/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/191126.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, November 26, 2019, Vol. 23, No. 329 Headlines 1716 I: Hires Wendell W. Webster as Gen. Legal Counsel 19 HIGHLINE: Dec. 11 Plan & Disclosure Hearing Set 360 INTERNATIONAL: 40% for Unsecureds If Unsuccessful in GoMex Case 4 RAVEN COURT: Employs Cushner & Associates as Attorneys 4700 SOUTH ASHLAND: Seeks to Hire Crane Simon as Legal Counsel 5171 CAMPBELLS: 27 Restaurants Closed; Liquidating Plan Filed 753 NINTH AVE: Dec. 9, 2019 Bankruptcy Auction Set AGILITI INC: S&P Affirms 'B' ICR on Dividend Recapitalization AI CAUSA: Debt to Lending Creditors to Convert to Equity AI CAUSA: Dec. 19 Disclosure Statement Hearing Set ALLIANCE SECURITY: Dec. 18 Disclosure Statement Hearing Set AMERICAN ENERGY-PERMIAN: S&P Raises ICR to 'CCC+'; Outlook Neg. AN ANGEL'S TOUCH: Cash Collateral Use Continued Until February 2020 ANCHORAGE MIDTOWN: Case Summary & 20 Largest Unsecured Creditors ASCENA RETAIL: S&P Cuts ICR to 'CCC' on Distressed Exchange Risk AVONDALE MEADOWS ACADEMY: S&P Alters Outlook to Negative BREAD & BUTTER: Court Approves Cash Motion on 30-Day Interim Basis BRIAN G. MEEHAN: Unsecured Creditors to Recover 10% Under Plan BRICOR LLC: Has Until Dec. 15 to File Plan & Disclosures BRIGHT MOUNTAIN: Closes Merger with News Distribution Network BRIGHT MOUNTAIN: Launches up to $5 Million Securities Offering BUZZ TEAM: I.J. Litwak Realty Questions Reference to "Debtors" BUZZ TEAM: I.J. Litwak Seeks Debtor's Definition Amendment CALIFORNIA RESOURCES: Posts $94 Million Net Income in 3rd Quarter CASTLE ROCK: Voluntary Chapter 11 Case Summary CELADON GROUP: Amends Credit Agreements to Increase Interest Rates CELADON GROUP: Delays Form 10-Q for Quarter Ended Sept. 30 CHILDREN FIRST: Seeks to Hire Agentis PLLC as Legal Counsel CHINA HOSPITALS: Chapter 15 Case Summary COLLEGIATE OF MADISON: Case Summary & 11 Unsecured Creditors COMPASS MINERALS: S&P Rates New $500MM Senior Unsecured Notes 'B+' COMPLETE DISTRIBUTION: First Amended Disclosures Rejected CONNECT INSURANCE: Involuntary Chapter 11 Case Summary CREATIVE LIGHTING: Case Summary & 20 Largest Unsecured Creditors DAVE GIDDEON: Trucking Co. Has 5% for Unsecured Creditors DELPHI COMMUNITY SCHOOL: S&P Lowers 2019 Bond Rating to 'BB+' DJM HOLDINGS: Seeks Approval to Hire Real Estate Agent EB HOLDINGS: Court Approves Disclosure Statement EMERGE ENERGY: Asks Court to Extend Exclusivity to Feb. 10, 2020 ESM INC: Case Summary & 20 Largest Unsecured Creditors FIZZ & BUBBLE: Employs Vanden Bos & Chapman as Attorney FRISCO ATHLETIC NETWORK: Hires Eric Liepins as Bankruptcy Counsel GATES GLOBAL: S&P Rates New $568MM Senior Unsecured Notes 'B' GCX LIMITED: Disclosure Statement Hearing Set for Dec. 4, 2019 GCX LIMITED: Plan & Disclosures Hearing Reset to Dec. 4 GREEN FIELDS: Court Signs Stipulated Order Confirming Plan GREEN GLOBAL: Ordered to File 2nd Amended Plan; Conversion Stayed GROWLERU FRANCO: Case Summary & 16 Unsecured Creditors GYSUM RESOURCES: Seeks Approval to Hire Tiger Valuation Services HARD ROCK: Dec. 18 Disclosure Statement Hearing Set HIGH SIERRA THEATRES: Case Summary & 20 Top Unsecured Creditors HINES POINT: Unsecureds to Get 100% Plus Interest by Dec. 31, 2020 HOLCOMB ACQUISITIONS: Has Court OK to Use Cash Collateral HOTEL OXYGEN: Court Grants Interim Cash Access, Addresses Objection HUNTINGTON PROPERTY: Gets Court Approval to Hire Accountant IMPERIAL TOY: Seeks Up to $5.75M of DIP Funds, Gets Interim OK J-H-J INC: Taps Steffes Firm as Legal Counsel JAGGED PEAK: US Trustee Objects to Force Ten, CRO Retention JC PLUMBING: Wants Until March 2, 2020 to File Plan & Disclosures JJE INC: Asks Court to Extend Plan & Disclosure Filing LION HOLDINGS: Seeks Permission to Use CFS Cash Collateral MAISON PREMIERE: Unsecured Creditors to Recover 10% Under Plan MATTSNOW PROPERTIES: May Use First National Bank Cash Collateral MEDCOAST MEDSERVICE: Court Grants Access to IRS Cash Thru May 2020 MEDCOAST MEDSERVICE: Court OKs Secured Lenders' Cash Stipulation MEDCOAST MEDSERVICE: Ordered to Pay IRS $6,500 Monthly MEDICAL SIMULATION: Voluntary Chapter 11 Case Summary NEW CITY WASTE: Seeks to Hire Kirby Aisner as New Counsel NOS INC: Seeks Authorization to Use Cash Collateral NUVECTRA CORP: KCC Approved as Claims and Noticing Agent PALM BEACH BRAIN: Third Interim Cash Collateral Order Entered PARADIGM TELECOM: Dec. 5 Disclosure Statement Hearing Set PARKINSON SEED: Trustee Objects to Debtor's Disclosure Statement PEAK SERUM: May Use Cash Collateral Thru Dec. 10 Hearing PERKINS & MARIE: Assets Sold; Files Liquidating Plan PERKINS & MARIE: Dec. 19, 2019 Plan Confirmation Hearing Set PNW HEALTHCARE: Case Summary & 20 Largest Unsecured Creditors PRIDE TRUCK: Seeks to Use Cash, Provide Adequate Protection Reserve PURDUE PHARMA: Amends Case Stipulation With UCC, Shareholders RUBEN JASSO: Unsecureds to Recover Up to 33% Under Plan S.A.S.B. INC: Gets Authority to Use Cash Collateral on Final Basis SANTA FE IMPORTS: Seeks Access to Cash Collateral Thru Feb. 2020 SEAWALK INVESTMENTS: Unsecureds Get 25% Each Year for 4 Years SECOND PROGRESSION: Voluntary Chapter 11 Case Summary SEDGWICK LLP: Dec. 12 Hearing on Disclosure Statement Set SEDGWICK LLP: Unsec. Creditors to Get 12.8% in Liquidating Plan SHOPFACTORYDIRECT: CIT to Receive Full Payment in 12 Months, Not 36 SIENNA BIOPHARMACEUTICALS: Court Approves Bidding Protocol SOUTH ATLANTIC: Involuntary Chapter 11 Case Summary SOUTHFRESH AQUACULTURE: Bankr. Admin. Has Issues With Plan Outline SPYBAR MANAGEMENT: December 11 Plan & Disclosure Hearing Set STURDIVANT TAYLOR: Seeks to Hire Sunbelt as Real Estate Broker SUMMITSOFT CORPORATION: Seeks Authorization on Cash Collateral Use SVP: Sullivans File Plan to Distribute Sale Proceeds TAPZ LLC: Chapter 11 Plan Confirmed; Debtor Discharged TBH19 LLC: Case Summary & 13 Unsecured Creditors TEMPLE 2358: Refinancing to Give Unsec. Creditors 100% Dividend THINK FINANCE: Committee Supports Reorganization Plan TROP INC: Owner to Invest an Initial $700K Under Plan USREDA INC: Involuntary Chapter 11 Case Summary USREDA LLC: Involuntary Chapter 11 Case Summary VERITY HEALTH: Disclosures Hearing Deferred Amid Sale Ruling VETERINARY CARE: Seeks to Hire Claro Group, Appoint CRO VIRTUOLOTRY LLC: Voluntary Chapter 11 Case Summary VITA CRAFT: Seeks Authorization to Use BMO Harris Cash Collateral WALKER COUNTY HOSPITAL: Has Interim OK on $5M Revolver, Cash Use WESTON INSURANCE: A.M. Best Reviews bb LT Issuer Credit Rating WILDWOOD ANTIQUE: Lender Objects to Cash Collateral Motion WOODCREST ACE: Wants to Continue Cash Collateral Use Until April 30 WVSV HOLDINGS: Taps Nathan & Associates as Broker [^] Large Companies with Insolvent Balance Sheet ********* 1716 I: Hires Wendell W. Webster as Gen. Legal Counsel ------------------------------------------------------ 1716 I LLC seek permission from the U.S. Bankruptcy Court for the District of Columbia to employ Wendell W. Webster, Esq., and the law firm of Webster & Fredrickson, PLLC, as its general legal counsel. Counsel will render these services: a. Advising the Debtor with respect to its powers and duties as debtor-in-possession; b. Preparing on behalf of the Debtor, as debtor-in-possession, the necessary applications, answers, orders, reports, and other legal papers; c. Advising and assisting the Debtor in the preparation of a Plan of Reorganization and a Disclosure Statement; d. Obtaining confirmation of the Plan of Reorganization; and e. Performing all other legal services for the debtor as debtor-in-possession, as may be necessary. The Debtor desires to employ the law firm of Webster & Fredrickson, PLLC under a general retainer because of the extensive legal services required. The law firm has been paid a retainer in the amount of $10,000.00. Wendell W. Webster has agreed to bill at a rate of $350 per hour. The law firm will apply to the Court periodically for approval and award of compensation and reimbursement of expenses, on notice and with opportunity for parties in interest to object. The law firm of Webster & Fredrickson, PLLC, and its members represent no interest adverse to the debtor as debtor-in-possession or the estate in the matters upon which it is to be engaged for the debtor as debtor-in-possession. About 1716 I 1716 I LLC is a privately held company based in Washington, D.C. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D.D.C. Case No. 19-00699) on Oct. 23, 2019. The Hon. S. Martin Teel, Jr. oversees the case. In its petition, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Charles Zhou, shareholder and principal. The Debtor is represented by Wendell W. Webster, Esq., at Webster & Fredrickson, PLLC. 19 HIGHLINE: Dec. 11 Plan & Disclosure Hearing Set -------------------------------------------------- Debtors 19 Highline Development LLC and Project 19 Highline LLC filed a motion with the U.S. Bankruptcy Court for the Southern District of New York seeking a combined hearing to consider the combined disclosure statement and plan of reorganization. On Nov. 7, 2019, Judge Michael E. Wiles conditionally approved the disclosure statement and established the following dates and deadlines: * Dec. 11, 2019, at 10:00 a.m. is the combined hearing to consider final approval of the adequacy of the Disclosure Statement and confirmation of the Plan which shall be held before the Hon. Michael E. Wiles, United States Bankruptcy Court, One Bowling Green, Courtroom 617, New York, New York 10004-1408. * Dec. 4, 2019, 5:00 p.m. is the deadline to file objections to final approval of the adequacy of the Disclosure Statement and/or confirmation of the Plan. * Ballots must be properly executed, completed, and delivered by regular mail, delivery service, e-mail or facsimile, so as to be received on or before Dec. 4, 2019 at 5:00 p.m. prevailing Eastern Time by counsel for the Debtors. * The Debtors will file a Ballot tabulation and Certification of the Voting with the Clerk of the Court on or before Dec. 6, 2019. Under the Plan, holders of general unsecured claims are unimpaired -- they will receive payment in full in cash on the effective date of the Plan. A copy of the Combined Plan and Disclosure Statement is available at https://tinyurl.com/wchgmb8 from PacerMonitor.com free of charge. About 19 Highline Development 19 Highline Development LLC owns a 100% membership interest in Project 19 Highline Development LLC, which owns a condominium development project located at 435-437 19th Street, New York. The project contemplates the construction of high-end residential condominiums, with a full "sell-out price" of approximately $60 million. 19 Highline Development sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 18-12714) on Sept. 7, 2018. On April 5, 2019, Project 19 Highline LLC filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 19-11068). At the time of the filing, 19 Highline had estimated assets of between $10 million and $50 million and liabilities of between $1 million and $10 million. Meanwhile, Project 19 Highline disclosed $55 million in assets and $40.46 million in liabilities. The cases are assigned to Judge Michael E. Wiles. 360 INTERNATIONAL: 40% for Unsecureds If Unsuccessful in GoMex Case ------------------------------------------------------------------- Debtor 360 International, Inc., filed with the U.S. Bankruptcy Court for the Western District of Louisiana, Lafayette Division, a Combined Disclosure Statement and Plan of Reorganization. The Debtor filed chapter 11 because a large account was not paid. The Debtor is involved in litigation in the matter 360 International, Inc. v. GoMex Energy Services, Ltd., currently pending as docket no. 4:19-cv-02369, SDTX – Houston Div. ("GoMex Matter") in the United States District Court for the Southern District of Texas, which has as its goal the collection of the account. The Debtor claims it is owed approximately $2.8 million. Presently there is pending in the GoMex Matter a motion to transfer that case to the Western District of Louisiana, Lafayette Division and then to this Court. The Debtor contends that if it collects this account, or reaches a compromise for an agreeable sum, that it can easily emerge from chapter 11. The Debtor is plaintiff in the matter 360 International, Inc. v. GoMex Energy Services, Ltd., Docket No. 4:19-cv-02369, SDTX – Houston Div. ("GoMex Matter"). The proceeding is a civil action arising under 28 U.S.C. Sec. 1331, 1332, the Outer Continental Shelf Lands Act (43 U.S.C. Sec. 1349(b)(1), Article III of the constitution of the United States, and the jurisprudence decided thereunder. The Debtor has great confidence that the outcome of the GoMex Matter will provide sufficient funds to pay all creditors in this case in full. It intends to litigate the GoMex matter to judgment or, should an acceptable offer be made by the defendant GoMex then the Debtor will settle the matter. In the event that the Debtor is unsuccessful in the GoMex Matter it will pay unsecured creditors pro rate 40% of the amount of their allowed claim over 10 years in monthly installment of $6,818.95. A full-text copy of the Plan and Disclosure Statement is available at https://tinyurl.com/wthaqv5 from PacerMonitor.com at no charge. The Debtor is represented by: H. Kent Aguillard P.O. Box 391 Eunice, LA 70535 LA Bar Roll No. 2354 Tel: 337.457.9331 Fax: 337.457.2317 E-mail: kent@aguillardlaw.com About 360 International Inc. 360 International Inc. manufactures power generators, vapor recovery systems, compressors, switch gear & control panels, AFR systems, catalytic converters, marathon motors/generators, and load banks products. The Company also provides engine specific preventive maintenance services. 360 International sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 19-51062) on Sept. 10, 2019. In the petition signed by Jonathan Mann, president, the Debtor disclosed $2,688,803 in assets and $1,784,518 in liabilities. Judge John W. Kolwe oversees the case. Kent H. Aguillard, Esq., is the Debtor's counsel. 4 RAVEN COURT: Employs Cushner & Associates as Attorneys -------------------------------------------------------- 4 Raven Court Corp. asks for permission from the U.S. Bankruptcy Court for the Southern District of New York to employ Cushner & Associates, P.C as their attorneys in this bankruptcy case. The professional services that Cushner & Associates, P.C. will render include: a. advising the Debtor concerning the conduct of the administration of this bankruptcy case; b. preparing all necessary applications and motions as required under the Bankruptcy Code, Federal Rules of Bankruptcy Procedure, and Local Bankruptcy Rules; c. preparing a disclosure statement and plan of reorganization; and d. performing all other legal services that are necessary to the administration of the case. The Debtor desires to retain Cushner & Associates under a general retainer. At present time, Cushner & Associates has received $3,500 in connection with the commencement of this Chapter 11 bankruptcy. The hourly rates to be charged by Cushner & Associates should the firm decide to petition the Court for the allowance of fees in the future are as follows: a. Todd S. Cushner, Sole Practitioner - $500.00 per hour; b. James J. Rufo, Esq. Associate Attorney - $400.00 per hour; c. Charles A. Higgs, Esq. Of Counsel - $400.00; and d. Paralegals - $200.00 per hour Cushner & Associates attests that it is a disinterested party as that term is defined in the section 101(14) of the Bankruptcy Code; and holds no interest nor represents any adverse interest to, and has no connection to the Debtor, the Debtor's estate, its creditors or any other party or interest or their respective attorneys and accountants with respect to matters for which Cushner & Associates is to be engaged. The firm may be reached at: Todd S. Cushner, Esq. Cushner & Associates, P.C. 399 Knollwood Road, Suite 205 White Plains, NY 10603 Tel: (914) 600-5502 / (914) 600-5544 Email: todd@cushnerlegal.com About 4 Raven Court 4 Raven Court filed a voluntary Chapter 11 Petition (Bankr. S.D. NY. Case No. 19-23859) on November 4, 2019, listing under $50,000 in assets and liabilities, and is represented by Todd S. Cushner, Esq.at Cushner & Associates, P.C. 4700 SOUTH ASHLAND: Seeks to Hire Crane Simon as Legal Counsel -------------------------------------------------------------- 4700 South Ashland LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Illinois to hire Crane, Simon, Clar & Dan as its legal counsel. The firm will advise the Debtor of its rights and duties involving its property and will provide other legal services in connection with its Chapter 11 case. The firm's hourly rates are: Eugene Crane $520 Arthur Simon $520 Scott Clar $520 Jeffrey Dan $480 Karen Goodman $520 John Redfield $400 Crane Simon received an advance payment of $25,000 as retainer. Crane Simon does not hold any interest adverse to the Debtor and its bankruptcy estate, according to court filings. The firm can be reached through: Jeffrey C. Dan, Esq. Crane, Simon, Clar & Dan 135 S Lasalle St, Suite 3705 Chicago, IL 60603 Tel: 312 641-6777 Fax: 312 641-7114 Email: jdan@cranesimon.com About 4700 South Ashland 4700 South Ashland LLC, a privately held company in Chicago, Ill., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 19-30473) on Oct. 25, 2019. At the time of the filing, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. The case is assigned to Judge Deborah L. Thorne. 5171 CAMPBELLS: 27 Restaurants Closed; Liquidating Plan Filed ------------------------------------------------------------- 5171 Campbells Land Co., Inc., owner of 27 shuttered Perkins Restaurants branches, has filed a Chapter 11 plan that contemplates the liquidation of the remaining assets. Throughout the course of the instant chapter 11 case, the Debtor has sold the contents (namely, furniture, fixtures and equipment) of 17 of its 27 restaurants. The remaining 10 restaurants have been closed and the contents have been abandoned to Store, pursuant to a settlement agreement approved by the Court on Sept. 5, 2019. According to the Plan, all of the Debtor's remaining assets will be liquidated by the Plan Administrator. Equity interests and all certificates, documents and other instruments underlying Equity interests will be canceled. The Plan is funded by the amount held in escrow by the Debtor's counsel, the sale of the real property, settlement proceeds, plus net rRecoveries on recovery actions pursued by the Plan Administrator. The Plan provides that: * Class 1, Secured Claim of First National Bank: First National Bank holds a first lien on the Real Property. In the liquidation process, the Plan Administrator will liquidate the Real Property. The Plan Administrator may engage a broker to sell the Real Property. The Class 1 Secured Claim shall be paid in full upon the sale of the Real Property at closing, after full payment of the Plan Administrator’s expenses incurred in sale process of the Real Property. The Plan Administrator reserves the right to abandon the Real Property in the event the amount of the Secured Claim exceeds the value of the Real Property. * Class 2, Secured Claim of L-Four, L.P. L-Four, L.P. holds judgment liens against the Real Property. The Debtor disputes the validity of L-Four, L.P.'s Secured Claim. The Class 2 Secured Claim will be paid upon the sale of the Real Property, after full payment of the Plan Administrator's expenses incurred in sale process of the Real Property and payment in full of all Allowed Class 1 Claims, to the extent allowed, if any, following the adjudication of a claim objection to be filed by the Plan Administrator. In the event that the Bankruptcy Court determines that L-Four, L.P.'s Claim is wholly or partially unsecured, such portion of the Claim shall be treated under Class 6 as set forth herein. * Class 3, Other Secured Claim: Ascentium Capital, LLC, GSG Financial, Tri State Equipment, US Foodservice Rec. Corp. held security interests in the Debtor's furniture, fixtures, and equipment, which has either been sold as approved by the Bankruptcy Court or abandoned to Store. Pursuant to the sale orders (See Doc. Nos. 234,235, 244, 278) certain distributions were approved to be made from the Sales Proceeds. It is not anticipated that there will be any excess Sale Proceeds following said approved distributions. However, in the event that excess Sale Proceeds exist after the approved distribution, the Plan Administrator shall make a distribution to holders to Class 3 Claims pursuant to the holders' respective priority in the Sale Proceeds. To the extent that Class 3 Claims are not satisfied from excess Sale Proceeds, such Claims shall be treated as general unsecured claims and shall receive payment as set forth under Class 6 herein. * Class 4, Administrative Claims: Funds to pay the Administrative Claims of Debtor's Attorneys and Attorneys for the Committee have been carved-out from the Sale Proceeds and are being held in Escrow. To the extent that the respective escrow amounts are insufficient to pay Allowed Chapter 11 Administrative Expense Claims, the remainder of said claims shall be included in Class 4. Additionally, each holder of an Allowed Administrative Claim, in full and complete satisfaction of such claim, shall receive Ratable Proportion distribution as funds become available through the orderly liquidation process. * Class 5, Priority Claims: Priority Claims shall receive Ratable Proportion distribution as funds become available through the orderly liquidation process once all Allowed Class 4 Claims have been paid in full. * Class 6, General Unsecured Claims: Allowed Unsecured Claim, in full and complete satisfaction of such claim, shall receive Ratable Proportion distribution as funds become available through the orderly liquidation process once all Allowed Class 4 Claims and Class 5 Claims have been paid in full. * Class 7, Equity Interests: The Equity Interest owners of the Debtor shall not receive any distribution nor retain any property on account of their Equity Interests under the Plan unless and until all of the Allowed Claims in Class 1, 2, 3, 4, 5 and 6 have been paid in full. As of the Effective Date, all Equity Interests and all certificates, documents and other instruments underlying Equity Interests shall be canceled. A full-text copy of the Disclosure Statement is available at https://tinyurl.com/urvtag7 from PacerMonitor.com at no charge. About 5171 Campbells 5171 Campbells Land Co., Inc., operated 27 Perkins Restaurants pursuant to License Agreements by and between 5171 Campbells and Perkins & Marie Callender's, LLC ("PMC"). PMC terminated the Debtor's license agreements. Additionally, Store Capital Acquisitions, LLC and Store Master Funding XIII, LLC, a primary creditor and landlord for the majority of the Debtor’s restaurant locations, was seeking the appointment of a receiver for the Debtor’s business. To preserve the asssets of the estate, 5171 Campbells Land Co., Inc., filed a Chapter 11 petition (Bankr. W.D. Pa. Case No. 19-22715) on July 8, 2019. The petition was signed by William T. Kane, president. At the time of filing, the Debtor was estimated to have $1 million to $10 million in assets and $10 million to $50 million in liabilities. The Debtor is represented by Robert O. Lampl, Esq., in Pittsburgh. The U.S Trustee for Region 3 appointed a committee of unsecured creditors on Aug. 1, 2019. 753 NINTH AVE: Dec. 9, 2019 Bankruptcy Auction Set -------------------------------------------------- B6 Real Estate Advisors will hold an auction on Dec. 9, 2019, at Sheraton Times Square - 811 7th Avenue at West 53rd Street, New York, New York, for Hell's Kitchen mixed-use building owned by 753 Ninth Ave Realty LLC. The property is to be sold absolute, regardless of the price. The sale is subject only to the approval of the U.S. Bankruptcy Court for the Southern District of New York. Suggested opening bid is $3,500,000. Certified or cashier's check required to bid at $350,000. B6 Real Estate can be reached at: B6 Real Estate Advisor 1040 Avenue of the Americas, 8th Floor New York, NY 10018 Tel: 646 933 2660 About 753 Ninth Ave Based in New York, New York, 753 Ninth Ave Realty, LLC, is a Single Asset Real Estate Debtor. Its principal assets are located at 753 Ninth Avenue New York, NY 10019 having an appraised value of $13.5 million. 753 Ninth Ave Realty filed for chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 19-11201) on April 18, 2019. In the petition was signed by Marina Koustis, manager of sole member, the Debtor listed total assets $13,500,499 and total liabilities at $16,367,400. The case is assigned to Judge Mary Kay Vyskocil. The Debtor is represented by Cullen & Dykman LLP. AGILITI INC: S&P Affirms 'B' ICR on Dividend Recapitalization ------------------------------------------------------------- S&P Global Ratings affirmed its 'B' long-term issuer credit rating on Minneapolis-based Agiliti Inc. following the company's announcement that it will raise a new $240 million second-lien term loan (unrated) to fund a dividend to its shareholders. At the same time, S&P raised its issue-level rating on the company's existing first-lien debt to 'B+' from 'B' and revised the recovery rating to '2' from '3' to reflect its view that the recovery prospects for the company's first-lien debt are enhanced by the presence of lower-priority debt. "The affirmation reflects our belief that the effects of Agiliti's debt-financed shareholder dividend on its credit risk profile are mostly mitigated by its recently higher-than-expected EBITDA growth and improved cash flow generation," S&P said. "We expect that the company will largely absorb the higher interest expense from the new debt with its improved free cash flow in 2020, which we believe is sustainable. Therefore, we expect Agiliti to generate free cash flow of about $20 million, which is roughly in line with our expectations prior to the issuance of the new debt," the rating agency said. The stable outlook on Agiliti reflects S&P's expectation that the company's revenue will increase by the mid-single-digit percent area on new contract wins and the increased utilization of its services by existing customers. S&P believes the company's shift toward less capital intensive on-site management and CE services will help it generate moderate free operating cash flow (FOCF) of about $20 million.It anticipates that Agiliti will maintain adjusted debt leverage in the 5x-6x range over the next few years and potentially use its excess cash for shareholder returns. "We could lower our rating on Agiliti if its FOCF falls materially below $20 million for a sustained period. This could occur due to an unexpected loss of one or more of the company's top clients, higher-than-expected medical costs, or elevated debt arising from debt-funded dividends or acquisitions," S&P said. "We believe an upgrade is unlikely in the next 12 months given our expectation that Agiliti's private-equity ownership will require it to use its excess cash and debt capacity for shareholder rewards rather than deleveraging," the rating agency said. AI CAUSA: Debt to Lending Creditors to Convert to Equity -------------------------------------------------------- CrediautoUSA Financial Company and AI CAUSA LLC filed an Revised Disclosure Statement on Nov. 6, 2019 that makes minor revisions from the previous Disclosure Statement submitted in Bankruptcy Court. The Plan being proposed by the Debtors proposes a combination of these: the Debtors intend to sell many of their assets to an entity, Crediauto LLC, to satisfy the Claims of some creditors with the proceeds from the sale(s). The Claims of certain other creditors will be satisfied by a conversion of their debt into equity. Specifically, the Claims of those creditors listed in Appendix 1 to the Plan who loaned money to Crediauto before it filed bankruptcy (the "Lending Creditors"), will be converted into equity in Crediauto. Crediauto will acquire and possess a 60 percent interest in Crediauto LLC, which will engage in the business of acquiringconsumer automobile loans. As mentioned, Crediauto LLC is the entity to whom the Debtors intend to sell many of their assets, including CAUSA's Portfolio of consumer automobile loans. Crediauto LLC is expected to have access to a credit facility of up to $30 million with which to build upon the existing portfolio of automobile loans to be purchased from CAUSA. The Lending Creditors will possess fractional interests in Crediauto, which will in turn possess a 60 percent interest in Crediauto LLC. The other 40 percent interest in Crediauto LLC will be held by AD Securities America LLC, the entity that is arranging the financing for the acquisition of the Debtors’ assets by Crediauto LLC. Claims of creditors besides the Lending Creditors will be paid primarily from the proceeds generated by the sale of CAUSA's Portfolio and certain assets of Crediauto to Crediauto LLC, as well as cash on hand as of the Effective Date of the Plan, which altogether is expected to total approximately $4.3 million on the Effective Date. While this is a substantial amount of money, it is not enough to pay the Claims of all of the Lending Creditors plus all other creditors. The success of the Plan therefore depends on the conversion of the Lending Creditors' Claims from debt to equity. Had the Debtors not filed their bankruptcy petitions, and had Arena proceeded with its foreclosure, the Debtors believe that the distribution to the Lending Creditors would likely have been zero or nearly zero. By contrast, under the Plan,the Lending Creditors will each possess an opportunity to share in the profits of Crediauto LLC, as well as the ownership and/or liquidation of certain residual assets that will continue to be owned by Crediauto after the Effective Date. The Debtors are proposing their Plan jointly because all of CAUSA's creditors are also creditors of Crediauto. Therefore, a payment by one Debtor to a creditor will reduce the liability of the other Debtor to the same creditor. For Class 6, it consists of all Unsecured Claims that are not specifically included within Class 7. Class 6 is primarily comprised of Unsecured Claims of trade creditors, wages and/or guaranteed payments in the amount of approximately $533,762.39 and Arena’s disputed Unsecured Claim filed in the amount of $1,382,599.00, which the Debtors believe to be without merit. Class 6 Claims are therefore estimated by the Debtors to total approximately $533,762.39. Except to the extent that an agreement between the Debtor and the holder of a Class 6 Claim provides otherwise, the holder of an Allowed Class 6 Claim will have its Allowed Claim paid in full on the later of (i) the Effective Date, or (ii) 30 days after such Claim becomes an Allowed Claim. A redlined copy of the Revised Disclosure Statement dated Nov. 7, 2019 is available at https://is.gd/sMVjLq from PacerMonitor.com at no charge. General Bankruptcy Counsel for AI CAUSA LLC: Martin A. Eliopulos (149299) Paul J. Leeds (214309) HIGGS FLETCHER & MACK 401 West A Street, Suite 2600 San Diego, CA 92101 Tel: (619) 236-1551 Fax: (619) 696-1410 Email: leedsp@higgslaw.com General Bankruptcy Counsel for Crediauto USA Financial Company: Kit James Gardner (161736) LAW OFFICES OF KIT J. GARDNER 501 West Broadway, Suite 800 San Diego, CA 92101 Tel: (619) 525-9900 Fax: (619) 374-2241 Email: kgardner@gardnerlegal.com About AI Causa LLC Founded in 2012 and headquartered in San Diego, CrediautoUSA Financial Company LLC -- http://www.crediautofinancial.com/-- has established programs to finance vehicles sold by licensed automobile dealerships to individuals with no credit history or with less than perfect credit. CrediautoUSA Financial Company LLC and its affiliate AI Causa LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Cal. Lead Case No. 19-01864) on March 30, 2019. At the time of the filing, CrediautoUSA estimated assets of between $1 million and $10 million and liabilities of between $10 million and $50 million. AI CAUSA estimated assets and liabilities of between $1 million and $10 million. The cases are assigned to Judge Louise Decarl Adler. CrediautoUSA is represented by the Law Offices of Kit J. Gardner while AI Causa is represented by Higgs Fletcher & Mack LLP. Bonilla Accounting Firm serves as their accountant. AI CAUSA: Dec. 19 Disclosure Statement Hearing Set -------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of California will convene a hearing regarding the motion of Debtors CrediautoUSA Financial Company LLC and AI Causa LLC for approval of disclosure statement in chapter 11 case. The hearing will be held on Dec. 19, 2019, at 2:30 p.m., in Department 2, Room 118, of the Jacob Weinberger United States Courthouse, located at 325 West F Street, San Diego, California, 92101-6991. The Debtors are represented by: Kit James Gardner LAW OFFICES OF KIT J. GARDNER 501 W. Broadway, Suite 800 San Diego, CA 92101 Tel: (619) 972-8761 Fax: (619) 374-2241 E-mail: kgardner@gardnerlegal.com About AI Causa LLC Founded in 2012 and headquartered in San Diego, CrediautoUSA Financial Company LLC -- http://www.crediautofinancial.com/-- has established programs to finance vehicles sold by licensed automobile dealerships to individuals with no credit history or with less than perfect credit. CrediautoUSA Financial Company LLC and its affiliate AI Causa LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Cal. Lead Case No. 19-01864) on March 30, 2019. At the time of the filing, CrediautoUSA was estimated to have assets of between $1 million and $10 million and liabilities of between $10 million and $50 million. AI CAUSA was estimated to have assets and liabilities of between $1 million and $10 million. The cases are assigned to Judge Louise Decarl Adler. CrediautoUSA is represented by the Law Offices of Kit J. Gardner while AI Causa is represented by Higgs Fletcher & Mack LLP. Bonilla Accounting Firm serves as their accountant. ALLIANCE SECURITY: Dec. 18 Disclosure Statement Hearing Set ----------------------------------------------------------- On Nov. 1, 2019, debtor Alliance Security, Inc., filed with the U.S. Bankruptcy Court for the District of Rhode Island a Disclosure Statement and Plan under chapter 11 of the Bankruptcy Code. On Nov. 7, 2019, the Court ordered that: * Dec. 18, 2019, at 10:30 a.m. is the hearing to consider approval of the Disclosure Statement to be held at the United States Bankruptcy Court, 380 Westminster Street, Sixth Floor, Providence Rhode Island 02903. * Dec. 11, 2019, is the last day to file and serve written objections to the Disclosure Statement pursuant to LBR 3017(a). * Within 14 days after entry of the Order, the plan proponent will transmit a copy of the Disclosure Statement and Plan to the debtor, trustee, each committee appointed pursuant to § 1102 of the Code, the Securities and Exchange Commission, and any party in interest who has requested or requests in writing a copy of the Disclosure Statement and Plan. About Alliance Security Based in Warwick, Rhode Island, Alliance Security, Inc. -- http://www.alliancesecurity.com/-- is a security system supplier. Alliance Security filed for Chapter 11 bankruptcy protection(Bankr. D.R.I. Case No. 17-11190) on July 14, 2017. In the petition signed by Jasjit Gotra, its president and CEO, the Debtor was estimated its assets and liabilities at between $1 million and $10 million. Judge Diane Finkle oversees the case. The Debtor tapped the firm of Shechtman Halperin Savage, led by Thomas E. Carlotto and James G. Atchison, as bankruptcy counsel; Venable, LLP as its special counsel; and DiSanto, Priest & Co. as its accountant. The U.S. Trustee for the District of Rhode Island appointed an official committee of unsecured creditors on July 27, 2017. The Committee retained Robinson & Cole LLP as its counsel. AMERICAN ENERGY-PERMIAN: S&P Raises ICR to 'CCC+'; Outlook Neg. --------------------------------------------------------------- S&P Global Rating raised its issuer credit rating on U.S.-based oil and gas exploration and production (E&P) company American Energy–Permian Basin LLC (AEPB) to 'CCC+' from 'D'. The outlook is negative. At the same time, S&P assigned a 'CCC+' issue-level rating and a '4' recovery rating to the new $708 million senior secured notes due 2024. The '4' recovery rating indicates the rating agency's expectation for meaningful (30%-50%; rounded estimate: 45%) recovery in the event of a payment default. The upgrade reflects a reassessment of S&P's issuer credit rating on AEPB following the company's completion of its out-of-court debt restructuring, which lowered debt levels by $1.4 billion. Nevertheless, S&P continues to view debt leverage as elevated for the Permian entity. Additionally, S&P's bearish view on natural gas, natural gas liquid prices, and differentials is incorporated in its forecast of the company's negative cash flow generation, as roughly 60% of total production over the next 12 months is weighted toward those commodities. Furthermore, the rating agency views liquidity as less than adequate given a high initial draw on the company's reserve-based lending facility, depletion of cash on hand through the restructuring, and modest debt maturities that can erode availability on the company's credit facility absent a successful drilling program that supports a growing borrowing base. The negative rating outlook reflects what S&P views as the company's elevated debt levels and declining liquidity due to continued negative free cash flow and upcoming debt maturities. Given its declining availability on its credit facility, AEPB will remain dependent on favorable business and financial conditions to alleviate any further pressure on already weak liquidity as it enters 2020. "We could lower the rating if liquidity materially weakens or we envision a specific default scenario over the next 12 months. This likely occurs if AEPB meaningfully outspends cash flows and fails to increase the borrowing base under its credit facility, or it cannot access capital markets to refinance outstanding borrowings," S&P said, adding that such a scenario would be accelerated if hydrocarbon prices average below the rating agency's base-case price assumptions. "We could raise the rating if AEPB is able to sustainably improve its liquidity position, most likely in conjunction with improving cash flow generation that shows a path to positive free cash flows. Such a scenario could occur if commodity prices increase, if basis differentials become more favorable, or the company's new well results and operations are stronger than our expectations," the rating agency said. AN ANGEL'S TOUCH: Cash Collateral Use Continued Until February 2020 ------------------------------------------------------------------- Judge Robert H Jacobvitz of the U.S. Bankruptcy Court for the District of New Mexico authorized An Angel's Touch LLC to use cash collateral for the actual and necessary post-petition business and administrative expenses through and including Feb. 29, 2020. The Debtor identified the following Cash Collateral Claimants: (a) the State of New Mexico, Department of Taxation and Revenue, pursuant to three Notices of Lien in the aggregate amount of $1,047,280; (b) the United States of America, Internal Revenue Service, which claims a lien in the approximate amount of $1,157,437, based on more than thirty Notices of Lien; and (c) the State of New Mexico, Department of Workforce Solutions, pursuant to twenty-five Warrants of Levy and Lien, claiming an approximate amount of $207,323. The Cash Collateral Claimants will continue to have a security interest upon, and the Debtor's obligations thereto will be secured by, a security interest in all assets in which the Cash Collateral Claimants had a lien or security interest as of the Petition Date, with the same validity and priority, and to the same extent, that existed at that time, which will be subject to the same defenses and avoidance powers as existed on the Petition Date. Cash Collateral Claimants will also be granted replacement liens against property of the same type as the pre-petition collateral acquired by the Debtor post-petition, to the extent of any reduction or diminution in the value of Cash Collateral Claimants collateral. In addition, the Debtor will make adequate protection payment in the amount of: (a) $5,000 per month to the IRS; (b) $4,166.67 per month to NMTRD; (c) $833.33 per month to NMDWS. Moreover, the Debtor is required to (a) maintain accurate records of operating revenues and expenses and provide such information to the Cash Collateral Claimants upon reasonable written request; (b) timely pay all taxes incurred post-petition; and (c) maintain insurance as required by the U.S. Trustee. A copy of the Order is available for free at https://tinyurl.com/wjqq86y from Pacermonitor.com About An Angel's Touch An Angel's Touch LLC provides non-emergency transportation services. