/raid1/www/Hosts/bankrupt/TCR_Public/130704.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, July 4, 2013, Vol. 17, No. 183
Headlines
ADVANCED READY: Conversion Motion Hearing Moved to August 2
AEROGROW INTERNATIONAL: Had $8.2 Million Net Loss in Fiscal 2013
AGY HOLDING: Announces New Financing and Debt Restructuring
ALIXPARTNERS LLP: Term Loan Changes No Impact on Moody's B2 CFR
ALLIANT TECHSYSTEMS: S&P Raises Rating on Sr. Debt & Notes to 'BB'
ALLIED SYSTEMS: Requests Approval of Executive Bonus Plan
AMERICAN AIRLINES: State Attorneys General Probing Merger
ARCH COAL: S&P Lowers Rating on Senior Secured Bank Debt to 'BB-'
ARCHDIOCESE OF MILWAUKEE: Docs Reveal Bishop's Bankruptcy Plot
ARMORWORKS ENTERPRISES: Disclosure Statement Hearing on July 30
ARMORWORKS ENTERPRISES: C Squared Seeks Dismissal of Case
ARROW ALUMINUM: Court Sets July 17 Disclosure Statement Hearing
ASARCO LLC: Contribution Suit Against Union Pacific Tossed
ATLANTIC & PACIFIC: 380 Yorktown Cannot Remain in Leased Property
ATLANTIC POWER: Moody's Mulls Possible Downgrade of 'Ba3' CFR
ATP OIL: La. Court Keeps Government's Suit Against Unit
ATP OIL: Unit Can't Dodge Discharge Concealment Suit
AURA SYSTEMS: Sells $2.7MM Notes, 3.6 Million Warrant Shares
BEACON ENTERPRISE: 5G Ownership at 15.7% as of June 19
BELLE FOODS: Seeks Chapter 11 Protection
BELMONT ROCK: Contract Breach Suit Remanded to Del. Bankr. Court
BIOVEST INTERNATIONAL: Reorganization Plan Confirmed
BLACK PRESS: S&P Revises Outlook to Stable & Affirms 'B-' CCR
BMB MUNAI: Incurs $3.1 Million in Fiscal 2013
CAMAGUEY PLAZA: Case Summary & 3 Unsecured Creditors
CASEY ANTHONY: Slander Suits Stay in Bankruptcy Court
CASH STORE: Provides Ontario Regulatory Update
CELL THERAPEUTICS: Chief Medical Officer Resigns
CENGAGE LEARNING: Has Plan With First Lien, Not With Second Lien
CHARLES STREET: Church Is Test Case on Ch. 11 Trustee
CHILE MINING: Delays Form 10-K for Fiscal 2013
CHINA PRECISION: Stockholders Reelect Three Directors
COASTAL BROADCASTING: District Court Affirms Plan Approval
COLONY RESORTS: Cancels Registration of Class A Membership Units
COMMERCE PARK: Voluntary Chapter 11 Case Summary
COMMONWEALTH GROUP: Plan Outline Hearing Moved to August 8
CROWN MEDIA: Stockholders Elect 14 Board Members
DIALOGIC INC: Tennenbaum OKs Amendment to Term Loan Agreement
DUNE ENERGY: Zell Credit a 6.5% Owner as of June 28
EASTERN HILLS: Files List of Top Unsecured Creditors
EASTERN HILLS: Proposes to Use Cash Collateral
EASTERN HILLS: Proposes Richard Ward as Counsel
EASTMAN KODAK: Shareholders Challenge Proposed Chapter 11 Plan
EASTMAN KODAK: Exclusive Periods Extension Sought
ELBIT IMAGING: Tel Aviv Court Junks "Yuki Shemesh" Lawsuit
ESTELLE PEABODY: Memorial Home Files for Chapter 11 With Plan
EXAMWORKS GROUP: S&P Affirms 'B' CCR & Revises Outlook to Positive
EXIDE TECHNOLOGIES: Can Keep Battery Recycling Plant Open
EXCEL MARITIME: Bulk Carrier Files Partial Prepack in New York
EXPEREX CORP: 9th Circ. Upholds Strict Bankr. Filings Deadlines
EIRE HERITAGE: Case Summary & 4 Unsecured Creditors
FIRST BANKS: Director David Steward Quits
FREESEAS INC: Issues 550,000 Add'l Settlement Shares to Hanover
FRENCH QUARTER: Exec. Ordered to Satisfy Judgment in Renteria Suit
GABRIEL TECHONOLOGIES: Plan Disclosures Hearing Set for July 30
GARY PHILLIPS: Plan Confirmation Hearing Continued to Sept. 30
GATZ PROPERTIES: Golf Course Sold for $6 Million
GELT PROPERTIES: Disclosures Hearing Continued to Aug. 27
GELT PROPERTIES: Hearing on Bank's Stay Relief Moved to July 24
GELT PROPERTIES: Can Access Lenders Cash Until Aug. 31
GELT PROPERTIES: Can Access Vist Bank Cash Until July 31
GIBRALTAR KENTUCKY: Files Fourth Amended Disclosure Statement
GOOD SAM: Offers to Buy $4.9 Million Senior Notes Due 2016
HAMPTON ROADS: Shareholders Elect 11 Directors
HOSTESS BRANDS: Selling Baking Plant in Jamaica, New York
IEC ELECTRONICS: Files Restated Financial Statements
IME PROPERTIES: Case Summary & 4 Unsecured Creditors
IMPLANT SCIENCES: Glenn Bolduc to Serve CEO Until 2016
INTERLEUKIN GENETICS: Bay City, et al., to Sell 120MM Shares
J. HOWARD MARSHALL III: Family Dispute in Circuit Court Again
JEFFERSON COUNTY: Plan to Pay Up to 80% for Sewer Bondholders
JEFFREY POTTER: Friedlander Has No Secured Claim
JONATHAN NANCE: Must Pay $4,509 to Redeem Chevrolet Vehicle
KCG HOLDINGS: S&P Assigns 'BB-' ICR; Outlook Stable
LEDGESTONE AGGREGATES: Case Summary & Unsecured Creditor
LEE BRICK: Court Confirms Amended and Restated Plan
LIGHTSQUARED INC: Blames Egren for Inability to Negotiate Plan
LIGHTSQUARED INC: Inks Deal With Comerica to Release Collateral
LOUISIANA RIVERBOAT: Plan Gives Ownership to Lenders
LUCGRECA LLC: Case Summary & 5 Unsecured Creditors
LUKEN COMMUNICATIONS: Proposes Fields & Moss as Counsel
LUKEN COMMUNICATIONS: Taps Samples Jennings as Special Counsel
LUKEN COMMUNICATIONS: Equity Media Trustee Wants Stay Relief
MARKET STREET: Case Summary & Unsecured Creditor
MAXCOM TELECOM: To File for Chapter 11 with Restructuring Deal
MASONIC TEMPLE: Bankruptcy No Impact on Detroit Masonic Temple
MERCANTILE BANCORP: Holdco Advisors Object to Proposed Sale
MFM DELAWARE: Section 341(a) Meeting Set for July 16
MFM DELAWARE: Committee Retaining BFC&A as Counsel
MISSISSIPPI VALLEY SILICA: Wrongful Death Suit Remanded
MORRIS BROWN COLLEGE: Sells Part of Campus for $20-Mil.
NATIONAL FINANCIAL: S&P Assigns 'B+' Rating to Sr. Sec. Facilities
ORCHARD SUPPLY: Guaranteed 82.5% in Store Closings
OTTER TAIL: Fitch Withdraws 'BB' Preferred Stock Rating
OUTERWALL INC: Moody's Says ecoATM Purchase is Credit Positive
PALADIN CONSTRUCTION: 3 Claims Granted in Carpenters' CBA Suit
PATRIOT COAL: Interim Deal Reached While Talks Continue
RDA HOLDING: Plan Confirmed, Almost No Objection
STACY'S INC: Has Interim Access to Cash Collateral
STACY'S INC: U.S. Trustee Forms 5-Member Creditors Committee
STEINWAY MUSICAL: S&P Puts 'B+' CCR on CreditWatch Negative
STX PAN OCEAN: Parties Dispute Injunction on Chartered Vessels
TMT USA: Units Win Approval to Use Cash Collateral
TONY TOSH JR: Administrator Denied Access to Counsel Transactions
TRIBUNE CO: Asset Purchase Triggers Moody's Downgrade Watch
TRIBUNE CO: S&P Puts 'BB-' CCR on CreditWatch Negative
VIDRINE ESTATES: La. Court Rules on Appeal in St. Landry Suit
YO IN YO OUT: East Harlem Restaurant Files Chapter 7
* Denial of Chapter 13 Confirmation Is Appealable Order
* Recent Small-Dollar & Individual Chapter 11 Filings
*********
ADVANCED READY: Conversion Motion Hearing Moved to August 2
-----------------------------------------------------------
The hearing on Tilcon New York Inc.'s request for an order
converting the chapter 11 case of Advanced Ready Mix Corp., to
chapter 7 or, in the alternative, directing the appointment of a
chapter 11 trustee has adjourned to August 2, 2013, at 10:30 a.m.
The hearing was previously scheduled for June 27, 2013.
As reported in the Troubled Company Reporter on May 28, 2013,
Tilcon asserts that because the Debtor has no operations, no
employees and no on-going business activities, it has no
reasonable likelihood of rehabilitation and there is no
reorganizational purpose in the instant chapter 11 case.
Moreover, gross mismanagement by the Manziones has stymied, at
every step, efforts to realize on the Debtor's assets, Tilcon
argues.
Tilcon asserts that cause exists to convert the Debtor's chapter
11 case on these grounds:
(1) the Debtor has ceased business operations and has no income
or employees,
(2) the Debtor's principal has transferred all or substantially
all of the Debtor's assets to a related operating entity
such that the Debtor has no business to reorganize,
(3) the Debtor's principal has engaged in a pattern of self
dealing and insider transfers to affiliated entities to the
detriment of the Debtor and its creditors,
(4) the Debtor's primary assets are causes of action against
its sole shareholder, relatives of its sole shareholder and
affiliated entities,
(5) the Debtor has failed to maintain adequate books and
records,
(6) the Debtor has failed to pay taxes during the pre-petition
period which has resulted in the attachment of federal tax
liens and issuance of state tax warrants against the
Debtor, and,
(7) the Debtor has been unable to produce documentation to
support the payment of rent under an alleged lease, the
payment of management fees and various shareholder loans
and transactions with affiliates.
Clifford Katz, Esq., at Kelley Drye, represents Advanced Ready Mix
Corp.
About Advanced Ready Mix
On March 28, 2013, an involuntary petition for relief (Bankr.
E.D.N.Y. Case No. 13-41795) was filed against Advanced Ready Mix
Corp. by Local 282 Welfare Trust Fund, Local 282 Pension Trust
Fund, Local 282 Annuity Trust Fund and Local 282 Job Training
Trust Fund pursuant to section 303 of the Bankruptcy Code.
On April 22, 2013, the Debtor submitted its Answer to Involuntary
Petition in which it contested Local 282's standing as petitioning
creditors.
On April 26, 2013, Tilcon New York Inc. joined in the involuntary
petition pursuant to Section 303(c) of the Bankruptcy Code.
Tilcon is a judgment creditor of the Debtor, holding a judgment in
the amount of $287,500 against the Debtor and Rocco Manzione
arising out of a state court breach of contract action.
From its inception, the Debtor operated its ready mix concrete
manufacturing business from a property located at 239 Ingraham
Street, Brooklyn, New York and the contiguous lot located at 610
Johnson Street.
AEROGROW INTERNATIONAL: Had $8.2 Million Net Loss in Fiscal 2013
----------------------------------------------------------------
Aerogrow International, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing a
net loss of $8.25 million on $7.33 million of net product sales
for the year ended March 31, 2013, as compared with a net loss of
$3.55 million on $8.23 million of net product sales during the
prior year.
As of March 31, 2013, the Company had $2.97 million in total
assets, $3.54 million in total liabilities and a $571,049 total
stockholders' deficit.
AeroGrow reported a modest EBITDA loss of $757,791, down from a
$298,498 EBITDA profit in the previous fiscal year and a
significant improvement over the almost $3 million EBITDA loss for
the fiscal year ended March 31, 2011. The decrease in
profitability was due to a 10.9 percent overall decrease in sales,
combined with increased forward-looking business development
activities such as new product development and marketing, designed
to grow the business ongoing.
"It has been a transformational year at AeroGrow, and despite our
down tick in sales and EBITDA profitability I'm quite proud of
what we've achieved," said Mike Wolfe, AeroGrow's president and
chief executive officer. "On the heels of our first-ever EBITDA
profitable year in 2012, we focused in 2013 on developing a solid
foundation from which to grow. To that end, we invested heavily
in product R&D and made numerous marketing expenditures intended
to drive brand awareness, completely restructured the balance
sheet and successfully re-kindled relationships with some of our
most profitable retail partners."
"These activities led to our formation, after the close of the
fiscal year, of a crucial strategic partnership with The Scott's
Miracle-Gro company," continued Mr. Wolfe. "In addition to a
significant working capital infusion from Scotts, the partnership
affords AeroGrow the use of the globally recognized and highly
trusted Miracle-Gro brand name, while providing us a broad base of
support in sales, marketing, distribution, supply chain logistics,
R&D, and sourcing."
A copy of the Form 10-K is available for free at:
http://is.gd/OQPAbw
About AeroGrow
Boulder, Colo.-based AeroGrow International, Inc., is a developer,
marketer, direct-seller, and wholesaler of advanced indoor garden
systems designed for consumer use and priced to appeal to the
gardening, cooking, and healthy eating, and home and office decor
markets.
AGY HOLDING: Announces New Financing and Debt Restructuring
-----------------------------------------------------------
AGY Holding Corp. and KAGY Holding Company, Inc., the direct
parent company of AGY, have entered into a series of agreements
for the restructuring of the Companies' business and exchange of
certain of AGY's outstanding 11 percent senior second lien notes
due 2014.
1. Exchange Transaction Approximately 93 percent in aggregate
principal amount of the holders of Old Notes exchanged their
outstanding Old Notes for the following consideration: (A)
shares of convertible participating preferred stock of KAGY
having an initial liquidation preference amount equal to 50
percent of the principal amount of Old Notes exchanged plus 50
percent of the accrued and unpaid interest through May 15,
2013, on the Old Notes exchanged and (B) new 11 percent Senior
Second Lien Notes of AGY with an extended maturity of Dec. 15,
2016, having a principal amount equal to 50 percent of the
principal amount of Old Notes exchanged. The New Notes will be
"144A-for-life" and neither the New Notes nor the Series A
Preferred Stock have been or will be registered under the
Securities Act of 1933.
2. Amendment of Old Notes Indenture The indenture governing the
Old Notes was amended to eliminate substantially all of the
covenants and collateral provisions and certain events of
default applicable to the Old Notes in connection with the
closing of the exchange transaction.
3. Amendment of Master Lease Agreement The Companies entered into
a Second Amended and Restated Master Lease Agreement with DB
Energy Trading LLC, to be syndicated to a group of participants
arranged by DB. The Amended Metals Facility extends the term
of the lease agreement through June 15, 2016, and, among other
things, permits AGY to lease up to 51,057 Troy ounces of
platinum and 3,308 Troy ounces of rhodium, two of the alloy
metals used in AGY's manufacturing operations.
4. Amendment of ABL Facility - AGY entered into a Second Amendment
to Amended and Restated Loan and Security Agreement with UBS
AG, Stamford Branch and UBS Securities LLC. Among other
things, the ABL Amendment provides that the maturity of the
facility will be no earlier than June 15, 2016, and provides
for a reduction of 25 basis points in the applicable margin.
The amended facility is a $60 million senior secured revolving
credit facility.
5. Term Loan Agreement - The Companies entered into a term loan
credit agreement with certain participants in the exchange
transaction and Wells Fargo Bank, National Association NA, as
agent, providing for borrowings by AGY of an aggregate
principal amount of $20 million, the full amount of which was
drawn in connection with the closing of the exchange
transaction. The New Term Loan will bear interest at a rate of
12 percent per annum and will mature on Sept. 15, 2016.
Promptly following the closing of the Restructuring, AGY commenced
an exchange offer for the remaining outstanding Old Notes. The
economic terms of the exchange offer are equivalent to those of
the exchange transaction. Unless extended by AGY, the exchange
offer will expire on July 29, 2013.
"AGY is pleased to successfully complete the restructuring
described above. We believe that this milestone is the
culmination of 18 months of effort to improve our operational
capabilities, refine our strategy and create a sound financial
platform," said Richard Jenkins, interim CEO. "We are proud of
the vote of confidence that has been demonstrated by our financial
partners through the extension of these long-term financing
arrangements, which we anticipate will fund the execution of our
strategic plans."
Drew Walker, president added, "Today marks the rebirth of a more
than 50-year-old American manufacturing business with a globally
recognized brand. AGY makes our customers' products lighter,
faster and stronger, and we believe that this restructuring
creates a strong platform for growth in our key Aerospace and
Defense, Specialty Electronics and Industrial markets."
Mr. Jenkins concluded by adding, "I would like to thank our
employees for their enthusiasm, hard-work and know-how, as well as
our suppliers and customers for their continued support of AGY
through the years. It is through these partnerships that AGY will
be successful as we launch into the next 50 years."
AGY Holding filed a Form 15 with the U.S. Securities and Exchange
Commission to voluntarily terminate the registration of its 11
percent senior second lien notes due 2014. As of July 1, 2013,
there was only one remaining holder of the Notes. As a result of
the Form 15 filing, the Company is suspending its obligations to
file reports with the SEC.
Additional information is available at http://is.gd/9m9tqA
About AGY Holding
AGY Holding Corp. -- http://www.agy.com/-- produces fiberglass
yarns and high-strength fiberglass reinforcements used in
composites applications. AGY serves a range of markets including
aerospace, defense, electronics, construction and industrial.
Headquartered in Aiken, South Carolina, AGY has a European office
in Lyon, France and manufacturing facilities in the U.S. in Aiken,
South Carolina and Huntingdon, Pennsylvania and a controlling
interest in a manufacturing facility in Shanghai, China.
The Company's balance sheet at March 31, 2013, showed $210.32
million in total assets, $300.38 million in total liabilities and
a $90.05 million total shareholders' deficit.
* * *
In the May 21, 2013, edition of the TCR, Standard & Poor's Ratings
Services said it lowered, among other ratings, its corporate
credit rating on AGY Holding Corp. to 'D' from 'CCC-'.
"The rating actions follow the company's announcement that it has
not made approximately $10 million in interest payments due
May 15, 2013 on its 11% second-lien notes maturing 2014," said
Standard & Poor's credit analyst Paul Kurias.
ALIXPARTNERS LLP: Term Loan Changes No Impact on Moody's B2 CFR
---------------------------------------------------------------
Moody's Investors Service said that AlixPartners, LLP's B2
corporate family and B2-PD probability of default ratings are not
affected by the company's announcement that it will increase the
first lien term loan to $775 million and decrease the second lien
term loan to $225 million, respectively, from the originally
proposed $750 million and $250 million, respectively. The first
lien term loan will now consist of two tranches, a $95 million
"rolled over" term loan B-1 and a $680 million new term loan B-2.
The proposed change will also not affect the B1 rating of the
company's first lien credit facility, the Caa1 rating of the
second lien term loan facility or the stable ratings outlook.
Moody's views the proposed change in the capital structure as
modestly credit negative due to the potential increase in interest
expense. While the capital structure change is leverage neutral,
interest expense could be higher by approximately $4 million due
to expected higher pricing on the first and second liens relative
to the original transaction.
The following ratings are unchanged:
Corporate Family Rating at B2;
Probability of Default Rating at B2-PD;
The following rating was assigned:
Proposed $95 million first lien senior secured term loan B-1 due
2017 at B1 (LGD3, 37%)
The following ratings are unchanged with point estimates updated:
Proposed $75 million first lien senior secured revolving credit
facility due 2018 at B1 (LGD3, 37%) from B1 (LGD3, 36%)
Proposed $680 million first lien senior secured term loan B-2
due 2020 at B1 (LGD3, 37%) from B1 (LGD3, 36%)
Proposed $225 million second lien senior secured term loan due
2021 at Caa1 (LGD5, 89%) from Caa1 (LGD5, 88%)
Ratings Rationale:
AlixPartners' B2 corporate family rating reflects its high pro
forma leverage as measured by debt/EBITDA of approximately 6.7
times (adjusting for the transaction and including Moody's
standard adjustments) for the LTM period ended 3/31/2013,
expectations for modest improvement in credit metrics largely
through EBITDA expansion, and relatively small scale. The rating
also reflects the company's recent shift towards a more aggressive
financial policy and Moody's expectation that the company will be
managed to a fairly high leverage level over the intermediate
term.
The rating is also constrained by continued softness in the North
American Turnaround & Restructuring Services business and ongoing
risks associated with employee retention, particularly as the
employment and macro-economic environment in the United States
improves. Positive ratings consideration is given to the company's
broad and counter-balancing portfolio of diversified consulting
services that help to mitigate exposure to economic cycles,
generally consistent track record of outperformance relative to
expectations, and the relative stability of operating margins
owing to a high proportion of variable expenses. The rating also
derives support from the company's good pro forma liquidity and
coverage with EBITDA less capex to interest of about 2.0 times.
The stable outlook reflects Moody's expectation that AlixPartners'
will consistently grow the top line and earnings despite continued
softness in North American TRS, and apply free cash flow to debt
reduction such that leverage will improve from initial pro forma
levels to a level that is more representative of the current B2
rating. The stable outlook also reflects Moody's view that the
company's qualitative factors -- "counter-balancing" business
segments, stable operating margins and healthy free cash flow
profile -- help to balance out its weak leverage profile.
The ratings could be downgraded if debt to EBITDA is sustained
above 7.0 times as a result of declining profitability or
additional debt financed dividends/acquisitions or if EBITDA less
capex to interest falls below 1.5 times. Greater than anticipated
working capital usage that results in negative free cash flow or a
material weakening of the liquidity profile could also pressure
the ratings.
The ratings could be upgraded if the company demonstrates a
commitment to more conservative financial policies such that debt
to EBITDA sustainably approaches 5.0 times and EBITDA less capex
to interest exceeds 2.5 times.
The principal methodology used in this rating was the Global
Business & Consumer Service Industry Rating Methodology published
in October 2010. Other methodologies used include Loss Given
Default for Speculative-Grade Non-Financial Companies in the U.S.,
Canada and EMEA published in June 2009.
ALLIANT TECHSYSTEMS: S&P Raises Rating on Sr. Debt & Notes to 'BB'
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its issue ratings on
Arlington, Va.-based defense contractor Alliant Techsystems Inc.'s
(ATK's) preliminary senior unsecured debt and subordinated notes
to 'BB' from 'BB-' and revised its recovery ratings on the
subordinated debt to '4' from '5. At the same time, S&P affirmed
the 'BB' long-term corporate credit rating and the stable outlook.
"The recovery for subordinated debt is enhanced by both reductions
in current unsecured claims and the secured debt that would
represent a priority claim in bankruptcy. The secured debt will
predictably decrease because those obligations are subject to
mandatory amortization of $50 million annually. The reduction in
unsecured claims includes lower pension liabilities because ATK
changed its pension plan provisions. These changes go into effect
shortly. (ATK has no senior unsecured debt--and the subordinated
notes rank parri passu with other senior claims.) The enhancement
is not large, but it is sufficient to qualify the issues for our
recovery rating of '4' because recovery prospects, in our view,
are now 30%-50%," S&P said.
Meanwhile, ATK seems to have stabilized its profitability and cash
generation. The recent acquisition of Savage Sports Corp.--for
$315 million--is consistent with the company's business strategies
and will not materially affect leverage.
"We raised our issue-level and recovery ratings on the 6.875%
subordinated notes due 2020 and the 3% convertible subordinated
notes due 2024 because of the lower amount of secured debt
outstanding," said credit analyst Sol Samson.
In assessing the recovery prospects of the debt facilities, S&P
simulates a default scenario in 2018. Leading up to a payment
default, ATK suffers the cancellation, nonrenewal, or deferral of
major contracts.
S&P believes that if ATK were to default, its business model would
remain viable because of the company's extensive contracts and
unique products across its aerospace, defense, and sporting
segments, and S&P accordingly expects that it would reorganize in
bankruptcy.
The rating outlook is stable. An important credit metric with
regard to maintaining S&P's current rating is funds from
operations (FFO) to debt greater than 20%. S&P could lower the
rating if it thought that FFO to debt would fall below 20% for a
sustained period--either because ATK undertook a large, debt-
financed acquisition or its business deteriorated due to U.S.
defense and NASA budgetary cuts. Currently, the metric is about
25%, and S&P expects it to remain at about this level or higher in
the coming year.
S&P could raise its ratings on ATK if:
-- It believed that FFO/debt would exceed 30% on a sustained
basis, U.S. defense budget issues are resolved without major
cutbacks for ATK programs, and
-- ATK further clarified its financial policies with respect to
acquisitions and share repurchases.
ALLIED SYSTEMS: Requests Approval of Executive Bonus Plan
---------------------------------------------------------
Allied Systems Holdings Inc. is seeking bankruptcy-court approval
to pay $2.85 million in incentive bonuses to seven top executives.
Jamie Santo of BankruptcyLaw360 reported that Allied's bonus plan
would see top executives share as much as $2.85 million if the car
hauler's planned Chapter 11 sale brings in more than $200 million.
Law360 relates that Atlanta-based Allied has been stuck in Chapter
11 for more than a year and bonus plan would both reward the seven
participating executives for their extra work during the case and
serve as a carrot to help realize the best possible price for the
company.
About Allied Systems
BDCM Opportunity Fund II, LP, Spectrum Investment Partners LP, and
Black Diamond CLO 2005-1 Adviser L.L.C., filed involuntary
petitions for Allied Systems Holdings Inc. and Allied Systems Ltd.
(Bankr. D. Del. Case Nos. 12-11564 and 12-11565) on May 17, 2012.
The signatories of the involuntary petitions assert claims of at
least $52.8 million for loan defaults by the two companies.
Allied Systems, through its subsidiaries, provides logistics,
distribution, and transportation services for the automotive
industry in North America.
Allied Holdings Inc. previously filed for chapter 11 protection
(Bankr. N.D. Ga. Case Nos. 05-12515 through 05-12537) on July 31,
2005. Jeffrey W. Kelley, Esq., at Troutman Sanders, LLP,
represented the Debtors in the 2005 case. Allied won confirmation
of a reorganization plan and emerged from bankruptcy in May 2007
with $265 million in first-lien debt and $50 million in second-
lien debt.
The petitioning creditors said Allied has defaulted on payments of
$57.4 million on the first lien debt and $9.6 million on the
second. They hold $47.9 million, or about 20% of the first-lien
debt, and about $5 million, or 17%, of the second-lien obligation.
They are represented by Adam G. Landis, Esq., and Kerri K.
Mumford, Esq., at Landis Rath & Cobb LLP; and Adam C. Harris,
Esq., and Robert J. Ward, Esq., at Schulte Roth & Zabel LLP.
Allied Systems Holdings Inc. formally put itself and 18
subsidiaries into bankruptcy reorganization June 10, 2012,
following the filing of the involuntary Chapter 11 petition.
The Company is being advised by the law firms of Troutman Sanders,
Gowling Lafleur Henderson, and Richards Layton & Finger.
The bankruptcy court process does not include captive insurance
company Haul Insurance Limited or any of the Company's Mexican or
Bermudan subsidiaries. The Company also announced that it intends
to seek foreign recognition of its Chapter 11 cases in Canada.
An official committee of unsecured creditors has been appointed in
the case. The Committee consists of Pension Benefit Guaranty
Corporation, Central States Pension Fund, Teamsters National
Automobile Transporters Industry Negotiating Committee, and
General Motors LLC. The Committee is represented by Sidley Austin
LLP.
Yucaipa Cos. has 55 percent of the senior debt and took the
position it had the right to control actions the indenture trustee
would take on behalf of debt holders. The state court ruled in
March 2013 that the loan documents didn't allow Yucaipa to vote.
In March, the bankruptcy court also gave the official creditors'
committee authority to sue Yucaipa. The suit includes claims that
the debt held by Yucaipa should be treated as equity or
subordinated so everyone else is paid before the Los Angeles-based
owner. The judge is allowing Black Diamond to participate in the
lawsuit against Yucaipa and Allied directors.
AMERICAN AIRLINES: State Attorneys General Probing Merger
---------------------------------------------------------
Diane Bartz and Karen Jacobs, writing for Reuters, reported that a
group of 19 attorneys general, led by Texas, has joined a U.S.
Justice Department probe of a planned merger of American Airlines
Inc. and US Airways Group Inc., three sources close to the
discussions told Reuters.
According to the report, some of the states involved worry that
they will lose a hub because of the planned transaction, which
would create the world's largest airline, while others are
concerned about service cutbacks to smaller cities because of the
transaction, two sources said.
US Airways has hubs in Philadelphia, Charlotte, Washington, DC and
Phoenix while American has hubs in Dallas/Fort Worth, New York,
Miami, Chicago and Los Angeles, the report noted.
US Airways announced on February 14 that it planned to merge with
American, which is emerging from bankruptcy, in an $11 billion
stock deal, the report recalled. The companies hope to wrap up
the merger by the end of September.
The state attorneys general are working with the Justice and
Transportation Departments, both of which must approve the deal,
the report said.
About American Airlines
AMR Corp. and its subsidiaries including American Airlines, the
third largest airline in the United States, filed for bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 11-15463) in Manhattan
on Nov. 29, 2011, after failing to secure cost-cutting labor
agreements. AMR, previously the world's largest airline prior to
mergers by other airlines, is the last of the so-called U.S.
legacy airlines to seek court protection from creditors.
Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the
Debtors. Paul Hastings LLP and Debevoise & Plimpton LLP Groom Law
Group, Chartered, are on board as special counsel. Rothschild
Inc., is the financial advisor. Garden City Group Inc. is the
claims and notice agent.
Jack Butler, Esq., John Lyons, Esq., Felecia Perlman, Esq., and
Jay Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP
serve as counsel to the Official Committee of Unsecured Creditors
in AMR's chapter 11 proceedings. Togut, Segal & Segal LLP is the
co-counsel for conflicts and other matters; Moelis & Company LLC
is the investment banker, and Mesirow Financial Consulting, LLC,
is the financial advisor.
The Retiree Committee is represented by Jenner & Block LLP's
Catherine L. Steege, Esq., Charles B. Sklarsky, Esq., and Marc B.
Hankin, Esq.
AMR and US Airways Group, Inc., on Feb. 14, 2013, announced a
definitive merger agreement under which the companies will combine
to create a premier global carrier, which will have an implied
combined equity value of approximately $11 billion. The deal is
subject to clearance by U.S. and foreign regulators and by the
bankruptcy judge overseeing AMR's bankruptcy case.
In April 2013, AMR filed a Chapter 11 plan of reorganization that
will carry out the merger. By distributing stock in the merged
airlines, the plan is designed to pay all creditors in full, with
interest. The hearing before the Court to consider confirmation of
the Plan is scheduled for Aug. 15, 2013.
Bankruptcy Creditors' Service, Inc., publishes AMERICAN AIRLINES
BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding
undertaken by AMR Corp. and its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000).
ARCH COAL: S&P Lowers Rating on Senior Secured Bank Debt to 'BB-'
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its issue-
level rating on Arch Coal Inc.'s senior secured bank debt to 'BB-'
(one notch above the corporate credit rating) from 'BB'. S&P also
revised the recovery rating on the debt to '2' from '1',
indicating its expectation for substantial (70%-90%) recovery for
holders in the event of a payment default.
S&P's reassessment of the recovery rating stems from the proposed
sale of the Canyon Fuel Co. assets, which generate about
$90 million of annual EBITDA on 9.3 million tons of sales. For
the updated recovery analysis, see Standard & Poor's recovery
report on Arch Coal Inc., to be published on RatingsDirect shortly
after this report.
The 'B+' corporate credit rating and negative outlook on
St. Louis-based Arch Coal reflect what S&P considers to be the
combination of its "fair" business risk profile and "highly
leveraged" financial risk profile. The ratings reflect the
company's size and scope as the second-largest U.S. coal producer,
its relatively efficient mines, and basin diversity. The ratings
also reflect the current weak market conditions for both
metallurgical and steam coal and the company's high debt levels
and weak credit measures. As of March 31, 2013, debt to EBITDA
was about 9x, and S&P expects that measure to be about 10x by year
end. However, S&P expects that demand for thermal coal in most
basins will pick up later in 2013 and that performance will
improve somewhat as natural gas prices remain above cyclical lows,
which should bring inventories at utilities to more normal levels
and result in improved pricing. For the corporate credit rating
rationale, please see our summary analysis on Arch Coal Inc.
published on RatingsDirect on June 13, 2013.
Ratings List
Arch Coal Inc.
Corporate Credit Rating B+/Negative/--
Rating Lowered To From
Arch Coal Inc.
Senior Secured BB- BB
Recovery Rating 2 1
ARCHDIOCESE OF MILWAUKEE: Docs Reveal Bishop's Bankruptcy Plot
--------------------------------------------------------------
M.L. Johnson, writing for The Huffington Post, reported that as
more victims of clergy sex abuse came forward, then-Milwaukee
Archbishop Timothy Dolan oversaw a plan to pay some abusers to
leave the priesthood after writing to Vatican officials with
increasing frustration and concern, warning them about the
potential for scandal if they did not defrock problem priests,
according to documents released Monday.
Dolan's correspondence with Vatican officials and priests accused
of sexual abuse was included in about 6,000 pages of documents the
Archdiocese of Milwaukee released Monday as part of a deal reached
in federal bankruptcy court with clergy sex abuse victims suing it
for fraud, the report related. Victims say the archdiocese
transferred problem priests to new churches without warning
parishioners and covered up priests' crimes for decades.
The documents have drawn attention in part because of the
involvement of Dolan, who is now a cardinal and New York
archbishop and the nation's most prominent Roman Catholic official
by virtue of his position as president of the U.S. Conference of
Catholic Bishops, the report said. The records provide new
details on payments made to some abusers to leave the priesthood
and the transfer of nearly $57 million for cemetery care into a
trust as the archdiocese prepared to file for bankruptcy.
Victims and their attorneys accused Dolan of bankruptcy fraud,
pointing to a June 2007 letter in which he told a Vatican office
that moving the money into a trust would provide "an improved
protection of these funds from any legal claim and liability," the
report related.
Church law requires bishops to seek Vatican approval for any
property sale or asset transfer in the millions of dollars, the
report noted. Dolan wrote in the letter that the transfer had been
approved by archdiocese's Financial Council and College of
Consultors.
About Archdiocese of Milwaukee
The Diocese of Milwaukee was established on Nov. 28, 1843, and
was elevated to an Archdiocese on Feb. 12, 1875, by Pope Pius
IX. The region served by the Archdiocese consists of 4,758 square
miles in southeast Wisconsin which includes counties Dodge, Fond
du Lac, Kenosha, Milwaukee, Ozaukee, Racine, Sheboygan, Walworth,
Washington and Waukesha. There are 657,519 registered Catholics
in the Region.
The Catholic Archdiocese of Milwaukee, in Wisconsin, filed for
Chapter 11 bankruptcy protection (Bankr. E.D. Wis. Case No.
11-20059) on Jan. 4, 2011, to address claims over sexual abuse
by priests on minors.
The Archdiocese became at least the eighth Roman Catholic diocese
in the U.S. to file for bankruptcy to settle claims from current
and former parishioners who say they were sexually molested by
priests.
Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in
Milwaukee, Wisconsin, serves as the Archdiocese's counsel. The
Official Committee of Unsecured Creditors in the bankruptcy case
has retained Pachulski Stang Ziehl & Jones LLP as its counsel, and
Howard, Solochek & Weber, S.C., as its local counsel.
The Archdiocese estimated assets and debts of $10 million to
$50 million in its Chapter 11 petition.
(Catholic Church Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)
ARMORWORKS ENTERPRISES: Disclosure Statement Hearing on July 30
---------------------------------------------------------------
A hearing to consider approval of the disclosure statement
explaining ArmorWorks Enterprises, LLC's Chapter 11 plan is slated
for July 30, 2013 at 1:45 p.m. in bankruptcy court in Phoenix,
Arizona.
The Plan aims to resolve a dispute with C Squared Capital
Partners, L.L.C., a passive investor in ArmorWorks and owner of a
40% minority interest after making a $1 million passive investment
in the business in 2001.
As reported in the June 20 edition of the TCR, the Debtors'
Chapter 11 plan provides for these terms:
* There are no secured claims. To the extent there are any
secured claims, the creditors will receive installment payments
over 60 months on 5% simple interest or receive possession of
their collateral.
* Holders of general unsecured claims against ArmorWorks and
TechFiber will be paid in installments. They will be paid an
initial distribution equal to 20% of the allowed amount of their
claim. The balance of the claims will be paid in annual
distributions, equal to 20% of the allowed claim plus accrued
interest, beginning on the first anniversary of the Effective Date
and continuing on the anniversary date of each subsequent year
until paid in full. The claims will accrue interest from and
after the Effective Date at the rate of 5% per annum simple
interest. All claims plus interest will be paid in full on or
before the later of the fourth anniversary of the Effective Date
or allowance of the Claim. Holders of unsecured claims are
impaired and are entitled to vote on the Plan.
* Holders of vendor claims against ArmorWorks and TechFiber
will be paid an initial distribution equal to 25% of the allowed
amount of their Claim, with the balance to be paid in annual
distributions, equal to 25% of the allowed claim plus accrued
interest, beginning on the first anniversary of the Effective Date
and continuing on the anniversary date of each subsequent year
until paid in full. The claims will accrue interest from and
after the Effective Date at the rate of 5% per annum simple
interest. The claims are impaired, and holders are entitled to
vote to accept or reject the Plan.
