/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/130717.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, July 17, 2013, Vol. 17, No. 196 Headlines 1250 OCEANSIDE: Has Okay to Access Sun Kona II's Cash Collateral 1250 OCEANSIDE: Maturity of Lot Purchaser Notes Extended 44 CP I: Seeks Dismissal of their Chapter 11 Cases A123 SYSTEMS: Grid Storage and B456 Chapter 11 Cases Closed ALLIED INDUSTRIES: Wants Plan Filing Exclusivity Until Nov. 19 ALLIED INDUSTRIES: Can Hire Special Counsel, Turnaround Consultant ALLIED INDUSTRIES: Wants to Tap Glenn Gelman Firm as Accountants ALLON THERAPEUTICS: Paladin Buys Business Following Bankruptcy BERNARD L. MADOFF: Investors, Bank Near Pact in Cases BIOVEST INTERNATIONAL: Emerges From Reorganization With New CEO BOART LONGYEAR: S&P Lowers CCR to 'B+'; Outlook Stable BVC PARTNERS: BVC X Files Schedules of Assets and Liabilities BVC PARTNERS: BVC XII Files Schedules of Assets and Liabilities CAPUTO TOLLGATE: Case Summary & 2 Unsecured Creditors CASA CASUARINA: Versace Miami Beach Mansion Listed at $75 Million CASCADE AG: Court Approves Bidding Procedures CASCADE AG: Wants to Use Cash Collateral Until Asset Sale Closes CEDC: S&P Withdraws 'D' CCR Due to Lack of Financial Reporting CETERA FINANCIAL: New $265MM Sr. Term Loan Gets Moody's B3 Rating CETERA FINANCIAL: S&P Assigns 'B' Issuer Credit Rating COCHRAN AVENUE: Case Summary & 20 Largest Unsecured Creditors CODA HOLDINGS: Debtor Changes Case Caption Following Sale CODA HOLDINGS: Committee Can Retain Deloitte FAS as Advisor CODA HOLDINGS: Court Appoints Direct Fee Review as Fee Examiner COLOREP INC: Industrial Printer Files in Los Angeles to Sell COMMUNITY HOME FIN'L: Files Amended Schedules of Assets & Debts CORELOGIC INC: S&P Assigns 'BB+' Rating to New Credit Facility D & L ENERGY: Court Sets Oct. 14 Proofs of Claim Deadline D & L ENERGY: Has Interim OK to Access HNB Cash Until Sept. 18 D & L ENERGY: Can Employ SS&G Parkland as Financial Advisor DETROIT, MI: 20 Percent Offer Jeopardizes Insurers' Recovery DEWEY STRIP HOLDINGS: Files Schedules of Assets and Liabilities DIGERATI TECHNOLOGIES: Seeks OK to Incur Debt to Pay Expenses DIGERATI TECHNOLOGIES: Can Employ HP as Investment Banker DIGERATI TECHNOLOGIES: Seeks OK to Hire Nevada Litigation Counsel DIGERATI TECHNOLOGIES: Can Employ Middleton as Tax Accountants DRYSHIPS INC: Ocean Rig Enters Into $1.8-Bil. Term Loan Facility EAGLE RECYCLING SYSTEMS: Lieze Associates Files Schedules EASTMAN KODAK: Says It Will Emerge From Chapter 11 With No Debt EUROFRESH INC: Name Changed to "EF23, Inc." FREESEAS INC: Issues Add'l 600,000 Settlement Shares to Hanover GAVILON GROUP: Moody's Withdraws Ratings Following Asset Sale GMX RESOURCES: Lenders, Creditors Fight Over $86 Million Payment HILCORP ENERGY: S&P Raises CCR to 'BB'; Outlook Stable HOFFMASTER GROUP: S&P Keeps B CCR After $10MM 1st Lien Loan Add-On HOYT TRANSPORTATION: NY School Bus Operator Files for Chapter 11 IGPS COMPANY: Files Schedules of Assets and Liabilities IGPS CO: U.S. Trustee Says Sale Price Too Low INNOVIDA HOLDINGS: Tox Exec Convicted in $40MM Investor Scheme JETCOM INC: In Default of CSNX Requirements; Trading Halted JOHNSTON LITHOGRAPH: Case Summary & 20 Largest Unsecured Creditors LAGUNA BRISAS: Files Blacklined 3rd Amended Disclosure Statement LAKELAND INDUSTRIES: Stockholders Elect Two Directors LEHMAN BROTHERS: Workers Can't Pursue Lawsuit vs. Executives LEHMAN BROTHERS: Court Rejects Retirees' Lawsuit Against Fuld LUKEN COMMUNICATIONS: Files Schedules of Assets and Liabilities MADISON PARK: Indiana Church Files After Nearby GM Plant Closes MIDTOWN SCOUTS SQUARE: Files Schedules of Assets and Liabilities MUNICIPAL CORRECTIONS: Balks at Motion to Dismiss Chapter 11 Case MUNICIPAL CORRECTIONS: James Bates to Handle Tax Assessments MUNICIPAL CORRECTIONS: UMB Balks at Bid for Stay Relief MUD KING: Wants to Hire BKD LLP as Accountant to File Tax Returns MUD KING: Wants to Hire O'Connor & Associates as Tax Consultants NASSAU TOWER: Case Summary & 20 Largest Unsecured Creditors NATIONAL ENVELOPE: Reaches Deal Allowing for Consensual Bankruptcy NATIONAL SURGICAL: Moody's Assigns B2 Rating to New Debt Facility NAVISTAR INTERNATIONAL: Extends Expiration of Rights Plan to 2015 NAVISTAR INTERNATIONAL: M. Rachesky Holds 14.9% Equity Stake NNN PARKWAY: Hearing on Cash Use Continued to Aug. 7 OCD LLC: Wants Receiver to Turn Over Property OCD LLC: Butler Burgher to Provide Real Estate Valuation ONCURE HOLDINGS: US Trustee Rips Latham's Retainer ORCHARD SUPPLY: $177-Mil. DIP Financing Gets Final Court Okay ORECK CORP: Court Approves RAM as Winning Bidder for Assets PATRIOT COAL: Knighthead, Aurelius Facing Opposition to Fees PENSON WORLDWIDE: Exclusive Periods Extension Sought PHAZAR CORP: More Time to Solicit Proxies for Plan of Merger PICCADILLY RESTAURANTS: Yucaipa Finances Plan to Retain Ownership PITT PENN: Ch.11 Trustee Seeks to Expand 2 Law Firms' Roles PLAZA VILLAGE: May Hire Mountain Lakes as Management Company PMI GROUP: Has Interim Court Permission to Retain New CEO and VP PRIMCOGENT SOLUTIONS: Files Schedules of Assets and Liabilities PROMMIS HOLDINGS: Can Use Cash Thru Plan Effective Date PROMMIS HOLDINGS: Interface Inc. Changes Name to EC Mailing Corp. PROMMIS HOLDINGS: FTI Consulting Okayed as Committee Fin'l Advisor PROMMIS HOLDINGS: Panel Can Retain Hahn & Hessen as Co-Counsel PT BERLIAN: Indonesian Proceeding Recognized in U.S. Courts QBEX ELECTRONICS: Can Hire CBIZ MHM as Financial Advisor QBEX ELECTRONICS: Wins Court Approval to Hire Real Estate Agent QUINTILES TRANSNATIONAL: Moody's Revises Outlook to Positive REFCO INC: Ex-Mayer Brown Partner Gets 1 Year for Fraud REFCO INC: Grant & Eisenhofer Sues Cantor Over Asset Acquisition RENO REDEVELOPMENT: S&P Corrects LT Bonds Rating to 'B+' RESIDENTIAL CAPITAL: 2nd Circ. Remands Appeal of FHFA's MBS Suit RESTORATION HARDWARE: Renovation Is Private-Equity Boon RODEO CREEK: Court Dismisses Chapter 11 Cases ROTECH HEALTHCARE: Equity Panel Wants Valuation Deferred ROTECH HEALTHCARE: 50 Units File Schedules of Assets & Debts ROTECH HEALTHCARE: GAO Nixes Protest of $68MM Home Oxygen Contract ROTECH HEALTHCARE: Equity Holders' Delay Would Pad Attys' Bills SAAB CARS: Gets Nod for Chapter 11 Liquidation Plan SAVE MOST: Aug. 14 Hearing to Approve Plan Outline SEA TRAIL: Bankruptcy Administrator Withdraws Dismissal Motion SEA TRAIL: Court Approves Sale of Assets to Wealth Spring SEMINOLE SHORES: Case Summary & 2 Unsecured Creditors SERVICEMASTER COMPANY: Moody's Cuts Corp. Family Rating to B3 SLM CORP: Fitch Says Cash Flow Analysis Supports Debt Repayment SMITHFIELD FOODS: Moody's Mulls Downgrade of B1-Rated Senior Debt SMITHFIELD FOODS: S&P Assigns 'BB-' Rating to $800MM Senior Notes SOUTH FLORIDA SOD: Case Summary & 12 Unsecured Creditors STAFFORD RHODES: Court Says Estate Fully Administered, Case Closed SUN MERGER: Moody's Assigns 'B1' CFR; Outlook Stable SYNAGRO TECHNOLOGIES: Files Schedules of Assets and Liabilities T-L CHEROKEE: Court to Hear Cash Collateral Use Motion on July 24 TLO LLC: Committee Retaining Genovese Joblove as Counsel TLO LLC: Can Employ R. Hugh Lumpkin as Special Counsel TLO LLC: Has Final Approval to Employ Alan Barbee as Accountant TMT USA: Files 2nd Motion for Cash Collateral Use to Pay Insurance TMT USA: Bank Lenders Seek Dismissal of Chapter 11 Cases TMT USA: Sec. 341 Meeting Slated for Aug. 15 TMT USA: Claims Bar Date Fixed at Nov. 13 TOUSA INC: Receives Approval for Settlement, Confirmation Next TPO HESS: To Sell to Bang Printing After No Rival Bidders Emerge TRINITY COAL: Mines Heading for Auction on July 30 UHHS/CSAHS-CUYAHOGA INC: Moody's Affirms 'Ba2' Rating UNIVERSAL CORP: Fitch Rates Convertible Preferred Stock at 'BB' W.R. GRACE: Settles Patent Suit Over Propex Concrete Fibers WASHINGTON MUTUAL: JPMorgan Must Produce More Docs in Suit WIDEOPENWEST FINANCE: Moody's Retains B2 Corp. Family Rating WINSTAR COMMS: Grant Thornton to Pay $10MM in Fraud Settlement * Title Company Entitled to Nondischargeable Judgment * Children's Game Arranged to Resolve Childish Dispute * BofA Says Ex-Workers Made Impossible Loan-Program Claims * Closed-Door Showdown on Filibuster Fight * FINRA Plan Would Shine Light on "Dark Pools" * Moody's Says Rising Interest Rate is Good for Insurers * Vault.com Unveils Law Firm Practice Area Rankings for 2014 * FTI Consulting Bags Six Turnaround Atlas Awards * Winston Mar Joins SierraConstellation as Managing Director * Upcoming Meetings, Conferences and Seminars ********* 1250 OCEANSIDE: Has Okay to Access Sun Kona II's Cash Collateral ---------------------------------------------------------------- The Hon. Robert J. Faris of the U.S. Bankruptcy Court for the District of Hawaii granted 1250 Oceanside Partners authority to use Sun Kona Finance II LLC's cash collateral. Parties-in-interest Sun Kona Finance I, LLC and Sun Kona Finance II, LLC, have stated they do not object to the Debtor's use of cash collateral. However, SKF II disagrees with Oceanside's suggestion that SKF may not be fully perfected with respect to a limited number of carryback notes. SKF II asserts it holds a perfected security interest in all carryback notes. The Debtors would use the cash collateral to service the debt owed by the Debtor to SKF II, an affiliate of Sun Kona Finance I, LLC, the DIP Lender to the Debtors. The Debtor proposes to pay SKF II 100 percent of the cash collateral received from the date of the filing of Oceanside's Chapter 11 case until the time as Oceanside moves for further or alternate relief. No replacement liens or other adequate protection will be provided to SKF II, because all cash collateral will be paid over directly to SKF II. About 1250 Oceanside Partners 1250 Oceanside Partners, Front Nine LLC, and Pacific Star Company LLC, owners of the 1,800-acre Hokuli'a luxury real estate development near Kona on the island of Hawaii, sought Chapter 11 protection (Bankr. D. Hawaii Lead Case No. 13-00353) on March 6, 2013, in Honolulu. The Debtors were formed by developer Lyle Anderson and were part of his development "empire", which included developments in Hawaii, Arizona, New Mexico and Scotland. The secured lender, Bank of Scotland, declared a default and obtained control of the Debtors in January 2008. Development of the property, which has 3.5 miles of waterfront on the Kona coast, stopped after the developers were declared in default under the loan. Oceanside and Front Nine own most of the land within the Hokuli'a project, which is the principal development. Pacific Star owns the land referred to as "Keopuka", near Hokuli'a. The Hokuli'a was to have 730 residential units, an 18-hole golf course, club and other amenities. The Debtors say their assets are worth $68.1 million while they are jointly liable to $625 million of debt to Sun Kona Finance LLC, which acquired the Hawaii loan from Bank of Scotland. Simon Klevansky, Esq., Alika L. Piper, Esq., and Nicole D. Stucki, Esq., at Klevansky Piper, LLP, represent the Debtor in its restructuring effort. They replace the law firm of Gelber, Gelber & Ingersoll as general counsel. A creditors committee has not been appointed. James A. Wagner, Esq., at Wagner Choi & Verbrugge, represents Sun Kona Finance I, LLC and Sun Kona Finance II, LLC, as counsel. 1250 OCEANSIDE: Maturity of Lot Purchaser Notes Extended -------------------------------------------------------- The Hon. Robert J. Faris of the U.S. Bankruptcy Court for the District of Hawaii extended the maturity date of 1250 Oceanside Partners' lot purchaser notes. No opposition or response and no request for a hearing were filed or received. The Court approved the grant of extensions of the maturity dates of certain "carry back" (purchase money) notes made by purchasers of lots from Oceanside, provided, however, that any extensions will be for no longer than one year at a time, and will be conditioned upon the obligor's not commencing any action against Oceanside in connection with their lot purchase, and provided further that the lender to which such notes have been pledged (SKF II) consents to the extension. 1250 Oceanside Partners is a Hawaii limited partnership which was formed to develop a luxury residential and recreational community located in Kona on the Island of Hawaii. Oceanside's principal development project is commonly known as Hokuli'a or the Hokuli'a Project. The Hokuli'a development includes an 18-hole golf course, which has been completed and is in operation, and related facilities, an approximately 140-acre shoreline park, a trail system, and approximately 665 single family residential and residential/agricultural lots, ranging in size from one to three acres. Beginning no later than November 2003, and continuing through 2012, Oceanside has approved various requests from lot buyers to extend note maturity dates. Lot buyers for whom extension requests have been granted must continue to make quarterly payments of principal and interest on the same 30-year amortization schedule as provided in the Carryback Notes, but the date of the final balloon payment was extended. Although those requests have in the past been conditioned upon a principal reduction payment from the lot owner, Oceanside seeks authority from the U.S. Bankruptcy Court for the District of Hawaii to grant extensions with or without requiring those payments, in its business discretion. Only five Carryback Note obligors are currently making payments. Of these five, one had a balloon payment due in June 2013, and three balloon payments will come due next year. An extension request is currently pending from Holua Kai, LLC, the owner of Lot 204. About 1250 Oceanside Partners 1250 Oceanside Partners, Front Nine LLC, and Pacific Star Company LLC, owners of the 1,800-acre Hokuli'a luxury real estate development near Kona on the island of Hawaii, sought Chapter 11 protection (Bankr. D. Hawaii Lead Case No. 13-00353) on March 6, 2013, in Honolulu. The Debtors were formed by developer Lyle Anderson and were part of his development "empire", which included developments in Hawaii, Arizona, New Mexico and Scotland. The secured lender, Bank of Scotland, declared a default and obtained control of the Debtors in January 2008. Development of the property, which has 3.5 miles of waterfront on the Kona coast, stopped after the developers were declared in default under the loan. Oceanside and Front Nine own most of the land within the Hokuli'a project, which is the principal development. Pacific Star owns the land referred to as "Keopuka", near Hokuli'a. The Hokuli'a was to have 730 residential units, an 18-hole golf course, club and other amenities. The Debtors say their assets are worth $68.1 million while they are jointly liable to $625 million of debt to Sun Kona Finance LLC, which acquired the Hawaii loan from Bank of Scotland. Simon Klevansky, Esq., Alika L. Piper, Esq., and Nicole D. Stucki, Esq., at Klevansky Piper, LLP, represent the Debtor in its restructuring effort. They replace the law firm of Gelber, Gelber & Ingersoll as general counsel. A creditors committee has not been appointed. James A. Wagner, Esq., at Wagner Choi & Verbrugge, represents Sun Kona Finance I, LLC and Sun Kona Finance II, LLC, as counsel. 44 CP I: Seeks Dismissal of their Chapter 11 Cases -------------------------------------------------- 44 CP I Loan LLC and 44 CP II Loan LLC seek dismissal of their bankruptcy cases. The Debtors' assets consisted of junior lien interests in property subject to a first lien position held by Parkway Bank & Trust Co.'s. The U.S. Bankruptcy Court for the District of Arizona on Nov. 7, 2012 entered an order lifting the automatic stay and allowing Parkway to foreclose its first lien position. On Dec. 19, 2012, Parkway conducted such a foreclosure and therefore, the Debtors' interests have been extinguished. The Debtors assert that given the lack of assets to administer and the absence of other creditors, dismissal of their Chapter 11 cases is appropriate. About 44 CP 44 CP I Loan LLC and 44 CP II Loan LLC filed bare-bones Chapter 11 petitions (Bankr. D. Ariz. Case Nos. 12-15286 and 12-15287) in Phoenix on July 9, 2012. The Debtors each estimated assets and debts of $10 million to $50 million. Judge Eileen W. Hollowell oversees the case. Mark Winkleman, as chief operating officer, signed the Chapter 11 petition. The Debtors are represented by Cathy L. Reece, Esq. -- creece@fclaw.com -- and Anthony W. Austin, Esq. -- aaustin@fclaw.com -- at Fennemore Craig, P.C. A123 SYSTEMS: Grid Storage and B456 Chapter 11 Cases Closed ----------------------------------------------------------- Pursuant to the order of the U.S. Bankruptcy Court for the District of Delaware confirming B456 Systems, Inc., et al.'s Modified First Amended Joint Plan of Liquidation and Section 7.09 of the Plan, providing for the closing of the Chapter 11 cases of B456 Securities Corporation (Case No. 12-12860) and Grid Storage Holdings LLC (Case No. 12-12861) as of the filing of the notice of Effective Date, the Court has ordered that B456 Securities' and Grid Storage's Chapter 11 cases will be closed for all purposes as of the filing of the notice of Effective Date, without any further action required of any of the Debtors. As reported in the TCR on May 22, 2013, a federal judge in Delaware confirmed the liquidation plan for the bankrupt battery maker formerly known as A123 Systems Inc. The Plan would repay all secured creditors in full with some money left over for unsecured creditors. According to Bloomberg News, the plan is structured so holders of $143.8 million in subordinated notes should have a recovery of 36.3 percent. If B456 reduces claims to amounts the company believes correct, the recovery on the subordinated notes could increase to 62.9 percent, according to the disclosure statement. General unsecured creditors, who previously were said to have $124 million in claims, would have roughly the same recovery. About A123 Systems Based in Waltham, Massachusetts, A123 Systems Inc. designed, developed, manufactured and sold advanced rechargeable lithium-ion batteries and battery systems and provided research and development services to government agencies and commercial customers. A123 was the recipient of a $249 million federal grant from the Obama administration. A123 and U.S. affiliates, A123 Securities Corporation and Grid Storage Holdings LLC, sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 12-12859 to 12-12861) on Oct. 16, 2012. A123 disclosed assets of $459.8 million and liabilities totaling $376 million. Lawyers at Richards, Layton & Finger, P.A., and Latham & Watkins LLP serve as the Debtors' counsel. Lazard Freres & Co. LLC acts as the Debtors' financial advisors, while Alvarez & Marsal serves as restructuring advisors. Logan & Company Inc. serves as the Debtors' claims and noticing agent. Brown Rudnick LLP and Saul Ewing LLP serve as counsel to the Official Committee of Unsecured Creditors. Prior to the bankruptcy filing, A123 had an agreement to sell an 80% stake in the business to Chinese auto-parts maker Wanxiang Group Corp. U.S. lawmakers opposed the deal over concerns on the transfer of American taxpayer dollars and technology to China. When it filed for bankruptcy, the Debtors presented a deal to sell all assets to Johnson Controls Inc., subject to higher and better offers. At the auction in December 2012, most of the assets ended up being sold for $256.6 million to Wanxiang. The deal received approval from the Committee on Foreign Investment in the U.S. on Jan. 29, 2013. A123 Systems was renamed B456 Systems Inc., following the sale. Wanxiang America Corporation and Wanxiang Clean Energy USA Corp. are represented in the case by lawyers at Young Conaway Stargatt & Taylor, LLP, and Sidley Austin LLP. JCI is represented in the case by Josh Feltman, Esq., at Wachtell Lipton Rosen & Katz LLP. In May 2013, the Delaware bankruptcy court confirmed the liquidation plan for A123 Systems Inc. The Plan repays all secured creditors in full with some money left over for unsecured creditors. Holders of $143.8 million in subordinated notes are projected to recoup 36.3 percent. If B456 Systems Inc., the company's new name, reduces claims to amounts the company believes correct, the recovery on the subordinated notes could increase to 62.9 percent, according to the disclosure statement. General unsecured creditors, who previously were said to have $124 million in claims, would have roughly the same recovery. ALLIED INDUSTRIES: Wants Plan Filing Exclusivity Until Nov. 19 -------------------------------------------------------------- Allied Industries, Inc., is asking Judge Maureen A. Tighe to extend the exclusive period under which it may file a plan of reorganization by four months through Nov. 19, 2013. The Debtor's current exclusive plan filing deadline falls on July 19. The Debtor asserts that it needs more time to resolve major issues, problems and disputes before submitting a Chapter 11 plan. Among other things, the Debtor cites that it is facing a number of lawsuits from subcontractors, vendors and former employees. It also has brought lawsuits against a number of entities to collect money it is owed. Moreover, the Debtor relates that it needs more time to develop its cash flow to support plan projections to fund a plan. The Debtor has four non-residential real property leases -- one for its principal place of business in North Hollywood, one for the Pomona office, one for the San Diego office and one for a yard in San Diego. The Debtor says it needs more time to decide on the North Hollywood lease. It intends to reject the other three leases. Secured creditor California United Bank expressed opposition to the Debtor's Exclusivity Period Extension Motion. The Bank asserts that the Debtor has not demonstrated cause for the requested extension. On behalf of the Bank, Russell H. Rapoport, Esq., of Mirman, Bubman & Nahmias, LLP, relates that the Debtor's last monthly operating report filed shows that the estate is deteriorating quickly and a turnaround for the Debtor may be impossible. He also cites a complaint filed by American Safety Casualty Insurance Company on June 24, 2013, alleging that the Debtor's management made fraudulent misrepresentations on their administration of government contract work which caused substantial damage. If those allegations are true, Mr. Rapoport argues, not only is the Debtor in danger of losing the opportunity for all future government work, it also shows that dishonest management cannot be trusted to act in the best interest of the estates. More Time to Decide on Leases The Debtor is also asking the U.S. Bankruptcy Court for the Central District of California to extend the time by which it must assume non-residential real property leases for 90 days. The Court will convene a hearing on July 18, 2013 at 9:30 a.m. to consider the Debtor's requests. About Allied Industries Allied Industries, Inc., filed a Chapter 11 petition (Bankr. C.D. Cal. Case. No. 13-11948) on March 21, 2013. The petition was signed by Ernesto Gutierrez as president and chief executive officer. The Debtor scheduled assets of $13,086,216 and scheduled liabilities of $7,457,365. Dheeraj K. Singhal, Esq., at DCDM Law Group, P.C., serves as the Debtor's counsel. ALLIED INDUSTRIES: Can Hire Special Counsel, Turnaround Consultant ------------------------------------------------------------------ Allied Industries, Inc., won Bankruptcy Court approval to hire Melinda Guzman, Professional Corporation, and Hunter, Molloy & Salcido LLP as special counsel. The Debtor also won Bankruptcy Court approval to tap Capital Turnaround Group, Inc., as its turnaround consultant. As reported in the June 19, 2013 edition of the Troubled Company Reporter, (i) MGPC represents the Debtor in its civil litigation over its construction contracts and employment litigation, and advises the Debtor on personnel and general corporate matters; and (ii) HMS represents the Debtor in the administrative claims made by the California Contractor's State License Board against the Debtor and for claims made by contract parties against the contractor's license bonds of the Debtor and its bonding companies regarding alleged contract breaches committed by the Debtor in its construction projects. CTG, on the other hand, will assist the Debtor with the development and execution of a turnaround plan to return the Debtor to a healthy financial position. Rafael Sanchez, the chief executive officer of CTG, will act as turnaround consultant to the Debtor. MGPC charges $325 per hour for the services of Melinda Guzman and $100 for her paralegals to represent the Debtor. HMS charges $375 per hour for partners, $250 for associates, and $145 for paralegals to represent the Debtor. CTG charges a flat rate fee of $6,000 per month plus reasonable expenses for travel and meals and other expenses. About Allied Industries Allied Industries, Inc., filed a Chapter 11 petition (Bankr. C.D. Cal. Case. No. 13-11948) on March 21, 2013. The petition was signed by Ernesto Gutierrez as president and chief executive officer. The Debtor scheduled assets of $13,086,216 and scheduled liabilities of $7,457,365. Dheeraj K. Singhal, Esq., at DCDM Law Group, P.C., serves as the Debtor's counsel. ALLIED INDUSTRIES: Wants to Tap Glenn Gelman Firm as Accountants ---------------------------------------------------------------- Allied Industries, Inc. filed an application to the U.S. Bankruptcy Court for the Central District of California for the retention of Glenn M. Gelman & Associates as accountant. Warren E. Hennagin is a director of GGA and will be responsible for supervising the contemplated services to be provided by the firm. GGA will bill at these hourly rates for its services: Hourly Rate ----------- Directors $340 to $360 Senior managers $250 to $315 Supervisor/Manager $180 to $240 Management Consultants $145 to $165 Other Professional Staff $125 to $170 Administrative Staff $50 to $90 The Debtors will pay for the out-of-pocket costs, not to exceed $8,000, incurred by GGA related to the contemplated services. Mr. Hennagin assures the Court that GGA does not hold or represent an interest adverse to the Debtor's estate. He maintains that his firm has no conflicts that would render its employment by the Debtor impermissible in the case. About Allied Industries Allied Industries, Inc., filed a Chapter 11 petition (Bankr. C.D. Cal. Case. No. 13-11948) on March 21, 2013. The petition was signed by Ernesto Gutierrez as president and chief executive officer. The Debtor scheduled assets of $13,086,216 and scheduled liabilities of $7,457,365. Dheeraj K. Singhal, Esq., at DCDM Law Group, P.C., serves as the Debtor's counsel. ALLON THERAPEUTICS: Paladin Buys Business Following Bankruptcy -------------------------------------------------------------- Paladin Labs Inc. on July 16 disclosed that in accordance with the Order for Reorganization in Allon Therapeutics Inc.'s proposal proceedings under the Bankruptcy and Insolvency Act (Canada) and under the Canada Business Corporations Act which have been previously announced, Paladin has become the sole shareholder of Allon. Immediately prior to Paladin becoming the sole shareholder of Allon, all existing issued and outstanding shares and other securities of Allon were, pursuant to the Court Order, cancelled without payment or other consideration. One of the other consequences of Paladin becoming the sole shareholder of Allon is that Allon will cease being a reporting issuer in Canada. About Paladin Labs Headquartered in Montreal, Canada, Paladin Labs Inc. (TSX:PLB) -- http://www.paladinlabs.com-- is a specialty pharmaceutical company focused on developing, acquiring or in-licensing innovative pharmaceutical products for the Canadian market. About Allon Allon Therapeutics Inc. is a clinical-stage biotechnology company focused on bringing to market innovative central nervous system therapies. The Company is listed on the Toronto Stock Exchange under the trading symbol "NPC". BERNARD L. MADOFF: Investors, Bank Near Pact in Cases ----------------------------------------------------- James Sterngold, writing for The Wall Street Journal, reported that in one of the first lawsuits to go to trial involving Bernard L. Madoff's massive fraud, a group of investors is nearing a settlement with a Connecticut bank that they said should have uncovered the Ponzi scheme years before it collapsed, according to a lawyer involved in the cases whose clients aren't settling. The report said the tentative settlement, reached just as the two sides were about to deliver closing arguments, may return a fraction of the $60 million that the investors said they lost. But any sums could be a blow for the bank, Connecticut Community Bank and its branch, Westport National Bank, which are controlled by William R. Berkley, chairman of a large insurance company. The bank, which has reported losses for the last four years, also faces a $28 million lawsuit from the trustee overseeing the liquidation of Mr. Madoff's securities firm and it is operating under a formal order from the Office of the Comptroller of the Currency demanding operational improvements as a result of what the regulator said were "unsafe and unsound" practices and violations of the law, according to a notice on the comptroller's website, the report related. According to the report, Bill Mahone, the bank's general counsel, declined to comment on any of the suits. A spokesman for Mr. Berkley's insurance company, W.R. Berkley Corp., and Mr. Berkley's son, W. Robert Berkley Jr., who is the insurance company's president and a shareholder in the bank, didn't return calls or emails. The bank has maintained in the trial that it had few responsibilities beyond keeping records based on the fictitious accounts provided by Mr. Madoff's firm, handling occasional requests for redemptions and collecting fees, the report further related. 