal obligations, including reimbursement obligations in the amount of $8,541,010 in respect of face amount of outstanding letters of credit; (ii) $94,001,173 in term loan principal obligations, (iii) $6,304,257 in accrued and unpaid interest, (iv) $160,678 in respect of accrued and unpaid letters of credit fees and (v) $91,821 in respect of accrued and unpaid commitment fees. The Debtors' unsecured obligations are comprised of approximately $8,100,000 outstanding in unpaid trade debt to their vendors and suppliers. This is the Company’s second bankruptcy filing in eight years. Its 2011 reorganization left it under the control of the investment firm Wayzata Investment Partners, still its majority owner, according to Reuters. According to Jonathan Stempel, writing for Reuters, Warne said in court papers that falling sales "across the family-dining and casual-dining industries" in 2017 and 2018, "elevated" commodity prices, rising minimum wages and "an increasingly tight labor market" were factors leading to the bankruptcy filing. Warne said that following the closures, the Company will own or franchise 355 Perkins restaurants and 28 Marie Callender's restaurants, Reuters adds. About Perkins & Marie Callender's Perkins & Marie Callender's, LLC, -- http://www.perkinsrestaurants.com/and http://www.mariecallenders.com/-- are operators and franchisors of family-dining and casual-dining restaurants, under their two highly-recognized brands: (i) their full-service family dining restaurants located primarily in Minnesota, Iowa, Wisconsin, Ohio, Pennsylvania and Florida under the name "Perkins Restaurant and Bakery" and (ii) their mid-priced, full-service casual-dining restaurants, specializing in the sale of pies and other bakery items, located primarily in California and Nevada under the name "Marie Callender's Restaurant and Bakery". The Company was formed in 2006 following the combination of the Perkins Restaurant & Bakery chain with Marie Callender's. As of the Petition Date, the Debtors own 111 Perkins restaurants located in 11 states, and franchise 255 Perkins restaurants located in 30 states and four Canadian provinces. Similarly, as of the Petition Date, the Debtors own and/or operate 28 Marie Callender's restaurants located in three states, and franchise 21 Marie Callender's restaurants located in two states and Mexico. Thus, the Debtors own, operate or franchise over 400 restaurants throughout the United States, Canada and Mexico. On Aug. 5, 2019, Perkins & Marie Callender's, LLC, and 9 affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 19-11743). Perkins & Marie estimated $50 million to $100 million in assets and $100 million to $500 million in liabilities. The Hon. Kevin Gross oversees the jointly administered cases. The Debtors tapped AKIN GUMP STRAUSS HAUER & FELD LLP as bankruptcy counsel; RICHARDS, LAYTON & FINGER, P.A. as local counsel; HOULIHAN LOKEY, INC. as investment banker; and FTI CONSULTING as financial advisor. KURTZMAN CARSON CONSULTANTS LLC is the claims agent. PES HOLDINGS: U.S. Trustee Appoints 7-Member Creditors' Committee ----------------------------------------------------------------- Andrew R. Vara, Acting United States Trustee for Region 3, on August 5, appointed seven members to the official committee of unsecured creditors in the Chapter 11 cases of PES Holdings, LLC, and its debtor affiliates. The Committee members are: 1. Trinity Industries Leasing Company Attn: Jim White 2525 N. Stemmons Freeway Dallas, TX 75207 Phone: 214-589-6531 2. United Steelworkers Attn: David Jury 60 Boulevard of the Allies Pittsburgh, PA 15222 Phone: 412-562-2549 Fax: 412-562-2574 3. CSX Transportation, Inc. Attn: Thomas Anderson 500 Water Street Jacksonville, FL 32202 Phone: 904-366-4752 Fax: 904-359-3780 4. OSG Bulk Ships, Inc., OSG Delaware Bay Lightering, LLC, and OSG Ship Management, Inc. Attn: Susan Allen 302 Knights Run Ave, Suite 1200 Tampa, FL 33602 Phone: 813-209-0600 Fax: 813-221-2769 5. Baker Hughes Oilfield Operation LLC Attn: Christopher Ryan 2001 Rankin Rd Houston, TX 77073 Phone: 713-879-1063 Fax: 713-416-0149 6. Fisher Tank Company Attn: Brian Batten 3131 W. 4th Street Chester, PA 19013 Phone: 610-494-7200 Fax: 610-485-0157 7. J.J. White, Inc. Attn: James White, IV 5500 Bingham Street Philadelphia, PA 19120 Phone: 215-722-1000 Fax: 215 742-4914 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at a debtor's expense. They may investigate the debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. Proposed counsel to the Committee: Robert J. Stark, Esq. Max D. Schlan, Esq. BROWN RUDNICK LLP Seven Times Square New York, NY 10036 Telephone: (212) 209-4800 Email: rstark@brownrudnick.com mschlan@brownrudnick.com -- and -- Steven D. Pohl, Esq. BROWN RUDNICK LLP One Financial Center Boston, MA 02111 Telephone: (617) 856-8200 Email: spohl@brownrudnick.com -- and -- Rafael X. Zahralddin-Aravena, Esq. Jonathan M. Stemerman, Esq. ELLIOTT GREENLEAF, P.C. 1105 N. Market Street, Suite 1700 Wilmington, DE 19801 Telephone: (302) 384-9400 Email: rxza@elliottgreenleaf.com jms@elliottgreenleaf.com About PES Energy Headquartered in Philadelphia, Pennsylvania, PES Holdings LLC and its subsidiaries are owners and operators of oil refining complex and have been continuously operating in some form for over 150 years. PES Energy Inc. is the indirect parent company of Philadelphia Energy Solutions Refining and Marketing LLC (PESRM). PESRM owns and operates the Point Breeze and Girard Point oil refineries located on an integrated, 1,300-acre refining complex in Philadelphia. PES Holdings, LLC, and seven subsidiaries, including PES Energy, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-11626) on July 21, 2019. PSE Holdings estimated $1 billion to $10 billion in assets and the same range of liabilities as of the bankruptcy filing. The Debtors tapped Kirkland & Ellis LLP as general bankruptcy counsel; Pachulski Stang Ziehl & Jones LLP as local bankruptcy counsel; PJT Partners LP as financial advisor; and Alvarez & Marsal North America, LLC, as restructuring advisor. Omni Management Group, Inc., is the notice and claims agent. The Company's proposed DIP financing lenders are represented by Davis Polk & Wardwell LLP and Houlihan Lokey Capital, Inc. REYES P. ALONZO: Case Summary & 2 Unsecured Creditors ----------------------------------------------------- Debtor: Reyes P. Alonzo Properties, LLC 3751 Pleasanton Road San Antonio, TX 78221 Business Description: Reyes P. Alonzo Properties, LLC classifies its business as Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). The Company is the fee simple owner of a property located at 3759 Pleasanton Rd., San Antonio, Texas, valued by the Company at $1.2 million. Chapter 11 Petition Date: August 5, 2019 Court: United States Bankruptcy Court Western District of Texas (San Antonio) Case No.: 19-51881 Judge: Hon. Craig A. Gargotta Debtor's Counsel: Heidi McLeod, Esq. HEIDI MCLEOD LAW OFFICE 3355 Cherry Ridge, Suite 214 San Antonio, TX 78230 Tel: (210) 853-0092 E-mail: heidimcleodlaw@gmail.com Total Assets: $1,200,296 Total Liabilities: $768,534 The petition was signed by Reyes P. Alonzo, member. A full-text copy of the petition containing, among other items, a list of the Debtor's two unsecured creditors is available for free at: http://bankrupt.com/misc/txwb19-51881.pdf SAMM SOLUTIONS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: SAMM Solutions, Inc. dba BTS Research 9990 Mesa Rim Road, Suite 100 San Diego, CA 92121 Business Description: SAMM Solutions, Inc. -- http://btsresearch.com-- is a San Diego based Contract Research Organization that delivers GLP and Non-GLP biological services to clients in pharmaceutical/biopharmaceutical, biotech, academic research, medical device and related industries. Chapter 11 Petition Date: August 5, 2019 Court: United States Bankruptcy Court Southern District of California (San Diego) Case No.: 19-04700 Debtor's Counsel: Stephen C. Hinze, Esq. STEPHEN C. HINZE, ATTORNEY AT LAW, APC 100 E. San Marcos Blvd., Suite 400 San Marcos, CA 92069 Tel: 760-689-0705 E-mail: sch@schinzelaw.com Total Assets: $999,443 Total Liabilities: $5,869,629 The petition was signed by Usama Abunadi, president. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/casb19-04700.pdf SHALE SUPPORT: Deadline to File Claims Set for Aug. 30 ------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of Texas set Aug. 30, 2019, at 5:00 p.m. (Prevailing Central Time) as last date and time for all entities to file proofs of claim against Shale Support Global Holdings LLC and its debtor-affiliates. The Court also set Jan. 7, 2020, at 5:00 p.m. (Prevailing Central Time) as deadline for governmental units to file their claims against the Debtors. Each proof of claim must be filed, including supporting documentation, so as to be acutally received by either the Clerk of the Court or Donlin, Recano & Company, Inc. as follows: a) If to the Clerk of the Court, by electronic submission through PACER (Public Access to Court Electronic Records at ecf.txsb.uscourts.gov), or if submitted through non-electronic means by U.S. Mail or other hand delivery system, so as to be actually received by the Clerk of the Court on or before the Claims Bar Date or the Governmental Bar Date at the following address: Clerk of the Court United States Bankruptcy Court 515 Rusk Street, # 5300 Houston, TX 77002 b) If to Donlin, Recano & Company, Inc., by electronic submission by clicking HERE, or if submitted by U.S. Mail or other hand delivery system, so as to be actually received by Donlin, Recano & Company on or before the Claims Bar Date or the Governmental Bar Date as follows: i) If sent by mail, send to: Donlin, Recano & Company, Inc. Re: Shale Support Global Holdings, LLC, et al. P.O. Box 199043 Blythebourne Station Brooklyn, NY 11219 ii) If sent by Overnight Courier or Hand Delivery, send to: Donlin, Recano & Company, Inc. Re: Shale Support Global Holdings, LLC, et al. 6201 15th Avenue Brooklyn, NY 11219 About Shale Support Shale Support Global Holdings, LLC -- https://shalesupport.com/ -- is a privately owned, vertically integrated proppant supplier to the exploration and production sector of the oil and gas industry. Their proppants are comprised of monocrystalline sand (i.e., "frac sand") designed to keep an induced hydraulic fracture open to enhance oil and gas product recovery in unconventional shale deposits. On July 11, 2019, Shale Support Global Holdings, LLC, and seven affiliates sought Chapter 11 protection (S.D. Tex. Lead Case No. 19-33884). Shale Support Global disclosed total assets of $3,150,225 and $127,899,025 as of May 31, 2019. The Hon. David R. Jones is the case judge. The Debtors tapped Greenberg Traurig, LLP, as counsel; Alvarez & Marsal as financial advisor; Piper Jaffray & Co. as investment banker; and Donlin, Recano & Company, Inc., as claims agent. The U.S Trustee on July 29, 2019, appointed five creditors to serve on an official committee of unsecured creditors in the Chapter 11 cases. SOUTH COAST BEHAVIORAL: Taps Nicastro & Associates as Counsel ------------------------------------------------------------- South Coast Behavioral Health, Inc., received approval from the U.S. Bankruptcy Court for the Central District of California to hire Nicastro & Associates, P.C. as its legal counsel. The firm will provide services in connection with the Debtor's Chapter 11 case, which include legal advice regarding its powers and duties under the Bankruptcy Code, examination of witnesses, the preparation of a plan of reorganization, and assistance with respect to the bankruptcy estate's claims against lenders. The firm's hourly rates are: Michael Nicastro Partner $495 Sean O'Keefe Of Counsel $695 Martina Slocomb Of Counsel $375 Matthew Grimshaw Of Counsel $375 Rosanna Sumera Paralegal $175 The Debtor provided Nicastro a retainer prior to its bankruptcy filing. The firm held $47,034 of the retainer as of July 2. In addition to the retainer, the firm was paid $47,966 for pre-bankruptcy work done. Mr. Nicastro disclosed in court filings that the firm is "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael N. Nicastro, Esq. Nicastro & Associates, P.C. 130 Newport Center Dr, Suite 140 Newport Beach, CA 92660 Tel: 949-534-6990 Fax: 949-590-4987 Email: courtfiling@nicastropc.com About South Coast Behavioral Health South Coast Behavioral Health, Inc. -- https://www.scbh.com/ -- is a healthcare company that specializes in the in-patient and outpatient treatment of addicts, alcoholics, and persons dealing with mental health issues. It offers a clinically supervised residential sub acute detox services, therapeutic and residential treatment centers, intensive outpatient treatment services, and partial hospitalization programs. South Coast Behavioral Health sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 19-12375) on June 20, 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 Mark S. Wallace. SPIRIT AIRLINES: Fitch Affirms 'BB' IDR, Outlook Still Negative --------------------------------------------------------------- Fitch Ratings has affirmed Spirit Airlines Inc.'s Issuer Default Rating at 'BB'. The Rating Outlook remains Negative. Fitch has affirmed Spirit's 2017-1 class AA, A, and B certificates at 'AA', 'A', and 'BBB+', respectively. Fitch has also affirmed Spirit's 2015-1 class A and B certificates at 'A' and 'BBB+', respectively. Spirit's 'BB' rating is supported by its solid profitability, healthy liquidity and low cost structure. Spirit's cost advantage over its peers remains a significant ratings factor, as it provides the company a meaningful cushion to operate through potential economic downturns. The Negative Outlook reflects the risk that credit metrics could weaken and remain outside of levels that support the 'BB' rating absent better unit cost performance. Spirit issued revised 2019 ex-fuel unit cost guidance at its second quarter release that was weaker than Fitch's prior expectations. Spirit stated that its cost performance is partially self-inflicted and should improve in 2020. However, Fitch would expect to see improvements materialize before revising the Outlook to Stable. Fitch's base case forecast includes mostly stable credit metrics over the next one to two years supported by continued solid travel demand, particularly in the domestic U.S. market. However, Fitch remains wary that a turn in the broader economic environment or the re-doubling of competitive pressures along with Spirit's aggressive growth strategy could pressure its metrics and warrant further review. Aside from unit costs trends, other factors for Spirit have improved over the past year. Its ratings have been under pressure in recent years due to consistently declining unit revenues and higher fuel prices. Unit cost trends have improved, and fuel prices have declined modestly. Key Rating Drivers Margin Pressure: Higher than expected unit cost pressures are likely to keep margins flattish or down in 2019 and well below levels that Spirit has generated historically. The company made network changes aimed at improving efficiency that left it with reduced ability to recover from cancellations and weather events, putting pressure on costs in the second and third quarters of this year. Other pressures include higher wages, rents, and impacts from runway construction at Fort Lauderdale. Costs related to operational disruptions and runway construction should improve and lead to better unit cost performance in 2020. The company will also benefit from flying more fuel efficient A320 NEOs and from its continued growth, which should keep CASM growth modest and allow Spirit to maintain a sizeable advantage over its peers. Further unit cost increases next year would present a ratings concern. Fitch previously expected 2019 operating margins to improve modestly from levels generated in 2018 supported by a positive unit revenue environment. Spirit's margin performance deteriorated from 2015-2018, as the company went from being one of the top performers down to roughly industry-average levels and contributing to higher leverage metrics. Rising Unit Revenues: Spirit produced unit revenue growth in each of the last four quarters. Revenue per available seat mile (RASM) had declined steadily starting in 2014 due to a tough competitive environment and lower fuel prices. Fitch expects to see modestly positive unit revenue results in the near term supported by continued macroeconomic growth, positive