* On account of its equity interest, C Squared may elect, in
full and final satisfaction of its 40 percent stake in the
company, (a) accept a certain redemption amount from ArmorWorks;
or (b) pay AWI the AWI Purchase Price to acquire AWI's 60% equity
security interest in ArmorWorks. If C Squared fails to accept any
of the offer, it will be deemed to have accepted ArmorWorks;'
offer to pay the redemption amount.
A copy of the Disclosure Statement is available for free at:
http://bankrupt.com/misc/Armorworks_Plan_Outline.pdf
About ArmorWorks Enterprises
Military armor systems provider ArmorWorks Enterprises, LLC, and
affiliate TechFiber LLC sought Chapter 11 protection (Bankr. D.
Ariz. Case Nos. 13-10332 and 13-10333) in Phoenix on June 17,
2013, along with a plan that resolves a dispute with a minority
shareholder and $3.5 million of financing that would save the
company from running out of cash.
ArmorWorks develops advanced survivability technology and designs
and manufactures armor and protective products. ArmorWorks has
produced over 1.25 million ceramic armor and composite armor
protection components for a variety of personnel armor, aircraft,
and vehicle applications.
The Debtors have tapped Todd A. Burgess, Esq., at Gallagher &
Kennedy, as counsel; and MCA Financial Group, Ltd., as financial
advisor. ArmorWorks estimated $10 million to $50 million in
assets and liabilities.
As of May 26, 2012, ArmorWorks had total assets of $30.9 million
and total liabilities of $12.04 million.
The Plan would resolve the ongoing dispute with C Squared by
allowing ArmorWorks to redeem C Squared's 40% minority interest,
or alternatively, allow C Squared to purchase the 60% majority
interest of AWI.
ArmorWorks and TechFiber sought and obtained an order (i)
transferring the In re TechFiber, LLC chapter 11 case to the
Honorable Brenda Moody Whinery, the judge assigned to the
ArmorWorks Chapter 11 case, and (ii) authorizing the joint
administration of the Debtors' cases.
ARMORWORKS ENTERPRISES: C Squared Seeks Dismissal of Case
---------------------------------------------------------
C Squared Capital Partners, LLC, the 40% member of debtors
ArmorWorks Enterprises, LLC, and affiliate TechFiber LLC, has
filed a motion to dismiss the Chapter 11 case of the Debtors, and
has lodged objections to the "first day" motions filed by the
Debtors.
C Squared claims that the co-manager of the Debtor/AWI's principal
William Perciballi improperly initiated the filing of the Chapter
11 bankruptcy proceeding.
C Squared is also accusing Mr. Perciballi of filing the voluntary
petition in bad faith. "It is screamingly obvious that there is
no legitimate bankruptcy purpose behind these bankruptcy cases.
Rather, it appears that Perciballi's goal is to effectuate a
hostile takeover of AWE, a solvent entity, for his own benefit,"
says Steven D. Jerome, Esq., at Snell & Wilmer L.L.P., counsel for
C Squared.
The issue between Mr. Perciballi and C Squared is a two-party
dispute that can, and should, be remedied through the pending
state court proceedings, says Mr. Jerome.
A hearing on the motion to dismiss is slated for July 12 at 10:00
a.m.
The Debtor on June 19 sought permission to file the motion to
dismiss under seal but a day later the Debtor filed an unsealed
version of the motion.
The Debtors have sought authorization to employ Gallagher &
Kennedy, P.A. and MCA Financial Group, Ltd. as estate
professionals. C Squared says in an objection that the proposed
advisors would only represent the interests of AWI and Perciballi
rather than those of the Debtor and its estate.
ArmorWorks has arranged up to $3.5 million of debtor in possession
financing from Lancelot Armor, LLC, who agreed to provide funding
pending confirmation of the Plan. C Squared claims that
Mr. Perciballi lacks the requisite corporate authority to borrow
funds on behalf of the Debtor and grant security interests in the
Debtor's assets. C Squared notes that the operating agreement
requires both members, AWI and C Squared, to consent to borrowing
funds and grant security interests. C Squared also notes that the
maturity of the DIP loan will be accelerated and fully due and
payable if and when the C Squared Parties' emergency MTD is
granted.
C Squared also has issues with the proposed Aug. 20, 2013 bar date
for proofs of claims. C Squared says that the Debtors intend to
move the Chapter 11 cases along as quickly as possible before the
Court can rule on the validity of these bankruptcy cases.
DIP Order
AWE and TechFiber lodged a proposed interim DIP order on June 21,
2013.
Although C Squared understands that AWE and TechFiber have
immediate cash needs that they cannot satisfy, it is objecting to
the form of the proposed order because it contains provisions that
far exceed anything that was granted during the hearing in the
Bankruptcy Cases on July 20, 2013.
In a June 21 filing, C Squared says that among the objectionable
provisions contained in the proposed order are:
-- The guarantee of a minimum 120 days of interest to the DIP
Lender, even if the DIP Loan is paid in less than 120 days;
-- The prospective grant of relief from the automatic stay
unless the Debtors can obtain a hearing from the Court and
establish no default has occurred with 5 days;
-- The creation of an event of default if the Borrowers'
collective accounts receivable with aging of less than 90 days
drops below $3,000,000;
-- The requirement that the DIP Lender's Liens be immunized
from future pari passu or senior liens even if the estate could
satisfy the burden of proof under Section 364(c) and/or 364(d);
and
-- The creation of other expansive events of default based
upon, among other things, dismissal, conversion or the appointment
of a Trustee.
C Squared is represented by:
Steven D. Jerome, Esq.
Evans O'Brien, Esq.
Jill H. Perrella, Esq.
SNELL & WILMER L.L.P.
One Arizona Center
400 E. Van Buren
Phoenix, AZ 85004-2202
Telephone: (602) 382-6000
Facsimile: (602) 382-6070
E-mail: sjerome@swlaw.com
eobrien@swlaw.com
jperrella@swlaw.com
A revised proposed interim order was submitted by the Debtor on
June 24.
About ArmorWorks Enterprises
Military armor systems provider ArmorWorks Enterprises, LLC, and
affiliate TechFiber LLC sought Chapter 11 protection (Bankr. D.
Ariz. Case Nos. 13-10332 and 13-10333) in Phoenix on June 17,
2013, along with a plan that resolves a dispute with a minority
shareholder and $3.5 million of financing that would save the
company from running out of cash.
ArmorWorks develops advanced survivability technology and designs
and manufactures armor and protective products. ArmorWorks has
produced over 1.25 million ceramic armor and composite armor
protection components for a variety of personnel armor, aircraft,
and vehicle applications.
The Debtors have tapped Todd A. Burgess, Esq., at Gallagher &
Kennedy, as counsel; and MCA Financial Group, Ltd., as financial
advisor. ArmorWorks estimated $10 million to $50 million in
assets and liabilities.
As of May 26, 2012, ArmorWorks had total assets of $30.9 million
and total liabilities of $12.04 million.
The Plan would resolve the ongoing dispute with C Squared by
allowing ArmorWorks to redeem C Squared's 40% minority interest,
or alternatively, allow C Squared to purchase the 60% majority
interest of AWI.
ArmorWorks and TechFiber sought and obtained an order (i)
transferring the In re TechFiber, LLC chapter 11 case to the
Honorable Brenda Moody Whinery, the judge assigned to the
ArmorWorks Chapter 11 case, and (ii) authorizing the joint
administration of the Debtors' cases.
ARROW ALUMINUM: Court Sets July 17 Disclosure Statement Hearing
---------------------------------------------------------------
The hearing to consider the approval of the disclosure statement
filed by Arrow Aluminum Industries, Inc., in support of its
Chapter 11 Plan of Reorganization will be held on July 17, 2013,
at 10:00 a.m.
July 10, 2013, is fixed as the last day for filing and serving
written objections to the disclosure statement.
As reported in the TCR on June 14, 2013, Arrow Aluminum
Industries, Inc., Edna Elaine Blackwell, and Ricka Blackwell filed
with the U.S. Bankruptcy Court for the Western District of
Tennessee, Western Division, a Plan which provides for Arrow's
primary creditor, First Citizens National Bank, receiving
a secured claim for the equipment and the insider principals
obtaining reverse mortgages on their homes and properties to pay
Citizens Bank.
Debtors Ricka Blackwell and Edna Elaine Blackwell join the
Disclosure Statement explaining the Plan but their Chapter 11
cases are not substantively consolidated. The Individual Debtors
intend to seek dismissal of their cases in order to effectuate the
reverse mortgage. They have no other assets for distribution to
creditors.
The Claims against the Debtor consist of:
* Administrative Expense Claims, to be paid in full as soon as
practicable after the Effective Date.
* The secured claim of the First Citizens National Bank (Class
1) in the amount of $2,000,000, which will be paid 180 equal
monthly installments from the Effective Date.
* The Internal Revenue Service and State of Tennessee unsecured
priority claims (Class 2), which total $315,498, to be paid
in 60 months, with interest.
* IRS Secured Claim (Class 3), which total $285,378, will be
treated as fully undersecured in Class 2 and 5.
* The Allowed FCNB Undersecured Claim (Class 4) will be
determined after receipt of funds from the reverse mortgages
obtained by the Debtor's principals and paid to FCNB.
* General Unsecured Claims (Class 5) -- all unsecured claims
FCNB and including potential Claims from the Rejected
Contracts. Allowed Claims will receive general limited
liability company membership interests in the Reorganized
Debtor consistent with the proportion of their interests in
the Property prior to the Effective Date. It is divided into
Class 3A and 3B.
* Ownership Claims (Class 6) -- the allowed Claims and
Interests of the owners of the Debtor.
The monthly payments due on account of the allowed Claims will be
made from the net operational profits (positive cash flow) of the
operations, after allowance for operational expenses (vendor
costs, taxes) and reserves (to cover extraordinary repairs). The
Reorganized Debtor will remain in the current premises for 180
days after the Effective Date.
Steven N. Douglass, Esq., and Chandra Madison, Esq., at Harris
Shelton Hanover Walsh, PLLC, in Memphis, Tennessee, represent the
Debtors.
A full-text copy of the Disclosure Statement dated June 11, 2013,
is available for free at:
http://bankrupt.com/misc/ARROWALUMINUMds0611.pdf
About Arrow Aluminum
Arrow Aluminum Industries, Inc., filed a Chapter 11 petition
(Bankr. W.D. Tenn. Case No. 13-21470) in Memphis on Feb. 11, 2013.
The petition was signed by William Ted Blackwell as president.
The Debtor has scheduled assets of $126,246,137 and scheduled
liabilities of $3,130,103. The Debtor is represented by
Harris Shelton Hanover Walsh, PLLC.
Arrow Aluminum previously sought Chapter 11 protection (Case No.
12-1348) in December but the case was promptly dismissed. In
that case, the U.S. Trustee sought dismissal or conversion to
Chapter 7, while Citizens National Bank sought appointment of a
Chapter 11 trustee to take over management of the Debtor's
properties.
ASARCO LLC: Contribution Suit Against Union Pacific Tossed
----------------------------------------------------------
District Judge Joseph F. Bataillon dismissed the lawsuit filed by
Asarco LLC seeking contribution against Union Pacific Railroad
Company pursuant to the Comprehensive Environmental Response,
Compensation, and Liability Act, 42 U.S.C. Sec. 9601 et seq., for
environmental liability related to the Omaha Lead Superfund Site
in Omaha, Nebraska. The judge said a CERCLA settlement with the
government protects Union Pacific from contribution claims such as
the one presented by Asarco. Second, the parties in a Tolling
Agreement extended the statute of limitations for two years, but
they did not specifically waive the CERCLA contribution
protections. In fact, Union Pacific reserved all rights and
defenses to contest or defend any claim the other might have
against them. Third, Asarco failed to file anything during the
public comment process, even though it received notice of and
instructions on how to do so and failed to intervene in the CERCLA
case.
The Omaha Lead Site is a 27 square mile residential area in Omaha,
Nebraska, where many of the properties are contaminated with lead.
At one point Asarco and Union Pacific jointly operated and managed
a metals refinery and smelter near Omaha, Nebraska. Both parties
owned the site at different times between 1871 and 1997.
The case is, ASARCO LLC, a Delaware corporation; Plaintiff, v.
UNION PACIFIC RAILROAD COMPANY, a Utah corporation; Defendant, D.
Neb. (No. 8:12CV416). A copy of the Court's July 1, 2013
Memorandum and Order is available at http://is.gd/8WdUqhfrom
Leagle.com.
Asarco LLC is represented by Amy M. Locher, Esq., David A. Blagg,
Esq., and Michael F. Kinney, Esq., at Cassem, Tierney Law Firm;
Gregory L. Evans, Esq., and James G. Warren, Esq., at Integer Law
Corporation; and Jeffrey L. Willis, Esq., Patrick J. Paul, Esq.,
and Robert A. Henry, Esq. -- jwillis@swlaw.com , ppaul@swlaw.com
and bhenry@swlaw.com -- at Snell, Wilmer Law Firm.
Union Pacific Railroad Company is represented by Carolyn L.
McIntosh, Esq. -- cmcintosh@pattonboggs.com -- at Patton, Boggs
Law Firm; Michael O. Connelly, Esq. -- mconnelly@connellybaker.com
-- at Connelly, Baker Law Firm; Norton A. Colvin, Jr., Esq., at
Colvin, Chaney Law Firm; and William M. Lamson, Jr., Esq. --
wlamson@ldmlaw.com -- at Lamson, Dugan Law Firm.
About Asarco LLC
Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.
ASARCO LLC filed for Chapter 11 protection (Bankr. S.D. Tex. Case
No. 05-21207) on Aug. 9, 2005. Attorneys at Baker Botts
L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented
the Debtor in its restructuring efforts.
On Dec. 9, 2009, Asarco Incorporated and Americas Mining
Corporation's Seventh Amended Plan of Reorganization for the
Debtors became effective and the ASARCO Asbestos Personal Injury
Settlement Trust was created and funded with nearly $1 billion in
assets, including more than $650 million in cash plus a $280
million secured note from Reorganized ASARCO. The Plan, which was
confirmed both by the bankruptcy and district courts, reintegrated
ASARCO LLC back to parent Grupo Mexico concluding the four-year
Chapter 11 proceeding.
ATLANTIC & PACIFIC: 380 Yorktown Cannot Remain in Leased Property
-----------------------------------------------------------------
The Appellate Division of the Supreme Court of New York dismissed
an appeal from an order by Judge Alan D. Scheinkman of the Supreme
Court, Westchester County, declaring that 380 Yorktown Food Corp.
is not entitled to remain in possession of the property it
subleased from Great Atlantic & Pacific Tea Company.
380 Downing Drive's predecessor-in-interest leased the property to
Great Atlantic & Pacific Tea Company.
The Appellate Court held that 380 Downing established, prima
facie, that 380 Yorktown's subtenancy had terminated. In
opposition, the Appellate Court noted, 380 Yorktown failed to
raise a triable issue of fact as to whether it was entitled to
remain in possession of the subject premises.
The appeals case is 380 YORKTOWN FOOD CORP., Appellant, v. 380
DOWNING DRIVE, LLC, Respondent. A copy of the Appellate Court's
June 12, 2013 Order is available at http://is.gd/T7DHQlfrom
Leagle.com. The Apellate Court consists of Judges Ruth C. Balkin,
L. Priscilla Hall, Plummer E. Lott, and Robert J. Miller.
Nathan Schwed, Esq. -- nschwed@zeklaw.com -- of Zeichner Ellman &
Krause, LLP, in New York, N.Y., represents 380 Yorktown Food Corp.
Daniel Hollis III, Esq. -- pdhollis@smhattorneys.com -- of
Shamberg Marwell & Hollis, P.C., in Mount Kisco, N.Y., represents
380 Downing Drive.
ATLANTIC POWER: Moody's Mulls Possible Downgrade of 'Ba3' CFR
-------------------------------------------------------------
Moody's Investors Service placed the ratings of Atlantic Power
Corporation (AT) under review for possible downgrade. Ratings
placed under review are the company's Ba3 Corporate Family Rating,
its Ba3-PD Probability of Default Rating, and its B1 senior
unsecured debt rating. Concurrent with this rating action, Moody
has revised the Speculative Grade Liquidity (SGL) Rating of AT to
SGL-3 from SGL-2.
"An apparent lack of progress in renegotiating Atlantic Power's
bank credit facility combined with substantially diminished access
to capital markets will constrain the company's growth prospects,"
said Bill Hunter, VP and Senior Analyst. "Continued growth in AT's
portfolio of power projects with long term off-take contracts is
important, because the company has faced headwinds in renewing
contracts for some of its more seasoned plants."
In early May 2013, AT announced that it had initiated negotiations
with the lender group for its $300 million revolving credit
facility, due to a projected potential breach of the interest
coverage covenant for the upcoming four quarter period ending 30
September 2013. The company has not announced any resolution of
this issue, which leads us to conclude that these negotiations are
proving more contentious than Moody's has expected, and that the
company's financial flexibility may consequently be reduced for a
longer period.
In March 2013, AT announced a reduction in its dividend to
approximately $45 million per annum from approximately $145
million, which, while credit positive, effectively cut off the
company's access to equity capital in the public markets. AT's
stated strategy had been to fund its investments in growth
projects with a balance of debt and equity. One of the reasons for
the reduced dividend was reduced expectations in re-contracting of
projects that have produced a substantial amount of EBITDA
historically, especially those in Florida and Canada. While AT has
added 4 new wind projects to its portfolio in the past 2 years, it
faces increased competition in acquiring operating projects and
late-stage development projects from a variety of investors, many
of which have lower return hurdles.
Over the past six months, AT has entered a number of sale
transactions that have increased its cash on hand while re-
positioning the portfolio. The company has sold three projects in
Florida, a difficult power market, as well as its interest in the
attractive PATH 15 transmission project for combined proceeds of
$173 million. AT has paid down all revolving credit borrowings and
has projected a cash balance of almost $200 million at 30 June
2013. Announced sales of interests in the Gregory and Delta-
Persons projects are expected to yield proceeds of $42 million in
the second half of 2013. These positive developments for AT's
liquidity position are balanced against lower internal cash flow
generation from the portfolio, the impact of the potential
covenant breach on external liquidity sources, and the company's
current requirement to seek lender approval for sale of assets as
an alternate source of liquidity. As a result, Moody's is revising
its SGL Rating to SGL- 3 from SGL-2.
In addition to monitoring the development of the bank credit
facility negotiations, Moody's review will focus on its
expectations for the company's cash flow generation during a
projected low-growth period and on an assessment of AT's non-
numeric rating factors, including its market and competitive
position, geographic diversity and the effectiveness of hedging
strategy in light of changes in the portfolio. Moody's will also
examine the prospects for the company's stated goal to reduce
leverage.
Ratings placed under review for downgrade:
Issuer: Atlantic Power Corporation
Corporate Family Rating: Ba3
Probability of Default Rating: Ba3-PD
Senior Unsecured Notes: B1, LGD-4 68% (revised from LGD-5 81%)
Outlook: RUR-Down revised from Stable
The principal methodology used in this rating was Unregulated
Utilities and Power Companies published in August 2009.
Atlantic Power Corporation, incorporated in British Columbia and
listed on the NYSE and TSX, is an independent power producer that
owns interests in a diversified fleet of power generation projects
located in the United States and Canada.
ATP OIL: La. Court Keeps Government's Suit Against Unit
-------------------------------------------------------
Louisiana District Judge Nannette Jolivette Brown denied the
request of ATP Infrastructure Partners, LP, a limited partnership
formed by ATP Oil & Gas Corporation in 2009, to dismiss the case
is, U.S. v. ATP OIL & GAS CORPORATION Civil Action No. 13-0262
(E.D. La.). A copy of the District Court's July 1 Order and
Reasons is available at http://is.gd/PHOq7cfrom Leagle.com
ATP was the owner of ATP Innovator from at least 2006 to March 6,
2009. Infrastructure Partners is a limited partnership formed by
ATP on March 6, 2009 to own and operate the ATP Innovator, a
floating production platform facility operating at Lease Block 711
of Mississippi Canyon in the Gulf of Mexico. The ATP Innovator is
permanently moored to the sea floor at a location and is not
operating as a vessel or other floating craft, and has been
engaged in the production of oil and natural gas. ATP Oil holds
the lease interest in Lease Block 711 of Mississippi Canyon.
Since at least April 2007, ATP has been allowed to discharge
wastewater from the ATP Innovator into the Gulf of Mexico subject
to a General Permit issued by the Environmental Protection Agency
under the Clear Water Act's -- CWA -- National Pollutant Discharge
Elimination System -- NPDES. Under this permit, ATP is allowed to
discharge a limited amount of oil in its wastewater.
The United States has brought six causes of action seeking civil
penalties against ATP for violations of CWA Section 301(a), 33
U.S.C. Sec. 1311(a), and other related sections, for dispersant
discharges. Second, the United States brings a cause of action
against ATP for permit violations pursuant to CWA Section 309(d).
Third, the United States seeks civil penalties against both
defendants, ATP and Infrastructure Partners, for oil discharges in
violation of CWA Section 311(b). In the United States fourth cause
of action, it requests injunctive relief under the Outer
Continental Shelf Lands Act -- OCSLA -- 43 U.S.C. Sec. 1350(a),
against both defendants to remedy the alleged violations of law.
In the United States' fifth cause of action, it seeks similar
injunctive relief against both defendants pursuant to the CWA
Section 309(b).
In the United States' sixth cause of action, it requests a
declaratory judgment pursuant to 28 U.S.C. Sec. 2201(a). The
United States explains that in August 2012, ATP filed for Chapter
11 bankruptcy and identified Infrastructure Partners as a "non-
debtor entity." The United States acknowledges that under Section
362(a)(1) of the Bankruptcy Code this would normally impose an
automatic stay, but Section 362(b)(4) of the Bankruptcy Code
expressly states that Section 362(a) will not apply to the
"commencement or continuation of an action or proceeding by a
governmental unit . . . to enforce such governmental unit's . . .
police and regulatory power, including enforcement of a judgment
other than a money judgment." Therefore, the United States seeks
a declartory judgment that the police and regulatory exception to
the automatic stay applies "to this environmental enforcement
action brought pursuant to the enforcement provisions of the Clean
Water Act and Outer Continental Shelf Lands Act."
The case is, U.S. v. ATP OIL & GAS CORPORATION Civil Action No.
13-0262 (E.D. La.). A copy of the District Court's July 1 Order
and Reasons is available at http://is.gd/PHOq7cfrom Leagle.com.
The United States of America is represented by Jason T Barbeau, U.
S. Department of Justice & Sharon Denise Smith, U. S. Attorney's
Office.
ATP Oil & Gas Corporation is represented by:
Brit T. Brown, Esq.
Hal Clayton Welch, Esq.
Joseph S. Cohen, Esq.
Meagan P. Wilder, Esq.
BEIRNE, MAYNARD & PARSONS, LLP
E-mail: bbrown@bmpllp.com
hwelch@bmpllp.com
jcohen@bmpllp.com
mwilder@bmpllp.com
ATP Infrastructure Partners, LP, is represented by:
John C. Martin, Esq.
Chet M. Thompson, Esq.
Sarah C. Bordelon, Esq.
CROWELL & MORING, LLP
E-mail: jmartin@crowell.com
cthompson@crowell.com
sbordelon@crowell.com
- and -
E. Stuart Ponder, Esq.
Jon Wesley Wise
FOWLER RODRIGUEZ
E-mail: sponder@frfirm.com
jwise@frfirm.com
About ATP Oil
Houston, Tex.-based ATP Oil & Gas Corporation is an international
offshore oil and gas development and production company focused
in the Gulf of Mexico, Mediterranean Sea and North Sea.
ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. Case
No. 12-36187) on Aug. 17, 2012. Attorneys at Mayer Brown LLP,
serve as bankruptcy counsel. Munsch Hardt Kopf & Harr, P.C., is
the conflicts counsel. Motley Rice LLC and Fayard & Honeycutt,
APC serve as special counsel. Opportune LLP is the financial
advisor and Jefferies & Company is the investment banker.
Kurtzman Carson Consultants LLC is the claims and notice agent.
ATP disclosed assets of $3.6 billion and $3.5 billion of
liabilities as of March 31, 2012. Debt includes $365 million on a
first-lien loan where Credit Suisse AG serves as agent. There is
$1.5 billion on second-lien notes with Bank of New York Mellon
Trust Co. as agent. ATP's other debt includes $35 million on
convertible notes and $23.4 million owing to third parties for
their shares of production revenue. Trade suppliers have claims
for $147 million, ATP said in a court filing.
An official committee of unsecured creditors has been appointed in
the case. Evan R. Fleck, Esq., at Milbank, Tweed, Hadley &
McCloy, in New York, represents the Creditors Committee as
counsel.
A 7-member panel of equity security holders has also been
appointed in the case. Kyung S. Lee, Esq., and Charles M. Rubio,
Esq. of Diamond McCarthy LLP, in Houston, Texas, serve as counsel
to the Equity Committee.
ATP is seeking court approval to sell substantially all of its
Deepwater Assets and Shelf Property Assets.
ATP OIL: Unit Can't Dodge Discharge Concealment Suit
----------------------------------------------------
Maria Chutchian of BankruptcyLaw360 reported that a Louisiana
federal judge refused to let a subsidiary of bankrupt ATP Oil &
Gas Corp. off the hook in the government's suit seeking up to $55
million for the alleged concealment of oil discharge into the Gulf
of Mexico.
According to the report, in her ruling, U.S. District Judge
Nannette J. Brown held that ATP Infrastructure Partners LP could
not escape the U.S. Department of Justice's allegations that it
violated sections of the Clean Water Act and Outer Continental
Shelf Lands Act.
About ATP Oil
Houston, Tex.-based ATP Oil & Gas Corporation is an international
offshore oil and gas development and production company focused
in the Gulf of Mexico, Mediterranean Sea and North Sea.
ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. Case
No. 12-36187) on Aug. 17, 2012. Attorneys at Mayer Brown LLP,
serve as bankruptcy counsel. Munsch Hardt Kopf & Harr, P.C., is
the conflicts counsel. Motley Rice LLC and Fayard & Honeycutt,
APC serve as special counsel. Opportune LLP is the financial
advisor and Jefferies & Company is the investment banker.
Kurtzman Carson Consultants LLC is the claims and notice agent.
ATP disclosed assets of $3.6 billion and $3.5 billion of
liabilities as of March 31, 2012. Debt includes $365 million on a
first-lien loan where Credit Suisse AG serves as agent. There is
$1.5 billion on second-lien notes with Bank of New York Mellon
Trust Co. as agent. ATP's other debt includes $35 million on
convertible notes and $23.4 million owing to third parties for
their shares of production revenue. Trade suppliers have claims
for $147 million, ATP said in a court filing.
An official committee of unsecured creditors has been appointed in
the case. Evan R. Fleck, Esq., at Milbank, Tweed, Hadley &
McCloy, in New York, represents the Creditors Committee as
counsel.
A 7-member panel of equity security holders has also been
appointed in the case. Kyung S. Lee, Esq., and Charles M. Rubio,
Esq. of Diamond McCarthy LLP, in Houston, Texas, serve as counsel
to the Equity Committee.
ATP is seeking court approval to sell substantially all of its
Deepwater Assets and Shelf Property Assets.
AURA SYSTEMS: Sells $2.7MM Notes, 3.6 Million Warrant Shares
------------------------------------------------------------
Aura Systems, Inc., on June 25, 2013, closed its private offering
pursuant to the Securities Purchase Agreement, Security Agreement
and Collateral Agency Agreement, each dated May 7, 2013. At this
closing, four additional accredited investors became party to the
Agreement and the Collateral Agency Agreement and the Company
issued and sold an aggregate principal amount of $325,000 of
senior secured convertible notes and 7-year warrants to acquire up
to 433,334 shares of common stock to these Investors.
The Notes mature on the first anniversary of the date of issuance
and bear interest at a rate of 16 percent per annum. The Notes
are initially convertible into shares of common stock at a
conversion price of $0.50 per share, subject to adjustment for
certain dilutive issuances. The Notes are secured by a first
priority security interest in all of the Company's assets except
its patents and all other intellectual property. The Notes
provide Investors with a right to participate in or convert their
investments into securities issued in a qualified financing.
The Warrants have an exercise price of $0.75 per share, which is
subject to adjustment for certain dilutive issuances and customary
adjustments for corporate events such as reorganizations, splits
and dividends.
This Final Closing terminates the private offering conducted
pursuant to the Agreement. In the aggregate for the entire
offering, the Company issued and sold $2,720,700 of Notes and
Warrants to acquire up to 3,627,600 Warrant Shares, pursuant to
the Agreement. Of the aggregate amount issued, the Company issued
$1,645,700 of Notes to certain investors in exchange for other
obligations of the Company.
The Company utilized a registered placement agent in connection
with the foregoing transaction and paid the placement agent a cash
commission equal to $32,500 and 7-year warrants to purchase up to
43,334 shares of common stock at an exercise price of $0.75 per
share at the Final Closing. In the aggregate for the entire
offering, the placement agent received $163,370 in cash
commissions and Placement Agent Warrants to purchase up to 217,830
shares of common stock.
About Aura Systems
El Segundo, Calif.-based Aura Systems, Inc., designs, assembles,
tests and sells its proprietary and patented Axial Flux induction
machine known as the AuraGen(R) for industrial and commercial
applications and VIPER for military applications.
Aura Systems incurred a net loss of $15.14 million for the fiscal
year ended Feb. 28, 2013, as compared with a net loss of $14.15
million for the year ended Feb. 29, 2012. As of Feb. 28, 2013,
the Company had $3.09 million in total assets, $24.68 million in
total liabilities and a $21.59 million total stockholders'
deficit.
Kabani & Company, Inc., in Los Angeles, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Feb. 28, 2013. The independent
auditors noted that the Company has historically incurred
substantial losses from operations, and the Company may not have
sufficient working capital or outside financing available to meet
its planned operating activities over the next 12 months. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
BEACON ENTERPRISE: 5G Ownership at 15.7% as of June 19
------------------------------------------------------
In a Schedule 13D filing with the U.S. Securities and Exchange
Commission, 5G Investments, LLC, and 5G Management, LLC, disclosed
that, as of June 19, 2013, they beneficially owned 7,500,000
shares of common stock of Beacon Enterprise Solutions Group, Inc.,
representing 15.72 percent of the shares outstanding. A copy of
the regulatory filing is available at http://is.gd/AslolF
About Beacon Enterprise
Beacon Enterprise Solutions Group, Inc., headquartered in
Louisville, Ky., provides international telecommunications and
information technology systems (ITS) infrastructure services,
encompassing a comprehensive suite of consulting, design,
installation, and infrastructure management offerings. Beacon's
portfolio of infrastructure services spans all professional and
construction requirements for design, build and management of
telecommunications, network and technology systems infrastructure.
Professional services offered include consulting, engineering,
program management, project management, construction services and
infrastructure management services. Beacon offers these services
under either a comprehensive contract option or unbundled to the
Company's global and regional clients.
The Company's balance sheet at June 30, 2012, showed $7.3 million
in total assets, $8.8 million in total liabilities, and a
stockholders' deficit of $1.5 million.
For the nine months ended June 30, 2012, the Company generated a
net loss of $5.9 million, which included a non-cash impairment of
intangible assets of $2.1 million and other non-cash expenses
aggregating $1.9 million. Cash used in operations amounted to
$1.0 million for the nine months ended June 30, 2012. As of June
30, 2012, the Company's accumulated deficit amounted to $42.6
million, with cash and cash equivalents of $75,000 and a working
capital deficit of $4.9 million. "These conditions raise
substantial doubt about the Company's ability to continue as a
going concern," the Company said in its quarterly report for the
period ended June 30, 2012.
BELLE FOODS: Seeks Chapter 11 Protection
----------------------------------------
Maria Chutchian of BankruptcyLaw360 reported that Birmingham,
Ala.-based grocery chain Belle Foods LLC sought Chapter 11
protection, blaming increased competition and higher payroll taxes
for its recent financial troubles.
According to the report, listing between $10 million and $50
million in both assets and liabilities, the privately held company
pointed to technical issues with its accounting system and
"lending structure" issues as causes of its lack of liquidity. And
the arrival of newer, nearby grocers hasn't helped the business,
the company's CEO said in a court filing, the report related.
Belle Foods -- http://www.bellefoods.com/-- is a family owned and
family oriented retail grocery chain consisting of 57 stores
operating in Alabama, Florida, Georgia and Mississippi while being
based out of Birmingham, Alabama. At Belle Foods, we pride
ourselves in providing top quality products, excellent customer
service and affordable prices within a clean and family-friendly
environment.
BELMONT ROCK: Contract Breach Suit Remanded to Del. Bankr. Court
----------------------------------------------------------------
Magistrate Paul S. Grewal of the U.S. District Court for the
Northern District of California has referred the case CITY of DEL
REY OAKS, et al. v. FEDERAL/JER ASSOCIATES, LLC, et al., Case No.
13-CV-01363, to the district's bankruptcy court with the
recommendation that the case be transferred to the Delaware
bankruptcy court. A copy of Judge Grewal's June 18, 2013 Order is
available at http://is.gd/XI1XNRfrom Leagle.com.
The lawsuit was originally filed on Aug. 12, 2010, in state court
alleging breach of contract against the Defendants on a
development agreement and other related agreements of a 360-acre
site at the former Fort Ord in Del Rey Oaks.
The District Court entered its ruling on the Plaintiffs' motion to
remand the case back to state court.
On March 22, 2013, Belmont Rock Holdings, LLC, formerly known as
Federal, filed for Chapter 11 bankruptcy in the U.S. Bankruptcy
Court in Delaware.
Plaintiffs City of Del Rey Oaks and Redevelopment Agency of the
City of Del Rey Oaks are represented by James T. Diamond, Jr.,
Esq., -- jdiamond@goldfarblipman.com -- of Goldfarb & Lipman.
Defendants Federal/Jer Associates I, LLC, and Federal Del Rey
Associates, LLC, are represented by Barbara Ann Kreig, Esq.
BIOVEST INTERNATIONAL: Reorganization Plan Confirmed
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Biovest International Inc. won bankruptcy court
approval for a Chapter 11 reorganization plan, complementing the
previously approved sale of the business in exchange for debt
owing to secured lenders Corps Real LLC and Laurus/Valens Funds.
According to the report, with the plan approved, lenders can take
ownership through the plan or by virtue of the court's approval of
a sale. If the transfer of ownership occurs by implementation of
the plan, the sale approval will become void. There was an
auction at the end of May to ensure that there was no purchase
offer better than the lenders'.
In signing a confirmation order approving the plan on June 28,
U.S. Bankruptcy Judge K. Rodney May in Tampa, Florida, rejected
objections from the official shareholders' committee and from the
U.S. Trustee. Judge May said releases given to third parties were
necessary for implementation of the plan.
The lenders are buying the business in exchange for $44 million in
debt. In return for their claims totaling $10.3 million,
unsecured creditors will have 7 million shares. Biovest's
majority owner Accentia Biopharmaceuticals Inc. will have one
share of stock for every dollar of ultimately approved claims.
The lenders will have the remainder of the 100 million shares of
stock being issued.
Accentia has an unsecured claim against Biovest for $5 million,
according to the disclosure statement approved by the bankruptcy
court. The lenders won't acquire the business under the plan
unless and until the bankruptcy court determines that Accentia
isn't the owner of technology claimed by Biovest.
About Biovest International
Biovest International, Inc. -- http://www.biovest.com/-- is an
emerging leader in the field of active personalized
immunotherapies. In collaboration with the National Cancer
Institute, Biovest has developed a patient-specific, cancer
vaccine, BiovaxID(R), with three clinical trials completed,
including a Phase III study, demonstrating evidence of safety and
efficacy for the treatment of indolent follicular non-Hodgkin's
lymphoma.
Headquartered in Tampa, Florida, with its bio-manufacturing
facility based in Minneapolis, Minnesota, Biovest is publicly-
traded on the OTCQB(TM) Market with the stock-ticker symbol
"BVTI", and is a majority-owned subsidiary of Accentia
Biopharmaceuticals, Inc. (OTCQB: "ABPI").
Biovest, along with its subsidiaries, Biovax, Inc., AutovaxID,
Inc., Biolender, LLC, and Biolender II, LLC, filed for Chapter 11
bankruptcy protection (Bankr. M.D. Fla. Case No. 08-17796) on
Nov. 10, 2008. Biovest emerged from Chapter 11 protection, and
its reorganization plan became effective, on Nov. 17, 2010.
Biovest International Inc., filed a petition for Chapter 11
reorganization (Bankr. M.D. Fla. Case No. 13-02892) on March 6,
2013, in Tampa, Florida. The new bankruptcy case was accompanied
by a proposed reorganization plan supported by secured lenders
owed about $38.5 million. Total debt is $44.9 million, with
assets listed in a court filing as being valued at $4.7 million.
About $5.4 million is owing to unsecured creditors, according to a
court paper.
BLACK PRESS: S&P Revises Outlook to Stable & Affirms 'B-' CCR
-------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its outlook on
Victoria, B.C.-based Black Press Ltd. to stable from negative. At
the same time, Standard & Poor's affirmed its ratings on Black
Press including its 'B-' long-term corporate credit rating on the
company.
"The revised outlook reflects the completion of Black Press' debt
refinancing," said Standard & Poor's credit analyst Lori Harris.
Proceeds of the new term loans (C$97.5 million senior secured
Canadian term loan and US$50 million senior secured U.S. term loan
due 2018), along with the new C$80 million senior secured second-
lien notes due 2018 (not rated), were used to repay term debt due
August 2013 and subordinated notes due February 2014.
