/raid1/www/Hosts/bankrupt/TCR_Public/190923.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, September 23, 2019, Vol. 23, No. 265
Headlines
8425 WILLOW LEAF: HSBC Bank USA Objects to Disclosure Statement
8425 WILLOW LEAF: Wells Fargo Objects to Disclosure Statement
ADVANCED GREEN: Stinson Represents DIP Lender, AHC Group
AESTHETIC DENTISTRY: Files Chapter 11 Plan of Liquidation
AGC REFINING: Case Summary & 20 Largest Unsecured Creditors
ALL STOP VENDING: Firestone Objects to Disclosure Statement
ALL STOP VENDING: First Home Bank Objects to Disclosure Statement
ALL STOP VENDING: U.S. Trustee Objects to Plan Confirmation
ANADARKO PETROLEUM: Moody's Withdraws Ba1 CFR on OXY Exchange Deal
ARCTIC CATERING: Files Amended Plan of Liquidation
ARLEN HOUSE: JJLB to Get 100% in 4 Monthly Installments
ASPEN CLUB: To Have Access to $140MM in Exit Financing
ASPEN VILLAGE: MidCap Objects to Disclosure Statement
ATLANTIC 111ST: Nov. 18 Plan Confirmation Hearing
AYTU BIOSCIENCE: Inks Definitive Agreement to Acquire Innovus
BIOSTAGE INC: DST Capital Reports 44.8% Stake as of August 30
BIOSTAGE INC: Will Issue 595,000 Common Shares to 8 Investors
BLUEPOINT MEDICAL: Case Summary & 20 Largest Unsecured Creditors
BRIAN G. MEEHAN: Unsecureds to Get 10% Under Chapter 11 Plan
BRISTOW GROUP: Porter, Kramer Update Committee Members
BROAD & NEW DEVELOPMENT: Voluntary Chapter 11 Case Summary
BVS CONSTRUCTION: CCG to Get Monthly Payments of $86,942
CALFRAC HOLDINGS: Moody's Lowers CFR to B3, Outlook Stable
CAMBER ENERGY: Completes $7.7 Million Pipeline Relocation Project
CANNON & CANNON: Unsecured Creditors to Get $100K Under Plan
CCO HOLDINGS: S&P Rates New Unsecured Notes 'BB'
CENTURY LEASING: Has Agreed to $8,000 WFEF Protection Payment
CIRCLE BAR: Seeks Authorization to Use Cash Collateral
COLLEGE OF NEW ROCHELLE: Case Summary & Top Unsecured Creditors
COLLEGE OF NEW ROCHELLE: Files for Chapter 11 to Sell Campus
COLLEGE OF NEW ROCHELLE: Former Controller Blamed for Woes
CONCORD AUTO: Seeks Authority to Use US Bank Cash Collateral
COOL HOLDINGS: Closes $593,500 Notes Private Placement
CORT & MEDAS: 1414 Utica Avenue Objects to Disclosure Statement
COUNTRYSIDE PROPERTY: Gets Access to ACM Capital's Cash Collateral
CUSSETTA ROAD: Final Cash Collateral Order Entered
DCG ACQUISITION: S&P Assigns 'B-' ICR; Outlook Stable
DIXON MECHANICAL: Directed to File Disclosure Statement by Nov. 15
ENTERTAINMENT MEDIA: Files for Chapter 7 Liquidation
EP ENERGY: S&P Lowers ICR to 'D' on Missed Interest Payment
EXCEL FITNESS: S&P Assigns 'B' Issuer Credit Rating; Outlook Stable
FLORIDA MICROELECTRONICS: Court Approves Disclosure Statement
FREDDIE MAC 2019-HQA3: S&P Assigns Prelim B+ Rating to M-2 Notes
GRCDALLASHOMES LLC: Court Conditionally Approves Plan Disclosures
GREEN FAMILY: Case Summary & 5 Unsecured Creditors
GREEN PHARMACEUTICALS: Court Approves Disclosure Statement
GREG HOMESLEY: Seeks Permission to Use Cash Collateral
HOSTESS BRANDS: Moody's Assigns B1 CFR, Outlook Stable
HOSTESS BRANDS: S&P Assigns 'BB-' Rating to Term Loan, Revolver
I.K.E. ELECTRICAL: Gets Nod on Interim Cash Collateral Use
IDEANOMICS INC: Names Conor McCarthy as CFO
INNOVATE LV: Case Summary & 3 Unsecured Creditors
INTERLOGIC OUTSOURCING: John Walker Represents Diocese
JTWW INC: May Continue Using Cash Collateral Until Oct. 31
K&D INDUSTRIAL: Disclosure Statement Has Prelim Approval
KDO INDUSTRIES: Seeks Authorization to Use Cash Collateral
LECLAIRRYAN PLLC: Seeks Authorization to Use Cash Collateral
LUXURY LIMOUSINE: Completes Payment to Advantage Funding
MARRIOTT VACATIONS: S&P Rates $300MM Senior Unsecured Notes 'BB-'
MAXCOM USA: Drinker, Jewell Update on Noteholders Group
MEDICAL SOLUTIONS: S&P Affirms 'B' ICR on Planned C&A Acquisition
MOVING BODY: Oct. 28 Plan Confirmation Hearing
NEOVASC INC: Appoints Norman Radow as Director
NOVABAY PHARMACEUTICALS: Names Jeff Zheng to Board of Directors
NUTRITION CARE: Nov. 12 Hearing on Disclosure Statement
PALMER-TECH SERVICES: Seeks Interim Access to Cash Collateral
PINE CREEK MEDICAL CENTER: Seeks Cash Access, Plans Wind-down
PIXIUS COMMUNICATIONS: Seeks OK on Cash Accord with Note Assignees
PLASTIC POWERDRIVE: Files Chapter 11 Liquidating Plan
POLK STREET DEVELOPMENT: Voluntary Chapter 11 Case Summary
PORTERS NECK COUNTRY CLUB: Business as Usual After Ch.11 Filing
PORTERS NECK COUNTRY: Case Summary & 20 Top Unsecured Creditors
PROTECH METAL: Seeks Permission to Use Cash Collateral Thru Oct. 4
RANCHER'S LEGACY: Case Summary & 20 Largest Unsecured Creditors
RCH LAWN: U.S. Trustee Objects to Disclosure Statement
REALTY CAPITAL: U.S. Trustee Objects to Disclosure Statement
RENFRO CORP: S&P Cuts ICR to 'CCC+' on Elevated Refinancing Risk
RODRIGUEZ CANO: Day Care Center Seeks OK to Use Sunrise Bank Cash
SCHAEFER AMBULANCE: Court Extends Permission to Use Cash
SERVICE PAINTING: Unsecureds to Recoup 25% Under New Plan
SHERIDAN FUND II: S&P Lowers ICR to 'D' on Restructuring Plan
SHERIDAN HOLDING: Oct. 17 Plan Confirmation Hearing
SIENNA BIOPHARMACEUTICALS: Seeks OK to Use Up to $7.5M Cash
SKYVUE LAS VEGAS: Equity Interest Holders Propose Ch. 11 Plan
SLIDEBELTS, INC: Wins Final Nod to Use Cash Collateral Thru Dec. 31
SOTHEBY'S: S&P Lowers ICR to 'B+' on Acquisition-Related Leverage
STONEMOR PARTNERS: Promotes Jeffrey Digiovanni to SVP and CFO
SUNESIS PHARMACEUTICALS: Elects Nicole Onetto as Class I Director
TCMA TRUCKING: Unsecured Creditors to Recoup 17.% Over 60 Months
TELESCOPE MANAGEMENT: Stubbs & Perdue Represents Multiple Parties
THOMASRILEY STRATEGIES: Case Summary & 14 Unsecured Creditors
TIRAMISU RESTAURANT: K. Vedad to Retain Interest Under Plan
TNR HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
ULTRA RESOURCES: Moody's Lowers CFR to Ca, Outlook Negative
VALTEK LLC: Amended Motion to Use Seacoast Cash Collateral Approved
WATAUGA RECOVERY: Oct. 8 Disclosure Statement Hearing
WESTERN ENERGY: DBRS Confirms B(low) Issuer Rating, Trend Stable
WHITING PETROLEUM: Moody's Alters Outlook on B1 CFR to Stable
WINNEBAGO INDUSTRIES: S&P Puts 'BB' Term Loan Rating on Watch Neg.
WMC MORTGAGE: Nov. 5 Plan Confirmation Hearing
WSLD LLC: Voluntary Chapter 11 Case Summary
YIANNIS MEDITERRANEAN: Seeks Access to Sachem Capital, IRS Cash
YOUNG SMILES: Case Summary & 4 Unsecured Creditors
ZENITH ENERGY: S&P Alters Outlook to Negative, Affirms 'B' ICR
[^] BOND PRICING: For the Week from September 16 to 20, 2019
*********
8425 WILLOW LEAF: HSBC Bank USA Objects to Disclosure Statement
---------------------------------------------------------------
HSBC Bank USA, National Association, as Trustee for Fremont Home
Loan Trust 2005-D, Mortgage-Backed Certificates, Series 2005-D, by
and through its authorized servicer, Ocwen PHH Mortgage
Corporation, secured creditor of property alleged owned by 8425
Willow Leaf LLC, submits an Objection to Amended Disclosure
Statement and Confirmation of Amended Chapter 11 Plan.
HSBC complains that the Disclosure Statement fails to include any
discussion of Debtor's apparent arrangement with the Borrower,
Randy Clayton, whereby Borrower allegedly transferred the Property
-- which was valued between $350,000.00 to $400,000.00 at the time
-- to Debtor for "property, payments, or debts paid" in the sum of
$17,500.00.
HSBC points out that the Disclosure Statement and Plan fail to
address the violation of the absolute priority rule, aside from
stating that Debtor's sole shareholder shall "infuse" the Debtor
with "substantial new value."
According to HSBC, Debtor fails to adequately address the
feasibility of the Plan when the Debtor's own financial disclosures
suggest the real property will fail to produce a positive cash
flow.
HSBC asserts that Debtor's proposed Plan fails to overcome the good
faith requirements of 1129(b)(3).
HSBC complains that the Plan does not provide for HSBC's current
payoff in full, but the Debtor attempts to retain an interest in
the Property as junior class members in violation of the absolute
priority rule.
HSBC points out that the Debtor provides no additional information
regarding the amount, source, and date of the new value.
According to HSBC, Debtor must demonstrate concrete evidence of a
sufficient cash flow to fund and maintain both his operations and
obligations under a proposed Chapter 11 Plan.
HSBC asserts that the Plan fails to provide for the cure of
post-petition escrow advances made by HSBC on the Debtor’s
behalf.
Attorneys for HSBC:
Arnold L. Graff, Esq.
Eddie R. Jimenez, Esq.
ALDRIDGE PITE, LLP
520 South 4th St., Suite 360
Las Vegas, Nevada 89101
4375 Jutland Drive, Suite 200
P.O. Box 17933
San Diego, California 92177-0933
Telephone: (858) 750-7600
Facsimile: (619) 590-1385
E-mail: ecfnvb@aldridgepite.com
About 8425 Willow Leaf
8425 Willow Leaf LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Nev. Case No. 18-16111) on Oct. 11,
2018. At the time of the filing, the Debtor estimated assets of
less than $1 million and liabilities of less than $50,000. Judge
August B. Landis presides over the case. The Debtor tapped
Andersen Law Firm, Ltd., as its legal counsel.
8425 WILLOW LEAF: Wells Fargo Objects to Disclosure Statement
-------------------------------------------------------------
Secured Creditor Wells Fargo Bank, N.A., as Trustee for Structured
Asset Mortgage Investments II Inc., GreenPoint Mortgage Funding
Trust 2006-AR2, Mortgage Pass-Through Certificates, Series 2006-AR2
and Select Portfolio Servicing as the servicer, (collectively, the
"Trust"), files its limited objection to 8425 Willow Leaf, LLC's
Proposed Amended Plan and Disclosure Statement.
The Trust points out that the Debtor shall surrender and deliver
possession to the Vera Cruz Property to the Trust upon entry of a
final non-appealable Confirmation Order, and take no action at any
time to either transfer the Vera Cruz Property to another entity or
contest or oppose any action by the Trust with respect to the Vera
Cruz Property.
The Trust asserts that the Amended Plan (Document #123) does not
provide the detail as set forth in the Stipulation and Order
regarding the treatment for the real property located at 11757 Via
Vera Cruz Court, Las Vegas, NV 89138.
The Trust complains that the Amended Disclosure Statement and
Amended Plan, but a specific reference to the Stipulation should be
included in any confirmation order to prevent any potential
negation of the terms of the Stipulation if there are any
perceived, conflicting terms in the Amended Plan.
Attorneys for Wells Fargo:
Kent F. Larsen, Esq.
Christopher L. Benner, Esq.
SMITH LARSEN & WIXOM
1935 Village Center Circle
Las Vegas, Nevada 89134
Tel: (702) 252-5002
Fax: (702) 252-5006
Email: kfl@slwlaw.com
clb@slwlaw.com
About 8425 Willow Leaf
8425 Willow Leaf LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Nev. Case No. 18-16111) on Oct. 11,
2018. At the time of the filing, the Debtor estimated assets of
less than $1 million and liabilities of less than $50,000. Judge
August B. Landis presides over the case. The Debtor tapped
Andersen Law Firm, Ltd., as its legal counsel.
ADVANCED GREEN: Stinson Represents DIP Lender, AHC Group
--------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the law firm of Stinson LLP submitted a verified statement to
disclose that it is representing the proposed DIP Lender and Ad Hoc
Committee of Creditors ("AHC Group") in the Chapter 11 cases of
Advanced Green Innovations, LLC, ZHRO Solutions, LLC and ZHRO
Power, LLC.
On or about July 30, 2019, the AHC Group engaged Stinson to
represent it in connection with the Debtors' restructuring.
The Chairman of the AHC Group is Mr. Thomas C. Niccoli.
Mr. Thomas C. Niccoli is also the Manager of CH4 Power, LLC, the
proposed DIP Lender.
CH4 Power, LLC engaged Stinson to represent it as the proposed DIP
Lender.
Membership of the proposed DIP Lender currently consists of three
members each of which are an affiliate of a member of the AHC
Group.
Stinson represents only the AHC Group and the proposed DIP Lender.
Stinson does not represent or purport to represent any other
entities in connection with the Debtors' chapter 11 cases. Each
member of the AHC Group is aware of, and has consented to,
Stinson's "group representation" of the AHC Group and each of the
ACH Group and the proposed DIP Lender are aware of and have
consented to Stinson's representation of each entity.
As of Sept. 17, 2019, members of the Ad Hoc Group and their
disclosable economic interests are:
(1) Pure Power Financial, LLC
3104 E. Camelback Rd., #923
Phoenix, AZ 85016
* Claim Amount: $5,000,000.00
Type of Claim: a) Arizona 2017-002-1370-1 (6/16/2017)
Debtor Entity: ZHRO Power, LLC (secured)
b) Arizona 2017-003-1320-0 (8/22/2017)
Debtor Entity: ZHRO Power, LLC (secured)
c) Delaware 2019-3427106 (5/17/2019)
Debtor Entity: ZHRO Power, LLC (secured)
(2) Pure Power Financial II, LLC
3104 E. Camelback Rd., #923
Phoenix, AZ 85016
* Claim Amount: $4,415,000.00
Type of Claim: a) Arizona 2017-002-1301-3 (6/16/2017)
Debtor Entity: ZHRO Power, LLC (secured)
b) Arizona 2018-000-5981-3 (2/8/2018)
Debtor Entity: Advanced Green
Innovations, LLC
(secured)
c) Arizona 2018-000-9686-4 (3/8/2018)
Debtor Entity: ZHRO Power, LLC (secured)
d) Arizona 2018-003-7439-4 (9/18/2018)
Debtor Entity: ZHRO Power, LLC (secured)
e) Arizona 2018-003-7440-9 (9/18/2018)
Debtor Entity: ZHRO Power, LLC (secured)
f) Nevada 2019-016524-9 (5/10/2019)
Debtor Entity: Advanced Green
Innovations, LLC
(secured)
g) Delaware 2019-3427585 (5/17/2019)
Debtor Entity: ZHRO Power, LLC (secured)
* Claim Amount: $520,000.00
Type of Claim: a) Nevada 2019035749-9 (8/29/2019)
Debtor Entity: Advanced Green
Innovations, LLC
(secured)
b) Nevada 2019035752-9 (8/29/2019)
Debtor Entity: ZHRO Power, LLC (secured)
c) Delaware 2019-6031673 (8/29/2019)
Debtor Entity: ZHRO Power, LLC (secured)
* Claim Amount: $780,000.00
Type of Claim: a) Nevada 2019037224-3 (9/10/2019)
Debtor Entity: Advanced Green
Innovations, LLC
(secured)
b) Nevada 2019037279-3 (9/10/2019)
Debtor Entity: ZHRO Power, LLC (secured)
c) Delaware 2019-6293596 (9/10/2019)
Debtor Entity: ZHRO Power, LLC (secured)
(3) Michigan Sustainable Power, LLC
3104 E. Camelback Rd., #923
Phoenix, AZ 85016
* Claim Amount: $950,000.00
Type of Claim: Distributorship Agreement Advance
(2/17/2014)
Debtor Entity: Advanced Green Innovations, LLC &
ZHRO Solutions, LLC (unsecured)
(4) Oklahoma Pure Power, LLC
3104 E. Camelback Rd., #923
Phoenix, AZ 85016
* Claim Amount: $50,000.00
Type of Claim: Distributorship Agreement Advance
(2/17/2014)
Debtor Entity: Advanced Green Innovations, LLC &
ZHRO Solutions, LLC (unsecured)
(5) North America Pure Power, LLC
3104 E. Camelback Rd., #923
Phoenix, AZ 85016
* Type of Claim: (Affiliate of other Members of AHC)
(6) Blue Terra Solutions Inc.
5705 Upper Booth Rd.
North Kelowna, British Columbia V1X 7V7
* Claim Amount: $7,282,334.00
Type of Claim: Distributorship Agreement Advance
(5/19/2015)
Debtor Entity: ZHRO Solutions, LLC (unsecured)
(7) Silver Blue Royalties Inc.
5705 Upper Booth Rd.
North Kelowna, British Columbia V1X 7V7
* Type of Claim: (Affiliate of other Members of AHC)
(8) Clean Trend Royalty Inc.
5705 Upper Booth Rd.
North Kelowna, British Columbia V1X 7V7
* Type of Claim: (Affiliate of other Members of AHC)
(9) Silver Mountain Investments, Inc.
5705 Upper Booth Rd.
North Kelowna, British Columbia V1X 7V7
* Type of Claim: (Affiliate of other Members of AHC)
(10) Green Trust Solutions
5705 Upper Booth Rd.
North Kelowna, British Columbia V1X 7V7
* Type of Claim: (Affiliate of other Members of AHC)
(11) Green Trust Innovations Inc.
5705 Upper Booth Rd.
North Kelowna, British Columbia V1X 7V7
* Claim Amount: $2,205,130.00
Type of Claim: Distributorship Agreement Advance
(2/8/2012)
Debtor Entity: ZHRO Solutions, LLC (unsecured)
(12) Day/Davis Investments, LLC
1550 W. Moore Rd.
Oro Valley, AZ 85755
* Type of Claim: (Affiliate of other Members of AHC)
(13) Clean Motors, LLC
9393 N. 90th Street #102 PMB 131
Scottsdale, AZ 85258
* Claim Amount: $18,000,000.00
Type of Claim: Distributorship Agreement Advance
(4/15/2013)
Debtor Entity: Advanced Green Innovations, LLC (unsecured)
(14) AZNM Clean Engine, LLC
9393 N. 90th Street #102 PMB 131
Scottsdale, AZ 85258
* Claim Amount: $9,875,000.00
Type of Claim: Distributorship Agreement Advance
(12/17/2014)
Debtor Entity: ZHRO Power, LLC & ZHRO Solutions. LLC
(unsecured)
(15) Green Engine Technology, LLC
4920 W. Electra Lane
Glendale AZ 85310
* Claim Amount: $4,100,000.00
Type of Claim: Distributorship Agreement Advance
(1/2/2013)
Debtor Entity: Advanced Green Innovations, LLC &
ZHRO Solutions, LLC (unsecured)
(16) Green Engine Conversions, LLC
4920 W. Electra Lane
Glendale AZ 85310
* Claim Amount: $1,750,000.00
Type of Claim: Distributorship Agreement Advance
(5/11/2013)
Debtor Entity: Advanced Green Innovations, LLC &
ZHRO Solutions, LLC (unsecured)
(17) Green Engine Power, LLC
4920 W. Electra Lane
Glendale AZ 85310
* Claim Amount: $27,250,000.00
Type of Claim: Distributorship Agreement Advance
(5/11/2015)
Debtor Entity: ZHRO Solutions, LLC (unsecured)
(18) GEP Investors-Oklahoma, LLC
4920 W. Electra Lane
Glendale AZ 85310
* Type of Claim: Distributorship Agreement Advance
(6/5/2017)
Debtor Entity: ZHRO Solutions, LLC (unsecured)
The proposed DIP Lender has three members. The members are Perigro
Inc., MMSGAJ Family, LLC and a third entity controlled by Mr.
Fraley.
Perigro Inc. is an affiliate of AHC Group members Blue Terra
Solutions Inc., and Silver Blue Royalties Inc. MMSGAJ Family, LLC
is an affiliate of AHC Group member Pure Power Financial, LLC. The
third entity is affiliated with AHC Group member Green Engine
Conversions, LLC.
Apart from its role as potential DIP Lender, CH4 Power, LLC has no
claims against or interest in the Debtors.
Stinson has no claims against or interest in the Debtors.
Counsel for the Lender and Ad Hoc Committee of Creditors can be
reached at:
STINSON LLP
Thomas J. Salerno, Esq.
Alisa C. Lacey, Esq.
Christopher C. Simpson, Esq.
Anthony P. Cali, Esq.
1850 N. Central Avenue, Suite 2100
Phoenix, AZ 85004-4584
Tel: (602) 279-1600
Fax: (602) 240-6925
E-mail: Thomas.salerno@stinson.com
Alisa.lacey@stinson.com
Christopher.simpson@stinson.com
anthony.cali@stinson.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/mYq1se
About Advanced Green
Advanced Green Innovations LLC and its subsidiaries are clean
energy companies developing and commercializing an array of green
technologies.
Advanced Green Innovations, LLC, ZHRO Power, LLC, and ZHRO
Solutions, LLC, sought Chapter 11 protection (Bankr. D. Ariz. Case
No. 19-11766, 19-11768, and 19-11771) on Sept. 16, 2019.
In the petitions signed by Terry Kennon, president, Advanced Green
and ZHRO Solutions were each estimated to have up to $50,000 in
assets and $1 million to $10 million in liabilities; and ZHRO Power
was estimated to have up to to $50,000 in assets and $10 million to
$50 million in liabilities.
MICHAEL W. CARMEL, LTD., is the Debtors' counsel.
AESTHETIC DENTISTRY: Files Chapter 11 Plan of Liquidation
---------------------------------------------------------
Aesthetic Dentistry of Charlottesville, P.C., filed a combined
disclosure statement and Chapter 11 plan liquidation.
Upon the Effective Date, the Debtor will cease operations. At such
time, Willis will commence operation of the dentistry practice
under its own name. Willis shall purchase all of the assets and
property of the Debtor for the sum of $400,000.
Class 2 - Unsecured Deficiency Claim of Strategic in the amount of
$21,773.23. The Strategic Allowed Unsecured Claim shall be paid its
prorata share of the $126,432.51 Unsecured Creditor Fund on the
Effective Date.
Class 3 - All Other Unsecured Claims. Class 3 Allowed Claims will
be paid their prorata share of the $126,432.51 Unsecured Creditor
Fund on the Effective Date.
Class 4 - Interest of Equity Security Interest Holder. Dr Steward
will not receive anything under this Plan.
A full-text copy of the Disclosure Statement dated September 10,
2019, is available at https://tinyurl.com/y4o3m5kn from
PacerMonitor.com at no charge.
About Aesthetic Dentistry of Charlottesville
Aesthetic Dentistry of Charlottesville, P.C. --
http://www.cvillesmiles.com/-- is owner and operator of a dental
clinic in Charlottesville, Virginia. The clinic specializes in
preventive, cosmetic, and restorative dentistry.
Aesthetic Dentistry of Charlottesville sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Va. Case No.
18-62306) on Nov. 26, 2018. At the time of the filing, the Debtor
disclosed $1,588,405 in assets and $1,785,932 in liabilities. The
case is assigned to Judge Rebecca B. Connelly. Wharton, Aldhizer &
Weaver PLC is the Debtor's legal counsel.
AGC REFINING: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: AGC Refining & Filtration, LLC
fdba Allen Filtration, LLC
3045 E. Elm
Springfield, MO 65802
Business Description: AGC Refining & Filtration, LLC --
https://agcinternational.com/ -- is a
manufacturing company in the AGC
International LLC Group. ACG International
is an umbrella company which has brand and
marketing control over a group of companies
which represent 100 years of leadership in
the oil, gas, and fluid filtration
industries.
Chapter 11 Petition Date: September 20, 2019
Court: United States Bankruptcy Court
Western District of Missouri (Springfield)
Case No.: 19-61153
Judge: Hon. Cynthia A. Norton
Debtor's Counsel: David E. Schroeder, Esq.
DAVID SCHROEDER LAW OFFICES, P.C.
1524 East Primrose St., Suite A
Springfield, MO 65804-7915
Tel: 417-890-1000
Fax: 417-886-8563
E-mail: bk1@dschroederlaw.com
Total Assets: $619,766
Total Liabilities: $7,427,959
The petition was signed by Jerome Nichols, president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/mowb19-61153.pdf
ALL STOP VENDING: Firestone Objects to Disclosure Statement
-----------------------------------------------------------
Creditor Firestone Financial, LLC, objects to the entry of an order
approving the Disclosure Statement for Plan of Reorganization for
Debtor All Stop Vending, LLC, due to inadequate information as
defined in Section 1125 of the Bankruptcy Code.
The Debtor is in the vending machine business selling snacks and
drinks. The machines are organized along "routes" which the Debtor
services. Firestone has no idea whether the Debtor is a viable
business, because of the incomplete asset and income information
provided. The Debtor has failed to identify the number of vending
machines operated, as well as the number of vending machines
actually owned by the Debtor. The Debtor has provided only a total
summary of its monthly cash receipts and disbursements, preventing
Firestone from determining if the Debtor has accounted for all of
its expenses, and all of its revenues. The Debtor has also failed
to provide projections demonstrating that there is a reasonable
likelihood of successful reorganization. Firestone objects to
approval of the Debtor's disclosure statement because the Debtor
has failed to provide adequate information as required by Section
1125(b) of the Bankruptcy Code.
The Debtor identified Firestone as a secured creditor under Class 4
and an unsecured creditor under Class 5.
Firestone complains that creditors cannot determine whether the
Debtor has complied with the Budget referenced in the Cash
Collateral Order, because the operating reports do not include an
itemization of expenses, and do not include any of the financial
reports identified in Paragraph 28 of the Plan.
Attorney to Firestone:
Matthew G. Krause, Esq.
LUKS, SANTANIELLO, PETRILLO & COHEN
110 S. E. 6thStreet -20th Floor
Fort Lauderdale, FL 33301
Email: MKrause@insurancedefense.net
About All Stop Vending
All Stop Vending, LLC, filed a Chapter 11 petition (Bankr. S.D.
Fla. Case No. 19-10687) on Jan. 17, 2019. At the time of the
filing, the Debtor had estimated assets of less than $100,000 and
liabilities of less than $1 million.
The case has been assigned to Judge Robert A. Mark. Sue Lasky P.A.
is the Debtor's legal counsel.
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of All Stop Vending, LLC as of Feb. 25,
according to a court docket.
ALL STOP VENDING: First Home Bank Objects to Disclosure Statement
-----------------------------------------------------------------
First Home Bank objects to the approval of the Disclosure Statement
filed by All Stop Vending LLC due to inadequate information as
defined in Section 1125 of the Bankruptcy Code.
The Debtor is in the vending machine business selling snacks and
drinks. The business operates a number of machines which are
located and serviced in routes or locations. The extent of the
locations/routes is currently unknown due to the Debtor's failure
to provide complete asset and income information, failure to
identify the number of machines, routes, and locations actually
owned and operated by the Debtor.
FHB filed its proof of claim stating that it is a secured creditor,
secured by the general assets of Debtor.
The Debtor has identified FHB's claims as wholly unsecured claims
and failed to assess any secured value to the cash collateral and
intellectual property, nor any other physical assets which would
fall within the general liens of FHB.
Having reviewed the Disclosure Statement and proposed Plan, FHB
submits that the Court should not approve the Disclosure Statement
because it does not contain adequate information, it is
inconsistent with the previous filings of the Debtors, and it fails
to allocate any value to the intellectual property of the locations
of the machines, the value of contract rights to said routes, cash
collateral, or other general assets of the Debtor.
Attorney to the First Home Bank:
Darren Caputo, Esq.
FREEMAN, GOLDIS & CASH, P.A.
2553 First Avenue North
St. Petersburg, Florida 33713
Telephone (423)661-1011
Fax (727) 321-2497
Email: Darren.Caputo@fgclawfirm.com
About All Stop Vending
All Stop Vending, LLC, filed a Chapter 11 petition (Bankr. S.D.
Fla. Case No. 19-10687) on Jan. 17, 2019. At the time of the
filing, the Debtor had estimated assets of less than $100,000 and
liabilities of less than $1 million.
The case has been assigned to Judge Robert A. Mark. Sue Lasky P.A.
is the Debtor's legal counsel.
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of All Stop Vending, LLC as of Feb. 25,
according to a court docket.
ALL STOP VENDING: U.S. Trustee Objects to Plan Confirmation
-----------------------------------------------------------
The United States Trustee for Region 21 objects to the confirmation
of Chapter 11 Plan filed by Debtor All Stop Vending LLC.
According to the U.S. Trustee, Plan is not confirmable as proposed
and the Debtor cannot satisfy its burden under 11 U.S.C. Section
1129.
The Debtor has not received any ballots accepting the Plan and
creditors in Class4 (secured claim of Firestone Financial Inc.) and
Class 5 (general unsecured claims) have rejected the Plan.
The Debtor operates a vending machine business with machines and
product throughout the State of Florida. The vending machines are
apparently encumbered with liens asserted by Firestone Financial,
Inc. and First Home Bank.
The Debtor owns several vehicles, three of which are encumbered
(Classes 1, 2 and 3 under the Plan). It is unclear whether the
creditors asserting a blanket lien are asserting liens on the
remaining vehicles.
The United States Trustee, in accordance the Order Setting Hearing
on Approval of Disclosure Statement and Confirmation of Chapter 11
Plan requests that the Court convert this case to a case under
chapter 7 or dismiss the case with a prejudice period for one
year.
About All Stop Vending
All Stop Vending, LLC, filed a Chapter 11 petition (Bankr. S.D.
Fla. Case No. 19-10687) on Jan. 17, 2019. At the time of the
filing, the Debtor had estimated assets of less than $100,000 and
liabilities of less than $1 million.
The case has been assigned to Judge Robert A. Mark. Sue Lasky P.A.
is the Debtor's legal counsel.
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of All Stop Vending, LLC as of Feb. 25,
according to a court docket.
ANADARKO PETROLEUM: Moody's Withdraws Ba1 CFR on OXY Exchange Deal
------------------------------------------------------------------
Moody's Investors Service withdrawn all outstanding ratings of
Anadarko Petroleum Corporation and its guaranteed subsidiaries,
including the Ba1 Corporate Family Rating and Ba1 senior unsecured
ratings.
This action follows Occidental Petroleum Corporation's (OXY, Baa3
stable) completion of its offer to exchange OXY senior notes for
notes issued by Anadarko and its guaranteed subsidiaries. Around
96% of the aggregate principal amount of notes outstanding for
Anadarko and its guaranteed subsidiaries were exchanged for new OXY
notes.
The following ratings were withdrawn:
Outlook Actions:
Issuer: Anadarko Finance Company
Outlook, Changed To Rating Withdrawn From Rating Under Review
Issuer: Anadarko Petroleum Corporation
Outlook, Changed To Rating Withdrawn From Rating Under Review
Issuer: Kerr-McGee Corporation
Outlook, Changed To Rating Withdrawn From Rating Under Review
Issuer: Union Pacific Resources Group Inc.
Outlook, Changed To Rating Withdrawn From Rating Under Review
Withdrawals:
Issuer: Anadarko Finance Company
Senior Unsecured Notes, Withdrawn , previously rated Ba1 (LGD4),
under review for upgrade
Issuer: Anadarko Petroleum Corporation
Probability of Default Rating, Withdrawn , previously rated Ba1-PD,
under review for upgrade
Speculative Grade Liquidity Rating, Withdrawn , previously rated
SGL-2
Corporate Family Rating, Withdrawn , previously rated Ba1, under
review for upgrade
Senior Unsecured Commercial Paper, Withdrawn , previously rated NP,
under review for upgrade
Senior Unsecured Notes, Withdrawn , previously rated Ba1 (LGD4),
under review for upgrade
Issuer: Kerr-McGee Corporation
Senior Unsecured Notes, Withdrawn , previously rated Ba1 (LGD4),
under review for upgrade
Issuer: Union Pacific Resources Group Inc.
Senior Unsecured Notes, Withdrawn , previously rated Ba1 (LGD4),
under review for upgrade
RATINGS RATIONALE
The notes that remain outstanding for Anadarko and its guaranteed
subsidiaries have no requirements for separate financial reporting
of Anadarko going forward because of the consents obtained from
noteholders as part of the exchange process or per the requirements
of the notes indenture. Since these remaining notes for Anadarko
will not be guaranteed by OXY and there will be no separate
financial reporting for Anadarko, Moody's has decided to withdraw
the ratings because it believes it has insufficient or otherwise
inadequate information to support the maintenance of the ratings.
