/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/130708.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, July 8, 2013, Vol. 17, No. 187 Headlines 30DC INC: APP Downloads Reached One Million in One Year AARON WOODS: Involuntary Chapter 11 Case Summary ABUNDANT LIFE: Case Summary & 20 Largest Unsecured Creditors ADELE BENJAMIN: Case Summary & 9 Largest Unsecured Creditors ALLIED STONE: Case Summary & 7 Largest Unsecured Creditors AMERICAN AIRLINES: Consumers Say Merger Cripples Competition ASPEN GROUP: Borrows $1 Million From CEO and Chairman ATLS ACQUISITION: Files Schedules of Assets and Liabilities ATLS ACQUISITION: Liberty Lane Condominium Files Schedules ATLS ACQUISITION: Liberty Lane Development Files Schedules ATLS ACQUISITION: National Diabetic Medical Files Schedules BVC PARTNERS I: Files Schedules of Assets and Liabilities C MAN LLC: Case Summary & 7 Largest Unsecured Creditors CABLEVISION SYSTEMS: Bank Debt Trades at 1% Off CASEY ANTHONY: Wins Partial Victory in Bankruptcy Court CFS LOGISTICS: Case Summary & 20 Largest Unsecured Creditors CLAIRE'S STORES: Board OKs Employment Agreement with CFO CLEAR CHANNEL: Bank Debt Trades at 9% Off COATES INTERNATIONAL: To Spin-Off Manufacturing Operations CRYOPORT INC: Inks Employment Agreement with President and CEO DETROIT MASONIC: Theatre Operator Files for Chapter 11 DIGERATI TECHNOLOGIES: Files Schedules of Assets and Liabilities EAGLE RECYCLING SYSTEMS: Files Schedules of Assets and Liabilities EDISON MISSION: Board Adopts Revised Ethics and Compliance Code ELBIT IMAGING: Tel Aviv Court Suspends Liquidation Request EXCEL MARITIME: Chapter 11 Plan, Declaration Filed FAIRFIELD SENTRY: Trustee Loses Bid To Undo $230MM Claim Sale FAIRPOINT COMMUNICATIONS: Bank Debt Trades at 2% Off FLORIDA GAMING: Centers Appraised Value at $76.7MM as of May 31 GELTECH SOLUTIONS: Authorized Shares Under Plan Hiked to 15MM GELTECH SOLUTIONS: Authorized Shares Under Plan Hiked to 15MM GETTY IMAGES: Bank Debt Trades at 1% Off GH BROADCASTING: Involuntary Chapter 11 Case Summary HEAT FACTORY: Case Summary & 11 Largest Unsecured Creditors INEOS GROUP: Bank Debt Trades at 2% Off INTELLIPHARMACEUTICS INT'L: Incurs $1.8 Million Net Loss in Q2 K-V PHARMACEUTICAL: Bankruptcy Filing Delays 2013 Form 10-K LAKE PLEASANT GROUP: Files Schedules of Assets and Liabilities LAKELAND INDUSTRIES: Sells China Plant for $1.4 Million LIFE UNIFORM: Files Schedules of Assets and Liabilities LIFE UNIFORM: Healthcare Uniform Co. Files Schedules LIFE UNIFORM: Uniform City Nat'l Files Schedules LIGHTSQUARED INC: Says Ergen Debt Purchases Invalidate Lender Deal LPATH INC: To Present at 2013 JMP Healthcare Conference M*MODAL INC: Bank Debt Trades at 3% Off MFM DELAWARE: Can Employ King & Spalding as Counsel MFM DELAWARE: Wants to Hire Pharus Securities as Investment Banker MFM DELAWARE: Can Employ The Rossner Law Group as Counsel MGM RESORTS: Bank Debt Trades at 1% Off MILLENNIUM EDUCATIONAL: Chapter 15 Case Summary MOBIVITY HOLDINGS: Issues Additional 8.9 Million Common Shares MORGANS HOTEL: Yucaipa Sues Dissident Nominees to Board MSR HOTELS: Five Mile Wants Case Converted to Chapter 7 NEC HOLDINGS: Trustee Can't Pin Downfall On Principals NGPL PIPECO: Bank Debt Trades at 1% Off NORTH COAST LIFE: A.M. Best Affirms 'B-' Fin'l. Strength Rating OCEAN 4660: Has Interim Cash Use; Another Hearing on July 10 OCEAN 4660: Has Interim Okay to Hire Genovese Joblove OCEAN 4660: July 10 Final Hearing on Bid to Employ Appraiser OIL PATCH: Voluntary Chapter 11 Case Summary PENSACOLA BEACH: Files Schedules of Assets and Liabilities PRIME PROPERTIES: Section 341(a) Meeting Set on Aug. 5 PROMMIS HOLDINGS: Files Schedules of Assets and Liabilities PROMMIS HOLDINGS: Prommis Fin Co Files Schedules PROMMIS HOLDINGS: Prommis Solutions Files Schedules PROMMIS HOLDINGS: Homeownership Solutions Files Schedules PULASKI PROPERTY OWNERS: Chapter 9 Case Summary & Creditors List ROTHSTEIN ROSENFELDT: Victims Blast $72MM TD Bank Deal, Exit Plan PULSE ELECTRONICS: Grant Thornton Replaces KPMG Accountants PLUG POWER: Stockholders Elect Two Directors to Board PLUG POWER: Stockholders Re-Elect Two Directors to Board QUANTUM CORP: To Merge Manufacturing Activities with Benchmark RONA INC: DBRS Confirms 'BB(high)' Issuer Rating SAN DIEGO HOSPICE: Files 1st Amended Disclosure Statement SANUWAVE HEALTH: Amends 10.9 Million Units Prospectus SEMGROUP LP: Ex-CEO Can't Dodge Limited Partners' Fraud Suit SCOTTSDALE VENETIAN: Files Chap. 11 Plan & Disclosure Statement SCOOTER STORE: Former CEO Wants Legal Fees Covered S & K OF OCEAN CITY: Voluntary Chapter 11 Case Summary SH & KS LLC: Case Summary & 3 Unsecured Creditors SHOPPING.COM CORP: Case Summary & 8 Unsecured Creditors SMART ONLINE: Extends IDB Credit Facility to May 2014 SOUTHERN DRYDOCK: Updated Case Summary & List of Creditors SPECIALTY PRODUCTS: 3rd Circ. Asked To Nix $1B Asbestos Appeal SPEEDEMISSIONS INC: Chief Financial Officer Quits SPIRE CORP: Common Stock to Cease Trading on Nasdaq SPIRIT REALTY: Declares Pro-Rated Dividend of $0.3125 Per Share STEREOTAXIS INC: Extends Maturities of Credit Pacts to July 31 SUN BANCORP: Second Curve Held 4.7% Equity Stake at June 10 SUNTECH POWER: Has Forbearance with Note Holders Until Aug. 30 SWJ MANAGEMENT: Voluntary Chapter 11 Case Summary SYNAGRO TECHNOLOGIES: Reaches Agreement to Pursue EQT Sale Deal TARGETED MEDICAL: Inks Receivables Funding Pact with Cambridge TARSIN INC: Case Summary & 20 Largest Unsecured Creditors TC GLOBAL: Tully's Coffee Sale to Dempsey's Group Completed TECHPRECISION CORP: Delays Annual Report but Expects Net Loss TM REAL ESTATE: Case Summary & Unsecured Creditor TM REAL ESTATE: Section 341(a) Meeting Scheduled for Aug. 5 TPO HESS: U.S. Trustee Appoints 3-Member Creditors' Committee TPO HESS: Has Final Authority to Obtain Loans, Use Cash Collateral TPO HESS: Has Authority to Employ Young Conaway as Local Counsel TPO HESS: Gets Court OK to Employ Paul Weiss as Special Counsel TRAINOR GLASS: Brian Welch Granted Leave to Withdraw as Counsel TRAINOR GLASS: Has Until Aug. 31 to File Plan TRANS ENERGY: Shareholders Elect Seven Directors TRANS-LUX CORP: Lowers Net Loss to $304,000 in First Quarter TRAVELPORT LLC: New $1.55-Bil. Term Loan Gets Moody's B1 Rating TWIN STAR: Case Summary & 20 Largest Unsecured Creditors TXU CORP: Bank Debt Due Oct. 2017 Trades at 30% Off UNIGENE LABORATORIES: Files Chapter 7 Bankruptcy Petition UNITEK GLOBAL: Obtains $75MM Funding Commitment From Apollo VIRGIN MEDIA: Bank Debt Trades at 1% Off VITESSE SEMICONDUCTOR: Columbia Pacific Holds 5.2% Equity Stake VUZIX CORP: Stockholders Elect Five Directors VYCOR MEDICAL: Fountainhead Held 66.7% Equity Stake at June 27 VYSTAR CORP: Buys All Outstanding Ownership Interest of Kiron WALTER ENERGY: Bank Debt Trades at 3% Off WARNER MUSIC: Completes Acquisition of Parlophone Label Group WARNER SPRINGS: Gets Plan Filing Deadline Extended to Aug. 8 WAVE SYSTEMS: Board Approves 1-for-4 Reverse Stock Split WEST AIRPORT PALMS: Case Summary & 8 Largest Unsecured Creditors WEST SIDE COMMUNITY: Updated Case Summary & List of Creditors WORLD IMPORTS: Furniture Seller Seeks Chapter 11 Protection XZERES CORP: Marquam Asset Held 5% Equity Stake at May 20 * 8th Cir. Appoints Katherine Constantine as Minn. Bankr. Judge * Banks Seek to Ease Tensions With CFPB * Citigroup to Pay Fannie Mae $968 Million over Mortgage Claims * EU Accuses 13 Banks of Hampering CDS Competition * Two Loan Originator Officers Get Jail Time for $28MM Fraud * Fed, FDIC Release 4 Banks' 'Living Will' Outlines * EU Lawmakers Want Banks' Trading Split From Deposits * Payroll Cards Are Under Scrutiny by New York's Attorney General * Deadline on Trading Rules Abroad Splits CFTC * Requiring Defendants to Admit Guilt Will Be Costly for SEC * HSBC's $1.9B Deal over Drug-Money Laundering Charges Approved * BOND PRICING -- For Week From July 1 to 5, 2013 ********* 30DC INC: APP Downloads Reached One Million in One Year ------------------------------------------------------- 30DC, Inc., said that total App downloads for publications created using the MagCast digital publishing platform have passed the one million mark. The total number of individual issues of newspapers and magazines downloaded is significantly higher given that some of the initial magazines published in conjunction with the launch of MagCast just 12 months ago have published ten or more issues. 30DC management believes that one million App downloads is a significant milestone since almost all MagCast publications were created from scratch, not digital replicas of established print publications with name recognition and a natural, built-in native audience. This clearly indicates that 30DC's MagCast network is quickly becoming one of the world's top networks for startup independent digital publications. Currently, there are approximately 400 available MagCast publication Apps, in a wide variety of niches, and as MagCast continues to expand its market there are additional Apps coming online on a regular basis. MagCast is a complete from A to Z business system, including everything needed for making money selling content and successfully setting up a mobile business, and was created by marketers for marketers. MagCast also has the most competitive pricing of all the major platforms focused on Apple Newsstand, where currently 95 percent of digital media subscriptions occur. This is a direct result of almost 600 million iOS users with credit cards on file available to make purchases in two seconds or less. MagCast charges a low all-inclusive monthly fee of $297 per month, and does not charge additional distribution service fees for each individual publication download. MagCast does not require a large staff or additional costs and fees to create and distribute a typical MagCast publication. Dr. Pinskier commented further, "We see MagCast as a revolutionary communications tool almost like a next generation blog tool. We have first mover opportunity with respect to using our platform for this purpose and our potential target audience is in the tens of millions of customers. In many ways, we are the digital publishing platform for the masses. Every entrepreneur, blogger, aspiring writer, website owner, and content creator is now a potential customer." A copy of the press release is available for free at: http://is.gd/LMZYse About 30DC Inc. New York-based 30DC, Inc., provides Internet marketing services and related training to help Internet companies in operating their businesses. It operates in two divisions, 30 Day Challenge and Immediate Edge. 30DC's annual report for the fiscal year ended June 30, 2012, shows net income of $32,207 on $2.91 million of total revenue as compared with a net loss of $1.44 million on $1.89 million of total revenue the year before. As of June 30, 2012, the Company had $2.83 million in total assets, $3 million in total liabilities and a $165,270 total stockholders' deficiency. Marcum LLP, in New York, 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 a working capital deficit and stockholders' deficiency as of June 30, 2012. AARON WOODS: Involuntary Chapter 11 Case Summary ------------------------------------------------ Alleged Debtor: Aaron L. Woods aka Woodland Poperties LLC (Defunct) 1500 Ocean Blvd #511 Long Beach, CA 90802 Case No.: 13-27043 Involuntary Chapter 11 Petition Date: July 1, 2013 Court: Central District of California (Los Angeles) Judge: Peter Carroll Aaron L. Woods's petitioners: Petitioner Nature of Claim Claim Amount ---------- --------------- ------------ Don William Maisel non-payment of $49,500 1099 S Rimwood Dr personal loan per Anaheim, CA 92807 written agreement Laura McKinney non-payment of $9,000 1751 E Roseville personal loan per Pkwy 421 written agreement Roseville, CA 96661 Shaun Tait non-payment of $75,000 1099 S Rimwood Dr personal loan per Anaheim, CA 92807 written agreement ABUNDANT LIFE: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Abundant Life 122012 Trust 5077-109 Fruitville Road, #133 Sarasota, FL 34232 Bankruptcy Case No.: 13-08803 Chapter 11 Petition Date: July 2, 2013 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Judge: Catherine Peek McEwen Debtor's Counsel: Miriam L. Sumpter Richard, Esq. FRESH START LAW FIRM, INC. 505 East Jackson Street, Suite 303 Tampa, FL 33602 Tel: (813) 387-7724 Fax: (813) 387-7727 E-mail: miriam@freshstartlawfirm.com Scheduled Assets: $2,329,300 Scheduled Liabilities: $5,724,974 A list of the Company's 20 largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/flmb13-8803.pdf The petition was signed by Aleksandr F. Filipskiy, co-trustee. ADELE BENJAMIN: Case Summary & 9 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Adele Benjamin, LLC 1122 SE Kings Bay Drive Crystal River, FL 34429-4645 Bankruptcy Case No.: 13-04141 Chapter 11 Petition Date: July 2, 2013 Court: United States Bankruptcy Court Middle District of Florida (Jacksonville) Judge: Jerry A. Funk Debtor's Counsel: G Richard Chamberlin, Esq. GEORGE RICHARD CHAMBERLIN, P.A. P.O. Box 380 Williston, FL 32696 Tel: (352) 528-0018 E-mail: grichardchamberlin@gmail.com Scheduled Assets: $1,086,347 Scheduled Liabilities: $3,353,750 A list of the Company's nine largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/flmb13-4141.pdf The petition was signed by Michael Herron, managing partner. ALLIED STONE: Case Summary & 7 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Allied Stone, LLC 850 Wilson Street Fennimore, WI 53809 Bankruptcy Case No.: 13-13353 Chapter 11 Petition Date: July 2, 2013 Court: United States Bankruptcy Court Western District of Wisconsin (Madison) Judge: Robert D. Martin Debtor's Counsel: Eliza M. Reyes, Esq. KREKELER STROTHER, S.C. 2901 West Beltline Highway, Suite 301 Madison, WI 53713 Tel: (608) 258-8555 Fax: (608) 258-8299 E-mail: ereyes@ks-lawfirm.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's seven largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/wiwb13-13353.pdf The petition was signed by John Rutkowski, managing member. AMERICAN AIRLINES: Consumers Say Merger Cripples Competition ------------------------------------------------------------ Sindhu Sundar of BankruptcyLaw360 reported that the planned merger between American Airlines Inc. and US Airways Group Inc. faces yet another challenge as a group of 40 consumers sued the companies, claiming the $11 billion deal would drastically reduce competition and raise fares if it is allowed through. According to the report, in a complaint filed in California federal court, the plaintiffs, represented by antitrust firm the Alioto Law Firm, claimed the consolidation would aggravate the increasing monopoly within the airline market. 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). ASPEN GROUP: Borrows $1 Million From CEO and Chairman ----------------------------------------------------- Michael Mathews, the chief executive officer and chairman of the Board of Directors of Aspen Group, Inc., loaned Aspen Group $1 million and was issued a $1 million Promissory Note due Dec. 31, 2013. The promissory note bears 10 percent interest per annum, payable monthly in arrears. About Aspen Group Denver, Colo.-based Aspen Group, Inc., was founded in Colorado in 1987 as the International School of Information Management. On Sept. 30, 2004, it was acquired by Higher Education Management Group, Inc., and changed its name to Aspen University Inc. On May 13, 2011, the Company formed in Colorado a subsidiary, Aspen University Marketing, LLC, which is currently inactive. On March 13, 2012, the Company was recapitalized in a reverse merger. Aspen's mission is to become an institution of choice for adult learners by offering cost-effective, comprehensive, and relevant online education. Approximately 88% of the Company's degree- seeking students (as of June 30, 2012) were enrolled in graduate degree programs (Master or Doctorate degree program). Since 1993, the Company has been nationally accredited by the Distance Education and Training Council, a national accrediting agency recognized by the U.S. Department of Education. Aspen Group incurred a net loss of $6.01 million in 2012, as compared with a net loss of $2.13 million in 2011. The Company's balance sheet at March 31, 2013, showed $3.19 million in total assets, $2.70 million in total liabilities, and $490,101 in total stockholders' equity. Salberg & Company, P.A., in Boca Raton, Florida, 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 a net loss allocable to common stockholders and net cash used in operating activities in 2012 of $6,048,113 and $4,403,361, respectively, and has an accumulated deficit of $11,337,104 as of December 31, 2012. These matters raise substantial doubt about the Company's ability to continue as a going concern. ATLS ACQUISITION: Files Schedules of Assets and Liabilities ----------------------------------------------------------- ATLS Acquisition LLC has filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $485,561 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $40,263,562 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $0 ----------- ----------- TOTAL $485,561 $40,263,562 A copy of the schedules is available for free at http://bankrupt.com/misc/LIBERTY_MEDICAL_sal_j.pdf About Liberty Medical Entities that own diabetics supply provider Liberty Medical led by ATLS Acquisition, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-10262) on Feb. 15, 2013, just less than three months after a management buy-out and amid a notice by the lender who financed the transaction that it's exercising an option to acquire the business. Liberty has been in business for 22 years serving the needs of both type 1 and type 2 diabetic patients. Liberty is a mail order provider of diabetes testing supplies. In addition to diabetes testing supplies, the Debtors also sell insulin pumps and insulin pump supplies, ostomy, catheter and CPAP supplies and operate a large mail order pharmacy. Liberty operates in seven different locations and has 1,684 employees. The Debtors have tapped Greenberg Traurig, LLP as counsel; Ernst & Young LLP to provide investment banking advice; and Epiq Bankruptcy Solutions, LLC, as claims and noticing agent for the Clerk of the Bankruptcy Court. ATLS ACQUISITION: Liberty Lane Condominium Files Schedules ---------------------------------------------------------- Liberty Lane Condominium Association, Inc., affiliate of ATLS Acquisition, LLC, filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $0 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $40,263,562 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $0 ----------- ----------- TOTAL $0 $40,263,562 A copy of the schedules is available for free at http://bankrupt.com/misc/LIBERTY_MEDICAL_sal_b.pdf About Liberty Medical Entities that own diabetics supply provider Liberty Medical led by ATLS Acquisition, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-10262) on Feb. 15, 2013, just less than three months after a management buy-out and amid a notice by the lender who financed the transaction that it's exercising an option to acquire the business. Liberty has been in business for 22 years serving the needs of both type 1 and type 2 diabetic patients. Liberty is a mail order provider of diabetes testing supplies. In addition to diabetes testing supplies, the Debtors also sell insulin pumps and insulin pump supplies, ostomy, catheter and CPAP supplies and operate a large mail order pharmacy. Liberty operates in seven different locations and has 1,684 employees. The Debtors have tapped Greenberg Traurig, LLP as counsel; Ernst & Young LLP to provide investment banking advice; and Epiq Bankruptcy Solutions, LLC, as claims and noticing agent for the Clerk of the Bankruptcy Court. ATLS ACQUISITION: Liberty Lane Development Files Schedules ---------------------------------------------------------- Liberty Lane Development Company, Inc. filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $0 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $40,263,562 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $0 ----------- ----------- TOTAL $0 $40,263,562 A copy of the schedules is available for free at http://bankrupt.com/misc/LIBERTY_MEDICAL_sal_c.pdf About Liberty Medical Entities that own diabetics supply provider Liberty Medical led by ATLS Acquisition, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-10262) on Feb. 15, 2013, just less than three months after a management buy-out and amid a notice by the lender who financed the transaction that it's exercising an option to acquire the business. Liberty has been in business for 22 years serving the needs of both type 1 and type 2 diabetic patients. Liberty is a mail order provider of diabetes testing supplies. In addition to diabetes testing supplies, the Debtors also sell insulin pumps and insulin pump supplies, ostomy, catheter and CPAP supplies and operate a large mail order pharmacy. Liberty operates in seven different locations and has 1,684 employees. The Debtors have tapped Greenberg Traurig, LLP as counsel; Ernst & Young LLP to provide investment banking advice; and Epiq Bankruptcy Solutions, LLC, as claims and noticing agent for the Clerk of the Bankruptcy Court. ATLS ACQUISITION: National Diabetic Medical Files Schedules ----------------------------------------------------------- National Diabetic Medical Supply, LLC, filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $0 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $40,263,562 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $0 ----------- ----------- TOTAL $0 $40,263,562 A copy of the schedules is available for free at http://bankrupt.com/misc/LIBERTY_MEDICAL_sal_d.pdf About Liberty Medical Entities that own diabetics supply provider Liberty Medical led by ATLS Acquisition, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-10262) on Feb. 15, 2013, just less than three months after a management buy-out and amid a notice by the lender who financed the transaction that it's exercising an option to acquire the business. Liberty has been in business for 22 years serving the needs of both type 1 and type 2 diabetic patients. Liberty is a mail order provider of diabetes testing supplies. In addition to diabetes testing supplies, the Debtors also sell insulin pumps and insulin pump supplies, ostomy, catheter and CPAP supplies and operate a large mail order pharmacy. Liberty operates in seven different locations and has 1,684 employees. The Debtors have tapped Greenberg Traurig, LLP as counsel; Ernst & Young LLP to provide investment banking advice; and Epiq Bankruptcy Solutions, LLC, as claims and noticing agent for the Clerk of the Bankruptcy Court. BVC PARTNERS I: Files Schedules of Assets and Liabilities --------------------------------------------------------- BVC Partners I, LLC filed with the U.S. Bankruptcy Court for the Middle District of Florida its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $0 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $0 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $165,869,688 ----------- ----------- TOTAL $0 $165,869,688 A copy of the schedules is available for free at http://bankrupt.com/misc/BVC_PARTNERS_sal.pdf When it Chapter 11 petition, the Debtor estimated assets and debts of at least $10 million. In its schedule, the Debtor disclosed it holds a fee simple interest in "Lot 1 and portions of 2, and Tracts "A" and "B", RUBY LAKE, in Orange County, Florida. About BVC Partners I Orlando, Florida-based BVC Partners I, LLC, and two affiliates filed separate Chapter 11 petitions (Bankr. M.D. Fla. Case No. 13-07396) on June 14, 2013. In its petition, BVC Partners I estimated $10 million to $50 million in both assets and debts. Sham Maharaj signed the petition as managing member. The other debtor-affiliates are BVC Partners X, LLC (Case No. 13-07398) and BVC Partners XII, LLC (Case No. 13-07403). Jeffrey Ainsworth, Esq., at Law Office of Robert B. Branson, P.A., serves as the Debtors' counsel. C MAN LLC: Case Summary & 7 Largest Unsecured Creditors ------------------------------------------------------- Debtor: C Man LLC 919 North Sunset Ave. West Covina, CA 91790 Bankruptcy Case No.: 13-27167 Chapter 11 Petition Date: July 2, 2013 Court: United States Bankruptcy Court Central District Of California (Los Angeles) Judge: Sandra R. Klein Debtor's Counsel: Stephen R Wade, Esq. THE LAW OFFICES OF STEPHEN R WADE 350 W Fourth St. Claremont, CA 91711 Tel: (909) 985-6500 Fax: (909) 399-9900 E-mail: laurel@srwadelaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's seven largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/cacb13-27167.pdf The petition was signed by C. David Benfield, president. CABLEVISION SYSTEMS: Bank Debt Trades at 1% Off ----------------------------------------------- Participations in a syndicated loan under which Cablevision Systems Corp is a borrower traded in the secondary market at 98.60 cents-on-the-dollar during the week ended Friday, July 5, 2013 according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents a drop of 0.58 percentage points from the previous week, The Journal relates. Cablevision Systems Corp pays 250 basis points above LIBOR to borrow under the facility. The bank loan matures on April 9, 2020. The bank debt carries Moody's Baa3 rating and Standard & Poor's BBB- rating. The loan is one of the biggest gainers and losers among 255 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. Headquartered in Bethpage, New York, Cablevision Systems Corporation serves approximately 2.9 million video customers, 2.8 million high speed data customers, and 2.3 million voice customers in and around the New York metropolitan area. Cablevision is the direct parent of CSC Holdings, LLC (CSC), which also owns Newsday LLC, the publisher of Newsday and other niche publications. CASEY ANTHONY: Wins Partial Victory in Bankruptcy Court ------------------------------------------------------- Gillian Spear, writing for NBC News, reported that a Florida bankruptcy judge granted, in part, Casey Anthony's request to dismiss the charges filed against her by a nonprofit organization that aided in the search for her daughter. According to the report, the plaintiff, Texas EquuSearch, organizes search efforts for missing persons and claims that in 2008, it spent over $100,000 searching for Anthony's daughter, Caylee Marie Anthony, who was presumed missing at the time. In documents provided by the court, Texas EquuSearch stated that Anthony enlisted the organization's help in the search for her daughter even though she knew at the time the 2-year-old girl was dead, the report said. Caylee's body was later found discovered, at which point Anthony claimed her daughter had drowned in the family's swimming pool, the report related. Anthony was charged with Caylee's murder but was acquitted in a high-profile trial in 2011, the report recalled. She was convicted of four misdemeanors, two of which were reversed on appeal, for lying to law enforcement. 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. CFS LOGISTICS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: CFS Logistics, Inc. 3410 Oak Lake Boulevard Charlotte, NC 28208 Bankruptcy Case No.: 13-31468 Chapter 11 Petition Date: July 2, 2013 Court: United States Bankruptcy Court Western District of North Carolina (Charlotte) Judge: J. Craig Whitley Debtor's Counsel: Richard S. Wright, Esq. MOON WRIGHT & HOUSTON, PLLC 227 W. Trade Street, Suite 1800 Charlotte, NC 28202 Tel: (704) 944-6564 Fax: (704) 944-0380 E-mail: rwright@mwhattorneys.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/ncwb13-31468.pdf The petition was signed by Cathy Fisher, president. CLAIRE'S STORES: Board OKs Employment Agreement with CFO -------------------------------------------------------- The Compensation Committee of Claire's Stores, Inc.'s Board of Directors approved an employment agreement with the Company's Global Executive Vice President and Chief Financial Officer, Per Brodin. The agreement sets forth in writing the terms of Mr. Brodin's employment arrangement that were agreed to at the time of his hire in February 2008, as those terms have been modified over time. The Employment Agreement contains the following terms: a base salary of $555,000; a bonus opportunity of between 25 percent and 175 percent of base salary depending upon the level of achievement of performance goals; and eligibility to receive option grants as determined by the Company's Compensation Committee. Mr. Brodin is entitled to expense reimbursement and other customary employee benefits. Mr. Brodin has agreed not to engage in competitive and similar activities or solicit customers or clients until the later of one year following his termination of employment or the end of the period during which he is entitled to severance pay, and his agreement provides for customary protection of confidential information and intellectual property. Mr. Brodin's employment will be for one year (terminating on June 30, 2014) and automatic renewal for successive one-year periods unless either Mr. Brodin or the Company provides notice of non-renewal. A copy of the Employment Agreement is available for free at: http://is.gd/1B13wJ About Claire's Stores Claire's Stores, Inc. -- http://www.clairestores.com/-- operates as a specialty retailer of fashion accessories and jewelry for preteens and teenagers, as well as for young adults in North America and internationally. It offers jewelry products that comprise costume jewelry, earrings, and ear piercing services; and accessories, including fashion accessories, hair ornaments, handbags, and novelty items. Based in Pembroke Pines, Florida, Claire's Stores operates under two brands: Claire's(R), which operates worldwide and Icing(R), which operates only in North America. As of Jan. 31, 2009, Claire's Stores, Inc., operated 2,969 stores in North America and Europe. Claire's Stores also operates through its subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint venture with AEON, Co., Ltd. The Company also franchises 198 stores in the Middle East, Turkey, Russia, South Africa, Poland and Guatemala. Claire's Stores disclosed net income of $1.28 million on $1.55 billion of net sales for the fiscal year ended Feb. 2, 2013, as compared with net income of $11.63 million on $1.49 billion of net sales for the fiscal year ended Jan. 28, 2012. As of May 4, 2013, the Company had $2.87 billion in total assets, $2.92 billion in total liabilities and $47.85 million stockholders' deficit. Bankruptcy Warning The Company said the following statement in its annual report for the fiscal year ended Feb. 2, 2013. "If we are unable to generate sufficient cash flow and are otherwise unable to obtain funds necessary to meet required payments of principal, premium, if any, and interest on our indebtedness, or if we otherwise fail to comply with the various covenants, including financial and operating covenants in the instruments governing our indebtedness, we could be in default under the terms of the agreements governing such indebtedness. In the event of such default: * the holders of such indebtedness may be able to cause all of our available cash flow to be used to pay such indebtedness and, in any event, could elect to declare all the funds borrowed thereunder to be due and payable, together with accrued and unpaid interest; * the lenders under our Credit Facility could elect to terminate their commitments thereunder, cease making further loans and institute foreclosure proceedings against our assets; and * we could be forced into bankruptcy or liquidation," according to the Company's annual report for the fiscal year ended Feb. 2, 2013. * * * As reported by the TCR on Oct. 1, 2012, Moody's Investors Service upgraded Claire's Stores, Inc.'s Corporate Family and Probability of Default ratings to Caa1 from Caa2. The upgrade of Claire's Corporate Family Rating to Caa1 reflects its ability to address its substantial term loan maturity in 2014 by refinancing it with a $625 million add-on to its existing senior secured first lien notes due 2019. Claire's Stores, Inc., carries a 'B-' corporate credit rating from Standard & Poor's Ratings Services. CLEAR CHANNEL: Bank Debt Trades at 9% Off ----------------------------------------- Participations in a syndicated loan under which Clear Channel Communications is a borrower traded in the secondary market at 91.30 cents-on-the-dollar during the week ended Friday, July 5, 2013 according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents an increase of 1.90 percentage points from the previous week, The Journal relates. Clear Channel Communications pays 365 basis points above LIBOR to borrow under the facility. The bank loan matures on Jan. 30, 2016. The bank debt carries Moody's Caa1 rating and Standard & Poor's CCC+ rating. The loan is one of the biggest gainers and losers among 255 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Clear Channel Communications San Antonio, Texas-based Clear Channel Communications, Inc., an indirect subsidiary of CC Media Holdings, Inc. (OTCBB: CCMO), is one of the leading global media and entertainment companies specializing in radio, digital, outdoor, mobile, live events, and on-demand entertainment and information services for local communities and providing premier opportunities for advertisers. CC Media Holdings Inc. -- http://www.ccmediaholdings.com/-- is a global media and entertainment company. Its businesses include radio and outdoor displays. Clear Channel's balance sheet at March 31, 2013, showed $15.51 billion in total assets, $23.72 billion in total liabilities and a $8.20 billion total shareholders' deficit. * * * In May 2013, Moody's Investors Service said that Clear Channel's upsize of the term loan D to $4 billion from $1.5 billion will not impact the Caa1 facility rating assigned. Clear Channel's Corporate Family Rating is unchanged at Caa2. The outlook remains stable. In May, Standard & Poor's Ratings Services also announced that its issue-level rating on San Antonio, Texas-based Clear Channel's senior secured term loan remains unchanged at 'CCC+' following the company's upsize of the loan to $4 billion from $1.5 billion. The rating on parent company CC Media Holdings remains at 'CCC+' with a negative outlook, which reflects the risks surrounding the long- term viability of the company's capital structure. COATES INTERNATIONAL: To Spin-Off Manufacturing Operations ---------------------------------------------------------- Coates International, Ltd.'s Board of Directors authorized the Company's officers to undertake the necessary steps to engage in an intended spin-off transaction of its manufacturing operations, including rights to its intellectual property, to Coates Hi-Tech Engines, Ltd., a privately-held Delaware corporation. Coates Hi- Tech is controlled by the Company's Chief Executive Officer, George J. Coates. On July 2, 2013, the Company's majority shareholder approved the spin-off transaction subject to the Company's filing with the Securities and Exchange Commission of an Information Statement on Schedule 14C. The Schedule 14C will provide detailed information regarding the spin-off transaction. It is anticipated that the spin-off transaction would be structured as a tax-free pro rata distribution to all shareholders of the Company receiving common stock in Coates Hi-Tech. The spin-off is expected to be completed in 2013. About Coates International Based in Wall Township, N.J., Coates International, Ltd. (OTC BB: COTE) -- http://www.coatesengine.com/-- was incorporated on August 31, 1988, for the purpose of researching, patenting and manufacturing technology associated with a spherical rotary valve system for internal combustion engines. This technology was developed over a period of 15 years by Mr. George J. Coates, who is the President and Chairman of the Board of the Company. The Coates Spherical Rotary Valve System (CSRV) represents a revolutionary departure from the conventional poppet valve. It changes the means of delivering the air and fuel mixture to the firing chamber of an internal combustion engine and of expelling the exhaust produced when the mixture ignites. Coates International disclosed a net loss of $4.53 million on $0 of sales for the year ended Dec. 31, 2012, as compared with a net loss of $2.99 million on $125,000 of sales for the year ended Dec. 31, 2011. The Company's balance sheet at March 31, 2013, showed $2.42 million in total assets, $4.92 million in total liabilities and a $2.50 million total stockholdes' deficiency. Cowan, Gunteski & Co., P.A., in Tinton Falls, New Jersey, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012, citing negative cash flows from operations, recurring losses from operations, and a stockholders' deficiency that raise substantial doubt about the Company's ability to continue as a going concern. CRYOPORT INC: Inks Employment Agreement with President and CEO -------------------------------------------------------------- Cryoport, Inc., entered into an employment agreement with Jerrell W. Shelton with respect to his employment as President and Chief Executive Officer. The Agreement is effective through May 14, 2017. The Agreement provides an initial annual base salary of $300,000 during the term. In addition, on the date of the Agreement, Mr. Shelton was awarded options giving him the right to acquire an aggregate of 3,902,507 shares of the Company's common stock at an exercise price equal to the closing price of the Company's common stock on the date of the Agreement, or $0.27 per share, and was granted outside of the Company's incentive plans. The option vests immediately with respect to 162,604 shares and the remaining right to purchase the remaining shares vests in equal monthly installments on the fifth of each month for forty six months beginning on July 5, 2013, and ending on May 5, 2017. Provided that such vesting will be accelerated on the date that the Company files a Form 10-Q or Form 10-K indicating an income from operations for the Company in two consecutive fiscal quarters and immediately in the event of a change of control of the Company. Options expire at the earlier of (a) 10 years from the date of the Agreement, and (b) 24 months from the date of the resignation or removal of the Mr. Shelton as Chief Executive Officer of the Company. A copy of the Employment Agreement is available for free at: http://is.gd/C5PLgv On June 28, 2013, the Compensation Committee of the Board of Directors of the Company approved option grants to two officers of the Company, Robert Stefanovich, Chief Financial Officer and Steve Leatherman, Chief Commercial Officer to purchase 839,016 and 807,054, respectively, of the Company's common stock at an exercise price equal to the closing price of the Company's common stock, or $0.27 per share. The options were granted outside of the Company's incentive plans and vest ratably on a monthly basis over four years, provided that such vesting would be accelerated on the day the Company files a form 10-Q or 10-K indicating an income from operations for the Company in two consecutive fiscal quarters and immediately in the event of a change of control of the Company. About Cryoport Lake Forest, Calif.