"The ratings on Black Press reflect Standard & Poor's assessment
of the company's "vulnerable" business risk profile and "highly
leveraged" financial risk profile (as our criteria define the
terms). We base our business risk assessment on the company's
weak operating performance, declining organic revenue base, and
lack of revenue diversification outside of the newspaper
publishing industry. We believe the industry faces long-term
secular pressures related to market share erosion toward online
and other forms of advertising. Partially offsetting these
business risk factors, we believe, is the company's solid market
position within several of its regions. We base our financial
risk assessment of the company on Black Press' aggressive
financial policy, weak credit protection measures, and high debt
burden," S&P said.
"The stable outlook reflects Standard & Poor's belief that Black
Press will maintain its market position and that the company's
operating performance will meet our expectations in the medium
term, including generating sufficient positive free cash flow to
cover its fixed costs and term loan amortization requirements. We
could lower the ratings should there be significant deterioration
in the company's operations, insufficient free cash flow, or less
than a 10% EBITDA cushion on the financial covenants. We are not
contemplating raising the ratings within the next year given the
pressures Black Press faces due to weak revenues and challenging
industry fundamentals," S&P added.
Black Press is a private company and does not release financial
information publicly.
BMB MUNAI: Incurs $3.1 Million in Fiscal 2013
---------------------------------------------
BMB Munai, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$3.08 million on $0 of revenues for the year ended March 31, 2013,
as compared with a net loss of $139.21 million on $0 of revenues
for the year ended March 31, 2012.
As of March 31, 2013, BMB Munai had $10.56 million in total
assets, $9 million in total liabilities, all current, and $1.55
million in total shareholders' equity.
Hansen, Barnett & MAaxwell, P.C., in Salt Lake City, Utah, issued
a "going concern" qualification on the consolidated financial
statements for the year ended March 31, 2013. The independent
auditors noted that BMB Munai has no continuing operations that
result in positive cash flow. This situation raises substantial
doubt about its ability to continue as a going concern.
A copy of the Form 10-K is available for free at:
http://is.gd/S22bK4
About BMB Munai
Based in Almaty, Kazakhstan, BMB Munai, Inc., is a Nevada
corporation that originally incorporated in the State of Utah in
1981. Since 2003, its business activities have focused on oil and
natural gas exploration and production in the Republic of
Kazakhstan through its wholly-owned operating subsidiary Emir Oil
LLP. Emir Oil holds an exploration contract that allows the
Company to conduct exploration drilling and oil production in the
Mangistau Province in the southwestern region of Kazakhstan until
January 2013. The exploration territory of its contract area is
approximately 850 square kilometers and is comprised of three
areas, referred to herein as the ADE Block, the Southeast Block
and the Northwest Block.
CAMAGUEY PLAZA: Case Summary & 3 Unsecured Creditors
----------------------------------------------------
Debtor: Camaguey Plaza, L.L.C.
16426 NE 32nd Avenue
North Miami Beach, FL 33160
Bankruptcy Case No.: 13-24859
Chapter 11 Petition Date: June 25, 2013
Court: U.S. Bankruptcy Court
Southern District of Florida (Miami)
Judge: A. Jay Cristol
Debtor's Counsel: Brett M. Amron, Esq.
BAST AMRON, LLP
1 SE 3 Avenue, #1440
Miami, FL 33131
Tel: (305) 379-7904
Fax: (305) 379-7905
E-mail: bamron@bastamron.com
Scheduled Assets: $4,261,024
Scheduled Liabilities: $5,124,256
The Company's list of its largest unsecured creditors filed with
the petition is available for free at:
http://bankrupt.com/misc/flsb13-24859.pdf
The petition was signed by Nuri Dorra, managing member.
CASEY ANTHONY: Slander Suits Stay in Bankruptcy Court
-----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that two creditors of Casey Marie Anthony, who was
acquitted of charges she murdered her child, failed in their
efforts to have a state court jury decide the validity of their
defamation claims.
According to the report, both creditors initiated defamation
actions in state court after Ms. Anthony was acquitted of murder
in 2011 and before she filed for Chapter 7 bankruptcy in January
in Tampa, Florida. One said he was defamed by Ms. Anthony's
lawyer during her trial and the other claimed she was defamed by
Anthony herself. They both wanted the bankruptcy judge to allow
their suits to proceed in state court.
The report notes that U.S. Bankruptcy Judge K. Rodney May denied
both requests this week, retaining the claims in bankruptcy court,
at least for the time being. Ms. Anthony said she has neither
assets nor income and is being represented in bankruptcy court by
lawyers working for free. Judge May explained that both creditors
have what are known as personal injury tort claims where a trial,
if any, must be held in district court. Until the cases are ready
for trial, Judge May said the bankruptcy court should process
pretrial proceedings.
The report relates that even if Ms. Anthony were liable for
defamation, Judge May said he must separately decide whether the
debts are wiped out in bankruptcy. That's a responsibility
residing in bankruptcy court even if the validity and amount of
the defamation claims were decided in another court. Since both
defamation suits were barely off the ground, Judge May said he
will be able to decide first if the debts are wiped out in
bankruptcy. If the debts are discharged, there may be no reason
to go ahead with a trial on the validity of the claims because the
creditors wouldn't receive a distribution in any event.
The report discloses that Judge May gave the two creditors three
weeks to file their claims and commence separate lawsuits testing
whether the claims are discharged in bankruptcy.
About Casey Anthony
Casey Marie Anthony, 26, was acquitted of murder in July 2011 in
the death of her daughter, Caylee. She was released from jail
several days later and disappeared from the spotlight.
Anthony filed for Chapter 7 bankruptcy (Bankr. M.D. Fla. Case No.
13-00922) in Tampa, Florida, on Jan. 25, 2013, claiming $1,000
in assets and $792,000 in liabilities, most of those attorney's
fees and costs.
In February, Bankruptcy Judge K. Rodney May ruled against a motion
by Zenaida Gonzalez, who's suing Ms. Anthony for defamation, to
relocate the case to Orlando.
CASH STORE: Provides Ontario Regulatory Update
----------------------------------------------
The Cash Store Financial Services Inc. on July 3 provided an
update on regulatory matters related to The Cash Store Inc. and
Instaloans Inc. chains that operate in Ontario.
Effective July 4, 2013, The Cash Store Inc. and Instaloans Inc.
will allow their respective payday loan licenses in Ontario to
expire. Neither company has offered payday loans in Ontario since
February 1, 2013. On that date, the Company made available to
consumers a suite of unsecured line of credit products that
enables consumers to move up the credit ladder towards credit-
scored products that will eventually enable access to mainstream
lending products. At that time, the Company also stated that it
would retain payday loan licenses for The Cash Store Inc. and
Instaloans Inc. in Ontario until such time that the performance of
the new product offering in that market materialized as the
Company anticipated.
Cash Store Financial has evaluated the success of the line of
credit products in Ontario. It is now satisfied that there is no
need to renew its payday loan licenses and will allow its current
licenses to expire.
"We have been very pleased with consumer acceptance of the lines
of credit products distributed through our branches in Ontario
which serve a large consumer segment not currently accommodated by
traditional banks or credit unions," said Gordon J. Reykdal, CEO.
About Cash Store Financial
Headquartered in Edmonton, Alberta, The Cash Store Financial is
the only lender and broker of short-term advances and provider of
other financial services in Canada that is listed on the Toronto
Stock Exchange (TSX: CSF). Cash Store Financial also trades on
the New York Stock Exchange (NYSE: CSFS). Cash Store Financial
operates 512 branches across Canada under the banners "Cash Store
Financial" and "Instaloans". Cash Store Financial also operates
25 branches in the United Kingdom.
Cash Store Financial is a Canadian corporation that is not
affiliated with Cottonwood Financial Ltd. or the outlets
Cottonwood Financial Ltd. operates in the United States under the
name "Cash Store". Cash Store Financial does not do business
under the name "Cash Store" in the United States and does not own
or provide any consumer lending services in the United States.
Cash Store Financial employs approximately 1,900 associates.
* * *
As reported in the Feb. 8, 2013 edition of the TCR, Standard &
Poor's Ratings Services lowered its issuer credit rating on Cash
Store Financial (CSF) to 'CCC+' from 'B-'. The outlook is
negative.
"The downgrades follow a proposal by the payday loan registrar in
Ontario to revoke CSF's payday lending licenses and CSF's
announcement that it has discontinued its payday loan product in
the region," said Standard & Poor's credit analyst Igor Koyfman.
The company's businesses in Ontario, which account for
approximately one-third of its store count, will begin offering a
new line of credit product to its customers. S&P believes this is
to offset the loss of its payday lending product; however, this is
a relatively new product, and S&P believes that it will be
challenging for the company to replace its lost earnings from the
payday loan product. S&P also believes that the registrar's
proposal could lead to similar actions in other territories.
As reported by the TCR on May 22, 2013, Moody's Investors Service
downgraded the Corporate Family Rating and senior unsecured debt
rating of Cash Store Financial Services to Caa1 from B3 and
assigned a negative outlook. According to Moody's, CSFS remains
unprofitable on both the pretax and net income lines and prospects
for return to profitability are unclear.
CELL THERAPEUTICS: Chief Medical Officer Resigns
------------------------------------------------
Cell Therapeutics, Inc., announced the resignation of Steven E.
Benner, M.D., M.H.S., senior vice president, chief medical officer
and chief compliance officer for personal reasons. Nancy Boman,
M.D., Ph.D., senior vice president, clinical development and
regulatory affairs, is expected to assume interim responsibility
for the oversight of CTI's ongoing and planned clinical trials of
compounds for the treatment of blood cancers. CTI has engaged a
search firm to assist in an external search for a new Chief
Medical Officer and will appoint a new Chief Compliance Officer.
Immediately prior to his resignation, based on public records, Dr.
Benner beneficially owned 396,705 shares of CTI's common stock.
"Steve has established a strong leadership team in the clinical
organization that is focused on advancing our two ongoing late-
stage clinical programs for pacritinib and PIXUVRI(R)
(pixantrone). We acknowledge and thank Steve for his significant
contributions to these programs and wish him the very best in his
future endeavors," said James A. Bianco, M.D., president and CEO
of CTI.
Dr. Bianco added, "As we move toward initiating the second planned
Phase 3 clinical trial evaluating pacritinib, our JAK2/FLT3
inhibitor for the treatment of patients with myelofibrosis later
this year, we are confident that the clinical and regulatory team
we have in place will continue to execute and our development
plans will remain on track."
About Cell Therapeutics
Headquartered in Seattle, Washington, Cell Therapeutics, Inc.
(NASDAQ and MTA: CTIC) -- http://www.CellTherapeutics.com/-- is
a biopharmaceutical company committed to developing an integrated
portfolio of oncology products aimed at making cancer more
treatable.
Cell Therapeutics reported a net loss attributable to CTI of
US$62.36 million in 2011, compared with a net loss attributable
to CTI of US$82.64 million in 2010. The Company's balance sheet
at March 31, 2013, showed $65.26 million in total assets, $35.70
million in total liabilities, $13.46 million in common stock
purchase warrants, and $16.10 million in total shareholders'
equity.
Going Concern Doubt Raised
The report of Marcum LLP, in San Francisco, Calif., dated
March 8, 2012, expressed an unqualified opinion, with an
explanatory paragraph as to the uncertainty regarding the
Company's ability to continue as a going concern.
The Company's available cash and cash equivalents are US$47.1
million as of Dec. 31, 2011. The Company's total current
liabilities were US$17.8 million as of Dec. 31, 2011. The
Company does not expect that it will have sufficient cash to fund
its planned operations beyond the second quarter of 2012, which
raises substantial doubt about the Company's ability to continue
as a going concern.
Bankruptcy Warning
The Form 10-K for the year ended Dec. 31, 2011, noted that if the
Company receives approval of Pixuvri by the EMA or the FDA, it
would anticipate significant additional commercial expenses
associated with Pixuvri operations. Accordingly, the Company
will need to raise additional funds and are currently exploring
alternative sources of equity or debt financing. The Company may
seek to raise that capital through public or private equity
financings, partnerships, joint ventures, disposition of assets,
debt financings or restructurings, bank borrowings or other
sources of financing. However, the Company has a limited number
of authorized shares of common stock available for issuance and
additional funding may not be available on favorable terms or at
all. If additional funds are raised by issuing equity
securities, substantial dilution to existing shareholders may
result. If the Company fails to obtain additional capital when
needed, it may be required to delay, scale back, or eliminate
some or all of its research and development programs and may be
forced to cease operations, liquidate its assets and possibly
seek bankruptcy protection.
CENGAGE LEARNING: Has Plan With First Lien, Not With Second Lien
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Cengage Learning Inc. filed a petition for Chapter 11
reorganization (Bankr. S.D.N.Y. Case No. 13-bk-44106) on July 2 in
Brooklyn, New York, after signing an agreement where holders of
$2 billion in first-lien debt agree to support a reorganization
plan.
According to a company statement, the plan will eliminate more
than $4 billion of $5.8 billion in debt. Second-lien creditors
and holders of unsecured notes as yet haven't come to terms on the
plan, the company said in a court filing.
Cengage said it will generate sufficient cash during bankruptcy so
obtaining a loan won't be necessary. The company reached an
agreement with lenders to use the cash representing collateral for
their secured claims.
The report notes that liabilities include $3.87 million on five
first-lien term loans and revolving credits. There is $725
million outstanding on first-lien notes and $710 million in
second-lien notes. Cengage owes about $490 million on three
issues of unsecured senior and subordinated notes. In March,
Cengage drew down the remainder of borrowings on the revolving
credits and set $300 million aside where it would not be subject
to secured lenders' claims.
Cengage in a court filing said it also has the ability to void
liens the lenders obtained within 90 days of bankruptcy on
intellectual property rights. The lenders disagree. Cengage said
the $300 million and the value of intellectual property can form
the basis for a distribution to unsecured creditors. Cengage
intends to avoid having the unencumbered property given to secured
lenders as collateral in the process of obtaining approval to use
cash.
The report shares that Centerbridge Partners LP and Oaktree
Capital Group LLC, are among the holders of more than $2 billion
in Cengage senior debt, people familiar with the pre-bankruptcy
talks said in June.
About Cengage Learning
Stamford, Connecticut-based Cengage Learning --
http://www.cengage.com/-- provides innovative teaching, learning
and research solutions for the academic, professional and library
markets worldwide. The company's products and services are
designed to foster academic excellence and professional
development, increase student engagement, improve learning
outcomes and deliver authoritative information to people whenever
and wherever they need it. Cengage Learning's brands include
Brooks/Cole, Course Technology, Delmar, Gale, Heinle, South
Western and Wadsworth, among others.
Prior to July 5, 2007, Cengage Learning Holdings II, L.P. and its
consolidated subsidiaries operated under the name Thomson
Learning, which was comprised of wholly owned indirect
subsidiaries and divisions of Thomson Reuters Corporation,
previously The Thomson Corporation.
Cengage Learning Holdings II, L.P. and its affiliates are
currently not subject to the reporting requirements of Section 13
or 15(d) of the Securities Exchange Act of 1934, as amended. For
the fiscal year ended June 30, 2012, Cengage had total assets of
$7.5 billion and debts of $5.6 billion. Total debt outstanding
was $5.36 billion as of Dec. 31, 2012.
CHARLES STREET: Church Is Test Case on Ch. 11 Trustee
-----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that large churches in the U.S. aren't immune from
bankruptcy. On the West Coast, the big splash was in 2010 with
the Chapter 11 reorganization of Crystal Cathedral Ministries, a
mega-church in Garden Grove, California, founded by television
evangelist Robert H. Schuller. On the East Coast, the most
notable bankruptcy was last year by the 200-year-old Charles
Street African Methodist Episcopal Church of Boston.
According to the report, starting off as a monetary dispute with
the secured lender, the bankruptcy reorganization of the 1,000-
member Charles Street church is becoming a test case on the
question of whether the freedom of religion clauses in the First
Amendment bar appointment of a Chapter 11 trustee. Over three
days last week, the bankruptcy court in Boston held a trial where
the church is attempting to cram down a plan on secured lender One
United Bank, which describes itself as the only black-owned bank
in Massachusetts.
The report notes that the bank used the trial to argue for
dismissing the bankruptcy, contending the church and its funds
have been mismanaged. When the trial was over, U.S. Bankruptcy
Judge Frank J. Bailey told both sides to submit briefs by July 16
on several issues of constitutional law. Judge Bailey asked for
the parties' positions on whether the First Amendment bars
appointment of a Chapter 11 trustee even if the church consents.
The report relates that Judge Bailey also wants to know if the
church would object on constitutional grounds to having a trustee
if the only alternative were dismissal of the Chapter 11
reorganization begun in March 2012. Judge Bailey wants briefs to
address the question of whether constitutional objections could be
obviated by circumscribing the power of a trustee. Similarly,
Judge Bailey wants to know if there is constitutional objection to
appointing an examiner to perform an investigation and issue a
report. The bank and the church were battling years before
bankruptcy over a loan to build a community center.
About Charles Street
Charles Street African Methodist Episcopal Church --
http://www.csrrc.org/-- is located in Roxbury, Massachusetts.
The Church is to advocate for the needs of community residents and
to strengthen individuals, families, and the community by
providing social, educational, economic, and cultural services.
The Church filed for Chapter 11 protection (Bankr. D. Mass. Case
No. 12-12292) on March 20, 2012, to prevent its lenders, OneUnited
Bank, from foreclosing on a $1.1 million loan and auctioning off
the church.
The Debtor estimated both assets and debts of between $1 million
and $10 million.
The church is being represented by the Boston firm Ropes &
Gray LLP, which is working free of charge.
CHILE MINING: Delays Form 10-K for Fiscal 2013
----------------------------------------------
Chile Mining Technologies, Inc., was unable to file its Form 10-K
within the prescribed time period without unreasonable effort or
expense due to the fact that the audit of the Company's financial
statements for the year ended March 31, 2013, has not been
completed. The Company anticipates that it will file its Form 10-
K within the fifteen-day grace period provided by Exchange Act
Rule 12b-25.
About Chile Mining
Chile Mining Technologies Inc. is a mineral extraction company
based in the Republic of Chile, with copper as its principal "pay
metal." Its founders, Messrs. Jorge Osvaldo Orellana Orellana and
Jorge Fernando Pizarro Arriagada, have refined the electrowin
process in a way that permits the electrowin process to be used at
a relatively small mine and/or tailings sites. Electrowinning is
a process in which positive and negative electrodes are placed in
an acidic solution containing copper ions, and an electric current
passed through the solution causes the copper to be deposited on
the negative electrodes so that it can be collected.
Schwartz Levitsky Feldman LLP, in Toronto, Ontario, Canada,
expressed substantial doubt about Chile Mining's ability to
continue as a going concern following the fiscal year ended
March 31, 2012, annual report. The independent auditors noted
that the continuance of the Company is dependent upon its ability
to obtain financing and upon future profitable operations from the
production of copper.
The Company reported a net loss of US$3.95 million on US$433,554
of sales in fiscal 2012, compared with a net loss of
US$7.25 million on US$188,227 of sales in fiscal 2011.
The Company's balance sheet at Sept. 30, 2012, showed US$8.72
million in total assets, US$11.24 and a US$2.51 million
stockholders' deficiency.
CHINA PRECISION: Stockholders Reelect Three Directors
-----------------------------------------------------
At its 2013 annual general meeting of stockholders which was held
on June 28, 2013, China Precision Steel Inc.'s stockholders:
* reelected Mr. Hai Sheng Chen, Mr. Tung Kuen Tsui, and Ms.
Leada Tak Tai Li as members of the Board of Directors of the
Company;
* ratified the selection by the Audit Committee of Moore
Stephens as the Company's independent registered public
accounting firm for the fiscal year ending June 30, 2013;
* approved a reduction in the number of authorized shares of
the Company's common stock and preferred stock to amounts
that will be determined by the Board, but (a) those reduced
number of authorized shares of common stock will not be (i)
lower than 5,000,000 or (ii) higher than 20,000,000 and (b)
those reduced number of authorized shares of preferred stock
will not be (i) lower than 200,000 or (ii) higher than
2,000,000; provided, however, that such approval will expire
on Aug. 30, 2013;
* approved, in a non-binding advisory vote, the compensation
for Company management;
* indicated "every three years" as the preferred frequency of
future advisory votes on executive compensation.
About China Precision
China Precision Steel Inc. is a niche precision steel processing
company principally engaged in the production and sale of high
precision cold-rolled steel products and provides value added
services such as heat treatment and cutting medium and high
carbon hot-rolled steel strips. China Precision Steel's high
precision, ultra-thin, high strength (7.5 mm to 0.05 mm) cold-
rolled steel products are mainly used in the production of
automotive components, food packaging materials, saw blades and
textile needles. The Company primarily sells to manufacturers in
the People's Republic of China as well as overseas markets such
as Nigeria, Thailand, Indonesia and the Philippines. China
Precision Steel was incorporated in 2002 and is headquartered in
Sheung Wan, Hong Kong.
China Precision reported a net loss of $16.94 million for the
year ended June 30, 2012, compared with net income of $256,950
during the prior fiscal year.
Moore Stephens, in Hong Kong, issued a "going concern"
qualification on the consolidated financial statement for the
year ended June 30, 2012. The independent auditors noted that
the Company has suffered a very significant loss in the year
ended June 30, 2012, and defaulted on interest and principal
repayments of bank borrowings that raise substantial doubt about
its ability to continue as a going concern.
For the nine months ended March 31, 2013, the Company incurred a
net loss of $28.59 million on $22.68 million of sales revenues, as
compared with a net loss of $7.93 million on $105.32 million of
sales revenues for the same period a year ago.
The Company's balance sheet at March 31, 2013, showed $163.25
million in total assets, $70.61 million in total liabilities, all
current, and $92.63 million in total stockholders' equity.
COASTAL BROADCASTING: District Court Affirms Plan Approval
----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that according to a June 28 opinion by U.S. District Judge
Renee Marie Bumb in New Jersey, a subordination agreement with a
provision allowing the senior creditor to vote the junior
creditor's claim is enforceable in bankruptcy.
According to the report, the appeal involved a Chapter 11 plan
where the only impaired class contained no creditors aside from
the subordinated lender. The senior creditor said it would vote
the subordinated claim in favor of the plan. Having every class
vote in favor of the plan was crucial because the owners were to
retain the equity and having a dissenting class would invoke the
cram-down process where existing equity interests must be
extinguished.
The report discloses that the junior creditor argued that its
opposition to the plan invoked cram down and therefore wasn't
confirmable. Judge Bumb disagreed. She ruled that the
subordination agreement by its terms allowed the senior creditor
to vote the claim in bankruptcy. She said that Section 510(a) of
the U.S. Bankruptcy Code makes every provision enforceable in a
subordination agreement, not only clauses having to do with
priority of claims.
The case is Rosenfeld v. Coastal Broadcasting Systems Inc. (In re
Coastal Broadcasting Systems Inc.), 12-cb-05682, U.S. District
Court, District of New Jersey (Camden).
About Coastal Broadcasting
Coastal Broadcasting Systems Inc. filed a voluntary petition for
bankruptcy under Chapter 11 of the Bankruptcy Code on Jan. 9,
2011. Competing plans were filed by the Debtor and shareholders
Edwin Rosenfeld and William E. Hur Jr. On July 6, 2012,
Bankruptcy Judge Gloria M. Burns entered an Order confirming the
Debtor's plan.
COLONY RESORTS: Cancels Registration of Class A Membership Units
----------------------------------------------------------------
Colony Resorts LVH Acquisitions, LLC, filed a Form 15 with the
U.S. Securities and Exchange Commission to voluntarily terminate
the registration of its Class A Membership Units. As a result of
the Form 15 filing, the Company is suspending the filing of
reports with the SEC.
About Colony Resorts
Las Vegas, Nev.-based Colony Resorts LVH Acquisitions, LLC, owns
and operates the Las Vegas Hilton, a casino resort located in Las
Vegas, Nevada. The Company licenses from HLT Existing Franchise
Holding LLC the right to use the name "Hilton" and is part of
Hilton's reservation system and Hilton's "HHonors Programs(TM).
The Company's balance sheet at June 30, 2011, showed
$347.55 million in total assets, $296.17 million in total
liabilities, $61.80 million in redeemable members' equity, and a
$10.42 million members' deficit.
Default Under Term Loan
On May 11, 2006, the Company entered into a Loan Agreement with
Goldman Sachs Commercial Mortgage Capital, L.P. The Term Loan was
for an initial principal amount of $209.2 million and for an
initial term of two years. The Company has drawn an additional
$40.8 million against the Term Loan, the maximum funding of the
Term Loan. Covenants under the Term Loan restrict the Company's
future borrowing capacity. The loan had an original two-year term
and three, one-year extensions.
Interest on the loan was based on LIBOR plus 2.9% with a minimum
LIBOR rate of 1.5%. Interest incremented to LIBOR plus 3.5% from
July 2009 through May 2010 and increased to LIBOR plus 4.0% from
June 2010 through May 2011.
As of July 29, 2011, the Company is in default on its Term Loan.
Accordingly, the lender is entitled to exercise various rights,
powers and remedies including acceleration of the Loan,
termination or suspension of all or any portion of advances or
disbursement of funds from restricted cash accounts, accrual of
interest at the default rate and the exercise of remedies under
collateral documents. The Company is currently in discussions
with its lender to negotiate a restructuring of its debt. If the
Company is not successful in a restructuring agreement or entering
into a transaction to address its liquidity and capital structure,
the note holders have the ability to demand accelerated repayment
of all amounts under the Term Loan. The Company would not have
the liquidity to meet this demand.
According to the Company, these conditions raise substantial doubt
about its ability to continue as a going concern.
As reported in the TCR on March 29, 2011, Ernst & Young, in Las
Vegas, Nevada, expressed substantial doubt about Colony Resorts
LVH Acquisition's ability to continue as a going concern,
following the Company's 2010 results. The independent auditors
noted that the Company has incurred recurring net losses and has a
working capital deficiency.
The District Court of Clark County appointed Ronald Paul Johnson
as receiver for the property and businesses, including the hotel
and gaming operations, of Colony Resorts LVH Acquisitions, LLC, as
reported by the TCR on Jan. 17, 2012.
COMMERCE PARK: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Commerce Park Management LLC
207 Quaker Lane, Suite 300
West Warwick, RI 02893
Tel: (401) 828-3500
Bankruptcy Case No.: 13-11674
Chapter 11 Petition Date: June 25, 2013
Court: U.S. Bankruptcy Court
District of Rhode Island (Providence)
Debtor's Counsel: Ira B. Lukens, Esq.
LAW OFFICE OF IRA LUKENS
153 Grand Avenue
Cranston, RI 02905
Tel: (401) 996-9182
E-mail: ilukens@gmail.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Company did not file a list of creditors together with its
petition.
COMMONWEALTH GROUP: Plan Outline Hearing Moved to August 8
----------------------------------------------------------
The hearing to consider confirmation of the Amended Chapter 11
Plan of Commonwealth Group -Mocksville Partners, LP, has been
rescheduled to August 8, 2013, at 10:00 a.m., from June 13, 2013.
As reported in the May 6, 2013 edition of The Troubled Company
Reporter, the U.S. Bankruptcy Court for the Eastern District of
Tennessee approved in April 2013 the disclosure statement
explaining the terms of Commonwealth Group's Amended Plan of
Reorganization.
The TCR reported on April 11, 2013, that the Amended Plan
contemplates the Debtor's continued operation of the Mocksville
Town Common Shopping Center. The Plan will be funded from the
rent revenues and common area maintenance (CAM) charges from the
shopping center. All allowed claims will be paid in full, with
interest, according to the Disclosure Statement.
PNC Bank's secured claim will be reduced by a $140,000 principal
payment. Monthly payments of $37,110 will be made beginning on
the 15th day of the first month after the Effective Date, with a
balloon payment on the 7th anniversary of the new promissory note
to be issued to PNC.
The postpetition action filed by PNC Bank in the U.S. District
Court against the guarantors (PNC Bank, National Association v.
Azur Properties Group, et al. (Case No. 3:13-cv-00098)) will be
stayed so long as the Debtor performs its obligations to PNC Bank
under the confirmed Plan.
The $1,600 priority claim of the Town of Mocksville and the
holders of Unsecured Claims less than $1,000 will be paid on the
effective Date of the Plan.
Holders of unsecured claims exceeding $1,000 and the Davie
County's secured claim will be paid in equal monthly installments,
beginning on the Effective Date of the Plan, with a final payment
of the balance owing on the 2nd anniversary of the Effective Date.
Equity holders will retain their interests.
A copy of the Amended Disclosure Statement is available at:
http://bankrupt.com/misc/commonwealthgroup.doc63.pdf
About Commonwealth Group
Commonwealth Group-Mocksville Partners, LP, filed a Chapter 11
petition (Bankr. E.D. Tenn. Case No. 12-34319) on Oct. 25, 2012,
in Knoxville, Tennessee. The Debtor disclosed $11,391,578 in
assets and $22,668,998 in liabilities in its amended schedules.
The Debtor owns 30 acres of commercial property in Mocksville,
Davie County, North Carolina. The Debtor constructed a 48,179
square foot retail shopping center on 5.58 acres of the property,
which is currently 95% leased to various retail tenants.
Judge Richard Stair Jr. presides over the case. Maurice K. Guinn,
Esq., at Gentry, Tipton & McLemore P.C., in Knoxville, Tenn.,
represents the Debtor as counsel. The petition was signed by
Milton A. Turner, chief manager and general partner.
CROWN MEDIA: Stockholders Elect 14 Board Members
------------------------------------------------
At Crown Media Holdings, Inc.'s annual meeting of stockholders
which was held on June 26, 2013, the stockholders elected 14
members to the Company's board of directors, namely:
(1) William Abbott;
(2) Dwight Arn;
(3) Robert C. Bloss;
(4) William Cella;
(5) Glenn Curtis;
(6) Steve Doyal;
(7) Brian E. Gardner;
(8) Herbert Granath;
(9) Timothy Griffith;
(10) Donald J. Hall, Jr.;
(11) Drue Jennings;
(12) Brad Moore;
(13) Peter A. Lund; and
(14) Deanne Stedem.
The Chief Executive Officer's and other Executive Officers'
performance-based compensation was approved.
About Crown Media
Studio City, Calif.-based Crown Media Holdings, Inc. (NASDAQ:
CRWN) -- http://www.hallmarkchannel.com/-- owns and operates
cable television channels dedicated to high quality, broad appeal,
entertainment programming. The Company currently operates and
distributes Hallmark Channel in both high definition (HD) and
standard definition (SD) to 90 million subscribers in the U.S.
Crown Media also operates a second 24-hour linear channel,
Hallmark Movie Channel, available in both HD and SD, which focuses
on family-friendly movies with a mix of classic theatrical films,
presentations from the acclaimed Hallmark Hall of Fame library,
original Hallmark Channel movies and special events.
The Company's balance sheet at March 31, 2013, showed
$995.28 million in total assets, $649.38 million in total
liabilities and $345.89 million in total stockholders' equity.
Bankruptcy Warning
"Our debt agreements contain restrictions that limit our
flexibility in operating our business.
Our senior secured credit facilities and the indenture governing
the Notes contain a number of covenants that impose significant
operating and financial restrictions on us, including restrictions
on our ability to, among other things:
* incur additional debt or issue certain preferred shares;
* pay dividends on or make distributions in respect of the
Company's capital stock or make other restricted payments;
* make certain payments on debt that is subordinated or secured
on a junior basis;
* make certain investments;
* sell certain assets;
* create liens on certain assets;
* consolidate, merge, sell or otherwise dispose of all or
substantially all of our assets;
* enter into certain transactions with our affiliates; and
* designate our subsidiaries as unrestricted subsidiaries.
Any of these restrictions could limit our ability to plan for or
react to market conditions and could otherwise restrict corporate
activities. Any failure to comply with these covenants could
result in a default under our senior secured credit facilities and
the indenture governing the Notes. Upon a default, unless waived,
the lenders under our senior secured credit facilities could elect
to terminate their commitments, cease making further loans,
foreclose on our assets pledged to such lenders to secure our
obligations under the senior secured credit facilities and force
us into bankruptcy or liquidation," the Company said in its annual
report for the year ended Dec. 31, 2012.
* * *
As reported by the TCR on May 28, 2012, Standard & Poor's Ratings
Services raised its corporate credit rating on Studio City,
Calif.-based cable network company Crown Media Holdings Inc. to
'B+' from 'B'. "The upgrade reflects Crown Media's recent
operating performance, which achieved higher EBITDA and lower
leverage than our expectations," said Standard & Poor's credit
analyst Deborah Kinzer.
Crown Media carries a B2 Corporate Family Rating from Moody's
Investors Service. Crown Media's B2 CFR reflects the company's
small size and niche market position among cable network
operators, concentration in two Hallmark-branded channels,
reliance on licensed third party content for a majority of its
programming, and high leverage.
DIALOGIC INC: Tennenbaum OKs Amendment to Term Loan Agreement
-------------------------------------------------------------
Dialogic Inc. and Dialogic Corporation, a wholly owned subsidiary
of the Company, entered into a Consent to Credit Agreement with
Obsidian, LLC, as agent and collateral agent, and certain
investment funds managed by Tennenbaum Capital Partners, LLC, in
connection with the Amended Term Loan Agreement.
Pursuant to the TCP Consent, the Term Lenders agreed to consent to
the consummation of potential transactions to sell clusters of
patents and patent applications owned or controlled by the Issuer
and to waive the requirement of the Amended Term Loan Agreement
that the Issuer offer to repay the term loan with the proceeds
from the Patent Offerings. Additionally, Obsidian, LLC, as
collateral agent under the Amended Term Loan Agreement, agreed to
release and reassign its security interest in the Offered Patents
under the terms of a Partial Release of Intellectual Property
Security Agreement dated June 26, 2013.
Pursuant to the TCP Consent, the Term Lenders also agreed to
further extend the period for the Company to timely file its Form
10-Q for the fiscal quarter ended March 31, 2013, and to deliver
its financial statements for the quarter ended March 31, 2013,
until July 31, 2013, and the Term Lenders waived certain events of
default that might otherwise result in the absence of this
extension.
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Tennenbaum Capital disclosed that, as of
June 26, 2013, it beneficially owned 12,542,161 shares of common
stock of Dialogic, Inc., representing 64.4 percent of the shares
outstanding.
A copy of the regulatory filing is available for free at:
http://is.gd/boNMuy
About Dialogic
Milpitas, Cal.-based Dialogic Inc. provides communications
platforms and technology that enable developers and service
providers to build and deploy innovative applications without
concern for the complexities of the communication medium or
network.
Dialogic disclosed a net loss of $37.77 million in 2012, as
compared with a net loss of $54.81 million in 2011. The Company's
balance sheet at Dec. 31, 2012, showed $123.38 million in total
assets, $141.22 million in total liabilities and a $17.84 million
total stockholders' deficit.
Bankruptcy Warning
"If future covenant or other defaults occur under the Term Loan
Agreement or under the Revolving Credit Agreement (the "Revolving
Credit Agreement") with Wells Fargo Foothill Canada ULC (the
"Revolving Credit Lender"), the Company does not anticipate having
sufficient cash and cash equivalents to repay the debt under these
agreements should it be accelerated and would be forced to
restructure these agreements and/or seek alternative sources of
financing. There can be no assurances that restructuring of the
debt or alternative financing will be available on acceptable
terms or at all. In the event of an acceleration of the Company's
obligations under the Revolving Credit Agreement or Term Loan
Agreement and the Company's failure to pay the amounts that would
then become due, the Revolving Credit Lender and Term Loan Lenders
could seek to foreclose on the Company's assets, as a result of
which the Company would likely need to seek protection under the
provisions of the U.S. Bankruptcy Code and/or its affiliates might
be required to seek protection under the provisions of applicable
bankruptcy codes," according to the Company's annual report for
the period ended Dec. 31, 2012.
DUNE ENERGY: Zell Credit a 6.5% Owner as of June 28
---------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Zell Credit Opportunities Side Fund, L.P.,
and Chai Trust Company, LLC, disclosed that, as of June 28, 2013,
they beneficially owned 4,637,762 shares of common stock of Dune
Energy, Inc., representing 6.5 percent of the shares outstanding,
based on 71,497,324 shares of common stock outstanding as of
June 28, 2013.
The reporting persons previously disclosed beneficial ownership of
4,214,915 common shares as of May 8, 2013.
A copy of the amended regulatory filing is available at:
http://is.gd/sIa7Tj
About Dune Energy
Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/
-- is an independent energy company based in Houston, Texas.
Since May 2004, the Company has been engaged in the exploration,
development, acquisition and exploitation of natural gas and crude
oil properties, with interests along the Louisiana/Texas Gulf
Coast. The Company's properties cover over 90,000 gross acres
across 27 producing oil and natural gas fields.
Dune Energy disclosed a net loss of $7.85 million in 2012, as
compared with a net loss of $60.41 million in 2011. The Company's
balance sheet at March 31, 2013, showed $270.01 million in total
assets, $124.76 million in total liabilities and $145.25 million
in total stockholders' equity.
EASTERN HILLS: Files List of Top Unsecured Creditors
----------------------------------------------------
The Eastern Hills Country Club filed with the Bankruptcy Court the
required list of creditors holding 20 largest unsecured claims.