Anadarko Petroleum Corporation is a wholly owned subsidiary of
Occidental Petroleum Corporation. Occidental Petroleum is a large,
publicly traded independent exploration and production (E&P) with
operations focused in the Permian Basin, the Middle East in Oman,
Qatar and the UAE, and in Colombia. It also has significant
Midstream and Chemicals businesses. The company is headquartered in
Houston, Texas.
ARCTIC CATERING: Files Amended Plan of Liquidation
--------------------------------------------------
Arctic Catering, Inc., filed a First Amended Plan of Liquidation
and accompanying Disclosure Statement.
Class 1 - Administrative Convenience Class are impaired. Holders of
Allowed Class 1 claims shall receive payment pro rata from the ACI
Recovery Fund on the later of (i) the first business day that is 60
days from the Effective Date or (ii) upon allowance of the Class 1
holder’s Claim. All holders of Allowed Class 1 Claims are
entitled to vote on the Plan.
Class 2 - Guarantied Unsecured Claim of Food Service America, Inc.
are impaired. Holders of Allowed Class 2 Claims shall be paid Pro
Rata from the ACI Recovery Fund in quarterly payments. The amount
and timing of such payments shall be determined by the Plan Trustee
but shall commence and occur at the same time as payments on Class
3 claims.
Class 3 - Non-Insider General Unsecured Claims are impaired.
Holders of Allowed Class 3 Claims shall be paid Pro Rata from the
ACI Recovery Fund in quarterly payments. The amount and timing of
such payments shall be determined by the Plan Trustee. The Plan
Trustee will segregate an amount of funds to satisfy the
contingent, unliquidated Claims pending their final allowance or
disallowance.
Class 4 - Insider and Affiliate Unsecured Claims are impaired. Each
holder of an Allowed Class 4 claim shall receive a Pro Rata
distribution of the ACI Recovery Fund if and only if Classes 1, 2
and 3 are paid in full.
Class 5 - Equity Interests. Class 5 consists of all Allowed
Interests in Debtor as of the petition date. Holders of Allowed
Interests will receive no payment on account of their pre-petition
ownership interest in Debtor, and their ownership interests will be
deemed cancelled.
The Debtor has sold substantially all of its assets. The proceeds
from the sale, as well as any deposits or other assets recovered
pre- or post-confirmation will go into the ACI Recovery Fund. There
are also causes of action, including preference actions and
potential claims against Kuukpik Catering and/or Kuukpik
Corporation, which may lead to recoveries for the ACI Recovery
Fund, which causes of action shall be investigated, prosecuted,
and/or settled by the Plan Trustee. The Debtor will make
distributions out of the ACI Recovery Fund in the order of priority
set forth in this Plan.
A full-text copy of the Disclosure Statement dated September 11,
2019, is available at https://tinyurl.com/yxpv6h3j from
PacerMonitor.com at no charge.
Counsel for Debtor:
Grant L. Cartwright, Esq.
Andrew A. Harnisch, Esq
MAY, POTENZA, BARAN & GLLESPIE, P.C.
201 N. Central Avenue, Suite 2200
Phoenix, AZ 85004-0608
Telephone: (602) 252-1900
Facsimile: (602) 252-1114
E-mail: gcartwright@maypotenza.com
aharnisch@maypotenza.com
About Arctic Catering
Founded in 1973, Arctic Catering, Inc. --
https://arcticcatering.com/ -- is a catering and support services
company. Its services include logistics support, food services and
facility management for employees at remote camp and lodging
centers of oil and gas companies in the United States, with a
primary focus on the Northwest Alaskan frontier.
Arctic Catering filed for bankruptcy relief under Chapter 11 of the
Bankruptcy Code (Bankr. D. Ariz. Case no. 18-13118) on Oct. 25,
2018. In the petition signed by David Gonzales, president and CEO,
the Debtor estimated $1 million to $10 million in assets and
liabilities.
The Debtor tapped Andrew A. Harnisch, Esq., at May Potenza Baran &
Gillespie P.C., as its legal counsel; and Marcus Losada and Lorelei
Gonzales as its accountants.
ARLEN HOUSE: JJLB to Get 100% in 4 Monthly Installments
-------------------------------------------------------
Arlen House East 715 LLC filed an amended Disclosure Statement and
Chapter 11 Plan.
The aim is for the General unsecured creditors to be classified in
Class 4, and to receive a distribution of 100% of their allowed
claims, to be distributed.
Unsecured Claim of JJLB Property Management LLC $10,883 is not an
insider. Principal of claimant is Laurent Benzaquen. Mr. Benzaquen
sold the property to the Debtor. Harel Bitton and Laurent
Benzaquen are both real estate licensees, and Harel Bitton hangs
his license with a separate firm owned by Laurent Benzaquen. The
sale by JJLB to Debtor was arms length, and the debt owing is
likewise arms-length. Some $40,000 has been paid on the debt and
the $10,883 is the remainder unpaid.
Since their business is investing in real estate, but they are not
partners in this case, and do not meet the definitions of insiders
or affiliate, and the purchase and resulting loan was at arms
length they should not be considered insiders for purposes of the
purchase money loan in this case.
For Class 4 General Unsecured Creditors, allowed unsecured claim of
JJLB Property Management LLC $10,883 will be paid 100% in four
equal monthly installments after confirmation and payment of bank
claim.
Payments and distributions under the Plan will be funded by the
following: Harel Bitton and affiliates and rent income.
A full-text copy of the Disclosure Statement is available at
https://tinyurl.com/y59cfr6r from PacerMonitor.com at no charge.
About Arlen House East 715
Based in Miami Beach, Florida, Arlen House East 715, LLC, filed a
voluntary petition under chapter 11 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. Case No. 18-16263) on May 24, 2018, listing under
$1 million in both assets and liabilities. The Petition was signed
by Laurent Benzaquen, authorized representative of debtor. The
Debtor is represented by Joel M. Aresty, Esq., at Joel M. Aresty,
P.A., as counsel.
ASPEN CLUB: To Have Access to $140MM in Exit Financing
------------------------------------------------------
Aspen Club & Spa, LLC and Aspen Redevelopment Company, LLC, filed a
Joint Chapter 11 Plan of Reorganization and Disclosure Statement
dated September 16, 2019.
The Plan contemplates that the Debtors will be reorganized with the
assistance of a loan to be approved and funded in conjunction with
the Plan and which loan will allow the Debtors to complete their
real estate development Project and thereby generate the monies
necessary to make the payments and distributions to creditors.
Class 7 - All Allowed General Unsecured Claims. Treatment: Except
to the extent that a Holder of an Allowed General Unsecured Claim
agrees to a less favorable treatment, in full and final
satisfaction, settlement, release, and discharge of and in exchange
for each and every Allowed General Unsecured Claim, each Holder of
an Allowed General Unsecured Claim shall receive its
Debtor-Adjusted Pro Rata portion of the Net Cash Flow generated by
the Reorganized Debtors in the six (6) months following the date
upon which the Exit Financing is paid in full and after the Allowed
Claims in Classes 1, 2, 3 and 4 are paid in full and such Net Cash
Flow shall be paid to Holders of Allowed General Unsecured Claims
before any Cash payments or distributions can be made upon equity
interests in the Reorganized Debtors, including without limitation
the equity interests authorized to be issued pursuant to Section
6.8(c) of the Plan.
Class 7 Claims are Impaired and are entitled to vote to accept or
reject the Plan.
As further set forth in the Plan and following the Effective Date,
the Debtors will have access to Exit Financing in an amount
totaling at least $140 million. This Exit Financing will provide
the bulk of funds available for payment of Allowed Claims pursuant
to the Plan. On and after the Effective Date, the Reorganized
Debtors shall make the payments required by the Plan to the Holders
of Allowed Claims as further described and set forth in the Plan.
The Plan payments shall be in full and complete payment, settlement
and satisfaction of all Claims against the Estates and the
Debtors.
A full-text copy of the Disclosure Statement is available at
https://tinyurl.com/yyrnlc4d from PacerMonitor.com at no charge.
About The Aspen Club & Spa
The Aspen Club & Spa owns and operates a private membership club
that offers high intensity interval training (HI2T), cardio, and
yoga classes.
Aspen Club & Spa sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo. Case No. 19-14158) on May 16,
2019. At the time of the filing, the Debtor had estimated assets
of less than $50,000 and liabilities of between $100 million and
$500 million.
The case has been assigned to Judge Joseph G. Rosania Jr. The
Debtor is represented by Markus Williams Young & Hunsicker LLC.
ASPEN VILLAGE: MidCap Objects to Disclosure Statement
-----------------------------------------------------
MidCap Funding Investment IV, LLC, secured creditor, objects to the
confirmation of Aspen Village at Lost Mountain Memory Care, LLC's
proposed Chapter 11 Plan for reasons that the Plan fails to meet
the requirements of 11 U.S.C. Section 1129.
According to MidCap, revenue projections are unreliable without
providing adequate sources of funding. DIP Lending is impossible
with unidentified lenders willing to extend credit after
confirmation. To have a chance upon Confirmation of the Plan,
Debtor must have financing in place by the hearing date. Otherwise,
the Plan is not feasible and unconfirmable on its face.
DIP lending runs at LIBOR + 2.5%-10%. Conservatively, the interest
on a $2.5M loan could run 7.5%, which at a 20-year amortization
would be about $20,139.83/mo. In all likelihood, a DIP lender would
require payments in the first month following the closing of its
loan with Debtor. Despite stock piling NOI for approximately ten
months (Feb. 2019-Nov. 2019), the DIP payment plus the monthly
payment to MidCap, when that kicks in, would exceed Debtors'
monthly NOI.
If the Plan is confirmed despite it being unfeasible, the Debtor
will be liquidated at a later date since it is not operational (and
never has been), has no ability to generate revenue and has no
assets other than the collateral pledged to MidCap. Unless the
Debtor obtains a DIP loan to complete construction, there is
absolutely no possibility of Debtor ever becoming operational.
Counsel for MidCap Funding Investment IV, LLC:
Francesca Macchiaverna, Esq.
HUNTER, MACLEAN, EXLEY & DUNN, P.C.
200 East Saint Julian Street
Post Office Box 9848
Savannah, Georgia 31412-0048
Telephone: (912) 236-0261
Facsimile: (912) 236-4936
Email: fmacchiaverna@huntermaclean.com
About Aspen Village at Lost Mountain
Aspen Village at Lost Mountain Assisted Living, LLC and Aspen
Village at Lost Mountain Memory Care, LLC filed voluntary Chapter
11 petitions (Bankr. Case N.D. Ga. Nos. 19-40262 and 19-40263,
respectively) on Feb. 5, 2019. Both operate assisted living
facilities in Georgia.
At the time of filing, both Debtors had estimated assets of less
than $50,000 and liabilities of $1 million to $10 million.
The cases have been assigned to Judge Barbara Ellis-Monro. The
Debtors tapped Leslie M. Pineyro, Esq., at Jones & Walden, LLC, as
their legal counsel.
ATLANTIC 111ST: Nov. 18 Plan Confirmation Hearing
-------------------------------------------------
Atlantic 1 11st LLC filed a Chapter 11 Plan and Disclosure
Statement.
Class 1. (MLF3 Atlantic LLC). Class 1 consists of the Allowed
Secured Claim of MLF3 Atlantic LLC. The Plan proposes to satisfy
the Class 1 Secured Claim by payment of principal and interest of
$29,166.67 per month and the balance will be paid on or before
February 28, 2022 from the proceeds of the refinance or sale of the
Property.
Class 2. (MLF3 Atlantic LLC). Class 2 consists of the Allowed Claim
of MLF3 Atlantic LLC. The Plan proposes to satisfy the Class 2
Secured Claim by the payment of principal and interest of $500.00
per month and the balance will be paid on or before February 28,
2022 from the proceeds of the refinance or sale of the Property.
The Debtor asserts that the second mortgage has been paid in full.
Class 3. Class 3 consists of the Allowed Claim of Harbans Singh in
the sum of $1,029,357.00 and it will be paid $5,000.00 per month
and the balance will be paid on or before February 28, 2022 from
the proceeds of the refinance or sale of the Property.
Class 4. (Interests). Class 4 will consist of the holder of the
membership interest of the Debtor. The Interest will be canceled
and issued to Jarnail Singh in exchange for the capital
contribution of $100,000.00 on the Effective Date, plus $10,000.00
per month until the refinance or sale of the Property.
The Bankruptcy Court will hold the hearing on confirmation of the
Plan on November 18, 2019 at 1:30 p.m. (EST) at the United States
Bankruptcy Court for the Eastern District of New York, Alfonse M.
D'Amato Federal Courthouse, 290 Federal Plaza, Room 860, Central
Islip, New York 11722.
The Plan payments will be from Rental of the Property and Refinance
or sale of the Property.
A full-text copy of the Disclosure Statement dated September 10,
2019, is available at https://tinyurl.com/y5hd5eb4 from
PacerMonitor.com at no charge.
About Atlantic 111St
Atlantic 111st LLC, filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 19-42317) on April 18, 2019, estimating under $1
million in both assets and liabilities. The Debtor hired Dahiya
Law Offices LLC, as bankruptcy counsel.
AYTU BIOSCIENCE: Inks Definitive Agreement to Acquire Innovus
-------------------------------------------------------------
Aytu BioScience, Inc. and Innovus Pharmaceuticals, Inc. have signed
a definitive merger agreement whereby Aytu will retire all
outstanding common stock of Innovus for an aggregate of up to $8
million in shares of Aytu common stock, less certain deductions, at
the time of closing. This initial consideration to Innovus common
shareholders is estimated to consist of approximately 4.2 million
shares of Aytu stock. Additional consideration for up to $16
million in milestone payments in the form of contingent value
rights (CVRs) may be paid to Innovus shareholders in cash or stock
over the next five years if certain revenue and profitability
milestones are achieved.
Innovus generated more than $24 million in revenue in the four
quarters ending June 30, 2019.
Through this combined entity, Aytu will expand into the $40 billion
consumer healthcare market with a portfolio of over thirty consumer
products competing in large therapeutic categories including
diabetes, men's health, sexual wellness and respiratory health.
This expanded product line broadens Aytu's portfolio beyond
prescription therapeutics to enable wider revenue distribution,
reduced seasonality associated with Aytu's seasonal antitussive
product line, and higher revenue from an expanded base of
proprietary products.
Combined, Aytu and Innovus generated more than $31 million in
revenue over the preceding four reported quarters ending June 30,
2019. This business combination provides increased revenue scale
and enables operational synergies that can be leveraged to
accelerate the combined company's growth and path to
profitability.
Josh Disbrow, chief executive officer of Aytu BioScience,
commented, "Through this business combination we have taken a very
timely step into a large, rapidly growing segment of the healthcare
market. Over the past two years, significant investment has been
made in the areas of consumer wellness, telemedicine, and online
health, so it's the right time for Aytu to enter this high-growth
market. Further, consumers are increasingly taking control over
their healthcare decisions and, particularly for common conditions,
over 90% of the time patients are self-treating with
over-the-counter options in advance of receiving care from a
prescriber. By adding a consumer unit to Aytu's already growing
prescription business, we increase our exposure to the broader
patient market while continuing to grow our portfolio of novel
prescription products."
Mr. Disbrow continued, "This will make Aytu a fully-integrated
specialty pharmaceutical company addressing patient needs in both
prescription and non-prescription categories. Innovus President &
Chief Executive Officer, Bassam Damaj, Ph.D. and his team have
developed a robust product line and have more than doubled revenue
since 2017, so I'm thrilled about the prospect of our combined
growth plan as the Innovus business becomes the newly created Aytu
Consumer Health business unit."
Initially, the company expects to operate the commercial aspects of
the Innovus consumer business separately from Aytu's prescription
business, while rationalizing general and administrative expenses
through the removal of Innovus' public company costs and redundant
administrative and operational processes, along with the reduction
in overhead, administrative and facilities costs.
The prescription product portfolio will continue to be primarily
commercialized through the existing Aytu sales force, while the
consumer health products will continue to be primarily
commercialized via Innovus' proprietary Beyond Human marketing
platform. However, both lines of business are expected to benefit
from opportunistic cross-selling such that some consumer products
may be marketed in the physician office setting by Aytu's sales
force, while the marketing of the prescription products may be
bolstered through various online and direct-to-consumer marketing
initiatives. It is expected that the two segments will leverage
administrative and operational efficiencies following the
integration of the two companies.
Dr. Bassam Damaj, Ph.D., president & chief executive officer of
Innovus Pharmaceuticals, stated, "This is an exciting inflection
point for Innovus and our shareholders as we combine with Aytu to
strengthen our market position and provide a growth platform for
the company and our products. We are looking forward to helping
build Aytu into a world-class healthcare company, and I'm
personally excited about continuing on as the President of the Aytu
Consumer Health business unit. With the combined strength of our
companies, we believe we can more rapidly grow our novel OTC
medicines and supplements while developing additional consumer
healthcare products as we grow, thus adding value to the
newly-expanded Aytu BioScience."
Under the terms of the merger agreement, Aytu will issue to Innovus
shareholders a combination of stock and contingent value rights
(CVRs), subject to the achievement of certain milestones, for up to
$24 million. The number of shares to be issued will be determined
based on a formula that adjusts the initial $8 million purchase
price for various deductions, such as amounts owed from Innovus to
Aytu under a promissory note (currently $1 million principal
amount), payments to be made to warrant holders (above a
threshold), changes in Innovus liabilities and working capital, and
other adjustments. The CVRs provide additional value of up to $16
million if revenue and profitability milestones over the next five
years are met.
The board of directors of both companies have approved the terms of
the merger transaction which is subject to the approval of both
companies' shareholders. At the time of signing, Aytu had
collected voting agreements supporting the merger transaction that
represent approximately 35% of current shares outstanding. Innovus
has thus far collected voting agreements supporting the transaction
that represent (at the time of signing) approximately 17% of shares
outstanding.
Aytu expects to retire Innovus warrants where warrant holders have
cash-out rights that would be triggered by the merger. The cost of
doing so is estimated to be $1.1 million, paid in a combination of
cash and stock.
The transaction, which is expected to close as early as Aytu's
second fiscal quarter of 2020 (quarter ending 12/31/19) and is
subject to customary closing conditions and regulatory approvals.
A full-text copy of the Agreement and Plan of Merger is available
for free at:
https://is.gd/YiiFiE
About Aytu BioScience
Englewood, Colorado-based Aytu BioScience, Inc. (OTCMKTS:AYTU) --
http://www.aytubio.com-- is a commercial-stage specialty
pharmaceutical company focused on global commercialization of novel
products addressing significant medical needs. The company
currently markets Natesto, the only FDA-approved nasal formulation
of testosterone for men with hypogonadism, ZolpiMist, an
FDA-approved, commercial-stage prescription sleep aid indicated for
the short-term treatment of insomnia characterized by difficulties
with sleep initiation, and recently acquired Tuzistra XR, the only
FDA-approved 12-hour codeine-based antitussive oral suspension.
Additionally, Aytu is developing MiOXSYS, a novel, rapid semen
analysis system with the potential to become a standard of care for
the diagnosis and management of male infertility caused by
oxidative stress. MiOXSYS is commercialized outside of the U.S.
where it is a CE Marked, Health Canada cleared, Australian TGA
approved, Mexican COFEPRAS approved product, and Aytu is planning
U.S.-based clinical trials in pursuit of 510k de novo medical
device clearance by the FDA. Aytu's strategy is to continue
building its portfolio of revenue-generating products, leveraging
its focused commercial team and expertise to build leading brands
within large, growing markets.
Aytu Bioscience reported a net loss of $10.18 million for the year
ended June 30, 2018, compared to a net loss of $22.50 million for
the year ended June 30, 2017. As of March 31, 2019, Aytu
Bioscience had $38.33 million in total assets, $22.30 million in
total liabilities, and $16.03 million in total stockholders'
equity.
EKS&H LLLP, in Denver, Colorado, the Company's auditor since 2015,
issued a "going concern" qualification in its report on the
consolidated financial statements for the year ended June 30, 2018,
citing that the Company has suffered recurring losses from
operations and has an accumulated deficit that raise substantial
doubt about its ability to continue as a going concern.
BIOSTAGE INC: DST Capital Reports 44.8% Stake as of August 30
-------------------------------------------------------------
DST Capital LLC disclosed in a Schedule 13D/A filed with the
Securities and Exchange Commission that as of Aug. 30, 2019 it
beneficially owns 3,000,000 shares of common stock of Biostage,
Inc., and 745,000 shares of common stock issuable upon exercise of
warrants, which represents 44.8 percent of the shares outstanding.
Bin Zhao also reported beneficial ownership of 3,030,722 shares of
common stock and 745,000 shares of common stock issuable upon
exercise of warrants.
The amendment was filed to update the percentage of Common Stock of
Biostage beneficially owned by DST Capital LLC as a result of the
assignment of warrants to purchase Common Stock of the Company.
On Aug. 30, 2019, DST Capital assigned warrants to purchase 555,000
shares of Common Stock. The assignees exercised those warrants on
Aug. 30, 2019.
On Sept. 3, 2019, DST Capital LLC assigned warrants to purchase
40,000 shares of Common Stock. The assignees exercised such
warrants on Sept. 3, 2019.
A full-text copy of the regulatory filing is available for free
at:
https://is.gd/hVuci2
About Biostage
Headquartered in Holliston, Massachusetts, Biostage, Inc., formerly
Harvard Apparatus Regenerative Technology, Inc. --
http://www.biostage.com-- is a biotechnology company developing
bio-engineered organ implants based on the Company's new Cellframe
technology which combines a proprietary biocompatible scaffold with
a patient's own stem cells to create Cellspan organ implants.
Cellspan implants are being developed to treat life-threatening
conditions of the esophagus, bronchus or trachea with the hope of
dramatically improving the treatment paradigm for patients. Based
on its pre-clinical data, Biostage has selected life-threatening
conditions of the esophagus as the initial clinical application of
its technology.
Biostage reported a net loss of $7.52 million for the year ended
Dec. 31, 2018, compared to a net loss of $11.91 million for the
year ended Dec. 31, 2017. As of June 30, 2019, the Company had
$2.63 million in total assets, $920,000 in total liabilities, and
$1.71 million in total stockholders' equity.
In its report dated March 29, 2019, RSM US LLP, in Boston,
Massachusetts, the Company's auditor since 2018, issued an opinion
on the Company's consolidated financial statements for the year
ended Dec. 31, 2018, expressing substantial doubt about the
Company's ability to continue as a going concern. The auditor
stated that the Company has suffered recurring losses from
operations, has an accumulated deficit, uses cash flows in
operations, and will require additional financing to continue to
fund operations.
BIOSTAGE INC: Will Issue 595,000 Common Shares to 8 Investors
-------------------------------------------------------------
As previously reported, on Dec. 27, 2017, Biostage, Inc. entered
into a securities purchase agreement with certain investors.
Pursuant to and simultaneously with the execution of the December
2017 Purchase Agreement, among other securities then issued, the
Company issued warrants to purchase 3,108,000 shares of Common
Stock with an exercise price of $2.00 per share to the December
2017 Investors.
On each of Aug. 30, 2019 and Sept. 3, 2019, following the
assignment by DST Capital LLC of certain of its December 2017
Warrants to eight investors, the respective investors who acquired
those warrants exercised the same. In connection with those
exercises, the Company has instructed, and will instruct, its
transfer agent to issue an aggregate of 595,000 shares of its
common stock to the eight investors. Of the eight investors, the
most any individual investor has acquired in the exercise will be
150,000 shares. Those warrants are being exercised in exchange for
the payment to the Company of cash exercise prices of $1,190,000 in
the aggregate. The shares are being sold and issued without
registration under the Securities Act in reliance on the exemptions
provided by Section 4(a)(2) of the Securities Act as transactions
not involving a public offering and Rule 506 promulgated under the
Securities Act as sales to accredited investors, and in reliance on
similar exemptions under applicable state laws.
About Biostage
Headquartered in Holliston, Massachusetts, Biostage, Inc., formerly
Harvard Apparatus Regenerative Technology, Inc. --
http://www.biostage.com-- is a biotechnology company developing
bio-engineered organ implants based on the Company's new Cellframe
technology which combines a proprietary biocompatible scaffold with
a patient's own stem cells to create Cellspan organ implants.
Cellspan implants are being developed to treat life-threatening
conditions of the esophagus, bronchus or trachea with the hope of
dramatically improving the treatment paradigm for patients. Based
on its pre-clinical data, Biostage has selected life-threatening
conditions of the esophagus as the initial clinical application of
its technology.
Biostage reported a net loss of $7.52 million for the year ended
Dec. 31, 2018, compared to a net loss of $11.91 million for the
year ended Dec. 31, 2017. As of June 30, 2019, the Company had
$2.63 million in total assets, $920,000 in total liabilities, and
$1.71 million in total stockholders' equity.
In its report dated March 29, 2019, RSM US LLP, in Boston,
Massachusetts, the Company's auditor since 2018, issued an opinion
on the Company's consolidated financial statements for the year
ended Dec. 31, 2018, expressing substantial doubt about the
Company's ability to continue as a going concern. The auditor
stated that the Company has suffered recurring losses from
operations, has an accumulated deficit, uses cash flows in
operations, and will require additional financing to continue to
fund operations.
BLUEPOINT MEDICAL: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Bluepoint Medical Associates, LLC
14631 Lee Highway, Suite 413
Centreville, VA 20121
Business Description: Bluepoint Medical Associates LLC
specializes in weight loss management and
sleep, serving the residents of Northern
Virginia, Maryland, Washington, D.C., and
the surrounding area.
Chapter 11 Petition Date: September 19, 2019
Court: United States Bankruptcy Court
Eastern District of Virginia (Alexandria)
Case No.: 19-13121
Judge: Hon. Klinette H. Kindred
Debtor's Counsel: John T. Donelan, Esq.
LAW OFFICE OF JOHN T. DONELAN
125 S. Royal Street
Alexandria, VA 22314
Tel: (703) 684-7555
E-mail: donelanlaw@gmail.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by LaTaunya Johnson-Weaver, managing
member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/vaeb19-13121.pdf
BRIAN G. MEEHAN: Unsecureds to Get 10% Under Chapter 11 Plan
------------------------------------------------------------
Brian G. Meehan M.D., P.C., filed a Chapter 11 plan and
accompanying Disclosure Statement.
Class 3: General Unsecured Claims. Each Holder of an Allowed
General Unsecured Claim as of the Distribution Record Date, shall
receive Cash equal to 10% of its Allowed General Unsecured Claim No
Holders of Allowed General Unsecured Claims shall receive interest
on its Allowed Claim. The Debtor anticipates that the total amount
of general unsecured claims will be approximately $155,228.
Class 1: Priority Tax Claims. Each Holder of an Allowed Priority
Tax Claim shall receive in accordance with section 1129(a)(9)(C)
and (D) of the Bankruptcy Code, the Face Amount of its Allowed
Priority Tax Claim over a period not later than five (5) years
after the Petition Date, payable monthly, together with interest,
on the first Business Day of each month commencing on the Effective
Date of the Plan and on each monthly anniversary date thereafter
until the full amount of the Allowed Priority Tax Claim is paid.
The Debtor believes that the amount of the Priority Tax Claims
totals $155,108.
Class 2: Secured Claims of First Commonwealth Bank. The Debtor will
pay to First Commonwealth Bank the sum of $41,150 in Cash as a
credit against and in reduction of the outstanding arrears due on
the loan form First Commonwealth Bank to the Debtor. Thereafter, on
each monthly anniversary date of the Effective Date, the Debtor
will pay the sum of $7,200, inclusive of interest at the rate
provided in the loan documents between the Debtor and First
Commonwealth Bank until the full amount of such loan has been fully
paid. Lastly, in addition to the preceding on each of the first
nine monthly anniversary dates of the Effective Date , the Debtor
will pay to First Commonwealth Bank an additional sum of $4,140,
without interest as a credit against and in reduction of the
balance of the remaining arrears due on such loan prior to the
Effective Date.
The Debtor's projected average cash at end from month of October
2019 to Q2 2020 is $49,357.50
The hearing at which the Court will determine whether to approve
this Disclosure Statement is scheduled for October 10, 2019 at
10:00 AM Eastern Standard Time, in Courtroom 723, United States
Bankruptcy Court, One Bowling Green, New York, New York 10004-1408.
Objections must be in writing and filed with the Court, and served
so as to be received by 5:00 PM Eastern Standard Time on October 4,
2019.
A full-text copy of the Disclosure Statement dated September 12,
2019, is available at https://tinyurl.com/y5bxm3xs from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Jeffrey N. Rich, Esq.
Howard Magaliff, Esq.
RICH MICHAELSON MAGALIFF LLP
335 Madison Avenue
New York, New York 10017
Telephone: (646) 453 7851
About Brian G. Meehan
Brian G. Meehan, M.D., P.C., based in New York, NY, filed a Chapter
11 petition (Bankr. S.D.N.Y. Case No. 18-13924) on Dec. 4, 2018. In
the petition signed by Brian G. Meehan, president, the Debtor
estimated $500,000 to $1 million in assets and $1 million to $10
million in liabilities. The Hon. Stuart M. Bernstein is the case
judge. Rich Michaelson Magaliff, LLP, serves as bankruptcy counsel.
BRISTOW GROUP: Porter, Kramer Update Committee Members
------------------------------------------------------
In the Chapter 11 cases of Aceto Corporation, et al., the law firms
of Porter Hedges LLP and Kramer Levin Naftalis & Frankel LLP filed
an amended verified statement Rule 2019 of the Federal Rules of
Bankruptcy Procedure, to disclose an updated list of members of the
Official Committee of Unsecured Creditors and their economic
interests in the case.
On May 23, 2019, the United States Trustee for Region 7 appointed
the Committee pursuant to Sections 1102(a) and (b) of title 11 of
the United States Code.
The Committee consisted of the following seven members: (i) Solus
Alternative Asset Management LP; (ii) DeepCurrents Investment Group
LLC.; (iii) Mill Hill Capital LLC; (iv) Infosys Limited; (v)
General Electric Company; (vi) Speedcast Communications, Inc.; and
(vii) HeliFleet 2013-01, LLC.
On August 21, 2019, Solus Alternative Asset Management LP resigned
from the Committee.
On August 22, 2019, DeepCurrents Investment Group LLC resigned from
the Committee.
On August 26, 2019, Mill Hill Capital LLC resigned from the
Committee.
The United States Trustee has been informed of these resignations.
On June 17, 2019, the Committee filed its Verified Statement of the
Official Committee of Unsecured Creditors Pursuant to Bankruptcy
Rule 2019. [Dkt. No. 256]. This First Amended Statement amends and
replaces the 2019 Statement.
As of Sept. 18, 2019, the Committee members and their disclosable
economic interests are:
(1) Infosys Limited
1 World Trade Center
285 Fulton St., 79th Floor
New York, NY 10007
* Infosys Limited holds a claim of not less than
$1,285,709.70, which claim arises out of services and
materials provided in accordance with a Master Services
Agreement with Bristow Group Inc.
(2) General Electric Company
1 Neumann Way
Cincinnati, OH 45215
* GE has a claim of $238,517.55 for amounts owed in connection
with certain engine maintenance and service agreements
(operating through its GE Aviation Business Unit) ("GE"),
as set forth in further detail in the Debtors' Emergency
Motion to Approve Term Sheet with PK AirFinance S.Á.R.L. and
the Milestone Aviation Group Limited (the "Milestone
Motion") filed at Dkt. No. 610.
(3) Speedcast Communications, Inc.
4400 S. Sam Houston Parkway East
Houston, TX 77048
* Speedcast Communications, Inc., and Bristow Group Inc., are
parties to a Master Services Agreement and corresponding
schedules (collectively, the "Contract") whereby Speedcast
provides the Debtor with satellite communications services
and the lease of related equipment. Speedcast
Communications, Inc. holds a claim of not less than
$193,401.25, as documented in Claim Number 183, which claim
arises out of services and materials provided to Bristow
Group Inc. pursuant to the terms of the Contract.
(4) HeliFleet 2013-01, LLC
c/o ECN Capital Corp.
777 South Flagler Drive, Suite 800 East
West Palm Beach, FL 33401
Tel. 416-646-5695
* HeliFleet 2013-01, LLC holds claims arising from the
Debtors’ rejection of leases covering a total of nine (9)
helicopters and their appurtenances leased by HeliFleet
2013-01, LLC to Bristow U.S., LLC (collectively, the
"Leases"); Bristow Group Inc. is a guarantor of the
obligations of Bristow U.S., LLC under the Leases. HeliFleet
2013-01, LLC has a claim of $27,000,000.00 arising from the
Debtors' rejection of the Leases, as set forth in the
Stipulation and Agreed Order filed at Dkt. No. 659.
Counsel to the Official Committee of Unsecured Creditors can be
reached at:
PORTER HEDGES LLP
John F. Higgins, Esq.
1000 Main Street, 36th Floor
Houston, TX 77002
Telephone: (713) 226-6000
Facsimile: (713) 226-6248
E-mail: jhiggins@porterhedges.com
- and -
KRAMER LEVIN NAFTALIS & FRANKEL LLP
Douglas H. Mannal, Esq.
Daniel Eggermann, Esq.
Anupama Yerramalli, Esq.
Megan Wasson, Esq.
1177 Avenue of the Americas
New York, NY 10036
Telephone: (212) 715-9100
Facsimile: (212) 715-8000
E-mail: dmannal@kramerlevin.com
deggermann@kramerlevin.com
ayerramalli@kramerlevin.com
mwasson@kramerlevin.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/Xm2oxZ
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.
BROAD & NEW DEVELOPMENT: Voluntary Chapter 11 Case Summary
----------------------------------------------------------
Debtor: Broad & New Development Associates, L.P.
1 E Broad St
Bethlehem, PA 18018
Business Description: Broad & New Development Associates, L.P.
classifies its business as Single Asset Real
Estate (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: September 19, 2019
Court: United States Bankruptcy Court
Eastern District of Pennsylvania (Reading)
Case No.: 19-15878
Judge: Hon. Ashely M. Chan
Debtor's Counsel: Allen B. Dubroff, Esq.