-based CryoPort, Inc. (OTC BB: CYRX) provides comprehensive solutions for frozen cold chain logistics, primarily in the life science industries. Its solutions afford new and reliable alternatives to currently existing products and services utilized for bio-pharmaceuticals and biologics, including in-vitro fertilization, cell lines, vaccines, tissue and other commodities requiring a reliable frozen solution. Cryoport incurred a net loss of $6.38 million for the year ended March 31, 2013, as compared with a net loss of $7.83 million for the year ended March 31, 2012. As of March 31, 2013, the Company had $1.75 million in total assets, $3.81 million in total liabilities and a $2.06 million total stockholders' deficit. KMJ Corbin & Company LLP, in Costa Mesa, California, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2013. The independent auditors noted that the Company has incurred recurring operating losses and has had negative cash flows from operations since inception. Although the Company has cash and cash equivalents of $563,104 at March 31, 2013, management has estimated that cash on hand, which include proceeds from convertible bridge notes received in the fourth quarter of fiscal 2013, will only be sufficient to allow the Company to continue its operations into the second quarter of fiscal 2014. These matters raise substantial doubt about the Company's ability to continue as a going concern. DETROIT MASONIC: Theatre Operator Files for Chapter 11 ------------------------------------------------------ Detroit Masonic Temple Theatre Company, aka Detroit Masonic Temple Theatre, Inc., filed a Chapter 11 petition (Bankr. E.D. Mich. Case No. 13-52914) on June 30, 2013. The Debtor is represented by Michael E. Baum, Esq., at Schafer and Weiner, PLLC. The Wall Street Journal's Stephanie Gleason, citing a report by the Detroit Free Press, reported that the Detroit Masonic Temple, the largest Masonic temple in the world with more than 1,000 rooms, nearly had its power turned off last August. Although it's unclear whether the bill was ever paid, it managed to negotiate a way to keep the lights on. Then in April, the property was set to go into foreclosure over $152,000 in taxes it owed when Jack White of The White Stripes stepped to pay the bill, the WSJ report said. Mr. White, a Detroit native, has a long history with the temple, where his mother worked as an usher. Now, the venue's operator, Detroit Masonic Temple Theatre Co., is in Chapter 11, the report added. It's not completely clear what the filing means for the operator and the venue, though Chapter 11 filing usually indicates a company's intent to reorganize and is often prompted by a need to halt pending litigation. This filing appears to have been spurred by a dispute with a live- event company, the report related. The Detroit Masonic Temple Theatre Co. is asking the U.S. Bankruptcy Court in Detroit to move a lawsuit brought against it by Planet Stage to the bankruptcy court. Planet Stage sued the Temple operator in January to get $81,227.25 that Planet Stage says it's owed for a show that it put on at the venue. On Nov. 23, 2012, R&B artists Brian McKnight, Avant, Dave Hollister and Mint Condition performed at the venue, the report further related. The deal Planet Stage says it negotiated gave the theatre operator $10,000 plus $2 per ticket. Planet Stage said it was to receive the balance of the ticket sales by Dec. 10, 2012, but was never paid. Lawyers and representatives for Detroit Masonic Temple Theatre Co., Masonic Temple Association of Detroit, Detroit Masonic Temple couldn't be reached for comment Tuesday, according to WSJ. Detroit Masonic Temple Theatre Co. denied in court documents that it owes money to Planet Stage, which couldn't be reached for comment. Detroit Masonic Temple Theatre Co. took over operations of the venue in 2010 after Olympia Entertainment didn't renew its contract with the Detroit Masonic Temple, which is owned by the Masonic Temple Association of Detroit, the report said. The Masonic Temple Association of Detroit, which owns the property, ended its agreement with Detroit Masonic Temple Theatre Co. in November and is also suing the company, according to a representative from the association, WSJ further related. Bankruptcy Filing Clarified 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." Contact: Bradley Dizik http://www.tiberianadvisers.com/?page_id=899 Tel: 248-321-4905 DIGERATI TECHNOLOGIES: Files Schedules of Assets and Liabilities ----------------------------------------------------------------- Digerati Technologies Inc. filed with the U.S. Bankruptcy Court for the Southern District of Texas its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $60,000,003 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $60,000,000 E. Creditors Holding Unsecured Priority Claims $346,529 F. Creditors Holding Unsecured Non-priority Claims $1,904,482 ----------- ----------- TOTAL $60,000,003 $62,251,011 A copy of the schedules is available for free at http://bankrupt.com/misc/DIGERATI_TECHNOLOGIES_sal.pdf About Digerati Technologies Digerati Technologies, Inc., filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 13-33264) in Houston, on May 30, 2013. Digerati Technologies, Inc. -- http://www.digerati-inc.com-- is a provider of cloud communication services. The Stafford, Texas- based company said its principal assets are subsidiaries with operations in Fairview, Montana; Williams County, North Dakota; and San Antonio, Texas. The Debtor disclosed $60 million in assets and $62.5 million in liabilities as of May 29, 2013. Bankruptcy Judge Jeff Bohm oversees the case. Digerati is represented by Edward L. Rothberg, Esq., at Hoover Slovacek, LLP, in Houston. EAGLE RECYCLING SYSTEMS: Files Schedules of Assets and Liabilities ------------------------------------------------------------------ Eagle Recycling Systems Inc. filed with the U.S. Bankruptcy Court for the District of New Jersey its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $6,000,000 B. Personal Property $1,683,092 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $6,484,300 E. Creditors Holding Unsecured Priority Claims $197,614 F. Creditors Holding Unsecured Non-priority Claims $6,473,183 ----------- ----------- TOTAL $7,683,092 13,155,098 A copy of the schedules is available for free at http://bankrupt.com/misc/EAGLE_RECYCLING_sal.pdf About Eagle Recycling Systems Eagle Recycling Systems and affiliate Lieze Associates Inc. sought Chapter 11 bankruptcy protection (Bankr. D.N.J. Case Nos. 13-18412 and 13-18413) on April 19, 2013, in Newark, New Jersey. Judge Rosemary Gambardella oversees the case. The Debtors have tapped CohnReznick LLP as financial advisors; and Vincent F. Papalia, Esq., at Saiber, LLC as counsel. The petition was signed by Jeffrey Marangi, authorized agent. EDISON MISSION: Board Adopts Revised Ethics and Compliance Code --------------------------------------------------------------- The Board of Directors of Edison Mission Energy and the Board of Managers of Midwest Generation, LLC, adopted a revised Ethics and Compliance Code that amended, restated, and replaced the prior Ethics and Compliance Code applicable to EME and Midwest Generation. The revisions reflect the adoption of a Code of Ethics separate from that of Edison International, clarify the application of affiliate rules, and include technical, administrative or other non-substantive changes. The amendment of the Code of Ethics did not relate to or result in any waiver, explicit or implicit, of any provision of the previous Ethics and Compliance Code. The Code of Ethics has been posted on the "About Us" page of EME's Web site, at www.edisonmissionenergy.com/about.asp. About Edison Mission Santa Ana, California-based Edison Mission Energy is a holding company whose subsidiaries and affiliates are engaged in the business of developing, acquiring, owning or leasing, operating and selling energy and capacity from independent power production facilities. EME also engages in hedging and energy trading activities in power markets through its subsidiary Edison Mission Marketing & Trading, Inc. EME was formed in 1986 and is an indirect subsidiary of Edison International. Edison International also owns Southern California Edison Company, one of the largest electric utilities in the United States. EME and its affiliates sought Chapter 11 protection (Bankr. N.D. Ill. Lead Case No. 12-49219) on Dec. 17, 2012. EME has reached an agreement with the holders of a majority of EME's $3.7 billion of outstanding public indebtedness and its parent company, Edison International EIX, that, pursuant to a plan of reorganization and pending court approval, would transition Edison International's equity interest to EME's creditors, retire existing public debt and enhance EME's access to liquidity. The Company's balance sheet at Sept. 30, 2012, showed $8.17 billion in total assets, $6.68 billion in total liabilities and $1.48 billion in total equity. In its schedules, Edison Mission Energy disclosed total assets of assets of $5,721,559,170 and total liabilities of $6,202,215,094 as of the Petition Date. Kirkland & Ellis LLP is serving as legal counsel to EME, Perella Weinberg Partners, LP is acting as financial advisor and McKinsey Recovery & Transformation Services U.S., LLC is acting as restructuring advisor. GCG, Inc., is the claims and notice agent. An official committee of unsecured creditors has been appointed in the case and is represented by the law firms Akin Gump and Perkins Coie. The Committee also has tapped Blackstone Advisory Partners as investment banker and FTI Consulting as financial advisor. EME said it doesn't plan to emerge from Chapter 11 until December 2014 to receive benefits from a tax-sharing agreement with parent Edison International Inc. ELBIT IMAGING: Tel Aviv Court Suspends Liquidation Request ---------------------------------------------------------- The Tel Aviv District Court has suspended the liquidation request of the trustees of Elbit Imaging Ltd.'s Series B Notes. In addition, the Court ordered that meetings of the Company's unsecured financial creditors for the approval of proposed restructuring of the Company's Unsecured Financial Debt pursuant to a plan of arrangement under Section 350 of the Israeli Companies Law, 5759-1999, be convened by July 18, 2013, with the preliminary meetings being held by July 16, 2013. According to the Court's ruling, at the meetings, the creditors will be asked to vote upon the adjusted plan of arrangement announced by the Company on May 9, 2013. In addition, the Court ruled that in principle, it sees no harm, if while voting for or against the Arrangement, the creditors will be able to vote upon the principles of a proposal prepared by some of the representatives of the Company's outstanding Series C, D, E, F and 1 notes, which was filed with the Court. Nevertheless, the Court clearly indicated that if the Arrangement is approved by the requisite majority of creditors pursuant to Section 350, then the approval of the Representatives' Proposal, even by a higher majority of creditors, would not prevent the approval of the Arrangement by the Court. However, in the event that there will be a doubt whether the Arrangement was duly approved and the Representatives' Proposal is supported by the requisite majority of creditors, then even if the creditors may not force the Company to go back to its formal proposal, the Representatives' Proposal may serve as an indication for an acceptable alternative arrangement, and in that case the Company will have to reconsider whether to pursue that solution or take the risk that a failure to agree on the alternative arrangement might lead to liquidation. 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." EXCEL MARITIME: Chapter 11 Plan, Declaration Filed -------------------------------------------------- In connection with the filing of a voluntary Chapter 11 petitions for relief in the United States Bankruptcy Court for the Southern District of New York, Pavlos Kanellopoulos, the Chief Financial Officer of Excel Maritime Carriers Ltd. has submitted a declaration to the Court in support of the Debtors' Chapter 11 petitions and first day pleadings. The declaration is available for free at http://is.gd/xKQjJp BankruptcyData reported that Excel Maritime Carriers filed with the U.S. Bankruptcy Court a Joint Pre-Negotiated Chapter 11 Plan of Reorganization. A related Disclosure Statement was not docketed; however, the Plan does contain a restructuring support agreement and term sheet, the report noted. The term sheet explains that obligations to be restructured under the Plan will include the following: (i) approximately $771.1 million outstanding aggregate principal amount under the senior secured credit facility; (ii) approximately $54.6 million outstanding aggregate principal amount under the secured loan facility agreement; (iii) approximately $150.0 million outstanding aggregate principal amount under the indenture pertaining to Excel's 1.875% Convertible Senior Notes due October 15, 2027; (iv) Excel's liability under the settlement agreement among Excel, Bird, certain subsidiaries of Bird and Norwegian counterparties Iron Man AS, Coal Glory and Linda Leah; (v) the ISDA master agreement between Eurobank EFG Private Bank Luxembourg and Excel with an estimated mark-to-market liability amount of $2.3 million; (vi) ISDA master agreement between Nomura International and Excel with an estimated mark-to-market liability amount of $1.4 million; and (vii) ISDA master agreement between Marfin Popular Bank Public Co., Greek Branch, and Excel with an estimated mark-to market liability amount of $4.1 million. The term sheet further explains, "On the Effective Date of the Plan, the Company shall receive $30 million cash in total funding from two sources. Holdco shall contribute $10 million cash from the proceeds of the Note...and $20 million shall be released to the Company in connection with the Escrow Dispute Resolution." 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. Excel Maritime, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 13-bk- 23060) on July 1, 2013, in New York after signing an agreement where secured lenders owed $771 million support a reorganization plan filed alongside the petition. Excel, which sought bankruptcy with a number of affiliates, has tapped Skadden, Arps, Slate, Meagher & Flom LLP, as counsel; Miller Buckfire & Co. LLC, as investment banker; and Global Maritime Partners Inc., as financial advisor. FAIRFIELD SENTRY: Trustee Loses Bid To Undo $230MM Claim Sale ------------------------------------------------------------- Richard Vanderford of BankruptcyLaw360 reported that a New York federal judge refused to allow the trustee for Fairfield Sentry Ltd., a Bernard L. Madoff feeder fund, to undo the sale of a $230 million claim in the Madoff liquidation, rejecting his appeal. According to the report, U.S. District Judge Alvin Hellerstein said he would not allow Fairfield trustee Kenneth Krys to back away from a deal in which it sold its claim against Madoff to Farnum Place LLC, an entity owned by hedge fund The Baupost Group. About Fairfield Sentry Fairfield Sentry is being liquidated under the supervision of the Commercial Division of the High Court of Justice in the British Virgin Islands. It is one of the funds owned by the Fairfield Greenwich Group, an investment firm founded in 1983 in New York City. Fairfield Sentry and other Greenwich funds had among the largest exposures to the Bernard L. Madoff fraud. Fairfield Sentry Limited filed for Chapter 15 protection (Bankr. S.D.N.Y. Case No. 10-13164) on June 14, 2010. Greenwich Sentry, L.P., and an affiliate filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 10-16229) on Nov. 19, 2010, hoping to settle lawsuits filed against it in connection with its investments with Bernard L. Madoff. On May 18, 2009, Irving H. Picard, the trustee liquidating the estate of Mr. Madoff and his firm, Bernard L. Madoff Investment Securities, LLC, filed a lawsuit against Fairfield Sentry and Greenwich, seeking the return of US$3.55 billion that Fairfield withdrew from Madoff during the period from 2002 to Mr. Madoff's arrest in December 2008. Since 1995, the Fairfield funds invested about US$4.5 billion with BLMIS. Mr. Picard claims that Fairfield knew or should have known about the fraud give that it received from BLMIS unrealistically high and consistent annual returns of between 10% and 21% in contrast to the vastly larger fluctuations in the S&P 100 Index. About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The case is before Hon. Burton Lifland. The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.). Mr. Picard has made three distributions, paying more than half of smaller claims in full and satisfying just over 50 percent of larger customer claims totaling more than $17 billion. FAIRPOINT COMMUNICATIONS: Bank Debt Trades at 2% Off ---------------------------------------------------- Participations in a syndicated loan under which FairPoint Communications is a borrower traded in the secondary market at 97.70 cents-on-the-dollar during the week ended Friday, July 5, 2013 according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents an increase of 0.63 percentage points from the previous week, The Journal relates. FairPoint Communications pays 625 basis points above LIBOR to borrow under the facility. The bank loan matures on Feb. 14, 2019. The bank debt carries Moody's B2 rating and Standard & Poor's B rating. The loan is one of the biggest gainers and losers among 255 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About FairPoint Communications FairPoint Communications, Inc. (NYSE: FRP) -- http://www.fairpoint.com/-- owns and operates local exchange companies in 18 states offering advanced communications with a personal touch, including local and long distance voice, data, Internet, television and broadband services. FairPoint is traded on the New York Stock Exchange under the symbols FRP and FRP.BC. FairPoint and its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 09-16335) on Oct. 26, 2009. Rothschild Inc. served as financial advisor for the Company; AlixPartners, LLP, acted as the restructuring advisor; and Paul, Hastings, Janofsky & Walker LLP served as the Company's counsel. BMC Group served as the claims and notice agent. As of June 30, 2009, FairPoint reported $3.24 billion in total assets, $321.41 million in total current liabilities, $2.91 billion in total long-term liabilities, and $1.23 million in stockholders' equity. Andrews Kurth served as counsel to the Official Committee of Unsecured Creditors. Altman Vilandrie acted as the operational consultant to the Creditors' Committee. Verrill Dana was the Creditors' Committee's special regulatory counsel. Jeffries served as the Creditors' Committee's financial advisor. FairPoint on Jan. 24, 2011, emerged from Chapter 11, reducing its outstanding debt by roughly 64%, from roughly $2.8 billion -- including interest rate swap liabilities and accrued interest -- to roughly $1.0 billion. FLORIDA GAMING: Centers Appraised Value at $76.7MM as of May 31 --------------------------------------------------------------- Florida Gaming Centers, Inc., the wholly owned subsidiary of Florida Gaming Corporation, on June 27, 2013, received a valuation report from Jefferies LLC. As previously reported, Jefferies was engaged to determine the "Net Company Value" and the "Appraised Value" of Centers in the manner and in accordance with the terms set forth in Section 8 of the Warrant Agreement dated as of April 25, 2011, among Centers, the Company and certain warrant holders named in the Warrant Agreement. The Net Company Value and Appraised Value were required to determine the repurchase price for the warrants issued pursuant to the Warrant Agreement. The Company's repurchase of the warrants is a condition to closing the sale of Centers to Silvermark LLC pursuant to the Stock Purchase Agreement among the Company, Centers and Silvermark dated as of Nov. 25, 2012. As defined in the Warrant Agreement, when calculated in accordance with the sale of Centers, "Net Company Value" means the greater of (i) the net proceeds resulting from the transaction and (ii) the "Appraised Value." "Appraised Value" means the equity value of Centers that would be realized in a transaction between a willing seller and a willing buyer, neither of which is acting under compulsion and assuming each has full access to relevant information. The warrant repurchase price is determined by multiplying the "Base Percentage" by the Net Company Value. The current Base Percentage is 35 percent. The Report indicated an Appraised Value, as defined, of $76.7 million as of May 31, 2013. Because this Appraised Value is greater than the net proceeds that the Company would receive from the Silvermark transaction, the Appraised Value would be the Net Company Value used for determining the warrant repurchase price. Multiplying the Net Company Value by the current Base Percentage would result in a warrant repurchase price of $26.845 million. Because the warrant repurchase price exceeds the proceeds the Company expects to receive from the Stock Purchase Agreement, the Company is evaluating its options. On June 28, 2013, Silvermark notified the Company and Centers that it had exercised its right to extend the expiration time under the Stock Purchase Agreement until 11:59 P.M., E.T on July 31, 2013. As previously disclosed, under the Third Amendment to Stock Purchase Agreement entered into by the parties as of May 8, 2013, if the transactions contemplated by the Stock Purchase Agreement had not been consummated on or before May 31, 2013, then Silvermark has the option to extend the expiration time, from time to time, to no later than 11:59 P.M., E.T. on Aug. 30, 2013. upon written notice to the Company. About Florida Gaming Florida Gaming Corporation operates live Jai Alai games at frontons in Ft. Pierce, and Miami, Florida through its Florida Gaming Centers, Inc. subsidiary. The Company also conducts intertrack wagering (ITW) on jai alai, horse racing and dog racing from its facilities. Poker is played at the Miami and Ft. Pierce Jai-Alai, and dominoes are played at the Miami Jai-Alai. In addition, the Company operates Tara Club Estates, Inc., a residential real estate development located near Atlanta in Walton County, Georgia. Approximately 46.2% of the Company's common stock is controlled by the Company's Chairman and CEO either directly or beneficially through his ownership of Freedom Holding, Inc. The Company is based in Miami, Florida. Florida Gaming disclosed a net loss of $22.69 million in 2012, as compared with a net loss of $21.76 million in 2011. Morrison, Brown, Argiz & Farra, LLC, in Miami, Florida, 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 experienced recurring losses from operations, cash flow deficiencies, and is in default of certain credit facilities, all of which raise substantial doubt about its ability to continue as a going concern. The Company's balance sheet at March 31, 2013, showed $74.61 million in total assets, $126.27 million in total liabilities and a $51.65 million total stockholders' deficit. GELTECH SOLUTIONS: Authorized Shares Under Plan Hiked to 15MM ------------------------------------------------------------- The Board of Directors of GelTech Solutions, Inc., amended its 2007 Equity Incentive Plan by increasing the authorized shares under the Plan from 4.5 million to 15 million. Additionally, the automatic annual grants to non-employee directors under the Plan were increased from (i) 50,000 to 100,000 options for service as a director, (ii) 10,000 to 20,000 options for service as a Chairman of a Board Committee, and (iii) 5,000 to 10,000 options for service as a Committee member. Also on June 27, 2013, Messrs. Michael Cordani, the Company's chief executive officer, Michael Hull, the Company's chief financial officer and Peter Cordani, the Company's chief technology officer, were each granted 125,000 options exercisable at $1.10 per share. The options vest in three equal annual increments with the first vesting date being June 27, 2014, subject to continued employment on each applicable vesting date. About GelTech Jupiter, Fla.-based GelTech Solutions. Inc., is a Delaware corporation organized in 2006. The Company markets four products: (1) FireIce(R), a water soluble fire retardant used to protect firefighters, structures and wildlands; (2) Soil2O(R) 'Dust Control', its new application which is used for dust mitigation in the aggregate, road construction, mining, as well as, other industries that deal with daily dust control issues; (3) Soil2O(R), a product which reduces the use of water and is primarily marketed to golf courses, commercial landscapers and the agriculture market; and (4) FireIce(R) Home Defense Unit, a system for applying FireIce(R) to structures to protect them from wildfires. "As of December 31, 2012, the Company had a working capital deficit, an accumulated deficit and stockholders' deficit of $1,339,923, $26,011,370 and $2,655,057, respectively, and incurred losses from operations of $3,211,484 for the six months ended December 31, 2012 and used cash from operations of $1,994,491 during the six months ended December 31, 2012. In addition, the Company has not yet generated revenue sufficient to support ongoing operations. These factors raise substantial doubt regarding the Company's ability to continue as a going concern." For the nine months ended March 31, 2013, the Company incurred a net loss of $4.06 million on $206,880 of sales, as compared with a net loss of $4.04 million on $304,361 of sales for the same period a year ago. The Company's balance sheet at March 31, 2013, showed $1.47 million in total assets, $3.31 million in total liabilities and a $1.83 million total stockholders' deficit. GELTECH SOLUTIONS: Authorized Shares Under Plan Hiked to 15MM ------------------------------------------------------------- The Board of Directors of GelTech Solutions, Inc., amended its 2007 Equity Incentive Plan by increasing the authorized shares under the Plan from 4.5 million to 15 million. Additionally, the automatic annual grants to non-employee directors under the Plan were increased from (i) 50,000 to 100,000 options for service as a director, (ii) 10,000 to 20,000 options for service as a Chairman of a Board Committee, and (iii) 5,000 to 10,000 options for service as a Committee member. Also on June 27, 2013, Messrs. Michael Cordani, the Company's chief executive officer, Michael Hull, the Company's chief financial officer and Peter Cordani, the Company's chief technology officer, were each granted 125,000 options exercisable at $1.10 per share. The options vest in three equal annual increments with the first vesting date being June 27, 2014, subject to continued employment on each applicable vesting date. About GelTech Jupiter, Fla.-based GelTech Solutions. Inc., is a Delaware corporation organized in 2006. The Company markets four products: (1) FireIce(R), a water soluble fire retardant used to protect firefighters, structures and wildlands; (2) Soil2O(R) 'Dust Control', its new application which is used for dust mitigation in the aggregate, road construction, mining, as well as, other industries that deal with daily dust control issues; (3) Soil2O(R), a product which reduces the use of water and is primarily marketed to golf courses, commercial landscapers and the agriculture market; and (4) FireIce(R) Home Defense Unit, a system for applying FireIce(R) to structures to protect them from wildfires. "As of December 31, 2012, the Company had a working capital deficit, an accumulated deficit and stockholders' deficit of $1,339,923, $26,011,370 and $2,655,057, respectively, and incurred losses from operations of $3,211,484 for the six months ended December 31, 2012 and used cash from operations of $1,994,491 during the six months ended December 31, 2012. In addition, the Company has not yet generated revenue sufficient to support ongoing operations. These factors raise substantial doubt regarding the Company's ability to continue as a going concern." For the nine months ended March 31, 2013, the Company incurred a net loss of $4.06 million on $206,880 of sales, as compared with a net loss of $4.04 million on $304,361 of sales for the same period a year ago. The Company's balance sheet at March 31, 2013, showed $1.47 million in total assets, $3.31 million in total liabilities and a $1.83 million total stockholders' deficit. GETTY IMAGES: Bank Debt Trades at 1% Off ---------------------------------------- Participations in a syndicated loan under which Getty Images Inc is a borrower traded in the secondary market at 98.90 cents-on- the-dollar during the week ended Friday, July 5, 2013 according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents a drop of 0.72 percentage points from the previous week, The Journal relates. Getty Images Inc pays 350 basis points above LIBOR to borrow under the facility. The bank loan matures on Oct. 14, 2019. The bank debt is not rated by Moody's and Standard & Poor's. The loan is one of the biggest gainers and losers among 255 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. Headquartered in Seattle, Wash., Getty Images is a leading creator and distributor of still imagery, video and multimedia products, as well as a recognized provider of other forms of premium digital content, including music. The company was founded in 1995 and provides stock images, music, video and other digital content through several web sites, most notably gettyimages.com, istockphoto.com, jupiterimages.com, and thinkstock.com. In October 2012, The Carlyle Group completed the acquisition of a controlling indirect interest in Getty Images in a transaction valued at approximately $3.3 billion (up from the $2.4 billion transaction value of the prior LBO in 2008). The Carlyle Group owns approximately 51% of the company with a trust representing certain Getty family members owning approximately 49%. Revenues totaled an estimated $907 million through the 12 months ended March 31, 2013. GH BROADCASTING: Involuntary Chapter 11 Case Summary ---------------------------------------------------- Alleged Debtor: GH Broadcasting, LLC 600 Leopard, Suite 1924 Corpus Christi, TX 78401 Bankruptcy Case No.: 13-20308 Involuntary Chapter 11 Petition Date: July 2, 2013 Court: U.S. Bankruptcy Court Southern District of Texas (Corpus Christi) Judge: Richard S. Schmidt Debtor's Counsel: Pro Se Petitioners' Counsel: Ronald A. Simank, Esq. SCHAUER & SIMANK 615 Upper N. Broadway, Suite 2000 Corpus Christi, TX 78401-0781 Tel: (361) 884-2800 Fax: (361) 884-2822 E-mail: rsimank@cctxlaw.com Creditors who signed the Chapter 11 petition: Petitioners Nature of Claim Claim Amount ----------- --------------- ------------ Robert Behar Guaranty $2,302,528 14450 Commerce Way Miami Lakes, FL 33016 Estrella Behar Guaranty $2,248,743 18911 Collins Avenue, 1807 Sunny Isles Beach, FL 33160 Pan Atlantic Bank & Trust, Ltd. Guaranty $974,162 Whitepark House White Park Road St. Michael 33016 Latin Capital Ventures, LLC Guaranty $759,722 14450 Commerce Way Miami Lakes, FL 33016 Joseph Kavana Promissory Note $512,644 19495 Biscayne Boulevard, Suite 705 Aventura, FL 33180 Leibowitz Family Broadcasting, LLC Guaranty $428,604 4400 Biscayne Boulevard Miami, FL 33137 Morris Bailey Promissory Note $336,160 150 Broadway New York, NY 10058 Jays Four, LLC Guaranty $235,312 445 Park Avenue, Suite 1502 New York, NY 10022 Jesselson Grandchildren 12/18/80 Guaranty $235,312 Trust 445 Park Avenue, Suite 1502 New York, NY 10022 Sawicki Family Ltd. Partnership Promissory Note $168,080 4036 Island Estates Drive Aventura, FL 33160 Saby Behar Rev Trust 2/15/99 amend Guaranty $147,070 1911 NE 118th Road N. Miami, FL 33181 Benjamin J. Jesselson 12/18/80 Guaranty $117,656 Trust 445 Park Avenue, Suite 1502 New York, NY 10022 Sumit Enterprises, LLC Promissory Note $107,571 14450 Commerce Way Miami Lakes, FL 33016 Pedro Dupouy Guaranty $70,594 815 NW 57th Avenue, 206 Miami, FL 33126 Shpilberg Mgmt Associates, LLC Promissory Note $58,828 20155 NE 38 Court, 901 Aventura, FL 33180 Leon Perez Promissory Note $53,786 20201 E. County Drive, 607 Aventura, FL 33180 Jose Rodriguez Promissory Note $23,786 1020 Nautica Drive Weston, FL 33327 HEAT FACTORY: Case Summary & 11 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: The Heat Factory USA Inc. 1958 Kellogg Ave. Carlsbad, CA 92008 Bankruptcy Case No.: 13-06875 Chapter 11 Petition Date: June 2, 2013 Court: United States Bankruptcy Court Southern District of California (San Diego) Judge: Laura S. Taylor Debtor's Counsel: Andrew H. Griffin, III, Esq. LAW OFFICES OF ANDREW H. GRIFFIN, III 275 East Douglas Avenue, Suite 112 El Cajon, CA 92020 Tel: (619) 440-5000 Fax: (619) 440-5991 E-mail: Griffinlaw@mac.com Scheduled Assets: $375,755 Scheduled Liabilities: $4,574,300 A list of the Company's 11 largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/casb13-6875.pdf The petition was signed by David Treptow, president. Affiliate that filed a separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- The Heat Factory, Inc. 13-06076 06/12/13 INEOS GROUP: Bank Debt Trades at 2% Off --------------------------------------- Participations in a syndicated loan under which Ineos Group Plc is a borrower traded in the secondary market at 98.23 cents-on-the- dollar during the week ended Friday, July 5, 2013 according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents a drop of 0.61 percentage points from the previous week, The Journal relates. Ineos Group Plc pays 300 basis points above LIBOR to borrow under the facility. The bank loan matures on April 23, 2018. The bank debt carries Moody's B1 rating and Standard & Poor's BB-rating. The loan is one of the biggest gainers and losers among 255 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. Ineos Group Holdings plc is a diversified and integrated chemicals group headquartered in Southampton, the United Kingdom. Ineos reported 2007 Revenues of EUR 27.5 billion and EBIT of EUR1.2 billion. INTELLIPHARMACEUTICS INT'L: Incurs $1.8 Million Net Loss in Q2 -------------------------------------------------------------- Intellipharmaceutics International Inc. reported a loss of $1.78 million on $0 of revenue for the three months ended May 31, 2013, as compared with a loss of $1.35 million on $0 of revenue for the same period a year ago. For the six months ended May 31, 2013, the Company reported a loss of $3.12 million on $0 of revenue, as compared with a loss of $3.29 million on $107,091 of revenue for the same period during the prior year. As of May 31, 2013, the Company had $3.61 million in total assets, $5.38 million in total liabilities and a $1.77 million shareholders' deficiency. A copy of the press release is available for free at: http://is.gd/if9lyd About Intellipharmaceutics International Intellipharmaceutics International Inc. is a pharmaceutical company specializing in the research, development and manufacture of novel and generic controlled-release and targeted-release oral solid dosage drugs. Deloitte LLP, in Toronto, Canada, expressed substantial doubt about Intellipharmaceutics' ability to continue as a going concern following the annual results for the period ended Nov. 30, 2012, citing the Company's recurring losses from operations and accumulated deficit. The Company reported a net loss of US$6.14 million on US$107,091 of research and development revenue for fiscal 2012, compared with a net loss of US$4.88 million on US$501,814 of research and development revenue for fiscal 2011. K-V PHARMACEUTICAL: Bankruptcy Filing Delays 2013 Form 10-K ----------------------------------------------------------- K-V Pharmaceutical Company notified the U.S. Securities and Exchange Commission that it will be delayed in the filing of its annual report on Form 10-K for the fiscal year ended March 31, 2013. The delay was due to extensive effort and expense required to restructure the Company's financial obligations under the protection of the Bankruptcy Court, meet the reporting requirements of the Bankruptcy Court and the Bankruptcy Code and to other parties to the bankruptcy and the realignment of personnel and responsibilities due to significant staff reductions. About K-V Pharmaceutical K-V Pharmaceutical Company (NYSE: KVa/KVb) -- http://www.kvpharmaceutical.com/-- is a fully integrated specialty pharmaceutical company that develops, manufactures, markets, and acquires technology-distinguished branded and generic/non-branded prescription pharmaceutical products. The Company markets its technology distinguished products through ETHEX Corporation, a subsidiary that competes with branded products, and Ther-Rx Corporation, the company's branded drug subsidiary. K-V Pharmaceutical Company and certain domestic subsidiaries on Aug. 4, 2012, filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 12-13346, under K-V Discovery Solutions Inc.) to restructure their financial obligations. K-V employed Willkie Farr & Gallagher LLP as bankruptcy counsel, Williams & Connolly LLP as special litigation counsel, and SNR Denton as special litigation counsel. In addition, K-V tapped Jefferies & Co., Inc., as financial advisor and investment banker. Epiq Bankruptcy Solutions LLC is the claims and notice agent. The U.S. Trustee appointed five members to serve in the Official Committee of Unsecured Creditors. Kristopher M. Hansen, Esq., Erez E. Gilad, Esq., and Matthew G. Garofalo, Esq., at Stroock & Stroock & Lavan LLP, represent the Creditors Committee. Weil, Gotshal & Manges LLP's Robert J. Lemons, Esq., and Lori R. Fife, Esq., represent an Ad Hoc Senior Noteholders Group. LAKE PLEASANT GROUP: Files Schedules of Assets and Liabilities -------------------------------------------------------------- Lake Pleasant Group, LLP, filed with the U.S. Bankruptcy Court for the District of Arizona its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $7,000,000 B. Personal Property $3,898 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $4,776,877 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $151,127 ----------- ----------- TOTAL $7,003,898 $4,928,004 A copy of the schedules is available for free at http://bankrupt.com/misc/LAKE_PLEASANT_sal.pdf About Lake Pleasant and DLGC II Lake Pleasant Group, LLP, and affiliate DLGC II, LLC, sought Chapter 11 protection (Bankr. D. Ariz. Case Nos. 13-09574 and 13-09576) in Phoenix on June 5, 2013. The Debtors have tapped Wesley Denton Ray, Esq., and Philip R. Rudd, Esq., at Polsinelli, P.C., as counsel. LPG estimated at least $10 million in assets and liabilities. DLGC II estimated at least $10 million in assets and liabilities of less than $10 million. LPG and DLGC II, LLC, first filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 11-10170) on April 13, 2011, with Polsinelli PC on board as counsel. Phoenix, Arizona-based LPG was formed for the purpose of purchasing and developing 244 acres of real property located near State Route 74 and Old Lake Pleasant Road in Peoria, Arizona. In the schedules filed in the original case, LPG disclosed assets of $15,780,263 and liabilities of $10,301,552. LAKELAND INDUSTRIES: Sells China Plant for $1.4 Million ------------------------------------------------------- Lakeland Industries, Inc., sold its plant in Qingdao, China, to Qingdao Yingzhouhai Textile International Trading Co., Ltd., for gross proceeds of $1,425,000. The sale was structured as a sale of the stock of the Company's wholly-owned subsidiary, Qingdao Lakeland Protective Products Co., Ltd. Prior to the sale, all non-real estate assets of QD were sold or transferred to the Company or other subsidiaries of the Company. All operations of QD have been transferred to other subsidiaries of the Company, including all customers, production and cash flows. The Company will take an accounting charge for United States taxes for a significant amount yet to be determined as a result of this sale, but due to its loss carryforwards will pay no cash currently. As a result of the sale, the Company is transferring certain fixed assets and inventory to other Lakeland operating companies. The Company is evaluating whether any further write down is considered necessary on these assets. The Company expects an insignificant consolidated gain or loss on the asset sale which will be finalized shortly and reported in its Form 10-Q for the quarter ended July 31, 2013. A copy of the press release is available for free at: http://is.gd/PP365t About Lakeland Industries Ronkonkoma, N.Y.-based Lakeland Industries, Inc., manufactures and sells a comprehensive line of safety garments and accessories for the industrial protective clothing market. In its audit report on the consolidated financial statements for the year ended Jan. 31, 2013, Warren Averett, LLC, in Birmingham, Alabama, expressed substantial doubt about Lakeland Industries' ability to continue as a going concern. The independent auditors noted that Company is in default on certain covenants of its loan agreements at Jan. 31, 2013. "The lenders have not waived these events of default and may demand repayment at any time. Management is currently trying to secure replacement financing but does not have new financing available at the date of this report." The Company reported a net loss of $26.3 million on $95.1 million of net sales for the year ended Jan. 31, 2013, compared with a net loss of $376,825 on $96.3 million of sales for the year ended Jan. 31, 2012. LIFE UNIFORM: Files Schedules of Assets and Liabilities ------------------------------------------------------- Life Uniform Holding Corp. filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $10,695,870 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $32,497,525 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $4,323,509 ----------- ----------- TOTAL $10,695,870 $36,821,034 A copy of the schedules is available for free at http://bankrupt.com/misc/LIFE_UNIFORM_sal2.pdf About Life Uniform Life Uniform was founded in 1965 when Angelica Corporation decided to enter the retail uniform industry. The first Life Uniform store opened in 1965 in Clayton, Missouri. At present, Life Uniform is the nation's largest independently owned medical professional supplier. Sun Uniform LLC acquired Life Uniform in July 2004. Since the acquisition by Sun the company addressed sagging profitability and overhead issues and quickly drove increases in profitability through a combination of store rationalization and sensible corporate overhead initiatives. However, recent performance has been declining in terms of revenue. This is due to the company's liquidity issues, which prevented the company from completing its e-commerce system upgrade, encourage better pricing from vendors, and maintain sufficient capital. Life Uniform Holding Corp., Healthcare Uniform Company, Inc., and Uniform City National Inc. filed Chapter 11 petitions (Bankr. D. Del. Case Nos. 13-11391 to 13-11393) on May 29, 2013. The petitions were signed by Bryan Graiff, COO, CFO, VP, secretary, and treasurer. The lead debtor estimated assets and debts of at least $10 million. The company has signed a deal to sell all assets to Scrubs and Beyond, LLC for $22.625 million, absent higher and better offers at a court-sanctioned auction in July. First lien lender CapitalSource Finance LLC is owed on a $11.5 million revolver and $26 million term loan. CapitalSource is represented by Brian T. Rice, Esq., at Brown Rudnick LLP; and Jeffrey C. Wisler, Esq., at Connolly Gallagher LLP. Sun Uniforms Finance LLC is owed $6.1 million in principal on a second lien note and holds two additional notes, each in the original principal of $1.08 million. Angelica Corp. holds an unsecured junior subordinate not in the principal amount of $5.48 million. Klehr Harrison Harvey Branzburg, LLP, serves as the Debtors' counsel. Epiq Bankruptcy Solutions acts as the Debtors' claims and noticing agent. The Debtors' financial advisor is Capstone Advisory Group, LLC. LIFE UNIFORM: Healthcare Uniform Co. Files Schedules ---------------------------------------------------- Healthcare Uniform Company, Inc., an affiliate of Life Uniform Holding Corp., filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $14,658,192 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $32,497,525 E. Creditors Holding Unsecured Priority Claims $381,106 F. Creditors Holding Unsecured Non-priority Claims $35,941,522 ----------- ----------- TOTAL $14,658,192 $68,820,155 A copy of the schedules is available for free at http://bankrupt.com/misc/LIFE_UNIFORM_sal1.pdf About Life Uniform Life Uniform was founded in 1965 when Angelica Corporation decided to enter the retail uniform industry. The first Life Uniform store opened in 1965 in Clayton, Missouri. At present, Life Uniform is the nation's largest independently owned medical professional supplier. Sun Uniform LLC acquired Life Uniform in July 2004. Since the acquisition by Sun the company addressed sagging profitability and overhead issues and quickly drove increases in profitability through a combination of store rationalization and sensible corporate overhead initiatives. However, recent performance has been declining in terms of revenue. This is due to the company's liquidity issues, which prevented the company from completing its e-commerce system upgrade, encourage better pricing from vendors, and maintain sufficient capital. Life Uniform Holding Corp., Healthcare Uniform Company, Inc., and Uniform City National Inc. filed Chapter 11 petitions (Bankr. D. Del. Case Nos. 13-11391 to 13-11393) on May 29, 2013. The petitions were signed by Bryan Graiff, COO, CFO, VP, secretary, and treasurer. The lead debtor estimated assets and debts of at least $10 million. The company has signed a deal to sell all assets to Scrubs and Beyond, LLC for $22.625 million, absent higher and better offers at a court-sanctioned auction in July. First lien lender CapitalSource Finance LLC is owed on a $11.5 million revolver and $26 million term loan. CapitalSource is represented by Brian T. Rice, Esq., at Brown Rudnick LLP; and Jeffrey C. Wisler, Esq., at Connolly Gallagher LLP. Sun Uniforms Finance LLC is owed $6.1 million in principal on a second lien note and holds two additional notes, each in the original principal of $1.08 million. Angelica Corp. holds an unsecured junior subordinate not in the principal amount of $5.48 million. Klehr Harrison Harvey Branzburg, LLP, serves as the Debtors' counsel. Epiq Bankruptcy Solutions acts as the Debtors' claims and noticing agent. The Debtors' financial advisor is Capstone Advisory Group, LLC. LIFE UNIFORM: Uniform City Nat'l Files Schedules ------------------------------------------------ Uniform City National, Inc., an affiliate of Life Uniform Holding Corp., filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $9,056,063 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $32,497,525 E. Creditors Holding Unsecured Priority Claims $91,507 F. Creditors Holding Unsecured Non-priority Claims $4,816,497 ----------- ----------- TOTAL $9,056,063 $37,405,530 A copy of the schedules is available for free at http://bankrupt.com/misc/LIFE_UNIFORM_sal.pdf About Life Uniform Life Uniform was founded in 1965 when Angelica Corporation decided to enter the retail uniform industry. The first Life Uniform store opened in 1965 in Clayton, Missouri. At present, Life Uniform is the nation's largest independently owned medical professional supplier. Sun Uniform LLC acquired Life Uniform in July 2004. Since the acquisition by Sun the company addressed sagging profitability and overhead issues and quickly drove increases in profitability through a combination of store rationalization and sensible corporate overhead initiatives. However, recent performance has been declining in terms of revenue. This is due to the company's liquidity issues, which prevented the company from completing its e-commerce system upgrade, encourage better pricing from vendors, and maintain sufficient capital. Life Uniform Holding Corp., Healthcare Uniform Company, Inc., and Uniform City National Inc. filed Chapter 11 petitions (Bankr. D. Del. Case Nos. 13-11391 to 13-11393) on May 29, 2013. The petitions were signed by Bryan Graiff, COO, CFO, VP, secretary, and treasurer. The lead debtor estimated assets and debts of at least $10 million. The company has signed a deal to sell all assets to Scrubs and Beyond, LLC for $22.625 million, absent higher and better offers at a court-sanctioned auction in July. First lien lender CapitalSource Finance LLC is owed on a $11.5 million revolver and $26 million term loan. CapitalSource is represented by Brian T. Rice, Esq., at Brown Rudnick LLP; and Jeffrey C. Wisler, Esq., at Connolly Gallagher LLP. Sun Uniforms Finance LLC is owed $6.1 million in principal on a second lien note and holds two additional notes, each in the original principal of $1.08 million. Angelica Corp. holds an unsecured junior subordinate not in the principal amount of $5.48 million. Klehr Harrison Harvey Branzburg, LLP, serves as the Debtors' counsel. Epiq Bankruptcy Solutions acts as the Debtors' claims and noticing agent. The Debtors' financial advisor is Capstone Advisory Group, LLC. LIGHTSQUARED INC: Says Ergen Debt Purchases Invalidate Lender Deal ------------------------------------------------------------------ Patrick Fitzgerald, writing for Dow Jones Newswires' Daily Bankruptcy Review, reported 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. LPATH INC: To Present at 2013 JMP Healthcare Conference ------------------------------------------------------- Lpath, Inc., the industry leader in bioactive-lipid-targeted therapeutics, will participate in the JMP Securities Healthcare Conference in New York, taking place July 9-10, 2013. President and Chief Executive Officer Scott R. Pancoast will give his presentation on Tuesday, July 9, 2013, at 2:30 p.m. EDT (11:30 a.m. PDT). He will discuss the Company's pathway to regulatory approval and commercialization of its novel therapeutics, including its anti-S1P antibody iSONEPTM which, in partnership with Pfizer, is being studied in the Phase 2 Nexus Study as a potential treatment for wet AMD. The presentation will be webcast live and available for replay for 30 days on the Lpath, Inc., corporate Web site under the "calendar of events" page. To access the live webcast through the internet, log onto the Lpath, Inc. "calendar of events" page at http://phx.corporate-ir.net/phoenix.zhtml?c=197881&p=irol-calendar at least 15 minutes prior to the presentation to download and install any necessary software. About Lpath, Inc. San Diego, Calif.-based Lpath, Inc. is a biotechnology company focused on the discovery and development of lipidomic-based therapeutics, an emerging field of medical science whereby bioactive lipids are targeted to treat human diseases. Lpath disclosed a net loss of $2.75 million in 2012, as compared with a net loss of $3.11 million in 2011. The Company's balance sheet at March 31, 2013, showed $23.04 million in total assets, $9.17 million in total liabilities and $13.87 million in total stockholders' equity. M*MODAL INC: Bank Debt Trades at 3% Off --------------------------------------- Participations in a syndicated loan under which M*Modal Inc is a borrower traded in the secondary market at 97.50 cents-on-the- dollar during the week ended Friday, July 5, 2013 according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents a drop of 0.55 percentage points from the previous week, The Journal relates. M*Modal Inc pays 550 basis points above LIBOR to borrow under the facility. The bank loan matures on Aug. 20, 2019. The bank debt carries Moody's B1 rating and Standard & Poor's B+ rating. The loan is one of the biggest gainers and losers among 255 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. MFM DELAWARE: Can Employ King & Spalding as Counsel --------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware has granted MFM Delaware, Inc., and MFM Industries, Inc., permission to employ King & Spalding LLP as counsel, nunc pro tunc to May 24, 2013. As bankruptcy and restructuring counsel to the Debtors, K&S is expected to, among other things: (1) advise the Debtors on their powers and duties as debtors-in- possession in the continued management and operation of their business; (2) take all necessary action to protect and preserve the Debtors' estates; (3) negotiate and prepare on the Debtors' behalf a plan, disclosure statement, and all related documents; and (4) advise the Debtors on finance and finance-related matters, and on intellectual property rights and licensing strategies. To the best of the Debtors' knowledge, K&S neither holds nor represents any interest adverse to their estates. The Debtors believe K&S is a "disinterested person" within the meaning of Sec. 101(14) and 327(a) of the Bankruptcy Code. The current standard hourly rates of attorney's resident in K&S's New York and Atlanta offices range from a low of $290 per hour for the firm's most junior associates to as much as $1,150 per hour for certain of the firm's most senior partners, and the current standard hourly rates of paralegals and legal assistants resident in K&S's New York and Atlanta offices range from a low of $160 to a high of $315. The K&S professionals and paraprofessionals expected to be most active in the Debtors' cases and their current hourly rates are: Arthur J, Steinberg, Partner, New York $1,090 per hour Jeff Dutson, Associate, Atlanta $500 per hour Annie R. Carroll, Associate, Atlanta $385 per hour Missy Heinz, Senior Paralegal, Atlanta $285 per hour The firm also expects to be reimbursed for actual and necessary expenses it incurs in line with the services to be rendered. 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: Wants to Hire Pharus Securities as Investment Banker ------------------------------------------------------------------ MFM Delaware, Inc., and MFM Industries, Inc., ask the Bankruptcy Court's permission to employ Pharus Securities, LLC, as investment banker nunc pro tunc to June 14, 2013. Pharus will perform the following services for or on behalf of the Debtors: a. Analyzing and recommending a basic transaction strategy; b. Identifying potential buyers and developing a strategy for approaching such prospects; initiating and maintaining contact with prospective buyers; c. Assisting management in the preparation of materials and supporting analyses to present to potential buyers; d. Contacting or following-up with potential buyers to determine preliminary interest; e. Analyzing and advising on the offers received for the Debtors; f. Facilitating potential buyer due diligence, including conducting site visits, assisting in management presentations, organizing and maintaining a due diligence document room, and attending and supervising due diligence sessions; g. Assisting the Debtors in the selection of a "stalking horse" bidder, including negotiation of the key financial and other terms of such an offer; h. Assisting the Debtors in conducting an auction once the stalking horse bid is in place; i. If requested, providing testimony and/or other written support to the Bankruptcy Court in connection with the bankruptcy proceedings; j. Assisting in negotiations to reach an agreement in principle and/or definitive agreement; and k. Performing other financial advisory services customary for transactions of this nature. Under the Engagement Letter, the Debtors have agreed to pay Pharus the following fees: * Success Fee: Upon closing of a Transaction, the Debtors will pay Pharus a fee equal to a percentage of the Gross Sale Proceeds implied by the purchase price of the Debtors or other part or parts of the Debtors as follows: 1.75% of Gross Sale Proceeds up to $20.0 million; plus 2.75% of the incremental Gross Sale Proceeds in excess of $20.0 million. Pharus will be entitled to the Success Fee upon consummation of a Transaction, during the term of the Engagement Letter or, subject to certain conditions, within 6 months after the effective date of termination of the Engagement Letter. * Payment if No Success Fee is Due: In the event that no Success Fee is due and payable to Pharus under the Engagement Letter, Pharus will be entitled to a retainer fee in the amount of $12,500 for each full month that Pharus is engaged by the Debtors. The aggregate Retainer Fee payments received by Pharus will in no event exceed $62,500. The Retainer Fees will be due and payable upon the earlier of: (i) the closing of any sale of substantially all of the Debtors' assets that does not trigger payment of a Success Fee; (ii) five business days after the effective date of the Debtors' plan of reorganization (which plan does not trigger payment of a Success Fee); or (iii) conversion of the Debtors' cases to one under Chapter 7 of the Bankruptcy Code (provided that no Success Fee is due at the time of, or has been paid prior to, conversion). To the best of the Debtors' knowledge, the managing directors, senior directors, directors, vice presidents, senior associates, associates, analysts, and administration of Pharus: (a) do not have any connection with the Debtors or their affiliates, their creditors, the U.S. Trustee, or any person employed in the office of the U.S. Trustee, or any other party in interest, or their respective attorneys and accountants, (b) are "disinterested persons," as that term is defined in Section 101(14) of the Bankruptcy Code, and (c) do not hold or represent any interest adverse to the Debtors' estates. 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: Can Employ The Rossner Law Group as Counsel --------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized MFM Delaware, Inc., and MFM Industries, Inc., to employ The Rossner Law Group LLC as the Debtors' bankruptcy counsel, nunc pro tunc to May 24, 2013. As reported in the TCR on June 20, 2013, the Debtors anticipate RLG to, among other things: (1) advise them of their rights, powers and duties as debtors and debtors-in-possession; (2) take all necessary action to protect and preserve the estates of the Debtors; (3) prepare on behalf of the Debtors all necessary motions, applications, answers, orders, reports, and papers in connection with the administration of the Debtors' estates; and (4) present on behalf of the Debtors anticipated sale and cash collateral financing motions and all related transactions and any related revisions, amendments, etc. The RLG principal attorneys and paralegal presently designated to represent the Debtors and their current hourly rates are: Frederick B. Rosner, attorney $375/hour Scott J. Leonhardt, attorney $325/hour Julia B. Klien, attorney $250/hour Paralegals $150-200/hour Frederick Rosner, Esq., assures the Court that his firm does not represent any interest adverse to that of the Debtors. 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. MGM RESORTS: Bank Debt Trades at 1% Off --------------------------------------- Participations in a syndicated loan under which MGM Resorts is a borrower traded in the secondary market at 98.98 cents-on-the- dollar during the week ended Friday, July 5, 2013 according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents a drop of 0.46 percentage points from the previous week, The Journal relates. MGM RESORTS pays 250 basis points above LIBOR to borrow under the facility. The bank loan matures on Dec. 20, 2019. The bank debt carries Moody's Ba2 rating and Standard & Poor's BB rating. The loan is one of the biggest gainers and losers among 255 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. MILLENNIUM EDUCATIONAL: Chapter 15 Case Summary ----------------------------------------------- Chapter 15 Debtor: Millennium Educational & Research Charitable Foundation fka Thomas C. Assaly Charitable Foundation 404 Bank Street Ottawa, ON K2P 1Y5 Canada Chapter 15 Case No.: 13-25913 Chapter 15 Petition Date: July 3, 2013 Court: Southern District of Florida (West Palm Beach) Chapter 15 Debtor's Counsel: Edward M Fitzgerald, Esq. HOLLAND & KNIGHT LLP 200 S Orange Ave #2600 P.O. Box 1526 Orlando, FL 32802 Tel: (407) 425-8500 Fax: (407) 244-5288 E-mail: edward.fitzgerald@hklaw.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $0 to $50,000 The petition was signed by Brian Doyle, president of Doyle Salewski Inc. MOBIVITY HOLDINGS: Issues Additional 8.9 Million Common Shares -------------------------------------------------------------- Mobivity Holdings Corp. consummated the second and third closings of the transactions contemplated by the Securities Purchase Agreement and the Note Conversion Agreement dated June 17, 2013. The Company issued an aggregate of 7,805,000 shares of its common stock to the investors in the Securities Purchase Agreement for gross proceeds of $1,561,000. In addition, the Company issued an aggregate of 1,158,504 shares of its common stock to the investors in the Note Conversion Agreement in exchange for the cancellation of Notes in the aggregate principal amount of $217,218 and aggregate accrued interest of $14,483. The Company also issued Warrants to purchase an aggregate of 903,280 shares of the Company's common stock to the investors in the Note Conversion Agreement. On June 20, 2013, Mobivity Holdings reported the first closing of its private placement transactions in which the Company closed on $5,795,000 of its common stock financing and closed on the conversion of $5,218,208 of aggregate principal and accrued but unpaid interest. Emerging Growth Equities, Ltd., acted as placement agent for the private placement and received $100,520 in commissions from the Company for the two closings. In addition, EGE also received Warrants to purchase 502,600 shares of the Company's common stock, exercisable for a period of five years from the closing date, at an exercise price of $0.20 per share. About Mobivity Holdings Mobivity Holdings Corp. was incorporated as Ares Ventures Corporation in Nevada in 2008. On Nov. 2, 2010, the Company acquired CommerceTel, Inc., which was wholly-owned by CommerceTel Canada Corporation, in a reverse merger. Pursuant to the Merger, all of the issued and outstanding shares of CommerceTel, Inc., common stock were converted, at an exchange ratio of 0.7268-for-1, into an aggregate of 10,000,000 shares of the Company's common stock, and CommerceTel, Inc., became a wholly owned subsidiary of the Company. In connection with the Merger, the Company changed its corporate name to CommerceTel Corporation on Oct. 5, 2010. In connection with the Company's acquisition of assets from Mobivity, LLC, the Company changed its corporate name to Mobivity Holdings Corp. and its operating company to Mobivity, Inc, on Aug. 23, 2012. Mobivity Holdings disclosed a net loss of $7.33 million in 2012, as compared with a net loss of $16.31 million in 2011. M&K CPAS, PLLC, in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012, citing recurring operating losses and negative cash flows from operations and dependence on additional financing to fund operations which raise substantial doubt about the Company's ability to continue as a going concern. The Company's balance sheet at March 31, 2013, showed $3.25 million in total assets, $10.25 million in total liabilities, all current, and a $6.99 million total stockholders' deficit. Bankruptcy Warning "...[A]ll of our assets are currently subject to a first priority lien in favor of the holders of our outstanding convertible notes payable in the current aggregate principal amount of $4,521,378. The notes are due on October 15, 2013, if we are unable to repay or refinance our obligations under those notes by October 15, 2013, the holders of the notes will have the right to foreclose on their security interests and seize our assets. To avoid such an event, we may be forced to seek bankruptcy protection, however a bankruptcy filing would, in all likelihood, materially adversely affect our ability to continue our current level of operations. In the event we are not able to refinance or repay the notes, but negotiate for a further extension of the maturity date of the notes, we may be required to pay significant extension fees in cash or shares of our equity securities or otherwise make other forms of concessions that may adversely impact the interests of our common stockholders." MORGANS HOTEL: Yucaipa Sues Dissident Nominees to Board ------------------------------------------------------- Ronald Burkle filed a suit against the dissident nominees to the board of directors of Morgans Hotel Group Co. put forward by OTK Associates, a Morgans shareholder, and against OTK. Mr. Burkle owns The Yucaipa Companies, an investment firm that is the largest stakeholder in Morgans. The complaint, filed in federal court in the Southern District of New York, alleges that the defendants engaged in federal proxy rule violations during the recent contest for control of the Morgans board. In particular, the defendants are accused of making materially false and misleading statements and omissions in describing the recommendations of the country's two leading proxy advisory firms, Glass Lewis & Co. and Institutional Shareholder Services Inc., which led to a tainted election. The complaint seeks a new election for the Morgans board of directors. Last week Yucaipa sued Morgans in New York state court for Morgans' breach of its agreements with Yucaipa. Yucaipa is the largest stakeholder in Morgans, through ownership of all of the Company's outstanding preferred stock, over 50 percent of its convertible notes, and warrants for 12.5 million shares of common stock. Mr. Burkle personally owns common stock of Morgans. About Morgans Hotel Group Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) -- http://www.morganshotelgroup.com/-- is widely credited as the creator of the first "boutique" hotel and a continuing leader of the hotel industry's boutique sector. Morgans Hotel Group operates and owns, or has an ownership interest in, Morgans, Royalton and Hudson in New York, Delano and Shore Club in South Beach, Mondrian in Los Angeles and South Beach, Clift in San Francisco, Ames in Boston, and Sanderson and St Martins Lane in London. Morgans Hotel Group and an equity partner also own the Hard Rock Hotel & Casino in Las Vegas and related assets. Morgans Hotel Group also manages hotels in Isla Verde, Puerto Rico and Playa del Carmen, Mexico. Morgans Hotel Group has other property transactions in various stages of completion, including projects in SoHo, New York and Palm Springs, California. The Company incurred a net loss attributable to common stockholders of $66.81 million in 2012, a net loss attributable to common stockholders of $95.34 million in 2011, and a net loss attributable to common stockholders of $89.96 million in 2010. The Company's balance sheet at March 31, 2013, showed $583.62 million in total assets, $731.82 million in total liabilities, $6.32 million in redeemable noncontrolling interest of discontinued operations and a $154.52 million total deficit. MSR HOTELS: Five Mile Wants Case Converted to Chapter 7 ------------------------------------------------------- Maria Chutchian of BankruptcyLaw360 reported that Five Mile Capital Partners LLC urged a New York judge to convert the bankruptcy case of Paulson & Co.'s real estate investment trust MSR Hotels & Resorts Inc., to a Chapter 7 liquidation, saying MSR's directors can't be trusted to produce the best results for creditors. According to the report, the alternative investment fund, which labels itself as one of MSR's largest creditors, said in court papers that the MSR bankruptcy requires a trustee to oversee the proceedings because its own management is conflicted. About MSR Hotels MSR Hotels & Resorts, Inc., returned to Chapter 11 by filing a voluntary bankruptcy petition (Bankr. S.D.N.Y. Case No. 13-11512) on May 8, 2013 in Manhattan. MSR Hotels & Resorts, formerly known as CNL Hospitality Properties, Inc., and as CNL Hotels & Resorts, Inc., listed $500,001 to $1 million in assets, and $50 million to $100 million in liabilities in its petition. Paul M. Basta, Esq., at Kirkland & Ellis, LLP, represents the Debtor. MSR Resorts sought Chapter 11 bankruptcy to thwart a lawsuit by lender Five Mile Capital Partners that claims it is owed tens of millions of dollars related to the recent sale of several luxury resorts. MSR Hotels will seek to sell its remaining assets and wind down. MSR Hotels, formerly known as CNL Hotels & Resorts Inc., owned a portfolio of eight luxury hotels with over 5,500 guest rooms. On Jan. 28, 2011, CNL-AB LLC acquired the equity interests in the portfolio through a foreclosure proceeding. CNL-AB LLC is a joint venture consisting of affiliates of Paulson & Co. Inc., a joint venture affiliated with Winthrop Realty Trust, and affiliates of Capital Trust, Inc. Morgan Stanley's CNL Hotels & Resorts Inc. owned the resorts before the Jan. 28 foreclosure. Following the acquisition, five of the resorts with mortgage debt scheduled to mature on Feb. 1, 2011, were sent to Chapter 11 bankruptcy by the Paulson and Winthrop joint venture affiliates. Then known as MSR Resort Golf Course LLC, the company and its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 11-10372) in Manhattan on Feb. 1, 2011. The resorts subject to the 2011 filings were Grand Wailea Resort and Spa, Arizona Biltmore Resort and Spa, La Quinta Resort and Club and PGA West, Doral Golf Resort and Spa, and Claremont Resort and Spa. In the 2011 petitions, the five resorts had $2.2 billion in assets and $1.9 billion in debt as of Nov. 30, 2010. In its 2011 schedules, MSR Resort disclosed $59,399,666 in total assets and $1,013,213,968 in total liabilities. In the 2011 bankruptcy, James H.M. Sprayregen, P.C., Esq., Paul M. Basta, Esq., Edward O. Sassower, Esq., and Chad J. Husnick, Esq., at Kirkland & Ellis, LLP, served as the Debtors' bankruptcy counsel. Houlihan Lokey Capital, Inc., acted as the Debtors' financial advisor. Kurtzman Carson Consultants LLC acted as the Debtors' claims agent. The Official Committee of Unsecured Creditors in the 2011 case was represented by Martin G. Bunin, Esq., and Craig E. Freeman, Esq., at Alston & Bird LLP, in New York. In March 2012, the Debtors won Court approval to sell the Doral Golf Resort to Trump Endeavor 12 LLC, an affiliate of Donald Trump's Trump Organization LLC, for $150 million. An auction was held in February that year but no other bids were received. The 2011 Debtors won approval of a bankruptcy-exit plan in February this year. That plan was predicated on the sale of the remaining four resorts by the Government of Singapore Investment Corp. -- the world's eighth-largest sovereign wealth fund, according to the Sovereign Wealth Fund Institute -- for $1.5 billion. U.S. Bankruptcy Judge Sean Lane, who oversaw the 2011 cases, overruled Plan objections by the U.S. Internal Revenue Service and