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. BIOVEST INTERNATIONAL: Emerges From Reorganization With New CEO --------------------------------------------------------------- Biovest International, Inc., has successfully emerged from Chapter 11 reorganization, formally completing its restructuring and recapitalization strategy with its Plan of Reorganization becoming effective on July 9, 2013. Biovest also promoted Carlos F. Santos, Ph.D., as its new Chief Executive Officer. Dr. Santos will lead the Company's efforts to transition from the clinical- stage to the commercial-stage. With Biovest's balance sheet significantly strengthened and virtually debt-free, the Company believes it is well-positioned to continue advancing its global regulatory strategy for BiovaxIDTM, including seeking European marketing approval, as well as supporting the development of its pipeline of patient-specific cancer vaccines. Samuel S. Duffey resigned as the Company's Chief Executive Officer and President, effective on July 8, 2013. "Biovest's active immunotherapy platform heralds a new era in truly personalized immunotherapy. Clinical trials have shown that our personalized cancer vaccine, BiovaxID, increases the duration of cancer remission in patients treated following chemotherapy. Once approved, this vaccine will offer patients with lymphoma who are in remission a means to guard against the return of cancer," stated Dr. Santos. "I am very proud and excited to take the role of CEO in leading our highly talented and capable team into the approval stage for BiovaxID." Biovest's former CEO, Samuel S. Duffey, Esq., will lead a new Biovest-owned subsidiary to be formed to create special opportunities based on the Company's proprietary biomanufacturing technology and to advance innovative anti-viral and anti-cancer new product development. "We are extremely grateful for all of Mr. Duffey's efforts to date on behalf of Biovest and are very excited that he has agreed to continue his involvement with the Company," stated Dr. Santos. In other organizational changes related to the Board of Directors, Biovest announced that current Director, Ronald E. Osman, Esq., was elected Chairman of the Board and Eugene Grin was elected as a new addition to the Board. Mr. Grin is a principal of Valens Capital Management, LLC, a registered investment advisor based out of New York, which manages multiple private investment vehicles. As a reorganized entity, Biovest's balance sheet is significantly strengthened with the elimination of approximately $48.5 million in debt, which has been converted into new shares of the Company's common stock and represents all of the Company's new common stock outstanding post-reorganization. These new shares are being issued to the secured and unsecured creditors. Additionally, shares of common stock, warrants and options that were outstanding prior to the effective date of Biovest's Plan of Reorganization have been cancelled and have ceased to trade or be recognized as an ownership interest in the Company. Biovest is registered with the SEC and continues to file Exchange Act reports. Biovest filed its First Amended Plan of Reorganization on April 18, 2013,, and on June 10, 2013, the Company filed the First Modification to the First Amended Plan of Reorganization. On May 31, 2013, and June 10, 2013, the Bankruptcy Court held a confirmation hearing and confirmed the Plan, and on June 28, 2013, entered an Order Confirming Debtor's First Amended Plan of Reorganization Under Chapter 11 of the Bankruptcy Code, which approved and confirmed the Plan. On July 8, 2013, the Bankruptcy Court held a hearing to consider the Response and Limited Objection by the Official Committee of Unsecured Creditors to the Plan. At the hearing, counsel to the Debtor, the Committee, and Corps Real, LLC, and the Laurus/Valens Entities announced that an agreement had been reached resolving the Committee Response and providing for a further modification of Article 9.11 to the Plan. As a result of that agreement, the Committee withdrew the Committee Response, and on July 9, 2013, the Bankruptcy Court entered an Agreed Order Resolving Response and Limited Objection by the Official Committee of Unsecured Creditors to First Modification to First Amended Plan of Reorganization, which included a new Article 9.11 to be added to the Plan. A copy of the Form 8-K is available for free at: http://is.gd/5K2EL2 About Biovest International Biovest International, Inc. -- http://www.biovest.com/-- is an emerging leader in the field of active personalized immunotherapies. In collaboration with the National Cancer Institute, Biovest has developed a patient-specific, cancer vaccine, BiovaxID(R), with three clinical trials completed, including a Phase III study, demonstrating evidence of safety and efficacy for the treatment of indolent follicular non-Hodgkin's lymphoma. Headquartered in Tampa, Florida, with its bio-manufacturing facility based in Minneapolis, Minnesota, Biovest is publicly- traded on the OTCQB(TM) Market with the stock-ticker symbol "BVTI", and is a majority-owned subsidiary of Accentia Biopharmaceuticals, Inc. (OTCQB: "ABPI"). Biovest, along with its subsidiaries, Biovax, Inc., AutovaxID, Inc., Biolender, LLC, and Biolender II, LLC, filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 08-17796) on Nov. 10, 2008. Biovest emerged from Chapter 11 protection, and its reorganization plan became effective, on Nov. 17, 2010. Biovest International Inc., filed a petition for Chapter 11 reorganization (Bankr. M.D. Fla. Case No. 13-02892) on March 6, 2013, in Tampa, Florida. The new bankruptcy case was accompanied by a proposed reorganization plan supported by secured lenders owed about $38.5 million. Total debt is $44.9 million, with assets listed in a court filing as being valued at $4.7 million. About $5.4 million is owing to unsecured creditors, according to a court paper. BOART LONGYEAR: S&P Lowers CCR to 'B+'; Outlook Stable ------------------------------------------------------ Standard & Poor's Ratings Services said that it lowered its corporate credit rating on Salt Lake City, Utah-based Boart Longyear Ltd. to 'B+' from 'BB-'. The rating outlook is stable. S&P also lowered the rating on the company's $300 million senior unsecured notes to 'B+' (the same as the corporate credit rating) from 'BB-'. The recovery rating on the notes remains '3', indicating S&P's expectation for meaningful (50% to 70%) recovery in the event of payment default. "The downgrade reflects our expectation that operating conditions for Boart Longyear will remain difficult for the next 12 months due to reduced exploration drilling budgets of major mining companies. In the second half of 2012, major mining companies, which account for more than 80% of Boart Longyear's revenues, began to cut back on their exploration drilling budgets due to shareholder pressure to preserve capital. The difficulty that mid-tier, or junior, mining companies had in raising equity capital provided further pressure on exploration spending. Since the beginning of 2013, the price of gold, which accounts for nearly 50% of Boart Longyear's revenues, has fallen about 25%. Standard & Poor's believes even if gold prices rebound modestly, exploration spending will remain subdued in 2013 and 2014; our gold price assumptions are for $1,350 per ounce in 2013 and 2014, and for $1,200 per ounce in 2015," S&P noted. "The stable rating outlook reflects our view that Boart Longyear's liquidity should remain adequate, as the company has recently sought covenant relief, and we believe that cost-cutting measures should eventually lead to improved credit measures," said Standard & Poor's credit analyst Megan Johnston. S&P expects leverage of between 4x and 4.5x in 2013 and 2014, and FFO to debt of between 10% and 20%. S&P considers these measures to be in line with the 'B+' rating and aggressive financial risk profile. S&P could lower the ratings if it no longer deemed liquidity to be adequate. This could occur if demand weakens further, resulting in increased revolving credit facility borrowings and reduced headroom under the company's covenants. S&P could also lower the ratings if leverage rises to and is sustained at more than 5x. S&P could raise the ratings if demand improves and Boart Longyear can cut costs and reduce debt, such that adjusted leverage improves to and is sustained between 3x and 4x. For a higher rating, S&P would also expect the company's liquidity position to improve, including reduced revolving credit facility borrowings and consistent free cash flow generation. BVC PARTNERS: BVC X Files Schedules of Assets and Liabilities ------------------------------------------------------------- BVC Partners X, LLC, an affiliate of Orlando, Florida-based 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 $0 ----------- ----------- TOTAL $0 $0 A copy of the schedules is available for free at http://bankrupt.com/misc/BVC_PARTNERS_X_sal.pdf About BVC Partners 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. BVC PARTNERS: BVC XII Files Schedules of Assets and Liabilities --------------------------------------------------------------- BVC Partners XII, LLC, an affiliate of Orlando, Florida-based 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 $1,413,769 ----------- ----------- TOTAL $0 $1,413,769 A copy of the schedules is available for free at http://bankrupt.com/misc/BVC_PARTNERS_XII_sal.pdf About BVC Partners 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. CAPUTO TOLLGATE: Case Summary & 2 Unsecured Creditors ----------------------------------------------------- Debtor: Caputo Tollgate Property, LLC 500 West Street Harrison, NY 10528 Bankruptcy Case No.: 13-23129 Chapter 11 Petition Date: July 8, 2013 Court: U.S. Bankruptcy Court Southern District of New York (White Plains) Judge: Robert D. Drain Debtor's Counsel: Anne J. Penachio, Esq. PENACHIO MALARA, LLP 235 Main Street, Sixth Floor White Plains, NY 10601 Tel: (914) 946-2889 Fax: (914) 946-2882 E-mail: apenachio@pmlawllp.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 The Company's list of its two largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/nysb13-23129.pdf The petition was signed by Robert Caputo, managing member. CASA CASUARINA: Versace Miami Beach Mansion Listed at $75 Million ----------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the owner of the former Versace Mansion on Ocean Drive in Miami Beach, Florida, is due in bankruptcy court July 16 in Miami to set up procedures for a Sept. 19 auction. According to the report, before the hearing, the owner filed formal lists of assets and debt putting the property's value at $75 million. Total debt is $31.6 million, including a secured claim of $30.4 million. The home was owned by fashion designer Gianni Versace, who was murdered on the doorstep in 1997. Built in 1930, the mansion was designed to resemble Christopher Columbus's home in Genoa. Until his Ponzi scheme fell apart in 2009, Scott Rothstein controlled the company that owned the property. The secured lender, VM South Beach LLC, acquired the mortgage from the prior lender. The other major financial interest rests in the hands of Herbert Stettin, the Chapter 11 trustee for Rothstein's law firm, Rothstein Rosenfeldt Adler PA. Mr. Stettin has an agreement under which he can receive as much as half of the net proceeds from the sale after expenses and the VM mortgage are paid. About Casa Casuarina Casa Casuarina, LLC, filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 13-25645) in Miami on July 1, 2013. Peter Loftin signed the petition as manager. Judge Laurel M. Isicoff presides over the case. The Debtor estimated assets of at least $50 million and debts of at lease $10 million. Joe M. Grant, Esq., at Marshall Socarras Grant, P.L., serves as the Debtor's counsel. CASCADE AG: Court Approves Bidding Procedures --------------------------------------------- Judge Karen A. Overstreet of the U.S. Bankruptcy Court for the Western District of Washington at Seattle approved bidding procedures governing the sale of all or substantially all of the assets of Cascade AG Services, Inc. Triak Holdings, LLC, the stalking horse bidder, will be deemed a final bidder. One Pacific Coast Bank, Washington Federal and Columbia State Bank, Skagit Farmers and RSF Mezzanine Fund are deemed qualified bidders and are excused from satisfying the qualifying bid requirements. The Debtors are directed to file a motion to approve the sale of their assets no later than July 22, 2013. If two or more qualified bids are received, an auction will be conducted on July 30, at the offices of Cairncross & Hempelmann, P.S., in Seattle, Washington. A hearing seeking approval of the sale will be held during the week of Aug. 12, at a date and time certain to be determined. Objections to the sale must be submitted no later than Aug. 8. The Court overruled the objection raised by the Official Committee of Unsecured Creditors, which complained that the break-up fee, originally capped at $150,000, has a chilling effect on other parties interested to bid for the Debtor's assets. In the bidding procedures order, the Court approved a reduced break-up fee of $100,000 for the stalking horse bidder's reasonable and actual expenses. John R. Rizzardi, Esq., and Jessica C. Tsao, Esq., at Cairncross & Hempelmann, P.S., represent the Debtor. Deborah A. Crabbe, Esq., at Foster Pepper PLLC, represents Columbia State Bank. David W. Criswell, Esq., at Ball Janik LLP, represents One Pacific Coast Bank. Charles R. Ekberg, Esq., at Lane Powell PC, represents Washington Federal Bank. Lawrence R. Ream, Esq., and Richard G. Birinyi, Esq., at Schwabe, Williamson & Wyatt, P.C., represent the Creditors' Committee. About Cascade AG Cascade AG Services, Inc., dba Pleasant Valley Farms, fdba Mountain View Produce, Inc., fdba Staffanson Harvesting LLC, fdba Sterling Investment Group, L.L.C., is a vegetable processing company that processes Washington-grown cucumbers and cabbage into pickles and sauerkraut. Cascade AG filed for Chapter 11 bankruptcy (Bankr. W.D. Wash. Case No. 12-18366) on Aug. 13, 2012. In amended schedules, the Debtor disclosed $25,522,648 in assets and $21,354,742 in liabilities as of the Chapter 11 filing. Lawyers at Cairncross & Hempelmann PS, in Seattle, serve as the Debtor's counsel. Clyde A. Hamstreet & Associates, LLC, is the Debtor's chief restructuring officer and financial advisor. The petition was signed by Craig Staffanson, president. The U.S. Trustee appointed seven creditors to the Official Unsecured Creditors' Committee. Lawrence R. Ream, Esq., at Schwabe, Williamson & Wyatt PC, Seattle, represents the Committee as counsel. DIP lender One PacificCoast Bank, FSB, is represented by Brad T. Summers, Esq., and David W. Criswell, Esq. The Plan filed in the Debtor's case contemplates a $3.0 million capital infusion. Money contributed to fund the Plan will be used to satisfy Administrative Expense Claims to the extent that those Claims must be satisfied for Confirmation, unless there is agreement with Holders of Administrative Expense Claims to defer payment. CASCADE AG: Wants to Use Cash Collateral Until Asset Sale Closes ---------------------------------------------------------------- Cascade Ag Services, Inc., seeks authority from Judge Karen A. Overstreet of the U.S. Bankruptcy Court for the Western District of Washington at Seattle to continue its use of cash, accounts, and inventory until the anticipated sale of its assets closes, likely in late August. According to the Debtor's counsel, John R. Rizzardi, Esq., at Cairncross & Hempelmann, P.S., in Seattle, Washington, if the Debtor's ability to use its Cash Collateral expires after July 31, 2013, the Debtor will be forced to cease operations on August 1 -- well before a sale closes. Potential going-concern purchasers will no doubt account for the costs of restarting operations by decreasing their bids -- or by not submitting going-concern bids at all, if they deem restarting overly burdensome, Mr. Rizzardi states. Jessica Tsao, Esq., at Cairncross & Hempelmann, P.S., in Seattle, Washington, also represent the Debtor. A hearing on the request will be held on July 19, 2013, at 9:30 a.m. About Cascade AG Cascade AG Services, Inc., dba Pleasant Valley Farms, fdba Mountain View Produce, Inc., fdba Staffanson Harvesting LLC, fdba Sterling Investment Group, L.L.C., is a vegetable processing company that processes Washington-grown cucumbers and cabbage into pickles and sauerkraut. Cascade AG filed for Chapter 11 bankruptcy (Bankr. W.D. Wash. Case No. 12-18366) on Aug. 13, 2012. In amended schedules, the Debtor disclosed $25,522,648 in assets and $21,354,742 in liabilities as of the Chapter 11 filing. Lawyers at Cairncross & Hempelmann PS, in Seattle, serve as the Debtor's counsel. Clyde A. Hamstreet & Associates, LLC, is the Debtor's chief restructuring officer and financial advisor. The petition was signed by Craig Staffanson, president. The U.S. Trustee appointed seven creditors to the Official Unsecured Creditors' Committee. Lawrence R. Ream, Esq., at Schwabe, Williamson & Wyatt PC, Seattle, represents the Committee as counsel. DIP lender One PacificCoast Bank, FSB, is represented by Brad T. Summers, Esq., and David W. Criswell, Esq. The Plan filed in the Debtor's case contemplates a $3.0 million capital infusion. Money contributed to fund the Plan will be used to satisfy Administrative Expense Claims to the extent that those Claims must be satisfied for Confirmation, unless there is agreement with Holders of Administrative Expense Claims to defer payment. CEDC: S&P Withdraws 'D' CCR Due to Lack of Financial Reporting -------------------------------------------------------------- Standard & Poor's Ratings Services withdrew its 'D' corporate credit rating on U.S.-based Central European Distribution Corp. (CEDC), the parent company of Poland-based vodka manufacturer CEDC International sp. z o.o. At the same time, S&P withdrew its 'D' issue rating on CEDC's convertibles notes due 2013 and senior secured notes due 2016. The withdrawal reflects S&P's conclusion that it is not in a position to maintain surveillance on the ratings on CEDC. S&P's conclusion was reached after: -- Two consecutive restatements of both CEDC's 2010 and 2011 historical accounts over the past few months; and -- The adverse opinion from CEDC's former auditors, Ernst & Young, related to the lack of internal controls over the company's financial reporting, as expressed in CEDC's latest 10-K report filed with the U.S. Securities and Exchange Commission (SEC). In addition, S&P is unable to obtain certain information on CEDC, such as its: -- Liquidity position. CEDC stated in its latest 10-K report that it could not confirm whether it had complied with its December 2012 bank covenants. Since then, S&P has been unable to obtain any update from CEDC. -- Organizational structure. Following the takeover of CEDC by Russian Standard Corporation as part of CEDC's reorganization, S&P has not received any update on the new group structure and how Russian Standard intends to run its various subsidiaries, including CEDC. CETERA FINANCIAL: New $265MM Sr. Term Loan Gets Moody's B3 Rating ----------------------------------------------------------------- Moody's Investors Service assigned first-time ratings to Cetera Financial Group, Inc., including a B3 Corporate Family Rating (CFR) and a B3 rating for the firm's $265 million first-lien senior secured term loan. The rating outlook for Cetera is stable. Ratings Rationale: Cetera is an independent retail brokerage firm in the United States formed in 2010 through the purchase of three retail brokerage subsidiaries of ING by Lightyear Capital, Cetera's private equity sponsor. Since its formation, the company has grown substantially through acquisition, most recently with an acquisition of 2 brokerage subsidiaries from MetLife agreed to in April 2013. As of March 31, 2013, on a pro forma basis including the Met Life acquisition, Cetera had over 6,500 financial advisors managing $138 billion in client assets. The new term loan being rated will be used to finance the MetLife acquisition, refinance existing debt, and fund a dividend to shareholders. The B3 ratings reflect Cetera's significant scale within the fragmented independent broker industry and its ability to attract financial advisors to its platform. In addition, financial advisor recruitment and broker dealer platform acquisitions have been an important source of revenue and client asset growth for Cetera and its senior management team has demonstrated the ability to successfully integrate these financial advisors while maintaining their productivity. Moreover, a significant portion of Cetera's revenue streams are recurring which should make revenues less volatile during cyclical periods. Cetera's pretax and EBITDA margins are significantly below comparable industry peers which make the Company's operating profitability more sensitive to revenue declines. However, the firms highly variable cost structure helps to alleviate some of this risk. The proposed debt refinancing and subsequent dividend distribution plans will result in high cash flow leverage (pro forma Moody's Adjusted Debt/EBITDA of approximately 5.8x) and limited future financial flexibility. The substantial dividend payout to its majority private equity owners also highlights an aggressive financial policy that could weaken the company's credit profile going forward. Additionally, Moody's believes that Cetera's integration of the MetLife platform presents a turnaround challenge based on its weak historic operating performance and may not deliver the projected profitability improvements. The rating reflects Moody's expectation that Cetera's $25 million revolving credit facility and the $50 million incremental term loan facility that is available to the firm will be used solely for acquisitions that will be accretive to earnings within a reasonable period of time and that any increase in cash flow leverage (Moody's Adjusted Debt/EBITDA) will not exceed 6.0x. The rating outlook is stable, based on Cetera's demonstrated ability to operate profitably during difficult operating environments. What Could Change the Rating Up/Down? Positive rating pressure could develop if Cetera experiences consistently improving profitability and debt reduction that results in substantial cash flow deleveraging, or increases its business diversification without increasing the company's risk profile. Negative rating pressure could develop if there was a material decrease in operating profitability or margins that further increased cash flow leverage, or if the firm undertook additional debt financed acquisitions or dividends that led to materially higher cash flow leverage. Principal Methodology The principal methodology used in this rating was Global Securities Industry Methodology published in May 2013. CETERA FINANCIAL: S&P Assigns 'B' Issuer Credit Rating ------------------------------------------------------ Standard & Poor's Ratings Services said that it assigned its 'B' issuer credit rating to Cetera Financial Group Inc. The rating outlook is stable. At the same time, S&P assigned its 'B' issue rating to the company's proposed $265 million senior secured first-lien term loan and $25 million revolving credit facility. "The ratings on Cetera reflect the firm's aggressive financial management, including a considerable debt burden and negative tangible equity, as well as integration risk as the result of several recent acquisitions," said Standard & Poor's credit analyst Olga Roman. Although these acquisitions enabled Cetera to quickly gain scale and become one of the largest independent brokers, S&P views negatively its limited track record of operating as an independent firm, rapid growth, and still relatively small size in the highly competitive U.S. brokerage business. S&P believes that favorable growth trends in the U.S. independent financial advisory industry and the firm's variable cost structure and limited balance sheet risk only partially offset these weaknesses. "Our rating on Cetera is two notches lower than the group credit profile ('bb-') to reflect the structural subordination between Cetera's operating subsidiaries and the debt-issuing non-operating holding company. We differentiate ratings at the operating company and holding company consistent with our general approach to analyzing non-operating holding companies. For securities firms, this relationship typically results in a lower rating on debt issued by holding companies to reflect the possibility that resources will be maintained at the operating company level to meet regulatory capital requirements or other liquidity guidelines. The holding company's ability to implement fiscal policy most favorable to it is limited, and this supports the notching. When the group credit profile is speculative grade, as in Cetera's case, we generally rate the non-operating holding company two notches lower than the implied operating company-level rating", S&P added. Cetera provides brokerage and registered investment advisor platforms, services, and training to independent financial advisors (FAs). Since its 2010 lift out from ING, the firm has rapidly become one of the largest independent brokers, with approximately 5,700 producing FAs and $113 billion in total client assets as of March 31, 2013. Cetera operates four divisions that allow it to leverage its consolidated scale while also catering to a variety of independent brokerage and financial advisor niches. Cetera's FAs are mostly independent contractors. S&P believes that companies with an independent contractor model have inherently higher operating and compliance risks than employee model firms that have direct supervision in each of their offices. Cetera mitigates the risk of the independent model through its approximately 600 people in supervision, compliance, and risk management functions, including 480 field supervisors. Cetera is pursuing a new $290 million credit facility, consisting of a $265 million of senior secured first-lien term loan and a $25 million revolving credit facility, which S&P expects to remain undrawn at the time of the transaction. The company intends to use the proceeds and $68 million of cash on the balance sheet to repay $114 million of existing debt, pay a $134 million dividend, and finance $62 million for the MetLife acquisition. The additional debt and large dividend will strain Cetera's financial profile with high debt leverage and negative tangible equity, bringing its debt to adjusted EBITDA metric to approximately 3.9x. The stable outlook reflects S&P's expectation that Cetera will successfully complete the integration of its recent acquisitions. S&P also expects the company to continue to operate with minimal principal risk exposure and adequate liquidity. S&P could raise its ratings if Cetera reduces its debt to adjusted EBITDA to less than 3x and improves its interest coverage to more than 5.5x on a sustained basis. On the other hand, if the company's earnings or liquidity were to materially deteriorate or if debt to adjusted EBITDA were to increase above 5x, S&P could lower the rating. Additionally, S&P could lower its ratings if Cetera were to experience significant operational issues or civil litigation. COCHRAN AVENUE: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Cochran Avenue Baptist Church 1304 S. Cochran Avenue Los Angeles, CA 90019 Bankruptcy Case No.: 13-27524 Chapter 11 Petition Date: July 8, 2013 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Debtor's Counsel: Charles O. Agege, Esq. LAW OFFICE OF CHARLES AGEGE 12400 Wilshire Boulevard, Suite 400 Los Angeles, CA 90025 Tel: (310) 447-1212 Fax: (310) 447-6100 E-mail: coagege@aol.com Scheduled Assets: $1,151,576 Scheduled Liabilities: $977,285 The Company's list of its 20 largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/cacb13-27524.pdf The petition was signed by Frankie Haynes-Correa, trustee. CODA HOLDINGS: Debtor Changes Case Caption Following Sale --------------------------------------------------------- Coda Holdings, Inc., et al., ask the U.S. Bankruptcy Court for the District of Delaware to enter an order amending the case caption used in the Debtors' Chapter 11 cases to: "In re Adoc Holdings, Inc., et al. (f/k/a Coda Holdings, Inc)." According to papers filed with the Court, the Debtors are in the process of changing their names as required by section 5.6 of the Asset Purchase Agreement executed by and among the Debtors and FCO MA Coda Holdings LLC dated June 11, 2013. Pursuant to the Sale Order filed June 11, 2013, the Debtors sold substantially all of their non-automotive assets to the Purchaser. Section 5.6 requires that the Debtor ceasing using the "Coda" name after closing. As such, the Debtors have taken appropriate action to change the affected Debtors' names: OLD DEBTOR NAME NEW DEBTOR NAME CASE NUMBER --------------- --------------- ----------- Coda Holdings, Inc. Adoc Holdings, Inc. 13-11153 Coda Automotive, Inc. Adoc Automotive, Inc. 13-11154 Coda Automotive (CA), Inc. Adoc Automotive (CA), Inc. 13-11155 Coda Energy LLC Adoc Energy LLC 13-11156 Counsel for the Debtors can be reached at: Jeffrey M. Schlerf, Esq. John H. Strock, Esq. L. John Bird, Esq. FOX ROTHSCHILD LLC 919 N. Market Street, Suite 1600 Wilmington, DE 19801 Tel: (302) 654-7444 Fax: (302) 656-8920 About CODA Holdings Los Angeles, California-based CODA Energy -- http://www.codaenergy.com-- made an electric auto that was a commercial failure. The company marketed the Coda Sedan, which sold only 100 copies. It was an electrically powered version of the Hafei Saibao, made in China. After bankruptcy, Los Angeles- based Coda intends to concentrate on making stationery electric- storage systems. CODA Holdings, Inc., Coda Energy LLC and three other affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 13-11153) on May 1, 2013, to enable the Company to complete a sale, confirm a plan, and emerge from bankruptcy in a stronger position to execute its new business plan. The Company expects the sale process to take 45 days to complete. FCO MA CODA Holdings LLC, an affiliate of Fortress Investment Group, is leading a consortium of lenders intending to provide DIP financing to enable the Company's energy storage business to remain fully operational during the restructuring process. The consortium, or its designee, will also as stalking horse bidder to acquire the Company post-bankruptcy. In addition, the Company will seek to monetize value of its existing automotive business assets. CODA disclosed assets of $10 million to $50 million and liabilities of less than $100 million. Coda Automotive Inc., disclosed $24,950,641 in assets and $95,859,413 in liabilities as of the Chapter 11 filing. The Debtors have incurred prepetition a significant amount of secured indebtedness: secured notes of with principal in the amount of $59.1 million; term loans in the principal amount of $12.6 million; and a bridge loan with $665,000 outstanding. FCO and other bridge loan lenders have "enhanced priority" over other secured noteholders that did not participate in the bridge loans, pursuant to the intercreditor agreement. Jeffrey M. Schlerf, Esq., John H. Strock, Esq., and L. John Bird, Esq., at Fox Rothschild LLP are the proposed counsel for the Debtors. CODA's legal advisor in connection with the restructuring is White & Case LLP. Emerald Capital Advisors serves as its chief restructuring officer and restructuring advisor, and Houlihan Lokey serves as its investment banker for the restructuring. Sidley Austin LLP is serving as FCO MA CODA Holdings LLC's legal advisor. Brent T. Robinson, Esq., at Robinson, Anthon & Tribe represents the Debtors in their restructuring efforts. The Committee tapped Brown Rudnick as its counsel and Deloitte Financial Advisory Services LLP as its financial advisor. CODA HOLDINGS: Committee Can Retain Deloitte FAS as Advisor ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized the Official Committee of Unsecured Creditors of Coda Holdings, Inc., et al., to retain Deloitte Financial Advisory Services LLP as financial advisor, nunc pro tunc to May 14, 2013. As reported in the TCR on July 10, 2013, Deloitte FAS will, among other things: a. assist in the evaluation of the asset sale process, including the identification of potential buyers; b. assist in evaluating the terms, conditions, and impact of any proposed asset sale transactions; and c. advise the Committee in connection with its negotiations and marketing efforts with other parties relating to the sale of the Debtors' assets. Deloitte FAS will be compensated at the hourly rate of $350 per hour for professional time across all personnel classifications, plus reasonable expenses incurred in connection with providing the services. About CODA Holdings Los Angeles, California-based CODA Energy -- http://www.codaenergy.com-- made an electric auto that was a commercial failure. The company marketed the Coda Sedan, which sold only 100 copies. It was an electrically powered version of the Hafei Saibao, made in China. After bankruptcy, Los Angeles- based Coda intends to concentrate on making stationery electric- storage systems. CODA Holdings, Inc., Coda Energy LLC and three other affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 13-11153) on May 1, 2013, to enable the Company to complete a sale, confirm a plan, and emerge from bankruptcy in a stronger position to execute its new business plan. The Company expects the sale process to take 45 days to complete. FCO MA CODA Holdings LLC, an affiliate of Fortress Investment Group, is leading a consortium of lenders intending to provide DIP financing to enable the Company's energy storage business to remain fully operational during the restructuring process. The consortium, or its designee, will also as stalking horse bidder to acquire the Company post-bankruptcy. In addition, the Company will seek to monetize value of its existing automotive business assets. CODA disclosed assets of $10 million to $50 million and liabilities of less than $100 million. Coda Automotive Inc., disclosed $24,950,641 in assets and $95,859,413 in liabilities as of the Chapter 11 filing. The Debtors have incurred prepetition a significant amount of secured indebtedness: secured notes of with principal in the amount of $59.1 million; term loans in the principal amount of $12.6 million; and a bridge loan with $665,000 outstanding. FCO and other bridge loan lenders have "enhanced priority" over other secured noteholders that did not participate in the bridge loans, pursuant to the intercreditor agreement. Jeffrey M. Schlerf, Esq., John H. Strock, Esq., and L. John Bird, Esq., at Fox Rothschild LLP are the proposed counsel for the Debtors. CODA's legal advisor in connection with the restructuring is White & Case LLP. Emerald Capital Advisors serves as its chief restructuring officer and restructuring advisor, and Houlihan Lokey serves as its investment banker for the restructuring. Sidley Austin LLP is serving as FCO MA CODA Holdings LLC's legal advisor. Brent T. Robinson, Esq., at Robinson, Anthon & Tribe represents the Debtors in their restructuring efforts. The Committee tapped Brown Rudnick as its counsel and Deloitte Financial Advisory Services LLP as its financial advisor. CODA HOLDINGS: Court Appoints Direct Fee Review as Fee Examiner --------------------------------------------------------------- On July 10, 2013, the U.S. Bankruptcy Court for the District of Delaware entered an order appointing Direct Fee Review, LLC, as Fee Examiner in Coda Holdings, Inc., et al.'s Chapter 11 cases, subject to the terms and conditions of the Fee Examiner Retention Agreement, and establishing procedures for consideration of requested fee compensation and reimbursement of expenses. A copy of the order is available at: http://bankrupt.com/misc/codaholdings.doc344.pdf About CODA Holdings Los Angeles, California-based CODA Energy -- http://www.codaenergy.com-- made an electric auto that was a commercial failure. The company marketed the Coda Sedan, which sold only 100 copies. It was an electrically powered version of the Hafei Saibao, made in China. After bankruptcy, Los Angeles- based Coda intends to concentrate on making stationery electric- storage systems. CODA Holdings, Inc., Coda Energy LLC and three other affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 13-11153) on May 1, 2013, to enable the Company to complete a sale, confirm a plan, and emerge from bankruptcy in a stronger position to execute its new business plan. The Company expects the sale process to take 45 days to complete. FCO MA CODA Holdings LLC, an affiliate of Fortress Investment Group, is leading a consortium of lenders intending to provide DIP financing to enable the Company's energy storage business to remain fully operational during the restructuring process. The consortium, or its designee, will also as stalking horse bidder to acquire the Company post-bankruptcy. In addition, the Company will