/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/190827.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, August 27, 2019, Vol. 23, No. 238 Headlines AB KITCHEN CABINETS: Furniture Company Asks Permission to Use Cash ABC PM 652: Court Orders $10,800 Protection Payment to Bayview ACADIAN CYPRESS: Seeks Approval of $750K DIP Financing with Amped ACME INVESTMENT: $2.3M Sale of San Antonio Property to AVA Approved AEGERION PHARMACEUTICALS: Receives Overwhelming Support for Plan ANTERO RESOURCES: S&P Downgrades ICR to 'BB'; Outlook Negative AVENUE STORES: August 27 Meeting Set to Form Creditors' Panel BLUE DOLPHIN: Incurs $3.3 Million Net Loss in Second Quarter BRIGGS & STRATTON: S&P Downgrades ICR to 'B'; Outlook Negative BRISTOW GROUP: Files Amended Joint Plan of Reorganization BUSY B’S: Debtor and Owners Seek More Cash, Plan Filing by Sept. 6 CARROLS RESTAURANT: S&P Alters Outlook to Neg., Affirms 'B' ICR CENTERSTONE LINEN: Atlas' $250K Sale of Fixed Assets Approved CHARMING CHARLIE: Committee Seeks to Hire Cooley as Lead Counsel CHARMING CHARLIE: Committee Taps Potter Anderson as Del. Counsel CHARMING CHARLIE: Committee Taps Province as Financial Advisor CHIEF POWER: S&P Lowers Term Loan Rating to 'CCC+'; Outlook Neg. CLOUD PEAK: Navajo Transitional Named Winning Bidder for Assets COLUMBUS DOWNTOWN: S&P Lowers Revenue Bond Rating to 'CCC-' COMER ENTERPRISES: Seeks to Use $919K to Continue Thru Sept. 14 COMPRESSION GENERATION: U.S. Trustee Forms 3-Member Committee COOL HOLDINGS: Incurs $5.6 Million Net Loss in Second Quarter CORNERSTONE VALVE: Nov. 7 Plan Confirmation Hearing CUMBERLAND BEHAVIOR: U.S. Trustee Unable to Appoint Committee DIRECTVIEW HOLDINGS: Incurs $1.33 Million Net Loss in 2nd Quarter DWS CLOTHING: Gets Court Approval to Continue Cash Use E-TICKET PERFORMANCE: U.S. Trustee Unable to Appoint Committee EASTERN TIMBER: Sept. 18 Plan Confirmation Hearing FERNLEY & FERNLEY: Court Approves Disclosure Statement FIRSTENERGY SOLUTIONS: Exit Plan Held Up by Union Dispute GATHERING PLACE: Seeks to Hire NIRE Accounting as Accountant GB SCIENCES: Hires Assurance Dimensions as New Auditors GB SCIENCES: Stockholders OK Increase in Authorized Capital Stock HARVARD GROUP: Amends Plan Outline, Faces Dismissal Bid HERNANDEZ RESIDENTIAL: Gets Permission to Use Cash on Final Basis HOFFMASTER GROUP: S&P Alters Outlook to Stable, Affirms 'B' ICR HORIZON GLOBAL: S&P Alters Outlook to Developing HOUSTON-HARRIS DIVISION: Hires Margaret M. McClure as Legal Counsel ICON CONSTRUCTION: Court Approves Disclosure Statement IMPERIAL 290: $7.5M Sale of Houston Property to Urbana Approved INSIGHT TERMINAL: Seeks to Hire Middleton Reutlinger as Counsel INTERIOR COMMERCIAL: Sept. 15 Hearing on Disclosure Statement JERRY BATTEH: $35K Sale of Jacksonville Property to Niermann Okayed JIB QSR OKLAHOMA: Gets OK to Pay Vendors in the Ordinary Course JP ADVANCED: Court Approves Disclosure Statement JRV GROUP: Sept. 17 Auction of All Assets Set KLX ENERGY: S&P Cuts ICR to B- Amid Challenging Sector Conditions LAMBERT'S CONSTRUCTION: U.S. Trustee Unable to Appoint Committee LANAI HOLDINGS: S&P Lowers ICR to 'CCC' on Cash Flow Deficits LATEX FOAM: U.S. Trustee Forms 3-Member Committee LOOT CRATE: Court Approves First-Day Motions, $10M DIP Financing LOOT CRATE: U.S. Trustee Forms 7-Member Committee LPL HOLDINGS: S&P Hikes ICR to 'BB+' on Continued Strong Earnings MERIDIANLINK INC: Fitch Affirms 'B' LongTerm IDR, Outlook Stable MESKO RESTAURANT: May Use Cash Collateral Thru Aug. 31 MINNESOTA MEDICAL UNIVERSITY: S&P Lowers ICR to 'CCC' MISHTI HOLDINGS: U.S. Trustee Forms 5-Member Committee MOBILE ADDICTION: Seeks to Hire Hinkle Law Firm as Counsel MR. TORTILLA: DMFP Files Renewed Objection to Disclosure Statement NEIGHBORHOOD HEALTH: Sept 12 Hearing on Disclosure Statement NOAH CORPORATION: Committee Hires Stoel Rives as Counsel NYS ENERGY: Sept. 19 Plan Confirmation Hearing ORANGE COUNTY: Seeks to Hire Griffiths Diehl as Accountant OSB INVESTMENT: DWC Completes $8M Receivership Sale of Mansion OUTLOOK THERAPEUTICS: Reports $4.6 Million Net Loss for Q3 P-D VALMIERA GLASS: Committee Hires Dundon as Financial Advisor P-D VALMIERA GLASS: Committee Hires Kilpatrick as Attorney PALM HEALTHCARE: Court Grants Rehab Clinic and Affiliates Cash Use PARK MONROE: Oct. 2 Plan Confirmation Evidentiary Hearing PARKINSON SEED: Trustees, Compeer Object to Plan Disclosures PEPPERTREE PARK: Oct. 30-Nov. 1 Plan Confirmation Hearing PES HOLDINGS: Hires Alvarez & Marsal as Restructuring Advisor PES HOLDINGS: Hires Omni Management as Administrative Advisor PES HOLDINGS: Seeks to Hire Kirkland & Ellis as Counsel PES HOLDINGS: Seeks to Hire PJT Partners as Investment Banker PIUS STREET ASSOCIATES: Oct. 3 Disclosure Statement Hearing POINTCLEAR SOLUTIONS: Sept. 30 Plan Confirmation Hearing PONY TAIL: To Fund Plan With $50K Cash, $87K Infusion PRESTIGE WORLDWIDE: Unsecureds to be Paid at 25% Over 5 Years PWR INVEST: First Lien Agent, Lender Object to Cash Use Motion RAYONIER ADVANCED: S&P Cuts ICR to 'B-'; Ratings on Watch Negative REAGOR-DYKES MOTORS: Ford Credit Objects to Disclosure Statement RIVERBED PARENT: S&P Downgrades ICR to 'CCC+'; Outlook Negative ROSLYN SEFARDIC: Seeks to Hire Segei Orel as Counsel SABREE INC: Construction Contractor May Use Cash, Pay Surety Co SADEX CORPORATION: Court Approves Disclosure Statement SMM INC: Sale of Marion County to Banterra Approved SPARROWEEN LLC: Seeks to Hire Cullen and Dykman as Counsel SPYBAR MANAGEMENT: Allowed Amt. of Priority Unsecured Claims Cut STEELFUSION CLINICAL: Court Conditionally OKs Disclosure Statement SUNTEC ALUMINUM: Hires Parrish & Goodman as Special Counsel TAKATA CORPORATION: Airbag Inflator Defect Claim Process Ongoing TELE CIRCUIT: Unsecureds to Get $1.050MM Distribution Under Plan TEVOORTWIS DAIRY: Committee Hires Winegarden Haley as Counsel THERMASTEEL INC: Sept. 23 Hearing on Disclosure Statement THG HOLDINGS: Hires Epiq as Claims and Noticing Agent UNIQUE TOOL: Seeks to Hire Diller and Rice as Counsel UNIT CORP: S&P Cuts ICR to 'B-' on Weaker Fundamentals, Liquidity VERNON PARK: Amends Treatment of Happy State Bank Claim VILLAGE RED: Amends Plan to Address Issues Raised by FLSA Creditors WALKINSTOWN INC: Seeks to Hire Prager Metis as Accountant WEATHERLY OIL: Court Confirms 3rd Amended Liquidation Plan WITCHEY ENTERPRISES: Oct. 17 Hearing on Disclosure Statement WORLD SYSTEMS: Hires Lewis R. Landau as Bankruptcy Counsel WOW WEE: Charles Comeaux Objects to Disclosure Statement XPEERANT INCORPORATED: Court Approves Disclosure Statement YORAVI INVESTMENT: To Pay Treasury 60 Monthly Installments of $178 ZAKINTOS & PLATANOS: Seeks Court Approval of Disclosure Statement ZUBRAS ELECTRIC: August 30 Meeting Set to Form Creditors' Panel [*] Thompson Hine Adds Three Lawyers to New York Office [^] Large Companies with Insolvent Balance Sheet ********* AB KITCHEN CABINETS: Furniture Company Asks Permission to Use Cash ------------------------------------------------------------------ AB Kitchen Cabinets, Inc., seeks permission from the U.S. Bankruptcy Court for the District of New Mexico to use cash collateral to pay ordinary course expenses for the period from Aug. 16, 2019 through Oct. 31, 2019. Before the Petition Date, First U.S. Funding and Forward Financing provided the Debtors factoring loans in return for which, the Debtor gave the lenders interest in the company's future receipts, as collateral. The Debtor owes First U.S. Funding at least $132,000 and Forward Financing at least $79,000, according to Court documents. With respect to the budget, the Debtor proposes that any budget line item may be changed by agreement between the Debtors and First U.S. Funding or Forward Financing without court order or notice to creditors, and that such agreement be accomplished by e-mail between counsel. The Debtor also proposes to open a separate DIP account to better facilitate the creditors' monitoring of the cash collateral during this Chapter 11 case. The request is for an interim period pending final hearing on the motion. The Debtor's secured creditors may be reached at: Forward Financing 100 Summer Street Suite 1175 Boston, MA 02110 First U.S. Funding 36-36 33rd Street Suite 306 Long Island City, NY 11106 About AB Kitchen Cabinets AB Kitchen Cabinets operates a home furniture business in Hobbs, New Mexico, with a single location and three employees, including the principals of the company, Javier Bustillos and Maeda Bustillos. The Debtor sought Chapter 11 protection (Bankr. D.N.M. Case No. 19-11890) on Aug. 16, 2019. NM Financial Law, P.C., is the Debtor's counsel. ABC PM 652: Court Orders $10,800 Protection Payment to Bayview -------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California directed ABC PM 652 S Sunset LLC to pay Bayview Loan Servicing, LLC, a total of $10,800 during the months of August 2019 through and including October 2019 as adequate protection. The amount will be paid as follows: * $9,018.83 for principal and interest on the Debtor's prepetition loan from Bayview; * At least $1,363.80 for property tax and insurance impounds for the property at 652 S. Sunset Ave., West Covina, California. Any remaining amount up to $10,800 shall be paid to Bayview as additional adequate protection. The Debtor may use any remaining funds it generates over $10,800 for its operational expenses. About ABC PM 652 S Sunset ABC PM 652 S Sunset LLC is a privately held company that provides property management services. Based in West Covina, Calif., ABC PM 652 S Sunset filed a Chapter 11 petition (Bankr. C.D. Cal. Case No.19-16004) on May 22, 2019. In the petition signed by Juana M. Roman, managing member, the Debtor estimated $1 million to $10 million in both assets and liabilities. Judge Barry Russell oversees the case. John H. Bauer, Esq., at Financial Relief Legal Advocates Inc., is the Debtor's bankruptcy counsel. ACADIAN CYPRESS: Seeks Approval of $750K DIP Financing with Amped ----------------------------------------------------------------- Acadian Cypress & Hardwoods, Inc., asks the United States Bankruptcy Court for the Eastern District of Louisiana for authority to enter into a $750,000 DIP Loan agreement with Amped Investments, LLC. Douglas S. Draper, Esq., counsel to the Debtor at Heller, Draper, Patrick, Horn & Manthey, L.L.C., discloses that a member of Amped Investments is an "insider" of the Debtor. He adds that the Debtor is unable to obtain credit in another manner, or on any terms superior to those of the DIP Loan. The material terms of the DIP Loan Facility are: * Borrower: Acadian Cypress & Hardwoods, Inc. * Lender: Amped Investments, LLC * DIP Loan Amount and Use of Proceeds: $750,000 for purchase of inventory and payment of operating expenses and other costs * Interest Rate: 6.5% per annum. Borrower agrees to pay all actual and reasonable out-of-pocket fees and expense incurred by DIP Lender in connection with the DIP Loan, including attorney's fees and cost, on the effective date of a Plan of Reorganization * Maturity Date: The earliest to occur of: (1) February 1, 2020; (2) Acceleration of the DIP obligations due to occurrence and continuation of an event of default; (3) The effective date of any plan of reorganization of the Borrower; and (4) The date of execution by the Borrower of any agreement for the sale to a third party of all or a material portion of the Borrower's assets. * DIP Loan Payments: All unpaid principal and interests on the DIP loan, and all other obligations under the DIP Loan Agreement will be due and payable, in full on the maturity date. The Borrower shall be required to permanently repay the DIP Loan with the proceeds of sale of any assets of the Borrower during the DIP Loan term. * Super-priority Claim and DIP Lender Lien: All obligations of the Borrower (except with respect to the Carve-out) will constitute an allowed super-priority administrative expense claim against the Borrower. The DIP Lender will be granted a lien and security interest securing all DIP obligations on all inventory, accounts receivable and cash, subject only to the Carve-out. The Carve out consists of fees for estate professionals and U.S. Trustee up to $25,000 after the Lender has first been paid $350,000. * Events of Default: Events of default include the Borrower's failure to repay the DIP Loan by the maturity date. The Budget provides for $614,000 of cost of goods, and $234,660 of operating expenses in August 2019 of which $144,174 is for payroll. A copy of the Budget is available for free at http://bankrupt.com/misc/Acadian_C_Cash_Ord.pdf The DIP Loan Agreement also provided for a 2 percent origination fee and 2 percent termination fee of the amount advanced. These fees shall be waived if the Lender acquired the equity in the Debtor pursuant to a Plan. The Debtor asks the Court for an interim hearing on its request. About Acadian Cypress Acadian Cypress & Hardwoods, Inc., -- http://www.acadianhardwoods.net/-- manufactures lumber, plywood, siding, shingles, flooring, fencing, and molding profiles. It sought Chapter 11 protection (Bankr. E.D. La. Case No. 19-12205) on April 15, 2019. In the petition signed by Frank Vallot, president, the Debtor estimated assets and liabilities at $1 million to $10 million. Judge Jerry A. Brown is the case judge. HELLER, DRAPER, PATRICK, HORN & MANTHEY, LLC, is the Debtor's counsel. ACME INVESTMENT: $2.3M Sale of San Antonio Property to AVA Approved ------------------------------------------------------------------- Judge Craig A. Gargotta of the Bankruptcy Court for the Western District of Texas authorized ACME Investment Corp.'s short sale of the real property and improvements commonly described as 7330 Callaghan Road, San Antonio, Texas to AVA Group, Inc. or its assigns for the cash sales price of $2.3 million. The sale is free and clear of all liens, claims and encumbrances. The liens of BBVA USA, Bexar County, the IRS, and any other valid lien will automatically attach to the proceeds upon their pre-petition priority, and the claims of BBVA USA, Bexar County, the IRS paid directly from the closing. The ordinary closing costs and the local ad valorem taxing authorities of Bexar County (pro rated through closing for 2019) are to be paid directly from closing. The Court further finds that the secured creditor BBVA USA, is not being paid in full from the proceeds (short sale), but consents to receive the funds remaining after the Bexar County debt is paid in full. The ad valorem tax liens for tax years 2018 and prior pertaining to the subject properties (real property Tax Account No. 124720020110 and business personal property Tax Account No. 915010700000) will attach to the sales proceeds and that the closing agent will pay all ad valorem tax debt owed incident to the subject property immediately upon closing and prior to any disbursement of proceeds to any other person or entity. The ad valorem taxes for year 2019 pertaining to the subject properties, real and personal referenced, will be prorated in accordance with the Commercial Contract - Improved Property and, if not paid in full at closing, will become the responsibility of the Purchaser and the year 2019 ad valorem tax lien will be retained against the subject properties until said taxes are paid in full. The Order is a Final Order within the meaning of 28 U.S.C. Section 158(a)(1) and is effective immediately upon entry and will be enforceable after the closing of the Bankruptcy Case. The stay pursuant to Bankruptcy Rule 6004(g) and 6006(d) are waived and are not in effect. About Acme Investment Corporation Founded in 1985, ACME Investment Corporation operates a bowling center known as Oak Hills Lanes located near the corner of Fredricksburg and Callaghan Road in Northwest San Antonio. The bowling center has 32 lanes with a full bar, snack bar and private party room. Ken Cobb is its president and owns 100% of Acme's stock. The company previously sought bankruptcy protection on Oct. 29, 2015 (Bankr. W.D. Tex. Case No. 15-52609). ACME Investment Corporation, based in San Antonio, TX, filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 18-52054) on Aug. 31, 2018. The Hon. Craig A. Gargotta presides over the case. James S. Wilkins, Esq., at Willis & Wilkins, L.L.P., serves as bankruptcy counsel. In the petition signed by Ken Cobb, president, the Debtor estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities. AEGERION PHARMACEUTICALS: Receives Overwhelming Support for Plan ---------------------------------------------------------------- Patrick Fitzgerald, writing for The Wall Street Journal, reported that creditors of Aegerion Pharmaceuticals Inc. have approved a bankruptcy plan that hands the cholesterol drugmaker's business to Dublin-based Amryt Pharma PLC. James Daloia, a Director of Solicitation and Public Securities at Prime Clerk LLC, filed a declaration with respect to the solicitation of votes and the tabulation of ballots cast on Aegerion Pharmaceuticals, Inc., et al.'s First Amended Joint Chapter 11 Plan. Only holders from the following classes were entitled to vote to accept or reject the Plan: * Class 3 - Bridge Loan Claims * Class 4 - Novelion Intercompany Loan Claims * Class 6B - Other General Unsecured Claims Mr. Daloia said 100% of the holders of Bridge Loan Claims and Novelion Intercompany Loan Claims voted to accept the Plan, while 88.89% of the holders of Other General Unsecured Claims voted to accept the Plan. According to the Journal, in July, a Canadian judge dismissed a lawsuit against Vancouver-based Novelion Therapeutics Inc. that accused it of wrongfully disposing of its investment in Aegerion on unfair terms and without consulting shareholders. A Novelion investor had criticized the deal, saying it provides "discounted recovery" to Aegerion's parent in the form of junior equity while unsecured bondholders are treated favorably, but Novelion said the restructuring deal followed an extensive marketing process led by outside advisers, the Journal related. The Journal further related that Aegerion says it still faces significant legal costs stemming from probes by the Justice Department and Securities and Exchange Commission over its marketing of Juxtapid, which treats a rare genetic disorder causing high cholesterol. Aegerion distributed the drug to treat the disease but also as a general treatment for high cholesterol, according to the Justice Department, the Journal cited. In 2017, Aegerion agreed to plead guilty to two misdemeanor violations of the Federal Food, Drug and Cosmetic Act and to pay penalties totaling $40.1 million, the Journal said. Aegerion in court filings said it still owes $26.4 million in installment payments to federal and state health regulators through 2021, the Journal added. The Confirmation Hearing shall be held before this Court commencing on September 5, 2019 at 10:00 a.m. (prevailing Eastern Time). Any objections or responses to the proposed confirmation of the Plan will be filed and served no later than August 22, 2019 at 4:00 p.m. (prevailing Eastern Time). A full-text copy of the Daloia Declaration is available at https://tinyurl.com/yxq9y2zd from PrimeClerk.com at no charge. About Aegerion Pharmaceuticals Aegerion Pharmaceuticals is a global biopharmaceutical company dedicated to developing and commercializing therapies that deliver new standards of care for people living with rare diseases. With a global footprint and an established commercial portfolio, including MYALEPT (metreleptin) and JUXTAPID (lomitapide), the Company's business is supported by differentiated treatments that treat severe and rare diseases. On November 29, 2016, Aegerion entered into a merger transaction with non-debtor Novelion Therapeutics Inc. (formerly QLT Inc.), a publicly traded company formed under the laws of the Province of British Columbia. As a result of that transaction, Aegerion became an indirect wholly owned subsidiary of Novelion. Aegerion Pharmaceuticals, Inc., and U.S. affiliate Aegerion Pharmaceuticals Holdings, Inc., sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 19-11632) on May 20, 2019. The Lead Debtor estimated $100 million to $500 million in assets and the same range of liabilities as of the bankruptcy filing. The Hon. Martin Glenn is the case judge. The Debtors tapped Willkie Farr & Gallagher LLP as legal advisor; Moelis & Company LLC as financial and restructuring advisor; AP Services, LLC as financial advisor and chief restructuring officer; and Prime Clerk LLC as claims and noticing agent and administrative advisor. The ad hoc group of convertible noteholders tapped Latham & Watkins LLP and King & Spalding LLP as legal advisors; and Ducera Partners LLC as financial advisor. The U.S. Trustee for Region 2 on May 29, 2019, appointed two creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases. The Committee tapped Kenneth H. Eckstein, Esq., Rachael L. Ringer, Esq., and Priya K. Baranpuria, at Kramer Levin Naftalis & Frankel LLP, in New York. ANTERO RESOURCES: S&P Downgrades ICR to 'BB'; Outlook Negative -------------------------------------------------------------- S&P Global Ratings lowered its ratings, including its issuer credit rating and unsecured issue-level ratings on U.S.-based oil and gas exploration and production company Antero Resources Corp. to 'BB' from 'BB+'. The downgrade reflects weaker-than-anticipated financial measures due to the decline in Henry Hub natural gas prices, the recent reduction to S&P's gas price assumptions, and its expectation for continued weak natural gas liquids (NGL) prices. Although Antero has above-market hedges in place covering about 90% of expected gas production in 2020 and 35% in 2021, and liquids compose nearly 30% of Antero's production mix, profitability has deteriorated due to high transportation costs and low NGL prices. NGL pricing is weak relative to crude; S&P expects this softness to continue due to oversupply, though additional export capacity should provide a partial offset. Antero is committed to production growth over the next two years, in part to fill its unused pipeline transportation commitments. S&P forecasts that the company's upstream spending will exceed internal cash flows through 2021. Lastly, the company has sizable debt maturities in 2021 and 2022 and commodity and capital market conditions will likely require refinancing on less favorable terms. The negative outlook on Antero Resources Corp. reflects S&P's view that the company faces challenging business conditions due to weak commodity prices despite a favorable natural gas hedge position. The rating agency also forecasts that the company will outspend internally generated cash flow over the next two years. It expects FFO to debt to remain in the 25%-30% range over that period. "We could lower the ratings if Antero's cash flow expectation weakened below our current expectations, such that FFO to debt approached 20% with no near-term remedy. Such a scenario could occur if commodity prices, particular for NGLs, weaken further, or if the gap between capital spending and internal cash flow widens," S&P said. "We could consider a positive rating action if Antero's consolidated leverage measures improve such that FFO to total debt comfortably exceeds 30% and debt to EBITDA declined closer to 2x on a sustained basis," S&P said. This would most likely occur if the company began generating positive discretionary cash flow by further improving profitability or executing greater capital efficiency, according to the rating agency. AVENUE STORES: August 27 Meeting Set to Form Creditors' Panel ------------------------------------------------------------- Andy Vara, Acting United States Trustee for Region 3, will hold an organizational meeting on August 27, 2019, at 10:00 a.m. in the bankruptcy cases of Avenue Stores, LLC, et al. The meeting will be held at: Office of the US Trustee 844 King Street, Room 3209 Wilmington, DE 19801 The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' case. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. About Avenue Stores Avenue has been a leader in the fashion industry for plus-size clothing for over thirty years. The "Avenue" brand was founded in 1987 when national retailer Limited Brands, Inc. combined its "Lerner Woman" store group with its "Sizes Unlimited" store group and was subsequently spun off as an independent division and renamed United Retail Group Inc. in 1989. United Retail Group conducted an initial public offering in 1992 and operated as a public company that traded on NASDAQ under the symbol "URGI" until November 2007, when it was acquired by VLP Corporation, an affiliate of Redcats USA, Inc. After the acquisition by Redcats USA, the company experienced operating losses driven by sales declines in retail stores, which led United Retail Group and certain of its affiliates to commence bankruptcy proceedings (Bankr. S.D.N.Y. Lead Case No. 12-10405) on Feb. 1, 2012. In a court-approved auction, Avenue Stores LLC (formerly known as Ornatus URG Acquisition, LLC) purchased substantially all of URG's assets. The sale closed on April 13, 2012. Investment funds advised by Versa Capital Management, LLC, hold indirectly approximately 99% of the Class A Units issued by Ornatus Holdings, with the remaining Class A Units held by a third-party investor. In addition to Class A Units, those same equity holders hold 100% of the Class A-1 Units and Class B Units issued by Ornatus Holdings. On Aug. 16, 2019, Avenue Stores, LLC and 3 affiliates each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11842), disclosing that it intends to close all 255 brick-and-mortar store locations. The new cases are pending before the Honorable Laurie Selber Silverstein. The Debtors estimated assets of $50 million to $100 million and liabilities of $100 million to $500 million. Young Conaway Stargatt & Taylor, LLP, is the Debtors' counsel. Berkeley Research Group LLC (BRG) is the financial advisor. Configure Partners LLC is the investment banker in connection with the sale of the E-Commerce Business. Prime Clerk LLC is the claims agent. A joint venture by Hilco Merchant Resources, LLC, and Gordon Brothers Retail Partners, LLC, is conducting "going out of business" sales at the Company's retail stores. BLUE DOLPHIN: Incurs $3.3 Million Net Loss in Second Quarter ------------------------------------------------------------ Blue Dolphin Energy Company filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss of $3.29 million on $78.34 million of total revenue from operations for the three months ended June 30, 2019, compared to net income of $1.83 million on $89.11 million of total revenue from operations for the three months ended June 30, 2018. For the six months ended June 30, 2019, the Company reported a net loss of $2.55 million on $147.27 million of total revenue from operations compared to net income of $1.68 million on $161.36 million of total revenue from operations for the same period during the prior year. As of June 30, 2019, the Company had $71.14 million in total assets, $78.92 million in total liabilities, and a total stockholders' deficit of $7.77 million. For the current quarter, the Company experienced a cash flow deficit of $11.4 million compared to cash flow from operations of $0.3 million for the prior quarter. The $11.7 million decrease in cash flow from operations between the periods was primarily the result of payments toward the accrued arbitration award. The Company had a working capital deficit of $73.8 million and $71.9 million at June 30, 2019 and Dec. 31, 2018, respectively. Excluding the current portion of long-term debt, the Company had a working capital deficit of $31.8 million and $30.0 at June 30, 2019 at Dec. 31, 2018, respectively. A full-text copy of the Form 10-Q is available for free at: https://is.gd/INnFYr About Blue Dolphin Headquarertered in Houston, Texas, Blue Dolphin Energy Company -- http://www.blue-dolphin-energy.com/-- is a publicly-traded Delaware corporation formed in 1986, that is primarily engaged in the refining and marketing of petroleum products. The Company also provides tolling and storage terminaling services. Its assets, which are in Nixon, Texas, primarily include a 15,000-bpd crude distillation tower and approximately 1.1 million bbls of petroleum storage tank capacity. Pipeline transportation and oil and gas operations are no longer active. Blue Dolphin incurred a net loss of $523,000 for the 12 months ended Dec. 31, 2018, following a net loss of $22.32 million for the 12 months ended Dec. 31, 2017. UHY LLP, in Sterling Heights, Michigan, the Company's auditor since 2002, issued a "going concern" qualification in its report dated April 1, 2019, on the Company's consolidated financial statements for the year ended Dec. 31, 2018, citing that the Company received an adverse outcome of arbitration proceedings for which a settlement has been reached, however the Company has yet to secure financing for payment of the settlement amount, is in default under secured loan agreements, has suffered recurring losses from operations and has a net working capital deficiency. These conditions raise substantial doubt about the Company's ability to continue as a going concern. BRIGGS & STRATTON: S&P Downgrades ICR to 'B'; Outlook Negative -------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Briggs & Stratton Corp. (BGG) and its issue-level rating on the company's unsecured notes to 'B' from 'BB-'. In addition, S&P placed its issue-level rating on the unsecured notes on CreditWatch with negative implications since the company's proposed asset-based lending (ABL) facility will likely rank ahead of the unsecured notes. The rating agency expects to resolve the CreditWatch placement after it reviews the final terms of the new facility. The downgrade reflects S&P's view that BGG's operating performance and market share will remain under pressure over the next 12 months, with the residential consumer-exposed part of the business (about 69% of fiscal 2019 revenues) in particular remaining a drag on overall performance. Weak residential market conditions in the U.S., European, and Australian markets, material and tariff (net of price) increases, and manufacturing inefficiencies related to a repositioning of the business toward better performing commercial engine and mower production in the U.S. led to overall sales (negative 2.4%) and margin (estimated negative 590 basis points [bps]) declines in fiscal 2019 ended June 30, 2019. In addition, weaker-than-expected margins led S&P to revise its forecast for free operating cash flow (FOCF) generation to be in the range of flat to negative $20 million in fiscal 2020 as operating cash flow generation, albeit improving, remains low and capital expenditures remain in the $55 million area (near S&P's estimated maintenance level of $45 million). Due to weaker profitability and a tougher market environment, with higher competition from Asian companies and potential new entrants, S&P has revised its business risk assessment to weak from fair. The negative rating outlook on BGG reflects the risk that the company's weak sales and compressed operating margins will prevent it from reducing leverage to about 6.5x in fiscal 2020. S&P also acknowledges the risk that the company may not be able to maintain adequate liquidity if it does not obtain a larger revolving credit facility and if operating performance does not improve sufficiently as its December 2020 notes maturity approaches. "We could lower our ratings on BGG if we expected its adjusted debt to EBITDA ratio to remain above 6.5x over the next 12 months or if FOCF generation fell short of our expectations. This could occur if the company's EBITDA margins did not improve or it were unable to generate enough cash flow to reduce its revolver balance after a seasonal peak," S&P said. This scenario could also occur because of a cyclical downturn or a prolonged period of adverse weather conditions that cause consumers to defer their purchases of outdoor power equipment, according to the rating agency. S&P said it could also lower the ratings if it saw increasing risk that the company's liquidity would deteriorate, jeopardizing the redemption of its notes due December 2020. "Although unlikely during the next 12 months, we could revise our outlook on BGG to stable if the company improved its profitability and successfully addressed upcoming maturities across the capital structure while maintaining enough headroom under the revolving credit facility to meet seasonal working capital demands without breaching any financial covenants," S&P said, adding that it also expects leverage to drop below 6.5x throughout the seasonal low quarters and FOCF to improve. BRISTOW GROUP: Files Amended Joint Plan of Reorganization --------------------------------------------------------- Bristow Group Inc. on Aug. 22, 2019, provided an update on the Company's Chapter 11 court proceedings, and continued progress on its plan to emerge from Chapter 11 in the fourth quarter of 2019. The Company has filed an Amended Joint Plan of Reorganization and the related disclosure statement for the Amended Plan (the "Amended Disclosure Statement") with the United States Bankruptcy Court for the Southern District of Texas. In addition, the Court has approved the proposed Superpriority Secured Debtor-in-Possession Credit Agreement (the "DIP Credit Agreement") in an aggregate principal amount of $150 million. The Company expects to execute and fund the borrowings under the DIP Credit Agreement on August 26, 2019, subject to the satisfaction of customary closing conditions. The funding of the DIP Credit Agreement will satisfy the financing condition for the Company's previously announced tender offer to purchase for cash a portion of its outstanding 8.75% Senior Secured Notes due 2023. The Company's Ad Hoc Groups of secured and unsecured creditors provided a statement to the Court in support of the Company's Fiscal Year 2020 Performance Incentive Plan and the Fiscal Year 2020 Non-Executive Incentive Plan, and the Court has approved these employee incentive plans. L. Don Miller, President and Chief Executive Officer of Bristow, said, "These positive developments represent significant progress toward de-levering our balance sheet, optimizing our fleet and raising new capital, as we continue to execute our strategy to improve our competitive positioning and build on our industry-leading culture of safety and performance. We remain on course to achieve an accelerated and efficient emergence from Chapter 11, with the support and partnership of our lenders, creditors and new capital providers." The amendments to the original Plan, which had been filed with the Court on August 1, 2019, include: -- A comprehensive settlement under which the official committee of unsecured creditors agreed to join the Ad Hoc groups of secured and unsecured noteholders in supporting the Amended Plan. -- A settlement with PK AirFinance S.a r.l. ("PKA"), Milestone Aviation Group and certain of their affiliates providing for, among other things, a restructuring of the basic economic terms of certain of the Company's aircraft leases, an amendment of the terms of the term loan credit agreement with PKA, mutual releases between the parties and continued use of certain aircraft important to the Company's operations (the "Milestone Settlement"). The terms of the Milestone Settlement remain subject to agreement on definitive documentation and approval of the Court. -- Modifications to the treatment of claims arising from the 6.25% Senior Notes due 2022 and the 4.50% Convertible Senior Notes due 2023, as well as claims from general unsecured creditors, trade vendors and certain of the debtors' equipment lenders. The Court has also conditionally approved the Amended Disclosure Statement and the Debtors' commencement of solicitation of votes on the Amended Plan. Bristow will promptly distribute the Amended Plan and the Amended Disclosure Statement to voting creditors for their consideration. This press release is not intended as solicitation for a vote on the Amended Plan. The full terms of the Amended Plan and the Amended Disclosure Statement, as well as the related pleadings, are available online at: https://cases.primeclerk.com/Bristow. Information about the claims process is also available at: https://cases.primeclerk.com/Bristow. Questions should be directed to the Company's claims agent, Prime Clerk, by email to bristowinfo@primeclerk.com or by phone at +1 844-627-6967 (toll free) or +1 347-292-3534 (toll). Baker Botts L.L.P. and Wachtell, Lipton, Rosen & Katz are serving as the Company's legal counsel and Alvarez & Marsal is serving as the Company's restructuring advisor. Houlihan Lokey is serving as financial advisor to the Company. About Bristow Group Bristow Group Inc. (OTC: BRSWQ) -- http://www.bristowgroup.com/-- provides industrial aviation and charter services to offshore energy companies in Europe, Africa, the Americas, and the Asian Pacific. It also provides search and rescue services for governmental agencies and the oil and gas industry. Headquartered in Houston, Bristow Group employs 3,000 individuals around the world. Bristow Group and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 19-32713) on May 11, 2019. As of Sept. 30, 2018, the Debtors had $2.861 billion in assets and $1.886 billion in liabilities. The cases are assigned to Judge David R. Jones. The Debtors tapped Baker Botts LLP as bankruptcy counsel; Wachtell, Lipton, Rosen & Katz as co-counsel with Baker Botts; Alvarez & Marsal and Houlihan Lokey Capital, Inc., as financial advisors; and Prime Clerk LLC as claims, noticing and solicitation agent. Henry Hobbs Jr., the acting U.S. trustee for Region 7, appointed seven creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of Bristow Group Inc. and its affiliates. The Committee selected Kramer Levin Naftalis & Frankel LLP as its legal counsel. Porter Hedges LLP is the Committee's local and conflicts counsel. Imperial Capital, LLC, is the Committee's financial advisor, and Perella Weinberg Partners LP is the investment banker. BUSY B’S: Debtor and Owners Seek More Cash, Plan Filing by Sept. 6 -------------------------------------------------------------------- Busy B’s LLC asks the U.S. Bankruptcy Court for the Western District of Wisconsin for permission to use $139,206 of cash collateral with respect to interest held by Farmers & Merchants Union Bank for the period from Aug. 31, 2019 to Dec. 31, 2019 to pay additional operating costs, pursuant to a revised budget. The Debtor seeks to increase labor cost by $1,000, additional funds to purchase nitrogen fertilizer, and to increase repairs by $15,195.11, of which amount $11,000 will be spent in September 2019. As adequate protection to Farmers & Merchants Union Bank, the Debtor proposes that: * Farmers & Merchants shall retain its interest in all assets in which it held a perfected prepetition security interest, and retain its post-petition security interest shared pro-ratably in the net 2019 crop proceeds to the extent of the Debtor’s use of cash collateral; * Busy B's, James A. Borde and Donald R. Borde, shall not pay any pre-petition obligations to any unsecured creditor. Busy B's Chapter 11 petition was jointly administered with those of James A. Borde and Donald R. Borde, members, on June 17, 2019. James and Donald Borde each hold one-half interest in the Debtor; * Farmers & Merchants will be granted a first priority security interest in the 2019 crop, shared pro-ratably with Beck's Superior Hybrids, to the extent of the input cost paid from its cash collateral. Busy B's and James and Donald Borde will pledge any crop insurance proceeds for the 2019 crop, if any, shared pro-ratably with Beck’s Superior Hybrids. The Western District of Wisconsin Bankruptcy Court previously allowed the Debtor's use of cash from Beck's Superior Hybrid’s inputs loan; * Busy B's, James Borde and Donald Borde will file a Plan of Reorganization or a Plan of Liquidation and Disclosure Statement by Sept. 6, 2019 and will request a hearing on the adequacy of the Disclosure Statement and the confirmation of the Plan; and * The Debtors will maintain all casualty insurance on all property of the estate, and will list Farmers & Merchants Union Bank as an additional insured and a loss payee. A copy of the revised budget is accessible for free at http://bankrupt.com/misc/Busy_B_Cash_M.pdf The Debtors ask for an interim hearing on the request. About Busy B's LLC Busy B's LLC operates a farm known as Busy B’s Partnership. Busy B's filed a Chapter 11 petition (Bankr. W.D. Wis. Case No. 19-10706) on March 15, 2019. In the petition signed by Donald Borde, member, the Debtor disclosed $255,000 in assets and $5,941,258 in liabilities. James A. Borde, member, also filed a Chapter 11 petition on March 15, 2019 and later on June 17, 2019, his brother Donald A. Borde. The three cases are now jointly administered. Judge Brett H. Ludwig is the case judge. Paul Swanson, Esq., at Steinhilber Swanson LLP represents the Debtors. CARROLS RESTAURANT: S&P Alters Outlook to Neg., Affirms 'B' ICR --------------------------------------------------------------- S&P Global Ratings revised the outlook on U.S. quick service restaurant (QSR) operator Carrols Restaurant Group Inc. (Carrols) to negative from stable and affirmed the 'B' issuer credit rating. At the same time, S&P affirmed its 'B' issue-level rating on the senior secured credit facilities. The recovery rating remains '3'. S&P expects the company to continue to face performance difficulties as it integrates recently acquired restaurants into its portfolio and cost pressures rise. The rating agency's outlook revision follows a larger-than-anticipated decline in Carrols' second-quarter earnings and its expectation for performance pressures for the rest of the year. Carrols reported over 400 basis points (bps) of deterioration in its adjusted EBITDA margin from the prior year, reflecting integration challenges with the over 200 newly acquired restaurants from Cambridge as well as cost pressures, including elevated beef and labor costs. While Carrols previously demonstrated its ability to turn around performance at newly acquired units and eventually realizing synergies, S&P believes industry obstacles make it more difficult for the company to improve credit metrics over the next 12 months. The negative outlook reflects S&P's view that Carrols is at risk of inadequately improving its profitability relative to the rating agency's expectations. S&P forecasts debt to EBITDA of approximately 6.5x in 2020 driven by EBITDA expansion from new unit growth and operational improvement at the acquired Cambridge units. "We could lower the rating if we expect leverage to stay above 7x. This could occur if acquisition issues arise such that performance at the newly acquired restaurants does not improve to comparable levels of Carrols' legacy units," S&P said. Funding more acquisitions with revolver borrowings without sufficient incremental EBITDA and the company's inability to manage labor and commodity costs are additional factors that could keep leverage elevated, according to the rating agency. "We