ALLEN B. DUBROFF, ESQ. & ASSOCIATES, LLC
1500 JFK Blvd, Suite 1020
Philadelphia, PA 19102
Tel: 215-568-2700
Fax: 215-689-3777
E-mail: allen@dubrofflawllc.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Louis Pektor, III, president of Broad &
New Development Corp, sole general partner.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/paeb19-15878.pdf
BVS CONSTRUCTION: CCG to Get Monthly Payments of $86,942
---------------------------------------------------------
BVS Construction, Inc., filed an amended Chapter 11 Plan and
Amended Disclosure Statement.
Class 2 Claimants (Allowed Ad Valorem Tax Claims) are impaired. The
Debtor will pay the Ad Valorem Taxes in sixty (60) equal monthly
payments commencing on the Effective Date with interest at the rate
of 12% per annum. The monthly payment will be approximately $11,143
if the Claim is allowed as filed.
Class 3 Claimants (Allowed Claims of the Texas Comptroller) are
impaired. The Debtor shall pay the Comptroller Proof of Claims in
full with interest at the rate of 6.5% per annum in 60 equal
monthly payments commencing on the Effective Date.
Class 4 Claimants (Allowed Priority Claims of the Internal Revenue
Service) are impaired. The Debtor shall pay the IRS Priority Claim
in sixty (60) equal monthly payments commencing on the Effective
Date with interest at the rate of 5% per annum. In the event the
IRS Priority Claim is allowed as filed, the monthly payment on the
IRS Priority Claim shall be approximately $5,782.
Class 5 Claimants (Allowed Secured Claims of the Internal Revenue
Service) are impaired. The Debtor shall pay the IRS Secured Claim
in one hundred twenty (120) equal monthly payments commencing on
the Effective Date with interest at the rate of 5% per annum. In
the event the IRS Secured Claim is allowed as filed, the monthly
payment on the IRS Secured Claim shall be approximately $14,602.
Class 6 Claimant (Allowed Secured Claim of Commercial Credit Group)
are impaired. CCG shall have an Allowed Secured Claim in the amount
of $2,900,875.4611 less any amount paid to CCG post petition. The
CCG Allowed Secured Claim shall be paid in equal monthly payments
with interest at the rate of 5% per annum making the monthly
payment $86,942, in the absence of default as of the Effective Date
of the Plan.
Class 7 Claimant (Allowed Secured Claims of First State Bank of
Bedias) are impaired. Debtor shall pay the Bedias Note Claim in
full in 36 equal monthly payments with interest at the rate of 5%
per annum commencing on the Effective Date. The monthly payments
shall be $150.44.
Class 8 Claimant (Allowed Secured Claims of Prosperity Bank) are
impaired. The Allowed Secured Claim of Prosperity shall be paid in
eighty-four (84) equal monthly payments with interest at the rate
of 5% per annum commencing on the Effective Date. Based upon the
Proof of Claim filed by Prosperity, if allowed, the amount of the
monthly payment will be $18,847.21.
Class 9 Claimants (Allowed Claims of Numo Remanufacturing Company
and Vanguard Truck Centers) are impaired. Numo has a secured claim,
the secured claim shall be paid in full with interest at the rate
of 5% per annum in sixty (60) equal monthly payments commencing on
the later of the Effective Date or 30 days after a final
determination of the amount owed Numo on its secured claim.
Class 10 Claimants (General Unsecured Creditors of Debtor) are
impaired. General Unsecured shall share pro rata in the Unsecured
Creditors' Pool. BVS shall make 60 monthly payments commencing on
the Effective Date of $5,000.00 each into the Unsecured Creditors'
Pool.
Class 11 Interests (Current Ownership) may be impaired. The Allowed
Equity Interest Holder Claims shall retain their stock in the
Reorganized Debtor, however, in the event that the unsecured
creditors in Class 10 do not vote to accept the Plan, and the stock
ownership of BVS, an auction for the stock ownership shall be
conducted.
The Debtor's current business operations consist of the sale of
concrete and the construction primarily infrastructure of
residential development sites. Under the proposed Plan, the Debtor
will continue to operate and will make certain cash payments to
creditors to fund the Plan.
A full-text copy of the Amended Disclosure Statement dated
September 12, 2019, is available at https://tinyurl.com/y5nsqtz4
from PacerMonitor.com at no charge.
About BVS Construction
B.V.S. Construction Inc., a company based in Bryan, Texas, filed a
Chapter 11 petition (Bankr. W.D. Tex. Case No. 19-60004) on Jan. 2,
2018. In the petition signed by Elaine Palasota, president, the
Debtor estimated $1 million to $10 million in assets and $10
million to $50 million in liabilities. The Hon. Ronald B. King
oversees the case. Eric A. Liepins, Esq., at Eric A. Liepins,
P.A., is the Debtor's bankruptcy counsel.
CALFRAC HOLDINGS: Moody's Lowers CFR to B3, Outlook Stable
----------------------------------------------------------
Moody's Investors Service downgraded Calfrac Holdings, LP's
Corporate Family Rating to B3 from B2, its Probability of Default
Rating to B3-PD from B2-PD and its senior unsecured notes to Caa1
from B3. The Speculative Grade Liquidity Rating was lowered to
SGL-3 from SGL-2. The outlook remains stable.
"The downgrade reflects the sharp and sustained decline in
Calfrac's EBITDA that will lead to a significant increase in
leverage this year and next," said Paresh Chari, Moody's analyst.
Downgrades:
Issuer: Calfrac Holdings, LP
Corporate Family Rating, Downgraded to B3 from B2
Probability of Default Rating, Downgraded to B3-PD
from B2-PD
Speculative Grade Liquidity Rating, Downgraded to SGL-3
from SGL-2
Senior Unsecured Regular Bond/Debenture, Downgraded to
Caa1 (LGD4) from B3 (LGD4)
Outlook Actions:
Issuer: Calfrac Holdings, LP
Outlook, Remains Stable
RATINGS RATIONALE
Calfrac's B3 CFR is constrained by: 1) the volatile nature of the
pressure pumping sector, evident by the drop in expected 2019
EBITDA to $170 million from C$330 million in 2018 and its high
correlation with upstream activities; 2) weak leverage (2019 debt
to EBITDA of 6x) and interest coverage (2019 EBITDA to interest of
2x) that is likely to remain weak in 2020; 3) its concentration in
just one business segment, pressure pumping; and 4) the company's
relatively small size when it competes with larger diversified
oilfield service players. Calfrac's CFR is supported by: 1) its
strong market position in Canada; 2) basin diversification in the
US, including a limited presence in the Permian which is currently
oversupplied with pressure pumping, and international
diversification (Russia and Argentina), alleviating down cycles in
any one region; and 3) adequate liquidity.
Environmental and governance risks Moody's considers include the
environmental opposition to new oil pipeline construction that has
resulted in a shortage of pipeline take-away capacity limiting
producer growth and capex spending. Governance risks included
financial policies that have led to high debt and leverage in a
volatile industry.
Calfrac has adequate liquidity (SGL-3). At June 30, 2019, Calfrac
had C$41 million of cash and C$166 million available (restricted by
the borrowing base) under its revolving credit facility due June
2022 (C$375 million commitment). Moody's expects about C$40 million
of negative free cash flow through Q2 2020. Moody's expects Calfrac
to remain in compliance with its three financial covenants through
this period. Calfrac could sell some assets to raise supplemental
liquidity as proceeds that would likely be used to pay down
revolver outstandings, thereby increasing unused availability.
Calfrac's US$650 million senior unsecured notes are rated Caa1, one
notch below the B3 CFR, because of the priority ranking C$375
million secured credit facilities.
The stable outlook reflects its expectation that Calfrac's EBITDA
has bottomed and leverage will modestly improve through 2020,
although visibility is poor.
The ratings could be upgraded if debt to EBITDA is likely to be
sustained below 4x (6/30/2019LTM 3.9x) and EBITDA to interest above
3x (6/30/2019LTM 3.1x).
The ratings could be downgraded if liquidity becomes weak, debt to
EBITDA trends toward 7x, or if EBITDA to interest is below 1.5x.
Calfrac Holdings LP, is owned by publicly-traded parent Calfrac
Well Services Ltd., which is a Calgary, Alberta-based provider of
pressure pumping (fracking) services to oil and gas companies in
Canada, the United States, Russia, and Argentina.
The principal methodology used in these ratings was Global Oilfield
Services Industry Rating Methodology published in May 2017.
CAMBER ENERGY: Completes $7.7 Million Pipeline Relocation Project
-----------------------------------------------------------------
Camber Energy, Inc.'s subsidiary Lineal Industries, Inc. recently
completed a $7.7 million pipeline relocation project which was
completed in conjunction with the expansion of a major
thoroughfare, the Southern Beltway in Pittsburgh, Pennsylvania.
This project was commenced by Lineal in the 3rd quarter of 2018,
after being awarded to Lineal by one of America's most prominent
energy companies.
Tim Connolly, CEO of Lineal Star Holdings, LLC (the parent of
Lineal Industries, Inc.) commented, "This project is an excellent
example of the type of specialty construction work our team at
Lineal Industries excels in. This project was completed safely, on
time and on budget for our customer, who we are proud to report has
awarded us multiple ongoing projects commenced over the last year
as well."
About Camber Energy
Based in San Antonio, Texas, Camber Energy, Inc. (NYSE American:
CEI) -- http://www.camber.energy/-- is an independent oil and gas
company engaged in the development of crude oil, natural gas and
natural gas liquids in the Hunton formation in Central Oklahoma in
addition to anticipated project development in the Texas Panhandle.
The Company also provides midstream and downstream pipeline
specialty construction, maintenance and field services via its
recently announced acquisition agreement with Lineal Star Holdings
LLC.
Camber Energy reported net income of $16.64 million for the year
ended March 31, 2019, following a net loss of $24.77 million for
the year ended March 31, 2018. As of June 30, 2019, the Company
had $7.16 million in total assets, $1.97 million in total
liabilities, and $5.19 million in total stockholders' equity.
Camber Energy received on July 2, 2019, a deficiency letter from
NYSE American LLC stating that the Company is not in compliance
with the continued listing standards as set forth in Section
103(f)(v) of the NYSE American Company Guide. The Deficiency
Letter indicated that the Company's securities have been selling
for a low price per share for a substantial period of time.
CANNON & CANNON: Unsecured Creditors to Get $100K Under Plan
------------------------------------------------------------
Cannon & Cannon Law, P.C., has filed a Chapter 11 plan and
Disclosure Statement proposing that Class 2- Nonpriority Unsecured
Claims are impaired. The Plan provides that the reorganized Debtor
shall pay the claims of these creditors through the prorata
distribution of a single lump sum payment in the amount
of$100,000.00, to be paid within 30 days after the Effective Date
of the Plan.
Class 3 - Unsecured Claims of Insiders. Class 3 contains the
nonpriority unsecured claims of insiders, namely BWC (POC 8) in the
amount of $80, 661.12 and Fair Dinkum (POC 7) in the amount of
$73,432.17. Due to their status as insiders, these creditors will
receive no distribution under the Plan on account of their claims.
Class 4-lnterests. BWC will remain the shareholder of the
reorganized Debtor. Under the "absolute priority rule," all classes
of creditors must either vote in favor of the Plan or receive
payment of their claims in full. It is the Debtor's position,
however, that BWC will meet the "new value" corollary or exception
to the "absolute priority rule" based upon his postpetition capital
contribution to ensure that the Debtor has sufficient funds to pay
the $100,000.00 lump sum payment to creditors in Class 2 set forth
in Paragraph E-10.00 above as well as his payment of the Bank of
America claim from personal funds set forth in Paragraph E-7.00
above. BWC may not receive distributions, however, on account of
his ownership interest, until nonpriority unsecured claims in Class
2 have been paid as provided in the Plan.
The Plan provides for the continued operation of the Debtor after
confirmation by the reorganized Debtor. Repayment of claims will be
made from funds generated from the reorganized Debtor's
operations.
A full-text copy of the Disclosure Statement dated September 11,
2019, is available at https://tinyurl.com/y49vn34r from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Andres Diaz, Esq.
Timothy J. Larsen, Esq.
DIAZ & LARSEN
307 West 200 South, Suite 3003
Salt Lake City, UT 84101
Tel: (801) 596-1661
Fax: (801) 359-6803
Email: courtmail@adexpresslaw.com
Cannon & Cannon Law, PC, filed a Chapter 11 Petition (Bankr. D.
Utah Case No. 19-21589) on March 15, 2019, and is represented by
Andres Diaz, Esq., at Diaz & Larsen, in Salt Lake City, Utah.
CCO HOLDINGS: S&P Rates New Unsecured Notes 'BB'
------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating and '5'
recovery rating to the proposed unsecured notes issued by Stamford,
Conn.-based cable operator Charter Communications Inc.'s,
subsidiaries, CCO Holdings LLC and CCO Holdings Capital Corp. The
'5' recovery rating indicates S&P's expectation for modest
(10%-30%; rounded estimate: 25%) recovery in a simulated default.
The company plans to use proceeds for general corporate purposes,
which may include share repurchases and repaying debt.
S&P said, "Our 'BB+' issuer credit rating is unaffected because our
base-case forecast assumes about $3 billion of incremental debt in
2019 to fund share repurchases and anticipates the company will
maintain debt to EBITDA at the high-end of its 4x-4.5x target
range. We believe Charter's EBITDA will rise by about 4%-6% in 2019
because of increasing demand for high-margin broadband, which will
offset a modest decline in lower-margin video subscribers."
CENTURY LEASING: Has Agreed to $8,000 WFEF Protection Payment
-------------------------------------------------------------
Century Leasing LLC and Wells Fargo Equipment Finance, Inc., have
agreed that the Debtor will pay Wells Fargo $8,000 per month in
adequate protection payments beginning on Sept. 5, 2019.
About Century Leasing
Century Leasing LLC is a privately held company in the truck rental
business.
Century Leasing sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.S.D. Case No. 19-40296) on July 8, 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
petition was signed by Matthew Kleinsasser, member.
The case has been assigned to Judge Charles L. Nail Jr. Brende &
Meadors LLP is the Debtor's bankruptcy counsel.
No official committee of unsecured creditors has been appointed in
Debtor's case.
CIRCLE BAR: Seeks Authorization to Use Cash Collateral
------------------------------------------------------
Circle Bar T Demolition and Grading, Inc., seeks authority from the
U.S. Bankruptcy Court for the District of South Carolina to use
cash collateral.
The Debtor intends to use cash collateral to continue its business
operation, to pay necessary prepetition debt, to offer adequate
protection to secured creditors, and to secure leases and contracts
as are necessary and routine in its operation of business.
The Debtor has certain prepetition expenses, employees,
contractors, tax debts, insurance, contracts and lease
arrangements, and will have the same in conjunction with its
ongoing business operations; along with indebtedness to financiers
of equipment necessary for Debtor's regular operations, including
Commercial Credit Group, Inc. and Flint Equipment Company.
About Circle Bar T Demolition
Circle Bar T Demolition and Grading, Inc., sought protection under
Chapter 11 of the B ankruptcy Code (Bankr. D.S.C. Case No.
19-04350) on Aug. 16, 2019. In the petition signed by Tom Coker
Lee, president, the Debtor was estimated to have assets of between
$100,001 and $500,000 and liabilities of between $500,001 and $1
million. The case is assigned to Judge David R. Duncan. The
Debtor is represented by Eddye L. Lane, Esq., and J. Carolyn
Stringer, Esq.
No official committee of unsecured creditors has been appointed in
the Debtor's case.
COLLEGE OF NEW ROCHELLE: Case Summary & Top Unsecured Creditors
---------------------------------------------------------------
Debtor: The College of New Rochelle
29 Castle Place
Attn: Bursar Office
New Rochelle, NY 10805
Business Description: The College of New Rochelle was established
by grant of the action of the New York State
Board of Regents in 1898 under the corporate
name "Ursuline Seminary," and was
reincorporated by Regents action by the
issuance of an absolute charter in the first
instance under the corporate name "College
of St. Angela" in 1904, amended to change
the corporate name to "The College of New
Rochelle" in 1910. CNR was formed for the
educational purpose of operating a degree-
granting college. CNR is a charitable
corporation and does not have any members,
and prides itself on serving underprivileged
and first-generation college students.
Chapter 11 Petition Date: September 20, 2019
Court: United States Bankruptcy Court
Southern District of New York (White Plains)
Case No.: 19-23694
Judge: Hon. Robert D. Drain
Debtor's
Restructuring
Counsel: Bonnie Lynn Pollack, Esq.
Matthew G. Roseman, Esq.
CULLEN & DYKMAN, LLP
100 Quentin Roosevelt Boulevard
Garden City, NY 11530
Tel: (516) 296-9143
(516) 357-3700
Fax: (516) 357-3792
Email: bpollack@cullenanddykman.com
mroseman@cullenanddykman.com
Debtor's
Regulatory
Counsel: HOGAN MARREN BABBO & ROSE, LTD.
Debtor's
Restructuring
Advisor: GETZLER HENRICH & ASSOCIATES
Debtor's
Real Estate
Broker: A&G REALTY PARTNERS/B6
Debtor's
Claims &
Noticing
Agent: KURTZMAN CARSON CONSULTANTS LLC
https://www.kccllc.net/cnr/document/list/4962
Estimated Assets: $50 million to $100 million
Estimated Liabilities: $50 million to $100 million
The petition was signed by Mark Podgainy, interim chief
restructuring officer.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/nysb19-23694.pdf
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. 332 E LLC Landlord $152,818
5676 Riverdale Ave., Suite 307
Bronx, NY 10471
2. 755 Co-op City Landlord $458,686
Associates LP
Triangle Equities
Mgmt Co LLC
30-56 Whitestone Expressway
Whitestone, NY 11354
3. Admissions US, LLC Vendor $68,430
Campus Management Corp.
Attn: Billing
Boca Raton, FL 33487
4. ATI Vendor $202,350
11161 Overbrook Rd.
Plainview, NY 11803
5. Bedford Stuyvesant Landlord $126,641
Restoration Corporation
2368 Fulton Street
Brooklyn, NY 11216
6. Con Edison Utility $32,167
PO Box 1701
New York, NY 10116-1701
7. Culinart Vendor $141,126
175 Sunnyside Blvd.
Plainview, NY 11803
8. EAB Royall and Company Vendor $56,075
1920 E Parham Rd.
Henrico, VA 23228
9. FHEG Coll-New Vendor $86,287
Roch. Camp Store
Store No 518
3146 Solutions Center
Chicago, IL 60677
10. Industry and Local Pension $3,972,524
338 Pension and Welfare
911 Ridgebrook Rd
Sparks Glencoe, MD 21152-9451
11. Janney Montgomery Scott LLC Professionals $50,000
1717 Arch Street, 22nd Floor
Philadelphia, PA 19103
12. Kaufman Borgeast & Ryan LLP Professionals $23,082
120 Broadway
New York, NY 10271
13. Marist College Vendor $273,921
Information Technology
3399 North Rd
Poughkeepsie, NY 12601
14. Paetec Communications Inc. Vendor $54,417
PO Box 9001013
Louisville, KY
40290-1013
15. REEC West 125th St LLC Landlord $243,945
c/o Real Estate Equities Corp.
18 East 48th St Penthouse
New York, NY 10017
16. Registry for College Vendor $57,600
& University Presidents
3 Centennial Dr, Ste 320
Peabody, MA 01960
17. Strata Information Group Vendor $35,657
3935 Harney Street, Ste. 203
San Diego, CA 92110
18. Tax Collector - New Rochelle Taxes $105,011
City Hall Tax Office
515 North Avenue
New Rochelle, NY 10801
19. Transworld Systems Inc. Vendor $26,562
PO Box 5505
Attn Norcross
Lockbox 24886
Carol Stream, IL 60197-5505
20. Westchester Academic Vendor $26,971
Library Directors Org
118 N Bedford Road, Suite 201
Mount Kisco, NY 10549
COLLEGE OF NEW ROCHELLE: Files for Chapter 11 to Sell Campus
------------------------------------------------------------
The College of New Rochelle, the liberal arts college that shut its
doors last August 2019 after 115 years, has sought Chapter 11
protection, with plans to sell its 15-acre campus in Westchester
County, New York.
Unable to find another institution willing to merge and unable to
pay off recently uncovered debt, CNR announced in February that it
would close and is winding down its assets. That same month, CNR
signed a deal for Mercy College to admit its students, retain its
faculty, and lease the facilities in New Rochelle and some of its
New York city campuses through 2020.
The bankruptcy is "the final chapter of this storied college," Mark
Podgainy, the school's interim chief restructuring officer said in
a statement.
"Over the course of the last 115 years, CNR has provided more than
87,000 students -- women and men, both traditional age and adult
learners -- with the opportunity to better their lives through
education," he said.
SummitBridge National Investments VII LLC is providing the Debtor
$4 million to finance the Chapter 11 effort. The facility will
mature in 180 days, subject to two separate 90-day extensions.
A&G Realty Partners and B6 Real Estate Advisors are marketing the
campus -- http://www.cnrcampus.com/-- for either continued use as
an educational facility or redevelopment for other uses including
residential.
The New Rochelle campus, which is just 15 miles from Manhattan, has
20 buildings, encompassing more than 425,000 square feet, and is
built around a historic 19th century castle. The campus, which is
located on land formerly owned by hotelier Simeon Leland, also has
a modern recreational and educational complex, including an NCAA
competition-sized swimming pool and basketball court. The college
also features computer and photography labs, a television
production studio, 400+ beds for housing, and a 200,000-volume
library.
"There has been tremendous interest in the campus since the
announcement CNR was closing," Emilio Amendola, co-founder and
co-president of A&G, said in a statement, according to LOHUD.com.
"A turnkey campus such as this, located 15 miles from Manhattan, is
a once-in-a-generation opportunity for an educational user. The
orderly bankruptcy sale will maximize recovery for all parties
involved."
CNR's real estate brokers can be reached at:
B6 Real Estate Advisors
Jamie Cote
Direct Dial: 877-822-0377
- and -
A&G Realty Partners
Emilio Amendola
Direct Dial: 631-465-9507
About the College of New Rochelle
Founded by the Ursuline Sisters in 1904, The College of New
Rochelle comprises four schools -- the school of arts and sciences,
the school of nursing and healthcare professions, the graduate
school and the school of new resources for adult learners. CNR
provided education to underprivileged and first-generation college
students at its historic home in New Rochelle, Westchester County,
New York. The College expanded to operate satellite campuses at
five other locations in the Bronx, Brooklyn, Harlem and Yonkers.
The College of New Rochelle shut operations in August 2019 and on
Sept. 20, 2019, sought Chapter 11 protection (Bankr. S.D.N.Y. Case
No. 19-23694) in White Plains, New York.
In the petition signed by Mark Podgainy, interim chief
restructuring officer, the Debtor was estimated to have $50 million
to $100 million in assets and liabilities.
The Hon. Robert D. Drain is the case judge.
The Debtor tapped CULLEN & DYKMAN, LLP as bankruptcy counsel; HOGAN
MARREN BABBO & ROSE, LTD., as regulatory counsel. GETZLER HENRICH
& ASSOCIATES is the restructuring advisor. A&G REALTY PARTNERS and
B6 REAL ESTATE ADVISORS are marketing the Debtor's assets.
KURTZMAN CARSON CONSULTANTS LLC is the claims agent.
COLLEGE OF NEW ROCHELLE: Former Controller Blamed for Woes
----------------------------------------------------------
The College of New Rochelle, the liberal arts college that shut its
doors last August 2019 after 115 years, has sought Chapter 11
protection, blaming its former controller for its financial
challenges.
In June 2016, CNR's board of trustees learned that the school may
have failed to remit federal payroll taxes for two years. An
investigation further into the payroll tax issue revealed many
serious instances of misconduct on the part of the Debtor's
controller, including:
* Failures to pay payroll taxes for a two-year period;
* Misappropriation of government grant money to cover
unathorized expenses;
* Unauthorized use of endowment funds;
* Failure to make payments to creditors and routinely bouncing
and kiting checks; and
* Active concealment of CNR's true financial situation by
refusing to provide information, making misrepresentations and
issuing false financial information.
The Controller's misconduct resulted in an indictment against him
by the US Attorney for the Southern District of New York and a
civil complaint filed by the Securities and Exchange Commission.
In March 2019, the former Controller pled guilty to fraud and
failure to pay payroll taxes that ultimately left CNR with over $31
million in previously undisclosed debt.
According to LOHUD.com, Former Controller Keith Borge was sentenced
on Aug. 28, 2019, to three years in federal prison and must pay a
$25,000 fine.
Financial Challenges Insurmountable
In response to the discovery of the significant tax obligations,
CNR engaged Ronald Eagar, a CPA at Grassi & Co. to work out a
payment plan with the taxing authorities. CNR successfully entered
into payment plans with the Internal Revenue Service and the New
York State Department of Taxation and Finance. The taxing
authorities agreed to waive all penalties and interests accrued due
to the failure to pay 8 quarters of withholding taxes. CNR remains
engaged with the IRS for the purpose of seeking a waiver of
additional interest accruing on the outstanding principal balance
currently subject to the payment plan.
At the time of the discovery, CNR had an endowment of $3.6 million,
of which just over $1 million was unrestricted. Because of the
limited endowment, CNR was totally depended on tuition revenues to
maintain operations and service its debt.
In an effort to stabilize its financial situation, CNR undertook an
exhaustive search to strategically partner or merge with another
institution of higher learning. Despite entering into letters of
intent with two institutions, both transactions failed to close.
Both potential merger partners cited NR's debt level as the reason
why the transactions did not progress past the due diligence
phase.
On May 2, 2019, CNR engaged Getzler Henrich & Associates, LLC,
management and financial consultants, and Herbert A. Weil, as chief
restructuring officer, to guide CNR's wind down efforts.
Getzler's Herbert Weil has acted as on-site CRO for the Debtor
since May 2, 2019. Getzler's Mark Podgainy stepped in as interim
CRO due to Mr. Weil's Medical leave on Sept. 3, 2019, and will act
as such until Mr. Weil Resumes as CRO.
Teach-Out Agreement
CNR determined that it would cease its educational instruction
following the completion of the summer 2019 academic session on
Aug. 10, 2019.
To protect nearly 2,400 current students, CNR and Mercy College
executed:
* a teach-out agreement, dated Jan. 18, 2019, pursuant to which
Mercy has agreed to be the teach-out partner for those educational
programs of CNR that align with Mercy's current offerings and
programs.
* An Agreement of Mutual Cooperation, dated March 14, 2019,
which lays out terms for their cooperation to ensure that CNR's
students transferring to Mercy would have a seamless transition and
that Mercy would have access to certain resources of CNR necessary
to provide education programs to the transfer students;
* A Lease Agreement dated as of June 28, 2018, pursuant to which
Mercy would lease the Westchester Campus and certain satellite
campuses for 25 months. Mercy prepaid $1.2 million of rent. The
lease will allow CNR to preserve its tax free asset status by
ensuring CNR's educational purpose is accomplished by providing
facilities for Mercy to conduct the teach-out programs.
Debt Load
Ass of the Petition Date, the prepetition lenders assert that the
Debtor was indebted in the following principal amounts:
* Citizens Bank, N.A: $31,985,330
* The Carney Family Charitable Foundation: $2,000,000
* KeyBank, N.A.: $2,312,088
* UMB Bank, N.A. as indenture trustee for NRIDA bonds:
$14,290,000
In addition, as of the Petition Date, the Debtor was indebted to
the following prepetition tax authorities:
* NYS Commissioner of Taxation and Finance: $2,569,289
* NYS Department of Labor: $12,579
* Internal Revenue Service: $16,004,120
About the College of New Rochelle
Founded by the Ursuline Sisters in 1904, The College of New
Rochelle comprises four schools -- the school of arts & sciences,
the school of nursing & healthcare professions, the graduate school
and the school of new resources for adult learners. CNR provided
education to underprivileged and first-generation college students
at its historic home in New Rochelle, Westchester County, New York.
The College expanded to operate satellite campuses at five other
locations in the Bronx, Brooklyn, Harlem and Yonkers.
The College of New Rochelle shut operations in August 2019 and on
Sept. 20, 2019, sought Chapter 11 protection (Bankr. S.D.N.Y. Case
No. 19-23694) in White Plains, New York.
In the petition signed by Mark Podgainy, interim chief
restructuring officer, the Debtor was estimated to have $50 million
to $100 million in assets and liabilities.
The Hon. Robert D. Drain is the case judge.
The Debtor tapped CULLEN & DYKMAN, LLP as bankruptcy counsel; HOGAN
MARREN BABBO & ROSE, LTD., as regulatory counsel. GETZLER HENRICH
& ASSOCIATES is the restructuring advisor. A&G REALTY PARTNERS and
B6 REAL ESTATE ADVISORS are marketing the Debtor's assets.
KURTZMAN CARSON CONSULTANTS LLC is the claims agent.
CONCORD AUTO: Seeks Authority to Use US Bank Cash Collateral
------------------------------------------------------------
Concord Auto Repair Service, Inc., seeks authority from the U.S.
Bankruptcy Court for the Northern District of Ohio to use the cash
collateral in the operation of its business.
The Debtor proposes to use cash collateral for purposes which
include the following: (a) care, maintenance and preservation of
the Debtor’s assets; (b) payment of necessary payroll and other
business expenses; (c) purchase of goods and services, including
inventory; and (d) continued business operations.
The Debtor was indebted to US Bank which has liens on all of its
property, in the approximate amount of $1,500,000. The Debtor
believes that US Bank will assert (a) that it has a perfected
security interests in the Collateral and (b) that US Bank's
perfected security interests generally enjoy the first level of
priority.
The Debtor proposes to allow floating liens on the post-petition
collateral in the same amount and level as the US Bank held
pre-petition and maintain the same level of collateral as
pre-petition.
The Debtor will grant US Bank a replacement lien on all inventory
and accounts receivables acquired after the Petition Date equal in
extent, validity, and priority to the security interest in
inventory and accounts that US Bank held as of the Petition Date.
To provide additional security to US Bank, Debtor will also pay US
Bank adequate protection in the amount of $ 4,000 per month.
About Concord Auto Repair Service
Concord Auto Repair Service, Inc., offers tire sales, auto service,
maintenance and repairs, mufflers, alignments, and computer
diagnostics services.
Concord Auto Repair Service sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ohio Case No. 19-15456) on Aug.
30, 2019. At the time of the filing, the Debtor disclosed $4,578
in assets and $2,093,507 in liabilities. Forbes Law LLC is the
Debtor's counsel.
COOL HOLDINGS: Closes $593,500 Notes Private Placement
------------------------------------------------------
Cool Holdings, Inc., closed a private placement of $593,500 of 12%
unsecured convertible notes issued to investors in two tranches.
The first tranche of Notes, for gross proceeds of $243,500, closed
on Sept. 11, 2019. The second tranche of Notes, for gross proceeds
of $350,000, closed on Sept. 13, 2019. The Notes mature 12 months
from the date of issuance. The Company intends to seek shareholder
and regulatory approvals needed to enable the Notes and unpaid
accrued interest to be converted into shares of the Company's
common stock at a price that is 30% below the volume weighted
average price for the twenty trading days immediately prior to the
date on which such approval is obtained. Upon receipt of the
required approvals, the principal and unpaid accrued interest of
the Notes may be converted at the election of the holders at any
time after the Approval Date. Investors in the Notes also received
a warrant to purchase one share of common stock for each Conversion
Share issuable under the Notes at the Conversion Price. The
warrants are exercisable beginning on the date that all shareholder
and regulatory approvals are received to permit the exercise price
to be set at 30% below the volume weighted average price for the
twenty trading days immediately prior to the date on which such
approval is obtained and expire 36 months from the date of
issuance.
The proceeds from the private placement are being used entirely to
fund the Company's pending acquisition of Simply Mac, Inc.
The Notes were issued in the United States pursuant to an exemption
from registration under Section 4(a)(2) of the United States
Securities Act of 1933, as amended.
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 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.
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.
CORT & MEDAS: 1414 Utica Avenue Objects to Disclosure Statement
---------------------------------------------------------------
1414 Utica Avenue Lender LLC, a secured creditor of Debtor, Cort &
Medas Associates, LLC, submits an objection to the Application for
the entry of an order Approving the Disclosure Statement relating
to Chapter 11 Plan; approval of the form and manner of the notice
of confirmation hearing; establishment of the deadline and
procedures for filing objections to confirmation of the Plan.
According to 1414 Lender, a disclosure statement must "contain
simple and clear language delineating the consequences of the
proposed plan on [creditors'] claims and the possible Code
alternatives so that [creditors] can intelligently accept or reject
the Plan."
1414 Lender asserts that the Disclosure Statement is devoid of
information of a kind that would enable a hypothetical reasonable
investor typical of holders of claims or interests of the relevant
class to make an informed judgment about the Plan, the Disclosure
Statement should not be approved.
1414 Lender points out that the Debtor fails to set any specific
conditions for when it may seek a sale of the Property in the event
that it is unable to secure refinancing.
1414 Lender complains that the Disclosure Statement fails entirely
to quantify in any manner how the Debtor believes that it would be
in a position to repay a loan from a new lender in connection with
the Refinance.
According to 1414 Lender, the Disclosure Statement provides no
information about the feasibility of the Plan.
1414 Lender asserts that the Disclosure Statement should not be
approved as it lacks several major pieces of information, proposes
an unrealistic and unsupported modification to the Secured
Creditor's current loan term, and is in furtherance of a patently
unconfirmable Plan that is inequitable and unfeasible.
Attorneys for 1414 Utica Avenue Lender LLC:
Jerold C. Feuerstein, Esq.
Stuart L. Kossar, Esq.
KRISS & FEUERSTEIN LLP
360 Lexington Avenue, Suite 1200
New York, New York 10017
(212) 661-2900
(646) 454-4168
jfeuerstein@kandfllp.com
skossar@kandfllp.com
About Cort & Medas Associates
Cort & Medas Associates, LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 19-41313) on March 6,
2019. At the time of the filing, the Debtor estimated assets and
liabilities of between $1 million and $10 million. The case is
assigned to Judge Carla E. Craig. Shafferman & Feldman LLP is the
Debtor's legal counsel.