Entity Nature of Claim Claim Amount
------ --------------- ------------
Internal Revenue Service [Not Stated]
1100 Commerce Street
Dallas, TX 75242
Tel: 214-413-5352
Texas Comptroller $42,000
7222 S Westmoreland Rd
Dallas, TX 75237
Tel: 18002528880
E-mail: local.govt@cpa.state.tx.us
City of Dallas Utilities $18,062
PO Box 660025
Dallas, TX 75266
Tel: 2146511441
E-mail: dallascityhall.com
King Ranch Turf $55,428
PO Box 951909
Dallas, TX 75395
Tel: 188-863-94727
Fax: 713-287-2759
PNC Equipment $34,675
E-mail: Sharon.wright@pnc.com
US Foods $20,821
E-mail: brandi.krenek@usfoods.com
Travelers Ins $23,145
E-mail: andrea.tanaka@travelers.com
Taylor Made $17,450
E-mail: arsupport@tmag.com
Footjoy $11,310
Agrium $9,474
E-mail: invoice@agriumat.com
Admiral Linen $8,027
Agricredit $6,500
Big Sandy Sand Co. $7,578
Home Depot $7,391
Millen Oil $5,525
Nike $11,200
Pacerson Food $6,959
Titleist $5,563
United Healthcare $6,872
Webtec/Clubtec $5,498
About Eastern Hills
Eastern Hills Country Club filed a bare-bones Chapter 11 petition
(Bankr. N.D. Tex. Case No. 13-33123) in Dallas on June 21, 2013.
The Debtor estimated at least $10 million in assets and less than
$1 million in liabilities. The petition was signed by David
Harvey as president. Judge Stacey G. Jernigan presides over the
case. Richard W. Ward, Esq., serves as the Debtor's counsel.
According to Web site, http://www.easternhillscc.com,the Eastern
Hills Country Club in Garland Texas, was established in 1954 and
boasts a Ralph Plummer designed 18-hole golf course, 5,000 sq.
foot putting green, practice facility, and driving range. The
golf course has been home of the Texas Womens Open since 2011.
EASTERN HILLS: Proposes to Use Cash Collateral
----------------------------------------------
The Eastern Hills Country Club filed an emergency motion to use
cash collateral to pay ordinary expenses associated with the
operation of its golf course.
The Department of the Treasury, Internal Revenue Service, the
State of Texas and VGM Financial Services, 1111 W. San Marnan,
Waterloo, IA 50701 have filed security interests granting liens,
under agreement or statute, on inventory, accounts receivable and
proceeds. If the liens of the IRS are valid, the State and VGM
will not have any rights in the cash collateral because the amount
of cash collateral is less than the debt owed to the IRS.
"If EHCC is unable to pay employees or purchase supplies,
operations of the club will be severely damaged and reduced
services will probably result in decreased revenues, as the
quality of services deteriorates. The decline will be
precipitous," says Richard W. Ward, counsel to the Debtor.
The Debtor said it will adequately protect the interest, if any,
of the IRS and VGM in cash collateral by granting the IRS a
replacement lien on the postpetition inventory, accounts, and
proceeds thereof of the Debtor to the extent that the prepetition
cash collateral of the IRS is diminished by the Debtor's use of
cash collateral.
Road to Bankruptcy
The Debtor said that the filing of the bankruptcy case was caused
by losses that resulted from apparent theft or embezzlement by K L
Milberger, the former comptroller of EHCC.
According to court filings, EHCC in March of 2013 discovered that
Milberger had erased all computer records with accounting
information, including all ledgers, payable records, receivable
records and other financial information, essentially leaving EHCC
with no accounting or financial records. By following a Facebook
page for Milberger, EHCC discovered that Milberger left Dallas and
was traveling through Louisiana and Mississippi. David Harvey,
the president of EHCC, contacted Milberger by telephone and
Milberger admitted embezzlement of an undisclosed amount of funds
from EHCC, but admitted embezzlement and concealment of the
embezzlement for a number of months.
About Eastern Hills
Eastern Hills Country Club filed a bare-bones Chapter 11 petition
(Bankr. N.D. Tex. Case No. 13-33123) in Dallas on June 21, 2013.
The Debtor estimated at least $10 million in assets and less than
$1 million in liabilities. The petition was signed by David
Harvey as president. Judge Stacey G. Jernigan presides over the
case. Richard W. Ward, Esq., serves as the Debtor's counsel.
According to Web site, http://www.easternhillscc.com,the Eastern
Hills Country Club in Garland Texas, was established in 1954 and
boasts a Ralph Plummer designed 18-hole golf course, 5,000 sq.
foot putting green, practice facility, and driving range. The
golf course has been home of the Texas Womens Open since 2011.
EASTERN HILLS: Proposes Richard Ward as Counsel
-----------------------------------------------
The Eastern Hills Country Club asks the Bankruptcy Court for
approval to employ Richard W. Ward as counsel.
The Debtor requests that the Court authorize the retention of
Mr. Ward under a general retainer in accordance with Mr. Ward's
normal hourly rate of $350 per hour and with reimbursement of all
expenses incurred by Mr. Ward.
Mr. Ward attests he is disinterested and does not represent any
interest that is materially adverse to the interests of the
bankruptcy estate of the Debtor.
Mr. Ward discloses that David Harvey, the Debtor's president, is
also the principal of a company known as Iron Horse Specialty
Supply. Mr. Ward represented Iron Horse in defending an adversary
proceeding asserting avoidance of preferential transfers in the
bankruptcy case of Alamo Iron Works, et al., Case NO. 10-51269.
Iron Horse does not have any interest in or claim against EHCC.
About Eastern Hills
Eastern Hills Country Club filed a bare-bones Chapter 11 petition
(Bankr. N.D. Tex. Case No. 13-33123) in Dallas on June 21, 2013.
The Debtor estimated at least $10 million in assets and less than
$1 million in liabilities. The petition was signed by David
Harvey as president. Judge Stacey G. Jernigan presides over the
case. Richard W. Ward, Esq., serves as the Debtor's counsel.
According to Web site, http://www.easternhillscc.com,the Eastern
Hills Country Club in Garland Texas, was established in 1954 and
boasts a Ralph Plummer designed 18-hole golf course, 5,000 sq.
foot putting green, practice facility, and driving range. The
golf course has been home of the Texas Womens Open since 2011.
EASTMAN KODAK: Shareholders Challenge Proposed Chapter 11 Plan
--------------------------------------------------------------
A group of Eastman Kodak Co.'s shareholders is opposing the
company's Chapter 11 reorganization plan that would see its stock
wiped out.
In letters sent to U.S. Bankruptcy Judge Allan Gropper, the
shareholders said a reorganized Kodak would not qualify under
section 382 (1)(5) of the Internal Revenue Code to utilize its net
operating losses and tax credits without limitation if the judge
approved the latest plan.
Consequently, the company would lose almost all of its
$2.6 billion pre-emergence net operating losses as well as $730
million tax credits, according to the shareholders. "This would
substantially reduce new Kodak's future cash flows and its post-
emergence equity," the group said.
The group asked Judge Gropper to hold a special hearing before the
voting date on August 9 to review the objections of shareholders
to the restructuring plan.
Kodak's latest plan calls for a $406 million rights offering under
which it will issue up to 34 million common shares or 85% of the
equity in the restructured company. With the rights offering in
place, holders of second-lien notes owed $375 million would no
longer receive equity but cash, freeing up 85% of the stock for
the rights offering.
Kodak had said its shareholders will get nothing and their stock
will be canceled when it emerges from bankruptcy protection.
Judge Gropper is set to hold a hearing on August 20 to consider
confirmation of the plan.
About Eastman Kodak
Rochester, New York-based Eastman Kodak Company and its U.S.
subsidiaries on Jan. 19, 2012, filed voluntarily Chapter 11
petitions (Bankr. S.D.N.Y. Lead Case No. 12-10202) in Manhattan.
Subsidiaries outside of the U.S. were not included in the filing
and are expected to continue to operate as usual.
Kodak, founded in 1880 by George Eastman, was once the world's
leading producer of film and cameras. Kodak sought bankruptcy
protection amid near-term liquidity issues brought about by
steeper-than-expected declines in Kodak's historically profitable
traditional businesses, and cash flow from the licensing and sale
of intellectual property being delayed due to litigation tactics
employed by a small number of infringing technology companies
with strong balance sheets and an awareness of Kodak's liquidity
challenges.
In recent years, Kodak has been working to transform itself from
a business primarily based on film and consumer photography to a
smaller business with a digital growth strategy focused on the
commercialization of proprietary digital imaging and printing
technologies. Kodak has 8,900 patent and trademark registrations
and applications in the United States, as well as 13,100 foreign
patents and trademark registrations or pending registration in
roughly 160 countries.
Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt &
Taylor, LLP, serve as counsel to the Debtors. FTI Consulting,
Inc., is the restructuring advisor. Lazard Freres & Co. LLC, is
the investment banker. Kurtzman Carson Consultants LLC is the
claims agent.
The Official Committee of Unsecured Creditors has tapped Milbank,
Tweed, Hadley & McCloy LLP, as its bankruptcy counsel.
Michael S. Stamer, Esq., David H. Botter, Esq., and Abid Qureshi,
Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the
Unofficial Second Lien Noteholders Committee.
The Retirees Committee has hired Haskell Slaughter Young &
Rediker, LLC, and Arent Fox, LLC as Co-Counsel; Zolfo Cooper,
LLC, as Bankruptcy Consultants and Financial Advisors; and the
Segal Company, as Actuarial Advisors.
Robert J. Stark, Esq., Andrew Dash, Esq., and Neal A. D'Amato,
Esq., at Brown Rudnick LLP, represent Greywolf Capital Partners
II; Greywolf Capital Overseas Master Fund; Richard Katz, Kenneth
S. Grossman; and Paul Martin.
Kodak completed the $527 million sale of digital-imaging
technology on Feb. 1, 2013. Kodak intends to reorganize by
focusing on the commercial printing business.
At the end of April 2013, Kodak filed a proposed reorganization
plan offering 85 percent of the stock to holders of the remaining
$375 million in second-lien notes. The other 15 percent is for
unsecured creditors with $2.7 billion in claims and retirees who
have a $635 million claim from the loss of retirement benefits.
EASTMAN KODAK: Exclusive Periods Extension Sought
-------------------------------------------------
BankruptcyData reported that Eastman Kodak filed with the U.S.
Bankruptcy Court a fourth motion to extend the exclusive period
during which the Company can solicit acceptances for its plan
through and including Sept. 19, 2013.
The motion explains, "These chapter 11 cases are large and
complicated, and the Plan is contingent on the consummation of a
number of complex dispositions, settlements and financing
transactions. The Debtors are progressing in good faith towards
reorganization. The Plan is viable and reflects the support of key
creditor constituencies and the recommendation of the Official
Committee of Unsecured Creditors," the report related, citing
court documents.
The Court scheduled a July 17, 2013 hearing to consider the
motion.
About Eastman Kodak
Rochester, New York-based Eastman Kodak Company and its U.S.
subsidiaries on Jan. 19, 2012, filed voluntarily Chapter 11
petitions (Bankr. S.D.N.Y. Lead Case No. 12-10202) in Manhattan.
Subsidiaries outside of the U.S. were not included in the filing
and are expected to continue to operate as usual.
Kodak, founded in 1880 by George Eastman, was once the world's
leading producer of film and cameras. Kodak sought bankruptcy
protection amid near-term liquidity issues brought about by
steeper-than-expected declines in Kodak's historically profitable
traditional businesses, and cash flow from the licensing and sale
of intellectual property being delayed due to litigation tactics
employed by a small number of infringing technology companies
with strong balance sheets and an awareness of Kodak's liquidity
challenges.
In recent years, Kodak has been working to transform itself from
a business primarily based on film and consumer photography to a
smaller business with a digital growth strategy focused on the
commercialization of proprietary digital imaging and printing
technologies. Kodak has 8,900 patent and trademark registrations
and applications in the United States, as well as 13,100 foreign
patents and trademark registrations or pending registration in
roughly 160 countries.
Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt &
Taylor, LLP, serve as counsel to the Debtors. FTI Consulting,
Inc., is the restructuring advisor. Lazard Freres & Co. LLC, is
the investment banker. Kurtzman Carson Consultants LLC is the
claims agent.
The Official Committee of Unsecured Creditors has tapped Milbank,
Tweed, Hadley & McCloy LLP, as its bankruptcy counsel.
Michael S. Stamer, Esq., David H. Botter, Esq., and Abid Qureshi,
Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the
Unofficial Second Lien Noteholders Committee.
The Retirees Committee has hired Haskell Slaughter Young &
Rediker, LLC, and Arent Fox, LLC as Co-Counsel; Zolfo Cooper,
LLC, as Bankruptcy Consultants and Financial Advisors; and the
Segal Company, as Actuarial Advisors.
Robert J. Stark, Esq., Andrew Dash, Esq., and Neal A. D'Amato,
Esq., at Brown Rudnick LLP, represent Greywolf Capital Partners
II; Greywolf Capital Overseas Master Fund; Richard Katz, Kenneth
S. Grossman; and Paul Martin.
Kodak completed the $527 million sale of digital-imaging
technology on Feb. 1, 2013. Kodak intends to reorganize by
focusing on the commercial printing business.
At the end of April 2013, Kodak filed a proposed reorganization
plan offering 85 percent of the stock to holders of the remaining
$375 million in second-lien notes. The other 15 percent is for
unsecured creditors with $2.7 billion in claims and retirees who
have a $635 million claim from the loss of retirement benefits.
ELBIT IMAGING: Tel Aviv Court Junks "Yuki Shemesh" Lawsuit
----------------------------------------------------------
The Tel Aviv District Court has approved a joint motion to dismiss
the purported class action lawsuit filed by Yuki Shemesh Ltd., one
of Elbit Imaging Ltd.'s note holders, against the Company, its
controlling shareholders, officers and others, and has dismissed
the said action.
In addition, the Court has set an initial hearing on Dec. 4, 2013,
in connection with another purported class action lawsuit filed
against the Company on April 11, 2013, by a holder of Series B
Notes. The lawsuit alleges mainly that the Company failed to pay
Series A and B Notes on February 2013. The Company is required to
file its response on the lawsuit by Oct. 15, 2013.
About Elbit Imaging
Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF)
hold investments in real estate and medical companies. The
Company, through its subsidiaries, also develops shopping and
entertainment centers in Central Europe and invests in and manages
hotels.
Elbit Imaging disclosed a loss of NIS455.50 million on NIS671.08
million of total revenues for the year ended Dec. 31, 2012, as
compared with a loss of NIS247.02 million on NIS586.90 million of
total revenues for the year ended Dec. 31, 2011. The Company's
balance sheet at Dec. 31, 2012, showed NIS7.09 billion in total
assets, NIS5.67 billion in total liabilities, NIS309.60 million in
equity to holders of the Company and NIS1.11 billion in
noncontrolling interest.
Brightman Almagor Zohar & Co., in Tel-Aviv, Israel, expressed
substantial doubt about Elbit Imaging's ability to continue as a
going concern following the financial results for the year ended
Dec. 31, 2012.
The Certified Public Accountants noted that in the period
commencing Feb. 1, 2013, through Feb. 1, 2014, the Company is to
repay its debenture holders NIS 599 million (principal and
interest). "Said amount includes NIS 82 million originally
payable on Feb. 21, 2013, that its repayment was suspended
following a resolution of the Company's Board of Directors. The
Company's Board also resolved to suspend any interest payments
relating to all the Company's debentures. In addition, as of
Dec. 31, 2012, the Company failed to comply with certain financial
covenants relating to bank loans in the total amount as of such
date of NIS 290 million.
"These matters raise substantial doubt about the Company's ability
to continue as a going concern."
ESTELLE PEABODY: Memorial Home Files for Chapter 11 With Plan
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the Estelle Peabody Memorial Home filed a petition
for Chapter 11 reorganization (Bankr. S.D. Ind. Case No. 13-06976)
on June 28 in Indianapolis together with a reorganization plan to
reduce debt on tax-free bonds from $55.6 million to $43.55
million.
According to the report, located 35 miles (58 kilometers)
southwest of Fort Wayne, Indiana, the facility provides continuing
care for 275 older adults. There is also a day-care facility for
65 children. The campus is 35 acres. Founded in 1931, the non-
profit home is affiliated with the Synod of Lincoln Trails of the
Presbyterian Church (U.S.A.). The bonds went into default in
2009. Holders of a majority of the bonds worked out a
reorganization plan to restructure and reduce the debt while
allowing the existing trustees to retain control of the facility.
The report says that the plan calls for exchanging the existing
bonds for two issues of new tax-free bonds. One, for $23.4
million, will bear interest at 5.13 percent and mature in 32
years. The second issue, also maturing in 32 years, will have
interest at 1 percent, with interest and principal paid from
excess cash flow, after debt service on the other bonds.
The report discloses that unsecured creditors will be paid in full
on their approximately $625,000 in claims, without interest.
The Debtor disclosed assets of $23.4 million against liabilities
totaling $56.26 million.
EXAMWORKS GROUP: S&P Affirms 'B' CCR & Revises Outlook to Positive
------------------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B'
corporate credit rating on Atlanta-based ExamWorks Group Inc. and
revised the rating outlook to positive from stable, based on the
expectation that the company will improve profitability and free
operating cash flow (FOCF), and maintain leverage below 5x while
executing on its organic-growth oriented strategy. S&P also
affirmed its 'CCC+' issue-level rating on the unsecured notes (two
notches below the corporate credit rating). The recovery rating
is '6', indicating S&P's expectation for negligible (0%-10%)
recovery of principal in the event of payment default.
"Standard & Poor's Ratings Services characterizes ExamWorks'
business risk profile as "weak", which we revised from
"vulnerable", recognizing the company's narrow operating focus in
a small niche industry, and the exposure to regulatory changes in
certain markets that can affect the demand for IMEs," said credit
analyst David Kaplan. "We view the business risk as having
improved given the shift away from rapid acquisition-based growth.
We expect debt leverage to generally stay within the 4x to 5x
range, consistent with an "aggressive" financial risk profile."
S&P's rating outlook on ExamWorks is positive, reflecting its
expectation for organic growth fueled by market share gains, and
margin expansion driven by operating leverage. S&P expects
ExamWorks to continue to execute on the national account strategy.
S&P could consider raising its rating if free cash flow growth
more closely follows its expectation for $15 million-$20 million
in annual EBITDA growth.
S&P could revise the outlook to stable if regulatory changes or
other operational issues reduce covenant cushions below 10% or
lead to a sustained level of leverage above 5x or if ExamWorks
reverts to a rapid acquisition-oriented growth strategy.
EXIDE TECHNOLOGIES: Can Keep Battery Recycling Plant Open
---------------------------------------------------------
Ciaran McEvoy of BankruptcyLaw360 reported that a California judge
blocked a state agency's order to shutter bankrupt Exide
Technologies Inc.'s Vernon, Calif., battery recycling plant,
ruling Exide is likely to win its challenge to the decision
because it has reduced pollution levels at the plant.
According to the report, in granting Exide's request for a
preliminary injunction, Los Angeles County Superior Court Judge
Luis A. Lavin ruled that the injunction will stay in place until
the state Department of Toxic Substances Control's current
proceeding against Exide before an administrative law judge is
completed.
About Exide Technologies
Headquartered in Princeton, New Jersey, Exide Technologies
(NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and
distributes lead acid batteries and other related electrical
energy storage products.
Exide first sought Chapter 11 protection (Bankr. Del. Case No.
02-11125) on April 14, 2002 and exited bankruptcy two years after.
Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland &
Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl &
Jones LLP represented the Debtors in their successful
restructuring.
Exide Technologies returned to Chapter 11 bankruptcy (Bankr. D.
Del. Case No. 13-11482) on June 10, 2013.
For the new case, Exide has tapped Anthony W. Clark, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang
Ziehl & Jones LLP as counsel; Alvarez & Marsal as financial
advisor; Sitrick And Company Inc. as public relations consultant
and GCG as claims agent.
The Debtor disclosed $1.89 billion in assets and $1.14 billion in
liabilities as of March 31, 2013.
Exide's international operations were not included in the filing
and will continue their business operations without supervision
from the U.S. courts. The Company has also established two
separate toll-free information lines: one for U.S. suppliers, 888-
985-9831 and another for other interested parties, 855-291-0287.
EXCEL MARITIME: Bulk Carrier Files Partial Prepack in New York
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Excel Maritime Carriers Ltd., the operator of 38 dry-
bulk vessels, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case
No. 13-bk- 23060) on July 1 in New York after signing an agreement
where secured lenders owed $771 million support a reorganization
plan filed alongside the petition.
According to the report, the lenders will allow current owner
Gabriel Panayotides to maintain control, at least initially. As
yet there is no agreement with holders of $150 million in
1.875 percent unsecured convertible notes on how they will be
treated under the plan. Athens-based Excel blamed financial
problems on low charter rates and excess capacity in the industry.
The balance sheet for December 2011 had assets of $2.72 billion
and liabilities totaling $1.16 billion.
The report notes that the plan would give the lenders restructured
secured notes for $771 million plus all the new stock. Trade
suppliers owed $16.5 million will be paid in full in the ordinary
course of business to avoid having the vessels seized, the company
previously said. Other unsecured creditors and holders of the
convertible notes, with claims totaling $163 million, are being
offered a recovery of about 3 percent, according to the company's
previous statement. Their recovery will come from a $5 million
cash-flow note to be issued by a non-bankrupt joint-venture
affiliate named Christine Shipco LLC.
The report relates that by July 15, Excel is to file a disclosure
statement explaining the plan. The plan-support agreement
requires having a confirmation order approving the plan by
Oct. 30. Excel claims the company's enterprise value ranges from
$575 million to $625 million, with a midpoint of $600 million.
Based on the midpoint, the senior lenders will have a recovery of
77 percent. Consequently, the company said the new stock going to
the lenders has "option value only." In an agreement outside the
plan, Mr. Panayotides will buy 60 percent of the stock from the
lenders for a $10 million unsecured note and the turnover to the
company of a $20 escrow account. He will have the right to buy
another 15 percent by March 2015 for $20 million. If he doesn't
buy the additional stock, the lenders' equity ownership will rise
to 75 percent.
The report says that Mr. Panayotides will control a majority of
the board initially. If he doesn't buy the additional stock, he
loses control. If he purchases the additional stock, the new
notes will mature in 2018. Otherwise, they mature a year earlier.
The new notes require first principal payments in April and will
pay interest partly with issuance of more notes, according to the
company statement before soliciting lender support for the plan.
The report discloses that Excel will sell two vessels that have an
estimated value of $36 million. The secured lenders will acquire
the vessels in exchange for the $43 million in debt they have on
the vessels. Rather than take title themselves, the lenders will
transfer control of the vessels to a company owned by Mr.
Panayotides' daughter while debt to the lenders will be
restructured. The reorganization plan is based on the concept
contained in U.S. bankruptcy law referred to as the 1111(b)
election. Employing the election, the lenders carry over the
entire amount of their secured debt to the reorganized company.
Excel's revenue of $356.9 million in 2011 resulted in a $161.5
million operating loss and a $211.6 million net loss. The
operating loss included a $146.7 million asset-impairment charge.
About Excel Maritime
Based in Athens, Greece, Excel Maritime Carriers Ltd. --
http://www.excelmaritime.com/-- is an owner and operator of dry
bulk carriers and a provider of worldwide seaborne transportation
services for dry bulk cargoes, such as iron ore, coal and grains,
as well as bauxite, fertilizers and steel products. Excel owns a
fleet of 40 vessels and, together with 7 Panamax vessels under
bareboat charters, operates 47 vessels (5 Capesize, 14 Kamsarmax,
21 Panamax, 2 Supramax and 5 Handymax vessels) with a total
carrying capacity of approximately 3.9 million DWT. Excel Class A
common shares have been listed since Sept. 15, 2005, on the New
York Stock Exchange (NYSE) under the symbol EXM and, prior to that
date, were listed on the American Stock Exchange (AMEX) since
1998.
The company blamed financial problems on low charter rates.
The balance sheet for December 2011 had assets of $2.72 billion
and liabilities totaling $1.16 billion. Excel owes $771 million
to secured lenders with liens on almost all assets. There is $150
million owing on 1.875 percent unsecured convertible notes.
The company had a $211.6 million net loss on revenue of
$356.9 million in 2011.
EXPEREX CORP: 9th Circ. Upholds Strict Bankr. Filings Deadlines
---------------------------------------------------------------
David McAfee of BankruptcyLaw360 reported that the Ninth Circuit
ruled that the Federal Rules of Bankruptcy Procedure don't allow a
bankruptcy court to retroactively extend a deadline for filing
nondischargeability complaints, affirming the finding of a
district court in a dispute over creditors' late filings resulting
from computer troubles.
According to the report, Amina Anwar and David C. McClanahan,
former employees of the now-bankrupt Xperex Corp., filed
nondischargeability complaints against Xperex founders D. Lee
Johnson and David Vergeyle in 2010, after Johnson and Vergeyle
filed a voluntary petition for bankruptcy under Chapter 7.
The case is AMINA ANWAR; et al., Appellants, v. D. LEE JOHNSON; et
al., Appellees, No. 11-16612, D.C. No. 2:10-cv-02036-SRB.
Xperex Corporation provided a technology platform for the
marketers, retailers, and application providers to integrate in-
store digital marketing, location-based network, digital response
media, and self-service kiosk solutions. Its platform also enabled
the capability to stream various messages and offers to the
multiple touch-points throughout a store, as well as to conduct
two way interactions with customers. In addition, the company
offered integrated digital media and interactive promotion, shelf-
edge/shopping cart response media, quick order and pay with
integrated promotion, loyalty program acquisition, program
enrollment, employee fitness station, and digital outdoor media.
EIRE HERITAGE: Case Summary & 4 Unsecured Creditors
---------------------------------------------------
Debtor: Eire Heritage LLC
2263 NW 2nd Avenue, #211
Boca Raton, FL 33431
Bankruptcy Case No.: 13-24849
Chapter 11 Petition Date: June 25, 2013
Court: U.S. Bankruptcy Court
Southern District of Florida (West Palm Beach)
Judge: Paul G. Hyman, Jr.
Debtor's Counsel: Chad P. Pugatch, Esq.
RICE PUGATCH ROBINSON & SCHILLER, P.A.
101 NE 3 Avenue, Suite 1800
Ft. Lauderdale, FL 33301
Tel: (954) 462-8000
E-mail: cpugatch.ecf@rprslaw.com
Estimated Assets: $500,001 to $1,000,000
Estimated Debts: $1,000,001 to $10,000,000
Affiliate that simultaneously filed for Chapter 11:
Debtor Case No.
------ --------
Eire LW Road LLC 13-24850
Assets: $100,001 to $500,000
Debts: $1,000,001 to $10,000,000
The petitions were signed by Mark D. Spillane, managing member.
A. Eire Heritage's list of its four largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/flsb13-24849.pdf
B. Eire LW Road's list of its five largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/flsb13-24850.pdf
FIRST BANKS: Director David Steward Quits
-----------------------------------------
First Banks, Inc., the holding company of First Bank, said that
David L. Steward has provided notice to the Company of his
intention to resign his positions as a Director of the Company and
as an independent member of the Company's Compensation Committee,
effective June 30, 2013. Mr. Steward has served on the Company's
Board since October 2000 and on the Compensation Committee since
its formation in July 2009.
Terrance M. McCarthy, president and chief executive officer of the
Company, said, "David has been a highly regarded and well-
respected member of our Board during his tenure of nearly 13
years. He has been instrumental in providing valuable leadership,
insight and guidance to the Company regarding many significant
business and professional matters. I would like to personally
thank David for his many years of service to First Bank and wish
he and his family much continued success in the future. David's
charismatic personality, as well as his heartfelt passion for the
numerous organizations that he serves, will be deeply missed by
the members of our Board and Management Committee."
About First Banks
First Banks, Inc., is a registered bank holding company
incorporated in Missouri in 1978 and headquartered in St. Louis,
Missouri. The Company operates through its wholly owned
subsidiary bank holding company, The San Francisco Company, or
SFC, headquartered in St. Louis, Missouri, and SFC's wholly owned
subsidiary bank, First Bank, also headquartered in St. Louis,
Missouri.
First Banks disclosed net income of $25.98 million in 2012, as
compared with a net loss of $44.10 million in 2011. The Company's
balance sheet at March 31, 2013, showed $6.39 billion in total
assets, $6.10 billion in total liabilities and $297.06 million in
total stockholders' equity.
FREESEAS INC: Issues 550,000 Add'l Settlement Shares to Hanover
---------------------------------------------------------------
FreeSeas, Inc., delivered to Hanover Holdings I, LLC, 550,000
additional settlement shares pursuant to the terms of a settlement
agreement approved by the Supreme Court of the State of New York,
County of New York.
Hanover commenced the Action against the Company on May 31, 2013,
to recover an aggregate of $5,331,011 of past-due accounts payable
of the Company, plus fees and costs. The Order provides for the
full and final settlement of the Claim and the Action. The
Settlement Agreement became effective and binding upon the Company
and Hanover upon execution of the Order by the Court on June 25,
2013.
Pursuant to the terms of the Settlement Agreement, the Company
issued and delivered to Hanover 890,000 shares of the Company's
common stock, $0.001 par value, on June 26, 2013.
The matter is entitled Hanover Holdings I, LLC v. FreeSeas Inc.,
Case No. 651950/2013.
A copy of the Form 6-K is available for free at:
http://is.gd/PET5bZ
About FreeSeas Inc.
Headquartered in Athens, Greece, FreeSeas Inc., formerly known as
Adventure Holdings S.A., was incorporated in the Marshall Islands
on April 23, 2004, for the purpose of being the ultimate holding
company of ship-owning companies. The management of FreeSeas'
vessels is performed by Free Bulkers S.A., a Marshall Islands
company that is controlled by Ion G. Varouxakis, the Company's
Chairman, President and CEO, and one of the Company's principal
shareholders.
The Company's fleet consists of six Handysize vessels and one
Handymax vessel that carry a variety of drybulk commodities,
including iron ore, grain and coal, which are referred to as
"major bulks," as well as bauxite, phosphate, fertilizers, steel
products, cement, sugar and rice, or "minor bulks." As of
Oct. 12, 2012, the aggregate dwt of the Company's operational
fleet is approximately 197,200 dwt and the average age of its
fleet is 15 years.
Freeseas disclosed a net loss of US$30.88 million in 2012, a net
loss of US$88.19 million in 2011, and a net loss of US$21.82
million in 2010. The Company's balance sheet at Dec. 31, 2012,
showed US$114.35 million in total assets, $106.55 million in
total liabilities and US$7.80 million in total shareholders'
equity.
RBSM LLP, in New York, issued a "going concern" qualification on
the consolidated financial statements for the year ended Dec. 31,
2012. The independent auditors noted that the Company has
incurred recurring operating losses and has a working capital
deficiency. In addition, the Company has failed to meet
scheduled payment obligations under its loan facilities and has
not complied with certain covenants included in its loan
agreements. It has also failed to make required payments to
Deutsche Bank Nederland as agreed to in its Sept. 7, 2012,
amended and restated facility agreement and received notices of
default from First Business Bank. Furthermore, the vast majority
of the Company's assets are considered to be highly illiquid and
if the Company were forced to liquidate, the amount realized by
the Company could be substantially lower that the carrying value
of these assets. These conditions among others raise substantial
doubt about the Company's ability to continue as a going concern.
FRENCH QUARTER: Exec. Ordered to Satisfy Judgment in Renteria Suit
------------------------------------------------------------------
In the breach of contract action styled, OSCAR RENTERIA, et al.,
Plaintiffs v. EUGENE CLEVELAND CANEPA, Defendant, Case No. 3:11-
CV-00534-RCJ-CWH (D. Nev.), Judge Robert C. Jones granted a Motion
for Charging Order, a Motion for Rule 11 Sanctions (ECF No. 39)
and a Motion for Attorney's Fees.
The parties' dispute stem from the failure of Eugene Canepa to pay
five promissory notes made to Plaintiff the Renteria Family Trust.
Canepa made the notes in his capacity as president of a company
called French Quarter, Inc. Canepa struck a settlement with the
Plaintiffs and French Quarter, permitting Plaintiffs an unsecured
claim against French Quarter for $887,000. The French Quarter
bankruptcy estate made a $354,800 distribution on the Plaintiff
claim in 2010.
But with the full claim amount still unpaid, Plaintiffs sued
Defendant in another court of the District in July 2011. In that
suit, Judge Edward Reed held that the Defendant was liable on all
five promissory notes but refused to award attorney's fees at that
time. The case has since been reassigned to Judge Jones.
In his June 19, 2013 Order, Judge Jones ruled that Eugene Canepa's
stock in FQ Men's Club, Inc. and Monkey Bars, Inc. is charged
pursuant to NRS section 78.746 to satisfy the judgment entered in
the case against him and in favor of the Renteria Family Trust.
The judge further ordered that Eugene Canepa's membership interest
in Western Properties of Nevada is charged pursuant to NRS section
86.401 to satisfy the judgment entered in the case against him and
in favor of the Renteria Family Trust.
In addition, attorney's fees are awarded in favor of the Renteria
Family Trust and against Eugene Cleveland Canepa for $12,677.50,
the judge ruled.
A copy of Judge Jones' June 19, 2013 Order is available at
http://is.gd/IGcfYQfrom Leagle.com.
Oscar and Denise Renteria and the Renteria Family Trust are
represented by Stephan Hollandsworth, Esq. --
sjhollandsworth@hollandhart.com -- Tamara Reid, Esq. --
dgreid@hollandhart.com -- and Timothy A. Lukas, Esq. --
tlukas@hollandhart.com -- of Holland & Hart LLP.
Eugene Cleveland Canepa is represented by Del L Hardy, Esq. --
Del@HardyLawGroup.com -- and Stephanie R. Rice, Esq. --
Stephanie@HardyLawGroup.com -- of Hardy Law Group.
French Quarter Inc. operates a bar, Men's Club --
http://www.mensclublv.com/-- in Las Vegas. It filed for Chapter
11 bankruptcy (Bankr. D. Nev. Case No. 07-14813) on Aug. 3, 2007,
estimating $1 million to $100 million in both assets and debts.
Bankruptcy Judge Linda B. Riegle oversees the case. Jeffrey R.
Sylvester, Esq., at Sylvester & Polednak, Ltd., served as the
Debtor's counsel.
GABRIEL TECHONOLOGIES: Plan Disclosures Hearing Set for July 30
---------------------------------------------------------------
Judge Dennis Montali will convene a hearing on July 30, 2013, at
1:30 p.m., to consider the adequacy of the disclosure statement
describing the terms of the Amended Chapter 11 Plan of
Reorganization of Gabriel Technologies Corporation, et al.
Parties-in-interest have until July 26 to file written objections
to the Disclosure Statement.
The July 30 Disclosure Statement hearing were among the terms
agreed to by the Debtors, the Official Committee of Unsecured
Creditors, and Qualcomm Incorporated in a Court-approved
stipulated order dated June 19, 2013. The stipulation also
provides that Qualcomm had until June 17 and the Debtors and the
Committee had until June 24 to present further changes to the
Disclosure Statement. Qualcomm has until July 15 to file any
opposition to the Disclosure Statement Motion to be filed by the
Debtors.
At the scheduled July 30 hearing, the Debtors and Qualcomm,
jointly or separately, will propose to the Court dates and
headlines for transmittal, voting, discovery and briefing on the
Amended Plan.
Merle C. Meyers, Esq., at Meyers Law Group, P.C., represents the
Debtors.
Henry C. Kevane, Esq., and Gail S. Greenwood, Esq. --
hkevane@pszjlaw.com and ggreenwood@pszjlaw.com -- of Pachulski
Stang Ziehl & Jones LLP, represents the Creditors Committee.
Ali Mojdehi, Esq., of Cooley LLP, represents Qualcomm.
About Gabriel Technologies
Gabriel Technologies Corporation and one subsidiary filed separate
Chapter 11 petitions (Bankr. N.D. Cal. Case No. 13-30340 and 13-
30341) on Feb. 14, 2013, in San Francisco, after losing in a
patent dispute with smartphone chips maker Qualcomm Inc.
Gabriel Technologies, through its debtor-subsidiary Trace
Technologies, LLC, holds significant intellectual property assets
directed toward location-based products and services through
global positioning systems.
Gabriel Technologies disclosed $15 million in assets and
$15 million in liabilities as of Jan. 31, 2013.
The Debtors tapped the law firm of Meyers Law Group, P.C. as
general bankruptcy counsel.
A three-member official committee of unsecured creditors has been
appointed in the case. Pachulski Stang Ziehl & Jones LLP
represents the Committee.
The Debtor filed a Plan of Reorganization that proposes to
substantively consolidate the Debtors' estates into the Chapter 11
estate of Gabriel, and upon the Effective Date, all those assets
will become the property of the Reorganized Debtor. Secured
claims filed against the Debtors will be paid by proceeds
recovered from Qualcomm Incorporated in a lawsuit involving
royalties, and from another lawsuit involving royalties captioned
Gabriel Technologies Corporation, etc. v. Keith Feilmeier, et al.
Unsecured Claims will also be paid from the proceeds of the two
lawsuits, after all secured claims have been paid. Allowed General
unsecured claims will accrue an interest of 10% per annum.
GARY PHILLIPS: Plan Confirmation Hearing Continued to Sept. 30
--------------------------------------------------------------
The hearing to consider confirmation of Gary Phillips Construction
LLC's Chapter 11 plan has been further continued to September 30,
2013, at 9:00 a.m., in Greeneville, Tennessee. The latest set
confirmation hearing date was last May 7. Objection by Country
Aire Construction will be considered at the
hearing.
As reported in the March 19, 2013 edition of the Troubled Company
Reporter, Gary Phillips filed with the U.S. Bankruptcy Court for
the Eastern District of Tennessee a second amended plan of
reorganization and accompanying disclosure statement under which
unsecured non-insider creditors that are owed more than $10,000
will receive 50% of the net profit of the Debtor for five years
immediately following the plan confirmation date.
Should 50% of the Debtor's net profit be greater than $10,000 for
the first six months of the plan, the Debtor will send a check to
each member of the class in a pro-rata amount to its claim. Should
50% of the Debtor's net profit for the six month period be less
than $10,000, instead of distributing said funds, the Debtor will
place them in a segregated interest bearing account until the next
six month accounting period and distribute the funds only when
they exceed $10,000.