sentiments expressed by Spirit and competitors in the second quarter, and effects from the 737 MAX grounding. The top line should also benefit from efforts to improve non-ticket revenues through items like dynamic pricing of seats and e-commerce initiatives. Non-ticket sales are a key source of revenue for Spirit that had declined on a per segment basis in 2016 and 2017. A 4.3% improvement in non-ticket revenue per segment in 2018 was driven by higher bag fees and more effectively selling seat selections. Fitch expects Spirit's focus on non-ticket revenue to produce incremental gains over the next several years. Mixed Credit Metrics: Spirit's leverage remains elevated for the 'BB' rating. On an adjusted basis (including operating leases) Fitch calculates Spirit's total adjusted debt/EBITDAR at 3.9x as of June 30, 2019. Fitch expects leverage to remain around 4x through its forecast period as a growing top-line and stable margins beyond 2019 are offset by increased borrowing to fund Spirit's fleet growth. Fitch's concerns around leverage are partially offset by the company's low cost structure and large cash balance. Although Fitch generally focuses on gross leverage metrics for airline companies due to the possibility for cash balances to decline quickly in stress scenarios, the size of Spirit's cash balance mitigates some concerns around leverage. As of June 30, 2019, Spirit's total liquidity was around 33% of LTM revenue, a level that is well above most peers. Spirit's coverage metrics are weak compared to some peers because of the company's heavy use of operating leases. FFO fixed-charge coverage as of June 30, 2019 was 3.3x, which is up from 2.3x at year-end and remains weak compared to its peer group. Fitch expects coverage metrics to improve over the next several years due to the benefits of owning aircraft versus having operating leases. Better Operating Performance: Setting aside the recent increase in cancellations, which Fitch expects to be temporary, Fitch views Spirit's general improvement in operating performance as a credit positive both due to the cost benefits that it entails and in its contribution towards building and maintaining a solid customer base. Prior to 2018 Spirit consistently underperformed in terms of on-time arrivals and flight cancellations. Operating performance became an area of management focus when Spirit's previous CEO joined the company in 2016, and the company has continued to execute in this area since then. Operating performance and customer service training have led to declining rates of customer complaints to the DOT, alleviating concerns around Spirit's perception with the flying public. Negative FCF: Fitch expects FCF to remain sharply negative over the next several years as capital spending for aircraft deliveries remains high. Negative FCF is a function of growth capex. The company's fleet has grown to 135 aircraft from just 65 planes at YE 2014 and Spirit plans to grow capacity at around 15%/year for the foreseeable future. Growth driven capex is not a material rating concern at this time as the company could slow its growth if necessary and given Spirit's successful track record at executing on its growth strategy over many years. FCF was -$279 million in 2018 and Fitch expects it to be in the -$100-200 million range in 2019. Fitch accounts for sale-leaseback transactions as a purchase and subsequent sale of the asset, which negatively impacts FCF. EETC Ratings: The 'AA' and 'A' ratings on the 2017-1 class AA and class A certificates along with the 'A' rating on the 2015-1 class A certificates are primarily based on a significant amount of overcollateralization and a high quality pool of underlying assets. Since Fitch's previous reviews of these transactions, asset values, and the level of overcollateralization have declined moderately for the 2017-1 transaction while the 2015-1 transaction has remained relatively stable. Higher LTV ratios for the 2017-1 transaction were driven by higher-than-expected asset value declines for 2018-vintage A320s and A321s. Fitch estimates that values for those aircraft declined by just over 8% on average (based on an average of three appraisers), causing the maximum LTV in Fitch 'AA' stress scenario to rise to 95% from 90% in its previous review. The value decline for the 2018 deliveries is not unprecedented as Fitch often sees greater depreciation in the first year after an aircraft's delivery. The current ratings are supported by Fitch's expectations that depreciation rates are likely to moderate and by continued principal amortization that should cause the transaction to de-lever over time. The 2017-1 transaction is secured by five A321-200s and seven A320-200s that were delivered between late 2017 and late 2018. The 2015-1 transaction is secured by 12 A321-200s and three A320-200s delivered in 2015 and 2016. Depreciation rates for these aircraft were largely in-line with Fitch's expectations leading to flattish loan-to-value ratios. The transaction remains well overcollateralized with a maximum stress scenario LTV of 86.9%. Fitch considers both the A320 and A321 to be high-quality tier 1 assets. The class B certificate ratings of 'BBB+' for both the 2017-1 and 2015-1 class B certificates are derived by notching up from Spirit's corporate rating of 'BB'. The four- notch ratings uplift on the B certificates reflects Fitch's view that the affirmation factor is high for these pools of aircraft (plus two notches), the presence of an 18-month liquidity facility (plus one notch), and solid recovery prospects (plus one notch). Derivation Summary Spirit's 'BB' rating is supported by its low cost structure, solid operating margins and liquidity compared to peers. Operating margins compare favorably to North American Airlines that Fitch rates in the 'BBB' category such as Delta Air Lines and Alaska Airlines. These factors act as an effective buffer against economic downturns as they allow it to operate profitably while offering low fares. Spirit also maintains a sizeable liquidity balance compared to its peer set. As of June 30, 2019 Spirit had a liquidity balance equal to 33% of LTM revenue, which is notably higher than peers rated in the 'BB' or 'BBB' category. Spirit's liquidity advantage is offset by its comparatively small base of unencumbered assets. Spirit's ratings are constrained by its relatively high gross adjusted leverage compared to peers. Fitch calculates Spirit's adjusted leverage at 3.9x as of June 30, which is higher than other 'BB' rated peers such as United ('BB', 3.0x). Unlike the major network carriers (Delta, United, and American) Spirit has no pension obligations, which partially offsets its higher gross leverage ratio (Fitch does not include pension deficits in total debt) Free cash flow is also weak compared to peers rated in the 'BB' category, but this is largely attributable to Spirit's high rate of growth. EETC Derivation: The 'AA' rating on the 2017-1 senior certificates is in line with Fitch's ratings on senior classes of EETCs issued by United and American. LTVs for the class AA certificates in this transaction are marginally higher than those seen in other transactions rated at 'AA', and the collateral pool suffers from a relative lack of diversity, but those factors are offset by the high proportion of Spirit's owned fleet represented by this pool of collateral and by the high quality of the underlying collateral. LTVs for the 2015-1 and 2017-1 class A certificates are comparable other class A certificates that Fitch rates at 'A'. The 'BBB+' ratings on the class B certificates represent a four notch uplift from Spirit's proposed corporate rating of 'BB'. The four notch uplift is in line with class B certificates in certain transactions issued by United Airlines and American Airlines that feature strong recovery prospects and high affirmation factors. Key Assumptions Fitch's Key Assumptions Within Its Rating Case for the Issuer Include -- Capacity growth of around 15% per year through the forecast period; -- Continued moderate economic growth in the U.S. over the near-term, translating into stable demand for air travel; -- Jet Fuel prices of around $2.15/gallon in 2019 rising to $2.30 through the remainder