COUNTRYSIDE PROPERTY: Gets Access to ACM Capital's Cash Collateral
------------------------------------------------------------------
Judge Robert A. Mark of the U.S. Bankruptcy Court for the Southern
District of Florida authorizes Countryside Property Maintenance,
LLC, to use cash collateral for 30 days from Sept. 16, 2019 to pay
all ordinary and necessary expenses pursuant to a budget.
ACM Capital Fund I, LLC, is granted a postpetition security
interest and lien on all of the Debtor's assets to the same extent
and priority held prepetition in such assets.
About Countryside Property Maintenance
Countryside Property Maintenance, LLC, is a commercial property
maintenance company in Florida. The Company provides parking lot
sweeping, pressure cleaning, and porter services.
Countryside Property Maintenance, based in Miami, Fla., filed a
Chapter 11 petition (Bankr. S.D. Fla. Case No. 19-15633) on April
29, 2019. In the petition signed by Larry Healy, manager, the
Debtor was estimated to have $1 million to $10 million in both
assets and liabilities. The Hon. Robert A. Mark oversees the case.
Bradley S. Shraiberg, Esq., at Shraiberg Landau & Page, P.A., is
serving as bankruptcy counsel to the Debtor.
The U.S. Trustee did not appoint an official committee of unsecured
creditors in the Chapter 11 case.
CUSSETTA ROAD: Final Cash Collateral Order Entered
--------------------------------------------------
The Hon. Caryl E. Delano of the U.S. Bankruptcy Court for the
Middle District of Florida has authorized Cusseta Road Community
Trust to utilize cash collateral as set forth in the Final Order as
well as the previously filed budget.
The Debtor is required to pay adequate protection to Park Village
LLC in the amount set forth under the original mortgage note, which
payment will be due and payable on the first of each month.
Park Village LLC is granted a replacement lien on and in all
property acquired or generated post-petition by the Debtor's
continued operations to the same extent and priority and of the
same kind and nature as they would have had prior to the bankruptcy
filing and subject to all objections and avoidance claims.
The Debtor is also required to maintain, with financially sound and
reputable insurance companies, insurance of the kind covering the
collateral, and naming the Lenders loss payees as they may request
and as their interest may appear.
The Debtor's authority to use cash collateral will continue in full
force and effect until one or more of these events occurs: (a) the
Debtor's case is converted to Chapter 7 or dismissed; (b) the
appointment of a Trustee; and (c) the confirmation of a plan.
About Cusseta Road Community Trust
Cusseta Road Community Trust classifies its business as single
asset real estate (as defined in 11 U.S.C. Section 101(51B)). It is
the fee simple owner of Grand Oaks Cusseta Mobile Home Park having
a comparable sale value of $1.88 million.
Cusseta Road Community Trust sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-06986) on July
25, 2019. At the time of the filing, the Debtor disclosed
$1,946,158 in assets and $283,643 in liabilities. The case has
been assigned to Judge Caryl E. Delano. Cusseta Road Community
Trust is represented by Tampa Law Advocates, P.A.
The U.S. Trustee, until further notice, will not appoint an
official committee of unsecured creditors in the Debtor's case,
according to court dockets.
DCG ACQUISITION: S&P Assigns 'B-' ICR; Outlook Stable
-----------------------------------------------------
S&P Global Ratings assigned its 'B-' issuer credit rating to DuBois
Chemicals Holdings Inc. (DCG Acquisition Corp.). The outlook is
stable.
S&P is also assigning its 'B-' issue-level and '3' recovery ratings
to the $90 million revolving credit facility (RCF), $110 million
delayed-draw term loan (DDTL; unfunded at close), and $540
first-lien term loan proposed by the company, which is being
acquired by Private equity sponsor Altas Partners from The Jordan
Co. In addition, S&P is assigning its 'CCC' issue-level rating and
'6' recovery rating to the $190 million second-lien senior secured
term loan proposed by the company as part of the transaction.
S&P said, "The rating on DCG Acquisition Corp. (DuBois Chemicals)
reflects our view of the company's limited geographic diversity,
overall narrow scale, and high debt leverage. DuBois has a presence
in niche market segments, and its lack of meaningful scale leaves
earnings vulnerable to demand and pricing shocks. The company
derives primarily all revenues and earnings from North America. Its
market share is small, and in certain markets DuBois competes with
larger, financially stronger companies that could view those spaces
as less attractive in terms of profitability, entry barriers, or
market size. Those companies are potential competitors in the
longer term if DuBois' niche markets become more attractive. These
risk factors are offset in part by the company's strong customer
diversification despite its geographic concentration. We view
DuBois' EBITDA margins as average among specialty chemicals direct
peers, due in part to its track record of achieving targeted
synergies through bolt-on acquisitions. Over the past few years,
DuBois has grown its share in the niche middle-market space via
small tuck-in acquisitions and organically by cross-selling to its
customer base. We believe DuBois will continue to focus on growth
through tuck-in acquisitions, innovation, and new product
introductions."
"The stable outlook reflects S&P Global Ratings' expectation that
DCG Acquisition Corp. (DuBois Chemicals) will maintain operational
performance levels resulting in pro forma weighted-average debt to
EBITDA between 7x-8x. We expect DuBois to continue improving EBITDA
margins and top-line growth as it diversifies into more profitable
end markets and recognizes synergies through tuck-in acquisitions
that will result in slight deleveraging over the next 12 months.
Our base-case scenario assumes that management will remain prudent
in its approach to funding acquisitions and no material increases
in debt, including for a potential dividend recapitalization."
"We could consider a negative rating action over the next 12 months
if DuBois experiences weaker-than-expected end-market demand that
results in an increase in total pro forma leverage such that debt
to EBITDA approaches the double-digit area on a sustained basis. We
could also consider a downgrade if liquidity sources over uses
materially weakens to less than 1.2x or, against our current
expectations, if the company completes a large debt-funded
acquisition or dividend recapitalization."
"We could take a positive rating action within the next 12 months
if the company's operating performance is stronger than we expect,
such that pro forma debt leverage remains below 6.0x on a sustained
basis by improving EBITDA margins 400 basis points. This could
happen if DuBois grows through a mix of higher-margin acquisitions
and more profitable end markets. We would also need clarity that
the company's financial policies would support credit measures at
these levels, after factoring in its growth initiatives."
DIXON MECHANICAL: Directed to File Disclosure Statement by Nov. 15
-------------------------------------------------------------------
Dixon Mechanical, LLC, is directed by the Court to file a Plan and
Disclosure Statement on or before November 15, 2019.
The Disclosure Statement must, at the minimum, contain adequate
information pertaining to the Debtor in the following areas: Pre−
and post−petition financial performance; Steps taken by the
Debtor since filing of the petition to facilitate its
reorganization; A liquidation analysis; and A discussion of the
Federal tax consequences as described in section 1125(a)(1) of the
Bankruptcy Code.
Pursuant to section 105(d)(2)(B)(vi) of the Bankruptcy Code, the
hearing on the approval of the Disclosure Statement shall be
consolidated with the hearing on the confirmation of the Plan and
will be scheduled as set forth herein.
If the Court determines that the Disclosure Statement does not
contain adequate information, the Court shall schedule an expedited
hearing to address the additional information that is required for
the Court to enter an order conditionally approving the Disclosure
Statement and scheduling a Consolidated Hearing.
If the Debtor fails to file a Plan and Disclosure Statement by the
Filing Deadline, the Court shall issue an Order to Show Cause why
the case should not be dismissed or converted to a Chapter 7 case
pursuant to section 1112(b)(1) of the Bankruptcy Code.
About Dixon Mechanical
Dixon Mechanical, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. M.D. Fla. Case No. 19-07459) on August 7, 2019, disclosing
under $1 million in both assets and liabilities. The Debtor is
represented by Melody D. Genson, Esq., at the Law Office of Melody
D. Genson.
ENTERTAINMENT MEDIA: Files for Chapter 7 Liquidation
----------------------------------------------------
Entertainment Media Trust filed a Chapter 7 bankruptcy petition
(Bankr. S.D. Ill. Case No. 19-31224) on Sept. 11, 2019.
Belleville, Illinois-based Entertainment Media owns four radio
stations: KFTK, KZQZ, WQQW and KQQZ. KQQZ broadcasts Bob Romanik's
controversial "Grim Reaper" show.
EMT disclosed assets of more than $2 million and liabilities of
just $121,495.
U.S. Bankruptcy Judge Laura K. Grandy is the case judge.
The Debtor's attorney:
Jerry D Graham, Jr
Jd Graham PC
Tel: 618-235-9800
E-mail: court@jdgrahamlaw.com
The Chapter 7 Trustee is:
Donald M. Samson
226 W Main St Suite 102
Belleville, IL 62220
EP ENERGY: S&P Lowers ICR to 'D' on Missed Interest Payment
-----------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
U.S.-based exploration and production company EP Energy LLC to 'D'
from 'CC'. In addition, S&P lowered its issue-level ratings on the
company's 1.125-, 1.25-, 1.5-lien senior secured debt and the
unsecured notes to 'D'.
EP Energy LLC failed to make a $40 million interest payment on its
1.5-lien senior secured notes due 2025, which constitutes an event
of default under the bond indenture and the credit agreement. The
company failed to make the interest payment before the 30-day grace
period expired because active discussions with some of the
company's creditors are ongoing regarding the company's evaluation
of strategic alternatives.
At the same time, EP Energy entered into forbearance agreements
with certain beneficial owners of greater than 70% of the aggregate
principal amount of the outstanding notes and certain lenders
holding a majority of the revolving commitments under the credit
agreement. In compliance with the forbearance agreements, the
bondholders and other interested parties have agreed to temporarily
abstain from exercising any rights or remedies they may have for
events of default. The forbearance agreements expire on Sept. 22,
2019.
S&P believes EP Energy is unlikely to make the interest payment due
as it discusses restructuring with its lenders. The company has
previously indicated that it may seek Chapter 11 protection.
EXCEL FITNESS: S&P Assigns 'B' Issuer Credit Rating; Outlook Stable
-------------------------------------------------------------------
S&P Global Ratings assigned its 'B' issuer credit rating to Excel
Fitness Holdings Inc.
The company plans to issue a $260 million first-lien term loan due
2026 and a $10 million revolving credit facility due 2024, the
proceeds of which will be used to refinance the existing capital
structure, fund a distribution to shareholders, and add cash to the
balance sheet. S&P assigned its 'B' issue-level rating and '3'
recovery rating to the first-lien facility, indicating its
expectation for meaningful recovery (50%-70%; rounded estimate:
50%) in the event of a payment default.
The rating on Excel Fitness primarily reflects its high leverage,
operations in a highly competitive industry with low barriers to
entry (fitness clubs), lack of ancillary services, and
capital-intensive growth strategy. These risks are partially
mitigated by the company's franchising agreement with the
well-recognized Planet Fitness brand, exclusivity provided by
Planet Fitness development agreements, and strong internal growth.
The stable outlook reflects S&P's expectation that the company will
have adequate cash flow and liquidity to complete its development
goals and can begin to reduce its high leverage through revenue
growth from projected club openings and good EBITDA margin.
S&P said it could lower the ratings if it believes Excel Fitness'
EBITDA will deteriorate as a result of economic or competitive
pressures, leading to lease-adjusted debt to EBITDA sustained above
6.5x.
"While unlikely at the current time because of high anticipated
leverage and the company's financial sponsor ownership, we could
consider raising the ratings if we believe Excel Fitness will
sustain our measure of lease-adjusted debt to EBITDA below 5x," S&P
said.
FLORIDA MICROELECTRONICS: Court Approves Disclosure Statement
-------------------------------------------------------------
The disclosure statement filed by Florida Microelectronics, Inc.,
is conditionally approved.
The hearing on final approval of the disclosure statement and
confirmation of the plan (45 days after the plan is filed unless
extended by the court prior to the expiration of this deadline) has
been set on October 8, 2019 at 1:30 p.m., in United States
Bankruptcy Court 1515 North Flagler Drive Courtroom A.
October 3, 2019 is fixed as the last day for filing and serving
written objections to the disclosure statement and confirmation of
the plan (three business days before the confirmation hearing).
About Florida Microelectronics
Florida Microelectronics, LLC, is a contract manufacturer that
provides manufacturing services, which include electronic and
mechanical design and fabrication for a wide range of industry
applications, from basic components to complex, turnkey systems,
including kiosk assemblies.
On Nov. 5, 2018, Florida Microelectronics filed voluntary petitions
under Chapter 11 of the United States Bankruptcy Code (Bankr. S.D.
Fla. Case No. 18-23807) on Nov. 5, 2018, listing less than $1
million in assets and liabilities. Craig I. Kelley, Esq., at
Kelley & Fulton, PL, represents the Debtor.
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Florida Microelectronics, LLC as of Dec. 14,
according to a court docket.
FREDDIE MAC 2019-HQA3: S&P Assigns Prelim B+ Rating to M-2 Notes
----------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to Freddie Mac
STACR Trust 2019-HQA3's notes.
The note issuance is a residential mortgage-backed securities
transaction backed by fully amortizing, high loan-to-value,
first-lien, fixed-rate residential mortgage loans secured by one-
to four-family residences, planned-unit developments, condominiums,
cooperatives, and manufactured housing to mostly prime borrowers.
The preliminary ratings are based on information as of Sept. 12,
2019. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.
The preliminary ratings reflect:
-- The credit enhancement provided by the subordinated reference
tranches, as well as the associated structural deal mechanics;
-- The credit quality of the collateral included in the reference
pool--a majority of such collateral is covered by mortgage
insurance backstopped by Freddie Mac;
-- A credit-linked note structure that reduces the counterparty
exposure to Freddie Mac for periodic principal payments but, at the
same time, relies on credit premium payments from Freddie Mac (a
highly rated counterparty) to make monthly interest payments and to
make up for any investment losses;
-- The issuer's aggregation experience and alignment of interests
between the issuer and noteholders in the deal's performance,
which, in S&P's view, enhances the notes' strength; and
-- The enhanced credit risk management and quality control
processes Freddie Mac uses in conjunction with the underlying
representations and warranties framework.
PRELIMINARY RATINGS ASSIGNED
Freddie Mac STACR Trust 2019-HQA3
Class Rating Amount ($)
A-H(i) NR 18,727,074,147
M-1 BBB (sf) 140,000,000
M-1H(i) NR 56,095,017
M-2 B+ (sf) 280,000,000
M-2R B+ (sf) 280,000,000
M-2S B+ (sf) 280,000,000
M-2T B+ (sf) 280,000,000
M-2U B+ (sf) 280,000,000
M-2I B+ (sf) 280,000,000
M-2A BB+ (sf) 140,000,000
M-2AR BB+ (sf) 140,000,000
M-2AS BB+ (sf) 140,000,000
M-2AT BB+ (sf) 140,000,000
M-2AU BB+ (sf) 140,000,000
M-2AI BB+ (sf) 140,000,000
M-2AH(i) NR 56,095,017
M-2B B+ (sf) 140,000,000
M-2BR B+ (sf) 140,000,000
M-2BS B+ (sf) 140,000,000
M-2BT B+ (sf) 140,000,000
M-2BU B+ (sf) 140,000,000
M-2BI B+ (sf) 140,000,000
M-2RB B+ (sf) 140,000,000
M-2SB B+ (sf) 140,000,000
M-2TB B+ (sf) 140,000,000
M-2UB B+ (sf) 140,000,000
M-2BH(i) NR 56,095,017
B-1 NR 126,000,000
B-1A NR 63,000,000
B-1AR NR 63,000,000
B-1AI NR 63,000,000
B-1AH(i) NR 25,242,758
B-1B NR 63,000,000
B-1BH(i) NR 25,242,758
B-2 NR 80,000,000
B-2A NR 40,000,000
B-2AR NR 40,000,000
B-2AI NR 40,000,000
B-2AH(i) NR 9,023,754
B-2B NR 40,000,000
B-2BH(i) NR 9,023,754
B-3H(i) NR 19,609,503
(i)Reference tranche only and will not have corresponding notes.
Freddie Mac retains the risk of each of these tranches.
NR--Not rated.
GRCDALLASHOMES LLC: Court Conditionally Approves Plan Disclosures
-----------------------------------------------------------------
GRCDallasHomes LLC's Disclosure Statement filed on September 9,
2019, is conditionally approved.
The hearing to consider final approval of the Debtor's Disclosure
Statement (if a written objection has been timely filed) and to
consider the confirmation of the Debtor’s proposed Chapter 11
Plan is fixed and shall be held on October 22, 2019 at 9:30 a.m. in
the Plano Bankruptcy Courtroom, 660 N. Central Expressway, Third
Floor, Plano, Texas 75074.
October 18, 2019 is fixed as the last day for filing written
acceptances or rejections of the Debtor’s proposed Chapter 11
plan.
October 16, 2019 is fixed as the last day for filing and serving
written objections to: (1) final approval of the Debtor’s
Disclosure Statement; or (2) confirmation of the Debtor’s
proposed Chapter 11 plan.
About GRCDallasHomes LLC
GRCDallasHomes LLC, based in The Colony, TX, filed a Chapter 11
petition (Bankr. E.D. Tex. Case No. 19-41186) on May 3, 2019. In
the petition signed by Kazem Daneshmandi, member, the Debtor
estimated $1 million to $10 million in both assets and 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. Khavari & Moghadassi, Attorneys at Law,
P.C., serves as special counsel.
GREEN FAMILY: Case Summary & 5 Unsecured Creditors
--------------------------------------------------
Debtor: Green Family Fun Zone, LLC
3495 Chadwick Drive
Uniontown, OH 44685
Business Description: Green Family Fun Zone, LLC --
https://gotothezone.com/ -- owns and
operates
an amusement complex in North Canton, Ohio,
featuring a go-cart track, bumper cars, and
a miniature golf course. Its facilities can
also accommodate small and large parties.
Chapter 11 Petition Date: September 20, 2019
Court: United States Bankruptcy Court
Northern District of Ohio (Akron)
Case No.: 19-52276
Judge: Hon. Alan M. Koschik
Debtor's Counsel: Michael J. Moran, Esq.
GIBSON & MORAN
PO Box 535
234 Portage Trail
Cuyahoga Falls, OH 44222
Tel: (330) 929-0507
Fax: (330) 929-6605
E-mail: mike@gibsonmoran.com
Total Assets: $698,550
Total Liabilities: $1,699,086
The petition was signed by Scott Plummer, manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's five unsecured creditors is available for free
at:
http://bankrupt.com/misc/ohnb19-52276.pdf
GREEN PHARMACEUTICALS: Court Approves Disclosure Statement
----------------------------------------------------------
The First Amended Disclosure Statement of Green Pharmaceuticals,
Inc., is approved.
A hearing to consider confirmation of the Debtor's Plan will be
held on October 15, 2019 at 11:00 a.m.
Any objection to the Plan must be filed and served on counsel for
the Debtor and the Office of the U.S. Trustee by September 24,
2019.
About Green Pharmaceuticals
Green Pharmaceuticals, Inc. -- https://www.snorestop.com/ -- is a
privately held company in Camarillo, California offering its
flagship brand SnoreStop, an easy-to-use sprays and tablets that
help people to experience a good night's sleep. SnoreStop the only
medically proven over-the-counter natural solution to snoring that
is not a device.
Green Pharmaceuticals, based in Camarillo, CA, filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 18-12087) on Dec. 19, 2018. In
the petition signed by Dominique De Rivel, president and CEO, the
Debtor disclosed $380,735 in assets and $3,951,007 in liabilities.
The Hon. Deborah J. Saltzman oversees the case. Steven R. Fox,
Esq., at The Fox Law Corporation, Inc., serves as bankruptcy
counsel.
GREG HOMESLEY: Seeks Permission to Use Cash Collateral
------------------------------------------------------
Greg Homesley CPA, P.C., Inc., seeks permission from the U.S.
Bankruptcy Court for the Middle District of Florida to allow it to
use cash collateral in order to meet its post-petition obligations
related to its plumbing business.
Peoples Bank holds a blanket security interest -- a first lien
position -- on Debtor's personal property. Peoples Bank's claim is
estimated at only $3,800. Live Oak Bank also holds a security
interest on Debtor's personal property located in Texas.
The Debtor is willing to enter into an agreement with its Secured
Creditors to provide post-petition replacement lien in the same
priority and extent of any prepetition lien, without determining
the extent or existence of such lien.
About Greg Homesley CPA
Greg Homesley, CPA, P.C. -- http://www.greghomesley.com/--
provides comprehensive tax, accounting and financial services for
professionals, executives, small business owners and retirees.
Greg Homesley sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Fla. Case No. 19-03370) on Aug. 31, 2019. At the
time of the filing, the Debtor disclosed $283,495 in assets and
$1,081,430 in liabilities. Law Offices of Mickler & Mickler is the
Debtor's counsel.
HOSTESS BRANDS: Moody's Assigns B1 CFR, Outlook Stable
------------------------------------------------------
Moody's Investors Service assigned Hostess Brands, LLC a Corporate
Family Rating of B1 and a Probability of Default Rating at B1-PD.
At the same time, Moody's assigned a B1 to the company's new $100
million senior secured revolving credit facility due 2024 and $985
million first lien term loan due 2025. These facilities will
replace the company's existing $100 million senior secured
revolving credit facility expiring 2020 and $994 million first-lien
term loan maturing 2022. At the close of the transaction, all of
the ratings under Hostess Holdco, LLC will be withdrawn. The
outlook is stable.
Moody's took the following rating actions on Hostess Brands, LLC:
- Corporate Family Rating assigned at B1;
- Probability of Default Rating assigned at B1-PD;
- $100 million senior secured revolving credit facility
expiring 2024 assigned at B1 (LGD4).
- $985 million first lien term loan due August 2025
assigned at B1 (LGD4).
The rating outlook is stable.
At the close of the transaction, all of the ratings under Hostess
Holdco, LLC will be withdrawn:
- Corporate Family Rating of B1 will be withdrawn;
- Probability of Default Rating of B1-PD will be withdrawn;
- $100 million senior secured revolving credit facility
expiring 2020 rating of B1 (LGD4) will be withdrawn;
- $994 million first lien term loan due 2022 rating of
B1 (LGD4) will be withdrawn.
Rating outlook of stable will be withdrawn.
RATINGS RATIONALE
Hostess' B1 Corporate Family Rating reflects its high financial
leverage (5.3x debt/EBITDA as of June 30, 2019), concentration in
low-growth snack cakes category, moderate scale among consumer
goods companies, and rising freight and commodity costs. The rating
also reflects Hostess' well-known portfolio of snack cake brands,
high profit margins, good cash flows and very good liquidity. The
rating further reflects continued upside potential from the
CloverHill acquisition in 2018.
The stable rating outlook reflects Moody's expectation that Hostess
will maintain its good operating performance and exceed $200
million of EBITDA next year. Barring any debt-financed
acquisitions, Moody's also expects financial leverage to decline
below 5.0 times within the next 12 months.
The ratings could be downgraded if operating performance
deteriorates or if the company pursues debt financed acquisitions
that cause debt to EBITDA to be sustained above 5.0 times.
The rating could be upgraded if Hostess continues to successfully
grow revenues, maintains stable solid operating performance,
improves earnings diversity and sustains debt to EBITDA below 4.0
times while maintaining good liquidity.
Headquartered in Kansas City, MO, Hostess develops, manufactures,
markets, and sells packaged baked sweet goods in the United States
including snack cakes, donuts, sweet rolls, pies and related
products. Well-known brands include Twinkies, Ding Dongs, Zingers,
HoHo's, and Donettes. Revenues were approximately $890 million for
the twelve months ended June 30, 2019.
Hostess Holdco, LLC is a wholly-owned subsidiary of Hostess Brands,
Inc., a public company traded under the ticker "TWNK". Hostess
Brands, Inc. does not guarantee the debt of its subsidiaries.
The principal methodology used in these ratings was Global Packaged
Goods published in January 2017.
HOSTESS BRANDS: S&P Assigns 'BB-' Rating to Term Loan, Revolver
---------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level ratings to
Hostess Brands Inc.'s (borrower Hostess Brands LLC) proposed,
amended, extended and repriced $100 million revolver due August
2024 (extended from August 2020) and $985 million first-lien term
loan due August 2025 (extended from 2022). The recovery rating is
'2', indicating S&P's expectation for substantial (70% to 90%;
rounded estimate: 75%) recovery in the event of a payment default.
The company plans to refinance its existing facilities (which are
rated 'BB-' with a '2' recovery rating) with this amended,
extended, and repriced facility.
The majority of terms remain the same as in the existing agreement.
All ratings are subject to review upon receipt of final
documentation. S&P will withdraw the ratings on the company's
existing debt following the close of this transaction. S&P's other
ratings, including the 'B+' issuer credit rating and stable outlook
on parent Hostess Brands Inc. are unaffected by this transaction.
S&P said, "The proposed refinancing is leverage neutral, with some
improvement in overall interest expense. Last-12-months leverage is
about 4.7x, and at the upper end of our expectation, leaving little
room for debt financed mergers or acquisitions. Absent an
acquisition we expect Hostess to continue to reduce leverage to the
4x-4.5x range as they generate cash throughout 2019. We expect the
company to seek mostly tuck-in acquisitions that it can fund with
internal cash flows, and to use a combination of equity and debt
for any larger deals. Our ratings on Hostess also reflect the
company's participation in the fragmented and highly competitive
snack cake category (which is susceptible to changes in consumer
preferences as well as health and wellness concerns); its narrow
business and product focus; and its customer, brand, and geographic
concentration."
I.K.E. ELECTRICAL: Gets Nod on Interim Cash Collateral Use
----------------------------------------------------------
Judge John K. Sherwood of the U.S. Bankruptcy Court for the
District of New Jersey has authorized I.K.E. Electrical Corp. to
use Citibank, N.A.'s cash collateral in the amount and for the
purposes set forth in the Budget in accordance with the Interim
Order.
The final hearing is scheduled for Sept. 24, 2019 at 10:00 a.m.
during which time the court will consider entry of a final order on
cash collateral use.
As of the Petition Date, Citibank, N.A. has a secured claim against
the Debtor in the aggregate amount of $92,153, plus continued
interest, costs and attorneys' fees as may be applicable under that
certain Relationship Ready Line of Credit.
In consideration for the use of Citibank's cash collateral,
adequate protection is granted to Citibank as follows:
(a) The Debtor is authorized to remit adequate protection
payments to Citibank in the sum of $2,500 as provided for under the
Budget, on or before the 22nd day of each month.
(b) Citibank is granted a replacement lien in all of the
Debtor's collateral, wherever located, whether in the possession of
the Debtor or third parties, whether such assets were acquired
before or after the Petition Date, of any kind or nature, tangible
or intangible, wherever located, and the proceeds and products
thereof (excluding claims which have or may be commenced under
Sections 544, 547, 548 or 550 of the Bankruptcy Code and the
proceeds and the products thereof).
(c) To the extent adequate protection provided for hereby
proves insufficient to protect Citibank's interest in and to the
cash collateral, the Citibank will have a superiority
administrative expense claim pursuant to Section 507(b) of the
Bankruptcy Code, senior to any and all claims against the Debtor
under Section 507(a) of the Bankruptcy Code, whether in this
proceeding or in any superseding proceeding.
(d) The Debtor will provide Citibank with such written
reports and/or financial information as required under the Loan
Documents.
(e) In addition to providing the Citibank with a copy of the
monthly operating reports filed with the Bankruptcy Court on the
20th day after the reporting month, the Debtor will also provide
the Citibank with a bi-monthly report of all monetary receipts
collected and expenses incurred.
About I.K.E. Electrical Corp.
I.K.E. Electrical Corporation is a residential electrical
contractor in Closter, New Jersey.
The Company previously sought bankruptcy protection (Bankr. D.N.J.
Case No. 16-18212) on April 28, 2016.
I.K.E. Electrical Corp., based in Closter, NJ, filed a Chapter 11
petition (Bankr. D.N.J. Case No. 19-22216) on June 19, 2019. The
Hon. John K. Sherwood oversees the case. David L. Stevens, Esq.,
at Scura, Wigfield, Heyer & Stevens, LLP, serves as the Debtor's
bankruptcy counsel. In the petition signed by Rebecca S. Adika,
president, the Debtor estimated $100,000 to $500,000 in assets and
$1 million to $10 million in liabilities.
IDEANOMICS INC: Names Conor McCarthy as CFO
-------------------------------------------
Ideanomics, Inc. has appointed Mr. Conor McCarthy as chief
financial officer, effective effective Sept. 10, 2019. As CFO, Mr.
McCarthy will oversee Ideanomics' global financial operations,
including financial management, treasury, tax, budgeting, financial
planning, reporting, and compliance.
"We are delighted to have Conor join Ideanomics as our new CFO,"
said Alf Poor, CEO of Ideanomics. "At such an important phase for
the company, we were looking for a CFO with experience in the
fintech industry, as well as someone who had the ideal background
which is a mix of public company and high-growth start-up
experience. Conor brings a blend of operational and strategic
experience to our finance operations, and his extensive experience
with financial services firms will prove invaluable to our planning
and execution. We are extremely pleased to have Conor join us
during an exciting growth phase for the company."
Mr. McCarthy brings over 30 years of experience to the CFO role in
areas such as corporate strategy and corporate finance including
capital raising and M&A. Having started his career as an auditor
with KPMG in Ireland, Mr. McCarthy moved into financial services,
working as CFO, treasurer, and other executive finance roles, with
trading and brokerage firms, as well as high growth fintech
partners supporting the financial services industry. Most
recently, Mr. McCarthy was CFO for OS33 a private equity backed
FinTech SaaS platform for compliance and productivity enablement
for the wealth management industry with 200 employees. Previous
positions include CFO roles with Intent, Convergex Group, and 9
years as CFO of the Americas for GFI Group, Inc. a NYSE-listed
fintech wholesale money broker with revenues of almost $1Billion
(now part of BGC Partners, Nasdaq: BGCP).
"I am excited to join this dynamic team at Ideanomics," said Coner
McCarthy. "Ideanomics combines the best of technology with top
global talent, growth potential, and top collaborative working
relationships to offer the next generation of Fintech services."
Mr. McCarthy holds a Diploma in professional accounting from
University College, Dublin and a Bachelor of Business Studies from
Trinity College, Dublin.
Mr. McCarthy has entered into an employment agreement with
Ideanomics, Inc., effective until Dec. 31, 2019, which will renew
for subsequent 1 year periods subject to termination rights
contained in the Agreement. Pursuant to the Agreement, Mr.
McCarthy will receive an annual base salary of $250,000 and will be
entitled to participate in all employment benefit plans and
policies of the Company generally available and will receive up to
1,500,000 stock options at an exercise price which is the higher of
(i) $1.97 and (ii) the price of the Company's stock as of the date
of approval by the Company's board of directors. The Options (i)
will contain a cliff through Dec. 31, 2019 and begin vesting as of
Jan. 1, 2020; (ii) 750,000 of such Options shall vest monthly for
each of the succeeding 12 months; and (iii) the remaining 750,000
of those Options will vest monthly for the next succeeding 12
months. Mr. McCarthy shall be eligible to receive
performance-related cash incentives based on the Company's
performance objectives agreed by the Company's compensation
committee from time to time. In the event that the Company
terminates Mr. McCarthy for "Cause" (as defined in the Agreement),
Mr. McCarthy will receive (i) his base salary thru the remainder of
the term, or renewal term, as the case may be plus the sum of the
prior year's performance bonuses divided by 12 and multiplied by
the months following termination of employment and (ii) health
insurance for 12 months. There is no arrangement or understanding
between Mr. McCarthy and any other person pursuant to which Mr.
McCarthy was selected as the CFO, there is no family relationship
between Mr. McCarthy and any director or officer of the Company.
About Ideanomics
Ideanomics, formerly known as Seven Stars Cloud Group, Inc., is a
global fintech advisory and Platform-as-a-Service company.
Ideanomics combines deal origination and enablement with the
application of blockchain and artificial intelligence technologies
as part of the next-generation of financial services. The company
is headquartered in New York, NY, and has offices in Beijing,
China. It also has a planned global center for technology and
innovation in West Hartford, CT, named Fintech Village.
Ideanomics reported a net loss of $28.42 million for the year ended
Dec. 31, 2018, compared to a net loss of $10.86 million for the
year ended Dec. 31, 2017. As of June 30, 2019, the Company had
$149.39 million in total assets, $61.17 million in total
liabilities, $1.26 million in convertible redeemable preferred
stock, and $86.95 million in total equity.
B F Borgers CPA PC, in Lakewood, Colorado, the Company's auditor
since 2018, issued a "going concern" opinion 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 incurred
recurring losses from operations, has net current liabilities and
an accumulated deficit that raise substantial doubt about its
ability to continue as a going concern.
INNOVATE LV: Case Summary & 3 Unsecured Creditors
-------------------------------------------------
Debtor: Innovate LV Properties LLC
1200 S 4th Street #106
Las Vegas, NV 89104
Case No.: 19-16012
Business Description: Innovate LV Properties LLC is a privately
held company in Las Vegas, Nevada.
Chapter 11 Petition Date: September 19, 2019
Court: United States Bankruptcy Court
District of Nevada (Las Vegas)
Judge: Hon. Bruce T. Beesley
Debtor's Counsel: David A. Riggi, Esq.
DAVID A. RIGGI, ESQ.
5550 Painted Mirage Road #320
Las Vegas, NV 89149
Tel: (702) 808-0359
E-mail: darnvbk@gmail.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Shawn Ras, manager-member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's three unsecured creditors is available for
free at:
http://bankrupt.com/misc/nvb19-16012.pdf
INTERLOGIC OUTSOURCING: John Walker Represents Diocese
------------------------------------------------------
In the Chapter 11 cases of Interlogic Outsourcing, Inc., IOI
Payroll Services, Inc., IOI West, Inc., Lakeview Holdings, Inc.,
Lakeview Technology, Inc., Modearn, Inc., and Timeplus Systems LLC,
the law firm of Jones Walker LLP submitted a verified statement
under Rule 2019 of the Federal Rules of Bankruptcy Procedure to
disclose that it is representing the Diocese of Charlotte, Diocese
of Charleston, Diocese of Raleigh, Diocese of Palm Beach, and Roman
Catholic Church Archdiocese of New Orleans.