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.M. Case No. 19-11394) on June 11, 2019. In the petition signed by its managing member, Nichole Jones, the Debtor estimated assets of less than $500,000 and debts of $10 million. Judge Robert H. Jacobvitz is assigned to the case. Askew & Mazel, LLC serves as Debtor's counsel. ANCHORAGE MIDTOWN: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Anchorage Midtown Motel, Inc. 200 West 34th Ave., PMB 1008 Anchorage, AK 99503 Business Description: Anchorage Midtown Motel, Inc. owns and operates Anhorage Midtown Motel, a 73-room motel located at 604 West 26th Avenue, Anchorage, Alaska. The Company previously sought bankruptcy protection on April 25, 2017 (Bankr. D. Alaska Case No. 17-00148). Chapter 11 Petition Date: November 21, 2019 Court: United States Bankruptcy Court District of Alaska (Anchorage) Case No.: 19-00369 Judge: Hon. Gary Spraker Debtor's Counsel: Michael R. Mills, Esq. DORSEY & WHITNEY LLP 1031 West Fourth Avenue, Suite 600 Anchorage, AK 99501-5907 Tel: (907) 276-4557 Fax: (907) 276-4152 E-mail: bankruptcyak@dorsey.com mills.mike@dorsey.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Kelly M. Millen, vice president and secretary. 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/akb19-00369.pdf ASCENA RETAIL: S&P Cuts ICR to 'CCC' on Distressed Exchange Risk ---------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Mahwah, N.J.-based women's specialty apparel retailer Ascena Retail Group Inc. to 'CCC' from 'CCC+' to reflect the rating agency's belief that it is increasingly likely the company will pursue a debt restructuring over the next 12 months. At the same time, S&P lowered its issue-level rating on the company's first-lien term loan facility to 'CCC' from 'CCC+'. The '3' recovery rating remains unchanged. S&P sees increasing risk that Ascena will undertake a distressed exchange or buyback over the next 12 months. The downgrade reflects the increasing risk that Ascena will pursue a debt restructuring over the next 12 months, likely by repurchasing or exchanging its debt at significantly below par. "In our opinion, the company's capital structure is unsustainable and we expect it to experience continued material negative cash flow generation over the coming year. We also expect that its increasingly difficult macroeconomic backdrop will limit its ability to refinance its term loan at par," S&P said. The rating agency believes Ascena's operating and refinancing prospects remain limited because the specialty retail apparel industry is facing unabated negative secular demand trends. The negative outlook on Ascena reflects S&P's view that the company will likely pursue a distressed buyback or debt exchange in the next 12 months provided that it continues to burn cash. The outlook also incorporates the challenges the company faces in turning around its weak operating performance amid an intensively competitive environment. "We could lower our ratings on Ascena if its operating conditions worsen such that we expect it to undertake a distressed transaction in the next six months. We could also lower the rating if the company proactively announced a debt restructuring," S&P said. "Although unlikely, we could raise our ratings on Ascena if it strengthens its performance and we believe its standing in the credit markets is improving. We would also need to believe that the company would refinance its maturing debt at par, decreasing the likelihood of a future below-par debt repurchase or restructuring," the rating agency said. AVONDALE MEADOWS ACADEMY: S&P Alters Outlook to Negative -------------------------------------------------------- S&P Global Ratings revised the outlook to negative from stable and affirmed its 'BB' long-term rating on the Indiana Finance Authority's series 2017 educational facilities multipurpose revenue bonds, issued for Avondale Meadows Academy Inc. (AMA). The negative outlook reflects S&P's view of the school's deterioration in academic performance, with two campuses receiving 'D' state grades, as well as its weakened cash position and continuous full-accrual operating deficit," said S&P Global Ratings credit analyst Beatriz Peguero. While current metrics, based on audited fiscal 2018 results and internal results for fiscal 2019, remain sufficient for the rating, further softening, without plans to rebuild liquidity or restore profitability to previous levels, could pressure the rating. Rating maintenance will likely depend on the school's ability to improve its maximum annual debt service (MADS) coverage, maintain liquidity at levels consistent with the rating, and preserve a steady enrollment and demand profile. The negative outlook reflects S&P's view of the school's deterioration in academic performance, with two campuses receiving 'D' state grades, as well as its weakened cash position and continuous full-accrual operating deficit. The rating agency expects the school to maintain a steady enrollment and demand profile, with enrollment of more than 1,000 students, and to remain in compliance with all bond covenants. It does not expect the school to issue additional debt. "We could lower the rating if the school's days' cash on hand materially weakens, if MADS coverage is unimproved from fiscal 2018 levels, and if enrollment and demand indicators weaken--specifically, if the school is unable to maintain or improve its current academic grade, and if enrollment declines to less than 1,000," S&P said. "We could consider revising the outlook to stable if the school's academic performance improves, MADS coverage improves, and if the school's liquidity position is maintained or rebuilt to near-current levels. We would also expect the school to maintain stable enrollment and demand, and to moderate its debt burden," the rating agency said. BREAD & BUTTER: Court Approves Cash Motion on 30-Day Interim Basis ------------------------------------------------------------------ Judge Dale L. Somers approved for a period of 30 days, on an interim basis, the motion to use cash collateral filed by Bread & Butter Concepts, LLC and debtor affiliates, to alleviate the Debtors' need for DIP financing. The minute entry filed in Court disclosed that the order was pursuant to an agreement reached with the secured creditors. The Court ruled for the provision of replacement liens and the payment of stub rent. A copy of the minute entry relating is available at https://is.gd/uSOcBy from PacerMonitor.com at no charge. Previously, the Debtors sought entry for interim and final orders to allow use of cash collateral, to provide adequate protection to the secured creditors' interest in the cash collateral, and to maintain the Debtors' operations pending entry of a final order. In the Motion, the Debtors have proposed that: * Core Bank be granted a validly perfected security interest in the Core Bank post-petition depository accounts and a validly perfected security interest in Debtor Urban Table's post-petition Cash Collateral up to the value as of the Petition Date; * Commercial Capital Company, LLC,or NBKC Bank, as assignee to Commercial Capital Company, be granted a validly perfected security interest in the Debtor's post-petition Cash Collateral; * there be granted a super-priority claim with priority over all priority claims and unsecured claims against the Debtor and its estate; and * all Collateral will be insured to its full value, and that the Debtor will comply with the terms and conditions of the Secured Creditors. The Debtors are seeking to establish DIP accounts at MoBank, a division of BOKF, NA,and/or Core Bank and segregate deposits of each Debtor. The Debtors have also filed a budget, a copy of which is available at https://is.gd/mSpRgO from PacerMonitor.com free of charge. A copy of the Motion is available at https://is.gd/rQCjDy also from PacerMonitor.com free of charge. About Bread & Butter Concepts Bread & Butter Concepts, LLC -- http://breadnbutterconcepts.com/-- was founded in 2011, and owns and operates multiple upscale restaurants in the Kansas City metropolitan area. Bread & Butter Concepts and its affiliates Texaz Crossroads LLC, Texaz Table Restaurant of KS LLC, Texaz South Plaza LLC and Texaz Plaza Restaurant LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. Lead Case No. 19-22400) on Nov. 9, 2019. At the time of the filing, Bread & Butter disclosed $4,121,754 in assets and $5,079,795 in liabilities. The cases have been assigned to Judge Dale L. Somers. Sandberg Phoenix & von Gontard P.C. is the Debtor's counsel. BRIAN G. MEEHAN: Unsecured Creditors to Recover 10% Under Plan -------------------------------------------------------------- Brian G. Meehan M.D., P.C., is proposed Chapter 11 Plan of Reorganization of Brian G. Meehan, M.D., P.C. that proposes to treat claims and interest holders as follows: * Class 1: Priority Non-Tax Claims. The Debtor will pay to each Holder of an Allowed Priority Non-Tax Claim cash in an amount equal to the claim. The Debtor believes there are no Allowed Priority Non-Tax Claims. The Holders of Claims in Class 1 are impaired and entitled to vote. * Class 2: Secured Claims of First Commonwealth Bank. On the Effective Date, 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. 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 the 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. First Commonwealth Bank is impaired and entitled to vote. First Commonwealth Bank is the only Holder of an Allowed Secured Claim, as the filed Secured Claims of American Express National Bank and Cash Village NY, LLC were reclassified as general unsecured claims. * Class 3: General Unsecured Claims. On the Distribution Date, each Holder of an Allowed General Unsecured Claim as of the Distribution Record Date, will receive Cash equal to 10 percent 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 3 is impaired and entitled to vote. * Class 4: Interests are unimpaired. Dr. Meehan will retain his Interest in the Debtor in exchange for his contribution of $100,000 to the Plan. A full-text copy of this Amended Disclosure Statement is available at https://tinyurl.com/qps7zyd from PacerMonitor.com at no charge. About Brian G. Meehan Brian G. Meehan, M.D., P.C., is a professional corporation formed under the laws of the State of New York on November 8, 1996. Brian Meehan, the Debtor's principal, is a doctor licensed to practice medicine under the laws of the State of New York. He is also the sole shareholder and President and Secretary of the Debtor. Prior to August, 2019, the Debtor's principal place of business was a condominium unit located on the second floor at 202 Spring Street, New York, New York 10012. Pursuant to a written lease agreement, the Debtor leased office space at the Location from 84-90 Sullivan Street Associates LLC (the "Condo Owner"), a New York corporation for a term of 25 years ending on or about March 20, 2028. Dr. Meehan was a 50% co-owner of the Condo Owner. The Debtor currently leases space at 160 Broadway, New York, New York for a term of six months at a monthly rental of $4,300 (the "New Location"). 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 was estimated to have $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 to the Debtor. BRICOR LLC: Has Until Dec. 15 to File Plan & Disclosures -------------------------------------------------------- On Nov. 6, 2019, the U.S. Bankruptcy Court for the Eastern District of Louisiana convened a hearing to consider the motion of Debtor Bricor, LLC to extend period for filing disclosure statement and plan. On Nov. 7, 2019, Judge Jerry A. Brown ordered that: * the Motion to Extend Exclusive Period for Filing Disclosure Statement and Plan for sixty (60) days is granted; * the Debtor, Bricor, LLC file a Disclosure Statement and Plan on or before December 15, 2019; * counsel will serve this order on the required parties who will not receive notice through the ECF system pursuant to the FRBP and the LBRs and file a certificate of service to that effect within three days. About Bricor LLC Bricor LLC, a trucking company in Belle Chasse, La., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No. 19-11469) on May 31, 2019. At the time of the filing, the Debtor was estimated to have assets of between $1 million and $10 million and liabilities of the same range. The case is assigned to Judge Elizabeth W. Magner. Phillip K. Wallace, PLC, is the Debtor's legal counsel. BRIGHT MOUNTAIN: Closes Merger with News Distribution Network ------------------------------------------------------------- Effective Nov. 18, 2019 the closing of the previously announced Merger Agreement by and among Bright Mountain Media, Inc., a Florida corporation, and its wholly-owned subsidiary BMTM2, Inc., a Florida corporation (the "Merger Sub"), and News Distribution Network, Inc., a Delaware company ("NDN") occurred. Under the terms of the Merger Agreement, NDN merged with and into Merger Sub, then, a wholly-owned subsidiary of Parent on the terms and subject to the conditions set forth in the Merger Agreement, following which, NDN will cease to exist and Merger Sub will be renamed News Distribution Network. Bright Mountain agreed to issue up to an aggregate of 22,000,000 shares of its common stock and warrants to purchase shares of Bright Mountain common stock as follows: * Each share of NDN's outstanding Series A1 Preferred Stock and common stock, other than shares to which holders shall have exercised dissenter's rights in accordance with Delaware law, shall be cancelled and extinguished and converted into the right to receive shares of Bright Mountain's common stock based upon a paid-in capital basis, and subject to a $1.75 conversion price of the Company's common stock. For every $1.75 of paid-in capital by an NDN stockholder, the NDN stockholder will receive one share of Bright Mountain common stock; * All NDN warrants and options outstanding at the Effective Time will terminate and be cancelled unless exercised prior to the Effective Time. Bright Mountain shall attempt, in the future, to provide value to NDN's option holders; * Outstanding promissory notes and other obligations payable by NDN will convert as follows: - Bridge notes in the current principal amount of $776,000 will convert into shares of Bright Mountain's common stock at a conversion price of $0.50 per share, with one common stock warrant exercisable at $0.75 per share and one common stock warrant exercisable at $1.00 per share issued for each conversion share. The principal of the bridge notes will be converted into shares of Bright Mountain's common stock at a conversion price of $1.75 per share, and all accrued but unpaid interest will be forgiven by the noteholders; - The open line of credit of approximately $660,000 due Mr. Greg Peters, NDN's chief executive officer, will be converted into shares of Bright Mountain's common stock at a conversion price of $0.50 per share, with one common stock warrant exercisable at $.75 per share and one common stock warrant exercisable at $1.00 per share issued for each conversion share; and The Total Consideration Shares will be subject to lock up restrictions on resale as determined by Bright Mountain and 25% percent of the Total Consideration Shares will be placed in escrow to satisfy certain obligations including, but not limited to, (i) the delivery of NDN audited financial statements, (ii) NDN having accounts receivable of at least $1,100,000 and (iii) certain NDN liabilities not to exceed $4,000,000. Effective upon the Closing, the Company agreed to pay Spartan Capital Securities LLC a broker-dealer and member of FINRA a finder's fee equal to issue 660,000 shares of the Company's common stock valued at $1,155,000. Appoints President and COO On Nov. 18, 2019 Mr. Greg Peters became the Company's president and chief operating officer in connection with the Closing. Mr. Peters, age 58, the founder, chairman and chief executive officer of NDN (F/K/A Inform, Inc.), has served as the president, CEO, and Board Member of Internap Network Services Corporation (NASDAQ: INAP) and in the 1990s, Mr. Peters was vice president of International Operations for Advanced Fibre Communications (NASDAQ: TLAB) and Adtran (NASDAQ: ADTN), where he led global expansion to over 40 countries. For nearly a decade, he held increasingly senior positions at AT&T Network Systems, the last being managing director of the Middle East and Africa, headquartered in Cairo, Egypt. Mr. Peters conducted business for AT&T in over 60 countries and was responsible for directing the telecommunications recovery and reconstruction efforts in the Persian Gulf Region during and after the Gulf War. Mr. Peters holds multiple issued patents (No. 8,364,693, No. 8,849,814 and No. 8,849,815) focused on methods of searching, sorting and displaying video clips and sound files by relevance. Since November 2011, Mr. Peters led a partnership with the National Center of Missing and Exploited Children (www.missingkids.com). Through this relationship, NDN has assisted the Center in finding over 100 children. Mr. Peters serves on the Board of Reggie Jackson's Mr. October Foundation and Bill Murray's Murray Bros Caddy Shack Charity Golf Tournament. Mr. Peters has served on the alumni board of the Terry School of Business at the University of Georgia, the Technology Association of Georgia Board, the Georgia Chamber of Commerce Board, and the Advisory Board of the Metro Atlanta Chamber. Mr. Peters earned a Bachelor of Business Administration in Finance & Accounting from the University of Georgia and an MBA from Thunderbird. Mr. Peters has continued his educational efforts in executive programs at Harvard, Stanford and Columbia Universities. Mr. Peters will not be considered an independent director and will not receive any compensation for his services on the board of directors. About Bright Mountain Based in Boca Raton, Fla., Bright Mountain Media, Inc. -- http://www.brightmountainmedia.com/-- is a digital media holding company whose primary focus is connecting brands with consumers as a full advertising services platform. Bright Mountain Media's assets include an ad network, an ad exchange platform and 24 websites which are customized to provide its niche users, including active, reserve and retired military, law enforcement, first responders and other public safety employees with products, information and news that the Company believes may be of interest to them. Bright Mountain reported a net loss attributable to common shareholders of $5.33 million for the year ended Dec. 31, 2018, compared to a net loss attributable to common shareholders of $3.01 million for the year ended Dec. 31, 2017. As of Sept. 30, 2019, Bright Mountain had $28.36 million in total assets, $7.23 million in total liabilities, and $21.13 million in total shareholders' equity. EisnerAmper LLP, in Iselin, New Jersey, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 12, 2019, on the Company's consolidated financial statements for the year ended Dec. 31, 2018, stating that the Company has experienced recurring net losses, cash outflows from operating activities, and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. BRIGHT MOUNTAIN: Launches up to $5 Million Securities Offering -------------------------------------------------------------- Bright Mountain Media, Inc., announced an up to $5.0 million private placement offering of its common stock and warrants. The Securities are being offered pursuant to an exemption from registration under the Securities Act of 1933. The Securities have not been registered under the Securities Act or the securities laws of any other state or jurisdiction, and the Securities may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and any other applicable securities laws. About Bright Mountain Based in Boca Raton, Fla., Bright Mountain Media, Inc. -- http://www.brightmountainmedia.com/-- is a digital media holding company whose primary focus is connecting brands with consumers as a full advertising services platform. Bright Mountain Media's assets include an ad network, an ad exchange platform and 24 websites which are customized to provide its niche users, including active, reserve and retired military, law enforcement, first responders and other public safety employees with products, information and news that the Company believes may be of interest to them. Bright Mountain reported a net loss attributable to common shareholders of $5.33 million for the year ended Dec. 31, 2018, compared to a net loss attributable to common shareholders of $3.01 million for the year ended Dec. 31, 2017. As of Sept. 30, 2019, Bright Mountain had $28.36 million in total assets, $7.23 million in total liabilities, and $21.13 million in total shareholders' equity. EisnerAmper LLP, in Iselin, New Jersey, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 12, 2019, on the Company's consolidated financial statements for the year ended Dec. 31, 2018, stating that the Company has experienced recurring net losses, cash outflows from operating activities, and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. BUZZ TEAM: I.J. Litwak Realty Questions Reference to "Debtors" -------------------------------------------------------------- Creditor I.J. Litwak Realty Limited Partnership gives notice of its joinder in the objections of the U.S. Trustee to the disclosure statement of Debtor Buzz Team Marketing, LLC. In addition, Litwak asserts that the Disclosure Statement as drafted repeatedly refers to "Debtors" in plural; and that in the definitions section of the Proposed Plan, the "Debtor" and its related parties definitions are open-ended, thereby encapsulating the Debtor's non-debtor wholly-owned subsidiaries. To date, the Court has not effectuated a substantive/equitable consolidation of the Debtor's subsidiaries, and to the contrary, the Court specifically rejected the Debtor's request to expand the automatic stay to its subsidiaries. Litwak is concerned that the Proposed Plan would be discriminatory towards it as a result. Accordingly, Litwak requests that the definitions be amended to reflect that the sole Debtor is BUZZ TEAM MARKETING, LLC and that the references to "Debtors" be amended to "Debtor". I.J. Litwak is represented by: James Prescott Curry, Esquire Curry, P.L. 601 Heritage Drive, Suite 205 Jupiter, FL 33458-2777 Tel: (561) 972-8222 Fax: (561) 300-2187 E-mail: james.curry@currypl.com About Buzz Team Marketing Buzz Team Marketing LLC, a marketing consultant in Riviera Beach, Fla., sought protection under Chapter 11 of the Bankruptcy Code(Bankr. S.D. Fla. Case No. 19-16858) on May 23, 2019. In the petition signed by Michael Basilicato, manager, the Debtor disclosed $128,482 in assets and $3,086,690 in liabilities. The case has been assigned to Judge Mindy A. Mora. The Debtor tapped Julianne Frank, P.A., as its legal counsel. The U.S. Trustee, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case. BUZZ TEAM: I.J. Litwak Seeks Debtor's Definition Amendment ---------------------------------------------------------- Creditor I.J. Litwak Realty Limited Partnership gives notice of its joinder in the objections of the U.S. Trustee to the disclosure statement of debtor Buzz Team Marketing, LLC. In addition, Litwak asserts that the Disclosure Statement as drafted repeatedly refers to "Debtors" in plural; and that in the definitions section of the Proposed Plan, the "Debtor" and its related parties definitions are open-ended, thereby encapsulating the Debtor's non-debtor wholly-owned subsidiaries. To date, the Court has not effectuated a substantive/equitable consolidation of the Debtor's subsidiaries, and to the contrary, the Court specifically rejected the Debtor's request to expand the automatic stay to its subsidiaries. Litwak is concerned that the Proposed Plan would be discriminatory towards it as a result. Accordingly, Litwak requests that the definitions be amended to reflect that the sole Debtor is BUZZ TEAM MARKETING, LLC and that the references to "Debtors" be amended to "Debtor". I.J. Litwak is represented by: James Prescott Curry, Esquire Curry, P.L. 601 Heritage Drive Suite 205 Jupiter, FL 33458-2777 Tel: (561) 972-8222 Fax: (561) 300-2187 E-mail: james.curry@currypl.com About Buzz Team Marketing Buzz Team Marketing LLC, a marketing consultant in Riviera Beach, Fla., sought protection under Chapter 11 of the Bankruptcy Code(Bankr. S.D. Fla. Case No. 19-16858) on May 23, 2019. In the petition signed by Michael Basilicato, manager, the Debtor disclosed $128,482 in assets and $3,086,690 in liabilities. The case has been assigned to Judge Mindy A. Mora. The Debtor tapped Julianne Frank, P.A., as its legal counsel. The U.S. Trustee, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case. CALIFORNIA RESOURCES: Posts $94 Million Net Income in 3rd Quarter ----------------------------------------------------------------- California Resources Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q reporting net income attributable to common stock of $94 million on $681 million of total revenues and other for the three months ended Sept. 30, 2019, compared to net income attributable to common stock of $66 million on $828 million of total revenues and other for the three months ended Sept. 30, 2018. For the nine months ended Sept. 30, 2019, the Company reported net income attributable to common stock of $39 million on $2.02 billion of total revenues and other, compared to a net loss attributable to common stock of $18 million on $1.98 billion of total revenues and other for the same period last year. As of Sept. 30, 2019, California Resources had $7.03 billion in total assets, $721 million in total current liabilities, $4.89 billion in long-term debt, $158 million in deferred gain and issuance costs, $679 million in other long-term liabilities, $789 million in redeemable noncontrolling interests, and a total deficit of $208 million. Todd Stevens, CRC's president and chief executive officer, said, "CRC's start to the second half of the year highlights our continued focus on controlling what we can control by maintaining capital discipline, opportunistically repurchasing debt to strengthen our balance sheet, improving our credit position, reducing costs and enhancing margins. Our previously announced JV partnership with Alpine ramped up quickly, having drilled 52 wells through the end of the third quarter, with the majority of the wells being accretive to production beginning in the fourth quarter. We were also excited to receive a grant from the Department of Energy for a FEED study to advance CO2 capture and sequestration at Elk Hills, which could potentially add well over 150 MMBOE of EOR reserves, reduce our greenhouse gas emissions and in turn lower costs." Mr. Stevens continued, "Additionally, we are pleased we were able to repurchase over $150 million face value of our Second Lien Notes at a significant discount as well as secure our ninth credit amendment during the quarter. We remain committed to pursuing additional transactions to progress towards our balance sheet goals while driving value through a balanced approach of debt repurchases with investments in our large project inventory." Third Quarter 2019 Results Adjusted net income for the third quarter of 2019 was $17 million, or $0.35 per diluted share, compared to $41 million, or $0.81 per diluted share, for the same period in 2018. Adjusted net income excluded a net gain of $82 million on debt repurchases, non-cash losses on commodity derivatives of $6 million and income of $1 million, net, for other unusual and infrequent items. Adjusted EBITDAX for the third quarter of 2019 was $278 million and cash provided by operating activities was $268 million. Total daily production volumes decreased 6% year-over-year, from 136,000 BOE per day for the third quarter of 2018 to 128,000 BOE per day for the third quarter of 2019. Oil volumes in the third quarter of 2019 averaged 79,000 barrels per day, NGL volumes averaged 16,000 barrels per day and gas volumes averaged 196,000 thousand cubic feet (Mcf) per day. The decrease was due to the Lost Hills divestiture, lower capital investment including fewer workovers, power outages and other factors. The divestiture reduced the Company's third quarter 2019 production by over 2,000 BOE per day compared to the same quarter of 2018. Despite lower Brent index prices, the Company's realized crude oil prices, including the effect of settled hedges, increased by $4.78 per barrel from $63.63 in the third quarter of 2018 to $68.41 per barrel in the third quarter of 2019. In the third quarter of 2019, hedge settlements increased the Company's realized crude oil prices by $5.56 per barrel compared to a reduction of $10.10 per barrel in the same prior-year period. Realized NGL prices were $23.55 per barrel, down $22.17 per barrel over the prior-year period as local and national markets continued to experience excess domestic supply coupled with weaker demand due to Los Angeles and Bay area refinery downtimes. Realized natural gas prices were $2.73 per Mcf for the third quarter of 2019, $0.43 per Mcf lower than the same prior-year period due to milder temperatures and more pipeline availability within local California markets in 2019 compared to 2018. Production costs for the third quarter of 2019 were $221 million, compared to $236 million for the third quarter of 2018. On a per barrel basis, for the same comparative periods, production costs were $18.82 and $18.92, respectively. The decrease is primarily due to cost savings from the Lost Hills divestiture, lower surface operations costs, lower field employee-related costs and lower downhole maintenance spending, partially offset by higher energy prices. Excluding the effect of PSC-type contracts, production costs on a per barrel basis for the same comparative periods would have been $17.44 and $17.55, respectively. General and administrative expenses were $66 million for the third quarter of 2019, compared to $81 million for the same prior-year period. The decrease was primarily attributable to a lower stock price resulting in a $13 million decrease in cash-settled stock-based compensation expense. CRC reported taxes other than on income of $42 million for the third quarter of 2019, compared to $45 million for the same prior-year period. Exploration expense was $5 million for the third quarter of 2019, $1 million higher than the same prior-year period. Total capital invested during the quarter of 2019 was $188 million, within the Company's guidance. CRC internally funded $117 million, of which $101 million was directed to drilling and capital workovers. CRC's JV partner Benefit Street Partners (BSP) also invested $5 million, which is included in CRC's consolidated results. CRC's JV partners Macquarie Infrastructure and Real Assets Inc. (MIRA) and Alpine Energy Capital, LLC (Alpine) invested an additional $3 million and $63 million, respectively, which are excluded from CRC's consolidated results. Cash provided by operating activities for the third quarter of 2019 was $268 million and free cash flow was $151 million after taking into account CRC's internally funded capital. Nine-Month Results Including hedge settlements, the 2019 results reflected higher year-over-year revenue despite a lower oil price environment. Adjusted net income for the first nine months of 2019 was $34 million, or $0.69 per diluted share, compared with an adjusted net income1 of $35 million, or $0.71 per diluted share, for the same period of 2018. The 2019 adjusted net income1 excluded $99 million of non-cash derivative losses, a net gain of $108 million from debt repurchases and a net $4 million charge related to other unusual and infrequent items. Total daily production volumes averaged 130,000 BOE per day for the first nine months of 2019, compared with 131,000 BOE per day for the same period in 2018, a decrease of 1 percent. The 2018 volumes reflect two quarters of production from the Elk Hills acquisition. The 2019 volumes reflect the effect of the strategic Lost Hills divestiture that occurred in the second quarter of 2019. In the first nine months of 2019, realized crude oil prices, including the effect of settled hedges, increased $4.63 per barrel to $68.16 per barrel from $63.53 per barrel for the same period in 2018. Settled hedges increased 2019 realized crude oil prices by $3.13 per barrel, compared with a reduction of $8.00 per barrel for the same period in 2018. Realized NGL prices decreased 29 percent, or $12.67 per barrel to $31.04 per barrel in the first nine months of 2019 from $43.71 per barrel for the same period of 2018. Realized natural gas prices increased $0.09 per Mcf to $2.82 per Mcf, compared with $2.73 per Mcf for the same period in 2018, largely due to stronger California demand. Production costs for the first nine months of 2019 were $684 million, or $19.32 per BOE, compared to $679 million, or $18.98 per BOE, for the same period in 2018. The increase in production costs was primarily attributable to the Elk Hills transaction, higher surface operations and maintenance costs, energy costs and other items, partially offset by lower downhole maintenance activity and lower costs resulting from the Lost Hills divestiture. Per unit production costs, excluding the effect of PSCs1, were $17.82 and $17.48 per BOE for the first nine months of 2019 and 2018, respectively. G&A expenses for the first nine months of 2019 were $228 million, compared to $234 million in the prior-year period, with the decrease largely due to lower equity compensation expense in the first nine months of 2019. This decrease was partially offset by higher expenses across a number of functions. Taxes other than on income of $119 million for the first nine months of 2019 were comparable to the same period of 2018, when taxes were $120 million. Exploration expense of $25 million for the first nine months of 2019 was $7 million higher than the same period of 2018. CRC's internally funded capital investment in the first nine months of 2019 totaled $345 million, of which $259 million was directed to drilling and capital workovers. CRC's JV partners invested $121 million in the first nine months of 2019, all of which was directed to drilling. Of the Company's JV partners' investment, BSP invested $48 million which is included in CRC's consolidated results. Cash provided by operating activities for the first nine months of 2019 was $540 million and free cash flow1 was $195 million after taking into account CRC's internally funded capital. Operational Update In the third quarter of 2019, CRC operated an average of ten drilling rigs, with three on primary, three on waterfloods and four on unconventional production. With total invested capital, the Company drilled 90 development wells (47 primary, 27 waterflood, and 16 unconventional) and one exploration well. Steamfloods and waterfloods have different production profiles and longer response times than typical conventional wells and, as a result, the full production contribution may not be experienced in the same period that the well is drilled. The San Joaquin basin produced 94,000 BOE per day and operated seven rigs. The Los Angeles basin contributed 24,000 BOE per day of production and operated two rigs directed toward waterflood projects. The Ventura basin produced 5,000 BOE per day and operated one rig focused on exploration and the Sacramento basin, where we had no active CRC drilling program, produced 5,000 BOE per day. 2019 Capital Budget CRC expects its 2019 internally funded capital program will range from $385 million to $400 million, of which $345 million has been invested through the third quarter of 2019. The Company has front loaded its internally funded capital investments for 2019. With additional investment from new and existing JV partners, CRC anticipates JV investment of $200 to $225 million for 2019, of which $121 million has been invested through the third quarter of 2019. CRC anticipates a total capital program of approximately $585 to $625 million for the year. The Company's 2019 capital is focused on oil and largely directed to short payout projects, such as primary drilling of both vertical and lateral wells, capital workovers and low-risk projects including waterflood and steamflood investments that maintain base production. Recent Joint Venture In July 2019, the Company entered into a development agreement with Alpine to develop portions of CRC's Elk Hills field. Alpine is a joint venture between subsidiaries of Colony Capital, Inc. (Colony) and Equity Group Investments. Alpine committed to invest $320 million, which may be increased to a total investment of $500 million, subject to the mutual agreement of the parties. The initial commitment will cover multiple development opportunities and is intended to be invested over approximately three years in accordance with a 275-well development plan. Alpine will fund 100% of the development wells and will earn a 90% working interest in those wells. If Alpine receives an agreed upon return, CRC's working interest in those wells will increase from 10% to 82.5%. In connection with this joint venture, Colony received a warrant to purchase up to 1.25 million shares of CRC's common stock, at an exercise price of $40 per share. Repurchases and Balance Sheet Update During the third quarter of 2019, CRC repurchased $153 million in face value of Second Lien Notes for $90 million, bringing the aggregate face value repurchased since issuance to $412 million, including $229 million during the first nine months of 2019. Net debt outstanding at the end of the third quarter was under $5.0 billion. CRC also secured a ninth amendment to the Company's credit agreement which provides future flexibility in connection with potential royalty transactions. The semi-annual borrowing base review under the Company's 2014 Revolving Credit Facility is finalized in early May and early November of each year. The process is currently underway and is well advanced. Hedging Update CRC continues to execute an opportunistic hedging program to protect its cash flow, operating margins and capital program, while maintaining adequate liquidity. For the fourth quarter of 2019, CRC has protected the downside price risk on 35,000 barrels per day at approximately $76 Brent with put spreads. These put spreads provide full upside to oil price movements and downside protection when Brent drops below $60 per barrel, at which point the Company receive Brent plus approximately $16 per barrel. For the first and second quarters of 2020, CRC has protected the downside risk of 30,000 and 15,000 barrels per day at approximately $71 Brent and $68 Brent, respectively. These put spreads provide downside price protection when Brent prices drop below $57 and $55 per barrel in the first and second quarters, respectively, at which point CRC receives Brent plus approximately $14 per barrel. CRC also entered into a swap for 5,000 barrels per day in the second quarter of 2020 at approximately $70 Brent, which may be increased by another 5,000 barrels per day at the same price at the option of the counterparties. For the third and fourth quarters of 2020, CRC has protected the downside risk of 10,000 and 5,000 barrels per day, respectively, at $65 per barrel. These put spreads provide downside protection when Brent prices drop below $55, at which point CRC receives Brent plus approximately $10 per barrel. A full-text copy of the Form 10-Q is available for free at: https://is.gd/Tugckm About California Resources California Resources Corporation -- http://www.crc.com-- is an oil and natural gas exploration and production company headquartered in Los Angeles, California. CRC operates its resource base exclusively within the State of California, applying complementary and integrated infrastructure to gather, process and market its production. California Resources reported net income attributable to common stock of $328 million for the year ended Dec. 31, 2018, compared to a net loss attributable to common stock of $266 million for the year ended Dec. 31, 2017. As of June 30, 2019, the Company had $7.03 billion in total assets, $610 million in total current liabilities, $5.06 billion in long-term debt, $185 million in deferred gain and issuance costs, $679 million in other long-term liabilities, $777 million in redeemable noncontrolling interests, and a $279 million total deficit. * * * In March 2019, S&P Global Ratings affirmed its 'CCC+' issuer credit rating on California Resources Corp. The affirmation reflects S&P's expectation that CRC will continue to support its liquidity by balancing its spending with its cash flow, selling non-core assets, and potential for joint ventures in 2019 as mentioned in the Company's fourth quarter conference call. In November 2017, Moody's Investors Service upgraded California Resources' Corporate Family Rating (CFR) to 'Caa1' from 'Caa2' and Probability of Default Rating (PDR) to 'Caa1-PD' from 'Caa2-PD'. Moody's said the upgrade of CRC's CFR to 'Caa1' reflects CRC's improved liquidity and the likelihood that it will have sufficient liquidity to support its operations for at least the next two years at current commodity prices. CASTLE ROCK: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: Castle Rock Holdings, LLC 1000 N. Green Valley Parkway Suite 440 - Unit 416 Henderson, NV 89074 Business Description: Castle Rock Holdings, LLC is engaged in activities related to real estate. Chapter 11 Petition Date: November 22, 2019 Court: United States Bankruptcy Court District of Nevada (Las Vegas) Case No.: 19-17488 Judge: Hon. August B. Landis Debtor's Counsel: Corey B. Beck, Esq. COREY B. BECK, ESQ. 425 South 6th Street Las Vegas, NV 89101 Tel: (702) 678-1999 Fax: (702) 678-6788 Email: becksbk@yahoo.