could revise the outlook to stable if we expect leverage to decline and remain below 7x. This could occur if Carrols strengthens profitability at recently acquired units, mitigates cost increases, and generates consistently positive same-store sales," S&P said. CENTERSTONE LINEN: Atlas' $250K Sale of Fixed Assets Approved ------------------------------------------------------------- Judge Margaret Cangilos-Ruiz of the U.S. Bankruptcy Court for the Northern District of New York authorized Atlas Health Care Linen Services Co., LLC, doing business as Clarus Linen Systems, an affiliate of Centerstone Linen Services, LLC, to sell all machinery and equipment and 150-200 linen carts located at Atlas's Syracuse, New York facility to Century Linen &Uniform, Inc. for $250,000, cash. The sale is free and clear of all liens, claims, interests and encumbrances. The Pension Fund Objection, and all other objections to the Motion or to the relief granted herein that have not been withdrawn, waived or settled as announced to the Court at the Sale Hearing or by stipulation filed with the Court, and all reservations of rights included therein, are hereby denied and overruled on the merits. Pursuant to sections 105(a) and 363(b) of the Bankruptcy Code, Atlas is authorized to fully perform under, consummate and implement the Letter Agreement, which Letter Agreement is approved as set forth, to execute such additional instruments and documents that may be reasonably necessary or desirable to implement the Letter Agreement, which Agreement was entered into without the involvement of any broker or agent, and to take all further actions as may reasonably be requested by Century for the purpose of assigning, transferring, granting, conveying and conferring the Syracuse Fixed Assets to Century, or as may be necessary or appropriate to the performance of the obligations contemplated by the Letter Agreement and the Order. Atlas is authorized to lease the Syracuse Fixed Assets to Century, nunc pro tunc, effective Aug. 5, 2019 pursuant to the terms of the Sublease and the Letter Agreement as set forth. Atlas and Centerstone are authorized to sublease that portion of the Syracuse Facility located at 320 West Taylor Street, Syracuse, New York to Century, Hunt pro tunc, effective as of Aug. 5, 2019 pursuant to the terms of the Sublease, which Sublease is approved as set forth. The Sublease is modified such that the Sublease will terminate upon the earlier of (i) the closing of the sale of the Syracuse Fixed Assets to Century, or (ii) the termination of Century's obligation to purchase the Syracuse Fixed Assets under the Letter Agreement or the Order. The Letter Agreement is modified such that either Atlas or Century may terminate the Letter Agreement, upon two days' written notice to the other party, in the event that the Order does not become Final by Sept. 6, 2019. Century will be afforded the protections of 11 U.S.C. Section 363(m) and that it is not and will not be deemed to be a successor to the Debtors as a result of the consummation of the transactions contemplated by the Letter Agreement and the Sublease. Century will receive the Syracuse Fixed Assets free and clear of all liens, claims and encumbrances, including all claims that may be asserted or have been asserted against Atlas or Centerstone under (a) the Worker Adjustment and Retraining Notification Act, as amended; (b) the Consolidated Omnibus Budget Reconciliation Act of 1985; and (c) any collective bargaining agreement or other labor or employment agreement or pension or employee benefit plan (including any statutory or common law successorship liability in relation to any pension plans or any multiemployer plans to which Atlas, Centerstone or its affiliates have at any time contributed to or had any liability or potential liability, including with respect to unfunded, underfunded and/or withdrawal liability), in accordance with 11 U.S.C. Section 3630. The closing of the sale of the Syracuse Fixed Assets to Century will take place no later than three business days after the Order is Final, at which Closing Century will remit $250,000 in immediately available funds to Atlas's counsel to be distributed as set forth. The HSBC Liens will attach to the sale proceeds, and Atlas' counsel will distribute the sale proceeds in accordance with the terms of the Final DIP Order and the Budget attached thereto within three business days of the Closing, including setting aside 5% of such sale proceeds for the benefit of the estate's creditors. Atlas and Centerstone reserve their rights to assume and assign the Master Lease Agreement with landlord ACN Companies, LLC ("ACN") to Century, and ACN reserves its rights relating to the occupancy and use of the Syracuse Facility as landlord during Century's interim occupancy and use of the Syracuse Facility pending the approval of the sale. The automatic stay provisions of section 362 of the Bankruptcy Code are vacated and modified to the extent necessary to implement the terms and provisions of the Order. All persons or entities that are presently, or on the sale closing date, in possession of some or all of the Syracuse Fixed Assets are directed to surrender possession of the Syracuse Fixed Assets to Century on the sale closing date. Atlas is authorized to sell any machinery and equipment located at the Syracuse Facility, other than the Syracuse Fixed Assets, to third parties for purchase prices not to exceed $15,000 and upon terms approved by HSBC Bank, in writing, and in consultation with the Committee and the Office of the United States Trustee, without the need to obtain further Court approval, and with the proceeds of such sales to be distributed pursuant to the terms of the Final DIP Order, including setting aside 5% of such sale proceeds for the benefit of the estate's creditors. About Clarus Linen Systems Atlas Health Care Linen Services Co., LLC, Alliance Laundry & Textile Service, LLC and two other entities, all doing business as Clarus Linen Systems -- http://www.claruslinens.com/-- provide linen rental and commercial laundry services to the healthcare industry, primarily supplying scrubs, sheets, towels, blankets, patient apparel and other linen products to hospitals and healthcare clinics via long-term contacts. Atlas and Alliance currently operate five production facilities in three states (Atlas operates two facilities in New York and Alliance operates two facilities in Georgia and one in South Carolina) that provide daily pick-ups and deliveries to their customers. Centerstone Linen Services, LLC, is the corporate parent of four subsidiary corporations and provides back-office and administrative support to them. Centerstone Linen Services and its four subsidiaries (Bankr. N.D.N.Y. Lead Case No. 18-31754) in Syracuse, New York on Dec. 19, 2018. Atlas Health estimated $10 million to $50 million in assets and liabilities of the same range as of the bankruptcy filing. Centerstone Linen estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. BOND, SCHOENECK & KING, PLLC, is the Debtor's counsel. CHARMING CHARLIE: Committee Seeks to Hire Cooley as Lead Counsel ---------------------------------------------------------------- The official committee of unsecured creditors of Charming Charlie Holdings Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Cooley LLP as its lead bankruptcy counsel. The firm will provide these services in connection with the Chapter 11 cases filed by the company and its affiliates: (a) attend meetings of the committee; (b) review financial and operational information furnished by the Debtors to the committee; (c) analyze and negotiate the budget and the terms of the Debtors' use of cash collateral and debtor-in-possession financing; (d) assist in the Debtors' efforts to reorganize or sell their assets; (e) review and investigate the liens of purported secured parties; (f) review and investigate pre-bankruptcy transactions in which the Debtors or their insiders were involved; (g) assist the committee in negotiations with the Debtors and other parties-in-interest on any proposed Chapter 11 plan or exit strategy for their bankruptcy cases; (h) confer with the Debtors' management, counsel and financial advisor and any other retained professional; (i) confer with the principals, counsel and advisors of the Debtors' lenders and equity holders; (j) review the Debtors' schedules, statements of financial affairs and business plan; (k) advise the committee as to the ramifications regarding all of the Debtors' activities and motions before the bankruptcy court; (l) file pleadings on behalf of the committee; (m) review and analyze the work product of the Debtors' financial advisors and report to the committee; and (n) provide other legal services to the committee if necessary. The firm's hourly rates are: Seth Van Aalten Partner $995 Cullen Speckhart Partner $995 Summer McKee Associate $825 Sarah Carnes Associate $825 Mollie Canby Paralegal $275 Seth Van Aalten, Esq., a partner at Cooley, 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. Van Aalten 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 has not represented the committee in the 12 months prior to the Debtors' bankruptcy filing. The Debtors have already approved the firm's prospective budget and staffing plan for the period July 19 to Oct. 31. Cooley can be reached through: Seth Van Aalten, Esq. Sarah A. Carnes, Esq. Summer M. McKee, Esq. Cooley LLP 55 Hudson Yards New York, NY 10001-2157 Telephone: (212) 479-6000 Facsimile: (212) 479-6275 E-mail: svanaalten@cooley.com scarnes@cooley.com smckee@cooley.com – and – Cullen Drescher Speckhart, Esq. Cooley LLP 1299 Pennsylvania Avenue, NW Suite 700 Washington, DC 20004-2400 Telephone: (202) 842-7800 Facsimile: (202) 842-7899 E-mail: cspeckhart@cooley.com About Charming Charlie Charming Charlie -- http://www.CharmingCharlie.com/-- is a Houston-based specialty retailer focused on fashion jewelry, handbags, apparel, gifts and beauty products. As of July 12, 2019, Charming Charlie had both a national, operating 261 locations across 38 states nationwide. Charming Charlie Holdings Inc. and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-12906) on Dec. 11, 2017, and emerged from bankruptcy in April 2018. Kirkland & Ellis LLP was the Company's legal counsel, Klehr Harrison Harvey Branzburg LLP was local counsel, AlixPartners LLP was the restructuring advisor, and Guggenheim Securities, LLC was the investment banker in the restructuring. On July 11, 2019, Charming Charlie Holdings and six affiliates each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11534), this time with plans to conduct going-out-of-business sales for all stores. In the new Chapter 11 cases, the Debtors tapped Paul Hastings LLP as legal counsel; Clear Thinking Group LLC as restructuring advisor; Klehr Harrison Harvey Branzburg LLP as local bankruptcy counsel; Hilco Merchant Resources, LLC and SB360 Capital Partners as sales agents; and Prime Clerk LLC as claims agent. The Office of the U.S. Trustee appointed a committee of unsecured creditors on July 19, 2019. The Committee tapped Cooley LLP as its lead bankruptcy counsel; Anderson & Corroon LLP as its Delaware counsel; and Province, Inc. as its financial advisor. CHARMING CHARLIE: Committee Taps Potter Anderson as Del. Counsel ---------------------------------------------------------------- The official committee of unsecured creditors of Charming Charlie Holdings Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Potter Anderson & Corroon LLP as its Delaware counsel. The firm will provide these services in connection with the Chapter 11 cases filed by the company and its affiliates: a. provide legal advice regarding local rules, practices and procedures and provide strategic advice on how to accomplish committee goals, bearing in mind that the bankruptcy court relies on Delaware counsel such as Potter Anderson to be involved in all aspects of each bankruptcy proceeding; b. draft, review and comment on drafts of documents to ensure compliance with local rules, practices and procedures; c. draft, file and serve documents as requested by Cooley LLP, the Debtors' lead bankruptcy counsel; d. prepare certificates of no objection, certifications of counsel, and notices of fee applications; e. print documents and pleadings for hearings; f. appear in court and at any meetings of creditors with Cooley; g. monitor the docket for filings and coordinate with Cooley on pending matters that may need responses; h. participate in calls with the committee; i. provide additional administrative support to Cooley as requested; and j. take on any additional tasks or projects the committee may assign. The firm's hourly rates are: Partners $560 - $700 Counsel $525 Associates $360 - $405 Paraprofessionals $95 - $275 Christopher Samis, Esq., at Potter Anderson, 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. Samis disclosed that his firm has not agreed to a variation of its standard or customary billing arrangements for its employment with the Debtor, and that no professional at the firm has varied his rate based on the geographic location of the Debtors' bankruptcy cases. The attorney also disclosed that the firm has not represented the committee in the 12 months prior to the Debtors' bankruptcy filing. Potter Anderson expects to develop a budget and staffing plan to comply with the U.S. trustee's request for additional disclosures and that the committee has already approved the firm's proposed hourly billing rates, according to Mr. Samis. Potter Anderson can be reached through: Christopher M. Samis, Esq. L. Katherine Good, Esq. Aaron H. Stulman, Esq. Potter Anderson & Corroon LLP 1313 N. Market Street, 6th Floor Wilmington, DE 19801-3700 Telephone: (302) 984-6000 Facsimile: (302) 658-1192 Email: csamis@potteranderson.com kgood@potteranderson.com astulman@potteranderson.com About Charming Charlie Charming Charlie -- http://www.CharmingCharlie.com/-- is a Houston-based specialty retailer focused on fashion jewelry, handbags, apparel, gifts and beauty products. As of July 12, 2019, Charming Charlie had both a national, operating 261 locations across 38 states nationwide. Charming Charlie Holdings Inc. and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-12906) on Dec. 11, 2017, and emerged from bankruptcy in April 2018. Kirkland & Ellis LLP was the Company's legal counsel, Klehr Harrison Harvey Branzburg LLP was local counsel, AlixPartners LLP was the restructuring advisor, and Guggenheim Securities, LLC was the investment banker in the restructuring. On July 11, 2019, Charming Charlie Holdings and six affiliates each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11534), this time with plans to conduct going-out-of-business sales for all stores. In the new Chapter 11 cases, the Debtors tapped Paul Hastings LLP as legal counsel; Clear Thinking Group LLC as restructuring advisor; Klehr Harrison Harvey Branzburg LLP as local bankruptcy counsel; Hilco Merchant Resources, LLC and SB360 Capital Partners as sales agents; and Prime Clerk LLC as claims agent. The Office of the U.S. Trustee appointed a committee of unsecured creditors on July 19, 2019. The Committee tapped Cooley LLP as its lead bankruptcy counsel; Anderson & Corroon LLP as its Delaware counsel; and Province, Inc. as its financial advisor. CHARMING CHARLIE: Committee Taps Province as Financial Advisor -------------------------------------------------------------- The official committee of unsecured creditors of Charming Charlie Holdings Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire Province, Inc. as its financial advisor. The firm will provide these services in connection with the Chapter 11 cases filed by the company and its affiliates: a. analyze the Debtors' assets and liabilities, debtor-in-possession budget and overall financial condition; b. review financial and operational information furnished by the Debtors to the committee; c. monitor the liquidation process, interface with the Debtors' professionals, and advise the committee regarding the process; d. assess the Debtors' various pleadings and proposed treatment of unsecured creditor claims; e. prepare or review avoidance action and claim analyses; f. assist the committee in reviewing the Debtors' financial reports; g. advise the committee on the current state of the Debtors' bankruptcy cases; h. advise the committee in negotiations with the Debtors and third parties; i. if necessary, participate as a witness in hearings before the bankruptcy court with respect to matters upon which the firm has provided advice; and j. provide other financial advisory services approved by the committee and agreed to by the firm. The firm's hourly rates are: Principal $800 - $935 Managing Director $660 - $720 Senior Director $580 - $640 Director $500 - $570 Senior Associate $400 - $490 Associate $350 - $400 Analyst $230 - $350 Paraprofessional $175 Carol Cabello, managing director of Province, disclosed in court filings that the firm has not encountered any creditors of the Debtors in which an actual conflict exists between the firm and such creditors. Province can be reached through: Carol Cabello Province, Inc. 2360 Corporate Circle, Suite 330 Henderson, NV 89074 Phone: +1 (702) 685-5555 Email: ccabello@provincefirm.com About Charming Charlie Charming Charlie -- http://www.CharmingCharlie.com/-- is a Houston-based specialty retailer focused on fashion jewelry, handbags, apparel, gifts and beauty products. As of July 12, 2019, Charming Charlie had both a national, operating 261 locations across 38 states nationwide. Charming Charlie Holdings Inc. and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-12906) on Dec. 11, 2017, and emerged from bankruptcy in April 2018. Kirkland & Ellis LLP was the Company's legal counsel, Klehr Harrison Harvey Branzburg LLP was local counsel, AlixPartners LLP was the restructuring advisor, and Guggenheim Securities, LLC was the investment banker in the restructuring. On July 11, 2019, Charming Charlie Holdings and six affiliates each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11534), this time with plans to conduct going-out-of-business sales for all stores. In the new Chapter 11 cases, the Debtors tapped Paul Hastings LLP as legal counsel; Clear Thinking Group LLC as restructuring advisor; Klehr Harrison Harvey Branzburg LLP as local bankruptcy counsel; Hilco Merchant Resources, LLC and SB360 Capital Partners as sales agents; and Prime Clerk LLC as claims agent. The Office of the U.S. Trustee appointed a committee of unsecured creditors on July 19, 2019. The Committee tapped Cooley LLP as its lead bankruptcy counsel; Anderson & Corroon LLP as its Delaware counsel; and Province, Inc. as its financial advisor. CHIEF POWER: S&P Lowers Term Loan Rating to 'CCC+'; Outlook Neg. ---------------------------------------------------------------- S&P Global Ratings lowered its rating on Chief Power Finance LLC's senior secured term loan B to 'CCC+' from 'B' to reflect its belief that the project is vulnerable to adverse business and financial conditions that could impair its ability to refinance the loan, which will mature in December 2020. Chief is a project-financed portfolio comprised of partial interests in two coal-fired generating plants, Keystone (1,711 MW) and Conemaugh (1,711 MW). Both plants dispatch at near base-load given their low-cost supply of coal and relatively low heat-rates. The project is based in Pennsylvania and sells into the PJM Interconnection. The negative outlook reflects the project's heightened refinancing risk between now and December 2020, as well as operational risk due to persistently low energy prices expected over the near to medium term. S&P projects total debt outstanding on the term loan B at refinancing of $310 million to $320 million, and it expects DSCRs of less than 1x in S&P's refinancing case. "Absent a significant improvement in market conditions, we would lower the rating to 'CCC' if Chief's term loan is not refinanced before December 2019, at which point its maturity would be less than a year away. In our view, the project faces the dual risks of refinancing at a higher interest rate, which would increase debt service costs, and facing continued low energy prices in PJM, which would lower cash flows available for debt service," S&P said. If both of these risks are realized, S&P would expect DSCRs below 1x in future periods and it would likely lower the rating. "We could revise the rating outlook to stable following a successful refinancing of the project's term loan B such that the project's minimum DSCR exceeds 1.2x in all forecast years. This would also likely require a significant improvement in our cash flow forecast," S&P said. CLOUD PEAK: Navajo Transitional Named Winning Bidder for Assets --------------------------------------------------------------- Cloud Peak Energy Inc., on Aug. 16, 2019, disclosed that, following a comprehensive sale process and a competitive auction as part of its Chapter 11 process, Navajo Transitional Energy Company, LLC ("NTEC") has been named the winning bidder to acquire substantially all of Cloud Peak Energy's assets, including the Company's Spring Creek, Cordero Rojo and Antelope mines as well as the Sequatchie Valley reclamation project. The key financial terms of the consideration provided by NTEC include, among others, a $15.7 million cash payment at closing, a $40 million second lien promissory note and a 5-year term royalty on future tons produced. NTEC additionally agreed to the assumption of pre and post-petition tax liabilities and federal and state coal royalty payments, all reclamation obligations, and up to $20 million in post-petition accounts payables. NTEC also agreed to a carve-out of certain real estate parcels, which will be marketed separately by the Company. "We are pleased to announce the conclusion of our robust and competitive marketing process," said Colin Marshall, President and Chief Executive Officer of Cloud Peak Energy. "We have achieved an outcome that we believe supports the interests of all our stakeholders. NTEC has a highly experienced management team with a strong track record as owner of the Navajo mine. As we finalize this process, Cloud Peak Energy's mines continue to operate as normal and the Company remains focused on safely and efficiently meeting our customer commitments. We look forward to completing the transaction and enabling our mines to remain a reliable source of high-quality coal for customers for many years to come." NTEC's binding bid for the Company's assets is subject to the signing of a definitive asset purchase agreement, which will in turn be subject to approval by the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court") and certain other closing conditions. A hearing to seek required court approvals was scheduled for August 19, 2019. Subject to Bankruptcy Court approval, the transaction is expected to close in October 2019. Additional information is available at Cloud Peak Energy's website at https://cloudpeakenergy.com. Bankruptcy Court filings and other documents related to the court proceedings, including copies of the agreement, once available, are available at https://cases.primeclerk.com/cloudpeak, by calling the Company's claims agent, Prime Clerk LLC, toll-free at 844-217-3067 or local at 347-761-3264, or emailing cloudpeakinfo@primeclerk.com. About Cloud Peak Energy Cloud Peak Energy Inc. (OTC: CLDPQ) -- http://www.cloudpeakenergy.com/-- is a coal producer headquartered in Gillette, Wyo. It mines low sulfur, subbituminous coal and provides logistics supply services. Cloud Peak owns and operates three surface coal mines and owns rights to undeveloped coal and complementary surface assets in the Powder River Basin. It is a sustainable fuel supplier for approximately two percent of the nation's electricity. Cloud Peak Energy and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11047) on May 10, 2019. The Debtors disclosed $928,656,000 in assets and $634,982,000 in liabilities as of the bankruptcy filing. The cases are assigned to Judge Kevin Gross. The Debtors tapped Vinson & Elkins LLP as lead counsel; Richards, Layton & Finger, P.A., as local counsel; Centerview Partners LLC as investment banker; FTI Consulting Inc. as operational advisor; and Prime Clerk LLC as claims and noticing agent. COLUMBUS DOWNTOWN: S&P Lowers Revenue Bond Rating to 'CCC-' ----------------------------------------------------------- S&P Global Ratings lowered its rating on Columbus Downtown Development Authority (DDA), Ga.'s senior housing rental revenue bonds, issued for PF Ralston GA LLC's Ralston Tower project, two notches to 'CCC-' from 'CCC+' and placed the rating on CreditWatch with negative implications. The rating action and CreditWatch placement reflect S&P's opinion of Ralston Tower's default on various covenants, announced in a disclosure report filed by the trustee on Electronic Municipal Market Access, dated Aug. 19, 2019, including defaults on its housing-assistance-payment contract with U.S. Department of Housing & Urban Development (HUD) and loan agreement associated with the bonds' issuance. "The downgrade reflects our view of the increased likelihood the issue will experience a payment default under the bond indenture without unforeseen positive developments by Oct 1. 2019," said S&P credit analyst Richard Kubanik. "The rating will remain on CreditWatch while the borrower attempts to cure loan-agreement covenant defaults before triggering a bond-indenture default. We will monitor events closely and make a further rating determination in, at least, 30 days." According to the Aug. 19 disclosure, Ralston Towers failed HUD's Real Estate Assessment Center inspection in July 2019 and is in jeopardy of losing its housing-assistance-payment-contract rental payments. According to the trustee's disclosure report, if the borrower fails to take the necessary corrective actions required within the cure period, and if the project fails a follow-up inspection, HUD could reduce, suspend, abate, or terminate its housing-assistance payments. Furthermore, if covenant defaults remain uncured, creating a default under the loan agreement, the trustee could exercise certain remedies, including bond acceleration and project foreclosure. In addition, any default under the loan agreement will constitute an event of default under the indenture, triggering the trustee's right to pursue remedies, such as declaring the bonds immediately due and payable should a majority of holders direct the trustee to do so. COMER ENTERPRISES: Seeks to Use $919K to Continue Thru Sept. 14 --------------------------------------------------------------- Comer Enterprises, Inc., asks the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to authorize use of $919,760 cash collateral to continue its staffing solutions, to pay for goods and services, pay prepetition wages and payroll related taxes, to pay critical vendors, and operating expenses for the period from Aug. 19, 2019 through Sept. 14, 2019. Before the Petition Date, the Debtor obtained loans from Santander Bank, N.A., and from ten lenders, collectively known as MCA Lenders: (1) Influx Capital, LLC; (2) Advantage Capital; (3) Silver Cup Funding, LLC; (4) Advanced Merchant Services, LLC; (5) Creative Capital; (6) BMF Capital; (7) Iruka Capital Group; (8) Mr. Advance LLC; (9) Penn Capital Funding; and (10) Queen Funding, LLC. As of the Petition Date, the Debtor owes Santander approximately $2,750,000, and the MCA Lenders approximately $3,042,000 in the aggregate. As adequate protection, the Debtor will grant Santander and the MCA Lenders automatic replacement liens on post-petition accounts and proceeds thereof to the extent of diminution of the interest of Santander and the MCA Lenders. Santander’s interest in Cash Collateral will be protected by regular monthly loan payments. The Debtor seeks an expedited hearing on its request. About Comer Enterprises Comer Enterprises Inc. provides staffing services and specializes in identifying the right fit for a company through technology-centric and aptitude-encompassing hiring algorithms. It conducts business under the name CE Solutions. Comer Enterprises sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 19-15182) on Aug. 18, 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 Magdeline D. Coleman. Smith Kane Holman, LLC, is the Debtor's legal counsel. COMPRESSION GENERATION: U.S. Trustee Forms 3-Member Committee ------------------------------------------------------------- Henry Hobbs Jr., acting U.S. trustee for Region 7, on Aug. 22 appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of Compression Generation Services, LLC. The committee members are: (1) Security Specialized Transportation LLC Attn: Shannon Stone P.O. Box 1005 Glenpool, OK 74033 Tel: 918-970-4700 Fax: 918-970-4415 Email: shannon@securityspecialized.com (2) Southern Transport LLC Attn: Nathan Gaines P.O. Box 1550 Kilgore, TX 75663 Tel: 903-986-8900 Fax: 903-986-8906 Email: nate@southerntransport.com (3) RSD Supply Inc. Attn: Gregory J. Sharpe 13225 FM 529, Suite N Houston, TX 77041 Tel: 713-983-6363 Fax: 713-983-6388 Email: gregsharpe@rsdsupply.com Youngkin & Doss PLLC Matthew Sharpe, Esq. 3131 E. 29th St., Bldg. D, Suite 200 Bryan, TX 77802 Tel: 979-776-1325 Fax: 979-776-1315 Email: sharpe@youngkinlaw.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Compression Generation Services Based in Humble, TX, Compression Generation Services, LLC, is a privately held company in the power generation and gas compression industry. Compression Generation Services sought Chapter 11 protection (Bankr. S.D. Tex. Case No. 19-33804) on July 3, 2019. The petition was signed by John Peter Pauk, president. In its petition, the Debtor disclosed $24,010,585 in liabilities. The Hon. Jeffrey P. Norman oversees the case. Jessica L. Hoff, Esq., at Hoff Law Offices, P.C., serves as bankruptcy counsel to the Debtor. COOL HOLDINGS: Incurs $5.6 Million Net Loss in Second Quarter ------------------------------------------------------------- Cool Holdings, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss of $5.61 million on $4.92 million of net sales for the three months ended June 30, 2019, compared to a net loss of $2.94 million on $6.21 million of net sales for the three months ended June 30, 2018. For the six months ended June 30, 2019, the Company reported a net loss of $9.27 million on $10.15 million of net sales compared to a net loss of $5.71 million on $10.30 million of net sales for the six months ended June 30, 2018. As of June 30, 2019, the Company had $13.24 million in total assets, $21.47 million in total liabilities, and a total stockholders' deficit of $8.23 million. "Management considered the Company's current financial condition and liquidity sources, including current funds and available working capital, forecasted future cash flows and the Company's conditional and unconditional obligations due within one year from the date of issuance of the financial statements. Because the Company has sustained significant losses over the past two years and its total liabilities exceed its total assets, management has substantial doubt that the Company could remain independent and continue as a going concern for the required period of time if it were not able to refinance or restructure its existing debt and raise additional capital to fund its working capital needs," said Cool Holdings. A full-text copy of the Form 10-Q is available for free at: https://is.gd/IDzwxH About Cool Holdings Cool Holdings, Inc., formerly known as InfoSonics Corporation -- http://www.coolholdings.com/-- is a Miami-based company currently comprised of OneClick, a chain of retail stores and an authorized reseller under the Apple Premier Partner, APR (Apple Premium Reseller) and AAR MB (Apple Authorized Reseller Mono-Brand) programs and Cooltech Distribution, an authorized distributor to the OneClick stores and other resellers of Apple products and other high-profile consumer electronic brands. Cool Holdings reported a net loss of $27.27 million for the year ended Dec. 31, 2018, compared to a net loss of $7.54 million for the year ended Dec. 31, 2017. As of March 31, 2019, Cool Holdings had $13.89 million in total assets, $19.01 million in total liabilities, and a total stockholders' deficit of $5.12 million. Kaufman, Rossin & Co., P.A., in Miami, Florida, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 16, 2019, on the Company's consolidated financial statements for the year ended Dec. 31, 2018, citing that the Company's significant operating losses raise substantial doubt about its ability to continue as a going concern. CORNERSTONE VALVE: Nov. 7 Plan Confirmation Hearing --------------------------------------------------- The second amended disclosure statement filed by Cornerstone Valve, LLC, and Well Head Component, Inc. on August 21, 2019, is approved. October 31, 2019 is fixed as the last day for filing written acceptances or rejections of the plan. November 7, 2019 at 9:00 a.m. is fixed for the hearing on confirmation of the plan. October 31, 2019 is fixed as the last day for filing and serving pursuant to Fed. R. Bankr. P. 3020(b)(1) written objections to confirmation of the plan. Class 3: General Unsecured Claims are impaired. This class consists of all known non-priority unsecured claims, whether scheduled or based on proofs of claim on file. Allowed Claims of general unsecured creditors shall be paid on a percent plan. Creditors will receive 20% of their allowed claim in twenty (20) quarterly installments, due on the first day of each quarter starting the first new calendar quarter after the Effective Date. Class 1: Secured Claim of BancorpSouth Bank are impaired. This class only includes Bancorp whose claim is secured by property of the Debtor’s bankruptcy estate to the extent allowed as a secured claim section § 506 of the Bankruptcy Code. The note to Bancorp is two months past due in the total amount of $76,737.02. This past due amount will be paid within twelve months of the Effective Date from Well Head Component, Inc. in equal monthly installments. Debtors have both collateralized their assets to Bancorp to secure Bancorp’s loan. The current outstanding debt amount to Bancorp is approximately $5,186,631.24. Gupta Management, LLC will continue to make timely monthly payments to Bancorp in the amount of $38,368.51, the Debtors will not make any other payments to the Bancorp apart from curing the arrears. Class 2: Secured Claim of CNA Metals Limited & Hari Agrawal are impaired. Class 2 consists of the secured claim of CNA Metals Limited and Hari P Agrawal against the Debtor Cornerstone Valve, LLC in the amount of $438,598.17, as of February 15, 2019. Unless paid in full by the sale of the Gupta Management, LLC Property, the Class 2 claim shall be paid monthly according to the CNA Loan Documents, at the contract rate of interest of Wall Street Journal published prime rate plus 2% for 60 months, at which time, all amounts owing CNA shall be paid to CNA by Debtor, unless default is made earlier by Debtor, under this Plan or the CNA Loan Documents. Class 4: Intercompany Claims are impaired. All intercompany claims shall be extinguished and cancelled on the Effective Date. Cornerstone Valve, LLC has a scheduled claim to Well Head Component, Inc. in the amount of $3,966,155.76. Class 5: Nitesh Gupta's Equity Interest are impaired. Nitesh Gupta currently holds 100% interest in each of the Debtors. Debtors value the ownership interest of both at zero due to the liabilities of the companies greatly being larger than the total assets. Mr. Gupta shall contribute new value in exchange for 100% of the outstanding interests in the Well Head Component, Inc and 75% of the outstanding interest in Cornerstone Valve, LLC. The Debtors do not intend to sell any capital assets to fund the Plan. The Plan will be funded from continued and increased operations. Additionally, Debtors anticipate receiving loan repayment from Gupta Management, LLC of approximately $290,519.38 to Cornerstone Valve, LLC and $152,542.01 to Well Head Component, Inc. once Gupta Management, LLC sells the building that it owns. A full-text copy of the Second Amended Combined Plan and Disclosure Statement dated August 21, 2019, is available at https://tinyurl.com/y5b8dhye from PacerMonitor.com at no charge. Counsel for Debtors: Sartaj Bal, Esq. SARTAJ BAL, P.C. 5315 Cypress Creek Parkway, #B295 Houston, Texas 77069 T: (713) 885-6395 F: (281) 715-3231 E: ssb@880mail.com About Cornerstone Valve and Well Head Component Cornerstone Valve LLC -- http://www.cornerstonevalue.com/-- is a manufacturer of fabricated metal products. Well Head Component, Inc., which conducts business under the name Avsco, provides supply chain and project management services. It offers engineering, designing, and manufacturing services, as well as modification and logistics services. Well Head is an international OEM representative and distributor of industrial products for the most requested brands used by energy markets. Headquartered in Houston, Texas, Well Head has an in-country presence in Nigeria, Libya, UAE and most recently in Brazil and Italy. Cornerstone Valve and Well Head sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case Nos. 19-30869 and 19-30870) on Feb. 15, 2019. At the time of the filing, Cornerstone Valve estimated assets and liabilities of between $1 million and $10 million. Well Head estimated assets of between $1 million and $10 million and liabilities of less than $1 million. The cases are assigned to Judge Marvin Isgur. Sartaj Bal, PC, is the Debtors' bankruptcy counsel. The Office of the U.S. Trustee on April 16 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 cases of Cornerstone Valve LLC and Well Head Component, Inc. CUMBERLAND BEHAVIOR: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------------- The Office of the U.S. Trustee on Aug. 23 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Cumberland Behavior Group LLC. About Cumberland Behavior Cumberland Behavior Group LLC is a provider of community living based services to persons with intellectual disabilities. Cumberland Behavior Group sought Chapter 11 protection (Bankr. E.D. Kay. Case No. 19-61027) on Aug. 12, 2019. In the petition signed by Ace R. Jones, II, member, the Debtor estimated assets of no more than $50,000, and liabilities at $1 million to $10 million. The Hon. Gregory R. Schaaf is the case judge. Delcotto Law Group PLLC is the Debtor's counsel. DIRECTVIEW HOLDINGS: Incurs $1.33 Million Net Loss in 2nd Quarter ----------------------------------------------------------------- DirectView Holdings, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss attributable to the Company of $1.33 million on $993,169 of total net sales for the three months ended June 30, 2019, compared to net income attributable to the Company of $24.24 million on $1.11 million of total net sales for the three months ended June 30, 2018. For the six months ended June 30, 2019, the Company reported a net loss attributable to the Company of $2.25 million on $1.62 million of total net sales compared to a net loss attributable to the Company of $1.82 million on $2.31 million of total net sales for the same period during the prior year. As of June 30, 2019, the Company had $2.33 million in total assets, $24.87 million in total liabilities, and a total stockholders' deficit of $22.54 million. At June 30, 2019, the Company had a cash balance of $509,981 and a working capital deficit of $23,018,497. The Company reported a net increase in cash for the six months ended June 30, 2019 of $408,865. While the Company currently has no material commitments for capital expenditures, at June 30, 2019 it owed approximately $117,000 under various notes payable. During the six months ended June 30, 2019, the Company raised $1,361,308 of proceeds through the issuance of convertible notes payable. Net cash used in operating activities for the six months ended June 30, 2019 amounted to $406,341 and was primarily attributable to the Company's net loss of $2,255,891, partially offset by non-cash items totaling $790,539. Working capital changes consisted of increases in accounts payable of $63,373, and accrued expenses of $658,208, and contract liability of $397,676 and decreases in contract assets of $61,889, accounts receivable of $16,052, and other current assets of $32,545, partially offset by an increase in inventory of $14,850. For the six months ended June 30, 2019, there were no material investing activities. Net cash used in investing activities was $7,255 for the six months ended June 30, 2018 and consisted of purchases of property and equipment. Net cash provided by financing activities was $815,206 for the six months ended June 30, 2019. The Company received proceeds from convertible notes payable of $1,361,308 which were partially offset by repayments of notes payable of $48,563, repayments of convertible notes payable of $471,539, and payments to a related party of $26,000. Net cash used in operating activities for the six months ended June 30, 2018 amounted to $749,676 and was primarily attributable to the Company's net loss of $1,847,470 coupled with an increase in accounts receivable of $253,695. The loss was partially offset by an increase in accrued expenses of $814,180 and an increase in accounts payable of $119,085. A full-text copy of the Form 10-Q is available for free at: https://is.gd/vr3gRz About Directview Holdings DirectView Holdings, Inc., (DIRV) together with its subsidiaries, provides video surveillance solutions and teleconferencing products and services to businesses and organizations. Based in Boca Raton, Florida, the company operates in two divisions, Security (Video Surveillance) and Video Conferencing. The Security division offers technologies in surveillance systems providing onsite and remote video and audio surveillance, digital video recording, and services. It also sells and installs surveillance systems; and sells maintenance agreements. The company sells its products and services in the United States and internationally through direct sales force, referrals, and its websites. The Video Conferencing division offers teleconferencing products and services that enable clients to conduct remote meetings by linking participants in geographically dispersed locations. It is involved in the sale of conferencing services based upon usage, the sale and installation of video equipment, and the sale of maintenance agreements. This division primarily provides conferencing products and services to numerous organizations ranging from law firms, banks, high tech companies and government organizations. DirectView Holdings maintains two websites at http://www.directview.com/and http://www.directviewsecurity.com/ Directview reported a net loss of $10.05 million for the year ended Dec. 31, 2018, compared to a net loss of $1.54 million for the year ended Dec. 31, 2017. As of March 31, 2019, the Company had $1.77 million in total assets, $23.14 million in total liabilities, and a total stockholders' deficit of $21.37 million. Assurance Dimensions, the