Between August 10 and 11, 2019, the Debtors filed voluntary
petitions for relief under chapter 11 of the United States Code.
The Debtors' chapter 11 cases are jointly administered, and no
trustee or examiner has been appointed.
As of Sept. 16, 2019, the Diocese and their disclosable economic
interests are:
(1) Diocese of Charlotte
1123 South Church Street
Charlotte, NC 28203
* Breach of Contract/Open Account: $425,459.85
(2) Diocese of Charleston
901 Orange Grove Road
Charleston, SC 29407
* Breach of Contract/Open Account: $575,526.43
(3) Diocese of Raleigh
7200 Stonehenge Drive
Raleigh, NC 27613
* Breach of Contract/Open Account: $459,400.54
(4) Diocese of Palm Beach
110 Merrick Way Suite 3-B
Coral Gable, FL 33134
* Breach of Contract/Open Account: $270,341.05
(5) Roman Catholic Church Archdiocese of New Orleans
7887 Walmsley Avenue
New Orleans, LA 70125
* Breach of Contract/Open Account: $461,650.55
The parties listed above are each creditors of the Debtors and each
has consented to this multiple representation by Jones Walker.
The claims and claim amounts set forth herein have been provided by
the applicable Diocese and by filing this verified statement, the
Diocese make no representation regarding the amount, allowance, or
priority of such claims and reserves all rights with respect
thereto.
Counsel for the Diocese of Charlotte, Diocese of Charleston,
Diocese of Raleigh, Diocese of Palm Beach, and Roman Catholic
Church Archdiocese of New Orleans can be reached at:
Jones Walker LLP
Mark A. Mintz, Esq.
201 St. Charles Avenue, 49th Floor
New Orleans, Louisiana 70170-5100
Telephone: (504) 582-8368
Facsimile: (504) 589-8368
E-mail: mmintz@joneswalker.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/ZgT3jm
About Interlogic Outsourcing
Founded in Elkhart, Indiana in 2002 and operating under the trade
name IOIPay, Interlogic Outsourcing, Inc., and its related entities
-- https://www.ioipay.com/ -- are a locally based payroll processor
with a national customer base and footprint. They provide
payroll,
payroll tax, and benefit administration services directly to
clients in the United States, as well as through a network of
licensees in the United States and Canada.
Interlogic Outsourcing and six affiliates sought Chapter 11
protection (Bankr. N.D. Ind. Lead Case No. 19-31445) on Aug. 10,
2019.
Interlogic Outsourcing estimated less than $10 million in assets
and at least $10 million in liabilities.
The Hon. Harry C. Dees, Jr., is the case judge.
The Debtors tapped Jacobson Hile Kight LLC and Paul Hastings LLP as
counsel. Prime Clerk LLC is the claims agent.
JTWW INC: May Continue Using Cash Collateral Until Oct. 31
----------------------------------------------------------
The Hon. Frederick P. Corbit of the U.S. Bankruptcy Court for the
Eastern District of Washington has entered an order authorizing
JTWW, Inc.'s interim use of cash collateral in the ordinary course
of its business.
The Debtor permitted to use cash collateral in accordance with the
budget subject to a variation of up to 10% to any one expense
category per month. The Debtor's right to use cash collateral will
immediately terminate upon the earlier to occur of: (i) Debtor's
failure to comply with any term or provision of the Order, or (ii)
Oct. 31, 2019.
The Order prohibits payment to Insiders for compensation, as well
as payment on any loans by Insiders.
The Debtor is directed to make an adequate protection payment to
HomeStreet Bank in the amount of $2,661. In addition, HomeStreet
Bank is granted a postpetition security interest in all of the
assets of the estate of the same character or type in which
HomeStreet Bank had a lien prior to the petition date to secure any
diminution in value of the cash collateral after the Petition Date,
but up to the amount of such diminution and no further. The
Adequate Protection Lien would be valid and enforceable as of the
Petition Date.
Furthermore, HomeStreet Bank will hold and retain all rights
pursuant to Section 507(b) of the Bankruptcy Code to the extent the
adequate protection payments and the Adequate Protection Lien prove
to be inadequate to protect HomeStreet Bank interests.
About JTWW, Inc.
JTWW, Inc. operates Wasabi Asian Bistro -- a restaurant located at
10208 N. Division St. Spokane, Washington. JTWW filed a Chapter 11
petition (Bankr. E.D. Wash. Case No. 19-00236), on Jan. 30, 2019.
In the petition signed by its president Wayne Walton, the Debtor
disclosed assets ranging between $100,001 and $500,000 and
liabilities ranging between $500,001 and $1 million.
K&D INDUSTRIAL: Disclosure Statement Has Prelim Approval
--------------------------------------------------------
Judge Phillip J. Shefferly of the U.S. Bankruptcy Court for the
Eastern District of Michigan issued an order granting preliminary
approval of the Disclosure Statement and Liquidating Plan for K & D
Industrial Services Holding dated September 13, 2019.
The deadline to return ballots on the liquidating plan, as well as
to file objections to final approval of the adequacy of the
information in the disclosure statement and objections to
confirmation of the liquidating plan is October 25, 2019, which
should be mailed to the Debtors' attorney.
The hearing on objections to final approval of the adequacy of the
information in the disclosure statement and confirmation of the
liquidating plan shall be held on November 1, 2019 at 11:00 a.m.
A full-text copy of the Disclosure Statement dated September 13,
2019, is available at https://tinyurl.com/y35sm9dl from
PacerMonitor.com at no charge.
Attorney for the Debtors:
Lynn M. Brimer, Esq.
Strobl & Sharp P.C.,
300 East Long Lake Road, Suite 200
Bloomfield Hills, Michigan 48304
About K&D Industrial
Since 1974, K&D Industrial Services -- http://www.kdigroup.com/--
has provided industrial and environmental services to customers in
virtually every industry. Founded by Ken Liabenow and Dennis
Springer, K&D focuses on cleaning, removing and treating hazardous
and non-hazardous materials originating from process residual or
industrial waste. Key business areas include industrial cleaning
services, environmental remediation services, hazardous and
non-hazardous transportation services, and treatment services. K&D
services the entire Midwest through its six office locations in
Michigan, Ohio and Kentucky.
K&D Industrial Services Holding Co., Inc. and its affiliates sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.
Mich. Case No. 19-43823) on March 15, 2019. At the time of the
filing, K&D Industrial disclosed zero assets and $3,369,495 in
liabilities. K&D Industries, one of K&D Industrial affiliates,
disclosed $937,714 in assets and $8,736,715 in liabilities. The
cases are assigned to Judge Phillip J. Shefferly. Strobl Sharp
PLLC is the Debtors' counsel.
KDO INDUSTRIES: Seeks Authorization to Use Cash Collateral
----------------------------------------------------------
KDO Industries Inc. seeks authority from the U.S. Bankruptcy Court
for the Eastern District of New York to use cash collateral to the
extent necessary to continue the operation of its business and to
preserve the value of its estate during the course of the Chapter
11 case.
The Debtor has numerous secured and alleged secured creditors, but
the creditors whose liens are not disputed are:
(a) Bridgehampton National Bank, which is owed an outstanding
balance of $1,959, holds a secured first priority lien position in
Debtor's assets;
(b) Porter Capital Corporation is owed an outstanding balance
of approximately $28,047 against the Debtor's total receivable
balance in the aggregate sum of $37,852; and
(c) the Internal Revenue Service is owed the approximate
amount of $84,186 pursuant to several Federal Tax Lien.
With respect to Porter Capital, the Debtor proposes to continue
with the terms of their pre-petition factoring agreement. The
Debtor intends to provide the IRS adequate protection payments in
the amount of $400 per month commencing Oct. 1, 2019.
In addition, the Debtor will grant the Secured Creditors
replacement liens in all of its pre-petition and post petition
assets and proceeds, including the cash collateral and the proceeds
of the foregoing, to the extent that they had valid, legal and
enforceable security interests in said pre-petition assets on the
Filing Date and in the continuing order of priority that existed as
of the Petition Date.
The Replacement Liens will be subject and subordinate only to:
(a) U.S. Trustee fees payable under 28. U.S.C. Section 1930
and 31 U.S.C. Section 3717;
(b) professional fees of duly retained professionals in this
Chapter 11 case as may be awarded pursuant to Sections 330 of 331
of the Code or pursuant to any monthly fee order entered in the
Debtor's Chapter 11 case;
(c) the fees and expenses of a hypothetical Chapter 7 trustee
to the extent of $10,000; and
(d) the recovery of funds or proceeds from the successful
prosecution of avoidance actions pursuant to sections 502(d), 544,
545, 547, 548, 549, 550 or 553 of the Bankruptcy Code.
About KDO Industries
KDO Industries Inc. manufactures fabricated structural metal and
steel or other metal products for structural purposes.
KDO Industries sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 19-76060) on Sept. 3, 2019. At the
time of the filing, the Debtor disclosed assets in the amount of
$333,317 and liabilities in the amount of $2,369,989. The Petition
was signed by Lucelle Del Rosario, president. Berger, Fischoff,
Shumer, Wexler & Goodman, LLP serves as the Debtor's counsel. The
Hon. Alan S. Trust is the case judge.
LECLAIRRYAN PLLC: Seeks Authorization to Use Cash Collateral
------------------------------------------------------------
LeClairRyan PLLC seeks authority from the U.S. Bankruptcy Court for
the Eastern District of Virginia to use cash collateral pursuant to
the Budget.
Specifically, LeClairRyan requires cash collateral to permit it to
pay vendors, meet its payroll and benefit obligations to its
employees, satisfy deposit and payment obligations to utilities and
other providers, maintain its insurance policies, preserve and
protect its assets, and to generally and otherwise pay obligations
critical to continuing the operation of its business for an
efficient and orderly wind-down.
Pursuant to its Loan Agreement with ABL Alliance, LLLP, LeClairRyan
is indebted to ABL Alliance in an outstanding amount of
approximately $6.8 million, as of the Petition Date. The ABL Loan
obligation is secured by a first priority lien in LeClairRyan's
personal property, including LeClairRyan's accounts receivable and
other rights of payment.
Pre-petition, ULX Partners, LLC has provided administrative support
services to LeClairRyan. The amount outstanding on the ULXP Note as
of the Petition Date remains $8,000,000, plus interest. ULXP has a
second priority lien in LeClairRyan's personal property, including
LeClairRyan's accounts receivable and other rights of payment.
To the extent ABL Alliance has valid perfected security interests
in any of its property as of the Petition Date, LeClairRyan
proposes to provide ABL Alliance with Replacement Liens to the
extent of any diminution in value of ABL Alliance's interests in
the the Collateral. The Debtor proposes that ABL Alliance
Replacement Liens will be granted only to secure an amount equal to
the actual value of any diminishment of the ABL Alliance's
Collateral during the period of the Budget.
Additionally, LeClairRyan proposes to make payments to ABL Alliance
to curtail ABL Alliance's claims for principal, interest, and
expenses to the extent funds are available in accordance with the
waterfall set forth in the Budget.
Further, if the Replacement Liens and the curtailment payments are
insufficient to protect ABL Alliance against any diminution in
value of its collateral, then ABL Alliance will have an
administrative expense claim allowable under Bankruptcy Code
sections 507(b) and 503(b) having priority over all other costs and
expenses of administration of any kind, and LeClairRyan reserves
all rights to object to the allowance of such Superpriority Claim
on any basis.
To the extent ULXP has perfected interests in the cash collateral,
LeClairRyan proposes to provide ULXP with the ULXP Replacement
Liens to the extent the value of ULXP's interests in the cash
collateral is diminished during the period of the Budget.
LeClairRyan proposes that the ULXP Replacement Liens will be
granted only to secure an amount equal to the actual value of any
diminishment of the cash collateral during the period of the
Budget.
Furthermore, LeClairRyan agrees to provide ABL Alliance and ULXP on
a weekly basis a report of actual receipts and disbursements for
the prior week compared to the Budget.
About LeClairRyan
Founded in 1988, LeClairRyan PLLC is a national law firm with 385
attorneys, including 160 shareholders, at its peak. The firm
represented thousands of clients, including individuals and local,
regional and global businesses.
Following massive defections by its attorneys LeClairRyan, members
of the firm in July 2019 voted to effect a wind-down of the
Debtor's operations.
LeClairRyan PLLC sought Chapter 11 protection (Bankr. E.D. Va. Case
No. 19-bk-34574) on Sept. 3, 2019, to effect the wind down of its
affairs. The petition was signed by Lori D. Thompson, Esq., chair,
Dissolution Committee.
In its Chapter 11 petition, the firm listed a range of 200-999
creditors owed between $10 million and $50 million. The firm
claims assets of $10 million to $50 million.
The Hon. Kevin R Huennekens is the case judge.
Richmond attorneys Tyler Brown and Jason Harbour of Hunton Andrews
Kurth are representing LeClairRyan in the case. Protiviti is its
financial adviser for the liquidation.
LUXURY LIMOUSINE: Completes Payment to Advantage Funding
--------------------------------------------------------
Luxury Limousine Service, Inc., filed a Third Amended Chapter 11
Plan and accompanying Disclosure Statement.
Class 4 - Classes of General Unsecured Claims are impaired. Each
holder of an Allowed Class 4 claim shall be paid, pro rata, once
the payments to Class 4 begin. Class 4 claims shall be paid out of
(a) the Debtor's future earnings and (b) the net proceeds of any
recoveries by the Debtor on account of any Causes of Action, after
payment of all Claims in Classes 1 through 3.
Class 3 - Classes of Secured Claims are impaired. Class 3 consists
of the Claims of the Advantage Funding, Fleetway Leasing, Internal
Revenue Service, Madison Capital, and Pennsylvania Department of
Revenue, Prime Rate Premium Finance and Titus Leasing. Unless
otherwise agreed, each holder of an Allowed Secured Creditor Claim
shall be impaired. Each holder of an Allowed Secured Creditor Claim
shall be paid the amount of such Allowed Secured Creditor Claim.
Claim 8 Advantage Funding Allowed Secured Amount are impaired.
Debtor completed payments of the lease pursuant to a Stipulation.
No payments will be made to lender in the Chapter 11 Plan.
Claim 3 Prime Rate Premium Finance unimpaired. Claim 3 was
withdrawn and creditor will not receive a distribution in the Plan.
Claim 7 Titus Leasing Allowed Secured Amount are impaired. Debtor
will avoid lien and treat Claim 7 as unsecured.
Claim 2 Internal Revenue Service are impaired. Allowed Secured
Amount of $60,325.25. Debtor will pay the allowed secured amount
listed in the Chapter 11 Plan.
Claim 6 PA Dept. of Revenue are impaired. Allowed Secured Amount of
$12,952.40. Debtor will pay the allowed secured amount listed in
the Chapter 11 Plan.
Payments and distributions under the Plan will be funded by
Debtor's continued operation as transportation service company. The
funds shall be generated from the revenues of the reorganized
Debtor.
A full-text copy of the Third Amended Disclosure Statement dated
September 12, 2019, is available at https://tinyurl.com/yy9rdn8k
from PacerMonitor.com at no charge.
Attorney for Debtor:
Stephen V. Bottiglieri, Esq.
BOTTIGLIERI LAW, LLC
66 Euclid Street, Suite C
Woodbury, NJ 08096
Tel: 888-793-0373
Email: steve@bottiglierilaw.com
About Luxury Limousine Service
Luxury Limousine Service, Inc., sought protection under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 18-13574) on May
31, 2018. In the petition signed by Perry Camerlengo, president,
the Debtor estimated assets of less than $1 million and liabilities
of less than $1 million. The Debtor tapped Bottiglieri Law, LLC,
as its legal counsel.
MARRIOTT VACATIONS: S&P Rates $300MM Senior Unsecured Notes 'BB-'
-----------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating and '5'
recovery rating to the $300 million senior unsecured notes, which
U.S. timeshare company Marriott Vacations Worldwide Corp.'s (MVW)
plans to issue through its subsidiary borrower Marriott Ownership
Resorts Inc. (MORI).
The company intends to use the proceeds from the notes to repay
$139.9 million of Interval Acquisition Corp.'s (IAC) outstanding
notes, $88.2 million of exchange notes, and borrowings under its
revolving credit facility.
At the same time, S&P is raising its issue-level rating on the
secured credit facilities to 'BBB-' from 'BB+' and is revising its
recovery rating to '1' from '2'. In addition, S&P is lowering its
issue-level rating on the company's existing $750 million 6.5%
senior unsecured notes to 'BB-' (the same level as the proposed
notes) from 'BB' and is revising its recovery rating to '5' from
'4'.
The secured debt's issue-level rating upgrade to 'BBB-' from 'BB+'
and the unsecured debt's issue-level rating downgrade to 'BB-' from
'BB' reflect S&P's revised recovery expectations given the
company's anticipated repayment of $139.9 million of IAC notes.
This repayment will eliminate the covenants on the notes that
contain a lien test, which limits the amount of ILG LLC collateral
that can be pledged to secured claims. Therefore, the recovery
prospects for the secured lenders will improve while the recovery
prospects for the unsecured lenders will weaken in a hypothetical
default scenario. The existing covenants under the IAC notes
currently limit the lien that the secured lenders have on ILG's
assets to 3.25x of its EBITDA (which represents half of S&P's
estimated recovery value for ILG based on the rating agency's 6.5x
multiple) with any deficiency claim having a proportional share of
the unpledged ILG value equal with the unsecured creditors. Because
of the lien restriction, the secured lenders would have received
less value directly from ILG and would instead share the remaining
unpledged ILG value on a pro rata basis with both the MORI
noteholders and ILG noteholders. Given that S&P expects the lien
restriction to be eliminated, the unpledged ILG value will become
fully available to the secured lenders. Therefore, S&P's updated
recovery analysis indicates that the secured lenders would achieve
full recovery in a hypothetical default, with a recovery rating of
'1' (rounded estimate: 95%), which is revised from the previous
recovery rating of '2' (rounded estimate: 85%).
S&P's stable outlook on MVW's issuer credit rating reflects its
expectation that strong timeshare contract sales and cost synergies
will allow MVW to sustain the rating agency's measure of leverage
well below the 4.5x downgrade threshold over the next two years.
S&P forecasts captive finance-adjusted net debt to EBITDA will be
low- to mid-3x in 2019.
"We could lower the rating if we believe MVW would not sustain our
measure of leverage below 4.5x, likely the result of operating
underperformance, along with challenges integrating ILG and
achieving cost synergies. We could also lower ratings if risk in
the captive rises enough to impair the parent's risk profile, which
we believe could occur if the loss ratio in the captive increases
meaningfully, or if leverage in the captive increases and is
sustained above 5x debt to equity," S&P said.
"We could raise our rating on MVW if we believe it will sustain our
measure of captive finance-adjusted debt to EBITDA under 3.5x,
incorporating acquisitions, shareholder returns, and volatility
over the economic cycle. The company's long-run leverage policy
range is up to 2.5x, and our measure of leverage is up to 1x higher
than the company's, thus its policy range would likely translate to
our measure of leverage of close to our 3.5x upgrade threshold.
That would leave little cushion to accommodate the high anticipated
volatility that timeshare sales exhibit over the economic cycle.
However, if the company commits to maintaining leverage at the low
end of its policy range and successfully integrates ILG, we could
consider raising our ratings," S&P said.
MAXCOM USA: Drinker, Jewell Update on Noteholders Group
-------------------------------------------------------
In the Chapter 11 cases of Maxcom USA Telecom, Inc., et al., the
law firms of Drinker Biddle & Reath LLP and Ronald R. Jewell, Esq
said it is supplementing its disclosures under Rule 2019 of the
Federal Rules of Bankruptcy Procedure with respect to its
representation of the Ad Hoc Group of Noteholders..
On August 28, 2019, Drinker Biddle filed the Verified Statement of
Drinker Biddle & Reath LLP and Ronald R. Jewell, Esq. Pursuant to
Federal Rule of Bankruptcy Procedure 2019 [Docket No. 37]
Since the date the undersigned filed the First Statement, the
composition of the Ad Hoc Group of Noteholders has changed. In
accordance with Bankruptcy Rule 2019, the undersigned hereby
submits this Supplemental Statement.
As of the date of this Statement, in this Chapter 11 Case, Drinker
Biddle and Mr. Jewell to represent represent Moneda, Moneda Deuda,
LarranVial, UBS Clients and Fratelli.
On or around August 19, 2019, Noteholders retained Drinker Biddle
and Mr. Jewell to represent them in litigation against the debtors,
Maxcom USA Telecom, Inc. and Maxcom Telecomunicaciones, S.A.B. DE
C.V.
As of Sept. 13, 2019, members of the Ad Hoc Group of Noteholders
and their disclosable economic interests are:
(1) Moneda Deuda Latinoamericana Fondo de Inversion
c/o Moneda Asset Management
444 Madison Av, 8th floor
New York, NY 10022
USA
* Step-Senior Notes due 2020: $12,579,245
(2) Fratelli Investments Ltd.
c/o Megeve Investments
Calle Espoz, 3150 oficina 401
Vitacura, Santiago, Chile
* Step-Senior Notes due 2020: $3,628,906
(3) Moneda Latin American Corporate Debt
c/o Moneda Asset Management
444 Madison Av, 8th floor
New York, NY 10022
USA
* Step-Senior Notes due 2020: $2,588,241
(4) SKB Trust
c/o UBS Financial Services Inc.
1251 Avenue of the Americas Second Floor
New York, NY 10020
* Step-Senior Notes due 2020: $2,477,605.00
(5) Fondo Larrain Vial Renta Fija Latinoamericana
c/o LarrainVial Asset Management
Isidora Goyenechea 2800
15th Floor, Las Condes
Santiago, Chile
* Step-Senior Notes due 2020: $1,565,482
(6) Jai-18 Investments Ltd.
c/o UBS Financial Services Inc.
1251 Avenue of the Americas Second Floor
New York, NY 10020
* Step-Senior Notes due 2020: $1,222,000.00
(7) Macapix International Inc.
c/o UBS Financial Services Inc.
1251 Avenue of the Americas Second Floor
New York, NY 10020
* Step-Senior Notes due 2020: $1,105,500.00
(8) MKB Trust
c/o UBS Financial Services Inc.
1251 Avenue of the Americas Second Floor
New York, NY 10020
* Step-Senior Notes due 2020: $982,690.00
(9) MAV Trust
c/o UBS Financial Services Inc.
1251 Avenue of the Americas Second Floor
New York, NY 10020
* Step-Senior Notes due 2020: $814,666.00
(10) Notro
c/o UBS Financial Services Inc.
1251 Avenue of the Americas Second Floor
New York, NY 10020
* Step-Senior Notes due 2020: $712,833.00
(11) Mulina
c/o UBS Financial Services Inc.
1251 Avenue of the Americas Second Floor
New York, NY 10020
* Step-Senior Notes due 2020: $711,126.00
(12) Tortona Capital Ltd.
c/o UBS Financial Services Inc.
1251 Avenue of the Americas Second Floor
New York, NY 10020
* Step-Senior Notes due 2020: $650,000.00
(13) Inversiones San Felipe Inc
c/o UBS Financial Services Inc.
1251 Avenue of the Americas Second Floor
New York, NY 10020
* Step-Senior Notes due 2020: $562,832.00
(14) Arkon CV
c/o UBS Financial Services Inc.
1251 Avenue of the Americas Second Floor
New York, NY 10020
* Step-Senior Notes due 2020: $509,167.00
(15) Jorge Sánchez y Otros
c/o UBS Financial Services Inc.
1251 Avenue of the Americas Second Floor
New York, NY 10020
* Step-Senior Notes due 2020: $509,166.00
(16) Dressar
c/o UBS Financial Services Inc.
1251 Avenue of the Americas Second Floor
New York, NY 10020
* Step-Senior Notes due 2020: $509,166.00
(17) Guipuzcoa Ltd.
c/o UBS Financial Services Inc.
1251 Avenue of the Americas Second Floor
New York, NY 10020
* Step-Senior Notes due 2020: $407,333.00
(18) Barham Corporation
c/o UBS Financial Services Inc.
1251 Avenue of the Americas Second Floor
New York, NY 10020
* Step-Senior Notes due 2020: $407,333.00
(19) Kingland Holding Investments Ltd.
c/o UBS Financial Services Inc.
1251 Avenue of the Americas Second Floor
New York, NY 10020
* Step-Senior Notes due 2020: $400,000.00
(20) Barahona Flores
c/o UBS Financial Services Inc.
1251 Avenue of the Americas Second Floor
New York, NY 10020
* Step-Senior Notes due 2020: $305,500.00
Drinker Biddle represents only the interests of Noteholders and
does not represent or purport to represent any other entities in
connection with the Chapter 11 Case. Upon information and belief
formed after due inquiry, Drinker Biddle does not hold any
disclosable economic interests in relation to the Debtors.
Mr. Jewell represents only the interests of Noteholders and does
not represent or purport to represent any other entities in
connection with the Chapter 11 Case. Upon information and belief
formed after due inquiry, Mr. Jewell does not hold any disclosable
economic interests in relation to the Debtors.
Counsel to the Ad Hoc Group of Noteholders can be reached at:
DRINKER BIDDLE & REATH LLP
James H. Millar, Esq.
Frank F. Velocci, Esq.
Brian P. Morgan, Esq.
1177 Avenue of the Americas, 41st Floor
New York, NY 10036-2714
Telephone: (212) 248-3140 (Main)
Facsimile: (212) 248-3141
E-mail: james.millar@dbr.com
frank.velocci@dbr.com
brian.morgan@dbr.com
- and -
Ronald R. Jewell, Esq.
105 Fillmore Street, Unit 206
Denver, CO 80206-4903
Telephone: (646) 919-0762
Facsimile: (845) 414-3426
E-mail: rrjewell1949@outlook.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/gj1Yhu
About Maxcom USA Telecom
Maxcom Telecomunicaciones, S.A.B. DE C.V, is a limited liability
public stock corporation (sociedad anonima burstatil de capital
variable) with indefinite life, organized under the laws of Mexico
in 1996. Maxcom USA is a wholly owned subsidiary of Maxcom Parent
organized under the laws of New York in 2019. The Debtors are an
integrated telecommunication services operator providing voice and
data services to residential and small- and medium-sized business
customers in markets that the Debtors believed were underserved by
Telefonos de Mexico, S.A.B. de C.V., the local telecommunication
incumbent, and other competing telecommunications providers.
Maxcom USA Telecom, Inc., and Maxcom Telecomunicaciones, S.A.B. de
C.V., filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead
Case No. 19-23489) on Aug. 19, 2019.
At the time of filing, Maxcom USA's estimated assets was $100,000
to $500,000 and liabilities was $0 to $50,000. Maxcom
Telecomunicaciones' estimated assets and liabilities was $100
million to $500 million.
The cases are assigned to Hon. Robert D. Drain.
The Debtors' counsel is Pedro A. Jimenez, Esq., and Irena
Goldstein, Esq., at Paul Hastings LLP, in New York. The Debtors'
financial advisor is Alvarez & Marsal Mexico. Prime Clerk LLC
serves as the Debtors' noticing, balloting and claims
administration agent, and maintains the Web site
https://cases.primeclerk.com/maxcom/
MEDICAL SOLUTIONS: S&P Affirms 'B' ICR on Planned C&A Acquisition
-----------------------------------------------------------------
S&P Global Ratings affirmed the 'B' issuer credit rating on
Omaha-based Medical Solutions Parent Holdings Inc.
At the same time, S&P assigned 'B' issue-level rating to the $270
million incremental first-lien term loan with '3' recovery rating
and 'CCC+' issue level rating with '6' recovery rating to the $100
million incremental second-lien term loan proposed by Medical
Solutions to fund its planned acquisition of Omaha-based C&A
Industries. It will fund the transaction primarily with debt
consisting of a $270 million incremental first-lien term loan and
$100 million incremental second-lien term loan.
The C&A acquisition will increase adjusted funded leverage of the
combined entity to nearly 10x at the end of 2019 considering only
one quarter of C&A (about 6.4x on a pro forma basis), a large
increase from 5.8x at the end of June 30, 2019. S&P estimates
synergies of $10 million-$15 million will help reduce the adjusted
leverage to close to 6.1x in 2020. Annual free cash flow will
slightly decline to $35 million-$50 million for 2019 and 2020 from
about $50 million estimated for 2020 for Medical Solutions on
standalone basis, largely due to the additional interest expense on
the new incremental debt. However, S&P believes resultant interest
coverage remains in the range of 2.0x-3.0x which is commensurate
with other 'B' rated peers.
The stable outlook on Medical Solutions reflects S&P's expectation
that, despite the additional EBITDA from the acquisition, and
steady cash flow generation, the company's adjusted debt leverage
will remain above 6x as a result of its aggressive financial
policies and investment objectives of its private-equity sponsor.
"We could lower our rating on Medical Solutions if it experiences
greater challenges integrating C&A or faces an unforeseen operating
issue that leads to meaningful customer losses and weakened
business amid an extended economic downturn. This might result in
sharp contraction in EBITDA that reduces its free cash flow to
negligible levels. This scenario would entail a contraction in its
EBITDA margin of more than 300 basis points (bps) relative to our
base-case scenario assumption for 2020," S&P said.
"Although unlikely over the next one to two years, we could raise
our rating on Medical Solutions if we expect it to sustain leverage
below 5x and a funds from operations (FFO)-to-total debt ratio of
more than 12%. However, we would likely view any improvement in the
company's credit metrics as temporary given our belief that its
financial sponsor's financial policies will be toward debt-financed
acquisitions or shareholder-friendly activities instead of
deleveraging," S&P said.
MOVING BODY: Oct. 28 Plan Confirmation Hearing
----------------------------------------------
The hearing to consider final approval of the disclosure statement
and confirmation of the Plan will be held on October 28, 2019 at
10:00 a.m. before the honorable Alan Koschik, United States
Bankruptcy Court, Room 260 of the Federal Building, 2 South Main
Street, Akron, Ohio 44308.
Objections to Adequacy of Disclosure Statement and Confirmation of
Plan. October 11, 2019 is fixed as the last date and time for
filing and serving objections to the adequacy of the Disclosure
Statement and Confirmation of the Plan.
Moving Body & Soul, LLC, filed a voluntary Chapter 11 petition
(Bankr. N.D. Ohio Case No. 19-51030) on May 3, 2019, and is
represented by Steven Heimberger, Esq., at Roderick Linton Belfance
LLP, in Akron, Ohio.
NEOVASC INC: Appoints Norman Radow as Director
----------------------------------------------
Norman Radow, managing partner at Strul, an investment firm that
participated in Neovasc's $11.5 million financing, which was
completed in May 2019, has been appointed to the Company's Board of
Directors, effective Sept. 16, 2019. Concurrently, Dr. Jane Hsiao
has stepped down from Neovasc's Board in order to increase her
focus on other business interests, effective immediately.
In addition to his duties as a managing partner at Strul, Mr. Radow
founded the RADCO Companies, an opportunistic real estate
investment group specializing in the acquisition and repositioning
of multifamily assets, in 1994. In 2006, RADCO became a nationally
recognized workout company and then oversaw much of the Lehman
bankruptcy estate residential portfolio from 2008 through 2010.
Today, RADCO owns approximately 17,000 apartment units in 13 cities
across 8 states with an asset value in excess of $2 billion, and
has approximately 500 employees. In both 2017 and 2018, RADCO was
named one of the fastest growing private companies in Atlanta by
the Atlanta Business Chronicle, one of the fastest growing
mid-market companies in the state of Georgia by the Association for
Corporate Growth, and one of the fastest growing companies in the
nation by Inc. 5000. In 2018, Norman was recognized as one of the
Most Admired CEOs in the commercial real estate industry by the
Atlanta Business Chronicle. Prior to founding RADCO, Mr. Radow
practiced law. He was awarded a Juris Doctor by New York Law
School in 1981 and currently serves on its board. Mr. Radow also
received a Bachelor of Arts degree from SUNY Plattsburgh in 1978.
About Neovasc Inc.
Based in Richmond, British Columbia, Neovasc Inc. --
http://www.neovasc.com/-- is a specialty medical device company
that develops, manufactures and markets products for the rapidly
growing cardiovascular marketplace. Its products include the
Neovasc Reducer, for the treatment of refractory angina, which is
not currently available in the United States and has been available
in Europe since 2015, and the Tiara, for the transcatheter
treatment of mitral valve disease, which is currently under
clinical investigation in the United States, Canada and Europe.
Neovasc reported a net loss of US$108.04 for the year ended Dec.
31, 2018, compared to a net loss of US$22.90 million for the year
ended Dec. 31, 2017. As of March 31, 2019, Neovasc had US$16.09
million in total assets, US$18.89 million in total liabilities, and
a total deficit of US$2.80 million.
Grant Thornton LLP, in Vancouver, BC, the Company's auditor since
2002, issued a "going concern" opinion in its report on the
Company's consolidated financial statements for the year ended Dec.
31, 2018, stating that the Company incurred a net loss of US$108.04
million during the year ended Dec. 31, 2018, and as of that date,
the Company's liabilities exceeded its assets by US$9.67 million.
These conditions, along other matters, raise substantial doubt
about the Company's ability to continue as a going concern.
NOVABAY PHARMACEUTICALS: Names Jeff Zheng to Board of Directors
---------------------------------------------------------------
Yenyou (Jeff) Zheng, Ph.D. has joined NovaBay Pharmaceuticals,
Inc.'s board as an independent director. Dr. Zheng will chair the
nominating and corporate governance committee, and will serve on
the audit and compensation committees. He replaces Todd Zavodnick,
who has resigned from the NovaBay board.
"Jeff brings us extensive corporate governance and financial
experience that includes a track record of providing innovative
corporate financing solutions from his many years in an advisory
capacity to microcap companies. We expect to call upon this broad
expertise as we continue to focus on cost-effectively growing
Avenova sales," said Paul E. Freiman, NovaBay's chairman. "We are
grateful for Todd's contributions to the NovaBay board over the
past two years."