Other unsecured non-insider creditors that are owed less than
$10,000 will receive 20% of its claim, not to exceed $2,000,
within 360 days of the date of confirmation.
A full-text copy of the Disclosure Statement, dated Feb. 13, 2013,
is available at http://bankrupt.com/misc/GPCDS0213.pdf
About Gary Phillips Construction
Piney Flats, Tennessee-based Gary Phillips Construction, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. E.D. Tenn. Case
No. 10-53097) on Dec. 3, 2010. Fred M. Leonard, Esq., in Bristol,
Tennessee, serves as the Debtor's counsel. The Debtor tapped
Wayne Turbyfield as accountant. The Debtor tapped the law firm of
Bearfield & Associates as special counsel. The Court denied the
application to employ Crye-Leike Realtors as realtor. In its
schedules, the Debtor disclosed $13,255,698 in assets and
$7,614,399 in liabilities as of the Petition Date.
Daniel M. McDermott, the U.S. Trustee for Region 8, appointed six
creditors to serve on an Official Committee of Unsecured Creditors
in the Debtor's case. Dean B. Farmer, Esq., at Hodges, Doughty &
Carson, PLLC, serves as the committee's counsel.
GATZ PROPERTIES: Golf Course Sold for $6 Million
------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Long Island National Golf Course in Riverhead, New
York, will be purchased for $6 million by Golf Riverhead LLC.
According to the report, the bankruptcy court in Central Islip,
New York, approved the sale this week. There were no competing
bids at auction.
Previously, the club said there were a "myriad" of interested
buyers for the property that was valued at $7.7 million, according
to a court filing when the Chapter 11 reorganization began in July
2012.
About Gatz Properties
Gatz Properties LLC filed a Chapter 11 petition (Bankr. E.D.N.Y.
Case No. 12-74493) on July 20, 2012, in Central Islip, New York.
The Company scheduled $7,877,511 in assets and $7,892,130 in
liabilities. Bankruptcy Judge Alan S. Trust oversees the Debtor's
case. Salvatore LaMonica, Esq., at LaMonica Herbst and
Maniscalco, in Wantagh, New York, serves as counsel.
GELT PROPERTIES: Disclosures Hearing Continued to Aug. 27
---------------------------------------------------------
The hearing to consider the motion of Gelt Properties, LLC, to
approve the disclosure statement for the Debtor's Chapter 11 Plan
of Reorganization has been continued to Aug. 27, 2013, at 11:00
a.m.
As reported in the Troubled Company Reporter on April 18, 2012,
according to the Disclosure Statement for the proposed First
Amended Plan of Reorganization dated March 16, 2012, all assets of
the Debtors will be sold and liquidated, rented or leased,
developed and maintained, in the ordinary course of the Debtors'
business. The Debtors note that the Plan envisions the
utilization of management talents, commitment and an existing
infrastructure to restructure existing debt, liquidate
unprofitable properties and meaningfully shift focus to its
growing REO portfolio. Specifically, the Debtors project that
they will increase rental income, decrease carrying costs for
unprofitable properties, decrease maintenance costs for
unprofitable properties and emerge leaner, more focused
reorganized Debtors. The Debtors also expect fewer foreclosures
moving forward and thus reduce annual foreclosure costs line item
in its projections.
Under the Plan, Class 15 general unsecured creditors will receive
a pro rata share of the Debtors' assets after payment of claims
having priority over Class 15 allowed claims. Distributions to
holders of Class 15 will come from one of the following: (a) cash
on hand; or (b) funds received by the Debtors from the Lender
Liability Litigation.
A full-text copy of the First Amended Disclosure Statement is
available for free at:
http://bankrupt.com/misc/GELT_PROPERITIES_ds_firstamended.pdf
About Gelt Properties
Based in Huntington Valley, Pennsylvania, Gelt Properties, LLC,
and affiliate Gelt Financial Corporation borrow money from
traditional lenders and make loans to commercial borrowers. They
also acquire and manage real estate. Gelt Properties and Gelt
Financial filed for (Bankr. E.D. Pa. Case Nos. 11-15826 and 11-
15826) on July 25, 2011. Judge Magdeline D. Coleman presides over
the cases.
William John Baldini, Esq., Albert A. Ciardi, III, Esq., Jennifer
E. Cranston, Esq., and Daniel S. Siedman, Esq., at Ciardi Ciardi &
Astin, in Philadelphia, Pa.; Thomas Daniel Bielli, Esq., at
O'Kelly Ernst & Bielli, LLC, in Philadelphia, Pa.; Janet L. Gold,
Esq., at Eisenberg, Gold & Cettei, P.C., in Cherry Hill, N.J.;
David A. Huber, Esq., at Benjamin Legal Services, in Philadelphia,
Pa.; Alan L. Nochumson, Esq., at Nochumson PC, in Philadelphia,
Pa.; Axel A. Shield, II, Esq., of Huntington Valley, Pa., serve as
counsel for Debtor Gelt Properties, LLC.
Attorneys Bielli, Ciardi, III, Cranston, Huber, Nochumson, Shield,
II, and Siedman, represent Debtor Gelt Financial Corporation as
counsel.
Gelt Properties disclosed $4.73 million in assets and
$4.84 million in liabilities as of the Chapter 11 filing. Its
affiliate, Gelt Financial has scheduled $20.3 million in assets
and $17.05 million in liabilities as of the Chapter 11 filing.
Paul J. Schoff, Esq., and Francis X. Gorman, Esq., at Schoff
McCabe, P.C., represent the Unsecured Creditors' Committee.
Craig Howe, CPA, and Howe, Keller & Hunter, P.C., serve as the
Committee's accountants.
GELT PROPERTIES: Hearing on Bank's Stay Relief Moved to July 24
---------------------------------------------------------------
The hearing on the motion by Bucks County Bank For relief from the
automatic stay under 11 U.S.C. Section 362, for adequate
protection under 11 U.S.C. Section 363(E) and to prohibit use of
cash collateral under 11 U.S.C. Section 363(C)(2) with regard To
Debtors Gelt Properties, LLC, and Gelt Financial Corporation is
continued to July 24, 2013, at 11:00 a.m.
As reported in the TCR on March 27, 2012, Bucks County Bank asked
the Bankruptcy Court to terminate the automatic stay under Section
362 of the Bankruptcy Code.
Debtor Gelt Financial Corporation executed and delivered to the
Bank a demand Promissory Note dated July 23, 2007, in the maximum
principal amount of $2 million. As partial security for the
repayment of the Loan, with interest and other charges, Debtor Gel
Properties executed and delivered to the Bank a Surety Agreement
pursuant to which the Debtor unconditionally guaranteed to the
Bank the due and punctual payment and performance of all of the
obligations of the Debtor to the Bank.
The Debtor defaulted on the obligations under the Loan Documents
by, among other things, failing to make payments when due
thereunder.
As of the Petition Date, the Debtor was indebted to the Bank in
the amount of $1.37 million, plus accruing interest and costs.
Robert A. Badman, Esq. at Curtin & Heefner LLP, in Morrisville,
Pennsylvania, attorney for the Bank, asserted that the Disclosure
Statement and the Plan of Reorganization understate the claim of
the Bank by listing only the principal amount due and owing the
Bank and failing to include the accrued interest and late charges.
The Debtor's Plan in Section 3.5 lists the total amount due and
owing to the Bank as $1,191,462, which amount is comprised of a
secured lien in the amount of $120,991 on Property A, a secured
lien in the amount of $48,629 on Property B, and a secured claim
in the amount of $1,021,842 with respect to other loans and
mortgages.
"The Plan is not confirmable in that Debtor proposes interest
payments to the Bank and other secured creditors, without the
consent of Bank and those other creditors, in amounts
significantly below the amounts required under the Bankruptcy
Code, and Debtor's income is insufficient to fund a plan with
payments based on acceptable rates of interest," Mr. Badman told
the Court.
The Bank asked the Court to prohibit the Debtor from continuing to
use cash collateral.
About Gelt Properties
Based in Huntington Valley, Pennsylvania, Gelt Properties, LLC,
and affiliate Gelt Financial Corporation borrow money from
traditional lenders and make loans to commercial borrowers. They
also acquire and manage real estate. Gelt Properties and Gelt
Financial filed for (Bankr. E.D. Pa. Case Nos. 11-15826 and 11-
15826) on July 25, 2011. Judge Magdeline D. Coleman presides over
the cases.
William John Baldini, Esq., Albert A. Ciardi, III, Esq., Jennifer
E. Cranston, Esq., and Daniel S. Siedman, Esq., at Ciardi Ciardi &
Astin, in Philadelphia, Pa.; Thomas Daniel Bielli, Esq., at
O'Kelly Ernst & Bielli, LLC, in Philadelphia, Pa.; Janet L. Gold,
Esq., at Eisenberg, Gold & Cettei, P.C., in Cherry Hill, N.J.;
David A. Huber, Esq., at Benjamin Legal Services, in Philadelphia,
Pa.; Alan L. Nochumson, Esq., at Nochumson PC, in Philadelphia,
Pa.; Axel A. Shield, II, Esq., of Huntington Valley, Pa., serve as
counsel for Debtor Gelt Properties, LLC.
Attorneys Bielli, Ciardi, III, Cranston, Huber, Nochumson, Shield,
II, and Siedman, represent Debtor Gelt Financial Corporation as
counsel.
Gelt Properties disclosed $4.73 million in assets and
$4.84 million in liabilities as of the Chapter 11 filing. Its
affiliate, Gelt Financial has scheduled $20.3 million in assets
and $17.05 million in liabilities as of the Chapter 11 filing.
Paul J. Schoff, Esq., and Francis X. Gorman, Esq., at Schoff
McCabe, P.C., represent the Unsecured Creditors' Committee.
Craig Howe, CPA, and Howe, Keller & Hunter, P.C., serve as the
Committee's accountants.
GELT PROPERTIES: Can Access Lenders Cash Until Aug. 31
------------------------------------------------------
On June 21, 2013, the U.S. Bankruptcy Court for the Eastern
District of Pennsylvania entered a 14th interim order authorizing
Gelt Properties, LLC, and Gelt Financial Corporation to use cash
collateral of the Lenders with the exception of Vist Bank,
National Penn Bank, Bucks County Bank, and Beneficial Mutual
Savings Bank through and until Aug. 31, 2013, in accordance with
the Budgets.
As adequate protection, the Lenders are granted replacement liens
on all now owned or hereafter acquired property and assets of the
Debtors that are similar in kind or nature to any property and
assets of the Debtors, as existed pre-petition and all proceeds,
products, rents and profits thereof.
A further interim hearing on the use of cash collateral will be
held on Aug. 27, 2013, at 11:00 a.m.
A copy of the budgets is available at:
http://bankrupt.com/misc/geltproperties.doc840.pdf
About Gelt Properties
Based in Huntington Valley, Pennsylvania, Gelt Properties, LLC,
and affiliate Gelt Financial Corporation borrow money from
traditional lenders and make loans to commercial borrowers. They
also acquire and manage real estate. Gelt Properties and Gelt
Financial filed for (Bankr. E.D. Pa. Case Nos. 11-15826 and 11-
15826) on July 25, 2011. Judge Magdeline D. Coleman presides over
the cases.
William John Baldini, Esq., Albert A. Ciardi, III, Esq., Jennifer
E. Cranston, Esq., and Daniel S. Siedman, Esq., at Ciardi Ciardi &
Astin, in Philadelphia, Pa.; Thomas Daniel Bielli, Esq., at
O'Kelly Ernst & Bielli, LLC, in Philadelphia, Pa.; Janet L. Gold,
Esq., at Eisenberg, Gold & Cettei, P.C., in Cherry Hill, N.J.;
David A. Huber, Esq., at Benjamin Legal Services, in Philadelphia,
Pa.; Alan L. Nochumson, Esq., at Nochumson PC, in Philadelphia,
Pa.; Axel A. Shield, II, Esq., of Huntington Valley, Pa., serve as
counsel for Debtor Gelt Properties, LLC.
Attorneys Bielli, Ciardi, III, Cranston, Huber, Nochumson, Shield,
II, and Siedman, represent Debtor Gelt Financial Corporation as
counsel.
Gelt Properties disclosed $4.73 million in assets and
$4.84 million in liabilities as of the Chapter 11 filing. Its
affiliate, Gelt Financial has scheduled $20.3 million in assets
and $17.05 million in liabilities as of the Chapter 11 filing.
Paul J. Schoff, Esq., and Francis X. Gorman, Esq., at Schoff
McCabe, P.C., represent the Unsecured Creditors' Committee.
Craig Howe, CPA, and Howe, Keller & Hunter, P.C., serve as the
Committee's accountants.
GELT PROPERTIES: Can Access Vist Bank Cash Until July 31
--------------------------------------------------------
On June 26, 2013, the U.S. Bankruptcy Court for the Eastern
District of Pennsylvania entered a 12th interim order authorizing
Gelt Properties, LLC, and Gelt Financial Corporation to use cash
collateral of Vist Bank until July 31, 2013, in accordance with
the Budgets. Debtors will pay the Lender $6,732.00 in July, 2013.
A further interim hearing on the use of cash collateral will be
held on July 24, 2013, at 11:00 a.m.
As adequate protection, Vist Bank is granted replacement liens on
all now owned or hereafter acquired property and assets of the
Debtors that are proceeds, rents and profits thereof, in which the
Lender was perfected pre-petition.
A copy of the Budgets is available at:
http://bankrupt.com/misc/geltproperties.doc839.pdf
About Gelt Properties
Based in Huntington Valley, Pennsylvania, Gelt Properties, LLC,
and affiliate Gelt Financial Corporation borrow money from
traditional lenders and make loans to commercial borrowers. They
also acquire and manage real estate. Gelt Properties and Gelt
Financial filed for (Bankr. E.D. Pa. Case Nos. 11-15826 and 11-
15826) on July 25, 2011. Judge Magdeline D. Coleman presides over
the cases.
William John Baldini, Esq., Albert A. Ciardi, III, Esq., Jennifer
E. Cranston, Esq., and Daniel S. Siedman, Esq., at Ciardi Ciardi &
Astin, in Philadelphia, Pa.; Thomas Daniel Bielli, Esq., at
O'Kelly Ernst & Bielli, LLC, in Philadelphia, Pa.; Janet L. Gold,
Esq., at Eisenberg, Gold & Cettei, P.C., in Cherry Hill, N.J.;
David A. Huber, Esq., at Benjamin Legal Services, in Philadelphia,
Pa.; Alan L. Nochumson, Esq., at Nochumson PC, in Philadelphia,
Pa.; Axel A. Shield, II, Esq., of Huntington Valley, Pa., serve as
counsel for Debtor Gelt Properties, LLC.
Attorneys Bielli, Ciardi, III, Cranston, Huber, Nochumson, Shield,
II, and Siedman, represent Debtor Gelt Financial Corporation as
counsel.
Gelt Properties disclosed $4.73 million in assets and
$4.84 million in liabilities as of the Chapter 11 filing. Its
affiliate, Gelt Financial has scheduled $20.3 million in assets
and $17.05 million in liabilities as of the Chapter 11 filing.
Paul J. Schoff, Esq., and Francis X. Gorman, Esq., at Schoff
McCabe, P.C., represent the Unsecured Creditors' Committee.
Craig Howe, CPA, and Howe, Keller & Hunter, P.C., serve as the
Committee's accountants.
GIBRALTAR KENTUCKY: Files Fourth Amended Disclosure Statement
-------------------------------------------------------------
Gibraltar Kentucky Development, LLC, filed with the U.S.
Bankruptcy Court for the Southern District of Florida on June 25,
2013, a fourth amended disclosure statement for the Debtor's
Chapter 11 Plan dated June 20, 2013.
Each holder of a Class 1 Allowed Taxing Authority Claims will
receive payment in full.
On the Effective Date holders of Class 2 Allowed General Unsecured
Claims may opt to be treated either as a part of Class 3 or to
receive a pro rata share of $203,459.19 paid over five (5) years
In 12 quarterly payments of $10,433.64 beginning the first quarter
after th effective date.
Holders of Class 3 Allowed Unsecured Claims of Equity Holders,
owed $2,026,363.76, will receive a pro rata share of $2,026,363.76
paid in monthly minimum payments of $13,682.15 representing a 20
year amortization at 6.5% interest. In addition, members of this
Class will receive a pro rata share of 90% of the disposable
income of the Debtor paid monthly.
With one exception regarding the Settlement agreement between
Kentucky Central Energy Partners, LLC ("KCEP"), Class 4 Membership
interests in the limited liability company will be retained in
full, provided that the Plan does not violate the Absolute
Priority Rule.
Funding for the Plan will be sourced from operations of the
Debtor.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/gibraltarkentucky.doc192.pdf
The hearing to consider approval of the amended disclosure
statement is set for Aug. 1, 2013, at 1:30 p.m. The Objection to
Disclosure Statement Deadline is July 25, 2013.
About Gibraltar Kentucky
Gibraltar Kentucky Development, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. S.D. Fla. Case No. 12-13289) on Feb. 10, 2012, in
West Palm Beach, Florida. Palm Beach Gardens-based Gibraltar
Kentucky says that it is not a small business debtor under 11
U.S.C. Sec. 101(51D). Documents attached to the petition indicate
that McCaugh Energy LLC owns 42.15% of the "fee simple"
securities.
Headquartered in Palm Beach Gardens, Florida, Gibraltar Kentucky
is a coal, gas and oil development and mining operation with
holdoings and reserves in excess of $100 million. The Company
owns approximately 500 acresa in Lawrence County Kentucky that has
eighty plus old oil wells with production facilities. The Company
also has oil and gas leases in several counties in Kentucky
together with mineral interests in coal reserves.
Judge Erik P. Kimball presides over the case. The Debtor
disclosed $175,395,449 in assets and $1,193,516 in liabilities as
of the Chapter 11 filing. The petition was signed by Bill Boyd,
as manager.
Steven R. Turner, Trustee for Region 21, has informed the Court
that, until further notice, he will not appoint a committee of
creditors.
David L. Merrill, Esq., and K. Drake Ozment, Esq., at Ozment
Merrill, in West Palm Beach, Fla.; and Tina M. Talarchyk, Esq., at
The Talarchyk Firm, in Palm Beach, Florida, serve as counsel to
the Debtor.
GOOD SAM: Offers to Buy $4.9 Million Senior Notes Due 2016
----------------------------------------------------------
Good Sam Enterprises, LLC, has commenced an offer to purchase up
to $4,950,000 in principal amount of the Company's outstanding
11.50 percent Senior Secured Notes due 2016. The Offer to
Purchase will expire at 5:00 p.m., New York City time, on July 29,
2013, unless extended.
The Offer to Purchase is being made pursuant to the terms of the
indenture governing the Notes. The Indenture requires the Company
to make an offer to purchase Notes for the semi-annual period
ended June 30, 2013, in an amount equal to $5 million.
In accordance with the Indenture and subject to the terms and
conditions of the Offer to Purchase, the Company will pay a
purchase price in cash equal to 101 percent of the principal
amount of Notes validly tendered prior to the Expiration Date that
are accepted, plus accrued but unpaid interest thereon to the
settlement date for the Offer to Purchase. If the aggregate
principal amount of Notes validly tendered in the Offer to
Purchase exceeds the Offer Amount, Notes will be accepted for
purchase on a pro rata basis, such that the aggregate purchase
price for the Notes purchased does not exceed the Offer Amount.
Tenders may be validly withdrawn no later than the Expiration
Date.
About Good Sam
Ventura, Calif.-based Affinity Group Holding, Inc., now known as
Good Sam Enterprises, LLC, is a holding company and the direct
parent of Affinity Group, Inc. The Company is an indirect wholly-
owned subsidiary of AGI Holding Corp, a privately-owned
corporation. The Company is a member-based direct marketing
organization targeting North American recreational vehicle owners
and outdoor enthusiasts. The Company operates through three
principal lines of business, consisting of (i) club memberships
and related products and services, (ii) subscription magazines and
other publications including directories, and (iii) specialty
merchandise sold primarily through its 78 Camping World retail
stores, mail order catalogs and the Internet.
Good Sam reported net income of $9.37 million in 2012, as compared
with net income of $3.90 million in 2011. The Company's balance
sheet at March 31, 2013, showed $239.26 million in total assets,
$482.53 million in total liabilities and a $243.26 million total
member's deficit.
* * *
Affinity Group Inc. carries 'B3' long term corporate family and
probability of default ratings, with 'stable' outlook, from
Moody's Investors Service.
As reported in the Troubled Company Reporter on November 9, 2010,
Standard & Poor's Ratings Services assigned Affinity Group Inc.'s
proposed $325 million senior secured notes due 2016 its
preliminary 'B-' issue-level rating. Following the close of the
proposed transaction, S&P expects to assign a 'B-' corporate
credit rating to Affinity Group Inc., and withdraw S&P's current
'D' corporate credit rating on Affinity Group Holding Inc. A
portion of the proceeds of the new notes will be used, in
conjunction with cash contributions from Holding's parent, to
repay in full $88 million of senior notes that are currently
outstanding at Holding.
S&P said the expected 'B-' corporate credit rating on Affinity
Group reflects S&P's expectation that, following the proposed
refinancing transaction, adjusted debt leverage will be reduced by
about 1x, the company will not have any meaningful near-term debt
maturities, and the company will generate some discretionary cash
flow (albeit minimal). Still, credit measures will remain
relatively weak, as adjusted debt leverage will remain above 6.0x
(S&P's operating lease adjustment adds about a turn to leverage),
and S&P expects interest coverage to remain in the low- to mid-
1.0x area over the intermediate term.
HAMPTON ROADS: Shareholders Elect 11 Directors
----------------------------------------------
The annual shareholders meeting of Hampton Roads Bankshares, Inc.,
was held on June 26, 2013, at which the shareholders elected
eleven directors for a term of one year each, expiring at the 2014
annual meeting:
(1) James F. Burr;
(2) Patrick E. Corbin;
(3) Henry P. Custis, Jr.;
(4) Douglas J. Glenn;
(5) Robert B. Goldstein;
(6) Hal F. Goltz;
(7) Stephen J. Gurgovits;
(8) Charles M. Johnston;
(9) William A. Paulette;
(10) John S. Poelker; and
(11) Billy G. Roughton.
The shareholders ratified the appointment of KPMG LLP as the
Company's independent auditors for the fiscal year ending
Dec. 31, 2013, and approved a proposal endorsing the compensation
of the Company's named executive officers.
About Hampton Roads Bankshares
Hampton Roads Bankshares, Inc. (NASDAQ: HMPR) --
http://www.hamptonroadsbanksharesinc.com/-- is a bank holding
company that was formed in 2001 and is headquartered in Norfolk,
Virginia. The Company's primary subsidiaries are Bank of Hampton
Roads, which opened for business in 1987, and Shore Bank, which
opened in 1961. Currently, Bank of Hampton Roads operates twenty-
eight banking offices in the Hampton Roads region of southeastern
Virginia and twenty-four offices in Virginia and North Carolina
doing business as Gateway Bank & Trust Co. Shore Bank serves the
Eastern Shore of Maryland and Virginia through eight banking
offices and 15 ATMs.
Effective June 17, 2010, the Company and its banking subsidiary,
Bank of Hampton Roads ("BOHR"), entered into a written agreement
with the Federal Reserve Bank of Richmond and the Bureau of
Financial Institutions of the Virginia State Corporation
Commission. The Company's other banking subsidiary, Shore Bank,
is not a party to the Written Agreement.
Under the terms of the Written Agreement, among other things, BOHR
agreed to develop and submit for approval plans to (a) strengthen
board oversight of management and BOHR's operations, (b)
strengthen credit risk management policies, (c) improve BOHR's
position with respect to loans, relationships, or other assets in
excess of $2.5 million which are now, or may in the future become,
past due more than 90 days, are on BOHR's problem loan list, or
adversely classified in any report of examination of BOHR, (d)
review and revise, as appropriate, current policy and maintain
sound processes for determining, documenting, and recording an
adequate allowance for loan and lease losses, (e) improve
management of BOHR's liquidity position and funds management
policies, (f) provide contingency planning that accounts for
adverse scenarios and identifies and quantifies available sources
of liquidity for each scenario, (g) reduce the Bank's reliance on
brokered deposits, and (h) improve BOHR's earnings and overall
condition.
The Company reported a net loss of $98 million in 2011, compared
with a net loss of $210.35 million in 2010. The Company's balance
sheet at March 31, 2013, showed $2.03 billion in total assets,
$1.84 billion in total liabilities and $185.36 million in total
shareholders' equity.
HOSTESS BRANDS: Selling Baking Plant in Jamaica, New York
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Hostess Brands Inc., now called Old HB Inc. after
most of the assets were sold, will hold an auction on July 23 to
determine whether a $6.2 million bid is the best offer for a
baking plant in Jamaica, New York, that was closed in 2010.
According to the report, under bidding procedures approved on
June 28 by the U.S. Bankruptcy Court in White Plains, New York,
the hearing on sale approval will take place July 30. Unless
outbid, the buyer is an affiliate of Anoroc Realty Inc. Hostess
said it received five offers for the property located on Douglas
Avenue. There was a higher offer, although the bidder declined to
act as a stalking-horse by submitting the first offer at a court-
authorized auction.
About Hostess Brands
Founded in 1930, Irving, Texas-based Hostess Brands Inc., is known
for iconic brands such as Butternut, Ding Dongs, Dolly Madison,
Drake's, Home Pride, Ho Hos, Hostess, Merita, Nature's Pride,
Twinkies and Wonder. Hostess has 36 bakeries, 565 distribution
centers and 570 outlets in 49 states.
Hostess filed for Chapter 11 bankruptcy protection early morning
on Jan. 11, 2011 (Bankr. S.D.N.Y. Case Nos. 12-22051 through
12-22056) in White Plains, New York. Hostess Brands disclosed
assets of $982 million and liabilities of $1.43 billion as of the
Chapter 11 filing.
The bankruptcy filing was made two years after predecessors
Interstate Bakeries Corp. and its affiliates emerged from
bankruptcy (Bankr. W.D. Mo. Case No. 04-45814).
In the new Chapter 11 case, Hostess has hired Jones Day as
bankruptcy counsel; Stinson Morrison Hecker LLP as general
corporate counsel and conflicts counsel; Perella Weinberg Partners
LP as investment bankers, FTI Consulting, Inc. to provide an
interim treasurer and additional personnel for the Debtors, and
Kurtzman Carson Consultants LLC as administrative agent.
Matthew Feldman, Esq., at Willkie Farr & Gallagher, and Harry
Wilson, the head of turnaround and restructuring firm MAEVA
Advisors, are representing the Teamsters union.
Attorneys for The Bakery, Confectionery, Tobacco Workers and Grain
Millers International Union and Bakery & Confectionery Union &
Industry International Pension Fund are Jeffrey R. Freund, Esq.,
at Bredhoff & Kaiser, P.L.L.C.; and Ancela R. Nastasi, Esq., David
A. Rosenzweig, Esq., and Camisha L. Simmons, Esq., at Fulbright &
Jaworski L.L.P.
The official committee of unsecured creditors selected New York
law firm Kramer Levin Naftalis & Frankel LLP as its counsel. Tom
Mayer and Ken Eckstein head the legal team for the committee.
Hostess Brands in mid-November 2012 opted to pursue the orderly
wind down of its business and sale of its assets after the Bakery,
Confectionery, Tobacco and Grain Millers Union (BCTGM) commenced a
nationwide strike. The Debtor failed to reach an agreement with
BCTGM on contract changes.
Hostess Brands sold its businesses and most of the plants to five
different buyers for an aggregate of $860 million. Hostess still
has some plants, depots and other facilities the buyers didn't
acquire.
The bankruptcy estate has changed its name to Old HB Inc.
IEC ELECTRONICS: Files Restated Financial Statements
----------------------------------------------------
IEC Electronics Corp. disclosed that it was set to file on July 3
with the Securities and Exchange Commission an amended annual
report on Form 10-K/A including its restated financial statements
for the fiscal year ended September 30, 2012 and an amended
quarterly report on Form 10-Q/A with restated financial statements
for the quarter ended December 28, 2012. The Company also is
filing its 10-Q for the period ended March 29, 2013. The July 3
filings met the time frame IEC outlined in its May 20, 2013 press
release.
W. Barry Gilbert, Chairman of the Board and CEO, stated, "We
expect to announce our results for the third fiscal quarter of
2013 on or before August 10, 2013 and to resume our quarterly
investor calls at that time."
About IEC Electronics
IEC Electronics Corporation -- http://www.iec-electronics.com--
is a provider of electronic manufacturing services to advanced
technology companies primarily in the military and aerospace,
medical, industrial and communications sectors. The Company
specializes in the custom manufacture of high reliability, complex
circuit cards, system level assemblies, a wide array of custom
cable and wire harness assemblies, precision sheet metal products,
and advanced research and testing services. IEC Electronics is
headquartered in Newark, NY (outside of Rochester) and also has
operations in Rochester, NY, Albuquerque, NM and Bell Gardens, CA.
IME PROPERTIES: Case Summary & 4 Unsecured Creditors
----------------------------------------------------
Debtor: IME Properties, Ltd.
1140 Morgan Marie
El Paso, TX 79936
Bankruptcy Case No.: 13-31038
Chapter 11 Petition Date: June 25, 2013
Court: U.S. Bankruptcy Court
Western District of Texas (El Paso)
Judge: H. Christopher Mott
Debtor's Counsel: E. P. Bud Kirk, Esq.
Terrace Gardens
600 Sunland Park Drive, Bldg 4, #400
El Paso, TX 79912
Tel: (915) 584-3773
E-mail: budkirk@aol.com
Scheduled Assets: $3,844,100
Scheduled Liabilities: $2,138,660
A copy of the Company's list of its four largest unsecured
creditors is available for free at:
http://bankrupt.com/misc/txwb13-31038.pdf
The petition was signed by Rogelio Contreras, managing member of
IME Management, LLC, general partner.
IMPLANT SCIENCES: Glenn Bolduc to Serve CEO Until 2016
------------------------------------------------------
Implant Sciences Corporation amended and restated its employment
agreement with Glenn D. Bolduc, the Company's president and chief
executive officer. The new agreement will remain in effect
through June 30, 2016, after which, the Agreement will
automatically renew for additional one-year periods unless notice
of non-renewal is given by either party.
The Agreement establishes Mr. Bolduc's base salary at the rate of
$400,000 per year, which amount is equal to Mr. Bolduc's
annualized base salary immediately prior to the Agreement. Mr.
Bolduc's base salary is subject to annual review, and any
increases will be made in the discretion of the Board of Directors
upon the recommendation of the Compensation Committee.
The Agreement also provides that Mr. Bolduc will be eligible to
receive a cash bonus of up to $200,000 for the fiscal year ending
June 30, 2013. The amount of the bonus, if any, will be
determined by the Board, in its sole discretion, provided that
that no bonus will be payable unless the Company achieves certain
revenue and adjusted earnings before interest, taxes, depreciation
and amortization targets for the fiscal year established by the
Board in June 2012. For fiscal years ending June 30, 2014, and
thereafter, Mr. Bolduc will be eligible to receive cash bonuses of
up to 50 percent of his annualized base salary at the end of the
respective fiscal year. The amount of any bonuses will be
determined by the Board, in its sole discretion, provided that
that no bonus will be payable unless the Company achieves such
revenue and adjusted EBITDA targets as may be established by the
Board for any such fiscal year.
Mr. Bolduc received no additional long-term or equity incentive
compensation in connection the Agreement. He will be eligible to
receive such additional compensation as the Board may, in its sole
discretion, award from time to time.
A copy of the amended Employment Agreement is available at:
http://is.gd/BMDd86
About Implant Sciences
Implant Sciences Corporation (OBB: IMSC.OB) --
http://www.implantsciences.com/-- develops, manufactures and
sells sensors and systems for the security, safety and defense
(SS&D) industries.
Marcum LLP, in Boston, Massachusetts, issued a "going concern"
qualification on the consolidated financial statements for the
year ended June 30, 2012. The independent auditors noted that the
Company has had recurring net losses and continues to experience
negative cash flows from operations. As of Sept. 25, 2012, the
Company's principal obligation to its primary lender was
$33,429,000 with accrued interest of $3,146,000. The Company is
required to repay all borrowings and accrued interest to this
lender on March 31, 2013. These conditions raise substantial
doubt about its ability to continue as a going concern.
For the nine months ended March 31, 2013, the Company incurred a
net loss of $21.81 million on $9.61 million of revenues, as
compared with a net loss of $10.25 million on $2.85 million of
revenue for the same period a year ago. The Company's balance
sheet at March 31, 2013, showed $5.39 million in total assets,
$46.50 million in total liabilities and a $41.11 million total
stockholders' deficit.
Bankruptcy Warning
"Despite our current sales, expense and cash flow projections and
$12,763,000 in cash available from our line of credit with DMRJ at
March 31, 2013, we will require additional capital in the third
quarter of fiscal 2014 to fund operations and continue the
development, commercialization and marketing of our products. Our
failure to achieve our projections and/or obtain sufficient
additional capital on acceptable terms would have a material
adverse effect on our liquidity and operations and could require
us to file for protection under bankruptcy laws."
INTERLEUKIN GENETICS: Bay City, et al., to Sell 120MM Shares
------------------------------------------------------------
Interleukin Genetics, Inc., registered with the U.S. Securities
and Exchange Commission 120.4 million shares of common stock for
resale by Bay City Capital Fund V, L.P., Growth Equity
Opportunities Fund III, LLC, Merlin Nexus IV, LP, et al. These
shares consist of 85,326,230 issued and outstanding shares and
35,081,967 shares underlying warrants. These shares and warrants
were issued in connection with a private placement completed on
May 17, 2013, and consist of:
(1) 43,715,847 shares and 32,786,885 shares underlying
warrants issued to the investors in the private placement;
(2) 28,160,200 shares issued to Pyxis Innovations Inc. upon
conversion of 5,000,000 shares of the Company's Series A-1
Convertible Preferred Stock immediately prior to the
private placement;
(3) 2,521,222 shares issued to Pyxis upon conversion of
$14,316,255 in principal amount of convertible debt
immediately prior to the private placement;
(4) 10,928,961 shares issued to Delta Dental Plan of Michigan,
Inc., upon conversion of 500,000 shares of the Company's
Series B Convertible Preferred Stock immediately prior to
the private placement; and
(5) 2,295,082 shares underlying warrants issued to BTIG, LLC,
the placement agent in the private placement, and its
affiliates, as placement agent compensation.
The Company's common stock is traded on the OTCQB under the symbol
"ILIU". On June 28, 2013, the closing sale price of the Company's
common stock on the OTCQB was $0.42 per share.
A copy of the Form S-1 registration statement is available at:
http://is.gd/pCVXF6
About Interleukin
Waltham, Mass.-based Interleukin Genetics, Inc., is a personalized
health company that develops unique genetic tests to provide
information to better manage health and specific health risks.
Interleukin Genetics disclosed a net loss of $5.12 million in
2012, as compared with a net loss of $5.02 million in 2011. The
Company's balance sheet at March 31, 2013, showed $2.17 million in
total assets, $16.95 million in total liabilities and a $14.78
million total stockholders' deficit.
Grant Thornton LLP, in Boston, Massachusetts, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012. The independent auditors noted
that the Company incurred a net loss of $5,120,084 during the year
ended December 31, 2012, and as of that date, the Company's total
liabilities exceeded its total assets by $13,623,800. These
conditions, among other factors, raise substantial doubt about the
Company's ability to continue as a going concern.
Bankruptcy Warning
"We have retained a financial advisor and are actively seeking
additional funding, however, based on current economic conditions,
additional financing may not be available, or, if available, it
may not be available on favorable terms. In addition, the terms
of any financing may adversely affect the holdings or the rights
of our existing shareholders. For example, if we raise additional
funds by issuing equity securities, further dilution to our then-
existing shareholders will result. Debt financing, if available,
may involve restrictive covenants that could limit our flexibility
in conducting future business activities. We also could be
required to seek funds through arrangements with collaborators or
others that may require us to relinquish rights to some of our
technologies, tests or products in development. Our common stock
was delisted from the NYSE Amex in 2010 and is currently trading
on the OTCQBTM. As a result, our access to capital through the
public markets may be more limited. If we cannot obtain
additional funding on acceptable terms, we may have to discontinue
operations and seek protection under U.S. bankruptcy laws."
J. HOWARD MARSHALL III: Family Dispute in Circuit Court Again
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the intra-family litigation is drawing to a close
among the sons of late millionaire J. Howard Marshall II, Pierce
and Howard III, and the elder Marshall's late wife known as Anna
Nicole Smith.
According to the report, the disputes included two trips to the
U.S. Supreme Court. The latest opinion from the U.S. Court of
Appeals in San Francisco clarifies a bankruptcy-law issue not
nearly so momentous as the second Supreme Court case two years ago
finding aspects of the U.S. Bankruptcy Code in violation of the
U.S. Constitution.
The report notes that the decision on June 28 by the Ninth Circuit
in San Francisco teaches that the best interests test in Section
1129(a)(7) of the Bankruptcy Code doesn't require taking claims
into consideration that could have been although weren't actually
filed. Mr. Howard III and his wife Ilene filed Chapter 11
petitions after brother Pierce obtained a $12 million fraud
judgment. The bankruptcy court confirmed their Chapter 11 plan in
2003. Last week, the circuit court upheld confirmation of the
plan.
The report relates that over the intervening years, Pierce died,
replaced by his wife Elaine acting as trustee of her late
husband's estate. Elaine never filed a claim in Howard III's
bankruptcy, evidently to avoid being sued in bankruptcy court.