Company's auditor since 2017, issued a "going concern" qualification in its report dated April 12, 2019, on the Company's consolidated financial statements for the year ended Dec. 31, 2018, stating that the Company had a net loss and cash used from operations of approximately $10,058,000 and $1,854,000, respectively for the year ended of Dec. 31, 2018 and a working capital deficit of approximately $21,351,000 as of Dec. 31, 2018. These conditions raise substantial doubt about the Company's ability to continue as a going concern. DWS CLOTHING: Gets Court Approval to Continue Cash Use ------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of Florida authorized DWS Clothing Too, LLC, to continue using cash collateral to pay reasonable day-to-day expenses pursuant to a budget plus up to 10 percent variance on any line item. Moreover, the Court authorizes the Debtor to grant its secured creditor of a postpetition security interest and lien in the secured creditor's prepetition collateral. The security interests and liens granted in the postpetition collateral will be valid, perfected and enforceable without further filing. A continued hearing on the motion is scheduled for Nov. 14, 2019 at 10:30 a.m. at the Flagler Waterview Building, 1515 N. Flagler Dr., 8th Floor, Courtroom B, West Palm Beach, Florida. About DWS Clothing Too Operating as Alene Too, DWS Clothing Too, LLC, sells women's clothes. DWS Clothing Too sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-25551) on Dec. 14, 2018. In the petition signed by Maxine Schwartz, member, the Debtor estimated assets of less than $50,000 and liabilities of $1 million to $10 million. The case is assigned to Judge Mindy A. Mora. Rappaport Osborne & Rappaport, PLLC, is the Debtor's counsel. E-TICKET PERFORMANCE: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------------- No official committee of unsecured creditors has been appointed in the Chapter 11 case of E-Ticket Performance Boats, LLC as of Aug. 22, according to a court docket. About E-Ticket Performance Boats Based in Lake Havasu City, Ariz., E-Ticket Performance Boats is a private company categorized under boat dealers. E-Ticket Performance Boats sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 19-09621) on August 1, 2019. At the time of the filing, the Debtor disclosed assets of between $100,001 and $500,000 and liabilities of the same range. Andre Carman, Esq., at Carman Law Firm, represents the Debtor as counsel. The case is assigned to Judge Paul Sala. EASTERN TIMBER: Sept. 18 Plan Confirmation Hearing -------------------------------------------------- The disclosure statement filed by Eastern Timber Company, Inc., is conditionally approved. September 18, 2019, 10:30 AM is set for the hearing on final approval of the disclosure statement (if a written objection has been timely filed) and for the hearing on confirmation of the plan, which will be held at King & Queen Building, 145 King Street, Room 225, Charleston, South Carolina. September 13, 2019 is set as the last day for filing written acceptances or rejections of the plan. September 13, 2019 is set as the last day for filing and serving written objections to the disclosure statement and confirmation of the plan. About Eastern Timber Company Inc. Eastern Timber Company, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.S.C. Case No. 19-00850) on February 12, 2019. At the time of the filing, the Debtor had estimated assets of less than $500,000 and liabilities of less than $500,000. The case has been assigned to Judge John E. Waites. The Debtor hired Robert A. Pohl, Esq., at Pohl, P.A., as its legal counsel. FERNLEY & FERNLEY: Court Approves Disclosure Statement ------------------------------------------------------ The Second Amended Disclosure Statement explaining the Second Amended Chapter 11 Plan filed by Fernley & Fernley, Inc., is approved. The hearing on confirmation of the Debtor’s Plan will be held in the United States Bankruptcy Court, Robert N. C. Nix, Sr. Building, 900 Market Street, Philadelphia, PA, Courtroom No. 2, on October 2, 2019 at 11:30 a.m. September 20, 2019 is set as the last date by which ballots must be received in order to be considered as acceptances or rejections of the Plan. September 20, 2019 is fixed as the date on or before which any written objection to confirmation of the Plan is required to have been filed and served. About Fernley & Fernley Founded in 1886, Fernley & Fernley, Inc., is one of the most distinguished association management companies in the nation. Bases in Philadelphia, Pennsylvania, Fernley & Fernley filed a voluntary petition for relief under Chapter 11 of title 11, United States Code (Bankr. E.D. Pa. Case No. 18-16122) on Sept. 14, 2018, estimating under $1 million in assets and liabilities. Ellen M. McDowell, Esq., at McDowell Law, PC, is the Debtor's counsel. FIRSTENERGY SOLUTIONS: Exit Plan Held Up by Union Dispute --------------------------------------------------------- Bankruptcy Judge Alan Koschik in Akron, Ohio ruled Aug. 21, 2019, that FirstEnergy Solutions' bankruptcy-exit plan can't go forward until the company reaches a deal with the two labor unions representing workers at its two of its three nuclear power plants. FirstEnergy Solutions is targeting to exit bankruptcy this year with a plan to split away from parent FirstEnergy Corp. and operate Ohio's two nuclear power plants with a newly passed $150 million annual bailout collected from ratepayers statewide. The judge said that the labor agreements with the two unions are the last thing standing in the way for his confirmation of FES' plan. On July 23, 2019, the Debtors filed Sixth Amended Joint Plan of Reorganization of FirstEnergy Solutions Corp., et al., Pursuant To Chapter 11 Of The Bankruptcy Code. The Plan is the result of more than a year of discussions and negotiations between the Debtors, the Ad Hoc Noteholder Group, the Mansfield Certificateholders Group, the FES Creditor Group, the FE Non-Debtor Parties, the Independent Directors and Managers, and the Committee. The Plan has been largely consensual. But despite the Plan's overwhelming acceptance, two unions have raised objections to its confirmation. Utility Workers Union of America, Local 270, AFL-CIO, represents employees in two bargaining units at the Perry Nuclear Power Plant in Perry, Ohio. International Brotherhood of Electrical Workers Local 29, AFL-CIO, represents employees in two bargaining units at the Beaver Valley Nuclear Power Plant near Shippingport, Pennsylvania. The Unions argue that the Plan cannot be confirmed because the Debtors have not, prior to confirmation, assumed or rejected the Unions' collective bargaining agreements, the Debtors' failure to do so constitutes an assumption of the collective bargaining agreements by operation of law, the Plan violates the successorship clauses, and the Plan constitutes a unilateral modification of the collective bargaining agreements in violation of Section 1113(f) of the Bankruptcy Code. "Although the Unions have remained open to different pension plan formats, nothing offered by the Reorganized Debtors replicates the benefits required by the existing CBAs. What has made the negotiation most difficult is that the Reorganized Debtors have steadfastly refused to even consider establishing a defined benefit pension plan to replicate the benefits that will be lost," Union attorney Joyce Goldstein, at Goldstein Gragel, LLC explains. "When pushed for an explanation for why the Debtors are so adamantly opposed to establishing a defined benefit plan, Debtors' counsel said it was because of the anticipated deactivation of the nuclear plants. Now that HB 6 has passed in Ohio and the Debtors have withdrawn the deactivation notices, this reason no longer applies. As it stands, the Reorganized Debtors will emerge with a lot of cash and a lot of subsidies from Ohio's rate payers. In fact, with the withdrawal of the deactivation notices, they will have even more cash since they will avoid approximately $100 million in payments otherwise required under the KERP." The Debtors said they are unable to assume their collective bargaining agreements as currently constituted because, among other things, the collective bargaining agreements require the Debtors to provide benefits to their employees under health care, severance, welfare, incentive compensation, and retirement plans sponsored by FE Corp. As of the Effective Date, the Debtors will no longer be able to offer such benefits to their employees under these FE Corp. plans. "The Debtors cannot assume the collective bargaining agreements without modifications being made to the collective bargaining agreements, which would require agreement by the applicable Unions. Additionally, the Bankruptcy Code does not require that the Debtors assume or reject a collective bargaining agreement prior to confirmation, or preclude the Debtors from seeking to reject a collective bargaining agreement post-confirmation, and therefore, the Debtors cannot be "deemed" to have assumed any collective bargaining agreement," the Debtors said in court filings. Counsel for Utility Workers Union of America, Locals 270, AFL-CIO, International Brotherhood of Electrical Workers Local 29, AFL-CIO: Joyce Goldstein, Esq. Richard L. Stoper, Jr., Esq. GOLDSTEIN GRAGEL LLC 1111 Superior Avenue, Suite 620 Cleveland, OH 44114 Tel: (216) 771-6633 ext. 3 Fax: (216) 771-7559 E-mail: jgoldstein@ggcounsel.com rstoper@ggcounsel.com About FirstEnergy Solutions Akron, Ohio-based FirstEnergy Solutions, Corp. (FES) is a subsidiary of FirstEnergy Corp (NYSE:FE). FES -- http://www.firstenergycorp.com/-- provides energy-related products and services to retail and wholesale customers; and owns and operates 5,381 MWs of fossil generating capacity through its FirstEnergy Generation subsidiaries. FES also owns 4,048 MWs of nuclear generating capacity through its FirstEnergy Nuclear Generation subsidiary. Nuclear generating plants are operated by FirstEnergy Nuclear Operating Company (FENOC), which is a separate subsidiary of FirstEnergy Corp. On March 31, 2018, FirstEnergy Solutions and 6 affiliates, including FENOC, each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. N.D. Ohio Lead Case No. 18-50757). The cases are pending before the Honorable Judge Alan M. Koschik and their cases be jointly administered under Case No. 18-50757. Parent company, First Energy Corp. and its other subsidiaries, including its regulated subsidiaries, are not part of the filing and will not be subject to the Chapter 11 process. First Energy Corp. listed $42.2 billion in total assets against $4.07 billion in total current liabilities, $21.1 billion in long-term debt and other long-term obligations and $13.1 billion in non-current liabilities as of Dec. 31, 2017. The Debtors tapped Akin Gump Strauss Hauer & Feld LLP as bankruptcy counsel; Brouse McDowell LPA as co-counsel; Lazard Freres & Co. as investment banker; Alvarez & Marsal North America, LLC, as restructuring advisor and Charles Moore as chief restructuring officer; and Prime Clerk as claims and noticing agent. The Debtors also tapped Willkie Farr & Gallagher LLP, Hogan Lovells US LLP and Quinn Emanuel Urquhart & Sullivan, LLP as special counsel. The U.S. Trustee for Region 9 appointed an official committee of unsecured creditors on April 12, 2018. Milbank, Tweed, Hadley & McCloy LLP and Hahn Loeser & Parks LLP serve as counsel to the committee. GATHERING PLACE: Seeks to Hire NIRE Accounting as Accountant ------------------------------------------------------------ The Gathering Place of Columbus seeks authority from the U.S. Bankruptcy Court for the Southern District of Ohio to employ NIRE Accounting & Bookkeeping, LLC, as accountant to the Debtor. Gathering Place requires NIRE Accounting to: a. advise and consult with the Debtor on the financial aspect on the current IRS debt; b. determine the best option of the Debtor in relation to the outstanding IRS issues; c. prepare Offer in Compromise; d. prepare the necessary 990 returns and select payroll company to prepare necessary payroll tax 940 and 941; and e. provide other necessary services as determined and discussed with the Debtor. NIRE Accounting will be paid at the hourly rate of $195. NIRE Accounting will be paid a retainer in the amount of $3,000. NIRE Accounting will also be reimbursed for reasonable out-of-pocket expenses incurred. Edward E. Dudley, Sr., partner of NIRE Accounting & Bookkeeping, LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. NIRE Accounting can be reached at: Edward E. Dudley, Sr. NIRE ACCOUNTING & BOOKKEEPING, LLC 4449 Easton Way, Suite 200 Columbus, OH 43219 Tel: (614) 934-1314 Fax: (614) 934-1620 About The Gathering Place of Columbus The Gathering Place of Columbus is an Ohio non-profit 501(c)(3) religious organization serving the Columbus area, operating out its church facility located at 3550 E. Deshler Ave., Columbus, OH 43227. It was founded in May of 1993, as an Ohio non-profit corporation then known as Romans Church of God of the Apostolic Faith, Inc. Effective Jan. 1, 2014, the organization merged with another Ohio non-profit corporation called The Gathering Place of Columbus. The Gathering Place of Columbus sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ohio Case No. 18-55347) on Aug. 24, 2018. At the time of the filing, the Debtor estimated assets of $1 million and liabilities of $1 million. Judge C. Kathryn Preston oversees the case. GB SCIENCES: Hires Assurance Dimensions as New Auditors ------------------------------------------------------- GB Sciences, Inc., has formally engaged Assurance Dimensions, Inc. as its independent registered public accounting firm. The engagement was due to the recent acquisition of Soles Heyn & Company, LLP's (SHCPA) SEC practice by Assurance Dimensions, Inc. SHCPA was the Company's independent registered public accounting firm until the engagement of Assurance Dimensions, Inc. The decision to engage Assurance Dimensions, Inc. as the Company's independent registered public accounting firm was approved by the Board of Directors on Aug. 15, 2019. SHCPA's report on the Company's financial statements for the fiscal years ended March 31, 2019 and March 31, 2018 did not contain any adverse opinion or disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope or accounting principles. SHCPA's reports on the Company's financial statements for the fiscal years ended March 31, 2019 and March 31, 2018 contained an explanatory paragraph regarding the significant doubt about the Company's ability to continue as a going concern. During the two-year period ended March 31, 2019 and the subsequent period through Aug. 15, 2019 (the date of filing of this report), (i) there have been no disagreements with SHCPA, whether or not resolved, on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to the satisfaction of SHCPA, would have caused SHCPA to make reference to the subject matter of the disagreement in connection with its reports; (ii) no such disagreement was discussed with the audit committee of the Company's board of directors or with the Company's board of directors as a whole; and (iii) there have been no "reportable events" as described in Item 304(a)(1)(v) of Regulation S-K. During the two most recent fiscal years and through the engagement date, the Company did not consult with Assurance Dimensions, Inc. regarding either (1) the application of accounting principles to any specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company's financial statements or (2) any matter that was either the subject of a disagreement or a reportable event as defined in Item 304(a)(1)(iv) and (v) of Regulation S-K. About GB Sciences Las Vegas, Nevada-based GB Sciences, Inc., formerly Growblox Sciences, Inc., is developing and utilizing state of the art technologies in plant biology, cultivation and extraction techniques, combined with biotechnology, and plans to produce consistent and measurable medical-grade cannabis, cannabis concentrates and cannabinoid therapies. The Company seeks to be an innovative technology and solution company that converts the cannabis plant into medicines, therapies and treatments for a variety of ailments. GB Sciences incurred net loss of $24.68 million for the 12 months ended March 31, 2019, compared to a net loss of $23.15 million for the 12 months ended March 31, 2018. As of June 30, 2019, the Company had $30.46 million in total assets, $14.85 million in total liabilities, and $15.61 million in total equity. Soles, Heyn & Company, LLP, in West Palm Beach, Florida, the Company's auditor since the year ended March 31, 2014, issued a "going concern" qualification in its report dated July 15, 2019, on the Company's consolidated financial statements for the year ended March 31, 2019, citing that the Company had accumulated losses of approximately $84.7 million, has generated limited revenue, and may experience losses in the near term. These factors and the need for additional financing in order for the Company to meet its business plan, raise substantial doubt about its ability to continue as a going concern. GB SCIENCES: Stockholders OK Increase in Authorized Capital Stock ----------------------------------------------------------------- GB Sciences, Inc. held its annual meeting of shareholders on Aug. 15, 2019, at which the stockholders voted on a proposal to amend the Company's articles of incorporation for the purpose of increasing its authorized capital from 400,000,000 shares to 600,000,000 shares. On the record date, there were 244,698,769 voting shares issued and outstanding. At the meeting, voting by proxy, 154,537,861 shares voted in favor of the proposal, 66,925,374 voted against, 3,981,672 abstained, and there were 7,971,336 broker non-votes. About GB Sciences Las Vegas, Nevada-based GB Sciences, Inc., formerly Growblox Sciences, Inc., is developing and utilizing state of the art technologies in plant biology, cultivation and extraction techniques, combined with biotechnology, and plans to produce consistent and measurable medical-grade cannabis, cannabis concentrates and cannabinoid therapies. The Company seeks to be an innovative technology and solution company that converts the cannabis plant into medicines, therapies and treatments for a variety of ailments. GB Sciences incurred net loss of $24.68 million for the 12 months ended March 31, 2019, compared to a net loss of $23.15 million for the 12 months ended March 31, 2018. As of June 30, 2019, the Company had $30.46 million in total assets, $14.85 million in total liabilities, and $15.61 million in total equity. Soles, Heyn & Company, LLP, in West Palm Beach, Florida, the Company's auditor since the year ended March 31, 2014, issued a "going concern" qualification in its report dated July 15, 2019, on the Company's consolidated financial statements for the year ended March 31, 2019, citing that the Company had accumulated losses of approximately $84.7 million, has generated limited revenue, and may experience losses in the near term. These factors and the need for additional financing in order for the Company to meet its business plan, raise substantial doubt about its ability to continue as a going concern. HARVARD GROUP: Amends Plan Outline, Faces Dismissal Bid ------------------------------------------------------- Harvard Group, LLC, filed an Amended Disclosure Statement proposing that all holders of general unsecured claims, will receive a pro-rata distribution (including interest at the federal judgment rate, to the extent surplus funds are available) after payment in full of claims in Classes 1 through 7 and all costs and expenses of the administration of these proceedings. The general unsecured claims consists of the insider claim of Equity Resources, LLC. Payment to this Class will be made from the remaining proceeds of the sale of the Property after the satisfaction of all costs of sale, and the satisfaction in full, of all claims of Classes 1 through 6. Payment to this Class will be made within thirty (30) days after the Effective Date. A holder of a Class 7 Claim may agree to less favorable treatment. Class 7 claims are an impaired class under the Plan. The funds necessary to implement the Plan shall be generated from sale of the Property. The Debtor's sole secured creditor, BWF Trust LLC, filed a renewed motion to dismiss the Debtor's Chapter 11 case, pointing out that the Debtor cannot confirm the Plan because there is no class to vote in favor of the Plan. According to BWF, the Debtor has proposed eight classes of creditors and interested parties but most of these classes will not vote on the Plan or should be deemed to vote against the Plan. The two classes that will vote on the Plan are both populated solely by BWF. BWF asserts that the interests of creditors and the estate are best served by dismissing the case. This is a single-asset real estate case with only one creditor. The estate's sole asset can be efficiently disposed of through foreclosure outside of the Bankruptcy Court and the proceeds of the foreclosure sale can be used to satisfy BWF's claims. BWF has also asked the Court to combine the hearing on the approval of the disclosure statement and confirmation of the Plan but the Debtor objected arguing that it will address the issues raised by BWF and that there is no need to combine the hearings for BWF to raise its objections to confirmation. A full-text copy of the Amended Disclosure Statement dated August 15, 2019, is available at https://tinyurl.com/y2f9c96g from PacerMonitor.com at no charge. Counsel for the Debtor-in-Possession: Steven H. Greenfeld COHEN BALDINGER & GREENFELD, LLC 2600 Tower Oaks Blvd., Suite 103 Rockville, MD 20852 (301) 881-8300 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. HERNANDEZ RESIDENTIAL: Gets Permission to Use Cash on Final Basis ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas approved on a final basis the motion to use cash collateral filed by Hernandez Residential & Commercial HVAC, LLC. The Debtor may collect and receive all cash funds, which the Debtor shall make an account to Forward Financing LLC. Forward Financing, a pre-petition secured lender of the Debtor, is granted a valid and binding perfected lien co-extensive with its pre-petition lien. The Court also permitted the Debtor to pay fees to the U.S. Trustee. All accounts receivables collected shall be deposited into the DIP account. As adequate protection, the Debtor will pay Forward Financing $750 on the 5th day of the month beginning in August 2019. The Court decreed that the proceeds of the prepetition collateral and postpetition collateral will not be used to pay expenses or disbursed other than those provided for in the budget, plus 10 percent per line item allowance. A copy of the Court Order and the Budget can be accessed for free at: http://bankrupt.com/misc/Hernandez_R_Cash_Ord.pdf About Hernandez Residential Hernandez Residential & Commercial HVAC, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 19-32222) on July 1, 2019. At the time of the filing, the Debtor estimated assets of less than $100,000 and liabilities of less than $500,000. Joyce W. Lindauer, Esq., of Joyce W. Lindauer Attorney, PLLC, represents the Debtor. HOFFMASTER GROUP: S&P Alters Outlook to Stable, Affirms 'B' ICR --------------------------------------------------------------- S&P Global Ratings revised its outlook to stable from negative. At the same time, S&P affirmed all ratings, including its 'B' issuer credit rating and issue-level rating on the first-lien credit facility and its 'CCC+' rating on the second-lien term loan. Hoffmaster Group Inc. increased its sales by 4% in the first six months of 2019 compared to the same period in 2018 through strong performance in the consumer division and via contributions from its recent acquisition of Aardvark Straws, partially offset by shipping delays related to the implementation of the warehouse management system in the foodservice division. During the same period, Hoffmaster's EBITDA margin temporarily declined by 280 basis points, primarily due to higher raw material costs and tariffs. Within the margin degradation, 110 basis points are related to the previously discussed shipping delays. However, S&P expects Hoffmaster to recoup the lost revenue from the shipping delays and improve sales and profitability in the back-end of 2019 because it will benefit from successful price increases, especially as raw material prices decrease. Additionally, the company will benefit from the growth in its straw business as investments in capacity aim to support secular trends like regulatory bans on single-use plastics, which support high growth rates in paper straws. The stable outlook on Hoffmaster reflects S&P's expectation that the company will continue to grow revenue and earnings through new product introductions and bolt-on acquisitions, further reducing its adjusted debt-to-EBITDA ratio to the low-6x area by the end of 2019. "We could lower our rating on Hoffmaster if economic weakness and reduced demand for its disposable tableware products hampers its pricing and volumes such that it cannot reduce its debt leverage at the pace we expect and its adjusted debt-to-EBITDA remains elevated above 7x with limited prospects for improvement," S&P said, adding that it could also lower its rating if unexpected cash outlays related to capital expansion or shareholder rewards deplete Hoffmaster's liquidity, or sustained negative free cash flow, cause its cash balances and revolver availability to decline significantly. "Although unlikely, we could raise our rating on Hoffmaster if we expect the company's adjusted debt-to-EBITDA ratio to decrease below 5x on a sustained basis and we believe the sponsor is committed to maintaining financial policies that will support this improved level of leverage," S&P said. HORIZON GLOBAL: S&P Alters Outlook to Developing ------------------------------------------------ S&P Global Ratings revised its outlook on Horizon Global Corp. to developing following the company's announcement that it has reached a definitive agreement to sell its Asia-Pacific segment and use the proceeds to repay debt. "We believe Horizon could pay down a significant portion or all of its first-lien debt. The company also intends to pursue a refinancing of its remaining secured debt in the fourth quarter of 2019," S&P said. "If this were to occur, we believe Horizon would likely remain in compliance with its financial covenants and not pursue a distressed exchange over the next year. However, if the completion of the sale and subsequent debt reduction does not occur, Horizon will likely violate its covenants at the end of the third quarter of 2019," the rating agency said. The developing outlook reflects S&P's view that while the sale of the Asia-Pacific operations and the expected debt retirement are quite positive, the company still must refinance its remaining debt and address issues at its remaining businesses in the Americas and Europe. There is still uncertainty regarding the level of sustainable margins for Horizon's remaining businesses and their ability to generate free cash flow, according to the rating agency. "We could lower our 'CCC' issuer credit rating on the company if it appears the company is unlikely to refinance its debt or if we believe the company could pursue what we would view as a distressed exchange," S&P said. "We could raise our ratings on the company by one notch to 'CCC+' if it significantly reduces its debt and completes a full or partial refinancing of its remaining secured debt. We would also want to see sufficient margin stability in the remaining businesses, demonstrating the company's viability over the next 12 months," S&P said. HOUSTON-HARRIS DIVISION: Hires Margaret M. McClure as Legal Counsel ------------------------------------------------------------------- Houston-Harris Division Patrol seeks authority from the United States Bankruptcy Court for the Southern District of Texas (Houston) to hire the Law Offices of Margaret M. McClure as its legal counsel. The firm will advise the Debtor regarding its powers and duties in the continued operation of its business and management of its property and will provide other legal services in connection with its Chapter 11 case. The firm charges $400 per hour for attorney time and $150 per hour for paralegal time. It received a retainer of $25,000. Margaret McClure, Esq., disclosed in court filings that she is a disinterested person within the meaning of Section 101(14) of the Bankruptcy Code. The counsel can be reached through: Margaret Maxwell McClure, Esq. Law Offices of Margaret M. McClure 909 Fannin, Suite 3810 Houston, TX 77010 Tel: 713-659-1333 Fax: 713-658-0334 Email: margaret@mmmcclurelaw.com About Houston-Harris Division Patrol Houston-Harris Division Patrol, a security guard services provider in Houston, filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 19-34548) on August 14, 2019. In the petition signed by Mauricio Garcia, president, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. The Law Offices of Margaret M. McClure represents the Debtor as counsel. ICON CONSTRUCTION: Court Approves Disclosure Statement ------------------------------------------------------ The First Amended Disclosure Statement of Icon Construction, Inc., is approved. A hearing on Debtor's First Amended Plan of Reorganization Dated July 23, 2019, will be held on September 24, 2019, at 2:00 p.m. before the Honorable Chief Judge Brenda T. Rhoades, United States Bankruptcy Court, 660 North Central Expressway, Suite 300B, Plano, Texas 75074. Objections to the Confirmation of the Plan must be filed and served on counsel of record for the Debtor no later than September 13, 2019. The deadline for submitting ballots is September 18, 2019. About Icon Construction Icon Construction -- http://icon-construction.com/ -- is a small business general contractor specializing in design/build of permanent modular and temporary modular buildings. Since April 1, 1998 Icon Construction has been able to meet the space needs of major markets, including military,education, administration facilities, health care, government, commercial and residential manufacturing. Icon Construction, Inc., based in McKinney, TX, filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 19-40279) on Feb. 1, 2019. In the petition signed by Mansour Khayal, president, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The Hon. Brenda T. Rhoades oversees the case. Joyce W. Lindauer,Esq., at Joyce W. Lindauer Attorney, PLLC, serves as bankruptcy counsel to the Debtor. Glast Phillips & Murray, P.C., is the special counsel. IMPERIAL 290: $7.5M Sale of Houston Property to Urbana Approved --------------------------------------------------------------- Judge David R. Jones of the U.S. Bankruptcy Court for the Southern District of Texas authorized Imperial 290 Hospitality Group, LLC's sale of the real property located at 20350 Northwest Freeway, Houston, Texas and an adjacent 0.92 acres to Urbana Varro Investments, LLC for $7.5 million, cash. The sale is free and clear of all liens, claims and encumbrances, with such liens, claims and encumbrances to attach to the proceeds of sale. No breakup fee will be paid out of the proceeds of the sale of the Property or from Vantage Bank's cash collateral. After entry of the Agreed Order, should the Court accept a bid higher than $7.7 Million from another buyer, Urbana will be entitled to a breakup fee as provided in the Sales Contract; however, such will not be paid out the sale proceeds. Nothing in the Order would prevent a non-debtor third party from paying such breakup fee. No estimated excess costs for property improvement will be taken from the sale proceeds and held in escrow by North American Title Co. as set out in the Sale Contract. Nothing therein would prevent a non-debtor third party from paying such costs. Any proposed escrow agreement and closing statement will be provided to counsel of record for Vantage Bank to approve the terms thereof relating to costs to be paid by the Debtor/Seller out of the gross proceeds of the sale of the Property. The Title Company will not retain $25,000 of the sale proceeds in escrow as set out in the Sale Contract. Nothing therein would prevent a non-debtor third party from paying such costs. About Imperial 290 Hospitality Group Imperial 290 Hospitality Group, LLC, is a privately held company that operates in the traveler accommodation industry. Imperial 290 Hospitality Group, based in Houston, TX, filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 19-31500) on March 19, 2019. In the petition signed by Shivinder Madan, manager, the Debtor estimated $1 million to $10 million in both assets and liabilities. The Hon. David R. Jones oversees the case. Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC, serves as the Debtor's bankruptcy counsel. INSIGHT TERMINAL: Seeks to Hire Middleton Reutlinger as Counsel --------------------------------------------------------------- Insight Terminal Solutions, LLC and Insight Terminal Holdings, LLC, seek authority from the U.S. Bankruptcy Court for the Western District of Kentucky to hire Middleton Reutlinger as their legal counsel. The Debtors require the firm to: (a) serve as attorneys of record in all aspects of the Debtors' Chapter 11 cases and in any adversary proceedings commenced in connection with the cases except for any matters for which a special counsel is employed; (b) consult with the United States Trustee, any statutory or unofficial committee, and creditors concerning the administration of the bankruptcy cases; (c) take necessary steps to protect and preserve the Debtors' estates; (d) assist in the disclosure and confirmation processes contemplated in the Debtors' cases; and (e) provide counsel regarding the Debtors' business matters. The hourly rates charged by the firm range from $175 to $450. Andrew David Stosberg, Esq. , the firms being $340 per hour. Andrew David Stosberg, Esq., at Middleton Reutlinger, disclosed in court filings that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Andrew David Stosberg, Esq. Middleton Reutlinger 401 South Fourth Street, Suite 2600 Louisville, Ky 40202 Tel: 502-625-2734 Fax: 502-588-1944 Email: astosberg@middletonlaw.com About Insight Terminal Solutions Insight Terminal Solutions -- http://insightterminals.com-- is an Oakland, Calif.-based company that provides terminal and stevedoring services at the Oakland Bulk and Oversized Terminal (OBOT) for a variety of bulk agriculture and mineral commodities. Insight Terminal Solutions and its affiliate Insight Terminal Holdings, LLC filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Ky. Lead Case No. 19-32231) on July 17, 2019. The petitions were signed by John J. Siegel, Jr., manager. At the time of filing, Insight Terminal Solutions estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. Insight Terminal Holdings estimated $50,000 in assets and $1 million to $10 million in liabilities. Andrew David Stosberg, Esq., at Middleton Reutlinger represents the Debtor as counsel. INTERIOR COMMERCIAL: Sept. 15 Hearing on Disclosure Statement ------------------------------------------------------------- A hearing on the Proposed Disclosure Statement dated Aug. 15, 2019 explaining the small business Chapter 11 Plan filed by Interior Commercial Installation, Inc., will be held in Courtroom 215 on Sept. 15, 2019 at 10:00 AM at the United States Bankruptcy Court located at 1300 Clay St., 2nd Floor Oakland, CA. Class 16b General Unsecured Class are impaired. Payable in full (100% of allowed claim) together with interest at 2.0% per annum from the Effective Date in payments of $3,393.96/month over 84 months distributed pro-rata. Class 1- DLI Assets Bravo, LLC (acquired from Deal Struck, Inc. and My Business Loan.com, LLC) are impaired. Pay $72,370.39 in monthly payments of $1399.12 inclusive of interest at 6% per annum, commencing on the 1st day of the month following the Effective Date and continuing on the 1st day of each and every month thereafter, for 60 months. Class 2 - Everest Business Funding are impaired. Pay $69,832.29 in monthly payments of $1,350.05 inclusive of interest at 6% per annum, commencing on the 1st day of the month following the Effective Date and continuing on the 1st day of each and every month thereafter, for 60 months. Class 3 - Forward Financing, LLC are impaired. Conditioned on proof of valid, perfected UCC‐1 being produced by claimant by the confirmation date, pay $77,451.50 in monthly payments of $1,461.61 inclusive of interest at 5% per annum, commencing on the 1st day of the 21st month following the Effective Date and continuing on the 1st day of each and every month thereafter, for 60 months. Class 4 - Kalamata Capital Group are impaired. Pay $97,832.13 payable in monthly payments of $1,891.37 over 60 months together with interest at 6% per annum from the Effective Date commencing on the 1st day of the month after the Effective Date of the Plan over a period of 60 months. Class 5 - NextWave Enterprises are impaired. Pay $105,000 in monthly payments of $1,750/month without interest, commencing on the 1st day of the month after the Effective Date, and continuing on the 1st day of the month for each and every subsequent month, for a period of 60 months. Class 6 - Vendor Financial Services (Bank of the West) are impaired. Pay $99,339 in monthly payments of $1874.65/month together with interest at the rate of 5% per annum, commencing on the 1st day of the month after the Effective Date , and continuing on the 1st day of the month for each and every subsequent month, for a period of 60 months. Class 7 - Yellowstone Capital West, LLC (Fundry Capital) assigned or sold to Max Recovery Group are impaired. Conditioned on the production of a valid, perfected POC by claimant before the confirmation date, pay $129,106.6 in monthly payments of $2,436.40/month together with interest at the rate of 5% per annum, commencing on the 1st day of the 21st month after the Effective Date, and continuing on the 1st day of the month for each and every subsequent month, for a period of 60 months. Class 8 - Ford Motor Credit Company, LLC are impaired. Pay estimated balance of $16,536.04in payments of $878.38/month together with interest at 7% per annum. Monthly payments to commence on the 1st day of the month after the Effective Date of the plan for 20 months. Class 9 - Ford Motor Credit Company, LLC are impaired. Pay estimated balance of $5,649.38 in payments of $296.23/month together with interest at 5.49% per annum. Monthly payments to commence on the 1st day of the month after the Effective Date of the plan for 20 months. Class 10 - Ford Motor Credit Company, LLC are impaired. Pay estimated balance of $24,635.85in payments of $1,297.37/month together with interest at 5.99% per annum. Monthly payments to commence on the 1st day of the month after the Effective Date of the plan for 20 months. Class 11 - Ford Motor Credit Company, LLC are impaired. Pay estimated balance of $7,177.15 in payments of $377.96/month together with interest at 5.99% per annum. Monthly payments to commence on the 1st day of the month after the Effective Date of the plan for 20 months. Class 12 - Ford Motor Credit Company, LLC are impaired. Pay estimated balance of $5,549.28 in payments of $290.99/month together with interest at 5.49% per annum. Monthly payments to commence on the 1st day of the month after the Effective Date of the plan for 20 months. Class 13 - Ford Motor Credit Company, LLC are impaired. Pay estimated balance of $24,033.01 in payments of $1,265.62/month together with interest at 5.99% per annum. Monthly payments to commence on the 1st day of the month after the Effective Date of the plan for 20 months. Class 14 - Ford Motor Credit Company, LLC are impaired. Payments of $626.35/month per Stipulation entered on April 5, 2019 as Docket No. 94. (Contract rate 5.49%; Original Claim $17,953.53) Approximate remaining term as of Aug. 2019 is 23 months. Payments and distributions under the Plan will be funded by the continued operation of the business and, though not factored into the feasibility assessment, the repayment of the note receivable from Jens Jensen. A full-text copy of the Disclosure Statement dated August 15, 2019, is available at https://tinyurl.com/y2melx64 from PacerMonitor.com at no charge. About Interior Commercial Installation Interior Commercial Installation, Inc., offers commercial clients a wide variety of countertop surfaces, all the latest trends and traditional materials, colors, patterns, and finishes that meet their business needs. Among the materials available are Natural Stone, Caesarstone, Silestone, LG Hi-Macs, Icestone, Vetrazzo, LG Viaterra, Cambria, Dekton, Lapitec, Zodiaq by Dupont, and Corian by Dupont. The Company previously sought bankruptcy protection on Nov. 16, 2018 (Bankr. N.D. Cal. Case No. 18-42689). Interior Commercial Installation filed a Chapter 11 petition (Bankr. N.D. Cal. Case No. 18-42874) on Dec. 7, 2018. In the petition signed by Jens C. Jensen, president, the Debtor disclosed $1,944,548 in total assets and $1,408,103 in total debt. The Hon. Charles Novack is the case judge. The Fuller Law Firm, P.C., is serving as the Debtor's attorney, after substituting for The DebLaw Offices of David C. Johnston. JERRY BATTEH: $35K Sale of Jacksonville Property to Niermann Okayed ------------------------------------------------------------------- Judge Jerry A. Funk of the U.S. Bankruptcy Court for the Middle District of Florida authorized Jerry Batteh's sale of the real property located at 2134 Lou Drive West Jacksonville, Florida, and more particularly described as Lot 19, Block 21, San Souci Section Ten, according to the plat thereof as recorded in Plat Book 27, page 88, of the current public records of Duval County, Florida, to Dawn Niermann for $35,000. The Debtor is authorized to sign a deed and other related closing papers for the property. In the event the closing does not occur within 60 days of the date of the Order, the Debtor will ask additional approval from the Court. The Debtor will obtain an updated payoff prior to the closing of the sale. The Creditor will receive the full amount of its payoff, as set forth above. If the Debtor disputes the payoff amount, the Court retains jurisdiction to determine the amount of the payoff for the mortgage. The sales proceeds will be made payable to the trust account of the Debtor's attorney, Edward P. Jackson. These proceeds will be disbursed by the attorney first to pay any unpaid Trustee fees, next he will disburse sufficient funds to each unsecured creditor to bring that unsecured creditor's payments current. Further, the remaining net proceeds will be held until the Debtor has filed all of his remaining quarterly operating reports that are delinquent. The proceeds made payable to the trust account of Edward P. Jackson will not be considered a disbursement for U.S. Trustee quarterly purposes and will be separately noted on the quarterly report. However, disbursements made by Edward P. Jackson from the proceeds to pay U.S. Trustee