investor Five Mile. The IRS and Five Mile alleged that the sale created a tax liability of as much as $331 million that may not be paid. Bloomberg News reported that the exit plan provides for repayment of 96% of secured debt and 100% of general unsecured debt. Five Mile stood to lose about $58 million, including investments by pension funds and other parties, David Friedman, Esq., a lawyer for Five Mile, said during the Plan approval hearing, according to Bloomberg. That Plan was declared effective on Feb. 28, 2013. On April 9, 2013, Five Mile sued Paulson & Co. executives and MSR Hotels in New York state court, alleging they (i) mishandled the company's intellectual property and other assets in a bankruptcy sale, and failed to get the best price for the assets, and (ii) owe Five Mile $58.7 million on a loan. According to a Reuters report, Five Mile seeks $58.7 million representing sums owed, including interest and costs, plus at least $100 million for breach of fiduciary duty, gross negligence and corporate waste. NEC HOLDINGS: Trustee Can't Pin Downfall On Principals ------------------------------------------------------ Stewart Bishop of BankruptcyLaw360 reported that a New York judge threw out a case brought by the Chapter 7 trustee for NEC Holdings Corp. and a former board member who alleged the self-interest of several principals of the envelope maker led to its demise, finding the business judgment rule precludes the action. According to the report, the New York Supreme court Judge O. Peter Sherwood issued his order pursuant to the law of Delaware, where NEC was incorporated. About NEC Holdings Uniondale, New York-based National Envelope Corporation was the largest manufacturer of envelopes in the world with 14 manufacturing facilities and 2 distribution centers and approximately 3,500 employees in the U.S. and Canada. NEC Holdings Corp., together with affiliates, including National Envelope Inc., filed for Chapter 11 (Bankr. D. Del. Lead Case No. 10-11890) on June 10, 2010. Kara Hammond Coyle, Esq., at Young Conaway Stargatt & Taylor LLP, served as bankruptcy counsel to the Debtors. David S. Heller, Esq., at Josef S. Athanas, Esq., and Stephen R. Tetro II, Esq., at Latham & Watkins LLP, served as co-counsel. The Garden City Group is the claims and notice agent. Bradford J. Sandler, Esq., and Robert J. Feinstein, Esq., at Pachuiski Stang Ziehl & Jones LLP, represented the Official Committee of Unsecured Creditors. Morgan Joseph & Co., Inc., served as the financial advisor to the Committee. NEC Holdings estimated assets and debts of $100 million to $500 million in its Chapter 11 petition. In September 2010, National Envelope's key assets were bought in a roughly $208 million deal by The Gores Group LLC, a West Coast private equity firm that manages about $2.9 billion of capital. Judge Peter J. Walsh on Dec. 12, 2011, approved NEC Holdings' request to convert its Chapter 11 case into a full liquidation. Judge Walsh approved NEC's October request to liquidate the remainder of its assets, which the company said was necessary because it was quickly running out of cash to cover the remaining claims against it, including the cleanup of a New Jersey manufacturing site. NGPL PIPECO: Bank Debt Trades at 1% Off --------------------------------------- Participations in a syndicated loan under which NGPL PipeCo LLC is a borrower traded in the secondary market at 98.83 cents-on-the- dollar during the week ended Friday, July 5, 2013 according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents a drop of 1.07 percentage points from the previous week, The Journal relates. NGPL PipeCo LLC pays 550 basis points above LIBOR to borrow under the facility. The bank loan matures on May 4, 2018. The bank debt carries Moody's B2 rating and Standard & Poor's B rating. The loan is one of the biggest gainers and losers among 255 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. NGPL PipeCo. LLC is a holding company for Natural Gas Pipeline Company of America and other interstate natural gas pipeline assets. NGPL is 80% owned by Myria Acquisition LLC and 20% owned and operated by Kinder Morgan, Inc., based in Houston Texas. NORTH COAST LIFE: A.M. Best Affirms 'B-' Fin'l. Strength Rating --------------------------------------------------------------- A.M. Best Co. has upgraded the financial strength rating (FSR) to B+ (Good) from B- (Fair) and issuer credit rating (ICR) to "bbb-" from "bb-" of North Coast Life Insurance Company (North Coast) (Spokane, WA). The outlook for both ratings is stable. A.M. Best also has affirmed the FSR of A- (Excellent) and the ICR of "a-" of North Coast's parent, Government Personnel Mutual Life Insurance Company (GPM) (San Antonio, TX). The outlook for both ratings is stable. The rating upgrades for North Coast reflect an improvement in the quality of its investment portfolio, growth in its risk-adjusted capitalization, improved quality of capital following its acquisition by GPM and its favorable history of pre-tax operating earnings. Offsetting rating factors include North Coast's continued high level of interest rate risk, limited business profile and modest scope of operations. Following North Coast's ratings upgrade, further positive rating actions may occur if risk-adjusted capital levels improve, integration with GPM is viewed as successful by A.M. Best, allowing further rating enhancement, or its business profile is expanded successfully. Negative rating actions may occur if integration is unsuccessful, risk-adjusted capital deteriorates or operating performance weakens. The rating affirmations for GPM reflect its military personnel and senior market niche, positive operating performance and favorable risk-adjusted capitalization. Partially offsetting factors include challenges to improve operating performance and maintain growth momentum in its core life insurance business, somewhat high level of real estate linked assets and somewhat modest statutory operating returns. A.M. Best believes GPM is well positioned at its current rating level. Future negative rating actions could occur if there were a material decline in GPM's risk-adjusted capitalization level and/or operating performance. OCEAN 4660: Has Interim Cash Use; Another Hearing on July 10 ------------------------------------------------------------ The Hon. John K. Olson of the U.S. Bankruptcy Court for the Southern District of Florida, in a first interim order, gave Ocean 4660 LLC authority to use cash collateral which secured creditor Comerica Bank asserts an interest. The Debtor will be authorized to use cash collateral to operate its business until July 10, 2013, unless otherwise terminated. As interim adequate protection for the extent of the Debtor's use of cash collateral, Comerica will be provided (i) a replacement lien on and in all property acquired or generated postpetition by the Debtor; and (ii) an administrative expense claim. A continued hearing on the motion will be held on July 10, at 9:30 a.m. About Ocean 4660 Ocean 4660, LLC, owner of a beachfront property operated as the Lauderdale Beachside Hotel in Lauderdale-by-the-Sea, Florida, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 13-23165) in its hometown on June 2, 2013. Rick Barreca signed the petition as chief restructuring officer. Judge John K. Olson presides over the case. John H. Genovese, Esq., at Genovese Joblove & Battista, P.A., serves as the Debtor's counsel. RKJ Hotel Management, LLC, serves as hotel manager and RKJ's Rick Barreca has been tapped as the chief restructuring officer. The Lauderdale Beachside Hotel features a beach-front location, two five-story interior corridor buildings (east and west), 147 guest rooms, a beach front tiki bar and grill, a large adjoining restaurant and commercial kitchen space and on-site parking. The restaurant space and the tiki bar and grill are unoccupied. The occupancy rates have generally been between 40 percent and 70 percent occupancy. Room rates are $40 to $80 per night. The Company disclosed $15,762,871 in assets and $16,587,678 in liabilities as of the Chapter 11 filing. OCEAN 4660: Has Interim Okay to Hire Genovese Joblove ----------------------------------------------------- The Hon. John K. Olson of the U.S. Bankruptcy Court for the Southern District of Florida authorized, on an interim basis, Ocean 4660, LLC, to employ John H. Genovese, Esq., and the law firm of Genovese Joblove & Battista, P.A., as general bankruptcy counsel under a general retainer. To the best of the Debtor's knowledge, GJB is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. A final hearing is set for July 10, 2013 at 9:30 a.m. About Ocean 4660 Ocean 4660, LLC, owner of a beachfront property operated as the Lauderdale Beachside Hotel in Lauderdale-by-the-Sea, Florida, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 13-23165) in its hometown on June 2, 2013. Rick Barreca signed the petition as chief restructuring officer. Judge John K. Olson presides over the case. RKJ Hotel Management, LLC, serves as hotel manager and RKJ's Rick Barreca has been tapped as the chief restructuring officer. The Lauderdale Beachside Hotel features a beach-front location, two five-story interior corridor buildings (east and west), 147 guest rooms, a beach front tiki bar and grill, a large adjoining restaurant and commercial kitchen space and on-site parking. The restaurant space and the tiki bar and grill are unoccupied. The occupancy rates have generally been between 40 percent and 70 percent occupancy. Room rates are $40 to $80 per night. The Company disclosed $15,762,871 in assets and $16,587,678 in liabilities as of the Chapter 11 filing. OCEAN 4660: July 10 Final Hearing on Bid to Employ Appraiser ------------------------------------------------------------ The Hon. John K. Olson of the U.S. Bankruptcy Court for the Southern District of Florida authorized, on an interim basis, Ocean 4660, LLC, to employ John Lancet, MAI and HVS Consulting and Valuation as appraiser. To the best of the Debtor's knowledge, Mr. Lancet and the firm hold no interest adverse to the estate in the matters upon which they are engaged. A final hearing is scheduled for July 10, 2013 at 9:30 a.m. About Ocean 4660 Ocean 4660, LLC, owner of a beachfront property operated as the Lauderdale Beachside Hotel in Lauderdale-by-the-Sea, Florida, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 13-23165) in its hometown on June 2, 2013. Rick Barreca signed the petition as chief restructuring officer. Judge John K. Olson presides over the case. John H. Genovese, Esq., at Genovese Joblove & Battista, P.A., serves as the Debtor's counsel. RKJ Hotel Management, LLC, serves as hotel manager and RKJ's Rick Barreca has been tapped as the chief restructuring officer. The Lauderdale Beachside Hotel features a beach-front location, two five-story interior corridor buildings (east and west), 147 guest rooms, a beach front tiki bar and grill, a large adjoining restaurant and commercial kitchen space and on-site parking. The restaurant space and the tiki bar and grill are unoccupied. The occupancy rates have generally been between 40 percent and 70 percent occupancy. Room rates are $40 to $80 per night. The Company disclosed $15,762,871 in assets and $16,587,678 in liabilities as of the Chapter 11 filing. OIL PATCH: Voluntary Chapter 11 Case Summary -------------------------------------------- Debtor: Oil Patch Brazos Valley, Inc. 22614 N. Highway 288-B Angleton, TX 77515 Bankruptcy Case No.: 13-34177 Chapter 11 Petition Date: July 2, 2013 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Jeff Bohm Debtor's Counsel: Matthew Scott Okin, Esq. OKIN & ADAMS LLP 1113 Vine Street, Suite 201 Houston, TX 77002 Tel: (713) 228-4100 Fax: (888) 865-2118 E-mail: mokin@okinadams.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Wright Gore, III, COO. The Debtor did not file its list of largest unsecured creditors when it filed its petition. PENSACOLA BEACH: Files Schedules of Assets and Liabilities ---------------------------------------------------------- Pensacola Beach, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Florida Pensacola Division its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $21,500,000 B. Personal Property $1,023,252 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $16,379,872 E. Creditors Holding Unsecured Priority Claims $247,942 F. Creditors Holding Unsecured Non-priority Claims $27,523 ----------- ----------- TOTAL $22,523,252 $16,655,337 A copy of the schedules is available for free at http://bankrupt.com/misc/PENSACOLA_BEACH_sal.pdf About Pensacola Beach Gulf Breeze, Florida-based Pensacola Beach, LLC, aka Springhill Suites by Marriott Pns Beach, filed for Chapter 11 bankruptcy (Bankr. N.D. Fla. Case No. 13-30569) on May 2, 2013. Judge William S. Shulman oversees the case. Sherry F. Chancellor, Esq., at The Law Office of Sherry F. Chancellor, serves as the Debtor's counsel. The Debtor also tapped Mark J. Proctor and Travis P. Lepicier and the law firm of Levin, Papantonio, Thomas, Mitchell, Rafferty and Proctor, P.A., as attorneys in regard to the British Petroleum/Deep Water Horizon Oil Spill claims. In its petition, Pensacola Beach estimated $10 million to $50 million in both assets and debts. The petition was signed by David Brannen, managing member. PRIME PROPERTIES: Section 341(a) Meeting Set on Aug. 5 ------------------------------------------------------ A meeting of creditors in the bankruptcy case of Prime Properties of New York, Inc., will be held on Aug. 5, 2013, at 10:00 a.m. at 271-C Cadman Plaza East, Room 4529, in Brooklyn, New York. 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. Prime Properties of New York, Inc., filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 13-44020) on June 28, 2013. PROMMIS HOLDINGS: Files Schedules of Assets and Liabilities ----------------------------------------------------------- Prommis Holdings, LLC, filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property Unknown C. Property Claimed as Exempt D. Creditors Holding Secured Claims $73,979,885 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims Unknown ----------- ----------- TOTAL $0 $73,979,885 A copy of the schedules is available for free at http://bankrupt.com/misc/PROMMIS_HOLDINGS_salb.pdf About Prommis Holdings Atlanta, Georgia-based Prommis Holdings, LLC, and its 10 affiliates delivered their petitions for voluntary bankruptcy under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 13-10551) on March 18, 2013. Three subsidiaries -- EC Closing Corp., EC Closing Corp. of Washington, and EC Posting Closing Corp. -- sought Chapter 11 protection (Bankr. D. Del. Case Nos. 13-11619 to 13-11621) on June 25, 2013. Judge Brendan Linehan Shannon presides over the case. Steven K. Kortanek, Esq., at Womble Carlyle Sandridge & Rice, LLP, serves as the Debtors' counsel, while Kirkland & Ellis LLP serves as co- counsel. The Debtors' restructuring advisor is Huron Consulting Services, LLC. Donlin Recano & Company, Inc., is the Debtors' claims agent. The petition estimated the lead Debtors' assets to range between $10 million and $50 million and the lead Debtor's debts between $50 million and $100 million. The petitions were signed by Charles T. Piper, chief executive officer. The U.S. Trustee for Region 3 appointed three creditors to serve in the Official Committee of Unsecured Creditors. PROMMIS HOLDINGS: Prommis Fin Co Files Schedules ------------------------------------------------ Prommis Fin Co. filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property UNKNOWN C. Property Claimed as Exempt D. Creditors Holding Secured Claims $73,979,885 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims UNKNOWN ----------- ----------- TOTAL $0 $73,979,885 A copy of the schedules is available for free at http://bankrupt.com/misc/PROMMIS_HOLDINGS_salc.pdf About Prommis Holdings Atlanta, Georgia-based Prommis Holdings, LLC, and its 10 affiliates delivered their petitions for voluntary bankruptcy under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 13-10551) on March 18, 2013. Three subsidiaries -- EC Closing Corp., EC Closing Corp. of Washington, and EC Posting Closing Corp. -- sought Chapter 11 protection (Bankr. D. Del. Case Nos. 13-11619 to 13-11621) on June 25, 2013. Judge Brendan Linehan Shannon presides over the case. Steven K. Kortanek, Esq., at Womble Carlyle Sandridge & Rice, LLP, serves as the Debtors' counsel, while Kirkland & Ellis LLP serves as co- counsel. The Debtors' restructuring advisor is Huron Consulting Services, LLC. Donlin Recano & Company, Inc., is the Debtors' claims agent. The petition estimated the lead Debtors' assets to range between $10 million and $50 million and the lead Debtor's debts between $50 million and $100 million. The petitions were signed by Charles T. Piper, chief executive officer. The U.S. Trustee for Region 3 appointed three creditors to serve in the Official Committee of Unsecured Creditors. PROMMIS HOLDINGS: Prommis Solutions Files Schedules --------------------------------------------------- Prommis Solutions, LLC filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property UNKNOWN B. Personal Property $18,488,803 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $73,979,885 E. Creditors Holding Unsecured Priority Claims UNKNOWN F. Creditors Holding Unsecured Non-priority Claims $186,252,428 ----------- ----------- TOTAL $18,488,803 $260,232,313 A copy of the schedules is available for free at http://bankrupt.com/misc/PROMMIS_HOLDINGS_sald.pdf About Prommis Holdings Atlanta, Georgia-based Prommis Holdings, LLC, and its 10 affiliates delivered their petitions for voluntary bankruptcy under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 13-10551) on March 18, 2013. Three subsidiaries -- EC Closing Corp., EC Closing Corp. of Washington, and EC Posting Closing Corp. -- sought Chapter 11 protection (Bankr. D. Del. Case Nos. 13-11619 to 13-11621) on June 25, 2013. Judge Brendan Linehan Shannon presides over the case. Steven K. Kortanek, Esq., at Womble Carlyle Sandridge & Rice, LLP, serves as the Debtors' counsel, while Kirkland & Ellis LLP serves as co- counsel. The Debtors' restructuring advisor is Huron Consulting Services, LLC. Donlin Recano & Company, Inc., is the Debtors' claims agent. The petition estimated the lead Debtors' assets to range between $10 million and $50 million and the lead Debtor's debts between $50 million and $100 million. The petitions were signed by Charles T. Piper, chief executive officer. The U.S. Trustee for Region 3 appointed three creditors to serve in the Official Committee of Unsecured Creditors. PROMMIS HOLDINGS: Homeownership Solutions Files Schedules --------------------------------------------------------- Prommis Homeownership Solutions, Inc., filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $3,320 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $73,979,885 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $860,671 ----------- ----------- TOTAL $3,320 $74,840,556 A copy of the schedules is available for free at http://bankrupt.com/misc/PROMMIS_HOLDINGS_sal_l.pdf About Prommis Holdings Atlanta, Georgia-based Prommis Holdings, LLC, and its 10 affiliates delivered their petitions for voluntary bankruptcy under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 13-10551) on March 18, 2013. Three subsidiaries -- EC Closing Corp., EC Closing Corp. of Washington, and EC Posting Closing Corp. -- sought Chapter 11 protection (Bankr. D. Del. Case Nos. 13-11619 to 13-11621) on June 25, 2013. Judge Brendan Linehan Shannon presides over the case. Steven K. Kortanek, Esq., at Womble Carlyle Sandridge & Rice, LLP, serves as the Debtors' counsel, while Kirkland & Ellis LLP serves as co- counsel. The Debtors' restructuring advisor is Huron Consulting Services, LLC. Donlin Recano & Company, Inc., is the Debtors' claims agent. The petition estimated the lead Debtors' assets to range between $10 million and $50 million and the lead Debtor's debts between $50 million and $100 million. The petitions were signed by Charles T. Piper, chief executive officer. The U.S. Trustee for Region 3 appointed three creditors to serve in the Official Committee of Unsecured Creditors. PULASKI PROPERTY OWNERS: Chapter 9 Case Summary & Creditors List ---------------------------------------------------------------- Debtor: Pulaski County Property Owners' Improvement District No. 4 (Villages of San Luis Project) c/o Walter D. Lomax III Pulaski County POID No. 4 521 President Clinton Avenue, Ste. 800 Little Rock, AR 72201 Bankruptcy Case No.: 13-13751 Chapter 9 Petition Date: July 1, 2013 Court: Eastern District of Arkansas (Little Rock)) Debtor's Counsel: James E. Smith, Jr., Esq. SMITH AKINS P.A. 400 W. Capitol Ave., Suite 1700 Little Rock, AR 72201 Tel: (501) 537-5111 Fax: (501) 537-5113 E-mail: jsmith@smithakins.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A copy of the Debtor's list of its four largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/areb13-13751.pdf The petition was signed by Walter D. Lomax, III, chairman of the board of commissioners/PCPOID No. 4-VofSLP. ROTHSTEIN ROSENFELDT: Victims Blast $72MM TD Bank Deal, Exit Plan ----------------------------------------------------------------- Ama Sarfo of BankruptcyLaw360 reported that victims of Scott Rothstein's $1.2 billion Ponzi scheme who are accusing TD Bank NA of aiding Rothstein urged a Florida bankruptcy court to deny confirmation of a Chapter 11 bankruptcy plan for Rothstein's law firm that would block further litigation against TD Bank. According to the report, the investors, who call themselves the "TD Bank victims," have pending state court actions against TD Bank and are trying to block confirmation of the exit plan as it hinges on a $72 million settlement with the bank that would bar further litigation. About Rothstein Rosenfeldt Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler PA -- http://www.rra-law.com/-- was suspected of running a $1.2 billion Ponzi scheme. U.S. authorities claimed in a civil forfeiture lawsuit filed Nov. 9, 2009, that Mr. Rothstein, the firm's former chief executive officer, sold investments in non- existent legal settlements. Mr. Rothstein pleaded guilty to five counts of conspiracy and wire fraud on Jan. 27, 2010. Creditors of Rothstein Rosenfeldt Adler signed a petition sending the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No. 09-34791). The petitioners include Bonnie Barnett, who says she lost $500,000 in legal settlement investments; Aran Development, Inc., which said it lost $345,000 in investments; and trade creditor Universal Legal, identified as a recruitment firm, which said it is owed $7,800. The creditors alleged being owed money invested in lawsuit settlements. Herbert M. Stettin, the state-court appointed receiver for Rothstein Rosenfeldt, was officially carried over as the Chapter 11 trustee in the involuntary bankruptcy case. On June 10, 2010, Mr. Rothstein was sentenced to 50 years in prison. The official committee of unsecured creditors appointed in the case is represented by Michael Goldberg, Esq., at Akerman Senterfitt. PULSE ELECTRONICS: Grant Thornton Replaces KPMG Accountants ----------------------------------------------------------- The Audit Committee of the Board of Directors of Pulse Electronics Corporation recently completed a competitive process to determine which audit firm would serve as the Company's independent registered public accounting firm for the year ended Dec. 27, 2013. On June 26, 2013, the Audit Committee determined to dismiss KPMG LLP as the Company's independent registered public accounting firm with immediate effect. The reports of KPMG on the Company's consolidated financial statements as of and for the years ended Dec. 28, 2012, and Dec. 30, 2011, did not contain an adverse opinion or a disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope or accounting principles. KPMG's audit reports on the Company's effectiveness of internal control over financial reporting as of Dec. 28, 2012, and Dec. 30, 2011, did not contain an adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles. The dismissal of KPMG was not a result of any disagreement with the Company. The Audit Committee engaged Grant Thornton LLP as the Company's independent registered public accounting firm for the year ended Dec. 27, 2013, to be effective with the filing of the Company's quarterly report on Form 10-Q for the period ending June 28, 2013. During the years ended Dec. 28, 2012, and Dec. 30, 2011, and the subsequent interim period through June 26, 2013, the Company did not consult with Grant Thornton LLP. About Pulse Electronics San Diego, California-based Pulse Electronics Corporation -- http://www.pulseelectronics.com/-- is a global producer of precision-engineered electronic components and modules, operating in three business segments: Network product group; Power product group; and Wireless product group. As of Dec. 28, 2012, Pulse had $188 million in total assets. The Company's balance sheet at March 29, 2013, showed $179.92 million in total assets, $215.68 million in total liabilities and a $35.76 million total shareholders' deficit. PLUG POWER: Stockholders Elect Two Directors to Board ----------------------------------------------------- Plug Power Inc. has adjourned its 2013 annual meeting of stockholders, on July 1, 2013, at which the stockholders: 1. elected George C. McNamee and Johannes M. Roth as directors each to hold office until the Company's 2016 annual meeting of stockholders and until that director's successor is duly elected and qualified or until that director's earlier resignation or removal; 2. ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm for 2013; and 3. approved the proposal to amend the Certificate of Incorporation to effect a reverse stock split of the Company's common stock at a ratio within a range of 1:10 to 1:25. About Plug Power Plug Power Inc. is a provider of alternative energy technology focused on the design, development, commercialization and manufacture of fuel cell systems for the industrial off-road (forklift or material handling) market. KPMG LLP, in Albany, New York, expressed substantial doubt about Plug Power's ability to continue as a going concern, following their audit of the Company's financial statements for the year ended Dec. 31, 2012, citing the Company's recurring losses from operations and substantial decline in working capital. The Company's balance sheet at March 31, 2013, showed $37.1 million in total assets, $29.4 million in total liabilities, and stockholders' equity of $7.7 million. PLUG POWER: Stockholders Re-Elect Two Directors to Board -------------------------------------------------------- Plug Power Inc. announced the results of its 2013 Annual Meeting of Stockholders, which was originally convened on June 28, 2013, and adjourned until July 1, 2013. Based on the voting results from the Annual Meeting, stockholders re-elected incumbent directors George C. McNamee and Johannes M. Roth, approved an Amendment to the Company's Amended and Restated Certificate of Incorporation to allow, but not require, the Board of Directors of the Company to effect a reverse stock split of the Company's Common Stock at a ratio within a range of 1:10 to 1:25 should they determine that a reverse stock split be in the best interest of the Company and the stockholders, and ratified the selection of KPMG LLP as the Company's independent auditors for 2013. About Plug Power Plug Power Inc. is a provider of alternative energy technology focused on the design, development, commercialization and manufacture of fuel cell systems for the industrial off-road (forklift or material handling) market. KPMG LLP, in Albany, New York, expressed substantial doubt about Plug Power's ability to continue as a going concern, following their audit of the Company's financial statements for the year ended Dec. 31, 2012, citing the Company's recurring losses from operations and substantial decline in working capital. The Company's balance sheet at March 31, 2013, showed $37.1 million in total assets, $29.4 million in total liabilities, and stockholders' equity of $7.7 million. QUANTUM CORP: To Merge Manufacturing Activities with Benchmark -------------------------------------------------------------- Quantum Corporation approved a plan to further consolidate manufacturing activities with its contract manufacturer, Benchmark Electronics, that includes the termination of employees currently supporting these activities. The Company expects to complete the majority of these termination actions by the end of the fourth quarter of fiscal year 2014. The costs associated with the manufacturing consolidation primarily consist of one-time termination benefits and facility exit costs. The Company's preliminary estimate of these costs is approximately $13 million to $16 million for severance, benefits and remaining lease payments, depending on when it exits various buildings. Substantially all of these charges will result in future cash expenditures. About Quantum Corp. Based in San Jose, California, Quantum Corp. (NYSE:QTM) -- http://www.quantum.com/-- is a storage company specializing in backup, recovery and archive. Quantum provides a comprehensive, integrated range of disk, tape, and software solutions supported by a world-class sales and service organization. For the 12 months ended March 31, 2013, the Company incurred a net loss of $52.41 million on $587.57 million of total revenue, as compared with a net loss of $8.81 million on $652.37 million of total revenue for the same period a year ago. The Company's balance sheet at March 31, 2013, showed $371.14 million in total assets, $452.72 million in total liabilities, and a $81.58 million stockholders' deficit. RONA INC: DBRS Confirms 'BB(high)' Issuer Rating ------------------------------------------------ DBRS has confirmed the Issuer Rating and Senior Unsecured Debt rating of RONA Inc. at BB (high) and the Preferred Share rating at Pfd-4 (high). The trends remain Negative. The recovery rating assigned to the Company's Senior Unsecured Debt remains RR2. On March 12, 2013, DBRS downgraded the Company's Issuer Issuer Rating and Senior Unsecured Debt rating to BB (high) from BBB (low) and the Preferred Shares rating to Pfd-4 (high) from Pfd-3 (low) and maintained the Negative trend. DBRS also assigned a recovery rating of RR2 to the Company's Senior Unsecured Debt. Same-store sales were flat in 2012, yet net sales increased approximately 1.7% to nearly $4.9 billion versus the previous year based on higher sales in the Commercial and Professional Market segment, new store openings, new dealer-owners and improved same- store distribution sales to affiliate dealers. EBITDA margins were negatively affected by weaker gross margins due to promotional activity in a highly competitive environment and higher selling, general and administrative costs. As such, EBITDA declined by approximately 40% to $171 million, marking the third consecutive year of declining EBITDA. Balance-sheet debt increased notably in F2012 to approximately $328 million, which combined with weakness in operating income to result in further deterioration of credit metrics. Lease-adjusted debt-to-EBITDAR increased to approximately 3.77 times (x) in 2012 versus 2.54x in 2011 and 2.80x in 2010 (improvement in 2011 was primarily attributable to the early voluntary repurchase of debentures) and lease-adjusted EBIT coverage declined to 1.51x in 2012 versus 2.26x in 2011 and nearly 3.7x in 2010. Going forward, DBRS believes meaningful recovery in Rona's earnings profile will remain challenging as the Company is expected to continue to face intense competition and a highly promotional environment while Canadian consumers may remain prudent in the uncertain housing and interest rate environment. On June 27, 2013, the Company announced the next phase of its Transformational Plan, which includes the closure of 11 non- profitable stores in Ontario and British Columbia, as well as additional administrative headcount reduction and other cost- cutting initiatives. DBRS expects that a significant improvement in operating performance will be difficult to realize over the near term but EBITDA could benefit from the successful implementation of the Company's Transformational Plan over the medium term. In terms of financial profile, RONA will remain under pressure until it displays sustainable growth in organic operating income and cash flow. Consistent with the strategies outlined in its Transformational Plan, RONA announced that it had entered into an agreement to sell all of the assets of its Commercial and Professional Market division to Talisker Plumbing Corporation on June 20, 2013, for expected net proceeds of $215 million. DBRS expects that RONA will use proceeds from this sale, along with free cash flow generated, for debt repayment, which should result in a material reduction in balance-sheet debt in 2013. If the Company's Transformational Plan helps to result in a stabilization of operating income and key credit metrics, the ratings outlook could stabilize. However, should RONA's credit risk profile continue to deteriorate in terms of a decline in same-store sales, operating income and key credit metrics (i.e., lease-adjusted debt-to-EBITDAR over 4.0x and lease-adjusted EBIT coverage materially below 1.5x), a further downgrade to BB and Pfd-4 could result. SAN DIEGO HOSPICE: Files 1st Amended Disclosure Statement --------------------------------------------------------- Debtor San Diego Hospice & Palliative Care Corporation and the Official Committee of Unsecured Creditors have filed a first amended disclosure statement explaining their jointly proposed First Amended Liquidating Plan for San Diego Hospice & Palliative Care Corporation (Dated June 24, 2013). The Plan's objective is to transfer all assets of the Debtor, including, but not limited to, cash and all causes of action, to the Liquidating Trust, which, through the Liquidating Trustee, will liquidate the remaining non-cash assets, including the prosecution of the causes of action that the Liquidating Trustee chooses to pursue, and distribute the proceeds thereof to holders of Allowed Claims in satisfaction of the Allowed Claims subject to the satisfaction of the Liquidating Trust Expenses. The Plan will treat claims as follows: -- Class 1 Miscellaneous Secured Claims. Under the Plan, each holder of a Class 1 Claim will receive, at the election of the Liquidating Trust, in its sole discretion, one of the following treatments in full satisfaction of its Allowed Miscellaneous Secured Claim: (a) transfer of the collateral; (b) cash payment equal to amount of each holder's Class 1 Claim; (c) reinstatement of the Class 1 Claim in compliance with Section 1124(2) of the Bankruptcy Code; (d) deferred cash payments, pursuant to Bankruptcy Code Section 1129(2)(A)(b)(2)(A)(i)(II), totaling at least the Allowed amount of such claim, of a present value, as of the Effective Date, of at least the value of such Holder's interest in the Debtor's interest in property that serves as collateral for such claim; or (e) delivery to such Holder indubitable equivalent of such Claim. The Proponents are aware that the United States filed a Claim for $112,839,934 (the "CMS Claim") and alleges that it is partially secured by rights of setoff. The Proponents do not know the amount of the security alleged. This Claim is subject to dispute. The $3.4 million to $4 million estimate of Non-Ordinary Course Administrative Claims may be secured by certain accounts maintained by third-parties. The Proponents are currently investigating, among other things, whether these Claims are actually secured by the existing accounts. To the extent it is determined that the Claims are secured by such accounts, there is sufficient cash in the accounts to satisfy the Claims in full. The Proponents are not aware of any other Miscellaneous Secured Claims at this time. -- Wells Fargo Secured Claim in Class 1A. The Liquidating Trust will transfer collateral it owns and holds that secures the Allowed Wells Fargo Secured Claim up to an amount sufficient in value to satisfy the Allowed Wells Fargo Secured Claim to the Holder of the Wells Fargo Secured Claim in full satisfaction and release of such Claim. Wells Fargo is owed approximately $4,047,534.02 (disputed). Class 1A is Unimpaired under the Plan. -- Class 2 Priority Non-Tax Claims. Class 2 is Unimpaired under the Plan and consists mainly of Priority wage and PTO claims. Each Holder of an Allowed Class 2 Claim will be paid in Cash, in full, with interest. -- Class 3 Allowed General Unsecured Claims. Class 3, owed approximately $12 