seek to monetize value of its existing automotive business assets. CODA disclosed assets of $10 million to $50 million and liabilities of less than $100 million. Coda Automotive Inc., disclosed $24,950,641 in assets and $95,859,413 in liabilities as of the Chapter 11 filing. The Debtors have incurred prepetition a significant amount of secured indebtedness: secured notes of with principal in the amount of $59.1 million; term loans in the principal amount of $12.6 million; and a bridge loan with $665,000 outstanding. FCO and other bridge loan lenders have "enhanced priority" over other secured noteholders that did not participate in the bridge loans, pursuant to the intercreditor agreement. Jeffrey M. Schlerf, Esq., John H. Strock, Esq., and L. John Bird, Esq., at Fox Rothschild LLP are the proposed counsel for the Debtors. CODA's legal advisor in connection with the restructuring is White & Case LLP. Emerald Capital Advisors serves as its chief restructuring officer and restructuring advisor, and Houlihan Lokey serves as its investment banker for the restructuring. Sidley Austin LLP is serving as FCO MA CODA Holdings LLC's legal advisor. Brent T. Robinson, Esq., at Robinson, Anthon & Tribe represents the Debtors in their restructuring efforts. The Committee tapped Brown Rudnick as its counsel and Deloitte Financial Advisory Services LLP as its financial COLOREP INC: Industrial Printer Files in Los Angeles to Sell ------------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Colorep Inc., an industrial printer from Harrisonburg, Virginia, filed for Chapter 11 protection (Bankr. C.D. Cal. Case No. 13-27689) on July 10 in Los Angeles, owing $17 million to secured lender Meserole LLC. According to the report, the company licenses a fabric-dyeing process known as AirDye. Colorep's subsidiary Transprint USA Inc. also filed in Chapter 11. Transprint produces transfer-printing paper. The report notes that a working capital deficiency required filing Chapter 11, where the intention is to sell the assets. The report discloses that Meserole is offering $2.5 million in secured financing to bear interest at 16 percent. COMMUNITY HOME FIN'L: Files Amended Schedules of Assets & Debts --------------------------------------------------------------- Community Home Financial Services, Inc., filed with the U.S. Bankruptcy Court for the Southern District of Mississippi amended schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $57,000 B. Personal Property $46,228,698 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 $30,280,492 ----------- ----------- TOTAL $46,285,698 $30,280,492 A copy of the schedules is available for free at http://bankrupt.com/misc/COMMUNITY_HOME_sal_amended.pdf About Community Home Community Home Financial Services, Inc., filed a Chapter 11 petition (Bankr. S.D. Miss. Case No. 12-01703) on May 23, 2012. Community Home Financial is a specialty finance company located in Jackson, Mississippi, providing contractors with financing for their customers. CHFS operates from one central location providing financing through its dealer network throughout 25 states, Alabama, Delaware, and Tennessee. The Debtor scheduled $44,890,581 in total assets and $30,270,271 in total liabilities. Judge Edward Ellington presides over the case. CORELOGIC INC: S&P Assigns 'BB+' Rating to New Credit Facility -------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB+' issue-level rating and '2' recovery rating to CoreLogic Inc.'s new first-lien credit facility (term loan A and revolving credit facility) due 2018. The '2' recovery rating indicates S&P's expectation for substantial (70% to 90%) recovery under our default scenario. The company intends to use the proposed term loan proceeds, as well as proceeds from a partial draw on the proposed revolving credit facility to fund its pending acquisitions of assets of Marshall & Swift/Boeckh and DataQuick and to refinance its existing credit facility. The issue-level ratings and recovery ratings on the company's debt and positive outlook remain unchanged. S&P rates the new facility one notch higher than the corporate credit rating on the company. The 'BB' corporate credit and other ratings reflect the company's "fair" business risk profile and financial services sector client concentration, leading position as a provider of outsourced mortgage processing services, and exposure to mortgage origination cyclicality. The rating also reflects the company's "significant" financial risk profile, incorporating S&P's expectation for leverage to subside to 3.0x over the coming year. RATINGS LIST CoreLogic Inc. Corporate Credit Rating BB/Positive/-- New Rating CoreLogic Inc. CoreLogic Australia Pty Ltd. First Lien (Term Loan A And Revolving Credit Fac.) BB+ Due 2018 Recovery Rating 2 D & L ENERGY: Court Sets Oct. 14 Proofs of Claim Deadline --------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Ohio has established Oct. 14, 2013, as the General Bar Date for the filing of proofs of claim in D & L Energy, Inc., et al.'s Chapter 11 cases. About D&L Energy D & L Energy has been involved in a number of joint ventures and limited partnerships that drill, own, and operate conventional oil and gas wells throughout Northeast Ohio and Northwest Pennsylvania. D&L has also been involved in the drilling, construction, operation and ownership of saltwater injection wells in the State of Ohio. D&L has also been involved in marketing and selling the "deep rights" to its oil and gas leases. In early 2013, the then-principal of D&L, Ben Lupo, was accused of violating the U.S. Clean Water Act by allegedly instructing agents/employees of a separate entity to dump waste water in an improper manner. As a result of Mr. Lupo's alleged actions, the Debtors were forced to incur substantial clean up costs. D & L Energy, based in Youngstown, Ohio, and affiliate Petroflow, Inc., filed for Chapter 11 bankruptcy (Bankr. N.D. Ohio Lead Case No. 13-40813) on April 16, 2013. Judge Kay Woods oversees the case. Brian T. Angeloni, Esq., Kathryn A. Belfance, Esq., Steven Heimberger, Esq., and Todd A. Mazzola, Esq., at Roderick Linton Belfance, LLP, serve as the Debtors' counsel, and Walter Haverfield, LLP, is the environmental counsel. The Debtor disclosed $41,015,677 in assets and $6,185,158 in liabilities as of the Chapter 11 filing. Daniel M. McDermott, U.S. Trustee for Region 9, appointed seven creditors to serve in the Official Committee of Unsecured Creditors. Sherri Lynn Dahl, Esq., and Peter R. Morrison, Esq., at Squire Sanders (US) LLP, represent the Creditors Committee as counsel. D & L ENERGY: Has Interim OK to Access HNB Cash Until Sept. 18 -------------------------------------------------------------- In a second interim order dated July 10, 2013, the U.S. Bankruptcy Court for the Northern District of Ohio granted D & L Energy, Inc., et al., interim authority to use cash collateral of HNB until 12:00 a.m. on Sept. 18, 2013, pursuant to a budget. According to the Second Interim Order, at this time, the value of the Debtors' assets appears to substantially exceed the Debtors' liabilities and as such, there is a sufficient equity cushion available to satisfy/adequately protect HNB's secured interests. As further adequate protection of HNB's secured interest, the Court ordered the Debtors to continue to make all postpetition payments, as they become due, to HNB with respect to the March 9, 2011 Term Loan, account ending in 2349, which was in the initial amount of $13,000. A final hearing on the use of cash collateral motion is set for Tuesday, Sept. 17, 2013, at 9:30 a.m. Objections, if any, to the motion must be filed so as to be received no later than Sept. 9, 2013. About D&L Energy D & L Energy has been involved in a number of joint ventures and limited partnerships that drill, own, and operate conventional oil and gas wells throughout Northeast Ohio and Northwest Pennsylvania. D&L has also been involved in the drilling, construction, operation and ownership of saltwater injection wells in the State of Ohio. D&L has also been involved in marketing and selling the "deep rights" to its oil and gas leases. In early 2013, the then-principal of D&L, Ben Lupo, was accused of violating the U.S. Clean Water Act by allegedly instructing agents/employees of a separate entity to dump waste water in an improper manner. As a result of Mr. Lupo's alleged actions, the Debtors were forced to incur substantial clean up costs. D & L Energy, based in Youngstown, Ohio, and affiliate Petroflow, Inc., filed for Chapter 11 bankruptcy (Bankr. N.D. Ohio Lead Case No. 13-40813) on April 16, 2013. Judge Kay Woods oversees the case. Brian T. Angeloni, Esq., Kathryn A. Belfance, Esq., Steven Heimberger, Esq., and Todd A. Mazzola, Esq., at Roderick Linton Belfance, LLP, serve as the Debtors' counsel, and Walter Haverfield, LLP, is the environmental counsel. The Debtor disclosed $41,015,677 in assets and $6,185,158 in liabilities as of the Chapter 11 filing. Daniel M. McDermott, U.S. Trustee for Region 9, appointed seven creditors to serve in the Official Committee of Unsecured Creditors. Sherri Lynn Dahl, Esq., and Peter R. Morrison, Esq., at Squire Sanders (US) LLP, represent the Creditors Committee as counsel. D & L ENERGY: Can Employ SS&G Parkland as Financial Advisor ----------------------------------------------------------- In an agreed order dated July 12, 2013, the U.S. Bankruptcy Court for the Northern District of Ohio granted D & L Energy, Inc., permission to employ SS&G Parkland Consulting, LLC, as the Debtor's financial advisor and investment banker. As reported in the TCR on July 12, 2013, SS&G Parkland will, among other things: a. act as the Debtor's exclusive agent to market some or all of the Debtor's assets for sale; b. assist the Debtor in the generation, or review of, financial plans and projections, if and as needed; and c. assist the Debtor in the preparation of the U.S. Trustee's Monthly Operating Reports, if and as needed. The Debtor believes that it is necessary and appropriate to employ SS&G Parkland on a flat monthly fee rate of $20,000 for its investment banking services because of the financial, marketing and sale expertise that will be required. In addition, the Debtor has agreed to pay SS&G Parkland a success fee of 1.5 percent of the gross sales proceeds of all assets sold well as the value of all assets retained by Debtor in its Plan of Reorganization, if any, for which one or more buyers made offers, but which the Debtor elected to retain in its discretion. SS&G Parkland will charge the Debtor separately for its consulting/financial advisor services on an hourly basis in accordance with its ordinary and customary hourly rates in effect on the date services are rendered; and for the firm's out of pocket disbursements incurred in connection therewith. The firm's Laurence Goddard will lead the engagement. His hourly rate is $395. Other SS&G Parkland personnel may be used on the engagement as their particular skills are required. SS&G Parkland's rates for services range between $175 and $395 per hour. SS&G Parkland bills one half of its standard billing rates for time incurred by its professionals for travel beyond 25 miles of Cleveland, Ohio. About D&L Energy D & L Energy has been involved in a number of joint ventures and limited partnerships that drill, own, and operate conventional oil and gas wells throughout Northeast Ohio and Northwest Pennsylvania. D&L has also been involved in the drilling, construction, operation and ownership of saltwater injection wells in the State of Ohio. D&L has also been involved in marketing and selling the "deep rights" to its oil and gas leases. In early 2013, the then-principal of D&L, Ben Lupo, was accused of violating the U.S. Clean Water Act by allegedly instructing agents/employees of a separate entity to dump waste water in an improper manner. As a result of Mr. Lupo's alleged actions, the Debtors were forced to incur substantial clean up costs. D & L Energy, based in Youngstown, Ohio, and affiliate Petroflow, Inc., filed for Chapter 11 bankruptcy (Bankr. N.D. Ohio Lead Case No. 13-40813) on April 16, 2013. Judge Kay Woods oversees the case. Brian T. Angeloni, Esq., Kathryn A. Belfance, Esq., Steven Heimberger, Esq., and Todd A. Mazzola, Esq., at Roderick Linton Belfance, LLP, serve as the Debtors' counsel, and Walter Haverfield, LLP, is the environmental counsel. The Debtor disclosed $41,015,677 in assets and $6,185,158 in liabilities as of the Chapter 11 filing. Daniel M. McDermott, U.S. Trustee for Region 9, appointed seven creditors to serve in the Official Committee of Unsecured Creditors. Sherri Lynn Dahl, Esq., and Peter R. Morrison, Esq., at Squire Sanders (US) LLP, represent the Creditors Committee as counsel. DETROIT, MI: 20 Percent Offer Jeopardizes Insurers' Recovery ------------------------------------------------------------ Darrell Preston & Steven Church, writing for Bloomberg News, reported that Detroit's bid to stick investors with losses as part of an effort to avert a historic bankruptcy is jeopardizing municipal bond insurers' recovery prospects. According to the report, insurers, including Assured Guaranty Ltd. and FGIC Corp., are on the hook for at least 95 percent of the $2 billion of unsecured Detroit debt that wasn't issued for city utilities, data compiled by Bloomberg show. Kevyn Orr, the city's emergency financial manager, proposes paying investors less than 20 cents on the dollar on those bonds as the auto-industry capital bleeds cash. The report said even as last month's surge in muni yields to a 26- month high makes it more economical for localities to pay for the bond backing, Orr's plan may damp confidence in the insurers, said Matt Fabian at Municipal Market Advisors. By serving as a model for other municipalities facing financial distress, the approach makes insured bonds a target for cost savings, he said. "The city is relying on insurers to pay bondholders that it chooses not to pay," said Fabian, a managing director at the Concord, Massachusetts-based research firm, the report cited. "It does appear that the insurance companies are sitting ducks." DEWEY STRIP HOLDINGS: Files Schedules of Assets and Liabilities --------------------------------------------------------------- Dewey Strip 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 $35,000,000 B. Personal Property $0 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $243,570,000 E. Creditors Holding Unsecured Priority Claims $3,461 F. Creditors Holding Unsecured Non-priority Claims $0 ----------- ----------- TOTAL $35,000,000 $243,573,461 A copy of the schedules is available for free at http://bankrupt.com/misc/DEWEY_STRIP_sal.pdf About Dewey Strip Las Vegas, Nevada-based Dewey Strip Holdings LLC and Las Vegas North Strip Holdings Syndications Group LLC sought Chapter 11 protection (Bankr. D. Del. Case Nos. 13-11479 and 13-11480) on June 7 in Delaware, without stating a reason. Each debtor, a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101(51B), estimated at least $10 million in assets and at least $100 million in liabilities. The Debtors are represented by Womble Carlyle Sandridge & Rise, LLP as bankruptcy counsel. The petitions were signed by Martin H. Walrath, IV, vice-president of International Property Syndications, Ltd., as manager and sole member. DIGERATI TECHNOLOGIES: Seeks OK to Incur Debt to Pay Expenses ------------------------------------------------------------- Digerati Technologies, Inc., asks the U.S. Bankruptcy Court for the Southern District of Texas for authority to incur debt under Section 364(c)(1) as an administrative expense with superpriority over other administrative expenses allowable under Section 503(b)(1) and 507. According to papers filed with the Court, the Debtor is a holding company that generates no income, and will require an infusion of funds to pay ongoing expenses, specifically ongoing expenses and professional fees related to its business. Hurley Fairview, LLC and Riverfront Capital, LLC, current shareholders of the Debtor, will each provide secured DIP Financing in connection of up to $375,000 to cover the projected shortfall, for DIP loans totaling $750,000. Digerati anticipates plan confirmation or a sale of its assets prior to the maturity of both the Hurley DIP Promissory Note and the Riverfront Promissory Note. The material terms of the DIP Financing Agreements are: Amount : Up to $750,000 (both notes) by advances not to exceed $110,000 per month (or $55,000 per month per note), so long as Arthur L. Smith remains Chairman of the Board and CEO of the Debtor. An initial advance of $110,000 (or $55,000 per note) shall be made upon entry of the Order approving the DIP Financing. . Interest Rate: 7% Maturity Date: Note comes due on or before the earlier of (a) 6 months from the date of the Note; (b) the sale of collateral securing such notes, (c) the effective date of a plan of reorganization or arrangement in this Chapter 11 case, dismissal of this Chapter 11 case to a Chapter 7 case, or appointment of a Chapter 11 Trustee in this Chapter 11 case, or (d) removal of Arthur L. Smith as chairman of the board and CEO of the Debtor. Collateral : None. Treatment/ Priority : Superpriority administrative expense claim as provided by 11 U.S.C. Section 364(c)(1), Section 503(b)(1) and Section 507(a) Other : After the second advance, DIP Lenders in their sole discretion may refuse to make any further advances. According to the Debtor, there is little harm to general unsecured creditors under this agreement since the DIP Lenders or their principals already have liens on substantially all of the Debtor's assets, and the Debtor will not be able to realize equity above those secured liens absent moving the Chapter 11 case forward. Counsel for the Debtor can be reached at: Melissa A. Haselden, Esq. Edward L. Rothberg, Esq. HOOVER SLOVACEK LLP 5847 San Felipe, Suite 2200 Houston, TX 77057 Tel: (713) 977-8686 Fax: (713) 977.5395 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 -- http://www.digerati-inc.com-- is a diversified holding company which owns operating subsidiaries in the oil field services and the cloud communications industry. Digerati and its subsidiaries maintain Texas Offices in San Antonio and Houston. The Debtor has no independent operations apart from its subsidiaries. Debtor's subsidiaries include Shift 8 Networks, a cloud communication service, Hurley Enterprises, Inc., and Dishon Disposal, Inc., both oil field services companies. 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. Deirdre Carey Brown, Esq., Annie E. Catmull, Esq., Melissa Anne Haselden, Esq., Mazelle Sara Krasoff, Esq., and Edward L Rothberg, at Hoover Slovacek, LLP, in Houston, represent the Debtor as counsel. DIGERATI TECHNOLOGIES: Can Employ HP as Investment Banker --------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas authorized Digerati Technologies, Inc., to employ Gilbert A. Herrera and Herrera Partners as the Debtor's investment banker, effective as of July 1, 2013, in connection with the marketing and sale of Hurley Enterprises or Dishon Disposal or raising new capital. The services to be provided by HP will include: * Planning and execution of sale of Hurley Enterprises and Dishon Disposal; * Preparing a Confidential Information Memorandum; * Conducting certain industry due diligence including evaluating and analyzing Hurley Enterprises and Dishon Disposal's financial statements; * Conducting certain industry due diligence including qualifying, evaluating and analyzing prospective buyers; * Handling contacts, confidentiality agreements and managing discussions with prospective candidates; and * Assisting Digerati with negotiations with prospective candidates. Subject to Court approval in accordance with section 328 of the Bankruptcy Code, the Debtor agrees that compensation will be payable to Herrera on an hourly basis at the following rates: -- Managing Director & Director Level Staff at $350 per hour; -- Vice President level staff at $275 per hour; and -- Associate level staff at $200 per hour Additionally, in connection with Herrera's employment, the Debtor will be required to pay an initial retainer to Herrera in the amount of $40,000, consisting of $25,000 related to the sale of Hurley Enterprises and $15,000 related to the sale of Dishon Disposal. Fees and expenses for Herrera will be billed against the Retainer. Herrera will also receive a fee of 2% of any amount received from a sale which is in excess of $30 million for either Hurley Enterprises or Dishon Disposal (2% fee is only assessed on the excess amount received). To the best of Debtor's knowledge, Mr. Herrera and Herrera Partners are each a "disinterested person" within the definition of section 101(14) of the Code and as required by section ?327(a) of the Code. 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 -- http://www.digerati-inc.com-- is a diversified holding company which owns operating subsidiaries in the oil field services and the cloud communications industry. provider of cloud communication services. Digerati and its subsidiaries maintain Texas Offices in San Antonio and Houston. The Debtor has no independent operations apart from its subsidiaries. Debtor's subsidiaries include Shift 8 Networks, a cloud communication service, Hurley Enterprises, Inc., and Dishon Disposal, Inc., both oil field services companies. 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. Deirdre Carey Brown, Esq., Annie E. Catmull, Esq., Melissa Anne Haselden, Esq., Mazelle Sara Krasoff, Esq., and Edward L Rothberg, at Hoover Slovacek, LLP, in Houston, represent the Debtor as counsel. DIGERATI TECHNOLOGIES: Seeks OK to Hire Nevada Litigation Counsel ----------------------------------------------------------------- Digerati Technologies, Inc., asks the U.S. Bankruptcy Court for the Southern District of Texas for authorization to employ Gordon R. Goolsby, Esq., and Armstrong Teasdale, as special local litigation counsel in Nevada. According to papers filed with the Court, on Feb. 5, 2013, the disputed board of directors of Digerati initiated suit in Nevada state court against majority shareholder, Oleum Capital, LLC, in Case No. A-13-675246-C, Digerati Technologies, Inc. v. Oleum Capital, LLC, alleging that Oleum was using its status as majority shareholder to "usurp" control of Digerati by removing Board members and terminating its attorneys, Sonfield & Sonfield. The lawsuit was subsequently removed to the United States District Court in Las Vegas, Nevada, where it remains pending as Case No. 2:13-cv-00191-GMN-VCF, Digerati Technologies, Inc. v. Oleum Capital, LLC ("Nevada Litigation"). Harold P. Gewerter, Esq., is the current attorney of record for Digerati in the Nevada Litigation whose representation was engaged by the disputed board of directors. Digerati says it intends to seek dismissal of the Nevada Litigation and terminate Mr. Gewerter's representation in the Nevada Litigation. Hoover Slovacek LLP will represent the Debtor in the Nevada Litigation. However, the local rules of the Nevada Federal District Court require that local counsel also be engaged in connection with the Nevada Litigation. The hourly rates of the Firm are: Doug Kurdziel, Esq. $450 Gordon R. Goolsby, Esq. $315 Other Attorneys $200 - $550 Legal Assistants $100 - $240 Additionally, the Debtor is required to remit to the Firm a retainer in the amount of $5,000 in connection with this representation. Fees and expenses owed to the Firm will be billed against the Retainer. To the best of the Debtor's knowledge, the Firm and its employees are "disinterested persons" as that term is defined by 11 U.S.C. Sec. 101(14) and as required by Sec. 327(a) of the Code. 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 -- http://www.digerati-inc.com-- is a diversified holding company which owns operating subsidiaries in the oil field services and the cloud communications industry. Digerati and its subsidiaries maintain Texas Offices in San Antonio and Houston. The Debtor has no independent operations apart from its subsidiaries. Debtor's subsidiaries include Shift 8 Networks, a cloud communication service, Hurley Enterprises, Inc., and Dishon Disposal, Inc., both oil field services companies. 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. Deirdre Carey Brown, Esq., Annie E. Catmull, Esq., Melissa Anne Haselden, Esq., Mazelle Sara Krasoff, Esq., and Edward L Rothberg, at Hoover Slovacek, LLP, in Houston, represent the Debtor as counsel. DIGERATI TECHNOLOGIES: Can Employ Middleton as Tax Accountants -------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas authorized Digerati Technologies, Inc., to employ Wesley Middleton of MiddletonRaines + Zapanta, LLP, for the limited purpose of preparing state and federal tax returns and related filings for the periods ending Dec. 31, 2011, and Dec. 31, 2012. The Firm's hourly rates are: Partner $250 - $320 Manager $200 - $250 Tax Senior $150 - $200 Other Tax Staff $100 - $140 According to papers filed with Court, additionally, the Debtor is required to remit to the Firm a retainer in the amount of $5,750 in connection with this engagement and fees and expenses will be capped at this amount. Fees and expenses owed to the Firm will be billed against the Retainer in accordance with the Firm's usual billing practices, not to exceed the amount of the Retainer. To the best of the Debtor's knowledge, the Firm and its employees are "disinterested persons" as that term is defined by 11 U.S.C. Sec. 101(14) and as required by Sec. 327(a) of the Code. 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 -- http://www.digerati-inc.com-- is a diversified holding company which owns operating subsidiaries in the oil field services and the cloud communications industry. Digerati and its subsidiaries maintain Texas Offices in San Antonio and Houston. The Debtor has no independent operations apart from its subsidiaries. Debtor's subsidiaries include Shift 8 Networks, a cloud communication service, Hurley Enterprises, Inc., and Dishon Disposal, Inc., both oil field services companies. 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. Deirdre Carey Brown, Esq., Annie E. Catmull, Esq., Melissa Anne Haselden, Esq., Mazelle Sara Krasoff, Esq., and Edward L Rothberg, at Hoover Slovacek, LLP, in Houston, represent the Debtor as counsel. DRYSHIPS INC: Ocean Rig Enters Into $1.8-Bil. Term Loan Facility ---------------------------------------------------------------- DryShips Inc. and through its majority owned subsidiary, Ocean Rig UDW Inc., of offshore deepwater drilling services, on July 15 disclosed that Ocean Rig, through its wholly-owned subsidiaries, Drillships Financing Holding Inc., and Drillships Projects Inc., entered into a $1.8 billion senior secured term loan facility, comprised of tranche B-1 term loans in an aggregate principal amount equal to $975.0 million and tranche B-2 term loans in an aggregate principal amount equal to $825.0 million, with respective maturity dates in the first quarter of 2021, subject to adjustment to the third quarter of 2020 in certain circumstances, and the third quarter of 2016. The Term Loans are initially guaranteed by Ocean Rig and certain existing and future subsidiaries of DFHI and are secured by certain assets of, and by a pledge of the stock of, DFHI and the subsidiary guarantors. The net proceeds of the Term Loans were used by Ocean Rig to repay in full amounts outstanding under Ocean Rig's $800.0 million secured term loan agreement and two $495.0 million senior secured credit facilities, amounting to approximately $1.6 billion in the aggregate. The balance of the net proceeds are expected to be used by Ocean Rig to finance offshore drilling rigs and for the payment of fees and expenses associated therewith. About DryShips Inc. Headquartered in Athens, Greece, DryShips Inc. (NASDAQ: DRYS) is an owner of drybulk carriers and tankers that operate worldwide. Through its majority owned subsidiary, Ocean Rig UDW Inc., DryShips owns and operates 10 offshore ultra deepwater drilling units, comprising of 2 ultra deepwater semisubmersible drilling rigs and 8 ultra deepwater drillships, 3 of which remain to be delivered to Ocean Rig during 2013 and 1 is scheduled for delivery during 2015. DryShips owns a fleet of 46 drybulk carriers (including newbuildings), comprising of 12 Capesize, 28 Panamax, 2 Supramax and 4 Very Large Ore Carriers (VLOC) with a combined deadweight tonnage of about 5.1 million tons, and 10 tankers, comprising 4 Suezmax and 6 Aframax, with a combined deadweight tonnage of over 1.3 million tons. The Company reported a net loss of US$288.6 million on US$1.210 billion of revenues in 2012, compared with a net loss of US$47.3 million on US$1.078 billion of revenues in 2011. The Company's balance sheet at Dec. 31, 2012, showed US$8.878 billion in total assets, US$5.010 billion in total liabilities, and shareholders' equity of US$3.868 billion. Going Concern Doubt Ernst & Young (Hellas), in Athens, Greece, expressed substantial doubt about DryShips Inc.'s ability to continue as a going concern, citing the Company's working capital deficit of US$670 million at Dec. 31, 2012, and in addition, the non- compliance by the shipping segment with certain covenants of its loan agreements with banks. As of Dec. 31, 2012, the shipping segment was not in compliance with certain loan-to-value ratios contained in certain of its loan agreements. In addition, as of Dec. 31, 2012, the shipping segment was in breach of certain financial covenants, mainly the interest coverage ratio, contained in the Company's loan agreements relating to US$769,098,000 of the Company's debt. As a result of this non-compliance and of the cross default provisions contained in all bank loan agreements of the shipping segment and in accordance with guidance related to the classification of obligations that are callable by the creditor, the Company has classified all of its shipping segment's bank loans in breach amounting to US$941,339,000 as current at Dec. 31, 2012. EAGLE RECYCLING SYSTEMS: Lieze Associates Files Schedules --------------------------------------------------------- Lieze Associates, 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 $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 $6,473,183 ----------- ----------- TOTAL $0 $6,473,183 A copy of the schedules is available for free at http://bankrupt.com/misc/EAGLE_RECYCLING_LIEZE_ASSOCIATES_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. EASTMAN KODAK: Says It Will Emerge From Chapter 11 With No Debt --------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Eastman Kodak Co., whose Chapter 11 plan is up for approval Aug. 20, said it expects to have $821 million in cash on a worldwide basis on emerging from bankruptcy reorganization. According to the report, after deducting the sizeable cash balance, there will no net debt after bankruptcy, Rochester, New York-based Kodak said in a filing on July 15. Kodak publicly disclosed material given to prospective lenders for a $200 million asset-backed loan, a $420 million first-lien term loan and a $275 million second-lien term loan to constitute part of the funds financing the reorganization plan. The report notes that the company predicted cash to grow to $1.5 billion by 2017, while debt totaling an estimated $694 million in 2013 will decline to $677 million in 2017 if Kodak meets projections. Kodak predicted cash flow will go from negative $138 million in 2011 to a positive $167 million this year, even though revenue will have declined over the same period to $2.52 billion from $5.15 billion. Kodak said revenue will climb to $3.2 billion by 2017, when cash flow is expected to increase to $494 million. The report relates that Kodak said assets include 7,000 patents, including 4,400 in the U.S. Confirming the plan will complete a bankruptcy begun in January 2012. About Eastman Kodak Rochester, New York-based Eastman Kodak Company and its U.S. subsidiaries on Jan. 19, 2012, filed voluntarily Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 12-10202) in Manhattan. Subsidiaries outside of the U.S. were not included in the filing and are expected to continue to operate as usual. Kodak, founded in 1880 by George Eastman, was once the world's leading producer of film and cameras. Kodak sought bankruptcy protection amid near-term liquidity issues brought about by steeper-than-expected declines in Kodak's historically profitable traditional businesses, and cash flow from the licensing and sale of intellectual property being delayed due to litigation tactics employed by a small number of infringing technology companies with strong balance sheets and an awareness of Kodak's liquidity challenges. In recent years, Kodak has been working to transform itself from a business primarily based on film and consumer photography to a smaller business with a digital growth strategy focused on the commercialization of proprietary digital imaging and printing technologies. Kodak has 8,900 patent and trademark registrations and applications in the United States, as well as 13,100 foreign patents and trademark registrations or pending registration in roughly 160 countries. Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Debtors. FTI Consulting, Inc., is the restructuring advisor. Lazard Freres & Co. LLC, is the investment banker. Kurtzman Carson Consultants LLC is the claims agent. The Official Committee of Unsecured Creditors has tapped Milbank, Tweed, Hadley & McCloy LLP, as its bankruptcy counsel. Michael S. Stamer, Esq., David H. Botter, Esq., and Abid Qureshi, Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the Unofficial Second Lien Noteholders Committee. The Retirees Committee has hired Haskell Slaughter Young & Rediker, LLC, and Arent Fox, LLC as Co-Counsel; Zolfo Cooper, LLC, as Bankruptcy Consultants and Financial Advisors; and the Segal Company, as Actuarial Advisors. Robert J. Stark, Esq., Andrew Dash, Esq., and Neal A. D'Amato, Esq., at Brown Rudnick LLP, represent Greywolf Capital Partners II; Greywolf Capital Overseas Master Fund; Richard Katz, Kenneth S. Grossman; and Paul Martin. Kodak completed the $527 million sale of digital-imaging technology on Feb. 1, 2013. Kodak intends to reorganize by focusing on the commercial printing business. At the end of April 2013, Kodak filed a proposed reorganization plan offering 85 percent of the stock to holders of the remaining $375 million in second-lien notes. The other 15 percent is for unsecured creditors with $2.7 billion in claims and retirees who have a $635 million claim from the loss of retirement benefits. EUROFRESH INC: Name Changed to "EF23, Inc." ------------------------------------------- Judge Eileen W. Hollowell of the U.S. Bankruptcy Court for the District of Arizona granted Eurofresh, Inc.'s motion to change its name as a result of the sale under Section 363 of the Bankruptcy Code to Zona Acquisition Company, LLC. Accordingly, Eurofresh, Inc. is now named to EF23, Inc. According to the Debtor, the name "Eurofresh, Inc." was sold to Zona Acquisition, along with substantially all of its assets. As the name Eurofresh is now owned by Zona, the Debtor deemed it improper to continue to use that name. The Debtor has registered the name EF23, Inc. with the Delaware division of corporations and intends to close out its business operations under the name. The Debtor is represented by Michael McGrath, Esq., Frederick J. Petersen, Esq., and Isaac D. Rothschild, Esq., at MESCH, CLARK & ROTHSCHILD, P.C., in Tucson, Arizona. About EuroFresh Inc. EuroFresh , Inc., is America's largest greenhouse grower spanning 318 aces of glass covered facilities. EuroFresh grows premium quality, great tasting, certified pesticide residue free greenhouse tomatoes and cucumbers year-round. The 274-acre flagship facility in Willcox, Arizona, is the world's largest. There's also a second 44-acre acre property in Snowflake, Arizona. EuroFresh has 964 employees. EuroFresh filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 13-01125) on Jan. 27, 2013, to complete a sale of the business to NatureSweet Limited, absent higher and better offers. NatureSweet and EuroFresh Farms are two of the leading producers of high-quality tomatoes in North America. EuroFresh first filed for Chapter 11 protection (Bankr. D. Ariz. Lead Case No. 09-07970) on April 21, 2009. Eurofresh exited bankruptcy in November 2009 following a deal with majority of their existing debt holders to convert more than $200 million of debt into equity. In the new Chapter 11 case, Frederick J. Petersen, Esq., and Isaac D. Rothschild, Esq., at Mesch, Clark & Rothschild, P.C., serve as counsel to the Debtors. The Official Committee of Unsecured Creditors appointed in the case has retained Lowenstein Sandler LLP; and Jennings, Strouss & Salmon, P.L.C., as bankruptcy counsel. FREESEAS INC: Issues Add'l 600,000 Settlement Shares to Hanover --------------------------------------------------------------- FreeSeas, Inc., issued 600,000 additional settlement shares to Hanover Holdings I, LLC, pursuant to the terms of the Settlement Agreement approved by the Supreme Court of the State of New York, County of New York, on June 25, 2013. The Court approved, among other things, the settlement agreement between FreeSeas and Hanover in the matter entitled Hanover Holdings I, LLC v. FreeSeas Inc., Case No. 651950/2013. Hanover commenced the Action against the Company on May 31, 2013, to recover an aggregate of $5,331,011 of past-due accounts payable of the Company, plus fees and costs. The Order provides for the full and final settlement of the Claim and the Action. Pursuant to the terms of the Settlement Agreement, on June 26, 2013, the Company issued and delivered to Hanover 890,000 shares of the Company's common stock, $0.001 par value, and between July 2, 2013, and July 11, 2013, the Company issued and delivered to Hanover an aggregate of 1,958,000 additional settlement shares. The Settlement Agreement provides that the Initial Settlement Shares will be subject to adjustment. A copy of the Form 6-K is available for free at: http://is.gd/uKZ0t1 About FreeSeas Inc. Headquartered in Athens, Greece, FreeSeas Inc., formerly known as Adventure Holdings S.A., was incorporated in the Marshall Islands on April 23, 2004, for the purpose of being the ultimate holding company of ship-owning companies. The management of FreeSeas' vessels is performed by Free Bulkers S.A., a Marshall Islands company that is controlled by Ion G. Varouxakis, the Company's Chairman, President and CEO, and one of the Company's principal shareholders. The Company's fleet consists of six Handysize vessels and one Handymax vessel that carry a variety of drybulk commodities, including iron ore, grain and coal, which are referred to as "major bulks," as well as bauxite, phosphate, fertilizers, steel products, cement, sugar and rice, or "minor bulks." As of Oct. 12, 2012, the aggregate dwt of the Company's operational fleet is approximately 197,200 dwt and the average age of its fleet is 15 years. Freeseas disclosed a net loss of US$30.88 million in 2012, a net loss of US$88.19 million in 2011, and a net loss of US$21.82 million in 2010. The Company's balance sheet at Dec. 31, 2012, showed US$114.35 million in total assets, $106.55 million in total liabilities and US$7.80 million in total shareholders' equity. RBSM LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has incurred recurring operating losses and has a working capital deficiency. In addition, the Company has failed to meet scheduled payment obligations under its loan facilities and has not complied with certain covenants included in its loan agreements. It has also failed to make required payments to Deutsche Bank Nederland as agreed to in its Sept. 7, 2012, amended and restated facility agreement and received notices of default from First Business Bank. Furthermore, the vast majority of the Company's assets are considered to be highly illiquid and if the Company were forced to liquidate, the amount realized by the Company could be substantially lower that the carrying value of these assets. These conditions, among others, raise substantial doubt about the Company's ability to continue as a going concern. GAVILON GROUP: Moody's Withdraws Ratings Following Asset Sale ------------------------------------------------------------- Moody's Investor Service withdrew the ratings for The Gavilon Group LLC following the acquisition of its agricultural and fertilizer assets by Marubeni Corporation (Baa2 stable) for $2.7 billion. The outstanding term loan has been repaid and a rating on the downsized ABL facility is no longer required. Ratings withdrawn: The Gavilon Group LLC Corporate Family Rating at Ba3 Probability of Default Rating at Ba3-PD Senior secured ABL facility at Ba2 (LGD3, 41%) Senior secured term loan at Ba3(LGD4, 54%) Gavilon LLC, headquartered in Omaha, Nebraska, was a global merchandiser and distributor of agricultural commodities (grains, fertilizers, feed ingredients, oils, fats, etc.), and petroleum and fuel commodities (crude oil, natural gas, biofuels, etc.). Gavilon had revenues of roughly $18 billion. Gavilon's owners are in the process of the selling the petroleum and fuel commodities business, which includes more than four million barrels of crude oil storage capacity in Cushing, Oklahoma. GMX RESOURCES: Lenders, Creditors Fight Over $86 Million Payment ---------------------------------------------------------------- Katy Stech writing for Dow Jones' DBR Small Cap reports that lenders who have extended $336 million to struggling GMX Resources Inc., an Oklahoma-based oil-and-gas exploration company, are pressing the company to pay a nearly $86 million penalty despite arguments from the company's unsecured creditors that such a payment is improper under bankruptcy law. About GMX Resources GMX Resources Inc. -- http://www.gmxresources.com/-- is an independent natural gas production company headquartered in Oklahoma City, Oklahoma. GMXR has 53 producing wells in Texas & Louisiana, 24 proved developed non-producing reservoirs, 48 proved undeveloped locations and several hundred other development locations. GMXR has 9,000 net acres on the Sabine Uplift of East Texas. GMXR has 7 producing wells in New Mexico. The Company's strategy is to significantly increase production, revenues and reinvest in increasing production. GMXR's goal is to grow and build shareholder value every day. The Company reported net losses of $206.44 million in 2011, $138.29 million in 2010, and $181.08 million in 2009. GMX Resources filed a Chapter 11 petition in its hometown (Bankr. W.D. Okla. Case No. 13-11456) on April 1, 2013, so secured lenders can buy the business in exchange for $324.3 million in first-lien notes. GMX missed a payment due in March 2013 on $51.5 million in second- lien notes. Other principal liabilities include $48.3 million in unsecured convertible senior notes. The DIP financing provided by senior noteholders requires court approval of a sale within 75 days following approval of sale procedures. The lenders and principal senior noteholders include Chatham Asset Management LLC, GSO Capital Partners, Omega Advisors Inc. and Whitebox Advisors LLC. The Official Committee of Unsecured Creditors tapped Winston & Strawn LLP as its counsel. HILCORP ENERGY: S&P Raises CCR to 'BB'; Outlook Stable ------------------------------------------------------ Standard & Poor's Ratings Services said that it raised its corporate credit rating on Houston-based Hilcorp Energy I L.P. (Hilcorp) to 'BB' from 'BB-'. The outlook is stable. S&P also raised the issue-level rating on the partnership's senior unsecured debt to 'BB' (the same level as the corporate credit rating) from 'BB-'. The recovery rating on this debt remains '3', indicating S&P's expectation for meaningful (50% to 70%) recovery in the event of a payment default. "The upgrade reflects the improvement in our assessment of Hilcorp's business risk profile, following a series of acquisitions and divestitures over the past 18 months. Pro forma for the partnership's most recent acquisitions, including the closing of the Marathon assets in Alaska and the Forest assets in south Texas, Hilcorp's reserves have increased to 410 million barrels of oil equivalent (mboe) at year-end 2012 from 323 mboe at year-end 2011. At the same time, pro forma average daily production was 104,000 barrels per day in the first quarter of 2013, more than 50% higher than the average daily production for 2011. Although we expect production and reserves to remain slightly more skewed toward natural gas for the next couple of years due to its recent acquisitions in Alaska, fixed supply contracts substantially above Henry Hub prices for a large portion of its Alaskan production mitigates Hilcorp's exposure to weak natural gas prices. In addition, we expect the partnership will continue to actively hedge its production, ensuring that about two-thirds of its current year production and one-third of the following year is hedged. In addition, Hilcorp typically hedges 80% to 100% of the production from acquired assets for up to five years. Finally, we think that the partnership's geographical diversity was enhanced by the acquisition of the Alaskan assets," S&P noted. "The stable outlook on Hilcorp Energy I L.P. reflects Standard & Poor's expectation that the partnership will maintain steady operating performance in its core regions while maintaining debt leverage of 2.5x or less," said Standard & Poor's credit analyst Christine Besset. "We could lower ratings if Hilcorp's debt leverage exceeded 3.25x with no near-term remedy. Given the currently strong debt measures, commodity prices would have to fall substantially below current market prices or the partnership would have to double its forecasted capex and acquisition spending for leverage to fall below this level. We consider both scenarios unlikely in the next 12 months," S&P addded. S&P's ratings on Hilcorp are currently constrained by the partnership's moderate reserve size and its exposure to natural gas. S&P would consider upgrading Hilcorp if the partnership is able to meaningfully increase its reserves while maintaining debt leverage at less than 2.5x. HOFFMASTER GROUP: S&P Keeps B CCR After $10MM 1st Lien Loan Add-On ------------------------------------------------------------------ Standard & Poor's Ratings Services said that its 'B' corporate credit rating and stable outlook on Hoffmaster Group Inc. remain unchanged following Hoffmaster's proposed $10 million add-on to its existing first-lien term loan and $6 million add-on to its existing second-lien term loan. "We have maintained our 'B' issue-level rating and '3' recovery rating on the first-lien facilities, indicating our expectation of meaningful (50% to 70%) recovery in the event of a payment default. We have maintained our 'CCC+' issue-level rating and '6' recovery rating on the second-lien term loan, indicating our expectation of negligible (0% to 10%) recovery in the event of a payment default. We based the ratings on preliminary terms and conditions," S&P said. "We expect the company to use about $16 million of proceeds from the add-on offerings, cash of about $11 million, and $13 million in revolver borrowings to fund the acquisition of a paper tabletop products company. We expect pro forma credit metrics to remain relatively unchanged, with funds from operations to total adjusted debt in the high-single-digit percentage area in the next few years," S&P added. "The ratings on Oshkosh, Wis.-based Hoffmaster reflect a "weak" business profile that incorporates the company's position as a niche player in disposable tableware products with limited product and geographic diversity and moderate customer concentration. In addition, Standard & Poor's Ratings Services views the financial risk profile as "highly leveraged" and believes financial policy is likely to be very aggressive. Some mitigating factors include the company's long-standing customer relationships, sizable positions with leading North American food service providers, above-average profit margins and cash flow generation, "adequate" liquidity, and a favorable debt maturity profile," S&P noted. RATINGS LIST Hoffmaster Group Inc. Corporate Credit Rating B/Stable/-- Senior Secured $260mil term loan due 2018 B Recovery Rating 3 $91mil 2nd lien term loan due 2019 CCC+ Recovery Rating 6 HOYT TRANSPORTATION: NY School Bus Operator Files for Chapter 11 ---------------------------------------------------------------- Brooklyn, New York-based Hoyt Transportation Corp. filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 13-44299) on July 13, 2013, estimating at least $10 million in assets and liabilities. The Debtor is represented by: Kevin J. Nash, Esq. GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP 1501 Broadway, 22nd Floor New York, NY 10036 Tel: (212) 301-6944 Fax: (212) 422-6836 E-mail: KNash@gwfglaw.com The longtime New York City school-bus operator filed for Chapter 11 bankruptcy protection over the weekend after losing its routes amid the city's controversial decision to eliminate certain worker protection requirements that caused a month long strike earlier this year, Stephanie Gleason, writing for Dow Jones' DBR Small Cap, reports. Brooklyn-based Hoyt specializes in transportation for children with disabilities. Hoyt operated 350 buses until the contract with the Department of Education expired at the end of the school year. Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Hoyt wasn't awarded a new contract because it was bidding against companies "not obligated to utilize union personnel." Listing assets and debt both exceeding $10 million, Hoyt pointed a finger at termination of the Mollen Agreement dating to 1979, which compelled school bus operators to use union workers and hire from a master seniority list. The report discloses that late last year, the city abrogated the requirement to hire union workers, setting off a school bus strike in early 2013. The company said it couldn't compete because it's compelled to pay "premium labor rates." The Chapter 11 case will be a liquidation, according to court papers, because Hoyt's routes have already been awarded to other operators. IGPS COMPANY: Files Schedules of Assets and Liabilities ------------------------------------------------------- IGPS Company 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 $592,604,506 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $148,708,175 E. Creditors Holding Unsecured Priority Claims $2,350,262 F. Creditors Holding Unsecured Non-priority Claims $23,035,386 ------------ ------------ TOTAL $592,604,506 $174,093,823 A copy of the schedules is available for free at http://bankrupt.com/misc/IGPS_COMPANY_sal.pdf About IGPS Co. iGPS Company LLC filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Case No. 13-11459) on June 4, 2013, to sell its assets to a group led by Balmoral Funds LLC, absent higher and better offers. iGPS Company -- http://www.igps.net-- is the first and only plastic pallet pooling rental and leasing company in the U.S. It offers plastic pallets with embedded radio frequency identification (RFID) tags. Founded in 2006, the company is headquartered in Orlando, Florida, and has a sales and innovation center in Bentonville, Arkansas. The Debtor estimated $100 million to $500 million in assets and liabilities in its Chapter 11 petition. According to the board resolution authorizing the bankruptcy, Pegasus IGPS LLC owns 12.55% of the company; iGPS Co-Investment LLC owns 18.75%; Kia VIII (iGPS Sub), LLC owns 30.74%; and KIA VIII iGPS Blocker, LLC, owns 12.27%. IGPS CO: U.S. Trustee Says Sale Price Too Low --------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the U.S. Trustee is opposing the sale of IGPS Co. to secured lenders largely in exchange for debt. According to the report, the bankruptcy watchdog for the U.S. Justice Department argued in its July 12 court filing that IGPS is solvent, with assets worth $592 million and liabilities of less than $200 million. The U.S. Trustee sees no reason for selling the business to secured lenders for $52 million when other creditors aren't being paid in full. The report notes that the purchase price includes $2.3 million in cash. The cash component was raised from $1 million under a settlement where the creditors' committee agreed to drop opposition to the sale. Balmoral Funds LLC, One Equity Partners LLC, and Jeff and Robert Liebesman are under contract to buy the business in exchange for the cash, secured debt and assumption of the loan financing bankruptcy. Just before bankruptcy, they purchased the $250 million working-capital loan on which $148.8 million was outstanding, according to court filings. About iGPS Co. iGPS Company LLC filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Case No. 13-11459) on June 4, 2013, to sell its assets to a group led by Balmoral Funds LLC, absent higher and better offers. iGPS Company -- http://www.igps.net-- is the first and only plastic pallet pooling rental and leasing company in the U.S. It offers plastic pallets with embedded radio frequency identification (RFID) tags. Founded in 2006, the company is headquartered in Orlando, Florida, and has a sales and innovation center in Bentonville, Arkansas. The Debtor estimated $100 million to $500 million in assets and liabilities in its Chapter 11 petition. According to the board resolution authorizing the bankruptcy, Pegasus IGPS LLC owns 12.55% of the company; iGPS Co-Investment LLC owns 18.75%; Kia VIII (iGPS Sub), LLC owns 30.74%; and KIA VIII iGPS Blocker, LLC, owns 12.27%. INNOVIDA HOLDINGS: Tox Exec Convicted in $40MM Investor Scheme -------------------------------------------------------------- Ama Sarfo of BankruptcyLaw360 reported that a Florida federal jury on Friday convicted a top executive of bankrupt Miami Beach-based manufacturing company InnoVida Holdings LLC on charges that he and a fellow executive conned investors out of $40 million. According to the report, Craig Stanley Toll, 64, of Pembroke Pines was convicted of two counts of conspiracy to commit wire fraud, three counts each of substantive wire fraud and making false statements to a U.S. government agency, and one count each of major fraud against the U.S. and conspiracy to commit money laundering. The case is USA v. Eleazar Osorio et al, Case No. 1:12-cr-20901 (S.D. Fla.). JETCOM INC: In Default of CSNX Requirements; Trading Halted ----------------------------------------------------------- Jetcom Inc. is in default of requirements of the Canadian National Stock Exchange (CNSX). Effective immediately, Jetcom is suspended pursuant to CNSX Policy 3. The suspension is considered a Regulatory Halt as defined in National Instrument 23-101 Trading Rules. Date: Effective Immediately, July 15, 2013 Symbol: JTM JOHNSTON LITHOGRAPH: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Johnston Lithograph, Inc. 11334 Hunt Romulus, MI 48174 Bankruptcy Case No.: 13-53213 Chapter 11 Petition Date: July 8, 2013 Court: U.S. Bankruptcy Court Eastern District of Michigan (Detroit) Judge: Marci B. McIvor Debtor's Counsel: Afan Bapacker, Esq. JAAFAR AND MAHDI LAW GROUP, P.C. 23400 Michigan Avenue, Suite 110 Dearborn, MI 48124 Tel: (313) 846-6400 Fax: (313) 846-3200 E-mail: abpetitions@gmail.com - and ? Zakaria Mahdi, Esq. JAAFAR AND MAHDI LAW GROUP, P.C. 23400 Michigan Avenue, Suite 110 Dearborn, MI 48124 Tel: (313) 846-6400 Fax: (313) 846-1910 E-mail: zmpetitions@jaafarandmahdi.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 The Company's list of its 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/mieb13-53213.pdf The petition was signed by Kurt Johnston, chief financial officer. LAGUNA BRISAS: Files Blacklined 3rd Amended Disclosure Statement ---------------------------------------------------------------- Laguna Brisas LLC filed with the U.S. Bankruptcy Court for the Central District of California on July 12, 2013, a Third Amended (Blacklined) Disclosure Statement describing the Debtor's Third Amended Chapter 11 Plan. The hearing to consider the approval of the Disclosure Statement is set for Aug. 1, 2013, at 10:30 a.m. The Debtor will fund the Plan from the income it receives from the operation of the Hotel. The management of the Debtor will continue to be Andy Kim, as it was prior to the appointment of the Receiver upon turnover of the Debtor's to the Debtor by the Receiver by the Effective Date. The Debtor, through the management company, Matrix Hospital Group LLC, will act as the disbursing agent for the purpose of making the distributions provided for under the Plan. Under the Third Amended Plan, unless the Court rules otherwise to the Debtor's objection to allowance of Wells Fargo Bank's Class 1 claim, the Debtor will reinstate the loan by curing any arrears after applying all post-petition payments received by this claimholder with equal monthly payments starting on the Effective Date and continuing through May 1, 2016, plus make all remaining payments pursuant to the loan documents including the final payoff on May 1, 2016, plus make all remaining payments pursuant to the loan documents including the final payoff on May 1, 2016. Unsecured Claims in Class 5A, with a total claims amount of $260,000, will be paid in full over 34 months from the Effective Date without interest unless this Class does not vote in favor of the confirmation of the Plan, in which case it will receive interest but be paid over the earlier of 120 months after the Effective Date or the months required to satisfy all these claims in full. Unsecured Claims, convenience class, with a total claim amount of $21,000 will be paid in full on the Effective Date. The Debtor's owners will retain their ownership interest in the Debtor. A copy of the Third Amended (Blacklined) Disclosure Statement is available at http://bankrupt.com/misc/lagunabrisas.doc404.pdf About Laguna Brisas Laguna Beach, California-based Laguna Brisas LLC, doing business as Best Western Laguna Brisas Spa Hotel, is owned by A&J Mutual, LLC, which is owned and operated by Dae In "Andy" Kim and his wife Jane. The Company owns a Best Western Plus Hotel and Spa in Laguna Beach, California. The Company filed for Chapter 11 protection (Bankr. C.D. Cal. Case No. 12-12599) on Feb. 29, 2012. The Debtor filed the Chapter 11 petition to stop foreclosure sale of the first priority trust deed holder, Wells Fargo Bank. The hotel has been in possession of and operated by a receiver, Bryon Chapman of Rim Hospitality, since Oct. 3, 2011. Giovanni Orantes, Esq., at Orantes Law Firm PC, represents the Debtor as counsel. Johnny Kim, Esq. -- no relation to the Debtor's insider, "Andy" Kim -- represents the Debtor as special counsel. The Debtor disclosed $15,097,815 in assets and $13,982,664 in liabilities. The petition was signed by Dae In "Andy" Kim, managing member. LAKELAND INDUSTRIES: Stockholders Elect Two Directors ----------------------------------------------------- Lakeland Industries, Inc., held its 2013 annual meeting of stockholders on July 12, 2013, at which the stockholders (a) elected Duane W. Albro and Thomas McAteer to serve for three years expiring at the Company's 2016 Annual Meeting of Stockholders and until their respective successors are elected and qualified, (b) ratified the appointment of Warren Averett, LLC, as the Company's independent registered public accounting firm for the fiscal year ending Jan. 31, 2014, and (c) approved, on an advisory basis, the named executive officer's compensation. The Stockholders expressed their preference to hold future advisory votes on Executive Officer Compensation every year. Nevertheless, the Company has determined to implement an advisory vote on executive compensation every three years. A copy of the Form 8-K is available for free at: http://is.gd/q2Nu9P 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. LEHMAN BROTHERS: Workers Can't Pursue Lawsuit vs. Executives ------------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Lehman Brothers Holdings Inc. workers who invested part of their incomes in company stock can't pursue a lawsuit against executives who served as trustees of the employee stock ownership plan, an appeals court said. According to the report, in a suit filed in October 2008, shortly after Lehman's bankruptcy began, the employees alleged that the trustees violated their fiduciary duties by failing to sell Lehman stock when they should have known the broker was in dire financial condition. The district court dismissed the suit and U.S. Court of Appeals in Manhattan affirmed that decision July 15. Writing for the appeals court, U.S. Circuit Judge Richard C. Wesley said in a 41-page ruling that the complaint didn't make out a "plausible claim that the defendants breached" their fiduciary duties under federal pension law. Lehman employees were permitted to invest no more than 20 percent of deductions from income in the plan, which was precluded from investing in anything other than Lehman stock. The lack of discretion to make other investment was the key to dismissal of the suit. The report notes that the employees said that if Lehman executives had investigated, they would have found "material, nonpublic information sufficient to confirm that Lehman was on the verge of collapse." Judge Wesley countered that, had they found nonpublic information and sold the stock, the executives could have been liable for securities-law violations. The judge said a complaint can't be based on a legal obligation to seek out nonpublic information and risk being sued for such violations. The report relates that he also said stories in the press about Lehman's condition "do not give rise to a plausible assertion" the trustees should have known Lehman was in dire straits. The proper targets for employees' claims should be Lehman executives who allegedly issued false statements, Judge Wesley said. The appeal is Rinehart v. Akers, 11-4232, U.S. Court of Appeals for the Second Circuit (Manhattan). About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012 and a second payment of $10.2 billion on Oct. 1. A third distribution is set for around March 30, 2013. The brokerage is yet to make a first distribution to non-customers. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. LEHMAN BROTHERS: Court Rejects Retirees' Lawsuit Against Fuld ------------------------------------------------------------- Patrick Fitzgerald writing for Dow Jones' DBR Small Cap reports that a U.S. appellate court on Monday upheld a lower court's decision to dismiss a lawsuit by retirees of Lehman Brothers Holdings Inc. that sought to hold the company's directors, including former chief executive Dick Fuld, accountable for squandering their retirement savings on stock that was rendered worthless when the investment bank collapsed into bankruptcy. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012 and a second payment of $10.2 billion on Oct. 1. A third distribution is set for around March 30, 2013. The brokerage is yet to make a first distribution to non-customers. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. LUKEN COMMUNICATIONS: Files Schedules of Assets and Liabilities --------------------------------------------------------------- Luken Communications LLC filed with the U.S. Bankruptcy Court for the Eastern District of Tennessee its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $6,020,105 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 $83,312,128 ----------- ----------- TOTAL $6,020,105 $83,312,128 A copy of the schedules is available for free at http://bankrupt.com/misc/LUKEN_COMMUNICATIONS_sal.pdf About Luken Communications Luken Communications, LLC, filed a bare-bones Chapter 11 petition (Bankr. E.D. Tenn. Case No. 13-13069) on June 23, 2013, in Chattanooga, Tennessee. The Debtor estimated at least $10 million in assets and liabilities. Henry G. Luken, III, as managing member, signed the petition. Judge John C. Cook presides over the case. Luken Communications sought Chapter 11 bankruptcy protection after founder Henry Luken was slapped with a $47.4 million civil verdict Friday in a lawsuit involving another bankrupt company, Equity Media Holdings Corp. Mr. Luken was the former chairman and CEO of Equity Media. Equity Media Holdings Corp., which operated 121 television stations including 23 full power, 38 Class A and 60 low power stations, filed for Chapter 11 protection on Dec. 8, 2008 (Bankr. E. D. Ark. Case No. 08-17646). In June 2010, Bankruptcy Judge James G. Mixon approved Equity Media's motion to convert its Chapter 11 case to a chapter 7 liquidation. M. Randy Rice was named Chapter 7 bankruptcy trustee. MADISON PARK: Indiana Church Files After Nearby GM Plant Closes --------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the Madison Park Church of God in Anderson, Indiana, saying it was the victim of the recession and the closing of a General Motors Co. plant, filed a petition for Chapter 11 reorganization (Bankr. S.D. Ind. Case No. 13-07430) on July 12 in Indianapolis. According to the report, the church bought a 200-acre site in 2007 and built a new church using three bridge loans. One $6 million loan matured in July 12 and couldn't be repaid because the church was unable to sell some of the real estate. The report discloses that the petition lists assets of less than $10 million and debt exceeding $10 million. Anderson is 43 miles (69 kilometers) northeast of Indianapolis. The church is looking for a pastor, according to the website. MIDTOWN SCOUTS SQUARE: Files Schedules of Assets and Liabilities ---------------------------------------------------------------- Midtown Scouts Square Property, LP 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 $14,544,450 B. Personal Property $2,863,878 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $11,959,271 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $4,707,053 ----------- ----------- TOTAL $17,408,328 $16,666,325 A copy of the schedules is available for free at http://bankrupt.com/misc/MIDTOWN_SCOUTS_sal.pdf About Midtown Scouts Midtown Scouts Square Property, LP, filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 13-32920) on May 9, 2013. The petitions were signed by Erich Mundinger as president of general partner. Judge Karen K. Brown presides over the case. MSS Property estimated assets and debts of at least $10 million. Hoover Slovacek, LLP, serves as the Debtor's counsel. MUNICIPAL CORRECTIONS: Balks at Motion to Dismiss Chapter 11 Case ----------------------------------------------------------------- Municipal Corrections LLC objected to Detention Management LLC's motion to convert or dismiss the Debtor's Chapter 11 case. DM, the manager of the Debtor's Detention Center, asserts an unsecured claim of $6,062,001. According to the Debtor, the motion is based on an inaccurate portrayal of the facts of the case, specifically the Debtor's financial condition and performance. As reported by the Troubled Company Reporter on April 24, 2013, DM claims that since the order for relief was entered in the case on Aug. 15, 2012, the Debtor has made no progress in formulating or negotiating a plan of reorganization with its creditors; it has not obtained or identified any new sources of revenues with which to fund a plan or even its own operations; its cash position has deteriorated dramatically, and it has failed to meet its own budgets and projections. "Moreover, due to changes in government policies beyond the control of the Debtor, the competition for new detainees has become much more difficult. Simply put, this over-leveraged and cash strapped Debtor cannot reorganize and its assets should be sold as soon as possible to avoid further deterioration in value," DM said in court papers. DM also alleges that bond trustee UMB Bank, N.A., has treated the Debtor as a source of cash to enrich itself and its professionals while further delaying a resolution of this case and delaying payments to other creditors. According to DM, the Bond Trustee has paid itself and its professionals over $1.2 million from estate assets since September 2012 with no objective accomplishments to show for these expenditures. "Because of this misuse of the Debtor's cash, the Debtor is no longer in compliance with the terms of its lease with Irwin County, Georgia and its cash reserves are at dangerously low levels. It is clear that the Bond Trustee is deliberately delaying any progress in this Chapter 11 case and placing its own interests and the interests of its professionals above both the Debtor's contractual obligations and the continuing financial viability of the Debtor," DM said. In separate court filings, DM also has asked the Bankruptcy Court to deny the Debtor's request for an extension of its exclusivity periods. According to DM, no further extensions of exclusive periods for filing and soliciting must be granted. The Debtor, in collusion with the Bond Trustee, moved for a second extension of the exclusive periods for filing the proposed Chapter 11 Plan until June 30, 2013, and soliciting acceptances for that plan until Aug. 29, respectively. DM said it would not participate in or interfere with the process since there is no prospect of reorganization in the case and it must be converted to a case under Chapter 7 of the Bankruptcy Code. Accordingly, Bankruptcy Judge Paul W. Bonapfel has denied the Debtor's request to extend the exclusive periods to file and solicit acceptances of a plan for an additional 76 days, through and including June 30, 2013, and Aug. 29, 2013, respectively, for reasons stated at the June 20, 2013 hearing. The Court ruled that the deadline for the filing of plans in the case is July 31, 2013. The hearing to consider approval of disclosure statements related to any filed plans will be held on Aug. 15, 2013, at 10:00 a.m. Aug. 9, 2013, is fixed as the last day for filing and serving in accordance with Federal Rule of Bankruptcy Procedure 3017(a) written objections to any disclosure statement. Henry F. Sewell, Jr., Esq., at McKenna Long & Aldridge LLP, represents DM. About Municipal Corrections Hamlin Capital Management, LLC, Oppenheimer Rochester National Municipals, and UMB, N.A., as indenture trustee -- owed an aggregate $90 million on a bond debt -- filed an involuntary Chapter 11 petition for Municipal Corrections, LLC (Bankr. D. Nev. Case No. 12-12253) on Feb. 29, 2012. Jon T. Pearson, Esq., at Ballard Spahr LLP, in Las Vegas, Nevada, serves as counsel to the petitioners. In August 2012, the bankruptcy judge ruled that the prison is properly in Chapter 11 to reorganize. Austin E. Carter, Esq., at Stone & Baxter LLP, in Macon, Ga.; and Lenard E. Schwartzer, Esq., at Schwartzer & McPherson Law Firm, in Las Vegas, Nev., represent the Debtor as counsel. The Debtor disclosed $656,378 in assets and $61,769,528 in liabilities as of the Chapter 11 filing. As reported by the TCR on Jan. 3, 2013, Bankruptcy Judge Thad J. Collins granted the request of creditor Irwin County to transfer the venue of the Debtor's Chapter 11 bankruptcy case to the U.S. Bankruptcy Court for the Northern District of Georgia. The Hon. Paul W. Bonapfel of the U.S. Bankruptcy Court for the Northern District of Georgia presides over the case. No committee has been appointed in the case. James A. Wagner, Esq., at Wagner Choi & Verbrugge, represents Sun Kona Finance I, LLC and Sun Kona Finance II, LLC, as counsel. MUNICIPAL CORRECTIONS: James Bates to Handle Tax Assessments ------------------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of Georgia authorized Municipal Corrections, LLC, to expand the scope of employment of James Bates Brannan Groover LLP as special counsel. James Bates' scope of work will now include representing the Debtor with respect to the appeal of ad valorem tax assessments by Irwin County, Georgia for the years 2011 and 2012, and all ad valorem tax claims asserted in the case. As reported by the Troubled Company Reporter on Jan. 24, 2013, the Debtor obtained Court approval to employ James Bates Brannan Groover LLP as its special counsel. As reported by the TCR on Oct. 18, 2012, James Bates will, among others: -- represent the Debtor in an appeal of the 2011 and 2012 ad valorem assessment or bankruptcy court determination of the assessment; and -- handle all issues relating to ad valorem claims made by Irwin County, including without limitation possible objections to claims of the Irwin County or the City of Occilla, Georgia. The hourly rates of James Bates' personnel are: Attorneys $140 - $355 Paralegals/Reserach Assistants $50 - $120 John Flanders Kennedy $290 Jack Nichols $180 Dawn Hussey, paraprofessional $120 About Municipal Corrections Hamlin Capital Management, LLC, Oppenheimer Rochester National Municipals, and UMB, N.A., as indenture trustee -- owed an aggregate $90 million on a bond debt -- filed an involuntary Chapter 11 petition for Municipal Corrections, LLC (Bankr. D. Nev. Case No. 12-12253) on Feb. 29, 2012. Jon T. Pearson, Esq., at Ballard Spahr LLP, in Las Vegas, Nevada, serves as counsel to the petitioners. In August, the bankruptcy judge ruled that the prison is properly in Chapter 11 to reorganize. Austin E. Carter, Esq., at Stone & Baxter LLP, in Macon, Ga.; and Lenard E. Schwartzer, Esq., at Schwartzer & McPherson Law Firm, in Las Vegas, Nev., represent the Debtor as counsel. The Debtor disclosed $656,378 in assets and $61,769,528 in liabilities as of the Chapter 11 filing. As reported by the TCR on Jan. 3, 2013, Bankruptcy Judge Thad J. Collins granted the request of creditor Irwin County to transfer the venue of the Debtor's Chapter 11 bankruptcy case to the U.S. Bankruptcy Court for the Northern District of Georgia. The Hon. Paul W. Bonapfel of the U.S. Bankruptcy Court for the Northern District of Georgia presides over the case. No committee has been appointed in the case. James A. Wagner, Esq., at Wagner Choi & Verbrugge, represents Sun Kona Finance I, LLC and Sun Kona Finance II, LLC, as counsel. MUNICIPAL CORRECTIONS: UMB Balks at Bid for Stay Relief ------------------------------------------------------- UMB Bank, N.A., responded to Irwin County, Georgia's motion for relief from the automatic stay in the Chapter 11 case of Municipal Corrections, LLC. UMB appears in its capacity as the successor indenture trustee with respect to participation certificates in the amount of $55 million, issued by Irwin County, Georgia, with respect to Municipal Corrections. The trustee disagrees with the major assertions by Irwin County in its stay relief motion. The trustee also disagrees with the County's ultimate conclusion that cause exists to lift the stay "because the Debtor is not fulfilling its postpetition obligations under the lease." The trustee asserts that, among other things: 1. the County has no interest that is not being adequately protected; 2. the County does not have the option to terminate the lease; 3. the Detention Center is generating sufficient revenues to continue operations. About Municipal Corrections Hamlin Capital Management, LLC, Oppenheimer Rochester National Municipals, and UMB, N.A., as indenture trustee -- owed an aggregate $90 million on a bond debt -- filed an involuntary Chapter 11 petition for Municipal Corrections, LLC (Bankr. D. Nev. Case No. 12-12253) on Feb. 29, 2012. Jon T. Pearson, Esq., at Ballard Spahr LLP, in Las Vegas, Nevada, serves as counsel to the petitioners. In August, the bankruptcy judge ruled that the prison is properly in Chapter 11 to reorganize. Austin E. Carter, Esq., at Stone & Baxter LLP, in Macon, Ga.; and Lenard E. Schwartzer, Esq., at Schwartzer & McPherson Law Firm, in Las Vegas, Nev., represent the Debtor as counsel. The Debtor disclosed $656,378 in assets and $61,769,528 in liabilities as of the Chapter 11 filing. As reported by the TCR on Jan. 3, 2013, Bankruptcy Judge Thad J. Collins granted the request of creditor Irwin County to transfer the venue of the Debtor's Chapter 11 bankruptcy case to the U.S. Bankruptcy Court for the Northern District of Georgia. The Hon. Paul W. Bonapfel of the U.S. Bankruptcy Court for the Northern District of Georgia presides over the case. No committee has been appointed in the case. James A. Wagner, Esq., at Wagner Choi & Verbrugge, represents Sun Kona Finance I, LLC and Sun Kona Finance II, LLC, as counsel. MUD KING: Wants to Hire BKD LLP as Accountant to File Tax Returns ----------------------------------------------------------------- Mud King Products, Inc., asks the U.S. Bankruptcy Court for the Southern District of Texas for permission to employ Gregory E. Usry of BKD LLP as accountant for the limited purposes of preparing state and federal tax returns and related filings. The hourly rates of firm's personnel are: Gregory Usry $390 Assistants $150 - $300 To the best of the Debtor's knowledge, the firm and its employees are "disinterested persons" as that term is defined in Section 101(14) of the Bankruptcy Code. About Melissa A. Haselden Mud King Products, Inc., filed a Chapter 11 petition (Bank. S.D. Tex. Case No. 13-32101) on April 5, 2013. The petition was signed by Erich Mundinger as vice president. The Debtor disclosed $18,959,158 in assets and $3,351,216 in liabilities as of the Chapter 11 filing. Melissa Anne Haselden, Esq., at Hoover Slovacek, LLP, represents the Debtor in its restructuring effort. Judge Karen K. Brown presides over the case. The U.S. Trustee was unable to appoint an official committee of unsecured creditor. MUD KING: Wants to Hire O'Connor & Associates as Tax Consultants ---------------------------------------------------------------- Mud King Products, Inc., asks the U.S. Bankruptcy Court for the Southern District of Texas for permission to employ O'Connor & Associates as tax consultants as of May 7, 2013, for the limited purposes of protesting the property tax valuation assessed on the industrial lease space, located at 5390 Greens Road, Houston, Texas 77032, for which Mud King is responsible. To the best of the Debtor's knowledge, O'Connor and its employees are "disinterested persons" as that term is defined in Section 101(14) of the Bankruptcy Code. The Debtor has been advised by O'Connor that it will not be charged for expenses. About Mud King Products, Inc. Mud King Products, Inc., filed a Chapter 11 petition (Bank. S.D. Tex. Case No. 13-32101) on April 5, 2013. The petition was signed by Erich Mundinger as vice president. The Debtor disclosed $18,959,158 in assets and $3,351,216 in liabilities as of the Chapter 11 filing. Melissa Anne Haselden, Esq., at Hoover Slovacek, LLP represents the Debtor in its restructuring effort. Judge Karen K. Brown presides over the case. The U.S. Trustee was unable to appoint an official committee of unsecured creditor. NASSAU TOWER: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Nassau Tower Realty, LLC 619 Alexander Road Princeton, NJ 08540 Bankruptcy Case No.: 13-24984 Chapter 11 Petition Date: July 9, 2013 Court: U.S. Bankruptcy Court District of New Jersey (Trenton) Judge: Michael B. Kaplan Debtor's Counsel: Paul Maselli, Esq. MASELLI WARREN, P.C. 600 Alexander Road Princeton, NJ 08540 Tel: (609) 452-8411 Fax: (609) 452-8422 E-mail: pmaselli@maselliwarren.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Louis Mercatanti, officer of Nassau Holdings, Inc. Debtor's List of Its 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Fox Rothschild, LLP -- $242,642 P.O. Box 5231 Princeton, NJ 08540 Second Goodier -- $240,000 2330 West Joppa Road Lutherville, MD 21093 The Elm Group, Inc. -- $71,373 345 Wall Street Princeton, NJ 08540 Crow & Associates -- $20,441 140-144 Nassau St. Condo -- $16,756 Association Global Signal Acquisitions, LLC -- $6,300 Treasurer ? State of New Jersey -- $4,350 Samuel Stoth2Off Co., Inc. -- $3,624 Ray's HVAC Service Corp. -- $3,432 Jersey Coast Appliance -- $3,000 Larsen Plumbing and Heating, LLC -- $2,600 Knox Hill Townhomes Condo -- $2,370 Association Barlo & Associates, LLC -- $2,250 InTouch America -- $1,711 Air Consulting Services, LLC -- $1,580 Amy Greene Environmental -- $1,500 Jersey Central Power and Light -- $1,388 Scott's Lawn Care, LLC -- $1,017 R.C. Burdick, P.E., P.C. -- $960 Timothy R. Smith, Esq. -- $917 NATIONAL ENVELOPE: Reaches Deal Allowing for Consensual Bankruptcy ------------------------------------------------------------------ Michael Bathon, writing for Bloomberg News, reported that NE Opco Inc., the largest closely held envelope maker in North America, reached a settlement with creditors and lenders that will allow for a consensual ride through the bankruptcy process, a company lawyer said. According to the report, the envelope maker was set to seek court approval at a hearing on July 13 in Wilmington, Delaware, to obtain access to the final $7.5 million of a $67.5 million bankruptcy loan. Instead, the company announced that it had reached an agreement on how the bankruptcy will proceed, gaining the support of the official unsecured creditors committee. "We have come up with a fully negotiated comprehensive settlement" with key stakeholders, John Knight, a lawyer for NE Opco, told U.S. Bankruptcy Judge Christopher Sontchi, the report related. "It sends a message to the market that buyers that are interested are not buying into" a litigious or contentious case, he added. NE Opco will return to court July 19 to seek approval of the settlement and final amount of financing, the report said. Under the agreement, $25,000 will be put into a trust every week for 10 weeks for general unsecured creditors and those with 503(b)(9) claims, referring to the section of the bankruptcy code about creditors that have supplied goods within the 20 days preceding a company's bankruptcy filing, the report added. In addition, $500,000 would be deposited when the company reaches a sale agreement with a buyer, according to Robert J. Feinstein, a lawyer for unsecured creditors, the report further related. About National Envelope National Envelope is the largest privately-help manufacturer of envelopes in North America. Headquartered in Frisco, Texas, National Envelope has eight plants and 15 percent of the envelope market. Revenue of $427 million in 2012 resulted in a $60.1 million net loss, continuing an unbroken string of losses since 2007. NE OPCO, Inc., doing business as National Envelope, along with affiliate NEV Credit Holdings, Inc., filed petitions seeking relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 13-11483) on June 10, 2013. The company disclosed liabilities including $148.4 million in secured debt, with $37.5 million owing on a revolving credit and $15.6 million on a secured term loan. There is a $55.7 million second-lien debt 82 percent held by a Gores Group LLC affiliate. National Envelope, then known as NEC Holdings Corp., first sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 10-11890) on June 10, 2010. The business was bought by Gores Group LLC for $208 million in a bankruptcy sale. National Envelope, through NE OPCO, has returned to bankruptcy to pursue a plan of reorganization or sell the assets as a going concern via 11 U.S.C. Sec. 363. The Debtor plans to facilitate a sale of the business with publicly traded competitor Cenveo Inc. In the new Chapter 11 case, the company has tapped the law firm Richards, Layton & Finger as counsel, PricewaterhouseCoopers LLP as financial adviser, and Epiq Bankruptcy Solutions as claims and notice agent. The Gores Group is represented by Weil, Gotshal and Manges LLP and Lowenstein Landler LLP. Salus Capital Partners, the DIP agent, is represented by Choate, Hall & Stewart LLP and Morris Nichols Arsht & Tunnell LLP. Wells Fargo Capital Finance, LLC, the prepetition senior agent, is represented by Goldberg Kohn Ltd and DLA Piper. NATIONAL SURGICAL: Moody's Assigns B2 Rating to New Debt Facility ----------------------------------------------------------------- Moody's Investors Service assigned a B2 (LGD 3, 49%) rating to National Surgical Hospitals, Inc.'s proposed senior secured credit facility, consisting of a $30 million revolver expiring 2018 and a $157.5 million term loan due 2019. Moody's also affirmed the existing ratings of NSH, including the B2 Corporate Family Rating and B2-PD Probability of Default Rating. The outlook for the ratings is stable. Moody's understands that the proceeds of the new facility will be used to refinance the company's existing debt. Moody's will withdraw the ratings on NSH's existing bank debt at the close of the financing transaction. Ratings assigned: $30 million senior secured revolving credit facility expiring 2018 at B2 (LGD 3, 49%) $157.5 million senior secured term loan B due 2019 at B2 (LGD 3, 49%) Ratings affirmed: Senior secured revolving credit facility expiring 2016 at B2 (LGD 4, 51%) Senior secured term loan due 2017 at B2 (LGD 4, 51%) Corporate Family Rating at B2 Probability of Default Rating at B2-PD Ratings Rationale: NSH's B2 Corporate Family Rating reflects Moody's expectation that leverage will remain high as modest free cash flow limits the ability to materially reduce debt levels. Further, since legislation limits the ability to develop and open new physician owned hospitals or add beds at existing facilities, Moody's expects that meaningful growth will likely require a combination of acquisitions and investments in service line extensions. Moody's also recognizes that the company's hospitals have a relatively favorable payor mix, which limits exposure to uncompensated care costs and supports continued profitability. The stable rating outlook reflects Moody's expectation that the company will continue to realize modest same facility revenue growth, which should result in EBITDA growth but not meaningfully reduce leverage. The outlook also reflects Moody's view that while the company will look for acquisitions in the surgical hospital space to gain additional scale, NSH will maintain a disciplined approach to its acquisition strategy and its use of additional leverage. Given the expectation that considerable leverage will remain and the relatively small scale of the company, Moody's does not foresee an upgrade of the ratings in the near term. However, if the company can effectively increase its scale, thereby reducing the concentration in a small number of facilities, and grow its same facility revenue base while reducing leverage, Moody's could upgrade the ratings. More specifically, if Moody's comes to expect adjusted debt to EBITDA to decline and be sustained below 4.0 times, excluding the adjustment for preferred stock, the ratings could be upgraded. If the company increases leverage to acquire facilities or experiences difficulty in growing same facility revenue, Moody's could downgrade the rating. Moody's could also downgrade the rating if there are additional restrictions placed on the physician owned specialty hospital operating model or if there are negative reimbursement developments related to the services provided by the company's hospitals, especially in the orthopedic area in which the company focuses. Specifically, if debt to EBITDA, excluding the adjustment for preferred stock, were to be sustained at or above 6.0 times, the ratings could be downgraded. The principal methodology used in this rating was the Global Healthcare Service Providers published in December 2011. 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 Chicago, IL, National Surgical Hospitals, Inc. owns and operates surgical facilities specializing in orthopedic, neurosurgery and more complex general surgery cases. The company's facilities are operated in partnership or joint venture relationships with physicians or other providers in the respective market area. As of March 31, 2013, the company operated 13 surgical hospitals and six ambulatory surgery centers. The company recognized $296 million in revenue for the twelve months ended March 31, 2013. NAVISTAR INTERNATIONAL: Extends Expiration of Rights Plan to 2015 ----------------------------------------------------------------- Navistar International Corporation has amended the settlement agreements the company has in place with each of Icahn Partners and MHR Fund Management LLC. The Company also made changes to its Stockholder Rights Plan. As part of the agreements, each of Icahn and MHR will have the opportunity to designate two nominees for election to the Board of Directors at the company's Annual Meeting of Shareholders in February 2014. In addition, Icahn and MHR each has agreed that it will not run a proxy contest at the 2014 Annual Meeting and will support the Board's nominees, as well as certain other provisions. The Board has also approved an amendment to the Company's Rights Plan that extends its expiration date from Aug. 31, 2013, to June 18, 2015, and allows for an increase in beneficial ownership of common stock from 15 percent to 19.99 percent without triggering the Rights pursuant to the Rights Plan. The Amendment No. 5 amends the Rights Agreement, as amended, between Navistar and Computershare Inc., as successor-in-interest to Computershare Shareowner Services LLC, as rights agent. On June 19, 2012, the Board of Directors of Navistar authorized and declared a dividend distribution of one right for each outstanding share of the common stock of the Company, par value $0.10 per share, to stockholders of record at the close of business on June 29, 2012. Each Right entitles the registered holder to purchase from the Company a unit consisting of one one-thousandth of a share of a newly authorized series of Junior Participating Preferred Stock, Series A, par value $1.00 per share, at a purchase price of $140.00 per Unit, subject to adjustment. To allow for the additional director designated by the amended settlement agreements, John C. (Jack) Pope has determined to retire from the Board effective immediately. Mr. Pope's retirement leaves nine members on Navistar's Board until the Company's Annual Meeting of Shareholders in February 2014, at which point the Company plans to nominate ten directors. "On behalf of the Board, I would like to thank Jack Pope for his contributions and service to Navistar during his time as a director," said James Keyes, Navistar Board of Directors non- executive chairman. "We view the updated agreements with Icahn Partners and MHR, as well as the amendment to the Rights Plan, as positive steps as we continue to execute our turnaround plan and drive the company to restored profitability," said Troy Clarke, Navistar president and chief executive officer. Details about the Rights Plan and the amended agreements with Icahn and MHR are available for free at http://is.gd/RFPsSX About Navistar International Navistar International Corporation (NYSE: NAV) -- http://www.Navistar.com/-- is a holding company whose subsidiaries and affiliates subsidiaries produce International(R) brand commercial and military trucks, MaxxForce(R) brand diesel engines, IC Bus(TM) brand school and commercial buses, Monaco RV brands of recreational vehicles, and Workhorse(R) brand chassis for motor homes and step vans. It also is a private-label designer and manufacturer of diesel engines for the pickup truck, van and SUV markets. The Company also provides truck and diesel engine parts and service. Another affiliate offers financing services. Navistar incurred a net loss attributable to the Company of $3.01 billion for the year ended Oct. 31, 2012, compared with net income attributable to the Company of $1.72 billion during the prior year. As of April 30, 2013, the Company had $8.72 billion in total assets, $12.36 billion in total liabilities and a $3.64 billion total stockholders' deficit. * * * In the Aug. 3, 2012, edition of the TCR, Moody's Investors Service lowered Navistar International Corporation's Corporate Family Rating (CFR), Probability of Default Rating (PDR), and senior note rating to B2 from B1. The downgrade of Navistar's ratings reflects the significant challenges the company will face during the next eighteen months in re-establishing the profitability and competitiveness of its US and Canadian truck operations in light of the failure to achieve EPA certification of its EGR emissions technology, the significant reductions in military revenues and substantially higher engine warranty reserves. As reported by the TCR on June 19, 2013, Standard & Poor's Ratings Services said it lowered its long-term corporate credit rating on Illinois-based truckmaker Navistar International Corp. (NAV) to 'B-' from 'B'. The rating downgrades reflect S&P's negative reassessment of NAV's business risk profile to "vulnerable" from "weak". As reported by the TCR on Jan. 24, 2013, Fitch Ratings has affirmed the Issuer Default Ratings (IDR) for Navistar International Corporation and Navistar Financial Corporation at 'CCC' and removed the Negative Outlook on the ratings. The removal reflects Fitch's view that immediate concerns about liquidity have lessened, although liquidity remains an important rating consideration as NAV implements its selective catalytic reduction (SCR) engine strategy. Other rating concerns are already incorporated in the 'CCC' rating. NAVISTAR INTERNATIONAL: M. Rachesky Holds 14.9% Equity Stake ------------------------------------------------------------ In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Mark H. Rachesky, M.D., MHR Institutional Partners III LP, MHR Institutional Advisors III LLC, MHR Fund Management LLC and MHR Holdings LLC disclosed that as of July 14, 2013, they beneficially owned 12,006,878 shares of common stock of Navistar International Corporation representing 14.933 percent of the shares outstanding. The MHR Entities previously disclosed beneficial ownership of 11,873,000 common shares or 14.98 percent equity stake as of Oct. 24, 2012. On July 14, 2013, the MHR Entities and the Company entered into Amendment No. 1 to the Settlement Agreement, dated Oct. 5, 2012. Pursuant to the Settlement Agreement Amendment, the Company agreed that Dr. Rachesky would continue to serve on the Company's board of directors. In addition, MHR will not solicit proxies or conduct a proxy contest at the 2014 Annual Meeting and will support the Board's nominees, as well as certain other provisions. A copy of the amended regulatory filing is available at: http://is.gd/Bs39rN About Navistar International Navistar International Corporation (NYSE: NAV) -- http://www.Navistar.com/-- is a holding company whose subsidiaries and affiliates subsidiaries produce International(R) brand commercial and military trucks, MaxxForce(R) brand diesel engines, IC Bus(TM) brand school and commercial buses, Monaco RV brands of recreational vehicles, and Workhorse(R) brand chassis for motor homes and step vans. It also is a private-label designer and manufacturer of diesel engines for the pickup truck, van and SUV markets. The Company also provides truck and diesel engine parts and service. Another affiliate offers financing services. Navistar incurred a net loss attributable to the Company of $3.01 billion for the year ended Oct. 31, 2012, compared with net income attributable to the Company of $1.72 billion during the prior year. As of April 30, 2013, the Company had $8.72 billion in total assets, $12.36 billion in total liabilities and a $3.64 billion total stockholders' deficit. * * * In the Aug. 3, 2012, edition of the TCR, Moody's Investors Service lowered Navistar International Corporation's Corporate Family Rating (CFR), Probability of Default Rating (PDR), and senior note rating to B2 from B1. The downgrade of Navistar's ratings reflects the significant challenges the company will face during the next eighteen months in re-establishing the profitability and competitiveness of its US and Canadian truck operations in light of the failure to achieve EPA certification of its EGR emissions technology, the significant reductions in military revenues and substantially higher engine warranty reserves. As reported by the TCR on June 19, 2013, Standard & Poor's Ratings Services said it lowered its long-term corporate credit rating on Illinois-based truckmaker Navistar International Corp. (NAV) to 'B-' from 'B'. The rating downgrades reflect S&P's negative reassessment of NAV's business risk profile to "vulnerable" from "weak". As reported by the TCR on Jan. 24, 2013, Fitch Ratings has affirmed the Issuer Default Ratings (IDR) for Navistar International Corporation and Navistar Financial Corporation at 'CCC' and removed the Negative Outlook on the ratings. The removal reflects Fitch's view that immediate concerns about liquidity have lessened, although liquidity remains an important rating consideration as NAV implements its selective catalytic reduction (SCR) engine strategy. Other rating concerns are already incorporated in the 'CCC' rating. NNN PARKWAY: Hearing on Cash Use Continued to Aug. 7 ---------------------------------------------------- Debtor NNN Parkway 400 26, LLC, and Lender WBCMT 2007-C31 Amberpark Office Limited Partnership have agreed to the Debtor's continued use of cash collateral on the same terms and conditions as previously approved, pursuant to a budget for the months of July 2013 through September 2013. Pursuant to the Stipulation, on or before July 15, 2013, the Debtor will make a payment to Lender in the amount of $42,500. The cash collateral hearing will be continued from July 10, 2013, to Aug. 7, 2013, at 11:00 a.m. As reported in the TCR on June 28, 2013, the Court has authorized the Debtor, on an interim basis, to use cash collateral in which WBCMT 2007-C31 Amberpark Office Limited Partnership, the lender, asserts an interest. The Debtor had access to cash collateral through June 30, 2013, to make disbursement necessary to protect, preserve and maintain the value of the property -- a commercial real property located in Alpharetta, Georgia. As adequate protection from any diminution in value of the lender's collateral, the Debtor will grant the lender replacement liens in the property's postpetition rents. Counsel for the Debtor can be reached at: Christine E. Baur, Esq. LAW OFFICE OF CHRISTINE E. BAUR 4563 Carmel Mountain Drive, Suite 308 #332 San Diego, CA 92130 Tel: (858) 350-3757 Fax: (858) 876-9480 E-mail: christine@baurbklaw.com - and - Beth E. Gaschen, Esq. WEILAND, GOLDEN, SMILEY, WANT EKVALL & STROK, LLP 650 Town Center Drive, Suite 950 Costa Mesa, CA 92626 Tel: (714) 966-1000 Fax: (714) 966-1002 E-mail: bgaschen@wgllp.com Counsel for Lender can be reached at: Charles R. Gibbs, Esq. AKIN GUMP STRAUSS HAUER & FELD LLP Dallas, TX Tel: (214) 969-4710 Fax: (214) 969-4343 E-mail: cgibbs@akingump.com About NNN Parkway 400 NNN Parkway 400 26, LLC, filed a bare-bones Chapter 11 petition (Bankr. C.D. Cal. Case No. 12-24593) in Santa Ana, California, on Dec. 31, 2012. Judge Theodor Albert presides over the case. Dana Point, California-based NNN Parkway estimated assets and debts of $10 million to $50 million. Christine E. Baur, Esq., at the Law Office of Christine E. Baur; Beth Gaschen, Esq., and David A. Lee, Esq., at Weiland, Golden, Smiley, Wang Ekvall & Strok, LLP, represent the Debtor. OCD LLC: Wants Receiver to Turn Over Property --------------------------------------------- OCD, LLC, objected to FTL Lorian LLC's motion to vacate the automatic stay under Section 362 (d)(1) and authorize the receiver to retain possession of the property. According to the Debtor, (i) it has not mismanaged the property; (ii) the retention of the receiver will only benefit FTL; and (iii) the Debtor is not insolvent. The Debtor notes that to date, FTL has failed to provide any evidence supporting its contentions. The Debtor also requests that the Court direct the receiver to turn over possession of the Debtor's property. About OCD, LLC OCD, LLC, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 13-22416) on March 12, 2013. Charles E. Dewey, Jr., signed the petition as managing member. The Debtor disclosed $28,014,340 in assets and $17,021,500 in liabilities as of the Chapter 11 filing. Jeffrey A. Reich, Esq., at Reich Reich & Reich, P.C. represents the Debtor in its restructuring effort. The Court has established July 15, 2013, as the deadline for any individual or entity to file proofs of claim against the Debtor. The Court set Sept. 9, as governmental units bar date. OCD LLC: Butler Burgher to Provide Real Estate Valuation -------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York authorized OCD, LLC to employ Butler Burgher Group LLC to provide real estate valuation and