fees, to make each unsecured creditor payment due under the plan, or for any other purpose on behalf of the Debtor will be considered a disbursement. Edward P. Jackson, on behalf of the Debtor will file a report indicating proceeds received, amounts paid from his trust fund on behalf of the Debtor and to whom and the purpose, as well as the amounts turned over to the Debtor in the quarter they have been distributed and will incorporate this information in the appropriate quarterly report. The Debtor will file a copy of the closing statement evidencing the sale within 10 days of the date of the sale, and will include all disbursements at closing on his quarterly operating report for this period of time. About Jerry Batteh Jerry Batteh sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 11-05260) on July 18, 2011. Edward P. Jackson, Esq., in Jacksonville, Florida, serves as counsel to the Debtor. The Debtor's Chapter 11 Plan was confirmed by order dated March 26, 2014. JIB QSR OKLAHOMA: Gets OK to Pay Vendors in the Ordinary Course --------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Oklahoma approved the request of JIB QSR Oklahoma, LLC, to pay ordinary course vendors and Meadowbrook Meat Company, Inc., a critical vendor of the Debtor. The Ordinary Course Vendors include utilities, trash pickup and telephone services, repairs and maintenance contractors, food services, and waste disposal services. Ordinary Course Vendors' costs of services total at least $40,000 monthly and are paid currently every month. The Court allowed the Debtor to make certain prepetition transfers to Meadowbrook in the ordinary course. The Court also allowed the Debtor to use Meadowbrook's cash collateral. Meadowbrook will continue to provide its postpetition services to the Debtor at net 7 days to be paid by wire transfer. The Debtor, in return, shall provide Meadowbrook replacement liens in the Debtor's inventory and cash proceeds thereof. The Court authorizes the Debtor's bank and other financial institutions to receive and process check payments and all electronic payment requests of the Debtor related to the Ordinary Course Claims. About JIB QSR Oklahoma JIB QSR Oklahoma LLC owns and operates eight Jack in the Box locations in the greater Oklahoma City metro area. Jack in the Box is a fast-food restaurant chain offering burgers, chicken and salads, and tacos, fries, and sides. JIB QSR Oklahoma filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Okla. Case No. 19-13111) on July 30, 2019. In the petition signed by Mohammed Salous, managing member, the Debtor estimated $1 million to $10 million in both assets and liabilities. David B. Sisson, Esq., at the Law Offices of B. David Sisson, is the Debtor's counsel. JP ADVANCED: Court Approves Disclosure Statement ------------------------------------------------ The Amended Disclosure Statement explaining the Amended Chapter 11 Plan of JP Advanced Solutions, LLC, is approved. The Court will consider whether to confirm the Plan at a hearing on October 1, 2019, at 10:00 a.m.. The Confirmation Hearing will be held in Courtroom 601, at the U.S. Bankruptcy Court, 230 N. First Ave., Phoenix, AZ 85003. The objection must be filed by September 24, 2019 (which date is at least seven (7) calendar days prior to the initial confirmation hearing). Under the Amended Plan, Class 5 - General Unsecured Claims will be paid, based on pro-rata payment of the liquidation value of the Debtor's assets. Additionally, these creditors will receive interest, so that, they will be paid in the full face amount of their allowed claims through payments over 72 months from the Effective Date of the Plan. The Debtor will pay $9,100 in total monthly towards Class 5 Claims. The Debtor will make these payments, pro-rata, to each holder of a Class 5 Claim, on or before the fifteenth day of each month, commencing on the calendar month following the Effective Date. For clarity, if the Effective Date falls in March, those payments will commence in April. A redlined version of the Amended Disclosure Statement is available at https://tinyurl.com/y2367bp3 from PacerMonitor.com at no charge. About JP Advanced Solutions JP Advanced Solutions, LLC, in the business of remodeling high-end properties, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 18-09028) on July 29, 2018. In the petition signed by Jerzy Poprawa, president, the Debtor estimated assets of less than $500,000 and liabilities of less than $1 million. The Debtor tapped Jonathan Philip Ibsen, Esq., at Canterbury Law Group, LLP, as its legal counsel. No official committee of unsecured creditors has been appointed in the Chapter 11 case. JRV GROUP: Sept. 17 Auction of All Assets Set --------------------------------------------- Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the District of Delaware authorized the bidding procedures of JRV Group USA L.P., in connection with the initial sale of right, title and interest in substantially all of the initial assets, and in connection with the one or more sales of some or substantially all of the additional assets, to Ken Garff Automotive, LLC, doing business as Ken Garff Automotive Group, Ken Garff Enterprises, LLC and Garff-Warner Dodge, LLC, doing business as Ken Garff West Valley Dodge Chrysler Jeep Ram, for $7,585,000, subject to overbid. The proposed Initial Sale of substantially all of the Debtor's assets, including the Initial Assets and the Additional Sale of some or substantially all of the Additional Assets and the Auction will be conducted in accordance with the provisions of the Bid Procedures Order and the Bid Procedures. The Break-up Fee and Expense Reimbursement as set forth in the Bid Procedures is approved. The Debtor is authorized without further Court action to pay the Break-up Fee and Expense Reimbursement solely to the extent such amount becomes due and payable to the Stalking Horse Purchaser, pursuant to the Purchase Agreement and the Bid Procedures Order. The Sale and Bid Procedures Notice, and the Creditor Notice provide proper notice to all parties in interest and are approved. Within three business days following entry of the Bid Procedures Order, the Debtor will serve the Sale and Bid Procedures Notice on all Notice parties. Within three business days following entry of this Bid Procedures Order, the Debtor will serve the Creditor Notice on all known creditors of the Debtor. No other or further notice of the sale will be required to be provided by the Debtor. The Objection Deadline is Sept. 13, 2019, at 4:00 p.m. (ET). The salient terms of the Bidding Procedures are: a. Bid Deadline: Sept. 13, 2019, at 4:00 p.m. (ET) b. Initial Bid: The aggregate consideration of any such Bid must exceed the value of the consideration under the Purchase Agreement by $125,000. c. Deposit: 5% of a Qualified Bidder's aggregate bid amount and delivered to the Debtor so that it is received by the Debtor no later than four business days prior to the Sale Hearing d. Auction: If the Debtor receives more than one Qualified Bid, an auction will be held no later than Sept. 17, 2019 at 10:00 a.m. (ET), at the offices of Pachulski Stang Ziehl & Jones LLP, 919 North Market Street, 17th Floor, Wilmington, Delaware 19801, or at any such other location as the Debtor may hereafter designate. e. Bid Increments: $25,000 f. Sale Hearing: Sept. 19, 2019, at 1:00 p.m. (ET) g. The Stalking Horse Purchaser is deemed a Qualified Bidder for all purposes, including for purposes of participating in the Auction, should it wish to do so. The DIP Lender and the Prepetition Lenders will have the right to credit bid up to the full amount of the DIP Obligations or the Prepetition Obligations, as applicable, pursuant to Bankruptcy Code section 363(k). h. Break-up Fee and Expense Reimbursement: $200,000 As soon as practicable after conclusion of the Auction, if any, but no later than two Business Days prior to the Sale Hearing, the Debtor will file a form of Approval Order as agreed upon between the Debtors and the Successful Bidder. All proceeds generated from the Sale of the Assets will be subject to the DIP Liens and Prepetition Liens set forth in the Interim Order Pursuant to 11 U.S.C. Sections 105, 361, 362, 363, 364, 503 and 507 and Fed. R. Bankr. P. 2002, 4001, 6004 and 9014 (I) Authorizing Debtor to Obtain Senior Secured, Superpriority, Postpetition Financing, (II) Granting Liens and Superpriority Claims, (III) Approving Use of Cash Collateral of Prepetition Lenders, (IV) Granting Adequate Protection to Prepetition Lenders, (V) Modifying the Automatic Stay, (VI) Scheduling Final Hearing, and (VII) Granting Related Relief, subject to any challenge rights set forth therein or otherwise agreed upon between the DIP Lender and the Committee, and any final financing order. Notwithstanding the possible applicability of Bankruptcy Rule 6004(h) and 7062 or otherwise, the terms and conditions of this Bid Procedures Order will be immediately effective and enforceable upon its entry, and no automatic stay of execution will apply to the Bid Procedures Order. A copy of the Bidding Procedures attached to the Order is available for free at: http://bankrupt.com/misc/JRV_Group_148_Order.PDF About JRV Group USA L.P. JRV Group USA L.P. -- https://www.erwinhymergroup.com/ -- is based at 1945 Burgundy Place, Ontario, Calif. It was established on Jan. 30, 2015, to carry out the United States business of Erwin Hymer Group, a Germany-based recreational vehicle company. However, in 2016, all business activities of JRV Group were stopped, and it became a shelf company while EHG Global built out its Canadian operations through EHG NA. JRV Group resumed operating activities in November 2017 and continued to be owned indirectly by HG Global until Jan. 31, 2019, comprising a portion of its North American operations. Between November 2017 and March 2018, JRV Group acquired various assets in four asset acquisition transactions. Beginning in March 2018, JRV Group operated as a second-tier original equipment manufacturer and alterer of Jeep Wranglers made by FCA US LLC, an affiliate of Fiat Chrysler Automobiles N.V. Its business typically focused on adding features to the vehicles, such as a tent for camping, that would make them more desirable for recreational vehicle dealers to sell to end users and consumers. JRV Group sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 19-11095) on May 13, 2019. At the time of the filing, the Debtor had estimated assets of between $1 million and $10 million and liabilities of between $10 million and $50 million. The Debtor tapped Pachulski Stang Ziehl & Jones LLP as legal counsel; Barnes & Thornburg LLP special counsel; Sherwood Partners Inc. as restructuring advisor; and BMC Group, Inc. as claims and noticing agent. KLX ENERGY: S&P Cuts ICR to B- Amid Challenging Sector Conditions ----------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on KLX Energy Services Holdings Inc. to 'B-' from 'B'. At the same time, S&P lowered its issue-level rating on KLX Energy's senior secured notes due 2025 to 'B-' from 'B'. The recovery rating remains '3', which indicates its expectation of meaningful (50%-70%; rounded estimate: 65%) recovery of principal in the event of a payment default. The downgrade reflects weakening of KLX Energy's business risk profile, which is primarily the result of a fundamental shift in the oilfield services sector that S&P expects will impair demand for KLX Energy's services and profitability, particularly for the remainder of 2019 and 2020. The sector is feeling the strain from more disciplined capital spending by E&P companies, a volatile commodity price environment, and a vast oversupply of oilfield services equipment. U.S. land-based rig counts have dropped to their lowest levels since early 2018 for oil-directed rigs and since early 2017 for gas-directed rigs, while the number of active pressure pumping fleets has fallen to its lowest level since early 2018. Although KLX Energy does not provide land rigs or pressure pumping, it provides services to support both drilling and completion operations, so these trends give an indication of the overall direction of demand for the oilfield service companies. The stable outlook reflects S&P's view that KLX Energy will maintain credit metrics in line with the rating agency's expectations for the rating over the next 12 months, including FFO to debt of 35%-40%, and will continue to have adequate liquidity. "We could lower the rating if liquidity weakens, or if leverage deteriorates to levels we deem to be unsustainable, without a clear path to recovery. This would most likely result from a collapse in oil prices, leading to further reduced demand for the oilfield services offered by KLX Energy," S&P said. "We could consider an upgrade if the company increased its scale, scope, and diversification of products and services in line with higher-rated peers, while maintaining adequate liquidity and FFO to debt well above 30%," the rating agency said. LAMBERT'S CONSTRUCTION: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------------------- No official committee of unsecured creditors has been appointed in the Chapter 11 case of Lambert's Construction Company of Bluefield, Inc. as of Aug. 23, according to a court docket. About Lambert's Construction Company of Bluefield Inc. Lambert's Construction Company of Bluefield, Inc. -- http://www.lambertscontracting.com-- is a general contractor in Bluefield, W. Va. Its services include masonry, paving, demolition and excavation, landscaping, and electrical work. It has been serving the Mercer, Bland, and Giles counties since 2008. Lambert's Construction Company of Bluefield sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. W.Va. Case No. 19-10086) on July 9, 2019. At the time of the filing, the Debtor had estimated assets of between $500,000 and $1 million and liabilities of between $1 million and $10 million. The cases are assigned to Judge Frank W. Volk. The Debtor is represented by Caldwell & Riffee. LANAI HOLDINGS: S&P Lowers ICR to 'CCC' on Cash Flow Deficits ------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on U.S.-based Lanai Holdings III Inc. to 'CCC' from 'CCC+'. The outlook is negative. S&P also lowered its issue-level rating on the company's first-lien debt to 'CCC' from 'CCC+' and its issue-level rating on the company's second-lien debt to 'CC' from 'CCC-'. The '3' recovery rating on the first-lien debt and '6' recovery rating on the second-lien are unchanged. The downgrade reflects the increased risk of a debt restructuring as the company faces further tightening of its liquidity and operational performance remains mixed. In S&P's view, the company must achieve significant revenue growth while reducing its outstanding revolver credit facility balance and borrowings on its asset-based loans to remain in compliance with its first-lien net leverage coverage over the next 12 months, given the step down as of June 30, 2019. Considering the first half of 2019 performance, S&P believes there is greater risk for Lanai remaining compliant. The negative outlook reflects S&P's expectations of weaker 2019 financial results and continued tightening of liquidity. The rating agency believes it is less certain that the company will comply with its first-lien net leverage covenant and see a heightened risk of a debt restructuring or default over the next 12 months. "We could lower our rating on Lanai if we saw a greater risk default within the next six months, most likely as a result of continued deterioration in operating performance. Under this scenario, we believe the company would have difficulty meeting its covenant tests and could lose access to the revolver, resulting in a liquidity crisis," S&P said. "We could revise our outlook to stable if we believed the company could achieve a material improvement and sustain free operating cash flow and therefore believed it to be more likely that the company would meet its covenant requirements. In our view, this scenario would require Lanai to significantly improve its financial performance such that it could maintain adequate liquidity and meet its debt obligations over the next year," the rating agency said. LATEX FOAM: U.S. Trustee Forms 3-Member Committee ------------------------------------------------- The U.S. Trustee for Region 2 on Aug. 22 appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of Latex Foam International, LLC and its affiliates. The committee members are: (1) BASF Corporation c/o Peter Argiriou, Credit Manager 100 Park Avenue Florham Park, NJ 07932 Telephone: (973) 245-6577 Email: peter.argiriou@BASF.com (2) Ruckel Manufacturing Co. c/o Joseph Rottenberg, CEO 63 Flushing Avenue, Unit 331 Brooklyn, NY 11205 Telephone: (917) 992-5628 Email: joerr@ruckelmfg.com (3) Axle Logistics c/o Carrie Ollom, Accounting Coordinator 520 W. Summit Hill Drive, Suite 1005 Knoxville, TN 37902 Telephone: (855) 230-2953, ext. 107 Email: carrie.ollom@axlelogistics.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Latex Foam International Latex Foam International, LLC, which conducts business under the name Talalay Global, provides textile furnishing products. It offers house furnishings such as blankets, bedspreads, sheets, table clothes, towels, and shower curtains. Latex Foam International and four affiliates filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Lead Case No. 19-51064) on Aug. 8, 2019. The petitions were signed by CEO Marc Navarre. At the time of the filing, Latex Foam estimated assets between $10 million and $50 million and liabilities of the same range. Judge Julie A. Manning oversees the cases. James Berman, Esq. at Zeisler & Zeisler, P.C. is the Debtors' counsel. LOOT CRATE: Court Approves First-Day Motions, $10M DIP Financing ---------------------------------------------------------------- Loot Crate, Inc., disclosed that on Aug. 13, 2019 the U.S. Bankruptcy Court has granted, on an interim basis, the Company's first-day motions, which were designed to ensure daily operations continue normally during the Company's brief sale process. The Court approved, among other motions, the Company's ability to continue paying employee wages and benefits. In addition, the Court authorized interim approval of the Company's $10 million debtor-in-possession (DIP) financing. The Court also approved the use of the Company's existing cash management systems and bank accounts, allowing the Company to issue payments and honor any outstanding checks, and to make vendor payments necessary to procure the goods required to complete and deliver as promptly as possible past due shipments. As anticipated, the Company filed its bid procedures and requested authority to enter into a stalking horse agreement with Loot Crate Acquisition LLC, an affiliate of its existing investor Money Chest LLC. The court is considering the proposed bid procedures on September 3, 2019. "The approval of our first-day motions is encouraging, and with the submission of the sale procedures, we are positioned to move through this process swiftly," said Chris Davis, Chief Executive Officer of Loot Crate. "These actions, along with access to new financing, should reassure our employees, partners, vendors and valued Looter community that we will continue to work to fulfill orders and create the most exciting and exclusive subscription boxes for our customers." The final DIP hearing is scheduled for September 3, 2019. The Company filed its voluntary petitions and plan of reorganization on August 11, 2019, in the U.S. Bankruptcy Court for the District of Delaware in Wilmington. The case number is 19-11791. Court filings and other documents related to the court proceedings are available on a separate website administered by Loot Crate's claims agent, Stretto, at https://cases.stretto.com/lootcrate. Additional information is available by calling Loot Crate's Information Line, toll-free in the U.S. at 1-877-272-4403. For calls originating outside the U.S., please dial 1-949 -229-3562. About Loot Crate Founded in 2012, Loot Crate, Inc., is the worldwide leader in fan subscription boxes. Loot Crate partners with industry leaders in entertainment, gaming, sports, and pop culture to deliver monthly themed crates, produce interactive experiences and digital content, and films original video productions. Since 2012, Loot Crate has delivered more than 32 million crates to fans in 35 territories across the globe. Loot Crate, Inc., and three affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-11791) on Aug. 11, 2019. Loot Crate estimated less than $50 million in assets and $50 million to $100 million in liabilities. The Debtors tapped Bryan Cave Leighton Paisner LLP as lead counsel; Robinson & Cole LLP as Delaware and conflicts counsel; FocalPoint Securities, LLC, as investment banker; Portage Point Partners as financial advisor; and Mark Palmer of Theseus Strategy Group as chief transformation officer. Bankruptcy Management Solutions, Inc., which conducts business under the name Stretto, is the claims agent and maintains the site https://case.stretto.com/lootcrate LOOT CRATE: U.S. Trustee Forms 7-Member Committee ------------------------------------------------- Andrew Vara, acting U.S. trustee for Region 3, on Aug. 22 appointed seven creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of Loot Crate, Inc. The committee members are: (1) Something Inked Attn: Oliver Landry 1018 Elm Hill Pike Nashville-Davidson, TN 37210 Phone: 615-946-1289 Fax: 615-499-4227 (2) Worldpay, LLC Attn: Ann Gabor 8500 Governor's Hill Road Cincinnati, OH 452491349 Phone: 678-587-1516 (3) R.R. Donnelley Attn: Robert Larson 4101 Winfield Road Warrenville, IL 60555 Phone: (630) 322-6006 Fax: (630) 322-6873 (4) K&S Specialty Products Attn: Kyle Fitzpatrick 25526 Hardy Pace Stevenson Ranch, CA 91381 Phone: 661-755-2250 (5) Just Funky, LLC Attn: Rajnish Arora 4160 Highlander Parkway, Suite 100 Richfield, OH 44286 Phone: 234-249-0145 (6) Major League Baseball Properties, Inc. Attn: Amy E. Gold 245 Park Avenue New York, NY 10167 Phone: 212-485-4683 (7) Brian Laibow Attn: Brian Laibow 573 Chapala Drive Pacific Palisades, CA 90272 Phone: 626-676-0710 Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. Proposed counsel to the Committee: Eric J. Monzo, Esq. Brya M. Keilson, Esq. MORRIS JAMES LLP 500 Delaware Avenue, Suite 1500 Wilmington, DE 19801 Tel: (302) 888-6800 Fax: (302) 571-1750 Email: emonzo@morrisjames.com bkeilson@morrisjames.com About Loot Crate Founded in 2012, Loot Crate, Inc., is the worldwide leader in fan subscription boxes. Loot Crate partners with industry leaders in entertainment, gaming, sports, and pop culture to deliver monthly themed crates, produce interactive experiences and digital content, and films original video productions. Since 2012, Loot Crate has delivered more than 32 million crates to fans in 35 territories across the globe. Loot Crate, Inc. and three affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-11791) on Aug. 11, 2019. Loot Crate estimated less than $50 million in assets and $50 million to $100 million in liabilities. The Debtors tapped Bryan Cave Leighton Paisner LLP as lead counsel; Robinson & Cole LLP as Delaware and conflicts counsel; FocalPoint Securities, LLC, as investment banker; Portage Point Partners as financial advisor; and Mark Palmer of Theseus Strategy Group as chief transformation officer. Bankruptcy Management Solutions, Inc., which conducts business under the name Stretto, is the claims agent and maintains the site https://case.stretto.com/lootcrate LPL HOLDINGS: S&P Hikes ICR to 'BB+' on Continued Strong Earnings ----------------------------------------------------------------- S&P Global Ratings upgraded LPL Financial Holdings Inc. to 'BB+' from 'BB'. The outlook is stable. At the same time, S&P raised its rating on the company's senior secured term loan and revolving credit facility to 'BB+' from 'BB' and raised the rating on the company's unsecured notes to 'BB' from 'BB-'. The upgrade reflects LPL's strong earnings and margin growth as the company continues to successfully scale their business. The company's capital policy has substantially improved in recent years, as exemplified by the significantly lower leverage than in recent years of 1.99x debt to EBITDA, as defined by the company's credit agreement. S&P expects the company to continue to moderately repurchase shares and continue to look for merger and acquisition (M&A) opportunities to the extent that they maintain leverage in the 2.0x-3.0x range. The stable outlook reflects S&P's expectation that the firm continues operating with debt to EBITDA leverage (as defined by the firm's credit agreement) between 2.0x to 3.0x over the next 12 months. S&P expects the firm to continue repurchasing stock, issuing cash dividends, and potentially engaging in M&A activity over this time. The rating agency expects that, despite these cash outflows, the firm will continue to maintain sufficient excess liquidity at the parent company. "We could lower the rating over the next 12 months if the company returns to more aggressive financial management through increased leverage of over 3.0x or if excess liquidity at the parent company diminishes. We could also lower the ratings if LPL's earnings deteriorate or the company subjected to new material legislative or regulatory risks," S&P said. "While unlikely in the next 12 months, we could raise the rating in the longer term if the firm commits to operating at a leverage level below 2.0x while maintaining sufficient liquidity at the parent company," the rating agency said. MERIDIANLINK INC: Fitch Affirms 'B' LongTerm IDR, Outlook Stable ---------------------------------------------------------------- Fitch Ratings has affirmed the Long-Term Issuer Default Rating (IDR) for Project Angel Holdings, LLC and Project Angel Intermediate Holdings, LLC (collectively operating as MeridianLink, Inc.). The Rating Outlook is Stable. Fitch has also affirmed the 'BB'/'RR1' rating for MeridianLink's $35 million secured revolving credit facility (RCF) and $355 million first-lien secured term loan. The $125 million second-lien term loan is not being rated. KEY RATING DRIVERS Diversified, Stable Customer Base: Meridianlink's account opening/management and lending software is deployed across 1200+ customers including banks, credit unions, verification service providers and other financial institutions. Further, MeridianLink enjoys customer retention rates in excess of 90% highlighting the stable and attractive client base. Merged Entity Expands Operating Leverage: The combination of MeridianLink and CRIF has allowed the company to generate significant cost savings by eliminating shared overhead. The company has achieved approximately half of planned cost reductions by 1Q'19. Fitch expects the company will fully achieve its targeted synergies by the end of fiscal 2020, and Fitch anticipates EBITDA margins to normalize at near 50% in the medium to long term. In addition, Fitch anticipates incremental revenue gain from cross-selling opportunities supported by the broader combined product offerings as a result of the merger. Key Category Leader Across Market Segments: MeridianLink is a category leader within each of the market segments that it competes. For consumer lending, MeridianLink is the leading incumbent against a handful of pure-play providers including: Bottomline Technologies, Gro, CUDL, and Temenos. Management differentiates itself in this category by best-of-breed technology and powerful referrals from its existing client base. On the consumer data front, the company operates as the leading incumbent against Sharperlending in a highly fragmented and niche marketplace and is one of seven approved sponsoring credit vendors for Fannie Mae. Complementary Product Offerings: MeridianLink's products are highly complementary allowing for significant cross-sell opportunities. For example, a bank client who may use LoansPQ to simplify the account opening and loan approval process for an individual may also rely on credit data and employment verification provided by MeridianLink's MCL solution. Management has developed a stronghold in the data verification market by providing a tri-merged credit reporting platform (approximately 66% of market share of independent credit reporting agencies) with ease of integration into its client's back-office and systems. As a result, the company's solutions are highly integrated, complementary, and allow for enhanced revenue generation opportunity. Resilient Business Model Through Economic Cycles: Fitch believes MeridianLink portfolio of products and services could provide a degree of resilience through economic cycles. The company's core product LoansPQ, a SaaS-based origination platform for consumer loans and deposit applications, saw annual volume increases of approximately 66% during the recessionary period from 2008 to 2010; given the primarily transactions-based revenue model, Fitch believes this to have a high degree of correlation to the revenue. During an expansionary environment, the company is well positioned to generated sizeable returns from volume-based loan applications. During a recessionary period, the company's focus on collection solutions and deposit accounts enables a steady generation of fees based on volume. After the merger with CRIF, loan and deposit origination product remains the largest segment for MeridianLink with over 65% revenue contribution. Private equity ownership could limit deleveraging: Fitch estimates the first full fiscal year post the acquisition by Thoma Bravo and merger with CRIF gross leverage to be 6.6x in 2019. Fitch believes the company has sizeable FCF capacity to delever below 5.0x gross leverage by fiscal 2021. In spite of the deleveraging capacity, Fitch expects the company to delever at a more moderate pace, given the potential for bolt-on acquisitions funded by cash on hand and incremental debt. In addition, private equity ownership could also limit deleveraging as equity owners focus on optimizing ROE. DERIVATION SUMMARY Fitch's ratings and outlook are supported by the company's key position within each of its respective markets (Consumer Lending, Mortgage Loans, and Data Verification) as well as the company's portfolio of products and services that provide the operating profile with a degree of resilience through economic cycles. The company's high quality services enable efficiency within the loan application market and are well positioned to take advantage of the industry shift to automated lending. Fitch notes that many of the company's services are viewed as mission critical by banks, credit unions, and other financial institutions resulting in relative demand inelasticity. The integration of CRIF has enabled significant cost synergies and cross-selling opportunities, resulting in improved profitability and market penetration over the medium to longer term. Despite being a SaaS-based platform, MeridianLink's revenue structure is atypical for SaaS-based products; MeridianLink's revenues are primarily transaction-based rather than the typical subscription-based model for SaaS-based products. Nevertheless, given the highly integrated nature of its products into customers' core banking systems and the mission critical nature, Fitch views such revenue structure as equally resilient. While the product's mission-critical nature and close integration into customers' core banking systems contribute to strong client retention characteristics, Fitch views the volume based revenue model as more transactional than typical subscription-based models with greater potential for revenue volatility. Fitch believes the private equity ownership of MeridianLink could limit deleveraging. While Fitch expects strong FCF generation by the company, private equity ownership is likely to result in some level of leverage on an ongoing basis to optimize return on equity. In the near term, Fitch anticipates MeridianLink to focus on full integration of CRIF. Beyond the integration period, Fitch expects large portions of FCF to be used for acquisitions to further consolidate MeridianLink's market position, and for dividend payments to the owners. KEY ASSUMPTIONS Fitch's Key Assumptions Within Its Rating Case for the Issuer -- Revenues are expected to grow in the low- to mid-single- digits over the forecast period; -- EBITDA margins are expected to remain stable; -- The company is expected to make the second and final shareholder holdback payment at the end of fiscal 2019. Fitch assumes this to be partially funded by $20 million of incremental term loan; -- Fitch's rating case assumes the company will pay a dividend of $200 million to its PE shareholders in fiscal 2021, which will be funded through cash on hand and $100 million of incremental debt. RATING SENSITIVITIES Developments That May, Individually or Collectively, Lead to Positive Rating Action -- Fitch's expectation of forward gross leverage sustaining below 5.0x or FFO adjusted leverage sustained below 5.5x; -- Fully realizing expected synergies from CRIF integration to achieve projected EBITDA margins; -- Revenue growth in the high-single-digits, implying market share gain through strong market position. Developments That May, Individually or Collectively, Lead to Negative Rating Action -- Fitch's expectation of forward gross leverage sustaining above 7.0x or FFO adjusted leverage 7.5x; -- Sustained negative revenue growth; -- EBITDA and FCF margins sustaining below Fitch's estimate. LIQUIDITY AND DEBT STRUCTURE Sufficient Liquidity: Given the strong cash generation capabilities, Fitch believes MeridianLink will have solid liquidity over the rating horizon. The company has $20 million of cash on hand as of Dec. 31, 2018, in addition to $12.9 million of restricted cash which is earmarked to meet certain tax and shareholder payments. Fiscal 2019 FCF is impacted by the payout of the second holdback ($30 million), which Fitch expects will be funded by additional debt. Fiscal 2020 onwards, Fitch forecasts the company to generate pre-dividend FCF margins in excess of 25%. Additionally, liquidity is supported by an unused $35 million revolving facility and a favorable debt maturity schedule, with the term loans maturing after 2023. Liquidity may be hampered by special dividends to the sponsor. Ratings Actions Entity/Debt Rating Prior ----------- ------ ----- Project Angel Holdings, LLC LT IDR B Affirmed B Senior Secured LT BB Affirmed BB Project Angel Intermediate Holdings, LLC LT IDR B Affirmed B MESKO RESTAURANT: May Use Cash Collateral Thru Aug. 31 ------------------------------------------------------ The U.S. Bankruptcy Court for the Central District of California authorized Mesko Restaurant Group ll, LLC, Inc., to use cash collateral through and including Aug. 31, 2019. The Court also allowed Mesko to provide adequate protection to parties-in-interest. The Court has previously approved Mesko's use of cash collateral until July 3, 2019. About Mesko Restaurant Group II Mesko Restaurant Group, d/b/a Rock & Brews Buena Park, operates bar & grill restaurants offering a menu of pizza, burgers & pub grub, plus a diverse beer list. Mesko Restaurant Group II, Inc., based in Lake Forest, CA, and its affiliates sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 19-11830) on May 13, 2019. In the petition signed by CRO Joshua Teeple, Mesko Restaurant Group II estimated $500,000 to $1 million in assets and $10 million to $50 million in liabilities. The Hon. Catherine E. Bauer oversees the cases. Mesco tapped Marshack Hays LLP, the Law Offices of Langley & Chang, and Weiland Golden Goodrich LLP, as attorneys. MINNESOTA MEDICAL UNIVERSITY: S&P Lowers ICR to 'CCC' ----------------------------------------------------- S&P Global Ratings lowered the rating on Minnesota Medical University LLC to 'CCC' to reflect its view that the issuer is likely to default at the end of next month (the mandatory redemption date) unless favorable events occur. Minnesota College of Osteopathic Medicine (MNCOM) is a privately funded college of osteopathic medicine that started construction in mid-April 2019. Construction was slated to be complete in time to enroll its first class in August 2020, but this is now in question. The 105,462-sq.-ft. educational building, constructed with minimal complexity, will house the osteopathic medical school. MNCOM is owned by the Public Finance Authority of Wisconsin (PFA) under its asset ownership program. Minnesota Medical University, LLC (MMU) has a facility management agreement with the PFA, the issuer of the bonds, for a 24-year term plus five successive 15-year renewal terms to establish and operate the college. Earning a doctorate of osteopathic medicine (D.O.) is a four-year program consisting of two years of classroom study followed by clinical experience of equal length. The school will be the 35th in the nation and the first of its kind in Minnesota. After enrolling its first class of 75 students in 2020, MNCOM plans to expand its next class to 112 students, and subsequently to 150 students per year until it reaches a total capacity of 600 students after five years of operation. To operate a college of osteopathic medicine in the U.S., accreditation is required from the Commission on Osteopathic College Accreditation (COCA). The key operational challenge for schools of this type is to achieve accreditation approval after demonstrating the ability to graduate its first class of students, which is planned for 2024 for this school. The accreditation process starts with applicant status, which is the first step for a college of osteopathic medicine. The next stage in COCA's accreditation process is candidate status, which requires a college of osteopathic medicine to demonstrate its feasibility for development to COCA. The next step is pre-accreditation, when a college is allowed to market to and instruct students after showing, among other requirements, proof of a finalized curriculum plan and a staffing allocation. S&P received an independent education consultant report that concluded it was likely that MCOM would receive accreditation in 2019. The final step is achieving full accreditation, which is granted after successfully graduating the first class of students through the four-year program. MNCOM currently holds candidacy status. On Aug. 19, 2019, the trustee for the project, UMB Bank N.A., filed a notice indicating events of default had occurred. The notice also indicated that the sources of funding for the mandatory redemption may be insufficient based on calculations made by the trustee's counsel. Using the updated information on sources of funding in the notice, S&P calculated its own expected mandatory redemption requirement and determined that funds are likely insufficient. Before this notification, S&P had relied on information provided by management. "Our CreditWatch negative placement indicates that we will likely lower the rating further as we near the mandatory redemption deadline of Sept. 30, 2019, and the likelihood of default increases. Absent a waiver or extension of the mandatory redemption date or additions to the bond indenture accounts, we would likely lower the rating to 'CC' if the mandatory redemption becomes a virtual certainty," S&P said. MISHTI HOLDINGS: U.S. Trustee Forms 5-Member Committee ------------------------------------------------------ Andrew Vara, acting U.S. trustee for Region 3, on Aug. 23 appointed five creditors to serve on the official committee of unsecured creditors in the Chapter 11 cases of Mishti Holdings LLC and its affiliates. The committee members are: (1) Pearl Resourcing Packaging and Product Development, LLC Attn: Emily Page 1920 McKinney Ave, FL 7 Dallas, TX 75201 Phone: 818-317-3388 (2) VH Creations, Inc. Attn: Vivian Hamui 1753 East 5th St. Brooklyn, NY 11223 Phone: 718-339-0440 (3) RavicoUSA Attn: Jamie Fineran P.O. Box 19 Riderwood, MD 21139 Phone 443-9218025 (4) Brookfield Property REIT, Inc. Attn: Julie Minnick Bowden 350 N. Orleans St., Suite 300 Chicago, IL 60654 Phone: 312-960-2707 (5) Gladyne K. Mitchell Family Trust Attn: Gladyne K. Mitchell 2000 Washington St. San Francisco, CA 94109 Phone: 415-567-8505 Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. Proposed counsel to the Committee: Neal L. Wolf, Esq. Anthony J. Dutra, Esq HANSON BRIDGETT LLP 425 Market Street, 26th Floor San Francisco, CA 94105 Tel: (415) 777-3200 Fax: (415) 541-9366 Email: nwolf@hansonbridgett.com adutra@hansonbridgett.com -- and -- Justin R. Alberto, Esq. Erin R. Fay, Esq. BAYARD, P.A. 600 N. King Street, Suite 400 Wilmington, DE 19801 Tel: (302) 655-5000 Fax: (302) 658-6395 Email: jalberto@bayardlaw.com efay@bayardlaw.com About Mishti Holdings Founded in 2011, Mishti Holdings LLC -- https://www.lolliandpops.com -- and its affiliates are owner-operators of upscale retail candy stores primarily located in shopping malls around the country. They also operate two standalone stores outside of a mall setting: one in Los Gatos, Calif., and the other in Palm Springs, Calif. As of the petition date, the companies own and operate 69 stores under the Lolli & Pops brand throughout the United States. The companies' collective workforce is comprised of 789 employees. Mishti Holdings and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11813) on Aug. 12, 2019. At the time of the filing, the Debtors had estimated assets of less than $50,000 and liabilities of less than $50,000. The Debtors tapped Morris, Nichols, Arsht & Tunnell LLP and Theodora Oringher PC as legal counsel; Glassratner as financial advisor; and Donlin Recano as claims, noticing and balloting agent. MOBILE ADDICTION: Seeks to Hire Hinkle Law Firm as Counsel ---------------------------------------------------------- Mobile Addiction, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Kansas to employ Hinkle Law Firm LLC, as counsel to the Debtor. Mobile Addiction requires Hinkle Law Firm to: (a) advise the Debtor of its rights, powers and duties as a Debtor-in-Possession, including those with respect to the continued operation and management of its business and property; (b) advise the Debtor concerning and assist in the negotiation and documentation of financing agreements, cash collateral orders and related transactions; (c) investigate into the nature and validity of liens asserted against the property of the Debtor, and advise the Debtor concerning the enforceability of said liens; (d) investigate and advise the Debtor concerning and taking such action as may be necessary to collect income and assets in accordance with applicable law, and recover property for the benefit of the Debtor's estate; (e) prepare on behalf of the Debtor such applications, motions, pleadings, orders, notices, schedules and other documents as may be necessary and appropriate, and review the financial and other reports to be filed herein; (f) advise the Debtor concerning and preparing responses to applications, motions, pleadings, notices and other documents which may be filed and served herein; (g) counsel the Debtor in connection with the formulation, negotiation and promulgation of plan or plans of reorganization and