The report says that Elaine nonetheless opposed confirmation of
the plan under the best interests test, contending it didn't
provide better treatment than liquidation in Chapter 7. Circuit
Judge Jacqueline Hong-Ngoc Nguyen said the court would not extend
the best interests test "to individuals who are only
hypothetically creditors." Judge Nguyen's opinion rejected
several other challenges to confirmation. On constitutional
issues, she adopted the opinion from 2003 by Bankruptcy Judge
Samuel L. Bufford, who retired to teach law in 2010 after 25 years
on the bench.
The report discloses that among other rulings, Judge Nguyen found
no reversible error because Judge Bufford held a press conference
during a court hearing to explain procedural aspects of the case
and how reporters could access court documents by computer.
The case is Marshall v. Marshall (In re Marshall), 09- 55573,
Ninth U.S. Circuit Court of Appeals (San Francisco).
About J. Howard Marshall III
James Howard Marshall III was the eldest son of business magnate
James Howard Marshall II. He was disinherited by his fatherafter
siding with William Koch in Koch's attempt to take over Koch
Industries, Inc. from his brother, Charles Koch; Marshall II, who
was a board member of the company, and his other son, E. Pierce
Marshall, supported Charles.
After J. Howard's death, Marshall III filed suit against Pierce,
claiming that he had decided to deprive his brother of his righful
inheritance. In March 2001, a Texas probate jury found that J.
Howard's will and trust were valid, and had not been executed
under fraud or malice; Pierce had not committed any wrongdoing;
and that Howard III and J. Howard's widow Anna Nicole Smith, were
not entitled to any of his $1.6 billion fortune. Further, Pierce
won a $10 million counterclaim judgment against his brother for
fraud based on the latter's alleged scheme to inherit part of his
father's estate despite being disinherited in 1980. Thereafter,
J. Howard Marshall III and his wife filed for bankruptcy in
California.
About Anna Nicole Smith
Anna Nicole Smith, formally known as Vickie Lynn Hogan, filed
for Chapter 11 in 1996 as part of a struggle over the estate of
J. Howard Marshall, whom she married in 1994 when she was 26 and
died barely a year after they were wed. Ms. Smith, a former
Playboy model and actress, died in February 2007.
Mr. Marshall left his estate to his son, E. Pierce Marshall, and
nothing to Ms. Smith. Ms. Smith, alleging that her husband had
promised to leave her a large share of the estate, won a ruling
from a bankruptcy judge in 2000 awarding her $475 million from Mr.
Marshall's estate. A federal judge in 2002 reduced that amount to
$89 million. The U.S. Court of Appeals for the Ninth Circuit in
San Francisco threw out the judgment in 2004, holding that the
bankruptcy court didn't have jurisdiction over probate matters.
The U.S. Supreme Court in May 2006 issued a decision, overruling
the appeals court and finding that the bankruptcy court had
jurisdiction, even though the issues also could have been decided
in the Texas probate court. The Supreme Court remanded the case
for the federal appellate court to decide whether her victory in
the bankruptcy and district courts was knocked out because a Texas
probate court had entered judgment first against her.
On remand from the Supreme Court, the 9th Circuit issued its
decision in March 2010, concluding that the bankruptcy court
didn't have so-called core jurisdiction. The 9th Circuit noted
that before the U.S. district court was able to enter judgment in
her favor, the Texas probate court had entered judgment against
her saying she was entitled to nothing from her deceased husband's
estate.
In September 2010, the Supreme Court agreed to take a second look
at disputes arising in and related to Ms. Smith's 1996 bankruptcy
case and her entitlement to payment of the $449 million bankruptcy
court judgment.
JEFFERSON COUNTY: Plan to Pay Up to 80% for Sewer Bondholders
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Jefferson County, Alabama, filed a Chapter 9 plan of
debt adjustment June 30 and scheduled an Aug. 6 hearing for
approval of explanatory disclosure materials.
According to the report, as the result of a settlement, the plan
is already supported by holders of more than 75 percent of the
$3.2 billion in sewer debt at the core of the county's financial
problems. The disclosure statement, by itself 247 pages in
length, swells to 802 pages when exhibits and the plan are
included. Sewer bondholders will receive 65 percent in cash. If
they elect to waive claims against JPMorgan Chase & Co. and bond
insurers, they receive 80 percent in cash. Bondholders supporting
the plan already agreed to waive claims and receive the larger
recovery.
The report notes that existing sewer bonds will be canceled in
exchange for payments under the plan. Distributions will be
financed by selling new sewer bonds calculated to generate $1.96
billion to cover the $1.84 billion earmarked for existing sewer
bondholders. The county won't sue trade suppliers for payments
received within 90 days of bankruptcy in November 2011. The plan
is made possible by concessions from JPMorgan, the holder of $1.22
billion in bonds. Because JPMorgan receives less, others receive
more.
The report relates that JPMorgan is waiving $842 million of the
sewer debt and a $657 million swap debt, resulting in an 88
percent overall write off by JPMorgan. To finance the new sewer
bonds, there will be 7.4 percent in rate increases for sewer
customers in each of the first four years. In later years, rate
increases will be 3.5 percent.
About Jefferson County
Jefferson County has its seat in Birmingham, Alabama. It has a
population of 660,000.
Jefferson County filed a bankruptcy petition under Chapter 9
(Bankr. N.D. Ala. Case No. 11-05736) on Nov. 9, 2011, after an
agreement among elected officials and investors to refinance
$3.1 billion in sewer bonds fell apart.
John S. Young Jr. LLC was appointed as receiver by Alabama Circuit
Court Judge Albert Johnson in September 2010.
Jefferson County's bankruptcy represents the largest municipal
debt adjustment of all time. The county said that long-term debt
is $4.23 billion, including about $3.1 billion in defaulted sewer
bonds where the debt holders can look only to the sewer system for
payment.
The county said it would use the bankruptcy court to put a value
on the sewer system, in the process fixing the amount bondholders
should be paid through Chapter 9.
Judge Thomas B. Bennett presides over the Chapter 9 case. Lawyers
at Bradley ArantBoult Cummings LLP and Klee, Tuchin, Bogdanoff&
Stern LLP, led by Kenneth Klee, represent the Debtor as counsel.
Kurtzman Carson Consultants LLC serves as claims and noticing
agent. Jefferson estimated more than $1 billion in assets. The
petition was signed by David Carrington, president.
The bankruptcy judge in January 2012 ruled that the state court-
appointed receiver for the sewer system largely lost control as a
result of the bankruptcy. Before deciding whether Jefferson County
is eligible for Chapter 9, the bankruptcy judge will allow the
Alabama Supreme Court to decide whether sewer warrants are the
equivalent of "funding or refunding bonds" required under state
law before a municipality can be in bankruptcy.
U.S. District Judge Thomas B. Bennett ruled in March 2012 that
Jefferson County is eligible under state law to pursue a debt
restructuring under Chapter 9. Holders of more than $3 billion in
defaulted sewer debt had challenged the county's right to be in
Chapter 9.
In June 2013, the county reached settlement with holders of 78
percent of the $3.1 billion in sewer debt at the core of the
county's financial problems. The bondholders will be paid $1.84
billion through a refinancing, according to a term sheet. The
settlement calls for JPMorgan Chase & Co., the owner of $1.22
billion in bonds, to make the largest concessions so other
bondholder will recover more.
JEFFREY POTTER: Friedlander Has No Secured Claim
------------------------------------------------
In the adversary complaint YVETTE GONZALES, TRUSTEE, Plaintiff, v.
LA VISTA HOMEOWNERS' ASSOCIATION; BANK OF AMERICA, N.A.; WELLS
FARGO BANK NEW MEXICO, INC.; O'REILLY AND DOHERTY, LLP; ROBERT
ENGEL; and MARTIN S. FRIEDLANDER, Defendants, Adv. Proc. No.
11-1175-TRC, Judge Tom Cornish granted Plaintiff's Summary
Judgment Motion ruling that Martin Friedlander does not have
secured claims as to a New Mexico real property nor to the
proceeds from its sale.
Yvette Gonzales, the Chapter 7 trustee of Debtor Jeffrey W.
Potter, filed the adversary complaint to determine the validity,
extent, and priority of various liens claimed on the proceeds of
the sale of the Debtor's real property known as 53 La Vista, Santa
Fe, New Mexico.
Mr. Friedlander claims to have provided legal services and
advanced costs to the Debtor prepetition. He asserts that he had
attorney-client retainer contracts that granted him a lien on all
settlement proceeds of the lawsuits he worked on for the Debtor,
and that his lien continued to be secured by estate assets after
the Debtor filed bankruptcy. Mr. Friedlander filed a claim in the
bankruptcy case on January 28, 2006, asserting a secured claim on
real estate for costs and fees advanced and services performed in
the amount of $236,307.52.
Jeffrey Watson Potter filed a voluntary petition of bankruptcy
under Chapter 11 on May 19, 2005 (Bankr. D. N.M. Case No.
05-14071). The case was converted to Chapter 7 on November 17,
2006, and Yvette Gonzales was appointed as the Chapter 7 Trustee
of Mr. Potter's bankruptcy estate.
A copy of Judge Cornish's June 12, 2013 Order is available at
http://is.gd/GBii49from Leagle.com.
JONATHAN NANCE: Must Pay $4,509 to Redeem Chevrolet Vehicle
-----------------------------------------------------------
A North Carolina bankruptcy court rules that Jonathan Bernard
Nance and Marasha Lee Nance must pay $4,509 to redeem a 2005
Chevrolet Tahoe vehicle.
Judge Catherine Aron entered the order on the Nances' Motion,
filed in March 2013, to redeem with AmeriCredit regarding the
Tahoe vehicle.
At the hearing, Koury Hicks, Esq., appeared as attorney for
Jonathan Bernard Nance and Marasha Lee Nance; Christopher White,
Esq. -- christopher.white@cwt.com -- of Cadwalader appeared on
behalf of AmeriCredit Financial Services, Inc.; and Robert E.
Price, Jr., Esq., appeared as staff attorney for the Office of the
Bankruptcy Administrator.
The Nances filed a chapter 13 petition on July 27, 2007 (Bankr.
M.D. N.C., Case No. 07-81057). AmeriCredit Financial Services,
Inc. filed a proof of claim on August 16, 2007 for $33,396.95.
The chapter 13 plan was confirmed on October 16, 2007, which
provides that AmeriCredit was allowed a secured claim of
$33,396.95 payable at $747.76 per month at 9.5% interest. The
Plan stated that AmeriCredit shall retain its lien on the Tahoe
"until the earlier of the payment of the underlying debts
determined under nonbankruptcy law or the Debtor's discharge
pursuant to 11 U.S.C. Sec. 1328." During the life of the Chapter
13 Plan, AmeriCredit was paid $33,224.28 by the Chapter 13
Trustee. On February 2, 2013, the Debtors filed a notice of
voluntary conversion to chapter 7. At the time of conversion the
NADA retail value of the Tahoe was $11,650.00 with ninety percent
of the NADA retail value being $10,485.00.
A copy of the Court's June 12, 2013 Order is available at
http://is.gd/4WtUyVfrom Leagle.com.
KCG HOLDINGS: S&P Assigns 'BB-' ICR; Outlook Stable
---------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'BB-'
issuer credit rating to KCG Holdings Inc. The outlook is stable.
At the same time, S&P assigned its 'BB-' issue-level rating to the
company's $535 million first-lien term loan due 2017 and its 'B'
issue-level rating to the 8.25% $305 million senior secured
second-lien notes due 2018, which the company issued to finance a
portion of the transaction.
The rating action follows the announcement that the merger between
Knight Capital Group (Knight) and GETCO Holding Company LLC
(GETCO) has been completed as of July 1, 2013, and the two
companies have been combined as part of KCG Holdings Inc., a new
publicly traded holding company.
"Our ratings on KCG Holdings Inc. reflect the highly competitive
and transactional nature of the firm's market-making and
electronic brokerage businesses, the influence of market
volatility and volumes on its revenues, the firm's exposure to
operational and model risk, and its evolving risk-management
framework," said Standard & Poor's credit analyst Sebnem Caglayan.
"We also believe the substantial integration risk, which will
continue to consume a substantial amount of senior management's
time, the considerable debt leverage, and weak operating
performance of each business in 2012 and the first quarter of 2013
are negatives for the ratings."
The combined company's relatively diversified business profile and
adequate capitalization only partially offset these weaknesses.
The outlook is stable. "We believe KCG will have a relatively
diversified business profile with the combination of market-making
and global execution platforms, holding a substantial market share
in most electronically traded asset classes globally," said
Ms. Caglayan.
The stable outlook also reflects S&P's expectation that KCG will
operate at an EBITDA margin of approximately 25% (on a net-revenue
basis), financial leverage (adjusted net assets to adjusted
tangible equity) of approximately 5.5x, debt-to-EBITDA leverage of
below 3x, and EBITDA-to-cash interest coverage of above 5x, on a
pro forma basis, in the next 12 months.
S&P could consider raising the ratings if KCG deleverages
significantly more than the already anticipated mandatory
$235 million debt payment in the next 12 months, without impacting
its liquidity profile (while sustaining its expected target excess
cash pool of $425 million), resolves a major portion of its
outstanding litigation with no material costs, and successfully
and seamlessly integrates the two businesses without major
operational problems.
"Conversely, we could lower the ratings if the market-making
business suffers prolonged revenue compression or experiences
operating losses, or if we believe the firm is no longer committed
to its current capitalization plan. We could also likely lower
the ratings if liquidity declined materially, risk increased, or
leverage increased such that we expect debt to EBITDA to track
over 3.5x or the adjusted net assets-to-adjusted total equity
multiple to increase to more than 7.0x," S&P said.
LEDGESTONE AGGREGATES: Case Summary & Unsecured Creditor
--------------------------------------------------------
Debtor: Ledgestone Aggregates, LLC
11 Camden Street
P.O. Box 600
Rockland, ME 04856
Bankruptcy Case No.: 13-10527
Chapter 11 Petition Date: June 25, 2013
Court: U.S. Bankruptcy Court
District of Maine (Bangor)
Judge: Louis H. Kornreich
Debtor's Counsel: David J. Perkins, Esq.
PERKINS OLSON, P.A.
32 Pleasant Street
P.O. Box 449
Portland, ME 04112
Tel: (207) 871-7159
E-mail: dperkins@perkinsolson.com
Scheduled Assets: $3,100,000
Scheduled Liabilities: $2,474,939
The petition was signed by Michael Marriner, manager.
The Company's list of its largest unsecured creditors filed with
the petition contains only one entry:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Marriners, Inc. -- $15,000
P.O. Box 600
Rockport, ME 04856
LEE BRICK: Court Confirms Amended and Restated Plan
---------------------------------------------------
On June 12, 2013, the U.S. Bankruptcy Court for the Eastern
District of North Carolina entered an order confirming the Amended
and Restated Plan of Reorganization filed by Lee Brick & Tile
Company on April 10, 2013.
At the Confirmation hearing held on May 28, 2013, the Debtor
announced in open court certain Plan modifications, which
modifications, according to Court's findings, do not adversely
change the treatment of the claim of any creditor or the interest
of any equity security holder who has previously accepted the Plan
before the Modifications.
A copy of the order confirming the Plan is available at:
http://bankrupt.com/misc/leebrick.doc310.pdf
The Bankruptcy Court conditionally approved the Amended Disclosure
Statement on April 24, 2013. The Debtor's Plan of Reorganization
groups claims into 11 classes of creditors. The first three
classes relate to costs of administration and priority claims
under the Bankruptcy Code, and the treatment of each is governed
by specific provisions of the Bankruptcy Code. Classes 4 through
8 relate to classes that are treated as secured creditor classes.
Class 9 relates to the Unsecured Deficiency Claim of Capital Bank.
Class 10 relates to allowed unsecured creditor claims while Class
11 relates to Shareholder Interests.
Payments provided under the terms of the Plan will be made from
those monies remaining after satisfaction of Class 1, Class 2, and
Class 3, and after debt service payments as otherwise provided in
the Plan, and after payment of normal operating expenses and
retention of sufficient operating reserve of the Reorganized
Debtor, derived from these sources:
(i) the Debtor's Cash on Hand at Effective Date;
(ii) net sale proceeds from any other Retained Assets designated
for sale as provided in the terms of the Plan;
(iii) revenues from the business operations of the Reorganized
Debtor;
(iv) net proceeds from the Debtor's collection of accounts
receivable and tax refunds, if any;
(v) net proceeds from recoveries of Designated Litigation, if
any, and
(vi) voluntary capital contributions from shareholders or loans
from a shareholder(s) made on a basis subordinate to the
interests of Class 4, 5, 6, 7, 8, 9, and 10 allowed claims.
Capital Bank, N.A., formerly known as NAFH National Bank,
successor by merger with Capital Bank, has filed an Objection to
the Plan, which separately classifies Capital Bank's claim into
secured and unsecured portions. The Plan proposes to allow
Capital Bank a Class 4 Secured Claim in the amount of $8,500,000
and a Class 9 Unsecured Deficiency Claim in the amount of
$4,895,490. Each class sets forth alternative repayment proposals
for the Secured Claim and the Unsecured Claim.
Capital Bank objects to treatment of its claim for these reasons:
(1) The Plan improperly prefers equity holders.
(2) The Plan is not feasible.
(3) The Plan does not provide Capital Bank with as much as
Capital Bank would receive under a liquidation.
(4) The Plan improperly classifies the Unsecured Claim.
(5) The Plan is not fair and equitable to Capital Bank.
(6) The Plan has not been proposed in good faith.
About Lee Brick
Sanford, North Carolina-based Lee Brick & Tile Company filed a
bare-bones Chapter 11 petition (Bankr. E.D.N.C. Case No. 12-04463)
on June 15, 2012, in Wilson on June 15, 2012.
Lee Brick -- http://www.leebrick.com/-- began its operations in
1951 after Hugh Perry and 10 local businessmen from Lee County
decided three years prior to invest in the business of
brickmaking. In the late 1950's Hugh Perry bought out the
investing partners, making Lee Brick a solely owned and operated
family company. Hugh Perry named his son Frank president in 1970,
which he served until 1999 and currently serves as CEO. Since
1999 Don Perry succeeded his father and serves as the company's
president. Frank Perry, along with his sons Don and Gil, and
brother-in-law JR (rad) Holton have helped guide the family
business through revolutionary changes in brick manufacturing that
few people in the ceramic industry could have ever anticipated.
Judge Randy D. Doub presides over the case. Kevin L. Sink, Esq.,
at Nicholls & Crampton, P.A., serves as the Debtor's counsel. The
petition was signed by Don W. Perry, president.
The Debtor, in its amended schedules, disclosed $27,851,968 in
assets and $14,136,003 in liabilities as of the Chapter 11 filing.
In the original schedules, the Debtor scheduled $27,851,968 in
assets and $14,135,140 in liabilities. Lender Capital Bank is
owed $13.0 million, of which $6.5 million is secured.
LIGHTSQUARED INC: Blames Egren for Inability to Negotiate Plan
--------------------------------------------------------------
LightSquared Inc. filed an objection to the request of the Ad Hoc
Secured Group of LightSquared LP Lenders to enforce Judge Shelley
Chapman's Feb. 13 order, which extended the deadline for the
company to file a Chapter 11 plan and solicit votes from
creditors.
As reported by the Troubled Company Reporter on June 21, the
lenders' move comes after LightSquared allegedly refused to
withdraw the letter it sent to the lenders group in May or
acknowledge its court-ordered obligations under a stipulation they
executed, which was incorporated into the Feb. 13 order.
On May 20, LightSquared sent a letter to the lenders, informing
them about the termination of its obligations under the Feb. 13
order and alleging that the group was no longer the largest holder
of pre-bankruptcy obligations.
The group's lawyer, Glenn Kurtz, Esq., at White & Case LLP, in New
York, said the company refused to withdraw the letter although the
termination condition wasn't satisfied when the letter was issued.
SP Special Opportunities LLC, the company that LightSquared
claimed held more pre-bankruptcy obligations, has also joined the
lenders group, according to Mr. Kurtz.
In court papers filed Monday, LightSquared asked the Court to
relieve it of obligations in the Second Exclusivity Extension
Order that have become untenable. LightSquared said it has made,
and continues to make, considerable progress with the Federal
Communications Commission and other government agencies, and that
there is little risk in allowing more time for LightSquared to
pursue a path most stakeholders in the case believe will maximize
their recoveries.
LightSquared blamed DISH Network's chairman and controlling
shareholder, Charles W. Ergen, for hampering LightSquared's
ability to negotiate a consensual plan. LightSquared noted that
SP Special Opportunies, an investment vehicle solely and
exclusively controlled by Mr. Ergen, has "surreptitiously
purchased the bulk" of prepetition LP obligations and attempted to
purchase the bulk of Series A Preferred Units of LightSquared LP.
As a result of SP or Sound Point's purchases, LightSquared said
the ad hoc secured group, with whom LightSquared negotiated the
Second Exclusivity Extension Order, has been reduced to holding
voting authority for just 29.7% of the prepetition LP Obligations,
if Mr. Ergen's holdings are excluded.
LightSquared notes that Mr. Ergen has stated publicly that DISH is
not in the best postion to build out a network "from scratch," and
has focused his attentions on finding a "partner" to build out a
wireless network for purposes of "entering into the marketplace,"
where there were, and continue to be, very few "dance partners."
In May 2013, DISH proposed a merger with Sprint Nextel Corporation
and raised roughly $2.5 billion in capital for this merger. DISH
next made a public offer to acquire Clearwire Corporation.
Early in 2012, DISH spent a $2.86 billion to complete the
acquisitions in bankruptcy of 100% of the equity of reorganized
DBSD North America and substantially all of the assets of
TerreStar Networks Inc.
According to LightSquared, Mr. Ergen is "incentivized to pay as
little as possible to acquire LightSquared's assets, while all of
LightSquared's other stakeholders -- including those with whom
LightSquared negotiated the Second Exclusivity Extension Order --
are incentivized to maximize LightSquared's value."
"By systematically cherry-picking, at the most critical time of
these Chapter 11 Cases, constituents holding Prepetition LP
Obligations and Preferred LP Units (and possibly delaying the
closing of such trades), LightSquared was purposefully deprived of
the benefit of its bargain under the Second Exclusivity Extension
Order -- its ability to negotiate a consensual plan of
reorganization with the very parties in interest that had
negotiated the Second Exclusivity Extension Order or be relieved
of certain obligations.
Portions of Monday's filings were redacted due to confidential
information.
About LightSquared Inc.
LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, to resolve regulatory issues that have prevented it
from building its coast-to-coast integrated satellite 4G wireless
network.
LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network. In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries. In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.
LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with
liquidity and runway necessary to resolve its issues with the FCC.
Despite working diligently and in good faith, however,
LightSquared and the lenders were not able to consummate a global
restructuring on terms acceptable to all interested parties.
Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors. Alvarez & Marsal North America, LLC, is the
financial advisor. Kurtzman Carson Consultants LLC serves as
claims and notice agent.
An Ad Hoc Secured Group of LightSquared LP Lenders is represented
by White & Case LLP's Glenn M. Kurtz, Esq., and Thomas E. Lauria,
Esq.
LIGHTSQUARED INC: Inks Deal With Comerica to Release Collateral
---------------------------------------------------------------
LightSquared LP and Comerica Bank inked an agreement, which calls
for the release of collateral securing the company's obligations
under their various contracts.
Under the deal, Comerica will release the funds securing the
company's obligations, which are held in a money market account at
the bank. The agreement allows Comerica to set off $456,045 of
the collateral on account of the expenses it incurred, including
legal costs incurred in LightSquared's bankruptcy case. A copy of
the agreement is available for free at http://is.gd/nhDd1C
Comerica Bank is represented by:
Ronald S. Beacher
Conrad K. Chiu
PRYOR CASHMAN LLP
7 Times Square
New York, New York 10036
Telephone: (212) 421-4100
Ergen's Debt Buying Spree
Patrick Fitzgerald writing for Dow Jones' DBR Small Cap reports
that LightSquared says satellite mogul Charlie Ergen has been
"gaming" his recent purchases of hundreds of millions of dollars
of the company's debt in an effort to seize control of the
wireless company's bankruptcy case.
About LightSquared Inc.
LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, to resolve regulatory issues that have prevented it
from building its coast-to-coast integrated satellite 4G wireless
network.
LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network. In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries. In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.
LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with
liquidity and runway necessary to resolve its issues with the FCC.
Despite working diligently and in good faith, however,
LightSquared and the lenders were not able to consummate a global
restructuring on terms acceptable to all interested parties.
Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors. Alvarez & Marsal North America, LLC, is the
financial advisor. Kurtzman Carson Consultants LLC serves as
claims and notice agent.
LOUISIANA RIVERBOAT: Plan Gives Ownership to Lenders
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that ownership of the Legends Gaming LLC casinos will
transfer to first-lien lenders owed $181.2 million as a
consequence of the confirmation order signed on June 27 by the
U.S. bankruptcy judge in Shreveport, Louisiana, approving the
Chapter 11 reorganization plan.
According to the report, holders of the $108.5 million in secured
claims were unanimously in favor of the plan. Among the
$151.5 million in unsecured claims that voted, 99.9 percent were
in favor. For holders of $215.2 million in unsecured claims,
there will be a recovery of 0.02 percent from a sharing of $40,000
made available by secured lenders. The bankruptcy took longer
than expected because a sale to the Chickasaw Nation for $125
million fell through after being approved by the court.
The report notes that when the sale went by the boards, the
lenders stepped forward to take ownership through a new plan
giving them a $80 million first-lien term loan on emergence from
bankruptcy. Once gaming regulators give lenders permission to
become owners, they will exercise options to assume stock
ownership at a nominal price. The approved disclosure statement
showed senior lenders with a 46 percent recovery.
The report discloses that the second-lien claim of $116.3 million
is treated as an entirely unsecured claim in a class of unsecured
creditors including the deficiency claim of the first-lien
lenders.
About Legends Gaming
Legends Gaming LLC, owns gaming facilities located in Bossier
City, Louisiana, and Vicksburg, Mississippi, operating under the
DiamondJack's trade name.
Legends Gaming LLC, and five related entities, including Louisiana
Riverboat Gaming Partnership, filed Chapter 11 petitions (Bankr.
W.D. La. Case No. 12-12013) in Shreveport, Indiana, on July 31,
2012, to sell the business for $125 million to Global Gaming
Solutions LLC, absent higher and better offers.
Legends Gaming acquired the business from Isle of Capri Casinos
Inc., in 2006 for $240 million. After breaching covenant with
lenders, the Debtors in March 2008 sought Chapter 11 protection,
jointly administered under Louisiana Gaming Partnership (Case No.
08-10824). The Debtors emerged from bankruptcy in September 2009
and retained ownership and operation of two "DiamondJacks" hotels
and casinos in Bossier City and Vicksburg. The Plan restructured
$162.1 million owed to the first lien lenders and $75 million owed
to secured lien lenders, which would be paid in full, with
interest, over time.
The Debtors' properties comprise 60,000 square feet of gaming
space with 1,913 slot machines, 48 table games and 693 hotel
rooms. Revenues in fiscal 2011 were $99.8 million in Louisiana
and $39.7 million in Mississippi.
As of July 31, 2012, first lien lenders are owed $181.2 million
and second lien lenders are owed $114.7 million. Louisiana
Riverboat Gaming Partnership disclosed $104,846,159 in assets and
$298,298,911 in liabilities as of the Chapter 11 filing.
William H. Patrick, III, Esq., and Tristan E. Manthey, Esq., at
Heller, Draper, Patrick & Horn, L.L.C., serve as counsel to the
Debtors. Sea Port Group Securities LLC is the financial advisor.
Kurtzman Carson Consultants LLC serves as claims and notice agent.
The Debtors tapped Jenner & Block LLP as special counsel.
The casinos were to have been sold to an affiliate of the
Chickasaw Nation for $125 million until the buyer pulled out.
They are now in litigation.
LUCGRECA LLC: Case Summary & 5 Unsecured Creditors
--------------------------------------------------
Debtor: Lucgreca, LLC
dba Car Splash & Lube
181 NW 180th Avenue
Pembroke Pines, FL 33029
Bankruptcy Case No.: 13-24880
Chapter 11 Petition Date: June 25, 2013
Court: U.S. Bankruptcy Court
Southern District of Florida (Fort Lauderdale)
Judge: Raymond B. Ray
Debtor's Counsel: Susan D. Lasky, Esq.
SUSAN D. LASKY, P.A.
2101 N. Andrews Avenue, #405
Wilton Manors, FL 33311
Tel: (954) 565-5854
Fax: (954) 206-0628
E-mail: ECF@suelasky.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A copy of the Company's list of its five largest unsecured
creditors filed with the petition is available for free at:
http://bankrupt.com/misc/flsb13-24880.pdf
The petition was signed by Edvin Y. Carrero, managing member.
LUKEN COMMUNICATIONS: Proposes Fields & Moss as Counsel
-------------------------------------------------------
Luken Communications, LLC, seeks approval to employ James A.
Fields and the law firm of Fields & Moss, P.C., as bankruptcy
counsel.
The Debtor has agreed to pay the firm a standard hourly rate and
expenses as approved by the Court on notice. The attorneys to be
employed in this case and their hourly rates are:
Hourly Rate
-----------
James A. Fields, Esq. $250
David L. Moss, Esq. $250
Legal Assistant $65
Mr. Fields has over 25 years of experience handling bankruptcy
matters in this and other bankruptcy courts in Tennessee and
Georgia.
The firm said it is disinterested as that term is defined in
11 U.S.C. Sec. 101(14) and the firm represents or holds no adverse
interest as to the matters for which said law firm is to be
employed.
The firm has received a $10,000 retainer plus the filing fee prior
to the filing of the case.
About Luken Communications
Luken Communications, LLC, filed a bare-bones Chapter 11 petition
(Bankr. E.D. Tenn. Case No. 13-13069) on June 23, 2013, in
Chattanooga, Tennessee. The Debtor estimated at least $10 million
in assets and liabilities. Henry G. Luken, III, as managing
member, signed the petition. Judge John C. Cook presides over the
case.
Luken Communications sought Chapter 11 bankruptcy protection after
founder Henry Luken was slapped with a $47.4 million civil verdict
Friday in a lawsuit involving another bankrupt company,
Equity Media Holdings Corp. Mr. Luken was the former chairman and
CEO of Equity Media.
Equity Media Holdings Corp., which operated 121 television
stations including 23 full power, 38 Class A and 60 low power
stations, filed for Chapter 11 protection on Dec. 8, 2008 (Bankr.
E. D. Ark. Case No. 08-17646). In June 2010, Bankruptcy Judge
James G. Mixon approved Equity Media's motion to convert its
Chapter 11 case to a chapter 7 liquidation. M. Randy Rice was
named Chapter 7 bankruptcy trustee.
LUKEN COMMUNICATIONS: Taps Samples Jennings as Special Counsel
--------------------------------------------------------------
Luken Communications, LLC, seeks Court approval to employ Thomas
E. Ray, Esq., and Samples, Jennings, Ray & Clem, PLLC, as special
counsel.
The Debtor is desirous of employing special counsel to represent
it with regard to various matters including potential adversary
proceedings, litigation matters, reviewing other legal issues
requested by the Debtor, preparing and reviewing legal documents,
conducting discovery, making necessary court appearances,
reporting to and advising the Debtor, and assisting the Debtor
with regard to certain pending litigation and potential claims
related thereto concerning prepetition legal proceedings.
The current hourly rates of the firm's personnel expected to
handle this matter are:
Hourly Rate
-----------
A. Thomas E. Ray $325
B. Brooke Oxner, Paralegal $150
C. Associate Attorney $175
Thomas E. Ray is admitted to practice before the U.S. District
Court for the Eastern District of Tennessee and the United States
Court of Appeals for the Sixth Circuit. Mr. Ray has over 40 years
of experience handling bankruptcy matters in this and other
bankruptcy courts in Tennessee and Georgia and is experienced in
complex litigation and chapter 11 proceedings.
The firm has received a $10,000 retainer from a subsidiary owned
by the Debtor.
The firm can be reached at:
SAMPLES, JENNINGS, RAY & CLEM, PLLC
Thomas E. Ray, Esq.
130 Jordan Drive
Chattanooga, TN 37421
Tel: (423) 892-2006/(423)
E-mail: tray@raylegal.com
About Luken Communications
Luken Communications, LLC, filed a bare-bones Chapter 11 petition
(Bankr. E.D. Tenn. Case No. 13-bk-13069) on June 23, 2013, in
Chattanooga, Tennessee. The Debtor estimated at least $10 million
in assets and liabilities. Henry G. Luken, III, as managing
member, signed the petition. Judge John C. Cook presides over the
case. The Debtor is represented by James A. Fields, Esq., and
David L. Moss, Esq., at Fields & Moss, P.C.
Luken Communications sought Chapter 11 bankruptcy protection after
founder Henry Luken was slapped with a $47.4 million civil verdict
Friday in a lawsuit involving another bankrupt company, Equity
Media Holdings Corp. Mr. Luken was the former chairman and CEO of
Equity Media.
Equity Media Holdings Corp., which operated 121 television
stations including 23 full power, 38 Class A and 60 low power
stations, filed for Chapter 11 protection on Dec. 8, 2008
(Bankr. E. D. Ark. Case No. 08-17646). In June 2010, Bankruptcy
Judge James G. Mixon approved Equity Media's motion to convert its
Chapter 11 case to a chapter 7 liquidation. M. Randy Rice was
named Chapter 7 bankruptcy trustee.
LUKEN COMMUNICATIONS: Equity Media Trustee Wants Stay Relief
------------------------------------------------------------
M. Randy Rice, chapter 7 trustee for Equity Media Holdings
Corporation, asks the bankruptcy judge handling the Chapter 11
case of Luken Communications, LLC, to modify the automatic stay to
allow a district court to enter its findings of fact, conclusions
of law, and a judgment in connection with a lawsuit against Luken.
Counsel for Mr. Rice, Gregory H. Bevel, Esq. --
greg.bevel@romclawyers.com -- at Rochelle McCullough LLP, notes
that as the Debtor admits in its only first day motion, "[t]his
Chapter 11 filing was prompted by proceedings in a bankruptcy case
in Arkansas whereby a trustee in bankruptcy for Equity Media
Holdings Corporation [along with C.A.S.H. Services, Inc.] was
seeking a large judgment relating to the purchase by Debtor of
Retro Television Network from Equity Media Holdings Corporation
[and C.A.S.H. Services, Inc.]"
In December 2010, the Trustee commenced an adversary proceeding
against Luken for, among other things, the avoidance and recovery
of fraudulent transfers pursuant to 11 U.S.C. Sec. 548 and 550,
and the avoidance and recovery of fraudulent transfers pursuant to
the Arkansas Uniform Fraudulent Transfer Act for Luken
Communications' purchase of RTN. The adversary proceeding was
withdrawn to the United States District Court for the Eastern
District of Arkansas, Western Division.
On June 21, 2013, a jury in the District Court, after a week-long
jury trial, found in favor of the Trustee against Luken in the
amount of $47.4 million on the Trustee's fraudulent transfer claim
under 11 U.S.C. Sec. 548(a)(1)(B). Additionally, the Honorable
Kristine G. Baker was going to file her findings of fact and
conclusions of law related to the Trustee's claim under the
Arkansas Uniform Fraudulent Transfer Act on June 24, 2013 or June
25, 2013, and enter a judgment at that same time. Less than 48
hours after the verdict was read, Luken filed its bare bones
voluntary Chapter 11 petition.
Mr. Bevel notes that the Trustee's case against the Debtor
proceeded all the way through trial in the District Court, and a
jury awarded the Trustee $47.4 million in damages. All that is
left for the Honorable Judge Kristine G. Baker of the District
Court to do is enter findings of fact and conclusions of law and a
judgment. "In other words, all that remains are ministerial acts
that do not violate the automatic stay," says Mr. Bevel.
The Debtor also says that cause exists to lift the stay.
"Lest the Debtor forget -- the Debtor chose to litigate the Luken
Fraudulent Transfer Litigation in the District Court. It defies
judicial economy to not lift the automatic stay to permit the
findings of fact and conclusions of law, and a judgment, to be
entered in the Luken Fraudulent Transfer Litigation," Mr. Bevel
tells the Court.
A copy of the Lift Stay Motion is available for free at:
http://bankrupt.com/misc/Luken_EquityMedia_Lift_Stay.pdf
ROCHELLE McCULLOUGH LLP
Gregory H. Bevel, Esq.
Scott M. DeWolf, Esq.
Kerry Ann Miller, Esq.
325 N. St. Paul Street, Suite 4500
Dallas, Texas 75201
Telephone: (214) 953-0182
Facsimile: (214) 953-0185
About Luken Communications
Luken Communications, LLC, filed a bare-bones Chapter 11 petition
(Bankr. E.D. Tenn. Case No. 13-bk-13069) on June 23, 2013, in
Chattanooga, Tennessee. The Debtor estimated at least $10 million
in assets and liabilities. Henry G. Luken, III, signed the
petition as managing member. Judge John C. Cook presides over the
case. The Debtor is represented by James A. Fields, Esq., at
Fields & Moss, P.C.
Luken Communications sought Chapter 11 bankruptcy protection after
its founder Henry Luken was slapped with a $47.4 million civil
verdict Friday in a lawsuit involving another bankrupt company,
Equity Media Holdings Corp. Mr. Luken was the former chairman and
CEO of Equity Media.
Equity Media Holdings Corp., which operated 121 television
stations including 23 full power, 38 Class A and 60 low power
stations, filed for Chapter 11 protection on Dec. 8, 2008
(Bankr. E. D. Ark. Case No. 08-17646). In June 2010, Bankruptcy
Judge James G. Mixon approved Equity Media's motion to convert its
Chapter 11 case to a chapter 7 liquidation. M. Randy Rice was
named Chapter 7 bankruptcy trustee.
MARKET STREET: Case Summary & Unsecured Creditor
------------------------------------------------
Debtor: Market Street Vagabond Inc.
aka Market Street Vagabond Inc.