million to $16 million, is Impaired under the Plan. On the later of (i) the Effective Date, and (ii) the fifteenth (15th) Business Day after such General Unsecured Claim becomes an Allowed Claim, or, in either case, as soon thereafter as is practicable, the Liquidating Trustee will distribute Available Cash to the Holders of Allowed Class 3 Claims on a Pro Rata basis. Estimated recovery is 0% to 43%. -- Class 4 CMS Claim. The United States has filed a proof of Claim against the Debtor in the amount of $112,839,934 (the "CMS Claim") for alleged damages and civil penalties arising from the Debtor's alleged false claims for payment and making, or causing to be made, alleged false statements in connection with the provision of hospice and palliative care to beneficiaries under federally funded government healthcare programs. The United States alleges that the CMS Claim, which the Proponents dispute, arises under the False Claims Act, 31 U.S.C. Sections 3729-33 (the "FCA"), and common law theories for breach of contract, payment by mistake and unjust enrichment. The United States alleges that the conduct giving rise to the CMS Claim occurred in 2009 and 2010. CMS, if it agrees to the terms of proposed settlement, will have a bifurcated Claim: (a) a General Unsecured Claim in an amount equal to the aggregate amount of Allowed Class 3 Claims (the "Tier One CMS Claim") and (b) a Subordinated Claim for the balance. The Tier One CMS Claim will be paid Pro Rata with Class 3 until all Class 3 Claims and the Tier One CMS Claim are paid in full with interest at the Judgment Rate. The CMS Subordinated Claim will be paid all Cash remaining after payment in full of all other Allowed Claims, the expenses of the Liquidating Trust, and the expenses of the SDH Trust Committee. If CMS does not agree to the proposed treatment of its Claim as set forth above, the Debtor, the Committee or both will file a motion to estimate the CMS Claim for distribution purposes and the CMS Claim, once estimated, will be paid Pro Rata with Allowed Class 3 Claims. The Proponents have separately classified the CMS Claim because it is based upon the FCA Complaint, which contains allegations that have not yet been proved, is subject to substantial dispute and litigation and is unliquidated. Estimated recovery is 0% to 43% of the Tier One CMS Claim and 0% of the CMS Subordinated Claim. Any interested party desiring further information about the Disclosure Statement or Plan should contact: * Counsel for the Committee: PACHULSKI STANG ZIEHL & JONES LLP Attn: Samuel R. Maizel, Esq. 10100 Santa Monica Boulevard, 13th Floor Los Angeles, CA 90067 Tel: (310) 277-6910 E-mail: smaizel@pszjlaw.com or * Counsel for the Debtor: PROCOPIO, CORY, HARGREAVES & SAVITCH LLP, Attn: Jeffrey Isaacs, Esq. 525 B Street, Suite 2200 San Diego, CA 92101 Tel: (619) 238-1900 E-mail: jeffrey.isaacs@procopio.com The Plan also provides that if there is a material default at any time during the term of this Plan by the Liquidating Trustee in the performance of any of the duties or obligations of the Liquidating Trust under the Plan, any Creditor that is damaged by such failure may pursue its remedies in any court of competent jurisdiction, including, but not limited to, filing a motion to dismiss or convert this Case. A copy of the First Amended Disclosure Statement is available at: http://bankrupt.com/misc/sandiegohospice.doc422.pdf About San Diego Hospice & Palliative Care San Diego Hospice & Palliative Care Corporation filed a Chapter 11 petition (Bankr. S.D. Cal. Case No. 13-01179) in San Diego on Feb. 4, 2013. The Debtor is the operator of the San Diego Hospice and The Institute for Palliative Medicine, one of the largest community-owned, not-for-profit hospices in the country. The Debtor scheduled $20,369,007 in total assets and $14,888,058 in total liabilities. Even before the bankruptcy filing, the Debtor has been under a federal investigation, focusing whether it allowed patients to stay in the program even when their diagnosis changed. The Debtor said that it will meet with government agencies to address their concerns, explore partnerships with other health care organizations, and work to restructure and resize San Diego Hospice. The Debtor said it has encouraged Scripps Health, the region's largest provider of health care services, to enter the hospice business. Procopio, Cory, Hargreaves & Savitch LLP serves as counsel to the Debtor. On April 30, 2013, San Diego Hospice received Court authority to sell its unused 24-bed hospice facility to Scripps Health for $16.55 million. Scripps made the opening bid of $10.7 million at the auction that took place before the sale-approval hearing. The other bidder was Sharp Healthcare. The sale is also subject to approval by regulators in California. In May 2013, San Diego Hospice and its creditors' committee jointly filed a liquidating Chapter 11 plan and an explanatory disclosure statement. SANUWAVE HEALTH: Amends 10.9 Million Units Prospectus ----------------------------------------------------- SANUWAVE Health, Inc., filed with the U.S. Securities and Exchange Commission amendment no. 3 to the Form S-1 registration statement relating to the offering of up to 10,909,091 Units at a purchase price of $0.55 per Unit, with each Unit consisting of one share of the Company's common stock and a warrant to purchase up to an additional 1/2 share of the Company's common stock at an exercise price per share of $0.80. The Units will not be certificated and the common stock and warrants will be immediately separable and will be separately transferable immediately upon issuance. The offering expires on the earlier of (i) the date upon which all of the Units being offered have been sold, or (ii) July 31, 2013. In addition, the Company may terminate the offering at any time prior to the expiration date. All costs associated with the registration will be borne by the Company. The Company's common stock is quoted on the OTC Bulletin Board under the symbol "SNWV". The last reported sale price of the Company's common stock on June 28, 2013, on the OTC Bulletin Board was $0.67 per share. There is no established trading market for the warrants. A copy of the amended prospectus is available for free at: http://is.gd/EMeZpf About SANUWAVE Health Alpharetta, Ga.-based SANUWAVE Health, Inc., is an emerging global regenerative medicine company focused on the development and commercialization of noninvasive, biological response activating devices for the repair and regeneration of tissue, musculoskeletal and vascular structures. BDO USA, LLP, in Atlanta, Georgia, 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 suffered recurring losses from operations, has a net working capital deficit, and is economically dependent upon future issuances of equity or other financing to fund ongoing operations, each of which raise substantial doubt about its ability to continue as a going concern. SANUWAVE Health reported a net loss of $6.40 million on $769,217 of revenue for the year ended Dec. 31, 2012, as compared with a net loss of $10.23 million on $802,572 of revenue in 2011. The Company's balance sheet at March 31, 2013, showed $2.33 million in total assets, $13.64 million in total liabilities and a $11.31 million total stockholders' deficit. SEMGROUP LP: Ex-CEO Can't Dodge Limited Partners' Fraud Suit ------------------------------------------------------------ Lance Duroni of BankruptcyLaw360 reported that former SemGroup LP CEO Thomas L. Kivisto must face a fraud suit from the company's former limited partners in Oklahoma court that had previously been blocked by a Delaware bankruptcy judge, according to a court order filed Tuesday. The report related that U.S. Bankruptcy Judge Brendan L. Shannon ruled nearly two years ago that SemGroup's 2009 reorganization plan barred the claims against Kivisto, but the decision was reversed in part on appeal by the district court in November. About SemGroup, L.P. SemGroup, L.P. -- http://www.semgrouplp.com/-- is a midstream service company that provides diversified services for end users and consumers of crude oil, natural gas, natural gas liquids and refined products. Services include purchasing, selling, processing, transporting, terminalling and storing energy. SemGroup serves customers in the United States, Canada, Mexico and Wales. SemGroup L.P. and its debtor-affiliates filed for Chapter 11 protection (Bankr. D. Del. Case No. 08-11525) on July 22, 2008. John H. Knight, Esq., L. Katherine Good, Esq. and Mark D. Collins, Esq., at Richards Layton & Finger; Harvey R. Miller, Esq., Michael P. Kessler, Esq., and Sherri L. Toub, Esq., at Weil, Gotshal & Manges LLP; and Martin A. Sosland, Esq., and Sylvia A. Mayer, Esq., at Weil Gotshal & Manges LLP, represented the Debtors in their restructuring efforts. Kurtzman Carson Consultants L.L.C. served as the Debtors' claims agent. The Blackstone Group L.P. and A.P. Services LLC acted as the Debtors' financial advisors. Margot B. Schonholtz, Esq., and Scott D. Talmadge, Esq., at Kaye Scholer LLP; and Laurie Selber Silverstein, Esq., at Potter Anderson & Corroon LLP, represented the Debtors' prepetition lenders. SemGroup L.P.'s affiliates, SemCAMS ULC and SemCanada Crude Company, sought protection under the Companies' Creditors Arrangement Act (Canada) on July 22, 2008. Ernst & Young, Inc., is the appointed monitor of SemCanada Crude Company and its affiliates' reorganization proceedings before the Canadian Companies' Creditors Arrangement Act. SemGroup LP won confirmation from the Bankruptcy Court of its Fourth Amended Plan of Reorganization on Oct. 28, 2008. The Plan, which distributed more than $2.5 billion in value to stakeholders, was declared effective on Nov. 30, 2008. As part of the Plan, the Reorganized Debtors entered into two new credit facilities aggregating $625 million in financing; entered into a $300 million Second Lien Term Facility; created a new corporate structure, including issuing shares of common stock and warrants; and distributed approximately $500 million of cash and approximately $1 billion in value of new common stock and warrants to thousands of creditors in accordance with the Plan. SCOTTSDALE VENETIAN: Files Chap. 11 Plan & Disclosure Statement --------------------------------------------------------------- Scottsdale Venetian Village, LLC, file a plan of reorganization and accompanying disclosure statement, providing for the payment of outstanding obligations by the proceeds from the continued operation of Days Hotel located at 5101 N. Scottsdale Road, in Scottsdale, Arizona, and the adjacent Papi Chulo's Mexican Grill & Cantina. With the exception of the Classes 1-A (Allowed Administrative Claims), all the Creditors of the Debtor are impaired under the terms of the Plan. Secured Creditors are impaired because they will be subjected to different treatment than they had originally contracted for with the Debtor. Unsecured Creditors will be impaired because they will be subject to different treatment than they originally contracted for. The Plan proposes the following treatment of claims: * Class 2-A (Allowed Secured Claim of First National Bank of Hutchinson). Impaired. The amount of FNBH's Allowed Secured Claim will be limited to the value of its collateral. Any amount by which FNBH's Allowed Claim exceeds the value of its collateral will be deemed to be an unsecured Claim and treated as part of Class 3-B. The Debtor intends to pay the full amount of FNBH's Allowed Secured Claim, with interest, over a period of 12 years. Specifically, the Debtor will execute and deliver to FNBH a promissory note in the amount of FNBH's Allowed Secured Claim. The New Note will mature and become fully due and payable on the 12th anniversary of the Effective Date. The New Note will be secured by the same collateral which existed on the Petition Date. For the months of January, February, March, and April of each year, the Debtor will make payments of 150% of the monthly principal and interest payments that would be due if FNBH's Allowed Secured Claim were amortized over 25 years at the Plane Rate. For the months of May, June, July, and August of each year, the Debtor will make monthly payments of 25% of the Standard Monthly Payment. For the months of September, October, November and December of each year, the Debtor will make monthly payments of 125% of the Standard Monthly Payment. * Class 2-B (Allowed Secured Claim of the Maricopa County Treasurer) Impaired. The Allowed Secured Claim is secured by a tax lien on the Property. The Allowed Secured Claim of Maricopa County will be paid, in full, in equal quarterly payments of principal and interest based upon a 20-year amortization schedule and interest accruing at the statutory rate. Any remaining principal and accrued interest due to Maricopa County on account of its Allowed Secured Claim will be paid, in cash, on or before the fifth anniversary of the Petition Date. Maricopa County will retain its existing secured interest in the Property until its Allowed Secured Claim has been satisfied in full. If, and only if, Maricopa County votes in favor of the Plan, it will receive a cash payment of $5,000 on the Effective Date. * Class 2-C (Allowed Secured Claim of the Arizona Department of Revenue) Impaired. The Allowed Secured Claim is alleged to exist as against the Debtor and be secured by all of the Debtor's assets. The Debtor is still conducting an investigation in to the ADOR's assert claim, but suspects that all or part of the claim may not be enforceable against the Debtor. The Allowed Secured Claim of ADOR, if any, will be paid, in full, in equal quarterly payments of principal and interest based upon a 20-year amortization schedule and interest accruing at the statutory rate. Any remaining principal and accrued interest due to ADOR on account of its Allowed Secured Claim will be paid, in cash, on or before the fifth anniversary of the Petition Date. ADOR will retain any existing liens and security interests, to the extent of its Allowed Secured Claim, with the same validity and priority as existed prepetition. If, and only if, ADOR votes in favor of the Plan, it will receive a payment of $5,000 on the Effective Date. * Class 2-D (Allowed Secured Claim of Horizon Capital Investment Group, LLC) Impaired. The Allowed Secured Claim is alleged to be secured by a lien upon a 2006 Dodge Sprinter owned by the Debtor and used in its business. The Allowed Secured Claim of Horizon will be paid in full, with interest at the Plan Rate, in equal quarterly installments commencing on the Effective Date and concluding on the seventh anniversary of the Effective Date. Horizon will retain a lien on its collateral, to the same extent and with same priority as enjoyed prior to the Petition Date, until its Secured Claim is paid in full. Upon Horizon's receipt of payment in full of its Allowed Secured Claim, its security interest in its collateral will be deemed released and discharged in full. * Class 2-E (Allowed Secured Claim of Plexus Technology Solutions, LLC) Impaired. The Allowed Secured Claim is alleged to be secured by a lien upon a 2006 Ford van owned by the Debtor and used in its business. The Allowed Secured Claim of Plexus will be paid in full, with interest at the Plan Rate, in equal quarterly installments commencing on the Effective Date and concluding on the seventh anniversary of the Effective Date. Plexus will retain a lien on its collateral, to the same extent and with same priority as enjoyed prior to the Petition Date, until its Secured Claim is paid in full. Upon Plexus' receipt of payment in full of its Allowed Secured Claim, its security interest in its collateral will be deemed released and discharged in full. * Class 2-F (Allowed Secured Claim of Small Business Term Loans, Inc.) Impaired. The Allowed Secured Claim is alleged to be secured by a lien upon the Debtor's credit card receivables and other personal property. The Allowed Secured Claim of SBTLI will be paid in full, with interest at the Plan Rate, in equal quarterly installments commencing on the Effective Date and concluding on the 10th anniversary of the Effective Date. SBTLI will retain a lien on its collateral, to the same extent and with same priority as enjoyed prior to the Petition Date, until its Secured Claim is paid in full. Upon SBTLI's receipt of payment in full of its Allowed Secured Claim, its interest in its collateral will be deemed released and discharged in full. * Class 3-A (Allowed Unsecured Claim of Days Inn Worldwide, Inc.) Impaired. The Unsecured Claims are in the approximate amount of $135,000, arising by virtue of that certain Development Incentive Note. The Days Inn Note will be treated, and retired, in accordance with its terms, but for the date upon which payment is due in the event of acceleration. * Class 3-B (Other Allowed Unsecured Claims of Creditors) Impaired. Holders of Unsecured Claims Not Otherwise Classified in the Plan will be paid in full, with interest accruing at the Plan Rate, in equal quarterly installments commencing on the Effective Date and concluding on the eighth anniversary of the Effective Date. Any Insider that holds a Claim included in this class will not be paid anything on account of that Claim until all other Claims against the Debtor are paid in full. Upon each Unsecured Claimant's receipt of payment in full, its Allowed Unsecured Claim shall be deemed paid and discharged in full. * Class 4 (Allowed Interests of Interest Holders) Class 4 consists of the Allowed Interests in the Debtor. The Interest Holders will retain their equity interests, and constitute the New Interest Holders in the Reorganized Debtor. A full-text copy of the Disclosure Statement, dated June 19, 2013, is available for free at: http://bankrupt.com/misc/SCOTTSDALEds0619.pdf John J. Hebert, Esq. -- jhebert@polsinelli.com -- and Wesley D. Ray, Esq. -- wray@polsinelli.com -- at POLSINELLI PC, in Phoenix, Arizona, filed the Disclosure Statement on behalf of the Debtor. About Scottsdale Venetian Scottsdale Venetian Village, LLC, operates the Days Hotel located at 5101 N. Scottsdale Road, in Scottsdale, Arizona. The company also operates Papi Chulo's Mexican Grill & Cantina, located immediately adjacent to the hotel. The hotel consists of 211 guest rooms and, among other things, facilities for meetings and banquets. Scottsdale Venetian Village filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 13-02150) on Feb. 19, 2013, in Phoenix, estimating at least $10 million in assets and less than $10 million in liabilities. The Debtor is represented by John J. Hebert, Esq., at Polsinelli Shughart, P.C., in Phoenix. SCOOTER STORE: Former CEO Wants Legal Fees Covered -------------------------------------------------- Matt Chiappardi of BankruptcyLaw360 reported that the former CEO of bankrupt Scooter Store Holdings Inc., along with a committee that oversees an employee stock ownership plan, asked a Delaware bankruptcy court to make sure the company or its insurers cover their defense costs from a putative class action in Texas accusing them of fiduciary breaches. According to the report, former CEO Douglas Harrison and The Scooter Store Employee Stock Ownership Plan Committee, which included Harrison, argue that the company agreed in the committee's governing documents to indemnify it against losses or expenses related to legal proceedings. About The Scooter Store The Scooter Store is a supplier of power mobility solutions, including power wheelchairs, scooters, lifts, ramps, and accessories. The Scooter Store's products and services provide today's seniors and disabled persons potential alternatives to living in nursing homes or other care facilities. Headquartered in New Braunfels, Texas, the Scooter Store has a nationwide network of distribution centers that service products owned or leased by the Company's customers. It has 57 distribution centers in 41 states. Scooter Store Holdings Inc., and 71 affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 13-10904) in Wilmington. The closely held company listed assets of less than $10 million and debt of more than $50 million. Affiliates of private equity firm Sun Capital Partners, based in Boca Raton, Florida, purchased a majority voting interest in the debtors in 2011. Scooter Store is 66.8 percent owned by Sun Capital Partners Inc., owed $40 million on a third lien. In addition to Sun's debt and $25 million on a second lien owing to Crystal Financial LLC, there is a $25 million first-lien revolving credit owing to CIT Healthcare LLC as agent. Crystal is providing $10 million in financing for bankruptcy. S & K OF OCEAN CITY: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: S & K of Ocean City, LLC dba Blue Water Marina 435 East Melrose Avenue Westmont, NJ 08108 Bankruptcy Case No.: 13-23954 Chapter 11 Petition Date: June 25, 2013 Court: U.S. Bankruptcy Court District of New Jersey (Camden) Judge: Gloria M. Burns Debtor's Counsel: Tudor Mihai Neagu, Esq. HOPKINS & SCHAFKOPF, LLC 604 S. Washington Square E., Suite 1102 Philadelphia, PA 19106 Tel: (215) 356-9917 Fax: (610) 664-5599 E-mail: tudorescue@gmail.com Scheduled Assets: $1,614,500 Scheduled Liabilities: $1,202,408 The Company's list of its largest unsecured creditors filed with the petition does not contain any entry. The petition was signed by Frank A. McCullough, sole member SH & KS LLC: Case Summary & 3 Unsecured Creditors ------------------------------------------------- Debtor: SH & KS LLC 325 Grand Avenue Palisades Park, NJ 07650 Bankruptcy Case No.: 13-24287 Chapter 11 Petition Date: June 28, 2013 Court: United States Bankruptcy Court District of New Jersey (Newark) Judge: Morris Stern Debtor's Counsel: Michael S. Kopelman, Esq. KOPELMAN & KOPELMAN LLP 55 Main Street Hackensack, NJ 07601 Tel: (201) 489-5500 E-mail: kopelaw@yahoo.com Scheduled Assets: $0 Scheduled Liabilities: $1,598,365 A copy of the Company's list of its largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/njb13-24287.pdf The petition was signed by David Chung, director. SHOPPING.COM CORP: Case Summary & 8 Unsecured Creditors ------------------------------------------------------- Debtor: Shopping.com Corporation 1133 SE 4th Avenue Fort Lauderdale, FL 33316 Bankruptcy Case No.: 13-25551 Chapter 11 Petition Date: June 28, 2013 Court: United States Bankruptcy Court Southern District of Florida (Fort Lauderdale) Judge: John K. Olson Debtor's Counsel: Michael D. Lessne, Esq. 401 E Las Olas Blvd # 1850 Ft. Lauderdale, FL 33301 Tel: (954) 761-8111 E-mail: michael.lessne@gray-robinson.com Scheduled Assets: $560,941 Scheduled Liabilities: $1,193,207 A copy of the Company's list of its largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/flsb13-25551.pdf The petition was signed by Michelle G. Trca, president. SMART ONLINE: Extends IDB Credit Facility to May 2014 ----------------------------------------------------- Smart Online, Inc., on June 28, 2013, extended its secured credit facility with Israel Discount Bank of New York, as lender, effective as of May 31, 2013, under which the Company may, in a single borrowing pursuant to a Promissory Note dated June 6, 2013, borrow an aggregate principal amount of up to $5 million. The stated maturity date of the IDB Promissory Note is May 31, 2014. The IDB Promissory Note replaces that certain Promissory Note dated May 31, 2012, in the principal amount of $5 million by the Company in favor of IDB that was scheduled to mature on May 31, 2013. Under the prior note, the Company borrowed from IDB $5 million - the amount that remains outstanding under the new IDB Promissory Note as of June 28, 2013. Amounts borrowed under the new IDB Promissory Note bear interest equal to the higher of (i) four percent or (ii) LIBOR plus 300 basis points, payable in quarterly installments commencing Aug. 31, 2013. The Company has agreed, pursuant to the terms of an Assignment and Pledge of Deposit Account Agreement effective as of May 31, 2013, to maintain a deposit account initially in the amount of $250,000 to cover interest payments due under the IDB Promissory Note, and has assigned and pledged to IDB all right, title and interest to that deposit account. The IDB Promissory Note provides for the acceleration of principal and payment of all other amounts payable thereunder upon the occurrence and continuation of certain events of default. Note Purchase Amendment Smart Online, Inc., on June 26, 2013, entered into an amended Note Purchase Agreement with the holders of a majority of the aggregate outstanding principal amount of the Convertible Secured Subordinated Promissory Notes issued by the Company under the Convertible Secured Subordinated Note Purchase Agreement, dated Nov. 14, 2007. as amended. The Sixth Amendment amends the Note Purchase Agreement and the Registration Rights Agreement to permit the Company to sell additional Notes to Grasford Investments Ltd in a subsequent closing and grant Grasford the same registration rights as the existing Noteholders. Grasford does not currently hold any Notes, but is the beneficial owner of approximately 40 percent of the Company's outstanding common stock, par value $0.001 per share. The Sixth Amendment also changes the conversion price of the Notes to the greater of (i) $0.50 or (ii) 80 percent of the lowest closing price of the Company's Common Stock on the Over-The- Counter Bulletin Board, the Nasdaq Stock Market or the principal exchange on which the Common Stock is then listed in the twelve- month period immediately preceding the date such Note is converted, and amends the Note Purchase Agreement and the Registration Rights Agreement to reflect this change in the conversion price. The Sixth Amendment also increases the aggregate principal amount of the Notes authorized to be issued in subsequent closings of the sale of Notes under the Note Purchase Agreement by $10 million, from $23.3 million to $33.3 million. A copy of the Amended Agreement is available for free at: http://is.gd/jv4g7V $450,000 Notes Sold On June 27, 2013, the Company sold an additional Note in the principal amount of $450,000, or the New Note, to a current Noteholder upon substantially the same terms and conditions as the Company's previously issued notes as amended by the Sixth Amendment. About Smart Online Durham, North Carolina-based Smart Online, Inc., develops and markets a full range of mobile application software products and services that are delivered via a SaaS/PaaS model. The Company also provides Web site and mobile consulting services to not-for- profit organizations and businesses. Smart Online disclosed a net loss of $4.39 million in 2012, as compared with a net loss of $3.54 million in 2011. The Company's balance sheet at March 31, 2013, showed $1.24 million in total assets, $29.82 million in total liabilities, and a $28.57 million total stockholders' deficit. Cherry Bekaert LLP, in Raleigh, North Carolina, 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 suffered recurring losses from operations and has a working capital deficiency as of Dec. 31, 2012, which conditions raise substantial doubt about the Company's ability to continue as a going concern. SOUTHERN DRYDOCK: Updated Case Summary & List of Creditors ---------------------------------------------------------- Lead Debtor: Southern Drydock, Inc. 1901 Hill Street Jacksonville, FL 32202 Bankruptcy Case No.: 13-04118 Chapter 11 Petition Date: July 2, 2013 Court: United States Bankruptcy Court Middle District of Florida (Jacksonville) Judge: Paul M. Glenn Debtors' Counsel: J Garfield Hurt, Esq. LAW OFFICE OF J. GARFIELD HURT & ASSOC. 7952 Normandy Boulevard Jacksonville, FL 32221 Tel: (904) 781-8371 Fax: (904) 781-2520 E-mail: garfield@garfieldlaw.org Scheduled Assets: $419,526 Scheduled Liabilities: $1,387,743 Affiliates that simultaneously filed separate Chapter 11 petitions: Debtor Case No. ------ -------- Southeastern Sandblasting & 13-04129 Painting, Inc. Assets: $478,982 Debts: $1,126,752 The petitions were signed by Edwin B. Harwell, president and owner. A. A copy of Southern Drydock, Inc.'s list of its 21 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/flmb13-4118.pdf B. Southeastern Sandblasting & Painting, Inc. did not file a list of its largest unsecured creditors together with its petition. SPECIALTY PRODUCTS: 3rd Circ. Asked To Nix $1B Asbestos Appeal -------------------------------------------------------------- Jamie Santo of BankruptcyLaw360 reported that asbestos claimants blasted Specialty Products Holding Corp.'s bid to head straight to the Third Circuit with an appeal of a Delaware bankruptcy court decision pinning its asbestos-related liability at $1.1 billion, calling the move a delaying tactic with no legal foundation. According to the report, both the official committee of asbestos personal injury claimants and the representative for future claimants are fighting Specialty Products' bid to take its challenge of the liability ruling directly to the appeals court. About Specialty Products Cleveland, Ohio-based Specialty Products Holdings Corp., aka RPM, Inc., is a wholly owned subsidiary of RPM International Inc. The Company is the holding company parent of Bondex International, Inc., and the direct or indirect parent of certain additional domestic and foreign subsidiaries. The Company claims to be a leading manufacturer, distributor and seller of various specialty chemical product lines, including exterior insulating finishing systems, powder coatings, fluorescent colorants and pigments, cleaning and protection products, fuel additives, wood treatments and coatings and sealants, in both the industrial and consumer markets. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 10-11780) on May 31, 2010. Gregory M. Gordon, Esq., Dan B. Prieto, Esq., and Robert J. Jud, Esq., at Jones Day, serve as bankruptcy counsel. Daniel J. DeFranceschi, Esq., and Zachary I. Shapiro, Esq., at Richards Layton & Finger, serve as co- counsel. Logan and Company is the Company's claims and notice agent. The Company estimated its assets and debts at $100 million to $500 million. The Company's affiliate, Bondex International, Inc., filed a separate Chapter 11 petition on May 31, 2010 (Case No. 10-11779), estimating its assets and debts at $100 million to $500 million. SPEEDEMISSIONS INC: Chief Financial Officer Quits ------------------------------------------------- Larry C. Cobb resigned from his position as the Chief Financial Officer of Speedemissions, Inc., effective July 1, 2013. As part of his resignation, Mr. Cobb indicated that his decision is not a result of any disagreements with the Company over matters relating to the Company's operations, policies, or practices. Mr. Cobb has been a valued member of the executive management team and has served the Company faithfully and professionally during his term of employment with the Company. Mr. Cobb will continue to perform services for the Company, on a consulting basis, concentrating in the areas of business planning and SEC compliance. In connection with the resignation of Mr. Cobb as the Chief Financial Officer of the Company, the Board of Directors of the Company appointed Dannie Daugherty, Jr., as the Company's Chief Financial Officer effective July 1, 2013. Mr. Daugherty (age 43) has been employed by the Company since July 2012, when he was hired as the Company's Controller. Prior to his employment with the Company, Mr. Daugherty was employed by BB&T, a financial services holding company, as Controller of Lendmark Financial Services (a wholly owned subsidiary) from April, 2007 to July, 2012. As Controller, Mr. Daugherty was responsible for the oversight and management of accounting services as well as managing the month-end close process which included preparation of consolidated financial statements for Lendmark as well as three Lendmark-held subsidiaries. Mr. Daugherty will not have a written employment agreement with the Company, but his base salary will be adjusted accordingly as a result of this promotion and he will be entitled to participate in health benefit plans and employee stock programs of the Company generally available to full-time employees. About Speedemissions Tyrone, Georgia-based Speedemissions, Inc., is a test-only emissions testing and safety inspection company. The Company reported a net loss of $281,723 for the nine months ended Sept. 30, 2012. The Company reported a net loss of $1.6 million in 2011, compared with a net loss of $2.2 million in 2010. After auditing the 2011 results, Habif, Arogeti & Wynne, LLP, in Atlanta, Georgia, expressed substantial doubt about Speedemissions' ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and has a capital deficiency. The Company's balance sheet at March 31, 2013, showed $2.56 million in total assets, $2.02 million in total liabilities, $4.57 million in series A convertible, redeemable preferred stock, and a $4.04 million total shareholders' deficit. SPIRE CORP: Common Stock to Cease Trading on Nasdaq --------------------------------------------------- Spire Corporation, on June 25, 2013, received notification from Nasdaq stating that the Company's common stock will be delisted from The Nasdaq Capital Market and that trading in the Company's common stock will be suspended at the opening of business on July 5, 2013. As previously disclosed, on June 26, 2012, Spire Corporation received a notice from The Nasdaq Stock Market advising the Company that for 30 consecutive trading days preceding the date of the notice, the bid price of the Company's common stock had closed below the $1.00 per share minimum required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Marketplace Rule 5550(a)(2). The Company was given 180 calendar days, or until Dec. 24, 2012, to regain compliance with the Minimum Bid Price Rule. On Dec. 26, 2012, the Company received a notice from Nasdaq indicating that the Nasdaq staff had determined that the Company was eligible for an additional 180 calendar day period, or until June 24, 2013, to demonstrate compliance with the Minimum Bid Price Rule. The Company was not able to regain compliance by June 24, 2013. The Company does not intend to appeal the Staff's delisting determination. The delisting will be completed once Nasdaq files a Form 25-NSE with the Securities and Exchange Commission. The Company expects that its common stock will trade on the OTC Bulletin Board under the Company's current symbol "SPIR" upon delisting from Nasdaq, or as soon as practicable thereafter. The Company intends to continue to file periodic reports with the SEC pursuant to the requirements of the Securities Exchange Act of 1934, as amended. About Spire Corp Bedford, Massachusetts-based Spire Corporation currently develops, manufactures and markets customized turn-key solutions for the solar industry, including individual pieces of manufacturing equipment and full turn-key lines for cell and module production and testing. McGladrey LLP, in Boston, Massachusetts, expressed substantial doubt about Spire Corporation's ability to continue as a going concern. The independent auditors noted that during the year ended Dec. 31, 2012, the Company incurred a loss from continuing operations of $4.8 million and continuing operating cash flows used $6.9 million in cash. In addition, the independent auditors noted that the Company's credit agreements are due to expire on June 29, 2013. The Company reported a net loss of $1.9 million on total net sales and revenues of $22.1 million in 2012, compared with a net loss of $1.5 million on total net sales of $58.7 million in 2011. The Company's balance sheet at March 31, 2013, showed $15.06 million in total assets, $9.88 million in total liabilities and $5.18 million in total stockholders' equity. SPIRIT REALTY: Declares Pro-Rated Dividend of $0.3125 Per Share --------------------------------------------------------------- The respective boards of directors and shareholders of Spirit Realty Capital, Inc., and Cole Credit Property Trust II, Inc., previously approved the merger of Spirit Realty Capital and CCPT II pursuant to a definitive agreement, dated Jan. 22, 2013, to create one of the largest publicly traded triple-net-lease real estate investment trusts in the United States. The transaction is expected to close in the third quarter of 2013 contingent upon the satisfaction of certain contractual closing obligations. In order to harmonize the dividends of the two companies in anticipation of the merger, the Board of Directors of Spirit Realty Capital has declared a pro-rated dividend for the third quarter based on a quarterly dividend of $0.3125 per share on Spirit Realty Capital's common stock, with shareholders of record as of 5:00 p.m. New York time on the day before the effective