related documents; and (h) perform such other legal services for and on behalf of the Debtor as may be necessary or appropriate in the administration of the case. Hinkle Law Firm will be paid at these hourly rates: Edward J. Nazar $325 W. Thomas Gilman $300 Martin R. Ufford $300 Nicholas R. Grillot $230 Legal Assistans $95 Hinkle Law Firm has received a pre-petition retainer in the sum of $50,000 for potential fees and expenses. Prior to filing the bankruptcy, Hinkle Law Firm debited the retainer account for the payment of pre-petition fees of $10,252.00. The remaining balance of $39,728 is held in the Firm's trust account. Edward J. Nazar, W. Thomas Gilman, Martin R. Ufford, Nicholas R. Grillot, members of Hinkle Law Firm LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Hinkle Law Firm can be reached at: Edward J. Nazar, Esq. W. Thomas Gilman, Esq. Martin R. Ufford, Esq. Nicholas R. Grillot, Esq. Edward J. Nazar, Esq. HINKLE LAW FIRM LLC 1617 North Waterfront Parkway, Suite 400 Wichita, KS 67206-6639 Tel: (316) 267.2000 Fax: (316) 264.1518 About Mobile Addiction Mobile Addiction LLC is a wholesaler of gadgets such i-pads, smartphones, tablets computers, and more. Mobile Addiction, based in Wichita, KS, filed a Chapter 11 petition (Bankr. D. Kan. Case No. 19-11449) on July 31, 2019. In the petition signed by Charles R. Thomas, owner, the Debtor estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. The Hon. Robert E. Nugent oversees the case. Hinkle Law Firm LLC, serves as bankruptcy counsel. MR. TORTILLA: DMFP Files Renewed Objection to Disclosure Statement ------------------------------------------------------------------ Diana's Mexican Food Products, Inc., objects to the First Amended Disclosure Statement Describing the First Amended Chapter 11 Plan of Reorganization filed by Debtor Mr. Tortilla, Inc. DMFP points out that that the Disclosure Statement reveals no effort whatsoever by the Debtor to liquidate the Debtor's assets or to seek a buyer for the Debtor's assets. DMFP further points out that the Disclosure Statement misleads the estate's creditors about DMFP's claims. According to DMFP, the Plan is not confirmable because it is not proposed in good faith under 1129(a)(3), and it also violates the absolute priority rule of 11 U.S.C. Section 1129(b)(2)(B)(ii) in that it provides that "Debtor's owner will retain their ownership interest in the Debtor." DMFP complains that it appears that the primary motive of the Plan (if not the sole motive) is to prevent DMFP from collecting upon its judgment while permitting the owners of the Debtor (Anthony Alcazar and Ronald Alcazar) to retain their ownership stake and, therefore, any "upside" in the Debtor after it reorganizes without having repaid its unsecured creditors. DMFP asserts that that the Debtor's Disclosure Statement raises very serious questions: Has the Debtor made no effort to seek strategic buyers or to market its assets for sale? Did the Debtor engage ProNova solely to provide a price opinion, but not to actually "run a competitive buyer process to ensure . . . top dollar," as the broker states in its declaration? DMFP points out that the Debtor proposes to pay unsecured creditors only a fraction of what they are owed, but seeks to have the Debtor's owner retain their equity interests without any new value being added by the Debtor's owner. Attorneys for DMFP are Marsha A. Houston, Esq., and Christopher O. Rivas, Esq., at Reed Smith LLP, in Los Angeles, California; and Bernard P. Simons, Esq., at Reed Smith LLP, in Los Angeles, California. About Mr. Tortilla Mr. Tortilla, Inc., is a manufacturer of traditional flour tortilla (fresh or refrigerated) in San Fernando, California. Mr. Tortilla filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 18-12051) on Aug. 14, 2018. In the petition signed by Anthony Alcazar, president, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. The case is assigned to Judge Victoria S. Kaufman. Jonathan M. Hayes, Esq., at Resnik Hayes Moradi LLP, is the Debtor's counsel. NEIGHBORHOOD HEALTH: Sept 12 Hearing on Disclosure Statement ------------------------------------------------------------ A hearing on the adequacy of the Disclosure Statement explaining the Chapter 11 plan proposed by Stephen V. Falanga, the chapter 11 trustee of the bankruptcy estate of Neighborhood Health Services Corporation, will be held before the Honorable Vincent F. Papalia on September 12, 2019 at 11 a.m. in Courtroom 3B, US Bankruptcy Court, 50 Walnut Street, Newark, NJ 07102. Class 7 - Claims of General Unsecured Claims are impaired. General Unsecured Claims that listed by the Debtor on its Schedules and filed by creditors total $7,222,464.19. General Unsecured Claims are unsecured Claims not entitled to priority under Code Section 507(a). Under the Plan, Holders of Allowed Class 7 General Unsecured Claims will be paid five percent (5%) of the amount of their Allowed Class 7 Claim in equal quarterly installments over a period not to exceed six (6) years beginning on the later of: (i) the 15th of the month that is six (6) months after the Effective Date; (ii) ten (10) Business Days after the date of entry of a Final Order Allowing such Allowed Class 7 Claim; or (iii) ten (10) business days after the Claims Objection Deadline, if no objection was timely filed and no Final Order determining and Allowing such Allowed Class 7 Claim was entered. Class 2 - IRS Claim are impaired. The IRS Claim is approximately $5,170,262.38, which includes a secured claim of $4,535,368.06, a Priority Tax Claim of $814,289.60, and an Administrative Expense Claim of $320,604.72 and also accounts for a $500,000 credit. The Holder of the Allowed Class 2 Claim (i.e., the IRS) shall be paid an amount equal to such Allowed Class 2 Claim, with two percent (2%) interest, amortized over a period of thirty (30) years. The payments to the Holder of the Allowed Class 2 Claim shall be made, in cash, by the Disbursing Agent or Reorganized Debtor in equal quarterly installments beginning on the later of: (a) the 15th of the month that is six (6) months after the Effective Date; (b) ten (10) Business Days after the date of entry of a Final Order determining and Allowing such Claim as an Allowed Class 2 Claim; or (c) ten (10) business days after the Claims Objection Deadline, if no objection was timely filed and no Final Order determining and Allowing such Claim as an Allowed Class 2 Claim was entered. Class 3 - Secured, Administrative and Priority Tax Claims of the State of New Jersey Division of Taxation and Department of Labor are impaired. The State of New Jersey’s Division of Taxation filed a Priority Tax Claim in the amount of $157,908.31 and an Administrative Expense Claim for $104,712.49. The State’s Department of Labor filed a Secured Claim in the amount of $604,596.14, a Priority Tax Claim in the amount of $185,485.28, and an Administrative Expense Claim of $131,804.80. The Holders of the Allowed Class 3 Claims (i.e., the State of New Jersey Division of Taxation and Department of Labor) shall be paid an amount equal to such Allowed Class 3 Claim, with two percent (2%) interest, amortized over a period of thirty (30) years. The payments to the Holders of the Allowed Class 3 Claims shall be made, in cash, by the Disbursing Agent or Reorganized Debtor in equal quarterly installments beginning on the later of: (i) the 15th of the month that is six (6) months after the Effective Date; (ii) ten (10) Business Days after the date of entry of a Final Order Allowing such Allowed Class 3 Claim; or (iii) ten (10) business days after the Claims Objection Deadline, if no objection was timely filed and no Final Order determining and Allowing such Allowed Class 3 Claim was entered. Class 5 - Priority Non-Tax Claims are impaired. Under the Plan, Holders of Allowed Class 5 Priority Non-Tax Claims (if any) will be paid in full in equal quarterly installments over a period not to exceed six (6) years beginning on the later of: (i) the 15th of the month that is six (6) months after the Effective Date; (ii) ten (10) Business Days after the date of entry of a Final Order Allowing such Allowed Class 5 Claim; or (iii) ten (10) business days after the Claims Objection Deadline, if no objection was timely filed and no Final Order determining and Allowing such Allowed Class 5 Claim was entered. Class 6 - Claim of U.S.W.U. Local 74 Union are impaired. U.S.W.U. Local 74 filed an Administrative Expense Claim in the amount of $167,072.74 and a Priority Non-Tax Claim in the amount of $78,459.34. The Holder of the Allowed Class 6 Claim (i.e., U.S.W.U. Local 74 Union) shall be paid an amount equal to such Allowed Class 6 Claim, will be paid in full in equal quarterly installments over a period not to exceed six (6) years beginning on the later of: (i) the 15th of the month that is six (6) months after the Effective Date; (ii) ten (10) Business Days after the date of entry of a Final Order Allowing such Allowed Class 6 Claim; or (iii) ten (10) business days after the Claims Objection Deadline, if no objection was timely filed and no Final Order determining and Allowing such Allowed Class 6 Claim was entered. The Plan will be funded by the following: utilizing cash on hand as well as future income generated from the Reorganized Debtor’s operations. A full-text copy of the Disclosure Statement dated August 15, 2019, is available at https://tinyurl.com/y6szfxhh from PacerMonitor.com at no charge. Counsel to Chapter 11 Trustee: Stephen V. Falanga, Esq. Christopher M. Hemrick, Esq. Sydney J. Darling, Esq. WALSH PIZZI O'REILLY FALANGA LLP Three Gateway Center 100 Mulberry Street, 15th Floor Newark, New Jersey 07102 T: 973.757.1100 F: 973.757.1090 About Neighborhood Health Services Corporation Neighborhood Health Services Corporation sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 15-10277) on Jan. 7, 2015. In the petition signed by Siddeeq El Amin, chairman, board of directors, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Vincent F. Papalia oversees the case. Giordano, Halleran & Ciesla, P.C. is the Debtor's bankruptcy counsel. NOAH CORPORATION: Committee Hires Stoel Rives as Counsel -------------------------------------------------------- The Official Committee of Unsecured Creditors of Noah Corporation, and its debtor-affiliates, seeks authorization from the U.S. Bankruptcy Court for the District of Utah to retain Stoel Rives LLP, as counsel to the Committee. The Committee requires Stoel Rives to: (a) advise the Committee on all legal issues as they arise; (b) represent and advise the Committee regarding the terms of any sales of assets or plans of reorganization or liquidation and assisting the Committee in negotiations with the Debtor and other parties; (c) investigate the Debtor's assets and pre-bankruptcy conduct; (d) analyze the perfection and priority of the liens of the Debtor's alleged secured creditors; (e) prepare, on behalf of the Committee, all necessary pleadings, motions, reports, and other papers; (f) represent and advise the Committee in all proceedings in the Bankruptcy Case; (g) assist and advise the Committee in its administration; and (h) provide such other services as are customarily provided by counsel to a creditors' committee in cases of this kind. Stoel Rives will be paid at these hourly rates: Attorneys $280-$495 Paraprofessionals $260 Stoel Rives will also be reimbursed for reasonable out-of-pocket expenses incurred. Mark E. Hindley, partner of Stoel Rives LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and (a) is not creditors, equity security holders or insiders of the Debtors; (b) has not been, within two years before the date of the filing of the Debtors' chapter 11 petition, directors, officers or employees of the Debtors; and (c) does not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtors, or for any other reason. Stoel Rives can be reached at: Mark E. Hindley, Esq. Ellen E. Ostrow, Esq. STOEL RIVES LLP 201 S Main Street, Suite 1100 Salt Lake City, UT 84111 Tel: (801) 328-3131 Fax: (801) 578-6999 E-mail: mark.hindley@stoel.com ellen.ostrow@stoel.com About Noah Corporation Noah Corporation -- https://www.noahseventvenue.com/ -- offers an event venue for all of life's events including weddings, corporate events and special occasions. Noah Corporation filed a voluntary petition under chapter 11 of the Bankruptcy Code (Bankr. D Utah Case No. 19-23840) on May 28, 2019. In the petition signed by William James Bowser, president, the Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. The case is assigned to Judge Kimball R. Mosier. Durham Jones & Pinegar, P.C., is the Debtor's counsel. On June 28, 2019, the Office of the U.S. Trustee appointed the Official Committee of Unsecured Creditors. The Committee retained Stoel Rives LLP, as counsel. NYS ENERGY: Sept. 19 Plan Confirmation Hearing ---------------------------------------------- The Amended Disclosure Statement filed by NYS Energy Audits, Inc., the Debtor on August 15, 2019, is conditionally approved. September 12, 2019 is fixed as the last day for filing written acceptances or rejections of the Plan. September 19, 2019 at 10:30 a.m. is fixed for the hearing on final approval of the disclosure statement and confirmation of the Plan. Class II (Unsecured Claims) are impaired. Shall consist of the claims of general unsecured creditors in the Debtors' case totaling approximately $56,500.00. The Debtor proposes to pay a 74% dividend of their allowed claims in 60 equal monthly installments effective thirty (30) days after the Effective Date of this Plan. Treatment is being given to the only unsecured disputed claim which filed a proof of claim prior to the expiration of the Court Ordered Bar Date set in the case. Class I (Secured Claim) are impaired. Shall consist of secured claim of the creditor Nissan, in the amount of $4,323.45 for Nissan Rogue lease vehicle. The claims will continue to be paid in accordance with original lease terms. Shall also consist of the secured creditor Santander Consumer USA Inc. d/b/a/ Chrysler Capital in the amount of $11,976.00, for the lease vehicle. The claims will continue to be paid in accordance with original lease terms. Class V (Unsecured Non-priority Claims) are impaired. Shall consist of the claims of Toyota Lease Trust c/o Toyota Motor Credit Corporation- Filed a secured claim in the amount of $709.00 prior to the court ordered bar date. This class shall also consist of the claim of Nissan. Nissan filed a secured claim in the amount of $1,924.24 prior to the court ordered bar date. This class shall also consist of the claim of Santander Consumer USA Inc. d/b/a/ Chrysler Capital. Santander Consumer USA Inc. d/b/a/ Chrysler Capital filed a secured claim in the amount of $4,486.26 prior to the court ordered bar date. To date, the claimant has not amended, bifurcated or withdrawn their proof of claim, nor has any monetary deficiency claim been asserted. Said claim objection shall be heard on the combined hearing date for the approval of the Disclosure Statement and Plan, on September 19, 2019, at 10:30 a.m. The Plan will be financed from continued and developing business operations, funds accumulated on the Debtor's DIP account from the date of the petition, and with regard to the Debtor's principal's new value contribution, from personal funds of the Debtor's principal. The Debtor's principal, Julia Polonsky, is similarly an individual Debtor in a currently pending related Chapter 11 case pending before this court. As seen from Mrs. Polonsky's monthly operating reports, as well as those of the within corporate Debtor, she draws a monthly salary for daily management of the corporate Debtor's operations. A full-text copy of the Amended Disclosure Statement dated August 15, 2019, is available at https://tinyurl.com/y3d3togd from PacerMonitor.com at no charge. Attorney for Debtor NYS Energy Audits, Inc.: Alla Kachan, Esq. 3099 Coney Island Ave, 3rd Floor Brooklyn, NY 11235 Tel: (718) 513-3145 Fax: (347) 342-315 E-mail: alla@Xachan1aw.com About NYS Energy Audits NYS Energy Audits, Inc., filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 18-42865) on May 17, 2018, estimating under $1 million in both assets and liabilities. The Debtor is represented by Alla Kachan, Esq., of the Law Offices of Alla Kachan, P.C. ORANGE COUNTY: Seeks to Hire Griffiths Diehl as Accountant ---------------------------------------------------------- Orange County Bail Bonds, Inc., seeks authority from the U.S. Bankruptcy Court for the Central District of California to employ Griffiths Diehl & Company, Inc., as accountant to the Debtor. Orange County requires Griffiths Diehl to: -- compile an annual statement of assets, liabilities and equity; -- compile an annual statement of revenue and expenses; and -- prepare federal and state income tax returns for each tax year. Griffiths Diehl will be paid at these hourly rates: Certified Public Accountants $285 Accounting Staffs $100 Griffiths Diehl will also be reimbursed for reasonable out-of-pocket expenses incurred. David R. Griffiths, a partner at Griffiths Diehl & Company, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Griffiths Diehl can be reached at: David R. Griffiths GRIFFITHS DIEHL & COMPANY, INC. 2151 Michelson Drive, Suite 160 Irvine, CA 92612 Tel: (949) 250-1400 E-mail: david@diehlandco.com About Orange County Bail Bonds Orange County Bail Bonds Inc. -- http://www.bailall.com/-- is a bail bond service headquartered in Santa Ana, Calif. The company is family owned and operated, and specializes in bail bonds for drug-related and drunk driving DUI offenses, spousal abuse and domestic violence charges, prostitution solicitation charges, felonies, and misdemeanors. Starting in 1963, the company has been servicing Orange County, Los Angeles, Riverside, San Bernardino, and San Diego. Orange County Bail Bonds sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 19-12411) on June 21, 2019. At the time of the filing, the Debtor estimated assets of less than $1 million and liabilities of between $1 million and $10 million. The case is assigned to Judge Erithe A. Smith. GRIFFITHS DIEHL & COMPANY, INC., is the Debtor's counsel. OSB INVESTMENT: DWC Completes $8M Receivership Sale of Mansion -------------------------------------------------------------- Douglas Wilson Companies has completed the sale in receivership of a luxury Beverly Hills residence for $8 million. The home is located at 410 Evelyn Place on a tree-lined street in the Beverly Hills enclave of Los Angeles. Ryan C. Baker of DWC acted in the capacity of Receiver for OSB Investment, LLC as the seller. Thomas Olson, Director of Brokerage Services for DWC, coordinated the marketing of the property and was assisted by the local residential brokerage firm of Hilton & Hyland. Both title and escrow services were handled by Fidelity National Title Company. "The court-ordered sale of a luxury home comes with a unique set of complexities for the buyer, seller and the brokerage community," said Douglas Wilson, chairman and CEO of Douglas Wilson Companies. "Because of the intricacies involved, we know how to partner with the best in the industry to guide the sale process to maximize returns." "This particular case was complicated by the fact that the Defendant filed for bankruptcy protection during the sale process. Because DWC has been acting as a fiduciary for the courts for over 30 years, we were able to deploy our efficiencies and expertise to maximize value for the seller." Receiver Ryan Baker is DWC's Senior Managing Director in charge of the firm's Los Angeles/Orange County office. In his career, he has handled more than 80 Receiver, Provisional Director, Trustee and Partition Referee matters for the courts. Mr. Baker can be reached at (213) 550-2242. About Douglas Wilson Companies With its roots in the development business, Douglas Wilson Companies was founded in 1989 after completing the iconic Symphony Towers mixed-use city block in downtown San Diego. DWC is currently engaged in workout and receivership services, land entitlement and brokerage, senior housing development, and a thriving practice in real estate and wealth-transfer advisory services for legacy families and large private, public and non-profit institutions. About OSB Investment OSB Investment LLC is an investment company in Beverly Hills, California. OUTLOOK THERAPEUTICS: Reports $4.6 Million Net Loss for Q3 ---------------------------------------------------------- Outlook Therapeutics, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss attributable to common stockholders of $4.59 million on $583,848 of collaboration revenues for the three months ended June 30, 2019, compared to a net loss attributable to common stockholders of $9.08 million on $771,890 of collaboration revenues for the three months ended June 30, 2018. For the nine months ended June 30, 2019, the Company reported a net loss attributable to common stockholders of $25.78 million on $2.29 million of collaboration revenues compared to a net loss attributable to common stockholders of $35.36 million on $2.31 million of collaboration revenues for the nine months ended June 30, 2018. As of June 30, 2019, the Company had $33.21 million in total assets, $34.57 million in total liabilities, $5.19 million in total convertible preferred stock, and a total stockholders' deficit of $6.55 million. At June 30, 2019, the Company had cash of $14.0 million, compared to $1.7 million at Sept. 30, 2018. In April 2019, the Company completed a public offering of common stock and warrants for net proceeds of approximately $26.2 million, after payment of fees, expenses and underwriting discounts and commissions. The Company has incurred substantial losses and negative cash flows from operations since its inception and has an accumulated deficit of $244.4 million as of June 30, 2019. As of June 30, 2019, the Company had substantial indebtedness that included $6.7 million of senior secured notes that mature on Dec. 22, 2019, $3.6 million unsecured notes that were due on demand as of such date, and $1.0 million of unsecured notes that were also due on demand as of such date but which are subject to a forbearance agreement through March 7, 2020. These factors raise substantial doubt about the Company's ability to continue as a going concern. Outlook Therapeutics said, "Management believes that the Company's existing cash as of June 30, 2019 and the proceeds from the sale of New Jersey NOLs and R&D credits received in July 2019 of $2.6 million will be sufficient to fund its operations into December 2019, excluding any unscheduled repayment of debt. Substantial additional financing will be needed by the Company to fund its operations in the future and to commercially develop its product candidates. Management is currently evaluating different strategies to obtain the required funding for future operations. These strategies may include, but are not limited to: payments from potential strategic research and development partners, licensing and/or marketing arrangements with pharmaceutical companies, private placements of equity and/or debt securities, sale of its development stage product candidates to third parties and public offerings of equity and/or debt securities. There can be no assurance that these future funding efforts will be successful. "The Company's future operations are highly dependent on a combination of factors, including (i) the timely and successful completion of additional financing discussed above; (ii) the Company's ability to complete revenue-generating partnerships with pharmaceutical companies; (iii) the success of its research and development; (iv) the development of competitive therapies by other biotechnology and pharmaceutical companies, and, ultimately; (v) regulatory approval and market acceptance of the Company's proposed future products." Recent Highlights: * NORSE 2 (formerly "ONS-5010-002") Phase 3 clinical trial begins dosing patients * NORSE 1 (formerly "ONS-5010-001") Phase 3 clinical trial nears completion of enrollment * FUJIFILM Diosynth Biotechnologies selected as ONS-5010 global manufacturing partner "We continue to make steady progress advancing our ONS-5010 clinical program. With the dosing of patients now occurring in the NORSE 2 Phase 3 clinical trial, the ONS-5010 program remains on schedule with our regulatory approval plan, including submitting a Biologics License Application submission to the FDA in 2020," said Lawrence A. Kenyon, president, chief executive officer and chief financial officer. "I am confident that our engagement of FUJIFILM Diosynth Biotechnologies as the global producer of ONS-5010 puts us in a stronger position for commercialization as we look past the clinical development program and towards seeking regulatory approvals." A full-text copy of the Form 10-Q is available for free at: https://is.gd/8o5mWV About Outlook Therapeutics Outlook Therapeutics, Inc., formerly known as Oncobiologics, Inc. -- http://www.outlooktherapeutics.com/-- is a clinical-stage biopharmaceutical company focused on developing its lead clinical program, ONS-5010, a proprietary ophthalmic bevacizumab product candidate for the treatment of wet age related macular degeneration (wet AMD). ONS-5010 is currently in its first clinical trial, which is being conducted outside of the U.S. and is designed to serve as the first of two adequate and well controlled studies for wet AMD. Outlook Therapeutics reported a net loss attributable to common stockholders of $48.01 million for the year ended Sept. 30, 2018, compared to a net loss attributable to common stockholders of $40.02 million for the year ended Sept. 30, 2017. As of March 31, 2019, Outlook Therapeutics had $17.17 million in total assets, $40.21 million in total liabilities, $5.03 million in total convertible preferred stock, and a total stockholders' deficit of $28.08 million. KPMG LLP's report on the consolidated financial statements for the year ended Sept. 30, 2018, includes an explanatory paragraph stating that the Company has incurred recurring losses and negative cash flows from operations and has an accumulated deficit of $216.3 million, $13.5 million of senior secured notes that may become due in fiscal 2019 and $4.6 million of unsecured indebtedness, $1.0 million of which is due on demand, and $3.6 million of which matures Dec. 22, 2018, that raise substantial doubt about its ability to continue as a going concern. P-D VALMIERA GLASS: Committee Hires Dundon as Financial Advisor --------------------------------------------------------------- The Official Committee of Unsecured Creditors of P-D Valmiera Glass USA Corp., seeks authorization from the U.S. Bankruptcy Court for the Northern District of Georgia to retain Dundon Advisers LLC, as financial advisor to the Committee. The Committee requires Dundon to: a) assist in the analysis, review and monitor of the restructuring process, including, but not limited to an assessment of the unsecured claims pool and potential recoveries for unsecured creditors; b) develop a complete understanding of the Debtor's businesses and their valuations; c) determine whether there are viable alternative paths for the disposition of the Debtor's assets from any proposed by the Debtor; d) monitor, and to the extent appropriate, assist the Debtor in efforts to develop and solicit transactions which would support unsecured creditor recovery; e) assist the Committee in identifying, valuing, and pursue estate causes of action, including, but not limited to, relating to prepetition transactions, control person liability, and lender liability; f) assist the Committee in addressing claims against the Debtor and identify, preserve, value, and monetize tax assets of the Debtor; g) advise the Committee in negotiations with the Debtor and third parties; h) assist the Committee in reviewing the Debtor's financial reports, including, but not limited to, statements of financial affairs, schedules of assets and liabilities, cash budgets, and monthly operating reports; i) review and provide analysis of any proposed chapter 11 plan and disclosure statement prepared by the Debtor and, if appropriate, assist the Committee in developing an alternative chapter 11 plan; j) attend meetings and assisting in discussions with the Committee, the Debtor, secured creditors, the Debtor's parent and affiliates, the U.S. Trustee, and other parties in interest and professionals; k) present at meetings of the Committee, as well as meetings with other key stakeholders and parties; l) perform such other advisory services for the Committee as may be necessary or proper in these proceedings, subject to the aforementioned scope; and m) provide testimony on behalf of the Committee as and when may be deemed appropriate. Dundon will be paid at these hourly rates: Matt Dundon $700 Jonathan Feldman $675 Alex Mazier $675 Colin Breeze $630 John Roussey $550 Phillip Preis $575 Harry Tucker $475 Dundon will also be reimbursed for reasonable out-of-pocket expenses incurred. Matthew Dundon, partner of Dundon Advisers LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and (a) is not creditors, equity security holders or insiders of the Debtor; (b) has not been, within two years before the date of the filing of the Debtor's chapter 11 petition, directors, officers or employees of the Debtor; and (c) does not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor, or for any other reason. Dundon can be reached at: Matthew Dundon DUNDON ADVISERS LLC 440 Mamaroneck Avenue, Fifth Floor Harrison, NY 10528 Tel: (914) 341-1188 Fax: (212) 202-4437 About P-D Valmiera Glass USA Corp. P-D Valmiera Glass USA Corp. -- http://www.valmiera-glass.com/ --manufactures fiberglass and fiberglass products. P-D Valmiera Glass USA sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 19-59440) on June 17, 2019. At the time of the filing, the Debtor estimated assets of between $100 million and $500 million and liabilities of the same range. The is assigned to Judge Paul W. Bonapfel. The Debtor is represented by Scroggins & Williamson, P.C. The U.S. Trustee for Region 21 on July 8, 2019, appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of P-D Valmiera Glass USA Corp. The Committee retained Kilpatrick Townsend & Stockton LLP, as attorney, and Dundon Advisers LLC, as financial advisor. P-D VALMIERA GLASS: Committee Hires Kilpatrick as Attorney ---------------------------------------------------------- The Official Committee of Unsecured Creditors of P-D Valmiera Glass USA Corp., seeks authorization from the U.S. Bankruptcy Court for the Northern District of Georgia to retain Kilpatrick Townsend & Stockton LLP, as attorney to the Committee. The Committee requires Kilpatrick to: a) render legal advice regarding the Committee's organization, duties and powers in these cases; b) attend meetings of the Committee and meetings with the Debtors and secured creditors, and their attorneys and other professionals, and participating in negotiations with these parties, as requested by the Committee; c) take all necessary action to protect and preserve the interests of the Committee, including possible prosecution of actions on its behalf and investigations concerning litigation in which the Debtors are involved; d) assist the Committee in the review, analysis, and negotiation of any postpetition financing/use of cash collateral; e) assist the Committee with respect to communications with the general unsecured creditor body about significant matters in these cases; f) review and analyze claims filed against the Debtors' estates; g) represent the Committee in hearings before the Court, appellate courts, and other courts in which matters may be heard, and representing the interests of the Committee before those courts and before the U.S. Trustee; h) assist the Committee in preparing all necessary motions, applications, responses, reports and other pleadings in connection with the administration of these cases; i) assist the Committee in the review, formulation, analysis, and negotiation of any plan of reorganization and accompanying disclosure statements; j) assist the Committee in its investigation of the acts, conduct, assets, liabilities and financial condition of the Debtors and participate in and review any proposed asset sales or dispositions; and k) provide such other legal assistance as the Committee may deem necessary and appropriate. Kilpatrick will be paid at these hourly rates: Partners $540 to $875 Counsels $590 Associates $355 to $380 Paralegals $235 Kilpatrick will also be reimbursed for reasonable out-of-pocket expenses incurred. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the following is provided in response to the request for additional information: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: Yes. The Firm will bill at a 20% discount off of its standard hourly rates. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference. Response: Not applicable. Question: Has your client approved your prospective budget and staffing plan, and, if so for what budget period? Response: The Committee and its counsel are currently in the process of formulating a budget that is consistent with the form of budget attached as Exhibit C-1 to the Appendix B Guidelines, recognizing that in the course of large cases like these Chapter 11 Cases, it is highly likely that there may be a number of unforeseen circumstances that will need to be addressed by the Committee and its counsel giving rise to additional fees and expenses. Todd C. Meyers, a partner at Kilpatrick Townsend & Stockton, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and (a) is not creditors, equity security holders or insiders of the Debtor; (b) has not been, within two years before the date of the filing of the Debtor's chapter 11 petition, directors, officers or employees of the Debtor; and (c) does not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor, or for any other reason. Kilpatrick can be reached at: Todd C. Meyers, Esq. KILPATRICK TOWNSEND & STOCKTON LLP 1100 Peachtree Street, Suite 2800 Atlanta, GA 30309 Tel: (404) 815-6500 About P-D Valmiera Glass USA Corp. P-D Valmiera Glass USA Corp. -- http://www.valmiera-glass.com/ --manufactures fiberglass and fiberglass products. P-D Valmiera Glass USA sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 19-59440) on June 17, 2019. At the time of the filing, the Debtor estimated assets of between $100 million and $500 million and liabilities of the same range. The is assigned to Judge Paul W. Bonapfel. The Debtor is represented by Scroggins & Williamson, P.C. The U.S. Trustee for Region 21 on July 8, 2019, appointed three creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of P-D Valmiera Glass USA Corp. The Committee retained Kilpatrick Townsend & Stockton LLP, as attorneys, and Dundon Advisers LLC, as financial advisor. PALM HEALTHCARE: Court Grants Rehab Clinic and Affiliates Cash Use ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of Florida authorized Palm Healthcare Company, and debtor affiliates -- Palm Partners, LL; Interloc Properties, LLC; and Miami Real Estate Trust, LLC -- to use cash collateral to pay expenses specific to each Debtor, for the period through and including Nov. 30, 2019. As adequate protection, the Debtors grant to Fifth Third Bank a first priority post-petition lien on all cash that the Debtors generate post-petition. Debtor Palm Partners, LLC grants to McKesson Corporation a second priority post-petition lien on all cash that Debtor Palm Partners, LLC, will generate postpetition, solely to the extent of any lien existing prepetition. The liens and security interests granted to Fifth Third Bank and McKesson Corporation shall be valid and perfected postpetition without the need of executing or filing further documents. Fifth Third Bank and McKesson Corporation are pre-petition secured lenders of the Debtors. A hearing on the Debtor's continued cash collateral use is set for Nov. 21, 2019 at 10:30 a.m. About Palm Healthcare Co. Palm Healthcare Company -- http://palmhealthcare.com/-- owns and operates an addiction treatment center in Delray Beach, Florida. The Company's treatment programs are structured as a combination of 12-Step model, cognitive therapy, behavioral therapy, holistic modalities and aftercare services. Palm Healthcare Company (Bankr. S.D. Fla. Case No. 19-19156) and affiliates Palm Partners, LLC (Bankr. S.D. Fla. Case No. 19-19161), Interloc Properties, LLC (Bankr. S.D. Fla. Case No. 19-19163), and Miami Real Estate Trust, LLC (Bankr. S.D. Fla. Case No. 19-19164), sought Chapter 11 protection on July 11, 2019. Palm Healthcare estimated assets and liabilities in the range of $0 to $50,000; and Palm Partners estimated assets in the range of $0 to $50,000, and debt of $1 million to $10 million. The cases are assigned to Judge Erik P. Kimball. The Debtors tapped Robert C. Furr, Esq., at Furrcohen P.A., as counsel. PARK MONROE: Oct. 2 Plan Confirmation Evidentiary Hearing --------------------------------------------------------- The Bankruptcy Court has scheduled all parties-in-interest in the Chapter 11 cases of Park Monroe and its affiliates to appear for an evidentiary hearing on October 2, 2019 at 10:00 A.M. The Debtors' exclusive periods to file a plan and to solicit such plan, be, and hereby are, maintained in effect and extended from September 10, 2019 through October 3, 2019, or until further order of the Court. Northeast Brooklyn Partnership, a New York limited partnership, debtor and debtor-in-possession commenced this chapter 11 Case on February 11, 2019, by filing a voluntary chapter 11 petition under the Bankruptcy Code in the Bankruptcy Court. Class 4 (Estimate: $250,000). General Unsecured Claims. Unimpaired; Non-Voting. The General Unsecured Claims will be either (i) paid in full on the Effective Date; or as soon as practicable after such claim becomes an Allowed Claim (including interest at the federal judgment rate as at the Petition Date pursuant to 28 U.S.C. §1961, from the Petition Date through the Effective Date); or (ii) as may be otherwise mutually agreed in writing between the Debtor and the holders of such remaining General Unsecured Claims. Such claims are unimpaired and do not vote. The Debtor and the Purchaser will close on the Sale of the Property on the terms set forth and according to the Sale Contract. The Sale proceeds are the source of the Implementation Funds and therefore, all distributions depend upon the closing and funding of the Sale. A full-text copy of the Disclosure Statement dated August 14, 2019, is available at https://tinyurl.com/y326er3e from PacerMonitor.com at no charge. Counsel for Northeast Brooklyn Partnership: Allen G. Kadish, Esq. Harrison H.D. Breakstone, Esq. ARCHER & GREINER, P.C. 630 Third Avenue New York, New York 10017 Tel: (212) 682-4940 Email: akadish@archerlaw.com hbreakstone@archerlaw.com About Park Monroe Housing Development Park Monroe Housing Development Fund Corporation is a not-for-profit and tax-exempt corporation that develops a housing project for persons of low income, pursuant to Section 573 of Article XI of the New York Private Housing Finance Law. The Company's primary tangible assets are located at 477 Saratoga Avenue a/k/a 1352-1354 East New York Avenue, Brooklyn, N.Y.; 1350 Park Place, Brooklyn, N.Y.; 180 Grafton Street, Brooklyn, N.Y.; 257 Mother Gaston Boulevard, Brooklyn, N.Y.; and 249-251 Mother Gaston Boulevard, Brooklyn, N.Y. 984-988 Greene Avenue Housing Development Fund is a not-for-profit corporation whose tangible assets are properties located at 984-988 Greene Avenue, Brooklyn, N.Y. Its assets are used consistent with its charitable purposes of providing affordable housing units for families of low income in the central sections of Brooklyn, N.Y. Northeast Brooklyn Partnership is a for-profit partnership whose primary tangible assets are properties located at 409 Kosciuszko Street, Brooklyn, N.Y.; 403 Kosciuszko Street, Brooklyn, N.Y.; 399 Kosciuszko Street, Brooklyn, N.Y.; 397 Kosciuszko Street, Brooklyn, N.Y.; 675 Halsey Street, Brooklyn, N.Y.; and 671 Halsey Street, Brooklyn, N.Y. Park Monroe and its affiliates sought Chapter 11 protection (Bankr. E.D.N.Y. Case Nos. 19-40820 to 19-40823) on Feb. 11, 2019. The petitions were signed by Jeffrey E. Dunston, president and chief executive officer. At the time of filing, the Debtors estimated assets and liabilities under $10 million. The Debtors are represented by Allen G. Kadish, Esq., of Archer & Greiner, P.C. PARKINSON SEED: Trustees, Compeer Object to Plan Disclosures ------------------------------------------------------------ Gregory M. Garvin, the acting United States Trustee for Region 18, Gary L. Rainsdon, Chapter 11 Trustee, and Compeer Financial, FLCA, formerly known as AgStar Financial Services, FLCA, filed separate objections to the approval of the disclosure statement explaining the Chapter 11 Plan filed by Parkinson Seed Farm, Inc. The Chapter 11 Trustee related that since his appointment, he has had numerous discussions with Dirk Parkinson as well as the Debtor's major creditors, SummitBridge National Investments VI LLC, and Compeer concerning the Debtor's assets, liabilities, and farming operation. The Chapter 11 Trustee has interviewed several real estate professionals and is in the process of selecting a realtor to list and sell the Debtor’s property. The Chapter 11 Trustee has also ordered title reports on all property in which the Debtor claims an interest and is ordering appraisals on all properties. In addition, the Chapter 11 Trustee is reviewing the Debtor's books and records, together with information and supporting data concerning the Debtor's past and present farming operations. According to the Chapter 11 trustee, he to either supplement the Debtor's Disclosure Statement or file a new Disclosure Statement to provide the information required by 11 U.S.C. Section 1125. The Chapter 11 Trustee also intends to file a Chapter 11 Plan and is in the process of evaluating the Debtor's assets, liabilities and other factors to determine if it is in the creditors' best interest to file a plan of reorganization to continue the farming operation or to file a liquidating plan. Compeer points out that the Plan has no termination date, and no provision as to the proposed course of action if the real property is not sold within a time certain. Compeer further points out that the Plan provides that the large secured creditor, SB, is paid in full by December 31, 2023, the Plan does not provide that the other large creditor, Compeer, be paid within a time certain, instead it will be paid if and when the Debtor determines that it should be paid. While Compeer acknowledges that this Objection is made to the Disclosure Statement, the premise that a DS based upon a facially non-confirmable plan may be denied brings confirmation issues into play. According to Compeer, the plan accompanying a disclosure statement which on its face does not meet the confirmation requirements under Section 1129 of the Bankruptcy Code should not proceed to certain defeat at confirmation. The U.S. Trustee complained that the Disclosure Statement failed to mention the