740 E. Wilson Avenue
Glendale, CA 91208
Bankruptcy Case No.: 13-26459
Chapter 11 Petition Date: June 25, 2013
Court: U.S. Bankruptcy Court
Central District of California (Los Angeles)
Judge: Barry Russell
Debtor's Counsel: Mark J. Leonardo, Esq.
LAW OFFICE OF MARK J. LEONARDO
25019 Pacific Coast Highway
Malibu, CA 90265
Tel: (310) 456-7373
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $500,001 to $1,000,000
The petition was signed by Saad Zaman, president.
The Company's list of its largest unsecured creditors filed with
the petition contains only one entry:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Ram, LLC -- --
131 Kern Street
Salinas, CA 93901
MAXCOM TELECOM: To File for Chapter 11 with Restructuring Deal
--------------------------------------------------------------
Maxcom Telecomunicaciones, S.A.B. de C.V. on July 3 disclosed that
it has negotiated the terms of a comprehensive recapitalization
and debt restructuring that is expected to significantly reduce
Maxcom's debt service expense and position Maxcom for growth with
a US$45 million capital infusion.
Maxcom, private equity firm Ventura Capital Privado, S.A. de C.V.,
an ad hoc group holding an aggregate amount of approximately US$84
million of Maxcom's 11% Senior Notes due 2014, and certain of its
current equity holders have reached agreement on the terms of a
restructuring and support agreement, a recapitalization agreement,
and agreements to tender. In connection with the
recapitalization, Maxcom has entered into a recapitalization
agreement with Ventura and certain related parties, pursuant to
which the Purchasers have agreed to make a capital contribution of
US$45.0 million dollars and conduct a tender offer to acquire for
cash, at a price equal to Ps.$2.90 (two pesos and 90/100) per CPO,
up to 100% (one hundred percent) of the issued and outstanding
shares of Maxcom, subject to the terms of the recapitalization
agreement. The Purchasers' obligation to consummate the tender
offer and make the capital contribution is subject to a number of
conditions, including: receiving legal and regulatory approvals
from the Mexican Banking and Securities Commission (Comision
Nacional Bancaria y de Valores), the Mexican Ministry of
Communications and Transportation (Secretaria de Comunicaciones y
Transportes) and the Mexican Antitrust Commission (Comision
Federal de Competencia), the absence of certain material adverse
effects, the entry of an acceptable bankruptcy court confirmation
order consistent with the terms of the restructuring and support
agreement and the recapitalization agreement and such order
becoming final.
Pursuant to the terms of the Chapter 11 plan that have been agreed
by and among Maxcom, the Purchasers and the Ad Hoc Group, all
classes of creditors are unimpaired and will be paid in full in
the ordinary course, except for the Senior Notes claims, which
will receive (1) the step-up senior notes (which include the
capitalized interest amount for unpaid interest accrued on the
Senior Notes from (and including) April 15, 2013 through (and
excluding) June 15, 2013, at the rate of 11% per annum), (2) cash
in the amount of unpaid interest accrued on the Senior Notes (A)
from (and including) December 15, 2012 through (and excluding)
April 15, 2013, at the rate of 11% per annum, and (B) from (and
including) June 15, 2013 through (and excluding) the effective
date of the Plan at the rate of 6% per annum, and (3) rights to
purchase equity that is unsubscribed by the Company's current
equity holders pursuant to the terms of the Plan. The step-up
senior notes will: (a) be issued in an aggregate principal amount
of US$200 million, minus the amount of Senior Notes held in
treasury by the Company, plus the capitalized interest amount; (b)
bear interest (i) from the date of issuance until June 14, 2016,
at the annual rate of 6% per annum, (ii) from June 15, 2016 until
June 14, 2018, at the annual rate of 7% per annum, and (iii) from
June 15, 2018 until the maturity date, at the annual rate of 8%
per annum; (c) have a maturity date of June 15, 2020; (d) be
secured by the same collateral that currently secures the Senior
Notes; and (e) be unconditionally guaranteed, jointly and
severally and on a senior unsecured basis, by all of Maxcom's
direct and indirect subsidiaries, excluding Fundacion Maxcom, A.C.
Maxcom's recapitalization and debt restructuring will be
implemented through a voluntary, prepackaged Chapter 11 filing
under the U.S. Bankruptcy Code and an equity tender offer in
accordance with U.S. and Mexican securities laws. Maxcom
commenced solicitation of votes from holders of the Senior Notes
on July 3, 2013.
The Company intends to operate in the ordinary course of business
during the implementation of its recapitalization and debt
restructuring and continue to provide a high level of
responsiveness to its customers, vendors and business partners.
No assurances can be given that a proposed recapitalization and
debt restructuring will be successful or that holders of Maxcom's
debt obligations and/or relevant stakeholders will reach an
agreement. If a consensual, pre-packaged Chapter 11 restructuring
cannot be implemented, Maxcom may be forced to file for bankruptcy
or concurso mercantil without the support of a significant portion
of its creditors. A failure to complete a restructuring, through
a pre-packaged Chapter 11 filing or otherwise, could have a
material adverse effect on the business or the interests of
holders of Maxcom's debt and equity securities.
As previously disclosed, the Company has engaged Lazard Freres &
Co. LLC and its alliance partner Alfaro, Davila y Rios, S.C. as
its financial advisor and Kirkland & Ellis LLP and Santamarina y
Steta, S.C. as its U.S. and Mexican legal advisors in connection
with its restructuring proceedings and potential Chapter 11 case.
The Ad Hoc Group has retained Cleary Gottlieb Steen & Hamilton LLP
and Cervantes Sainz, S.C., as its U.S. and Mexican legal advisors.
Ventura has retained VACE Partners as its financial advisor, and
Paul Hastings LLP and Jones Day as its U.S. and Mexican legal
advisors, respectively.
About Maxcom
Maxcom Telecomunicaciones, S.A.B. de C.V., headquartered in Mexico
City, Mexico, is a facilities-based telecommunications provider
using a "smart-build" approach to deliver last-mile connectivity
to micro, small and medium-sized businesses and residential
customers in the Mexican territory. Maxcom launched commercial
operations in May 1999 and is currently offering local, long
distance, data, value-added, paid TV and IP-based services on a
full basis in greater metropolitan Mexico City, Puebla, Tehuacan,
San Luis, and Queretaro, and on a selected basis in several cities
in Mexico.
* * *
Maxcom carries a 'CC' corporate credit rating from Standard &
Poor's Ratings Services and a "Caa1" from Moody's Investors
Service.
MASONIC TEMPLE: Bankruptcy No Impact on Detroit Masonic Temple
--------------------------------------------------------------
Detroit Masonic Temple disclosed that on July 3, 2013, the Detroit
News falsely reported that the Detroit Masonic Temple Theatre Co.
("DMTTC") -- the alleged "owners" of the Detroit Masonic Temple --
had declared bankruptcy.
DMTTC is not and never has been the owner of the Detroit Masonic
Temple. The owner of the Detroit Masonic Temple is the Masonic
Temple Association of Detroit (the "MTA"), said spokesman and
special adviser to the MTA Board of Directors, Brad Dizik.
DMTTC does not have any relationship with the Detroit Masonic
Temple. DMTTC's bankruptcy does not impact the operation of the
Detroit Masonic Temple in any way.
Indeed, last November, after removing DMTTC from the premises of
the Detroit Masonic Temple, the MTA filed a lawsuit against DMTTC
and its parent company, Halberd Holdings, LLC, asserting that
DMTTC unlawfully had attempted to assume management of the Detroit
Masonic Temple. This action is still pending in the Wayne County
Circuit Court.
Detroit Masonic Temple Association President Roger Sobran stated,
"The Detroit Masonic Temple Association has owned and operated the
Temple for 88 years and we plan to do the same for the next 88
years. We look forward to making announcements in the near future
about how the Temple plans to take a leading role in the
revitalization of the corridor and the city of Detroit. We look
forward to an exciting and promising future for the Temple."
MERCANTILE BANCORP: Holdco Advisors Object to Proposed Sale
-----------------------------------------------------------
BankruptcyData reported that HoldCo Advisors filed with the U.S.
Bankruptcy Court an objection to Mercantile Bancorp's motion for
the sale of its subsidiary Mercantile Bank.
Holdco asserts, "It has reviewed the sale transaction proposed by
the Debtor and is shocked by what appears to be a sub-optimal
structure that destroys value that should be realized by both the
Debtor and the Federal Deposit Insurance Corporation (the 'FDIC').
Holdco believes that this value-destructive transaction should be
abandoned in its entirety, and that the Debtor should instead
explore alternative transaction structures that can maximize value
for all interested parties," the report related, citing court
documents.
About Mercantile Bancorp
Mercantile Bancorp -- http://www.mercbanx.com/-- is a Quincy,
Illinois-based bank holding company with wholly owned subsidiaries
consisting of one bank in Illinois and one each in Kansas and
Florida, where the Company conducts full-service commercial and
consumer banking business, engages in mortgage banking, trust
services and asset management, and provides other financial
services and products. The Company also operates Mercantile Bank
branch offices in Missouri and Indiana.
On Aug. 10, 2011, the Illinois Division of Banking released a
Consent Order that Mercantile Bank, the Federal Deposit Insurance
Corporation, and the Division entered into as of July 28, 2011.
Under the Order, Mercantile Bank will cease operating with all
money transmitters and currency businesses providing brokerage,
sale or exchange of non-United States currency for deposit
customers. Furthermore, Mercantile Bank may not enter into a new
line of business without the prior written consent of the FDIC and
the Division.
Mercantile Bancorp filed a Chapter 11 petition (Bankr. D. Del.
Case No. 13-11634) on June 27, 2013.
United Community Bancorp Inc. has been designated as the so-called
stalking horse to make the first bid at auction for the bank
subsidiary. Chatham, Illinois-based United Community will pay
$22.3 million in cash, less the amount necessary to pay
liabilities to the Federal Deposit Insurance Corp. arising from
the failure of the two other banks.
The petition shows assets and debt both exceeding $50 million.
Liabilities include $61.9 million owing on junior subordinated
debentures. Mercantile stopped paying interest on the debentures
in 2009, since then running up $14 million in unpaid interest.
MFM DELAWARE: Section 341(a) Meeting Set for July 16
----------------------------------------------------
The meeting of creditors of MFM Delaware, Inc. will be held on
July 16, 2013, at 01:00 p.m. at the J. Caleb Boggs Federal
Building, 844 King St., Room 2112, in Wilmington, Delaware,
according to an amended notice.
This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
meeting of creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
About MFM Industries
Cat litter maker MFM Delaware, Inc., and affiliate MFM Industries,
Inc. sought Chapter 11 protection (Bankr. D. Del. Case No.
13-11359 and 13-11360) on May 28, 2013.
Founded in 1964 as a clay-based absorbents supplier, MFM is
supplier of cat litter in the U.S. The company produces 100,000
tons of cat litter a year, representing 1 percent of the total
market. Its private label market share is 20 percent. The
company's cat litter products are comprised of a blend of fuller's
earth clay, sodium bentonite and scenting properties. Clay is
supplied from a leased clay mine in Ocala, Florida, and is
transported five miles away to the company's manufacturing plant
in Reddick, Florida. Direct Capital Partners, LLC, acquired a
majority stake in the Company in 1997.
MFM DELAWARE: Committee Retaining BFC&A as Counsel
--------------------------------------------------
The Official Committee of Unsecured Creditors of MFM Delaware,
Inc., and MFM Industries, Inc., asks the U.S. Bankruptcy Court for
the District of Delaware for authority to retain Benesch,
Friedlander, Coiplan & Aronoff LLP ("BFC&A") as counsel for the
Committee, nunc pro tunc to June 26, 2013.
On June 6, 2013, the Committee was appointed in the Debtors' cases
by the Office of the United States Trustee.
BFC&A will render, among others, these professional services:
a. To assist and advise the Committee in its consultation with the
Debtors relative to the administration of the cases;
b. To assist and advise the Committee in its examination and
analysis of the Debtors' affairs;
c. To attend meetings and negotiate with the representatives of
the Debtors and other parties in interest; and
d. To assist the Committee in the review, analysis and negotiation
of any sale of assets and/or plan and disclosure statement filed
in the cases.
To the best of the Committee's knowledge, the partners and
associates of BFC&A do not have any connection with the Debtors,
their creditors or any other party in interest, or their
respective attorneys.
BFC&A's current standard hourly rates are:
Michael J. Barrie, Esq., Partner $465
Jennifer R. Hoover, Esq., Partner $395
Stephen M. Ferguson, Esq., Associate $285
Jennifer E. Smith, Esq., Associate $295
Elizabeth Hein, Paralegal $240
About MFM Industries
Cat litter maker MFM Delaware, Inc., and affiliate MFM Industries,
Inc. sought Chapter 11 protection (Bankr. D. Del. Case No.
13-11359 and 13-11360) on May 28, 2013.
Founded in 1964 as a clay-based absorbents supplier, MFM is
supplier of cat litter in the U.S. The company produces 100,000
tons of cat litter a year, representing 1 percent of the total
market. Its private label market share is 20 percent. The
company's cat litter products are comprised of a blend of fuller's
earth clay, sodium bentonite and scenting properties. Clay is
supplied from a leased clay mine in Ocala, Florida, and is
transported five miles away to the company's manufacturing plant
in Reddick, Florida. Direct Capital Partners, LLC, acquired a
majority stake in the Company in 1997.
MISSISSIPPI VALLEY SILICA: Wrongful Death Suit Remanded
-------------------------------------------------------
District Judge Keith Starrett grants the Plaintiff's Motion to
Abstain and/or Remand the action GWENDOLYN M. REEVES, ET AL. v.
CLARK SAND COMPANY, INC., ET AL., Civil Action No. 2:13CV13KS-MTP
(S.D. Miss.). On review, the District Court finds that the action
should be remanded to the Circuit Court of the Second Judicial
District of Jones County, Mississippi. The Court however denies
the Plaintiffs' request for sanctions.
The action was filed for the alleged wrongful death beneficiary of
Robert B. Reeves. The state court entered a final judgment
for $874,732 on July 3, 20312, in favor of the Plaintiff. Shortly
thereafter, Mississippi Valley Silica Company, Inc. moved to stay
the judgment without bond pending the issuance of a final decree
and order confirming its Third Amended Plan of Liquidation in its
Chapter 11 case in an Illinois Bankruptcy Court. The state court
denied the judgment stay request. Subsequently, the filed its
Notice of Removal of the Garnishment Action on Jan. 28, 2013.
In its June 18, 2013 Memorandum Opinion and Order available at
http://is.gd/IGcfYQfrom Leagle.com, the District Court held that
the Debtor's removal of the action is untimely.
Gwendolyn M. Reeves is represented by John T. Givens, Esq. --
johnny@portermalouf.com -- of Porter & Malouf, PA.
Mississippi Valley Silica Company, Inc., is represented by John D.
Cosmich, Esq., LaKeysha Greer Isaac, Esq., and Michael D. Simmons,
Esq. -- cos@cs-law.com , lakeysha@cs-law.com , mike@cs-law.com --
of Cosmich & Simmons, PLLC.
MORRIS BROWN COLLEGE: Sells Part of Campus for $20-Mil.
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Morris Brown College, a black college founded in
1881, worked out an arrangement to emerge from Chapter 11
reorganization by selling a portion of the campus to a developer
in a $20 million transaction.
According to the report, the college filed for bankruptcy
protection in August in Atlanta to forestall foreclosure on a
$13 million mortgage. The bankruptcy court will hold a hearing on
Aug. 1 for approval of disclosure materials explaining the plan.
The report notes that the developer, FD Group LLC, will take title
to a dormitory building, a parking lot and part of a building and
the sports stadium previously foreclosed by a secured lender. The
developer will build a hotel and restaurant. The stadium will be
improved to serve as home for a professional soccer team. The
transaction is intended to make the college "financially stable."
The report discloses that unsecured creditors with $6.4 million in
claims are to be paid an estimated 25 percent to 35 percent. The
college is located in Atlanta near the Georgia Dome.
About Morris Brown College
Morris Brown College, a black college founded in 1881, filed
for Chapter 11 bankruptcy protection (Bankr. N.D. Ga. Case No.
12-71188) on Aug. 25, 2012, in Atlanta to stop foreclosure on a
$13 million mortgage.
Morris Brown was denied accreditation from the Commission on
Colleges of the Southern Association of Colleges and Schools in
December 2002. Without its accreditation, Morris Brown College
didn't qualify for federal funding.
The Debtor estimated assets and liabilities of $10 million to
$50 million as of the Chapter 11 filing.
Morris Brown filed applications to employ Dilworth Paxson LLP as
lead counsel; The Moore Law Group, LLC, as local counsel; and BDO
USA, LLP as auditors.
NATIONAL FINANCIAL: S&P Assigns 'B+' Rating to Sr. Sec. Facilities
------------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'B+'
debt and '2' recovery ratings (indicating S&P's expectation for
substantial [70%-90%] recovery of principal in the event of a
default) to National Financial Partners Corp.'s (NFP) senior
secured facilities consisting of a $753 million term loan due 2020
and a $135 million senior secured revolving credit facility
(undrawn at closing) due 2018. S&P also assigned its 'CCC+' debt
and '6' recovery ratings (indicating its expectation for
negligible [0%-10%] recovery of principal in the event of a
default) to the company's $300 million senior unsecured notes due
2021.
S&P assigned these ratings following NFP's announcement on July 1,
2013, that it has completed its transaction to be purchased by
private equity firm Madison Dearborn Partners through a leveraged
buyout deal. Madison Dearborn is using the proceeds from the term
loan and unsecured notes issued by NFP, along with equity
contribution from the sponsors (including management rollover) and
balance-sheet cash, to acquire the insurance services provider.
The rating on NFP reflects its fair business risk profile and very
aggressive financial risk profile, as defined by S&P's criteria.
The fair business risk profile is based on the company's
participation in a highly competitive and fragmented market. This
is partially offset by NFP's market position as the eighth-largest
U.S. broker (Business Insurance 2011 Rankings), enhanced
competitive position stemming from its diversified revenue
streams, and growth strategy through accretive acquisitions. This
assessment also reflects NFP's good single-digit organic growth
rates and stable margins. The very aggressive financial risk
profile is based on NFP's highly leveraged capital structure, with
pro-forma 2013 adjusted leverage and EBITDA fixed charge coverage
of 6.6x and 2.6x, respectively, and very aggressive financial
policies, which are partially offset by its adequate liquidity
profile.
RATINGS LIST
National Financial Partners Corp.
Counterparty Credit Rating B/Stable/--
New Ratings
National Financial Partners Corp.
$753 million term loan due 2020
$135 million credit facility due 2018
Senior Secured B+
Recovery Rating 2
$300 million notes due 2021
Senior Unsecured CCC+
Recovery Rating 6
ORCHARD SUPPLY: Guaranteed 82.5% in Store Closings
--------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Orchard Supply Hardware Stores Corp. received
permission from the bankruptcy court on June 28 to employ Great
American Group LLC as agent to conduct going-out-of-business sales
at eight of the 91 stores.
According to the report, there is a tentative agreement for
competitor Lowe's Cos. to buy 60 stores for $205 million. Orchard
Supply has the right before July 31 to require Great American to
close other locations under the same terms. Great American
guarantees Orchard Supply will receive no less than 82.5 percent
of the cost of inventory estimated at about $10 million. After
Great American recovers expenses of the sale, the guaranteed
amount, and a fee equal to 4 percent of the inventory value, the
remainder will be split 50-50 between Great American and Orchard
supply.
About Orchard Supply
San Jose, Cal.-based Orchard Supply Hardware Stores Corporation
operates neighborhood hardware and garden stores focused on paint,
repair and the backyard. It was spun off from Sears Holdings
Corp. in 2012.
Orchard Supply and two affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 13-11565) on June 16 to facilitate a
restructuring of the company's balance sheet and a sale of its
assets for $205 million in cash to Lowe's Companies, Inc., absent
higher and better offers. In addition to the $205 million cash,
Lowe's has agreed to assume payables owed to nearly all of
Orchard's supplier partners.
Bankruptcy Judge Christopher S. Sontchi oversees the case.
Michael W. Fox signed the petitions as senior vice president and
general counsel. The Debtors disclosed total assets of
$441,028,000 and total debts of $480,144,000.
Stuart M. Brown, Esq., at DLA Piper LLP (US), in Wilmington,
Delaware; and Richard A. Chesley, Esq., Chun I. Jang, Esq., and
Daniel M. Simon, Esq., at DLA Piper LLP (US), in Chicago,
Illinois, are the Debtors' counsel. Moelis & Company LLC serves
as the Debtors' investment banker. FTI Consulting, Inc., serves
as the Debtors' financial advisors. A&G Realty Partners, LLC,
serves as the Debtors' real estate advisors. BMC Group Inc. is
the Debtors' claims and noticing agent.
OTTER TAIL: Fitch Withdraws 'BB' Preferred Stock Rating
-------------------------------------------------------
Fitch Ratings has affirmed the long-term Issuer Default Rating
(IDR) of Otter Tail Corporation (OTTR) at 'BBB-' and the long-term
IDR of its regulated electric utility subsidiary, Otter tail Power
Company (OTP) at 'BBB'. The Rating Outlook for both entities is
revised to Stable from Negative.
Due to the risks of its diversified business portfolio, Fitch
rates OTTR one notch below its regulated subsidiary OTP. OTTR's
current IDR of 'BBB-' takes into consideration the company's
diversified business portfolio including a relatively small
electric utility and a mix of small cyclical industrial businesses
that operate in fragmented, competitive markets. Fitch also
assumes that the utility's relatively large capex program will be
funded with a balanced mix of debt and equity.
The Stable Outlook reflects the earnings recovery at the non-
regulated operations reflecting improved overall performance and
the divestiture of the money-losing wind tower business in 2012
and waterfront business in 2013.
Key Rating Drivers
-- Strong and stable performance at OTP;
-- Rationalization and downsizing of the diversified non-
regulated business portfolio;
-- Large capex program at the utility will require substantial
reliance on external financing;
-- Earnings recovery at the non-regulated subsidiaries
OTTR
OTTR's ratings reflect its higher risk profile from its downsized,
but still prominent, diversified business portfolio. These
diversified operations have been a source of large operating and
non-recurring losses in recent years. OTTR's non-regulated
activities are conducted through Varistar, a second-tier holding
company and consist of three segments: manufacturing, plastics,
and construction. Manufacturing and plastics have performed
strongly in recent periods while construction continues to operate
a loss.
Offsetting the higher risks and volatility of the non-regulated
businesses, is a relatively low consolidated leverage position,
although credit metrics have weakened as OTTR's net income was
insufficient to support its common dividend payment to
shareholders for the last three years. OTTR has realized
approximately $240 million in cash proceeds from its divested
businesses providing sufficient liquidity to support the dividend.
OTTR presently has $100 million of parent level debt outstanding.
The earnings recovery is evident in the improvement in EBITDA to
Interest which improved to 5.1x at the LTM period ended March 31,
2013 from 4.5x and 3.6x at year-end 2012 and 2011 respectively.
Fitch expects EBITDA to Interest to remain slightly above 5.0x
during the 2013 to 2015 forecast period.
OTTR has traditionally employed a low level of leverage, although
Fitch expects leverage to trend higher over the forecast period.
Fitch expects consolidated Debt to EBITDA, currently at 3.0x, to
trend up to 3.5x over the forecast period reflecting higher debt
levels to finance the utility's large capex program.
Concomitantly, OTTR will be required to raise equity in future
years to maintain its own capital structure as well as to
downstream equity to support OTP's capital structure during the
capex build-out.
OTP
OTP continues to perform strongly but faces pressures from a $715
million capex program that will almost double rate base over a
five-year period. While OTP will require substantial external debt
financing as well as equity infusions from OTTR during the capex
cycle, operating cash flows are expected to be supported by
construction work in progress (CWIP) on the transmission projects
as well as recovery riders on the Big Stone environmental upgrade.
Regulatory mechanisms support OTP's earnings and cash flows. OTP
enjoys full commodity and purchased power recovery across its
three state jurisdictions. OTP's rural service area in Minnesota,
North Dakota, and South Dakota has been economically stable and
Fitch considers the regulatory oversight as reasonably balanced.
Credit metrics are strong. For the LTM period ended March 31,
2013, EBITDA to Interest was 5.7x, Debt to EBITDA was 3.1x, and
FFO to Debt was 29%. Fitch expects some slippage in credit metrics
to occur over the forecast period as the capex program ramps up
but recover in 2016 as projects are completed. Over the forecast
period, Fitch project EBITDA to Interest to average 5.3x, Debt to
EBITDA to approximate 4.0x and FFO to Debt to average 21%.
Parent Subsidiary Linkage
Fitch's ratings of OTTR and OTP take into consideration some
modest ring-fencing of the utility subsidiary from the parent and
other affiliates, a factor that reduces but does not eliminate
linkage between the ratings of OTTR and OTP. The utility's IDR of
'BBB' is one-notch higher than OTTR. Fitch typically notches
diversified parent holding companies lower than their regulated
subsidiaries.
Despite the downsizing of the non-regulated business investments,
OTTR management expects to derive 15% to 25% of consolidated
earnings from non-regulated businesses. Consequently, Fitch
expects to maintain the rating differential between OTTR and OTP.
Liquidity
Liquidity is strong for both OTTR and OTP which both recently
renewed their respective bank credit facilities for five years.
OTTR has a $150 million credit facility with pricing at LIBOR plus
175bps and OTP has a $170 million facility with pricing at LIBOR
plus 125bps. There are no debt maturities until 2016.
Rating Sensitivities
Execution and funding of a large capital investment program limits
positive rating action at this time.
A downturn in the economically sensitive non-regulated higher risk
businesses could pressure earnings and consolidated leverage.
Any change in the regulatory structure which limits timely and
full recovery of invested capital during this large capex cycle
would likely result in a negative rating action.
Fitch affirms the following ratings with a Stable Outlook:
Otter Tail Corporation (OTTR)
-- Long-term IDR at 'BBB-';
-- Short-term IDR at 'F3';
-- Senior unsecured at 'BBB-'.
Otter Tail Power Company (OTP)
-- Long-term IDR at 'BBB';
-- Short-term IDR at 'F3';
-- Senior unsecured at 'BBB+'.
Fitch has also withdrawn the following rating:
Otter Tail Corporation (OTTR)
-- Preferred stock to WD from 'BB'
OUTERWALL INC: Moody's Says ecoATM Purchase is Credit Positive
--------------------------------------------------------------
Moody's Investors Service said that Outerwall Inc.'s (formerly
Coinstar, Inc., Ba2 Corporate Family Rating) acquisition of the
remaining 77% stake in ecoATM that it does not already own, is a
good use of its cash from a credit perspective. Moody's expects
the valuation of $350 million (which includes the payoff of debt
at ecoATM) for the purchase less Outerwall's 23% stake will be
financed with cash on hand and borrowings under its $450 million
revolving credit facility.
The company had over $500 million in cash and short term
investments as of 3/31/13, following its new debt financing of
$350 million and partial repayment of its convertible notes in the
March quarter. Moody's expects the company will repay any revolver
borrowings for the transaction by the end of the year. Moody's
also expects the company to generate sufficient cash flow and
maintain solid liquidity to fund the conversion or repayment of
its convertible notes due September 2014 ($140.4 million
outstanding at 3/31/13) as well as to complete its target of $100
million in share repurchases annually.
ecoATM is an automated kiosk system that provides a convenient
trade-in solution for mobile phones, tablets and MP3 players for
cash. Moody's believes this is a strategic fit for the company's
portfolio of automated retail products, and could help diversify
the company's operations in the long term. Since the acquired
business is in its development and expansion stage and will
involve an accelerated rollout of kiosks, Moody's expects it to
require up-front investments that would negatively impact
Outerwall's free cash flow in the near term. However, Moody's
believes investing in growth is a good use of cash in the long-
term, more favorable for bondholders than the use of cash for
share repurchases or dividends that solely benefit shareholders.
As a result, the company remains solidly positioned at its Ba2
CFR.
Outerwall Inc. (formerly named Coinstar, Inc.), with its
headquarters in Bellevue, Washington, is a leading provider of
automated retail solutions through its network of self-service
kiosks. Its offerings include Redbox, the company's largest
business, where consumers can rent movies and video games, its
Coin business where consumers can convert their coins to cash or
stored value cards, and its New Ventures business which identifies
and develops new concepts in automated retail.
PALADIN CONSTRUCTION: 3 Claims Granted in Carpenters' CBA Suit
--------------------------------------------------------------
The action TRUSTEES OF THE NEW YORK CITY DISTRICT COUNCIL OF
CARPENTERS PENSION FUND, ET AL. v. PALADIN CONSTRUCTION CORP.
arose out of a collective bargaining agreement among the parties.
Plaintiffs are the Trustees of the New York City District Council
of Carpenters Welfare, Annuity, Apprenticeship, Journeyman
Retraining and Educational and Industry Fund (the "ERISA Fund"),
the Trustees of the New York City District Council of Carpenters
Charity Fund (the "Charity Fund"; together with the ERISA Fund,
the "Funds"), and the District Council for New York City and
Vicinity, United Brotherhood of Carpenters and Joiners of America
(the "Union"; together with the Funds, "plaintiffs"). Defendant
Paladin Construction Corp. is an employer who is a signatory of
the collective bargaining agreement with the Union.
The Plaintiffs seek to (1) confirm two arbitration awards in their
favor (Claims One and Two); (2) enforce an order of the U.S.
Bankruptcy Court for the Eastern District of New York (Claim
Three); and (3) collect unpaid contributions from Paladin due
under the collective bargaining agreement and the Employment
Retirement Income Security Act of 1974 ("ERISA"), 29 U.S.C. Sec.
1145 (Claim Four). Plaintiffs now move for summary judgment.
Paladin has not opposed their motion.
In a June 10, 2013 Opinion and Order available at
http://is.gd/RRbkLHfrom Leagle.com, District Judge Paul A.
Engelmayer granted in part and denied in part the summary judgment
motion.
Summary judgment is granted to the plaintiffs as to Claims One,
Two, and Four. Summary judgment is denied as to Claim Three,
without prejudice to plaintiffs' ability to pursue the claim in
Bankruptcy Court or, in the event plaintiffs can show that the
District Court is an appropriate forum to resolve the claim, in
the District Court. Judgment is awarded in the amount of:
* Claim One: $16,346.14, with interest at the rate of 5.25%
from February 3, 2012.
* Claim Two: $244,494.68, with interest at the rate of 5.25%
from May 21,2012.
* Claim Four: $42,479.96, with interest at the rate of 5.25%
(the prime rate of Citibank plus 2%) from February 28,
2012, plus liquidated damages of $8,495.99 (20% of the
principal).
The parties are directed to submit a letter setting out, in
detail, their views as to how the parties wish to proceed as to
attorneys' fees.
The Plaintiffs are represented by Charles R. Virginia, Esq. --
cvirginia@vandallp.com -- and Richard Brian Epstein, Esq. --
repstein@vandallp.com -- of Virginia & Ambinder, LLP.
Paladin Construction Corp. is represented by Neal S. Dobshinsky,
Esq., of Dobshinsky & Priya, LLC.
PATRIOT COAL: Interim Deal Reached While Talks Continue
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Patriot Coal Corp. and the United Mine Workers Union
took a step back from the precipice, with both sides giving up
something for the time being to avoid the fate of Hostess Brands
Inc., the baker of Wonder bread that liquidated with the loss of
all jobs.
According to the report, although the bankruptcy court gave coal
producer Patriot the right to modify union wages and benefits, the
mine workers' union threatened a strike if the company implemented
everything the judge in St. Louis allowed in her 102-page opinion
at the end of May. The company disclosed June 2 that it put some
court authorized changes into effect. Patriot said the
implemented changes represent a significant improvement for
workers compared to the revised contract authorized by the court.
The report notes that Patriot also said it will continue providing
health benefits for retirees through August. Talks on a
consensual contract will continue. Patriot said the end of July
is the target for agreement.
The report notes that in the Hostess Chapter 11 reorganization,
the company said it couldn't survive without changes in wages,
work rules and benefits. The bankruptcy court in New York agreed
and authorized Hostess to modify union contracts. Although the
Teamsters union went along, the bakery workers' union went on
strike, forcing the company to shut down in November and
liquidate. The plants were mostly sold without agreement from the
buyer to rehire union workers.
About Patriot Coal
St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer
and marketer of coal in the eastern United States, with 13 active
mining complexes in Appalachia and the Illinois Basin. The
Company ships to domestic and international electricity
generators, industrial users and metallurgical coal customers, and
controls roughly 1.9 billion tons of proven and probable coal
reserves.
Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11
petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y.
Lead Case No. 12-12900) on July 9, 2012. Patriot said it had
$3.57 billion of assets and $3.07 billion of debts, and has
arranged $802 million of financing to continue operations during
the reorganization.
Davis Polk & Wardwell LLP is serving as legal advisor, Blackstone
Advisory Partners LP is serving as financial advisor, and AP
Services, LLC is providing interim management services to Patriot
in connection with the reorganization. Ted Stenger, a Managing
Director at AlixPartners LLP, the parent company of AP Services,
has been named Chief Restructuring Officer of Patriot, reporting
to the Chairman and CEO. GCG, Inc. serves as claims and noticing
agent.
The U.S. Trustee appointed a seven-member creditors committee.
Kramer Levin Naftalis & Frankel LLP serves as its counsel.
HoulihanLokey Capital, Inc., serves as its financial advisor and
investment banker. Epiq Bankruptcy Solutions, LLC, serves as its
information agent.
On Nov. 27, 2012, the New York bankruptcy judge moved Patriot's
bankruptcy case to St. Louis. The order formally sending the
reorganization to Missouri was signed December 19 by the
bankruptcy judge. The New York Judge in a Jan. 23, 2013 order
denied motions to transfer the venue to the U.S. Bankruptcy Court
for the Southern District of West Virginia.
RDA HOLDING: Plan Confirmed, Almost No Objection
------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Reader's Digest Association won the signature of the
bankruptcy judge on a June 28 confirmation order approving the
reorganization plan mostly negotiated before the Chapter 11 filing
in February.
According to the report, the holders of what amounts to $465
million in second-lien floating-rate notes become the owners in
exchange for debt. To gain support from the unsecured creditors'
committee and avoid a confirmation fight, the lenders sweetened
the plan by increasing the $500,000 pot by $3.88 million for
unsecured creditors with claims totaling $135 million. Unsecured
creditors' recovery as a result increased to 3 percent from
0.1 percent.
The report recounts that before settlement, the committee
contended the company was ascribing too little value to the one-
third of the stock of foreign subsidiaries that wasn't subject to
secured lenders' claims. When the confirmation hearing took
place, there was only one minor objection remaining.
About Reader's Digest
Reader's Digest is a global media and direct marketing company
that educates, entertains and connects consumers around the world
with products and services from trusted brands. For more than 90
years, the flagship brand and the world's most read magazine,
Reader's Digest, has simplified and enriched consumers' lives by
discovering and expertly selecting the most interesting ideas,
stories, experiences and products in health, home, family,
food, finance and humor.
RDA Holding Co. and 30 affiliates (Bankr. S.D.N.Y. Lead Case No.
13-22233) filed for Chapter 11 protection on Feb. 17, 2013,
with an agreement with major stakeholders for a pre-negotiated
chapter 11 restructuring. Under the plan, the Debtor will issue
the new stock to holders of senior secured notes.
RDA Holding Co. listed total assets of $1,118,400,000 and total
liabilities of $1,184,500,000 as of the Petition Date.
Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the
Debtors. Evercore Group LLC is the investment banker. Epiq
Bankruptcy Solutions LLC is the claims and notice agent.
Reader's Digest, together with its 47 affiliates, first sought
Chapter 11 protection (Bankr. S.D.N.Y. Case No. 09-23529) Aug. 24,
2009 and exited bankruptcy Feb. 19, 2010.
The plan in the new Chapter 11 case provides that holders of
allowed general unsecured claims in such sub-class will receive
their pro rata share of the GUC distribution; holders of allowed
general unsecured claims of Reader's Digest will also receive
their pro rata share of the RDA GUC distribution and the senior
noteholder deficiency claims in such sub-class will be deemed
waived solely for purposes of participating in the GUC
distribution and the RDA GUC distribution.
The Official Committee of Unsecured Creditors is represented by
Otterbourg, Steindler, Houston & Rosen, P.C. The Committee tapped
Alvarez & Marsal North America, LLC, as financial advisors.
STACY'S INC: Has Interim Access to Cash Collateral
--------------------------------------------------
Stacy's Inc. won interim approval from the bankruptcy court to use
cash collateral to allow the Debtor to continue operation of the
business.
The order provides that use of cash will be in accordance with the
new interim budget, which contains cash collateral projections
through July 26, 2013.
The U.S. Trustee filed an objection to the interim use of cash
collateral and participated at the June 26 hearing. Bank of The
West appeared through counsel and cross examined the witness but
did not file an objection to the interim use of cash collateral.
A final hearing is slated for July 24, 2013 at 2:00 p.m.
Objections are due July 17.
The Debtor is seeking approval to use cash collateral through
Aug. 31, 2013. The Debtor says that it would be forced to cease
operations and lay off over 800 current employees if access to
Bank of the West's cash collateral is not granted. The Debtor
says that it will only be using cash collateral for a short period
of time as it expects to close the assets sale by Aug. 30.
About Stacy's Inc.
Stacy's Inc., a commercial greenhouse in York, South
Carolina, filed a Chapter 11 petition on June 21 (Bankr. D. S.C.
Case No. 13-03600) in Spartanburg, South Carolina, with a deal to
sell the business for $17 million to Metrolina Greenhouses, absent
higher and better offers.