of the forecast, translating to Brent crude prices in the low to mid $70/barrel range; -- Low single digit RASM gains in 2019 and 2020 followed by flat RASM thereafter. RATING SENSITIVITIES Developments That May, Individually or Collectively, Lead to Positive Rating Action -- Total adjusted debt/EBITDAR trending toward or below 3.5x; -- FCF trending toward positive; -- FFO fixed-charge coverage ratio sustained at or above 3.5x; -- EBIT margins sustained in the mid-teens. Developments That May, Individually or Collectively, Lead to Negative Rating Action -- Total adjusted debt/EBITDAR sustained at or above 4.5x; -- Liquidity as a percentage of LTM revenue falling below 20% on a sustained basis; -- Material weakness in revenue or a sharp uptick in costs resulting in EBIT margins sustained at or below 10%; -- Difficulties managing planned capacity growth that cause Fitch to make material negative revisions to its financial projections. STEINER BROTHER: Case Summary & 4 Unsecured Creditors ----------------------------------------------------- Debtor: Steiner Brother Properties LLC 3987 Copperhead Road SE Acworth, GA 30102 Business Description: Steiner Brother Properties LLC classifies its business as Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: August 5, 2019 Court: United States Bankruptcy Court Northern District of Georgia (Atlanta) Case No.: 19-62232 Debtor's Counsel: Michael D. Robl, Esq. ROBL LAW GROUP LLC Suite 250 3754 LaVista Road Tucker, GA 30084 Tel: 404-373-5153 Fax: 404-537-1761 E-mail: michael@roblgroup.com Total Assets: $447,243 Total Liabilities: $3,449,075 The petition was signed by Christa Rechsteiner, manager. A full-text copy of the petition containing, among other items, a list of the Debtor's four unsecured creditors is available for free at: http://bankrupt.com/misc/ganb19-62332.pdf STERICYCLE INC: Fitch Affirms 'BB' IDR & Alters Outlook to Negative ------------------------------------------------------------------- Fitch Ratings has affirmed Stericycle Inc.'s Long-Term Issuer Default Rating at 'BB'. In addition, Fitch has affirmed SRCL's senior unsecured notes at 'BB+'/'RR3'. The Rating Outlook has been revised to Negative from Stable following the company's weaker than expected operating performance to date, and increased leverage. The ratings cover approximately $2.8 billion of debt as of June 30, 2019. Key Rating Drivers Negative Outlook: The Outlook revision reflects notably weaker operating performance expected in 2019 and the potential challenges in mitigating these concerns. The potential for a steep decline in recycling paper prices, which have high operating leverage effects, ongoing cost pressures and the risk of a leverage covenant breach in the near term weigh on SRCL's credit profile. The company has taken steps to moderate these concerns with measures to address pricing pressures and better identify and execute cost saving initiatives. At this point, Fitch believes the ramifications of a covenant breach would likely be costly but digestible, although the step-downs in covenant levels could extend concerns over the next two years. Margin Pressure Deepens: The level of profitability improvement is key to SRCL's credit profile and heavily dependent on more stable small quantity pricing conditions, successful cost saving initiatives, and its ability to mitigate recycled commodity price pressures. The company is in the midst of both developing and executing on cost-saving initiatives though underperformance, cost overruns or additional legal charges could continue to pressure FCF generation. Currently, Fitch anticipates a notable step down in 2019 EBITDA margins to about 17%, down from prior expectations of 20%, and prior year of 22%. Leverage Peaks in 2019: Fitch expects adjusted debt/EBITDAR to remain elevated and FCF/adjusted debt to remain low in 2019, approaching 5.5x and in the low single digits, respectively. Lower FCF generation has postponed deleveraging expectations. As a result, leverage will likely remain above Fitch's negative sensitivity, at least in the near term. Capital deployment priorities remain unchanged, with substantially all FCF generation expected to be used for debt repayments over the next few years. Fitch also expects proceeds from any divestitures would be used for deleveraging, incrementally improving its credit profile; however, Fitch has not included any further divestitures in its forecast. Leverage has been elevated following the acquisition of Shred-It in 2015, pricing pressure in the small quantity end markets, and large legal settlements that the company paid in 2018. New Leadership Team: Much of SRCL's management team and Board of Directors have changed over the last two years. The company appointed ex-UPS executive Cindy Miller as CEO in May 2019 and appointed a new CFO in June 2019. SRCL also made changes in other key leadership positions. Miller has experience leading a $3 billion organization for UPS, but has a relatively short tenure at SRCL, having joined as the President and COO in October 2018. The company initiated a large restructuring program in 2017, which is unchanged under the new management team; however, strategic changes may occur as the new team gains its footing. Established Market Position: SRCL holds the top or a leading market position in many of its end markets, including medical waste, paper shredding and recall services. Its competitive position is supported by its broad network of complementary services, regulatory know-how and established reputation. SRCL's large scale also supports its position as a regular acquirer and industry consolidator. Despite its leading position, competition is often local, where small competitors may compete on price. Recent pressure in the small quantity customer segment highlights these concerns. Core Business Cyclicality: SRCL has historically benefitted from a high degree of demand stability in its core operations and should continue to do so, provided the small quantity market conditions stabilize as expected in 2019. The company benefits from steady demand dynamics associated with medical waste production, which is broadly regulated. However, its exposure to more cyclical recycled paper prices, the event-driven nature of its recall business and the cyclical manufacturing and industrial waste industries add volatility to performance. It has announced intentions to divest the recall businesses, which would further improve the stability of the company. Financial Flexibility: SRCL's flexibility will continue to be weak in 2019, weighed by weak operating performance and the high costs associated with the cost saving program. Cost reduction investment is expected to continue to add some pressure through the intermediate term, but at a declining rate, and would support higher levels of FCF generation. Ratings Notching: The 'BB+'/'RR3' rating on SRCL's senior unsecured notes reflects the absence of secured debt and good recovery prospects in a distressed scenario. The one-notch uplift from the company's Long-Term IDR reflects Fitch's notching criteria for issuers with IDRs in the 'BB' category. Derivation Summary SRCL's ratings consider the company's top market positions in most of its core and non-core markets, and weak but improving profitability and leverage. These considerations are weighed against near- to intermediate-term execution risks that could challenge improvement in these metrics. While SRCL does not have substantial direct peers, Fitch compares the company to the large municipal solid waste firms Waste Management (WM; BBB+), Waste Connections (WCN; BBB+) and Republic Services (RSG; BBB). Compared to these firms, SRCL carries notably higher leverage with adjusted debt/EBITDAR approaching 5.5x in 2019 versus approximately 3.0x for RSG and mid-2.0x for WCN and WM (pro forma for the Advanced Disposal acquisition). Fitch estimates FCF margins will improve though could remain pressured for an extended period. WM and RSG generate FCF margins in the mid-single digits while WCN leads with margins near the mid-teens. Key Assumptions Fitch's Key Assumptions Within Its Rating Case for the Issuer -- Revenue growth declines by a mid-single digit rate in the near term reflecting