appointment of a Chapter 11 trustee in the case and what his role would be in the case moving forward. Moreover, the U.S. Trustee complained that the financial information contained in the Disclosure Statement omitted several events that happened in the past four months. There is no mention or discussion of the results of the multi-day hearings before the Bankruptcy Court in May and June of 2019, or the effect of any of the Court's rulings on the Debtor's operations and plans going forward, the U.S. Trustee said. Attorneys for Compeer: Randall A. Peterman, Esq. GIVENS PURSLEY LLP 601 W. Bannock Street Post Office Box 2720 Boise, Idaho 83701-2720 Telephone (208) 388-1200 Facsimile (208) 388-1300 Email: rap@givenspursley.com About Parkinson Seed Farm Located in Saint Anthony, Idaho, Parkinson Seed Farm Inc. -- http://www.parkinsonseedfarm.com/-- farms 7,200 acres of potatoes. It raises seed potatoes, hard red and hard white wheat, as well as a small amount of alfalfa (mostly to feed horses for recreational purposes). The company raises 11 of what it considers to be more mainstream varieties such as the Russet Burbank, Ranger, three different line selections of Russet Norkotah, white varieties such as Cal Whites and Atlantics, and reds like the Dark Red Norland. The company was founded in 1937. Parkinson Seed Farm sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Idaho Case No. 18-40412) on May 15, 2018. In the petition signed by Dirk Parkinson, president, the Debtor disclosed $6.11 million in assets and $26.92 million in liabilities. Judge Joseph M. Meier oversees the case. The Debtor hired Robinson & Associates as its legal counsel. PEPPERTREE PARK: Oct. 30-Nov. 1 Plan Confirmation Hearing ----------------------------------------------------------- The hearing on final approval of the Disclosure Statement and on confirmation of the Plan of Peppertree Park Villages 9&10, LLC, Peppertree Land Company, Northern Capital, Inc., and Duane Scott Urquhart for October 30, 2019 through November 1, 2019 beginning at 10:00 a.m. (Prevailing Pacific Time) each day. The Confirmation Hearing will be held in the Bankruptcy Court, 325 West F Street, San Diego, CA 92101. The deadline for filing objections to confirmation of the Plan is September 10, 2019. About Peppertree Park Villages Headquartered in Bonsall, California, Peppertree Park Villages 9 and 10, LLC, listed its business as a single asset real estate (as defined in 11 U.S.C. Section 101(51B)), whose principal assets are located at 1654 S. Mission Rd, Fallbrook, California. Peppertree Park is an affiliate of Northern Capital, Inc., which sought bankruptcy protection on Aug. 13, 2017 (Bankr. S.D. Cal. Case No. 17-04845). Peppertree Park Villages 9&10, LLC (Bankr. S.D. Cal. Case No. 17-05137) and affiliate Peppertree Land Company (Bankr. S.D. Cal. Case No. 17-05135) each filed for Chapter 11 bankruptcy protection on Aug. 28, 2017. The petitions were signed by Duane Urquhart as managing general partner, who also sought bankruptcy protection on Aug. 13, 2017 (Bankr. S.D. Cal. Case No. 17-04846). Peppertree Land and Peppertree Park each estimated their assets and liabilities at between $1 million and $10 million. Marwill Hogan, Esq., at Foley & Lardner, LLP, serves as the Debtors' bankruptcy counsel. PES HOLDINGS: Hires Alvarez & Marsal as Restructuring Advisor ------------------------------------------------------------- PES Holdings, LLC, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Alvarez & Marsal North America, LLC, as restructuring advisor to the Debtors. PES Holdings requires Alvarez & Marsal to: a. assist the Debtors in the preparation of financial-related disclosures required by the Court, including the Debtors' schedules of assets and liabilities, statements of financial affairs, and monthly operating reports; b. assist the Debtors with information and analyses required pursuant to the Debtors' debtor in possession financing; c. assist in the preparation of financial information for distribution to creditors and other parties in interest, including, but not limited to, cash flow projections and budgets, cash receipts and disbursement analysis, analysis of various asset and liability accounts, and analysis of proposed transactions for which Court approval is sought; d. attend at meetings and assistance in discussions with potential investors, banks, and other secured lenders, any official committee appointed in these chapter 11 cases, the U.S. Trustee for the District of Delaware, and other parties in interest and professionals hired by same, as requested by the Debtors; e. assist in the preparation of information and analysis necessary for the confirmation of a chapter 11 plan in these chapter 11 cases, including information contained in the disclosure statement related thereto; and f. render such other general business consulting or such other assist as the Debtors' management or counsel may deem necessary consistent with the role of a financial; advisor to the extent that it would not be duplicative of services provided by other professionals in this proceeding. Alvarez & Marsal will be paid at these hourly rates: Corporate Restructuring: Managing Directors $875 to $1,100 Directors $675 to $850 Analysts/Associates $400 to $650 Claims Management: Managing Directors $825 to $950 Directors $650 to $800 Analysts/Consultants $400 to $600 Alvarez & Marsal received $500,000 as a retainer in connection with preparing for and conducting the filing of these chapter 11 cases. Alvarez & Marsal will also be reimbursed for reasonable out-of-pocket expenses incurred. Joseph J. Sciametta, a partner at Alvarez & Marsal, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Alvarez & Marsal can be reached at: Joseph J. Sciametta ALVAREZ & MARSAL NORTH AMERICA, LLC 600 Madison Avenue, 8th Floor New York, NY 10022 Tel: (212) 759-4433 Fax: (212) 759-5532 About PES Holdings 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. PES HOLDINGS: Hires Omni Management as Administrative Advisor ------------------------------------------------------------- PES Holdings, LLC, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Omni Management Group, Inc., as administrative advisor to the Debtors. PES Holdings requires Omni Management to: a. assist with, among other things, solicitation, balloting, and tabulation of votes, and prepare any related reports, as required in support of confirmation of a chapter 11 plan, and in connection with such services, process requests for documents from parties in interest, including, if applicable, brokerage firms, bank back-offices, and institutional holders; b. prepare an official ballot certification and, if necessary, testify in support of the ballot tabulation results; c. assist with preparation of the Debtors' schedules of assets and liabilities and statements of financial affairs and gather data in conjunction therewith; d. provide a confidential data room, if requested; e. manage and coordinate any distributions pursuant to a chapter 11 plan; and f. provide such other processing, solicitation, balloting, and other administrative services described in the Engagement Agreement, but not included in the Section 156(c) Application, as may be requested from time to time by the Debtors, the Court, or the Office of the Clerk of the Bankruptcy Court. Omni will be paid at these hourly rates: Analyst $25 - $40 Consultant $50 - $125 Senior Consultant $140 - $155 Equity Services $175 Technology/Programming $85 - $135 President/Executive Waived Omni will be paid a retainer in the amount of $20,000. Omni will also be reimbursed for reasonable out-of-pocket expenses incurred. Paul H. Deutch, senior vice president of Omni Management Group, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their/its estates. Omni can be reached at: Paul H. Deutch OMNI MANAGEMENT GROUP, INC. 5955 De Soto Avenue, Suite 100 Woodland Hills, CA 91367 Tel: (818) 906-8300 About PES Holdings 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. PES HOLDINGS: Seeks to Hire Kirkland & Ellis as Counsel ------------------------------------------------------- PES Holdings, LLC, and its debtor-affiliates, seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Kirkland & Ellis LLP and Kirkland & Ellis International LLP, as counsel to the Debtors. PES Holdings requires Kirkland & Ellis to: a. advise the Debtors with respect to their powers and duties as debtors in possession in the continued management and operation of their businesses and properties; b. advise and consult on the conduct of these chapter 11 cases, including all of the legal and administrative requirements of operating in chapter 11; c. attend meetings and negotiating with representatives of creditors and other parties in interest; d. take all necessary actions to protect and preserve the Debtors' estates, including prosecuting actions on the Debtors' behalf, defending any action commenced against the Debtors, and representing the Debtors in negotiations concerning litigation in which the Debtors are involved, including objections to claims filed against the Debtors' estates; e. prepare pleadings in connection with these chapter 11 cases, including motions, applications, answers, orders, reports, and papers necessary or otherwise beneficial to the administration of the Debtors' estates; f. represent the Debtors in connection with obtaining authority to continue using cash collateral and postpetition financing; g. advise the Debtors in connection with any potential sale of assets; h. appear before the Court and any appellate courts to represent the interests of the Debtors' estates; i. advise the Debtors regarding tax matters; j. take any necessary action on behalf of the Debtors to negotiate, prepare, and obtain approval of a disclosure statement and confirmation of a chapter 11 plan and all documents related thereto; and k. perform all other necessary legal services for the Debtors in connection with the prosecution of these chapter 11 cases, including: (i) analyzing the Debtors' leases and contracts and the assumption and assignment or rejection thereof; (ii) analyzing the validity of liens against the Debtors; and (iii) advising the Debtors on corporate and litigation matters. Kirkland & Ellis will be paid at these hourly rates: Partners $1,025 to $1,795 Of Counsel $595 to $1,705 Associates $595 to $1,125 Paraprofessionals $235 to $460 On June 21, 2019, the Debtors paid Kirkland & Ellis the amount of $800,000 as retainer. Kirkland & Ellis will also be reimbursed for reasonable out-of-pocket expenses incurred. Steven N. Serajeddini, partner of Kirkland & Ellis LLP and Kirkland & Ellis International LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Kirkland & Ellis can be reached at: Steven N. Serajeddini, Esq. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 1735 Market Street Philadelphia, PA 19103 Tel: (212) 446-5984 E-mail: steven.serajeddini@kirkland.com About PES Holdings 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. PES HOLDINGS: Seeks to Hire PJT Partners as Investment Banker ------------------------------------------------------------- PES Holdings, LLC, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ PJT Partners LP, as investment banker to the Debtors. PES Holdings requires PJT Partners to: a. assist in the development of financial data and presentations to the Debtors' Board of Directors, various creditors and other third parties; b. analyze the Debtors' financial liquidity and evaluate alternatives to improve such liquidity; c. analyze various restructuring scenarios and the potential impact of these scenarios on the recoveries of those stakeholders impacted by the Restructuring; d. provide strategic advice with regard to restructuring or refinancing the Debtors' Obligations; e. participate in negotiations among the Debtors and its creditors, suppliers, lessors and other interested parties; f. value securities offered by the Debtors in connection with a Restructuring; g. advise the Debtors and negotiate with lenders with respect to potential waivers or amendments of various credit facilities; h. assist in arranging financing for the Debtors, as requested; i. provide expert witness testimony concerning any of the subjects encompassed by the other investment banking services; j. assist the Debtors in preparing marketing materials in conjunction with a possible Transaction; k. assist the Debtors in identifying potential buyers or parties in interest to a Transaction and assist in the due diligence process; l. assist the Debtors in their efforts to assert claims and obtain proceeds under insurance policies; m. assist and advise the Debtors concerning the terms, conditions and impact of any proposed Transaction; and n. provide such other advisory services as are customarily provided in connection with the analysis and negotiation of a transaction similar to a potential Restructuring or Transaction, as requested and mutually agreed. PJT Partners will be paid as follows: a. Monthly Fee. The Debtors shall pay PJT Partners a monthly advisory fee (the "Monthly Fee") of $150,000 per month. 50% of all Monthly Fees paid to PJT after the 7th full Monthly Fee payment (i.e., after $1,050,000 has been paid) shall be credited against the Restructuring Fee or the Transaction Fee described below; b. DIP Financing Fee. The Debtors shall pay PJT Partners a debtor in possession financing fee (the "DIP Financing Fee") equal to 1.5% of the total issuance size of each debtor in possession or chapter 11 financing ("DIP Financing") payable promptly upon the bankruptcy court's approval and closing of such financing. If access to the financing is limited by orders of the bankruptcy court, a proportionate fee shall be payable with respect to each available commitment (irrespective of availability blocks, borrowing base, or other similar restrictions). 50% of any DIP Financing Fees paid to PJT Partners in respect of any DIP Financing provided by debt and/or equity holders of the Debtors and the Debtors' intermediation provider as of the Effective Date shall be credited, only once and without duplication, against either the Restructuring Fee or the Transaction Fee. c. Capital Raising Fee. The Debtors shall pay PJT Partners a capital raising fee (the "Capital Raising Fee") for any financing (other than DIP Financing) arranged by PJT Partners, earned and payable upon closing of such financing. The Capital Raising Fee will be calculated as: -- Senior Debt. 1% of the total issuance size for senior debt financing; -- Junior Debt. 3% of the total issuance size for junior debt financing; and -- Equity Financing. 5% of the issuance amount for equity financing. d. Restructuring Fee. The Debtors shall pay PJT Partners a restructuring fee equal to $5,000,000 (the "Restructuring Fee"), in accordance with the Engagement Letter. e. Transaction Fee. The Debtors shall pay a transaction fee (the "Transaction Fee"), payable in cash at the closing of such Transaction directly out of the gross proceeds of the Transaction, calculated as 1% of the Transaction Value. PJT Partners will also be reimbursed for reasonable out-of-pocket expenses incurred. John Singh, partner in the Restructuring and Special Situations Group at PJT Partners LP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. PJT Partners can be reached at: John Singh PJT PARTNERS LP 280 Park Avenue New York, NY 10017 Tel: (212) 364-7800 About PES Holdings 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. PIUS STREET ASSOCIATES: Oct. 3 Disclosure Statement Hearing ----------------------------------------------------------- The hearing to consider approval of the disclosure statement explaining the Chapter 11 Plan filed by Pius Street Associates, LP, will be held on Oct. 3, 19 at 11:00 AM. The last date to file and serve written objections to the disclosure statement is fixed as Sept. 26. Holders of GENERAL UNSECURED NON-TAX CLAIMS with total amount of $4,705,000 will be paid to greatest extent possible, up to full payment of their allowed claims, out of sales of Debtor assets which are to occur within twelve (12) months of Plan confirmation. The Debtor will object to the Class 1 Angel Arms Condominium Association claim with any allowed portion being paid to the greatest extent possible out of sales of the Debtor's assets up to full payment of the allowed claim. Any valid liens of this claimant will be retained under the Plan. The Debtor intends to continue with its business operations and will sell units to fund its Plan. A full-text copy of the Disclosure Statement dated August 15, 2019, is available at https://tinyurl.com/yxblc24j from PacerMonitor.com at no charge. About Pius Street Associates Pius Street Associates, LP is a privately held company engaged in activities related to real estate. Pius Street Associates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 19-21560) on April 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 has been assigned to Judge Gregory L. Taddonio. Robert O Lampl Law Office is the Debtor's legal counsel. POINTCLEAR SOLUTIONS: Sept. 30 Plan Confirmation Hearing -------------------------------------------------------- Pursuant to 11 U.S.C. Section 105(d)(2)(B)(vi), the hearing on approval of the Amended Disclosure Statement and Confirmation of the Second Amended Chapter 11 Plan of Pointclear Solutions, Inc., will be held on September 30, 2019 at 10:00 a.m. before the Honorable Clifton R. Jessup, Jr. at the United States Bankruptcy Court, 400 Well Street, Decatur, Alabama, 35601. September 24, 2019, by 5:00 p.m. CDT, is fixed as the deadline by which holders of claims and interest against the Debtor must file ballots accepting or rejecting the Plan. September 24, 2019, by 5:00 p.m. CDT, is also fixed as the deadline by which creditors and parties in interest must file any objections to the Amended Disclosure Statement or confirmation of the Plan. The Debtor must tabulate all acceptances and rejections of the Plan and file a Ballot Summary with the Court on or before Thursday, September 26, 2019, by 5:00 p.m., CDT. The Second Amended Plan provided that Class 2 - Allowed Unsecured Claims will be paid from fifty percent (50%) of the Net Plan Profits of Debtor for five (5) years or until paid in full. Based upon the Claims Analysis, the anticipated distribution to unsecured creditors will be as follows: Year 1 = $70,844 Year 2 = $215,219 Year 3 = $297,563 Year 4 = $420,180 Year 5 = $312,620 Class 1 - Secured Claims. Class 1 shall consist of the Allowed Secured Claims Progress Bank & Trust. Class 1 shall combine the Allowed Secured Claims represented by combining Claim Nos. 5 and 6. Class 1 will then be paid over three (3) years at 3.25% interest, which shall be payable, interest only per month in the amount of $7,500.00 until September 20, 2022; On or before September 21, 2022, all accrued but unpaid principal, interest and other charges shall be paid in full. Class 3 - Allowed Priority Deferred Compensation Claims. As noted above, the Allowed Priority Deferred Compensation Claims shall be treated the same as Allowed Unsecured Claims, and be included in the Allowed Unsecured Creditors Pool. Class 4 - Equity Interest Holders. Class 4 shall consist of the equity in the Debtor. The operations of the Debtor will fund the Plan. The changes implemented by the Debtor in reducing costs of leased premises, reduced employee costs and other expenses contemplated going forward. The Debtor desires to enter into plan financing arrangement with the Karabinos Living Trust. The Trust will secure Progress Bank by pledging all of its assets -- namely $1.7 million in marketable securities and a first mortgage owned by the Trust to support the approximate $2.8 million loan balance -- as additional collateral for Progress Bank. A full-text copy of the Second Amended Plan dated August 15, 2019, is available at https://tinyurl.com/yyd6nn4v from PacerMonitor.com at no charge. A full-text copy of the Second Amended Plan dated August 20, 2019, is available at https://tinyurl.com/yxcyep3e from PacerMonitor.com at no charge. A full-text copy of the Third Amended Disclosure Statement dated August 21, 2019, is available at https://tinyurl.com/y2adqjo7 from PacerMonitor.com at no charge. Attorney for Debtor: Stuart M. Maples, Esq. MAPLES LAW FIRM, PC 200 Clinton Ave. W, Suite 1000 Huntsville, Alabama 35801 Tel: (256) 489-9779 Fax: (256) 489-9720 smaples@mapleslawfirmpc.com About PointClear Solutions PointClear Solutions, Inc., is a healthcare software development company based in Huntsville, Alabama. PointClear Solutions filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ala. Case no. 18-83286) on Nov. 2, 2018. At the time of filing, the Debtor estimated $100,001 to $500,000 in assets and $1 million to $10 million in liabilities. Judge Clifton R. Jessup Jr. preside over the case. Stuart M. Maples, at Maples Law Firm, PC, is the Debtor's counsel. PONY TAIL: To Fund Plan With $50K Cash, $87K Infusion ----------------------------------------------------- Pony Tail, Inc., filed a Chapter 11 plan of reorganization and accompanying disclosure statement proposing that holders of General Unsecured Claims, holding claims totaling approximately $1,135,000, will receive payment equivalent to their pro rata share of the Distribution Pool after payment in full of all administrative expenses including all professionals and after Class 1 payments and after the resolution of all claim objections. Class 3: Equity Security Interest Claims. Upon confirmation, new shares in Reorganized Debtor will be issued to IPLAYCHESS Real Property Holdings, LLC, who sole member is James Crawford. The Debtor was an adult entertainment establishment located in the City of Atlanta on Cheshire Bridge Road. The Debtor employed or contracted with adult entertainers to work at Pony Tail. The Debtor is no longer in operation. IPLAYCHESS Real Property Holdings, LLC, will pay into Debtor the lump sum payment of $87,000. IPLAYCHESS Real Property Holdings, LLC's sole member is James Crawford. Along with the current funds of approximately $50,000, the infusion of $87,000 shall be used to pay all outstanding administrative claims and the remaining funds shall be paid pro-rata to Holders of Unsecured Claims. There are no Secured Claims. A full-text copy of the Disclosure Statement dated August 14, 2019, is available at https://tinyurl.com/y2dbf9ul from PacerMonitor.com at no charge. The Debtor, however, filed a notice of withdrawal of the Plan and Disclosure Statement one day after the documents were filed. Attorneys for Debtor Louis G. McBryan, Esq. McBRYAN, LLC 6849 Peachtree Dunwoody Rd Building B-3, Suite 100 Atlanta GA 30328 (678) 733-9322 Pony Tail, Inc., filed a Chapter 11 Petition (Bankr. N.D. Ga. Case No. 18-68426) on November 2, 2018, and is represented by Louis G. McBryan, Esq., at McBryan, LLC, in Atlanta, Georgia. PRESTIGE WORLDWIDE: Unsecureds to be Paid at 25% Over 5 Years ------------------------------------------------------------- Prestige Worldwide Furniture, LLC, filed a plan and accompanying disclosure statement proposing to pay holders of General Unsecured Claims at the rate of 25% over five years. The Debtor has two Class One Claims. Those are the claim of First Home Bank and Northwest Bank. The Debtor proposes to pay the claim of First Home Bank as if amortized over thirty (30) years at 5% interest for a monthly payment of $1,653.41 with a balloon payment due after 20 years. The Debtor intends to satisfy the secured portion of Northwest Bank's claim as if amortized over thirty (30) years at 5% interest for a monthly payment of $4,106.69 with a balloon payment due after 20 years, the Debtor anticipates an unsecured claim of approximately $200,000.00 due to Northwest Bank which will be paid pursuant to the Class Four general unsecured claims. Funds the Debtor generates from the sale of its assets which are placed in a special account to be issued solely for distribution to creditors and which shall be in an amount sufficient to satisfy the distributions required under the Plan. A full-text copy of the Disclosure Statement dated August 14, 2019, is available at https://tinyurl.com/y3sgrtcz from PacerMonitor.com at no charge. About Prestige Worldwide Furniture Prestige Worldwide Furniture, LLC, is an owner and operator of furniture stores in Mentor, Ohio. Prestige Worldwide Furniture sought Chapter 11 protection (Bankr. N.D. Ohio Case No. 19-15022) on Aug. 14, 2019. As of the bankruptcy filing, the Debtor's assets total $1,014,084, and its liabilities total $1,909,645. Judge Arthur I. Harris oversees the Debtor's case. The petition was signed by Tom Muniak, managing member. Glenn E. Forbes, Esq., at FORBES LAW LLC, represents the Debtor. PWR INVEST: First Lien Agent, Lender Object to Cash Use Motion -------------------------------------------------------------- Chambers Energy Management, LP, as agent; and Chambers Energy Capital lll, LP, as lender, ask the U.S. Bankruptcy Court for the District of Delaware to prohibit PWR Invest, LP, from using their cash collateral. Jarret P. Hitchings, Esq., counsel to Chambers Energy at Duane Morris LLP says the Debtors have failed to demonstrate that the interest of Chambers Energy Management and Chambers Energy Capital are adequately protected. The adequate protection liens proposed by the Debtors cover only assets that are already subject to perfected pre-petition liens of Chambers Energy Management and Chambers Energy Capital, as First Lien Secured Creditors. The proposed adequate protection therefore cannot protect against diminution in value of those assets, he says. Before the Petition Date, Chambers Energy Management and Chambers Energy Capital provided loans of up to $75,000,000 under a Credit Agreement to Debtor affiliate Oklahoma Merge (formerly known as Gaedeke Merge, LP). As of the Petition Date, at least $78,157,914.61 is owed on the Credit Agreement. On May 31, 2019, the Debtors withdrew substantially all of their cash amounting to $5 million from an authorized account via a cashier’s check and opened a New Account with the Northern Trust Company, over which Chambers Energy Management and Chambers Energy Capital did not have a Deposit Account Control Agreement (DACA). This action violated the Credit Agreement. Chambers Energy Management and Chambers Energy Capital, ask the Court to direct the Debtors to: * place all cash collateral in a separate, segregated account with a depository institution (which depository institution is included in the U.S. Trustee’s list of approved depositories) to be approved in writing by Chambers Energy Management; and * execute a deposit control agreement with Chambers Energy Management and Chambers Energy Capital with respect to the New Account and the Cash Collateral account. Chambers Energy Management and Chambers Energy Capital ask the Court to lift the automatic stay to the extent necessary to enter into and file financing statements, mortgages, notices of liens and other similar documents necessary to maintain the security interest as a result of changes to the Debtors’ entity names that took effect prior to the Petition Date. A copy of the Secured Lender's Objection can be accessed for free at http://bankrupt.com/misc/PWR_Invest_Cash_M.pdf About PWR Invest, et al. PWR Invest, LP, and debtor affiliates Oklahoma Merge, LP; Oklahoma Merge Midstream, LP; Oklahoma River Basin, LP; and PWR Oil & Gas General Partners, Inc., operate and develop oil and gas properties predominantly in Oklahoma. On May 22, 2019, PWR Oil & Gas General Partners, Inc., filed a Chapter 11 petition (Bankr. D. Del.). On May 23, 2019, PWR Invest, LP, also sought for Chapter 11 protection. On Aug. 12, 2019, Oklahoma Merge, LP, Oklahoma River Basin, LP, and Oklahoma Merge Midstream, LP, each filed Chapter 11 petitions. The Debtors' Chapter 11 cases are jointly administered under Case No. 19-11164, with that of PWR Invest, LP, as the lead case. As of its Petition Date, PWR Invest estimated assets at $50 million to $100 million, and liabilities at $50 million to $100 million. PRONSKE & KATHMAN, P.C., and BARNES & THORNBURG LLP represent the Debtors. RAYONIER ADVANCED: S&P Cuts ICR to 'B-'; Ratings on Watch Negative ------------------------------------------------------------------ S&P Global Ratings lowered its issuer credit rating on Rayonier Advanced Materials Inc. (RYAM) to 'B-' from 'BB-', lowered its issue-level rating on its senior unsecured notes to 'CCC+' from 'BB-', and revised its recovery rating on the notes to '5' from '3'. At the same time, S&P is placing all of its ratings on RYAM on CreditWatch with negative implications because the company expects to breach its covenants when it files its results for its third quarter ending Sept. 30, 2019, and is engaged in discussions with its lenders to negotiate an amendment to its loan agreement. The downgrade reflects the unexpected and severe deterioration in RYAM's margins, which caused its leverage to rise to 5.7x as of June 29, 2019, from 4.4x as of March 30, 2019. During the second quarter, the company generated only $29 million of EBITDA, compared with the $121 million it recorded during the same period in 2018. This was mainly due to a sharp decline in commodity prices and a drop-off in demand. Year-to-date, price declines have reduced RYAM's profitability by $85 million. The company's results indicated that its revenue had declined by 10% while its EBITDA margins contracted by 13% relative to its performance in the second quarter of 2018. Consequently, for the 12 months ended June 29, 2019, RYAM's EBITDA interest coverage fell to 3.4x. "We could affirm our ratings on RYAM and remove them from CreditWatch if the company is able to secure a covenant amendment from its lenders. Alternatively, we could lower our rating on RYAM if the company is unable to secure a covenant amendment from its lenders and breaches its covenant," S&P said. The rating agency expects to resolve the CreditWatch negative placement by the time the company files its form 10-Q for the third quarter, which ends on Sept. 30, 2019. REAGOR-DYKES MOTORS: Ford Credit Objects to Disclosure Statement ---------------------------------------------------------------- Ford Motor Credit Company LLC objects to the approval of the First Amended Modified Disclosure Statement for Second Amended Plan of Reorganization for Reagor-Dykes Auto Group. Ford Credit points out that there is still no analysis of the value of the Debtors' claims against third parties, the potential recovery, how these claims would be pursued in under the liquidation alternative, and the cost associated with pursuit. Ford Credit asserts that there is no disclosure of the proposed officers and directors of the reorganized debtor. According to Ford Credit, there is no discussion of who the liquidating trustee responds to, whether there is a creditor board that assists in the trustee's decision making and whether there are appropriate checks and balances in place. Ford Credit complains that there is no disclosure of the status of the Ford franchises or its willingness to allow the Reorganized Debtors to maintain the franchises and, if so, under what conditions. Attorneys for Ford Credit: Duane M. Geck, Esq. Donald H. Cram, Esq. SEVERSON & WERSON A Professional Corporation One Embarcadero Center, Suite 2600 San Francisco, California 94111 Telephone: (415) 398-3344 Facsimile: (415) 956-0439 Email: dhc@severson.com -- and -- Keith A. Langley, Esq. Brandon K. Bains, Esq. LANGLEY LLP 1301 Solana Blvd Building 1, Suite 1545 Westlake, Texas 76262 Telephone: 214.722.7171 Facsimile: 214.722.7161 Email: bbains@l-llp.com About Reagor-Dykes Motors Dykes Auto Group -- https://www.reagordykesautogroup.com/ -- is a dealer of automobiles headquartered in Lubbock, Texas. The Company offers new and used vehicles, automobile parts, and other related accessories, as well as car financing, leasing, repair, and maintenance services. Some of its new vehicles include brands like Ford, Toyota, GMC, Cadillac, Chevrolet and Buick. Reagor-Dykes Motors, LP, based in Lubbock, TX, and its debtor-affiliates sought Chapter 11 protection (Bankr. N.D. Tex. Lead Case No. 18-50214) on Aug. 1, 2018. In its petition, the Debtors estimated $10 million to $50 million in both assets and liabilities. The petition was signed by Bart Reagor, managing member of Reagor Auto Mall I, LLC, general manager and Rick Dykes, managing member of Reagor Auto Mall I, LLC, general partner. The Hon. Robert L. Jones oversees the case. Mullin Hoard & Brown, L.L.P., led by David R. Langston, Esq., is serving as bankruptcy counsel to the Debtor. BlackBriar Advisors LLC personnel is serving as CRO for the Debtor. RIVERBED PARENT: S&P Downgrades ICR to 'CCC+'; Outlook Negative --------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on U.S.-based network performance software solutions provider Riverbed Parent Inc. to 'CCC+' from 'B-', its issue-level rating on its first-lien credit facility to 'CCC+' from 'B-', and its issue-level rating on its senior unsecured notes to 'CCC-' from 'CCC'. The recovery ratings remain unchanged. The downgrade reflects Riverbed's continued poor operating performance through the second quarter of 2019, which increased its leverage to more than 11.5x as of June 30, 2019. It also reflects S&P's belief that the company's operating performance will continue to be plagued by revenue declines, weak profitability, and negative bookings over the next few quarters. The rating agency believes with these challenges, Riverbed might not be able to meet its financial obligations over the longer term. "The negative outlook reflects the potential that we may lower our rating on Riverbed if we believe it will fail to address its debt obligations in a manner consistent with the original terms," S&P said, adding that this could occur if the company's operating performance and credit metrics continue to deteriorate beyond the rating agency's forecast or if the company's liquidity significantly weakens. S&P said it could lower its rating on Riverbed if the company's operating performance and credit metrics continue to deteriorate beyond the rating agency's forecast or if the company's liquidity becomes impaired such that the rating agency envisions a potential covenant violation or distressed debt exchange occurring in the next 12 months. "Although unlikely over the next 12 months, we could revise our outlook on Riverbed to stable if it curbs its sales and EBITDA declines, generates positive free cash flow, and subsequently improves its leverage below 9x. Additionally, we would need to believe that the company could successfully refinance its existing debt obligations," S&P said. ROSLYN SEFARDIC: Seeks to Hire Segei Orel as Counsel ---------------------------------------------------- Roslyn Sefardic Center Corp. seeks authority from the U.S. Bankruptcy Court for the Eastern District of New York to employ Segei Orel LLC, as counsel to the Debtor. Roslyn Sefardic requires Segei Orel to: a. provide advice to the Debtor with respect to its powers and duties as the Debtor-in-Possession and the continued management of its property and affairs; b. negotiate with creditors of the Debtor and work out a Chapter 11 plan of reorganization and take the necessary legal steps in order to effectuate such a plan including, if need be, negotiations with creditors and other parties in interest; c. prepare on behalf of the Debtor all the necessary schedules, applications, motions, objections and replies to motions of others, answers, orders, reports, and other legal papers required for the Debtor in order to seek protection from its creditors under Chapter 11 of the Bankruptcy Code; d. appear before the Bankruptcy Court to protect the interest of the Debtor and to represent the Debtor in all the matters pending before the Court; e. represent the Debtor, if need be, in connection with obtaining post-petition financing; f. take any necessary action to obtain approval of a disclosure statement and confirmation of a Chapter 11 plan of reorganization; and g. perform all other legal services of the Debtor, which may be necessary for the preservation of the Debtor's estate and to promote the best interest of the Debtor, its creditors and its estate. Segei Orel will be paid at these hourly rates: Patricia Garcia Pantaleon, Esq. $300 Cesar Mejia Duenas, Esq. $250 Attorneys/Of Counsels $300 Paralegals $100 Sergei Orel received a $2,000 retainer payment from the Debtor for the purposes of preparing for and attending the July 25, 2019 Court appearance. On July 30, 2019, the Debtor paid Sergei Orel the amount of $1,500. Segei Orel will also be reimbursed for reasonable out-of-pocket expenses incurred. Patricia Garcia Pantaleon, partner of Segei Orel, LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Segei Orel can be reached at: Patricia Garcia Pantaleon, Esq. SEGEI OREL, LLC 2125 Center Avenue, Suite 616, Fort Lee, New Jersey 07024 Tel: (201) 491-1464 Fax: (201) 604-6775 E-mail: garciapantaleonlaw@gmail.com About Roslyn Sefardic Center Corp. Roslyn Sefardic Center Corp., filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 19-70829) on Feb. 1, 2019, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Patricia Garcia Pantaleon, Esq., at Segei Orel, LLC. SABREE INC: Construction Contractor May Use Cash, Pay Surety Co --------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Maryland authorized Sabree, Inc., to use cash collateral of State Auto until Aug. 27, 2019. Before the Petition Date, the Debtor entered into a contract for the construction of the National Maritime Intelligence Center Fuel Tank Replacement and Conversion (NMIC Project) in Suitland Maryland, with the United States of America, Department of the Navy. State Auto issued bonds securing the Debtor’s performance under the contract. In connection therewith, the Court ruled that: * the Debtor shall pay State Auto $2,500 prior to the August 27 hearing, which amount State Auto will place in an escrow account; * the Debtor may use $8,216 of the remaining balance of $13,603.97 of the NMIC Contract funds that the Debtor received post-petition to pay Washington Overhead Doors, Inc., provided that Washington Overhead Doors has provided an appropriate final lien waiver and release of all claims against the Debtor and State Auto and Washington Overhead Doors has fulfilled all of its contractual close-out obligations for the NMIC Project; * the remaining $5,387.97 in NMIC Contract funds in the Debtor's possession will be transferred to State Auto to be placed into the escrow account; * to the extent that the Debtor receives any further contract funds from the government on the NMIC Project, such funds will be immediately transferred to State Auto to be placed into the escrow account; and * State Auto will not disburse any payments out of the escrow account to NMIC Project claimants without the Debtor's agreement and approval of the Court. The Debtor acknowledges that State Auto has a security interest in the NMIC Contract funds and in the Debtor's other property, including other accounts receivables. The Court shall convene at 2 p.m. on Aug. 27, 2019 for a continued hearing on the Debtor's cash motion. About Sabree Inc. Sabree Inc. -- http://www.sabreeinc.com/-- is a full service construction contractor specializing in renovations, new construction, facilities service and maintenance, and environmental remediation services. The Company was founded in 2006 by Tajuddin Sabree. Sabree Inc. sought for Chapter 11 protection (Bankr. D. Md. Case No. 19-18526) on June 24, 2019. In the petition signed by Tajuddin I. Sabree, president, the Debtor estimated assets of at least $50,000 and liabilities at $1 million to $10 million. Judge Michelle M. Harner oversees the case. THE INGRAM FIRM, LLC, represents the Debtor. SADEX CORPORATION: Court Approves Disclosure Statement ------------------------------------------------------ The Disclosure Statement explaining the Chapter 11 Plan filed by Shawn K. Brown, as a Chapter 11 Trustee as Sadex Corporation, is approved. September 30, 2019 at 1:30 p.m., Central Standard Time in Judge Mullin's courtroom, Room 128 on the first floor, Eldon Mahon Federal Courthouse, 501 W. Street, Fort Worth, Texas 76102, is fixed for the hearing on confirmation of the Plan. September 23, 2019 at 5:00 p.m., Central Time, is fixed as the last day for filing and serving written objections to confirmation of the Plan. September 23, 2019 at 5:00 p.m., Central Standard Time, is fixed as the last day for filing written acceptances or rejections to the Plan. Class 1 Raytheon Claim are impaired. Raytheon shall receive the following treatment and Distributions on account of the Raytheon Claim: Raytheon shall receive a Distributions on account of the Raytheon Claim equal to $1,000,000. Raytheon shall receive a Distribution in the amount of $450,000 on the Effective Date. The Initial Raytheon Distribution shall be paid from the cash held by the Reorganized Debtors as of the Effective Date. Class 2 Walsh Claim are impaired. The Allowed Walsh Claim shall be subordinated to the payment of the Raytheon Claim. Class 3 Rejection Claims are impaired. Holders of any Allowed Rejection Claims shall be paid in full by the Reorganized Debtor in substantially equal monthly installments with the first such installment being due and payable on the first day of the first calendar month immediately following the Effective Date and with a like installment being due and payable on the first day of each successive calendar month thereafter until January 1, 2025, when the final Installment shall be due and payable. The Debtor has operated successfully since the Petition Date and has generated profits despite the additional expenses associated with administration of this chapter 11 case. A full-text copy of the First Amended Joint Disclosure Statement dated August 15, 2019, is available at https://tinyurl.com/y6qxprf2 PacerMonitor.com at no charge. Attorney for Chapter 11 Trustee, Shawn K. Brown: Joseph F. Postnikoff, Esq. Goodrich Postnikoff & Associates, LLP 801 Cherry Street, Suite 1010 Forth Worth, Texas 76102 Telephone: (817) 335-9400 Facsimile: (817) 335-9411 Email: jpostnikoff@gpalaw.com Attorney for Debtor: J. Robert Forshey, Esq. Matthew G. Maben, Esq. FORSHEY & PROSTOK LLP 777 Main St., Suite 1290 Ft. Worth, TX 76102 Telephone: (817) 877-8855 Facsimile: (817) 877-4151 Email: bforshey@forsheyprostok.com mmaben@forsheyprostok.com About Sadex Corporation Sadex Corporation filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 14-44622), on Nov. 14, 2014. The case is assigned to Judge Michael Lynn. The Debtor's counsel is J. Robert Forshey, Esq., at Forshey & Prostok, LLP, of Fort Worth, Texas. The petition was signed by Harlan E. Clemmons, president. At the time of filing, the Debtor had $100,000 to $500,000 in estimated assets and $1 million to $10 million in estimated liabilities. A list of the Debtor's five largest unsecured creditors is available for free at http://bankrupt.com/misc/txnb14-44622.pdf SMM INC: Sale of Marion County to Banterra Approved --------------------------------------------------- Judge Alan C. Stout of the