Stacy's -- http://www.stacysgreenhouses.com/-- has 16 acres of
greenhouses on three farms aggregating 260 acres in York, South
Carolina. The business employs 1,000 people during its peak
season. The biggest customers include Home Depot, Lowe's,
Wal-Mart, Tractor Supply Company, Costco, and Harris Teeter. The
secured lender is Bank of the West, owed $22.1 million secured by
liens on the assets.
The Debtor disclosed $26.4 million in total assets and $31.4
million in liabilities in its schedules. The secured lender is
Bank of the West, owed $22.1 million secured by liens on the
assets.
The Debtor has tapped Barton Law Firm, P.A, as bankruptcy counsel;
Ouzts, Ouzts & Varn, P.A. as its financial advisor; SSG Advisors,
LLC, as its investment banker; and Faulkner and Thompson, P.A., to
provide limited accounting services.
STACY'S INC: U.S. Trustee Forms 5-Member Creditors Committee
------------------------------------------------------------
Judy A. Robbins, the United States Trustee for Region 4, has
appointed these entities to the Committee of Unsecured Creditors
in the Chapter 11 case of Stacy's Inc.:
1. George E. Collins
Vice President of Finance Attorney
Summit Plastic Company
1169 Brittain Road
Akron, OH 44305
Tel: (330) 633-3668
Fax: (330) 633-9738
2. R. William Metzger, Jr.
Attorney
Express Seed Company, Inc.
P.O. Box 74352
Cleveland, OH 44194
Tel: (803) 227-1130
Fax: (803) 744-1550
3. Michael A. Tessitore
Attorney
Container Centralen, Inc.
111 N. Orange Ave., Suite 900
Orlando, FL 32801
Tel: (407) 841-4141
Fax: (407) 841-4148
4. Jeffrey den Breejen
President
Ednie Flower Bulb, Inc.
37 Fredon Marksboro
Fredon, NJ 07860
Tel: (973) 940-2700
Fax: (973) 940-2839
5. Nirmal Shah
President
Plants Unlimited, Inc.
5995 Market Street
Kalamazoo, MI 49048
Tel: (269) 207-6941
Fax: (269) 343-8136
About Stacy's Inc.
Stacy's Inc., a commercial greenhouse in York, South
Carolina, filed a Chapter 11 petition on June 21 (Bankr. D. S.C.
Case No. 13-03600) in Spartanburg, South Carolina, with a deal to
sell the business for $17 million to Metrolina Greenhouses, absent
higher and better offers.
Stacy's -- http://www.stacysgreenhouses.com/-- has 16 acres of
greenhouses on three farms aggregating 260 acres in York, South
Carolina. The business employs 1,000 people during its peak
season. The biggest customers include Home Depot, Lowe's, Wal-
Mart, Tractor Supply Company, Costco, and Harris Teeter. The
secured lender is Bank of the West, owed $22.1 million secured by
liens on the assets.
The Debtor disclosed $26.4 million in total assets and $31.4
million in liabilities in its schedules. The secured lender is
Bank of the West, owed $22.1 million secured by liens on the
assets.
The Debtor has tapped Barton Law Firm, P.A, as bankruptcy counsel;
Ouzts, Ouzts & Varn, P.A. as its financial advisor; SSG Advisors,
LLC, as its investment banker; and Faulkner and Thompson, P.A., to
provide limited accounting services.
STEINWAY MUSICAL: S&P Puts 'B+' CCR on CreditWatch Negative
-----------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B+' corporate
credit rating on Waltham, Mass.-based Steinway Musical Instruments
Inc. on CreditWatch with negative implications. Steinway had
reported debt outstanding of $68 million as of March 31, 2013.
The CreditWatch placement follows Steinway's announcement that it
has entered into a definitive agreement to be acquired by an
affiliate of Kohlberg & Co. for $35 per share in cash, or about
$438 million. The transaction should close in the third quarter
of 2013, subject to Steinway shareholder approval. The company
has not disclosed financing details.
S&P's assessment of the Steinway's "significant" financial risk
profile reflects its current low amount of leverage. S&P
previously noted that it could lower its ratings if leverage (as
measured by its adjusted debt to EBITDA ratio) increased to over
4x from about 2.6x for the 12 months ended March 31, 2013. "We
believe a debt-financed transaction could possibly increase
Steinway's pro forma leverage to well over 4x," said Standard &
Poor's credit analyst Stephanie Harter.
"Our assessment of Steinway's "vulnerable" business risk profile
encompasses its narrow business focus in a highly fragmented and
competitive market, the discretionary nature of its products, its
vulnerability to economic cycles, and weak governance. We also
considered the benefits of Steinway's good market positions, its
well-recognized brand names, and the geographic diversity of its
sales," S&P noted.
S&P will resolve the CreditWatch listing when more information
about the acquisition financing plans and capital structure
becomes available.
STX PAN OCEAN: Parties Dispute Injunction on Chartered Vessels
--------------------------------------------------------------
Administrators of STX Pan Ocean Co. Ltd. commenced chapter 15
bankruptcy proceedings for STX in New York seeking, inter alia,
recognition of its bankruptcy filings in South Korea, and benefits
provided by the Bankruptcy Code, including a stay of actions
against the Debtor.
On June 20, 2013, the New York Court entered a temporary
restraining order enjoining the filing or continuation of any
actions or proceedings against STX or any of its assets, including
any vessel owned, leased, chartered or operated by STX.
Various parties submitted objections to New York court's entry of
a preliminary injunction pending recognition of the proceedings in
Korea as foreign main proceeding. A hearing is slated for
July 10, 2013 at 2:00 p.m.
Objections to Preliminary Injunction
The proposed preliminary injunction defines "assets" as the
Company's "property, whether owned, chartered or leased or the
proceeds thereof within the territorial jurisdiction of the United
States as further defined in 11 U.S.C. Sec. 1502(8) . . ."
World Fuel Services (Singapore) Pte. Ltd. and affiliates that
provided bunker fuel to STX seek clarification from the Court that
any proposed preliminary injunction does not extend to nondebtor
third parties and does not prevent World Fuel from exercising its
in rem rights against nondebtor property.
World Fuel is requesting that the Court limit the proposed
preliminary injunction order to make clear that World Fuel is not
enjoined from continuing or commencing actions to pursue its
maritime rights against a nondebtor-owned vessel -- i.e., in those
circumstances in which the Debtor merely charters (and does not
own) a vessel.
Duferco Shipping S.A. and Duferco Steel, Inc., object to the entry
of a preliminary injunction as it pertains to the Rule C arrest
issued by order of the United States District Court for the
Southern District of Texas in the action titled Duferco S.A., et
al., v. M/V Blue Ocean, Case No. B:13-111. Duferco Steel is the
owner, consignee and/or successor in title to consignments of
coils of wire rod that were delivered to the M/V Blue Ocean in
Jingtang, China for carriage to the port of Houston, Texas.
Duferco notes that STX, is not identified anywhere in the Lloyd's
List Vessel Report as having any connection to the Blue Ocean.
Two more parties -- Oceanconnectmarine Pte. Ltd. and Bomin Bunker
Oil Pte. Ltd. -- also filed objections to entry of a preliminary
injunction.
Debtor's Response
Mr. You Sik Kim and Mr. Chun Il Yu, the administrators of STX
appointed by the Seoul court, tells the New York Court that the
objectors are all plaintiffs in the litigations by which they have
arrested and/or attached the Company's owned, operated or leased
vessels, as follows:
Name of Vessel Objector
-------------- --------
STX ARBORELLA Bomin
ARBORELLA Bomin
BUM YOUNG Oceanconnect
NEW AMBITION World Fuel
BLUE OCEAN World Fuel
CITRIODORA World Fuel
POS LEADER World Fuel
BLUE OCEAN Duferco
The administrators aver that the injunction should also apply to
vessels that are only operated or chartered by the Debtor.
"As for the more general and implicit objection that operated or
chartered vessels cannot be protected -- no maritime
reorganization would be possible if that was the case," says
Jeremy J. O. Harwood, Esq., at Blank Rome LLP, counsel to the
administrators.
The administrators say that assertions by World Fuel that it
should be allowed to commence or continue its "maritime rights"
where "the Debtor merely charters (and does not own a vessel)" --
as well as similar claims by other objectors -- should be denied.
According to the administrators, the Second Circuit has made clear
that a possessory interest in property without legal title to it
is nevertheless within the definition of "Property" triggers the
stay protection.
About STX Pan Ocean
STX Pan Ocean Co. Ltd., the largest commodities carrier in South
Korea, filed a petition in New York on June 20, 2013, for
protection from creditors under Chapter 15 (Bankr. S.D.N.Y.
Case No. 13-12046).
The Debtor is seeking recognition of the company's bankruptcy
rehabilitation begun on June 7 in a court in Seoul. The petition
was signed by You Sik Kim and Chun Il Yu, as the Seoul court
appointed administrators of STX. Blank Rome LLP serves as U.S.
counsel for the administrators. The bankruptcy was the result of
a decision by Korea Development Bank, the largest creditor and
second-biggest shareholder, not to buy the company.
The company disclosed assets of 6.88 trillion won ($5.59 billion)
and debt totaling 5.01 trillion won.
World Fuel is represented by:
Paul D. Leake, Esq.
Pedro A. Jimenez, Esq.
JONES DAY
222 East 41st Street
New York, NY 10017
Telephone: (212) 326-3939
Facsimile: (212) 755-7306
- and -
Timothy W. Hoffmann, Esq.
Joseph M. Tiller, Esq.
JONES DAY
77 West Wacker
Chicago, IL 60601
Telephone: (312) 782-3939
Facsimile: (312) 782-8585
Duferco is represented by:
GREENBERG TRAURIG, LLP
Nathan A. Haynes, Esq.
Kaitlin R. Walsh, Esq.
MetLife Building
200 Park Avenue
New York, NY 10166
Telephone: (212) 801-9200
Facsimile: (212) 801-6400
E-mail: haynesn@gtlaw.com
walshkr@gtlaw.com
- and -
FAY, NELSON & FAY, LLC
John F. Fay, Jr., Esq.
Energy Centre
1100 Poydras St., Suite 2900
New Orleans, LA 70163
Telephone: (504) 799-2252
Facsimile: (504) 282-8920
E-mail: jfay@faynelsonfay.com
TMT USA: Units Win Approval to Use Cash Collateral
--------------------------------------------------
Units of TMT USA Shipmanagement LLC, namely A Whale Corporation
and C Lady Bug Corporation, won approval to use their lenders'
cash collateral.
C Lady Bug is authorized to use cash collateral held by Cathay
United Bank, only as follows:
* Not more than $701,000 to pay crew wages for the crew of
the C Ladybug vessel that are due and payable on or before
June 24, 2013;
* Not more than $500,000 to purchase bunkers, lubes and
provisions for the C Ladybug vessel.
A Whale Corp. is authorized to use the cash collateral held by
First Commercial Bank Co., Ltd., only as follows:
* Not more than $486,000 to pay crew wages for the crew of the
A Whale vessel that are due and payable on or before June 24,
2013; and
* Not more than $538,000 to purchase bunkers, lubes and
provisions for the A Whale vessel.
The orders were signed by Judge Marvin Isgur on June 24, 2013.
About TMT Group
Known in the industry as TMT Group, TMT USA Shipmanagement LLC and
its affiliates own 17 vessels. Vessels range in size from
approximately 27,000 dead weight tons (dwt) to approximately
320,000 dwt.
TMT USA and 22 affiliates, including C. Ladybug Corporation,
sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 13-
33740) in Houston, Texas, on June 20, 2013 after lenders seized
seven vessels.
TMT has tapped attorneys from Bracewell & Giuliani LLP and
AlixPartners as financial advisors.
On a consolidated basis, the Debtors have $1.52 billion in assets
and $1.46 billion in liabilities.
TMT already filed a lawsuit in U.S. bankruptcy court aimed at
forcing creditors to release the vessels so they can return to
generating income.
TONY TOSH JR: Administrator Denied Access to Counsel Transactions
-----------------------------------------------------------------
A North Carolina judge denies the motion of the bankruptcy
administrator the case of Tony Tosh, Jr. for a Fed. R. Bankr. P.
2017 examination of the Debtor's transactions with his counsel,
Robert Lewis, Jr. of The Lewis Law Firm, P.A. in an order
available at http://is.gd/INxP4Wfrom Leagle.com.
In his June 12, 2012 order, Judge J. Rich Leonard said that
"Where, as here, counsel has not been employed by the debtor nor
allowed any compensation for the postpetition services rendered or
expenses incurred in connection with the debtor's case . . . an
examination pursuant to Fed. R. Bankr. P. 2017 is not necessary.
However, this does not relieve counsel of his duty to supplement
his disclosure of compensation required under Sec. 329 and Fed. R.
Bankr. P. 2016(b) to include the source and form of all the
payments made either by the debtor or on his behalf by a third
party."
On May 1, 2012, the debtor filed a voluntary petition for relief
under chapter 11 of the Bankruptcy Code. The debtor's chapter 11
plan of reorganization was confirmed by order entered on May 16,
2013. In a previous order entered on May 21, 2013, the court
denied counsel's application for employment nunc pro tunc on the
grounds that counsel's inattentiveness and pattern of conduct,
together with his failure to obtain court-approval of his
employment, "[wa]s not a sufficient extraordinary circumstance to
warranty entry of a nunc pro tunc order."
TRIBUNE CO: Asset Purchase Triggers Moody's Downgrade Watch
-----------------------------------------------------------
Moody's Investors Service placed the credit ratings of Tribune
Company on review for downgrade following the company's
announcement that it entered into an agreement with Local TV
Holdings, LLC, to acquire 19 stations in 16 markets for $2.725
billion in cash.
The company received $4.1 billion of committed financing including
a new $300 million cash flow revolver facility to fund the
acquisition and refinance existing debt. Although the acquisition
will favorably shift Tribune's revenue and cash flow profile away
from publishing, the debt financed transaction markedly increases
leverage and reduces coverage ratios.
Placed on review for downgrade:
Issuer: Tribune Company
Corporate Family Rating: Placed on Review for Downgrade,
currently Ba3
Probability of Default Rating: Placed of Review for Downgrade,
currently Ba3-PD
$1.1 billion 1st Lien Sr Secured Term Loan: Placed on Review for
Downgrade, currently Ba3, LGD4 -- 51%
Outlook Actions:
Issuer: Tribune Company
Outlook, Placed on Review
Ratings Rationale:
As of December 31, 2012, Moody's estimated Tribune's debt-to-
EBITDA to be 3x (2-year average, including Moody's standard
adjustments). The company's proposal to increase term loan
borrowings by $2.7 billion to fund the acquisition of Local TV's
19 stations elevates leverage above 3x and negatively impacts
financial coverage ratios. Despite the favorable acceleration of
the shift in revenues and cash flow to growing broadcast/digital
assets as well as the enhanced negotiating leverage with
television distributors, networks, and programming suppliers,
Moody's placed ratings on review for downgrade to reflect the
increased risk from higher leverage. In addition, terms of the
credit agreement will continue to permit Tribune to fund dividends
from the sale of publishing assets, equity investments, or real
estate assets subject to certain conditions. The potential leakage
of real estate value and the loss of EBITDA contribution from
publishing with no reduction in debt is credit negative, only
partially offset by reduced exposure to publishing. Moody's review
of ratings will focus on management's operating strategy for its
expanded broadcasting group and its financial policies. Moody's
will also consider the potential for additional acquisitions, the
elimination of cash flow from newspapers assets to the extent they
are divested with no requirement for proceeds to remain within the
restricted group, as well as execution risks associated with
planned revenue and cost synergies. The review could potentially
result in a downgrade of the corporate family rating by no more
than one notch.
The principal methodology used in this rating was the Global
Broadcast and Advertising Related Industries Methodology published
in May 2012. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.
Tribune Company, headquartered in Chicago, IL, will operate
broadcasting assets including 42 television stations (47% of pro
forma 2012 revenue) in 33 markets ranked #1 to #101, and will own
14 stations in the top 20 markets reaching 44% of U.S. households
pro forma for the Local TV acquisition. The company also operates
the third largest newspaper group in the U.S. within its
publishing segment (53% of pro forma 2012 revenue). The Chicago
Tribune, Los Angeles Times and six other metropolitan dailies have
a combined daily and Sunday circulation of 1.8 million and 2.9
million, respectively. In addition, Tribune holds minority equity
interests in several media enterprises including TV Food Network,
Classified Ventures, and CareerBuilder which contribute cash
distributions (15% of 2012 adjusted pro forma EBITDA). The company
emerged from Chapter 11 bankruptcy protection in December 2012
with a significantly lower debt load. Certain creditors became
owners with funds of Oaktree Capital Management, Angelo, Gordon &
Company, and JPMorgan Chase being the largest initial shareholders
who appointed the initial board of directors. Revenues for the 12
months ended March 31, 2013 pro forma for the Local TV acquisition
totaled roughly $3.7 billion.
TRIBUNE CO: S&P Puts 'BB-' CCR on CreditWatch Negative
------------------------------------------------------
Standard & Poor's Ratings Services placed all ratings, including
the 'BB-' corporate credit rating, on Chicago, Ill.-based
newspaper publisher and TV broadcaster Tribune Co. on CreditWatch
with negative implications.
"The CreditWatch listing is in response to the company's
nnouncement that it is acquiring Local TV LLC and FoxCo
Acquisition LLC for a total of $2.725 billion. The CreditWatch
listing reflects a meaningful increase in leverage. In our
assessment, the acquisition will improve the company's business
position because of the healthier long-term prospects for
broadcasting. Pro forma for the acquisition, Tribune will own 42
TV stations, making it the largest TV station group based on the
number of stations, reaching 44% of U.S. TV households. We expect
the EBITDA contribution from broadcasting and equity investments
will approach 70% of EBITDA, reducing the exposure to the
newspaper business and improving the company's retransmission
negotiating leverage. As a result of the acquisition, we are
raising our business risk assessment on Tribune to "satisfactory"
from "fair." The transaction is subject to FCC and other
regulatory approvals, and Tribune expects to close by the end of
2013," S&P said.
"As a result of the largely debt-financed acquisition, leverage
increases to about 4.3x from about 2.3x as of the end of 2012,
including adjustments for leases, pensions, and leveraged
partnerships. Pro forma leverage is consistent with the
indicative debt-to-EBITDA financial risk ratio range of between 4x
and 5x that characterizes an "aggressive" financial risk profile,
based on our criteria. Given the uncertainty around the company's
business strategy and financial policy, we expect that leverage
could increase as a result of additional debt financing or asset
sales," S&P noted.
"In resolving our CreditWatch listing, we will evaluate the
business and financial strategies of Tribune, and will assess the
financial risk profile. We could remove the ratings from
CreditWatch if the company commits to a financial policy of
maintaining adequate liquidity and leverage below 4.5x. We
could lower the ratings if it becomes apparent that additional
acquisitions, debt-financed dividends, or asset sales will cause
leverage to increase further," S&P noted.
VIDRINE ESTATES: La. Court Rules on Appeal in St. Landry Suit
-------------------------------------------------------------
A Louisiana appeals court granted in part and reversed in part a
trial court judgment granting Plaintiff's peremptory exception of
no cause of action and dismissing Defendants' reconventional
demand in the action ST. LANDRY HOMESTEAD FEDERAL SAVINGS BANK v.
VIDRINE, ET AL., Case No. 12-1406.
In a June 12, 2013 ruling available at http://is.gd/89s3IXfrom
Leagle.com, the Court of Appeals of Louisiana, Third Circuit,
affirmed that portion of the trial court judgment granting the
exception of no cause of action filed by the defendant-in-
reconvention, St. Landry Homestead Federal Savings Bank, and
dismissing the claims of the plaintiffs-in-reconvention, Hubert
Vidrine, Tammy Vidrine, and Vidrine Estates, LLC, based on conduct
prohibited by law and against public policy and detrimental
reliance. The Appeals Court also affirmed that portion of the
trial court judgment finding that the plaintiffs-in-reconvention
failed to state a cause of action for fraud and breach of
contract, but reversed the trial court's dismissal of these claims
and remand the matter to the trial court with instructions to
allow the Vidrines a period of time of not less than 20 days from
the date of the Appeals Court opinion to amend their
reconventional demand to, if they can, state a cause of action
against the Bank for these claims or have these claims dismissed.
The Appeals Court further reversed that portion of the trial court
judgment the claim of the plaintiffs-in-reconvention for duress
and for tortious interference with contracts and business
relationships, and remand the matter to the trial court for
further proceedings. The judge assessed costs of the appeal
equally between the plaintiffs-in-reconvention and the defendant-
in-reconvention.
The litigation began on Nov. 14, 2011, when the Bank filed suit
against the Vidrines, asserting that they were in default on a
commercial loan secured by a June 4, 2010 promissory note and
mortgage. The Bank asserted in its petition that the Vidrines
owed $2,194,635 on the promissory note at the time it filed suit,
listed ten separate parcels of immovable property secured by the
mortgage; and asserted that the Vidrines had failed to pay the
September 4, 2010 installment on the promissory note. The Bank
sought judgment for the amount owed, contractual attorney fees,
and recognition of its liens on the 10 parcels of immovable
property listed in the mortgage.
In early 2009, the Vidrines informed Harold Fontenot, the Bank's
former President, that they intended to file a Chapter 11
bankruptcy action and reorganize their financial matters. Mr.
Fontenot talked them out of this action and loaned them an
additional $175,000. As security for this loan, Hubert and Tammy
Vidrine mortgaged their last asset, their family home, to the
Bank. This transaction occurred on May 22, 2009.
The appeals court panel is composed of Judges Sylvia R. Cooks,
Jimmie C. Peters, and Billy Howard Ezell.
Counsel for the Vidrines are:
NEUNERPATE (formerly LABORDE & NEUNER)
Cliff A. LaCour, Esq.
P.O. Box 52828
Lafayette, LA 70505-2828
Tel: (337) 237-7000
Email: clacour@neunerpate.com
- and -
THE CORNWELL LAW FIRM
Gary T. Cornwell, Esq.
12314 Hawthorne Drive
Montgomery, TX 77356
Tel: (936) 448-7789
Counsel for St. Landry Homestead Federal Savings Bank are:
ALLEN & GOOCH
James H. Gibson, Esq.
David J. Ayo, Esq.
P. O. Box 81129
Lafayette, LA 70598-1129
Tel: (337) 291-1450
- and -
Michael D. Singletary, Esq.
Singletary & Associates, APLC
P. O. Box 97
Opelousas, LA 70571-0097
Tel: (337) 407-8990
YO IN YO OUT: East Harlem Restaurant Files Chapter 7
----------------------------------------------------
Laura Lorenzetti, writing for Crain's New York Business, reports
that Chef Yoanne Magris, a finalist on Food Network's Chopped,
shuttered her French bistro, Yo In Yo Out, in East Harlem on July
2 and filed for Chapter 7 bankruptcy.
Yo In Yo Out, located at 1569 Lexington Ave., between East 100th
and East 101st streets, occupies a 700-square-foot space and has a
five-year lease that ends in 2014, according to CoStar Group Inc.
The eatery opened in February 2009, prior to Ms. Magris'
television debut.
The Crain's report says the company's bankruptcy filing listed
assets at under $50,000 and up to $500,000 in debts. Ms. Magris
holds 20% ownership and investors Khaled Al-Hassani and Jade Al-
Hassani each own a 40% share. The report notes Roy Babitt has
been appointed to oversee the liquidation of the company and any
repayment to creditors.
* Denial of Chapter 13 Confirmation Is Appealable Order
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that according to a 2-1 opinion July 2 from the U.S. Court
of Appeals in Richmond, Virginia, denial of confirmation of a
Chapter 13 plan is a final order the bankrupt can appeal. The
case is Ranta v. Gorman, 12-2017, Fourth U.S. Circuit Court of
Appeals (Richmond).
* Recent Small-Dollar & Individual Chapter 11 Filings
-----------------------------------------------------
In re Frank Raymond Torres
Bankr. D. Ariz. Case No. 13-10919
Chapter 11 Petition filed June 25, 2013
In re Precision Drivelines of Arizona, Inc.
Bankr. D. Ariz. Case No. 13-10898
Chapter 11 Petition filed June 25, 2013
See http://bankrupt.com/misc/azb13-10898.pdf
represented by: Cindy Lee Greene, Esq.
Carmichael & Powell, P.C.
E-mail: c.greene@cplawfirm.com
In re Saeed Cohen
Bankr. C.D. Cal. Case No. 13-26483
Chapter 11 Petition filed June 25, 2013
In re Victor Gomez
Bankr. C.D. Cal. Case No. 13-26403
Chapter 11 Petition filed June 25, 2013
In re Michael House
Bankr. E.D. Cal. Case No. 13-91189
Chapter 11 Petition filed June 25, 2013
In re Eire Bungalows LLC
Bankr. S.D. Fla. Case No. 13-24851
Chapter 11 Petition filed June 25, 2013
See http://bankrupt.com/misc/flsb13-24851.pdf
represented by: Chad P Pugatch, Esq.
Rice Pugatch Robinson & Schiller, P.A.
E-mail: cpugatch.ecf@rprslaw.com
In re 23901 Greenleaf Land Trust
Bankr. N.D. Ind. Case No. 13-31877
Chapter 11 Petition filed June 25, 2013
See http://bankrupt.com/misc/innb13-31877.pdf
represented by: Donald E. Wertheimer, Esq.
E-mail: dwertheimer@sbcglobal.net
In re Peter Szanto
Bankr. D. Nev. Case No. 13-51261
Chapter 11 Petition filed June 25, 2013
In re Celestial Church Jericho Parish, Inc.
Bankr. D.N.J. Case No. 13-23940
Chapter 11 Petition filed June 25, 2013
See http://bankrupt.com/misc/njb13-23940.pdf
represented by: Bruce H. Levitt, Esq.
Levitt & Slafkes, P.C.
E-mail: blevitt@levittslafkes.com
In re David Connolly
Bankr. D.N.J. Case No. 13-23980
Chapter 11 Petition filed June 25, 2013
In re Tucci Equipment Rental Corp.
Bankr. S.D.N.Y. Case No. 13-12094
Chapter 11 Petition filed June 25, 2013
See http://bankrupt.com/misc/nysb13-12094.pdf
represented by: Robert S. Lewis, Esq.
E-mail: robert.lewlaw1@gmail.com
In re David Brouse
Bankr. E.D. Pa. Case No. 13-15563
Chapter 11 Petition filed June 25, 2013
In re Mr. G's Grape & Grain Fine Wines & Spirits, Inc.
dba Grain & Grape Fine Wines & Spirits
Bankr. W.D. Tenn. Case No. 13-26712
Chapter 11 Petition filed June 25, 2013
See http://bankrupt.com/misc/tnwb13-26712.pdf
represented by: Joseph E. Garrett, Esq.
Law Office of Joseph E. Garrett
E-mail: joegarrettlaw@aol.com
In re Granite Depot, Inc.
Bankr. S.D. Tex. Case No. 13-33847
Chapter 11 Petition filed June 25, 2013
See http://bankrupt.com/misc/txsb13-33847.pdf
represented by: Susan Tran, Esq.
Corral Tran Singh LLP
E-mail: susan.tran@ctsattorneys.com
In re Michael Forakis
Bankr. D. Ariz. Case No. 13-10962
Chapter 11 Petition filed June 26, 2013
In re Donald Morton, Jr.
Bankr. D. Ariz. Case No. 13-11057
Chapter 11 Petition filed June 26, 2013
In re JCH Group LLC
Bankr. E.D. Cal. Case No. 13-14413
Chapter 11 Petition filed June 26, 2013
See http://bankrupt.com/misc/caeb13-14413.pdf
Filed as Pro Se
In re Rene Brouillard
Bankr. D. Conn. Case No. 13-31212
Chapter 11 Petition filed June 26, 2013
In re Ronald DeMasi
Bankr. M.D. Fla. Case No. 13-08406
Chapter 11 Petition filed June 26, 2013
In re Kid's World Academy, LLC
Bankr. N.D. Fla. Case No. 13-40400
Chapter 11 Petition filed June 26, 2013
See http://bankrupt.com/misc/flnb13-40400.pdf
represented by: Allen Turnage, Esq.
LAW OFFICE OF ALLEN TURNAGE
E-mail: service@turnagelaw.com
In re Smith-Evans Lumber Co.
dba Smith-Evans Supply Co.
Bankr. N.D. Ga. Case No. 13-41817
Chapter 11 Petition filed June 26, 2013
See http://bankrupt.com/misc/ganb13-41817.pdf
represented by: Tyler W. Henderson, Esq.
JONES & WALDEN, LLC
E-mail: thenderson@joneswalden.com
In re Candice Parker
Bankr. E.D. La. Case No. 13-11789
Chapter 11 Petition filed June 26, 2013
In re Marashi Transport Enterprises Inc.
Bankr. D. Mass. Case No. 13-13854
Chapter 11 Petition filed June 26, 2013
See http://bankrupt.com/misc/mab13-13854.pdf
represented by: Jordan L. Shapiro, Esq.
SHAPIRO & HENDER
E-mail: JSLAWMA@aol.com
In re Alpena Collision Service, Inc.
Bankr. E.D. Mich. Case No. 13-21731
Chapter 11 Petition filed June 26, 2013
See http://bankrupt.com/misc/mieb13-21731p.pdf
See http://bankrupt.com/misc/mieb13-21731c.pdf
represented by: Keith A. Schofner, Esq.
LAMBERT LESER
E-mail: kaschofner@lambertleser.com
In re Ignacio Villareal Moya
Bankr. D. Nev. Case No. 13-15584
Chapter 11 Petition filed June 26, 2013
In re Thomas Young
Bankr. D. N.M. Case No. 13-12166
Chapter 11 Petition filed June 26, 2013
In re 23rd Avenue LLC
Bankr. E.D.N.Y. Case No. 13-43919
Chapter 11 Petition filed June 26, 2013
See http://bankrupt.com/misc/nyeb13-43919.pdf
represented by: Kevin J. Nash, Esq.
GOLDBERG WEPRIN FINKEL GOLDSTEIN, LLP
E-mail: KNash@gwfglaw.com
In re Terrell Hughes
Bankr. M.D. Tenn. Case No. 13-05553
Chapter 11 Petition filed June 26, 2013
In re Jorge Gonzalez
Bankr. C.D. Cal. Case No. 13-11677
Chapter 11 Petition filed June 27, 2013
In re Marketa Giumarra
Bankr. C.D. Cal. Case No. 13-26669
Chapter 11 Petition filed June 27, 2013
In re Daniel Tharratt
Bankr. N.D. Cal. Case No. 13-53503
Chapter 11 Petition filed June 27, 2013
In re Hangen LLC
Bankr. N.D. Cal. Case No. 13-53492
Chapter 11 Petition filed June 27, 2013
See http://bankrupt.com/misc/canb13-53492.pdf
Filed pro se
In re Crystal Investments PB LLC
Bankr. S.D. Fla. Case No. 13-25213
Chapter 11 Petition filed June 27, 2013
See http://bankrupt.com/misc/flsb13-25213.pdf
represented by: David L. Merrill, Esq.
Ozment Merrill
E-mail: ecf@ombkc.com
In re Duquenne Zetrenne
Bankr. S.D. Fla. Case No. 13-25280
Chapter 11 Petition filed June 27, 2013
In re Anthony Hochniuk
Bankr. D. Kans. Case No. 13-40844
Chapter 11 Petition filed June 27, 2013
In re High Desert Food & Beverage
dba Firkin on Paradise
dba Firkin Pub & Grille
Bankr. D. Nev. Case No. 13-15678
Chapter 11 Petition filed June 27, 2013
See http://bankrupt.com/misc/nvb13-15678.pdf
represented by: Nedda Ghandi, Esq.
Ghandi Law Offices
E-mail: nedda@ghandilaw.com
In re Leonard Cardinale
Bankr. D. Nev. Case No. 13-15684
Chapter 11 Petition filed June 27, 2013
In re Christine Junk
Bankr. S.D. Ohio Case No. 13-55139
Chapter 11 Petition filed June 27, 2013
In re Daniel Junk
Bankr. S.D. Ohio Case No. 13-55139
Chapter 11 Petition filed June 27, 2013
In re Maria Greenberg
Bankr. M.D. Pa. Case No. 13-3351
Chapter 11 Petition filed June 27, 2013
In re Lee Estates, LLC
Bankr. E.D. Va. Case No. 13-13011
Chapter 11 Petition filed June 27, 2013
See http://bankrupt.com/misc/vaeb13-13011.pdf
represented by: Nathan A. Fisher, Esq.
E-mail: Fbarsad@cs.com
In re Van Zant, LLC
Bankr. D. Conn. Case No. 13-51019
Chapter 11 Petition filed June 28, 2013
See http://bankrupt.com/misc/ctb13-51019.pdf
represented by: George C. Tzepos, Esq.
LAW OFFICES OF GEORGE C. TZEPOS
E-mail: zepseven@sbcglobal.net
In re Snug, Inc.
dba Shooter's Supply
Bankr. D. Del. Case No. 13-11650
Chapter 11 Petition filed June 28, 2013
See http://bankrupt.com/misc/deb13-11650.pdf
represented by: John D. McLaughlin, Jr., Esq.
CIARDI CIARDI & ASTIN
E-mail: jmclaughlin@ciardilaw.com
In re Prakashkumar Patel
Bankr. M.D. Fla. Case No. 13-04004
Chapter 11 Petition filed June 28, 2013
In re Anilkumar Patel
Bankr. M.D. Fla. Case No. 13-04005
Chapter 11 Petition filed June 28, 2013
In re Nelia Ladlad
Bankr. N.D. Ill. Case No. 13-26644
Chapter 11 Petition filed June 28, 2013
In re Bara Holdings 23 East, LLC
Bankr. N.D. Ill. Case No. 13-26593
Chapter 11 Petition filed June 28, 2013
See http://bankrupt.com/misc/ilnb13-26593.pdf
represented by: Matthew E. McClintock, Esq.
GOLDSTEIN & MCCLINTOCK, LLLP
E-mail: mattm@restructuringshop.com
In re Northwest Procedures & Medical Center, P.C.
Bankr. N.D. Ind. Case No. 13-22361
Chapter 11 Petition filed June 28, 2013
See http://bankrupt.com/misc/innb13-22361p.pdf
See http://bankrupt.com/misc/innb13-22361c.pdf
represented by: Catherine Molnar-Boncela, Esq.
GORDON E. GOUVEIA & ASSOCIATES
E-mail: geglaw@gouveia.comcastbiz.net
In re Dianne Murray
Bankr. D. Kans. Case No. 13-11670
Chapter 11 Petition filed June 28, 2013
In re TMJ Enterprises LLC
dba Any Garment Cleaners
Bankr. D. N.J. Case No. 13-24347
Chapter 11 Petition filed June 28, 2013
See http://bankrupt.com/misc/njb13-24347.pdf
represented by: Anthony Sodono, III, Esq.
TRENK, DIPASQUALE, DELLA FERA & SODONO
E-mail: asodono@trenklawfirm.com
In re Two Brothers II, Inc.
dba Two Brothers Pizza
Bankr. D. N.J. Case No. 13-24392
Chapter 11 Petition filed June 28, 2013
See http://bankrupt.com/misc/njb13-24392.pdf
represented by: Carol L. Knowlton, Esq.
TEICH GROH
E-mail: cknowlton@teichgroh.com
In re 1840 Washington Ave Corp.
Bankr. S.D.N.Y. Case No. 13-12128
Chapter 11 Petition filed June 28, 2013
See http://bankrupt.com/misc/nysb13-12128.pdf
represented by: Norma E. Ortiz, Esq.
ORTIZ & ORTIZ, LLP
E-mail: email@ortizandortiz.com
In re Lorenzo Aponte Rosa
Bankr. D. P.R. Case No. 13-5376
Chapter 11 Petition filed June 28, 2013
In re Abbie Health Care, Inc.
Bankr. W.D. Tex. Case No. 13-51701
Chapter 11 Petition filed June 28, 2013
See http://bankrupt.com/misc/txwb13-51701.pdf
represented by: David T. Cain, Esq.
LAW OFFICE OF DAVID T. CAIN
E-mail: caindt@swbell.net
In re RBK Manufacturing, Inc.
Bankr. W.D. Wash. Case No. 13-16061
Chapter 11 Petition filed June 28, 2013
See http://bankrupt.com/misc/wawb13-16061.pdf
represented by: Nathan T. Riordan, Esq.
RIORDAN LAW PS
E-mail: nate@riordan-law.com
In re David Heald
Bankr. W.D. Wash. Case No. 13-44329
Chapter 11 Petition filed June 28, 2013
In re ESS Automotive, Inc.
Bankr. N.D. Ohio Case No. 13-14658
Chapter 11 Petition filed June 29, 2013
Filed pro se
In re Claudia Mariscal
Bankr. C.D. Cal. Case No. 13-15645
Chapter 11 Petition filed June 30, 2013
In re Ricardo Dionisio
Bankr. N.D. Cal. Case No. 13-53590
Chapter 11 Petition filed June 30, 2013
In re Detroit Masonic Temple Theatre Company
aka Detroit Masonic Temple Theatre, Inc.
Bankr. E.D. Mich. Case No. 13-52914
Chapter 11 Petition filed June 30, 2013
See http://bankrupt.com/misc/mieb13-52914p.pdf
See http://bankrupt.com/misc/mieb13-52914c.pdf
represented by: Michael E. Baum, Esq.
Schafer and Weiner, PLLC
E-mail: mbaum@schaferandweiner.com
*********
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.
A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR. Submissions about insolvency-
related conferences are encouraged. Send announcements to
conferences@bankrupt.com/
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.
For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911. For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.
*********
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, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez,
Ronald C. Sy, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl
Joy P. Olano, Ivy B. Magdadaro, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.
Copyright 2013. 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 or Nina Novak at 202-241-8200.
*** End of Transmission ***