declines in small quantity and recycled paper prices, lower recall events and divestitures. Organic growth improves in the intermediate term; -- EBITDA margin falls to about 17% in 2019 before restructuring actions and slow organic growth drives improvement in the following years; -- Substantially all FCF is used for debt repayment in the next two years; -- The company is provided relief in the event of a covenant breach; -- No substantial divestitures of non-core assets; -- No unfavorable and material legal developments; -- Acquisition activity is paused in the near term but may resume as the business improves. RATING SENSITIVITIES Developments That May, Individually or Collectively, Lead to Positive Rating Action -- Strong business transformation performance, deleveraging divestitures and/or a dedicated financial policy leads to maintaining Adj. debt/ EBITDAR sustained below 4.25x. -- FCF margin sustainably above the mid-single digits. Developments That May, Individually or Collectively, Lead to Negative Rating Action -- Beyond the near term, continued margin pressures or a less conservative financial policy leads to maintaining Adj. debt/EBITDAR above 5.0x. -- EBITDA and/or FCF margin sustained below the mid-teens and below the mid-single digits, respectively. -- Substantial strategic changes under the new leadership team lead to a deterioration in its credit profile. Liquidity and Debt Structure As of June 30, 2019, SRCL's liquidity was approximately $405 million and consisted of $35 million of cash and $370 million of availability under its $1.2 billion revolving credit facility, after considering borrowings and letters of credit. Fitch estimates FCF will be negatively impacted in 2019 by high costs associated with its restructuring initiatives and weak operating results. In June 2019, the company completed the expected refinancing and had total debt of $2.8 billion as of June 30, 2019. The balance primarily consisted of $785 million of revolver borrowings, $1.2 billion in term loans and $600 million of senior notes. The revolver and term loans mature first in 2022 with annual repayments of $66 million. TOP CAT READY MIX: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Top Cat Ready Mix, LLC 2040 Dowdy Ferry Road Dallas, TX 75217 Business Description: Top Cat Ready Mix LLC is a ready mix concrete supplier in Dallas, Texas. Chapter 11 Petition Date: August 5, 2019 Court: United States Bankruptcy Court Northern District of Texas (Dallas) Case No.: 19-32635 Judge: Hon. Harlin DeWayne Hale Debtor's Counsel: Joyce W. Lindauer, Esq. JOYCE W. LINDAUER ATTORNEY, PLLC 12720 Hillcrest Road, Suite 625 Dallas, TX 75230 Tel: (972) 503-4033 Fax: (972) 503-4034 E-mail: joyce@joycelindauer.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Rena Huddleston, president. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/txnb19-32635.pdf TRES GENERACIONES: Case Summary & 19 Unsecured Creditors -------------------------------------------------------- Debtor: Tres Generaciones Luna, Inc 2225 Composite Drive Dallas, TX 75220 Business Description: Tres Generaciones Luna is a privately held company in the Mexican restaurant business. Chapter 11 Petition Date: August 5, 2019 Court: United States Bankruptcy Court Northern District of Texas (Dallas) Case No.: 19-32638 Judge: Hon. Stacey G. Jernigan Debtor's Counsel: Eric A. Liepins, Esq. ERIC A. LIEPINS, P.C. 12770 Coit Rd., Suite 1100 Dallas, TX 75251 Tel: (972) 991-5591 E-mail: eric@ealpc.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Fernando Luna, president. A full-text copy of the petition containing, among other items, a list of the Debtor's 19 unsecured creditors is available for free at: http://bankrupt.com/misc/txnb19-32638.pdf US FOODS: Moody's Confirms Ba3 CFR, Outlook Positive ---------------------------------------------------- Moody's Investors Service confirmed US Foods, Inc.'s Ba3 Corporate Family Rating, Ba3-PD Probability of default rating, Ba3 senior secured bank facility and B2 senior unsecured notes rating. In addition, Moody's assigned a Ba3 rating to USF's proposed new $1.5 billion term loan and affirmed its SGL-1 Speculative Grade Liquidity rating. The outlook is positive. This concludes Moody's review that was initiated on July 30, 2018. Proceeds from the new proposed $1.5 billion term loan and approximately $375 million of aggregate borrowings under USF's ABL and ABS facilities will be used to fund the $1.8 billion acquisition of SGA Food Group (SGA). On July 30, 2018, USF announced it had agreed to acquire SGA for approximately $1.8 billion. "The confirmation and positive outlook reflect its view that USF successfully integrates SGA with minimal disruptions and drives a sustained increase in earnings and cash flow that will allow for meaningful deleveraging over a reasonable time frame." Stated Bill Fahy Moody's Senior Credit Officer. Although debt to EBITDA is high at about 5.1 times as of December 31, 2018, pro forma for the acquisition we expect leverage to improve towards 3.5 times over the next 12 to 18 months. "The ratings and outlook also reflect USF's meaningful scale, sound execution, public leverage target and very good liquidity." stated Fahy. Assignments: Issuer: US Foods, Inc. Senior Secured Bank Credit Facility, Assigned Ba3 (LGD4) Outlook Actions: Issuer: US Foods, Inc. Outlook, Changed To Positive From Rating Under Review Confirmations: Issuer: US Foods, Inc. Probability of Default Rating, Confirmed at Ba3-PD Corporate Family Rating, Confirmed at Ba3 Senior Unsecured Regular Bond/Debenture, Confirmed at B2 (LGD6) Senior Secured Bank Credit Facility, Confirmed at Ba3 (LGD4) Affirmations: Issuer: US Foods, Inc. Speculative Grade Liquidity Rating, Affirmed SGL-1 RATINGS RATIONALE USF benefits from its position as the second largest food service provider in the US, sound execution ability, publicly stated leverage target and very good liquidity. The company is constrained by more modest operating margins versus its largest peer, acquisitive business strategy, higher operating cost environment and competitive pressures. The positive outlook reflects its view that USF's operating performance and credit metrics will continue to improve as the company successfully integrates its acquisition of SGA and executes its growth initiatives while focusing on lowering costs throughout its system and maintaining a balanced financial policy. Factors that could lead to an upgrade include a steady improvement in earnings and cash flows while maintaining a balanced financial policy that results in debt to EBITDA approaching 3.5 times and EBITA to interest above 3.0 times on a sustained basis. Whereas, a steady deterioration in operating performance or the adoption of a more aggressive financial policy that results in debt to EBITDA migrating towards 4.5 times or EBITA to interest falling below 2.5 times on a sustained basis could lead to a downgrade. A sustained deterioration in liquidity for any reason could also lead to a downgrade. US Foods, Inc. is a leading North American food service marketing and distribution company, with annual revenues of around $29 billion (pro forma for the acquisition of SGA). The company operates as a national, broad-line distributor, providing a complete range of products - from fresh farm produce, frozen food, and specialty meat products to paper products, restaurant equipment, and machinery. VILLA BELLINI: Seeks to Hire Brundage Law as Legal Counsel ---------------------------------------------------------- Villa Bellini Ristorante & Lounge Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Brundage Law, P.A., as its legal counsel. The firm will provide services in connection with the Debtor's Chapter 11 case, which include legal advice regarding its powers, rights and duties under the Bankruptcy Code; review of claims; and the preparation and implementation of its bankruptcy plan and corporate transactions, including the sale of its assets. The firm's hourly rates are: Michael Brundage Attorney $400 Diane Keenan Paralegal $100 Brundage Law received a retainer in the amount of $21,717, of which $1,717 was used to pay the filing fee. All members of Brundage Law are "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Michael