U.S. Bankruptcy Court for the Western District of Kentucky authorized SMM, Inc. and Banterra Bank's sale of the real property located at 60 Nichols Avenue, Marion, Crittenden County, Kentucky, together with the improvements located thereon, to Banterra, free and clear of all liens and encumbrances. The United States Trustee will receive a carve out fee for payment of administrative expenses in the amount of $2,382 pursuant to the terms set forth in the Sale Motion. Banterra will partially reduce the indebtedness owed by the Debtor to Banterra in the amount of $238,216 in exchange for a Warranty Deed in Lieu of Foreclosure. About SMM Inc. SMM, Inc. is the fee simple owner of three assisted living facilities in McCracken County, Ballard County, and Crittenden County, Kentucky, known as New Haven Assisted Living. The properties have a total appraised value of $2.3 million. SMM sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Ky. Case No. 18-50737) on Nov. 15, 2018. At the time of the filing, the Debtor disclosed $2,275,000 in assets and $1,296,170 in liabilities. The case has been assigned to Judge Alan C. Stout. The Debtor tapped Ryan R. Yates, Esq., at Yates Law Office, as its legal counsel. SPARROWEEN LLC: Seeks to Hire Cullen and Dykman as Counsel ---------------------------------------------------------- Sparroween, LLC, seeks authority from the U.S. Bankruptcy Court for the District of New Jersey to employ Cullen and Dykman LLP, as counsel to the Debtor. Sparroween, LLC requires Cullen and Dykman to represent and provide legal services to the Debtor in relation to the Chapter 11 bankruptcy proceedings. Cullen and Dykman will be paid at these hourly rates: Partners $450 to $750 Associates $275 to $375 Paralegals $100 to $165 Prior to the commencement of the Chapter 11 case, Cullen and Dykman received a prepetition retainer of $10,000. Cullen and Dykman will also be reimbursed for reasonable out-of-pocket expenses incurred. David Edelberg, partner of Cullen and Dykman LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Cullen and Dykman can be reached at: David Edelberg, Esq. CULLEN AND DYKMAN LLP 433 Hackensack Avenue Hackensack, NJ 07601 Tel: (201) 488-1300 Fax: (201) 488-6541 E-mail: dedelberg@cullenanddykman.com About Sparroween, LLC Sparroween LLC, filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 19-24515) on July 26, 2019, disclosing under $1 million in both assets and liabilities. The Debtor is represented by David Edelberg, Esq., at Cullen and Dykman LLP. SPYBAR MANAGEMENT: Allowed Amt. of Priority Unsecured Claims Cut ---------------------------------------------------------------- Spybar Management, LLC, filed an Amended Chapter 11 Plan of Reorganization and accompanying Disclosure statement reducing the allowed amount of unsecured claims entitled to priority to $26,641.23 from $358,193. Class 2 - Allowed Unsecured Claims entitled to Priority with estimated class dollar size of $26,641.23 are impaired. Payment in full from operation of business during months 1-60. Two creditors hold tax claims entitled to priority by Section 503(b) or 507(a)(8) of the Bankruptcy Code: the Illinois Department of Revenue and the Department of Treasury, Internal Revenue Service. IDOR filed two proofs of claim, numbers 2-1 and 3-1, with an aggregate claim entitled to priority of $30,586.18. Proof of Claim 2-1 was filed in the amount of $591.75 and appears to reference a non-debtor federal Tax ID. The Debtor intends to object to The IRS filed proof of claim 7-1 with a priority claim of $297,052.94 and the Debtor intends to object to proof of claim 7-1 as it is premised almost entirely upon estimated tax liabilities and the Debtor believes the true value of the claim held by the IRS to be significantly less than that set forth in proof of claim 7-1. Entry of a Confirmation Order will operate as an injunction against the commencement or continuation of an action, the employment of process, or any act to collect, recover or offset any Claim of IDOR of the IRS against the Garrett Belschner or Dino Gardiakos, and said injunction shall be effective so long as the Reorganized Debtor is performing its obligations under the Plan, and no Default has occurred and remains uncured. Class 3 - Allowed General Unsecured Claims with estimated class dollar size of $231,926.78 are impaired. Payment in full from operation of business during months 6-60. Class 4 - Unsecured Claims of $1,500 or less with estimated class dollar size of $13,708.72 are impaired. Payment in full from operation of business during months 1-3. Class 1 - Secured Claim held by Byline Bank with estimated class dollar size of $485,708.95 are impaired. Payment in full from operation of business during repayment months 1 through 60. Class 5 - Allowed Unsecured Claims held by Insiders with estimated class dollar size of $285,000.00 are impaired. Subordinated Promissory Notes payable only after completion of all other Plan payments. Class 6 - Equity Interests. No cash distribution pursuant to the Plan. The Plan will be funded from the revenues generated from the Debtor’s continued operations. A full-text copy of the Amended Disclosure Statement dated August 14, 2019, is available at https://tinyurl.com/y55vbmm5 from PacerMonitor.com at no charge. Counsel for the Debtor: E. Philip Groben, Esq. Matthew T. Gensburg, Esq. GENSBURG CALANDRIELLO & KANTER, P.C. 200 West Adams St., Ste. 2425 Chicago, Illinois 60606 Tel: 312-263-2200 Fax: 312-263-2242 Email: pgroben@gcklegal.com mgensburg@gcklegal.com About Spybar Spybar Management, LLC, is an Illinois company organized on Jan. 8, 2008. In conjunction with a non-filing affiliate, Skyline Management Co., Spybar Management operates Spybar Chicago, a nightclub in Chicago's vibrant River North neighborhood. Spybar Management filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 19-05128) on Feb. 27, 2019. The case is assigned to Judge Carol A. Doyle. Gensburg, Calandriello & Kanter P.C. is the Debtor's counsel. STEELFUSION CLINICAL: Court Conditionally OKs Disclosure Statement ------------------------------------------------------------------ The Disclosure Statement explaining the small business Chapter 11 Plan of SteelFusion Clinical Toxicology Laboratory, LLC, is conditionally approved. On October 3, 2019, at 11:00 AM the final hearing on the Disclosure Statement and Plan confirmation is scheduled in Courtroom A, 54th Floor, U.S. Steel Tower, 600 Grant Street, Pittsburgh, PA 15219. All Objections to the Disclosure Statement and/or Objections to Plan confirmation must be filed and served. Class 2 General unsecured class are unimpaired. General unsecured claims are not secured by property of the estate and are not entitled to priority under S 507 (a) Of the Code. With a Monthly Payment 1.67% of total amount. Payments Begin in July 2020. Payments End on June 2025. Class 3 Equity interest holders are impaired. Will not be paid; will maintain equity. Payments and distributions under the Plan will be funded by the following: Ongoing operations of SteelFusion, additional capitalization as per Investment & Business Summary/PPM. A full-text copy of the Disclosure Statement dated August 15, 2019, is available at https://tinyurl.com/y6zjxt2r from PacerMonitor.com at no charge. The Debtor was made to refile the Plan and Disclosure Statement to correct the pdf files. A full-text copy of the Disclosure Statement refiled on August 19, 2019, is available at https://tinyurl.com/y4aye2br from PacerMonitor.com at no charge. About Steelfusion Clinical SteelFusion Clinical Toxicology Laboratory, LLC, is a medical laboratory in Monessen, Pennsylvania, that provides forensic and clinical toxicology laboratory services. SteelFusion sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 18-24112) on Oct. 23, 2018. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of $1 million to $10 million. The Debtor tapped Robert H. Slone, Esq., at Mahady & Mahady, as its legal counsel; and Cohen & Grigsby, P.C., as special counsel. SUNTEC ALUMINUM: Hires Parrish & Goodman as Special Counsel ----------------------------------------------------------- Suntec Aluminum, LLC, seeks authority from the U.S. Bankruptcy Court for the Middle District of Florida to employ Parrish & Goodman, PLLC, as special counsel to the Debtor. The Debtor was required to discharge its Certified Public Accountants, Evers & Associates, PLLC due to non-performance. Subsequently, the Debtor, the Debtor's counsel and the Debtor's new accountants have found numerous instances of accounting or professional malpractice on the part of Evers & Associates which has severely damaged the Debtor. The Debtor believes the Debtor has substantial claims against Evers & Associates. Suntec Aluminum requires Parrish & Goodman to assist the Debtor in prosecuting and defending against Evers & Associates, PLLC. Parrish & Goodman will be paid at the hourly rate of $175 to $400. Parrish & Goodman will be paid a retainer in the amount of $12,000. Parrish & Goodman will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert Goodman, partner of Parrish & Goodman, PLLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Parrish & Goodman can be reached at: Robert Goodman, Esq. PARRISH & GOODMAN, PLLC 15961 McGregor Blvd Suite 2 Fort Myers, FL 33908 Tel: (833) 467-4529 About Suntec Aluminum Suntec Aluminum LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-01888) on March 6, 2019. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $1 million. The case is assigned to Judge Caryl E. Delano. The Debtor is represented by the Law Office of Leon A. Williamson, Jr. P.A. TAKATA CORPORATION: Airbag Inflator Defect Claim Process Ongoing ---------------------------------------------------------------- Professor Eric D. Green, Special Master for the Department of Justice's Takata Airbag Individual Restitution Fund and Trustee of the Tort Compensation Trust Fund Created in the Takata Bankruptcy Cases, on Aug. 19, 2019, issued the following statement: Takata Defective Airbag Claims Professor Eric D. Green, as Special Master and Trustee, announced a compensation program in May 2018 for individuals who have suffered or will suffer personal injury or wrongful death caused by the rupture or aggressive deployment of a Takata phase-stabilized ammonium nitrate airbag inflator (a "Takata Airbag Inflator Defect"). Under that program, claimants may seek compensation from the Department of Justice's $125 million Individual Restitution Fund ("IRF") and/or the approximately $140 million Takata Airbag Tort Compensation Trust Fund ("TATCTF"). The claim process is ongoing and eligible claimants still have time to act. There are three types of claims that can be brought by individuals who suffered injury or wrongful death caused by a Takata Airbag Inflator Defect: (i) an "IRF Claim" against Takata for compensation from the IRF, the personal injury and wrongful death restitution fund overseen by the Special Master and established under the Restitution Order entered by the United States District Court for the Eastern District of Michigan in connection with the Department of Justice's criminal case against Takata, U.S. v. Takata Corporation, Case No. 16-cr-20810 (E.D. Mich.); (ii) a "Trust Claim" against Takata for compensation from the TATCTF, the personal injury and wrongful death trust fund overseen by the Trustee and established in connection with Takata's Chapter 11 Plan of Reorganization in the Bankruptcy Court for the District of Delaware, and (iii) a "POEM Claim" against a Participating Original Equipment Manufacturer (a "POEM;" presently the only POEM is Honda/Acura) for compensation from the POEM, which must be resolved through the TATCTF overseen by the Trustee. Each of these three types of claims has its own eligibility requirements; however, each claim type covers only physical injuries and wrongful death resulting from a Takata Airbag Inflator Defect. Claims related to injuries or wrongful death caused by other airbag components -- such as airbag failure to deploy, spontaneous airbag deployment, crash injuries unrelated to the inflator, or economic losses unrelated to physical injuries or death -- are not covered by the three types of claims described above. Individuals can access the claim forms, which include detailed instructions regarding how to file a claim, on the IRF website, www.takataspecialmaster.com, or on the TATCTF website, www.TakataAirbagInjuryTrust.com. Oversight of the Claims Process and Resources for More Information Professor Green was appointed by the District Court to serve as the Special Master overseeing IRF Claims and was appointed by the Bankruptcy Court to serve as the Trustee overseeing Trust Claims and POEM Claims. For more information about eligibility requirements, filing deadlines and how to file a claim, please visit www.takataspecialmaster.com, www.TakataAirbagInjuryTrust.com, email Questions@TakataAirbagInjuryTrust.com, or call us toll-free at (888) 215-9544. About Takata Corp. Japan-based Takata Corporation (TYO:7312) -- http://www.takata.com/en/-- develops, manufactures and sells safety products for automobiles. The Company offers seatbelts, airbags, steering wheels, child seats and trim parts. Headquartered in Tokyo, Japan, Takata operates 56 plants in 20 countries with approximately 46,000 global employees worldwide. The Company has subsidiaries located in Japan, the United States, Brazil, Germany, Thailand, Philippines, Romania, Singapore, Korea, China and other countries. Takata Corp. filed for bankruptcy protection in Tokyo and the U.S., amid recall costs and lawsuits over its defective airbags. Takata and its Japanese subsidiaries commenced proceedings under the Civil Rehabilitation Act in Japan in the Tokyo District Court on June 25, 2017. Takata's main U.S. subsidiary TK Holdings Inc. and 11 of its U.S. and Mexican affiliates each filed voluntary petitions under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 17-11375) on June 25, 2017. Together with the bankruptcy filings, Takata announced it has reached a deal to sell all its global assets and operations to Key Safety Systems (KSS) for US$1.588 billion. Nagashima Ohno & Tsunematsu is Takata's counsel in the Japanese proceedings. Weil, Gotshal & Manges LLP and Richards, Layton & Finger, P.A., are serving as counsel in the U.S. cases. PricewaterhouseCoopers is serving as financial advisor, and Lazard is serving as investment banker to Takata. Ernst & Young LLP is tax advisor. Prime Clerk is the claims and noticing agent. The Debtors Meunier Carlin & Curfman LLC, as special intellectual property counsel. Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel, KPMG is serving as financial advisor, Jefferies LLC is acting as lead financial advisor. UBS Investment Bank also provides financial advice to KSS. On June 28, 2017, TK Holdings, as the foreign representative of the Chapter 11 Debtors, obtained an order of the Ontario Superior Court of Justice (Commercial List) granting, among other things, a stay of proceedings against the Chapter 11 Debtors pursuant to Part IV of the Companies' Creditors Arrangement Act. The Canadian Court appointed FTI Consulting Canada Inc. as information officer. TK Holdings, as the foreign representative, is represented by McCarthy Tetrault LLP. The U.S. Trustee has appointed an Official Committee of Unsecured Trade Creditors and a separate Official Committee of Tort Claimants. The Official Committee of Unsecured Creditors has selected Christopher M. Samis, Esq., L. Katherine Good, Esq., and Kevin F. Shaw, Esq., at Whiteford, Taylor & Preston LLC, in Wilmington, Delaware; Dennis F. Dunne, Esq., Abhilash M. Raval, Esq., and Tyson Lomazow, Esq., at Milbank Tweed Hadley & McCloy LLP, in New York; and Andrew M. Leblanc, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in Washington, D.C., as its bankruptcy counsel. The Committee has also tapped Chuo Sogo Law Office PC as Japan counsel. The Official Committee of Tort Claimants selected Pachulski Stang Ziehl & Jones LLP as counsel. Gilbert LLP will evaluate of the insurance policies. Sakura Kyodo Law Offices will serve as special counsel. Roger Frankel, the legal representative for future personal injury claimants of TK Holdings Inc., et al., tapped Frankel Wyron LLP and Ashby & Geddes PA to serve as co-counsel. Takata Corporation ("TKJP") and affiliates Takata Kyushu Corporation and Takata Services Corporation commenced Chapter 15 cases (Bankr. D. Del. Case Nos. 17-11713 to 17-11715) on Aug. 9, 2017, to seek U.S. recognition of the civil rehabilitation proceedings in Japan. The Hon. Brendan Linehan Shannon oversees the Chapter 15 cases. Young, Conaway, Stargatt & Taylor, LLP, serves as Takata's counsel in the Chapter 15 cases. * * * In February 2018, the U.S. Bankruptcy Court confirmed the Fifth Amended Chapter 11 Plan of Reorganization filed by TK Holdings, Inc. ("TKH"), Takata's main U.S. subsidiary, and certain of TKH's subsidiaries and affiliates. TELE CIRCUIT: Unsecureds to Get $1.050MM Distribution Under Plan ---------------------------------------------------------------- Tele Circuit Network Corporation filed a disclosure statement proposing for payment in the total amount of $1,050,000 for distribution to unsecured claimants. In the event any of the disputed claims are disallowed, or are allowed in a lesser amount than filed, then the funds allocated for such disallowed or reduced claim shall be distributed pro-rata to the Class B Allowed General Unsecured Claims. Class C: Claims of Insiders are impaired. Allowed claims of insiders will be paid nothing through the Plan. Class D: Equity Interests. Equity Interests will pay all allowed and outstanding priority and administrative claims from their personal funds and, in exchange, will retain their rights as shareholders of the Reorganized Debtor. The Plan will be funded primarily by from future profits of the reorganized Debtor, who will be responsible for the payment of $700,000, or two-thirds of the total Plan payments. The Plan will be further funded by the repayment of a preference payment from Ashar Syed in the total amount of $350,000.00, or one-third of the total Plan payments. A full-text copy of the Disclosure Statement dated August 15, 2019, is available at https://tinyurl.com/y6ho4fjg from PacerMonitor.com at no charge. Attorney for Debtor: Edward F. Danowitz, Esq. Danowitz Legal, P.C. 300 Galleria Parkway, Suite 960 Atlanta, Georgia 30339 Tel: 770-933-0960 Email: Edanowitz@danowitzlegal.com About Tele Circuit Network Corporation Tele Circuit Network Corporation provides telecommunications services. It offers consumers prepaid home phone plans, various prepaid service plans, easy-to-use calling features and customer service. The company was founded in 2003 with its head office located in Duluth, Georgia. Tele Circuit Network sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 18-60777) on June 28, 2018. In the petition signed by CEO Ashar Syed, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. Judge Wendy L. Hagenau presides over the case. Edward F. Danowitz, Esq. at Danowitz Legal, P.C., and Paul R. Marr, Esq., serve as the Debtor's counsel. Bedard Law Group, PC, is special litigation counsel. TEVOORTWIS DAIRY: Committee Hires Winegarden Haley as Counsel ------------------------------------------------------------- The Official Committee of Unsecured Creditors of Tevoortwis Dairy, LLC, seeks authorization from the U.S. Bankruptcy Court for the Eastern District of Michigan to retain Winegarden Haley Lindholm Tucker & Himelhoch, P.L.C., as counsel to the Committee. The Committee requires Winegarden Haley to represent and provide legal services to the Committee in the Chapter 11 bankruptcy proceedings. Winegarden Haley will be paid at these hourly rates: Dennis M. Haley $355 Donald H. Robertson $300 John R. Tucker $300 Zachary R. Tucker $225 Winegarden Haley will also be reimbursed for reasonable out-of-pocket expenses incurred. John R. Tucker, a partner at Winegarden Haley, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and (a) is not creditors, equity security holders or insiders of the Debtor; (b) has not been, within two years before the date of the filing of the Debtor's chapter 11 petition, directors, officers or employees of the Debtor; and (c) does not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor, or for any other reason. Winegarden Haley can be reached at: Zachary R. Tucker, Esq. WINEGARDEN HALEY LINDHOLM TUCKER & HIMELHOCH, P.L.C. 9460 S. Saginaw Rd, Suite A Grand Blanc, MI 48439 Tel: (810) 579-3600 E-mail: ztucker@winegarden-law.com About Tevoortwis Dairy TeVoortwis Dairy, LLC, is a privately held company in Bad Axe, Mich., that operates in the dairy farming industry. TeVoortwis Dairy sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 19-21104) on May 24, 2019. At the time of the filing, the Debtor disclosed assets of between $10 million and $50 million and liabilities of the same range. The case is assigned to Judge Daniel S. Opperman. Keith A. Schofner, Esq., at Lambert Leser, is the Debtor's bankruptcy counsel. The Office of the U.S. Trustee on June 24, 2019, appointed three creditors to serve on an official committee of unsecured creditors in the Chapter 11 case. The Committee retained Winegarden Haley Lindholm Tucker & Himelhoch, P.L.C., as counsel. THERMASTEEL INC: Sept. 23 Hearing on Disclosure Statement --------------------------------------------------------- The hearing to consider the approval of the Amended Disclosure Statement explaining the First Amended Chapter 11 Plan of Thermasteel, Inc., will be held on September 23, 2019 at 9:30 AM. September 15, 2019 is fixed as the last date for filing and serving written objections to the Amended Disclosure Statement. The General Unsecured Claims are comprised of the claims of the Debtor's vendors, suppliers, shippers, and other general trade debt that were incurred in the ordinary course of the Debtor's business prior to the Petition Date. These claims are estimated to total $110,482.01. The Court entered an order on January 29, 2019 establishing a bar date for creditors to file proofs of claim. In a chapter 11 case, creditors are only obligated to file proofs of claim if they disagree with the amount of their claim provided by the Debtor on its bankruptcy schedules. The Court established the deadline of March 15, 2019 for non-governmental creditors to file proofs of claim, and April 26, 2019 for governmental creditors to file proofs of claim. Only three creditors filed proofs of claim prior to the deadline set by the Court. One such claim was filed in an amount lower than that provided by the Debtor on its schedules. The Debtor will pay the allowed amounts of all General Unsecured Claims in full, with interest at 4%, with funds to be generated by the Debtor's operations, within thirty (30) days of the Effective Date of this Plan. The Debtor will review and file objections to any General Unsecured Claims it has scheduled as contingent, unliquidated, or disputed on schedules filed as of the date of a hearing upon confirmation of this chapter 11 plan, or to any claims in a contested amount filed by a holder of a General Unsecured Claim, within thirty (30) days of the Effective Date of this Plan. As to any such claims the Debtor may contest, the Debtor will pay the allowed amounts of all such claims, if any, in full, with interest at 4%, with funds to be generated by the Debtor's operations, within thirty (30) days of the date of the entry of an order resolving such claims by the Court. This class of claims is impaired. At the time of the filing of this Plan, the Debtor has approximately $300,000 in cash on hand, consisting of deposits in its debtor-in-possession account maintained at Wells Fargo Bank, and the cash bond on deposit with the Radford Circuit Court. This cash, and the cash the Debtor expects to continue to generate through its operations, is sufficient to pay all allowed Administrative Expense Claims in Class 1, all General Unsecured Claims in Class 4, and all deferred compensation claims in Class 5. The Debtor will continue to seek a resolution of the Litigation involving Tulip Thermasteel, LLC and its affiliates. In the event the Debtor is adjudicated to be obligated to pay a liquidated amount to Tulip Thermasteel, the Debtor will make monthly payments to Tulip Thermasteel in the amount of Tulip Thermasteel's liquidated claim, over a five year period, from the Debtor's operating cash and/or additional capital to be obtained by the Debtor from third party lenders or investors. The Debtor shall pursue avoidable preferences and other avoidance actions as it deems appropriate. A full-text copy of the Amended Disclosure Statement is available at https://tinyurl.com/yyguddfd from PacerMonitor.com at no charge. About Thermasteel Inc. Thermasteel, Inc. -- http://www.thermasteelinc.com/-- is a provider of panelized composite building systems, manufacturing composite foundation, floor, wall, roof and ceiling panels for residential, commercial and industrial applications. Its pre-insulated steel framing has been used in large military housing projects in the USA, Germany and Guantanamo Bay, Cuba. Production facilities are presently located in USA (Virginia, Alaska), and Russia, with products being shipped via container to many other countries. Thermasteel sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Va. Case No. 18-71461) on Oct. 26, 2018. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and liabilities of the same range. The case is assigned to Judge Paul M. Black. The Debtor tapped the Law Office of Richard D. Scott as its legal counsel. THG HOLDINGS: Hires Epiq as Claims and Noticing Agent ----------------------------------------------------- THG Holdings LLC, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Epiq Corporate Restructuring, LLC, claims and noticing agent to the Debtors. THG Holdings requires Epiq to: (a) assist the Debtor with the preparation and distribution of all required notices and documents in accordance with the Bankruptcy Code and the Bankruptcy Rules in the form and manner directed by the Debtor and/or the Court, including: (i) notice of any claims bar date, (ii) notice of any proposed sale of the Debtor's assets, (iii) notices of objections to claims and objections to transfers of claims, (iv) notices of any hearings on a disclosure statement and confirmation of any plan of reorganization, including under Bankruptcy Rule 3017(d), (v) notice of the effective date of any plan, and (vi) all other notices, orders, pleadings, publications and other documents as the Debtor, Court, or Clerk may deem necessary or appropriate for an orderly administration of this chapter 11 case; (b) maintain an official copy of the Debtor's schedules of assets and liabilities and statements of financial affairs (collectively, the "Schedules"), listing the Debtor's known creditors and the amounts owed thereto; (c) maintain (i) a list of all potential creditors, equity holders and other parties-in-interest and (ii) a "core" mailing list consisting of all parties described in Bankruptcy Rule 2002(i), (j) and (k) and those parties that have filed a notice of appearance pursuant to Bankruptcy Rule 9010; update and make said lists available upon request by a party-in-interest or the Clerk; (d) furnish a notice to all potential creditors of the last date for filing proofs of claim and a form for filing a proof of claim, after such notice and form are approved by the Court, and notify said potential creditors of the existence, amount and classification of their respective claims as set forth in the Schedules, which may be effected by inclusion of such information (or the lack thereof, in cases where the Schedules indicate no debt due to the subject party) on a customized proof of claim form provided to potential creditors; (e) maintain a post office box or address for receiving claims and returned mail, and process all mail received; (f) for all notices, motions, orders or other pleadings or documents served, prepare and file or cause to be filed with the Clerk an affidavit or certificate of service within seven (7) days of service which includes (i) either a copy of the notice served or the docket number and title(s) of the pleading(s) served, (ii) a list of persons to whom it was mailed (in alphabetical order) with their addresses, (iii) the manner of service, and (iv) the date served; (g) process all proofs of claim received, including those received by the Clerk, check said processing for accuracy and maintain the original proofs of claim in a secure area; (h) maintain an electronic platform for purposes of filing proofs of claim; (i) maintain the official claims register (the "Claims Register") on behalf of the Clerk; upon the Clerk's request, provide the Clerk with a certified, duplicate unofficial Claims Register; and specify in the Claims Register the following information for each claim docketed: (i) the claim number assigned, (ii) the date received, (iii) the name and address of the claimant and agent, if applicable, who filed the claim, (iv) the address for payment, if different from the notice address; (v) the amount asserted, (vi) the asserted classification(s) of the claim (e.g., secured, unsecured, priority, etc.), and (vii) any disposition of the claim; (j) provide public access to the Claims Registers, including complete proofs of claim with attachments, if any, without charge; (k) implement necessary security measures to ensure the completeness and integrity of the Claims Register and the safekeeping of the original claims; (l) record all transfers of claims and provide any notices of such transfers as required by the Bankruptcy Code; (m) relocate, by messenger or overnight delivery, all of the court-filed proofs of claim to the offices of Prime Clerk, not less than weekly; (n) upon completion of the docketing process for all claims received to date for each case, turn over to the Clerk copies of the Claims Registers for the Clerk's review upon the Clerk's request); (o) monitor the Court's docket for all notices of appearance, address changes, and claims-related pleadings and orders filed and make necessary notations on and/or changes to the claims register and any service or mailing lists, including to identify and eliminate duplicative names and addresses from such lists; (p) assist in the dissemination of information to the public and respond to requests for administrative information regarding this chapter 11 case as directed by the Debtor or the Court, including through the use of a case website and/or call center; (q) if this chapter 11 case is converted to a case under chapter 7 of the Bankruptcy Code, contact the Clerk's office within three (3) days of notice to Prime Clerk of entry of the order converting the case; (r) thirty (30) days prior to the close of this chapter 11 case, to the extent practicable, request that the Debtor submit to the Court a proposed order dismissing Prime Clerk as claims, noticing, and solicitation agent and terminating its services in such capacity upon completion of its duties and responsibilities and upon the closing of this chapter 11 case; (s) within seven (7) days of notice to Prime Clerk of entry of an order closing this chapter 11 case, provide to the Court the final version of the Claims Register as of the date immediately before the close of the case; and (t) at the close of these cases, box and transport all original documents, in proper format, as provided by the Clerk's Office, to (i) the Federal Archives Record Administration, located at 14700 Townsend Road, Philadelphia, PA 19154-1096 or (ii) any other location requested by the Clerk's Office. Prime Clerk will be paid at these hourly rates: Executives No charge Executive VP, Solicitation $215 Solicitation Consultant $190 Directors/Consultants $160-$190 Case Managers $70-$165 IT/Programming $65-$85 Clerical/Admin Support $25-$45 Epiq will be paid a retainer in the amount of $25,000. Epiq will also be reimbursed for reasonable out-of-pocket expenses incurred. Sid Garabato, a consultant at Epiq, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Epiq can be reached at: Sid Garabato EPIQ CORPORATE RESTRUCTURING, LLC 777 3rd Ave., 12th Floor New York, NY 10017 Tel: (212) 225-9200 About THG Holdings THG Holdings LLC and its affiliates, including True Health Diagnostics LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11689) on July 30, 2019. THG's business is conducted in large part through True Health Diagnostics -- https://truehealthdiag.com/ -- a laboratory provider of diagnostic and disease-management solutions based in Frisco, Texas. It utilizes proprietary and innovative diagnostic technology to detect disease indicators that enable early stage diagnosis and monitoring for a variety of chronic diseases. At the time of the filing, True Health Diagnostics had estimated assets of between $10 million and $50 million and liabilities of between $100 million and $500 million. The cases have been assigned to Judge John T. Dorsey. The Debtors tapped Morris, Nichols, Arsht & Tunnell LLP as bankruptcy counsel; Perkins Coie LLP as special counsel; SSG Capital Advisors LLC as investment banker; and Epiq Corporate Restructuring, LLC as claims, noticing and solicitation agent. UNIQUE TOOL: Seeks to Hire Diller and Rice as Counsel ----------------------------------------------------- Unique Tool & Manufacturing Co. Inc., seeks authority from the U.S. Bankruptcy Court for the Northern District of Ohio to employ Diller and Rice, LLC, as counsel to the Debtor. Unique Tool requires Diller and Rice to: (a) advise the Debtor with respect to its rights, powers and duties in this case; (b) advise and assist the Debtor in the preparation of its petition, schedules, and statement of financial affairs; (c) assist and advise the Debtor in connection with the administration of the bankruptcy case; (d) analyze the claims of the creditors in this case, and negotiate with such creditors; (e) investigate the acts, conduct, assets, rights, liabilities and financial condition of the Debtor and the Debtor's business; (f) advise and negotiate with respect to the sale of any or all assets of the Debtor; (g) investigate, file and prosecute litigation of behalf of the Debtor; (h) propose a plan of reorganization; (i) appear and represent the Debtor at hearings, conferences, and other proceedings; (j) prepare and review motions, applications, orders, and other filings filed with the Court; (k) institute or continue any appropriate proceedings to recover assets of the estate; and (l) provide any other services as maybe required by the bankruptcy case and to provide recommendations to employment as to her matters that are not included in the Debtor's counsel practice area. Diller and Rice will be paid at these hourly rates: Steven L. Diller $300 Raymond L. Beebe $300 Eric R. Neuman $275 Adam J. Motycka $185 Paraprofessionals $200 One year prior to the filing of the petition, Diller and Rice received from the Debtor a retainer in the amount of $10,000. Diller and Rice will also be reimbursed for reasonable out-of-pocket expenses incurred. Steven L. Diller, partner of Diller and Rice, LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Diller and Rice can be reached at: Steven L. Diller, Esq. DILLER & RICE, LLC 124 East Main Street Van Wert, OH 45891 Telephone: (419) 238-5025 Facsimile: (419) 238-4705 E-mail: Steven@drlawllc.com About Unique Tool & Manufacturing Unique Tool & Manufacturing Co. -- http://www.uniquetool.com/-- is a custom metal stamping company formed in 1963, which supplies stampings to the satellite, communications, electrical, appliance, refrigeration, and automotive industries throughout the United States, Canada and Mexico. The Company specializes in tool and die manufacturing, brazing, welding, plating, and more. On July 26, 2019, the Company sought Chapter 11 protection (Bankr. N.D. Ohio Case No. 19-32356) in Toledo, Ohio. The Hon. Mary Ann Whipple is the case judge. DILLER AND RICE, LLC, is the Debtor's counsel. The Debtor estimated up to $50,000 in assets and $1 million to $10 million in liabilities. UNIT CORP: S&P Cuts ICR to 'B-' on Weaker Fundamentals, Liquidity ----------------------------------------------------------------- S&P Global Ratings lowered the issuer credit rating on Unit Corp. to 'B-' from 'B+' and the issue-level rating on the company's senior subordinated notes to 'B' from 'BB-'. The '2' recovery rating on the notes remains unchanged. S&P lowered its Henry Hub natural gas price assumptions for the remainder of 2019, 2020, and 2021 to $2.25 per million British thermal units (mmBtu), $2.50 mmBtu, and $2.75 mmBtu, respectively. Weak natural gas and natural gas liquids (NGL) prices have led to reduced cash flows from Unit Corp.'s exploration and production (E&P) business. The two-notch downgrade reflects S&P's view that Unit's operating results and liquidity will weaken given reduced cash flows and resulting negative cash flow. S&P expects weak natural gas and NGL prices to constrain cash flow from the E&P segment, while volatile crude oil prices and E&P capital discipline limit utilization of the rig fleet (with the exception of its BOSS rigs). Additionally, Unit must address its upcoming $650 million debt maturity in 2021 at a time of challenging capital markets and operating conditions across much of the industry. The negative outlook reflects S&P's expectation of weaker profitability and cash flow due to lower natural gas and NGL prices, as well as continued low overall utilization of the drilling fleet in 2020. The negative outlook also reflects the company's need to address its upcoming $650 million May 2021 maturity. "We could lower the rating if financial performance continues to weaken and the company does not address its 2021 debt maturity in a timely manner. Additionally, we could lower the rating if liquidity weakens and capital markets remain challenging for the industry," S&P said. This likely occurs if natural gas prices remain weak and the E&P industry further reduces spending to the detriment of BOSS rig utilization, according to the rating agency. "We could revise the outlook to stable if Unit is able to address the 2021 maturity while maintaining sufficient liquidity and financial performance. This could occur if natural gas prices improve and crude oil volatility eases, which should support improving E&P cash flows and rig utilization, as well as stronger capital market access for the industry," the rating agency said. VERNON PARK: Amends Treatment of Happy State Bank Claim ------------------------------------------------------- Vernon Park Church of God filed a fourth amended Disclosure Statement to remove the provision that balloon payment to Happy State Bank will be paid off by the church or payment terms extended by the bank. Class One consists of the Secured Claim held by Happy State Bank. Class One will receive payment of the Allowed Amount of its Secured Claim plus interest in the following manner: Class One will receive payments of $5162.00 per month commencing on the First Monthly Disbursement Date and continuing on the 15th day of each month thereafter for the next 35 months. Interest will not accrue on the Class One Secured Claim until Class One has received 36 payments of $5162.00. Class One will receive payments in the amount of $33,102.78 commencing on the 15th day of the 37th month after the First Quarterly Disbursement Date and continuing on the 15th day of each month thereafter for the next 59 months. Class One will receive interest on its Allowed Secured Claim at the rate of five percent (5%) commencing on the 37th month after the First Quarterly Disbursement Date. Class One will receive the balance that remains due on its Allowed Secured Claim, plus accrued interest and any applicable costs or fees, on the 15th day of the 97th month after the First Monthly Disbursement Date. Class Two consists of the Disputed Secured Claims. Class Two will receive Pro-rata payment of the amount of $1,032,400.00, which represents forty percent of the value of the Church Property, plus interest, in the following manner: Class Two will receive payments of $30,941.95 per month commencing on the First Monthly Disbursement Date and continuing on the 15th day of each month thereafter for the next 35 months. Interest will accrue on the Class Two Claims at the rate of five percent (5%). Class Two Claimants will receive a Pro-rata distribution of the amount of $1,032,400.00 to be paid to Class Two and that distribution will be disbursed monthly for 36 months. Class Three consists of Unsecured Mechanics Lien Claims. Class Three Creditors will receive twenty percent (20%) of the Allowed Amount of their Claims. The Debtor estimates that Class Three Creditors will receive $396,227.78. Class Three Creditors will not receive interest on their Claims. Class Three Creditors will receive payments of $6603.45 per month commencing on the First Monthly Disbursement Date and continuing on the 15th day of each month thereafter for the next 59 months. Class Four consists of Unsecured Claims. Class Four Creditors will receive twenty percent (20%) of the Allowed Amount of their Claims. Class Four Creditors will not receive interest on their Claims. Class Four Creditors will receive payments of $1867.86 per month commencing on the First Monthly Disbursement Date and continuing on the 15th day of each month thereafter for the next 59 months. Class Five consists of Small Unsecured Claims. Class Five Creditors will receive twenty percent (20%) of the Allowed Amount of their Claims on the Effective Date. Class Five Creditors will not receive interest on their Claims. The payments to Creditors under the Plan will be funded by the Debtor's cash on hand, the Debtor's revenues from tithes and contributions, and the Debtor's revenues from fundraising. A full-text copy of the Fourth Amended Disclosure Statement dated August 14, 2019, is available at https://tinyurl.com/y44jke7y from PacerMonitor.com at no charge. Attorney for Debtor: Karen J. Porter, Esq. PORTER LAW NETWORK 230 West Monroe, Suite 240 Chicago, Illinois 60606 312-372-4400 Fax 312-372-4160 About Vernon Park Church of God Based in Lynwood, Illinois, Vernon Park Church of God -- http://www.vpcog.org/-- is a religious organization. The Church's Sunday service is at 10:00 a.m., and Children's Church is held during Sunday service. Vernon Park Church of God filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 17-35316) on Nov. 28, 2017. In the petition signed by Jerald January Sr., pastor, the Debtor estimated assets and liabilities between $1 million and $10 million. The case is assigned to Judge Donald R. Cassling. The Debtor is represented by Karen J. Porter, Esq., at Porter Law Network. VILLAGE RED: Amends Plan to Address Issues Raised by FLSA Creditors ------------------------------------------------------------------- Village Red Restaurant Corp., d/b/a Waverly Restaurant, filed an amended Chapter 11 plan and accompanying amended disclosure statement to address the issues identified in the objection of the FLSA creditors. The Plan appoints a Plan Administrator