"This is an exciting time at NovaBay following the successful
completion of financings in June and August. We are now putting
that money to good use by developing new online marketing
initiatives to promote Avenova Direct," said Justin Hall, NovaBay
president and CEO. "We launched our direct-to-consumer sales
channel in June and see this as our most promising growth
opportunity. We are delighted to welcome Dr. Zheng to our board
and look forward to his guidance."
Dr. Zheng previously was a financial advisor for various Canadian
public companies including P&P Ventures Inc. (TSX-V: PPV.H), where
he served as president and a director; Damon Capital Corp (TSX-V:
DAM.H), where he was chief financial officer and a director; and
Cantronic Systems Inc. (TSX-V: CTS), where he served as a director
and chair of the audit committee. Dr. Zheng received a Ph.D. in
physics from Flinders University of South Australia.
About NovaBay Pharmaceuticals
Based in Emeryville, California, NovaBay Pharmaceuticals --
http://www.novabay.com/-- is a biopharmaceutical company focusing
on commercializing and developing its non-antibiotic anti-infective
products to address the unmet therapeutic needs of the global,
topical anti-infective market with its two distinct product
categories: the NEUTROX family of products and the AGANOCIDE
compounds. The Neutrox family of products includes AVENOVA for the
eye care market, NEUTROPHASE for wound care market, and CELLERX for
the aesthetic dermatology market. The Aganocide compounds, still
under development, have target applications in the dermatology and
urology markets.
Novabay reported a net loss and comprehensive loss of $6.54 million
for the year ended Dec. 31, 2018, compared to a net loss and
comprehensive loss of $7.40 million for the year ended Dec. 31,
2017. As of June 30, 2019, the Company had $9.87 million in total
assets, $8.20 million in total liabilities, and $1.66 million in
total stockholders' equity.
OUM & CO. LLP, in San Francisco, California, the Company's auditor
since 2010, issued a "going concern" opinion in its report dated
March 29, 2019, on the Company's consolidated financial statements
for the year ended Dec. 31, 2018, citing that the Company has
experienced operating losses for most of its history and expects
expenses to exceed revenues in 2019. The Company also has
recurring negative cash flows from operations and an accumulated
deficit. All of these matters raise substantial doubt about its
ability to continue as a going concern.
NUTRITION CARE: Nov. 12 Hearing on Disclosure Statement
-------------------------------------------------------
A hearing for the final approval of the Amended Disclosure
Statement of Nutrition Care Inc. scheduled for November 12, 2019 at
10:00 AM.
About Nutrition Care
Nutrition Care, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 18-00394) on Jan. 29,
2018.
At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of less than $1 million. Judge Enrique S.
Lamoutte Inclan presides over the case. Tomas F. Blanco Perez,
Esq., at MRO Attorneys at Law, LLC, is the Debtor's bankruptcy
counsel.
PALMER-TECH SERVICES: Seeks Interim Access to Cash Collateral
-------------------------------------------------------------
Palmer-Tech Services Inc., requests the U.S. Bankruptcy Court for
the Northern District of Illinois for authority to use cash
collateral to pay operating expenses, on an interim basis, pursuant
to a budget.
The budget provides for total expenses of $40,740, of which $27,881
is for payroll expenses; $2,691 for insurance; and $2,510 for rent
expense, for the week beginning Sept. 22, 2019. A copy of the
budget can be accessed for free at
http://bankrupt.com/misc/Palmer_Tech_6_Cash_MO.pdf
The Debtor proposes to provide replacement liens on the same form
and type of collateral securing the creditors' claims as of the
Petition Date.
About Palmer-Tech Services
Palmer-Tech Services Inc. -- https://www.palmercanning.com/ --
located in Chicago, Illinois, assembles, fabricates, and installs
canning machinery for the canned beverage industry.
Palmer-Tech Services filed a Chapter 11 bankruptcy petition (Bankr.
N.D. Ill. Case No. 19-26085) on Sept. 16, 2019 in Chicago,
Illinois. In the petition signed by Michael Palmer, president, the
Debtor was estimated to have both assets and liabilities ranging
from $1 million to $10 million. The Hon. Jack B. Schmetterer is
the case judge. FACTORLAW is the Debtor's counsel.
PINE CREEK MEDICAL CENTER: Seeks Cash Access, Plans Wind-down
-------------------------------------------------------------
Pine Creek Medical Center, LLC, asks the U.S. Bankruptcy Court for
the Northern District of Texas to authorize use of cash collateral
to pay operating expenses and costs in administering its Chapter 11
case.
The Debtor says CrossFirst Bank, as prepetition lender, is
adequately protected because there is a substantial equity cushion.
The Debtor intends to wind down its current operations and
liquidate its remaining assets.
A copy of the budget for the period from Sept. 21 through Dec. 14,
2019 is available for free at:
http://bankrupt.com/misc/Pine_Creek_14(2)_Cash_Budget.pdf
The Debtor has proposed further adequate protection to CrossFirst
Bank in the form of a replacement lien, an adequate protection
lien, and adequate protection claim, and adequate protection
payments. The Debtor seeks a final hearing on its cash request.
A copy of the Motion is accessible for free at
http://bankrupt.com/misc/Pine_Creek_14_Cash_MO.pdf
About Pine Creek Medical Center
Pine Creek Medical Center, LLC, owns and operates a general medical
and surgical hospital.
Pine Creek Medical Center filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Tex. Case No. 19-33079) in Dallas, Texas, on Sept. 13,
2019. In the petition signed by CRO Mark D. Shapiro, the Debtor is
estimated to have assets at $1 million to $10 million and
liabilities at $10 million to $50 million. Judge Harlin DeWayne
Hale oversees the case. HUSCH BLACKWELL, LLP, is the Debtor's
counsel.
PIXIUS COMMUNICATIONS: Seeks OK on Cash Accord with Note Assignees
------------------------------------------------------------------
Pixius Communications, LLC, asks the U.S. Bankruptcy Court for
authority to use cash collateral for an interim period of up to
four months to (i) pay its normal operating expenses and the costs
of the Chapter 11 filing, pursuant to a budget, and to (ii) approve
an agreement entered into by the Debtor, and certain assignees to
promissory notes aggregating $4.5 million in principal value, with
respect to the Debtor's use of cash collateral.
The budget for September 2019 provides for $142,250 in cost of
goods sold and $270,613 in total general and administrative
expenses. A copy of the Budget is available for free at:
http://bankrupt.com/misc/Pixius_Communications_14_Cash_MO.pdf
The Cash Collateral Agreement provides for:
(i) a carve-out of up to $75,000 for the Debtor's attorney, and
up to $25,000 for the attorney
of the committee of unsecured creditors, and/or the Debtor's
accountant;
(ii) a replacement lien in post-petition cash collateral to the
Assignee creditors, as adequate
protection; and
(iii) a super priority lien, to the extent that the replacement
lien proves inadequate.
The Assignees are members of the Debtor. The Debtor intends to
pursue a sale of its assets while remaining in business during this
Chapter 11 case.
A copy of the Agreement can also be accessed at:
http://bankrupt.com/misc/Pixius_Communications_14_Cash_MO.pdf
About Pixius Communications
Pixius Communications LLC -- https://www.pixius.com/ -- is an
internet service provider in Wichita, Kansas. The Company offers
comprehensive solutions to its customers to meet their internet and
technology needs, where traditional services fail or do not reach.
The Debtor sought Chapter 11 protection in the U.S. Bankruptcy
Court for the District of Kansas (Case No. 19-11749) on Sept. 13,
2019.
The Debtor estimated assets between $1 million and $10 million, and
liabilities between $10 million to $50 million.
Hon. Robert E. Nugent is the case judge. KLENDA AUSTERMAN LLC is
the Debtor’s counsel. The petition was signed by Michael Langer,
manager.
PLASTIC POWERDRIVE: Files Chapter 11 Liquidating Plan
-----------------------------------------------------
Plastic Powerdrive Products, LLC, filed a Disclosure Statement and
a Liquidation Plan under Chapter 11 of the Bankruptcy Code.
The business of the debtor corporation is a machine shop. The
corporation's business was formerly conducted in a commercial
building leased by the debtor at 1589 High Point Drive, Elgin, IL.
Since the asset sale, the debtor has ceased all operations and has
vacated the premises.
The Liquidating Plan has the debtor proposing to sell and liquidate
all of its property in order to satisfy the claims of all of its
creditors.
A full-text copy of the Disclosure Statement is available at
https://tinyurl.com/yyexv4ro from PacerMonitor.com at no charge.
Attorney for Debtor:
Richard G. Larsen, Esq.
Springer Brown, LLC
300 South County Farm Road Suite G
Wheaton, IL 60187
630-510-0000 (office)
630-510-0004 (fax)
About Plastic PowerDrive Products
Plastic PowerDrive Products, LLC, has specialized in supplying
high-precision, plastic components to a wide range of demanding
industries such as: computer peripheral equipment, office machines,
power tools, medical devices, gaming equipment and
telecommunications.
Plastic PowerDrive Products filed a voluntary petition under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No.
18-28907) on Oct. 15, 2018, listing under $1 million in assets and
liabilities. Richard G. Larsen, Esq., at Springer Brown, LLC,
represents the Debtor.
POLK STREET DEVELOPMENT: Voluntary Chapter 11 Case Summary
----------------------------------------------------------
Debtor: Polk Street Development Associates, L.P.
310-332 E. 3rd St
Bethlehem, pa 18015
Business Description: Polk Street Development Associates, L.P.
is a Single Asset Real Estate (as defined in
11 U.S.C. Section 101(51B)).
Chapter 11 Petition Date: September 19, 2019
Court: United States Bankruptcy Court
Eastern District of Pennsylvania (Reading)
Case No.: 19-15879
Judge: Hon. Jean K. FitzSimon
Debtor's Counsel: Allen B. Dubroff, Esq.
ALLEN B. DUBROFF, ESQ. & ASSOCIATES, LLC
1500 JFK Blvd, Suite 1020
Philadelphia, PA 19102
Tel: 215-568-2700
Fax: 215-689-3777
E-mail: allen@dubrofflawllc.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Louis Pektor, III, president, sole G.P.,
Polk Street Development Group, Inc.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/paeb19-15879.pdf
PORTERS NECK COUNTRY CLUB: Business as Usual After Ch.11 Filing
---------------------------------------------------------------
Porters Neck Country Club, Inc., is a private, full-service country
club boasting an 18-hole golf course off the coast of North
Carolina, has filed for Chapter 11 bankruptcy but said the country
club will be business as usual.
The board of trustees said the Chapter 11 filing was a difficult
decision but said that the filing was necessary to ensure the
continued operation of the Club.
Board Chair David Adams commented, "There were several factors
precipitating this decision. After overcoming significant impacts
from Hurricane Florence, we experienced more damage from Hurricane
Dorian than most of Wilmington, due to tornadoes in our area.
Additionally, we have been in a lawsuit and disputes over ponds
around the Club, lawsuits over insurance coverage and remediation,
and a lawsuit with our developer. These all have carried costs for
the Club."
Mr. Adams continued, "The lawsuit with the Club's developer arises
out of the structure the developer put in place for the sale of
Club memberships that, ultimately, underfunds Club operations. We
also have an ongoing dispute with our insurance carrier regarding
their retention of the law firm of Gordon Rees Scully Mansukhani
out of Raleigh, who caused the Club to be sanctioned in the case
against the developer, making it almost impossible for us to
restructure the Club in any other reasonable fashion. After three
unsuccessful mediations and other informal settlement efforts, I
can say that our Board tried everything to avoid this path. We
think this restructuring will allow us to emerge stronger as a Club
and as a community."
The Club will continue to operate under the Bankruptcy Court's
protection. Members were notified, and at this time, the Club does
not anticipate any service disruptions or changes in the quality of
Club facilities, staffing, or programming. Porters Neck Country
Club is "open for business" and continuing under management by
McConnell Golf. The club is booking future social and corporate
events.
About Porters Neck Country Club
Porters Neck Country Club, Inc. --
https://www.portersneckcountryclub.com/ -- is a full-service
country club, boasting an 18-hole, Tom Fazio-designed golf course,
in Wilmington, North Carolina. The club, which promotes a family
oriented environment, also has seven state-of-the-art Har-Tru
tennis courts, a swimming complex, a fitness center and dining
facilities.
Porters Neck Country Club sought Chapter 11 protection (Bankr.
E.D.N.C. Case No. 19-04309) on Sept. 19, 2019, in Wilmington, North
Carolina. The Debtor was estimated to have $1 million to $10
million in assets and liabilities as of the bankruptcy filing. The
Hon. Joseph N. Callaway is the case judge. HENDREN REDWINE &
MALONE, PLLC, is the Debtor's counsel.
PORTERS NECK COUNTRY: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Porters Neck Country Club, Inc.
8403 Vintage Club Drive
Wilmington, NC 28411
Business Description: Porters Neck Country Club, Inc. is a
privately owned club with sporting and
dining facilities.
On the web:
https://www.portersneckcountryclub.com/
Chapter 11 Petition Date: September 19, 2019
Court: United States Bankruptcy Court
Eastern District of North Carolina
(Wilmington Division)
Case No.: 19-04309
Judge: Hon. Joseph N. Callaway
Debtor's Counsel: Jason L. Hendren, Esq.
HENDREN REDWINE & MALONE, PLLC
4600 Marriott Drive, Suite 150
Raleigh, NC 27612
Tel: 919 573-1422
Fax: 919 420-0475
E-mail: jhendren@hendrenmalone.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by David Adams, president and member of the
Board of Trustees.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/nceb19-04309.pdf
PROTECH METAL: Seeks Permission to Use Cash Collateral Thru Oct. 4
------------------------------------------------------------------
Protech Metal Finishing, LLC, asks the U.S. Bankruptcy Court for
the Eastern District of Tennessee, to authorize use of cash
collateral to pay operating expenses for the period from the
Petition Date through Oct. 4, 2019.
As adequate protection, the Debtor proposes:
(i) replacement liens in the Debtor's postpetition property and
proceeds thereof to the same extent and priority as their security
interests in assets held prepetition; and the automatic perfection
of these liens upon entry of the Court order;
(ii) sufficient insurance coverage on the collateral pursuant to
the terms of the loan documents; and
(iii) compliance to certain reports to be made to the Secured
Creditors.
The Debtor also seeks carve-out rights to professionals or any
restrictions (other than Court approval) on the surcharge or
carve-out rights granted to professionals.
Moreover, the Debtor discloses that it pays $2,500 in weekly wages
to three insiders. The Debtor says the services of the insiders
are integral to the sustainable operation of the business.
The Court will convene on Oct. 3, 2019 at 10 a.m. to consider the
cash request.
About Protech Metal Finishing
Protech Metal Finishing, LLC -- https://protechfinishing.com/ -- is
a woman-owned full-service metal finishing company founded in 1980.
Protech is housed in a 32,000 square foot facility on 10 acres in
Vonore, Tennessee. Protech services a large customer base in the
aerospace, defense, industrial, medical and automotive industries.
Protech Metal Finishing sought Chapter 11 protection (Bankr. E.D.
Tenn. Case No. 19-32732) on Aug. 26, 2019, Knoxville, Tennessee.
In the petition signed by CEO Phillip Michael Huddleston, the
Debtor is estimated to have assets and liabilities at $1 million to
$10 million. DUNHAM HILDEBRAND, PLLC, is counsel to the Debtor.
RANCHER'S LEGACY: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Rancher's Legacy Meat Co.
Rancher's Legacy Meat Co.
4301 White Bear Parkway
Vadnais Heights, MN 55110
Business Description: Rancher's Legacy Meat Co. --
https://rancherslegacy.com/ -- owns and
operates an animal slaughtering and
processing facility in Vadnais Heights,
Minnesota. Rancher's Legacy Meat was built
to produce fresh and frozen ground meat in
patty and bulk configurations.
Chapter 11 Petition Date: September 20, 2019
Court: United States Bankruptcy Court
District of Minnesota (St Paul)
Case No.: 19-32928
Judge: Hon. Michael E Ridgway
Debtor's Counsel: Cameron A. Lallier, Esq.
FOLEY & MANSFIELD P.L.L.P.
250 Marquette Avenue, Suite 1200
Minneapolis, MN 55401
Tel: 612-216-0319
612-338-8788
E-mail: clallier@foleymansfield.com
jlavaque@foleymansfield.com
Total Assets: $13,291,000
Total Liabilities: $26,897,956
The petition was signed by Arlyn J. Lomen, president.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/mnb19-32928.pdf
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. ASC Meyners Inc. $98,940
5140 Palm Valley Road
Ponte Vedra Beach, FL 32082
2. Ben E. Keith - General Office Marketing $207,524
7600 Will Rogers Blvd. Allowances
Fort Worth, TX 76140
3. Compart Family Farms, Inc. $43,258
45198 400th Street
Nicollet, MN 56074
4. Empirical Foods, Inc. $55,393
dba NVM
Distribution LLC NV
891 Two Rivers Drive
Dakota Dunes, SD 57049
5. Great Plains Beef LLC Trade Account $478,788
PO Box 82545
Lincoln, NE 68501
6. Green Bay Packaging, Inc. $40,051
Bin No. 53139
Milwaukee, WI 53288
7. J&B Partners Inc. Trade Account $53,189
PO Box 212
13200 43rd St NE
Saint Michael, MN 55376
8. James A. Ratcliff $12,000,000
Ratcliff Ranch
24631 South, Highway 2
Vinita, OK 74301
9. James A. Ratcliff Advances Made $655,000
Ratcliff Ranch
24631 South, Highway 2
Vinita, OK 74301
10. James A. Ratcliff Unsecured $418,728
Ratcliff Ranch Advance
24631 South, Highway 2
Vinita, OK 74301
11. James A. Ratcliff Unsecured $215,000
Ratcliff Ranch Advances
24631 South, Highway 2
Vinita, OK 74301
12. Lower Foods $46,087
Double L Meats
Richmond, UT 84333
13. New Angus, LLC - DemKota $129,231
PO Box 30260
Omaha, NE
68103-1360
14. Paydayz Staffing Trade Account $138,727
Solutions Inc.
10740 Lyndale Ave.
South, #16E
Bloomington, MN 55420
15. Ratcliff Ranch Unreimbursed $372,410
24631 South, Highway 2 Expenses &
Vinita, OK 74301 Interest
16. Ratcliff Ranch Unsecured $2,250,000
24631 South, Highway 2 Promissory
Vinita, OK 74301 Note
17. SSJR, LLC Accrued $190,000
1306 West Taylor Interest
Cloquet, MN 55720
18. Upper Iowa Beef, LLC Trade $394,642
4614 Highway 63 Account
Lime Springs, IA 52155
19. UW Provision Co. Trade Account $68,402
PO Box 620038
2315 Pleasant View Road
Middleton, WI 53562-0038
20. Veritiv Corporation Trade Account $66,851
Veritiv Operating Company
7472 Collection Center Drive
Chicago, IL 60693
RCH LAWN: U.S. Trustee Objects to Disclosure Statement
------------------------------------------------------
The United States Trustee for Region 21 files an objection to the
final approval of the Rch Lawn Maintenance LLC, d/b/a Diversified
Landscaping, and Seth Howard Horowytz joint disclosure statement
and confirmation of Joint Plan of Reorganization.
The U.S. Trustee points out that the Debtors' joint disclosure
statement and joint plan fail to meet the requirements as set forth
by the Code and supporting case law.
The U.S. Trustee asserts that the Debtors fail to provide any
discussion regarding the Debtor's financial activity post-petition
other than attaching as Exhibit "C" projections.
The U.S. Trustee complains that the disclosure statement fails to
indicate any sources of additional income with which to make the
plan payments.
According to the U.S. Trustee, the Debtors have insufficient funds
to pay its outstanding administrative expenses (U.S. Trustee fees
and professional fees) and therefore the joint plan is not
confirmable pursuant to 11 U.S.C. Section 1129(a)(9)(A).
About RCH Lawn Maintenance LLC
RCH Lawn Maintenance LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-19428) on August 1,
2018. At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $500,000 and liabilities of less than
$500,000. The petition was signed by Seth Horowytz, managing
member.
Judge Erik P. Kimball presides over the case. Aaron A. Wernick,
Esq., at Furr & Cohen, is the Debtor's legal counsel.
No official committee of unsecured creditors has been appointed in
the Debtor's case.
REALTY CAPITAL: U.S. Trustee Objects to Disclosure Statement
------------------------------------------------------------
The United States Trustee for Region 21 submits an objection to the
disclosure statement and proposed plan filed by the Realty Capital
Ventures, LLC.
The U.S. Trustee asserts that the disclosure statements fails to
provide a description and valuation of the assets of the estate and
the basis for the evaluation.
The U.S. Trustee complains that the disclosure statement fails to
state whether Patch of Lending, LLC obtained a foreclosure
judgement against the Debtor.
The U.S. Trustee points out that the Debtor should require counsel
to amend his application for employment and have the matter heard
in order to determine whether or not counsel is disinterested.
According to the U.S. Trustee, the disclosure statement fails to
contain sufficient information and projections relevant to the
creditors' decision to accept or reject the proposed plan.
About Realty Capital Ventures LLC
Realty Capital Ventures, LLC filed as a Florida limited liability
in Florida on Aug. 3, 2010, according to public records filed with
Florida Department of State. Its principal assets are located at
1101 Grand Bahama Lane Singer Island, Florida.
Realty Capital Ventures sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 19-10932) on January 23,
2019. At the time of the filing, the Debtor had estimated assets
of $1 million to $10 million and liabilities of $1 million to $10
million.
The case has been assigned to Judge Erik P. Kimball. The Debtor
tapped Rappaport Osborne & Rappaport, PLLC as its legal counsel.
No official committee of unsecured creditors has been appointed in
the case.
RENFRO CORP: S&P Cuts ICR to 'CCC+' on Elevated Refinancing Risk
----------------------------------------------------------------
S&P Global Ratings lowered all its ratings on U.S.-based sock
manufacturer Renfro Corp., including the issuer credit rating to
'CCC+' from 'B'.
The downgrade follows the company's announcement of weak
second-quarter earnings that put year-to-date results well below
S&P's expectations. S&P believes it is likely the company will
breach its covenants in the second half of the year unless it
receives an amendment from lenders. In addition, all of Renfro's
debt matures in less than two years, and S&P believes it may be
difficult for Renfro to refinance with satisfactory terms unless it
significantly improves EBITDA and cash flow.
S&P said, "We believe Renfro will likely violate one or both of its
financial maintenance covenants in the second half of fiscal 2020
(ending January 2020) unless it receives an amendment from lenders.
Renfro's revenue was hurt this year by Fruit Corp.'s decision to
transfer its license for infant apparel to a different
manufacturer, and a major mass market retailer's decision to reduce
its work socks offering to one brand. It was also hurt by Renfro's
decision to exit its low-margin, private-label business in an
attempt to improve profitability, and its decision not to renew a
license that expires at the end of the year."
"The negative outlook reflects that we could lower the ratings if
the company is not able to refinance its revolver and term loan
before they become current in February 2020 and March 2020,
respectively. In our view, this would impair Renfro's liquidity
such that we could envision a specific default scenario occurring
over the subsequent 12 months."
"We would consider revising the outlook to positive or raising
ratings if the company is able to extend the maturity on its
revolver and refinance its term loan with satisfactory terms.
Higher ratings would also be contingent on us believing the company
will be able to generate free cash flow closer to $10 million per
year, on average."
RODRIGUEZ CANO: Day Care Center Seeks OK to Use Sunrise Bank Cash
-----------------------------------------------------------------
Rodriguez Cano, Inc., d/b/a Aloma Kids Academy, asks the U.S.
Bankruptcy Court for the Middle District of Florida for permission
to use Sunrise Bank's cash collateral nunc pro tunc to the Petition
Date in order to pay payroll and other operating expenses, pursuant
to a budget, as well as to pay necessary maintenance costs in order
to preserve the assets of the Debtor's estate,.
The budget provides for $37,605 in total cash disbursements for
September 2019, which amount includes $16,600 in wages; $5,557 in
mortgage interest; and $1,887 in loan principal payment.
A copy of the budget can be accessed at no charge at:
http://bankrupt.com/misc/Rodriguez_Cano_17_Cash_MO.pdf
The Debtor proposes to grant replacement liens to secure the
interest of Sunrise Bank. As of the Petition Date, the Debtor owes
Sunrise Bank approximately $951,555 for principal, interest and
charges on the loan.
About Rodriguez Cano
Rodriguez Cano, Inc., d/b/a Aloma Kids Academy, is a provider of
child day care services. It filed a Chapter 11 petition (Bankr.
M.D. Fla. Case No. 19-05890) on Sept. 9, 2019, in Orlando, Florida.
In the petition signed by Margarita Rodriguez, president, the
Debtor was estimated to have assets of $500,000 to $1 million and
liabilities at $1 million to $10 million. BARTOLONE LAW, PLLC,
represents the Debtor.
SCHAEFER AMBULANCE: Court Extends Permission to Use Cash
--------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
authorizes Schaefer Ambulance Service, Inc., to continue using cash
collateral under the same terms and conditions of the Final Cash
Collateral Order. Use of cash collateral is allowed through the
expiration of the "second extended budget." The Bank's
previously-granted postpetition replacement liens will ll continue
in place postpetition as to use of cash collateral.
About Schaefer Ambulance Service
Schaefer Ambulance Services, Inc. -- http://www.schaeferamb.com/--
is an emergency medical services provider specializing in basic
life support; paramedic; critical care; neonatal; event standbys;
and other specialized medical services. The Company offers ground
transport for hospitals, urgent care centers, convalescent homes,
physicians, insurance companies, fire departments and
private/public events. Schaefer Ambulance was founded by Walter
Schaefer in 1932.
Schaefer Ambulance Services filed a Chapter 11 petition (Bankr.
C.D. Cal. Case No. 19-11809) on Feb. 20, 2019. In the petition
signed by Leslie Maureen McNeal, treasurer, the Debtor is estimated
to have $1 million to $10 million in assets and $1 million to $10
million in liabilities. The case is assigned to Judge Neil W.
Bason. Craig G. Margulies, Esq., at Margulies Faith LLP, is the
Debtor's counsel. BidMed, LLC, is the asset liquidation broker.
SERVICE PAINTING: Unsecureds to Recoup 25% Under New Plan
---------------------------------------------------------
Service Painting, Inc., filed an amended Disclosure Statement and
Chapter 11 Plan.
The Debtor will fund the Plan through its continued operations and
new value contributions from the Debtor's principal.
General unsecured claims aggregating $694,802 will get a
semi-annual distributions in equal installments of an amount not
less than $25,000, commencing on January 1, 2023, and concluding
two years from that date. The percentage dividend to be received
by the class of allowed unsecured claims will be apporoximately
25%, however, additional payments will be made to the class based
upon payment of 10% of the reorganized debtor's annual net profits,
provided the payment does not reduce the Debtor's year end cash
balance below $75,000 in any given year, during the life of the
Plan.
A full-text copy of the Amended Disclosure Statement is available
at https://tinyurl.com/y5hrmxbj from PacerMonitor.com at no
charge.
Attorneys for the Debtor:
Maureen P. Steady, Esq.
401 S. 2nd Street, Suite 200
Philadelphia, PA 19147
Tel: (215) 883-1600
About Service Painting
Service Painting, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Pa. Case No. 18-16843) on Oct. 13,
2018. At the time of the filing, the Debtor estimated assets of
less than $1 million and liabilities of less than $1 million. Judge
Eric L. Frank presides over the case. The Debtor tapped Kurtzman
Steady, LLC, as its legal counsel.
SHERIDAN FUND II: S&P Lowers ICR to 'D' on Restructuring Plan
-------------------------------------------------------------
S&P Global Ratings lowered its issuer credit ratings on Sheridan
Production Partners II-A L.P., Sheridan Investment Partners II
L.P., and Sheridan Production Partners II-M L.P. (collectively
referred to as "Sheridan Fund II") to 'D' (default) from 'SD'.
S&P also lowered its issue-level rating on the company's
subordinated term loan to 'D' from 'CC'. Its ratings on the
revolving credit facility and the senior secured term loan remain
'D'.
The downgrade follows Sheridan II's restructuring support agreement
(RSA) with lenders, to implement a financial restructuring plan,
and its voluntary filing for reorganization under Chapter 11 of the
U.S. Bankruptcy Code. At filing, Sheridan Fund II had approximately
$1.2 billion of outstanding debt. Pursuant to the RSA, Sheridan II
would emerge from bankruptcy with approximately $175 million in
secured debt.
SHERIDAN HOLDING: Oct. 17 Plan Confirmation Hearing
---------------------------------------------------
Sheridan Holding Company LLC, et. al., filed a motion for the
approval of the Disclosure Statement and Chapter 11 Plan of
Reorganization on September 15, 2019.
Judge Marvin Isgur of the US Bankruptcy Court for the Southern
District of Texas has conditionally approved said Disclosure
Statement and any objection or confirmation to the Plan must be
filed on October 15, 2019 at 4:00 p.m.
The Combined Hearing, at which time this Court will consider, among
other things,
final approval of the adequacy of the Disclosure Statement and
confirmation of the Plan, shall be held on October 17, 2019, at
2:30 p.m., prevailing Central Time.
Proposed Counsel to the Debtors are Joshua A. Sussberg, P.C., Esq.,
and Steven N. Serajeddini, Esq., at Kirkland & Ellis LLP, in New
York; Spencer Winters, Esq., at Kirkland & Ellis LLP, in Chicago,
Illinois; and Matthew D. Cavenaugh, Esq., at Jackson Walker L.L.P.,
in Houston, Texas.
About Sheridan Holding Company II
Sheridan Holding Company II LLC --
http://www.sheridanproduction.com/-- is an independent oil and
natural gas company with production and development activities in
the Rocky Mountains, West Texas, and New Mexico.
Sheridan and its debtor-affiliates comprise one of three private
placement oil and gas investment funds in the Sheridan group, all
under the common management of non-debtor Sheridan Production
Partners Manager, LLC.
The Debtors' assets are primarily mature producing properties with
long-lived production, relatively shallow decline curves, and
lower-risk development opportunities.
Sheridan Holding Company II, LLC, and certain affiliates sought
Chapter 11 protection (Bankr. S.D. Tex. Case No. 19-35198) on Sept.
15, 2019, to seek confirmation of a prepackaged plan of
reorganization that would reduce debt by $900 million.
The Debtors are estimated to have $100 million to $500 million in
assets and at least $1 billion in liabilities as of the bankruptcy
filing.
The Hon. Marvin Isgur is the case judge.
The Debtors tapped KIRKLAND & ELLIS LLP as general bankruptcy
counsel; JACKSON WALKER L.L.P. as local bankruptcy counsel;
EVERCORE GROUP L.L.C. as investment banker; and ALIXPARTNERS, LLP,
as restructuring advisor. PRIME CLERK LLC is the claims agent.
SIENNA BIOPHARMACEUTICALS: Seeks OK to Use Up to $7.5M Cash
-----------------------------------------------------------
Sienna Biopharmaceuticals, Inc., asks the U.S. Bankruptcy Court for
the District of Delaware to authorize use of cash collateral of up
to $7,500,000 in the aggregate, pursuant to the terms of an
agreement reached with Prepetition Lender Silicon Valley Bank.
The Debtor proposes to use the cash collateral to pay for (i)
working capital; (ii) general corporate purposes; (iii) amounts
payable under the key employee incentive plan (KEIP) of certain
executive employees, and key employee retention plan (KERP) of
certain non-executive employees/KERP -- subject to Court approval
thereof; and (iii) costs and expenses of administering the Chapter
11 case.
The parties propose that the Debtor may use cash collateral until
the occurrence of any of these termination events:
* the Debtor's failure to obtain a final Order within 35 days
after the Petition Date; or
* the Debtor's failure, within 45 days from the Petition Date
to:
(i) obtain one or more letters of intent from proposed
purchasers or plan sponsors; and
(ii) file a sale motion establishing a bid process; or file a
Chapter 11 plan and disclosure statement reasonable acceptable to
the Prepetition Lender.
As adequate protection, the Debtor proposes to grant the
Prepetition Lender:
(1) additional and replacement liens on and security interests
in all property and assets of the Debtor that were subject to the
prepetition lien to the extent of any diminution in value resulting
from use of cash collateral;
(2) adequate protection super priority claims;
(3) postpetition payment and accrual of interest
(4) postpetition payment of Lender Professional fees;
(5) reallocation of adequate protection payments to the
principal amount of the prepetition loan, to the extent determined
by the Court.
The parties also propose a carve-out of up to $500,000. As of the
Petition Date, the Debtor owes the Pre-petition Lender
approximately $10,000,000. A copy of the Motion and the terms of
the cash collateral agreement can be accessed at no charge at:
http://bankrupt.com/misc/Sienna_Bio_10_Cash_MO.pdf
The Debtor seeks for a final hearing no later than 30 days from the
Petition Date.
About Sienna Biopharmaceuticals
Sienna Biopharmaceuticals, Inc. -- http://www.SiennaBio.com/-- is
a clinical-stage biopharmaceutical company focused on bringing
unconventional scientific innovations to patients whose lives
remain burdened by their disease. It hopes to build a unique,
diversified, multi-asset portfolio of therapies in immunology and
inflammation that target select pathways in specific tissues, with
its initial focus on one of the most important 'immune' tissues,
the skin.
The Debtor disclosed $107,625,000 in assets and $80,642,000 in
liabilities as of June 30, 2019.
Sienna Biopharmaceuticals sought Chapter 11 protection (Bankr. D.
Del. Case No. 19-12051) on Sept. 16, 2019.
The Hon. Mary F. Walrath is the case judge.
The Debtor tapped YOUNG CONAWAY STARGATT & TAYLOR LLP as counsel;
LATHAM & WATKINS LLP as co-counsel; COWEN AND COMPANY, LLC, as
investment banker; and FORCE 10 PARTNERS as financial advisor.
EPIQ CORPORATE RESTRUCTURING, LLC, is the claims agent.
SKYVUE LAS VEGAS: Equity Interest Holders Propose Ch. 11 Plan
--------------------------------------------------------------
Compass Investments, LLC and Citation Financial, LLC, jointly filed
their proposed Chapter 11 Plan of Reorganization for SkyVue Las
Vegas, LLC. Compass and Citation are two of the Debtor's largest
equity interest holders.