consulting services regarding the Debtor's real property located in the Colorado resort area of Telluride, known as the Lorian -- Phase III, 111 San Joaquin Road, Mountain Village, Colorado. To the best of Debtor's knowledge, BBG does not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders. BBG will be paid $8,000 prior to commencement of the work on an appraisal of the property by a third party -- DDDG LLC, the majority owner of the Debtor -- and at the standard billing rates of Mike Rinner, MAI, a director of BBG as: Standard Hourly Rate: $190/hour including travel time Testimony/Deposition: $380/hour, four hour minimum. Five hours of time or more away from the office during one day will be billed as a full day at $3,040. Travel, Mileage, Other Cost Itemized Expenses About OCD, LLC OCD, LLC, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 13-22416) on March 12, 2013. Charles E. Dewey, Jr., signed the petition as managing member. The Debtor disclosed $28,014,340 in assets and $17,021,500 in liabilities as of the Chapter 11 filing. Jeffrey A. Reich at Reich Reich & Reich, P.C. represents the Debtor in its restructuring effort. The Court has established July 15, 2013, as the deadline for any individual or entity to file proofs of claim against the Debtor. The Court set Sept. 9, as governmental units bar date. ONCURE HOLDINGS: US Trustee Rips Latham's Retainer -------------------------------------------------- Lance Duroni of BankruptcyLaw360 reported that the U.S. trustee on Friday balked at the proposed fee arrangement private equity-owned OnCure Holdings Inc. has struck with its bankruptcy counsel, Latham & Watkins LLP, saying the $425,000 retainer is a gratuitous financial protection for the law firm. According to the report, Latham has requested that a prepetition retainer paid by the cancer center operator be converted to a so- called "evergreen retainer," which means it will be held throughout the case until the firm's fees are approved on a final basis. About OnCure Holdings Headquartered in Englewood, Colorado, OnCure Holdings, Inc. -- http://www.oncure.com/-- provides management services and facilities to oncology physician groups throughout the country. OnCure Holdings and its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 13-11540 to 13-11562) in Wilmington on June 14, 2013. Bradford C. Burkett signed the petition as CEO. On the Petition Date, the Debtors disclosed total assets of $179,327,000 and total debts of $250,379,000. There's at least $15 million owing on a first-lien term loan facility, as well as $210 million on prepetition secured notes. Paul E. Harner, Esq., and Keith A. Simon, Esq., at Latham & Watkins LLP, in New York, serve as the Debtors' lead bankruptcy counsel. Daniel J. DeFranceschi, Esq., at Richards, Layton & Finger P.A., in Wilmington, Delaware, serves as the Debtors' local Delaware counsel. Kurtzman Carson Consultants is the claims and notice agent. Match Point Partners LLC provides management services to OnCure. The Debtors have signed a deal to sell the business to Radiation Therapy Services Holdings Inc. for $125 million, absent higher and better offers. RTS's offer comprises $42.5 million in cash (plus covering certain expenses and subject to certain working capital adjustments) and up to $82.5 million in assumed debt. Secured noteholders are supporting the RTS deal. Millstein & Co., Kirkland & Ellis LLP, Alvarez & Marsal and Deloitte advised Radiation Therapy in connection with the transaction. Promptly before the bankruptcy filing, the Debtors entered into a restructuring support agreement with the members of an ad hoc committee of its secured notes, constituting 100% of the lenders under the first lien term loan credit agreement and approximately 73% of the secured notes, pursuant to which they have agreed to support a stand-alone restructuring of the Debtors, subject to an auction process for a sale of substantially all of the Debtors' assets or the equity of the reorganized Debtors pursuant to a chapter 11 plan. ORCHARD SUPPLY: $177-Mil. DIP Financing Gets Final Court Okay ------------------------------------------------------------- Orchard Supply Hardware Stores on July 16 disclosed that the United States Bankruptcy Court for the District of Delaware has given final approval for the Company to access $177 million in debtor in-possession financing provided by Wells Fargo Bank, the Company's existing ABL Lender, and its Term Loan Lenders. This financing, in addition to Orchard's ongoing cash flow, will ensure the Company is able to continue meeting its financial obligations throughout the Chapter 11 case. The Court previously had given interim approval for the DIP financing agreement on June 19, 2013. "We appreciate the Court's careful consideration and approval of our DIP financing, which is critical to maintaining our normal operations during the Chapter 11 process" said Mark Baker, Orchard President and Chief Executive Officer. "Our suppliers, customers and associates have been tremendously supportive, and we look forward to our sale hearing at the end of August." As disclosed on June 17, 2013, Orchard has reached an agreement through which Lowe's Companies, Inc. will acquire the majority of its assets for $205 million in cash, plus the assumption of payables owed to nearly all of Orchard's supplier partners. Under the terms of this agreement, Orchard will operate as a separate, standalone business at the completion of the sale process, retaining its brand, management team and associates. To facilitate the sale and restructure its balance sheet, Orchard filed voluntary Chapter 11 petitions in the United States Bankruptcy Court for the District of Delaware. The agreement with Lowe's comprises the initial stalking horse bid in the Court- supervised auction process under Section 363 of the Bankruptcy Code. On July 8, 2013, the Court approved bidding procedures establishing August 9, 2013, as the deadline by which any competing offers for the Company's assets must be received. If the Company receives any qualifying bids in advance of this deadline, an auction will be held on August 14, 2013. The final sale hearing has been scheduled for August 20, 2013. Orchard's customers and suppliers can access additional information about the Company's Chapter 11 filing on its dedicated website, http://www.OrchardRestructuring.com Orchard also has established a supplier support center, which may be reached at 855-529-6819 or suppliers@osh.com. Orchard is advised in this financial restructuring by Moelis & Company, FTI Consulting, and DLA Piper. * * * Jamie Santo of BankruptcyLaw360 reported that U.S. Bankruptcy Judge Christopher S. Sontchi agreed to sign off on the DIP package, overruling the objection of the official committee of unsecured creditors, which had urged the court to reject a $12 million loan furnished by a group of prepetition lenders. Meanwhile, Jacqueline Palank writing for Dow Jones' DBR Small Cap reports that Orchard's chief financial officer testified in court Monday afternoon that a competing bid from Orchard Supply Hardware Corp.'s lenders helped push Lowe's Cos.' offer for the hardware chain's assets to $205 million from $190 million. About Orchard Supply San Jose, Calif.-based Orchard Supply Hardware Stores Corporation operates neighborhood hardware and garden stores focused on paint, repair and the backyard. It was spun off from Sears Holdings Corp. in 2012. Orchard Supply and two affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-11565) on June 16 to facilitate a restructuring of the company's balance sheet and a sale of its assets for $205 million in cash to Lowe's Companies, Inc., absent higher and better offers. In addition to the $205 million cash, Lowe's has agreed to assume payables owed to nearly all of Orchard's supplier partners. Bankruptcy Judge Christopher S. Sontchi oversees the case. Michael W. Fox signed the petitions as senior vice president and general counsel. The Debtors disclosed total assets of $441,028,000 and total debts of $480,144,000. Stuart M. Brown, Esq., at DLA Piper LLP (US), in Wilmington, Delaware; and Richard A. Chesley, Esq., Chun I. Jang, Esq., and Daniel M. Simon, Esq., at DLA Piper LLP (US), in Chicago, Illinois, are the Debtors' counsel. Moelis & Company LLC serves as the Debtors' investment banker. FTI Consulting, Inc., serves as the Debtors' financial advisors. A&G Realty Partners, LLC, serves as the Debtors' real estate advisors. BMC Group Inc. is the Debtors' claims and noticing agent. ORECK CORP: Court Approves RAM as Winning Bidder for Assets ----------------------------------------------------------- Royal Appliance Mfg. Co., a subsidiary of the TTI Group, on July 16 disclosed that the United States Bankruptcy Court, Middle District of Tennessee formally approved RAM as the winning bidder for the assets of the Oreck Corporation. "Oreck is a great brand representing high quality innovative products and great customer service," Simon Lawson, Global President, TTI Floor Care said. TTI confirmed its plans to maintain production at the Cookeville, TN facility. "The Cookeville plant has unique capabilities and represents a strong fit with our existing portfolio of production facilities," Mr. Lawson said. "We will be reviewing the situation with regard to Oreck company-owned stores and will be meeting with the team in Oreck's Nashville headquarters over the next few days to discuss future opportunities." The Oreck Brand, founded 50 years ago, earned category leading consumer loyalty by delivering high quality premium products and backing up those products with unbeatable customer service. About Oreck Corp. Oreck Corporation and eight affiliates sought Chapter 11 protection (Bankr. M.D. Tenn. Lead Case No. 13-04006) in Nashville, Tennessee, on May 6, 2013, with plans to sell the business as a going concern. Oreck has been in the business of manufacturing, marketing and selling vacuum cleaners and related products since the late 1960s. The corporate offices are located in Nashville, and the manufacturing and call center is located in Cookeville, Tennessee. Oreck has 70 employees in Nashville, 250 employees at its plant in Cookeville and 325 employees operating 96 company-owned and managed retail stores. The Debtor estimated at least $10 million in assets and liabilities as of the Chapter 11 filing. William L. Norton III, Esq., and Alexandra E. Dugan, Esq., at Bradley Arant Boult Cummings LLP, serve as counsel to the Debtor. BMC Group Inc. is the claims and notice agent. Sawaya Segalas & Co., LLC serves as financial advisor. The U.S. Trustee appointed six creditors to the Official Committee of Unsecured Creditors. Daniel H. Puryear, Esq., at Puryear Law Group, and Sharon L. Levine, Esq., and Kenneth A. Rosen, Esq., at Lowenstein Sandler LLP represent the Committee. The Committee tapped to retain Gavin/Solmonese LLC as it financial advisor. PATRIOT COAL: Knighthead, Aurelius Facing Opposition to Fees ------------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the Department of Justice is arguing in newly filed court papers that Patriot Coal Corp. shouldn't be allowed to pay unlimited fees to Knighthead Capital Management LLC and Aurelius Capital Management LP to reimburse them for expenses in negotiating a rights offering to buy hundreds of millions of dollars of securities not purchased by other creditors. According to the report, the objection was raised by the U.S. Trustee in advance of a July 23 hearing in U.S. Bankruptcy Court in St. Louis. The rights offering would represent some of the funds to enable emergence from bankruptcy. The two investors together have 54 percent of Patriot's senior notes and about 10 percent of the convertible notes, according to a court filing. The report notes that a June 18 bankruptcy court filing by Patriot didn't give details of the rights offering or the reorganization plan. About Patriot Coal St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer and marketer of coal in the eastern United States, with 13 active mining complexes in Appalachia and the Illinois Basin. The Company ships to domestic and international electricity generators, industrial users and metallurgical coal customers, and controls roughly 1.9 billion tons of proven and probable coal reserves. Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11 petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9, 2012. Patriot said it had $3.57 billion of assets and $3.07 billion of debts, and has arranged $802 million of financing to continue operations during the reorganization. Davis Polk & Wardwell LLP is serving as legal advisor, Blackstone Advisory Partners LP is serving as financial advisor, and AP Services, LLC is providing interim management services to Patriot in connection with the reorganization. Ted Stenger, a Managing Director at AlixPartners LLP, the parent company of AP Services, has been named Chief Restructuring Officer of Patriot, reporting to the Chairman and CEO. GCG, Inc. serves as claims and noticing agent. The U.S. Trustee appointed a seven-member creditors committee. Kramer Levin Naftalis & Frankel LLP serves as its counsel. HoulihanLokey Capital, Inc., serves as its financial advisor and investment banker. Epiq Bankruptcy Solutions, LLC, serves as its information agent. On Nov. 27, 2012, the New York bankruptcy judge moved Patriot's bankruptcy case to St. Louis. The order formally sending the reorganization to Missouri was signed December 19 by the bankruptcy judge. The New York Judge in a Jan. 23, 2013 order denied motions to transfer the venue to the U.S. Bankruptcy Court for the Southern District of West Virginia. PENSON WORLDWIDE: Exclusive Periods Extension Sought ---------------------------------------------------- BankruptcyData reported that Penson Worldwide filed with the U.S. Bankruptcy Court a second motion to extend the exclusive period during which the Company can file a plan and solicit acceptances for its plan through and including September 10, 2013 and November 8, 2013. The motion explains, "Since the Entry of the First Extension Order, the Debtors have worked diligently to: (i) wind down their business operations in an orderly manner; (ii) respond to requests from the Committee, vendors, customers, employees, and other creditors; (iii) prepare amendments to the Debtors' schedules of assets and liabilities and statements of financial affairs (collectively, the 'Schedules and Statements'); (iv) prepare objections to various claims; (v) obtain Court approval of the Disclosure Statement; and (vi) negotiate and draft a confirmable plan of liquidation. In light of the Debtors' accomplishment of the above-enumerated milestones, and viewed in light of the various factors considered by courts in determining whether cause exists for an extension of the Exclusive Periods, the Debtors believe that each of the factors relevant to these cases weighs in favor of the relief requested herein." The Court scheduled an August 6, 2013 hearing to consider the motion. About Penson Worldwide Plano, Texas-based Penson Worldwide Inc. and its affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 13-10061) on Jan. 11, 2013. Founded in 1995, Penson Worldwide is provider of a range of critical securities and futures processing infrastructure products and services to the global financial services industry. The company's products and services include securities and futures clearing and execution, financing and cash management technology and other related offerings, and it provides tools and services to support trading in multiple markets, asset classes and currencies. Penson was one of the top two clearing brokers overall in the United States. Its foreign-based subsidiaries were some of the largest independent clearing brokers in Canada and Australia and the second largest independent clearing broker in the United Kingdom as of Dec. 31, 2010. In 2012, the company sold its futures division to Knight Capital Group Inc. and its broker-deal subsidiary to Apex Clearing Corp. But the company was unable to successfully streamline is business after the asset sales. Attorneys at Paul, Weiss, Rifkind, Wharton & Garrison LLP, and Young, Conaway, Stargatt & Taylor serve as counsel to the Debtors. Kurtzman Carson Consultants LLC is the claims and notice agent. The U.S. Trustee for Region 3 appointed three members to the Official Committee of Unsecured Creditors: (i) Schonfeld Group Holdings LLC; (ii) SunGard Financial Systems LLC; and (iii) Wells Fargo Bank, N.A., as Indenture Trustee. The Committee selected Hahn & Hessen LLP and Cousins Chipman & Brown, LLP to serve as its co-counsel, and Capstone Advisory Group, LLC, as its financial advisor. Kurtzman Carson Consultants LLC serves as its information agent. The company estimated $100 million to $500 million in assets and liabilities in its Chapter 11 petition. The last publicly filed financial statements as of June 30 showed assets of $1.17 billion and liabilities totaling $1.227 billion. PHAZAR CORP: More Time to Solicit Proxies for Plan of Merger ------------------------------------------------------------ PHAZAR CORP disclosed that at its Special Meeting of Stockholders held on July 16, the Company's stockholders approved the adjournment of the Special Meeting to allow additional time to solicit proxies for the proposal to adopt the Agreement and Plan of Merger, dated March 13, 2013, by and among PHAZAR, QAR Industries, Inc. and Antenna Products Acquisition Corp., a wholly owned subsidiary of Parent, pursuant to which Merger Sub will be merged with and into PHAZAR, with PHAZAR surviving the merger as a private company wholly owned by Parent. The Special Meeting will reconvene on July 24, 2013 at 4:00 p.m., Central Daylight Time, at the same location -- the National Depository Office, located at 405 W. Loop 820 South, Suite 100, Fort Worth, Texas. The Board of Directors, acting through its independent members, has recommended that stockholders vote "FOR" adoption of the Merger Agreement. As previously stated by the Company, the ramifications of failing to adopt the Merger Agreement and complete the merger include: -- Stockholders losing the certainty provided by the Merger Agreement of receiving a fixed amount of cash consideration for their shares of $1.25 per share; -- PHAZAR's plan to delist from NASDAQ and deregister from the SEC in order to reduce operating costs, which the Company expects would have a significant and adverse effect on the liquidity of its stock; and -- The probability that the Company will be unable to meet its obligations as they come due and may be forced to file for bankruptcy. These obligations include the $500,000 loan from Parent secured by the Company's real estate assets, which will become due and payable on July 31, 2013. The Company currently has insufficient cash to repay the loan and no anticipated source for refinancing. Of the votes that were submitted by proxy prior to the July 16 meeting, more than two-thirds were cast in favor of adoption of the Merger Agreement. However, the adoption of the Merger Agreement requires the affirmative vote of the holders of a majority of outstanding shares of PHAZAR's common stock, which includes nearly 700,000 shares that remained unvoted as of the time of the July 16 meeting. "The strong support for the Merger Agreement that we have received thus far from our stockholders who have voted is very encouraging," said Gary W. Havener, Chairman of the Board of Directors of PHAZAR. Mr. Havener added: "As we previously announced, leading independent proxy advisory firms ISS Proxy Advisory Services and Glass, Lewis & Co. have both recommended that stockholders vote FOR adoption of the Merger Agreement. [Tues]day's adjournment will provide stockholders who have not yet participated in this critical process the opportunity to do so, which we urge them to do." Stockholders who need assistance in voting their shares or who have questions regarding the special meeting may contact the Company's proxy solicitor, Georgeson, Inc. at 1-800-790-6795 or Kathy Kindle at PHAZAR 940-325-3301 ext. 245. Headquartered in Mineral Wells, Texas, PHAZAR CORP (NASDAQ: ANTP) -- http://www.phazarcorp.com/-- is a public company engaged, through its principal operating subsidiary, Antenna Products Corporation(TM), in the design and manufacture of antenna systems, towers and communication accessories worldwide. In addition, the Company has developed a line of military grade high performance mesh transceiver radios sold under the True Mesh Networks(TM) brand. United States government, military, civil agencies and prime contractors represent Antenna Products Corporation's principal customers. Under the PHAZAR(TM) brand, it sells to commercial markets. PICCADILLY RESTAURANTS: Yucaipa Finances Plan to Retain Ownership ----------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Piccadilly Restaurants LLC and a fund affiliated with Yucaipa Cos., the owner of the chain of 68 cafeteria-style eateries, filed a Chapter 11 reorganization plan last week to which Yucaipa will contribute funds to implement. Secured and unsecured creditors are to be paid in full over time. Full payment coupled with new investments will enable Los Angeles-based Yucaipa to retain ownership. The hearing for approval of the explanatory disclosure statement will take place on Aug. 13. The report recounts that Piccadilly filed for Chapter 11 protection in September in Lafayette, Louisiana, to prevent secured lender Atalaya Capital Management LP from having a receiver appointed. Atalaya, which Baton Rouge, Louisiana-based Piccadilly previously characterized as a "New York-based vulture fund," acquired the secured debt in April 2011, according to a filing in bankruptcy court. According to the report, the plan calls for rolling over the $24.2 million in debt owed to Atalaya into a new, five-year note with interest at 4.75 percent. The $990,000 in financing Atalaya supplied to finance the reorganization will be paid in full in cash when the plan is implemented. Unsecured creditors owed as much as $5.8 million will get notes bearing 9 percent interest. If not paid from excess cash flow, the notes will mature in two years. The report discloses that Yucaipa will receive a 9 percent note for the cash it contributes to confirmation. The Yucaipa note will be subordinated to the new notes to Atalaya and unsecured creditors. The amount of the contribution from Yucaipa hadn't been decided when the disclosure statement was filed. About Piccadilly Restaurants Piccadilly Restaurants, LLC, and two affiliated entities sought Chapter 11 bankruptcy protection (Bankr. W.D. La. Case Nos. 12-51127 to 12-51129) on Sept. 11, 2012. The affiliates are Piccadilly Food Service, LLC, and Piccadilly Investments LLC. Piccadilly Restaurants, LLC, headquartered in Baton Rouge, Louisiana, is the largest cafeteria-style restaurant in the United States, with operations in 10 states in the Southeast and Mid- Atlantic regions. It is wholly owned by Piccadilly Investments, LLC. Piccadilly operates an institutional foodservice division through a wholly owned subsidiary, Piccadilly Food Service, LLC, servicing schools and other organizations. With a history dating back to 1944, the Company operates 81 restaurants at three owned and 78 leased locations. Then known as Piccadilly Cafeterias, Inc., the Company filed for Chapter 11 relief (Bankr. S.D. Fl. Case No. 03-27976) on Oct. 29, 2003. Paul Steven Singerman, Esq., and Jordi Guso, Esq., at Berger Singerman, P.A. represented the Debtor in the case. After Piccadilly declared bankruptcy under Chapter 11, but before its plan was submitted to the Bankruptcy Court for the Southern District of Florida, the Bankruptcy Court authorized Piccadilly to sell its assets to Yucaipa Cos., for about $80 million. In October 2004, the Bankruptcy Court confirmed the plan. Judge Robert Summerhays oversees the 2012 cases. Lawyers at Jones, Walker, Waechter, Poitevent, Carrere & Denegre, LLP, in New Orleans, serve as the 2012 Debtors' counsel. BMC Group, Inc., serves as claims agent, noticing agent and balloting agent. In its schedules, the Debtor disclosed $34,952,780 in assets and $32,000,929 in liabilities. New York-based vulture fund Atalaya Administrative LLC, in its capacity as administrative agent for Atalaya Funding II, LP, Atalaya Special Opportunities Fund IV LP (Tranche B), and Atalaya Special Opportunities Fund (Cayman) IV LP (Tranche B), the Debtors' prepetition secured lender, is represented in the case by lawyers at Carver, Darden, Koretzky, Tessier, Finn, Blossman & Areaux, L.L.C.; and Patton Boggs, LLP. Henry G. Hobbs, Jr., Acting United States Trustee for Region 5, has appointed seven members to the official committee of unsecured creditors in the Debtors' Chapter 11 cases. In October, the Committee sought and obtained Court approval to employ Frederick L. Bunol, Albert J. Derbes, IV, of The Derbes Law Firm, L.L.C. as attorneys. PITT PENN: Ch.11 Trustee Seeks to Expand 2 Law Firms' Roles ----------------------------------------------------------- Norman Pernick, the Chapter 11 trustee for Pitt Penn Holding Co., et al., asks the Bankruptcy Court for an order modifying the employment of Peckar & Abramson, P.C., and Epstein & Cresci P.C., as special litigation counsels. A July 18, 2013, hearing at 10 a.m. has been set. The Debtors relate that it had filed a Chapter 11 Plan while Omtammot LLC have proposed competing plans of reorganization. These competing Plans and litigation from the Omtammot Plan and other issues between the Debtor and Omtammot cause the cases to progress at a pace which prompted the Court to issue an oral show cause order as to why the cases must not be converted to cases under Chapter 7 of the Bankruptcy Code. By the supplemental application, the Chapter 11 trustee seeks modification of P&A's and E&C's employment as special litigation counsel to the Debtors to provide that P&A and E&C are being retained as special litigation counsel to the trustee to continue prosecuting the adversary proceedings the Debtors are involved with. Cole Schotz, Meisel, Forman & Leonard, P.A., as bankruptcy counsel for the Debtors, and P&A and E&C will make every effort to minimize duplication of their work. To the best of the Chapter 11 trustee's knowledge, P&A and E&C had not provided services to the Debtor's creditors, equity security holders, or other parties in interest, or their respective attorneys, in any matter relating to the Debtors or their estates. About Pitt Penn and Industrial Enterprises Pitt Penn Holding Co., Inc., and Pitt Penn Oil Co., LLC, each filed voluntary petitions for Chapter 11 relief (Bankr. D. Del. Case Nos. 09-11475 and 09-11476) on April 30, 2009. Industrial Enterprises of America, Inc., f/k/a Advanced Bio/Chem, Inc., filed for Chapter 11 protection (Bankr. D. Del. Case No. 09-11508) on May 1, 2009. EMC Packaging, Inc., filed a voluntary petition for Chapter 11 relief (Bankr. D. Del. Case No. 09-11524) on May 4, 2009. Unifide Industries, LLC, and Today's Way Manufacturing LLC, each filed a voluntary petition for Chapter 11 relief (Bankr. D. Del. Case Nos. 09-11587 and 09-11586) on May 6, 2009. PPH, PPO, EMC, Unifide, and Today's Way are each subsidiaries of IEAM. The cases are jointly administered under Case No. 09-11475. Christopher D. Loizides, Esq., at Loizides, P.A., in Wilmington, Del., represents the Debtors as counsel. In its petition, Industrial Enterprises disclosed total assets of $50,476,697 and total debts of $17,853,997. Industrial Enterprises originally operated as a holding company with four wholly owned subsidiaries, PPH, EMC, Unifide, and Today's Way. PPH, through its wholly owned subsidiary, PPO, was a leading manufacturer, marketer and seller of automotive chemicals and additives. EMC's original business consisted of converting hydrofluorocarbon gases R134a and R152a into branded private label refrigerant and propellant products. Unifide was a leading marketer and seller of automotive chemicals and additives. Today's Way manufactured and packaged the products which were sold by Unifide. Norman L. Pernick was appointed as the chapter 11 trustee for the Debtors. The trustee tapped Cole, Schotz, Meisel, Forman & leonard, P.A., as counsel, and CohnReznick LLP as his exclusive financial advisor. PLAZA VILLAGE: May Hire Mountain Lakes as Management Company ------------------------------------------------------------ The U.S. Bankruptcy Court authorized Plaza Village Senior Living, LLC to employ Mountain Lakes Senior Living, Inc., as their management company. As reported by the Troubled Company Reporter on June 7, 2013, the Debtor believes Mountain Lakes is well qualified to represent it in marketing, managing, and operating the Debtor's Senior Living Project located at 950 L Avenue, National City, CA. Mountain Lakes has more than 30 years experience in marketing, managing, and operating senior living in the United States. The management agreement signed by the parties provide for a five- year term. Mountain Lakes will receive a monthly management fee equal to 5 percent of the facility's monthly gross receipts for the first year of the agreement, but in no case less than $5,000 per month; thereafter, the fee will increase to 6 percent. Mountain Lakes will also receive incentive fees of 5 percent of net operating income (NOI) in excess of the targeted NOI. Mountain Lakes' C. Rick Jensen attests that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Plaza Village Senior Living Plaza Village Senior Living, LLC, filed a Chapter 11 petition (Bankr. S.D. Cal. Case No. 13-02723) on March 19, 2013. The Debtor owns the facility known as Plaza Village Senior Living, consisting of 62 memory care beds, 32 assisted living beds and 14 independent living beds located at 950 L avenue, National City, California. Darryl Clubb signed the petition as managing member. The Debtor scheduled assets of $11,533,346 and scheduled liabilities of $15,751,246. Andrew H. Griffin, III, Esq., of Law Offices of Andrew H. Griffin, III, serves as the Debtor's counsel. On March 27, 2013, the bankruptcy case was transferred to the calendar of Bankruptcy Judge Peter W. Bowie for all further matters and hearings. Tiffany L. Carroll, Acting U.S. Trustee for Region 15, informed the Court that no committee of unsecured creditors has been appointed because sufficient indications of willingness to serve on the committee have not been received from eligible persons. PMI GROUP: Has Interim Court Permission to Retain New CEO and VP ---------------------------------------------------------------- Judge Brendan L. Shannon entered an interim order modifying the retention of Goldin Associates, LLC, to authorize the appointment of David W. Prager as chief executive officer and Matthew R. Flynn as vice president of The PMI Group, Inc. The Debtor is permitted to indemnify Messrs. Prager and Flynn on the same terms as provided to the Debtor's other officers and directors under the corporate bylaws and applicable state law, along with insurance coverage under the Debtor's directors and officers' policy. The Debtor is further authorized to designate Messrs. Prager and Flynn as named insureds under its directors' and officers' insurance policy on an interim basis. A final hearing on the motion will be held on July 18, 2013, at 11:00 a.m. ET About The PMI Group The PMI Group, Inc., is an insurance holding company whose stock had, until Oct. 21, 2011, been publicly-traded on the New York Stock Exchange. Through its principal regulated subsidiary, PMI Mortgage Insurance Co., and its affiliated companies, the Debtor provides residential mortgage insurance in the United States. The PMI Group filed for Chapter 11 bankruptcy (Bankr. D. Del. Case No. 11-13730) on Nov. 23, 2011. In its schedules, the Debtor disclosed $167,963,354 in assets and $770,362,195 in liabilities. Stephen Smith signed the petition as chairman, chief executive officer, president and chief operating officer. The Debtor said in the filing that it does not have the financial resources to pay the outstanding principal amount of the 4.50% Convertible Senior Notes, 6.000% Senior Notes and the 6.625% Senior Notes if those amounts were to become due and payable. The Debtor is represented by James L. Patton, Esq., Pauline K. Morgan, Esq., Kara Hammond Coyle, Esq., and Joseph M. Barry, Esq., at Young Conaway Stargatt & Taylor LLP. The Official Committee of Unsecured Creditors appointed in the case retained Morrison & Foerster LLP and Womble Carlyle Sandridge & Rice, LLP, as bankruptcy co-counsel. Peter J. Solomon Company serves as the Committee's financial advisor. The Plan provides that, generally, each holder of an allowed secured claim will be paid in full in cash. The Debtor did not schedule any claims as secured claims, but notes that approximately $129,000 in fixed amount has been asserted on an aggregate basis in proofs of claim filed against it, all subject to review and possible objection. As reported by the TCR on June 12, 2013, the Court has approved the disclosure statement explaining PMI Group, Inc.'s plan of reorganization and scheduled the confirmation hearing for July 18, 2013, at 11:00 a.m. (Prevailing Eastern Time). PRIMCOGENT SOLUTIONS: Files Schedules of Assets and Liabilities --------------------------------------------------------------- Primcogent Solutions LLC 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 $0 B. Personal Property $82,990,751 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $11,323,415 E. Creditors Holding Unsecured Priority Claims $626,584 F. Creditors Holding Unsecured Non-priority Claims $15,340,445 ----------- ----------- TOTAL $82,990,751 $27,290,444 A copy of the schedules is available for free at http://bankrupt.com/misc/PRIMCOGENT_SOLUTIONS_sal.pdf About Primcogent Solutions Primcogent Solutions, LLC, is a supplier and distributor of medical equipment and services in North America. Primcogent operates as the exclusive North American (and, through its European subsidiaries, Western European) seller or distributor of equipment manufactured by Erchonia Corporation, pursuant to exclusive license and supply agreements. Products sold include Erchonia's non-invasive body-contouring laser technology trademarked under the name Zerona(R), including the Zerona Body Laser. Primcogent was formed in late 2011 following the acquisition of the business of Santa Barbara Medical Innovations LLC for $18 million. Although the Erchonia agreement gave Primcogent perpetual rights to sell Erchonia products, Erchonia declared in March 2013 that the agreement has been terminated due to Primcogent's alleged failure to perform and starting that time stopped servicing Primcogent's products. Primcogent, on the other hand, claims Erchonia has committed fraud, breached the agreement and tortiously interfered with Primcogent's business. Primcogent cites, among other things, Erchonia's failure to obtain FDA clearance of Lunula, a laser technology used to treat or cure toe fungus. Primcogent also claims ORIX, its secured lender, is working in concert with Erchonia. A default in the Erchonia agreement triggered a cross-default in the credit agreement, and the secured lender has already seized control of Primcogent's cash account and is attempting to control warehouse inventory. Primcogent filed a bare-bones Chapter 11 petition (Bankr. N.D. Tex. Case No. 13-42368) in Ft. Worth, Texas, on May 20, 2013. The petition was signed by David Boris, chairman of board of managers of managing member. The Debtor estimated assets of at least $50 million and debts of at least $10 million. Judge Michael Lynn presides over the case. Jason Napoleon Thelen, Esq.,at Andrews Kurth, LLP, serves as the Debtor's counsel. ORIX is represented by Robert W. Jones, Esq., and Brian Smith, Esq., at Patton Boggs, LLP. Erchonia is represented by Ira M. Schwartz, Esq., and Lawrence D. Hirsh, Esq., at Deconcini McDonald Yetwin & Lacy, P.C., and J. Michael Sutherland, Esq., and Lisa M. Lucas, Esq., at Carrington, Coleman, Sloman & Blumenthal, LLP. PROMMIS HOLDINGS: Can Use Cash Thru Plan Effective Date ------------------------------------------------------- The Hon. Brendan L. Shannon of the U.S. Bankruptcy Court for the District of Delaware gave his stamp of approval on a stipulation and agreed final order authorizing Prommis Holdings, LLC, et al., to use cash collateral in which Gleacher Products Corp., as administrative agent to the lenders, asserts an interest. As of the Petition Date, the Debtors owed the lenders in the approximate outstanding principal amount of no less than $73,979,885. The agent has consented to the Debtors' limited use of cash collateral to pay postpetition vendors and other expenses of the Debtors' business until the effective date of the Debtors' Chapter 11 Plan or Plans. Such Effective Date must occur by Aug. 9, 2013. As adequate protection from any diminution in value of the lender's collateral, the Debtor will grant the agent adequate protection liens and claims, subject to carve out on certain expenses. 