date of the merger receiving $0.0034 per share per day for the period from and including July 1, 2013, the first day of the third quarter, through and including the day before the effective date of the merger. Payment of the pro-rated dividend is contingent upon the closing of the merger. Spirit Realty Capital anticipates that the surviving corporation will declare a dividend for the remainder of the third quarter following the closing of the merger in ordinary course. About Spirit Realty Spirit Finance Corporation (now known as Spirit Realty Capital, Inc.) headquartered in Phoenix, Arizona, is a REIT that acquires single-tenant, operationally essential real estate throughout United States to be leased on a long-term, triple-net basis to retail, distribution and service-oriented companies. The Company incurred a net loss of $76.23 million in 2012, a net loss of $63.86 million in 2011, and a net loss of $86.53 million net loss in 2010. The Company's balance sheet at Dec. 31, 2012, showed $3.24 billion in total assets, $1.99 billion in total liabilities and $1.25 billion in total stockholders' equity. * * * As reported by the TCR on Jan. 30, 2013, Standard & Poor's Ratings Services placed its 'B' corporate credit rating on Spirit Realty Capital Inc. (Spirit) on CreditWatch with positive implications. "The CreditWatch placement follows the announcement that Spirit will merge with Cole Credit Property Trust II (unrated), a nontraded REIT, in a stock-for-stock exchange," said credit analyst Elizabeth Campbell. "The merged company, which will retain the name Spirit, will become the second-largest publicly traded triple-net-lease REIT in the U.S. with a pro forma enterprise value of approximately $7.1 billion." As reported by the TCR on April 19, 2013, Moody's Investors Service withdrew its Caa1 corporate family rating for Spirit Realty Capital. Moody's has withdrawn the rating for business reasons. STEREOTAXIS INC: Extends Maturities of Credit Pacts to July 31 -------------------------------------------------------------- Stereotaxis, Inc., and its wholly owned subsidiary, entered into a Sixth Loan Modification and Waiver Agreement (Domestic) with Silicon Valley Bank further amending the terms of that certain Second Amended and Restated Loan and Security Agreement (Domestic) dated Nov. 30, 2011, as amended, to extend the maturity of the revolving line of credit under the Amended Loan Agreement from June 30, 2013, to July 31, 2013, and decrease the amount of available advances under the revolving credit line from $13 million to $6 million. In addition, the Bank waived the testing of the tangible net worth and liquidity ratio financial covenants under the Amended Loan Agreement for the period ended June 30, 2013. On June 28, 2013, the Company and the Subsidiary also entered into an Export-Import Bank Fifth Loan Modification Agreement with the Bank to extend the maturity date of the revolving line of credit under that certain Amended and Restated Export-Import Bank Loan and Security Agreement dated Nov. 30, 2011, as amended, from June 30, 2013, to July 31, 2013. On June 28, 2013, in conjunction with the Silicon Valley Bank extension, the Company entered into a further amendment to the Note and Warrant Purchase Agreement effective as of Feb. 7, 2008, as amended, with Alafi Capital Company LLC and certain affiliates of Sanderling Venture Partners to further extend the Lenders' obligation to provide $3 million in either direct loans to the Company or loan guarantees to the Company's primary bank lender through July 31, 2013. The guarantees would terminate earlier if the Company consummates a third party, non-bank financing of $8 million prior to July 31, 2013. The Company granted to the Lenders warrants to purchase an aggregate of 48,387 shares of Common Stock in exchange for their extension. The Extension Warrants are exercisable at $1.55 per share. Sanderling is an affiliate of Fred A. Middleton, who is a member of the Company's Board of Directors. Copies of the Amendments are available for free at: http://is.gd/4HOGdN http://is.gd/uj7yLR http://is.gd/Hw24Tt About Stereotaxis Based in St. Louis, Mo., Stereotaxis, Inc., designs, manufactures and markets the Epoch Solution, which is an advanced remote robotic navigation system for use in a hospital's interventional surgical suite, or "interventional lab", that the Company believes revolutionizes the treatment of arrhythmias and coronary artery disease by enabling enhanced safety, efficiency and efficacy for catheter-based, or interventional, procedures. For the year ended Dec. 31, 2011, Ernst & Young LLP, in St. Louis, Missouri, expressed substantial doubt about Stereotaxis' ability to continue as a going concern. The independent auditors noted that the Company has incurred recurring operating losses and has a working capital deficiency. The Company incurred a net loss of $9.23 million in 2012, as compared with a net loss of $32.03 million in 2011. The Company's balance sheet at March 31, 2013, showed $32.22 million in total assets, $54.93 million in total liabilities, and a $22.71 million total stockholders' deficit. SUN BANCORP: Second Curve Held 4.7% Equity Stake at June 10 ----------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Second Curve Capital, LLC, and Thomas K. Brown disclosed that, as of June 10, 2013, they beneficially owned 4,074,319 shares of common stock of Sun Bancorp, Inc., representing 4.7 percent of the shares outstanding. A copy of the regulatory filing is available at http://is.gd/BoxeVB About Sun Bancorp Sun Bancorp, Inc. (NASDAQ: SNBC) is a $3.23 billion asset bank holding company headquartered in Vineland, New Jersey, with its executive offices located in Mt. Laurel, New Jersey. Its primary subsidiary is Sun National Bank, a full service commercial bank serving customers through more than 60 locations in New Jersey. The Company's balance sheet at March 31, 2013, showed $3.227 billion in total assets, $2.963 billion in total liabilities, and stockholders' equity of $264.3 million. On April 15, 2010, Sun National Bank entered into a written agreement with the OCC which contained requirements to develop and implement a profitability and capital plan which provides for the maintenance of adequate capital to support the Bank's risk profile in the current economic environment. SUNTECH POWER: Has Forbearance with Note Holders Until Aug. 30 -------------------------------------------------------------- Suntech Power Holdings Co., Ltd., has reached an accord with holders of a majority of the 3 percent Convertible Senior Notes for a new forbearance agreement that sets forth the next steps in the debt restructuring process. The new forbearance agreement provides further time to implement the restructuring and will expire on Aug. 30, 2013. In particular, the new agreement contemplates an equitization of all major debt claims held by the Bondholders. In addition, the Bondholders will nominate two additional members to the Company's Board of Directors who will provide guidance and assist in the Company's ongoing restructuring efforts. In the coming weeks, the Bondholders and the Company will work toward a framework agreement regarding the specific terms of a debt restructuring and equitization. The Company and the Bondholders will also work together to identify strategic and financial investors to bring in new capital to Suntech. David King, Suntech's CEO said, "Through the efforts made by the Bondholders and the Company in the past months, we now have a clear path and focused work plan. The Company and the Bondholders will work closely at both the Board and operational levels in the coming weeks. We remain optimistic that a mutually acceptable consensual restructuring of the Company is achievable." About Suntech Wuxi, China-based Suntech Power Holdings Co., Ltd. (NYSE: STP) produces solar products for residential, commercial, industrial, and utility applications. With regional headquarters in China, Switzerland, and the United States, and gigawatt-scale manufacturing worldwide, Suntech has delivered more than 25,000,000 photovoltaic panels to over a thousand customers in more than 80 countries. As reported by the TCR on March 20, 2013, Suntech Power Holdings Co., Ltd., has received from the trustee of its 3% Convertible Notes a notice of default and acceleration relating to Suntech's non-payment of the principal amount of US$541 million that was due to holders of the Notes on March 15, 2013. That event of default has also triggered cross-defaults under Suntech's other outstanding debt, including its loans from International Finance Corporation and Chinese domestic lenders. SWJ MANAGEMENT: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: SWJ Management LLC 215 West 104th Street New York, NY 10025 Bankruptcy Case No.: 13-12123 Chapter 11 Petition Date: June 28, 2013 Court: U.S. Bankruptcy Court Southern District of New York (Manhattan) Judge: Allan L. Gropper Debtor's Counsel: David Carlebach, Esq. LAW OFFICES OF DAVID CARLEBACH, ESQ. 40 Exchange Place, Suite 1306 New York, NY 10005 Tel: (212) 785-3041 Fax: (646) 355-1916 E-mail: david@carlebachlaw.com Estimated Assets: $50,000,001 to $100,000,000 Estimated Debts: $50,000,001 to $100,000,000 The Company did not file a list of creditors together with its petition. The petition was signed by Richard Annunziata, managing member. Affiliate that filed separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Ridgewood Realty of Ll 12-14085 09/28/12 aka SK Mulberry Contract SYNAGRO TECHNOLOGIES: Reaches Agreement to Pursue EQT Sale Deal --------------------------------------------------------------- Synagro Technologies, Inc. on July 5 disclosed that it has reached an agreement with its key stakeholders to pursue its proposed sale agreement with EQT Infrastructure II through a comprehensive Plan of Reorganization. "This agreement is a significant milestone for the Company and all of our customers, vendors and employees. We now have a more certain timeline and a more efficient means of achieving the same end result as we move ahead in restructuring our debt. A reorganized Synagro with significantly reduced leverage is a powerful change for the Company, as it has been burdened by heavy leverage for many years. Our operations are strong and the conversion to a Plan will make it easier for our customers, vendors and the Company to continue to operate as normal through completion of the transaction later this summer," said Eric Zimmer, Synagro's President and CEO. The Company filed the proposed Plan of Reorganization and the related Disclosure Statement on July 3. EQT Infrastructure II, the second fund within the infrastructure investment strategy of EQT, in April agreed to purchase Synagro through a sale under Section 363 of the U.S. Bankruptcy Code. By changing the transaction to a sale through a Plan of Reorganization, the Company will be able to accomplish its restructuring efforts and close the transaction with EQT in a timely manner without requiring assignment or other changes to its customer, vendor and other contractual relationships. "By shifting to this more efficient process, the sale will be even more seamless for our customers and partners, as there will be no change to our contractual relationships," Joe Page, Synagro's General Counsel said. "As important, all trade vendors will still be paid in full for pre-petition amounts owed shortly after the sale closes." The proposed Plan of Reorganization will include Synagro's special purpose entities, which include its facilities in Philadelphia, Baltimore, and Sacramento, though these entities will continue to remain outside the Chapter 11 filing process. EQT is the leading private equity group in Northern Europe with over EUR 20 billion in raised capital and multiple investment strategies. EQT implements its investment strategy by acquiring or financing high-quality, medium-sized to large companies in the United States, Northern and Eastern Europe, and Asia, developing them into leading companies. EQT Infrastructure II closed in January 2013 with EUR 1.925 billion of commitments available for investments. Synagro on April 24 initiated a Chapter 11 restructuring to complete the sale and refinance the Company's debt. The Company's operations have continued as normal throughout this process, supporting more than 600 customers across the country, each of which relies on Synagro's industry-leading biosolids management solutions to support their daily operations. Synagro is being advised by the law firm of Skadden Arps Slate Meagher & Flom, along with financial adviser AlixPartners and investment bankers Evercore Partners. About Synagro Synagro Technologies, Inc., based in Houston, Texas, is the recycler of bio-solids and other organic residuals in the U.S. and is one of the largest national companies focused exclusivity on biosolids recycling, which has a market size of $2 billion. The Company was formed in 1986, under the name RPM Marketing, Inc. Synagro's corporate headquarters is currently located in Houston, Texas but is in the process of being transferred to White Marsh, Maryland. The Company also has offices in Lansdale, Pennsylvania, Rayne, Louisiana, and Watertown, Connecticut. Synagro Technologies and 29 affiliates sought Chapter 11 protection (Bankr. D. Del. Case no. 13-11041) on April 24, 2013. Synagro is being advised by the law firm of Skadden Arps Slate Meagher & Flom, along with financial adviser AlixPartners and investment bankers Evercore Partners. Kurtzman Carson & Consultants serves as notice and claims agent. Synagro was owned by The Carlyle Group at the time of the bankruptcy filing. The Debtor has a deal to sell the assets to private-equity investor EQT Partners AB for $455 million, absent higher and better offers in a bankruptcy court-sanctioned auction. TARGETED MEDICAL: Inks Receivables Funding Pact with Cambridge -------------------------------------------------------------- Targeted Medical Pharma, Inc., on June 28, 2013, entered into a Workers' Compensation Receivables Funding Assignment and Security Agreement with Cambridge Medical Funding Group, L.L.C. Pursuant to the Receivables Funding Agreement, the Company assigned to CMFG future proceeds related to receivables or claims with dates of service between the year 2007 and Dec. 31, 2012, which have been generated by the Company through treatment to workers' compensation patients in accordance with California law. In consideration for the Fund Receivables, CMFG agreed to pay $3,280,000 to the Company. CMFG funded $750,000 of the Funding Amount on June 30, 2013. The balance of $2,530,000 will be paid to the Company in July 2013. A closing fee equal to 3 percent of the Funding Amount will be deducted from the proceeds of the Funding Amount and retained by CMFG. The Receivables Funding Agreement requires that the Company place $525,000 of the Funding Amount into escrow as a right of offset to be drawn-down by CMFG in the event the Company's collections related to Funded Receivables fail to meet the $175,000 monthly collection requirements as described in greater detail in the Receivables Funding Agreement. If the collections related to the Funded Receivables are less than $175,000 in any month prior to CMFG's receipt of a total of $3,280,000 in collections related to the Funded Receivables, then an amount equal to $175,000 less the amount paid to CMFG toward the CMFG Monthly Amount will be released from escrow to CMFG. Upon CMFG's receipt of $1.64 million collections related to the Funded Receivables, $262,500 of the Escrow Amount will be released from escrow to the Company. The remaining balance will be released to the Company upon CMFG's receipt of a total of $3,280,000 in collections related to the Funded Receivables. CMFG will also be entitled to collect and receive with respect to each individual Funded Receivable of the Funded Receivables a servicing fee equal to 5.0 percent of the Company's monthly collections for providing primary collection activities on all accounts covered by the Receivables Funding Agreement. After the payment of certain reimbursement expenses, CMFG will receive and retain the first $175,000 per month of collections related to Funded Receivables, commencing July 28, 2013. The next $125,000 in the relevant month's collections will be retained by the Company. The remainder of the relevant month's collections in excess of $300,000 will be shared equally between the Company and CMFG, with 50 percent of the remainder in excess of the $300,000 to be forwarded to each party. Collections of the first $175,000 per month and CMFG's portion of the monthly collections in excess of $300,000 related to the Funded Receivables every month thereafter will be remitted to CMFG until such time as $3,280,000 funding has been recovered by CMFG. Thereafter, collections and distributions shall continue as follows: CMFG will withhold $525,000 of the Funded Receivables as a right of offset to be drawn down by CMFG in the event the Company's collections related to Funded Receivables fail to meet the monthly collection requirements as detailed in the Receivables Funding Agreement. Upon CMFG's receipt of $1.64 million collections related to the Funded Receivable, one half of the right of offset amount will be released to the Company. The remaining balance will be released to the Company upon CMFG's receipt of a total of $3,280,000 in collections related to the Funded Receivables. A copy of the Receivables Funding Agreement is available at: http://is.gd/TrRezo Professional Services and Consulting Agreement On June 28, 2013, the Company entered into a Professional Services and Consulting Agreement with Cambridge Medical Capital Services, L.L.C. The Consulting Agreement will continue until that time as all obligations or contemplated transactions detailed in the Common Stock Warrant are met, satisfied or completed in their entirety. Pursuant to the Consulting Agreement, CMCS will provide consultation, guidance and assistance to the Company in areas relating to medical receivable billing, billing/management strategies, financing and induction to the financial community. In consideration for CMCS' services, the Company will pay a one time fee to CMCS in the amount of $64,000. That fee will be reduced to $15,000 in the event that the balance of $3,280,000, which is due to the Company pursuant to the Receivables Funding Agreement, is not delivered to the Company. Professional Services and Consulting Agreement On June 28, 2013, the Company entered into a Professional Services and Consulting Agreement with James Giordano. The Giordano Consulting Agreement will continue until that time as all obligations or contemplated transactions detailed in the Common Stock Warrant are met, satisfied or completed in their entirety. Pursuant to the Giordano Consulting Agreement, Mr. Giordano will provide consultation, guidance and assistance to the Company in areas relating to medical receivable billing, billing/management strategies, financing and induction to the financial community. In consideration for Mr. Giordano's services, the Company provided Mr. Giordano with the Common Stock Warrant. In the event that the balance of $3,280,000, which is due to the Company pursuant to the Receivables Funding Agreement, is not delivered to the Company, Mr. Giordano's will return 1,000,000 warrant shares to the Company. Common Stock Warrant On June 28, 2013, the Company issued a warrant to James Giordano for 1,412,500 shares of the Company's common stock, no par value per share. The Common Stock Warrant provides that Mr. Giordano may exercise his warrant on the latter of (i) six months from the date of issuance and (ii) the date on which the Receivables Funding Agreement is fully funded, and on or before June 28, 2023, at a price of $2.00 per share. The Common Stock Warrant provides for cashless exercise and grants Mr. Giordano piggyback registration rights. About Targeted Medical Los Angeles, Calif.-based Targeted Medical Pharma, Inc., is a specialty pharmaceutical company that develops and commercializes nutrient- and pharmaceutical-based therapeutic systems. Targeted Medical disclosed a comprehensive loss of $9.58 million on $7.29 million of total revenue for the year ended Dec. 31, 2012, as compared with a comprehensive loss of $4.18 million on $8.81 million of total revenue during the prior year. EFP Rotenberg, LLP, in Rochester, 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 losses for the year ended Dec. 31, 2012, totaling $9,586,182 as well as accumulated deficit amounting to $13,684,789. Further the Company does not have adequate cash and cash equivalents as of Dec. 31, 2012, to cover projected operating costs for the next 12 months. As a result, the Company is dependent upon further financing, related party loans, development of revenue streams with shorter collection times and accelerating collections on the Company's physician managed and hybrid revenue streams. The Company's balance sheet at March 31, 2013, showed $12.22 million in total assets, $14.20 million in total liabilities and a $1.98 million total shareholders' deficit. TARSIN INC: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Tarsin, Inc. 916 Southwood Blvd., Bldg. 3, Suite A Incline Village, NV 89451 Bankruptcy Case No.: 13-53607 Chapter 11 Petition Date: July 2, 2013 Court: United States Bankruptcy Court Northern District of California (San Jose) Judge: Stephen L. Johnson Debtor's Counsel: Michael W. Malter, Esq. LAW OFFICES OF BINDER AND MALTER 2775 Park Ave. Santa Clara, CA 95050 Tel: (408) 295-1700 E-mail: michael@bindermalter.com Estimated Assets: $100,001 to $500,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/canb13-53607.pdf The petition was signed by Michael Ghiselli, director. Affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Game2Mobile, Inc. 13-52062 02/14/13 TC GLOBAL: Tully's Coffee Sale to Dempsey's Group Completed ----------------------------------------------------------- The Associated Press reported that an investment group led by actor Patrick Dempsey has completed its $9.2 million acquisition of Tully's Coffee chain, which filed for Chapter 11 bankruptcy protection last fall. According to the report, Dempsey's group, Global Baristas, won an auction of Tully's assets in federal bankruptcy court in January, beating out a combined rival bid of about $10.6 million from AgriNurture Inc. and Starbucks Corp. Starbucks had wanted to buy about half of Tully's 47 shops in Washington and California and turn them into Starbucks stores, while the rest of the company would keep the Tully's name under the ownership of AgriNurture, which is based in the Philippines, the report said. Global Baristas has said it intends to continue operating Tully's and retain its more than 500 employees, the report added. TC Global Inc., which operated Tully's, sought bankruptcy protection in October, citing lease obligations and underperforming stores, the report related. Tully's wholesale and online business and brand were acquired by Green Mountain Coffee Roasters Inc. in 2009, the report recalled. About TC Global Headquartered in Seattle, Washington, TC Global, Inc., dba Tully's Coffee -- http://www.tullyscoffeeshops.com/-- is a specialty coffee retailer and wholesaler. Through company owned, licensed and franchised specialty retail stores in Washington, Oregon, California, Arizona, Idaho, Montana, Colorado, Wyoming and Utah, throughout Asia with Tully's Coffee International, and with its global alliance partner Tully's Coffee Japan, Tully's premium coffees are available at 545 branded retail locations globally. TC Global Inc. filed a Chapter 11 petition (Bankr. W.D. Wash. Case No. 12-20253-KAO) on Oct. 10, 2012. The Debtor is represented by attorneys at Bush Strout & Kornfeld LLP, in Seattle. The Debtor disclosed assets of $4.9 million and debt totaling $3.7 million, including $2.6 million in unsecured claims. The Seattle-based chain has 57 company-owned stores and 12 franchised. There are another 71 franchises in grocery stores, schools and airports. Tully's will close nine stores following bankruptcy. Bloomberg report discloses that Tully's sold the wholesale and distribution business in 2009, generating $40 million that allowed a $5.9 million distribution to shareholders. TECHPRECISION CORP: Delays Annual Report but Expects Net Loss ------------------------------------------------------------- TechPrecision Corporation, in a Form 12b-25 filing Tuesday, says that the filing of the Company's annual report on Form 10-K for the fiscal year ended March 31, 2013, will be delayed. According to the corporation, as of March 31, 2013, it was not in compliance with its debt covenants related to the ratio of earnings available to cover fixed charges and its interest coverage ratio. "As a result, we are presently working with our bank to obtain a waiver for the period ended March 31, 2013, and to finalize the terms of an amendment to our credit facility, which is expected to amend our debt covenants for the period from March 31, 2013, through June 30, 2014, and to extend our revolving line of credit, due to expire on July 31, 2013. While there is no guarantee our negotiations will yield an amendment, any amendment executed will be described in a Current Report on Form 8-K to be filed with the Securities and Exchange Commission within the time frame allowed for such a report. The nature and terms of any amendment resulting from our current negotiations will directly affect the presentation of our financial statements and footnotes, our liquidity and capital resources, and the related disclosures to be included in our Annual Report on Form 10-K for the year ended March 31, 2013 "If we are not able to obtain a waiver for the period ended March 31, 2013, along with a favorable amendment to our credit facility and the debt covenants as described above, all of our indebtedness under the credit facility could become due. If the debt under the credit facility becomes accelerated and the lender demands repayment, we would be unable to pay the obligation because the Company does not have existing facilities nor sufficient cash on hand to satisfy these obligations. "KPMG LLP, our independent registered public accounting firm, has informed us that if we are not able to obtain a waiver for the period ended March 31, 2013, along with an appropriate waiver of or sufficient modification to existing covenants applicable to future periods, its report on the Company's consolidated financial statements for the fiscal year ended March 31, 2013, will contain an explanatory paragraph indicating there is substantial doubt about the Company's ability to continue as a going concern. "In light of the foregoing, the process of completing the financial statements and the related information required to be included in the Annual Report could not be completed by the scheduled filing deadline for the Annual Report. We currently intend to file the Annual Report as soon as practicable following the execution of any amendment to our credit facility." The corporation expects to report a net loss for the year ended March 31, 2013, compared to a net loss of $2.1 million for the comparable period ended March 31, 2012. Center Valley, Pa.-based TechPrecision Corporation hrough its wholly owned subsidiaries, Ranor, Inc., and Wuxi Critical Mechanical Components Co., Ltd., globally manufactures large- scale, metal fabricated and machined precision components and equipment. The corporation reported a net loss of $1.3 million on $22.5 million of net sales for the nine months ended Dec. 31, 2012, compared with a net loss of $854,978 on $27.2 million of net sales for the nine months ended Dec. 31, 2011. The corporation's balance sheet at Dec. 31, 2012, showed $22.4 million in total assets, $11.3 million in total liabilities, and shareholders' equity of $11.1 million. TM REAL ESTATE: Case Summary & Unsecured Creditor ------------------------------------------------- Debtor: TM Real Estate Holding LLC aka T. M. Realty Holding Corp. 3700 Richmond Avenue Staten Island, NY 10312 Bankruptcy Case No.: 13-44046 Chapter 11 Petition Date: June 28, 2013 Court: U.S. Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Carla E. Craig Debtor's Counsel: Yann Geron, Esq. FOX ROTHSCHILD, LLP 100 Park Avenue New York, NY 10017 Tel: (212) 878-7900 Fax: (212) 692-0940 E-mail: ygeron@foxrothschild.com Scheduled Assets: $10,900,000 Scheduled Liabilities: $10,497,264 The petition was signed by John Noce, manager. The Company's list of its largest unsecured creditors filed with the petition contains only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ NYC Department & Finance Property Tax $445,736 P.O. Box 680 Assessment for Newark, NJ 07101-0680 Lot 80 TM REAL ESTATE: Section 341(a) Meeting Scheduled for Aug. 5 ----------------------------------------------------------- A meeting of creditors in the bankruptcy case of TM Real Estate Holding LLC will be held on Aug. 5, 2013, at 2:00 p.m. at 271-C Cadman Plaza East, Room 4529, Brooklyn, New York. 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. TM Real Estate Holding LLC filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 13-44046) on June 28, 2013. TPO HESS: U.S. Trustee Appoints 3-Member Creditors' Committee ------------------------------------------------------------- Roberta A. DeAngelis, U.S. Trustee for Region 3, named three members to the Official Committee of Unsecured Creditors Appointed in the Chapter 11 cases of TPO Hess Holdings, Inc., and its debtor affiliates. The committee members are: 1. AGNL Hess Ohio, L.L.C. Angelo, Gordon & Co., L.P. Attn: Gordon J. Whiting, Managing Director 245 Park Avenue, 26th Floor New York, NY 10167 Phone: (212) 883-4157 Fax: (212) 883-4141. 2. Bradner Smith & Company Attn: Christopher Kouros 2300 Arthur Avenue Elkgrove Village, IL 60007 Phone: (847) 290-5531 Fax: (847) 290-7979. 3. Unisource Worldwide, Inc. Attn: James P. Salvadori, Corporate Vice President for Credit Services 850 N. Arlington Heights Road Itasca, IL 60143 Phone: (630) 875-7821 Fax: (866) 797-2684. About TPO Hess Commercial and educational printer TPO Hess Holdings Inc., D.B. Hess Co., The Press of Ohio and other affiliates sought Chapter 11 protection (Bankr. D. Del. Case No. 13-11327) on May 22, 2013, to seek approval of a liquidation plan that contemplates the sale of the business to Bang Printing of Ohio Inc., absent higher and better offers. D.B. Hess was founded 1797 in Woodstock, Illinois. D.B. Hess and its affiliates are now leading provider of print, related services, and technology. Hess ranks among the top 50 U.S. printers and has become one of the industry's most respected low- to-medium volume producers of commercial and educational materials. Hess Holdings, the ultimate parent, was formed after Wellspring Capital Management LLC and certain co-investors acquired D.B. Hess and The Press of Ohio in 2006. The proposed purchaser, Bang Printing Of Ohio, Inc., is represented by Leonard, Street and Deinard. The Debtors have tapped Pauline K. Morgan at Young Conaway Stargatt & Taylor, LLP, and Paul Weiss Rifkind Wharton Garrison, LLP, as counsel, Epiq Bankruptcy Solutions as claims and noticing agent, and Houlihan Lokey as financial advisor. Holders of $74 million in second-lien notes had already unanimously accepted the plan where they would receive $1.5 million, or a 2 percent recovery. First-lien debt of $11.9 million is to be paid in full. Unsecured creditors with $20 million in claims didn't vote on the plan because they are to receive nothing. The bankruptcy court scheduled a July 24 confirmation hearing for approval of the plan. TPO HESS: Has Final Authority to Obtain Loans, Use Cash Collateral ------------------------------------------------------------------ TPO Hess Holdings, Inc., and its debtor affiliates received final authority from the U.S. Bankruptcy Court for the District of Delaware to obtain senior secured postpetition financing in the aggregate amount not exceeding $20 million and to use the cash collateral securing their prepetition indebtedness. To secure the DIP Obligations, the DIP Lenders are granted first- priority security interests in and liens on all real and personal property of the Debtors and a superpriority administrative claim. The First Lien Secured Parties and the Second Lien Secured Parties are granted adequate protection to the extent of any diminution in value of their interests in the Cash Collateral in the form of liens and superpriority claims. All objections to the motion, including the objection raised by the Official Committee of Unsecured Creditors, to the extent not withdrawn, are resolved or overruled. The Creditors' Committee complained that the capital structure and the Debtors' proposed sale to a stalking horse bidder present challenges to all of the Debtors' stakeholders, but the Debtors' secured lenders are attempting to mitigate those challenges at the expense of unsecured creditors by seeking significant and unjustified protections under the Final DIP and Cash Collateral Order. The Creditors' Committee pointed out that: (1) the proposed Final Order provides for a waiver of the Debtors' rights under Section 506(c) of the Bankruptcy Code; (2) the DIP Facility provides an unwarranted adequate protection and new liens in, and superpriority claims on, Chapter 5 avoidance actions and their proceeds; and (3) the Final Order places undue restrictions on the Committee's ability to investigate and pursue a challenge to the validity of the Lenders' prepetition liens and claims, and does not provide the Committee with automatic standing to pursue a challenge. In approving the DIP and Cash Collateral motion, the Court held that the Debtors' use of the DIP loans and the Cash Collateral is necessary to enable them to continue to operate their business, to administer and preserve the value of their estates, and to consummate the proposed asset sale. Specifically, the DIP Facility and the Cash Collateral will be used to pay, among other things, $695,000 to prepetition vendors whose services are critical to the operation of the Debtors' business. Moreover, the Court noted that given their current financial condition, financing arrangements and capital structure, the Debtors are unable to obtain financing from sources other than the DIP Lenders on terms more favorable than provided for in the DIP Facility. A full-text copy of the Final DIP and Cash Collateral Order, dated June 17, 2013, is available for free at: http://bankrupt.com/misc/TPOHESScashcollord0617.pdf Mark D. Collins, Esq., Christopher M. Samis, Esq., and Andrew C. Irgens, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, and Cathy Hershcopf, Esq., and Robert Winning, Esq., at Cooley LLP, in New York, argued for the Committee. About TPO Hess Commercial and educational printer TPO Hess Holdings Inc., D.B. Hess Co., The Press of Ohio and other affiliates sought Chapter 11 protection (Bankr. D. Del. Case No. 13-11327) on May 22, 2013, to seek approval of a liquidation plan that contemplates the sale of the business to Bang Printing of Ohio Inc., absent higher and better offers. D.B. Hess was founded 1797 in Woodstock, Illinois. D.B. Hess and its affiliates are now leading provider of print, related services, and technology. Hess ranks among the top 50 U.S. printers and has become one of the industry's most respected low- to-medium volume producers of commercial and educational materials. Hess Holdings, the ultimate parent, was formed after Wellspring Capital Management LLC and certain co-investors acquired D.B. Hess and The Press of Ohio in 2006. The proposed purchaser, Bang Printing Of Ohio, Inc., is represented by Leonard, Street and Deinard. The Debtors have tapped Pauline K. Morgan at Young Conaway Stargatt & Taylor, LLP, and Paul Weiss Rifkind Wharton Garrison, LLP, as counsel, Epiq Bankruptcy Solutions as claims and noticing agent, and Houlihan Lokey as financial advisor. Holders of $74 million in second-lien notes had already unanimously accepted the plan where they would receive $1.5 million, or a 2 percent recovery. First-lien debt of $11.9 million is to be paid in full. Unsecured creditors with $20 million in claims didn't vote on the plan because they are to receive nothing. The bankruptcy court scheduled a July 24 confirmation hearing for approval of the plan. A three-member Official Committee of Unsecured Creditors was appointed in the Debtors' Chapter 11 cases. TPO HESS: Has Authority to Employ Young Conaway as Local Counsel ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized TPO Hess Holdings, Inc., et al., to employ Young Conaway Stargatt & Taylor, LLP as local bankruptcy counsel. The principal