P. Brundage, Esq. Brundage Law, P.A. 100 Main Street, Suite 204 Safety Harbor, FL 34695 Phone: (727) 250-2488 Email: mpbrundagelaw@gmail.com About Villa Bellini Ristorante & Lounge Villa Bellini Ristorante & Lounge Inc. owns and operates an Italian restaurant in Clearwater, Fla. Villa Bellini Ristorante & Lounge sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-06943) on July 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. VMW INVESTMENTS: Seeks to Hire Bonds Ellis as Legal Counsel ----------------------------------------------------------- VMW Investments, LLC, and VMW Bedford, LLC, seek approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Bonds Ellis Eppich Schafer Jones LLP as their legal counsel. The firm will provide services in connection with the Debtors' Chapter 11 cases, which include legal advice regarding their powers and duties under the Bankruptcy Code; negotiations with creditors; assistance with respect to the sale of their assets; and the preparation of a plan of reorganization. The hourly rates range from $200 to $350 for the firm's associates and from $350 to 415 for partners. Bonds Ellis received a pre-bankruptcy retainer in the amount of $30,000. The firm is "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code, according to court filings. Bonds Ellis can be reached through: Clay M. Taylor, Esq. Joshua N. Eppich, Esq. Bryan C. Assink, Esq. Bonds Ellis Eppich Schafer Jones LLP 420 Throckmorton Street, Suite 1000 Fort Worth, TX 76102 Phone: (817) 405-6900 Fax: (817) 405-6902 Email: clay.taylor@bondsellis.com joshua@bondsellis.com bryan.assink@bondsellis.com About VMW Investments and VMW Bedford VMW Investments, LLC and VMW Bedford, LLC are engaged in renting and leasing real estate properties. On June 30, 2019, VMW Investments and VMW Bedford sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Lead Case No. 19-42644). At the time of the filing, each Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. The cases are assigned to Judge Mark X. Mullin. Bonds Ellis Eppich Schafer Jones LLP is the Debtors' legal counsel. WALL TO WALL: 3 Members Remain in Creditors' Committee ------------------------------------------------------ The U.S Trustee for Region 18 on August 2 filed a second amended notice of appointment of members to the official committee of unsecured creditors in the Chapter 11 cases of Wall to Wall Tile & Stone, LLC, and its affiliates, to disclose that only three members remain in the Committee. Resolution Strategies LLP was dropped as a Committee member. Cosmos Granite (West), LLC, also changed its counsel from Williams Kastner Greene & Markley to Fox Rothschild. The committee members are: (1) Cosmos Granite (West), LLC Attn: Hari Hara Prasad Nallapaty 8610 S. 212th St. Kent, WA 98032 Phone: 253-896-2669 Ext. 400 Email: jaishri@cosmosgranite.us Unsecured claim: $5,501,164.98 Represented by: Joseph Shickich, Esq. 1001 4th Ave., Ste. 4500 Seattle, WA 98154-1085 Phone: 206-389-1772 Email: jshickich@foxrothshchild.com (2) Fortuna Granitos Corp. Attn: Rogerio Baumgarten 12614 Torbay Dr. Boca Raton, FL 33428 Phone: 561-945-6372 Email: roger@fortunagranitos.com Unsecured claims: $546,927.95 (3) C&C North America, Inc. d/b/a Cosentino North America Attn: Giselle Maranges 355 Alhambra Circle, Suite 1000 Coral Gables, FL 33134 Phone: 786-686-5097 Email: gisellem@cosentino.com Unsecured claims: $1,087,326.00 Represented by: Jonathan E. Aberman, Esq. Dykema Gossett PLLC 10 S. Wacker Dr., Ste. 2300 Chicago, IL 60606 Phone: 312-627-2515 Email: jaberman@dykema.com About Wall to Wall Wall to Wall -- http://walltowallcountertops.com-- is a granite and quartz stones supplier in Vancouver, Washington. Wall to Wall Tile & Stone, LLC and its debtor affiliates filed voluntary petitions for relief under Chapter 11 of Title 11 of the United States Code (Bankr. D. Or. Lead Case No. 19-32600) on July 16, 2019. In the petitions signed by Tyler Kruckenberg, managing member, Wall to Wall Tile & Stone estimated $10 million to $50 million in both assets and liabilities, while Wall to Wall Tile & Stone-Oregon estimated $100,000 to $500,000 in assets and $10 million to $50 million in liabilities. The cases are assigned to Judge David W. Hercher. Timothy J. Conway, Esq. at TONKON TORP LLP represents the Debtors as counsel. WEATHERFORD INT'L: Seeks to Hire Hunton Andrews as Legal Counsel ---------------------------------------------------------------- Weatherford International plc seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Hunton Andrews Kurth LLP as its legal counsel. The firm will provide services to the company and its affiliates in connection with their Chapter 11 cases, which include legal advice regarding their powers and duties under the Bankruptcy Code; negotiations with creditors; assistance with respect to the sale of their assets; and advice regarding tax matters. It will also provide non-bankruptcy services if requested. The firm's hourly rates are: David Zdunkewicz $1,025 Timothy Davidson II $885 Joseph Rovira $795 Ashley Harper $600 Edward Clarkson, III $495 Joshua Karam $425 Amanda Thienpont $525 Jennifer Wuebker $450 Constance Andonian $375 Tina Canada $270 The Debtors initially paid Hunton Andrews the amount of $150,000 to be put into the firm's trust account and $200,000 as an advance payment retainer. Timothy Davidson II, Esq., a partner at Hunton Andrews, disclosed in court filings that the firm is "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Mr. Davidson disclosed that his firm has not agreed to a variation of its standard or customary billing arrangements for its employment with the Debtors, and that no professional at his firm has varied his rate based on the geographic location of the Debtors' bankruptcy cases. The attorney also disclosed that the firm's billing rates and material financial terms for its representation of the Debtors have not changed after the petition date. Hunton Andrews has already provided the Debtors with a budget, Mr. Davidson further disclosed. The firm can be reached through: Timothy A. Davidson II, Esq. Ashley L. Harper, Esq. Hunton Andrews Kurth LLP 600 Travis Street, Suite 4200 Houston, TX 77002 Tel: 713-220-4200 Fax: 713-220-4285 Email: TadDavidson@HuntonAK.com AshleyHarper@HuntonAK.com About Weatherford Weatherford (NYSE: WFT), an Irish public limited company and Swiss tax resident -- http://www.weatherford.com/-- is a multinational oilfield service company providing innovative solutions, technology and services to the oil and gas industry. The Company operates in over 80 countries and has a network of approximately 650 locations, including manufacturing, service, research and development and training facilities and employs approximately 26,000 people. Weatherford reported a net loss attributable to the company of $2.81 billion for the year ended Dec. 31, 2018, compared to a net loss attributable to the company of $2.81 billion for the year ended Dec. 31, 2017. As of March 31, 2019, Weatherford had $6.51 billion in total assets, $10.62 billion in total liabilities, and a total shareholders' deficiency of $4.10 billion. On July 1, 2019, Weatherford International plc, Weatherford International, LLC, and Weatherford International Ltd. sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 19-33694). Thbe Hon. David R. Jones is the case judge. The Debtors tapped Hunton Andrews Kurth LLP and Latham & Watkins LLP as counsel; Alvarez & Marsal North America LLC as financial advisor; Lazard Freres & Co. LLC as investment banker; and Prime Clerk LLC as claims agent. Henry Hobbs Jr., acting U.S. trustee for Region 7, on July 17, 2019, appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases. WEATHERFORD INT'L: Seeks to Hire Latham & Watkins as Co-Counsel --------------------------------------------------------------- Weatherford International plc seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Latham & Watkins LLP. Latham & Watkins will serve as co-counsel with Hunton Andrews Kurth LLP, the other firm tapped by the Debtors to represent them in their Chapter 11 cases. The hourly rates range from $1,070 to $1,565 for partners, $1,040 to $1,455 for counsel, $565 to $1,085 for associates, and $105 to $780 