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 David S. Meyer at 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. Prommis Solutions, LLC, a debtor- affiliate disclosed $18,488,803 in assets and $260,232,313 in liabilities as of the Chapter 11 filing. 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. The Committee tapped Saul Ewing LLP and Hahn & Hessen as its co-counsels, and FTI Consulting, Inc., as its financial advisor. PROMMIS HOLDINGS: Interface Inc. Changes Name to EC Mailing Corp. ----------------------------------------------------------------- Prommis Holdings, LLC, et al., notified the Bankruptcy Court that Interface Inc., a debtor-affiliate, has changed its name to EC Mailing Corp., pursuant to an asset purchase agreement. The Debtor noted that on May 29, 2013, the Court approved the Debtors' sale of certain assets of Interface, Inc. to Cypress Innovations, Inc. On May 31, 2013, Interface Inc. amended Article One of its Amended and Restated Articles of Incorporation to change its name to "EC Mailing Corp." In May, Prommis auctioned off the assets of three of its subsidiaries with a $4.4 million offer from Cypress kicking off the bidding. 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 David S. Meyer at 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. Prommis Solutions, LLC, a debtor- affiliate disclosed $18,488,803 in assets and $260,232,313 in liabilities as of the Chapter 11 filing. 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. The Committee tapped Saul Ewing LLP and Hahn & Hessen as its co-counsels, and FTI Consulting, Inc., as its financial advisor. PROMMIS HOLDINGS: FTI Consulting Okayed as Committee Fin'l Advisor ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware authorized the Official Committee of Unsecured Creditors in the Chapter 11 cases of Prommis Holdings, LLC, et al., to retain FTI Consulting, Inc., as its financial advisor. FTI will assess and monitor the efforts of the Debtors and their professional advisors to maximize the value of the estates and to reorganize successfully. The hourly rates of FTI's personnel are: Senior Manging Directors $790 - $895 Directors/Managing Directors $570 - $755 Consultants/Senior Consultants $290 - $540 Administrative/Paraprofessional/ Associates $120 - $250 FTI has agreed to cap its blended hourly rate at $495 per hour. To the best of the Committee's knowledge, FTI does not hold or represent any interest adverse to the estate. 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 David S. Meyer at 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. Prommis Solutions, LLC, a debtor- affiliate disclosed $18,488,803 in assets and $260,232,313 in liabilities as of the Chapter 11 filing. 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. The Committee tapped Saul Ewing LLP and Hahn & Hessen as its co-counsels, and FTI Consulting, Inc., as its financial advisor. PROMMIS HOLDINGS: Panel Can Retain Hahn & Hessen as Co-Counsel -------------------------------------------------------------- The Hon. Brendan L. Shannon of the U.S. Bankruptcy Court for the District of Delaware authorized the Official Committee of Unsecured Creditors in the Chapter 11 cases of Prommis Holdings, LLC,et al., to retain Hahn & Hessen as its co-counsel. Mark T. Power, member of the firm, assures the Court that Hahn & Hessen is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. 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 David S. Meyer at 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. Prommis Solutions, LLC, a debtor- affiliate disclosed $18,488,803 in assets and $260,232,313 in liabilities as of the Chapter 11 filing. 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. The Committee tapped Saul Ewing LLP and Hahn & Hessen as its co-counsels, and FTI Consulting, Inc., as its financial advisor. PT BERLIAN: Indonesian Proceeding Recognized in U.S. Courts ----------------------------------------------------------- The Hon. Stuart M. Bernstein of the Bankruptcy Court for the Southern District of New York on May 22 recognized the Indonesian proceedings of PT Berlian Laju Tanker TB, pending in the Central Jakarta Commercial Court, as a "foreign main" proceeding pursuant to Sections 1515 and 1517 of the U.S. Bankruptcy Code. As reported by the Troubled Company Reporter on April 5, 2013, the Court entered an order granting provisional relief to PT Berlian Laju Tanker, and enjoining creditors from executing against BLT's assets and commencing lawsuits against BLT in the U.S. Cosimo Borrelli, the foreign representative of BLT, sought a preliminary injunction pending a hearing to consider recognition of the company's proceedings in the Central Jakarta Commercial Court in Indonesia as a "foreign main proceeding". About PT Berlian PT Berlian Laju Tanker Tbk is the largest Indonesian shipping company, focusing on liquid bulk cargo, with operations primarily in Asia with some expansion into the Middle East and Europe. It has about 70 tankers. Starting in the latter half of 2008, the financial crisis in the United States and Europe led to dramatic decreases in various industrial production capabilities. As a result BLT suffered significant financial difficulties. In January 2012, BLT breached a covenant to maintain certain cash ratios and some of its subsidiaries had failed to pay certain charter hires. In March 2012, PT Berlian put 15 subsidiaries into Chapter 15 proceedings in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12- 11007) to complement a bankruptcy reorganization in Singapore, where the subsidiaries are based, and to prevent creditors from seizing the company's vessels when they call on U.S. ports. In April 2012 the U.S. judge ruled that Singapore is home to the so- called foreign main proceeding for the operating subsidiaries. In June 2012, Indonesian bank PT Bank Mandiri (Persero) Tbk began involuntary bankruptcy proceedings in Indonesia against the PT Berlian parent, followed by the involuntary petition the Gramercy funds filed in New York in December. PT Berlian was the subject of an involuntary Chapter 11 bankruptcy filed in New York (Bankr. S.D.N.Y. Case No. 12-14874) on Dec. 13, 2012, by investor Gramercy Distressed Opportunity Fund II along with two sister funds. The funds, all located in Greenwhich, Conn., are allegedly owed $125.5 million. In addition, more than a dozen subsidiaries have been under Chapter 11 protection in New York since 2012. PT Berlian Laju filed a Chapter 15 cross-border bankruptcy (Bankr. S.D.N.Y. Case No. 13-10901) on March 26, 2013, in New York to enforce its restructuring in Indonesia. QBEX ELECTRONICS: Can Hire CBIZ MHM as Financial Advisor -------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida authorized Qbex Electronics Corporation, Inc., et al., to employ Brian Ryniker and CBIZ MHM LLC as financial advisor. CBIZ has agreed to perform its monthly services for a flat fee of $15,000 per month. The maximum fee paid in any one month, prior to final fee applications, will be $12,000 per month and payment of the full remaining balance of the fees incurred to be paid upon approval of their final fee application. To the best of the Debtors' knowledge, CBIZ does not represent any interest adverse to the Debtors. About QBEX Electronics QBEX Electronics Corporation, Inc., based in Miami, Florida, and its affiliates, Qbex Colombia, S.A., and Comercializadora De Productos Tecnologicos CPT Colombia SAS, are manufacturers, assemblers and distributors of personal computers, notebooks, tablets and compatible accessories, marketed throughout Latin America under the QBEX brand. QBEX Electronics filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 12-37551) on Nov. 15, 2012. Judge Robert A. Mark oversees the case. Robert D. Peters, Esq., Robert A. Schatzman, Esq., and Steven J. Solomon, Esq., at GrayRobinson, P.A., serve as the Debtor's counsel. QBEX scheduled assets of $11,027,058 and liabilities of $8,246,385. The petitions were signed by Jorge E. Alfonso, president. Qbex Colombia, S.A., also sought Chapter 11 protection (Bankr. S.D. Fla. Case No. 12-37558) on Nov. 15, listing $433,627 in assets and $5,792,217 in liabilities. Glenn D. Moses, Esq., and Michael L. Schuster, Esq., at Genovese Joblove & Battista, P.A., represent the Official Committee of Unsecured Creditors. The Committee tapped Marcum, LLP, as its financial advisors. QBEX ELECTRONICS: Wins Court Approval to Hire Real Estate Agent --------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida authorized Qbex Electronics Corporation, Inc., et al., to employ Martha Maria Florez A. as non-exclusive real estate agent for the purpose of marketing and selling the Debtors' property located in Edificio Puesta del Sol, Apt. 101e, Santa Marta, Columbia. Qbex Electronics will pay Ms. Florez a sale commission equal either: (i) three percent of the sales price of the property, if the property is sold to a buyer presented by Ms. Florez or (ii) one percent of the sales price of the property, if the property is sold to a buyer that is not presented by Ms. Florez. To the best of the Debtors' knowledge, Ms. Florez does not represent or hold any interest adverse to the Debtors or to the estate with respect to the matters upon Ms. Florez is to be engaged. About QBEX Electronics QBEX Electronics Corporation, Inc., based in Miami, Florida, and its affiliates, Qbex Colombia, S.A., and Comercializadora De Productos Tecnologicos CPT Colombia SAS, are manufacturers, assemblers and distributors of personal computers, notebooks, tablets and compatible accessories, marketed throughout Latin America under the QBEX brand. QBEX Electronics filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 12-37551) on Nov. 15, 2012. Judge Robert A. Mark oversees the case. Robert D. Peters, Esq., Robert A. Schatzman, Esq., and Steven J. Solomon, Esq., at GrayRobinson, P.A., serve as the Debtor's counsel. QBEX scheduled assets of $11,027,058 and liabilities of $8,246,385. The petitions were signed by Jorge E. Alfonso, president. Qbex Colombia, S.A., also sought Chapter 11 protection (Bankr. S.D. Fla. Case No. 12-37558) on Nov. 15, listing $433,627 in assets and $5,792,217 in liabilities. Glenn D. Moses, Esq., and Michael L. Schuster, Esq., at Genovese Joblove & Battista, P.A., represent the Official Committee of Unsecured Creditors. The Committee tapped Marcum, LLP, as its financial advisors. QUINTILES TRANSNATIONAL: Moody's Revises Outlook to Positive ------------------------------------------------------------ Moody's Investors Service affirmed the ratings of Quintiles Transnational Holdings Inc. (the parent company of Quintiles Transnational Corp.), including the B1 Corporate Family Rating and the B1-PD Probability of Default Rating. In addition, Moody's changed the rating outlook to positive from stable and assigned a first-time Speculative Grade Liquidity Rating of SGL-1, reflecting Moody's expectations for very good liquidity. The positive outlook reflects Moody's expectation for improvement in credit metrics following approximately $350 million of debt repayment with proceeds from the company's recent initial public equity offering. The Speculative Grade Liquidity Rating of SGL-1 reflects the company's significant cash balance, Moody's expectation of at least $200 million of free cash flow per year, ample revolver availability and no financial maintenance covenants on the term loans. Moody's Rating Actions: Ratings Affirmed/LGD estimates revised: Quintiles Transnational Corp. $300 million senior secured revolving credit facility expiring 2017, B1 (LGD 3, to 46% from 42%) $2.1 billion senior secured term loans due 2018, B1 (LGD 3, to 46% from 42%) Quintiles Transnational Holdings Inc. B1 Corporate Family Rating B1-PD Probability of Default Rating Ratings assigned: Quintiles Transnational Holdings Inc. Speculative Grade Liquidity Rating, SGL-1 Ratings withdrawn due to repayment: Quintiles Transnational Holdings Inc. $300 million Term Loan due 2017, B3 (LGD 5, 89%) The outlook is positive. Ratings Rationale: Quintiles' B1 Corporate Family Rating is constrained by the company's financial leverage, which -- though improved --remains elevated, and the company's history of aggressive financial policies, including numerous dividends to shareholders and share repurchase transactions. The ratings also reflect risks inherent in the contract research organization ("CRO") industry, which is highly competitive, has high reliance on the pharmaceutical industry, and is subject to cancellation risk. Moody's also expects pricing pressure in the industry to increase as pharmaceutical companies and CROs increasingly enter into large partnership deals, which often trade volume for price. The ratings are supported by the company's size, scale and leading position as both a pharmaceutical CRO and a contract sales organization. Quintiles, as the largest pharmaceutical service provider, is well-positioned to gain market share and benefit from the industry's growth, the outlook for which is favorable, as pharmaceutical companies look to outsource an increasing portion of their non-core functions. The ratings are also supported by the company's liquidity profile, which Moody's anticipates will be very good over the next year. Moody's could upgrade Quintiles' ratings if the company demonstrates continued stable revenue growth and margins. If, as a public company, Quintiles demonstrates a financial policy that balances both shareholder and creditor interests (i.e., the company refrains from doing large debt-funded shareholder dividends as it has done in the past), Moody's could upgrade the ratings. Specifically, if adjusted debt/EBITDA approaches 4.0 times and CFO/debt is sustained around 15%, Moody's could upgrade the ratings. Moody's could downgrade the ratings if the company experiences revenue declines and/or margin erosion due to broader trends within the CRO or CSO industry or if the company undertakes a significant debt-financed acquisition or shareholder initiatives beyond Moody's expectations. For example, sustained CFO/debt below 10%, adjusted debt to EBITDA above 5.5 times, or negative free cash flow could lead to a downgrade. The principal methodology used in rating Quintiles Transnational Holdings Inc. was the Global Business & Consumer Service Industry Rating Methodology, published October 2010. Other methodologies used include Loss Given Default for Speculative Grade Issuers in the US, Canada, and EMEA, published June 2009. Headquartered in Durham, North Carolina, Quintiles (NYSE: Q) is a leading global provider of outsourced contract research and contract sales services to pharmaceutical, biotechnology and medical device companies. The company is publicly traded but remains majority owned by founder and Chairman, Dr. Dennis Gillings, and private equity firms Bain, TPG, 3i and Temasek. Quintiles recorded net service revenue of approximately $3.7 billion for the twelve month period ended March 30, 2013. REFCO INC: Ex-Mayer Brown Partner Gets 1 Year for Fraud ------------------------------------------------------- Richard Vanderford of BankruptcyLaw360 reported that former Mayer Brown LLP partner Joseph P. Collins was sentenced Monday to one year and one day in prison for allegedly helping hide the $1 billion accounting fraud that sunk brokerage Refco Inc. According to the report, Collins, who has lost his law license, must also serve two years of probation under a sentence imposed by U.S. District Judge Loretta Preska. Jurors in November found Collins guilty on seven of 10 counts he faced, including counts of securities fraud and conspiracy, the report related. As previously reported, Mayer Brown has agreed to pay an undisclosed amount to Refco's bankruptcy trustee to settle claims the law firm aided a $1.5 billion fraud scheme that produced a flurry of criminal convictions. The Trustee claims Mayer Brown, as primary counsel for Refco until its 2005 collapse, knew about and affirmatively aided a fraud against foreign exchange customers, but a New York federal judge tossed the claims in December 2010. About Refco Inc. Headquartered in New York, Refco Inc. -- http://www.refco.com/-- was a diversified financial services organization with operations in 14 countries and an extensive global institutional and retail client base. Refco's worldwide subsidiaries were members of principal U.S. and international exchanges, and were among the most active members of futures exchanges in Chicago, New York, London and Singapore. Refco was also a major broker of cash market products, including foreign exchange, foreign exchange options, government securities, domestic and international equities, emerging market debt, and OTC financial and commodity products. Refco was one of the largest global clearing firms for derivatives. The Company had operations in Bermuda. The Company and 23 of its affiliates filed for Chapter 11 protection on October 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006). J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represented the Debtors in their restructuring efforts. Milbank, Tweed, Hadley & McCloy LLP, represented the Official Committee of Unsecured Creditors. Refco reported US$16.5 billion in assets and US$16.8 billion in debts to the Bankruptcy Court on the first day of its Chapter 11 cases. The Court confirmed the Modified Joint Chapter 11 Plan of Refco Inc. and certain of its Direct and Indirect Subsidiaries, including Refco Capital Markets, Ltd., and Refco F/X Associates, LLC, on December 15, 2006. That Plan became effective on Dec. 26, 2006. Pursuant to the plan, RJM, LLC, was named plan administrator to reorganized Refco, Inc., and its affiliates, and Marc S. Kirschner as plan administrator to Refco Capital Markets, Ltd. REFCO INC: Grant & Eisenhofer Sues Cantor Over Asset Acquisition ---------------------------------------------------------------- Grant & Eisenhofer P.A. on July 16 disclosed that the bankruptcy estate of collapsed futures broker Refco Inc. has filed a lawsuit against financial services firm Cantor Fitzgerald, L.P. The suit alleges that Cantor's Nevada gaming businesses acquired proprietary technology and other assets from a subsidiary in which Refco held a 10% stake, without ever compensating the subsidiary (thereby depriving Refco of its interest in that technology). The lawsuit comes ahead of Cantor's pursuit of a potential initial public offering of its subsidiary in the mobile gaming space, Cantor Entertainment Technology, Inc. Leading financial litigation law firm Grant & Eisenhofer filed the suit on behalf of Refco bankruptcy estate representative Marc Kirschner to recover compensation owed to the estate under Chapter 11. Refco's ownership portion of the gaming technology is estimated at tens of millions of dollars. The complaint was filed in the U.S. District Court for the Southern District of New York before Judge Ronnie Abrams. The suit contends that in 2002, Refco invested $8 million in a Cantor Fitzgerald subsidiary, Cantor Index Holdings, in exchange for a 10% partnership interest. Over the next several years, CIH developed successful gaming technology, such as devices for remote gambling and other betting techniques. The bankruptcy estate alleges that after CIH and its subsidiaries successfully developed and deployed these technologies, Cantor Gaming ultimately shut down CIH and took the rights of CIH's key assets and intellectual property for its own development and profit. The suit alleges that this was done for the benefit of Cantor's Nevada businesses, without properly compensating the subsidiary (and through its ownership interest in the subsidiary, Refco's bankruptcy estate). In one instance, the defendants in 2010 took Cantor Index's profitable betting business in the U.K., by transferring it to a Nevada affiliate, for nominal consideration of GBP1.00. At another point, Cantor transferred valuable patents for a price to be set later, yet after nearly six years, never set a price or paid any compensation. The Refco estate's lawsuit contends that having taken assets and business lines from CIH, Cantor used them to create highly valuable businesses in Nevada and elsewhere. The suit asserts claims of breach of contractual and fiduciary duty, conversion, and waste. The complaint also contends that Cantor has repeatedly admitted to regulators, analysts and the press that the technology developed by CIH and its subsidiaries in the U.K. was critical to the build- out of Cantor's Nevada operations. Among defendants named in the suit are Cantor G&W (Nevada) L.P., as well as Cantor Fitzgerald CEO Howard Lutnick and Cantor Gaming president Lee Amaitis. Plaintiffs are seeking millions of dollars in compensatory and punitive damages. An IPO of Cantor Entertainment Technology could potentially value the company in the hundreds of millions of dollars. "Cantor drained CIH of its assets, and then co-opted the intellectual property for its gambling businesses," said Grant & Eisenhofer co-managing director Jay Eisenhofer. "The brazenness of the Cantor scheme is illustrated in the sham transaction valued at barely a dollar, and the company's public admissions that significant capital was put into developing remote gambling technology key to Cantor's Nevada businesses." Mr. Eisenhofer continued: "The company still owes its subsidiary, and indirectly Refco's bankruptcy estate, for these technologies and other assets which Refco helped finance a decade ago. Cantor Entertainment Technology's success in the mobile gaming industry and its potential IPO rely heavily on these technologies, and we seek recovery for the bankruptcy estate the fair value of Refco's investment." In addition to Mr. Eisenhofer, Grant & Eisenhofer directors Geoffrey Jarvis and Matthew Morris and associates Nathan Cook and Ned Weinberger are special litigation counsel to plaintiff bankruptcy estate. The case is captioned as: Refco Group LTD., LLC v. Cantor Fitzgerald, L.P., et al. Note: Grant & Eisenhofer P.A. represents plaintiffs in a wide range of complex financial litigation. The firm has played a central role in some of the largest bankruptcies in recent years, including Parmalat, Global Crossing, Delphi, Refco and others. RENO REDEVELOPMENT: S&P Corrects LT Bonds Rating to 'B+' -------------------------------------------------------- Standard & Poor's Ratings Services corrected its long-term rating to 'B+' from 'B' on Reno Redevelopment Agency, Nev.'s taxable series 2007A tax increment senior-lien bonds. The outlook is stable. The ratings are based on the rating on the bond insurer, Radian Asset Assurance Inc. (B+/Stable). RESIDENTIAL CAPITAL: 2nd Circ. Remands Appeal of FHFA's MBS Suit ---------------------------------------------------------------- Stewart Bishop of BankruptcyLaw360 reported that the Second Circuit on Monday remanded to district court an appeal by bankrupt mortgage lender Residential Capital LLC of a ruling that allowed the Federal Housing Finance Agency to sue ResCap's affiliates over mortgage-backed securities, ruling that further determination is needed as to whether an automatic stay may apply. According to the report, in a summary order, a three-judge panel for the appeals court found that since the Bankruptcy Code's automatic stay provision may apply to nondebtors in some limited circumstances, the district court needs to supplement the record. About Residential Capital Residential Capital LLC, the unprofitable mortgage subsidiary of Ally Financial Inc., filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012. Neither Ally Financial nor Ally Bank is included in the bankruptcy filings. ResCap, one of the country's largest mortgage originators and servicers, was sent to Chapter 11 with 50 subsidiaries amid "continuing industry challenges, rising litigation costs and claims, and regulatory uncertainty," according to a company statement. ResCap disclosed $15.68 billion in assets and $15.28 billion in liabilities as of March 31, 2012. Centerview Partners LLC and FTI Consulting are acting as financial advisers to ResCap. Morrison & Foerster LLP is acting as legal adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is the conflicts counsel. Rubenstein Associates, Inc., is the public relations consultants to the Company in the Chapter 11 case. Morrison Cohen LLP is advising ResCap's independent directors. Kurtzman Carson Consultants LLP is the claims and notice agent. Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves as counsel to Ally Financial. ResCap sold most of the businesses for a combined $4.5 billion. The Bankruptcy Court in November 2012 approved ResCap's sale of its mortgage servicing and origination platform assets to Ocwen Loan Servicing, LLC and Walter Investment Management Corporation for $3 billion; and its portfolio of roughly 50,000 whole loans to Berkshire Hathaway for $1.5 billion. Bankruptcy Creditors' Service, Inc., publishes RESIDENTIAL CAPITAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by affiliates of Residential Capital LLC and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000). RESTORATION HARDWARE: Renovation Is Private-Equity Boon ------------------------------------------------------- Ryan Dezember and Matt Jarzemsky, writing for The Wall Street Journal, reported that once teetering on the edge of bankruptcy and subject of a buyout bidding war during which offers shrank, Restoration Hardware Holdings Inc. is turning into a bonanza for its private-equity owners. The firms that bought the luxury-home-furnishings retailer in 2008 are on track to make about eight times their initial investment, when including their remaining stock holdings in the company, the report related, citing a Wall Street Journal analysis of securities filings. This is a huge return among deals struck in the years leading up to and during the financial crisis. According to the report, five years ago, as the housing crash crimped the company's profits, a group led by Connecticut private- equity firms Catterton Partners and Tower Three Partners LLC and the retailer's chief executive took the company private for about $177 million. Restoration still doesn't turn out consistent profits but today the retailer, which returned to public ownership in a November initial public offering, has a stock-market value of about $2.7 billion, the report said. At one point last week, shares traded at more than three times their IPO price of $24, the report pointed out. The surge has prompted the company's owners to cash in. Late Thursday, the buyout group and executives sold some $560 million of stock, the report said. Corte Madera, California-based Restoration Hardware, Inc. -- http://www.restorationhardware.com/-- is a specialty retailer of hardware, bathware, furniture, lighting, textiles, accessories and gifts. RODEO CREEK: Court Dismisses Chapter 11 Cases --------------------------------------------- On July 12, 2013, the U.S. Bankruptcy Court for the District of Nevada granted the motion of Rodeo Creek Gold, Inc., et al., for the dismissal of their Chapter 11 cases. A copy of the dismissal order is available at: http://bankrupt.com/misc/rodeocreek.doc608.pdf The State of Nevada, on Relation of its Department of Taxation, filed on July 10 a limited objection to the Debtors' Motion to dismiss the Chapter 11 cases. The Department says it has no issue with the dismissal of the cases, but submits that it should receive a distribution from the sale proceeds on its secured claim and should take this distribution before distributions are made on administrative claims. As reported in the TCR on July 5, 2013, Rodeo Creek, in seeking the dismissal, said that on May 20 it closed the sale to Waterton Global Mining Company, LLC. The bid was comprised of $15 million in cash and a certain "net profits interest" ("NPI") entitling the Debtors to 15% of the net profits from the business over a period of 9 years. According to Rodeo, the sale yielded proceeds that were far less than initially anticipated and are likely sufficient to pay in cash only the administrative expenses of the Chapter 11 cases and other payments approved by the Court in the final order approving the DIP financing. The DIP lenders and prepetition lenders, out of whose cash collateral such payments will be made, will likely see minimal cash recovery and will instead receive a "net profits royalty" interest in any future profits of the Hollister mine. Other than the general unsecured creditor trust fund, no excess or unencumbered funds are available to fund distributions to unsecured creditors. The Final DIP order authorized a certain "waterfall" for the distribution of sale proceeds. This waterfall provided for the establishment of the GUC Trust Fund, a $1 million fund for the exclusive payment of allowed nonpriority unsecured claims. Accordingly, the Debtors, Credit Suisse (agent for the DIP lenders and secured lenders), and the statutory committee of unsecured creditors agree that the best available option for all parties is the Debtors' expeditious exit from bankruptcy protection. About Rodeo Creek and Great Basin Canada-based The Great Basin Gold Ltd and its subsidiaries are engaged in the exploration, development, and operation of high- quality gold properties. The GBG Group's primary projects are a trial mine and a recently constructed start-up mine, both of which are located in rich gold-producing regions: the Hollister trial mine in Nevada and the Burnstone start-up mine in South Africa. The GBG Group also holds interests in early-stage mineral prospects located in Canada and Mozambique. On Sept. 18, 2012, the GBG Group's primary South African operating subsidiary and owner of the Burnstone Start-up Mine, Southgold Exploration (Pty) Ltd., commenced business rescue proceedings under chapter 6 of the South African Companies Act, 2008. On Sept. 19, 2012, Great Basin Gold Ltd., the ultimate parent company, applied for protection from its