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $100,000 to $500,000 The petition was signed by Pietro Cimino, managing member. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/nvb19-17488.pdf CELADON GROUP: Amends Credit Agreements to Increase Interest Rates ------------------------------------------------------------------ Celadon Group, Inc. entered into a Third Amendment to Second Amended and Restated Credit Agreement among the Company, certain of its subsidiaries, Blue Torch Finance, LLC, as administrative agent, and BTC Holdings Fund I, LLC, BTC Holdings Fund I-B, LLC, BTC Holdings SC Fund LLC, and Luminus Energy Partners Master Fund, Ltd., each as lenders, which amends that certain Second Amended and Restated Credit Agreement dated July 31, 2019, among the Company, certain of its subsidiaries, the Term Loan Agent, and the Term Loan Lenders. In addition, on Nov. 15, 2019, the Company entered into a Waiver and Amendment No. 3 to Credit and Security Agreement among the Company, certain of its subsidiaries, MidCap Funding IV Trust, as agent, and MidCap Financial Trust, as lender, which amends that certain Credit and Security Agreement dated July 31, 2019, among the Company, certain of its subsidiaries, the Revolving Agent, and the Revolving Lender. The Term Loan Amendment (i) increases the interest rate under the Term Loan Agreement by two percent per annum; (ii) eliminates the Lease Adjusted Leverage Ratio and the Fixed Charge Coverage Ratio financial covenants for all periods prior to Feb. 29, 2020, at which point such financial covenants will be tested for the preceding five months; (iii) decreases the minimum liquidity requirement to $5 million for the period of Nov. 15, 2019 through and including Feb. 29, 2020 and provides that an amount of revolving loan availability, starting at $150,000 on Jan. 1, 2020 and increasing by $150,000 a week to a maximum of $1,500,000, will be excluded from liquidity for purposes of the minimum liquidity covenant; (iv) permits a specified trailer sale and leaseback transaction and provides that proceeds of such transaction exceeding $10 million need not be used to repay indebtedness under the Term Loan Agreement; (v) waives defaults relating to the Company's failure to comply with the Lease Adjusted Leverage Ratio required for the period ended Sept. 30, 2019, the Company's failure to timely deliver certain deposit account control agreements, and cross-defaults arising from defaults under the Revolving Credit Agreement; and (vi) requires the company to prepare and deliver certain budgets, projections, and cash flow reporting materials, including a plan to obtain additional capital prior to Feb. 29, 2020. The Revolving Loan Amendment (i) increases the interest rate under the Revolving Credit Agreement by two percent per annum; (ii) eliminates the Lease Adjusted Net Leverage Ratio and the Fixed Charge Coverage Ratio financial covenants for all periods prior to Feb. 29, 2020, at which point such financial covenants will be tested for the preceding five months; (iii) decreases the minimum liquidity requirement to $5 million for the period of Nov. 15, 2019 through and including Feb. 29, 2020 and provides that an amount of revolving loan availability, starting at $150,000 on Jan. 1, 2020 and increasing by $150,000 a week to a maximum of $1,500,000, will be excluded from liquidity for purposes of the minimum liquidity covenant; (iv) waives defaults relating to the Company's failure to comply with the Lease Adjusted Net Leverage Ratio required for the period ended Sept. 30, 2019, the Company's failure to timely deliver financial statements and related items, and cross-defaults arising from defaults under the Term Loan Agreement; and (v) requires the company to prepare and deliver certain budgets, projections, and cash flow reporting materials, including a plan to obtain additional capital prior to Feb. 29, 2020. About Celadon Celadon Group, Inc. -- http://www.celadongroup.com-- provides long haul, regional, local, dedicated, intermodal, temperature-protect, and expedited freight service across the United States, Canada, and Mexico. The Company also owns Celadon Logistics Services, which provides freight brokerage services, freight management, as well as supply chain management solutions, including logistics, warehousing, and distribution. The Company is headquartered in Indianapolis, Indiana. In a press release dated April 2, 2018, Celadon stated that based on issues identified in connection with the Audit Committee investigation and management's review, financial statements for fiscal years ended June 30, 2014, 2015, 2016, and the quarters ended Sept. 30 and Dec. 31, 2016, will be restated. Celadon's new senior management team, led by the Company's new chief financial officer and new chief accounting officer, commenced a review of the Company's current and historical accounting policies and procedures. The internal investigation and management review have identified errors that will require adjustments to the previously issued 2014, 2015, 2016, and 2017 financial statements. The New York Stock Exchange notified the Securities and Exchange Commission on April 18, 2018, of its intention to remove the entire class of the common stock of Celadon Group from listing and registration on the Exchange on April 30, 2018, pursuant to the provisions of Rule 12d2-2(b) because, in the opinion of the Exchange, the Common Stock is no longer suitable for continued listing and trading on the Exchange. CELADON GROUP: Delays Form 10-Q for Quarter Ended Sept. 30 ---------------------------------------------------------- As Celadon Group, Inc. previously disclosed, the Company has determined that its previously filed financial statements for the fiscal years ended June 30, 2014, 2015, and 2016, including the unaudited quarterly financial statements for such fiscal years, and the fiscal quarters ended Sept. 30, 2016 and Dec. 31, 2016, should no longer be relied upon. The Company has not completed the restatement of certain historical periods and the preparation of financial statements for currently unfiled periods that conform with U.S. generally accepted accounting principles and Securities and Exchange Commission rules. The Company believes that these processes would result in financial statement impacts for the fiscal quarter ended Sept. 30, 2019 and such impacts have not been definitively determined at this time. Accordingly, the Company's filing of financial statements for its fiscal quarter ended Sept. 30, 2019, will be delayed. The Company's continued evaluation of the matters noted above will cause these financial statements to be filed after the expiration of the five calendar day extension period provided by Rule 12b-25. The Company presently expects to report a net loss for the quarter ended Sept. 30, 2019. Because of the Company's continued evaluation of the matters noted above, it is not in a position to give more detailed estimated results for the period. About Celadon Celadon Group, Inc. -- http://www.celadongroup.com/-- provides long haul, regional, local, dedicated, intermodal, temperature-protect, and expedited freight service across the United States, Canada, and Mexico. The Company also owns Celadon Logistics Services, which provides freight brokerage services, freight management, as well as supply chain management solutions, including logistics, warehousing, and distribution. The Company is headquartered in Indianapolis, Indiana. In a press release dated April 2, 2018, Celadon stated that based on issues identified in connection with the Audit Committee investigation and management's review, financial statements for fiscal years ended June 30, 2014, 2015, 2016, and the quarters ended Sept. 30 and Dec. 31, 2016, will be restated. Celadon's new senior management team, led by the Company's new chief financial officer and new chief accounting officer, commenced a review of the Company's current and historical accounting policies and procedures. The internal investigation and management review have identified errors that will require adjustments to the previously issued 2014, 2015, 2016, and 2017 financial statements. The New York Stock Exchange notified the Securities and Exchange Commission on April 18, 2018, of its intention to remove the entire class of the common stock of Celadon Group from listing and registration on the Exchange on April 30, 2018, pursuant to the provisions of Rule 12d2-2(b) because, in the opinion of the Exchange, the Common Stock is no longer suitable for continued listing and trading on the Exchange. CHILDREN FIRST: Seeks to Hire Agentis PLLC as Legal Counsel ----------------------------------------------------------- Children First Consultants, Inc., seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Agentis PLLC as its legal counsel. The firm will provide services in connection with the Debtor's Chapter 11 case, which include legal advice regarding its powers and duties under the Bankruptcy Code and negotiations with its creditors in the preparation of a bankruptcy plan. The hourly rates for the firm's attorneys range from $290 to $610. Paralegals will charge at hourly rates ranging from $125 to $220. Jacqueline Calderin, Esq., the attorney who will be handling the case, will charge an hourly fee of $515. Prior to the petition date, Agentis received $10,000 from the Debtor and $12,066.99 from its principals, of which $1,717 was used for the filing fee, leaving the sum of $10,349.99 as retainer. Ms. Calderin disclosed in court filings that the firm is "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jacqueline Calderin, Esq. Agentis PLLC 55 Alhambra Plaza, Suite 800 Coral Gables, FL 33134 Phone: 305.722.2002 Email: jc@agentislaw.com Children First Consultants Children First Consultants Inc., a mental health services provider in Miami, Fla., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 19-25286) on Nov. 13, 2019. At the time of the filing, the Debtor was estimated to have assets of between $1 million and $10 million and liabilities of the same range. The case is assigned to Judge Robert A. Mark. CHINA HOSPITALS: Chapter 15 Case Summary ---------------------------------------- Chapter 15 Debtor: China Hospitals, Inc. 3rd fl. Strathvale House 90 N. Church St. P.O. Box 30847 George Town KY-1204 Cayman Islands Business Description: China Hospitals, Inc. is a Cayman Islands company that operates hospitals. Foreign Proceeding: In the Matter of China Hospitals, Inc., Cause No: FSD 119 of 2018(IKJ) Chapter 15 Petition Date: November 24, 2019 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Case No.: 19-13767 Foreign Representative: Mr. Cosimo Borrelli 18 Harcourt Road Hong Kong People's Republic of China Foreign Representative's Counsel: Christopher J. Marcus, Esq. KIRKLAND & ELLIS LLP 601 Lexington Avenue New York, NY 10022 Tel: (212) 446-4800 Fax: (212) 446-4900 E-mail: cmarcus@kirkland.com christopher.marcus@kirkland.com Estimated Assets: Unknown Estimated Debts: Unknown A full-text copy of the petition is available for free at: http://bankrupt.com/misc/nysb19-13767.pdf COLLEGIATE OF MADISON: Case Summary & 11 Unsecured Creditors ------------------------------------------------------------ Debtor: The Collegiate of Madison, LLC 513 North Lake St. Madison, WI 53703 Case No.: 19-13930 Business Description: The Collegiate of Madison, LLC is primarily engaged in renting and leasing real estate properties. Chapter 11 Petition Date: November 23, 2019 Court: United States Bankruptcy Court Western District of Wisconsin Debtor's Counsel: Kristin J. Sederholm, Esq. KREKELER STROTHER, S.C. 2901 West Beltline Highway, Suite 301 Madison, WI 53713 Tel: (608) 258-8555 Fax: (608) 258-8299 E-mail: ksederho@ks-lawfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Harold Langhammer, president. A full-text copy of the petition containing, among other items, a list of the Debtor's 11 unsecured creditors is available for free at: http://bankrupt.com/misc/wiwb19-13930.pdf COMPASS MINERALS: S&P Rates New $500MM Senior Unsecured Notes 'B+' ------------------------------------------------------------------ S&P Global Ratings assigned its 'B+' issue-level rating to U.S.-based salt and specialty fertilizer producer Compass Minerals International Inc.'s proposed $500 million senior unsecured notes due in 2027. At the same time, S&P raised the issue-level rating on the company's senior secured term loans to 'BB+' from 'BB', reflecting improved recovery as a result of anticipated repayments. S&P expects Compass will apply proceeds toward repaying approximately $77 million in revolving credit facility borrowings (about $250 million outstanding) and approximately $423 million of its senior secured term loans (about $823 million outstanding). In addition to these partial repayments, the maturity dates of the revolving credit facility and term loans will be extended to 2025 from 2021. The next major maturity in the capital structure will be $250 million in senior unsecured notes due in 2024. S&P's 'BB-' issuer credit rating and negative outlook on Compass are unchanged. This transaction is leverage neutral and does not alter S&P's expectations for credit measures, including its view that adjusted leverage peaked at around 5x for the year ended Oct. 31, 2019, and is more likely to recover and settle into the lower end of the 4x–5x range commensurate with the rating, by the end of 2020. S&P's expectations are based on increased productivity supported by new continuous mining equipment at the flagship Goderich salt mine. The improvements are increasing the mine's operating rates which should continue to lower unit costs and also reduce the need to buy more expensive third party salt to accommodate demand. Additionally, a normalized domestic planting season next year should boost year-over-year performance for the Plant Nutrition North American segment, which underperformed because of adverse weather that shortened the 2019 planting season." ISSUE RATINGS – RECOVERY ANALYSIS Key analytical factors -- Compass Minerals' proposed capital structure includes a $300 million secured revolving credit facility (about 85% drawn in at default) extended to 2025 and senior secured term loans reduced to $400 million outstanding and extended to 2025. The company is also adding $500 million in senior unsecured notes due in 2027 to its 4.875% senior unsecured notes due in 2024 ($250 million outstanding), and various Brazilian unsecured loans to Producimica (about $91 million outstanding). -- S&P's recovery scenario contemplates a default in 2023 amid a substantial deterioration in Compass' operating performance in an increasingly difficult operating environment, reduced average selling prices, adverse weather affecting planting seasons and de-icing product demand, and increased competition. -- In a default, S&P assumes creditors would receive more value in a reorganization than a liquidation; therefore, it employs a distressed enterprise value (EV)-based analysis. -- S&P estimates a distressed EV of approximately $940 million, assuming emergence EBITDA of $188 million and an EBITDA multiple of 5x, in line with multiples it uses for other companies in the metals and mining upstream sector. Simulated default assumptions -- Year of default: 2023 -- EBITDA at emergence: $188 million -- Implied EV multiple: 5x -- Gross EV: $940 million Simplified waterfall -- Net EV (after 5% administrative costs): $893 million -- Value available for secured claims: $631 million (domestic value, $402 million; pledged from foreign subsidiaries, $117 million) -- Estimated domestic senior secured claims: $583 billion -- Recovery rating: '1' (very high recovery expectation: 90%-100%, rounded estimate: 95%) -- Value available for unsecured claims: $171 million (value remaining for unsecured claims, $48 million; share of unpledged value, $123 million) -- Estimated senior unsecured notes claims: $770 million -- Recovery rating: '5' (modest recovery expectation: 10%-30%, rounded estimate: 20%) Note: Debt claims includes approximately six months' accrued but unpaid interest. COMPLETE DISTRIBUTION: First Amended Disclosures Rejected --------------------------------------------------------- On Nov. 7, 2019, the U.S. Bankruptcy Court for the Western District of Texas, El Paso Division, conducted a hearing to consider approval of the proposed Amended Disclosure Statement filed by debtor Complete Distribution Services, Inc. After considering the statements of counsel for the Debtor, the Court finds that approval of the Amended Disclosure Statement should be denied and established the following case deadlines: * Dec. 13, 2019, is the deadline for the Debtor to file a proposed Second Amended Disclosure Statement and proposed Second Amended Plan. Such proposed Second Amended Disclosure Statement and proposed Second Amended Plan must be complete and shall address the objections filed to the previous versions of Disclosure Statement by the U.S. Trustee, TCF Equipment, Webster Capital, Siemens Financial, Premier Trailer, and Banc of America Leasing. If a proposed Second Amended Disclosure Statement is timely filed by the Debtor, the Debtor should contemporaneously file a separate Motion seeking a hearing on approval of the Second Amended Disclosure Statement on January 16, 2020. * Jan. 16, 2020, is the deadline by which the Debtor must have obtained approval of a Disclosure Statement by the Court in this case. * Feb. 13, 2020, is the deadline by which the Debtor must have obtained confirmation of a Plan of Reorganization by the Court in this case unless such date is extended by the Court. About Complete Distribution Services Complete Distribution Services, Inc., doing business as Complete Trailer Leasing, is a diversified shipping service company, providing short and long-haul support, including transportation, customer support, and logistics. The Company offers local dispatch at its El Paso, Texas, facility to meet its customers' needs. Complete Distribution Services sought Chapter 11 protection (Bankr. W.D. Tex. Case No. 18-31995) on Nov. 29, 2018. In the petition signed by Salvador A. Herrera, president, the Debtor disclosed $2,784,801 in total assets and $8,049,386 in total debt. The Hon. Christopher H. Mott is the case judge. E.P. Bud Kirk is the Debtor's counsel. CONNECT INSURANCE: Involuntary Chapter 11 Case Summary ------------------------------------------------------ Alleged Debtor: Connect Insurance Group, Inc. 9250 Belvedere Road, Suite 101 West Palm Beach, FL 33411 Business Description: Connect Insurance Group, Inc. is an insurance brokerage firm. Involuntary Chapter 11 Petition Date: November 22, 2019 Court: United States Bankruptcy Court Southern District of Florida (West Palm Beach) Case Number: 19-25767 Judge: Hon. Mindy A. Mora Petitioning Creditor: 160 Royal Palm, LLC Gary Glickstein, Manager c/o Shraiberg, Landau & Page, P.A. 2385 NW Executive Center Dr., #300 Boca Raton, FL 33431 Petitioning Creditor's Nature of Claim & Claim Amount: Final Judgment, $63,996,558 Petitioning Creditor's Counsel: Philip J. Landau, Esq. SHRAIBERG LANDAU & PAGE PA 2385 N.W. Executive Center Dr # 300 Boca Raton, FL 33431 Tel: (561) 443-0800 Email: plandau@slp.law A full-text copy of the Involuntary Petition is available for free at: http://bankrupt.com/misc/flsb19-25767.pdf CREATIVE LIGHTING: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Creative Lighting Solutions, Inc. f/d/b/a Creative Lighting 22365 SW Fisk Terrace Sherwood, OR 97140 Business Description: Creative Lighting Solutions, Inc. -- https://gocreativelighting.com -- is an LED lighting manufacturer. Chapter 11 Petition Date: November 21, 2019 Court: United States Bankruptcy Court District of Oregon (Portland) Case No.: 19-34296 Judge: Hon. Peter C. McKittrick Debtor's Counsel: Nicholas J. Henderson, Esq. MOTSCHENBACHER & BLATTNER, LLP 117 SW Taylor Street, Ste 300 Portland, OR 97204 Tel: 503-417-0500 Fax: 503-417-0501 E-mail: nhenderson@portlaw.com - and - Troy Sexton, Esq. MOTSCHENBACHER & BLATTNER, LLP 117 SW Taylor St, Ste 300 Portland, OR 97204 Tel: 503-417-0517 E-mail: tsexton@portlaw.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Michael Bernards, 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/orb19-34296.pdf DAVE GIDDEON: Trucking Co. Has 5% for Unsecured Creditors --------------------------------------------------------- Dave Giddeon Trucking LLC filed a Small Business Chapter 11 Plan dated Nov. 12, 2019 that prooposes to pay the priority claims of its Drivers, namely Annas B. Faul, Bryan E. Russell, Cody D. Killian, and Derek Paulson, the Class 1 .1 creditors, the amount of their Allowed Claim in equal monthly installments over 60 months a|5.75% interest. The Plan also proposes to pay the IRS and the Montana Department of Revenue, over 60 months at statutory rates of interest. The Plan proposes to pay the Kubota Corporation, the Class 2.1 creditor, its Allowed Claim in equal monthly installments over 84 months with interest accruing at 5.75%. The Plan proposes part liquidation and part reorganization. The Debtor proposes to liquidate a portion of its Personal Property through sale and pay the Net Sale Proceeds to the Class 2.2 creditor. The Class 2.2 will receive equal monthly installments on the Allowed Secured Claim; provided, however, that beginning with the first sale of Personal Property, and continuing thereafter, the monthly installments will be recalculated on the Class 2.2 Balance over the remaining Class 2.2 Term. Non-priority unsecured creditors are classified in Class 3 and will receive a distribution of 5% of their allowed claims, pari passu, on the amount of their Allowed Claims in equal monthly installments over 60 months with interest accruing at the Federal Judgment Rate. General unsecured creditors are classified in Class 4 and will receive a distribution of 5% of their allowed claims, pari passu, on the amount of their Allowed Claims in equal monthly installments over 60 months with interest accruing at the Federal Judgment Rate. A full-text copy of the Disclosure Statement dated November 12, 2019 is available at https://tinyurl.com/t7uopfk from PacerMonitor.com at no charge. About Dave Giddeon Trucking Dave Giddeon Trucking LLC, a privately held trucking company in Laurel, Montana, filed a Chapter 11 petition (Bankr. D. Mont. Case No. 19-60475) on May 15, 2019. In the petition signed by Whitney S. Giddeon, member, the Debtor was estimated to have $1 million to $10 million in both assets and liabilities. James A. Patten, Esq., at Patten Peterman Bekkedahl & Green, PLLC, serves as bankruptcy counsel. DELPHI COMMUNITY SCHOOL: S&P Lowers 2019 Bond Rating to 'BB+' ------------------------------------------------------------- S&P Global Ratings lowered its underlying rating four notches to 'BB+' from 'A-' on Delphi Community Multi School Building Corp., Ind.'s series 2019 ad valorem property tax first-mortgage bonds, issued for Delphi Community School Corp. The rating remains on CreditWatch, with negative implications, where it was placed on Aug. 23, 2019. S&P assigned its 'A-' underlying rating on June 6, 2019. Subsequently, on Aug. 23, 2019, S&P placed the 'A-' rating on CreditWatch with negative implications, after becoming aware of an emergency cash-flow loan and the school board's decision to place the superintendent on paid leave. At that time, S&P indicated the CreditWatch placement reflected the rating agency's view that these events could lead to a weakening of its view of the district's financial and liquidity positions, as well as its view of management conditions. "The downgrade reflects our assessment of the implications of these recent events, including our discussions with district leadership," said S&P Global Ratings credit analyst John Sauter, "and more specifically, it reflects our view that the district has lacked effective internal controls and decision-making, and that this has contributed to a structural imbalance, significant management turnover since June, and a now-insecure liquidity position with a high level of near-term uncertainty compared to earlier in the year." In S&P's opinion, the district's budgets have failed to address revenue and expenditure misalignment and relied on optimistic assumptions. While the previous management team stated it expected to re-establish balance and build the cash reserves in 2019, the deficit persisted and the district ultimately elected to take out a $1.5 million emergency cash-flow loan in August to meet payroll and daily expenses. In S&P's view, it remains uncertain if the district will be able to repay the loan on Dec. 31, 2019 without additional support as its cash position worsens. The reserve position to end 2018 was adequate (6% of expenditures), but still below average and nominally thin. S&P anticipates reserves being very low to end 2019. Based on S&P's discussion with management, it also understands that leadership authorized the use of a new accounting software system during a period of transition in the finance team, which resulted in neither the board, outside consultants, nor the new finance team knowing how to effectively operate it. The district has since reverted to the prior system, but it is having difficulty reconciling accounts and assessing the current financial standing due to all the changes. The new interim superintendent and new treasurer report that they have not been able to reconcile month-end financial statements since July, but that they are close to closing August and September. This is impairing their ability to provide meaningful projections for financial performance and cash levels through the end of the year. "The 'BB+' rating reflects our view of the heightened uncertainty around the district's financial position and ability to pay all its obligation on time," added Mr. Sauter, "and the negative CreditWatch reflects our view that we could lower the rating further, potentially by multiple notches, if reconciled financial statements and the year-end cash position indicate that the district may be unable to pay its obligations." Ratings in the 'BB' category, compared to those in the 'BBB' category, face major ongoing uncertainties or exposure to adverse business, financial, or economic conditions that could lead to the obligor's inadequate capacity to meet its financial commitments on its obligations. While management has indicated certainty about satisfying its end-of-year long-term debt service payments, it expressed uncertainty regarding the emergency loan. The loan is coming due at the same time as the long-term debt and is also payable from property taxes, making payment on long-term debt more uncertain, in S&P's view. The series 2019 bonds are secured by lease payments payable from ad valorem property taxes, subject to state circuit-breaker tax caps, but not subject to annual appropriation. Insurance provisions are in place to mitigate abatement risk. Bond proceeds are being used for various renovation and improvement projects, so the leased premise will remain in use and there are no construction risks. S&P rates the bonds at the same level as its view of the district's general creditworthiness, reflecting its view that lease risks are mitigated and that all resources will be used to service the debt. DJM HOLDINGS: Seeks Approval to Hire Real Estate Agent ------------------------------------------------------ DJM Holdings, Ltd. seeks approval from the U.S. Bankruptcy Court for the Northern District of Ohio to hire a real estate agent. In an application filed in court, the Debtor proposes to employ Megan Laituri-Dzino, a real estate agent employed with Russell Real Estate Services, to conduct a valuation of its properties. The Debtor will pay $50 for each property a valuation is provided. Ms. Laituri-Dzino is "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code, according to court filings. Ms. Laituri-Dzino maintains an office at: Megan Laituri-Dzino Russell Real Estate Services 3848 Medina Road Medina, OH 44256 Office: 330-723-2777 Cell: 330-461-2919 About DJM Holdings Ltd. DJM Holdings Ltd., a privately held company in Concord, Ohio, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ohio Case No. 19-12950) on May 11, 2019. At the time of the filing, the Debtor estimated assets of $1 million to $10 million and liabilities of $1 million to $10 million. The case is assigned to Judge Arthur I. Harris. Forbes Law LLC is the Debtor's counsel. EB HOLDINGS: Court Approves Disclosure Statement ------------------------------------------------ On Oct. 21, 2019, at 9:30 a.m., the U.S. Bankruptcy Court for the District of Nevada conducted a final hearing on the approval of the disclosure statement and confirmation of the plan filed by EB Holdings II, Inc. and its Affiliate Co-Plan Proponent, EBT NewCo, LLC. On Nov. 7, 2019, Judge Mike K. Nakagawa ordered that: * The Disclosure Statement is approved on a final basis as containing adequate information within the meaning of Section 1125 of the Bankruptcy Code and contains sufficient information of a kind necessary to satisfy the disclosure requirements of any applicable non-bankruptcy law, rules or regulations. * The Plan is confirmed pursuant to Section 1129 of the Bankruptcy Code. The terms and provisions of the Plan, the Plan Supplement, and any other documents filed in connection with the Plan and/or executed or to be executed in connection with the transactions contemplated by the Plan, and all amendments and modifications thereof made in accordance with the Plan and this Order, are hereby approved by this Confirmation Order. * All formal or informal objections or responses in opposition to or inconsistent with the Plan, to the extent not already withdrawn, waived or settled, and all reservations of rights included therein, shall be, and hereby are, overruled in their entirety. * All Claims and Interests shall be, and hereby are, classified and treated as set forth in the Plan. The Plan's classification scheme shall be, and hereby is, approved. The treatment of all Claims and Interests as provided in the Plan shall be, and is, approved. As reported in the TCR, given the overwhelming support of the Holders of the PIK Loan Claims, Existing EB Holdings Interests, and EBT Minority Shareholder Claims, the Debtor elected to pursue a prepacked restructuring because the Debtor believes that a pre-packaged plan process will maximize value, minimize the costs of the restructuring and any impact on the Debtor's business, and expedite stakeholder recoveries. Following extensive, arm's-length negotiations, holders of approximately 95% in aggregate amount of the PIK Loan Claims and holders of 100% of the Existing EB Holdings Interests have already agreed to support and vote in favor of the Plan, pursuant to the Transaction Agreement. Holders of 100% of the EBT Minority Shareholder Claims have already agreed to support and vote in favor of the Plan pursuant to the EBT Minority Contribution Agreement. A full-text copy of the Disclosure Statement dated Sept. 30, 2019, is available at https://tinyurl.com/y6c32fs3 from PacerMonitor.com at no charge. A full-text copy of the Plan Confirmation Order is available at https://tinyurl.com/vo5jbza from PacerMonitor.com at no charge. The Debtor is represented by: GARMAN TURNER GORDON LLP GREGORY E. GARMAN, ESQ. TALITHA GRAY KOZLOWSKI, ESQ. TERESA M. PILATOWICZ, ESQ. 650 White Drive, Suite 100 Las Vegas, Nevada 89119 Tel: (725) 777-3000 E-mail: tgray@gtg.legal ggarman@gtg.legal tpilatowicz@gtg.legal About EB Holdings II EB Holdings II, Inc., is a holding company with assets consisting primarily of 1,078,993 ordinary shares of Eco-Bat Technologies Ltd, which represent 86.811% of the outstanding ordinary shares of EBT. BT is a parent company for a group of companies whose core activities are the smelting, refining, manufacturing, and marketing of lead and lead products, with significant additional revenue streams from a diverse range of other metals and products. EBT is the globally largest producer of and recycler of lead. EB Holdings II sought Chapter 11 protection (Bankr. D. Nev. Case No. 19-16364) on Sept. 30, 2019, to seek confirmation of a prepackaged plan of reorganization. In the petition signed by Howard M. Meyers, president and owner, the Debtor disclosed $1,176,337,232 in assets and $2,615,508,039 in liabilities as of the bankruptcy filing. The Debtor has hired Garman Turner Gordon LLP as counsel; Armory securities as financial advisor; and Prime Clerk LLC as claims agent. EMERGE ENERGY: Asks Court to Extend Exclusivity to Feb. 10, 2020 ---------------------------------------------------------------- Emerge Energy Services LP and its affiliated debtors filed with the U.S. Bankruptcy Court for the District of Delaware a motion for entry of an order extending the Debtors' exclusive periods to file a chapter 11 plan and to solicit acceptances of such plan each by 90 days to Feb. 10, 2020 and April 13, 2020, respectively. The Debtors file the Extension Motion in order to provide sufficient time to obtain confirmation and, ultimately, consummation of the Plan without distraction from competing plans of reorganization that may be filed by third parties. Consistent with their fiduciary duties, the Debtors will use the extended Exclusive Periods to confirm the Plan, or, if necessary, to continue to negotiate with all interested parties to reach an alternative resolution of these Chapter 11 Cases. The Debtors' substantial progress in negotiating with their creditors and administering their cases supports the extension of the Exclusive Periods. Extension of the Exclusive Periods will not prejudice the legitimate interests of post-petition creditors because the Debtors continue to make timely payments on their undisputed post-petition obligations. As such, this factor weighs in favor of allowing the Debtors to extend the Exclusive Periods. A full-text copy of the Motion is available at https://tinyurl.com/ta48jpn from PacerMonitor.com at no charge. The Debtors are represented by: RICHARDS, LAYTON & FINGER, P.A. John H. Knight Paul N. Heath Zachary I. Shapiro Brett M. Haywood Travis J. Cuomo One Rodney Square 920 North King Street Wilmington, DE 19801 Telephone: (302) 651-7700 Facsimile: (302) 651-7701 E-mail: knight@rlf.com heath@rlf.com shapiro@rlf.com haywood@rlf.com cuomo@rlf.com - and - LATHAM & WATKINS LLP George A. Davis Keith A. Simon Hugh K. Murtagh Liza L. Burton 885 Third Avenue New York, New York 10022 Telephone: (212) 906-1200 Facsimile: (212) 751-4864 E-mail: george.davis@lw.com keith.simon@lw.com hugh.murtagh@lw.com liza.burton@lw.com About Emerge Energy Emerge Energy Services LP -- http://www.emergelp.com/-- is engaged in the mining, processing and distributing silica sand, a key input for the hydraulic fracturing of oil and gas wells. The Debtors conduct their mining and processing operations from facilities located in Wisconsin and Texas. In addition to mining and processing silica sand primarily for use in the oil and gas industry, the Debtors also, to a lesser degree, sell their sand for use in building products and foundry operations. Emerge Energy was formed in 2012 by management and affiliates of Insight Equity Management Company LLC and its affiliated investment funds. Emerge Energy Services and its affiliates protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11563) on July 15, 2019. As of Sept. 30, 2018, the Debtors had total assets of $329,385,000 and total liabilities of $266,077,000. The Debtors tapped Richards, Layton & Finger, P.A. and Latham & Watkins LLP as bankruptcy counsel; Houlihan Lokey Capital Inc. as financial advisor; and Kurtzman Carson Consultants LLC as claims and noticing agent and administrative advisor. The Debtors also hired Ankura Consulting Group LLC to provide interim management services. ESM INC: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------ Debtor: ESM, Inc. d/b/a Dosa Fillmore 1700 Fillmore St. San Francisco, CA 94115 Business Description: ESM, Inc. dba Dosa Fillmore is a restaurant specializing in Indian cuisine. Chapter 11 Petition Date: November 22, 2019 Court: United States Bankruptcy Court Northern District of California (San Francisco) Case No.: 19-31218 Judge: Hon. Hannah L. Blumenstiel Debtor's Counsel: Stephen D. Finestone, Esq. FINESTONE HAYES LLP 456 Montgomery St. 20th Fl. San Francisco, CA 94104 Tel: (415) 421-2624 E-mail: sfinestone@fhlawllp.com Total Assets: $478,688 Total Liabilities: $2,837,372 The petition was signed by Emily Mitra, 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/canb19-31218.pdf FIZZ & BUBBLE: Employs Vanden Bos & Chapman as Attorney ------------------------------------------------------- Fizz & Bubble seeks permission from the U.S. Bankruptcy Court for the District of Oregon to employ the firm of Vanden Bos & Chapman, LLP, as the Debtor's attorney in this proceeding. The Debtor needs Vanden Bos: (a) To give the Debtor legal advice with respect to Debtor's powers and duties as debtor-in-possession in the operation of Debtor's business; (b) To institute adversary proceedings as are necessary in the case; (c) To represent the Debtor generally in the proceedings and to propose on behalf of Debtor as a debtor-in-possession necessary applications, answers, orders, reports and other legal papers; and (d) To perform all other legal services for a debtor-in-possession or to employ an attorney for those professional services. Vanden Bos attests it has no connection with the creditors or any other adverse party or its attorneys. The firm's current hourly rates are: Ann K. Chapman, Managing Partner $455.00 Douglas R. Ricks, Partner $405.00 Christopher N. Coyle, Partner $375.00 Daniel C. Bonham, Associate $275.00 Certified Bankruptcy Assistants $250.00 Legal Assistants $135.00 The firm received a payment of $35,000 on October 29, 2019 which includes the filing fee of $1,717. About Fizz & Bubble Fizz & Bubble, LLC -- https://fizzandbubble.com -- is a toiletries wholesaler based in Wilsonville, Oregon offering an array of luxurious bath and shower treats. The company's products include bath fizzies, bubble bath cupcakes, bubble bath elixirs, bath truffles, bath melts, shower steamers, body scrubs, whipped soaps, body frosting lotions, face mask frostings, and lip scrubs. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D. Ore. Case No. 19-34092) on November 4, 2019. The Hon. Trish M. Brown oversees the case. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Kimberly Ann Mitchell, sole member, chief creative officer. The Debtor is represented by Douglas R. Ricks, Esq., at Vanden Bos & Chapman, LLP. FRISCO ATHLETIC NETWORK: Hires Eric Liepins as Bankruptcy Counsel ----------------------------------------------------------------- Frisco Athletic Network Incorporated asks the U.S. Bankruptcy Court for the Eastern District of Texas to approve the employment of Eric A. Liepins, Esq., and the law firm of Eric A. Liepins, P.C., as counsel for the Debtor. The Firm has received a retainer of $5,000 plus the filing fee. The compensation to be paid to the Firm shall be based upon these hourly rates: Eric A. Liepins $275.00 per hour Paralegals and Legal Assistants $30.00-50.00 per hour The Debtor has agreed to reimburse the Firm for all reasonable out-of-pocket expenses incurred on the Debtor's behalf. Eric A. Liepins attests that his Firm does not presently hold or represent any interest adverse to the Debtor or this Estate, and is disinterested within the meaning of 11 U.S.C. section 101(14). The firm may be reached at: Eric A. Liepins, Esq. ERIC A. LIEPINS, P.C. 12770 Coit Road Suite 1100 Dallas, TX 75251 Tel: (972) 991-5591 Fax: (972) 991-5788 About Frisco Athletic Network Frisco Athletic Network Incorporated filed a voluntary Chapter 11 petition (Bankr. E.D. Tex. Case No. 19-43012) on November 4, 2019, and is represented by Eric A. Liepins, Esq. at Eric A. Liepins, P.C. The Debtor listed under $50,000 in assets and under $500,000 in liabilities. GATES GLOBAL: S&P Rates New $568MM Senior Unsecured Notes 'B' ------------------------------------------------------------- S&P Global Ratings assigned its 'B' issue-level rating and '5' recovery rating to Gates Global LLC's proposed $568 million senior unsecured notes due 2026. The '5' recovery rating indicates S&P's expectation for modest (10%-30%; rounded estimate: 10%) recovery in the event of a payment default. The rating agency expects the company will use the proceeds to fully redeem the remaining $568 million outstanding on its senior unsecured notes due July 2022. All of S&P's other ratings on Gates Global LLC remain unchanged, including its 'B+' issuer credit rating. GCX LIMITED: Disclosure Statement Hearing Set for Dec. 4, 2019 -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware will hold a combine hearing to consider (i) the adequacy of the disclosure statement explaining the proposed joint prepackaged Chapter 11 plan of reorganization of GCX Limited and its debtor-affiliates and (ii) confirmation of Debtors' plan on Dec. 4, 2019, at 1:00 p.m. (ET), 824 North Market Street, Wilmington, Delaware 19801. Objections to the adequacy of the Debtors' disclosure statement and plan, if any, must be filed no later than 4:00 p.m. (ET) on Nov. 27, 2019. As reported by the Troubled Company Reporter on Nov. 19, 2019, Global Cloud Xchange ("GCX") on Nov. 8, 2019, disclosed that, after completing the initial phase of its previously announced sale process, the Company has decided that the best way to maximize value and position its businesses for long-term growth and success is through a standalone Plan of Reorganization (the "Plan"). Under the terms of the proposed Plan, which was first announced on 15 September 2019 with support from more than 75% of the Company's lenders, GCX will reduce debt by $150 million, access new working capital and emerge as an independent company backed by the strong ownership of its existing senior secured noteholders. Following its decision to move forward as a standalone company, GCX has terminated the sale process. "While we had a responsibility to evaluate all potential opportunities, we at GCX are thrilled to move forward as an independent company supported by a group of existing lenders that believe in our team and the opportunities ahead of us," said Bill Barney, Chairman and CEO of GCX. "We are confident this ownership structure -- and the additional financial strength it provides -- will allow us to continue to honor our commitments to employees, customers and suppliers, build upon our strategic plan and emerge as an even stronger company." Additional information is available via the Company's restructuring website, https://cases.primeclerk.com/gcx. About Global Cloud Xchange Global Cloud Xchange (GCX), a subsidiary of India-based Reliance Communications, offers a comprehensive portfolio of solutions customized for carriers, enterprises and new media companies. GCX -- http://www.globalcloudxchange.com/-- owns the world's largest private undersea cable system spanning more than 68,000 route kms which, seamlessly integrated with Reliance Communications' 200,000 route kms of domestic optic fiber backbone, provides a robust Global Service Delivery Platform. With connections to 40 key business markets worldwide spanning Asia, North America, Europe and the Middle East, GCX delivers leading edge next generation Enterprise solutions to more than 160 countries globally across its Cloud Delivery Network. GCX Limited and 15 subsidiaries filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No. 19-12031) on Sept. 15, 2019, to seek confirmation of a pre-packaged Plan of Reorganization. The Restructuring Support Agreement, and the Plan implementing the same, contemplates (a) a debt-to-equity recapitalization transaction, whereby the Senior Secured Noteholders will receive a pro rata share of (i) 100% of the new equity interests of reorganized GCX and (ii) second lien term loans in an aggregate principal amount of $200 million and (b) a simultaneous "go-shop" process in which the Debtors will solicit bids for the potential sale of all or a portion of their business pursuant to the Plan. The Debtors are estimated to have $1 billion to $10 billion in assets and liabilities, according to the petitions signed by CRO Michael Katzenstein. The Hon. Christopher S. Sontchi is the case judge. The Debtors tapped YOUNG CONAWAY STARGATT & TAYLOR, LLP as local bankruptcy counsel; PAUL HASTINGS LLP as general bankruptcy counsel; FTI CONSULTING, INC. as financial advisor; and LAZARD & CO., LIMITED, as investment banker. PRIME CLERK LLC is the claims agent. GCX LIMITED: Plan & Disclosures Hearing Reset to Dec. 4 ------------------------------------------------------- On Sept. 15, 2019, GCX Limited and its debtor affiliates filed with the U.S. Bankruptcy Court for the District of Delaware the Joint Prepackaged Chapter 11 Plan and related disclosure statement. On Sept. 16, 2019, the Court entered an order approving, among other things, a schedule of events and deadlines related to confirmation of the Plan. On Oct. 29, 2019, in consultation with the Consultation Parties, and in accordance with the Bidding Procedures, the Debtors filed their Notice of Revised Bid Deadline and Rescheduled Date for Auction extending the Bid Deadline from October 18, 2019, at 4:00 p.m. (ET) to November 1, 2019, at 4:00 p.m. (ET) and rescheduling the Auction for October 25, 2019, at 10:00 a.m. (ET) to November 8, 2019, at 10:00 a.m. (ET). The Court held that: * Dec. 4, 2019, at 1:00 p.m. (ET) is the combined hearing to consider the adequacy of the Disclosure Statement and confirmation of the Plan previously scheduled pursuant to the Scheduling Order for November 13, 2019, at 10:00 a.m. * Nov. 27, 2019, at 4:00 p.m. (ET) is the deadline for filing objections to the adequacy of the Disclosure Statement and confirmation of the Plan (including, without limitation, approval of the assumption or assumption and assignment of executory contracts and unexpired leases). The Debtors are represented by: M. Blake Cleary Matthew B. Lunn Jaime Luton Chapman Jared W. Kochenash YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, Delaware 19801 Telephone: (302) 571-6600 Facsimile: (302) 571-1253 - and - Chris L. Dickerson Brendan M. Gage Robert A. Dixon Jr. PAUL HASTINGS LLP 71 South Wacker Drive, Suite 4500 Chicago, Illinois 60606 Telephone: (312) 499-6000 Facsimile: (312) 499-6100 - and - Todd M. Schwartz PAUL HASTINGS LLP 1117 S. California Avenue Palo Alto, California 94304 Telephone: (650) 320-1800 Facsimile: (650) 320-1900 About Global Cloud Xchange Global Cloud Xchange (GCX), a subsidiary of India-based Reliance Communications, offers a comprehensive portfolio of solutions customized for carriers, enterprises and new media companies. GCX -- http://www.globalcloudxchange.com/-- owns the world's largest private undersea cable system spanning more than 68,000 route kms which, seamlessly integrated with Reliance Communications' 200,000 route kms of domestic optic fiber backbone, provides a robust Global Service Delivery Platform. With connections to 40 key business markets worldwide spanning Asia, North America, Europe and the Middle East, GCX delivers leading edge next generation Enterprise solutions to more than 160 countries globally across its Cloud Delivery Network. GCX Limited and 15 subsidiaries filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No. 19-12031) on Sept. 15, 2019, to seek confirmation of a pre-packaged Plan of Reorganization. The Restructuring Support Agreement, and the Plan implementing the same, contemplates (a) a debt-to-equity recapitalization transaction, whereby the Senior Secured Noteholders will receive a pro rata share of (i) 100% of the new equity interests of reorganized GCX and (ii) second lien term loans in an aggregate principal amount of $200 million and (b) a simultaneous "go-shop" process in which the Debtors will solicit bids for the potential sale of all or a portion of their business pursuant to the Plan. The Debtors are estimated to have $1 billion to $10 billion in assets and liabilities, according to the petitions signed by CRO Michael Katzenstein. The Hon. Christopher S. Sontchi is the case judge. The Debtors tapped YOUNG CONAWAY STARGATT & TAYLOR, LLP as local bankruptcy counsel; PAUL HASTINGS LLP as general bankruptcy counsel; FTI CONSULTING, INC. as financial advisor; and LAZARD & CO., LIMITED, as investment banker. PRIME CLERK LLC is the claims agent. GREEN FIELDS: Court Signs Stipulated Order Confirming Plan ---------------------------------------------------------- Judge Brenda Moody Whinery signed a stipulated order confirming Green Fields School's Second Amended Plan dated Oct. 4, 2019. On Aug. 5, 2019, the Debtor filed a Motion for Entry of an Order Authorizing: (1) The Sale of Real and Personal Property Free and Clear of Liens, Claims, Encumbrances, and Interests; (2) The Assumption and Assignment of Certain Executory Contracts; (3) Bid Procedures and Notice Thereof; (4) A Break-Up Fee; and (5) A Sale Hearing and Auction the First Week of September 2019(the "Sale Motion"). In the Sale Motion, Debtor explained it had closed its school and terminated its employees, and that the closing of the school extinguished any revenue stream for Debtor and that a sale of Debtor's assets was prudent. The Motion proposed the sale of Debtor's assets to the highest and best bidder. In response to marketing efforts, the Debtor obtained an offer from Accelerated Elementary and Secondary Schools, an Arizona non-profit company, or its assign, Accelerated Learning Laboratory, Inc., to acquire the Debtor entity, for the purchase price of $2,550,000. On Aug. 12, 2019, the Sale Motion came before the Court on an expedited basis to consider the Sale Motion and related bidding procedures. On Aug. 19, 2019, the Debtor filed a fully executed copy of the Non-Profit Entity Purchase Agreement dated Aug. 19, 2019 by and between Accelerated Elementary and Secondary Schools, an Arizona Non-Profit Company, as Buyer, and Green Fields School, an Arizona Non-Profit Company, as Seller("Purchase Agreement"). On Aug. 21, 2019, the Debtor filed the Amended Notice of Executory Contracts to be Assumed and Assigned by the Debtor to Accelerated Elementary and Secondary Schools(the "Notice of Contracts") to provide counterparties with notice that the Debtor intends to assume and assign to Accelerated the contracts identified therein. The Plan provides that any executory contract not specifically rejected will be deemed assumed upon the Effective Date. On Aug. 22, 2019, the Court entered an Order Approving Bid and Sale Procedures setting a final hearing for selection of the highest and best bid for the assets for Sept. 25, 2019. On Sept. 25, 2019, a hearing was held regarding the sale of Debtor's assets to Accelerated. Due to the Court's concerns raised at that hearing regarding the proposed sale of the personally identifiable information ("PII"), Carrie O'Brien of Gust Rosenfeld P.L.C. was appointed as consumer privacy ombudsman ("CPO") by the Office of the United States Trustee on Sept. 27, 2019. A continued sale hearing occurred on October 2, 2019 at 11:00 a.m. At the Sale Hearing, Accelerated informed the Court that it had agreed to certain changes to the scope of its Purchase Agreement, in an effort to address concerns raised by the Court regarding the PII. The Debtor agreed to such changes. Accelerated also agreed to a bifurcated sale process which would allow Accelerated to acquire the real and personal property assets immediately, but acquire the entity at a later date through the plan confirmation process. The Debtor and all parties in interest present at the hearing agreed to this process. The Court announced at the Sale Hearing, at the conclusion of an auction, that Accelerated was the only qualified bidder present and was named the successful purchaser of all of the Debtor's assets and contracts pursuant to the procedures set forth in the Sale Motion and pursuant to the terms of the Purchase Agreement filed with the Court on Aug. 19, 2019, but subject to those amendments announced in open court. On Oct. 4, 2019, the Debtor filed its Chapter 11 Debtor's First Amended Disclosure Statement for Second Amended Plan of Reorganization. The Disclosure Statement and the proposed Second Amended Plan attached thereto provided for the liquidation of Debtor's assets. On Oct. 7, 2019, the Court entered an Order Conditionally Approving the Disclosure Statement, Setting Hearing on Plan Confirmation, and Fixing Time for Filing Acceptance or Rejection of Plan, which set a plan confirmation hearing for November 6, 2019. On Oct. 10, 2019, the Debtor sold its real and personal property to Accelerated, for the combined sales price of $2,300,000.00, as documented in the Report of Salefiled with the Court on November 6, 2019. On Nov. 1, 2019, American Savings Life Insurance Company filed an objection to the Second Amended Plan. On Nov. 4, 2019, the Committee filed a Limited Objection to Confirmation of Second Amended Plan. On Nov. 5, 2019, the Debtor filed the Marshall Declaration and its Report of Ballots indicating that Debtor received five accepting ballots from members of Class II(b), seven accepting ballots from members of Class II(c), one rejecting ballot from a Class III(a) claim, and nine accepting ballots from members of Class IV. On Nov. 6, 2019, a hearing was held on approval of the Debtor's Disclosure Statement and confirmation of the Plan, where American Savings' objection and the Committee's limited objection to the Plan were heard and addressed. Class I Administrative Claimants are unimpaired and deemed to have accepted the Plan, and shall be paid to upon entry of a Final Order by the Bankruptcy Court allowing such amounts pursuant to 11 U.S.C. Sec. 503(b). Class II(a), consisting of post-petition wage claims, did not vote on the Plan, but such claimants have been paid pursuant to the Order Granting Emergency Motion to Approve Payment of Post-Petition Salaries and Reimbursable Employee Expenses Partially from Sale Proceeds Held in DIP Account[Dkt. No. 145] and all Class II(a) claims have been fully satisfied. Class II(b), consisting of pre-petition wage claims, did not object to the Plan, submitted five ballots in favor of the Plan, and the treatment of Class II(b) Claimants is consistent with the requirements of 11 U.S.C. Sec. 1129(a)(9)(B). Class II(b) Claimants shall be paid on the Effective Date in the amounts listed in Debtor's Amended Schedules D/E/Ff iled on October 2, 2019. Class II(c), consisting of pre-paid tuition claims, did not object to the Plan, submitted seven ballots in favor of the Plan, and the treatment of Class II(c) Claimants is consistent with the requirements of 11 U.S.C. Sec. 1129(a)(9)(B). Class II(c) Claimants shall be paid on the Effective Date in the amounts listed in Debtor's Amended Schedules D/E/F. Class II(d), consisting of priority tax claims, did not object to the Plan or vote on the Plan, and the treatment of Class II(d) Claimants is consistent with the requirements of 11 U.S.C. Sec. 1129(a)(9)(C). Class III(a), consisting of American Savings' secured claim relating to its first priority consensual secured lien encumbering Debtor's real property, filed an objection to the Plan and submitted a ballot rejecting the Plan. American Savings asserts it is owed $1,403,409.60 as of the Petition Date. The Debtor refutes this amount and objects to the 18% default interest rate as an unenforceable penalty pursuant to General Electric Capital Corp. v. Future Media Productions, Inc., 547 F.3d 956, 961 (9th Cir. 2008);Dobson Bay Club II DD, LLC v. La Sonrisa de Siena, LLC, 393 P.3d 449, 453 (2017). On Oct. 11, 2019, American Savings received $1,378,505.80 from the sale of real property. American Savings also has a postpetition secured claim, which amount is also in dispute. A merican Savings contends it is owed an additional $87,748.42; the Debtor contends the remaining amount owed is $51,539.78. The parties have resolved the claim and agree that American Savings will be paid $65,000. Upon said payment, American Savings shall record a release and satisfaction of its lien. Class III(b), consisting of Circle Double A Funding, LLC's secured claim relating to its second priority consensual secured lien encumbering Debtor's real property,did not object to the Plan or vote on the Plan, and its claim was fully satisfied at closing on October 11, 2019, in the amount of $257,630.14.327. Class III(c), consisting of TCF National Bank's secured claim relating to its secured lien encumbering lighting fixtures, did not object to the Plan or vote on the Plan. TCF National Bank shall be paid its pre-petition secured claim in the amount of $2,599.45.SeeProof of Claim No. 40-1. The pre-petition portion of the claim shall be paid in full onthe Effective Date, and this claim in its entirety will be deemed satisfied upon payment of the Allowed Secured Claim amount. No post-petition interest or fees shall accrue on this claim and TCF National Bank shall release its lien upon receipt of payment. Class III(d), consisting of Deere & Company d/b/a John Deere Financial's secured claim relating to its secured lien encumbering tractor equipment, did not object to the Plan or vote on the Plan. John Deere Financial shall be paid its pre-petition secured claim in the amount of $639.57. The pre-petition portion of the claim shall be paid in full on the Effective Date, and this claim in its entirety will be deemed satisfied upon payment of the Allowed Secured Claim amount. No post-petition interest or fees shall accrue on this claim and John Deere Financial shall release its lien upon receipt of payment. Class IV, consisting of general unsecured claims that are not entitled to classification in any other class of claims, voted to accept the Plan (nine Class IV Claimholders submitted ballots in favor of the Plan). The Committee filed a limited objection to the Plan and the Plan will be modified in paragraph 30 below to satisfy the Committee's objection. Holders of Allowed Class IV Claims shall be paid pro rata from the Liquidating Trust on or shortly after the Effective Date. The Plan is hereby modified as follows: * Section V(C) titled "Causes of Action" shall expressly include litigation claims and avoidance actions under Chapter 5 of the Bankruptcy Code. Such claims shall be transferred and assigned to the Liquidating Trust on the Effective Date, to be administered by the Disbursing Agent or Liquidating Trustee, who will succeed to and retain any and all claims and causes of action against any and all parties, whether arising pre-petition or arising under the Bankruptcy Code. Such claims and causes of action may include, without limitation, claims for avoidance of certain transfers, distributions, or payments made to insiders of the Debtor. The Disbursing Agent or Liquidating Trustee shall become vested with, in its capacity of the representative of the Debtor's Estate under section 1123(b)(3)(B) of the Bankruptcy Code, and may enforce, sue on, settle or compromise (or decline to do any of the foregoing) all claims, rights or causes of actions, suits and proceedings, whether in law or equity, whether known or unknown that the Debtor or its Estate may hold against any person or entity, including without limitation, any litigation claims and avoidance actions. * Section V(D) titled "Post-Confirmation Management" shall expressly authorize and vest the Disbursing Agent or Liquidating Trustee with the full authority and duty to object to, compromise, or settle claims against the Estate. * Section VII(A) titled "Effect of Confirmation" shall be modified to eliminate any discharge language as the Debtor is not eligible for a discharge under 11 U.S.C Sec. 1141(d)(3). * Section VIII(F) titled "Indemnification Obligations" shall be stricken in its entirety from the Plan. On Nov. 21, 2019, Judge Whinery ordered that: * IT IS HEREBY ORDERED, confirming the Plan as modified herein; * IT IS FURTHER ORDERED, in accordance with the Plan, that on the Effective Date, Christopher G. Linscott of Keegan Linscott & Kenon, P.C., shall be appointed as the Disbursing Agent or Liquidating Agent for the Beneficiaries of the Liquidating Trustpursuant to the Liquidating Trust Agreement attached hereto asExhibit A; * IT IS FURTHER ORDERED that, on the Effective Date, Debtor shall transfer and convey to the Liquidating Agent all of the Debtor's assets, rights and property, including the Litigation Claims and Avoidance Actions, to be held in trust. * IT IS FURTHER ORDERED, in accordance with the Plan as modified herein, that on the Effective Date, all rights, claims, title, and interest in Debtor's entity shall be transferred to Accelerated, and Accelerated shall simultaneously make a payment to the Liquidating Trustee in the amount of $250,000 for the entity transfer; * IT IS FURTHER ORDERED, that except as otherwise expressly provided in the Plan, all holders of claims against the Debtor shall be precluded from asserting against the Liquidating Trust Estate, Debtor, its Estate, or the former assets or properties of the Debtor any other or further claim based upon any omission, transaction or other activity of any kind or nature that occurred prior to the Effective Date. A full-text copy of the Plan Confirmation Order is available at https://tinyurl.com/qum6bov from PacerMonitor.com at no charge. About Green Fields School Green Fields School -- https://www.greenfields.org/ -- was an independent, non-profit, coeducational school in Tucson, Arizona, United States. It provided educational services for elementary, middle and high school students. The school was closed on July 9, 2019. Green Fields School sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 19-08642) on July 14, 2019. At the time of the filing, the Debtor disclosed $3,116,402 in assets and $2,267,418 in liabilities. The case is assigned to Judge Brenda Moody Whinery. DeConcini McDonald Yetwin & Lacy, P.C. is the Debtor's legal counsel. The Office of the U.S. Trustee appointed a committee of unsecured creditors on Aug. 9, 2019. The committee is represented by Rusing Lopez & Lizardi, P.L.L.C. GREEN GLOBAL: Ordered to File 2nd Amended Plan; Conversion Stayed ----------------------------------------------------------------- A hearing was held on Nov. 7, 2019, on Green Global, LLC's status report and request to stay conversion that was filed as a result of the order issued on June 21, 2019, stating that if the Debtor's Oct. 18th status report did not indicate a sale of the slag had occurred, the case would be converted to Chapter 7 without further notice or hearing. The Debtor's status report indicates that a purchase order for the processed slag has been received, and the Debtor has the ability to meet the order. At the hearing, the the principal of the Debtor explained generally what the production process would entail, the funds needed for production and a general timeline of when money from production would begin being received. Due to the change in circumstances, the Court said it will tentatively allow the case to go forward but will require a Second Amended Chapter 11 PLan to address the current timeline and parties involved. The Court will require monthly operating reports to start a new motion to stay conversion with a proposed budget and a proposed order containing details for the handling of receivables by the Debtor and counsel. On Nov. 7, 2019, Judge Thomas P. Agresti of the U.S. Bankruptcy Court for the Western District of Pennsylvania convened a hearing on the Status Report and Request to Stay Conversion filed by Debtor Green Global, LLC, and ordered that: * While the Court will stay conversion to Chapter 7 pending the refiling of the Debtor's motion, the request to begin production made in the Status Report and Request to Stay Conversion of the Debtor is denied without prejudice to refiling. * On or before Nov. 21, 2019, the Debtor will file a motion with an attached budget and proposed order containing details, agreed to by all Parties, regarding the handling of receivables and payment of creditors during production. * On or before Dec. 5, 2019, the Debtor will file a second amended chapter 11 plan, second amended chapter 11 disclosure statement and second amended plan summary which accurately reflects the currently proposed operation and anticipated timeline. * The Debtor will immediately begin filing monthly operating reports, beginning with November 2019, which in the normal course is due on Dec. 20, 2019. About Green Global Based in Southwest, Pennsylvania, Green Global, LLC, filed a voluntary Chapter 11 Petition (Bankr. W.D. Penn. Case No. 14-20131) on Jan. 10, 2014. At the time of filing, the Debtor was estimated to have assets are $100,000 to $500,000, and the estimated liabilities are $1 million to $10 million. The case is assigned to Hon. Thomas P. Agresti. GROWLERU FRANCO: Case Summary & 16 Unsecured Creditors ------------------------------------------------------ Debtor: GrowlerU Franco, LLC d/b/a Growler USA 12503 E. Euclid Drive, Suite 90 Centennial, CO 80111 Business Description: Headquartered in Centennial, Colorado, GrowlerU Franco LLC, doing business as Growler USA, owns and operates a chain of brewpubs serving an all American craft beers. Chapter 11 Petition Date: November 22, 2019 Court: United States Bankruptcy Court District of Colorado (Denver) Case No.: 19-20102 Judge: Hon. Thomas B. McNamara Debtor's Counsel: Jeffrey Weinman, Esq. WEINMAN & ASSOCIATES, P.C. 730 17th St., Ste. 240 Denver, CO 80202 Tel: 303-572-1010 Email: jweinmantrustee@outlook.com Estimated Assets: $1 billion to $10 billion Estimated Liabilities: $1 million to $10 million The petition was signed by Dave Shaw, manager. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/cob19-20102.pdf List of Debtor's 16 Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. A Closer Look, LLC Vendor $734 P.O. Box 936612 Atlanta, GA 31193 2. Akamal Systems Consulting Content $855 5994 S. Holly Street, Suite 202 Delivery Network Greenwood Village, CO 80111 3. Allreagray Design Vendor - $843 309 E. 2nd Street Graphic Design Dundee, IL 60118 4. Comcast Business Internet $263 P.O. Box 60533 Service Provider City of Industry, CA 91716 5. Debt Recovery Resources Collection $800 209 West 2nd Street, Suite 322 Agency Fort Worth, TX 76102 6. Decibel Blue Vendor - $3,700 7524 E. Angus Drive #2 Marketing Scottsdale, AZ 85251 7. Franconnect Collection Action $81,097 13865 Sunrise Valley Dr., Suite 150 Herndon, VA 20171 8. Kaiser Permanente Medical Insurance $41,247 P.O. Box 711697 Denver, CO 80271 9. Moye White Legal Services $4,463 1400 16th Street, 6th Floor Denver, CO 80202 10. Naranga LLC Franchise $5,200 980 Hammond Drive Operation Software Suite 900A Atlanta, GA 30328 11. Polsinelli Legal Services $136,730 1401 Lawrence Street Suite 2300 Denver, CO 80202 12. Rhodes & Salmon, P.C. $258 1801 Lomas Blvd., NW Albuquerque, NM 87104 13. Sun Life Financial Dental/ $1,112 P.O. Box 843300 Vision Insurance Kansas City, MO 64184 14. Tebo Development Co. $154,000 3111 28th Street Boulder, CO 80301 15. Xcel Energy Utilities $204 P.O. Box 9497 Minneapolis, MN 55484 16. Zenreach Vendor $3,129 1 Letterman Drive Bldg. C, Suite P500 San Francisco, CA 94129 GYSUM RESOURCES: Seeks Approval to Hire Tiger Valuation Services ---------------------------------------------------------------- Gypsum Resources Materials, LLC, seeks approval from the U.S. Bankruptcy Court for the District of Nevada to hire Tiger Valuation Services, LLC nunc pro tunc to Sept. 18, 2019. Tiger Valuation, the firm tapped by Gypsum's affiliate 5212 Spanish Heights, LLC, to conduct an appraisal of Gypsum's machinery and equipment, will provide litigation support and defense of the appraisal. Specifically, the firm will provide these services: (a) consultation and analysis concerning the "net forced liquidation value" and "net orderly liquidation value" of Gypsum's personal property; (b) potentially testifying as an expert in Gypsum's Chapter 11 case regarding the appraisal; and (c) any additional tasks that may be identified during the course of Tiger Valuation's engagement concerning the appraisal. Tiger Valuation will be paid $325 per hour for travel, testimony and testimony preparation to defend the appraisal, and will receive reimbursement for travel expenses. The retainer fee is $5,000. Tiger Valuation is "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: David Tepper Tiger Valuation Services, LLC 12100 Wilshire Blvd, Suite 1630, Los Angeles, CA 90025 Tel: (805) 497-8900 About Gypsum Resources Materials Based in Las Vegas, Gypsum Resources Materials, LLC, a privately held company in the gypsum mining business, and its affiliate Gypsum Resouces, LLC filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Lead Case No. 19-14799) on July 26, 2019. The petitions were signed by James M. Rhodes, president of Truckee Springs Holdings, LLC, manager of Gypsum Resources, LLC. At the time of the filing, Gypsum Resources Materials was estimated to have $10 million to $50 million in both assets and liabilities. Gypsum Resouces, LLC was estimated to have $50 million to $100 million in both assets and liabilities. The Debtors tapped Fox Rothschild LLP as bankruptcy counsel; Hill Farrer & Burrill LLP as special counsel; and Conway MacKenzie, Inc. as financial advisor. The U.S. Trustee for Region 17 appointed creditors to serve on the official committee of unsecured creditors on Aug. 30, 2019. The committee is represented by Goldstein & McClintoc, LLLP. HARD ROCK: Dec. 18 Disclosure Statement Hearing Set --------------------------------------------------- The Chapter 11 trustee of Hard Rock Exploration, Inc., et al., filed with the U.S. Bankruptcy Court for the Southern District of West Virginia a disclosure statement and plan of reorganization on Oct. 31, 2019. On Nov. 7, 2019, Judge Frank W. Volk ordered that: * Dec. 10, 2019, is set as the last day to file and serve, in accordance with Bankruptcy Rule 3017(a), any written objection to the proposed Disclosure Statement. * Dec. 18, 2019, at 1:30 p.m. is the hearing to be held in Bankruptcy Courtroom A, Robert C. Byrd U.S. Courthouse, 300 Virginia Street East, Charleston, West Virginia to consider and act upon approval of the proposed Disclosure Statement and any timely filed objection thereto. About Hard Rock Exploration Founded in 2003, Hard Rock Exploration, Inc., and its affiliates provide oil and gas exploration and production services in Virginia and West Virginia. Hard Rock focuses on drilling horizontal wells. Hard Rock Exploration and its affiliates sought Chapter 11 protection (Bankr. S.D. W.Va. Lead Case No. 17-20459) on Sept. 5, 2017. In the petitions signed by James L. Stephens, the Debtors' president, Hard Rock estimated assets of $10 million to $50 million and liabilities of the same range. The Hon. Frank W. Volk oversees the cases. The Debtors are represented by Christopher S. Smith, Esq., at Hoyer, Hoyer & Smith, PLLC, and Taft A. McKinstry, Esq., at Fowler Bell PLLC. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on October 18, 2017. The committee tapped Whiteford, Taylor & Preston LLP as its legal counsel. Robert W. Leasure Jr. was appointed as Chapter 11 trustee for the Debtors on Jan. 3, 2018. The trustee tapped Jackson Kelly PLLC as his legal counsel, and LS Associates, LLC as his consultant. HIGH SIERRA THEATRES: Case Summary & 20 Top Unsecured Creditors --------------------------------------------------------------- Debtor: High Sierra Theatres, LLC d/b/a Desert Sky Cinema a New Mexico Limited Liability Company 127 Carson Valley Way Santa Fe, NM 87508 Business Description: High Sierra Theatres, LLC is the fee simple owner of a property located at 70 W. Duval Mine Rd., Green Valley, AZ, having an appraised value of $1.3 million. Chapter 11 Petition Date: November 22, 2019 Court: United States Bankruptcy Court District of New Mexico (Albuquerque) Case No.: 19-12680 Judge: Hon. Robert H. Jacobvitz Debtor's Counsel: Michael K. Daniels, Esq. MICHAEL K. DANIELS PO Box 1640 Albuquerque, NM 87103-1640 Tel: 505-246-9385 Fax: 505-246-9104 Email: mike@mdanielslaw.com Total Assets: $1,312,000 Total Liabilities: $1,766,017 The petition was signed by Thomas Becker, 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/nmb19-12680.pdf HINES POINT: Unsecureds to Get 100% Plus Interest by Dec. 31, 2020 ------------------------------------------------------------------ Debtor Hines Point, LLC, filed with the U.S. Bankruptcy Court for the District of Arizona a disclosure statement describing its plan of reorganization. U.S. Bank (Class 2) possesses the first lien on the real property owned by the Debtor at 36 Hines Point, Vineyard Haven, Massachusetts. The lien of U.S. BANK will be retained. The Debtor has been making monthly adequate protection payments of $5,621.38 to U.S. BANK. Such monthly adequate protection payments will continue through December 2020. By Dec. 31, 2020, the Debtor will have refinanced or sold the Real Property thereby satisfying the claim of U.S. BANK. Interest will be paid at the contract rate. Unsecured creditors with valid and proven claims (Class 4) will be paid the full amount of the same by Dec. 31, 2020. Interest will accrue from the confirmation date of 4%. The class is impaired by the Plan. Under the Plan, the owner will retain full ownership of the Debtor. From personal funds, the Owner will contribute on a monthly basis the sums necessary to assist the Debtor in satisfying Plan payment requirements not generated by the Debtor. It is the belief of the Owner that if a Chapter 7 liquidation occurs, there will be absolutely no funds left for the Owner of the Debtor. The lien of U.S. BANK approximates $1,200,000. CITIBANK NA did possess a claim approximating $200,000, but the same has been cancelled by CITIBANK. The claims of unsecured creditors approximate $8,350. Under the Plan, the Owner will retain full ownership of the Debtor. From personal funds, the owner will contribute on a monthly basis the sums necessary to assist the Debtor in satisfying Plan payment requirements not generated by the Debtor. It is the opinion of the Debtor that the fair market value of the Real Property is $1,500,000. The present bank balance of the Debtor is approximately $2,000. Cash on hand typically approximates $500. Household furniture is owned by the Debtor in a value approximating $1,000. A full-text copy of the Disclosure Statement dated Nov. 7, 2019, is available at https://tinyurl.com/rqwqr66 from PacerMonitor.com at no charge. About Hines Point Hines Point, LLC, is the owner of real property at 36 Hines Point, Vineyard Haven, Massachusetts. David L. Mackenney is the manager and sole member of the Debtor; additionally, he is the sole owner. Hines Point, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 19-00544) on Jan. 17, 2019. The case is assigned to Judge Eddward P. Ballinger Jr. The Debtor is represented by: CARMICHAEL & POWELL, P.C. Donald W. Powell 6225 North 24th Street, #125 Phoenix, Arizona 85016 HOLCOMB ACQUISITIONS: Has Court OK to Use Cash Collateral --------------------------------------------------------- Judge Benjamin A. Kahn authorized Holcomb Acquisitions, Inc., to use cash collateral in the ordinary course of its business, pursuant to the budget, through the earliest of: (i) the entry of a final order authorizing the use of Cash Collateral, or (ii) the entry of a further interim order authorizing the use of Cash Collateral, or (iii) November 26, 2019 or (iv) the entry of an order denying or modifying the use of Cash Collateral, or (v) an occurrence of default. The Budget for the week ending Nov. 30, 2019 provides for $76,597 in total expenses. A copy of the Budget, as Exhibit 1 of the Interim Order is available at https://is.gd/SrF4mL from PacerMonitor.com free of charge. During the Usage Period, the Debtor will make monthly adequate protection payments to the North Carolina Department of Revenue for $2,521.74 with the first payment due on or before November 30, 2019. Subsequent payments will be due on the same date of each month thereafter during the usage period. The Secured Parties are granted a post-petition replacement lien in Debtor's post-petition property, with such liens having the same validity, priority, and enforceability as the Secured Parties had as of the Petition Date, to the extent of the diminution in value of the Cash Collateral. A further hearing will be held on Nov. 26, 2019 at 10 a.m. About Holcomb Acquisitions Holcomb Acquisitions, Inc., which operates under the name Toys & Co., is a retailer of toys, games, hobby, and craft kits. Holcomb sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C. Case No. 19-11233) on Nov. 7, 2019. In the petition signed by its secretary, Marcus Holcomb, the Debtor disclosed a total of $223,359 in assets and $2,372,587 in debt. Samantha K. Brumbaugh, Esq. at IVEY, MCCLELLAN, GATTON & SIEGMUND, LLP, is the Debtor's counsel. HOTEL OXYGEN: Court Grants Interim Cash Access, Addresses Objection ------------------------------------------------------------------- Hotel Oxygen Palm Springs, LLC (HOPS) and Hotel Oxygen Midtown I, LLC (HOMS) sought and obtained approval from Judge Paul Sala to use cash collateral on an interim basis to pay post-petition operating expenses in the ordinary course of their businesses as set forth in the budgets. HOPS operates through A Great Hotel Company, LLC (AGHC) as an operating entity for the business operations of the Ivy Palm Resort and Spa, while HOMS operates through A Great Hotel Company Arizona, LLC (AGHA) as an operating entity for the Wyndham hotel operations. The AGHC – Ivy budget provides for $55,511 in expenses, including $31,036 for payroll, a copy of which is available as Exhibit B at https://is.gd/buEDPV from PacerMonitor.com free of charge. The AGHA – Wyndham budget provides for $77,201 in expenses, including $41,500 in payroll, a copy of which is available as Exhibit A at https://is.gd/Nay9u6 from PacerMonitor.com free of charge. The Court ruled that: (a) HOPS will not pay any salaries or expense reimbursements to insiders, officers, or directors of the Debtors. HOMS will not pay any salaries or expense reimbursements to insiders, officers or directors, except for the salary of David Valade, the Debtors chief financial officer. (b) any creditor holding a valid and enforceable prepetition security interest in any prepetition property of the estate, will have a postpetition replacement lien on the same type of postpetition assets acquired by the Debtors and their Operating Entities after the Petition Date, and in the same validity, priority, and extent as such creditor possessed a lien on property on the Petition Date, and will have all the rights and remedies of a secured creditor in connection with the replacement liens granted by this Order. (c) HOPS provide to those creditors asserting an interest in cash collateral, and as to HOMS to Talisker, the Profectus Wealth Management Company Noteholders, and the US Trustee, a weekly profit and loss statement, with detail as to the expenses actually paid and income actually received. Profectus Wealth Management Company Noteholders has objected to the cash collateral use motions filed by HOPS and HOMS seeking, among others, that each Debtor segregate and account for any cash collateral in its possession, custody, or control. Profectus also was seeking adequate protection for the use of its cash collateral. Profectus, moreover, complained that a significant portion of the $2.66 million it loaned to HOPS was not used to renovate the Ivy Hotel but was used in large part to fund the acquisition of the Wyndham hotel owned by HOMS. The Profectus Noteholders seek that HOMS' assets, including cash collateral, should be held in constructive or resulting trust. A copy of the Objection is available at https://is.gd/Ug9aO9 from PacerMonitor.com free of charge. The Court will continue hearing on the cash collateral motion on Dec. 2, 2019 at 1:30 p.m. A copy of the Order is available at https://is.gd/M0GC8s from PacerMonitor.com free of charge. About Hotel Oxygen Midtown Hotel Oxygen Midtown, I, LLC, and Hotel Oxygen Palm Springs, LLC, are affiliate companies which operate hotels in Phoenix, Arizona. The Debtors are wholly owned subsidiaries of Oxygen Hospitality Group, Inc., an owner-operator hospitality company that acquires, renovates and manages a portfolio of mid-to upper scale branded and independent hotel assets in the U.S. Founded in 2017, Oxygen Hospitality is privately held and is headquartered in Phoenix, Arizona. The Affiliates, together with two other affiliate companies - A Great Hotel Company, Arizona, LLC (AGHA), and A Great Hotel Company, LLC (AGHC) – each filed Chapter 11 petitions on Nov. 12, 2019 (Bankr. D.Ariz. Lead Case No. 19-14399) in Phoenix, Arizona. In the petition signed by David Valade, CFO, Hotel Oxygen Midtown was estimated to have assets of $1 million to $10 million and liabilities of $100,000 to $500,000. GUIDANT LAW, PLC is the Debtors' counsel. HUNTINGTON PROPERTY: Gets Court Approval to Hire Accountant ----------------------------------------------------------- Huntington Property, LLC received approval from the U.S. Bankruptcy Court for the Western District of Tennessee to hire an accountant. The Debtor tapped Richard Armour, a certified public accountant, to assist in the preparation of its monthly operating reports, financial reports, tax returns and projections for its Chapter 11 plan. Mr. Armour's normal rate is $350 per hour. He will be paid a flat fee of $350 for the preparation of the monthly operating report and will receive reimbursement for work-related expenses. The accountant is "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code, according to court filings. Mr. Armour maintans an office at: Richard Armour, CPA 2794 Bartlett Blvd. Memphis, TN 38117 Phone: (901) 385-1944 About Huntington Property Huntington Property LLC, a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)), is a Tennessee limited liability company. It operates from its principal place of business at 2872 Coach, Memphis, Tenn. Huntington Property sought Chapter 11 protection (Bankr. W.D. Tenn. Case No. 19-25923) on July 31, 2019. As of the Petition Date, Debtor was estimated to have assets between $1 million and $10 million, and liabilities within the same range. Victor Hugo Torres, managing member, signed the petition. Judge Paulette J. Delk is assigned the Debtor's case. Toni Campbell Parker, Esq., is the Debtor's counsel. IMPERIAL TOY: Seeks Up to $5.75M of DIP Funds, Gets Interim OK -------------------------------------------------------------- Imperial Toy LLC asked Judge M. Elaine Hammond of the Northern California Bankruptcy Court for authority to obtain up to $5,750,000 in post-petition financing from Ja-Ru, Inc., in order to continue operations throughout the process of marketing and closing the sale of its assets, pursuant to orders to be obtained from the Bankruptcy Court. Ja-Ru is the stalking horse bidder under the Stalking Horse Asset Purchase Agreement proposed for Court approval. The salient terms of the DIP facility are: * Borrower: Imperial Toy LLC * Lender : Ja-Ru, Inc. * Borrowing Limits / New Money: $5,750,000 * Interest rate: 8% per annum * Maturity Date: Jan. 3, 2020 * Security, Priority, Adequate Protection: (a) Secured by all Debtor's assets. (b) Priming of liens on all assets in favor of the Lender, except as to liens of The CIT Group/Commercial Services, Inc., on the pre-petition accounts receivable. (c) Super-priority administrative claim status with respect to all DIP Obligations. (d) Replacement liens as adequate protection to Pre-Petition Secured Creditors for the use of cash collateral. * Carve-out: Includes (a) U.S. Trustee fees; (b) incurred fees and expenses of Debtor's and Committee's estate professionals up to the amounts permitted in the Budget; (c) Chapter 7 trustee fees up to $15,000; (d) further fees and expenses of Debtor's and Committee's estate professionals up to $200,000. All of the Debtor's property is subject to pre-petition liens of the following Pre-Petition Secured Creditors - CIT; Great Rock Capital Partners Management, LLC; and Hirsch Trust: (1) accounts receivable (CIT – first position). CIT is owed roughly $7.7 million plus a contingent amount arising under a $300,000 issued and undrawn letter of credit; (2) all personal property (Great Rock – first position on all but accounts receivable, on which they are second position. Great Rock is owed roughly $13 million, and * the Hirsch Trust (junior to CIT and Great Rock – owed roughly $9,144,133). The Pre-petition Secured Creditors have consented to this priming lien and have consented to the use of their cash collateral as part of the DIP Loan. Accordingly, the Debtor seeks to: (a) prime other liens on the Collateral except the liens in favor of CIT, in respect of the Debtor's pre-petition accounts and accounts receivable identified in the Pre-Petition ABL Credit Agreement with Great Rock Capital Partners Management, LLC, as agent, and the Carve-out. (b) grant the Lender super priority administrative claim status with respect to all DIP Obligations. The Debtor also asked the Court to: (c) use the cash collateral of its Prepetition Lenders; (d) grant the Pre-Petition Secured Creditors replacement liens as adequate protection for the use of their cash collateral. A copy of the Motion is available at https://is.gd/4KJsCo from PacerMonitor.com free of charge. Interim Court Approval The Court authorized the Debtor to borrow from the DIP Lender initial borrowings under the DIP Facility in the amount set forth in the Approved Cash Flow Forecast until the Final Hearing. Authorization to use the proceeds of the DIP Facility Loans and the Cash Collateral will terminate upon the earliest to occur of: (i) the date fixed by the DIP Lender on or after which the DIP Lender provides, via electronic or overnight delivery, a written notice default notice to the Company; (ii) the conversion of the Chapter 11 Case to a case under Chapter 7 of the Bankruptcy Code; or dismissing the Chapter 11 Case; (iii) Court approintment of a Chapter 11 trustee or examiner; (iv) if the Financing Order (as defined in the DIP Agreement) is modified in a manner unacceptable to the DIP Lender, in its sole discretion; (v) the effective date of a Chapter 11 plan in the Chapter 11 Case; (vi) the consummation of a sale of all or substantially all of the Debtor’s assets; and (vii) January 3, 2020, the termination date. The Termination Date may be extended pursuant to the terms of the DIP Agreement, provided that in no event will the Termination Date occur prior to Dec. 9, 2019; and that the Debtor will be entitled to continue using cash collateral until the fifth day after the issuance of the Default Notice, in case the termination occurs due to the issuance of a Default Notice. A copy of the Interim DIP Order, and the Approved Cash Forecast (as Exhibit 1) is available at https://is.gd/0kw4sK from PacerMonitor.com at no charge. A final hearing is scheduled on Dec. 10, 2019 at 10 a.m. Objections must be filed by Dec. 3, 2019 About Imperial Toy LLC Imperial Toy LLC, sought Chapter 11 protection (Bankr. N.D. Cal. Case No. 19-52335) on Nov. 18, 2019 in San Jose, California. The Debtor's case was filed in order to facilitate a going concern sale of its assets pursuant to a Stalking Horse Asset Purchase Agreement. The case is assigned to Judge M. Elaine Hammond. Sheppard, Mullin, Richter & Hampton LLC, is the Debtor's proposed counsel. J-H-J INC: Taps Steffes Firm as Legal Counsel --------------------------------------------- J-H-J, Inc., received approval from the U.S. Bankruptcy Court for the Western District of Louisiana to hire The Steffes Firm, LLC as legal counsel. The firm will advise the company and its affiliates of their powers and duties under the Bankruptcy Code and will provide other legal services in connection with their Chapter 11 cases. The hourly rates for the firm's attorneys, paralegals and law clerks are: William Steffes $400 Noel Steffes Melancon $325 Barbara Parsons $325 Paralegals $90 Law Clerks $90 These attorneys have an "of counsel" relationship with Steffes Firm although they are not members and employees of the firm, and may be asked to provide services in connection with the Debtors' bankruptcy cases: Arthur Vingiello $375 Gary McKenzie $375 Michael Piper $375 Barry Miller $375 Barbara Parsons, Esq., at Steffes Firm, disclosed in court filings that she does not represent any interest adverse to the Debtors and their bankruptcy estates. The firm can be reached through: William E. Steffes, Esq. Barbara B. Parsons, Esq. The Steffes Firm, LLC 13702 Coursey Boulevard Building 3 Baton Rouge, LA 70817 Tel: (225) 751-1751 Fax: (225) 751-1998 Email: bparsons@steffeslaw.com bsteffes@steffeslaw.com About J-H-J Inc. J-H-J, Inc., a Louisiana corporation formed in 1984, owns and operates two retail grocery stores. Beginning in 1998, J-H-J's affiliated debtors were formed by certain shareholders of the company to operate retail grocery stores in various locations in southern Louisiana. Collectively, the companies currently own and operate 12 grocery stores under the names Piggly Wiggly or Shoppers Value. All general administrative duties for the companies are handled by J-H-J. J-H-J and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Lead Case No. 19-51367) on Nov. 15, 2019. At the time of the filing, J-H-J disclosed assets of between $10 million and $50 million and liabilities of the same range. The cases have been assigned to Judge John W. Kolwe. JAGGED PEAK: US Trustee Objects to Force Ten, CRO Retention ----------------------------------------------------------- Tracy Hope Davis, United States Trustee for Region 17, objects to the motion for entry of an order authorizing debtors Jagged Peak, Inc., Tradeglobal, LLC, and Tradeglobal, North America Holding, Inc. to employ and retain Force Ten Partners, LLC and designate Jeremy Rosenthal as Chief Restructuring Officer. The Debtors retained FT on July 12, 2019, which was prior to the filing of the petitions. Jeremy Rosenthal is a Partner at FT. Jeremy Rosenthal was appointed as Chief Restructuring Officer (CRO) on September 15, 2019. The Engagement Agreement provides that Mr. Rosenthal will be the CRO and manager of each Debtor, and that FT personnel are tasked with numerous duties, including: managing the affairs of the Debtors; assisting legal counsel with the Chapter 11 bankruptcy cases; proving financial advisory services; seeking debtor in possession and exit financing for the Debtors; providing assistance with motions, preparation monthly operating and periodic reports; evaluating restructuring plans; assist and formulating and preparing the Disclosure Statement and Plan of Reorganization; negotiating with creditors; responding to objections; and, providing testimony. The U.S. Trustee asserts that the Motion should be denied because it puts into direct conflict the distinction between corporate officers directly involved in the management of the Debtor and professional persons who represent or assist the debtor in possession in the performance of its duties. The U.S. Trustee notes that because the CRO is by definition an officer of the debtor, from the moment of appointment the CRO is an insider and not a disinterested person. Although the Motion and Mr. Rosenthal's Declaration state that he and FT are disinterested, Mr. Rosenthal is no longer disinterested now that he is a restructuring officer. Therefore, Mr. Rosenthal is not disinterested and cannot be retained. Mr. Rosenthal's status as an "officer" and an "insider" is properly imputed to FT and its affiliates because his employment as CRO is an integral part of FT's engagement. The United States Trustee objects to the instant Motion to retain FT, because, inter alia, the Motion fails to include the necessary safeguards to address the conflict issues inherent in the proposed employment arrangement. A full-text copy of the objection is available at https://tinyurl.com/qowxkb5 from PacerMonitor.com at no charge. About Jagged Peak Jagged Peak Inc. and its subsidiaries are software companies in Tampa, Florida. The Debtors deliver end-to-end global eCommerce solutions that help companies break into new markets and build customer base by creating a seamless experience across borders for all product types. Jagged Peak, Inc., based in Tampa, FL, and its affiliates sought Chapter 11 protection (Bankr. D. Nev. Lead Case No. 19-15959) on Sept. 16, 2019. In the petitions signed by CRO Jeremy Rosentha, Jagged Peak, and TradeGlobal, LLC, were estimated to have assets of $50 million to $100 million and liabilities of $10 million to $50 million; and TradeGlobal North America Holding, Inc. was estimated to have assets of $1 million to $10 million and estimated liabilities of less than $50,000. The Hon. Mike K. Nakagawa oversees the cases. Gregory E. Garman, Esq., at Garman Turner Gordon, serves as bankruptcy counsel to the Debtors. BMC Group, Inc., is the claims and noticing agent to the Debtors. JC PLUMBING: Wants Until March 2, 2020 to File Plan & Disclosures ----------------------------------------------------------------- Debtor JC Plumbing, Inc., moved the bankruptcy court to extend the deadline by which it must file its chapter 11 plan and disclosure statement for 90 days, through and including March 2, 2020. On March 15, 2019, Debtor filed its Stipulation By and Between United States Trustee and Debtor in Possession regarding Scheduling Order in a Small Business Chapter 11 Case setting out December 3, 2019, as the deadline to file its plan and disclosure statement. The Debtor in Possession believes it is more likely than not that the court will confirm a plan within a reasonable period of time because the Debtor has generated a positive cash flow of some $68,820 from the Petition Date to June 30, 2019, or an average of $13,764 per month, after payment of adequate protection payments on all secured claims and all allowed administrative expenses, which will be more than adequate to service the secured claims of creditors and provide a dividend to unsecured creditors. The Debtor is represented by: David G. Nixon THE NIXON LAW FIRM 4100 Wagon Wheel Road Springdale, AR 72762 Tel: 479-582-0020 Fax: 479-582-0030 About JC Plumbing Inc. JC Plumbing, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Ark. Case No. 19-70328) on Feb. 6, 2019. At the time of the filing, the Debtor estimated assets of less than $500,000 and liabilities of less than $1 million. The case is assigned to Judge Ben T. Barry. The Debtor hired David G. Nixon, Esq., at The Nixon Law Firm, as its legal counsel. JJE INC: Asks Court to Extend Plan & Disclosure Filing ------------------------------------------------------ Debtor JJE, Inc., filed with the U.S. Bankruptcy Court for the District of Puerto Rico a motion requesting an extension to file disclosure statement and plan of reorganization. On June 19, 2019, this Honorable Court entered an Order providing Debtor to file its Disclosure Statement and Plan of Reorganization on or before Oct. 9, 2019. The Plan depends on trying to reach an agreement with Debtor's biggest creditor. The parties have been in communication and Debtor believes that an agreement may be reached. Nevertheless, the parties need more time to be able to provide all the documents required by the creditor to consider. The Debtor requests an extension of time of 30 days to file its Disclosure Statement and Plan of Reorganization. The Debtor is represented by: GRATACOS LAW FIRM, P.S.C. Víctor Gratacos Diaz P.O. BOX 7571 CAGUAS, PUERTO RICO 00726 Tel: (787) 746-4772 Fax: (787) 746-3633 E-mail: bankruptcy@gratacoslaw.com About JJE Inc. JJE, Inc., is a home health care services provider based in Manati, Puerto Rico. JJE, Inc., filed a Chapter 11 petition (Bankr. D.P.R. Case No.19-02034) on April 12, 2019, and is represented by Victor Gratacos Diaz, Esq., in Caguas, Puerto Rico. In the petition signed by Jenny Olivo, president, the Debtor disclosed $295,244 in total assets and $1,953,718 in total liabilities. LION HOLDINGS: Seeks Permission to Use CFS Cash Collateral ---------------------------------------------------------- The Lion Holdings, LLC seeks permission from the U.S. Bankruptcy Court for the Central District of California to use cash collateral to pay all of the expenses set forth in the Budget, with authority to deviate from the line items contained therein by not more than 15%, on a cumulative basis. The Debtor's Budget for the use of cash collateral calls for payroll related expenditures of $7,500/month, rent related expenditures of $1,560/month, insurance of $1,500/month, taxes, supplies and other miscellaneous expenses of approximately $450/month, vendor purchases of $25,000/month and a carve-out for attorney's fees of $5,000/month. In 2018, the Debtor purchased the real property located at 5857 Willis Avenue in the City of Los Angeles, CA 91411 with a one-year hard money loan. The Debtor obtained the loan from Civic Financial Services, LLC in the amount of $580,000. That note was secured by a Security Agreement that granted CFS a security interest in the property. The property has an approximate value of $1,015,000, and CFS has a current principal balance of approximately $685,000. The Debtor is currently renting out the property and will like to restructure the loans on the property. The Debtor proposes to make adequate protection payments in the amount of $3,268.12 to CFS monthly. A copy of the Motion is available for free at https://tinyurl.com/yx5fua2n from Pacermonitor.com About Lion Holdings The Lion Holdings, LLC owns in fee simple a property located at 5857 Willis Avenue Van Nuys, Calif. The property has a comparable sale value of $1 million. Lion Holdings sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 19-22421) on Oct. 21, 2019. At the time of the filing, the Debtor disclosed $1.015 million in assets and $950,732 in liabilities. The case is assigned to Judge Vincent P. Zurzolo. MAISON PREMIERE: Unsecured Creditors to Recover 10% Under Plan -------------------------------------------------------------- According to its First Amended Disclosure Statement, Maison Premiere Corp. filed with the U.S. Bankruptcy Court for the Eastern District of New York a first amended disclosure statement that provides that: * Allowed Administrative Claims will be fully paid either on the Effective Date or upon such terms as may be agreed upon between the Debtor and any holders of such Claims; * Allowed Priority Tax Claims will be fully paid on the Effective Date; * JPMorgan Chase Bank, NA will be paid the full amount of its Allowed Secured Claim in Class 1, with interest thereon at the applicable rate, in consecutive monthly installment payments of not less than $2,500 each until fully paid and with Chase retaining its Liens on the property which serves as its collateral; * TD Auto Finance LLC will be paid the full amount of its Allowed Secured Claim in Class 2 outside of the Plan in the ordinary course pursuant to the terms of the underlying loan documents executed by the Debtor and with TD retaining its Liens on the asset (i.e., a certain Ford van) which serves as its collateral; * Each holder of an Allowed General Unsecured Claim in Class 3 will receive a first and final Pro Rata Distribution of Cash in an amount equal to 10% of the Allowed Amount of its Claim on the Effective Date in full satisfaction of such Claim; and * The Allowed Interests in Class 4 of Krystof Zizka (50%) and Joshua Boissy (50%) will be cancelled on the Effective Date. The New Equity Holding Company, utilizing funds personally contributed by Krystof Zizka and Joshua Boissy (and the third-party investor who will also be a member), has agreed to make the New Equity Cash Contribution which will be the primary means of funding for the Distributions and other payments contemplated under the Plan. Messrs. Zizka and Boissy have agreed to waive any Distributions with regard to their Claims on account of unpaid salaries and other compensation owed to them by the Debtor. As reflected in the Debtor's monthly operating reports, the Debtor's ongoing revenues are sufficient to pay all of the Debtor's ongoing, ordinary debts and operating expenses, as well as its ongoing Plan obligations to Chase. The Debtor does not foresee any substantial changes with regard to its revenues or its expenses going forward. Accordingly, the Debtor believes that, after the restructuring of its debt obligations provided for under the Plan, it will continue to operate profitably and will be able to timely pay all of its ongoing debts. A full-text copy of the Amended Plan dated Nov. 7, 2019, is available at https://tinyurl.com/qnypm5g from PacerMonitor.com at no charge. The Debtor is represented by: PICK & ZABICKI LLP 369 Lexington Avenue, 12th Floor New York, New York 10017 Tel: (212) 695-6000 Douglas J. Pick, Esq. Eric C. Zabicki, Esq. About Maison Premiere Corp. Maison Premiere -- https://maisonpremiere.com/ -- owns and operates an oyster bar, cocktail den & seafood restaurant in Brooklyn, New York. Sauvage -- https://sauvageny.com/ -- is a restaurant in Greenpoint, New York, that serves breakfast, lunch, dinner, brunch, wines, cocktails, and desserts. Maison Premiere Corp., owner of Williamsburg oyster bar Maison Premiere, and Lafitte LLC, owner of French restaurant Sauvage, sought Chapter 11 protection (Bankr. E.D.N.Y. Lead Case Nos. 19-43359 and 19-43360) on May 31, 2019. The Hon. Elizabeth S. Stong is the case judge. PICK & ZABICKI LLP is the Debtors' counsel. MATTSNOW PROPERTIES: May Use First National Bank Cash Collateral ---------------------------------------------------------------- Judge Ronald B. King authorized Mattsnow Properties, LLC to use cash collateral, after an agreement reached between the Debtor and The First National Bank of McGregor. The Court ruled that: (a) Debtor will deposit all rents, other income, security deposits and the related proceeds from the three properties owned by the Debtor located at 610 Monroe, 618 Monroe, and 620 Monroe, McGregor, Texas, into the DIP account at Chase Bank. (b) the Debtor will make an initial adequate protection payment of $3,000.00 to TFNB. (c) Debtor may pay $3,000 towards the 2019 property taxes owed on the Properties, and $400 monthly toward the 2018 and 2019 property taxes on the Properties, with proof of each said payment to be provided to TFNB. (d) the Debtor is authorized to timely pay all fees payable to the Clerk of the Bankruptcy Court. (e) as additional adequate protection, TFNB, and any other person asserting a lien upon the Cash Collateral, will be granted liens upon any postpetition Cash Collateral, with said liens having the same force, effect, and priority of the prepetition liens of TFNB, and any other person asserting a lien upon the Cash Collateral. A copy of the Agreed Order is available at https://is.gd/SjRNE4 from PacerMonitor.com free of charge. About Mattsnow Properties Mattsnow Properties, LLC, owns and operates three rental units and manages one rental unit owned by Mark Mattlage-Thurmand and Robert Snowden. Mattsnow Properties sought Chapter 11 protection (Bankr. W.D. Tex. Case No. 19-60649) on Aug. 31, 2019. ERIN B. SHANK, P.C., is the Debtor's counsel. MEDCOAST MEDSERVICE: Court Grants Access to IRS Cash Thru May 2020 ------------------------------------------------------------------ Judge Sheri Bluebond approved the stipulation entered into between MedCoast Medservice Inc., and the Internal Revenue Service, allowing the Debtor to use IRS cash collateral through May 10, 2020. Pursuant to the Stipulation Order, the Debtor will pay the IRS monthly adequate protection of $6,500 on the 10th day of every month, beginning September 10, 2019, until confirmation of a plan in this case or further Court order. The Debtor will also grant the IRS replacement lien(s) parallel to and secured to the same extent and priority as the lien(s) that exists as of the Petition Date. The replacement lien(s) will not encumber avoiding power claims or recoveries. About MedCoast Medservice MedCoast Medservice Inc. -- https://www.medcoastambulance.com/ -- provides emergency and non-emergency transportation to all of Los Angeles, Orange County and South Bay areas. MedCoast Medservice is a corporation whose primary business concerns the transport of individuals (patients) to and from their homes or places of need to hospitals, physicians, and/or health care providers. It operates from a rented facility located at 14325 Iseli Road, Santa Fe Springs, Calif. MedCoast Medservice filed for Chapter 11 protection (Bankr. C.D. Cal. Case No. 19-19334) on Aug. 9, 2019. In the petition signed by Artina Safarian, president, the Debtor disclosed assets at $952,016 and liabilities at $2,615,768, of which approximately $1,303,754 is owed for payroll taxes to the Internal Revenue Service. Judge Sheri Bluebond is the case judge. Henry D. Paloci III PA represents the Debtor. MEDCOAST MEDSERVICE: Court OKs Secured Lenders' Cash Stipulation ---------------------------------------------------------------- Judge Sheri Bluebond approved the stipulation entered into between MedCoast Medservice Inc., on the one hand; and E&F Recovery LLC, CNG Transportation LLC, and Mike Winn, Trustee, on the other hand, pursuant to which the Debtor may use the Secured Creditors' cash collateral according to the terms of the applicable loan documents, in order to satisfy the Debtor's working capital requirements during the pendency of its Chapter 11 case. The Court ruled that the Debtor will remain current on in ts postpetition obligations to each of the Creditors. About MedCoast Medservice MedCoast Medservice Inc. -- https://www.medcoastambulance.com/ -- provides emergency and non-emergency transportation to all of Los Angeles, Orange County and South Bay areas. MedCoast Medservice is a corporation whose primary business concerns the transport of individuals (patients) to and from their homes or places of need to hospitals, physicians, and/or health care providers. It operates from a rented facility located at 14325 Iseli Road, Santa Fe Springs, Calif. MedCoast Medservice filed for Chapter 11 protection (Bankr. C.D. Cal. Case No. 19-19334) on Aug. 9, 2019. In the petition signed by Artina Safarian, president, the Debtor disclosed assets at $952,016 and liabilities at $2,615,768, of which approximately $1,303,754 is owed for payroll taxes to the Internal Revenue Service. Judge Sheri Bluebond is the case judge. Henry D. Paloci III PA represents the Debtor. MEDCOAST MEDSERVICE: Ordered to Pay IRS $6,500 Monthly ------------------------------------------------------ Judge Sheri Bluebond authorized MedCoast Medservice Inc., to use cash collateral through Nov. 10, 2019 pursuant to the budget. The Court ruled that the Debtor will pay the Internal Revenue Service $6,500 as monthly adequate protection until the confirmation of a plan in the Debtor's case. The Court also directed the Debtor to provide the IRS with replacement liens for the use of the cash collateral. About MedCoast Medservice MedCoast Medservice Inc. -- https://www.medcoastambulance.com/ -- provides emergency and non-emergency transportation to all of Los Angeles, Orange County and South Bay areas. MedCoast Medservice is a corporation whose primary business concerns the transport of individuals (patients) to and from their homes or places of need to hospitals, physicians, and/or health care providers. It operates from a rented facility located at 14325 Iseli Road, Santa Fe Springs, Calif. MedCoast Medservice filed for Chapter 11 protection (Bankr. C.D. Cal. Case No. 19-19334) on Aug. 9, 2019. In the petition signed by Artina Safarian, president, the Debtor disclosed assets at $952,016 and liabilities at $2,615,768, of which approximately $1,303,754 is owed for payroll taxes to the Internal Revenue Service. Judge Sheri Bluebond is the case judge. Henry D. Paloci III PA represents the Debtor. MEDICAL SIMULATION: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Medical Simulation Corporation c/o r2 advisors llc 1518 Blake Street Denver, CO 80202 Business Description: Medical Simulation Corporation is a manufacturer of medical equipment and supplies. Chapter 11 Petition Date: November 22, 2019 Court: United States Bankruptcy Court District of Colorado (Denver) Case No.: 19-20101 Judge: Hon. Elizabeth E. Brown Debtor's Counsel: Duncan E. Barber, Esq. SHAPIRO BIEGING BARBER OTTESON LLP 7979 E. Tufts Ave, Ste 1600 Denver, CO 80237 Tel: 720-488-0220 Fax: 720-488-7711 E-mail: dbarber@sbbolaw.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $1 million to $10 million The petition was signed by Thomas M. Kim, director. 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/cob19-20101.pdf NEW CITY WASTE: Seeks to Hire Kirby Aisner as New Counsel --------------------------------------------------------- The New City Waste Services, Inc. and City Waste Services of New York, Inc. seek approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Kirby Aisner & Curley LLP as their new legal counsel. Kirby Aisner will substitute for DelBello Donnellan Weingarten Wise & Wiederkehr, LLP, the firm that initially handled the Debtors' Chapter 11 cases. The hourly rates charged by Kirby Aisner for the services of ots attorneys range from $410 to $525. Paraprofessionals charge $150 per hour. Kirby Aisner is "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Erica Aisner, Esq. Kirby Aisner & Curley LLP 700 Post Road, Suite 237 Scarsdale, New York 10583 Phone: (914) 401-9500 / (914) 401-9502 Email: eaisner@kacllp.com About The New City Waste Services Headquartered in Yorktown Heights, New York, The New City Waste Services, Inc., filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 12-22578) on March 20, 2012, with estimated assets of less than $50,000 and estimated liabilities of $1 million to $10 million. New City's affiliate City Waste Services of New York also filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 12-22579) on March 19, 2012. The petitions were signed by James T. Tesi, secretary and treasurer. Judge Robert D. Drain oversees the cases. The Debtors tapped Rattet Pasternak, LLP, as their legal counsel. NOS INC: Seeks Authorization to Use Cash Collateral --------------------------------------------------- NOS, Inc., seeks authorization from the U.S. Bankruptcy Court for the Northern District of Florida to use cash collateral to fund its operating expenses and costs of administration in the Chapter 11 case. The Debtor believes these creditors may claim an interest in the cash collateral are: (1) Complete Business Solutions Group d/b/a Par Funding ("CBSG"); and (2) Bridge Funding Capital, LLC. The Debtor believes it owes CBSG approximately $42,000, and that CBSG has the first position security interest. According to the proof of claim filed by Bridge, the Debtor owes Bridge $184,877. The Debtor agrees to standard material items seen in cash collateral agreements such as permission to use cash collateral in accordance with a budget that is forthcoming, the granting of post-petition replacement liens to those creditors that are secured by such cash collateral, and pre-confirmation adequate protection payments. The Debtor proposes to pay CBSG and Bridge $1,000.00 per month each in pre-confirmation adequate protection payments. A copy of the Motion is available for free at https://tinyurl.com/tee5ekm from Pacermonitor.com NOS, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Fla. Case No. 19-40593) on Nov. 5, 2019. The petition was signed by its authorized representative, Shivangi N. Mehta. At the time of the filing, the Debtor disclosed assets of less than $50,000 and liabilities under $1 million. The Debtor is represented by Bruner Wright, P.A. NUVECTRA CORP: KCC Approved as Claims and Noticing Agent -------------------------------------------------------- Nuvectra Corporation sought and obtained approval from the U.S. Bankruptcy Court for the Eastern District of Texas to appoint Kurtzman Carson Consulting LLC as claims and noticing agent of the Debtor nunc pro tunc to the Petition Date. KCC will provide the following services, including, but not limited to: A. In accordance with the Bankruptcy Code and the Bankruptcy Rules in the form and manner directed by the Debtor or the Court, including, without limitation: (i) notice of the commencement of this Chapter 11 Case and the initial meeting of creditors under section 341(a) of the Bankruptcy Code; (ii) notice of any claims bar date; (iii) notices of transfers of claims; (iv) notices of objections to claims and objections to transfers of claims; (v) notices of any hearings on a disclosure statement and confirmation of the Debtors' chapter 11 plan or plans, including under Bankruptcy Rule 3017(d); (vi) notice of the effective date of any plan; and (vii) all other notices, orders, pleadings, publications, and other documents as the Debtor or Court may deem necessary or appropriate for an orderly administration of this Chapter 11 Case; B. Maintain an official copy of the Debtor's schedule of assets and liabilities and statement of financial affairs, listing the Debtor's known creditors and the amounts owed thereto; C. Maintain a (i) list of all potential creditors, equity holders, and other parties in interest and (ii) core service list consisting of all parties described in Bankruptcy Rule 2002(i), (j), and (k), and those parties that have filed a notice of appearance pursuant to Bankruptcy Rule 9010 and update said lists and make said lists available upon request by a party-in-interest or the Clerk; D. Furnish a notice to all potential creditors of the last date for filing proofs of claim and a form for filing a proof of claim, after such notice and form are approved by the Court, and notify such potential creditors of the existence, amount and classification of their respective claims as set forth in the Schedules, which may be effected by inclusion of such information (or the lack thereof, in cases where the Schedules indicate no debt due to the subject party) on a customized proof of claim form provided to potential creditors; E. Maintain a post office box or address for the purpose of receiving claims and returned mail, and process all mail received; F. For all notices, motions, orders, or other pleadings or documents served, prepare and file, or cause to be filed, with the Clerk an affidavit or certificate of service within seven business days of service which includes: (i) either a copy of the notice served or the docket number(s) and title(s) of the pleading(s) served; (ii) a list of persons to whom it was served (in alphabetical order) with their mailing or email addresses as appropriate; (iii) the manner of service; and (iv) the date served; G. Process all proofs of claim received, including those received by the Clerk, check said processing for accuracy, and maintain the original proofs of claim in a secure area; H. Maintain the official claims register for the Debtor on behalf of the Clerk, and, upon the Clerk's request, provide the Clerk with certified, duplicate unofficial Claims Registers; I. Specify in the Claims Registers the following information for each claim docketed: (i) the claim number assigned; (ii) the date received; (iii) the name and address of the claimant and agent, if applicable, who filed the claim; (iv) the amount asserted; (v) the asserted classification(s) of the claim (e.g., secured, unsecured, priority, etc.); (vi) the Debtor; and (vii) any disposition of the claim; J. Implement necessary security measures to ensure the completeness and integrity of the Claims Registers and the safekeeping of the original claims; K. Record all transfers of claims and provide any notices of transfers, as required by Bankruptcy Rule 3001(e); L. Relocate, by messenger or overnight delivery, all of the court-filed proofs of claim to the offices of KCC, not less than weekly; M. Upon completion of the docketing process for all claims received to date for the case, turn over to the Clerk copies of the Claims Registers for the Clerk's review (upon the Clerk's request); N. Monitor the Court's docket for all notices of appearance, address changes, and claims-related pleadings and orders filed and make necessary notations on or changes to the Claims Registers and any service or mailing lists, including to identify and eliminate duplicative names and addresses from such lists; O. Assist in the dissemination of information to the public and respond to requests for administrative information regarding this Chapter 11 Case as directed by the Debtor or the Court, including through the use of a case website or call center; P. If this Chapter 11 Case is converted to cases under chapter 7 of the Bankruptcy Code, contact the Clerk's office within three days of KCC receiving notice to KCC of entry of the order converting the cases; Q. Thirty days prior to the close of this Chapter 11 Case, to the extent practicable, request that the Debtor submit to the Court a proposed order dismissing KCC as Claims and Noticing Agent and terminating its services in such capacity upon completion of its duties and responsibilities and upon the closing of this Chapter 11 Case; and R. Within seven days of notice to KCC of entry of an order closing this Chapter 11 Case, provide to the Court the final version of the Claims Registers as of the date immediately before the close of this Chapter 11 Case. By appointing KCC as the claims and noticing agent in this Chapter 11 Case, the Court Clerk will be relieved of the administrative burden of providing notices to parties in interest, the Debtor says. KCC's hourly-based services for its work in this Chapter 11 Case will be charged at the following hourly rates which have been reduced by 15% from its standard hourly rates: Analyst $25.50-$42.50 per hour Technology/Programming Consultant $29.75-$80.75 per hour Consultant/Senior Consultant/ $55.25-$178.50 Senior Managing Consultant per hour Securities/Solicitation Consultant $174.25 per hour Securities Director/ Solicitation Lead $182.75 per hour Weekend, holidays and overtime Waived Although the Debtor does not propose to employ KCC under section 327 of the Bankruptcy Code pursuant to this Application, KCC has nonetheless reviewed its electronic database to determine whether it has any relationships with the creditors and parties in interest provided by the Debtor, and, to the best of the Debtor's knowledge, information and belief, KCC has represented that it neither holds nor represents any interest materially adverse to the Debtor's estate in connection with any matter on which it would be employed. The firm may be reached at: Drake D. Foster Kurtzman Carson Consultants LLC 222 N.Pacific Coast Highway, 3rd Floor El Segundo, CA 90245 Tel: (310) 823-9000 Fax: (310) 823-9133 E-Mail: dfoster@kccllc.com About Nuvectra Nuvectra Corporation -- http://www.nuvectramed.com/-- operates as a neurostimulation medical device company. The Algovita Spinal Cord Stimulation (SCS) System is the Company's first commercial offering and is CE marked and FDA approved for the treatment of chronic intractable pain of the trunk and/or limbs. The Company's innovative technology platform also has capabilities under development to support other indications such as sacral neuromodulation (SNM) for the treatment of overactive bladder, and deep brain stimulation (DBS) for the treatment of Parkinson's Disease. Nuvectra filed for Chapter 11 bankruptcy protection (Bankr. E.D. Tex. Case No. 19-43090) on November 12, 2019. The Hon. Brenda T. Rhoades oversees the case. In its petition, the Debtor estimated $10 million to $50 million in both assets and liabilities. The petition was signed by Fred B. Parks, chief executive officer. The Debtor is represented by Ryan E. Manns, Esq. and Toby L. Gerber, Esq. at Norton Rose Fulbright US LLP. PALM BEACH BRAIN: Third Interim Cash Collateral Order Entered ------------------------------------------------------------- Judge Mindy A. Mora of the U.S. Bankruptcy Court for the Southern District of Florida authorized Palm Beach Brain and Spine, LLC, and its affiliates to use cash collateral on an interim basis as set forth in the Third Interim Order. The Court will conduct a continued hearing on the Debtors' use of cash collateral on Nov. 26, 2019 at 2:30 p.m. The Debtors' authorization to use cash collateral during the interim period is limited to a variance not to exceed 10% of any particular line item expense on the Budgets. Dr. Amos Dare has agreed to defer his salary from all three Debtors until such time as there are available net funds to pay the deferred salary. However, the Debtor will be required to provide notice to Northern Trust Bank and the factors that said deferred compensation has or will be paid to Dr. Amos Dare. The Northern Trust Company asserts a lien in substantially all the assets of debtor Midtown Outpatient Surgery Center, LLC (MOSC), including but not limited to accounts and general intangibles and the proceeds thereof, pursuant to one or more promissory note, security agreement, and financing statements since 2014. Northern Trust also asserts its priority lien includes medical receivables and related Letters of Protection and the proceeds thereof, including those that may have been sold to various factors by MOSC, although the factors do not agree with the bank's contention, and the parties reserve their respective rights with respect thereto. Northern Trust asserts a first lien in the cash collateral of MOSC. Palm Beach Brain and Spine, LLC (PBBS) is a party to various agreements with Echelon Medical Capital, LLC, Momentum Funding, LLC, Well State Healthcare d/b/a D/B/A Well State Servicing, Medlink Capital, LLC, Medical Financial Group Holdings, LLC, and CareCentric Investments I, LLC wherein PBBS appears to have sold these factors certain medical receivables and related Letters of Protection issued by patients of PBBS to the foregoing factors. Echelon, Momentum and Medlink may also claim a security interest in cash collateral of MOSC. The Third Interim Order does not (i) authorize the Debtors to use the assigned medical receivables and related Letters of Protection or proceeds thereof previously paid for by the factors and assigned to them, which the Debtor has represented it will not use, and will not be treated for purposes of the Third Interim Order as cash collateral of any of the Debtors, or (ii) constitute consent to the jurisdiction of the bankruptcy court to resolve any disputes between Northern Trust and any of the factors regarding the same or among the factors regarding the same. Northern Trust is granted a replacement lien to the same extent as any pre-petition lien on the property set forth in its security agreements, including proceeds derived from the creditor's collateral generated post-petition by MOSC, on an interim basis through and including the next hearing in this matter, without any waiver by the Debtors as to the extent, validity or priority of said liens. As additional adequate protection to Northern Trust, to the extent the automatic stay applies to MOSC receivables and related Letters of Protection assigned to a factor and the automatic stay has been terminated in favor of a particular factor, then the automatic stay is lifted to permit Northern Trust to seek enforcement of its asserted rights in the aforesaid MOSC's receivables and related Letters of Protection as to the factors. However, the stay relief granted to Northern Trust is subject to: (a) Northern Trust providing MOSC an accounting of any sums collected on account of the MOSC Receivables and related Letters of Protection within thirty days of receipt of such funds; (b) the right of the affected factor to contest such enforcement or assert other rights that may be available to it; and (c) the right of MOSC to any residual that may ultimately be due to MOSC under the terms of the applicable agreements with the factors. Echelon, Momentum, Medlink and Well States are each granted, as of the Petition Date, an assignment of and replacement lien on medical receivables and related Letters of Protection of equal or greater value, to the same extent as any pre-petition lien or ownership interest, as adequate protection for and to the extent of the Debtors' use of any cash collateral authorized by the Third Interim Order in which the factors hold any interest, as well as for any decrease in the value of such cash collateral as of the Petition Date, or in the event the Debtors mistakenly or improperly use proceeds of medical receivables and related Letters of Protection sold and assigned prepetition. A copy of the Third Interim Order is available for free at https://tinyurl.com/w6h8m5s from Pacermonitor.com About Palm Beach Brain & Spine Palm Beach Brain & Spine -- http://www.pbbsneuro.com/-- is a medical practice providing neurosurgery, minimally invasive spine surgery and treatment for cancer of the brain and spine. Palm Beach Brain & Spine and two affiliates, Midtown Outpatient Surgery Center, LLC and Midtown Anesthesia Group, LLC, filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 19-20831) on Aug. 15, 2019. The petitions were signed by Dr. Amos O. Dare, manager. Palm Beach Brain estimated $13,412,202 in assets and $2,685,278 in liabilities. Midtown Outpatient estimated $6,857,558 in assets and $2,920,846 in liabilities while Midtown Anesthesia estimated $5,081,861 in assets. Dana L. Kaplan, Esq. and Craig I. Kelley, Esq., at Kelley Fulton & Kaplan, P.L. are the Debtors' counsel. The U.S. Trustee, until further notice, will not appoint an official committee of unsecured creditors in the Debtors' bankruptcy cases. PARADIGM TELECOM: Dec. 5 Disclosure Statement Hearing Set --------------------------------------------------------- The hearing to consider final approval of disclosure statement of debtor Paradigm Telecom II, LLC will be held on Dec. 5, 2019, at 10:00 a.m. before the Honorable David R. Jones, Chief United States Bankruptcy Judge, Courtroom No. 400, 4th Floor, 515 Rusk Ave., Houston, TX 77002. The Debtor is represented by: FUQUA & ASSOCIATES, P.C. Richard L. Fuqua 8558 Katy Freeway, Suite 119 Houston, Texas 77024 Tel: (713) 960-0277 As reported in the TCR, Paradigm Telecom II, LLC, filed a Chapter 11 plan and disclosure statement. Allowed unsecured claims in Class 2 estimated to total $21,000,000 will be paid pro rata an initial distribution of 5% of their allowed claim on the Effective Date. An escrow will be established for the dividends which are as yet not allowed by order of the court and to which objections remain. Thereafter, after payment of the incurred and unpaid expense of administration claims post-petition, a quarterly distribution of 90% of the funds then on hand will be distributed on a pro-rata basis. A copy of the Disclosure Statement is available at https://tinyurl.com/y55y77n9 from Pacermonitor.com at no charge. About Paradigm Telecom II Paradigm Telecom II, LLC -- http://www.paradigmtelecom.com/-- is a provider of communications infrastructure to carrier providers. Its services include ethernet, dark fiber, DAS and small cell, fiber to the tower, and international voice and data. It was founded in 2001 and is headquartered in Houston, Texas. Paradigm Telecom II sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 18-34112) on July 27, 2018. In the petition signed by Brian Beers, president, the Debtor was estimated to have assets of less than $500,000 and liabilities of $1 million to $10 million. Judge Jeff Bohm oversees the case. Richard L. Fuqua, II, Esq., at Fuqua & Associates, PC, serves as the Debtor's bankruptcy counsel. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors on Sept. 18, 2018. The committee tapped Walker & Patterson, P.C. as its legal counsel. PARKINSON SEED: Trustee Objects to Debtor's Disclosure Statement ---------------------------------------------------------------- Chapter 11 Trustee, Gary L. Rainsdon through his attorneys of record, Racine Olson, PLLP, filed an objection to the disclosure statement for Summit Bridge National Investments VI LLC's Plan of Liquidation dated on October 11, 2019. The Trustee complains that The Disclosure Statement does not describe the appointment of the Chapter 11 Trustee, Gary L. Rainsdon, or the Trustee's role going forward in the case. The Disclosure Statement and Plan provide for the appointment of a Plan Administrator and realtor/auctioneer. The Disclosure Statement and Plan do not specifically identify the plan administrator and realtor/auctioneer. The Disclosure Statement and Plan provide for the granting of a cover crop for the Home Place and other farm parcels, so as to avoid the expense of a potato crop while preserving the going concern value of the farm properties. The Disclosure Statement and Plan should also provide the option of leasing the property to a third-party. The Disclosure Statement and Plan provide a deadline for the sale of property or auction. The Disclosure Statement fails to provide information describing how and why the particular deadlines were determined. A full-text copy of the Disclosure Statement Objection filed on Nov. 12, 2019 is available at https://tinyurl.com/wqxgc9n from PacerMonitor.com at no charge. Attorneys for Gary L. Rainsdon: Daniel C. Green Heidi Buck Morrison RACINE OLSON, PLLP P.O. Box 1391 Pocatello, Idaho 83204 Tel: (208) 232-6101 Fax: (208) 232-6109 E-mail: dan@racineolson.com About Parkinson Seed Farm Located in Saint Anthony, Idaho, Parkinson Seed Farm, Inc. -- http://www.parkinsonseedfarm.com/-- farms approximately 7,200 acres of potatoes. It raises seed potatoes, hard red and hard white wheat, as well as a small amount of alfalfa (mostly to feed horses for recreational purposes). The company raises 11 of what it considers to be more mainstream varieties such as the Russet Burbank, Ranger, three different line selections of Russet Norkotah, white varieties such as Cal Whites and Atlantics, and reds like the Dark Red Norland. The company was founded in 1937. Parkinson Seed Farm sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Idaho Case No. 18-40412) on May 15, 2018. In the petition signed by Dirk Parkinson, president, the Debtor disclosed $6.11 million in assets and $26.92 million in liabilities. Judge Joseph M. Meier oversees the case. Parkinson Seed Farm hired Robinson & Associates as its legal counsel. Henri LeMoyne of LeMoyne Realty & Appraisals is the Debtor's realtor. PEAK SERUM: May Use Cash Collateral Thru Dec. 10 Hearing -------------------------------------------------------- The Hon. Joseph G. Rosania authorized Serum, Inc., to use cash collateral, pursuant to the budget through the date of the final hearing on Dec. 10, 2019 at 2 p.m. The budget provides for $75,000 in inventory purchases; $38,333 for payroll; and $50,000 for legal fees, a copy of which as contained in the Motion filed in Court, is available at https://is.gd/8vgOR1 from PacerMonitor.com free of charge. The Court ruled that parties-in-interest holding a properly perfected security interest in the Debtor's cash collateral will be granted (a) a replacement lien on all post-petition accounts receivable to the extent of the diminution in the value of the interest in the cash collateral, (b) adequate insurance coverage on all personal property assets, and (c) periodic reports and information, including DIP reports, among others. A copy of the Interim Order is available at https://is.gd/cFQiSx from PacerMonitor.com at no charge. The Debtor has sought permission to use cash collateral in order to pay necessary operating expenses during the pendency of its Chapter 11 case. About Peak Serum, Inc. Headquartered in Wellington, Colo., Peak Serum is a privately owned and independent supplier of life science laboratory products. Its core focus is Fetal Bovine Serum (FBS) for cGMP / clinical trial research and diagnostics applications. The Company offers a wide range of 100% US Origin and USDA-Approved FBS products for all levels of research compliance. The Company sought Chapter 11 protection (Bankr. D. Colo. Case No. 19-19802) on Nov. 13, 2019 in Denver, Colorado. At the time of filing, the Debtor recorded total assets at $956,300 and total liabilities at $3,580,644. The petition was signed by Thomas Kutrubes, president and CEO. The Hon. Joseph G. Rosania Jr., is the case judge. WADSWORTH GARBER WARNER CONRARDY, P.C., represents the Debtor. PERKINS & MARIE: Assets Sold; Files Liquidating Plan ---------------------------------------------------- Perkins & Marie Callender's, LLC, and its affiliated debtors filed with the U.S. Bankruptcy Court for the District of Delaware a Combined Disclosure Statement and Chapter 11 Plan of Liquidation. In September 2019, the Debtors conduction an auction where the Debtors declared: (i) Huddle House, Inc., as the successful bidder for the Perkins Business Assets for a cash purchase price of $51,500,000; (ii) Fairfield Gourmet Food Corp. as the successful bidder for the Ohio Business Assets for a cash purchase price of $18,700,000, and (iii) Marie Callenders, Inc., as the successful bidder for the MC Business Assets and the California Business Assets for a cash purchase price of $1,750,000. The sales closed on Oct. 22, 2019. As of the Filing Date, the Debtors had outstanding $8,100,000 in unpaid unsecured trade debt to their vendors and suppliers. Holders of allowed general unsecured claims will receive: (i) unless and until the Deficiency Threshold Trigger occurs, each Holder of an Allowed General Unsecured Claim shall receive a share of each Distribution of the GUC Plan Consideration Pro Rata with other Holders of Allowed General Unsecured Claims; and (ii) upon and after the occurrence of the Deficiency Threshold Trigger, each Holder of an Allowed General Unsecured Claim shall receive a share of each further Distribution of GUC Plan Consideration Pro Rata with other Holders of Allowed General Unsecured Claims. A full-text copy of the Combined Plan and Disclosure Statement is available at https://tinyurl.com/t5pjjsp from PacerMonitor.com at no charge. The Debtors are represented by: RICHARDS, LAYTON & FINGER, P.A. Daniel J. DeFranceschi Michael J. Merchant Zachary I. Shapiro Brett M. Haywood One Rodney Square 920 North King Street Wilmington, Delaware 19801 Tel: 302-651-7700 Fax: 302-651-7701 E-mail: defranceschi@rlf.com merchant@rlf.com shapiro@rlf.com haywood@rlf.com - and - AKIN GUMP STRAUSS HAUER & FELD LLP Scott L. Alberino Joanna Newdeck 2001 K Street, N.W. Washington, DC 20006 Telephone: (202) 887-4000 Facsimile: (202) 887-4288 Gary A. Ritacco One Bryant Park New York, New York 10036 Telephone: (212) 872-1000 Facsimile: (212) 872-1002 About Perkins & Marie Callender's Perkins & Marie Callender's, LLC -- http://www.perkinsrestaurants.com/and http://www.mariecallenders.com/-- are operators and franchisors of family-dining and casual-dining restaurants under their two highly-recognized brands: (i) their full-service family dining restaurants located primarily in Minnesota, Iowa, Wisconsin, Ohio, Pennsylvania and Florida under the name "Perkins Restaurant and Bakery" and (ii) their mid-priced, full-service casual-dining restaurants, specializing in the sale of pies and other bakery items, located primarily in California and Nevada under the name "Marie Callender's Restaurant and Bakery". The company was formed in 2006 following the combination of the Perkins Restaurant & Bakery chain with Marie Callender's. As of the Petition Date, the Debtors owned 111 Perkins restaurants located in 11 states, and franchise 255 Perkins restaurants located in 30 states and four Canadian provinces. Meanwhile, it owned or operated 28 Marie Callender's restaurants located in three states, and franchise 21 Marie Callender's restaurants located in two states and Mexico. On Aug. 5, 2019, Perkins & Marie Callender's and nine affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 19-11743). Perkins & Marie was estimated to have $50 million to $100 million in assets and $100 million to $500 million in liabilities. The Hon. Kevin Gross oversees the jointly administered cases. The Debtors tapped Akin Gump Strauss Hauer & Feld LLP as bankruptcy counsel; Richards, Layton & Finger, P.A. as local counsel; Houlihan Lokey, Inc., as investment banker; and FTI Consulting as financial advisor. Kurtzman Carson Consultants LLC is the claims agent. The Office of the U.S. Trustee appointed a committee of unsecured creditors on Aug. 14, 2019. PERKINS & MARIE: Dec. 19, 2019 Plan Confirmation Hearing Set ------------------------------------------------------------ Perkins & Marie Callender's, LLC and its affiliated debtors filed with the U.S. Bankruptcy Court for the District of Delaware a motion for the entry of an order approving their Combined Disclosure Statement and Plan. On Nov. 7, 2019, Judge Kevin Gross conditionally approved the Combined Disclosure Statement and plan for solicitation purposes only and established the following dates and deadlines: * Nov. 26, 2019, at 4:00 p.m. is the deadline for any Claimholder seeking to challenge the allowance of its claim for voting purposes in accordance with the Tabulation Procedures. * Dec. 10, 2019, at 4:00 p.m. is the deadline to properly execute all ballots in order to be counted as votes to accept or reject the combined disclosure statement and plan. * Dec. 10, 2019, at 4:00 p.m. is the deadline to file objections to confirmation of the Combined Disclosure Statement and Plan on any ground, including the adequacy of the disclosures. * Dec. 19, 2019, at 2:00 p.m. is the Plan confirmation hearing. A full-text copy of the order is available at https://tinyurl.com/ubqcovg from PacerMonitor.com at no charge. About Perkins & Marie Callender's Perkins & Marie Callender's, LLC, -- http://www.perkinsrestaurants.com/and http://www.mariecallenders.com/-- are operators and franchisors of family-dining and casual-dining restaurants under their two highly-recognized brands: (i) their full-service family dining restaurants located primarily in Minnesota, Iowa, Wisconsin, Ohio, Pennsylvania and Florida under the name "Perkins Restaurant and Bakery" and (ii) their mid-priced, full-service casual-dining restaurants, specializing in the sale of pies and other bakery items, located primarily in California and Nevada under the name "Marie Callender's Restaurant and Bakery". The company was formed in 2006 following the combination of the Perkins Restaurant & Bakery chain with Marie Callender's. As of the petition date, the Debtors owned 111 Perkins restaurants located in 11 states, and franchise 255 Perkins restaurants located in 30 states and four Canadian provinces. Meanwhile, it owned or operated 28 Marie Callender's restaurants located in three states, and franchise 21 Marie Callender's restaurants located in two states and Mexico. On Aug. 5, 2019, Perkins & Marie Callender's and nine affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 19-11743). Perkins & Marie estimated $50 million to $100 million in assets and $100 million to $500 million in liabilities. The Hon. Kevin Gross oversees the jointly administered cases. The Debtors tapped Akin Gump Strauss Hauer & Feld LLP as bankruptcy counsel; Richards, Layton & Finger, P.A. as local counsel; Houlihan Lokey, Inc., as investment banker; and FTI Consulting as financial advisor. Kurtzman Carson Consultants LLC is the claims agent. The Office of the U.S. Trustee appointed a committee of unsecured creditors on Aug. 14, 2019. PNW HEALTHCARE: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Lead Debtor: PNW Healthcare Holdings, LLC 3220 Rosedale St. NW, Suite 200 Gig Harbor, WA 98335 Business Description: Aldercrest Health & Rehabilitation Center and its subsidiaries -- http://www.aldercrestskillednursing.com -- are providers of long-term skilled nursing care and short-term rehabilitation solutions. Aldercrest Health & Rehabilitation Center has been serving North King and Snohomish Counties since 1975. Chapter 11 Petition Date: November 22, 2019 Court: United States Bankruptcy Court Western District of Washington (Seattle) Nineteen affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- PNW Healthcare Holdings, LLC (Lead Case) 19-43754 Aldercrest Health-Edmonds, LLC 19-14284 Bremerton Health, LLC 19-14285 Crestwood Convalescent-Port Angeles, LLC 19-14286 Forest Ridge Health-Bremerton, LLC 19-14287 North Auburn Health, LLC 19-14288 Sequim Health, LLC 19-14289 Cherrywood Place-Spokane, LLC 19-43755 Fir Lane Health-Shelton, LLC 19-43756 Care Center East Health-Portland, LLC 19-43757 Franklin Hills Health-Spokane, LLC 19-43758 Gardens on University-Spokane Valley, LLC 19-43759 Ivy Court-Coeur d'Alene, LLC 19-43760 LaCrosse Health-Coeur d'Alene, LLC 19-43761 Meadow Park Health-St Helen, LLC 19-43762 PNW Master Tenant I, LLC 19-43763 PNW Master Tenant II, LLC 19-43764 Puget Sound Healthcare-Olympia, LLC 19-43765 Riverside Nursing-Centralia, LLC 19-43766 Judge: Hon. Christopher M. Alston Debtors' General Bankruptcy Counsel: Ashley M. McDow, Esq. FOLEY & LARDNER LLP 555 S. Flower Street, Ste. 3300 Los Angeles, CA 90071 Tel: 213-972-4615 213-972-4500 Fax: 213-486-0065 Email: amcdow@foley.com Debtors' Co-Bankruptcy and Conflicts Counsel: D. BUGBEE & SCALIA, PLLC Debtors' Financial Advisor: GETZLER HENRICH & ASSOCIATES LLC Debtors' Notice, Claims, & Balloting Agent and Administrative Advisor: OMNI AGENT SOLUTIONS https://is.gd/EinIEF Aldercrest Health-Edmonds' Estimated Assets: $1 million to $10 million Aldercrest Health-Edmonds' Estimated Liabilities: $1 million to $10 million PNW Healthcare's Estimated Assets: $0 to $50,000 PNW Healthcare's Estimated Liabilities: $1 million to $10 million The petitions were signed by Dov E. Jacobs, manager. Full-text copies of two of the petitions are available for free at: http://bankrupt.com/misc/wawb19-14284.pdf http://bankrupt.com/misc/wawb19-43754.pdf PNW Healthcare Holdings stated it has no unsecured creditors. List of Aldercrest Health-Edmonds' 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. State Of Washington Vendor $203,849 P.O. Box 9501 Olympia, WA 98507-9501 2. Omnicare, Inc. Vendor $186,895 Dept 781668 P.O. Box 78000 Detroit, MI 48278 3. Canyon Nh LLC Vendor $125,017 c/o Cascade Capital Group, LLC 3450 Oakton Group, LLC Skokie, IL 60076 4. Serene Nursing Services LLC Vendor $79,097 2421 121st St Sw Everett, WA 98204 5. Washington State Dept Of Vendor $78,283 Labor & Industries P.O. Box 24106 Seattle, WA 98124 6. Healthcare Services Group Inc. Vendor $55,189 3220 Tillman Dr, Ste 300 Bensalem, PA 19020 7. Twin Med Vendor $44,881 P.O. Box 847340 Los Angeles, CA 90084-7340 8. Catherine Yoo Vendor $40,000 P.O. Box 844929 Los Angeles, CA 90084-4929 9. Dynamic Medical Systems, LLC / Vendor $35,116 Joerns Healthcare P.O. Box 936446 Atlanta, GA 31193-6446 10. Eastgate Staffing Agency Vendor $28,740 4957 Lakemont Blvd Se, Ste C4-103 Bellevue, WA 98006 11. Cornerstone Healthcare Vendor $22,240 Services, LLC 3220 Rosedale St. NW, Suite 200 Gig Harbor, WA 98335 12. University Mechanical Vendor $19,238 Contractors, Inc 11611 49th Pl West Mukliteo, WA 98275-4255 13. Apex Global Solutions, LLC Vendor $16,321 400 Rella Blvrd, Ste 200 Montebello, NY 10901 14. Hocs Consulting Vendor $14,560 3009 Ave K Brooklyn, NY 11210 15. Medilogix, LLC Vendor $13,920 P.O. Box 677224 Dallas, TX 75267-7224 16. Remed Services Vendor $10,832 3424 Oakton St 102 Skokie, IL 60076 17. Washington Health Care Association Vendor $8,573 303 Cleveland Ave Se, Ste 206 Tumwater, WA 98501 18. Natural Wave/Rc Inc. Vendor $7,865 P.O. Box 447 Kent, WA 98035 19. Indeed, Inc. Vendor $7,500 P.O. Box 660367 Dallas, TX 75266-0367 20. Kci USA Vendor $6,490 P.O. Box 301557 Dallas, TX 75303-1557 PRIDE TRUCK: Seeks to Use Cash, Provide Adequate Protection Reserve ------------------------------------------------------------------- Pride Truck Wash, LLC, asks the Bankruptcy Court for authority to use cash collateral. The Debtor proposes to calculate and pay into reserve an amount that reflects adequate protection as provision in the event that a secured creditor proves that it is entitled to adequate protection payment. The said amount will be held on behalf of such creditor. The Debtor, nevertheless submits that it is possible that none of its secured creditors are properly perfected and thus entitled to receive adequate protection. Debtor says it urgently needs working capital to continue its ordinary course business operations and is unable to obtain post-petition financing from any source other than the collateral secured by the Sutherland Loan Facilities. The Debtor seeks a final hearing on the motion. About Pride Truck Wash Pride Truck Wash, LLC is a privately held company that provides automotive washing and polishing services at its facility located in Shepardsville, Kentucky. The company filed a Chapter 11 petition Date (Bankr. S.D. Ind. Case No. 19-08369) on Nov. 8, 2019 in Indianapolis, Indiana. In the petition signed by Jay Bryant, president, the Debtor reported total assets at $283,307, and total liabilities at $2,696,966. Judge Jeffrey J. Graham is the presiding judge. KC COHEN, LAWYER, PC, is the Debtor's counsel. PURDUE PHARMA: Amends Case Stipulation With UCC, Shareholders ------------------------------------------------------------- Purdue Pharma L.P. and its affiliated debtors, the Official Committee of Unsecured Creditors Committee appointed in the Debtors' chapter 11 cases, and Beacon Company and Rosebay Medical Company L.P. ("Shareholder Parties" entered into an amended and restated case stipulation. On Oct. 11, 2019, the Debtors, the Shareholder Parties, and the UCC entered into a Case Stipulation Among the Debtors, the Official Committee of Unsecured Creditors and Certain Related Parties. The Parties have conferred, and will continue to confer, in good faith on a variety of matters with respect to these cases, including the Preliminary Injunction Motion, and have reached the agreements set forth below, which amend and restate the UCC Stipulation. The Amended Stipulation provides that: * Initial Covered Sackler Persons and the Additional Covered Sackler Persons (the Covered Parties) shall cooperate in good faith to permit prompt and full UCC access to documents produced by the Covered Parties in the MDL litigation and all other civil litigation other than with respect to the Department of Justice, by October 25, 2019, and will consider in good faith the provision of any extant indexes or similar documents that would assist in the navigation of such produced documents. * The Debtors and the UCC will, after written notice to the Covered Parties delivered on or after the 90th day after entry of this Stipulation and Order January 19, 2020, have the right to seek discovery of the Covered Parties whether under Rule 2004 of the Federal Rules of Bankruptcy Procedure or otherwise, and, should the Debtors or the UCC seek such discovery, all voluntary diligence and informational obligations of the Covered Parties hereunder shall immediately terminate. * In the event of the death of a Covered Party who is a natural person, other than a natural person who is a Covered Party solely in the capacity of a trustee, the estate of such person shall become a Covered Party under this Stipulation. * The Initial Covered Sackler Persons agree not to actively engage in the opioid business in the United States and that they will not take any action that would interfere with the Debtors’ compliance with its obligations under the Voluntary Injunction. A red-lined version of the Amended Stipulation is available at https://tinyurl.com/w8ckexx from PacerMonitor.com at no charge. About Purdue Pharma Purdue Pharma L.P. and its subsidiaries -- http://www.purduepharma.com/-- develop and provide prescription medicines and consumer products that meet the evolving needs of healthcare professionals, patients, consumers and caregivers. Purdue's subsidiaries include Adlon Therapeutics L.P., focused on treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and related disorders; Avrio Health L.P., a consumer health products company that champions an improved quality of life for people in the United States through the reimagining of innovative product solutions; Imbrium Therapeutics L.P., established to further advance the emerging portfolio and develop the pipeline in the areas of CNS, non-opioid pain medicines, and select oncology through internal research, strategic collaborations and partnerships; and Greenfield Bioventures L.P., an investment vehicle focused on value-inflection in early stages of clinical development. Opioid makers in the U.S. are facing pressure from a crackdown on the addictive drug in the wake of the opioid crisis and as state attorneys general filed lawsuits against manufacturers. More than 2,000 states, counties, municipalities, and Native American governments have sued Purdue Pharma and other pharmaceutical companies for their role in the opioid crisis in the U.S., which has contributed to the more than 700,000 drug overdose deaths in the U.S. since 1999. OxyContin, Purdue Pharma's most prominent pain medication, has been the target of over 2,600 civil actions pending in various state and federal courts and other fora across the United States and its territories. On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.19-23649), after reaching terms of a preliminary agreement for settling the massive opioid litigation facing the Company. The Company's consolidated balance sheet on Aug. 31, 2019, showed $1.972 billion in assets and $562 million in liabilities. U.S. Bankruptcy Judge Robert Drain, in White Plains, New York, has been assigned to oversee Purdue's Chapter 11 case. Davis Polk & Wardwell LLP and Dechert LLP are serving as legal counsel to Purdue. PJT Partners is serving as an investment banker, and AlixPartners is serving as financial advisor. Prime Clerk LLC is the claims agent. RUBEN JASSO: Unsecureds to Recover Up to 33% Under Plan ------------------------------------------------------- Debtor Ruben Jasso Trucking, LLC filed with the Bankruptcy Court for the Western District of Texas, El Paso Division, a Third Amended Disclosure Statement describing its Third Amended Plan of Reorganization. Class 12 General unsecured claims will be paid in 54 installments of $3,000 each, every month except December and January, commencing Feb. 15, 2020; plus 10 monthly payments of $1,500 each, on the 15th days of each December, and January commencing Dec. 15, 2020. The total to be paid in the pool is $177,000, or an estimated dividend of 37.33% to the pool. Any conflict between the estimated dividend percentage and the gross $177,000 amount, is to be resolved in favor of the gross amount. However, if the result of the ad valorem tax appeal is that RJT has to pay more than $100,000 in additional payments on Class 3A taxes, then as that $100,000 is being paid in Class 3A, contemporaneous payments to Class 12 shall diminish by 50 cents on each dollar for every dollar of the increase-over $100,000 that RJT has to pay to Class 3A, spread over the remaining payout to Class 12. The Class 12 creditors will be notified of the outcome of the appeal of the Class 3A tax liability within thirty days of its finality. Mr. Ruben Jasso will retain his managing member interest. In exchange, on effective date of confirmation, he will infuse into the Debtor the cash sum of $50,000 from refinancing his Texas homestead. The $50,000 is to be used to pay priority expenses in this case, such as court-approved attorney's fees, United States Trustee's fees, and priority and postpetition taxes, and finally general unsecured claims if any residual funds are left. None of the $50,000 is to be used to benefit insiders of the Debtor. The sources of the Debtor's payments to creditors will be the following: a. Regular operations, which means receiving vehicle rental from 3NR, LLC. b. 35 payments of $3,619 each over the next five years from 3NT, LLC to recover the debt for $126,666 owed to the Debtor by 3NT, LLC as of petition date. c. A one-time contribution of $50,000 in cash from Ruben Jasso as a new capital for the Debtor on account of the retention of his membership in the Debtor. The source of the funds is to be a refinancing of his homestead. A full-text copy of the Third Amended Plan is available at https://tinyurl.com/tgw29p5 from PacerMonitor.com at no charge. About Ruben Jasso Trucking Ruben Jasso Trucking, LLC, is a commercial trucking company. It was formed July 10, 2006 by Ruben Jasso and was consistently profitable for the enxt nine years, principally serving the maquiladora-automotive industry along the border between Juarez, Mexico and El Paso, Texas. As of the bankruptcy filing, its fleet of commerical vehicles numbered 45 over-the-road tractors, 47 over-the-road trailers, and 3 local delivery trucks. Ruben Jasso Trucking filed a Chapter 11 bankruptcy petition (Bankr. W.D. Tex. Case No. 18-31630) on Sept. 28, 2018. In the petition signed by Ruben Jasso, managing member, the Debtor estimated $1 million to $10 million in assets and liabilities. The case is assigned to Judge Christopher H. Mott. The Debtor hired E.P. Bud Kirk, Esq., at Law Office of E.P. Bud Kirk, as counsel. S.A.S.B. INC: Gets Authority to Use Cash Collateral on Final Basis ------------------------------------------------------------------ Judge Erik P. Kimball of the U.S. Bankruptcy Court for the Southern District of Florida authorized S.A.S.B., Inc. to use cash collateral in the regular course of its business affairs as set forth in the Final Order. The Debtor's authorization to use cash collateral is limited to a variance not to exceed 10% of any particular line item expense on the budgets, unless otherwise agreed in writing between the parties or by Order of the Court and is subject to the Motion for Authorization to Pay Officer Compensation, which is scheduled for hearing on Dec. 5, 2019 Smith Drug Company and H.D. Smith Wholesale Drug Co claim a security interest in the collateral. A copy of the Final Order is available for free at https://tinyurl.com/vq8z7bh from Pacermonitor.com About S.A.S.B. Inc. Based in Okeechobee, Fla., S.A.S.B., Inc., filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 19-23357) on Oct. 4, 2019, listing under $1 million in both assets and liabilities. The case has been assigned to Judge Erik P. Kimball. Craig I. Kelley, Esq., at Kelley, Fulton & Kaplan, P.L. is the Debtor's counsel. The U.S. Trustee, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of S.A.S.B., Inc., according to court dockets. SANTA FE IMPORTS: Seeks Access to Cash Collateral Thru Feb. 2020 ---------------------------------------------------------------- Santa Fe Imports Inc., seeks permission from the Bankruptcy Court to use cash collateral for the period from Dec. 3, 2019 through Feb. 29, 2020, pursuant to the budget. The Debtor intends to use the cash collateral to make payments for equipment, payroll, payroll taxes, gross receipts taxes, insurance, materials and supplies, other expenses included in the ordinary course of the Debtor's business, as well professional fees and expenses related to its Chapter 11 case. The budget for Dec. 2019 provides for total cost of sales at $602,727, and total sales, general and administrative expenses at $105,541. A copy of the budget is available as Exhibit B at https://is.gd/HpeFUc from PacerMonitor.com free of charge. The Debtor proposes that: (a) the Cash Collateral Claimants will continue to have a security interest upon all assets in which the Cash Collateral Claimants had a lien or security interest as of the Petition Date, with the same validity, priority and extent that existed at that time; (b) the Cash Collateral Claimants will be granted liens against property of the same type as the Pre-Petition Collateral acquired by the Debtor post-petition, to the extent of any reduction or diminution in the value of the Cash Collateral Claimants' collateral; (c) the Debtor will ensure that the balance of its bank accounts as of the end of each calendar month during the Cash Collateral Period be no less than $100,000, the aggregate bank account balance as of the Petition Date; and (d) upon the sale of any of the Debtor's inventory (the purchase of which was financed by Bank of America N.A., or purchased using proceeds from the sales of vehicles financed directly or indirectly by BofA), the Debtor will remit to BofA the amount financed under the Loan Agreement between the Debtor and BofA. A copy of the Motion is available at https://is.gd/HpeFUc from PacerMonitor.com at no charge. About Santa Fe Imports Santa Fe Imports Inc., which conducts business as Santa Fe Mazda Volvo, is an automobile dealer in Santa Fe, N.M. It offers new and used cars, vans, trucks, sport utility vehicles, parts and accessories. Santa Fe Imports sought Chapter 11 protection (Bankr. D.N.M. Case No. 19-11985) on Aug. 29, 2019 in Albuquerque, New Mexico. In the petition signed by Tersila Sanchez-Careswell, general manager, the Debtor estimated both assets and liabilities at $1 million to $10 million. The Hon. David T. Thuma oversees the Debtor's case. Askew & Mazel, LLC is the Debtor's bankruptcy counsel. SEAWALK INVESTMENTS: Unsecureds Get 25% Each Year for 4 Years ------------------------------------------------------------- Debtor Seawalk Investments, LLC, filed with the U.S. Bankruptcy Court for the Middle District of Florida, Jacksonville Division, an amendment to its chapter 11 plan of reorganization. With respect to the secured claim of T.L. Hapsis Trust in the agreed claim amount $425,000 (Class 8), the Debtor will make interest-only payments beginning on or by Dec. 15, 2019, based upon $425,000 at 6% interest per annum, which the parties agree will be $2,125 per month, payable by U.S. Mail or hand delivery or by depositing or transferring the payment into a bank account that Hapsis agrees to designate. In full satisfaction of general unsecured claims totaling $47,000 (Class 14), the Reorganized Debtor will make 4 level annual payments of 25% of each creditor's allowed claim amount plus interest, on the first, second, third and fourth anniversary of the Effective Date. A full-text copy of the Amended Plan is available at https://tinyurl.com/ts9vgjz from PacerMonitor.com at no charge. About Seawalk Investments Seawalk Investments, LLC, a privately held company in Jacksonville, Fla., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-01010) on March 21, 2019. 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. Judge Jerry A. Funk oversees the case. The Debtor hired Wilcox Law Firm as its bankruptcy counsel. SECOND PROGRESSION: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Second Progression LLC 600 3rd St. Cedar Rapids, IA 52401 Debtor Disposition: Dismissed for Other Reason on November 1, 2019 Business Description: Second Progression LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: September 11, 2019 Court: United States Bankruptcy Court Northern District of Iowa (Cedar Rapids) Case No.: 19-01253 Judge: Hon. Thad J. Collins Debtor's Counsel: Mark A. Critelli, Esq. CRITELLI LAW FIRM P.C. 2924 104th St. Urbandale, IA 50322 Tel: 515-255-8750 E-mail: critellilawfirm@gmail.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Kale Roscoe, managing member. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/ianb19-01253.pdf SEDGWICK LLP: Dec. 12 Hearing on Disclosure Statement Set --------------------------------------------------------- On Nov. 7, 2019, Sedgwick LLP filed Joint Plan of Liquidation and Disclosure Statement in Support of Joint Plan of Liquidation under section 1125 of the Bankruptcy Code. The Debtor filed a motion on the same day seeking approval of the Disclosure Statement and procedures to solicit votes for the Plan in connection with the Debtor's pursuit of confirmation of the Plan. A hearing to consider approval of the Disclosure Statement will be held at the Office of Honorable Hannah L. Blumenstiel at the U.S. Bankruptcy Court for the Northern District of California on Dec. 12, 2019 at 10:00 a.m., Pacific time. The last day to receive objections for the Disclosure Statement will be Dec. 5, 2019 at 4:00 p.m., Pacific time. About Sedgwick LLP Sedgwick LLP is a San Francisco, California-based firm that legal advisory services. The firm's focus areas include antitrust, bankruptcy, business and commercial litigation, intellectual property, mass tort, reinsurance, surety, and estate planning. Sedgwick LLP was founded in 1933 and has offices in Chicago, Dallas, Kansas City, London, Los Angeles, Miami, New York and Seattle. Sedgwick LLP filed for bankruptcy protection (Bankr. N.D. Cal. Case No. 18-31087) on Oct. 2, 2018. In the petition signed by Curtis D. Parvin, chair of Dissolution Committee, the Debtor was estimated to have assets and liabilities of $1 million to $10 million. The case is assigned to Judge Hannah L. Blumenstiel. The Debtor tapped John W. Lucas, Esq., Richard M. Pachulski, Esq., and John D. Fiero, Esq. of Pachulski Stang Ziehl & Jones LLP, as counsel. The official committee of unsecured creditors initially tapped Pillsbury Winthrop Shaw Pitman LLP as counsel, but the committee later retained Baker & Hostetler LLP as substitute counsel. SEDGWICK LLP: Unsec. Creditors to Get 12.8% in Liquidating Plan --------------------------------------------------------------- Sedgwick LLP is proposing a Chapter 11 that provides that: * Class 1 Insured Malpractice Claims. Estimated recovery: 100% from insurance. Each holder of an Insured Malpractice Claim shall receive the following treatment: (a) the automatic stay under Section 362 of the Bankruptcy Code shall be deemed modified to permit the holder of a Class 1 Claim to prosecute its claim to judgment in any applicable court of competent jurisdiction; (b) The holder will be deemed to waive its Class 1 Claim against the Debtor and the Estate and shall not be entitled to any distribution under the Plan, (c) The holder shall limit its recourse on account of its Class 1 Claim solely to the proceeds payable by any insurer under any of the applicable Malpractice Policy; and (d) Any recovery obtained by the holder on account of its Class 1 Claim shall (i) in the event of a judgment, be deemed reduced by the amount of any Insurance Deductible applicable to such Claim under any applicable Malpractice Policy, or (ii) in the event of a settlement, be deemed to satisfy the amount of any Insurance Deductible applicable to such Claim under any applicable Malpractice Policy. In the alternative, at the election of the holder of a Class 1 Claim, such holder shall instead receive the treatment provided by the Plan for the holders of Allowed Unsecured Claims under Class 2 of the Plan. For purposes of this Section 4.1 of the Plan, an election shall mean the written acceptance submitted by the holder of a Class 1 Claim accepting the Plan on the Ballot in connection with solicitation of votes under the Plan. * Class 2 Unsecured Claims totaling $20.4 million. Estimated recovery: 12.8%. Each holder of an Allowed Class 2 Claim shall receive, a Pro Rata Share of Net Available Cash after deductions for the payment (or appropriate reserve for) the Allowed Claims of senior classes of Claims and reserves for Disputed Claims, Professional Fees and/or Plan Expenses. To the extent that all Allowed Class 2 Claims have been paid in full, including post-petition interest, any remaining funds in the Claims Reserve Account shall be used by the Liquidating Trust to fund distributions to the holders of Allowed Interests in Class 3. * Class 3 Interests. Estimated recovery: 0%. The Interest Holders shall have no ability to direct or control the affairs of the Liquidating Trust. Interest Holders shall receive nothing under the Plan until the Allowed Claims of Class 2 is paid in full, including post-petition interest, at which point all Net Available Cash, net of amounts reserved for Disputed Claims, Professional Fees and/or Plan Expenses, shall be paid to the Interests Holders consistent with the extent of their Interests. The Plan provides for the Debtor to continue its wind-down efforts after confirmation with its administration to be handled by the Liquidating Trustee replacing the Dissolution Committee as the responsible party. The Plan also embodies and seeks approval of the Former Partner Settlement, which is a settlement between the Debtor and its Estate and forty-seven Former Partners of the Debtor pursuant to which: (i) the Settling Former Partners will pay the Estate $1,921,000 on or before 14 days after Effective Date; (ii) Debtor's counsel will reduce its allowed fees on its final fee application by $10,500; (iii) the Debtor and its Estate will release all claims against the Settling Former Partners; (iv) the Settling Former Partners will release all claims against the other Settling Former Partners; and (v) the consideration paid by the Settling Former Partners is conditioned on the implementation of Section 9.4 of the Plan and a good faith finding pursuant to Section 877.6 of the California Code of Civil Procedure. In addition to the forty-seven Settling Former Partners who are parties to the existing Former Partner Settlement, additional Former Partners may reach settlements with the Proponents; however, any new settlement with a Former Partner is conditioned upon an agreement with the Committee and Debtor. Any Former Partner who becomes a Settling Former Partner will be entitled to the benefit of Section 9.4 of the Plan and Section 877.6 of the California Code of Civil Procedure and such partner will be required to release the other Settling Former Parties. The Plan contemplates the liquidation of all of the Debtor's assets - which shall be transferred to the Liquidating Trust as Liquidating Trust Assets—for the benefit of the holders of Allowed Claims and Allowed Interests, if any. The resulting funds, after payment of Plan Expenses, will be made available for distribution to holders of Allowed Claims and Allowed Interests, if any, in accordance with the terms of the Plan. The Liquidating Trustee's operation of the Liquidating Trust will be for the purpose of liquidating and monetizing Liquidating Trust Assets, which consist primarily of the Accounts Receivables, Retained Claims, and Defenses. From and after the Effective Date, the Liquidating Trust, acting through the Liquidating Trustee, will expeditiously seek to collect, liquidate, sell and/or reduce to Cash all Liquidating Trust Assets, including, without limitation, through pursuit of the Accounts Receivables, Retained Claims, and Defenses, and use the proceeds thereof and the existing cash on hand to fund the Plan. As set forth in this Disclosure Statement, the Proponents believe that the Plan will allow the holders of Unsecured Claims to receive a meaningful return on account of their Allowed Claims against the Debtor, which in part will depend upon the collection of outstanding Accounts Receivables, the outcome of litigation of Retained Claims, and the ultimate allowance of Claims. Payments under the Plan (as well as the operating costs of the Liquidating Trust) will be funded through a combination of: (1) cash on hand, (2) the collection of accounts receivable, (3) equity distributions from the U.K. LLP, (4) the Former Partner Settlement, and (5) the proceeds of causes of actions against third parties (referred to in the Plan as the Avoidance Actions and Retained Claims and Defenses). The Plan requires payments totaling $785,000 be made to the holders of certain Professional Fee Claims, Administrative Claims and Priority Claims on the Effective Date (the "Effective Date Payments"). The Debtor estimates it will have sufficient cash with which to make the required payments under the Plan. Post-Effective Date distributions to Creditors under the Plan will depend to a great extent on the successful prosecution and/or settlement of claims and actions against third parties; therefore, it is impossible to predict, at this moment, the exact timing or amount of distributions to Class 2 General Unsecured Creditors. Assuming the projected recoveries are realized, at present, the Debtor estimates that an initial distribution to Class 2 General Unsecured Creditors should be made within nine months after Confirmation but such date and timing will be within the determination and discretion of the Liquidating Trustee and the Oversight Committee. As distributions to Class 2 General Unsecured Creditors are made on a pro rata basis, the amount of distributions to Unsecured Creditors will also depend on the total dollar amount of Allowed Claims in each Class. The Debtor has not completed its analysis of every Claim. Nor has it completed the process of objecting to Claims. The Debtor's best estimate, however, at this time, is that if all potential objections to Claims were resolved in its favor, the total amount of Allowed Class 2 General Unsecured Claims would be approximately $20,400,000. The amount of Class 2 Claims in excess of $20,400,000 that remain in dispute is approximately $8,000,000. For the reasons set forth in the Disclosure Statement, the Debtor and the Committee believe the Plan provides the best mechanism available for maximizing returns to Creditors and they urge Creditors to vote to accept the Plan. A full-text copy of this Disclosure Statement is available at https://tinyurl.com/wgvmkgd from PacerMonitor.com at no charge. About Sedgwick LLP Sedgwick LLP is a San Francisco, California-based firm that legal advisory services. The firm's focus areas include antitrust, bankruptcy, business and commercial litigation, intellectual property, mass tort, reinsurance, surety, and estate planning. Sedgwick LLP was founded in 1933 and has offices in Chicago, Dallas, Kansas City, London, Los Angeles, Miami, New York and Seattle. Sedgwick LLP filed for bankruptcy protection (Bankr. N.D. Cal. Case No. 18-31087) on Oct. 2, 2018. In the petition signed by Curtis D. Parvin, chair of Dissolution Committee, the Debtor estimated assets and liabilities of $1 million to $10 million. The case is assigned to Judge Hannah L. Blumenstiel. The Debtor tapped John W. Lucas, Esq., Richard M. Pachulski, Esq., and John D. Fiero, Esq. of Pachulski Stang Ziehl & Jones LLP, as counsel. The official committee of unsecured creditors initially tapped Pillsbury Winthrop Shaw Pitman LLP as counsel, but the committee later retained Baker & Hostetler LLP as substitute counsel. SHOPFACTORYDIRECT: CIT to Receive Full Payment in 12 Months, Not 36 ------------------------------------------------------------------- ShopFactoryDirect, Inc., submitted a Modified Disclosure Statement, which modified the prior iteration of the Disclosure Statement as to Class 1 only. Class 1 consists of the Allowed Priority Non-Tax Claim of CIT. This Claim is for goods provided to the Debtor that were received within 20 days prior to the commencement of this Chapter 11 Case, the value of which was $11,499.50. CIT filed Proof of Claim Number 3, alleging a total claim of $16,912.35 of which it claims that $11,499.50 is entitled to priority pursuant to Sections 503(b)(9) and 507(a)(2) of the Bankruptcy Code. In full and final satisfaction of CIT's Allowed Priority Non-Tax Claim, CIT will receive monthly payments of principal and interest, amortized over a period of 12 months at a 5.00% fixed rate of interest. The monthly payments of principal and interest to CIT will be in the amount of $984.44. The first payment will be due 30 days from the Effective Date. The Reorganized Debtor shall be entitled to pay the entire amount of the Allowed Claim of CIT prior to the maturity date without any additional interest, fee or penalties. The prior iteration of the Disclosure Statement and Plan contemplated 36 monthly payments for CIT. Like in the prior iteration of the Disclosure Statement, the Modified Disclosure Statement provides that General Unsecured Claims in Class 5 will be paid in full, except that the maximum sum to be paid shall not be greater than an aggregate sum of $420,377.59 (the "Unsecured Pot") which the Debtor believes is the maximum amount of legitimate Allowed Class 5 Claims. Each holder of an Allowed Unsecured Claim will be paid a Pro Rata share of the Unsecured Pot if not paid in full. Payments will be made over 120 months and shall commence on the thirtieth day after a final order determining all remaining Disputed Claims. Payments will continue until the Unsecured Pot or 100% of all Class 5 Claims are paid in full. A full-text copy of the Modified Disclosure Statement describing the Modified Chapter 11 Plan dated Nov. 11, 2019, is available at https://tinyurl.com/wf34y3s from PacerMonitor.com at no charge. Counsel for the Debtor: Aldo G. Bartolone, Jr. Bartolone Law, PLLC 1030 N. Orange Ave., Suite 300 Orlando, Florida 32801 Telephone: 407-294-4440 Facsimile: 407-287-5544 E-mail: aldo@bartolonelaw.com About ShopFactoryDirect ShopFactoryDirect Inc. operates an e-commerce site -- https://shopfactorydirect.com/ -- that sells home furniture, including bedroom, living room, dining room, office, bar and bar stools, entertainment, bathroom, outdoor and patio, pool and spa, decor and accessories, wall art and mirrors, and area rugs. All of its products are delivered direct from the manufacturer. The Company offers free delivery on all its merchandise within the 48 contiguous United States. ShopFactoryDirect Inc., based in Winter Park, Fla., filed a Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 19-02257) on April 8, 2019. In the petition signed by William A. Bayse, president, the Debtor was estimated to have $0 to $50,000 in assets and $1 million to $10 million in liabilities. Aldo G. Bartolone, Jr., Esq., at Bartolone Law, PLLC, serves as bankruptcy counsel. SIENNA BIOPHARMACEUTICALS: Court Approves Bidding Protocol ---------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware approved the bidder procedures for the sale of substantially all assets of Sienna Biopharmaceuticalas Inc., free and clear of liens, claims encumbrances and other interests. Interested bidders must submit their offers for the Debtor's assets on or before Dec. 2, 2019, at 4:00 p.m. (prevailing Eastern Time). The Debtor will hold an auction on Dec. 5, 2019, at 10:00 a.m. (prevailing Eastern Time), at 885 Third Avenue, New York, New York. Objections to the sale, if any, are due Dec. 6, 2019, at 12:00 p.m. (prevailing Eastern Time). A sale hearing will take place on Dec. 10, 2019, at 10:30 a.m. (prevailing Eastern Time) before the Hon. Mary F. Walrath at 824 N. Market Street, Wilmington, Delaware. 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. Sienna Biopharmaceuticals sought Chapter 11 protection (Bankr. D. Del. Case No. 19-12051) on Sept. 16, 2019. The Debtor disclosed $107,625,000 in assets and $80,642,000 in liabilities as of June 30, 2019. The Hon. Mary F. Walrath is the case judge. The Debtor tapped Latham & Watkins LLP as counsel; Young Conaway Stargatt & Taylor 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. SOUTH ATLANTIC: Involuntary Chapter 11 Case Summary --------------------------------------------------- Alleged Debtor: South Atlantic Regional Center, LLC 9200 Belvedere Road, Suite 202 West Palm Beach, FL 33411 Business Description: South Atlantic Regional Center, LLC is a Florida limited liability company located in Royal Palm Beach. SARC is a United States Citizen and Immigration Services designated Regional Center. Involuntary Chapter 11 Petition Date: November 22, 2019 Court: United States Bankruptcy Court Southern District of Florida (West Palm Beach) Case Number: 19-25762 Judge: Hon. Erik P. Kimball Petitioning Creditor: 160 Royal Palm, LLC Gary Glickstein, Manager c/o Shraiberg, Landau & Page, P.A. 2385 NW Executive Center Dr., #300 Boca Raton, FL 33431 Petitioning Creditor's Nature of Claim & Claim Amount: Final Judgment, $63,996,558 Petitioner's Counsel: Philip J. Landau, Esq. SHRAIBERG, LANDAU & PAGE, P.A. 2385 N.W. Executive Center Dr # 300 Boca Raton, FL 33431 Tel: (561) 443-0800 Email: plandau@slp.law A full-text copy of the Involuntary Petition is available for free at: http://bankrupt.com/misc/flsb19-25762.pdf SOUTHFRESH AQUACULTURE: Bankr. Admin. Has Issues With Plan Outline ------------------------------------------------------------------ Southfresh Aquaculture filed a Disclosure Statement and Plan of Reorganization filed on Oct.17, 2019. The Bankruptcy Administrator for the Northern District of Alabama ("BA") objects to the Plan and Disclosure Statement, citing that: 1. The Disclosure Statement should include language that the Debtor has insured all of its properties for loss caused by fire, theft, liability, collision, casualty and workmens' compensation (if required) as well as information regarding the status of the policies. 2. The Disclosure Statement should include information as to whether there are any environmental concerns associated with any assets of the Debtor. 3. The term "Effective Date" and the proposed payment date to classes of claim/interest holders are not sufficiently defined as an understanding of the meaning of the phrase "as soon as practicable" is required which phrase the BA avers is a time frame that could conceivably never occur. Further, due to the lack of clarity as to the timing of the payment of claim/interest holders it is also unclear to the BA as to the timing of the issuance to Alabama Farmers Cooperative, Inc. of all Interests in the Reorganized Debtor in comparison to the timing of the payment to claim/interest holders. About SouthFresh Aquaculture A subsidiary of Alabama Farmers Cooperative, SouthFresh Aquaculture LLC -- http://www.southfresh.com/-- is a catfish-centered business committed to sustainable aquaculture practices. Founded in 1987, the company's primary business is domestic catfish processing. It processes millions of pounds of catfish per year for food service and retail industries. SouthFresh Aquaculture sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ala. Case No. 19-70152) on Jan. 28, 2019. At the time of the filing, the Debtor was estimated to have assets of between $10 million and $50 million and liabilities of between $10 million and $50 million. The case is assigned to Judge Jennifer H. Henderson. The Debtor tapped Maynard, Cooper & Gale, P.C., as its legal counsel. SPYBAR MANAGEMENT: December 11 Plan & Disclosure Hearing Set ------------------------------------------------------------ Dec. 11, 2019, at 10:30 a.m., is the hearing to consider the Second Amended Disclosure Statement and Second Amended Plan of Reorganization of debtor Spybar Management, LLC, before Honorable Carol A. Doyle, in 742 of the Dirksen Federal Courthouse, 219 S. Dearborn St., Chicago, Illinois. Dec. 6, 2019, is the deadline to file objections to the adequacy of the Debtor's Disclosure Statement or Debtor's Plan. As reported in the TCR, Spybar Management filed a Chapter 11 Plan which provides that allowed non-insider general unsecured claims totaling $231,926.78 will have a projected recovery of 100% They will receive payment in full from operation of business during months 6 to 60. A full-text copy of the Disclosure Statement in support of the Plan dated Nov. 4, 2019, is available at https://tinyurl.com/yybjahah from PacerMonitor.com at no charge. About Spybar Spybar Management, LLC, is an Illinois company organized on Jan. 8, 2008. In conjunction with a non-filing affiliate, Skyline Management Co., Spybar Management operates Spybar Chicago, a nightclub in Chicago's vibrant River North neighborhood. Spybar Management sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 19-05128) on Feb. 27, 2019. The case is assigned to Judge Carol A. Doyle. Gensburg, Calandriello & Kanter P.C. is the Debtor's counsel. STURDIVANT TAYLOR: Seeks to Hire Sunbelt as Real Estate Broker -------------------------------------------------------------- Sturdivant Taylor, LLC and Building Blocks of Madison Crossing Daycare and Learning Center, Inc. seek approval from the U.S. Bankruptcy Court for the Southern District of Mississippi to hire Sunbelt, LLC as their real estate broker. Sunbelt will assist Sturdivant in the sale of its real property located at 243 Yandell Road, Canton, Miss. The firm will get 9 percent of the sales price. Meanwhile, the firm will assist in the sale of Building Blocks' assets, including fixtures, equipment, goodwill, trademarks, trade names and inventory. Building Blocks has agreed to pay the firm 9 percent of the sales price. Ward Wicht, the firm's real estate broker who will be providing the services, disclosed in court filings that he and his firm do not represent any interest adverse to the Debtors and their bankruptcy estates. Sunbelt can be reached through: Ward Wicht Sunbelt, LLC 1636 Popps Ferry Road, Suite 231 Biloxi, MS 39532 Phone: 228-388-7030 Fax: 228-388-0905 About Sturdivant Taylor Sturdivant Taylor, LLC owns and leases real property located at 243 Yandell Road,Canton, Miss., with a building located thereon leased to Building Blocks of Madison Crossing Daycare and Learning Center, Inc. where it operates a daycare. Sturdivant Taylor and Building Blocks sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss. Lead Case No. 19-03561) on Oct. 7, 2019. At the time of the filing, Sturdivant Taylor disclosed assets of less than $50,000 and liabilities of less than $1 million. The cases have been assigned to Judge Neil P. Olack. Hood & Bolen, PLLC is the Debtors' legal counsel. SUMMITSOFT CORPORATION: Seeks Authorization on Cash Collateral Use ------------------------------------------------------------------ Summitsoft Corporation seeks authorization from the U.S. Bankruptcy Court for the District of Nebraska to use cash collateral in the ordinary course of its business. Summitsoft wishes to use up to $17,000 in cash collateral per month, in order to pay its expenses. The sources of the cash collateral include proceeds from the sale of the inventory and the sales proceeds are estimated to be $18,790 per month. Summitsoft is indebted to Newtek Small Business Finance, LLC -- the only secured creditor in this case. The total owed to Newtek as of the date of filing was approximately $469,000. Newtek has a validly perfected security interest, among other personal property, Summitsoft's equipment, accounts receivable, inventory and proceeds, which is cash collateral under section 363 of the Bankruptcy Code. Summitsoft believes there is equity in the personal property, including the cash collateral, over and above the Newtek lien. Summitsoft valued its account receivable at $197,500 and its inventory at $1,770,279. Newtek is also secured on the furniture and fixtures held by Summitsoft and on the intellectual property of Summitsoft, the value of which is currently unknown. Summitsoft offers Newtek a first priority lien in accounts receivable generated post-petition and in inventory produced post-petition. In addition Summitsoft will pay Newtek $1,000 per month during the term of the cash collateral order as additional adequate protection for Newtek's lien in the cash collateral. Included in the budget for the use of cash collateral are wages to employees who have to be paid for their time, including any prepetition time that was unpaid on the date of filing. A copy of the Motion is available for free at https://tinyurl.com/w8je7v7 from Pacermonitor.com Summitsoft Corporation is a publisher of productivity software, including logo design software for PC and Mac computers, website creator software, creative fonts, graphic design software, clip art, graphics, photo editing software and more. Summitsoft sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Neb. Case No. 19-81638) on Nov. 5, 2019. The petition was signed by Bruce H. Lowry, president. At the time of the filing, the Debtor disclosed $1,973,279 in assets and $801,785 in debt. The Hon. Thomas L. Saladino is the case judge. The Debtor is represented by Trev Peterson, Esq. at KNUDSEN, BERKHEIMER, RICHARDSON & ENDACOTT, LLP. SVP: Sullivans File Plan to Distribute Sale Proceeds ---------------------------------------------------- Ross Sullivan and Kelleen Sullivan offer this Plan and Disclosure Statement pursuant to the provisions of Chapter 11 of the Bankruptcy Code for the chapter 11 debtor, SVP. The Plan provides that: * Class 1 (Secured Claims of Finn and Winery Rehabilitation). Each holder of an Allowed Class 1 Claim shall be entitled to receive up to the full amount of its Allowed Secured Claim against each Debtor to the extent of Available Cash held by each Reorganized Debtor at the time of allowance. Until such payment is made, Class 1 Creditors holding Allowed Claims will retain their liens, if any, on the Available Cash. If the Allowed Secured Claims of Class 1 are not paid in full from the Available Cash, any deficiency portion will be treated as a Class 3 claim. * Class 2 (Trade Creditors). Each holder of an Allowed Class 2 Claim shall be paid from Available Cash up to the full amount their Allowed Claims without interest. Such payment shall be senior and prior to the satisfaction of any Class 1 or Class 3 Claim. * Class 3 (Unsecured Claims of Non-Trade Unsecured Creditors). If Available Cash remains, each holder of an Allowed Class 3 Claim shall be paid pro rata from Available Cash up to the full amount their Allowed Claims without interest. Such payment shall be junior and subordinate to satisfaction of any Class 1 or 2 Claim. * Class 4 (Interests in the Debtor). The existing membership interests in the Debtor shall be preserved without alteration, subject to the terms of this Plan. On October 18, 2019, the SVP Trustee and her professionals filed a Stipulation re: Division of Sale Proceeds, Payment of Administrative Expenses, and Liquidation of Unsecured Intercompany Debt (the "Intercompany Stipulation"), in which the trustees agreed to the following salient terms (among others): (a) The gross sale proceeds received by the Estates were first divided 61.43% for SVP and 38.57% for the Debtor. (b) After an adjustment for the payment of interest to WR during 2017 ($390,000 total, with $239,578 allocated to SVP and $150,422 allocated to SVC), the allocation of net proceeds was adjusted: 57.55% to SVP; and 42.4% to SVC. (c) The prepetition debt from SVC to SVP reflected in the schedules of the two debtors was reduced from $2,130,720 to $62,838.56 (in recognition of a $445,721.44 producer's lien secured by sale proceeds and $1,572,160 paid from escrow to Mr. Finn, and elimination of a $50,000 discrepancy). (d) The postpetition administrative claim amount owed by the Debtor to SVP is $572,458.28 ($506,600.20 for 2017 grape purchases, $70,000 in unpaid post-petition rent for February 2017, December 2017, and the first ten days of January 2018, less $4,141.92 in amounts owed by SVP to SVC). As a result, if and when the Intercompany Stipulation is approved by the Bankruptcy Court, Mr. Hoffman (on behalf of the Debtor) will: (a) transfer 57.55 percent of the net sale proceeds from the account he maintained to the SVP account maintained by Ms. Wirum; (b) pay $572,458.28 in administrative expense debt to the SVP estate; and (c) release to Ms. Wirum the $445,721.44 secured by the producer's lien on SVC's share of sale proceeds. Finally, there will be recognition of the reduction in SVP's general unsecured claim in this Bankruptcy Case to $62,838.56, which will be paid as a Class 3 Claim if and when funds are available for distribution to unsecured creditors under this Plan. On the Effective Date, SVC and SVP shall continue in their separate existences until entry of Final Decrees in their Cases, and all property of the SVP Estate shall vest in the Reorganized Debtor pursuant to Bankruptcy Code section 1141(b), free and clear of any and all liens (except for Allowed Secured Claims), encumbrances, or Claims of Creditors. Revesting does not modify the nature of any contracts assumed by the Debtor or the any chapter 11 trustee. A full-text copy of the Disclosure Statement dated Nov. 12, 2019 is available at https://tinyurl.com/wtkwnzs from PacerMonitor.com at no charge. Attorneys for Equity Owners Ross Sullivan and Kelleen Sullivan John D. Fiero (CA Bar No. 136557) PACHULSKI STANG ZIEHL & JONES LLP 150 California Street, 15th Floor San Francisco, California 94111-4500 Tel: 415.263.7000 Fax: 415.263.7010 E-mail: jfiero@pszjlaw.com About Sullivan Vineyards SVP (formerly known as Sullivan Vineyards Partnership), owned land at 1090 Galleron Road, Rutherford, California (the "Winery Property"). SVC, formerly known as Sullivan Vineyards Corporation, is a California corporation formed in 1987 to own and operate the business located at the Winery Property known as Sullivan Vineyards. As is common in the wine industry, the entities used a parallel partnership and corporation structure, with SVP owning the land and SVC owning the winery business. Together with their five children, parents Joanna Sullivan and James O'Neil Sullivan began Sullivan Vineyards as a family business. Sullivan Vineyards Corporation filed a Chapter 11 petition (Bankr. N.D. Cal. Case No. 17-10065), on Feb. 1, 2017, estimating assets at $1 million to $10 million and liabilities at $10 million to $50 million at the time of the filing. Sullivan Vineyards Partnership sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 17-10067) on Feb. 2, 2017, disclosing $18.99 million in assets and $14.27 million in liabilities. The case is assigned to Judge Alan Jaroslovsky. The Debtors are represented by Steven M. Olson, Esq., at the Law Office of Steven M. Olson. At a hearing on Aug. 21, 2017, the Court ordered the appointment of a chapter 11 trustee in both cases. Thereafter, the Office of the United States Trustee selected Timothy Hoffman to be the Trustee of both estates. Later, Mr. Hoffman resigned from his position in the Bankruptcy Case, at which point Andrea Wirum was appointed to serve as the chapter 11 trustee for this Bankruptcy Case On Nov. 10, 2017, Mr. Hoffman filed a Motion to Sell Real and Personal Property Assets, by which the Trustee sold to Vite USA, Inc., substantially all of the Debtor’s real and personal property assets related to the Winery Property. The Bankruptcy Court granted the Sale Motion at a hearing on Dec. 11, 2017. On Jan. 10, 2018, the sale closed. In connection with the closing of the sale, Finn and WR (together, the "Finn Creditors") were paid total consideration of $17,798,405, which sum included $2,647,834 of attorneys' fees and other costs, in addition to principal and interest. TAPZ LLC: Chapter 11 Plan Confirmed; Debtor Discharged ------------------------------------------------------ The U.S. Bankruptcy Court for the District of Oregon on Sept. 18, 2019, confirmed the chapter 11 plan of debtor Tapz, LLC dated June 1, 2019. The property revested in the debtor under the plan is free and clear of all claims and interests of creditors and equity security holders. Commencement or continuation of any action, or of employment of process or any act to collect, recover or offset any such debt as the debtor's personal liability, or from the debtor's property, is enjoined. The Debtor filed a Small Business Plan that provides that non-classified administrative claims will be paid in full on the Effective Date of the plan; all secured claim holders will be impaired and paid as proposed by the Chapter 11 Plan; Administrative Convenience Claims will be paid in full with no interest 30 days after the Effective Date of the Plan; general unsecured claimants will receive approximately 39% of their claims, estimated at approximately $575,000, with no interest, in fifteen equal semi-annual payments of $15,000 starting 120 days after the Effective Date of the Plan although this amount may be paid off sooner. The United States Trustee's Office will continue to receive post-confirmation reporting and timely fee payments as they become due until the case is closed, converted or dismissed. The Effective Date of the Plan will be 60 days after the Court enters an Order Confirming this Chapter 11 Plan. The projected Plan will last approximately seven years but may end sooner. A copy of the Plan Confirmation Order is available at https://is.gd/mZb7le from PacerMonitor.com free of charger. A copy of the Disclosure Statement in support of the Chapter 11 Plan is available at https://is.gd/v0HNi8 About TAPZ LLC Based in Bend, Oregon, TAPZ, LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ore. Case No. 18-33466) on Oc. 4, 2018. In the petition signed by Dennis Loveless, manager, the Debtor was estimated to have less than $50,000 in assets and less than $500,000 in liabilities. The Debtor tapped Michael D. O'Brien & Associates, P.C., as its counsel. TBH19 LLC: Case Summary & 13 Unsecured Creditors ------------------------------------------------ Debtor: TBH19, LLC, a Delaware Limited Liability 269 S. Beverly Drive Suite 1075 Los Angeles, CA 90212 Business Description: TBH19, LLC owns a single family property with 17 beds, 29 baths, 10-car garage, and 3.53 acres lot located at 1011 N. Beverly Hills, California, having an appraised value of $125 million. Chapter 11 Petition Date: November 24, 2019 Court: United States Bankruptcy Court Central District of California (Los Angeles) Case No.: 19-23823 Judge: Hon. Sheri Bluebond Debtor's Counsel: Robert M. Yaspan, Esq. LAW OFFICES OF ROBERT M YASPAN 21700 Oxnard St Ste 1750 Woodland Hills, CA 91367 Tel: 818-905-7711 Fax: 818-501-7711 E-mail: court@yaspanlaw.com ryaspan@yaspanlaw.com Total Assets: $125,042,955 Total Liabilities: $75,126,312 The petition was signed by Leonard M. Ross of LMR-TBH, LLC, manager of the Debtor. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/cacb19-23823.pdf List of Debtor's 13 Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Advanced Computers and Graphics $1,659 918 W. Glenoaks Blvd. Glendale, CA 91202 2. Arendt & Medenarch SA Litigation Fees $2,000 41A Avenue JF Kennedy L-2082 Luxembourg 3. Chimney Hill Properties Ltd. Loan $7,500,000 1013 North Beverly Drive Beverly Hills, CA 90210 4. Chimney Hill Properties Ltd. Account Payable $29,743 1013 North Beverly Drive for TBH Vendor Beverly Hills, CA 90210 5. City of Beverly Hills - Utilities $6,353 Utility PO Box 845806 Los Angeles, CA 90084 6. James Andrew Hinds Jr. Attorney's Fees $0 Hinds & Shankman LLP 21257 Hawthorne Blvd 2nd Floor Torrance, CA 90503 7. Law Office of David Giles Attorney Fees $21,107 10440 N. Central Expressway Dallas, TX 75231 8. Merri Jean Ross Note Payable $320,576 9530 Hidden Valley Road Beverly Hills, CA 90210 9. Smuggler Inc. Security Deposit $25,000 823 Sewart St. Unit B Los Angeles, CA 90038 10. Southern California Edison Utilities $6,353 PO Box 300 Glendale, CA 91202 11. Spectrum Utilities $1,374 PO Box 60074 City of Industry, CA 91716 12. Steven A. Woods Attorney's Fees $0 701 Brazoa Street, Suite 1500 Austin, TX 78701 13. Summer Saad Attorney's Fees $0 17010 Wst Sunset Apt 23 Pacific Palisades, CA 90272 TEMPLE 2358: Refinancing to Give Unsec. Creditors 100% Dividend --------------------------------------------------------------- Temple 2358 N. 12th Street, LLC, Debtor-in-Possession, filed a Chapter 11 Plan dated November 12, 2019 that provides for payment of administrative expenses, priority claims, secured creditors, and unsecured creditors in full in cash. Allowed general unsecured claims (Class C-1) will be paid in full, without interest, on or before April 15, 2020, from the proceeds of a refinance on the Property. The unsecured claims of Straightline Holding (Class 2), an insider, will receive payment only after all priority taxes (Class B) and Class C-1 claims have been paid in full. The Plan will be funded through proceeds of a refinance of the Property on or before April 15, 2020, through contributions made by Forbes, and through operations of the Debtor's business. The Debtor shall retain the Assets of the estate and shall pay operating expenses for the Property/rental unit. Consistent with the provisions of this Plan and subject to any releases provided for herein, the Debtor reserves the right to begin or continue any adversary proceeding permitted under the Code and Rules to collect any debts, or to pursue claims in any court of competent jurisdiction. A full-text copy of the Disclosure Statement dated Nov. 12, 2019, is available at https://tinyurl.com/qwvma4p from PacerMonitor.com at no charge. Attorney of the Debtor Marcia Y. Phillips, Esq. #57914 MARCIA Y. PHILLIPS, ESQ., LLM & ASSOCIATES, LLC 1900 Market Street, Suite 800 Philadelphia, PA 19103 Tel: (856) 282-1100 Email: theladyjustice@outlook.com Temple 2358 North 12th Street, LLC, is a New Jersey Limited Liability Corporation organized on January 3, 2014. It owns the improved real property located at 2360 North 12th Street in Philadelphia, Pennsylvania. On August 20, 2019, the Company executed an open-end mortgage for a loan of $67,000.00 in favor of Dominion Financial Services, LLC to complete renovations on the Property. The Debtor’s sole member, Michael Forbes, personally guaranteed the loan. Temple 2358 North 12th Street, LLC, which has been in the business of real estate rental since 2017, sought Chapter 11 protection (Bankr. E.D. Pa. Case No. 18-16462) on Sept. 27, 2018. MARCIA Y PHILLIPS, ESQ. LLM & ASSOCIATES, is the Debtor's counsel. THINK FINANCE: Committee Supports Reorganization Plan ----------------------------------------------------- The Official Committee of Unsecured Creditors in Think Finance, LLC's case submitted a statement in support of confirmation of the Second Modified First Amended Chapter 11 Plan of Reorganization of Think Finance and its subsidiary debtors. As a critical participant in the negotiations of the global settlement, the Committee submits that confirmation of the Plan is in the best interests of unsecured creditors and all stakeholders. Based on the Committee's thorough and extensive investigation, it believes that the settlement of certain claims and issues embodied in the Plan constitutes a reasonable compromise of complex disputes. The Committee unanimously supports the Plan, and the Committee's constituents voted overwhelmingly in favor of the Plan. The Committee continues to work with the Debtors to finalize the terms of the Litigation Trust Agreement submitted with the Plan Supplement and hopes an agreement will be reached in advance of the hearing. The Unsecured Creditors are represented by: COLE SCHOTZ P.C. Michael D. Warner Benjamin L. Wallen 301 Commerce Street, Suite 1700 Fort Worth, TX 76102 Tel: (817) 810-5250 Fax: (817) 977-5273 E-mail: mwarner@coleschotz.com bwallen@coleschotz.com - and - Gary H. Leibowitz Irving E. Walker 300 E. Lombard Street, Suite 1450 Baltimore, MD 21202 Tel: 410-230-0660 Fax: 410-230-0667 E-mail: gleibowitz@coleschotz.com iwalker@coleschotz.com About Think Finance Think Finance, Inc. -- https://www.thinkfinance.com/ -- is a provider of software technology, analytics, and marketing services to financial clients in the consumer lending industry. Think Finance offers an end-to-end, professionally managed online lending program. The company's customized services allow clients to create, develop, launch and manage their loan portfolio while effectively serving customers. For over 15 years, the company has helped its clients originate more than 2 million loans enabling them to put more than $4 billion in credit on the street. Think Finance, LLC, along with six affiliates, sought Chapter 11 protection (Bankr. N.D. Tex. Lead Case No. 17-33964) on Oct. 23, 2017. Think Finance was estimated to have assets of $100 million to $500 million and debt of $10 million to $50 million. The Hon. Harlin DeWayne Hale is the case judge. The Debtors tapped Hunton & Williams LLP as counsel; Alvarez & Marsal North America, LLC as financial advisor; and American Legal Claims Services, LLC, as claims and noticing agent. On Nov. 2, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. Cole Schotz P.C. is the Committee's bankruptcy counsel. TROP INC: Owner to Invest an Initial $700K Under Plan ----------------------------------------------------- Debtor Trop, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Georgia, Atlanta Division, a First Amended Disclosure Statement for its Plan of Reorganization. The Plan contemplates the creation of two distribution pools for the benefit of creditors of the Debtor. The distribution pools will be funded by the Debtor and Teri G. Galardi. The two distribution pools are Distribution Pool 1 which will be used to pay administrative claims and Distribution Pool 2 which will be used to fund the prepetition claims. Pool 1 will be funded by an investment $300,000 by Ms. Galardi payable upon entry of the final confirmation order and the funds of the Debtor in the sum of not less than $200,000 on the Effective Date for a total of $500,000. Pool 1 will be used to pay professional fees awarded by the Court, administrative expenses and postpetition FLSA Claims as allowed by court order. Pool 2 will consist of an investment of $400,000 by Ms. Galardi upon entry of the final confirmation order and a total of $1,800,000 funded by monthly payments of $25,000 per month for 36 months from the date of confirmation by the Debtor with payments of not less than than $20,000 per month and by Ms. Galardi at the rate of $5,000 per month, then upon the 37th month following confirmation, the remaining balance of not more than $900,000 will become due and payable to Pool 2. The payments over time will b memorialized by a Promissory Note in favor of the Disbursing Agent for the benefit of creditors of the Debtors. The Promissory Note will be executed by the Debtor and will be guaranteed by Ms. Galardi and her guaranty will be secured by a first priority lien on improved real property having a fair market value of not less than $2,500,000 on the Confirmation Date (the "Funding Note"). Default provisions in the Funding Note will provide for alternative remedies and will be pursued if necessary, by the Disbursing Agent. The Funding Note will bear interest at the Wall Street Journal Prime Rate published during the week immediately prior to the entry of a final confirmation order. The Disbursing Agent will be empowered to sue upon the guaranty and foreclose upon the real property security the debt and further empowered to sell such real property to fund Pool 2, whichever is the most practical at the time. Pool 2 will be administered by the Disbursing Agent, Louis G. McBryan of McBryan, LLC, the Debtor's counsel. Pool 2 will fund prepetition claims inclusive of priority claims, priority tax claims both the IRS and Brookhaven, secured and unsecured claims. The Debtor will fund, from operations and not from either distribution pool, the ongoing Note payments due to business First Bank and Ally Financial and the monthly lease payments to the landlord of the Debtor, as well as general and normal operating expenses. The Distribution Pools will commence payments on the Effective Date for Pool 1 and 45 days after Effective Date of the Plan for Pool 2. The non-priority unsecured claims will be paid after the secured and priority claims are paid in full, and then will share distributions with priority tax claims for five months until those are paid in full, and thereafter unsecured claims will receive all funds paid into and distributed out of Pool 2. The non-priority unsecured claims will be placed into two classes: one class is limited to those persons whose claims arise out of FLSA Claims and another class of all other unsecured creditors who will be placed into a convenience claims class and paid 40% of their allowed claims. The other class, only FLSA related claims, will receive pro rata payments from Pool 2 not less than quarterly, commencing the second week of the month of the calendar year's next quarter following the Effective Date. The Debtor and Ms. Galardi may fully fund the Note prior to the 37th month, and there shall be no prepayment penalty. Teri G. Galardi, by reason for her infusion of capital, (the initial $700,000 and not less than $180,000 for the 36 months of the Funding Note and the balance of $900,000 of Funding Note, total of $1,780,000) and her personal personal guaranty secured by real priority, is seeking and will obtain and be granted an injunction to prohibit any action of any type by any person or entity to hold her personally liable for any claims, including specifically claims under FLSA, that arose prior to confirmation of the Plan. A full-text copy of the First Amended Disclosure Statement is available at https://tinyurl.com/uuz58tu from PacerMonitor.com at no charge. About Country Club and Trop Inc. Trop, Inc., is a privately held company that owns the Pink Pony, an adult entertainment club in Atlanta, Georgia. The club began operations in 1990. Country Club, Inc., operates the adult entertainment business known as the Goldrush Showbar, which began operations in 1993. It is located at 2608 Metropolitan Parkway, Atlanta, Georgia in southwest Atlanta. Trop, Inc., filed a Chapter 11 petition (Bankr. N.D. Ga. Case No.18-65726) on Sept. 19, 2018. In the petition signed by CEO Teri Galardi, the Debtor was estimated to have $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Louis G. McBryan, Esq., at McBryan, LLC, is the Debtor's bankruptcy counsel. Schulten Ward Turner & Weiss, LLP, and the Law Offices of Aubrey T. Villines, Jr., serve as special counsel. Country Club Inc. filed a Chapter 11 petition (Bankr. N.D. Ga. Case No. 18-bk-66879) on Oct. 5, 2018. USREDA INC: Involuntary Chapter 11 Case Summary ----------------------------------------------- Alleged Debtor: United States Regional Economic Development Authority, Inc. 197 S. Federal Highway, Suite 200 Boca Raton, FL 33432 Business Description: USREDA, Inc. is a global processor of investment-based immigration. Involuntary Chapter 11 Petition Date: November 22, 2019 Court: United States Bankruptcy Court Southern District of Florida (West Palm Beach) Case Number: 19-25799 Judge: Hon. Mindy A. Mora Petitioning Creditor: 160 Royal Palm, LLC Gary Glickstein, Manager c/o Shraiberg, Landau & Page, P.A. 2385 NW Executive Center Dr., #300 Boca Raton, FL 33431 Petitioning Creditor's Nature of Claim & Claim Amount: Final Judgment, $63,996,558 Petitioning Creditor's Counsel: Philip J. Landau, Esq. SHRAIBERG, LANDAU & PAGE, P.A. 2385 N.W. Executive Center Dr # 300 Boca Raton, FL 33431 Tel: (561) 443-0800 Email: plandau@slp.law A full-text copy of the Involuntary Petition is available for free at: http://bankrupt.com/misc/flsb19-25799.pdf USREDA LLC: Involuntary Chapter 11 Case Summary ----------------------------------------------- Alleged Debtor: United States Regional Economic Development Authority, LLC 9200 Belvedere Road, Suite 202 West Palm Beach, FL 33411 Business Description: USREDA LLC is a Delaware limited liability company located in Royal Palm Beach, Florida. USREDA is a global processor of investment-based immigration, and offers diversified investment opportunities. Involuntary Chapter 11 Petition Date: November 22, 2019 Court: United States Bankruptcy Court Southern District of Florida (West Palm Beach) Case Number: 19-25780 Judge: Hon. Mindy A. Mora Petitioning Creditor: 160 Royal Palm, LLC Gary Glickstein, Manager c/o Shraiberg, Landau & Page, P.A. 2385 NW Executive Center Dr., #300 Boca Raton, FL 33431 Petitioning Creditor's Nature of Claim & Claim Amount: Final Judgment, $63,996,558 Petitioning Creditor's Counsel: Philip J. Landau, Esq. 2385 N.W. Executive Center Dr # 300 Boca Raton, FL 33431 Tel: (561) 443-0800 Email: plandau@slp.law A full-text copy of the Involuntary Petition is available for free at: http://bankrupt.com/misc/flsb19-25780.pdf VERITY HEALTH: Disclosures Hearing Deferred Amid Sale Ruling ------------------------------------------------------------ Verity Health System of California, Inc., sought and obtained an order (A) rescheduling the hearing on the Disclosure Statement, scheduled on November 26, 2019, to a date to be set by the Court at the Status Conference; (B) rescheduling the deadline set forth in the Order to file replies to objections to the Disclosure Statement Motion at the Status Conference; and (C) preserving the hearing on Nov. 26, 2019, 10:00 a.m., as a status conference on this matter. In seeking a delay, the Debtor explained that on Nov. 18, 2019, the Court entered the memorandum decision and order (collectively, the "Orders") "finding that SGM is obligated to promptly close the SGM Sale under Sec. 8.6 of the APA, provided that all other conditions to closing have been satisfied." The Orders confirmed that the Debtors satisfied Section 8.6 of that certain asset purchase agreement (the "SGM APA") and rendered moot any argument to the contrary. The Order also provided that Strategic Global Management, Inc. ("SGM") was obligated to promptly close the SGM sale (the "SGM Sale"), provided that all other conditions have been satisfied. According to the Debtor, despite the foregoing, there remains a significant amount of uncertainty regarding the SGM sale transaction. As of the last motion to continue the hearing on the Disclosure Statement Motion, the Debtors anticipated receiving formal correspondence from SGM that would be material to the sale transaction. The Debtors have yet to receive the correspondence, but have been informed that it is forthcoming. Further, since the Orders, SGM orally communicated new information that undermines the Debtors' confidence in a prompt closing of the sale. The Debtors are conscious of the urgent need to advance the Disclosure Statement and plan process, but cannot in good faith move forward until there is more certainty that a successful closing can be reasonably anticipated. The Debtors' plan of liquidation is contingent on the sale closing, and, thus, any material doubt cast on the SGM sale hinders the Debtors ability to provide adequate information to creditors and the Court. About Verity Health System Verity Health System -- https://www.verity.org/ -- operates as a non-profit health care system in the state of California, with approximately 1,680 inpatient beds, six active emergency rooms, a trauma center, and a host of medical specialties, including tertiary and quaternary care. Verity's two Southern California hospitals are St. Francis Medical Center in Lynwood and St. Vincent Medical Center in Los Angeles. In Northern California, O'Connor Hospital in San Jose, St. Louise Regional Hospital in Gilroy, Seton Medical Center in Daly City and Seton Coastside in Moss Beach are part of Verity Health. Verity Health also includes Verity Medical Foundation. With more than 100 primary care and specialty physicians, VMF offers medical, surgical and related healthcare services for people of all ages at community-based, multi-specialty clinics conveniently located in areas served by the Verity hospitals. Verity Health System was created in a transaction approved by California Attorney General Kamala Harris and completed in December 2015. Verity Health System of California, Inc., and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Lead Case No. 18-20151) on Aug. 31, 2018. In the petition signed by CEO Richard Adcock, Verity Health estimated assets of $500 million to $1 billion and liabilities of $500 million to $1 billion. Judge Ernest M. Robles oversees the cases. The Debtors tapped Dentons US LLP as their bankruptcy counsel; Berkeley Research Group, LLC, as financial advisor; Cain Brothers as investment banker; and Kurtzman Carson Consultants as claims agent. The Office of the U.S. Trustee appointed an official committee of unsecured creditors on Sept. 17, 2018. VETERINARY CARE: Seeks to Hire Claro Group, Appoint CRO ------------------------------------------------------- Veterinary Care, Inc. and TVET Management LLC seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire The Claro Group, LLC as their financial advisor,a nd appoint the firm's managing director Douglas Brickley as chief restructuring officer. Mr. Brickley and his firm will assist in the preparation and implementation of the Debtors' Chapter 11 plan of reorganization and will provide other services in connection with their Chapter 11 cases. The firm's hourly rates are: Managing Directors $495 - $570 Directors/Senior Advisors $395 - $490 Managers/Senior Managers $300 - $385 Analysts/Consultants/Senior Consultants $200 - $295 Administrative Personnel $125 - $175 Mr. Brickley disclosed in court filings that he and his firm are "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code. Claro Group can be reached through: Douglas J. Brickley The Claro Group, LLC 711 Louisiana Street, Suite 2100 Houston, TX 77002 Phone: (713) 955-8406 / (713) 454-7730 Mobile: (713) 398-5088 Fax: 713-236-0033 Email: dbrickley@theclarogroup.com About Veterinary Care Veterinary Care Inc. offers a range of pet care services. Petitioning creditors Dr. Warren Resell, Dr. James H. Kelly, Dr. Larry D. Wood, filed an involuntary Chapter 11 petition (Bankr. S.D. Texas Case No. 19-35736) against Veterinary Care, Inc. on Oct. 10, 2019. The petitioners are represented by Richard L. Fuqua, Esq., at Fuqua & Associates, P.C., in Houston. The case is assigned to Judge Christopher M. Lopez. Veterinary Care tapped Okin Adams LLP as its legal counsel. VIRTUOLOTRY LLC: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: Virtuolotry, LLC 25 Highland Park Village Suite 100-563 Dallas, TX 75205 Business Description: Virtuolotry, LLC is primarily engaged in renting and leasing real estate properties. Chapter 11 Petition Date: November 22, 2019 Court: United States Bankruptcy Court Northern District of Texas (Dallas) Case No.: 19-33900 Judge: Hon. Harlin DeWayne Hale Debtor's Counsel: Jason Patrick Kathman, Esq. PRONSKE & KATHMAN, P.C. 2701 Dallas Parkway, Suite 590 Plano, TX 75093 Tel: (214) 658-6500 Fax: (214) 658-6509 Email: jkathman@pronskepc.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Richard Boyd, manager. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/txnb19-33900.pdf VITA CRAFT: Seeks Authorization to Use BMO Harris Cash Collateral ----------------------------------------------------------------- Vita Craft Corporation seeks authority from the U.S. Bankruptcy Court for the District of Kansas to use cash collateral in which BMO Harris Bank may hold liens. VCC intends to use cash collateral to pay expenses arising in the ordinary course of business, including, among other things: payroll, insurance, utilities, acquisition of inventory and supplies, and other miscellaneous items needed in the ordinary course of its business operations for the period of Nov. 1, 2019 through Jan. 27, 2020. VCC proposes to use the cash collateral to make the expenditures set forth in the Budget, up to a deviation of no more than 10%, unless otherwise agreed to by BMO Harris or authorized by the Court. BMO Harris Bank is the only entity that may assert an interest in the cash collateral pursuant to that certain Loan Agreement. The obligations under the Loan Agreement are secured by a Mortgage and Security Agreement on the Business Premises, an Assignment of Rents, and a Security Agreement on certain Patents. As of the Petition Date, the principal balance remaining on the Loan was $2,482,234 and VCC was current on its payment obligations under the Loan Agreement. VCC will make a monthly adequate protection payment of $10,417 to BMO Harris, which is approximately calculated to be based on 5% of the outstanding principal balance due to BMO Harris by VCC, with the first payment beginning on Nov. 18, 2019 and continuing monthly thereafter. VCC will grant a replacement lien to BMO Harris to the extent of their pre-petition liens, and attaching to the same assets of VCC in which BMO Harris holds pre-petition liens. In addition, VCC will properly maintain and manage the collateral. VCC will permit BMO Harris to inspect its books and records, and make available to BMO Harris evidence of that which purportedly constitutes their collateral or proceeds. A copy of the Motion is available for free at https://tinyurl.com/sxnaop8 from Pacermonitor.com About Vita Craft Corp Vita Craft Corporation, a company that manufactures cookwares, filed a voluntary petition pursuant to Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. Case No. 19-22358) on Nov. 1, 2019. In the petition signed by Gary E. Martin, president, the Debtor disclosed $7,843,679 in assets and $2,698,042 in liabilities. Judge Robert D. Berger oversees the case. Robert J. Haupt, Esq., at Lathrop Gage LLP, is the Debtor's counsel. WALKER COUNTY HOSPITAL: Has Interim OK on $5M Revolver, Cash Use ---------------------------------------------------------------- Judge David R. Jones authorized Walker County Hospital Corporation, dba Huntsville Memorial Hospital, to obtain up to $5,000,000 under a revolving credit facility from MidCap Financial Trust, as agent for Lenders MidCap Financial Trust and the financial institutions or other entities from time to time parties to the DIP Credit Agreement, during the period to the entry of a final order. The salient terms of the DIP Credit Agreement includes: * Borrowers: Walker County Hospital Corporation and any additional borrower that may hereafter be added to the DIP Credit Agreement subject to Bankruptcy Court approval * Agent: MidCap Financial Trust * Lenders: MidCap Financial Trust and the financial institutions or other entities from time to time parties to the DIP Credit Agreement * DIP Facility: $5,000,000 revolving credit facility on an interim and final basis *Interest rate: Loans and the other Obligations will bear interest at the sum of the LIBOR Rate plus the Applicable Margin (5.0%) * Default Interest rate: Subject to the terms of the DIP Orders, interest at rates that are 5.0% per annum in excess of the rates otherwise payable under the DIP Credit Agreement; * Use of Proceeds: Borrowers will use the proceeds of Revolving Loans solely in accordance with the DIP Budget: (i) to fund Postpetition operating expenses of the Borrowers; (ii) to pay professional fees and expenses as authorized by order of the Bankruptcy Court; (iii) to pay certain other costs and expenses of administration of the Bankruptcy Case; (iv) for working capital and other general corporate purposes of Borrowers not in contravention of any requirement of Law, the Financing Documents or the DIP Budget; (v) to pay interest, expenses, fees and other amounts hereunder and under the other Financing Documents and (vi) to provide certain adequate protection payments to the Prepetition Secured Parties, which may include the payment of all reasonable and documented costs, fees and expenses, incurred either prior to or after the Closing Date, of the Prepetition Agent and its counsel or with respect to the Prepetition Credit Agreement other professionals, and the payment of non-default interest when due. * Termination date: The earlier to occur of: (a) the Commitment Expiry Date, (b) any date on which Agent accelerates the maturity of the Loans pursuant to Section 10.2 of the DIP Credit Agreement, or (c) the termination date stated in any notice of termination of the DIP Credit Agreement provided by Borrowers. * Carve-out: Includes (i) all fees required to be paid to the Clerk of the Bankruptcy Court or to the Office of the U.S. Trustee; and (ii) up to $250,000 of allowed and unpaid fees, expenses and disbursements of professionals retained by, collectively, the Debtor, the Committee, any statutory committees, patient care ombudsman, trustee, examiner or other representative or professional appointed in the Chapter 11 Case, incurred after issuance of a notice from the DIP Lender that an Event of Default has occurred, plus all professional fees, expenses and disbursements allowed by this Court that were incurred but remain unpaid prior to the issuance of a Carve-Out Notice. Pursuant to the Interim Order: (a) the DIP Lender is granted perfected first priority security interests and liens on all of the Prepetition Collateral, including Cash Collateral and the proceeds from the sale of the DIP Collateral, or the Prepetition Collateral, all unencumbered tangible and intangible property of the Debtor of the type that is DIP Collateral, and all other rights to payment. (b) subject to the Carve-Out, all DIP Obligations will constitute an allowed superpriority administrative expense claim. (c)the Debtor is authorized to use the advances under the DIP Credit Agreement during the period immediately after the entry of this Interim Order and terminating upon the occurrence of an Event of Default and the termination of the DIP Credit Agreement The Court further ruled that the Debtor is authorized to use all Cash Collateral of the Prepetition Lender, provided that the Prepetition Lender is granted (a) automatically perfected continuing, valid, binding, enforceable, non-avoidable post-petition replacement security interests in and liens on the DIP Collateral, (b) allowed superpriority administrative expense claims, junior only to the Carve-Out and the DIP Superpriority Claim, to the extent of any diminution in the value of the interests of the Prepetition Lender in the Prepetition Collateral. The Replacement Liens will not be made subject to or pari passu with any lien or security interest by any court order. To the extent any prepetition credit obligations remain outstanding, the Debtor may make adequate protection payments to the Prepetition Lender in the form of (i) weekly payments of the reasonable, documented fees and expenses of the Prepetition Lender, whether said fees and expenses are incurred prior to or after the Petition Date and (ii) weekly payments of interest under the Prepetition Credit Documents. Moreover, the DIP Lender and the Prepetition Lender will each have the right to "credit bid" separately or in combination the allowed amounts of the DIP Obligations and the Prepetition Credit Obligations during any sale of the DIP Collateral, including sales pursuant to Section 363 of the Bankruptcy Code or included as part of any reorganization plan subject to confirmation. A copy of the Interim Order is available at https://is.gd/hOkoOb from PacerMonitor.com free of charge. The Debtor disclosed in the DIP Motion that the DIP Lender has agreed through the DIP Facility to remove certain reserves on the Debtor's borrowing base that will result in $1.5 million of previously unavailable revolving loan availability under the Prepetition Credit Facility. The Debtor submits that the additional protections afforded to the DIP Lender identified in the Significant Provisions are justified and necessary since the Debtor has virtually no otherwise unencumbered collateral to secure this additional $1.5 million in availability. These Significant Provisions are: (1) Sale or Plan Confirmation Milestones (a) filing by the Borrowers of the Asset Sale Motion on or before 10 days after the Petition Date; (b) entry of an Asset Sale Bid Procedures Order satisfactory to Agent on or before 45 days after the Petition Date; (c) conducting an auction for the Asset Sale in accordance with the DIP Orders on or before 90 days after the Petition Date; (d) entry of the Asset Sale Order on or before 10 days after the date of the auction referred to in clause (c); and (e) closing of the Asset Sale on or before 75 days after entry of the Asset Sale Order; (2) Prepetition Credit Obligations Roll-up: The DIP Credit Agreement also provided that the Prepetition Credit Obligations will be rolled up on a creeping basis during the Interim Period and fully rolled-up upon entry of the Final Order. The DIP Credit Agreement provides that the DIP Liens prime all other Liens on the DIP Collateral , subject to the Carve-Out . A copy of the DIP Motion is available at https://is.gd/DHJlZi from PacerMonitor.com free of charge. Final hearing is scheduled on Dec. 4, 2019 at 10:30 a.m. Central Time. No final hearing may be held if no objections are filed pursuant to the Interim Order. About Walker County Hospital Corp. Walker County Hospital Corporation -- https://www.huntsvillememorial.com -- d/b/a Huntsville Memorial Hospital operates a community hospital located in Huntsville, Texas. It is the sole member of its non-debtor affiliate, HMH Physician Organization. Founded in 1927, the Facility provides health care services to the residents of Walker County and its surrounding communities. Walker County Hospital Corporation sought Chapter 11 protection (Bankr. S.D. Tex. Case No. 19-36300) on Nov. 11, 2019 in Houston, Texas. At the time of filing, the Debtor was estimated with assets and liabilities both at $10 million to $50 million. The petition was signed by Steven Smith, CEO. The Hon. David R. Jones is the case judge. WALLER LANSDEN DORTCH & DAVIS, LLP and MORGAN LEWIS ET AL serve as the Debtor's counsel. HEALTHCARE MANAGEMENT PARTNERS, LLC is the Debtor's financial and restructuring advisor. EPIQ CORPORATE RESTRUCTURING, LLC serves as the Debtor's notice & claims agent. WESTON INSURANCE: A.M. Best Reviews bb LT Issuer Credit Rating -------------------------------------------------------------- AM Best has placed under review with negative implications the Financial Strength Rating of B (Fair) and the Long-Term Issuer Credit Rating of "bb" of Weston Insurance Company (Weston) (Coral Gables, FL). The Credit Ratings (ratings) reflect Weston's balance sheet strength, which AM Best categorizes as adequate, as well as its marginal operating performance, limited business profile and appropriate enterprise risk management. The under review with negative implications status follows AM Best's latest review of Weston and its ultimate parent, Weston Insurance Holdings Corporation. Historically, the holding company assessment, which is embedded within the overall balance sheet assessment of the insurance company, has had a negative impact due to elevated financial leverage driven by a structure that includes senior debt and preferred stock. At the most recent annual review, the financial leverage had increased to a greater level than was outside of AM Best's expectations, which adds more profound negative pressure on the ratings. While management has communicated near-term action plans to reduce financial leverage through the partial payment of senior debt and replacement of preferred stock with common shares, these actions involve execution risk. The ratings will remain under review until management finalizes and executes these plans, and AM Best evaluates the financial impact on the holding company. WILDWOOD ANTIQUE: Lender Objects to Cash Collateral Motion ---------------------------------------------------------- Branch Banking and Trust Company, lender to Wildwood Antique Mall LLC, objects to the motion to use cash collateral filed by the Debtor, asking the Court to either: (a) prohibit the approval of the Motion, or alternatively (b) to condition the Debtor's use of the cash collateral upon (i) the approval of a proposed budget; (ii) an accounting of the expenditures and collections of the pre-petition cash collateral; and (iii) a provision for adequate protection. A copy of the Objection is available at https://is.gd/0mTHpU from PacerMonitor.com free of charge. The Debtor anticipates using between $200,000 and $300,000 of cash collateral per month to continue operating is business throughout the life of the reorganization, the Court filing said. About Wildwood Antique Malls Wildwood Antique Malls offers the largest selection of antique, vintage and collectible finds in the state of Florida. Wildwood Antique Malls filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-03363) on Aug. 30, 2019. In the petition signed by Manny Pesco, manager, the Debtor was estimated to have under $50,000 in both assets and liabilities. Stephen J. Biggie, Esq., at Arcadier Biggie & Wood, PLLC, is the Debtor's legal counsel. WOODCREST ACE: Wants to Continue Cash Collateral Use Until April 30 ------------------------------------------------------------------- Woodcrest Ace Hardware Inc. and its affiliated debtors seek authorization the U.S. Bankruptcy Court for the Central District of California to continue using cash collateral to pay ordinary business expenses through April 30, 2020. The current cash collateral entered by the Court authorizes the Affiliates Debtors' use of cash collateral through Dec. 3, 2019. The Affiliated Debtors propose that their continued cash collateral use be in accordance with the provisions of the current cash collateral order, which provides (A) for monthly adequate protection payments to National Cooperative Bank in the amount of $5,748 (B) that National Cooperative Bank, Zions Bancorporation, N.A., d/b/a California Bank & Trust, and all other parties asserting a lien against the cash collateral used by the Affiliated Debtors are granted replacement lien against all postpetition property of the Debtors, to the same extent, validity, and priority existing on the date of the Debtors' bankruptcy petition date, and to the extent that the Debtors' cash collateral use results in a diminution of the value of such party's lien on the petition date. A copy of the Motion is available for free at https://tinyurl.com/wpd64w6 from Pacermonitor.com About Woodcrest Ace Hardware Based in Riverside, California, Woodcrest Ace Hardware Inc. filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 19-13127) on April 12, 2019. In the petition signed by Paul Douglas Shanabarger, president, the Debtor was estimated to have $1 million in both assets and liabilities. Rosenstein & Associates, led by Robert B. Rosenstein, is the Debtor's counsel. WVSV HOLDINGS: Taps Nathan & Associates as Broker ------------------------------------------------- WVSV Holdings, LLC, seeks approval from the U.S. Bankruptcy Court for the District of Arizona to hire Nathan & Associates, Inc. as its real estate broker. The firm will assist the Debtor in the sale of its real property known as Sun Valley in Buckeye, Ariz. Nathan & Associates is entitled to compensation of 3 percent of the total purchase price. Additionally, the firm is negotiating a commission of up to 2 percent of the total purchase price for any co-broker who represents a buyer of a transaction that is approved by the court and is consummated. The total commission could therefore be between 3 percent and 5 percent of the total purchase price. Nathan & Associates neither holds nor represents any interest adverse to the Debtor's bankruptcy estate, according to court filings. The firm can be reached through: James T. Nathan Nathan & Associates, Inc. 7600 East Doubletree Ranch Road, Suite 150 Scottsdale, AZ 85258 Phone: 480.367.0700 Fax: 480.367.8341 About WVSV Holdings W.V.S.V. Holdings LLC, the owner of about 13,000 acres of vacant land in Buckeye, Arizona, filed a petition for Chapter 11 protection (Bankr. D. Ariz. Case No. 12-10598) on May 14, 2012, in Phoenix. It claims that the three tracts of land planned for "future development" are worth $120 million and secure $57.3 million in debt. The Debtor disclosed $120.04 million in total assets and $57.35 million in total liabilities in its schedules. West Valley Ventures, LLC, owns 75% of the Debtor, and Breycliffe, LLC, owns the remaining 25%. Judge Redfield T. Baum, Sr., oversees the case. Michael W. Carmel, Esq., serves as the Debtor's counsel. Lee Allen Johnson, manager of West Valley Ventures, manager, signed the petition. No official committee of unsecured creditors has been appointed in the Debtor's bankruptcy case. [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABBVIE INC ABBV US 59,441.0 (8,226.0) 2,673.0 ABBVIE INC 4AB GZ 59,441.0 (8,226.0) 2,673.0 ABBVIE INC ABBV AV 59,441.0 (8,226.0) 2,673.0 ABBVIE INC 4AB TE 59,441.0 (8,226.0) 2,673.0 ABBVIE INC 4AB TH 59,441.0 (8,226.0) 2,673.0 ABBVIE INC 4AB GR 59,441.0 (8,226.0) 2,673.0 ABBVIE INC ABBV SW 59,441.0 (8,226.0) 2,673.0 ABBVIE INC ABBV* MM 59,441.0 (8,226.0) 2,673.0 ABBVIE INC 4AB QT 59,441.0 (8,226.0) 2,673.0 ABBVIE INC ABBVUSD EU 59,441.0 (8,226.0) 2,673.0 ABBVIE INC ABBVEUR EU 59,441.0 (8,226.0) 2,673.0 ABSOLUTE SOFTWRE ALSWF US 106.3 (48.4) (27.6) ABSOLUTE SOFTWRE ABT CN 106.3 (48.4) (27.6) ABSOLUTE SOFTWRE OU1 GR 106.3 (48.4) (27.6) ABSOLUTE SOFTWRE ABT2EUR EU 106.3 (48.4) (27.6) ADVANZ PHARMA ADVZ CN 1,593.8 (11.0) 246.2 ADVANZ PHARMA 80CD TH 1,593.8 (11.0) 246.2 ADVANZ PHARMA ADVZ/U CN 1,593.8 (11.0) 246.2 ADVANZ PHARMA 80CD GR 1,593.8 (11.0) 246.2 ADVANZ PHARMA CXREUR EU 1,593.8 (11.0) 246.2 ADVANZ PHARMA CXRXF US 1,593.8 (11.0) 246.2 AGENUS INC AJ81 GR 174.8 (178.0) (25.8) AGENUS INC AGEN US 174.8 (178.0) (25.8) AGENUS INC AJ81 QT 174.8 (178.0) (25.8) AGENUS INC AGENUSD EU 174.8 (178.0) (25.8) AGENUS INC AJ81 GZ 174.8 (178.0) (25.8) AGENUS INC AJ81 TH 174.8 (178.0) (25.8) AGENUS INC AGENEUR EU 174.8 (178.0) (25.8) AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) AMYRIS INC AMRS US 128.1 (208.1) (103.8) AMYRIS INC 3A01 GR 128.1 (208.1) (103.8) AMYRIS INC 3A01 TH 128.1 (208.1) (103.8) AMYRIS INC AMRSUSD EU 128.1 (208.1) (103.8) AMYRIS INC 3A01 QT 128.1 (208.1) (103.8) AMYRIS INC AMRSEUR EU 128.1 (208.1) (103.8) APPLIED DNA SCIE APDNEUR EU 3.0 (1.8) (0.4) AQUESTIVE THERAP AQST US 48.8 (34.5) 18.0 AUTODESK INC AUD GR 4,872.7 (194.3) (1,191.8) AUTODESK INC ADSK US 4,872.7 (194.3) (1,191.8) AUTODESK INC AUD TH 4,872.7 (194.3) (1,191.8) AUTODESK INC AUD GZ 4,872.7 (194.3) (1,191.8) AUTODESK INC ADSK AV 4,872.7 (194.3) (1,191.8) AUTODESK INC ADSKEUR EU 4,872.7 (194.3) (1,191.8) AUTODESK INC ADSKUSD EU 4,872.7 (194.3) (1,191.8) AUTODESK INC ADSK TE 4,872.7 (194.3) (1,191.8) AUTODESK INC ADSK* MM 4,872.7 (194.3) (1,191.8) AUTODESK INC AUD QT 4,872.7 (194.3) (1,191.8) AUTOZONE INC AZ5 TH 9,895.9 (1,713.9) (483.5) AUTOZONE INC AZO US 9,895.9 (1,713.9) (483.5) AUTOZONE INC AZ5 GR 9,895.9 (1,713.9) (483.5) AUTOZONE INC AZOUSD EU 9,895.9 (1,713.9) (483.5) AUTOZONE INC AZOEUR EU 9,895.9 (1,713.9) (483.5) AUTOZONE INC AZ5 QT 9,895.9 (1,713.9) (483.5) AUTOZONE INC AZO AV 9,895.9 (1,713.9) (483.5) AUTOZONE INC AZ5 TE 9,895.9 (1,713.9) (483.5) AUTOZONE INC AZO* MM 9,895.9 (1,713.9) (483.5) AVID TECHNOLOGY AVID US 266.2 (172.9) (17.8) AVID TECHNOLOGY AVD GR 266.2 (172.9) (17.8) AYR STRATEGIES I AYR/A CN 473.2 168.4 15.7 BABCOCK & WILCOX BW US 672.6 (290.1) (160.6) BENEFITFOCUS INC BNFTEUR EU 328.1 (27.1) 107.3 BENEFITFOCUS INC BNFT US 328.1 (27.1) 107.3 BENEFITFOCUS INC BTF GR 328.1 (27.1) 107.3 BEYONDSPRING INC BYSI US 6.0 (18.1) (17.0) BIOCRYST PHARM BCRX* MM 90.5 (41.3) (3.4) BJ'S WHOLESALE C BJ US 5,478.1 (104.5) (509.4) BJ'S WHOLESALE C 8BJ GR 5,478.1 (104.5) (509.4) BJ'S WHOLESALE C 8BJ TH 5,478.1 (104.5) (509.4) BJ'S WHOLESALE C 8BJ QT 5,478.1 (104.5) (509.4) BLOOM ENERGY C-A BE US 1,169.9 (11.1) 196.6 BLOOM ENERGY C-A 1ZB GR 1,169.9 (11.1) 196.6 BLOOM ENERGY C-A BE1EUR EU 1,169.9 (11.1) 196.6 BLOOM ENERGY C-A 1ZB QT 1,169.9 (11.1) 196.6 BLOOM ENERGY C-A BE1USD EU 1,169.9 (11.1) 196.6 BLOOM ENERGY C-A 1ZB TH 1,169.9 (11.1) 196.6 BLUE BIRD CORP BLBD US 408.4 (61.2) 15.0 BOEING CO-BDR BOEI34 BZ 132,598.0 (3,809.0) 9,810.0 BOEING CO-CED BA AR 132,598.0 (3,809.0) 9,810.0 BOEING CO-CED BAD AR 132,598.0 (3,809.0) 9,810.0 BOEING CO/THE BA TE 132,598.0 (3,809.0) 9,810.0 BOEING CO/THE BCO GR 132,598.0 (3,809.0) 9,810.0 BOEING CO/THE BAEUR EU 132,598.0 (3,809.0) 9,810.0 BOEING CO/THE BA EU 132,598.0 (3,809.0) 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CORP 3O8 GR 91.3 (139.9) 17.0 OMEROS CORP OMERUSD EU 91.3 (139.9) 17.0 OMEROS CORP 3O8 TH 91.3 (139.9) 17.0 OMEROS CORP OMEREUR EU 91.3 (139.9) 17.0 OPTIVA INC RKNEF US 116.1 (21.3) 24.4 OPTIVA INC RE6 GR 116.1 (21.3) 24.4 OPTIVA INC OPT CN 116.1 (21.3) 24.4 OPTIVA INC RKNEUR EU 116.1 (21.3) 24.4 OPTIVA INC 3230510Q EU 116.1 (21.3) 24.4 PAPA JOHN'S INTL PZZAEUR EU 730.6 (69.4) (27.5) PAPA JOHN'S INTL PP1 GZ 730.6 (69.4) (27.5) PAPA JOHN'S INTL PP1 GR 730.6 (69.4) (27.5) PAPA JOHN'S INTL PZZA US 730.6 (69.4) (27.5) PHILIP MORRI-BDR PHMO34 BZ 41,420.0 (9,155.0) 1,530.0 PHILIP MORRIS IN 4I1 TH 41,420.0 (9,155.0) 1,530.0 PHILIP MORRIS IN PM1 TE 41,420.0 (9,155.0) 1,530.0 PHILIP MORRIS IN PM1EUR EU 41,420.0 (9,155.0) 1,530.0 PHILIP MORRIS IN PMI SW 41,420.0 (9,155.0) 1,530.0 PHILIP MORRIS IN PM US 41,420.0 (9,155.0) 1,530.0 PHILIP MORRIS IN PM1 EU 41,420.0 (9,155.0) 1,530.0 PHILIP MORRIS IN 4I1 GR 41,420.0 (9,155.0) 1,530.0 PHILIP MORRIS IN PM1CHF EU 41,420.0 (9,155.0) 1,530.0 PHILIP MORRIS IN 4I1 GZ 41,420.0 (9,155.0) 1,530.0 PHILIP MORRIS IN 0M8V LN 41,420.0 (9,155.0) 1,530.0 PHILIP MORRIS IN PMOR AV 41,420.0 (9,155.0) 1,530.0 PHILIP MORRIS IN 4I1 QT 41,420.0 (9,155.0) 1,530.0 PHILIP MORRIS IN PM* MM 41,420.0 (9,155.0) 1,530.0 PHILIP MORRIS IN PMIZ IX 41,420.0 (9,155.0) 1,530.0 PHILIP MORRIS IN PMIZ EB 41,420.0 (9,155.0) 1,530.0 PLANET FITNESS-A PLNT1EUR EU 1,420.2 (442.1) 170.3 PLANET FITNESS-A 3PL QT 1,420.2 (442.1) 170.3 PLANET FITNESS-A PLNT1USD EU 1,420.2 (442.1) 170.3 PLANET FITNESS-A PLNT US 1,420.2 (442.1) 170.3 PLANET FITNESS-A 3PL TH 1,420.2 (442.1) 170.3 PLANET FITNESS-A 3PL GR 1,420.2 (442.1) 170.3 PRIORITY TECHNOL PRTHU US 452.3 (105.3) 4.3 PRIORITY TECHNOL PRTH US 452.3 (105.3) 4.3 QUANTUM CORP QNT2 GR 158.3 (203.1) (22.7) QUANTUM CORP QMCO US 158.3 (203.1) (22.7) QUANTUM CORP QTM1EUR EU 158.3 (203.1) (22.7) RADIUS HEALTH IN RDUS US 227.5 (24.3) 155.6 RADIUS HEALTH IN RDUSUSD EU 227.5 (24.3) 155.6 RADIUS HEALTH IN 1R8 TH 227.5 (24.3) 155.6 RADIUS HEALTH IN RDUSEUR EU 227.5 (24.3) 155.6 RADIUS HEALTH IN 1R8 QT 227.5 (24.3) 155.6 RADIUS HEALTH IN 1R8 GR 227.5 (24.3) 155.6 REATA PHARMACE-A 2R3 GR 259.1 (67.4) 172.0 REATA PHARMACE-A RETAEUR EU 259.1 (67.4) 172.0 REATA PHARMACE-A RETAUSD EU 259.1 (67.4) 172.0 REATA PHARMACE-A RETA US 259.1 (67.4) 172.0 RECRO PHARMA INC RAH GR 167.7 (19.9) 71.4 RECRO PHARMA INC REPH US 167.7 (19.9) 71.4 REVLON INC-A REV US 3,059.5 (1,227.5) 134.3 REVLON INC-A RVL1 GR 3,059.5 (1,227.5) 134.3 REVLON INC-A RVL1 TH 3,059.5 (1,227.5) 134.3 REVLON INC-A REVEUR EU 3,059.5 (1,227.5) 134.3 REVLON INC-A REVUSD EU 3,059.5 (1,227.5) 134.3 RH RH US 2,387.8 (177.9) (267.3) RH RHEUR EU 2,387.8 (177.9) (267.3) RH RS1 GR 2,387.8 (177.9) (267.3) RH RH* MM 2,387.8 (177.9) (267.3) RIMINI STREET IN RMNI US 121.3 (130.1) (99.3) ROSETTA STONE IN RST US 206.9 (10.6) (66.4) ROSETTA STONE IN RS8 TH 206.9 (10.6) (66.4) ROSETTA STONE IN RS8 GR 206.9 (10.6) (66.4) ROSETTA STONE IN RST1EUR EU 206.9 (10.6) (66.4) ROSETTA STONE IN RST1USD EU 206.9 (10.6) (66.4) RR DONNELLEY & S DLLN TH 3,540.5 (276.9) 523.6 RR DONNELLEY & S RRDUSD EU 3,540.5 (276.9) 523.6 RR DONNELLEY & S DLLN GR 3,540.5 (276.9) 523.6 RR DONNELLEY & S RRD US 3,540.5 (276.9) 523.6 SALLY BEAUTY HOL S7V GR 2,098.4 (60.3) 707.5 SALLY BEAUTY HOL SBHUSD EU 2,098.4 (60.3) 707.5 SALLY BEAUTY HOL SBHEUR EU 2,098.4 (60.3) 707.5 SALLY BEAUTY HOL SBH US 2,098.4 (60.3) 707.5 SATSUMA PHARMACE STSA US 127.5 118.1 120.6 SATSUMA PHARMACE STSAEUR EU 127.5 118.1 120.6 SATSUMA PHARMACE 1LV GR 127.5 118.1 120.6 SBA COMM CORP 4SB GZ 9,201.1 (3,546.3) (180.9) SBA COMM CORP 4SB GR 9,201.1 (3,546.3) (180.9) SBA COMM CORP SBAC US 9,201.1 (3,546.3) (180.9) SBA COMM CORP SBACUSD EU 9,201.1 (3,546.3) (180.9) SBA COMM CORP SBJ TH 9,201.1 (3,546.3) (180.9) SBA COMM CORP SBACEUR EU 9,201.1 (3,546.3) (180.9) SBA COMM CORP SBAC* MM 9,201.1 (3,546.3) (180.9) SCIENTIFIC GAMES SGMS US 7,907.0 (2,125.0) 606.0 SCIENTIFIC GAMES SGMSUSD EU 7,907.0 (2,125.0) 606.0 SCIENTIFIC GAMES TJW GR 7,907.0 (2,125.0) 606.0 SCIENTIFIC GAMES TJW TH 7,907.0 (2,125.0) 606.0 SCIENTIFIC GAMES TJW GZ 7,907.0 (2,125.0) 606.0 SEALED AIR CORP SEE US 5,676.4 (304.1) 89.1 SEALED AIR CORP SDA GR 5,676.4 (304.1) 89.1 SEALED AIR CORP SEE1EUR EU 5,676.4 (304.1) 89.1 SEALED AIR CORP SDA TH 5,676.4 (304.1) 89.1 SEALED AIR CORP SDA QT 5,676.4 (304.1) 89.1 SERES THERAPEUTI MCRB1EUR EU 124.2 (32.2) 47.3 SERES THERAPEUTI MCRB US 124.2 (32.2) 47.3 SERES THERAPEUTI 1S9 GR 124.2 (32.2) 47.3 SHELL MIDSTREAM SHLXUSD EU 2,019.0 (757.0) 297.0 SHELL MIDSTREAM 49M GR 2,019.0 (757.0) 297.0 SHELL MIDSTREAM 49M TH 2,019.0 (757.0) 297.0 SHELL MIDSTREAM SHLX US 2,019.0 (757.0) 297.0 SIRIUS XM HO-BDR SRXM34 BZ 11,088.0 (748.0) (2,315.0) SIRIUS XM HOLDIN RDO TH 11,088.0 (748.0) (2,315.0) SIRIUS XM HOLDIN RDO GR 11,088.0 (748.0) (2,315.0) SIRIUS XM HOLDIN SIRIEUR EU 11,088.0 (748.0) (2,315.0) SIRIUS XM HOLDIN RDO GZ 11,088.0 (748.0) (2,315.0) SIRIUS XM HOLDIN SIRI AV 11,088.0 (748.0) (2,315.0) SIRIUS XM HOLDIN SIRIUSD EU 11,088.0 (748.0) (2,315.0) SIRIUS XM HOLDIN SIRI TE 11,088.0 (748.0) (2,315.0) SIRIUS XM HOLDIN RDO QT 11,088.0 (748.0) (2,315.0) SIRIUS XM HOLDIN SIRI US 11,088.0 (748.0) (2,315.0) SIX FLAGS ENTERT 6FE GR 3,020.7 (89.8) 97.7 SIX FLAGS ENTERT SIXEUR EU 3,020.7 (89.8) 97.7 SIX FLAGS ENTERT SIXUSD EU 3,020.7 (89.8) 97.7 SIX FLAGS ENTERT SIX US 3,020.7 (89.8) 97.7 SIX FLAGS ENTERT 6FE TH 3,020.7 (89.8) 97.7 SLEEP NUMBER COR SNBR US 802.3 (164.5) (443.5) SLEEP NUMBER COR SL2 GR 802.3 (164.5) (443.5) SLEEP NUMBER COR SNBREUR EU 802.3 (164.5) (443.5) STARBUCKS CORP SRB TH 19,219.6 (6,231.0) (514.8) STARBUCKS CORP SBUX* MM 19,219.6 (6,231.0) (514.8) STARBUCKS CORP SRB GR 19,219.6 (6,231.0) (514.8) STARBUCKS CORP SBUXUSD SW 19,219.6 (6,231.0) (514.8) STARBUCKS CORP SBUXUSD EU 19,219.6 (6,231.0) (514.8) STARBUCKS CORP SRB GZ 19,219.6 (6,231.0) (514.8) STARBUCKS CORP SBUX AV 19,219.6 (6,231.0) (514.8) STARBUCKS CORP SBUXEUR EU 19,219.6 (6,231.0) (514.8) STARBUCKS CORP SBUX TE 19,219.6 (6,231.0) (514.8) STARBUCKS CORP SBUX IM 19,219.6 (6,231.0) (514.8) STARBUCKS CORP SBUX US 19,219.6 (6,231.0) (514.8) STARBUCKS CORP SBUX CI 19,219.6 (6,231.0) (514.8) STARBUCKS CORP SRB QT 19,219.6 (6,231.0) (514.8) STARBUCKS CORP 0QZH LI 19,219.6 (6,231.0) (514.8) STARBUCKS CORP SBUX SW 19,219.6 (6,231.0) (514.8) STARBUCKS-BDR SBUB34 BZ 19,219.6 (6,231.0) (514.8) STARBUCKS-CEDEAR SBUX AR 19,219.6 (6,231.0) (514.8) STEALTH BIOTHERA S1BA GR 15.5 (175.3) (27.3) STEALTH BIOTHERA MITO US 15.5 (175.3) (27.3) SUNDIAL GROWERS 14K TH 369.2 23.5 44.3 SUNDIAL GROWERS SNDLUSD EU 369.2 23.5 44.3 SUNPOWER CORP SPWR US 1,889.7 (160.3) 264.2 SUNPOWER CORP S9P2 TH 1,889.7 (160.3) 264.2 SUNPOWER CORP S9P2 GR 1,889.7 (160.3) 264.2 SUNPOWER CORP SPWREUR EU 1,889.7 (160.3) 264.2 SUNPOWER CORP SPWRUSD EU 1,889.7 (160.3) 264.2 SUNPOWER CORP S9P2 QT 1,889.7 (160.3) 264.2 SUNPOWER CORP S9P2 SW 1,889.7 (160.3) 264.2 SUNPOWER CORP S9P2 GZ 1,889.7 (160.3) 264.2 TAUBMAN CENTERS TCO US 4,536.9 (89.0) - TAUBMAN CENTERS TU8 GR 4,536.9 (89.0) - TG THERAPEUTICS TGTX US 93.3 (25.8) 0.2 TG THERAPEUTICS NKB2 TH 93.3 (25.8) 0.2 TG THERAPEUTICS NKB2 GR 93.3 (25.8) 0.2 THERAPEUTICSMD TXMDUSD EU 250.0 (21.2) 124.4 TRANSDIGM GROUP TDG US 16,254.7 (2,885.1) 3,326.5 TRANSDIGM GROUP T7D GR 16,254.7 (2,885.1) 3,326.5 TRANSDIGM GROUP T7D TH 16,254.7 (2,885.1) 3,326.5 TRANSDIGM GROUP TDGUSD EU 16,254.7 (2,885.1) 3,326.5 TRANSDIGM GROUP TDG* MM 16,254.7 (2,885.1) 3,326.5 TRANSDIGM GROUP TDGEUR EU 16,254.7 (2,885.1) 3,326.5 TRANSDIGM GROUP T7D QT 16,254.7 (2,885.1) 3,326.5 TRIUMPH GROUP TG7 GR 2,761.8 (590.8) 217.7 TRIUMPH GROUP TGI US 2,761.8 (590.8) 217.7 TRIUMPH GROUP TGIEUR EU 2,761.8 (590.8) 217.7 TUPPERWARE BRAND TUP US 1,335.9 (185.0) (116.2) TUPPERWARE BRAND TUP GR 1,335.9 (185.0) (116.2) TUPPERWARE BRAND TUP GZ 1,335.9 (185.0) (116.2) TUPPERWARE BRAND TUP TH 1,335.9 (185.0) (116.2) TUPPERWARE BRAND TUP1EUR EU 1,335.9 (185.0) (116.2) TUPPERWARE BRAND TUP1USD EU 1,335.9 (185.0) (116.2) TUPPERWARE BRAND TUP SW 1,335.9 (185.0) (116.2) TUPPERWARE BRAND TUP QT 1,335.9 (185.0) (116.2) UBIQUITI INC 3UB GR 750.6 (239.4) 373.5 UBIQUITI INC UI US 750.6 (239.4) 373.5 UBIQUITI INC 3UB SW 750.6 (239.4) 373.5 UBIQUITI INC UBNTEUR EU 750.6 (239.4) 373.5 UBIQUITI INC 3UB GZ 750.6 (239.4) 373.5 UNISYS CORP UIS US 2,405.8 (1,117.4) 266.1 UNISYS CORP UIS1 SW 2,405.8 (1,117.4) 266.1 UNISYS CORP UISEUR EU 2,405.8 (1,117.4) 266.1 UNISYS CORP UISCHF EU 2,405.8 (1,117.4) 266.1 UNISYS CORP USY1 TH 2,405.8 (1,117.4) 266.1 UNISYS CORP USY1 GR 2,405.8 (1,117.4) 266.1 UNISYS CORP USY1 GZ 2,405.8 (1,117.4) 266.1 UNISYS CORP USY1 QT 2,405.8 (1,117.4) 266.1 UNISYS CORP UIS EU 2,405.8 (1,117.4) 266.1 UNITI GROUP INC CSALUSD EU 5,031.2 (1,436.8) - UNITI GROUP INC 8XC GR 5,031.2 (1,436.8) - UNITI GROUP INC UNIT US 5,031.2 (1,436.8) - UNITI GROUP INC 8XC TH 5,031.2 (1,436.8) - VALVOLINE INC 0V4 GR 2,064.0 (258.0) 374.0 VALVOLINE INC 0V4 TH 2,064.0 (258.0) 374.0 VALVOLINE INC VVVEUR EU 2,064.0 (258.0) 374.0 VALVOLINE INC 0V4 QT 2,064.0 (258.0) 374.0 VALVOLINE INC VVVUSD EU 2,064.0 (258.0) 374.0 VALVOLINE INC VVV US 2,064.0 (258.0) 374.0 VECTOR GROUP LTD VGR GR 1,486.7 (628.7) 27.5 VECTOR GROUP LTD VGR US 1,486.7 (628.7) 27.5 VECTOR GROUP LTD VGREUR EU 1,486.7 (628.7) 27.5 VECTOR GROUP LTD VGRUSD EU 1,486.7 (628.7) 27.5 VECTOR GROUP LTD VGR QT 1,486.7 (628.7) 27.5 VECTOR GROUP LTD VGR TH 1,486.7 (628.7) 27.5 VERISIGN INC VRS TH 1,886.7 (1,451.9) 337.3 VERISIGN INC VRSN US 1,886.7 (1,451.9) 337.3 VERISIGN INC VRS GR 1,886.7 (1,451.9) 337.3 VERISIGN INC VRSNEUR EU 1,886.7 (1,451.9) 337.3 VERISIGN INC VRS GZ 1,886.7 (1,451.9) 337.3 VERISIGN INC VRSN* MM 1,886.7 (1,451.9) 337.3 VERISIGN INC VRSNUSD EU 1,886.7 (1,451.9) 337.3 VERISIGN INC VRS SW 1,886.7 (1,451.9) 337.3 VERISIGN INC VRS QT 1,886.7 (1,451.9) 337.3 VERISIGN INC-BDR VRSN34 BZ 1,886.7 (1,451.9) 337.3 W&T OFFSHORE INC UWV GR 1,027.1 (257.8) (27.3) W&T OFFSHORE INC WTI1EUR EU 1,027.1 (257.8) (27.3) W&T OFFSHORE INC WTI1USD EU 1,027.1 (257.8) (27.3) W&T OFFSHORE INC WTI US 1,027.1 (257.8) (27.3) W&T OFFSHORE INC UWV TH 1,027.1 (257.8) (27.3) WAYFAIR INC- A W US 3,007.6 (682.4) 237.0 WAYFAIR INC- A 1WF QT 3,007.6 (682.4) 237.0 WAYFAIR INC- A 1WF GR 3,007.6 (682.4) 237.0 WAYFAIR INC- A WEUR EU 3,007.6 (682.4) 237.0 WESTERN UNIO-BDR WUNI34 BZ 8,803.7 (19.7) (192.1) WESTERN UNION W3U GR 8,803.7 (19.7) (192.1) WESTERN UNION WU US 8,803.7 (19.7) (192.1) WESTERN UNION W3U TH 8,803.7 (19.7) (192.1) WESTERN UNION WU* MM 8,803.7 (19.7) (192.1) WESTERN UNION WUEUR EU 8,803.7 (19.7) (192.1) WESTERN UNION W3U GZ 8,803.7 (19.7) (192.1) WESTERN UNION WUUSD EU 8,803.7 (19.7) (192.1) WESTERN UNION W3U QT 8,803.7 (19.7) (192.1) WIDEOPENWEST INC WOW US 2,469.0 (267.5) (95.5) WIDEOPENWEST INC WU5 QT 2,469.0 (267.5) (95.5) WIDEOPENWEST INC WOW1EUR EU 2,469.0 (267.5) (95.5) WIDEOPENWEST INC WU5 TH 2,469.0 (267.5) (95.5) WIDEOPENWEST INC WU5 GR 2,469.0 (267.5) (95.5) WIDEOPENWEST INC WOW1USD EU 2,469.0 (267.5) (95.5) WINGSTOP INC WING1EUR EU 168.1 (211.6) (4.8) WINGSTOP INC WING US 168.1 (211.6) (4.8) WINGSTOP INC EWG GR 168.1 (211.6) (4.8) WINMARK CORP WINA US 48.5 (3.1) 12.6 WINMARK CORP GBZ GR 48.5 (3.1) 12.6 WINMARK CORP WINAUSD EU 48.5 (3.1) 12.6 WW INTERNATIONAL WW US 1,516.4 (719.9) (35.9) WW INTERNATIONAL WW6 GR 1,516.4 (719.9) (35.9) WW INTERNATIONAL WW6 GZ 1,516.4 (719.9) (35.9) WW INTERNATIONAL WTWUSD EU 1,516.4 (719.9) (35.9) WW INTERNATIONAL WTWEUR EU 1,516.4 (719.9) (35.9) WW INTERNATIONAL WW6 QT 1,516.4 (719.9) (35.9) WW INTERNATIONAL WTW AV 1,516.4 (719.9) (35.9) WW INTERNATIONAL WW6 TH 1,516.4 (719.9) (35.9) WYNDHAM DESTINAT WYND US 7,563.0 (570.0) 499.0 WYNDHAM DESTINAT WD5 TH 7,563.0 (570.0) 499.0 WYNDHAM DESTINAT WYNUSD EU 7,563.0 (570.0) 499.0 WYNDHAM DESTINAT WD5 GR 7,563.0 (570.0) 499.0 WYNDHAM DESTINAT WYNEUR EU 7,563.0 (570.0) 499.0 WYNDHAM DESTINAT WD5 QT 7,563.0 (570.0) 499.0 YELLOW PAGES LTD Y CN 353.3 (77.7) 54.9 YELLOW PAGES LTD YLWDF US 353.3 (77.7) 54.9 YELLOW PAGES LTD YMI GR 353.3 (77.7) 54.9 YELLOW PAGES LTD YEUR EU 353.3 (77.7) 54.9 YUM! BRANDS -BDR YUMR34 BZ 5,003.0 (8,097.0) 561.0 YUM! BRANDS INC TGR TH 5,003.0 (8,097.0) 561.0 YUM! BRANDS INC TGR GR 5,003.0 (8,097.0) 561.0 YUM! BRANDS INC YUMUSD SW 5,003.0 (8,097.0) 561.0 YUM! BRANDS INC YUMUSD EU 5,003.0 (8,097.0) 561.0 YUM! BRANDS INC TGR GZ 5,003.0 (8,097.0) 561.0 YUM! BRANDS INC YUM* MM 5,003.0 (8,097.0) 561.0 YUM! BRANDS INC YUM US 5,003.0 (8,097.0) 561.0 YUM! BRANDS INC YUMEUR EU 5,003.0 (8,097.0) 561.0 YUM! BRANDS INC TGR QT 5,003.0 (8,097.0) 561.0 YUM! BRANDS INC YUM SW 5,003.0 (8,097.0) 561.0 YUM! BRANDS INC YUM AV 5,003.0 (8,097.0) 561.0 YUM! BRANDS INC TGR TE 5,003.0 (8,097.0) 561.0 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2019. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***