for paraprofessionals. The attorneys with primary responsibility for providing services to the Debtors are: George Davis $1,495 per hour Chris Harris $1,345 per hour Keith Simon $1,305 per hour Andrew Sorkin $1,040 per hour Michael Reiss $1,015 per hour Lisa Lansio $860 per hour Brian Rosen $565 per hour Keith Simon, Esq., a partner at Latham & Watkins, disclosed in court filings that the firm is "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Mr. Simon disclosed that his firm has not agreed to a variation of its standard billing arrangements for its employment with the Debtors, and that no professional at the firm has varied his rate based on the geographic location of the Debtors' bankruptcy cases. The attorney also disclosed that during the prior calendar year of 2018, Latham & Watkins used these hourly rates for services provided to the Dbetors related to restructuring matters: Partners $1,030 - $1,495 Counsel $930 - $1,395 Associates $535 - $1,045 Paralegals/Analysts $180 - $750 With respect to non-restructuring matters, the firm provided a range of discounts to these rates from 5 percent to 18 percent depending on the type, size, and scope of non-restructuring work involved. All material financial terms have remained unchanged since the pre-bankruptcy period with respect to restructuring matters, according to the attorney. Mr. Simon also disclosed that the Debtors have already approved the firm's prospective budget and staffing plan for the period from July 1 to the effective date of the Debtors' bankruptcy plan, which is expected to occur later this year. Latham & Watkins can be reached through: George A. Davis, Esq. Keith A. Simon, Esq. David A. Hammerman, Esq. Annemarie V. Reilly, Esq. Lisa K. Lansio, Esq. Latham & Watkins LLP 885 Third Avenue New York, NY 10022 Tel: 212-906-1200 Fax: 212-751-4864 Email: george.davis@lw.com keith.simon@lw.com david.hammerman@lw.com annemarie.reilly@lw.com lisa.lansio@lw.com About Weatherford Weatherford (NYSE: WFT), an Irish public limited company and Swiss tax resident -- http://www.weatherford.com/-- is a multinational oilfield service company providing innovative solutions, technology and services to the oil and gas industry. The Company operates in over 80 countries and has a network of approximately 650 locations, including manufacturing, service, research and development and training facilities and employs approximately 26,000 people. Weatherford reported a net loss attributable to the company of $2.81 billion for the year ended Dec. 31, 2018, compared to a net loss attributable to the company of $2.81 billion for the year ended Dec. 31, 2017. As of March 31, 2019, Weatherford had $6.51 billion in total assets, $10.62 billion in total liabilities, and a total shareholders' deficiency of $4.10 billion. On July 1, 2019, Weatherford International plc, Weatherford International, LLC, and Weatherford International Ltd. sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 19-33694). Thbe Hon. David R. Jones is the case judge. The Debtors tapped Hunton Andrews Kurth LLP and Latham & Watkins LLP as counsel; Alvarez & Marsal North America LLC as financial advisor; Lazard Freres & Co. LLC as investment banker; and Prime Clerk LLC as claims agent. Henry Hobbs Jr., acting U.S. trustee for Region 7, on July 17, 2019, appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re B&T Global Logistics LLC Bankr. M.D. Fla. Case No. 19-05034 Chapter 11 Petition filed July 31, 2019 See http://bankrupt.com/misc/flmb19-05034.pdf represented by: Aldo G. Bartolone, Jr., Esq. BARTOLONE LAW, PLLC E-mail: aldo@bartolonelaw.com In re Great State Transport LLC Bankr. M.D. Fla. Case No. 19-05035 Chapter 11 Petition filed July 31, 2019 See http://bankrupt.com/misc/flmb19-05035.pdf represented by: Aldo G. Bartolone, Jr., Esq. BARTOLONE LAW, PLLC E-mail: aldo@bartolonelaw.com In re Coastal Home Care, Inc. Bankr. M.D. Fla. Case No. 19-07259 Chapter 11 Petition filed July 31, 2019 See http://bankrupt.com/misc/flmb19-07259.pdf represented by: Jake C. Blanchard, Esq. BLANCHARD LAW, P.A. E-mail: jake@jakeblanchardlaw.com In re Robert W. Hutchison Bankr. D. N.J. Case No. 19-24795 Chapter 11 Petition filed July 31, 2019 represented by: Bruce W. Radowitz, Esq. E-mail: torreso78@gmail.com In re Ki Hyung Kim and Hye Sook Ha Bankr. D. N.J. Case No. 19-24863 Chapter 11 Petition filed July 31, 2019 represented by: Robert S. Roglieri, Esq. Richard D. Trenk, Esq. MCMANIMON, SCOTLAND & BAUMANN, LLC E-mail: rroglieri@msbnj.com rtrenk@msbnj.com In re Essequibo Holdings Inc. Bankr. E.D.N.Y. Case No. 19-44679 Chapter 11 Petition filed July 31, 2019 See http://bankrupt.com/misc/nyeb19-44679.pdf represented by: Mark E. Cohen, Esq. E-mail: MECESQ2@aol.com In re Demerara Holdings Incorporated Bankr. E.D.N.Y. Case No. 19-44681 Chapter 11 Petition filed July 31, 2019 See http://bankrupt.com/misc/nyeb19-44681.pdf represented by: Mark E. Cohen, Esq. E-mail: MECESQ2@aol.com In re Sherrilyn Woodward Kenyon Bankr. M.D. Tenn. Case No. 19-04897 Chapter 11 Petition filed July 31, 2019 represented by: LEFKOVITZ AND LEFKOVITZ, PLLC E-mail: slefkovitz@lefkovitz.com In re E-Ticket Performance Boats, LLC Bankr. D. Ariz. Case No. 19-09621 Chapter 11 Petition filed August 1, 2019 See http://bankrupt.com/misc/azb19-09621.pdf represented by: Andre E. Carman, Esq. CARMAN LAW FIRM E-mail: acarman@carmanlf.com In re Dimlux LLC Bankr. S.D. Calif. Case No. 19-04664 Chapter 11 Petition filed August 1, 2019 See http://bankrupt.com/misc/casb19-04664.pdf represented by: Donald Dennis Beury, Esq. LAW OFFICE OF DONALD BEURY E-mail: db.beurylaw@gmail.com In re Juliette Falls Properties, LLC Bankr. M.D. Fla. Case No. 19-02937 Chapter 11 Petition filed August 1, 2019 See http://bankrupt.com/misc/flmb19-02937.pdf represented by: Richard A. Perry, Esq. RICHARD A PERRY, ATTORNEY AT LAW E-mail: richard@rapocala.com In re JFA Atlanta Bankr. N.D. Ga. Case No. 19-61862 Chapter 11 Petition filed August 1, 2019 Filed Pro Se In re Gregory L. Molden M.D. Inc. Bankr. E.D. La. Case No. 19-12073 Chapter 11 Petition filed August 1, 2019 See http://bankrupt.com/misc/laeb19-12073.pdf represented by: Robin R. DeLeo, Esq. THE DE LEO LAW FIRM, LLC E-mail: deleolawfirm@northshoreattorney.com lisa@northshoreattorney.com In re William's Properties, Inc. Bankr. D. Md. Case No. 19-20358 Chapter 11 Petition filed August 1, 2019 See http://bankrupt.com/misc/mdb19-20358.pdf represented by: Sonila Isak Wintz, Esq. THE ISAK LAW FIRM E-mail: sonila@isaklaw.com In re Marcus B. Daniels and Sandra W. Daniels Bankr. S.D. Miss. Case No. 19-02771 Chapter 11 Petition filed August 1, 2019 represented by: Craig M. Geno, Esq. LAW OFFICES OF CRAIG M. GENO, PLLC E-mail: cmgeno@cmgenolaw.com In re Thomas Kelley Ray Bankr. S.D. Miss. Case No. 19-02772 Chapter 11 Petition filed August 1, 2019 represented by: R. Michael Bolen, Esq. HOOD & BOLEN, PLLC E-mail: rmb@hoodbolen.com In re Safe Harbor Construction Group Inc. Bankr. D.N.J. Case No. 19-24968 Chapter 11 Petition filed August 1, 2019 See http://bankrupt.com/misc/njb19-24968.pdf represented by: Steven J. Abelson, Esq. ABELSON & TUESDALE E-mail: sjaesq@atrbklaw.com In re Tompkins Willoughby LLC Bankr. E.D.N.Y. Case No. 19-44729 Chapter 11 Petition filed August 1, 2019 See http://bankrupt.com/misc/nyeb19-44729.pdf represented by: Abraham Kappel, Esq. THE LAW FIRM OF ABRAHAM KAPPEL In re Abraham Lowy Bankr. E.D.N.Y. Case No. 19-44736 Chapter 11 Petition filed August 1, 2019 represented by: Alla Kachan, Esq. E-mail: alla@kachanlaw.com In re Gary G. DeRosa Bankr. E.D.N.Y. Case No. 19-75395 Chapter 11 Petition filed August 1, 2019 represented by: Joseph S. Maniscalco, Esq. LAMONICA HERBST MANISCALCO E-mail: jsm@lhmlawfirm.com In re ADPOWER, Inc. Bankr. S.D. Tex. Case No. 19-34202 Chapter 11 Petition filed August 1, 2019 See http://bankrupt.com/misc/txsb19-34202.pdf represented by: Richard L Fuqua, II, Esq. FUQUA & ASSOCIATES, PC E-mail: fuqua@fuqualegal.com In re US-China Professional Tours, Inc. Bankr. S.D. Tex. Case No. 19-34218 Chapter 11 Petition filed August 1, 2019 See http://bankrupt.com/misc/txsb19-34218.pdf represented by: Erin E. Jones, Esq. Christopher R Murray, Esq. JONES MURRAY & BEATTY LLP E-mail: erin@jmbllp.com