to investigate any improper transactions between Debtor and any other individual or entity, including but not limited to 135 Waverly, the Estate of Nicholas Serafis, and Christine Serafis, and provides the authority for the Plan Administrator to bring an action against any individual or entity regarding any such transactions. Pursuant to a settlement between 135 Waverly and the National Labor Relations Board, the Board has withdrawn its priority and unsecured claims. Class 2 General unsecured class are impaired. Creditors in this class will receive a pro-rata distribution of the remaining funds in the estate after payment of administrative and priority claims plus a distribution from the recoveries of any avoidance actions brought by the Plan Administrator. The Debtor estimates that creditors will receive 1.07% of their allowed claims, payable on the effective date plus any amounts that may be recovered from avoidance actions. Depending on the amounts recovered by the Plan Administrator and the costs of the litigation, distributions could increase to between 5% to 14% of filed claims. Class 3 Equity interest holders are impaired. The holders of Class 3 Interests will receive no Distribution. On the effective date, all Class 3 Interests will be deemed canceled, null and void and of no force and effect. Payments and distributions under the Plan will be funded by the proceeds of the sale of the Debtor’s assets in the amount of $100,000, which after closing of the sale are being held in escrow by counsel to the Debtor plus additional distributions to be made from any funds recovered by the Plan Administrator from avoidance actions. Morrison Tennebaum shall make the initial distributions to creditors from the $100,000 sale proceeds including the initial distribution to Class 2 creditors in the total sum of $57,000. The Plan provides for a reserve from the sale proceeds in the amount of $3,000 (the “Quarterly Fee Reserve”) for payment of quarterly fees to the Office of the United States Trustee. Morrison Tenenbaum shall transfer the Quarterly Fee Reserve to the Plan Administrator. A full-text copy of the Amended Disclosure Statement dated August 21, 2019, is available at https://tinyurl.com/y27dbc3l from PacerMonitor.com at no charge. A redlined version of the Amended Disclosure Statement dated August 21, 2019, is available at https://tinyurl.com/yy3qwf3l from PacerMonitor.com at no charge. Attorneys for the Debtor: Lawrence F. Morrison, Esq. Brian J. Hufnagel, Esq. MORRISON TENENBAUM PLLC 87 Walker Street, Floor 2 New York, New York 10013 Telephone: (212) 620-0938 Facsimile: (646)390-5095 Village Red Restaurant Corp. filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 18-10960) on April 6, 2018, listing under $1 million in both assets and liabilities. The Hon. Michael E. Wiles oversees the case. Stuart P. Gelberg, Esq., serves as bankruptcy counsel to the Debtor. WALKINSTOWN INC: Seeks to Hire Prager Metis as Accountant --------------------------------------------------------- Walkinstown, Inc., seeks authority from the U.S. Bankruptcy Court for the Southern District of New York to employ Prager Metis CPAs, LLC, as accountant to the Debtor. Walkinstown, Inc. requires Prager Metis to: a. assist in the reconciliation of bank statements; b. assist in the preparation of financial statements and tax returns; c. assist the Debtor in the preparation of monthly operating and cash flow statements as required by the rules of this Court; d. assist the Debtor in cash projections and its plan of reorganization and disclosure statement; e. review and analyze tax issues as they may arise; f. review documents furnished by the Debtor; g. assist the Debtor in determining whether there are any causes of action the Debtor may bring, and, if so, assist them to prosecuting those causes of action; and h. perform such other accounting services as the Debtor may deem necessary herein. Prager Metis will be paid at these hourly rates: Partners/Principals $375 to $475 Managers $295 Staff Accountants $250 Prager Metis will also be reimbursed for reasonable out-of-pocket expenses incurred. Brian A. Serotta, a partner at Prager Metis CPAs, LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Prager Metis can be reached at: Brian A. Serotta PRAGER METIS CPAS, LLC 401 Hackensack Ave., 4th Floor Hackensack, NJ 07601 Tel: (201) 342-7753 Fax: (201) 820-2691 E-mail: bserotta@pragermetis.com About Walkinstown, Inc. Walkinstown, Inc., filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 19-23232) on June 28, 2019, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Rosemarie E. Matera, Esq., at Kurtzman Matera, P.C. WEATHERLY OIL: Court Confirms 3rd Amended Liquidation Plan ---------------------------------------------------------- The Bankruptcy Court has approved, on a final basis, the third amended disclosure statement and confirmed the third amended Chapter 11 plan of liquidation of Weatherly Oil & Gas, LLC. Unsecured Claims (Class 4) are impaired. Each Holder of an Allowed General Unsecured Claim will receive, in full and final satisfaction, settlement, release, and discharge of, and in exchange for, such General Unsecured Claim, its Pro Rata share of: (i) 40% of the proceeds of the Company Claims Account, and (ii) if the WET Settlement is approved, the WET Settlement Payment; and each Holder of an Allowed Secured Parties Deficiency Claim will receive, in full and final satisfaction, settlement, release, and discharge of, and in exchange for, such Secured Parties Deficiency Claim, (i) the first $100,000 in proceeds from the Company Claims Account and then, except for the second $100,000 which shall be paid to the RRC, 20% of the Company Claims Account pursuant to the terms of the Liquidation Trust Agreement; (ii) any funds returning to the Debtor on account of any posted bonds and/or letters of credit; (iii) if the Holders of Allowed General Unsecured Claims or the Holders of Allowed State Environmental Claims have been paid in full, 100% of the remaining proceeds of the Company Claims Account pursuant to the terms of the Liquidation Trust Agreement, (iv) all interests in the Tyler Property Trust, and (v) the proceeds of the sale or liquidation of the Remaining Assets. Secured Parties Claims (Class 3) are impaired. Each Holder of an Allowed Secured Parties Claim will receive the Holder’s Pro Rata share of the Secured Parties Pool. Any outstanding Secured Parties Claim remaining after such distributions shall be deemed an Allowed Secured Parties Deficiency Claim and the Holder of such Allowed Secured Parties Deficiency Claim shall be entitled to vote and receive treatment as a Holder of an Allowed Unsecured Claim pursuant to Class 4. State Environmental Claims (Class 5A and 5B) are impaired. Class 5A consists of the State Environmental Claims—State of Louisiana, Department of Natural Resources, Office of Conservation. Each Holder of an Allowed State Environmental Claim will receive, in full and final satisfaction, settlement, release, and discharge of, and in exchange for, such State Environmental Claim, its share of 40% of the proceeds of the Company Claims Account pursuant to the terms of the Liquidation Trust Agreement. That 40% shall be divided equally between the RRC and Louisiana Department of Natural Resources (20% for each state). Class 5B consists of State Environmental Claims—Railroad Commission of Texas. Each Holder of an Allowed State Environmental Claim will receive, in full and final satisfaction, settlement, release, and discharge of, and in exchange for, such State Environmental Claim, $1.4 million, the second $100,000 of the proceeds of the Company Claims Account, and thereafter its share of 40% of the proceeds of the Company Claims Account pursuant to the terms of the Liquidation Trust Agreement. That 40% shall be divided equally between the RRC and Louisiana Department of Natural Resources (20% for each state). Intercompany Claims (Class 6) are impaired. Each Holder of an Allowed Claim in Class 6 is conclusively presumed to have rejected this Plan and, therefore, is not entitled to vote on this Plan. Equity Interests in the Debtor (Class 7) are impaired. On the Effective Date, all Equity Interests in the Debtor shall be canceled. No Distribution shall be made on account of Equity Interests in the Debtor. The Debtor shall transfer the Liquidation Trust Assets to the Liquidation Trust, and all such assets shall vest in the Liquidation Trust on such date, to be administered by the Liquidation Trustee in accordance with this Plan and the Liquidation Trust Agreement. The Bankruptcy Court overruled the objections to confirmation including those filed by Texas Capital Bank, N.A.; the United States of America; Exxon Corporation, ExxonMobil Corporation, Mobil Producing Texas & New Mexico, Inc.; Weatherly Operating LLC, Weatherly Energy Capital, LLC and Mr. Perry Reed; the State of Louisiana, Office of Conservation; and Angelina County, Gregg County, Jasper County, Madison County, Navarro County, Normangee ISD, Rains County AD, Robertson County, Rusk County, Sabine County, San Augustine County, Smith County, Upshur County. A full-text copy of the Third Amended Disclosure Statement dated August 15, 2019, is available at https://tinyurl.com/y2dak9js from PacerMonitor.com at no charge. Counsel for the Debtor: Matthew D. Cavenaugh, Esq. Elizabeth C. Freeman, Esq. Kristhy M. Peguero, Esq. Veronica A. Polnick, Esq. JACKSON WALKER L.L.P. 1401 McKinney Street, Suite 1900 Houston, Texas 77010 Telephone: (713) 752-4200 Facsimile: (713) 752-4221 Email: mcavenaugh@jw.com efreeman@jw.com kpeguero@jw.com vpolnick@jw.com Texas Capital is represented by: Matthew T. Ferris, Esq. HAYNES AND BOONE, LLP 2323 Victory Avenue, Suite 700 Dallas, Texas 75219 Telephone: 214.651.5000 Facsimile: 214.651.5940 Email: matt.ferris@haynesboone.com About Weatherly Oil & Gas Weatherly Oil & Gas, LLC -- https://www.weatherlyop.com/ -- is a Fort Worth-based oil and natural gas company primarily focused on exploiting natural resources in the Ark-La-Tex region. Weatherly is operated by an affiliate Weatherly Operating, LLC. Weatherly Oil & Gas filed a voluntary petition under Chapter 11 of the US Bankruptcy Code (Bankr. S.D. Tex. Case No. 19-31087) on Feb. 28, 2019. In the petition signed by Scott Pinsonnault, chief restructuring officer, the Debtor estimated $50 million to $100 million in assets and $100 million to $500 million in liabilities. Matthew D. Cavenaugh, Esq., at Jackson Walker LLP, serves as counsel to the Debtor. WITCHEY ENTERPRISES: Oct. 17 Hearing on Disclosure Statement ------------------------------------------------------------ The hearing to consider approval of the disclosure statement the small business Chapter 11 plan of Witchey Enterprises, Inc., will be held on October 17, 2019 at 09:30 AM. September 18, 2019 is fixed as the last day for filing and serving written objections to the disclosure statement. The Debtor's Plan proposes to pay holders of general unsecured claims 10 cents on the dollar. A full-text copy of the Disclosure Statement is available at https://tinyurl.com/yyme9tsu from PacerMonitor.com at no charge. About Witchey Enterprises Based in Wilkes-Barre, Pennsylvania, Witchey Enterprises, Inc., a provider of courier and express delivery services, filed a Chapter 11 Petition (Bankr. M.D. Pa. Case No. 19-00645) on February 14, 2019. The case is assigned to Hon. Robert N. Opel II. The Debtor's counsel is Andrew Joseph Katsock, III, Esq., in Wilkes Barre, Pennsylvania. 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. WORLD SYSTEMS: Hires Lewis R. Landau as Bankruptcy Counsel ---------------------------------------------------------- World Systems, Inc., filed an amended application with the U.S. Bankruptcy Court for the Central District of California seeking approval to expand the scope of work of Lewis R. Landau, Attorney at Law, as general bankruptcy counsel to the Debtor. World Systems requires Lewis R. Landau to assist and provide legal services to the Debtor in the prosecution of adversary proceeding number 1:19-ap-01051 MB. Lewis R. Landau will be paid at the hourly rate of $495. The Firm will be paid a retainer in the amount of $20,000. It will also be reimbursed for reasonable out-of-pocket expenses incurred. Lewis R. Landau, partner of Lewis R. Landau, Attorney at Law, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Lewis R. Landau can be reached at: Lewis R. Landau, Esq. LEWIS R. LANDAU, ATTORNEY-AT-LAW 22287 Mulholland Hwy., Suite 318 Calabasas, CA 91302 Tel: (888)822-4340 E-mail: Lew@Landaunet.com About World Systems World Systems, Inc., is a privately held company in Calabasas, California that is engaged in activities related to real estate. World Systems filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 19-10282) on Feb. 6, 2019. In the petition signed by Iris Martin, president, the Debtor estimated $1 million to $10 million in both assets and liabilities. Lewis R. Landau, Esq., represents the Debtor . WOW WEE: Charles Comeaux Objects to Disclosure Statement -------------------------------------------------------- Charles F. Comeaux objects to the First Amended Disclosure Statement explaining the Chapter 11 Plan of Wow Wee, LLC. Comeaux asserts that the plan proponent must prove by a preponderance of the evidence that it has provided adequate information. Comeaux complains that the Debtor does not explain how many different sauces it produced, the unit(s) by which the sauces were sold, the Debtor's historical cost basis per unit, the Debtor's historical wholesale price received per unit, etc. According to Comeaux, the Debtor falsely claims that Comeaux took too much credit for the business early on, and that there were "rumors" he may have had paperwork drawn up to give his children membership interests in the business. Comeaux points out that the Debtor fails to explain the terms of the Schraad agreement, the role of brokers in the grocery wholesale business, that the Debtor sold products through brokers both before and after Schraad, or how the terms of the Schraad agreement differed from the terms of other brokerage agreements available to the Debtor. Comeaux further points out that the Debtor also fails to provide any details about its agreement with its current broker Classic Marketing, the terms of which are significantly less favorable than those of other brokers. Comeaux asserts that the Disclosure Statement and Plan do not provide adequate information to creditors about the Debtor's prepetition financial performance, reasons for its decline, and the events which led to its bankruptcy. Comeaux complains that the Debtor fails to explain is how this team will reduce overhead, increase revenues, and otherwise achieve a profitable business where they couldn't before. According to Comeaux, the Debtor should provide a thorough analysis of its performance during the pendency of the case in the Disclosure Statement for the benefit of all creditors. Comeaux points out that the Disclosure Statement fails to adequately disclose the Debtor's heavy dependence on Charlie Comeaux's loans, equity contributions, and credit to provide working capital, and the strong likelihood that he will prevail on his claim. Comeaux asserts that the Debtor misleadingly suggests that these personal claims are assets of the estate, but the posture of the case tells a different story. Attorneys for CHARLES F. COMEAUX: Christopher K. Ralston, Esq. PHELPS DUNBAR LLP Canal Place 365 Canal Street, Suite 2000 New Orleans, Louisiana 70130-6534 Telephone: 504-566-1311 Facsimile: 504-568-9130 Email: ralstonc@phelps.com -- and -- Danielle Mashburn-Myrick, Esq. PHELPS DUNBAR LLP P. O. Box 2727 Mobile, AL 36652-2727 Telephone: 251-441-8202 Email: Danielle.mashburn-myrick@phelps.com About Wow Wee The business of Wow Wee, LLC, consists of the wholesale and retail sale of various "dipping sauces" that it produces at its facility in Cut Off, Louisiana. Wow Wee, LLC, filed a voluntary petition for relief under Chapter 11 of Title 11, United States Code (Bankr. E.D. La. Case No. 18-12729) on Oct. 12, 2018, estimating under $1 million in assets and liabilities. Darryl T. Landwehr, Esq., at Landwehr Law Firm, is the Debtor's counsel. XPEERANT INCORPORATED: Court Approves Disclosure Statement ---------------------------------------------------------- The Bankruptcy Court has approved the Third Amended Disclosure Statement explaining the Third Amended Chapter 11 Plan of Xpeerant Incorporated and Gary Don Petty is approved. A hearing for consideration of confirmation of the Third Amended Plan, and such objections as may be made to confirmation of the Third Amended Plan, will be held on September 26, 2019, at 1:30 p.m. Objections to confirmation of the Third Amended Plan must be filed and served on or before September 19, 2019. At a hearing held on Aug. 13 on the adequacy of the Amended Disclosure Statement and the objection thereto filed by the United States Trustee, the Court ordered the Debtor to file a Third Amended Joint Disclosure Statement and a Third Amended Joint Chapter 11 Plan of Reorganization on or before Aug. 14. For Xpeerant Inc.: * The Allowed Claims held by unsecured creditors are impaired. Allowed Class 3 claimants shall receive payment of at least 20% of their claims. Class 3 claimants will additionally be entitled to receive proceeds, net of fees and costs, obtained from any action undertaken by Xpeerant to collect Avoidance Actions and net of any unpaid Unclassified Priority Claims. * The Allowed Secured Claim held by Networker's Funding are impaired. The Class 2 Claim shall accrue interest and be paid in accordance with the Accounts Funding and Administrative Agreement dated May 17, 2015. * All Allowed Unsecured Claims specified in Sections 507(a)(4), or of the Code are unimpaired. Allowed Class I Priority Claims shall be paid in full on the Effective Date. * The Interests in Xpeerant are impaired. Class 4 claimants shall retain their Interests owned prior to the Confirmation Date. Gary and Barbara Petty: * The Allowed Claims held by unsecured creditors are impaired. Class E claimants shall receive a payment of at least 20% of their claims. Class E claimants shall be entitled to receive the proceeds, net of fees and costs, obtained from any action undertaken by Petty to collect Avoidance Actions and net of any unpaid Unclassified Priority Claims. * The Allowed Secured Claim held by U.S. Bank Midwest are impaired. The Class C Claim shall bear an interest rate of 4% per annum commencing on the Effective Date of the Plan; The monthly payment shall be calculated upon a 10 year amortization and paid in equal monthly installments, and the Class C claimant will retain all liens that secured its Claim as of the Petition Date. * The Interest held by Petty are impaired. Class F shall retain his Interests in the properties which he owned prior to the Confirmation Date, subject to the terms of the Plan. The Debtors' Plan is feasible based upon the Debtors' ability to achieve the various components of the Plan. The Plan will be funded through the sale of the Petty Residence in both cases and through making monthly payments, to the extent necessary to provide for a minimum payment to creditors with Allowed Claims at least 20% recovery. A full-text copy of the Third Amended Disclosure Statement dated August 14, 2019, is available at https://tinyurl.com/y353rz2v from PacerMonitor.com at no charge. Attorneys for the Debtors: Lee M. Kutner, Esq. Maureen M. Gerardo, Esq. KUTNER BRINEN, P.C. 1660 Lincoln St., Suite 1850 Denver, CO 80264 Telephone: 303- 832-2400 Fax: 303-832-1510 Email: lmk@kutnerlaw.com About Xpeerant Inc. Headquartered in Fort Collins, Colorado, Xpeerant Incorporated is a recruitment agency that supplies employees to companies within the semi-conductor and technical industry. Xpeerant Inc. filed its voluntary petition pursuant to Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case no. 18-17700) on Aug. 31, 2018. The petition was signed by Gary Petty, authorized representative. At the time of filing, the Debtor disclosed $48,215 in total assets and $1,469,565 in total liabilities. Kutner Brinen PC, led by Lee M. Kutner, serves as counsel to the Debtor. YORAVI INVESTMENT: To Pay Treasury 60 Monthly Installments of $178 ------------------------------------------------------------------ Yoravi Investment, Inc., filed an amended supplement to its Third Amended Plan of Reorganization to provide that the Debtor will pay the Department of Treasury's claim at POC #6-2 in full in sixty (60) monthly installments of $178.79. A full-text copy of the Supplement to Third Amended Plan of Reorganization dated August 14, 2019, is available at https://tinyurl.com/y6stxxag from PacerMonitor.com at no charge. Counsel for the Debtor: Rafael A. Gonzalez Valiente, Esq. Godreau & Gonzalez Law, LLC PO Box 9024176 San Juan, PR 00902-4176 Telephone: 787-726-0077 Email: rgv@g-glawpr.com About Yoravi Investment Yoravi Investments, Inc., owns a real estate property at Centro Comercial Turabo Gardens valued at $1.10 million. Yoravi Investments sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 17-05446) on Aug. 1, 2017. In the petition signed by Rafael E. Acosta Santiago, vice-president and treasurer, the Debtor disclosed $1.15 million in assets and $714,000 in liabilities. Judge Edward A. Godoy presides over the case. The Debtor tapped Godreau & Gonzalez Law, LLC, as its bankruptcy counsel, and Enrique Peral Soler, Esq., as special counsel. ZAKINTOS & PLATANOS: Seeks Court Approval of Disclosure Statement ----------------------------------------------------------------- Zakintos & Platanos Cab, Corp. asks the Bankruptcy Court to approve the disclosure statement explaining their Chapter 11 Plan. Under the Plan, Class I (Secured claim) are impaired. Shall consist of the claim of New York Community Bank as Successor, in interest to New York Commercial Bank, in the amount of $1,672,702.00. The plan offers the secured creditor New York Community Bank as successor in interest to New York Commercial Bank, the surrender of the two taxi medallions #6p69 and 6p70, constituting the collateral for the above referenced loan and a repayment of a total amount of $50,000.00 in full settlement of the resulting deficiency, in one lump sum payment, to be paid upon the Effective date of the Plan. The Plan provides for a one-time, lump sum deficiency settlement payment of $50,000.00 on the Effective date of the Plan, to be paid from contributions of family members of the principal of the Corporate Debtor. The remaining one time, priority claim payments in a total amount of $768.00, shall be paid on the Effective date of the Plan, from personal funds of the principal of the corporate Debtor. A full-text copy of the Disclosure Statement dated August 15, 2019, is available at https://tinyurl.com/y5fbl4qj from PacerMonitor.com at no charge. Attorney for Debtor: Alla Kachan, Esq. Law Offices of Alla Kachan 3099 Coney Island Avenue, 3 Brooklyn, NY 11235 Tel: (718) 513-3145 About Zakintos & Platanos Cab Corp. Zakintos & Platanos Cab, Corp., a privately held company in the taxi and limousine service industry, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 19-40195) on January 10, 2019. At the time of the filing, the Debtor disclosed $400,138 in assets and $3,342,022 in liabilities. The case has been assigned to Judge Carla E. Craig. The Debtor tapped the Law Offices of Alla Kachan, P.C. as its legal counsel. ZUBRAS ELECTRIC: August 30 Meeting Set to Form Creditors' Panel --------------------------------------------------------------- William Neary, the United States Trustee for Region 6, will hold an organizational meeting on August 30, 2019, at 10:00 a.m. in the bankruptcy case of Zubras Electric, Inc. The meeting will be held at: United States Trustee Meeting Room Earle Cabell Federal Building 1100 Commerce Street, Room 976 Dallas, Texas 75242 The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' case. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. About Zubras Electric Zubras Electric, Inc -- http://www.zubraselectric.com/-- has been in the electrical contracting business since 1995. The Company provides all aspects of electrical repairs for both residential and commercial clients within the Dallas/Ft. Worth Metroplex areas. Zubras Electric, Inc. sought Chapter 11 protection (Bankr. N.D. Texas Lead Case No. 19-32690) on August 13, 2019, in Dallas, Texas. The petition was signed by Simon E. Zubras, president. Hon. Stacey G. Jernigan presides over the case. Zubras Electric disclosed $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The Debtor tapped Melissa S. Hayward, Esq. of Hayward & Associates PLLC as counsel. [*] Thompson Hine Adds Three Lawyers to New York Office ------------------------------------------------------- Thompson Hine on Aug. 7, 2019, disclosed that Mendy Piekarski has joined the firm as senior counsel in the firm's Business Litigation practice group in New York. Mr. Piekarski's legal practice includes federal and state court litigation and arbitration involving complex breach of contract, shareholder and securities litigation, class action defense, business torts, fraud, internal investigations, copyright and trademark, and SEC and FINRA investigations. "Thompson Hine is an ideal match for my practice," said Mr. Piekarski of his decision to join the firm. "I appreciated that while the firm has longevity, it still is able to offer cutting edge delivery of legal services. The focus on transparency, efficiency and predictability made Thompson Hine a clear choice. I was also impressed with the firm's subject-matter expertise across its extensive practice areas." Mr. Piekarski represents clients in a wide range of industries, including asset-based lenders, real estate developers, financial institutions, broker/dealers, tech companies, and private equity funds. He also counsels alternative commercial financing and merchant cash advance (MCA) companies in various legal needs, including capital formation, asset deployment, brokering arraignments, syndication and participation agreements, regulatory compliance, and litigation. Prior to joining Thompson Hine, Mr. Piekarski was a partner at a New York City firm, where he was a securities and commercial litigator and led its alternative commercial financing and MCA practice. Mr. Piekarski began his career at the New York State Attorney General's Office, Investor Protection Bureau, where he investigated and prosecuted violations of New York's securities laws. He continued his legal career at the SEC, working on a wide variety of federal securities matters. "Mendy is an excellent addition to our New York litigation team," said Todd E. Mason, partner in charge of the firm's New York office. "His experience working for the SEC and New York's Investor Protection Bureau will provide an insider's perspective that will greatly benefit our clients." Mr. Piekarski is the most recent addition to Thompson Hine's New York office. Other recent additions include Tarnetta Jones in the Commercial & Public Finance practice group and John Bae to the Business Restructuring, Creditors' Rights & Bankruptcy practice. Mr. Piekarski received his J.D. from Boston University School of Law and his B.S. from Binghamton University. He is an active member of the Securities Litigation Committee of the New York City Bar Association. About Thompson Hine LLP Thompson Hine LLP, a full-service business law firm with approximately 400 lawyers in 8 offices, was ranked number 1 in the category "Most innovative North American law firms: New working models" by The Financial Times and was 1 of 7 firms shortlisted for The American Lawyer's inaugural Legal Services Innovation Award. Thompson Hine has distinguished itself in all areas of Service Delivery Innovation in the BTI Brand Elite, where it has been recognized as one of the top 4 firms for "Value for the Dollar" and "Commitment to Help" and among the top 5 firms "making changes to improve the client experience." The firm's commitment to innovation is embodied in Thompson Hine SmartPaTH(R) -- a smarter way to work -- predictable, efficient and aligned with client goals. For more information, please visit ThompsonHine.com and ThompsonHine.com/SmartPaTH. [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABBVIE INC ABBV US 57,142.0 (8,566.0) (1,841.0) ABBVIE INC ABBV AV 57,142.0 (8,566.0) (1,841.0) ABBVIE INC 4AB GZ 57,142.0 (8,566.0) (1,841.0) ABBVIE INC 4AB TH 57,142.0 (8,566.0) (1,841.0) ABBVIE INC 4AB GR 57,142.0 (8,566.0) (1,841.0) ABBVIE INC ABBV SW 57,142.0 (8,566.0) (1,841.0) ABBVIE INC ABBV* MM 57,142.0 (8,566.0) (1,841.0) ABBVIE INC ABBVEUR EU 57,142.0 (8,566.0) (1,841.0) ABBVIE INC 4AB QT 57,142.0 (8,566.0) (1,841.0) ABBVIE INC ABBVUSD EU 57,142.0 (8,566.0) (1,841.0) ABBVIE INC 4AB TE 57,142.0 (8,566.0) (1,841.0) ABBVIE INC-BDR ABBV34 BZ 57,142.0 (8,566.0) (1,841.0) ABSOLUTE SOFTWRE ALSWF US 103.3 (50.6) (27.4) ABSOLUTE SOFTWRE ABT CN 103.3 (50.6) (27.4) ABSOLUTE SOFTWRE OU1 GR 103.3 (50.6) (27.4) ABSOLUTE SOFTWRE ABT2EUR EU 103.3 (50.6) (27.4) AIXIN LIFE INTER AIXN US 2.1 (3.2) (4.7) AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) AMERICA'S CAR-MA HC9 GR 492.5 (235.6) 384.9 AMERICA'S CAR-MA CRMTEUR EU 492.5 (235.6) 384.9 AMERICA'S CAR-MA CRMT US 492.5 (235.6) 384.9 AMERICAN AIRLINE AAL TE 61,967.0 (22.0) (10,273.0) AMERICAN AIRLINE A1G SW 61,967.0 (22.0) (10,273.0) AMERICAN AIRLINE A1G GZ 61,967.0 (22.0) (10,273.0) AMERICAN AIRLINE AAL11EUR EU 61,967.0 (22.0) (10,273.0) AMERICAN AIRLINE AAL AV 61,967.0 (22.0) (10,273.0) AMERICAN AIRLINE A1G QT 61,967.0 (22.0) (10,273.0) AMERICAN AIRLINE AAL US 61,967.0 (22.0) (10,273.0) AMERICAN AIRLINE A1G GR 61,967.0 (22.0) (10,273.0) AMERICAN AIRLINE AAL* MM 61,967.0 (22.0) (10,273.0) AMERICAN AIRLINE AAL1USD EU 61,967.0 (22.0) (10,273.0) AMERICAN AIRLINE A1G TH 61,967.0 (22.0) (10,273.0) AMERICAN BRIVISI ABVC US 7.1 (3.1) (8.9) AMYRIS INC AMRS US 172.8 (174.4) (111.5) AMYRIS INC 3A01 GR 172.8 (174.4) (111.5) AMYRIS INC 3A01 TH 172.8 (174.4) (111.5) AMYRIS INC AMRSUSD EU 172.8 (174.4) (111.5) AMYRIS INC 3A01 QT 172.8 (174.4) (111.5) AMYRIS INC AMRSEUR EU 172.8 (174.4) (111.5) ATLATSA RESOURCE ATL SJ 138.8 (307.6) (347.9) AUTODESK INC AUD GR 4,808.5 (245.3) (798.4) AUTODESK INC ADSK US 4,808.5 (245.3) (798.4) AUTODESK INC AUD TH 4,808.5 (245.3) (798.4) AUTODESK INC ADSKEUR EU 4,808.5 (245.3) (798.4) AUTODESK INC ADSKUSD EU 4,808.5 (245.3) (798.4) AUTODESK INC ADSK TE 4,808.5 (245.3) (798.4) AUTODESK INC AUD GZ 4,808.5 (245.3) (798.4) AUTODESK INC ADSK AV 4,808.5 (245.3) (798.4) AUTODESK INC ADSK* MM 4,808.5 (245.3) (798.4) AUTODESK INC AUD QT 4,808.5 (245.3) (798.4) AUTOZONE INC AZ5 TH 9,773.7 (1,589.5) (345.5) AUTOZONE INC AZ5 GR 9,773.7 (1,589.5) (345.5) AUTOZONE INC AZOUSD EU 9,773.7 (1,589.5) (345.5) AUTOZONE INC AZOEUR EU 9,773.7 (1,589.5) (345.5) AUTOZONE INC AZ5 QT 9,773.7 (1,589.5) (345.5) AUTOZONE INC AZO AV 9,773.7 (1,589.5) (345.5) AUTOZONE INC AZ5 TE 9,773.7 (1,589.5) (345.5) AUTOZONE INC AZO* MM 9,773.7 (1,589.5) (345.5) AUTOZONE INC AZO US 9,773.7 (1,589.5) (345.5) AUTOZONE INC-BDR AZOI34 BZ 9,773.7 (1,589.5) (345.5) AVID TECHNOLOGY AVID US 282.1 (175.8) (20.2) AVID TECHNOLOGY AVD GR 282.1 (175.8) (20.2) AYR STRATEGIES I AYR/A CN 136.4 (286.0) (5.6) BABCOCK & WILCOX BW US 772.0 (343.0) (218.5) BENEFITFOCUS INC BNFTEUR EU 335.2 (19.1) 113.5 BENEFITFOCUS INC BNFT US 335.2 (19.1) 113.5 BENEFITFOCUS INC BTF GR 335.2 (19.1) 113.5 BEYONDSPRING INC BYSI US 7.8 (17.0) (15.9) BIOCRYST PHARM BCRXUSD EU 116.3 (9.2) 31.8 BIOCRYST PHARM BCRX* MM 116.3 (9.2) 31.8 BJ'S WHOLESALE C BJ US 5,152.1 (164.6) (345.8) BJ'S WHOLESALE C 8BJ GR 5,152.1 (164.6) (345.8) BJ'S WHOLESALE C 8BJ TH 5,152.1 (164.6) (345.8) BJ'S WHOLESALE C 8BJ QT 5,152.1 (164.6) (345.8) BLOOM ENERGY C-A BE US 1,222.6 (11.2) 253.2 BLOOM ENERGY C-A 1ZB GR 1,222.6 (11.2) 253.2 BLOOM ENERGY C-A BE1EUR EU 1,222.6 (11.2) 253.2 BLOOM ENERGY C-A 1ZB QT 1,222.6 (11.2) 253.2 BLOOM ENERGY C-A BE1USD EU 1,222.6 (11.2) 253.2 BLOOM ENERGY C-A 1ZB TH 1,222.6 (11.2) 253.2 BLUE BIRD CORP BLBD US 408.4 (61.2) 15.0 BLUELINX HOLDING BXC US 1,081.2 (12.8) 456.0 BOEING CO-BDR BOEI34 BZ 126,261.0 (4,943.0) 2,922.0 BOEING CO-CED BA AR 126,261.0 (4,943.0) 2,922.0 BOEING CO-CED BAD AR 126,261.0 (4,943.0) 2,922.0 BOEING CO/THE BA TE 126,261.0 (4,943.0) 2,922.0 BOEING CO/THE BAEUR EU 126,261.0 (4,943.0) 2,922.0 BOEING CO/THE BCO GR 126,261.0 (4,943.0) 2,922.0 BOEING CO/THE BOE LN 126,261.0 (4,943.0) 2,922.0 BOEING CO/THE BCO TH 126,261.0 (4,943.0) 2,922.0 BOEING CO/THE BOEI BB 126,261.0 (4,943.0) 2,922.0 BOEING CO/THE BA US 126,261.0 (4,943.0) 2,922.0 BOEING CO/THE BA SW 126,261.0 (4,943.0) 2,922.0 BOEING CO/THE BA* MM 126,261.0 (4,943.0) 2,922.0 BOEING CO/THE BA CI 126,261.0 (4,943.0) 2,922.0 BOEING CO/THE BAUSD SW 126,261.0 (4,943.0) 2,922.0 BOEING CO/THE BCO GZ 126,261.0 (4,943.0) 2,922.0 BOEING CO/THE BA AV 126,261.0 (4,943.0) 2,922.0 BOEING CO/THE BCO QT 126,261.0 (4,943.0) 2,922.0 BOEING CO/THE BA EU 126,261.0 (4,943.0) 2,922.0 BOMBARDIER INC-B BBDBN MM 26,688.0 (4,352.0) (57.0) BRINKER 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DENNEUR EU 438.7 (142.6) (41.3) DENNY'S CORP DE8 GR 438.7 (142.6) (41.3) DIEBOLD NIXDORF DBD GR 4,104.5 (304.0) 368.1 DIEBOLD NIXDORF DBD US 4,104.5 (304.0) 368.1 DIEBOLD NIXDORF DBDEUR EU 4,104.5 (304.0) 368.1 DIEBOLD NIXDORF DBDUSD EU 4,104.5 (304.0) 368.1 DIEBOLD NIXDORF DLD TH 4,104.5 (304.0) 368.1 DIEBOLD NIXDORF DLD QT 4,104.5 (304.0) 368.1 DIEBOLD NIXDORF DBD SW 4,104.5 (304.0) 368.1 DINE BRANDS GLOB DIN US 2,040.7 (215.1) 7.9 DINE BRANDS GLOB IHP GR 2,040.7 (215.1) 7.9 DOLLARAMA INC DOL CN 3,417.0 (219.0) 19.9 DOLLARAMA INC DR3 GR 3,417.0 (219.0) 19.9 DOLLARAMA INC DLMAF US 3,417.0 (219.0) 19.9 DOLLARAMA INC DR3 GZ 3,417.0 (219.0) 19.9 DOLLARAMA INC DOLEUR EU 3,417.0 (219.0) 19.9 DOLLARAMA INC DR3 TH 3,417.0 (219.0) 19.9 DOLLARAMA INC DR3 QT 3,417.0 (219.0) 19.9 DOMINO'S PIZZA EZV GR 1,177.2 (2,904.3) 230.5 DOMINO'S PIZZA EZV TH 1,177.2 (2,904.3) 230.5 DOMINO'S PIZZA DPZEUR EU 1,177.2 (2,904.3) 230.5 DOMINO'S PIZZA DPZUSD EU 1,177.2 (2,904.3) 230.5 DOMINO'S PIZZA EZV GZ 1,177.2 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STREET IN RMNI US 139.7 (130.2) (104.8) ROSETTA STONE IN RST US 181.5 (9.4) (71.2) ROSETTA STONE IN RS8 GR 181.5 (9.4) (71.2) ROSETTA STONE IN RST1EUR EU 181.5 (9.4) (71.2) SALLY BEAUTY HOL S7V GR 2,072.3 (70.5) 719.4 SALLY BEAUTY HOL SBH US 2,072.3 (70.5) 719.4 SALLY BEAUTY HOL SBHEUR EU 2,072.3 (70.5) 719.4 SBA COMM CORP SBACUSD EU 9,269.4 (3,339.3) (1,112.4) SBA COMM CORP 4SB GZ 9,269.4 (3,339.3) (1,112.4) SBA COMM CORP 4SB GR 9,269.4 (3,339.3) (1,112.4) SBA COMM CORP SBAC US 9,269.4 (3,339.3) (1,112.4) SBA COMM CORP SBJ TH 9,269.4 (3,339.3) (1,112.4) SBA COMM CORP SBACEUR EU 9,269.4 (3,339.3) (1,112.4) SBA COMM CORP SBAC* MM 9,269.4 (3,339.3) (1,112.4) SCIENTIFIC GAMES SGMS US 7,932.0 (2,118.0) 852.0 SCIENTIFIC GAMES TJW GR 7,932.0 (2,118.0) 852.0 SCIENTIFIC GAMES TJW TH 7,932.0 (2,118.0) 852.0 SCIENTIFIC GAMES TJW GZ 7,932.0 (2,118.0) 852.0 SEALED AIR CORP SEE US 5,216.5 (341.2) (10.8) SEALED AIR CORP SDA GR 5,216.5 (341.2) (10.8) SEALED AIR CORP SEE1EUR EU 5,216.5 (341.2) (10.8) SEALED AIR CORP SDA TH 5,216.5 (341.2) (10.8) SEALED AIR CORP SDA QT 5,216.5 (341.2) (10.8) SERES THERAPEUTI MCRB1EUR EU 146.1 (18.0) 65.9 SERES THERAPEUTI MCRB US 146.1 (18.0) 65.9 SERES THERAPEUTI 1S9 GR 146.1 (18.0) 65.9 SHELL MIDSTREAM SHLXUSD EU 2,004.0 (767.0) 279.0 SHELL MIDSTREAM 49M GR 2,004.0 (767.0) 279.0 SHELL MIDSTREAM 49M TH 2,004.0 (767.0) 279.0 SHELL MIDSTREAM SHLX US 2,004.0 (767.0) 279.0 SIRIUS XM HO-BDR SRXM34 BZ 11,316.0 (489.0) (2,182.0) SIRIUS XM HOLDIN RDO TH 11,316.0 (489.0) (2,182.0) SIRIUS XM HOLDIN RDO GR 11,316.0 (489.0) (2,182.0) SIRIUS XM HOLDIN SIRIUSD EU 11,316.0 (489.0) (2,182.0) SIRIUS XM HOLDIN SIRI TE 11,316.0 (489.0) (2,182.0) SIRIUS XM HOLDIN SIRI US 11,316.0 (489.0) (2,182.0) SIRIUS XM HOLDIN SIRIEUR EU 11,316.0 (489.0) (2,182.0) SIRIUS XM HOLDIN RDO GZ 11,316.0 (489.0) (2,182.0) SIRIUS XM HOLDIN SIRI AV 11,316.0 (489.0) (2,182.0) SIRIUS XM HOLDIN RDO QT 11,316.0 (489.0) (2,182.0) SIX FLAGS ENTERT 6FE GR 2,938.1 (204.4) (66.6) SIX FLAGS ENTERT SIXEUR EU 2,938.1 (204.4) (66.6) SIX FLAGS ENTERT SIXUSD EU 2,938.1 (204.4) (66.6) SIX FLAGS ENTERT SIX US 2,938.1 (204.4) (66.6) SLEEP NUMBER COR SL2 GR 795.9 (157.3) (433.9) SLEEP NUMBER COR SNBR US 795.9 (157.3) (433.9) SLEEP NUMBER COR SNBREUR EU 795.9 (157.3) (433.9) SPIRIT MTA REIT SMTA US 2,012.7 (24.6) - STARBUCKS CORP SBUX* MM 20,894.4 (4,319.0) 1,839.0 STARBUCKS CORP SRB TH 20,894.4 (4,319.0) 1,839.0 STARBUCKS CORP SRB GR 20,894.4 (4,319.0) 1,839.0 STARBUCKS CORP SBUX TE 20,894.4 (4,319.0) 1,839.0 STARBUCKS CORP SBUXEUR EU 20,894.4 (4,319.0) 1,839.0 STARBUCKS CORP SBUX IM 20,894.4 (4,319.0) 1,839.0 STARBUCKS CORP SBUX CI 20,894.4 (4,319.0) 1,839.0 STARBUCKS CORP SBUXUSD SW 20,894.4 (4,319.0) 1,839.0 STARBUCKS CORP SBUXUSD EU 20,894.4 (4,319.0) 1,839.0 STARBUCKS CORP SRB GZ 20,894.4 (4,319.0) 1,839.0 STARBUCKS CORP SBUX AV 20,894.4 (4,319.0) 1,839.0 STARBUCKS CORP SRB QT 20,894.4 (4,319.0) 1,839.0 STARBUCKS CORP SBUX US 20,894.4 (4,319.0) 1,839.0 STARBUCKS CORP SBUX SW 20,894.4 (4,319.0) 1,839.0 STARBUCKS-BDR SBUB34 BZ 20,894.4 (4,319.0) 1,839.0 STARBUCKS-CEDEAR SBUX AR 20,894.4 (4,319.0) 1,839.0 STEALTH BIOTHERA MITO US 15.5 (175.3) (27.3) STEALTH BIOTHERA S1BA GR 15.5 (175.3) (27.3) SUNPOWER CORP S9P2 TH 1,938.9 (96.6) 240.6 SUNPOWER CORP SPWR US 1,938.9 (96.6) 240.6 SUNPOWER CORP S9P2 GR 1,938.9 (96.6) 240.6 SUNPOWER CORP SPWREUR EU 1,938.9 (96.6) 240.6 SUNPOWER CORP SPWRUSD EU 1,938.9 (96.6) 240.6 SUNPOWER CORP S9P2 GZ 1,938.9 (96.6) 240.6 SUNPOWER CORP S9P2 QT 1,938.9 (96.6) 240.6 TAILORED BRANDS TLRDEUR EU 2,765.5 (4.0) 291.4 TAILORED BRANDS WRM TH 2,765.5 (4.0) 291.4 TAILORED BRANDS TLRDUSD EU 2,765.5 (4.0) 291.4 TAILORED BRANDS TLRD US 2,765.5 (4.0) 291.4 TAILORED BRANDS WRM GR 2,765.5 (4.0) 291.4 TAILORED BRANDS TLRD* MM 2,765.5 (4.0) 291.4 TAUBMAN CENTERS TU8 GR 4,485.1 (324.0) - TAUBMAN CENTERS TCO US 4,485.1 (324.0) - TG THERAPEUTICS TGTX US 106.6 (599.7) 44.1 TG THERAPEUTICS NKB2 TH 106.6 (599.7) 44.1 TG THERAPEUTICS NKB2 GR 106.6 (599.7) 44.1 TRANSDIGM GROUP TDG US 17,702.6 (1,310.6) 4,030.6 TRANSDIGM GROUP T7D GR 17,702.6 (1,310.6) 4,030.6 TRANSDIGM GROUP T7D TH 17,702.6 (1,310.6) 4,030.6 TRANSDIGM GROUP TDGUSD EU 17,702.6 (1,310.6) 4,030.6 TRANSDIGM GROUP T7D QT 17,702.6 (1,310.6) 4,030.6 TRANSDIGM GROUP TDGEUR EU 17,702.6 (1,310.6) 4,030.6 TRANSDIGM GROUP TDG* MM 17,702.6 (1,310.6) 4,030.6 TRIUMPH GROUP TG7 GR 2,823.3 (557.9) 208.3 TRIUMPH GROUP TGI US 2,823.3 (557.9) 208.3 TRIUMPH GROUP TGIEUR EU 2,823.3 (557.9) 208.3 TUPPERWARE BRAND TUP US 1,428.5 (163.1) (110.8) TUPPERWARE BRAND TUP GR 1,428.5 (163.1) (110.8) TUPPERWARE BRAND TUP TH 1,428.5 (163.1) (110.8) TUPPERWARE BRAND TUP1EUR EU 1,428.5 (163.1) (110.8) TUPPERWARE BRAND TUP1USD EU 1,428.5 (163.1) (110.8) TUPPERWARE BRAND TUP GZ 1,428.5 (163.1) (110.8) TUPPERWARE BRAND TUP QT 1,428.5 (163.1) (110.8) TUPPERWARE BRAND TUP SW 1,428.5 (163.1) (110.8) UNISYS CORP UIS US 2,507.8 (1,213.7) 334.1 UNISYS CORP UIS1 SW 2,507.8 (1,213.7) 334.1 UNISYS CORP UISEUR EU 2,507.8 (1,213.7) 334.1 UNISYS CORP UIS EU 2,507.8 (1,213.7) 334.1 UNISYS CORP USY1 TH 2,507.8 (1,213.7) 334.1 UNISYS CORP USY1 GR 2,507.8 (1,213.7) 334.1 UNISYS CORP USY1 GZ 2,507.8 (1,213.7) 334.1 UNISYS CORP USY1 QT 2,507.8 (1,213.7) 334.1 UNITI GROUP INC CSALUSD EU 4,790.4 (1,401.8) - UNITI GROUP INC 8XC GR 4,790.4 (1,401.8) - UNITI GROUP INC UNIT US 4,790.4 (1,401.8) - UNITI GROUP INC 8XC TH 4,790.4 (1,401.8) - VALVOLINE INC VVVUSD EU 2,000.0 (252.0) 389.0 VALVOLINE INC 0V4 GR 2,000.0 (252.0) 389.0 VALVOLINE INC 0V4 TH 2,000.0 (252.0) 389.0 VALVOLINE INC VVVEUR EU 2,000.0 (252.0) 389.0 VALVOLINE INC 0V4 QT 2,000.0 (252.0) 389.0 VALVOLINE INC VVV US 2,000.0 (252.0) 389.0 VECTOR GROUP LTD VGR GR 1,455.2 (606.7) 80.4 VECTOR GROUP LTD VGR US 1,455.2 (606.7) 80.4 VECTOR GROUP LTD VGREUR EU 1,455.2 (606.7) 80.4 VECTOR GROUP LTD VGRUSD EU 1,455.2 (606.7) 80.4 VECTOR GROUP LTD VGR TH 1,455.2 (606.7) 80.4 VECTOR GROUP LTD VGR QT 1,455.2 (606.7) 80.4 VERISIGN INC VRS GR 1,889.9 (1,425.2) 360.7 VERISIGN INC VRSN US 1,889.9 (1,425.2) 360.7 VERISIGN INC VRSN* MM 1,889.9 (1,425.2) 360.7 VERISIGN INC VRSNUSD EU 1,889.9 (1,425.2) 360.7 VERISIGN INC VRSNEUR EU 1,889.9 (1,425.2) 360.7 VERISIGN INC VRS GZ 1,889.9 (1,425.2) 360.7 VERISIGN INC VRS QT 1,889.9 (1,425.2) 360.7 VERISIGN INC VRS TH 1,889.9 (1,425.2) 360.7 VERISIGN INC-BDR VRSN34 BZ 1,889.9 (1,425.2) 360.7 W&T OFFSHORE INC UWV GR 867.8 (335.0) 43.5 W&T OFFSHORE INC WTI US 867.8 (335.0) 43.5 W&T OFFSHORE INC WTI1EUR EU 867.8 (335.0) 43.5 W&T OFFSHORE INC WTI1USD EU 867.8 (335.0) 43.5 W&T OFFSHORE INC UWV TH 867.8 (335.0) 43.5 WAYFAIR INC- A W US 2,182.1 (605.4) (276.6) WAYFAIR INC- A 1WF QT 2,182.1 (605.4) (276.6) WAYFAIR INC- A 1WF GR 2,182.1 (605.4) (276.6) WAYFAIR INC- A WEUR EU 2,182.1 (605.4) (276.6) WEIGHT WATCHERS WW6 GR 1,476.3 (766.4) (66.1) WEIGHT WATCHERS WTWUSD EU 1,476.3 (766.4) (66.1) WEIGHT WATCHERS WW6 GZ 1,476.3 (766.4) (66.1) WEIGHT WATCHERS WTWEUR EU 1,476.3 (766.4) (66.1) WEIGHT WATCHERS WW6 QT 1,476.3 (766.4) (66.1) WEIGHT WATCHERS WTW AV 1,476.3 (766.4) (66.1) WEIGHT WATCHERS WW6 TH 1,476.3 (766.4) (66.1) WEIGHT WATCHERS WW US 1,476.3 (766.4) (66.1) WIDEOPENWEST INC WU5 GR 2,458.9 (280.8) (108.7) WIDEOPENWEST INC WU5 QT 2,458.9 (280.8) (108.7) WIDEOPENWEST INC WOW1EUR EU 2,458.9 (280.8) (108.7) WIDEOPENWEST INC WOW1USD EU 2,458.9 (280.8) (108.7) WIDEOPENWEST INC WOW US 2,458.9 (280.8) (108.7) WINGSTOP INC WING1EUR EU 150.0 (216.4) 9.6 WINGSTOP INC WING US 150.0 (216.4) 9.6 WINGSTOP INC EWG GR 150.0 (216.4) 9.6 WINMARK CORP WINA US 46.2 (13.8) 9.1 WINMARK CORP GBZ GR 46.2 (13.8) 9.1 WORKHORSE GROUP WKHSEUR EU 35.7 (45.0) (26.2) WORKHORSE GROUP WKHSUSD EU 35.7 (45.0) (26.2) WORKHORSE GROUP 1WO GR 35.7 (45.0) (26.2) WORKHORSE GROUP WKHS US 35.7 (45.0) (26.2) WORKHORSE GROUP 1WO TH 35.7 (45.0) (26.2) WORKHORSE GROUP 1WO GZ 35.7 (45.0) (26.2) WYNDHAM DESTINAT WD5 GR 7,466.0 (560.0) 335.0 WYNDHAM DESTINAT WD5 TH 7,466.0 (560.0) 335.0 WYNDHAM DESTINAT WYNUSD EU 7,466.0 (560.0) 335.0 WYNDHAM DESTINAT WD5 QT 7,466.0 (560.0) 335.0 WYNDHAM DESTINAT WYNEUR EU 7,466.0 (560.0) 335.0 WYNDHAM DESTINAT WYND US 7,466.0 (560.0) 335.0 YELLOW PAGES LTD Y CN 334.0 (94.9) 40.9 YELLOW PAGES LTD YLWDF US 334.0 (94.9) 40.9 YELLOW PAGES LTD YMI GR 334.0 (94.9) 40.9 YELLOW PAGES LTD YEUR EU 334.0 (94.9) 40.9 YUM! BRANDS -BDR YUMR34 BZ 4,674.0 (7,994.0) (64.0) YUM! BRANDS INC TGR TH 4,674.0 (7,994.0) (64.0) YUM! BRANDS INC TGR GR 4,674.0 (7,994.0) (64.0) YUM! BRANDS INC YUMUSD SW 4,674.0 (7,994.0) (64.0) YUM! BRANDS INC YUMUSD EU 4,674.0 (7,994.0) (64.0) YUM! BRANDS INC TGR GZ 4,674.0 (7,994.0) (64.0) YUM! BRANDS INC YUM US 4,674.0 (7,994.0) (64.0) YUM! BRANDS INC YUMEUR EU 4,674.0 (7,994.0) (64.0) YUM! BRANDS INC TGR QT 4,674.0 (7,994.0) (64.0) YUM! BRANDS INC YUM SW 4,674.0 (7,994.0) (64.0) YUM! BRANDS INC YUM AV 4,674.0 (7,994.0) (64.0) YUM! BRANDS INC TGR TE 4,674.0 (7,994.0) (64.0) YUM! BRANDS INC YUM* MM 4,674.0 (7,994.0) (64.0) ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2019. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***