attorneys and paralegals at Young Conaway presently designated to represent the Debtors are: Hourly Rate ----------- Pauline K. Morgan $730 Ryan M. Bartley $355 Laurel D. Roglen $285 Melissa Romano (Paralegal) $190 About TPO Hess Commercial and educational printer TPO Hess Holdings Inc., D.B. Hess Co., The Press of Ohio and other affiliates sought Chapter 11 protection (Bankr. D. Del. Case No. 13-11327) on May 22, 2013, to seek approval of a liquidation plan that contemplates the sale of the business to Bang Printing of Ohio Inc., absent higher and better offers. D.B. Hess was founded 1797 in Woodstock, Illinois. D.B. Hess and its affiliates are now leading provider of print, related services, and technology. Hess ranks among the top 50 U.S. printers and has become one of the industry's most respected low- to-medium volume producers of commercial and educational materials. Hess Holdings, the ultimate parent, was formed after Wellspring Capital Management LLC and certain co-investors acquired D.B. Hess and The Press of Ohio in 2006. The proposed purchaser, Bang Printing Of Ohio, Inc., is represented by Leonard, Street and Deinard. The Debtors have tapped Pauline K. Morgan at Young Conaway Stargatt & Taylor, LLP, and Paul Weiss Rifkind Wharton Garrison, LLP, as counsel, Epiq Bankruptcy Solutions as claims and noticing agent, and Houlihan Lokey as financial advisor. Holders of $74 million in second-lien notes had already unanimously accepted the plan where they would receive $1.5 million, or a 2 percent recovery. First-lien debt of $11.9 million is to be paid in full. Unsecured creditors with $20 million in claims didn't vote on the plan because they are to receive nothing. The bankruptcy court scheduled a July 24 confirmation hearing for approval of the plan. A three-member Official Committee of Unsecured Creditors was appointed in the Debtors' Chapter 11 cases. TPO HESS: Gets Court OK to Employ Paul Weiss as Special Counsel --------------------------------------------------------------- TPO Hess Holdings, Inc., and its debtor affiliates, received the green light from the U.S. Bankruptcy Court for the District of Delaware to employ Paul, Weiss, Rifkind, Wharton & Garrison LLP, as their special corporate and transactions counsel in connection with the sale of the Debtors' assets and operations, financing, certain tax and employee benefits issues, and the negotiation and drafting of appropriate corporate documents with respect to the consummation of the prepackaged plan of liquidation and general corporate matters. Paul Weis will charge the Debtors for its legal services on an hourly basis. The firm's billing rates currently range from $850 to $1,160 for partners, $800 to $835 for counsel, $445 to $765 for associates and $85 to $255 for para-professionals. In the year immediately preceding the bankruptcy filing, Paul Weiss received $1.97 million for payment of fees and expenses. Paul Weiss holds a $28,400 retainer, part of which will be applied to $27,000 still owing to the firm for prepetition services. About TPO Hess Commercial and educational printer TPO Hess Holdings Inc., D.B. Hess Co., The Press of Ohio and other affiliates sought Chapter 11 protection (Bankr. D. Del. Case No. 13-11327) on May 22, 2013, to seek approval of a liquidation plan that contemplates the sale of the business to Bang Printing of Ohio Inc., absent higher and better offers. D.B. Hess was founded 1797 in Woodstock, Illinois. D.B. Hess and its affiliates are now leading provider of print, related services, and technology. Hess ranks among the top 50 U.S. printers and has become one of the industry's most respected low- to-medium volume producers of commercial and educational materials. Hess Holdings, the ultimate parent, was formed after Wellspring Capital Management LLC and certain co-investors acquired D.B. Hess and The Press of Ohio in 2006. The proposed purchaser, Bang Printing Of Ohio, Inc., is represented by Leonard, Street and Deinard. The Debtors have tapped Pauline K. Morgan at Young Conaway Stargatt & Taylor, LLP, and Paul Weiss Rifkind Wharton Garrison, LLP, as counsel, Epiq Bankruptcy Solutions as claims and noticing agent, and Houlihan Lokey as financial advisor. Holders of $74 million in second-lien notes had already unanimously accepted the plan where they would receive $1.5 million, or a 2 percent recovery. First-lien debt of $11.9 million is to be paid in full. Unsecured creditors with $20 million in claims didn't vote on the plan because they are to receive nothing. The bankruptcy court scheduled a July 24 confirmation hearing for approval of the plan. A three-member Official Committee of Unsecured Creditors was appointed in the Debtors' Chapter 11 cases. TRAINOR GLASS: Brian Welch Granted Leave to Withdraw as Counsel --------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division, granted Brian P. Welch, Esq., at Crane, Heyman, Simon, Welch & Clar, in Chicago, Illinois, leave to withdraw as counsel for Trainor Glass Company. Mr. Welch sought leave to withdraw because he has left the firm of Arnsyein & Lehr LLP. The Debtor is still being represented by Mr. Welch's former colleagues at A&L. About Trainor Glass Trainor Glass Company, doing business as Trainor Modular Walls, Trainor Solar, and Trainor Florida, filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No. 12-09458) on March 9, 2012. Trainor was founded in 1953 by Robert J. Trainor Sr. to pursue a residential glass business in Chicago, Illinois. Trainor's business model was focused on quality fabrication, design, engineering, and installation of glass products and framing systems in virtually every architectural application, including (a) new construction, (b) green-building solutions, (c) building rehabilitation, (d) storefronts and entrances, (e) tenant interiors, and (f) custom-specialty work. The Hon. Carol A. Doyle oversees the Chapter 11 case. David A. Golin, Esq., Michael L. Gesas, Esq., and Kevin H. Morse, Esq., at Arnstein & Lehr LLP, serve as the Debtor's counsel. High Ridge Partners, Inc., serves as its financial consultant. The Debtor has tapped Cole, Martin & Co., Ltd., to render certain auditing services related to the Debtor's 401(k) and profit sharing plan. The Debtor scheduled $14,276,745 in assets and $64,840,672 in liabilities. A three-member official committee of unsecured creditors has been appointed in the case. The committee retained Sugar Felsenthal Grais & Hammer LLP as counsel. TRAINOR GLASS: Has Until Aug. 31 to File Plan --------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division, extended Trainor Glass Company's exclusive period to file a plan until Aug. 31, 2013, and its exclusive period to solicit acceptances of that plan until Oct. 31. According to the Debtor, the additional time will be used to continue to consult and work with the Official Committee of Unsecured Creditors and First Midwest Bank to formulate a plan. Michael L. Gesas, Esq., David A. Golin, Esq., and Kevin H. Morse, Esq., at ARNSTEIN & LEHR LLP, in Chicago, Illinois, represent the Debtors. About Trainor Glass Trainor Glass Company, doing business as Trainor Modular Walls, Trainor Solar, and Trainor Florida, filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No. 12-09458) on March 9, 2012. Trainor was founded in 1953 by Robert J. Trainor Sr. to pursue a residential glass business in Chicago, Illinois. Trainor's business model was focused on quality fabrication, design, engineering, and installation of glass products and framing systems in virtually every architectural application, including (a) new construction, (b) green-building solutions, (c) building rehabilitation, (d) storefronts and entrances, (e) tenant interiors, and (f) custom-specialty work. The Hon. Carol A. Doyle oversees the Chapter 11 case. David A. Golin, Esq., Michael L. Gesas, Esq., and Kevin H. Morse, Esq., at Arnstein & Lehr LLP, serve as the Debtor's counsel. High Ridge Partners, Inc., serves as its financial consultant. The Debtor has tapped Cole, Martin & Co., Ltd., to render certain auditing services related to the Debtor's 401(k) and profit sharing plan. The Debtor scheduled $14,276,745 in assets and $64,840,672 in liabilities. A three-member official committee of unsecured creditors has been appointed in the case. The committee retained Sugar Felsenthal Grais & Hammer LLP as counsel. TRANS ENERGY: Shareholders Elect Seven Directors ------------------------------------------------ At its 2013 annual general and special meeting of shareholders which was held on June 28, 2013, Trans Energy, Inc.'s shareholders elected seven directors to serve for terms of one year until the next annual meeting or until their successors have been elected and qualified, namely: (1) John G. Corp; (2) Loren E. Bagley; (3) William F. Woodburn; (4) Robert L. Richards; (5) Richard L. Starkey; (6) Stephen P. Lucado; and (7) Josh L. Sherman. The Company's shareholders voted to approve a proposal to ratify the appointment of Maloney + Novotny, LLC, as the Company's independent registered public accounting firm for the year ending Dec. 31, 2013. About Trans Energy St. Mary's, West Virginia-based Trans Energy, Inc. (OTC BB: TENG) -- http://www.transenergyinc.com/-- is an independent energy company engaged in the acquisition, exploration, development, exploitation and production of oil and natural gas. Its operations are presently focused in the State of West Virginia. In its audit report on the Company's 2011 results, Maloney + Novotny, LLC, in Cleveland, Ohio, noted that the Company has generated significant losses from operations and has a working capital deficit of $18.37 million at Dec. 31, 2011, which together raises substantial doubt about the Company's ability to continue as a going concern. The Company's balance sheet at March 31, 2013, showed $85.10 million in total assets, $79.41 million in total liabilities and $5.68 million in total stockholders' equity. TRANS-LUX CORP: Lowers Net Loss to $304,000 in First Quarter ------------------------------------------------------------ Trans-Lux Corporation filed with the U.S. Securities and Exchange Commission on July 2, 2013, its quarterly report on Form 10-Q for the period ended March 31, 2013, and annual report on Form 10-K for the year ended Dec. 31, 2012. The late filed periodic report disclosed a net loss of $304,000 on $4.09 million of total revenues for the three months ended March 31, 2013, as compared with a net loss of $1.67 million on $5.60 million of total revenues for the same period a year ago. For the year ended Dec. 31, 2012, the Company incurred a net loss of $1.36 million on $23.02 million of total revenues, as compared with a net loss of $1.41 million on $23.75 million of total revenues during the prior year. As of March 31, 2013, the Company had $20 million in total assets, $18.31 million in total liabilities and $1.69 million in total stockholders' equity. "Our independent registered public accounting firm has issued an opinion on our consolidated financial statements that states that the consolidated financial statements were prepared assuming we will continue as a going concern and further states that the continuing losses and uncertainty regarding the ability to make the required minimum funding contributions to the pension plan as well as the sinking fund payments on the Debentures and the principal and interest payments on the Notes and the Debentures raises substantial doubt about our ability to continue as a going concern. As a result, if the Company is unable to (i) obtain additional liquidity for working capital, (ii) make the required minimum funding contributions to the pension plan and (iii) make the required principal and interest payments on the Notes and Debentures, there would be a significant adverse impact on the financial position and the operating results of the Company." A copy of the Form 10-Q is available for free at: http://is.gd/VEZ9mu A copy of the Form 10-K is available for free at: http://is.gd/0yTgF9 About Trans-Lux Corporation Norwalk, Conn.-based Trans-Lux Corporation (NYSE Amex: TLX) is a designer and manufacturer of digital signage display solutions for the financial, sports and entertainment, gaming and leasing markets. TRAVELPORT LLC: New $1.55-Bil. Term Loan Gets Moody's B1 Rating --------------------------------------------------------------- Moody's Investors service has assigned a B1 rating to the proposed $1554 million first-lien term loan issued by Travelport LLC. Concurrently, Moody's has affirmed Travelport's Caa1 corporate family rating; the Caa1-PD probability of default rating; the Caa2 ratings of its second lien and the Caa2 rating of the senior unsecured notes. Moody's has also affirmed the Caa3 rating on the subordinated notes. The outlook on all ratings is negative. Ratings Rationale: Assignment of B1 to Proposed First Lien The B1 rating assigned to Travelport's first-lien debt reflects their contractual priority ranking in Travelport's capital structure. Moody's understands the new first lien facility to benefit from the same guarantor and security package as the company's existing first lien facility, although the $120 million super-senior revolving facility (RCF) will benefit from a super- priority claim in the waterfall. Affirmation of the Caa1 CFR and Caa1-PD PDR The affirmation of Travelport's Caa1 CFR is driven by (1) the net- debt-neutral nature of the transaction which will improve the company's maturity-profile, (2) an improvement in Travelport's liquidity profile as the company will be able to free up cash currently held as collateral for its letters of credit facility. Affirmation of Existing Debt-Instruments As the proceeds from the $ 1554 million first-lien facility will refinance existing first-lien instruments of a similar amount, the refinancing will have no impact on the relative ranking of the existing debt-instruments. The size of Travelport's super-senior RCF of $120 million remains overall small compared to the amount of total outstanding debt. Following the refinancing, Moody's expects Travelport's liquidity profile to be adequate. The new first lien facility will allow for debt maturities to be pushed significantly out, however, the rating agency notes there is a springing maturity clause in the first lien documentation requiring existing debt to be refinanced or redeemed at least 91 days before maturity for the clause not to be triggered. Moody's expects headroom under the company's financial covenants to remain limited. Negative Outlook The maintenance of the negative outlook essentially reflects Travelport's continued high leverage, measured as adjusted debt/EBITDA. Whereas Moody's would expect Travelport's operating performance to improve in 2013, a stabilization of the outlook would require Travelport to show throughout 2013 that its capital structure is sustainable by achieving a reduction in its leverage towards 7.0x debt/EBITDA over time. What Could Change the Rating Up/Down? Given Travelport's high leverage, any positive rating pressure is unlikely in the short term. However, Moody's could stabilize the ratings if the group succeeds in implementing the deleveraging trend. Conversely, negative pressure would likely be exerted on the rating if there were no improvement in Travelport's earnings in 2013. Finally, negative pressure could also result if Travelport's near-term liquidity were to become constrained. Given the group's lack of near-term debt maturities, constrained liquidity would likely result from a lack of covenant headroom on the company's loans. 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. Headquartered in Atlanta, Georgia, Travelport is a leading provider of transaction processing services to the travel industry through its global distribution system (GDS) business, which includes the group's airline information technology solutions business. During FY2012, the group reported revenues and adjusted EBITDA of $2.0 billion and $513 million, respectively. TWIN STAR: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Twin Star Coal Company, Inc. P.O. Box 81 Cranks, KY 40820 Bankruptcy Case No.: 13-60833 Chapter 11 Petition Date: June 28, 2013 Court: United States Bankruptcy Court Eastern District of Kentucky (London) Judge: Gregory R. Schaaf Debtor's Counsel: Maxie Higgason, Esq. HIGGASON LAW OFFICE 109 West First St. Corbin, KY 40701-1403 Tel: (606) 528-4140 Fax: (606) 528-3302 E-mail: maxhigglaw@bellsouth.net Scheduled Assets: $2,807,849 Scheduled Liabilities: $4,031,503 A copy of the Company's list of its 20 largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/kyeb13-60833.pdf The petition was signed by Ronnie Jackson, president. TXU CORP: Bank Debt Due Oct. 2017 Trades at 30% Off --------------------------------------------------- Participations in a syndicated loan under which TXU Corp is a borrower traded in the secondary market at 69.55 cents-on-the- dollar during the week ended Friday, July 5, 2013 according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents an increase of 0.46 percentage points from the previous week, The Journal relates. TXU Corp pays 450 basis points above LIBOR to borrow under the facility. The bank loan matures on Oct. 10, 2017. The bank debt carries Moody's Caa3 rating and Standard & Poor's CCC rating. The loan is one of the biggest gainers and losers among 255 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Energy Future Holdings, fka TXU Corp. Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80%-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. Energy Future incurred a net loss of $3.36 billion on $5.63 billion of operating revenues for 2012. This follows net losses of $1.91 billion in 2011 and $2.81 billion in 2010. The Company's balance sheet at Dec. 31, 2012, showed $40.97 billion in total assets, $51.89 billion in total liabilities and a $10.92 billion total deficit. Restructuring Talks With Creditors In April 2013, Energy Future Holdings Corp., Energy Future Competitive Holdings Company, Texas Competitive Electric Holdings Company LLC, and Energy Future Intermediate Holding Company LLC confirmed in a regulatory filing that they are in restructuring talks with certain unaffiliated holders of first lien senior secured claims concerning the Companies' capital structure. The Companies expect to continue to explore all available restructuring alternatives to facilitate the creation of sustainable capital structures for the Companies and to otherwise attempt to address the Creditors' concerns with the Restructuring Proposal and Sponsor Proposal. The Companies have retained Kirkland & Ellis LLP and Evercore Partners to advise the Companies with respect to the potential changes to the Companies' capital structure and to assist in the evaluation and implementation of other potential restructuring options. The Creditors have retained Paul, Weiss, Rifkind, Wharton & Garrison LLP and Millstein & Co., L.P. to advise the Creditors and to assist in the Creditors' evaluation of potential restructuring options involving the Companies. According to a Wall Street Journal report, people familiar with the matter said Apollo Global Management LLC, Oaktree Capital Management, Centerbridge Partners and GSO Capital Partners, the credit arm of buyout firm Blackstone Group LP, all hold large chunks of Energy Future Holdings' senior debt. Many of these firms belong to a group being advised by Jim Millstein, a restructuring expert who helped the U.S. government revamp American International Group Inc. According to the Journal, people familiar with Apollo's thinking said Apollo recently enlisted investment bank Moelis & Co. for additional advice to ensure it gets as much attention as possible on the case given its large debt holdings. * * * In the Feb. 1, 2013, edition of the TCR, Fitch Ratings lowered the Issuer Default Ratings (IDR) of Energy Future Holdings Corp (EFH) and Energy Future Intermediate Holding Company LLC (EFIH) to 'Restricted Default' (RD) from 'CCC' on the conclusion of the debt exchange and removed the Rating Watch Negative. As reported by the TCR on Feb. 4, 2013, Standard & Poor's Ratings Services said it raised its corporate credit ratings on EFH, EFIH, TCEH, and Energy Future Competitive Holdings Co. (EFCH) to 'CCC' from 'D' following the completion of several debt exchanges, each of which S&P considers distressed. In February 2013, Moody's Investors Service withdraw Energy Future Holdings Corp.'s Caa3 Corporate Family Rating, Caa3-PD Probability of Default Rating, SGL-4 Speculative Grade Liquidity Rating and developing rating outlook. At the same time, Moody's assigned a Ca CFR to Energy Future Competitive Holdings Company and a B3 CFR to Energy Future Intermediate Holdings Company LLC. Both EFCH and EFIH are intermediate subsidiary holding companies wholly-owned by EFH. EFCH's rating outlook is negative. EFIH's rating outlook is negative. "We see different default probabilities between EFCH and EFIH," said Jim Hempstead, senior vice president. "We believe EFCH has a high likelihood of default over the next 6 to 12 months, because it is projected to run out of cash in early 2014. EFIH has a much lower likelihood of default owing to the credit separateness that EFH is creating between EFIH and Texas Competitive Electric Holdings Company LLC along with EFIH's reliance on stable cash flows from its regulated transmission and distribution utility, Oncor Electric Delivery Company." UNIGENE LABORATORIES: Files Chapter 7 Bankruptcy Petition --------------------------------------------------------- Unigene Laboratories, Inc., filed a Chapter 7 petition (Bankr. D.N.J. Case No. 13-24696) on July 2, 2013, in New Jersey. A Chapter 7 trustee will be appointed by the Court and will assume control of the Company. The remaining assets of the Company will be liquidated in accordance with the Bankruptcy Code. In its prior regulatory filings with the U.S. Securities and Exchange Commission, Unigene warned that if it were unable to resolve outstanding creditor claims, the Company may have no other alternative than to seek protection under available bankruptcy laws. As of July 2, 2013, approximately $38.3 million remains outstanding under the senior secured notes held by Victory Park Management, LLC, as agent to the lenders, and approximately $24.3 million remains outstanding to the Company's founders. Unigene had cash flow deficits from operations of $3,406,000 for the three month period ended March 31, 2013. The loss from Fortical Nasal Spray also contributed to the Company's troubled financial situation. The Food & Drug Administration previously concluded that the benefits of calcitonin products, including Fortical, do not outweigh the potential risks associated with their use and, as a result, should not continue to be broadly marketed. On July 2, 2013, the employment of all remaining employees of the Company was terminated. Richard Levy, Ashleigh Palmer, Thomas J. Sabatino, Jr., Joel A. Tune and Jack Wyszomierski resigned from the Board of Directors of the Company. As a result, the Company has no current members of the Board of Directors. About Unigene Unigene Laboratories, Inc. OTCBB: UGNE) -- http://www.unigene.com/ -- is a biopharmaceutical company focusing on the oral and nasal delivery of large-market peptide drugs. Unigene disclosed a net loss of $34.28 million on $9.43 million of total revenue for the year ended Dec. 31, 2012, as compared with a net loss of $7.09 million on $20.50 million of total revenue during the prior year. The Company incurred a $32.53 million net loss in 2010. The Company's balance sheet at March 31, 2013, showed $5.34 million in total assets, $101.84 million in total liabilities and a $96.49 million total stockholders' deficit. UNITEK GLOBAL: Obtains $75MM Funding Commitment From Apollo ----------------------------------------------------------- UniTek Global Services, Inc., received from Apollo Investment Corporation a commitment letter pursuant to which Apollo committed to provide to the Company financing arrangements including an asset-based revolving credit facility with a commitment amount of $75 million. The Commitment Letter contemplates that the parties will enter into definitive documentation for the ABL Facility no later than July 10, 2013. The Company contemplates that the ABL Facility will replace the Company's existing Revolving Credit and Security Agreement, dated as of April 15, 2011, among the Company, certain subsidiaries thereof, the several banks and other financial institutions or entities from time to time parties thereto, and PNC Bank, National Association, as agent. The ABL Facility is expected to increase borrowing availability as compared to availability under the Existing Credit Agreement in order to provide the Company with additional liquidity as it continues its previously announced process to explore refinancing alternatives for its indebtedness in addition to the ABL Facility to address its tightening financial covenants and liquidity situation. The increase in borrowing availability over current availability will be $30 million through Oct. 31, 2013, $25 million from Nov. 1, 2013, through Nov. 30, 2013, and $20 million thereafter. Pursuant to its receipt of the Commitment Letter, the Company will pay to Lender certain fees, including a "Commitment Fee" equal to 4 percent of the Commitment Amount, payable in two equal installments due upon receipt of the Commitment Letter and the initial funding of the ABL Facility. About UniTek Global UniTek Global Services, Inc., based in Blue Bell, Pennsylvania, provides fulfillment and infrastructure services to media and telecommunication companies in the United States and Canada. As reported by the TCR on June 11, 2013, Standard & Poor's Ratings Services lowered its corporate credit rating on Blue Bell, Pa.- based UniTek Global Services Inc. to 'D' from 'CCC'. "The downgrade follows UniTek's announcement that it did not make a scheduled interest payment on May 29, 2013, on its senior secured term loan due 2018, which we consider to be a default under our timeliness of payments criteria," said Standard & Poor's credit analyst Michael Weinstein. In the June 11, 2013, edition of the TCR, Moody's Investors Service lowered UniTek Global Services, Inc.'s probability of default and corporate family ratings to Ca-PD/LD and Ca, respectively. The Ca corporate family rating reflects UniTek's missed interest payment on the term loan which is considered a default under Moody's definition, the heightened possibility of another default event, continued delays in the filing of restated financials including the last two audits, management turnover, the potential loss of the company's largest customer and other business and legal risks stemming from issues at the company's Pinnacle subsidiary. VIRGIN MEDIA: Bank Debt Trades at 1% Off ---------------------------------------- Participations in a syndicated loan under which Virgin Media Investment Holdings Ltd (NTL) is a borrower traded in the secondary market at 98.91 cents-on-the-dollar during the week ended Friday, July 5, 2013 according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents a drop of 0.51 percentage points from the previous week, The Journal relates. Virgin Media Investment Holdings Ltd (NTL) pays 275 basis points above LIBOR to borrow under the facility. The bank loan matures on Feb. 6, 2020. The bank debt carries Moody's Ba3 rating and Standard & Poor's BB- rating. The loan is one of the biggest gainers and losers among 255 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. VITESSE SEMICONDUCTOR: Columbia Pacific Holds 5.2% Equity Stake --------------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, Columbia Pacific Opportunity Fund, L.P., and its affiliates disclosed that, as of June 27, 2013, they beneficially owned 2,945,414 shares of common stock of Vitesse Semiconductor Corp. representing 5.22 percent of the shares outstanding. Columbia Pacific previously reported beneficial ownership of 3,698,214 common shares or 9.82 percent equity stake as of June 18, 2013. A copy of the amended regulatory filing is available at http://is.gd/L7woex About Vitesse Based in Camarillo, California, Vitesse Semiconductor Corporation (Pink Sheets: VTSS.PK) -- http://www.vitesse.com/-- designs, develops and markets a diverse portfolio of semiconductor solutions for Carrier and Enterprise networks worldwide. In October 2009, Vitesse completed a debt restructuring transaction that resulted in the conversion of 96.7% of the Company's 2024 Debentures into a combination of cash, common stock, Series B Preferred Stock and 2014 Debentures. With respect to the remaining 3.3% of the 2024 Debentures, Vitesse settled its obligations in cash. Additionally, Vitesse repaid $5.0 million of its $30.0 million Senior Term Loan, the terms of which were amended as part of the debt restructuring transactions. Vitesse incurred a net loss of $1.11 million in 2012, a net loss of $14.81 million in 2011, and a net loss of $20.05 million in 2010. The Company's balance sheet at March 31, 2013, showed $68.85 million in total assets, $80.96 million in total liabilities and a $12.10 million total stockholders' deficit. VUZIX CORP: Stockholders Elect Five Directors --------------------------------------------- Vuzix Corporation held its annual meeting of stockholders on June 26, 2013, at which the stockholders elected Paul J. Travers, Grant Russell, William Lee, Michael Scott and Alexander Ruckdaeschel as directors of the Company to serve until the 2014 annual meeting of stockholders and until their successors have been elected and qualified. The stockholders ratified the board of directors' appointment of EFP Rotenberg, LLP, as the Company's independent registered public accounting firm for 2013. The stockholders also ratified non- binding proposals to approve the compensation of the Company's executive officers and fixed the frequency of a shareholder vote regarding executive compensation as being every three years. About Vuzix Corp. Rochester, New York-based Vuzix Corporation (TSX-V: VZX) OTC BB: VUZI) -- http://www.vuzix.com/-- is a supplier of Video Eyewear products in the defense, consumer and media & entertainment markets. Vuzix reported net income of $322,840 on $3.22 million of total sales for the year ended Dec. 31, 2012, as compared with a net loss of $3.87 million on $4.82 million of total sales during the prior year. The Company's balance sheet at March 31, 2013, showed $3.08 million in total assets, $10.14 million in total liabilities and a $7.05 million total stockholders' deficit. EFP Rotenberg, LLP, in Rochester, 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 substantial losses from operations in recent years. In addition, the Company is dependent on its various debt and compensation agreements to fund its working capital needs. The Company was not in compliance with its financial covenants under a senior secured debt holder and had other debts past due in some cases. These conditions raise substantial doubt about its ability to continue as a going concern. Bankruptcy Warning "We have engaged an investment banking firm to assist us with respect to a planned public stock offering of up to $15,000,000. Our future viability is dependent on our ability to execute these plans successfully. If we fail to do so for any reason, we would not have adequate liquidity to fund our operations, would not be able to continue as a going concern and could be forced to seek relief through a filing under U.S. Bankruptcy Code." VYCOR MEDICAL: Fountainhead Held 66.7% Equity Stake at June 27 -------------------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Fountainhead Capital Management Limited disclosed that, as of June 27, 2013, it beneficially owned 4,241,314 shares of common stock of Vycor Medical, Inc., representing 66.7 percent of the shares outstanding. Fountainhead previously reported beneficial ownership of 4,253,939 common shares or a 67.1 percent equity stake as of May 20, 2013. A copy of the amended regulatory filing is available for free at: http://is.gd/csJsbq About Vycor Medical Boca Raton, Fla.-based Vycor Medical, Inc. (OTC BB: VYCO) -- http://www.VycorMedical.com/-- is a medical device company committed to making neurological brain, spinal and other surgical procedures safer and more effective. The Company's flagship, Patent Pending ViewSite(TM) Surgical Access Systems represent an exciting new minimally invasive access and retraction system that holds the potential for speedier, safer and more economical brain, spinal and other surgeries and a quicker patient discharge. Vycor's innovative medical instruments are designed to optimize neurosurgical site access, reduce patient risk, accelerate recovery, and add tangible value to the professional medical community. Vycor Medical disclosed a net loss of $2.92 million in 2012, as compared with a net loss of $4.77 million in 2011. The Company's balance sheet at March 31, 2013, showed $2.32 million in total assets, $4.40 million in total liabilities and a $2.07 million total stockholders' deficiency. Paritz & Company, P.A., in Hackensack, New Jersey, 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 a loss since inception, has a net accumulated deficit and may be unable to raise further equity which factors raise substantial doubt about its ability to continue as a going concern. VYSTAR CORP: Buys All Outstanding Ownership Interest of Kiron ------------------------------------------------------------- Vystar Corporation entered into an LLC Ownership Interest Purchase Agreement with Michael Soo, M.D., the sole member of Kiron Clinical Sleep Lab, LLC, to purchase all outstanding membership and ownership interests of Kiron. The Company completed that purchase on July 1, 2013. Pursuant to the Agreement, the Company: (a) paid $90,000 cash to Mr. Soo; (b) issued 636,098 shares of Vystar common stock to Mr. Soo; and (c) will pay two percent of Kiron's gross receipts received by the Company after the Closing Date of the Acquisition for a period of five years. In addition, the Company agreed to pay an additional $60,000, $10,000 in cash and $50,000 in shares of Vystar common stock, in the event an external audit of Kiron's financials confirms the Company's 2011, 2012 and first six months of 2013 revenue and net income are within two percent as stated and submitted to the Company immediately prior to the Closing Date. If the results of the Audit show the revenue and net income figures reported to the Company were not in fact represented accurately within this two percent variability but were within three percent, then 50 percent of the Adjustment Amount will be paid to Mr. Soo. If the Audit reveals variability greater than three percent of these revenue and net income financials, then none of the Adjustment Amount will be paid to Mr. Soo. At closing, the Company and Mr. Soo entered into an Agreement pursuant to which Mr. Soo will provide ongoing services to the Company and Kiron as Medical Director. Debt Financing On June 28, 2013, the Company entered into a note subscription agreement with two investors pursuant to which the Company agreed to issue to the Investors senior secured convertible promissory notes due June 30, 2018, bearing semi-annual interest at 10 percent in the principal amount of $200,000. The Notes are convertible into common stock at a price equal to the greater of $0.075 per share and 80 percent of the volume weighted average 20 day trailing closing price prior to the applicable conversion date. The financing resulted in $200,000 of cash proceeds to the Company. The Company's obligations under the Notes are secured by a first priority lien on all of the Kiron limited liability corporate membership and ownership interest pursuant to the terms of a security agreement dated July 1, 2013, among the Company and the Investors. The Company used the proceeds of the Financing to pay Mr. Soo $90,000 due under the Agreement and the remaining $110,000 will be used for general working capital purposes. About Vystar Corp Duluth, Ga.