christopher.murray@jmbllp.com In re Thomas Lee Farr, Sr. Bankr. W.D. Tex. Case No. 19-51830 Chapter 11 Petition filed August 1, 2019 represented by: William R. Davis, Jr., Esq. LANGLEY & BANACK, INC. E-mail: wrdavis@langleybanack.com In re Concrete Investments, Inc. Bankr. N.D. Fla. Case No. 19-50096 Chapter 11 Petition filed August 2, 2019 See http://bankrupt.com/misc/flnb19-50096.pdf represented by: Teresa M. Dorr, Esq. Natasha Z. Revell, Esq. ZALKIN REVELL, PLLC E-mail: tdorr@zalkinrevell.com nrevell@zalkinrevell.com In re Early Learning Language Academics, LLC Bankr. D. Md. Case No. 19-20397 Chapter 11 Petition filed August 2, 2019 See http://bankrupt.com/misc/mdb19-20397.pdf represented by: Richard L. Gilman, Esq. GILMAN & EDWARDS, LLC E-mail: rgilman@gilmanedwards.com In re K & B Trucking, Inc. Bankr. E.D. Tenn. Case No. 19-32453 Chapter 11 Petition filed August 2, 2019 See http://bankrupt.com/misc/tneb19-32453.pdf represented by: Brenda G. Brooks, Esq. MOORE AND BROOKS E-mail: bbrooks@moore-brooks.com In re Richard Paul Moskowitz Bankr. N.D. Cal. Case No. 19-30822 Chapter 11 Petition filed August 2, 2019 represented by: Robert L. Goldstein, Esq. LAW OFFICES OF ROBERT L. GOLDSTEIN E-mail: rgoldstein@taxexit.com In re Jane Gauthier Fyffe Bankr. M.D. Fla. Case No. 19-02957 Chapter 11 Petition filed August 2, 2019 Filed Pro Se In re Rollie A. Knox Bankr. D. Utah Case No. 19-25685 Chapter 11 Petition filed August 3, 2019 represented by: Russell S. Walker, Esq. WOODBURY & KESLER E-mail: rwalker@wklawpc.com In re Almanor Lakefront L.L.C. Bankr. N.D. Cal. Case No. 19-51578 Chapter 11 Petition filed August 5, 2019 See http://bankrupt.com/misc/canb19-51578.pdf represented by: Reno F.R. Fernandez, Esq. MACDONALD FERNANDEZ LLP E-mail: 2382885420@filings.docketbird.com In re Restore Such A One Deliverance Center, Inc. Bankr. D. Md. Case No. 19-20493 Chapter 11 Petition filed August 5, 2019 See http://bankrupt.com/misc/mdb19-20493.pdf represented by: Jason E. Miles, Esq. LAW OFFICE OF J. EUGENE MILES E-mail: jem3472@gmail.com jeugenemiles@gmail.com In re JACS Laundry Park, LLC Bankr. D.N.J. Case No. 19-25093 Chapter 11 Petition filed August 5, 2019 See http://bankrupt.com/misc/njb19-25093.pdf represented by: Linwood A. Jones, Esq. LINWOOD A. JONES E-mail: linwoodjonesesq@gmail.com In re James Olivette Ezell Bankr. D.N.J. Case No. 19-25148 Chapter 11 Petition filed August 5, 2019 Filed Pro Se In re Waters Capital LLC Bankr. N.D. Tex. Case No. 19-32586 Chapter 11 Petition filed August 5, 2019 Filed Pro Se In re Lighthouse Rescue Mission Bankr. N.D. Tex. Case No. 19-32602 Chapter 11 Petition filed August 5, 2019 See http://bankrupt.com/misc/txnb19-32602.pdf represented by: Sarah M. Cox, Esq., LAW OFFICE OF SARAH M. COX, PLLC E-mail: sarah@sarahcoxlaw.com In re The Dignity Group, LLC Bankr. N.D. Tex. Case No. 19-32633 Chapter 11 Petition filed August 5, 2019 See http://bankrupt.com/misc/txnb19-32633.pdf represented by: Eric A. Liepins, Esq. ERIC A. LIEPINS, P.C. E-mail: eric@ealpc.com In re Randy L. Maldonado and Yvette R. Maldonado Bankr. S.D. Tex. Case No. 19-20379 Chapter 11 Petition filed August 5, 2019 represented by: Adelita Cavada, Esq. ADELITA CAVADA LAW E-mail: adelita@adelitacavadalaw.com In re De La Reina Developments Corporation Bankr. S.D. Tex. Case No. 19-34366 Chapter 11 Petition filed August 5, 2019 Filed Pro Se In re Corey Demon Sims Bankr. C.D. Cal. Case No. 19-19146 Chapter 11 Petition filed August 6, 2019 Filed Pro Se In re JC Laundry, LLC Bankr. C.D. Cal. Case No. 19-19149 Chapter 11 Petition filed August 6, 2019 See http://bankrupt.com/misc/cacb19-19149.pdf represented by: Jacob Reich, Esq. THE LAW OFFICE OF JACOB REICH E-mail: AttorneyReich@yahoo.com In re Guillermo Luis Calixtro Bankr. C.D. Cal. Case No. 19-19171 Chapter 11 Petition filed August 6, 2019 Filed Pro Se In re John Charles Green and Janel Jankalski Bankr. C.D. Cal. Case No. 19-19187 Chapter 11 Petition filed August 6, 2019 represented by: Thomas B. Ure, Esq. URE LAW FIRM E-mail: tbuesq@aol.com In re Insight Investing LLC Bankr. S.D. Cal. Case No. 19-04705 Chapter 11 Petition filed August 6, 2019 Filed Pro Se In re Thomas Hudson and Lyudmila Hudson Bankr. M.D. Fla. Case No. 19-02992 Chapter 11 Petition filed August 5, 2019 represented by: Jason A. Burgess, Esq. THE LAW OFFICES OF JASON A. BURGESS, LLC E-mail: jason@jasonaburgess.com In re Neuro-Endoceuticals, LLC Bankr. M.D. Fla. Case No. 19-05180 Chapter 11 Petition filed August 6, 2019 See http://bankrupt.com/misc/flmb19-05180.pdf represented by: Bryan K. Mickler, Esq. LAW OFFICES OF MICKLER & MICKLER, LLP E-mail: court@planlaw.com In re Earth's Natural Minerals, LLC Bankr. M.D. Fla. Case No. 19-05181 Chapter 11 Petition filed August 6, 2019 See http://bankrupt.com/misc/flmb19-05181.pdf represented by: Bryan K. Mickler, Esq. LAW OFFICES OF MICKLER & MICKLER E-mail: court@planlaw.com In re NJN Enterprise Eagle View, LLC Bankr. M.D. Ga. Case No. 19-30869 Chapter 11 Petition filed August 5, 2019 See http://bankrupt.com/misc/gamb19-30869.pdf represented by: Paul Reece Marr, Esq. PAUL REECE MARR, P.C. E-mail: pmarr@mindspring.com paul.marr@marrlegal.com In re Rakai, LLC Bankr. N.D. Ga. Case No. 19-62326 Chapter 11 Petition filed August 6, 2019 See http://bankrupt.com/misc/ganb19-62326.pdf represented by: Paul Reece Marr, Esq. PAUL REECE Marr, P.C. E-mail: paul.marr@marrlegal.com In re M and M Auto Repair, Inc. Bankr. N.D. Ga. Case No. 19-62345 See http://bankrupt.com/misc/ganb19-62345.pdf Chapter 11 Petition filed August 6, 2019 Filed Pro Se In re Jeffrey C. Curtin Bankr. N.D. Ill. Case No. 19-22065 Chapter 11 Petition filed August 6, 2019 represented by: David P. Lloyd, Esq. DAVID P. LLOYD, LTD. E-mail: courtdocs@davidlloydlaw.com In re Team Sigue Logistics, LLC Bankr. W.D. La. Case No. 19-50934 Chapter 11 Petition filed August 6, 2019 See http://bankrupt.com/misc/lawb19-50934.pdf represented by: William C. Vidrine, Esq. VIDRINE & VIDRINE, PLLC E-mail: williamv@vidrinelaw.com In re William Patrick Trainor, Sr. Bankr. D. Mass. Case No. 19-12668 Chapter 11 Petition filed August 5, 2019 Filed Pro Se In re Cedar Grove LLC Bankr. D. Minn. Case No. 19-50627 Chapter 11 Petition filed August 6, 2019 Filed Pro Se In re Allan Bruce Plumser and Diane Cheryl Plumser Bankr. D.N.J. Case No. 19-25198 Chapter 11 Petition filed August 6, 2019 represented by: Dean G. Sutton, Esq. E-mail: dgs123@ptd.net In re Robert Betancourt Bankr. D.N.M. Case No. 19-11818 Chapter 11 Petition filed August 5, 2019 represented by: Don F. Harris Email: nmfl@nmfinanciallaw.com In re Itai Aaronson Bankr. D. Oregon Case No. 19-62384 Chapter 11 Petition filed August 5, 2019 Filed Pro Se In re Marc Keith Knapp Bankr. D.S.C. Case No. 19-04171 Chapter 11 Petition filed August 6, 2019 represented by: Frederick M. Adler, Esq. ADLER LAW FIRM, LLC Email: miles@adlerlaw.partners In re Keith Howard Smith and Michelle Francis White Smith Bankr. M.D. Tenn. Case No. 19-04972 Chapter 11 Petition filed August 5, 2019 represented by: LEFKOVITZ AND LEFKOVITZ, PLLC Email: slefkovitz@lefkovitz.com In re Jeffrey Alan Puckett Bankr. M.D. Tenn. Case No. 19-04981 Chapter 11 Petition filed August 5, 2019 represented by: LEFKOVITZ AND LEFKOVITZ, PLLC Email: slefkovitz@lefkovitz.com In re Bharat K. Patel Bankr. M.D. Tenn. Case No. 19-05006 Chapter 11 Petition filed August 6, 2019 represented by: LEFKOVITZ AND LEFKOVITZ, PLLC Email: slefkovitz@lefkovitz.com In re Empowerment Homes, LLC Bankr. E.D. Tex. Case No. 19-42129 Chapter 11 Petition filed August 6, 2019 See http://bankrupt.com/misc/txeb19-42129.pdf represented by: Michael J. Wiss, Esq. MICHAEL J. WISS AND ASSOCIATES Email: mjwiss@hotmail.com In re Gordon Dean Haley Bankr. S.D. Tex. Case No. 19-20380 Chapter 11 Petition filed August 6, 2019 Filed Pro Se In re Decker Prairie RV Park LLC Bankr. S.D. Tex. Case No. 19-34434 Chapter 11 Petition filed August 6, 2019 Filed Pro Se In re John Hoang Trien Bankr. W.D. Tex. Case No. 19-31300 Chapter 11 Petition filed August 6, 2019 Filed Pro Se ********* 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. 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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. 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