Class 3 consists of all General Unsecured Claims against the
Debtor. Class 3 Claims may be allowed in approximately the
following maximum amounts:
Estimated
Creditor Allowed Claim
Curtis & Ensign PLLC $25,000
Ledcor Construction, Inc. $707,357
Morris Security Group $4,908
Total $737,265
Except to the extent that a Holder of an Allowed Class 3 Claim
agrees to a less favorable treatment, in exchange for and in full
and final satisfaction, compromise, settlement, release, and
discharge of each Allowed Class 3 Claim, each Holder of an Allowed
Class 3 Claim shall receive its Pro Rata share of the Class 3
Distribution on the Initial Distribution Date. Payment of the Class
3 Distribution shall be subject to the Reorganized Debtor's receipt
of Desert Land Distributions in an amount sufficient to pay the
Class 3 Distribution after payment of all Allowed Administrative
Claims (including a reasonable reserve for anticipated Allowed
Administrative Claims), Allowed Priority Tax Claims, and other
Allowed Priority Claims.
Class 3 is an Impaired Class. Holders of Class 3 Claims are
entitled to vote to accept or reject the Plan.
The Reorganized Debtor's ability to satisfy its obligations under
the Plan will depend entirely upon the sale of the Property for an
amount sufficient to pay all allows claims against the Desert Land
Debtors and to provide for an equity distribution to the
Reorganized Debtor on account of its ownership interests in the
Desert Land Debtors.
Or or after the Effective Date, all property of the Estate and any
property acquired by the Debtor pursuant hereto shall vest in the
Reorganized Debtor, free and clear of all liens, Claims, charges or
other encumbrances.
The Reorganized Debtor may operate its business and may use,
acquire or dispose of property and compromise or settle any Claims
without supervision or approval by the Bankruptcy Court and free of
any restrictions of the Bankruptcy Code or Bankruptcy Rules, other
than those restrictions expressly imposed by the Plan and the
Confirmation Order.
The Reorganized Debtor will pay the charges that it incurs after
the Effective Date for Retained Professionals' fees, disbursements,
expenses or related support services (including reasonable fees
relating to the preparation of Retained Professional fee
applications) without application to the Bankruptcy Court.
A full-text copy of the Disclosure Statement is available at
https://tinyurl.com/yxglczoa from PacerMonitor.com at no charge.
Attorneys for COMPASS INVESTMENTS, LLC and CITATION FINANCIAL, LLC
JAMES PATRICK SHEA, ESQ.
BART K. LARSEN, ESQ.
KOLESAR & LEATHAM
400 South Rampart Boulevard, Suite 400
Las Vegas, Nevada 89145
Telephone: (702) 362-7800
Facsimile: (702) 362-9472
Email: jshea@klnevada.com
blarsen@klnevada.com
Bradley J. Busbin, as trustee of the Gonzales Charitable Remainder
Unitrust One, filed an involuntary Chapter 7 petition (Bankr. D.
Nev. Case No. 18-12458) against Skyvue Las Vegas, LLC, on April 30,
2018. On July 10, 2018, the case was converted to one under
Chapter 11 of the Bankruptcy Code.
The Petitioning Creditor is represented by:
Jamie P. Dreher, Esq.
Downey Brand LLP
Tel: 775-329-5900
Email: jdreher@downeybrand.com
-- and --
Mark Wray, Esq.
Law Office Of Mark Wray
Tel: 775-348-8877
Email: mwray@markwraylaw.com
SLIDEBELTS, INC: Wins Final Nod to Use Cash Collateral Thru Dec. 31
-------------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of California
approves, on a final basis, the motion filed by Slidebelts Inc., to
use cash collateral including the proceeds of inventory sale,
pursuant to the revised DIP Budget, through December 31, 2019.
The Court rules that the Debtor will make adequate protection
payments for interest accruing on the secured claim held by the
Debtor's secured creditors: (i) First U.S. Community Credit Union,
(ii) Amazon Lending, and (iii) Toyota Financial Services. The
Court also grants replacement liens with respect to the same
collateral attached before the Petition Date.
The Court will hold a continued hearing on the Debtor's use of cash
collateral on Dec. 10, 2019 at 9 a.m. The Debtor will submit a
revised DIP Budget no later than Nov. 26. Objection must be filed
by Dec. 3, 2019 at 5 p.m.
A copy of the Final Order and the Revised Budget can be accessed
for free at:
http://bankrupt.com/misc/Slidebelts_115_Cash_FinalORD.pdf
About SlideBelts Inc.
SlideBelts Inc., dba SlideBelts, d/b/a SlideBelts by Brig Taylor,
is an e-commerce apparel and emerging wearable technology company
offering leather belts, canvas belts, hats, fingerless gloves, and
more. The Company's products are available on
http://www.slidebelts.com/, Amazon, eBay, and in select retail
shops.
The Company filed a Chapter 11 petition (Bankr. E.D. Cal. Case No.
19-25064) on August 12, 2019 in Sacramento, California. In the
petition signed by Brig Taylor, president and CEO, the Debtor
disclosed $5,181,151 in total assets and $7,115,000 in total
liabilities. The case is assigned to Judge Fredrick E. Clement.
PARSONS BEHLE & LATIMER represents the Debtor.
SOTHEBY'S: S&P Lowers ICR to 'B+' on Acquisition-Related Leverage
-----------------------------------------------------------------
S&P Global Ratings lowered the issuer credit rating on U.S.-based
auction house Sotheby's to 'B+' from 'BB-' and the existing
issue-level rating on the company's senior unsecured notes to 'B+'
from 'BB-'.
At the same time, S&P assigned a 'B+' issue-level rating to the
proposed senior secured $400 million revolving credit facility
(RCF) and $550 million senior secured term loan B. The rating
agency assumes the capital structure will also include an
additional $550 million of other senior secured debt.
Sotheby's is being acquired by BidFair USA (an entity wholly owned
by Patrick Drahi), with funding of about $1.1 billion of debt and
$1.5 billion of equity. As a part of the acquisition, the existing
company will be reorganized into three separate legal entities
(Auction, Real Estate, and Financial Services). The initial
borrower, BidFair MergeRight Inc., will merge with Sotheby's (the
Auction business), and Sotheby's will be the surviving entity and
borrower.
"We expect S&P Global Ratings' adjusted leverage will be elevated
following the transaction, but will decline quickly as new
management eliminates costs, leading to good free operating cash
flow generation. Pro forma for the transaction, S&P Global Ratings'
adjusted leverage will jump to roughly 6.6x from about 4x at the
end of fiscal 2018," the rating agency said.
The rating agency expects the restructuring will lead to meaningful
elimination of costs at Sotheby's, including public company
expenses and some overhead related to the financing and real estate
businesses. It also anticipates management will be able to generate
cost efficiencies, leading to modest EBITDA expansion. As a result,
S&P expects free cash flow generation of greater than $100 million
annually, and leverage to decline to the low-5x range in fiscal
2020. However, S&P believes there is some execution risk in the
cost elimination and efficiency generation. The rating agency's
expectation for quick deleveraging and good cash flow generation
leads to the positive comparable ratings analysis modifier.
The stable outlook reflects S&P's expectation that revenue will
grow in the low-single-digit range, with management successfully
reducing costs and realizing some efficiencies. This would result
in modest annual EBITDA growth following the transaction and
leverage declining to the low-5x range in fiscal 2020.
"We could lower the rating if we expect S&P Global Ratings'
adjusted leverage to remain above 6x. This could occur if growth is
below our expectations and EBITDA margins contract significantly
(around 300 basis points), potentially due to a prolonged
macroeconomic slow down or heightened competition leading to
reductions in auction margins. We would also consider a lower
rating if we believe the company's competitive position has
weakened materially," S&P said.
"We could raise the rating if we expect leverage to remain in the
mid-4x range, which would likely require a more conservative
financial policy to be employed. This could occur if growth in
online sales outpaces our expectations, leading to expansion of
EBITDA margins roughly 300 basis points above our expectations. We
would also need to believe performance and margin improvement is
sustainable in light of the cyclical nature of the art business,"
S&P said.
STONEMOR PARTNERS: Promotes Jeffrey Digiovanni to SVP and CFO
-------------------------------------------------------------
StoneMor Partners L.P. has elevated Chief Accounting Officer
Jeffrey DiGiovanni to senior vice president and chief financial
officer, combining the roles of chief accounting and chief
financial officer. DiGiovanni replaces Garry Herdler, who will
transition to a consulting role with the Partnership through the
end of the year and focus exclusively on cost reductions and
productivity improvements. In an additional cost reduction
measure, StoneMor will eliminate the position of chief operating
officer. As a result, Jim Ford will depart the Partnership to
pursue other interests. At the same time, StoneMor announced it
has retained Johnson Consulting Group to assist with potential
asset sales. Johnson Consulting is a leading consulting firm in
the funeral and cemetery industry across North America.
StoneMor's president and chief executive officer, Joe Redling,
commented, "We're delighted to elevate Jeff to CFO. Jeff's been
our Chief Accounting Officer since September 2018 and played a key
role in getting us current in our financial filings. He has built
a strong team at StoneMor, and he brings more than 15 years of
public accounting experience. Garry Herdler spearheaded a vital
initiative during his time here, negotiating and completing the
transactions to recapitalize our balance sheet. He has also led a
comprehensive performance improvement plan that will continue to be
his main area of focus. Jim Ford has been a valued member of the
management team and was instrumental in creating the general
manager model and regional structure by which we now operate. With
Jim's departure, the three Divisional Presidents will report
directly to the CEO, further streamlining our management structure.
We are grateful to Jim for his efforts and we wish him well in his
new endeavors.
"The hiring of the Johnson Consulting Group is an important step in
our process of formalizing our divestiture strategy. For the past
month, the Johnson Consulting team has been engaged in a
comprehensive review of our asset base and is now actively
exploring various options to optimize our portfolio while
deleveraging our balance sheet.
"These actions are aligned with our turnaround plan as we continue
to execute on progressing our core initiatives of reducing costs
and improving sales and operational efficiency."
Jeff DiGiovanni, prior to joining StoneMor, was managing director
at a leading accounting and transaction advisory firm with offices
in Philadelphia, New York City and Princeton, N.J. While there,
from 2012 to 2017, he worked with clients to deliver services,
including readiness for initial public offerings, financial
reporting including reporting to the Securities and Exchange
Commission and technical accounting assistance on complex
transactions. He holds a Bachelor of Science degree in Accounting
and a Master of Science in Financial Services from Saint Joseph's
University and is a Certified Public Accountant.
About StoneMor Partners
StoneMor Partners L.P., headquartered in Trevose, Pennsylvania --
http://www.stonemor.com-- is an owner and operator of cemeteries
and funeral homes in the United States, with 321 cemeteries and 90
funeral homes in 27 states and Puerto Rico. StoneMor's cemetery
products and services, which are sold on both a pre-need (before
death) and at-need (at death) basis, include: burial lots, lawn and
mausoleum crypts, burial vaults, caskets, memorials, and all
services which provide for the installation of this merchandise.
StoneMor reported a net loss of $72.69 million for the year ended
Dec. 31, 2018, compared to a net loss of $75.15 million for the
year ended Dec. 31, 2017. As of June 30, 2019, the Company had
$1.76 billion in total assets, $1.76 billion in total liabilities,
$57.50 million in total redeemable convertible preferred units, and
a total partners' deficit of $60.94 million.
* * *
As reported by the TCR on Feb. 13, 2019, Moody's Investors Service
downgraded StoneMor Partners L.P.'s Corporate Family rating to Caa2
from Caa1 and Probability of Default rating to Caa3-PD from
Caa1-PD. The Caa2 CFR reflects Moody's concern that if pre-need
cemetery selling and liquidity pressures do not abate while the
senior secured credit facility is being refinanced, a distressed
exchange or other default event could become more likely.
As reported by the TCR on July 3, 2019, S&P Global Ratings affirmed
its 'CCC+' issuer credit rating on StoneMor Partners L.P. The
outlook remains negative. S&P said, "The rating affirmation
reflects our view that despite the removal of near term maturities
and sufficient liquidity over the next twelve months, we continue
to view StoneMor's capital structure as unsustainable in the long
term given our projection for persistent free cash flow deficits.
SUNESIS PHARMACEUTICALS: Elects Nicole Onetto as Class I Director
-----------------------------------------------------------------
The Board of Directors of Sunesis Pharmaceuticals, Inc., upon the
recommendation of the Nominating and Corporate Governance Committee
of the Board, elected Nicole Onetto to the Board, effective Sept.
17, 2019, as a Class I director whose term will expire at the
Company's 2021 annual meeting of stockholders. Effective Sept. 17,
2019, Ms. Onetto was also appointed to the Compensation Committee
of the Board. The Board has determined that Ms. Onetto is
"independent" as contemplated by the Nasdaq Stock Market and other
governing laws and applicable regulations, including Rule 10A-3
under the Securities Exchange Act of 1934, as amended.
There is no arrangement or understanding between Ms. Onetto and the
Company or any other person pursuant to which she was elected as a
director, and there is no family relationship between Ms. Onetto
and any of the Company's other directors or executive officers.
Ms. Onetto is expected to receive compensation for service as a
director in accordance with the Company's non-employee director
compensation policy, including annual cash retainer and an annual
equity grant. Pursuant to Policy, in connection with her election,
she will receive a non-statutory stock option to purchase 90,000
shares of the Company's Common Stock under the Company's 2011
Equity Incentive Plan to be effective on Sept. 30, 2019. The
Initial Option will have a maximum term of ten years measured from
the Grant Date, and will vest and be exercisable monthly over a
two-year period, provided Ms. Onetto continues to provide services
to the Company through each vesting date. In connection with this
election, the Company also entered into the Company's standard form
of indemnification agreement with Ms. Onetto.
About Sunesis Pharmaceuticals
Headquartered in San Francisco, California, Sunesis --
http://www.sunesis.com/-- is a biopharmaceutical company
developing new targeted therapeutics for the treatment of
hematologic and solid cancers. The Company is focused on advancing
its novel kinase inhibitor pipeline, with an emphasis on its oral
non-covalent BTK inhibitor vecabrutinib. Vecabrutinib is currently
being evaluated in a Phase 1b/2 study in adults with chronic
lymphocytic leukemia and other B-cell malignancies that have
progressed after prior therapies. The Company's proprietary PDK1
inhibitor SNS-510 is in preclinical development. PDK1 is a master
kinase that activates other kinases important to cell growth and
survival including members of the AKT, PKC, RSK, and SGK families.
Sunesis is exploring strategic alternatives for vosaroxin, a
late-stage investigational product for relapsed or refractory AML.
Sunesis also has an interest in the pan-RAF inhibitor TAK-580 which
is licensed to Takeda. TAK-580 is in a clinical trial for pediatric
low-grade glioma.
Sunesis incurred a net loss of $26.61 million in 2018 following a
net loss of $35.45 million in 2017. As of June 30, 2019, the
Company had $21.04 million in total assets, $9.30 million in total
liabilities, and $11.73 million in total stockholders' equity.
Ernst & Young LLP, in San Jose, California, the Company's auditor
since 1998, issued a "going concern" qualification in its report
dated March 7, 2019, on the Company's consolidated financial
statements for the year ended Dec. 31, 2018, citing that the
Company has suffered recurring losses from operations and has
stated that substantial doubt exists about the Company's ability to
continue as a going concern.
TCMA TRUCKING: Unsecured Creditors to Recoup 17.% Over 60 Months
----------------------------------------------------------------
TCMA Trucking, Inc., files a Plan of Reorganization and Disclosure
Statement.
CLASS 7 UNSECURED CREDITORS are unimpaired. This plan proposes to
pay the unsecured creditors 17.5% of $1,220,234.56 or $213,541.00
over sixty (60) months at $3,559.00 a month. In order to meet the
Ch. 7 liquidation analysis, a final payment of $3,949.61 will be
made on the 60th month.
CLASS 3 (CIT BANK) are impaired. This plan proposes to pay CIT Bank
in full within thirty-six (36) months and to the extent allowed
under sec. 506 of the Code. This plan shall pay CIT Bank for
pre-petition arrearages in the amount of $69,857.85 within
thirty-six (36) months at $2,500.00 a month. Debtor shall pay for
storage fees in the amount of $43,000.00 within twelve (12) months
at $15,000.00 down, $5,000.00 a month. Debtor shall pay
$197,775.90, the balance going forward on the debt, at $5,671.35 a
month within thirty-six (36) months.
CLASS 4 (ASCENTIUM CAPITAL) are impaired. This plan proposes to pay
Ascentium Capital in full within forty-eight (48) months and to the
extent allowed under sec. 506 of the Code. This plan shall pay pre
and post-petition balances of $152,596.30 at $3,097.00 a month.
Lien Retention: Ascentium shall maintain its lien until the
balances are paid in full.
CLASS 5 (PEARL CAPITAL) are impaired. This plan proposes to pay
Pearl Capital in full within sixty (60) months and to the extent
allowed under sec. 506 of the Code. This plan shall pay pre and
post-petition balances of $100,020.00 at $1,667.00 a month.
CLASS 6 (HARRIS COUNTY AD VALOREM TAXES) are impaired. This plan
proposes to pay Harris County in full within sixty (60) months This
plan shall pay pre and post-petition balances of $194,596.03 at
$3,244.00 a month.
The Debtor has been in business since 1994 and had been operating
at a profit prior to Hurricane Harvey. The Debtors customers are
loyal and were eager to reestablish contracts with the Debtor once
it reopened. Although it has lost a great deal of equipment, the
owner operators that the Debtor uses helps it to continue to make a
profit. According to the Monthly Operating Reports, the Debtor has
been making a profit since it reopened in May of this year.
A full-text copy of the Disclosure Statement dated September 12,
2019, is available at https://tinyurl.com/y65rwpy5 from
PacerMonitor.com at no charge.
Attorney for Debtor:
Keith A. Cothroll, Esq.
2000 S. Dairy Ashford Rd., Ste. 298
Phone: 281-406-0209
Fax: 832-550-2140
Email: kcothroll@cothlaw.com
About TCMA Trucking Inc.
Katy, Texas-based TCMA Trucking Inc. offers local trucking
services.
TCMA Trucking sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Texas Case No. 19-31578) on March 24, 2019. The
Debtor previously sought bankruptcy protection on Feb. 6, 2019
(Bankr. S.D. Tex. Case No. 19-30738).
At the time of the filing, the Debtor had estimated assets of
between $1 million and $10 million and liabilities of between $1
million and $10 million.
The case has been assigned to Judge Jeffrey P. Norman. The Law
Firm of Keith A. Cothroll is the Debtor's bankruptcy counsel.
TELESCOPE MANAGEMENT: Stubbs & Perdue Represents Multiple Parties
-----------------------------------------------------------------
In the Chapter 11 cases of Telescope Management Group, LLC, the law
firm of Stubbs & Perdue, P.A. submitted a verified statement under
Rule 2019 of the Federal Rules of Bankruptcy Procedure to disclose
that it is representing Kerala Capital Partners, LLC and CVM
Holdings, LLC.
On Sept. 4, 2019, Stubbs Perdue was retained to represent Kerala
Capital Partners, LLC, in connection with the collection and
enforcement of that certain Lease Agreement relating to certain
premises having a physical address of 201 Kitty Hawk Drive,
Morrisville, North Carolina 27560, in the chapter 11 bankruptcy
proceeding that was filed by the Debtor on August 10, 2018 BK Case
No. 18-04012-5-DMW.
On June 6, 2019, the Court in the Bankruptcy Case entered The
Court, on June 6, 2019, entered the Order Confirming First Amended
Plan of Reorganization [D.E. 403] entered on June 6, 2019, which
confirmed the First Amended Plan of Reorganization [D.E. 325], as
amended that was proposed by the Debtor.
Thereafter, and following entry of the Confirmation Order, Stubbs
Perdue was retained by CVM HOLDINGS, LLC, in connection with the
enforcement and collection of amounts owed and outstanding under
the Lease Agreement dated February 12, 2015, which was subsequently
assumed by the Debtor in the Bankruptcy Case pursuant to the
Consent Order on Debtor’s Motion to Assume Lease of CVM Holdings,
LLC [D.E. 424].
As of Sept. 17, 2019, Kerala Capital and CVM and and their
disclosable economic interests are:
(1) Kerala Capital Partners, LLC
c/o Dan Hill
507 North Lindsay Street
High Point, NC 27262
* Administrative expense claim in the amount of $13,060.15,
pursuant to §§ 365, 502, 503, and 507 of the Bankruptcy
Code, pursuant to Order Allowing Application for Allowance
and Payment of Administrative Expense Claim for Kerala
Capital Partners, LLC [D.E. 436] and a general unsecured
claim, as set forth in the proof of claim, Claim No. 37, as
amended, filed by Kerala Capital in the Bankruptcy Case, in
the amount of $112,158.16.
(2) CVM Holdings, LLC
Attn: Plaza Associates, Inc.
c/o Ellis Payne, General Counsel
2840 Plaza Place, Suite 100
Raleigh, North Carolina 27615
* Administrative expense claim arising pursuant to
§§ 365, 502, 503, and 507 of the Bankruptcy Code, arising
from the post-confirmation breach of the previously-assumed
Lease Agreement, in addition to a general unsecured claim,
evidenced by the proof of claim, Claim No. 42, in the amount
of $13,639.64, which CVM intends to amend on account of the
foregoing events.
Counsel for Kerala Capital Partners, LLC and CVM Holdings, LLC can
be reached at:
STUBBS & PERDUE, P.A.
Joseph Z. Frost, Esq.
9208 Falls of Neuse Road, Suite 201
Raleigh, NC 27615
Telephone: (919) 870-6258
Facsimile: (919) 870-6259
E-mail: jfrost@stubbsperdue.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/1PfdOf
About Telescope Management
Based in Morrisville, North Carolina, Telescope Management Group,
LLC, d/b/a Bevello, a privately held company in the management
services business, filed a voluntary Chapter 11 petition (Bankr.
E.D.N.C. Case No. 18-04012) on Aug. 10, 2018. At the time of
filing, the Debtor was estimated to have estimated assets and
liabilities of $1 million to $10 million. The Hon. David M. Warren
is the case judge. William P. Janvier, Esq., in Raleigh, North
Carolina, is the Debtor's counsel.
THOMASRILEY STRATEGIES: Case Summary & 14 Unsecured Creditors
-------------------------------------------------------------
Debtor: ThomasRiley Strategies, L.L.C.
1455 Pennsylvania Avenue, Suite 400
Washington, DC 20004
Business Description: ThomasRiley Strategies, L.L.C. --
https://thomasrileystrategiesllc.net/ --
is a business management consultant
headquartered in Washington, D.C.
Fundamentally, the Company's business model
is to identify unique opportunities, resolve
growth challenges and provide sound
solutions to support its clients' short and
long-term business goals.
Chapter 11 Petition Date: September 20, 2019
Court: United States Bankruptcy Court
District of Columbia (Washington, D.C.)
Case No.: 19-00626
Judge: Hon. Martin S. Teel, Jr.
Debtor's Counsel: Bradley D. Jones, Esq.
ODIN, FELDMAN & PITTLEMAN, P.C.
1775 Wiehle Avenue, Suite 400
Reston, VA 20190
Tel: 703.218.2176
Fax: 703.218.2160
E-mail: Brad.Jones@ofplaw.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Ronald F. Thomas, II, managing
principal.
A copy of the Debtor's list of 14 unsecured creditors is available
for free at:
http://bankrupt.com/misc/dcb19-00626_creditors.pdf
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/dcb19-00626.pdf
TIRAMISU RESTAURANT: K. Vedad to Retain Interest Under Plan
-----------------------------------------------------------
Tiramisu Restaurant, LLC, has filed an amended Chapter 11 plan and
Disclosure Statement.
Class 4 - All holders of Allowed Class 4 Claims shall, on the
Distribution Date, receive deferred cash payments, over a period
not exceeding six (6) years after the Effective Date of the second
Amended Plan as to New York State and six (6) years from the filing
date of the Chapter 11 proceeding, to wit, May 17, 2017 as to New
York City, with interest at the rate of 14.5% and 9% respectively.
Class 5 - Unsecured Claims are impaired. On or before 10 days after
the Effective Date, holders of Class 5 Claims shall receive in cash
10% of the Allowed amount of such Claims.
Class 6 - Interests. Karen Vedad shall retain her 100% ownership
interest in the Debtor following confirmation of the Plan.
The Debtor will deposit the sum of at least $11,000.00 into an
escrow account held by the Debtor's attorneys which sum shall be
released, upon a Final Order of Confirmation, into the Distribution
Fund.
A full-text copy of the Amended Disclosure Statement dated
September 11, 2019, is available at https://tinyurl.com/y3hpfv64
from PacerMonitor.com at no charge.
About Tiramisu Restaurant
Tiramisu Restaurant, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 17-11346) on May 15, 2017, disclosing
under $1 million in both assets and liabilities. The Debtor is
represented by Randy M. Kornfeld, Esq., at Kornfeld & Associates,
PC.
TNR HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Three affiliates that simultaneously filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
TNR Holdings, LLC 19-12531
71683 Riverside Drive
Covington, LA 70433
Tchefuncte Natural Resources, LLC 19-12532
71683 Riverside Drive
Covington, LA 70433
Mesa Gulf Coast, LLC 19-12533
71683 Riverside Drive
Covington, LA 70433
Business Description: TNR Holdings, LLC and its subsidiaries are
privately held oil and gas exploration &
production companies. The Debtors operate
out of Covington, Louisiana.
Chapter 11 Petition Date: September 20, 2019
Court: United States Bankruptcy Court
Eastern District of Louisiana (New Orleans)
Judge: Hon. Meredith S. Grabill
Debtors' Counsel: Eric J. Derbes, Esq.
THE DERBES LAW FIRM, LLC
3027 Ridgelake Avenue
Metairie, LA 70002
Tel: (504) 837-1230
Fax: (504) 832-0323
E-mail: ederbes@derbeslaw.com
- and -
Frederick L. Bunol, Esq.
THE DERBES LAW FIRM, LLC
3027 Ridgelake Drive
Metairie, LA 70002
Tel: (504) 837-1230
E-mail: fbunol@derbeslaw.com
TNR Holdings'
Total Assets: $620
TNR Holdings'
Total Liabilities: $6,340,276
Tchefuncte Natural's
Total Assets: $2,142,249
Tchefuncte Natural's
Total Liabilities: $5,445,742
Mesa Gulf's
Total Assets: $856,101
Mesa Gulf's
Total Liabilities: $8,192,663
The petitions were signed by John Leonard, CEO.
Full-text copies of the petitions containing, among other items,
lists of the Debtors' largest unsecured creditors are available for
free at:
http://bankrupt.com/misc/laeb19-12531.pdf
http://bankrupt.com/misc/laeb19-12532.pdf
http://bankrupt.com/misc/laeb19-12533.pdf
ULTRA RESOURCES: Moody's Lowers CFR to Ca, Outlook Negative
-----------------------------------------------------------
Moody's Investors Service downgraded Ultra Resources, Inc.'s
Corporate Family Rating to Ca from Caa1, Probability of Default
Rating to Ca-PD from Caa1-PD, ratings on the revolving credit
facility and term loan to Caa2 from B2, rating on the senior
secured second lien notes due 2024 to C from Caa2 and rating on the
senior unsecured notes to C from Caa3. The Speculative Grade
Liquidity Rating remains SGL-4. The rating outlook is negative.
Downgrades:
Issuer: Ultra Resources, Inc.
Probability of Default Rating, Downgraded to Ca-PD
from Caa1-PD
Corporate Family Rating, Downgraded to Ca from Caa1
Senior Secured Bank Credit Facility, Downgraded to
Caa2 (LGD2) from B2 (LGD2)
Senior Secured Regular Bond/Debenture, Downgraded to
C (LGD5) from Caa2 (LGD5)
Senior Unsecured Regular Bond/Debenture, Downgraded to
C (LGD6) from Caa3 (LGD6)
Outlook Actions:
Issuer: Ultra Resources, Inc.
Outlook, Remains Negative
RATINGS RATIONALE
The rating action follows the company's announcement that it is
suspending its drilling program given the low commodity price
environment to preserve its drilling inventory for development
under more favorable commodity price conditions. Ultra has entered
into an amendment to its credit facility that lowers its borrowing
base on the revolver to $200 million immediately and provides for
lower commitments of $120 million on February 29, 2020, subject to
sufficient borrowing base coverage. Ultra is no longer subject to
maintenance financial covenants, but its capital expenditures will
be limited to $5 million per quarter starting in the first quarter
2020. At such low capital expenditure levels, it can generate
positive free cash flow that will be applied towards repaying
revolving credit facility balances ($59 million as of June 30,
2019), building a cash balance and potentially repaying other
existing debt, subject to relief from restrictions under its debt
agreements. Ultra will need to secure an amendment to its credit
facility in the future to raise the capital expenditure cap before
it can restart its development efforts.
The downgrade of Ultra's CFR to Ca and PDR to Ca-PD reflects the
unpredictability surrounding the ability of the company to resume
its natural gas development operations, which Moody's believes is
required for the company to generate sufficient cash flow to repay
its debt (or be able to solicit interest in a refinancing of its
debt), the increased potential for the company to ultimately
default on its debt obligations and Moody's estimates of the
overall recovery rate on Ultra's debt. There is considerable
uncertainty concerning when natural gas prices will improve to
levels that will support Ultra's further development of its acreage
and provide sufficient cash flow to service its debt. Moody's
believes that natural gas supply in the US will continue to exceed
demand in the medium term, limiting prices for the commodity such
that its price will be range bound between $2.25 per MMBtu and
$3.25 per MMBtu with its base assumption being $2.50 per MMBtu.
Ultra has high leverage (Debt to EBITDA ~ 4.6x and Retained Cash
Flow to Debt ~ 14%, as of June 30, 2019, including Moody's
analytical assumptions) and its debt will likely need to be
restructured, given Moody's expectation that natural gas prices
will not improve substantially in the near-term. Ultra's interest
expense exceeds $0.50 per MMBtu and will rise on a per unit basis
as its production volumes fall. Moody's expects natural gas prices
in the Rockies to continue to trade at a meaningful discount to
Henry Hub prices, even after additional natural gas take away
capacity transports large volumes of Permian Basin associated
natural gas to US Gulf Coast markets.
Ultra's SGL-4 rating reflects weak liquidity. Low realized natural
gas prices and a stop in development activity that leads to
declining production volumes will lead to lower operating cash
flows, potentially reduced borrowing bases and lower available
capacity under the revolving credit facility. Liquidity is
supported by positive free cash flow that Moody's expects will
initially be applied towards repaying revolver borrowings and
availability under its reserves-based revolving credit facility.
The $1.175 billion borrowing base established in the fall 2019
provides for a $200 million commitment level for the revolving
credit facility that will be reduced to $120 million on February
29, 2020, and covers the $975 million term loan. Amendment five to
the revolver entered into in September 2019 eliminated the
maintenance financial covenants. Substantially all of the company's
assets are pledged as security under the credit facility, which
limits the extent to which asset sales could provide a source of
liquidity.
The negative outlook reflects the uncertainty over Ultra's ability
restart its development efforts and potential for it to default on
its debt obligations. The ratings could be downgraded if the
company defaults on its debt. An upgrade is unlikely in the
near-term, but Moody's could upgrade the ratings if Ultra restarts
its drilling program, restructures its balance sheet such that it
has a sustainable capital structure and has adequate liquidity.
The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.
Ultra Resources, Inc., a wholly-owned subsidiary of Ultra Petroleum
Corp., is an independent exploration and production company
headquartered in Englewood, Colorado.
VALTEK LLC: Amended Motion to Use Seacoast Cash Collateral Approved
-------------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida
approves the amended motion filed by Vartek LLC, for authority to
use cash collateral, pursuant to a budget, and to grant replacement
liens to Seacoast Business Funding, a division of Seacoast National
Bank.
The Court further rules that:
* Seacoast will maintain its replacement liens and security
interest in all postpetition assets of the Debtor, except with
respect to goods that constitute raw materials under the Bailment
Agreement dated June 27, 2019 with Watkins Manufacturing
Corporation, and the identified cash collateral aggregating
$165,518.88, previously defined as Released A/R in the Original
Order.
* Other than the released A/R, all postpetition accounts will
continue to be paid to Seacoast;
* Seacoast will deposit in the Debtor's bank account at Seacoast
80 percent of postpetition account collections. Seacoast will be
entitled to retain 20 percent of any postpetition account
collections until Seacoast's prepetition claim of $85,104.45, plus
claims under Section 506(b) of Chapter 11 of the Bankruptcy Code,
has been paid in full.
The Amended Motion seeks to grant Seacoast a "floating lien" to the
same extent, validity and priority as existed on the Petition Date,
which adequate protection is approved in this Amended Order as part
of Seacoast's cumulative rights.
The Court rules that the Original Order is effective through the
hearing. Thereafter, this Order granting the Amended Motion
supersedes the Original Order to the extent of any inconsistency.
A copy of the Order on the Amended Motion is available for free at:
http://bankrupt.com/misc/Vartek_61_Cash_ORD.pdf
About Vartek L.L.C.
Vartek, L.L.C. -- https://vartekllc.com/ -- is a privately owned
manufacturer of flexible PVC hose and tubing. The Company
manufactures reinforced hose and non-reinforced tubing products.
It serves the construction, industrial, irrigation, landscape,
marine, medical, pool, spa, & waterscape markets. Vartek
manufactures and maintains a warehouse in Tampa, Florida and a
warehouse in San Diego, California.
Vartek sought Chapter 11 protection (Bankr. M.D. Fla. Case No.
19-08083) on Aug. 26, 2019. In the petition signed by CRO William
A. Long, Jr., the Debtor estimated assets at $1 million to $10
million and estimated liabilities of $10 million to $50 million.
Judge Catherine Peek McEwen oversees the Debtor's case. STICHTER,
RIEDEL, BLAIN & POSTLER, P.A., represents the Debtor.
WATAUGA RECOVERY: Oct. 8 Disclosure Statement Hearing
-----------------------------------------------------
Watauga Recovery Centers filed a Chapter 11 Plan of Liquidation and
accompanying Disclosure Statement.