-based Vystar Corporation is the creator and exclusive owner of the innovative technology to produce Vytex(R) Natural Rubber Latex. This technology reduces antigenic protein in natural rubber latex products to virtually undetectable levels in both liquid NRL and finished latex products. Vystar reported a net loss of $2.74 million on $540,168 of revenue for the year ended Dec. 31, 2012, as compared with a net loss of $3.60 million on $347,250 of revenue during the prior year. As of Dec. 31, 2012, the Company had $1.19 million in total assets, $2.94 million in total liabilities and a $1.74 million total stockholders' deficit. Habif, Arogeti & Wynne, LLP, in Atlanta, Georgia, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company's recurring losses from operations, capital deficit, and limited capital resources raise substantial doubt about its ability to continue as a going concern. Bankruptcy Warning "There can be no assurances that the Company will be able to achieve its projected level of revenue in 2013 and beyond. If the Company is unable to achieve its projected revenue and is not able to obtain alternate additional financing of equity or debt, the Company would need to significantly curtail or reorient its operations during 2013, which could have a material adverse effect on the Company's ability to achieve its business objectives and as a result may require the Company to file for bankruptcy or cease operations." WALTER ENERGY: Bank Debt Trades at 3% Off ----------------------------------------- Participations in a syndicated loan under which Walter Energy, Inc is a borrower traded in the secondary market at 97.11 cents-on- the-dollar during the week ended Friday, July 5, 2013 according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents a drop of 2.07 percentage points from the previous week, The Journal relates. Walter Energy, Inc pays 300 basis points above LIBOR to borrow under the facility. The bank loan matures on March 14, 2018. The bank debt carries Moody's Ba3 rating and Standard & Poor's B+ rating. The loan is one of the biggest gainers and losers among 255 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. Walter Energy, Inc., headquartered in Birmingham, Alabama, is primarily a metallurgical coal producer which also produces metallurgical coke, steam and industrial coal, and natural gas. The company acquired met coal producer Western Coal Corporation in April 2011. WARNER MUSIC: Completes Acquisition of Parlophone Label Group ------------------------------------------------------------- Warner Music Group Corp. has completed its acquisition of Parlophone Label Group from Universal Music Group, a subsidiary of Vivendi. In addition to the historic Parlophone label, PLG includes the Chrysalis/Ensign labels in the United Kingdom, EMI Classics and Virgin Classics and the EMI operating companies in Belgium, Czech Republic, Denmark, France, Norway, Poland, Portugal, Slovakia, Spain and Sweden. The transaction brings these important and influential companies together with WMG's own iconic labels including Atlantic, Asylum, Big Beat, East West, Elektra, Fueled by Ramen, Nonesuch, Reprise, Rhino, Roadrunner, Sire, Warner Bros., Word and WMG's own network of local affiliates and licensees in over 50 territories worldwide, as well as Warner/Chappell Music, one of the world's leading music publishers. Len Blavatnik, Chairman and founder of Access Industries, said, "This is a defining moment for Warner Music, which is strengthened today by the addition of PLG's acclaimed roster, renowned catalog and gifted executives. This acquisition further cements Warner Music's place as the world's best home for extraordinary artists." Stephen Cooper, CEO, Warner Music Group, said, "We are delighted to officially welcome PLG's legendary roster and dynamic team to the Warner Music family. This acquisition unites two companies synonymous with incredible music, pioneering labels and artists that have shaped genres and defined generations. By staying true to our shared values, leveraging our complementary strengths and investing in growth, we will build on that remarkable legacy to set new standards in artist development and drive industry-leading innovation. Above all, this historic deal will create global opportunities for great music talent." PLG, formerly a part of EMI Music, includes a broad range of some of the world's best-known recordings and classic and contemporary artists spanning a wide array of musical genres. PLG's artist roster and catalog of recordings includes, among many others, Coldplay, Tinie Tempah, Eliza Doolittle, Pet Shop Boys, Kylie Minogue, Danger Mouse, David Guetta, Pablo Albor�n, M. Pokora, Raphael, Mariza, David Bowie, Radiohead, Tina Turner, Iron Maiden, Pink Floyd, Duran Duran, Jethro Tull, Blur, Kate Bush, Daft Punk, Edith Piaf, Itzhak Perlman and Maria Callas. On Feb. 6, 2013, WMG signed a definitive agreement to acquire PLG from UMG for GBP487 million in an all-cash transaction. Drawdown of Incremental Term Loan Facility On May 9, 2013, WMG Acquisition entered into an amendment to the credit agreement among WMG Acquisition, WMG Holdings Corp., the subsidiaries of WMG Acquisition party thereto, Credit Suisse AG, as administrative agent, and the other financial institutions and lenders, providing for a $820 million delayed draw senior secured term loan facility. On July 1, 2013, WMG Acquisition has drawn down the $820 million Incremental Term Loan Facility to consummate the Transaction, to pay fees, costs and expenses related to the Transaction and for general corporate purposes of WMG Acquisition and its subsidiaries. About Warner Music Group Based in New York, Warner Music Group Corp. (NYSE: WMG) -- http://www.wmg.com/-- was formed by a private equity consortium of investors on Nov. 21, 2003. The Company is the direct parent of WMG Holdings Corp., which is the direct parent of WMG Acquisition Corp. WMG Acquisition Corp. is one of the world's major music-based content companies and the successor to substantially all of the interests of the recorded music and music publishing businesses of Time Warner Inc. The Company classifies its business interests into two fundamental operations: Recorded Music and Music Publishing. The Company's Recorded Music business primarily consists of the discovery and development of artists and the related marketing, distribution and licensing of recorded music produced by such artists. The Company's Music Publishing operations include Warner/Chappell, its global Music Publishing company, headquartered in New York with operations in over 50 countries through various subsidiaries, affiliates and non-affiliated licensees. In May 2011, Warner Music Group Corp. and Access Industries, the U.S.-based industrial group, announced the execution of a definitive merger agreement under which Access Industries will acquire WMG in an all-cash transaction valued at $3.3 billion. The purchase includes WMG's entire recorded music and music publishing businesses. On July 20, 2011, the Company notified the New York Stock Exchange, Inc., of its intent to remove the Company's common stock from listing on the NYSE and requested that the NYSE file with the SEC an application on Form 25 to report the delisting of the Company's common stock from the NYSE. On July 21, 2011, in accordance with the Company's request, the NYSE filed the Form 25 with the SEC in order to provide notification of that delisting and to effect the deregistration of the Company's common stock under Section 12(b) of the Securities Exchange Act of 1934, as amended. On August 2, 2011, the Company filed a Form 15 with the SEC in order to provide notification of a suspension of its duty to file reports under Section 15(d) of the Exchange Act. The Company continues to file reports with the SEC pursuant to the Exchange Act in accordance with certain covenants contained in the instruments governing the Company's outstanding indebtedness. Warner Music incurred a net loss attributable to the Company of $112 million for the fiscal year ended Sept. 30, 2012, compared with a net loss attributable to the Company of $31 million for the period from July 20, 2011, through Sept. 30, 2011. The Company's balance sheet at March 31, 2013, showed $5.10 billion in total assets, $4.25 billion in total liabilities and $855 million in total equity. * * * As reported by the TCR on Feb. 13, 2013, Standard & Poor's Ratings Services placed its ratings on New York City-based recorded music and music publishing company Warner Music Group (WMG) on CreditWatch with negative implications. This action follows the company's announcement that it has entered into a definitive agreement to acquire U.K.-based Parlophone Label Group for about $765 million in cash. WARNER SPRINGS: Gets Plan Filing Deadline Extended to Aug. 8 ------------------------------------------------------------ Judge Louise DeCarl Adler further extended Warner Springs Ranchowners Association's exclusive plan filing deadline through Aug. 8, 2013, and the exclusive period to solicit acceptances for that plan through Oct. 7, 2013. About Warner Springs Ranchowners Warner Springs Ranchowners Association, a California non-profit mutual benefit corporation, filed for Chapter 11 protection (Bankr. S.D. Cal. Case No. 12-03031) on March 1, 2012. Judge Louise DeCarl Adler presides over the case. Megan Ayedemo, Esq., and Jeffrey D. Cawdrey, Esq., at Gordon & Rees LLP, represent the Debtor. The Debtor has hired Andersen Hilbert & Parker LLP as special counsel. Timothy P. Landis, P.H., serves as the Debtor's environmental consultant. The Debtor's schedules disclosed $14,079,894 in assets and $1,466,076 in liabilities as of the Chapter 11 filing. Warner Springs Ranchowners Association manages and co-owns 2,300 acres of unencumbered rural land known as the Warner Springs Ranch in San Diego County, California. The improvements on the Property include 250 cottage style hotel rooms, an 18 hole golf course, service/gasoline station, tennis courts, an aquatics center, an equestrian center, an airport, a spa, and two restaurants. WAVE SYSTEMS: Board Approves 1-for-4 Reverse Stock Split -------------------------------------------------------- Wave Systems Corp. said that, following shareholder approval at the company's annual meeting on June 20, 2013, the Board of Directors has approved a 1-for-4 reverse split of the company's common stock. The reverse stock split took effect on July 1, 2013. The reverse split is being implemented for purposes of regaining compliance with the $1.00 per share minimum closing bid price requirement for continued listing on the Nasdaq Capital Market. For every four shares held, Wave shareholders will receive in exchange one new share of Wave Systems common stock. Shareholders otherwise entitled to fractional shares as a result of the reverse stock split will receive cash payments in lieu of those fractional shares. The number of common shares issued and outstanding (Class A and Class B combined) will be reduced to approximately 29.2 million (from approximately 116.9 million). Shareholders' percentage ownership in the company will remain unchanged as a result of the reverse split. The Board of Directors believes that the reverse stock split will enable the company to regain compliance with the $1 per share minimum closing bid price continued listing requirement. However, there can be no assurance that this result will be achieved or that Wave will maintain the listing of its common stock on the Nasdaq Capital Market. Wave is currently in compliance with all other continued listing criteria for the Nasdaq Capital Market. About Wave Systems Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) -- http://www.wave.com/-- develops, produces and markets products for hardware-based digital security, including security applications and services that are complementary to and work with the specifications of the Trusted Computing Group, an industry standards organization comprised of computer and device manufacturers, software vendors and other computing products manufacturers. KPMG 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 Wave Systems Corp. has suffered recurring losses from operations and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. For the 12 months ended Dec. 31, 2012, the Company incurred a net loss of $33.96 million, as compared with a net loss of $10.79 million in 2011. The Company's balance sheet at March 31, 2013, showed $10.77 million in total assets, $22.19 million in total liabilities and a $11.42 million total stockholders' deficit. WEST AIRPORT PALMS: Case Summary & 8 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: West Airport Palms Business Park, LLC 2355/65/75/85 NW 70 Avenue Miami, FL 33122 Bankruptcy Case No.: 13-25728 Chapter 11 Petition Date: July 2, 2013 Court: United States Bankruptcy Court Southern District of Florida (Miami) Judge: Robert A. Mark Debtor's Counsel: James Schwitalla, Esq. 12954 SW 133 Ct Miami, FL 33186 Tel: (305) 278-0811 Fax: (305) 278-0812 E-mail: jwscmecf@bellsouth.net Scheduled Assets: $14,440,419 Scheduled Liabilities: $9,284,422 The petition was signed by Alexander Montero, managing member. List of Debtor's eight largest unsecured creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Benigno Montero and Promissory Note $460,000 Osmara Sanchez de Montero 4371 SW 2nd Terr Miami, FL 33134 Laura Marquina Promissory Note $300,000 Ana Obregon Promissory Note $280,000 6525 SW 48th St. Miami, FL 33155 Hector E. Obregon Promissory Note $280,000 and Yolanda Obregon 3001 SW 16th St. Miami, FL 33145 Paris Obregon and Promissory Note $203,767 Imurit Obregon 4265 SW 4th St. Miami, FL 33145 Greidys Maleta Promissory Note $197,000 Aldo Farradaz Promissory Note $170,000 Florida Department Sales Taxes $4,536 or Revenue WEST SIDE COMMUNITY: Updated Case Summary & List of Creditors ------------------------------------------------------------- Lead Debtor: West Side Community Hospital Inc. dba Sacred Heart Hospital 3240 W. Franklin Blvd. Chicago, IL 60624 Bankruptcy Case No.: 13-27091 Chapter 11 Petition Date: July 2, 2013 Court: United States Bankruptcy Court Northern District of Illinois (Chicago) Judge: Eugene R. Wedoff Debtors' Counsel: Robert M. Fishman, Esq. SHAW FISHMAN GLANTZ & TOWBIN LLC 321 N Clark Street, Suite 800 Chicago, IL 60654 Tel: (312) 666-2842 Fax: (312) 275-0567 E-mail: rfishman@shawfishman.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 Affiliates that simultaneously filed separate Chapter 11 petitions: Debtor Case No. ------ -------- Garfield Kidney Center, LLC 13-27092 Assets: $1,000,001 to $10,000,000 Debts: $1,000,001 to $10,000,000 Superior Home Health, LLC 13-27093 Assets: $500,001 to $1,000,000 Debts: $1,000,001 to $10,000,000 The petitions were signed by Paul Rundell, chief restructuring officer. A. A copy of West Side Community Hospital Inc's list of its 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ilnb13-27091.pdf B. A copy of Garfield Kidney Center, LLC's list of its 19 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ilnb13-27092.pdf C. A copy of Superior Home Health, LLC's list of its four largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ilnb13-27093.pdf WORLD IMPORTS: Furniture Seller Seeks Chapter 11 Protection ----------------------------------------------------------- Marie Beaudette and Peg Brickley writing for Dow Jones' DBR Small Cap report that Furniture seller World Imports Ltd. filed for Chapter 11 bankruptcy protection, two years after an acquisition saddled it with a warehouse full of inventory in Vietnam that didn't sell for as much as expected. World Imports filed a Chapter 11 petition (Bankr. E.D. Pa. Case No. 13-15929) on July 3, 2013, in Philadelphia. John E. Kaskey, Esq., at Braverman Kaskey, P.C., in Philadelphia, serves as counsel. The Debtor estimated assets and debts of $10,000,001 to $50,000,000. XZERES CORP: Marquam Asset Held 5% Equity Stake at May 20 --------------------------------------------------------- In a Schedule 13G filing with the U.S. Securities and Exchange Commission, Marquam Asset Management, LLC, disclosed that, as of May 20, 2013, it beneficially owned 1,473,247 shares of common stock of XZERES Corp representing 5.05 percent (based upon 29,171,035 outstanding shares of common stock as of June 24, 2013). A copy of the regulatory filing is available at: http://is.gd/Kl6yjT About XZERES Corp. Headquartered in Wilsonville, Oregon, XZERES Corp. designs, develops, and markets distributed generation, wind power systems for the small wind (2.5kW-100kW) market as well as power management solutions. As reported by the Troubled Company Reporter on July 3, 2012, Silberstein Ungar, PLLC, in Bingham Farms, Michigan, expressed substantial doubt about XZERES' ability to continue as a going concern, following its audit of the Company's financial position and results of operations for the fiscal year ended Feb. 29, 2012. The independent auditors noted that the Company has incurred losses from operations, has negative working capital, and is in need of additional capital to grow its operations so that it can become profitable. The Company's balance sheet at Nov. 30, 2012, showed $4.11 million in total assets, $5.13 million in total liabilities and a $1.02 million total stockholders' deficit. * 8th Cir. Appoints Katherine Constantine as Minn. Bankr. Judge --------------------------------------------------------------- The Eighth Circuit Court of Appeals appointed Bankruptcy Judge Katherine A. Constantine to a 14-year term of office in the District of Minnesota, effective July 1, 2013. Honorable Katherine A. Constantine United States Bankruptcy Court 206 Warren E. Burger Federal Building and U.S. Courthouse 316 North Robert Street St. Paul, MN 55101 Telephone: 651-848-1050 Law Clerks Jessica Nin Career Law Clerk Eric Dietz Term Law Clerk Term expiration: June 30, 2027 * Banks Seek to Ease Tensions With CFPB --------------------------------------- Alan Zibel and Dan Fitzpatrick, writing for The Wall Street Journal, reported that big U.S. banks are working behind the scenes to ease tensions with a new federal consumer regulator whose approach to policing the financial sector has triggered industry criticism. Top compliance executives from more than 20 banks, including Bank of America Corp. and Citigroup Inc., have met privately in recent months with senior officials from the Consumer Financial Protection Bureau to convey their concerns, including that companies weren't getting much credit for cooperating with investigations, according to people familiar with the talks, the report related. Last week, the CFPB gave the industry some relief when it published "responsible conduct" guidelines detailing how financial firms can help with the agency's investigations in exchange for smaller penalties, the report said. Later in the week, the CFPB rewarded the cooperation of U.S. Bancorp by not fining the Minneapolis bank in an auto-lending settlement. The bank didn't admit or deny wrongdoing. The CFPB's moves highlight a balance the agency is trying to attain as it approaches its two-year anniversary, the report noted. Agency officials want to counter persistent criticism from companies and some Republicans on Capitol Hill that it is insensitive to the concerns of companies. CFPB officials also want the agency to be seen as a tough but effective consumer regulator. According to the report, the CFPB has been working to expand its examination and supervisory efforts, flexing the muscles it was granted under the 2010 Dodd-Frank law and ruffling feathers in the process. The agency from the start adopted a more aggressive approach than other financial regulators have, regularly bringing enforcement lawyers to exams, rotating lead bank examiners to prevent too-close relationships from forming and requesting large amounts of data, like summaries of customer credit-card activity. * Citigroup to Pay Fannie Mae $968 Million over Mortgage Claims --------------------------------------------------------------- The Associated Press reported that Citigroup has agreed to pay $968 million to Fannie Mae to resolve potential future repurchase claims on residential mortgage loans originated between 2000 and 2012. According to the report, a sizable group of the loans were originated during the U.S. housing boom. Mortgage giants Fannie Mae and Freddie Mac bought mortgage loans from banks like Citigroup in the run-up to the financial crisis. Fannie and Freddie teetered as the loans went bad, and they were effectively nationalized in 2008. The government has spent billions to keep Fannie and Freddie afloat. Fannie and Freddie have since said that the banks misled them by not telling them the true condition of the mortgages they were buying, the report said. For several years, they have been demanding that the banks repurchase the mortgages. The agreement between Citigroup and Fannie Mae covers claims for breaches of representations and warranties on 3.7 million loans, the report added. The deal doesn't release Citigroup's liability for servicing and other ongoing contractual obligations for the loans. Citigroup said that it is also still liable for a group of less than 12,000 loans originated between 2000 and 2012, including loans sold with a performance guarantee or under special credit enhancement programs, the report related. * EU Accuses 13 Banks of Hampering CDS Competition -------------------------------------------------- Ben Moshinsky, Abigail Moses and Stephanie Bodoni, writing for Bloomberg News, reported that 13 of the world's biggest investment banks were accused by the European Union of colluding to curb competition in the $10 trillion credit derivatives industry. According to the report, the EU sent a complaint, or statement of objections, to 13 banks, data provider Markit Group Ltd. and the International Swaps & Derivatives Association over allegations they sought "to prevent exchanges from entering the credit derivatives business between 2006 and 2009," the European Commission said. The probe is one of several by the Brussels-based commission into the financial industry, including whether banks colluded to manipulate U.K. and European benchmark interest rates, the report said. Joaquin Almunia, the EU antitrust chief, said he's seeking to settle the probes into Libor and Euribor with some of the same banks in the CDS case by the end of the year. The EU in April 2011 opened a probe into whether banks colluded by giving market information to Markit, a data provider majority- owned by Wall Street's largest banks, the report related. Earlier this year, the EU extended its investigation to include ISDA, having found indications that it "may have been involved in a coordinated effort of investment banks to delay or prevent exchanges" from entering the credit swaps business. The banks in the CDS probe are Goldman Sachs Group Inc., JPMorgan Chase & Co., Citigroup Inc., Credit Suisse Group AG, Deutsche Bank AG, Morgan Stanley, Barclays Plc, Bank of America Corp., HSBC Holdings Plc, Royal Bank of Scotland Group Plc, BNP Paribas SA, and UBS AG, the commission said, according to the report. Bear Stearns, which is now a unit of JPMorgan, was also named by the EU authority. * Two Loan Originator Officers Get Jail Time for $28MM Fraud ------------------------------------------------------------ National Mortgage Professional reported that Christy Romero, Special Inspector General for the Troubled Asset Relief Program; Acting Assistant Attorney General Mythili Raman of the Justice Department's Criminal Division; U.S. Attorney Timothy Q. Purdon of the District of North Dakota; and Steve A. Linick, Inspector General of the Federal Housing Finance Agency Office of Inspector General announced that Scott N. Powers, the former CEO of Arizona- based mortgage loan originator American Mortgage Specialists Inc., and David McMaster, a former officer of AMS, were sentenced to serve 96 and 188 months in prison, respectively, for their roles in a $28 million scheme to defraud North Dakota-based BNC National Bank. According to the report, Powers and McMaster were sentenced by U.S. District Judge Daniel L. Hovland in the District of North Dakota. In addition to their prison terms, Powers and McMaster were each ordered to pay a money judgment to the government of approximately $28,564,470 and also to pay restitution to BNC bank in that same amount. Powers and McMaster pleaded guilty on Oct. 19, 2012, to conspiracy to commit bank fraud and wire fraud affecting a financial institution, the report said. "Powers and McMaster will have significant time in prison to think about how the fraud scheme they orchestrated for their mortgage business AMS left TARP recipient BNC National Bank with $28 million in losses and expenses and unable to repay TARP or make its TARP dividend payments for three years," said Christy Romero, Special Inspector General for TARP (SIGTARP), the report cited. "BNC funded new mortgage loans by AMS and was supposed to be repaid when AMS sold the loans. However, AMS had a giant, multi- million dollar hole on its books and looked to BNC to fill that hole with more and more money by lying to BNC about the sale of loans. American taxpayers invested $20 million of TARP funds in BNC to stabilize the bank, not to provide an opportunity to fund crime. SIGTARP and our law enforcement partners will bring to justice and hold accountable those who look at TARP as an opportunity to finance criminal activity." According to court documents, Powers and McMaster conspired from October 2007 to April 2010 to defraud BNC by making false representations regarding the financial and operational condition of AMS in order to obtain funding from BNC and personal benefits for themselves. Using funds provided by BNC under a participation agreement, AMS made residential real estate mortgage loans to borrowers and then sold the loans to banks and other lenders. As part of their fraud, Powers and McMaster caused AMS to inflate the dollar amount of the sales and to delay sending e-mail notifications to BNC when specific loans were sold, and then used funds from newly sold loans to make payments on the earlier-sold loans. Powers and McMaster also caused false financial information about AMS to be sent to BNC, overstating AMS's cash-on-hand and disguising delinquent tax payments being made to the Internal Revenue Service as marketing and advertising expenses. * Fed, FDIC Release 4 Banks' 'Living Will' Outlines --------------------------------------------------- Erica Teichert of BankruptcyLaw360 reported that Federal Reserve and the Federal Deposit Insurance Corp. released the so-called living wills of four banks, including Wells Fargo & Co. and HSBC Holdings PLC, giving the public a broad overview of the liquidation plans in case the banks go under. According to the report, Wells Fargo, HSBC, The Royal Bank of Scotland Group PLC and BNP Paribas SA all fall under the category of nonbank financial institutions and bank holding companies with assets between $100 billion and $250 billion, whose plans were due. * EU Lawmakers Want Banks' Trading Split From Deposits ------------------------------------------------------ Evan Weinberger of BankruptcyLaw360 reported that the European Parliament called for a strict separation of banks' risky trading activities from their core deposit-taking business and for boards to be held accountable for bank failures as part of a broader plan to make the financial system safer. According to the report, the non-legislative resolution adopted by the European Parliament in a 528-87 vote with 73 abstentions is meant to serve as an "input" to the European Commission as it rewrites the rules for the financial system. * Payroll Cards Are Under Scrutiny by New York's Attorney General ----------------------------------------------------------------- Jessica Silver-Greenberg, writing for The New York Times' DealBook, reported that New York's top prosecutor is investigating some of the state's largest employers over their use of A.T.M.- style cards to pay their hourly employees. According to the report, the New York attorney general, Eric T. Schneiderman, has sent letters seeking information to about 20 employers, including McDonald's, Walgreen and Wal-Mart, say people briefed on the matter. The inquiry by Mr. Schneiderman comes as a growing number of companies are abandoning paper paychecks and direct deposit to offer prepaid cards, the report said. But consumer lawyers, employees, and state and federal regulators have said that in the vast majority of cases, use of the cards can generate a range of fees -- 50 cents for a balance inquiry and $2.25 for an out-of- network A.T.M. Those fees can quickly devour the pay of part-time and low-wage workers. And many employees say that they have no alternative, the report added. Even at companies where there is a choice, it is often elusive. Worried about imperiling their jobs, some employees say they are terrified of requesting another option, according to interviews with consumer advocates. Other employees say that they are automatically enrolled in the payroll-card programs and forced to navigate a bureaucratic maze if they want to opt out. The surge in payroll cards and the problems associated with them were the subject of an article in The New York Times on Monday. * Deadline on Trading Rules Abroad Splits CFTC ---------------------------------------------- Ben Protess, writing for The New York Times' DealBook, reported that Wall Street lobbyists, seeking to delay a July 12 deadline for rules that would rein in lucrative trading by banks overseas, pressed their case before a top Washington regulator last week. According to the report, the regulator, Gary Gensler, the chairman of the Commodity Futures Trading Commission, had an unusual response. He summoned into his office a pregnant employee whose due date happened to be July 12. "Tell everyone about that day," Mr. Gensler instructed the employee, according to people who attended the meeting, the report related. Pointing to her abdomen, she grinned and replied, "No delay." While the message to bankers was clear, some of Mr. Gensler's colleagues are still fighting his plan to extend the agency's reach beyond American borders, an issue that took shape in the 2008 financial crisis, the report said. * Requiring Defendants to Admit Guilt Will Be Costly for SEC ------------------------------------------------------------ David Zaring, writing for The New York Times' DealBook, reported that the Securities and Exchange Commission recently qualified its longstanding policy that allowed companies to "neither admit nor deny" their guilt when settling cases. According to the report, the policy tinkering has come in the wake of criticism by lawyers, academics and, most memorably, Judge Jed S. Rakoff of the United States District Court in Manhattan. These critics have argued that the public interest is not served when the agency settles cases and imposes sanctions without explaining to the public the basis for the penalty. It now appears that the agency agrees -- sort of, the report said. "There may be certain cases," it has concluded, "where heightened accountability or acceptance of responsibility through the defendant's admission of misconduct may be appropriate, even if it does not allow us to achieve a prompt resolution." "I am not sure that the critics are right to insist on these sorts of public admissions, and I am glad that the S.E.C. is hedging its bets by limiting the change to "certain cases," and not every case," Mr. Zaring stated. Private parties -- be they corporate boards, drug manufacturers or divorcing spouses -- never have to explain publicly the reasons they are settling civil cases, the report related. It is not clear that the government should be treated differently. Is the public interest in securities fraud cases greater than the public interest in other civil cases, which can affect jobs, the public health and the best interests of children? * HSBC's $1.9B Deal over Drug-Money Laundering Charges Approved --------------------------------------------------------------- Christie Smythe, writing for Bloomberg News, reported that HSBC Holdings Plc's $1.9 billion agreement with the U.S. to resolve charges it enabled Latin American drug cartels to launder billions of dollars was approved by a federal judge. According to the report, U.S. District Judge John Gleeson in Brooklyn, New York, signed off on a deferred-prosecution agreement, a critical component of the London-based bank's settlement. Gleeson said in his order that he was exercising "supervisory power" over the deal even though the bank and government contended he didn't have authority to approve or deny it. "A pending criminal case is not window dressing" Gleeson wrote, noting that the case was filed and would remain pending for five years under the agreement, the report cited. "By placing a criminal matter on the docket of a federal court, the parties have subjected their DPA to the legitimate exercise of the court's authority." HSBC was accused of failing to monitor more than $670 billion in wire transfers and more than $9.4 billion in purchases of U.S. currency from HSBC Mexico, allowing for money laundering, prosecutors said, the report related. The bank also violated U.S. economic sanctions against Iran, Libya, Sudan, Burma and Cuba, according to a criminal information filed in the case. The case is U.S. v. HSBC Bank USA NA, 12-cr-00763, U.S. District Court, Eastern District of New York (Brooklyn). * BOND PRICING -- For Week From July 1 to 5, 2013 ------------------------------------------------- Company Ticker Coupon Bid Price Maturity Date ------- ------ ------ --------- ------------- AES Eastern Energy LP AES 9.000 1.750 1/2/2017 AES Eastern Energy LP AES 9.670 4.125 1/2/2029 AGY Holding Corp AGYH 11.000 55.850 11/15/2014 ATP Oil & Gas Corp ATPG 11.875 1.270 5/1/2015 ATP Oil & Gas Corp ATPG 11.875 1.000 5/1/2015 ATP Oil & Gas Corp ATPG 11.875 1.000 5/1/2015 Affinion Group Holdings Inc AFFINI 11.625 52.000 11/15/2015 Alion Science & Technology Corp ALISCI 10.250 59.822 2/1/2015 Ally Financial Inc ALLY 6.750 99.432 7/15/2016 Ambac Financial Group Inc/Old ABK 6.150 15.200 2/7/2087 Buffalo Thunder Development Authority BUFLO 9.375 30.625 12/15/2014 Cengage Learning Acquisitions Inc TLACQ 10.500 17.750 1/15/2015 Cengage Learning Acquisitions Inc TLACQ 12.000 17.250 6/30/2019 Cengage Learning Acquisitions Inc TLACQ 10.500 17.750 1/15/2015 Champion Enterprises Inc CHB 2.750 0.375 11/1/2037 Dynegy Roseton LLC / Dynegy Danskammer LLC Pass Through Trust Series B DYN 7.670 4.500 11/8/2016 Eastman Kodak Co EK 7.000 9.900 4/1/2017 Eastman Kodak Co EK 9.200 12.900 6/1/2021 Eastman Kodak Co EK 9.950 17.700 7/1/2018 FairPoint Communications Inc/Old FRP 13.125 1.000 4/2/2018 FiberTower Corp FTWR 9.000 8.750 1/1/2016 GMX Resources Inc GMXR 9.000 15.000 3/2/2018 GMX Resources Inc GMXR 4.500 6.063 5/1/2015 Gasco Energy Inc GSXN 5.500 17.000 10/5/2015 General Electric Capital Corp GE 5.250 99.250 1/15/2020 General Electric Capital Corp GE 5.875 99.521 1/15/2024 General Electric Capital Corp GE 5.150 99.521 7/15/2025 Geokinetics Holdings USA Inc GEOK 9.750 51.750 12/15/2014 Goldman Sachs Group Inc/The GS 4.750 100.082 7/15/2013 HP Enterprise Services LLC HPQ 3.875 94.525 7/15/2023 JPMorgan Chase & Co JPM 1.329 97.250 7/28/2013 James River Coal Co JRCC 4.500 46.750 12/1/2015 LBI Media Inc LBIMED 8.500 30.000 8/1/2017 Lehman Brothers Holdings Inc LEH 1.000 20.625 3/29/2014 Lehman Brothers Holdings Inc LEH 1.000 20.625 8/17/2014 Lehman Brothers Holdings Inc LEH 0.250 20.625 12/12/2013 Lehman Brothers Holdings Inc LEH 1.000 20.625 8/17/2014 Lehman Brothers Holdings Inc LEH 0.250 20.625 1/26/2014 Lehman Brothers Holdings Inc LEH 1.250 20.625 2/6/2014 Motors Liquidation Co MTLQQ 6.750 0.375 5/1/2028 OnCure Holdings Inc ONCJ 11.750 44.500 5/15/2017 Overseas Shipholding Group Inc OSG 8.750 86.000 12/1/2013 PMI Group Inc/The PMI 6.000 26.000 9/15/2016 Penson Worldwide Inc PNSN 12.500 24.250 5/15/2017 Penson Worldwide Inc PNSN 8.000 8.125 6/1/2014 Penson Worldwide Inc PNSN 12.500 24.250 5/15/2017 Platinum Energy Solutions Inc PLATEN 14.250 57.850 3/1/2015 Powerwave Technologies Inc PWAV 1.875 1.125 11/15/2024 Powerwave Technologies Inc PWAV 1.875 1.125 11/15/2024 Residential Capital LLC RESCAP 6.875 30.500 6/30/2015 Savient Pharmaceuticals Inc SVNT 4.750 15.000 2/1/2018 School Specialty Inc SCHS 3.750 40.000 11/30/2026 THQ Inc THQI 5.000 48.000 8/15/2014 TMST Inc THMR 8.000 9.500 5/15/2013 Terrestar Networks Inc TSTR 6.500 10.000 6/15/2014 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.250 9.025 11/1/2015 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 15.000 27.500 4/1/2021 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.250 9.625 11/1/2015 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.500 12.500 11/1/2016 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 15.000 28.100 4/1/2021 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.250 9.500 11/1/2015 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.500 9.000 11/1/2016 USEC Inc USU 3.000 21.000 10/1/2014 Verso Paper Holdings LLC / Verso Paper Inc VRS 11.375 50.700 8/1/2016 Western Express Inc WSTEXP 12.500 65.500 4/15/2015 Western Express Inc WSTEXP 12.500 65.500 4/15/2015 ********* 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 ***