Judge Marcia Philipps Parsons of the U.S. Bankruptcy Court for the
Eastern District of Tennessee issued an order scheduling the
hearing on the approval of the Disclosure Statement for October 8,
2019, at 9 a.m. The last day for filing and serving written
objections to the disclosure statement is fixed on October 1, 2019.
The Debtor managed seven medical clinics that provided substance
use treatment services for individuals with co-occurring
mental/behavior issues.
The Plan is a liquidation plan that calls for the liquidation of
Watauga's remaining assets and the distribution of the proceeds
derived therefrom in accordance with the Plan.
For Class 3 - Unsecured Claims, the Debtor scheduled total
unsecured claims of $6,075,790.03. On January 1, 2019, the Debtor
amended schedule F to reflect Non-Priority Unsecured Claims of
$6,033,665.38. A total of 54 claims have been filed in this Case,
some of which have been paid and some of which are pending.
The Debtor scheduled Highlands Union Bank as having an unsecured
claim in the amount of $2,286,240.55. Highlands Union Bank did not
file a proof of claim. This debt arises from guaranty agreements
executed by Watauga guaranteeing the three loans from Highlands
Union Bank to Phoenix secured by the Abingdon, Virginia;
Wytheville, Virginia; and Newport, Tennessee properties. This claim
will be paid in full from the sale proceeds from the sale of these
three properties by Phoenix to ReVida. This transaction should be
closed prior to the Plan being considered by the Creditors.
Highlands Union Bank will receive no payment from the Debtor under
the Plan.
The Debtor scheduled Renasant Bank as having an unsecured claim in
the amount of $2,684,274.46. This debt arises from guaranty
agreements executed by Debtor guaranteeing the loans made by
Renasant Bank to the Reaches secured by the Duffield, Virginia and
Morristown, Tennessee properties. The debt also includes the
Renasant Bank loan to Phoenix which is secured by the Johnson City,
Tennessee property on which the Debtor is a co-maker.
ReVida has asserted an indemnification claim in the amount of
$82,330.11. The Debtor does not dispute the claim. Under the Plan,
ReVida shall be entitled to satisfy this indemnification claim from
the Holdback provided that it also agrees to release to the Debtor
the balance of the Holdback for use by the Debtor to make
distributions to Creditors under the Plan.
The Debtor anticipates filing objections to the claims of Unsecured
Creditors identified above as being disallowed. Based on the
foregoing summary, the Debtor estimates total allowed Remaining
Unsecured Claims in the amount of $908,491.63.
A full-text copy of the Plan and Disclosure Statement is available
at https://tinyurl.com/y4sq6m2d from PacerMonitor.com at no
charge.
Attorney for Debtor:
Mark S. Dessauer, Esq.
HUNTER, SMITH & DAVIS
Post Office Box 3740
Kingsport, TN 37664
Tel: (423) 378-8840
Fax: (423) 378-8801
About Watauga Recovery Centers
Watauga Recovery Centers, Inc. -- http://wrchope.org/-- provides
comprehensive healthcare services to patients suffering from
addiction. It offers personalized, intentional recovery education
for each patient as well as educational group sessions. Watauga
Recovery has locations in Duffield, Abingdon and Wytheville,
Virginia; in Fletcher, North Carolina; and in Johnson City,
Morristown, Knoxville, Newport, Greeneville, and Cookeville,
Tennessee.
Watauga Recovery Centers sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Tenn. Case No. 18-51414) on Aug. 16,
2018. In the petition signed by CEO David Reach, the Debtor
estimated assets of $1 million to $10 million and liabilities of $1
million to $10 million. Judge Marcia Phillips Parsons presides
over the case. Hunter, Smith & Davis, LLP, is the Debtor's legal
counsel.
WESTERN ENERGY: DBRS Confirms B(low) Issuer Rating, Trend Stable
----------------------------------------------------------------
DBRS Limited confirmed the Issuer Rating of Western Energy Services
Corp. (Western or the Company) at B (low) with a Stable trend. The
rating confirmation is underpinned by Western's (1) modern and
capable drilling fleet, (2) variable operating and flexible capital
costs and (3) satisfactory liquidity position with adequate
availability under its credit facilities of $60 million that mature
in December 2021. The rating remains constrained by the Company's
weak financial metrics, prevailing market access issues in Western
Canada and limited geographic diversification. The Stable trend
reflects DBRS's expectation that under the base-case commodity
price assumptions, the Company will primarily operate within
cashflow and maintain adequate liquidity over the next 12 months.
The Stable trend also acknowledges that the Company has no material
debt repayments scheduled over the next three years.
In 2019, activity levels in Western Canada have fallen as oil and
gas (O&G) producers have cut back on capex in response to lack of
consistent market access. While crude oil differentials have
narrowed in 2019 as a result of the production curtailments
mandated by Alberta, O&G producers have indicated they are unlikely
to increase spending until there is more certainty about takeaway
capacity from the Western Canadian Sedimentary Basin. In the
interim, the mandated production cuts are also negatively affecting
Western's equipment utilization. Western has tried to mitigate the
impact of the weaker outlook in Canada by actively seeking
equipment deployment opportunities in the United States. The
Company has deployed two additional rigs in the Permian Basin, one
purchased in Q4 2018 and the other deployed from its Canadian fleet
in Q1 2019. Western also set up well servicing operations in
California by transferring three service rigs from its Canadian
fleet. The Company has continued to reduce operating costs and it
retains the flexibility to adapt its capex program in line with the
prevailing commodity price environment. Western's equipment
utilization remains above the industry average and pricing for
Western's drilling services has improved marginally in 2019.
However, DBRS does not expect a material improvement in utilization
and pricing until there is greater certainty with respect to
outlook for market access.
Lower earnings as a result of weaker activity levels continue to
weigh on the Company's financial performance. Western's
lease-adjusted debt-to-cash flow and lease-adjusted earnings before
interest and taxes interest coverage ratios continue to remain
below the threshold for the current rating. However, lower interest
expense as a result of the refinancing in 2018 and a flexible capex
program have allowed the Company to operate within cashflow with a
moderate reduction in debt. While earnings and key credit metrics
are expected to remain at current levels until activity levels
improve, DBRS expects the Company to continue to primarily operate
with cashflow over the next twelve months with no notable increase
in debt.
DBRS considers the Company's adequate liquidity position to be a
key factor supporting the current rating and trend. The Company's
credit facilities mature in December 2021 with $54.2 million of
capacity available as at June 30, 2019. Coupled with the ability to
operate within cashflow and a lack of material debt repayments,
DBRS believes the Company has adequate financial flexibility to
operate through the current period of uncertainty in Western
Canada. However, if the Company's liquidity profile deteriorates
materially or if the Company generates significant cash flow
deficits, DBRS may consider a negative rating action.
Notes: All figures are in Canadian dollars unless otherwise noted.
WHITING PETROLEUM: Moody's Alters Outlook on B1 CFR to Stable
-------------------------------------------------------------
Moody's Investors Service changed Whiting Petroleum Corporation's
outlook to stable from positive, and affirmed its B1 Corporate
Family Rating, B1-PD Probability of Default Rating and its B2
senior unsecured notes rating. Moody's lowered Whiting's
Speculative Grade Liquidity Rating to SGL-3 from SGL-1.
"Whiting remains singularly focused on the Williston Basin's Bakken
and Three Forks formations where it has reduced costs through
maximizing drilling and completion efficiencies and has stabilized
production, targeting positive free cash flow," commented Andrew
Brooks, Moody's Vice President. "However, debt reduction is of
paramount importance to the company as Whiting confronts a
challenging near-term debt maturity profile."
Lowered:
Issuer: Whiting Petroleum Corporation
Speculative Grade Liquidity Rating, Lowered to SGL-3 from SGL-1
Outlook Actions:
Issuer: Whiting Petroleum Corporation
Outlook, Changed To Stable From Positive
Affirmations:
Issuer: Whiting Petroleum Corporation
Probability of Default Rating, Affirmed B1-PD
Corporate Family Rating, Affirmed B1
Senior Unsecured Conv./Exch. Notes, Affirmed B2 (LGD5) from
(LGD4)
Senior Unsecured Notes, Affirmed B2 (LGD5) from (LGD4)
RATINGS RATIONALE
Whiting's B1 CFR reflects the improved leverage and coverage
metrics it has achieved reflecting the 50% reduction in its debt
since peak year 2014 levels. Despite this substantial debt
reduction to date, Whiting continues to carry high absolute debt
levels, with financial leverage at $22,762 debt on production and
$8.00 debt on proved developed reserves at June 30. Whiting is
challenged by its near-term debt maturity profile with a $562
million convertible note maturity due April 1, 2020 (on August 29,
the company announced a tender offer for up to $300 million of the
notes), $873.6 million 5.75% senior notes due March 15, 2021 and
$408.3 million senior notes due April 1, 2023.
Whiting is in a stronger position to reinvest in its production,
which it has stabilized after falling steeply following 2016's
collapse in crude prices. Second quarter production averaged
127,090 barrels of oil equivalent (Boe) per day, which was
virtually flat compared with 2018's second quarter, although
hampered to a certain extent by near-term basin infrastructure
constraints. Significantly, Whiting achieved production stability
while generating $134 million positive free cash flow in 2018 ($77
million negative free cash flow over the first six months of 2019
on lower realized commodity prices). The company has targeted
operating within cash flow by year-end 2019 and full-year 2020,
generating cash for debt reduction. Evidencing its improving credit
metrics, retained cash flow (RCF)/debt was 33% at June 30, 2019
compared with 2017's full-year 18%.
Whiting's B1 CFR is also supported by the scale of the company's
reserves and production, a deep drilling inventory in the core of
the Bakken Shale, and a track record of organically growing its
oil-weighted production. In addition to its Williston Basin
production, Whiting produced 13,137 Boe per day in Colorado's DJ
Basin (the "Redtail" area). Considered non-core, Redtail is being
operated to maximize cash flow, with minimal capital spending
allocated for well completions. Over the first half of 2019,
Whiting put 61 operated wells on production in the Williston while
limiting Redtail activity to the completion of drilled but
uncompleted wells (DUCs).
The operations of independent exploration and production companies
such as Whiting, face increasing environmental regulations and
scrutiny of their operations, as well as limitations governing
aspects of their producing activities. North Dakota places
stringent regulations on the extent of associated natural gas
capture, with which Whiting remains in compliance despite aggregate
industry production which is currently out of compliance given
infrastructure constraints. Governance risks Moody's considered in
Whiting's credit is the emphasis a recently reconstituted senior
management team has placed on financial strategy, including
lowering operating costs, generating free cash flow and improving
its balance sheet.
Whiting's SGL-3 rating reflects adequate liquidity. While its $2.25
billion secured borrowing base revolving credit facility, under
which $1.75 billion is committed, was drawn only in the amount of
$40 million at June 30, Moody's acknowledges that the revolver's
available unused capacity could be used to refinance upcoming debt
maturities. Under the terms of a September 13, 2019 amendment to
its revolving credit facility, subject to a number of conditions
including compliance with a 3.25x debt/EBITDAX leverage ratio,
Whiting is permitted to repurchase, redeem or prepay its unsecured
notes under the revolver. However, heavy utilization of the
revolver would restrict Whiting's financial flexibility to confront
weaker commodity prices, although the company has reiterated its
determination to achieve positive free cash flow by year-end 2019.
Whiting's revolving credit facility is scheduled to mature in April
2023. However, to the extent that any of its senior notes have a
maturity date prior to 91 days after April 12, 2023 (specifically
the $873.6 million notes due March 2021), and other than the 2020
convertible notes, the revolver's maturity date would advance to 91
days prior to the March 2021 maturity date of the 2021 notes, or
December 15, 2020. Without a resolution of the springing maturity,
the revolver would go current on this date.
The credit facility is secured by substantially all of Whiting's
oil and gas properties. Moody's expects Whiting to remain in
compliance with its financial covenants, a current ratio exceeding
1x and debt/EBITDAX less than 4.0x. The B2 rating on Whiting's
unsecured notes is one notch below its B1 CFR, reflecting the
subordination of these notes to Whiting's secured revolving credit
facility and the revolver's priority claim to the company's assets.
However, if Whiting's revolver is substantially drawn to finance
its 2020 and/or 2021 unsecured notes maturities, or if unsecured
debt is refinanced on a secured basis, it is probable that
Whiting's unsecured notes rating would fall to B3, two-notches
below its B1 CFR.
The rating outlook is stable, reflecting Moody's view that Whiting
is approaching near-term cash flow break-even. Whiting's ratings
could be upgraded subject to successfully addressing its near-term
debt maturities, should production continue to stabilize while
generating positive free cash flow, while maintaining a leveraged
full-cycle ratio (LFCR) in excess of 1.5x with debt on production
under $20,000. Whiting's ratings could be downgraded if a
resolution of upcoming debt maturities reduces liquidity available
to Whiting, if RCF/debt drops below 20% or its LFCR drops below
1.25x on a reversal of recent production efficiencies.
The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.
Whiting Petroleum Corporation is an independent exploration and
production company headquartered in Denver, Colorado, 90% of whose
production is derived from the Williston Basin's Bakken and Three
Forks formations.
WINNEBAGO INDUSTRIES: S&P Puts 'BB' Term Loan Rating on Watch Neg.
------------------------------------------------------------------
S&P Global Ratings placed the 'BB' issue-level rating on Winnebago
Industries Inc.'s senior secured term loan B on CreditWatch with
negative implications. The 'BB-' issuer credit rating and stable
outlook are unchanged.
The CreditWatch placement follows the company's announcement of its
plans to purchase Newmar Corp. for approximately $344 million,
funding the acquisition with proposed senior secured debt of
approximately $270 million. Incremental secured debt in the
company's capital structure could potentially reduce recovery
prospects for secured lenders, according to S&P.
The negative CreditWatch placement on the senior secured
issue-level rating reflects the mix of debt and equity that
Winnebago is expected to use for the acquisition, and S&P's
expectation that the leveraging acquisition will result in more
secured debt in the capital structure and potentially reduce
recovery prospects for secured lenders.
"It is our understanding that Winnebago will raise about $270
million of senior secured debt and issue two million shares of
equity to purchase Newmar for a purchase price of approximately
$344 million, based on the closing stock price on September 13,
2019. Winnebago also plans to upsize its asset-based revolver
capacity to $192 million from $165 million, which would increase
priority claims ahead of senior secured debt," S&P said.
"We plan to resolve the CreditWatch once the company completes the
financing transaction. We could lower the senior secured
issue-level rating by one notch if we conclude that the acquisition
and debt issuance would result in lower recovery prospects for
secured lenders," S&P said, adding that it could also affirm the
issue-level rating based on the finalized debt issuance terms and
subject to a revised valuation in a hypothetical default scenario.
WMC MORTGAGE: Nov. 5 Plan Confirmation Hearing
----------------------------------------------
WMC Mortgage LLC filed a Chapter 11 Plan of Liquidation and
accompanying Disclosure Statement.
The Bankruptcy Court has approved the Disclosure Statement and
approved September 13, 2019, as the Voting Record Date. Only
holders of Claims or Equity Interests in Class 3, Class 4, Class 5,
and Class 6 as of the Voting Record Date are eligible to vote on
the Plan.
The Bankruptcy Court has approved October 16, 2019 at 5:00 p.m.
(Eastern Time), as the Voting Deadline. The Debtor may extend the
Voting Deadline in accordance with the Disclosure Statement Order.
The Confirmation Hearing will commence on November 5, 2019 at 10:00
a.m. (Eastern Time).
Professional Fee Claims are projected to be approximately
$1,519,000.00 on the Effective Date.
Priority Tax Claims are projected to be approximately $1,000.00 on
the Effective Date.
The DIP Loan Claim is projected to be approximately $12,400,000 on
the Effective Date.
A redlined version of the Disclosure Statement is available at
https://tinyurl.com/y2lvw753 from PacerMonitor.com at no charge.
Attorneys for the Debtor:
Mark D. Collins, Esq.
Russell C. Silberglied, Esq.
Zachary I. Shapiro, Esq.
Brendan J. Schlauch, Esq.
Christopher M. De Lillo, Esq.
RICHARDS, LAYTON & FINGER, P.A.
One Rodney Square
920 North King Street
Wilmington, Delaware 19801
Telephone: (302) 651-7700
About WMC Mortgage
WMC Mortgage, LLC, directly and through various predecessors, was
in the business of originating residential mortgage loans for more
than 60 years.
The collapse of the housing and financial markets presaging the
Great Recession decimated WMC's loan origination business. By the
second quarter of 2007, WMC had essentially stopped originating new
loans and focused on winding down its operations and resolving
substantial liabilities associated with its mortgage business.
Over the past decade, WMC has been able to settle the gravamen of
the litigation commenced against it, which primarily consisted of
contract actions for breaches of representations and warranties WMC
made in mortgage loan sale agreements relative to the attributes of
the loans sold.
WMC sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Case No. 19-10879) on April 23, 2019. At the time
of the filing, WMC estimated assets of between $1 million and $10
million and liabilities of between $100 million and $500 million.
The case has been assigned to Judge Christopher S. Sontchi.
WMC tapped Richards, Layton & Finger, P.A., as its bankruptcy
counsel; Jenner & Block LLP as special litigation counsel; Alvarez
& Marsal Disputes and Investigations, LLC, as financial advisor;
and Epiq Corporate Restructuring, LLC as claims and noticing agent.
WSLD LLC: Voluntary Chapter 11 Case Summary
-------------------------------------------
Debtor: WSLD LLC
4606 W. Boyscout Blvd
Tampa, FL 33607
Business Description: WSLD LLC is a privately held company in
Tampa, Florida.
Chapter 11 Petition Date: September 20, 2019
Court: United States Bankruptcy Court
Middle District of Florida (Tampa)
Case No.: 19-08916
Debtor's Counsel: James W. Elliott, Esq.
MCINTYRE THANASIDES BRINGGOLD, ET. AL.
500 E. Kennedy Blvd., Suite 200
Tampa, FL 33602
Tel: 813-223-0000
Fax: 813-899-6069
E-mail: james@mcintyrefirm.com
Estimated Assets: $50,000 to $100,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jason Mitow, authorized representative.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/flmb19-08916.pdf
YIANNIS MEDITERRANEAN: Seeks Access to Sachem Capital, IRS Cash
---------------------------------------------------------------
Yiannis Mediterranean Cuisine LLC asks the U.S. Bankruptcy Court
for the District of Connecticut to approve its second amended
motion to use cash collateral to pay ordinary operating expenses,
pursuant to a budget. The Debtor says it also needs to pay
pre-petition payroll.
The budget provides for total weekly expenses of $10,550 of which
$3,400 is for payroll; $1,000 for payroll taxes; and $4,250 for
food and supplies. Monthly expenses total $46,977.50.
A copy of the budget can be accessed for free at:
http://bankrupt.com/misc/Yiannis_Mediterranean_37_Cash_AmnddMO.pdf
The Debtor proposes to provide adequate protection to Sachem
Capital Partners LLC and the Internal Revenue Service in the form
of replacement liens (assignment of rent).
About Yiannis Mediterranean
Yiannis Mediterranean Cuisine LLC is a limited liability company
that operates a restaurant serving fine mediteranean cuisine. It
filed its voluntary petition under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Conn. Case No. 19-31516) on Sept. 11,
2019, in New Haven, Connecticut. William E. Carter, Esq., is the
Debtor's counsel.
YOUNG SMILES: Case Summary & 4 Unsecured Creditors
--------------------------------------------------
Debtor: Young Smiles Pediatric Dentistry & Spa, P.A.
P.O. Box 486
Lithia, FL 33547
Case No.: 19-08904
Business Description: Young Smiles Pediatric Dentistry & Spa, P.A.
-- https://youngsmilesdental.net/ --
offers dental services for infants,
children, and adolescents.
Chapter 11 Petition Date: September 20, 2019
Court: United States Bankruptcy Court
Middle District of Florida (Tampa)
Debtor's Counsel: Samantha L. Dammer, Esq.
TAMPA LAW ADVOCATES, P.A.
A PRIVATE LAW FIRM
620 East Twiggs Suite 110
Tampa, FL 33602
Tel: 813-288-0303
Fax: 813-466-7495
E-mail: sdammer@attysam.com
Total Assets: $277,974
Total Liabilities: $1,040,400
The petition was signed by Dr. Kera Young, president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's four unsecured creditors is available for free
at:
http://bankrupt.com/misc/flmb19-08904.pdf
ZENITH ENERGY: S&P Alters Outlook to Negative, Affirms 'B' ICR
--------------------------------------------------------------
S&P Global Ratings revised the outlook on Zenith Energy U.S.
Logistics Holdings LLC (Zenith) to negative from stable. At the
same time, S&P affirmed the issuer credit rating of 'B'. The
unsecured recovery rating of '3' is unchanged.
Zenith has endured ongoing low utilization and difficulty in
securing new contracts at its Joliet terminal that have resulted in
lower EBITDA than previously forecast. The lower cash flow
contribution from Joliet, combined with lower expected cash
contributions from the Gulf LNG facility in Mississippi are two
main factors contributing to a lower run-rate EBITDA and higher
leverage. While sponsors have contributed equity to pay down debt
and fund a robust growth capex program, these lower cash flows and
lower utilization at Joliet have led to leverage that is
significantly higher than previously expected, with debt-to-EBITDA
tracking toward 7.5x by year-end 2019, compared with S&P's previous
forecast of about 6x. Lower-than-expected earnings from Joliet,
higher expenses as a result of adding staff to execute on its
growth strategy and lower distributions from its minority interest
in the Gulf LNG facility are the main drivers for the company's
weaker operating performance. As a result, the company will need to
delever over the next six-12 months in order to maintain the
rating.
S&P said, "The negative outlook reflects our view that the company
will need to increase utilization at its Joliet terminal and
execute its numerous growth projects on time and on budget in order
to support EBITDA and moderate leverage to remain in line with the
current 'B' rating. We expect, absent material support from the
sponsors to fund growth projects combined with material growth in
EBITDA, debt-to-EBITDA will remain above 7x over the next six-12
months."
"We could lower the rating over the next six-12 months if leverage
exceeds 7x through 2020. This would likely be driven by continued
low utilization at the company's Joliet terminal, combined with
high capex spending that is not funded by sponsor equity. We could
also consider a lower rating if the company's sponsors do not
provide liquidity in times of need, or if growth projects
experience delays or cost overruns."
"We could revise the outlook to stable if financial performance
strengthened such that leverage remained below 6.5x on a consistent
basis. This would likely result from the company increasing
utilization at the Joliet terminal while also receiving equity
injections from its parent to pay for its robust growth
initiatives."
[^] BOND PRICING: For the Week from September 16 to 20, 2019
------------------------------------------------------------
Company Ticker Coupon Bid Price Maturity
------- ------ ------ --------- --------
99 Cents Only Stores LLC NDN 11.000 93.468 12/15/2019
Acosta Inc ACOSTA 7.750 7.344 10/1/2022
Acosta Inc ACOSTA 7.750 8.622 10/1/2022
Alta Mesa Holdings LP /
Alta Mesa Finance
Services Corp ALTMES 7.875 24.000 12/15/2024
Approach Resources Inc AREX 7.000 27.131 6/15/2021
BPZ Resources Inc BPZR 6.500 3.017 3/1/2049
Bon-Ton Department
Stores Inc/The BONT 8.000 10.375 6/15/2021
Bristow Group Inc BRS 6.250 19.500 10/15/2022
Bristow Group Inc BRS 4.500 19.500 6/1/2023
California Resources Corp CRC 5.000 95.010 1/15/2020
California Resources Corp CRC 5.500 50.570 9/15/2021
Cenveo Corp CVO 8.500 1.346 9/15/2022
Cenveo Corp CVO 8.500 1.346 9/15/2022
Cenveo Corp CVO 6.000 0.894 5/15/2024
Chaparral Energy Inc CHAP 8.750 42.275 7/15/2023
Chukchansi Economic
Development Authority CHUKCH 9.750 60.000 5/30/2020
Chukchansi Economic
Development Authority CHUKCH 10.250 60.000 5/30/2020
Cloud Peak Energy Resources
LLC / Cloud Peak Energy
Finance Corp CLD 12.000 27.600 11/1/2021
Cloud Peak Energy Resources
LLC / Cloud Peak Energy
Finance Corp CLD 6.375 1.100 3/15/2024
DFC Finance Corp DLLR 10.500 67.125 6/15/2020
DFC Finance Corp DLLR 10.500 67.125 6/15/2020
Ditech Holding Corp DHCP 9.000 0.280 12/31/2024
EP Energy LLC / Everest
Acquisition Finance Inc EPENEG 8.000 3.635 2/15/2025
EP Energy LLC / Everest
Acquisition Finance Inc EPENEG 9.375 4.027 5/1/2024
EP Energy LLC / Everest
Acquisition Finance Inc EPENEG 6.375 0.412 6/15/2023
EP Energy LLC / Everest
Acquisition Finance Inc EPENEG 7.750 0.355 9/1/2022
EP Energy LLC / Everest
Acquisition Finance Inc EPENEG 9.375 4.990 5/1/2024
EP Energy LLC / Everest
Acquisition Finance Inc EPENEG 7.750 0.256 9/1/2022
EP Energy LLC / Everest
Acquisition Finance Inc EPENEG 8.000 3.708 2/15/2025
EP Energy LLC / Everest
Acquisition Finance Inc EPENEG 7.750 0.256 9/1/2022
Energy Conversion
Devices Inc ENER 3.000 7.875 6/15/2013
Federal Home Loan Banks FHLB 3.000 99.779 12/22/2026
Federal Home Loan Banks FHLB 2.430 99.625 12/22/2022
Ferrellgas Partners LP /
Ferrellgas Partners
Finance Corp FGP 8.625 74.959 6/15/2020
Ferrellgas Partners LP /
Ferrellgas Partners
Finance Corp FGP 8.625 75.721 6/15/2020
Fleetwood Enterprises Inc FLTW 14.000 3.557 12/15/2011
Foresight Energy LLC /
Foresight Energy
Finance Corp FELP 11.500 22.798 4/1/2023
Foresight Energy LLC /
Foresight Energy
Finance Corp FELP 11.500 23.462 4/1/2023
Frontier
Communications Corp FTR 10.500 48.104 9/15/2022
Frontier
Communications Corp FTR 8.500 57.584 4/15/2020
Frontier
Communications Corp FTR 6.250 46.418 9/15/2021
Frontier
Communications Corp FTR 8.750 45.989 4/15/2022
Frontier
Communications Corp FTR 8.875 56.570 9/15/2020
Frontier
Communications Corp FTR 9.250 51.178 7/1/2021
Frontier
Communications Corp FTR 10.500 47.941 9/15/2022
Frontier
Communications Corp FTR 10.500 52.500 9/15/2022
Global Eagle
Entertainment Inc ENT 2.750 47.054 2/15/2035
Goodman Networks Inc GOODNT 8.000 50.500 5/11/2022
Grizzly Energy LLC VNR 9.000 6.000 2/15/2024
Grizzly Energy LLC VNR 9.000 6.000 2/15/2024
Halcon Resources Corp HKUS 6.750 9.500 2/15/2025
Halcon Resources Corp HKUS 6.750 9.375 2/15/2025
Halcon Resources Corp HKUS 6.750 9.433 2/15/2025
Halcon Resources Corp HKUS 6.750 11.500 2/15/2025
Halcon Resources Corp HKUS 6.750 9.375 2/15/2025
High Ridge Brands Co HIRIDG 8.875 7.383 3/15/2025
High Ridge Brands Co HIRIDG 8.875 7.383 3/15/2025
Hornbeck Offshore
Services Inc HOS 5.000 46.182 3/1/2021
Hornbeck Offshore
Services Inc HOS 5.875 58.042 4/1/2020
K Hovnanian Enterprises Inc HOV 8.000 95.125 11/1/2019
Legacy Reserves LP /
Legacy Reserves
Finance Corp LGCY 8.000 6.096 12/1/2020
Legacy Reserves LP /
Legacy Reserves
Finance Corp LGCY 6.625 3.984 12/1/2021
Legacy Reserves LP /
Legacy Reserves
Finance Corp LGCY 8.000 2.709 9/20/2023
Lehman Brothers Inc LEH 7.500 1.847 8/1/2026
MAI Holdings Inc MAIHLD 9.500 45.400 6/1/2023
MAI Holdings Inc MAIHLD 9.500 45.000 6/1/2023
MAI Holdings Inc MAIHLD 9.500 44.495 6/1/2023
MF Global Holdings Ltd MF 9.000 14.750 6/20/2038
MF Global Holdings Ltd MF 6.750 14.750 8/8/2016
MModal Inc MODL 10.750 6.125 8/15/2020
Mashantucket Western
Pequot Tribe MASHTU 7.350 16.250 7/1/2026
McDermott Technology
Americas Inc / McDermott
Technology US Inc MDR 10.625 27.570 5/1/2024
McDermott Technology
Americas Inc / McDermott
Technology US Inc MDR 10.625 29.092 5/1/2024
Murray Energy Corp MURREN 11.250 7.426 4/15/2021
Murray Energy Corp MURREN 9.500 7.110 12/5/2020
Murray Energy Corp MURREN 11.250 7.840 4/15/2021
Murray Energy Corp MURREN 9.500 7.110 12/5/2020
NWH Escrow Corp HARDWD 7.500 60.000 8/1/2021
NWH Escrow Corp HARDWD 7.500 58.471 8/1/2021
Neiman Marcus Group
LTD LLC / Neiman
Marcus Group LLC /
Mariposa Borrower / NMG NMG 8.000 29.763 10/25/2024
Neiman Marcus Group
LTD LLC / Neiman
Marcus Group LLC /
Mariposa Borrower / NMG NMG 8.750 32.974 10/25/2024
Neiman Marcus Group
LTD LLC / Neiman
Marcus Group LLC /
Mariposa Borrower / NMG NMG 8.750 33.626 10/25/2024
Neiman Marcus Group
LTD LLC / Neiman
Marcus Group LLC /
Mariposa Borrower / NMG NMG 8.000 31.416 10/25/2024
New Gulf Resources LLC/
NGR Finance Corp NGREFN 12.250 4.000 5/15/2019
Northwest Hardwoods Inc HARDWD 7.500 58.693 8/1/2021
Northwest Hardwoods Inc HARDWD 7.500 58.693 8/1/2021
PHH Corp PHH 6.375 59.500 8/15/2021
Pernix Therapeutics
Holdings Inc PTX 4.250 2.250 4/1/2021
Pernix Therapeutics
Holdings Inc PTX 4.250 2.250 4/1/2021
Pioneer Energy
Services Corp PESX 6.125 37.648 3/15/2022
Powerwave Technologies Inc PWAV 1.875 0.025 11/15/2024
Renco Metals Inc RENCO 11.500 24.875 7/1/2003
Rolta LLC RLTAIN 10.750 8.624 5/16/2018
Sable Permian Resources
Land LLC / AEPB
Finance Corp AMEPER 7.125 14.077 11/1/2020
Sable Permian Resources
Land LLC / AEPB
Finance Corp AMEPER 7.375 7.500 11/1/2021
Sable Permian Resources
Land LLC / AEPB
Finance Corp AMEPER 7.125 14.774 11/1/2020
Sable Permian Resources
Land LLC / AEPB
Finance Corp AMEPER 7.375 13.996 11/1/2021
Sanchez Energy Corp SNEC 6.125 7.000 1/15/2023
Sanchez Energy Corp SNEC 7.750 6.500 6/15/2021
SandRidge Energy Inc SD 7.500 0.500 2/15/2023
Sears Holdings Corp SHLD 6.625 12.125 10/15/2018
Sears Holdings Corp SHLD 6.625 11.539 10/15/2018
Sears Roebuck
Acceptance Corp SHLD 7.500 1.001 10/15/2027
Sears Roebuck
Acceptance Corp SHLD 7.000 1.001 6/1/2032
Sears Roebuck
Acceptance Corp SHLD 6.750 1.000 1/15/2028
Sears Roebuck
Acceptance Corp SHLD 6.500 1.000 12/1/2028
Sempra Texas Holdings Corp TXU 5.550 13.500 11/15/2014
Sempra Texas Holdings Corp TXU 9.750 93.750 10/15/2019
Stearns Holdings LLC STELND 9.375 49.128 8/15/2020
Stearns Holdings LLC STELND 9.375 49.128 8/15/2020
Tapstone Energy LLC /
Tapstone Energy
Finance Corp TAPENE 9.750 25.701 6/1/2022
Tapstone Energy LLC /
Tapstone Energy
Finance Corp TAPENE 9.750 25.701 6/1/2022
TerraVia Holdings Inc TVIA 6.000 4.644 2/1/2018
Tesla Energy
Operations Inc/DE TSLAEN 3.600 85.757 3/19/2020
Transworld Systems Inc TSIACQ 9.500 26.000 8/15/2021
Transworld Systems Inc TSIACQ 9.500 26.000 8/15/2021
UCI International LLC UCII 8.625 4.780 2/15/2019
Ultra Resources Inc UPL 7.125 8.364 4/15/2025
Ultra Resources Inc UPL 6.875 9.000 4/15/2022
Ultra Resources Inc UPL 6.875 9.975 4/15/2022
Ultra Resources Inc UPL 7.125 8.277 4/15/2025
VIVUS Inc VVUS 4.500 77.320 5/1/2020
Windstream Services LLC /
Windstream Finance Corp WIN 7.500 22.000 6/1/2022
Windstream Services LLC /
Windstream Finance Corp WIN 8.750 22.000 12/15/2024
Windstream Services LLC /
Windstream Finance Corp WIN 6.375 20.485 8/1/2023
Windstream Services LLC /
Windstream Finance Corp WIN 6.375 20.485 8/1/2023
Windstream Services LLC /
Windstream Finance Corp WIN 8.750 21.574 12/15/2024
Windstream Services LLC /
Windstream Finance Corp WIN 7.750 21.489 10/15/2020
Windstream Services LLC /
Windstream Finance Corp WIN 7.750 21.516 10/1/2021
rue21 inc RUE 9.000 1.428 10/15/2021
*********
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