creditors in Canada pursuant to the Companies' Creditors Arrangement Act, R.S.C. 1985, c. C-36 in the Supreme Court of British Columbia Vancouver Registry. GBG arranged -- and the U.S. debtors cross-guaranteed -- DIP financing from Credit Suisse and Standard Chartered Bank in the amount of $51 million, of which $10 million was made available to the U.S. subsidiaries and $25 million for South Africa. On Feb. 25, 2013, Rodeo Creek Gold Inc., which operates and owns the Hollister Trial-Mine, along with other U.S. subsidiaries of Great Basin, filed petitions for Chapter 11 protection (Bankr. D. Nev. Case No. 13-50301), in Reno, Nevada, as cash ran out before they could complete the sale of the mine. Rodeo Creek estimated assets worth less than $100 million and debt in excess of $100 million. Credit Suisse is the agent under the Debtors' secured prepetition credit facilities: (i) the Existing Hollister Credit Facility, under which the Debtors had $52.5 million outstanding at the end of 2012 and (ii) the Canadian DIP Facility, under which the Debtors had guaranteed $35 million outstanding as of the Petition Date. The Debtors also had $13.5 million in outstanding trade debt, in addition to certain intercompany obligations. A three-member Official Committee of Unsecured Creditors, composed of Quality Transportation Inc., Prometheus Energy Group, Inc., and F & H Mine Supply, was appointed in the Debtors' Chapter 11 cases. The Committee is represented by Pachulski Stang Ziehl & Jones LLP as counsel, Armstrong Teasdale LLP as its local Nevada counsel, and BDO Consulting as its financial advisor. ROTECH HEALTHCARE: Equity Panel Wants Valuation Deferred -------------------------------------------------------- BankruptcyData reported that Rotech Healthcare's official committee of equity security holders filed with the U.S. Bankruptcy Court an emergency motion for an order to continue the July 29, 2013 scheduled hearing to consider the Debtors' motion, pursuant to Bankruptcy Rule 3012, for an order determining the valuation of security for confirmation purposes and disbanding equity committee if the estate is solvent and for brief continuation of the confirmation hearing. The committee states, "Following this Court's ruling denying the Debtors' first Motion to Disband, the Debtors have engaged in repeated and multiple stalling tactics to thwart the ability of the Equity Committee to fulfill its statutory duties to the estates and its shareholders. Vigorous resistance to any cooperation on discovery, strong opposition to the retention of any valuation expert and the filing of the premature Valuation Motion are all transparent attempts to effectuate a de facto disbandment of the Equity Committee so that no competing view on valuation is presented to this Court. The Debtors articulate in their Motion no cause for this expedited trial, other than to again seek yet to disband the Equity Committee. Importantly, no other substantive matters remain for the Court to address at any confirmation hearing in view of the fact that all voting constituencies have pledged their support for the proposed debt to equity conversion in the Proposed Plan at the expense of Rotech's equity holders. Therefore, the Equity Committee should be afforded the reasonable time sought by Berenson to conduct due diligence and prepare to present an independent valuation at the confirmation hearing which the Equity Committee respectfully requests be continued briefly to a date in early to mid-September 2013 -- a reasonable brief extension of only a couple of weeks from the currently scheduled confirmation hearing." The Company subsequently filed with the Court an objection to this motion. The objection explains, "The Equity Committee contends it 'has not pursued, and has no intention of pursuing scorched-earth litigation tactics, to the detriment of the estates.' The Equity Committee's repeated actions in these chapter 11 cases, however, speak louder than its words. First, the Equity Committee and Berenson & Company, LLC ('Berenson') know the results of Rotech's most recent sale process where Barclays reached out to eighty- seven (87) entities, including parties identified by the Equity Committee and its previously proposed financial advisor, Moelis & Company LLC ('Moelis'). For more than two (2) years when Rotech's projected income was greater than it is now, Rotech was unable to find a buyer who would assume all debt and pay shareholders. Indeed, the sale process recently conducted by Barclays has not produced a different result. Nevertheless, with a knee-jerk (but highly predictable) response, the Equity Committee rejected this best evidence of insolvency and claimed that no one would give Barclays a bid higher than Barclay's own valuation. The Equity Committee's rejection of the actual results of the sale process proves it is knowingly pursuing a strategy designed to capitalize on nuisance value while increasing the administrative cost of these chapter 11 cases, to the benefit of the professionals on all sides and to the detriment of Rotech and its creditors." About Rotech Healthcare Based in Orlando, Florida, Rotech Healthcare Inc. (NASDAQ: ROHI) -- http://www.rotech.com/-- provides home medical equipment and related products and services in the United States, with a comprehensive offering of respiratory therapy and durable home medical equipment and related services. The company provides equipment and services in 48 states through approximately 500 operating centers located primarily in non-urban markets. The Company reported a net loss of $14.76 million in 2011, a net loss of $4.20 million in 2010, and a net loss of $21.08 million in 2009. The Company's balance sheet at Sept. 30, 2012, showed $255.76 million in total assets, $601.98 million in total liabilities, and a $346.22 million total stockholders' deficiency. On April 8, 2013, Rotech Healthcare and 114 subsidiary companies filed petitions seeking relief under chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 13-10741) to implement a pre- arranged plan negotiated with secured lenders. Attorneys at Proskauer Rose LLP, and Young, Conaway, Stargatt & Taylor serve as counsel to the Debtors; Foley & Lardner LLP is the healthcare regulatory counsel; Akin Gump Strauss Hauer & Feld LLP is the special healthcare regulatory counsel; Barclays Capital Inc. is the financial advisor; Alix Partners, LLP is the restructuring advisor; and Epiq Bankruptcy Solutions LLC is the claims agent. Prepetition term loan lender and DIP lender Silver Point Capital and other consenting noteholders are represented by Wachtell, Lipton, Rosen & Katz, and Richards Layton & Finger PA. The U.S. Trustee at the end of April appointed an official committee of equity holders. Members include Alden Global Recovery Master Fund LP, Varana Capital Master LP, Wynnefield Partners Small Cap Value LP I, Bastogne Capital Partners, LP, and Kenneth S. Grossman P.C. Pension Plan. The plan is supported by holders of a majority of the first- and second-lien secured notes. The $290 million in 10.5 percent second-lien notes are to be exchanged for the new equity. Trade suppliers are to be paid in full, if they agree to continue providing credit. The existing $23.5 million term loan would be paid in full, and the $230 million in 10.75 percent first-lien notes will be amended. The Official Committee of Unsecured Creditors tapped Otterbourg, Steindler, Houston & Rosen, P.C., as counsel; Buchanan Ingersoll & Rooney PC as Delaware counsel; and Grant Thornton LLP as financial advisor. ROTECH HEALTHCARE: 50 Units File Schedules of Assets & Debts ------------------------------------------------------------ Fifty affiliates of Rotech Healthcare Inc. filed with the U.S. Bankruptcy Court separate schedules of assets and liabilities, disclosing: Affiliate Total Assets Total Liabilities --------- ------------ ----------------- GEORGIA MEDICAL RESOURCES, INC $1,724,509 $560,910,309 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz14.pdf ROTHERT'S HOSPITAL EQUIPMENT, INC. $1,500,333 $560,959,683 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz18.pdf PIONEER MEDICAL SERVICES, INC $5,434,737 $560,921,141 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz34.pdf ROTECH HOME MEDICAL CARE, INC. $10,030,842 $561,041,364 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz28.pdf G&G MEDICAL, INC. $18,957,684 $561,061,215 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz19.pdf PSI HEALTH CARE, INC. $31,028,718 $561,138,410 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz20.pdf PROFESSIONAL RESPIRATORY HOME HEALTHCARE, INC. $13,571,432 $13,571,432 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz23.pdf ROTECH OXYGEN AND MEDICAL EQUIPMENT, INC. $13,573,384 $592,352,456 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz25.pdf FOUR RIVERS HOME HEALTH CARE, INC. $7,045,124 $560,937,714 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz21.pdf GATE CITY MEDICAL EQUIPMENT, INC. $1,447,609 $561,897,528 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz16.pdf FISCHER MEDICAL EQUIPMENT, INC $7,743,913 $560,909,370 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz24.pdf FIRSTCARE, INC. $10,437,233 $560,934,625 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz26.pdf ROTECH EMPLOYEE BENEFITS CORPORATION $0 $560,872,946 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz31.pdf SAMPSON CONVALESCENT MEDICAL SUPPLY, INC. $4,597,538 $560,897,683 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz15.pdf FIRST COMMUNITY CARE OF NIAGARA, INC. $2,295,529 $560,962,135 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz29.pdf ROSWELL HOME MEDICAL, INC. $30,796,643 $561,229,041 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz33.pdf PROFESSIONAL BREATHING ASSOCIATES, INC. $31,159,937 $561,156,407 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz27.pdf HOME CARE OXYGEN SERVICE, INC. $14,703,454 $560,963,858 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz1.pdf SIGMA MEDICAL EQUIPMENT, INC $7,785,365 $560,976,154 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz8.pdf QUALICARE HOME MEDICAL, INC. $1,781,127 $564,405,644 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz13.pdf HOLLAND MEDICAL SERVICES, INC. $6,566,791 $651,437,694 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz4.pdf IHS ACQUISITION XXVII, INC. 14,350,205 $560,999,890 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salw.pdf QUALITY HOME HEALTH CARE, $4,140,741 $560,886,508 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz10.pdf SUNSHINE HOME HEALTH CARE, INC. $1,844,982 $560,894,723 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz.pdf VALLEY MEDICAL EQUIPMENT, INC. $15,707,744 $561,086,127 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salp.pdf VALUE CARE, INC. $9,697,583 $561,059,422 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_saln.pdf HAMILTON MEDICAL EQUIPMENT SERVICE, INC. $20,125,681 $561,001,374 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz9.pdf MEDCO PROFESSIONAL SERVICES, CORP. $3,707,630 $560,891,923 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salq.pdf HOME MEDICAL SYSTEMS, INC. $64,239,814 $561,559,284 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_saly.pdf MAJOR MEDICAL SUPPLY, INC $9,580,456 $560,997,804 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salv.pdf SOUTHEASTERN HOME HEALTH, INC. $5,284,599 $560,896,047 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz5.pdf INTENSIVE HOME CARE SERVICES, INC. $8,532,699 $561,027,805 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salr.pdf TUPELO HOME HEALTH, INC. $5,978,517 $560,930,660 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_sals.pdf RCG INFORMATION SERVICES CORPORATION $2,530,650 $574,812,391 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz3.pdf HEALTH CARE SERVICES OF MISSISSIPPI, INCORPORATED $5,460,646 $560,900,817 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz6.pdf R.C.P.S., INC. $1,262,978 $561,121,031 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz7.pdf THE KILROY COMPANY $3,704,713 $560,941,482 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salx.pdf SUN MEDICAL SUPPLY, INC. $7,127,775 $560,961,982 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz2.pdf GLADWIN AREA HOME CARE, INC. $1,905,202 $560,917,890 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salz12.pdf VITALCARE HEALTH SERVICES, INC $7,753,872 $560,924,731 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_sal_l.pdf LAMS, INC. $378,767 $560,880,399 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salh.pdf INTEGRATED HEALTH SERVICES AT JEFFERSON HOSPITAL, INC. $2,809,920 $560,892,516 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_sal_t.pdf WHITES MEDICAL RENTALS, INC. $1,324,281 $560,887,704 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_sal_e.pdf LOVEJOY MEDICAL, INC. $24,061,341 $561,098,159 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salf.pdf VITALCARE OF TEXAS, INC. $309,600 $566,397,449 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_sali.pdf WICHITA MEDICAL CARE, INC. $3,987,324 $560,881,218 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salc.pdf MICHIGAN MEDICAL SUPPLY, INC. $6,214,827 $560,918,850 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salb.pdf ZETA HOME HEALTH CARE, INC. $16,243,105 $561,042,432 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_sal.pdf MEDIC-AIRE MEDICAL EQUIPMENT, INC. $6,388,413 $560,941,332 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salk.pdf MEDICAL ELECTRO-THERAPEUTICS, INC. $10,783,576 $561,044,638 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salg.pdf LAMBDA MEDICAL EQUIPMENT, INC. $505,083 $560,882,490 See: http://bankrupt.com/misc/ROTECH_HEALTHCARE_salj.pdf ROTECH HEALTHCARE: GAO Nixes Protest of $68MM Home Oxygen Contract ------------------------------------------------------------------ Lance Duroni of BankruptcyLaw360 reported that B&B Medical Services Inc. has lost its protest of a $68 million contract to provide veterans with home oxygen supplies that was awarded to now-bankrupt Rotech Healthcare Inc., according to a U.S. Government Accountability Office decision made public Friday. The GAO rejected B&B's argument that the contracting officer at the U.S. Department of Veterans Affairs failed to consider all of the available information about Rotech's financial health and ethics record in determining that the company was a "responsible contractor," the report related, citing the decision. A full-text copy of the GAO Decision is available for free At http://bankrupt.com/misc/ROTECH_GAO655850.pdf About Rotech Healthcare Based in Orlando, Florida, Rotech Healthcare Inc. (NASDAQ: ROHI) -- http://www.rotech.com/-- provides home medical equipment and related products and services in the United States, with a comprehensive offering of respiratory therapy and durable home medical equipment and related services. The company provides equipment and services in 48 states through approximately 500 operating centers located primarily in non-urban markets. The Company reported a net loss of $14.76 million in 2011, a net loss of $4.20 million in 2010, and a net loss of $21.08 million in 2009. The Company's balance sheet at Sept. 30, 2012, showed $255.76 million in total assets, $601.98 million in total liabilities, and a $346.22 million total stockholders' deficiency. On April 8, 2013, Rotech Healthcare and 114 subsidiary companies filed petitions seeking relief under chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 13-10741) to implement a pre- arranged plan negotiated with secured lenders. Attorneys at Proskauer Rose LLP, and Young, Conaway, Stargatt & Taylor serve as counsel to the Debtors; Foley & Lardner LLP is the healthcare regulatory counsel; Akin Gump Strauss Hauer & Feld LLP is the special healthcare regulatory counsel; Barclays Capital Inc. is the financial advisor; Alix Partners, LLP is the restructuring advisor; and Epiq Bankruptcy Solutions LLC is the claims agent. Prepetition term loan lender and DIP lender Silver Point Capital and other consenting noteholders are represented by Wachtell, Lipton, Rosen & Katz, and Richards Layton & Finger PA. The U.S. Trustee at the end of April appointed an official committee of equity holders. Members include Alden Global Recovery Master Fund LP, Varana Capital Master LP, Wynnefield Partners Small Cap Value LP I, Bastogne Capital Partners, LP, and Kenneth S. Grossman P.C. Pension Plan. The plan is supported by holders of a majority of the first- and second-lien secured notes. The $290 million in 10.5 percent second-lien notes are to be exchanged for the new equity. Trade suppliers are to be paid in full, if they agree to continue providing credit. The existing $23.5 million term loan would be paid in full, and the $230 million in 10.75 percent first-lien notes will be amended. The Official Committee of Unsecured Creditors tapped Otterbourg, Steindler, Houston & Rosen, P.C., as counsel; Buchanan Ingersoll & Rooney PC as Delaware counsel; and Grant Thornton LLP as financial advisor. ROTECH HEALTHCARE: Equity Holders' Delay Would Pad Attys' Bills --------------------------------------------------------------- Matt Chiappardi of BankruptcyLaw360 reported that counsel for Rotech Healthcare Inc. on Monday blasted a request by equity holders to delay the Chapter 11 plan confirmation hearing until September, saying it was just a stall ploy to generate higher bills for the committee's attorneys. According to the report, during a status conference in court Monday, the committee said it was seeking to have the trial over the company's valuation pushed back to Aug. 20 and the plan confirmation to Sept. 10 in order to have more time to go through "a mountain of information." About Rotech Healthcare Based in Orlando, Florida, Rotech Healthcare Inc. (NASDAQ: ROHI) -- http://www.rotech.com/-- provides home medical equipment and related products and services in the United States, with a comprehensive offering of respiratory therapy and durable home medical equipment and related services. The company provides equipment and services in 48 states through approximately 500 operating centers located primarily in non-urban markets. The Company reported a net loss of $14.76 million in 2011, a net loss of $4.20 million in 2010, and a net loss of $21.08 million in 2009. The Company's balance sheet at Sept. 30, 2012, showed $255.76 million in total assets, $601.98 million in total liabilities, and a $346.22 million total stockholders' deficiency. On April 8, 2013, Rotech Healthcare and 114 subsidiary companies filed petitions seeking relief under chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 13-10741) to implement a pre- arranged plan negotiated with secured lenders. Attorneys at Proskauer Rose LLP, and Young, Conaway, Stargatt & Taylor serve as counsel to the Debtors; Foley & Lardner LLP is the healthcare regulatory counsel; Akin Gump Strauss Hauer & Feld LLP is the special healthcare regulatory counsel; Barclays Capital Inc. is the financial advisor; Alix Partners, LLP is the restructuring advisor; and Epiq Bankruptcy Solutions LLC is the claims agent. Prepetition term loan lender and DIP lender Silver Point Capital and other consenting noteholders are represented by Wachtell, Lipton, Rosen & Katz, and Richards Layton & Finger PA. The U.S. Trustee at the end of April appointed an official committee of equity holders. Members include Alden Global Recovery Master Fund LP, Varana Capital Master LP, Wynnefield Partners Small Cap Value LP I, Bastogne Capital Partners, LP, and Kenneth S. Grossman P.C. Pension Plan. The plan is supported by holders of a majority of the first- and second-lien secured notes. The $290 million in 10.5 percent second-lien notes are to be exchanged for the new equity. Trade suppliers are to be paid in full, if they agree to continue providing credit. The existing $23.5 million term loan would be paid in full, and the $230 million in 10.75 percent first-lien notes will be amended. The Official Committee of Unsecured Creditors tapped Otterbourg, Steindler, Houston & Rosen, P.C., as counsel; Buchanan Ingersoll & Rooney PC as Delaware counsel; and Grant Thornton LLP as financial advisor. SAAB CARS: Gets Nod for Chapter 11 Liquidation Plan --------------------------------------------------- Matt Chiappardi of BankruptcyLaw360 reported that after spending about a year and a half in a sometimes contentious bankruptcy process, the U.S. arm of Saab Automobile AB on Monday won a Delaware bankruptcy's judge's approval for its Chapter 11 liquidation plan. According to the report, the estate of Saab Cars North America Inc. is expected to have a liquidating trust of about $20 million to use for disbursements that will see administrative, priority and secured claims paid in full, attorneys for the company said in court. About Saab Cars N.A. More than 40 U.S.-based Saab dealerships have signed an involuntary chapter 11 bankruptcy petition for Saab Cars North America, Inc., (Bankr. D. Del. Case No. 12-10344) on Jan. 30, 2012. The petitioners, represented by Wilk Auslander LLP, assert claims totaling $1.2 million on account of "unpaid warranty and incentive reimbursement and related obligations" and/or "parts and warranty reimbursement." Leonard A. Bellavia, Esq., at Bellavia Gentile & Associates, in New York, signed the Chapter 11 petition on behalf of the dealers. Donlin, Recano & Company, Inc. (DRC), has been retained to provide claims and noticing agent services to Saab Cars North America, Inc. in its Chapter 11 case. The dealers want the vehicle inventory and the parts business to be sold, free of liens from Ally Financial Inc. and Caterpillar Inc., and "to have an appropriate forum to address the claims of the dealers," Leonard A. Bellavia said in an e-mail to Bloomberg News. Saab Cars N.A. is the U.S. sales and distribution unit of Swedish car maker Saab Automobile AB. Saab Cars N.A. named in December an outside administrator, McTevia & Associates, to run the company as part of a plan to avoid immediate liquidation following its parent company's bankruptcy filing. Saab Automobile AB is a Swedish car manufacturer owned by Dutch automobile manufacturer Swedish Automobile NV, formerly Spyker Cars NV. Saab Automobile AB, Saab Automobile Tools AB and Saab Powertain AB filed for bankruptcy on Dec. 19, 2011, after running out of cash. On Feb. 24, 2012, the Court, inconsideration of the petition filed on Jan. 30, 2012, granted Saab Cars North America, Inc., relief under Chapter 11 of the Bankruptcy Code. On March 9, 2012, the U.S. Trustee formed an official Committee of Unsecured Creditors and appointed these members: Peter Mueller Inc., IFS Vehicle Distributors, Countryside Volkwagen, Saab of North Olmstead, Saab of Bedford, Whitcomb Motors Inc., and Delaware Motor Sales, Inc. The Committee tapped Wilk Auslander LLP as general bankruptcy counsel, and Polsinelli Shughart as its Delaware counsel. SAVE MOST: Aug. 14 Hearing to Approve Plan Outline -------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California will convene a hearing on Aug. 14, 2013, at 10 a.m., to consider the adequacy of information in the Original Disclosure Statement explaining Save Most Desert Rancho, Ltd.'s proposed Original Plan of Reorganization. According to the Disclosure Statement, the Plan may provide for the Debtor to reorganize by continuing to operate, to liquidate by selling assets of the Debtor's estate, or a combination of both. The Debtor seeks to accomplish payment under the Plan by the sale or refinance of the Laguna Hills Property or sale of the Laguna Hills Property. The Plan will be funded by proceeds from the sale or refinance of the Laguna Hills Property as well as postpetition rents generated by the Laguna Hills Property. A copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/SAVE_MOST_ds.pdf About Save Most Desert Rancho Save Most Desert Rancho, Ltd., filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 12-23173) in Santa Ana, California on Nov. 15, 2012. The Laguna Hills-based company disclosed $10,134,997 in assets and $14,874,770 in liabilities as of the Chapter 11 filing. The petition was signed by Charles Kaminskas for Brighton Park, LP, general partner. The Law Offices of Michael G. Spector serves as Chapter 11 insolvency counsel. SEA TRAIL: Bankruptcy Administrator Withdraws Dismissal Motion -------------------------------------------------------------- Marjorie K. Lynch, the Bankruptcy Administrator for the Eastern District of North Carolina, has withdrawn her motion to dismiss Sea Trail Corporation's Chapter 11 case as filed with the U.S. Bankruptcy for the eastern District of North Carolina on April 24, 2013. As reported in the TCR on May 28, 2013, the Bankruptcy Administrator said that the Debtor has the inability to effectuate substantial consummation of a confirmed plan. About Sea Trail Corporation Sunset Beach, North Carolina-based Sea Trail Corporation owns and operates the Sea Trail Golf Resort and Conference Center. The Debtor's business operations are comprised of three operating divisions, including the golf division, the convention and resort division, and the real estate division. Sea Trail filed a Chapter 11 petition (Bankr. E.D.N.C. Case No. 11-07370) on Sept. 27, 2011, in Wilson, North Carolina. The Debtor reported $34,222,281 in assets and $22,174,201 in liabilities as of the Chapter 11 filing. Amy M. Currin, Esq., Laurie B. Biggs, Esq., and Trawick H. Stubbs, Esq., at Stubbs & Perdue, P.A., is the Debtors' attorney. McIntyre, Paradis, Wood & Company CPA's PLLC is the Debtor's accountants. The Finley Group, Inc., is the Debtor's financial consultant. Sea Trail Corporation's official committee of unsecured creditors retained J.M. Cook and his firm, J.M. Cook, P.A., as counsel. In October 2012 Bankruptcy Judge Stephani W. Humrickhouse confirmed the First Amended Plan of Reorganization that Sea Trail filed on Sept. 20, 2012. The Court entered an amended order confirming the Plan on Dec. 3, 2012. The Plan Effective Date is contingent upon a sale of the assets. SEA TRAIL: Court Approves Sale of Assets to Wealth Spring --------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of North Carolina has approved, on a final basis, the sale of substantially all of the assets of Sea Trail Corporation to Wealth Spring Industries, LLC, who was the prevailing bidder at the auction that was held on June 17, 2013. Wealth Spring offered to buy the assets for $8,500,000. Pursuant to the Bid Procedures Order, a company named Sea Trail Company, LLC, who submitted the next highest bid, is approved as the back up bidder with a purchase price of $8,200,000. Following the closing of the sale, the Debtor will file with the Court a "Notice of Effective Date of Debtor's Plan," which will provide the date the Debtor's Plan becomes effective. As reported in the TCR on June 20, 2013, the buyer, Wealth Spring, is owned by a Chinese investor, identified only as Mr. Pan, during a bankruptcy auction, according to a press release from Tryon Capital Ventures, a company representing Mr. Pan's company. About Sea Trail Corporation Sunset Beach, North Carolina-based Sea Trail Corporation owns and operates the Sea Trail Golf Resort and Conference Center. The Debtor's business operations are comprised of three operating divisions, including the golf division, the convention and resort division, and the real estate division. Sea Trail filed a Chapter 11 petition (Bankr. E.D.N.C. Case No. 11-07370) on Sept. 27, 2011, in Wilson, North Carolina. The Debtor reported $34,222,281 in assets and $22,174,201 in liabilities as of the Chapter 11 filing. Amy M. Currin, Esq., Laurie B. Biggs, Esq., and Trawick H. Stubbs, Esq., at Stubbs & Perdue, P.A., is the Debtors' attorney. McIntyre, Paradis, Wood & Company CPA's PLLC is the Debtor's accountants. The Finley Group, Inc., is the Debtor's financial consultant. Sea Trail Corporation's official committee of unsecured creditors retained J.M. Cook and his firm, J.M. Cook, P.A., as counsel. In October 2012 Bankruptcy Judge Stephani W. Humrickhouse confirmed the First Amended Plan of Reorganization that Sea Trail filed on Sept. 20, 2012. The Court entered an amended order confirming the Plan on Dec. 3, 2012. The Plan Effective Date is contingent upon a sale of the assets. SEMINOLE SHORES: Case Summary & 2 Unsecured Creditors ----------------------------------------------------- Debtor: Seminole Shores, LLC 2911 W. 39th Street, Suite 300 Orlando, FL 32839 Bankruptcy Case No.: 13-08414 Chapter 11 Petition Date: July 8, 2013 Court: U.S. Bankruptcy Court Middle District of Florida (Orlando) Judge: Cynthia C. Jackson Debtor's Counsel: Aldo G. Bartolone, Jr., Esq. BARTOLONE LEGAL GROUP, P.A. 230 E. Marks Street Orlando, FL 32803 Tel: (407) 999-2236 Fax: (407) 999-2237 E-mail: aldo@bartolonelaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $100,001 to $500,000 A copy of the Company's list of its largest unsecured creditors filed with the petition is available for free at: http://bankrupt.com/misc/flmb13-08414.pdf The petition was signed by William A. Canty, Sr., manager. SERVICEMASTER COMPANY: Moody's Cuts Corp. Family Rating to B3 ------------------------------------------------------------- Moody's Investors Service downgraded the Corporate Family and Probability of Default ratings of The Servicemaster Company to B3 and B3-PD from B2 and B2-PD, respectively. All other debt instrument ratings were also downgraded by one notch. The Speculative Grade Liquidity rating of SGL-2 was affirmed. The outlook was revised to stable from negative. Ratings Rationale: The downgrade to a B3 Corporate Family Rating reflects Moody's expectations for lower revenue and EBITDA in 2013 attributable to ongoing disappointing performance in the TruGreen segment. Debt to EBITDA is expected to remain above 7 times through 2014, a level of financial leverage which is high for the B3 rating. Capital investment needs at TruGreen and Terminix could limit free cash flow available for debt repayments. Moody's also expects Servicemaster will use cash to acquire larger franchises as they become available. Although a new CEO has been hired, ongoing senior management instability could delay progress in boosting business performance. Moody's anticipates a flat to low single digit overall revenue growth rate and flat profitability in 2013, driven by expected mid-single digit sales increases at both Terminix and American Home Shield. The ratings are supported by solid market positions and scale in key business segments. Improving US consumer confidence and conditions in the housing sector should help turn-around efforts at TruGreen, but performance at this segment will drag on overall results. Liquidity is good, with expected annual free cash flow of at least $100 million, cash balances expected to remain above $250 million, $265 million of available revolver capacity through 2014 and no material near-term debt maturities. The stable ratings outlook reflects Moody's expectation for at least $100 million of annual free cash flow and revenue and profit growth in operating segments other than TruGreen. The ratings could be downgraded if ServiceMaster's growth, efficiency and turn-around initiatives fail to produce EBITDA and free cash flow growth, or if TruGreen does not demonstrate profitable customer growth during the 2014 season. Impaired liquidity or shareholder- friendly financial policies could also lead to lower ratings. The ratings could be upgraded if Servicemaster demonstrates steady revenue and profitability growth in all businesses, reduces financial leverage and grows free cash flow, while maintaining good liquidity and balanced financial policies. If Moody's expects debt to EBITDA and free cash flow to debt will be sustained at less than 5.5 times and above 5%, respectively, the ratings could be raised. Issuer: ServiceMaster Company (The) Downgrades: Corporate Family Rating, Downgraded to B3 from B2 Probability of Default Rating, Downgraded to B3-PD from B2-PD Senior Secured Revolving Credit Facility due Jul 24, 2013, Downgraded to B1 (LGD2, 29%) from Ba3 (LGD3, 30%) Senior Secured Revolving Credit Facility due Jul 24, 2014, Downgraded to B1 (LGD2, 29%) from Ba3 (LGD3, 30%) Senior Secured Revolving Credit Facility due Jan 31, 2017, Downgraded to B1 (LGD2, 29%) from Ba3 (LGD3, 30%) Senior Secured Term Loan due Jan 31, 2017, Downgraded to B1 (LGD2, 29%) from Ba3 (LGD3, 30%) Senior Unsecured Notes due Feb 15, 2020, Downgraded to Caa1 (LGD5, 71%) from B3 (LGD5, 72%) Senior Unsecured Notes due Aug 15, 2020, Downgraded to Caa1 (LGD5, 71%) from B3 (LGD5, 72%) Affirmations: Speculative Grade Liquidity Rating, Affirmed SGL-2 Outlook Actions: Outlook, Changed To Stable from Negative Issuer: ServiceMaster Company (The) (Old) Senior Unsecured Notes due Mar 1, 2038, Downgraded to Caa2 (LGD6, 94%) from Caa1 (LGD6, 95%) Senior Unsecured Notes due Mar 1, 2018, Downgraded to Caa2 (LGD6, 94%) from Caa1 (LGD6, 95%) Outlook Actions: Outlook, Changed To Stable from Negative Issuer: ServiceMaster Company Limited Partnership (The) Senior Unsecured Notes due Aug 15, 2027, Downgraded to Caa2 (LGD6, 94%) from Caa1 (LGD6, 95%) Outlook Actions: Outlook, Changed To Stable from Negative 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. The ServiceMaster Company, based in Memphis, TN, is a national provider of lawn care, termite and pest control, home service contracts, cleaning and disaster restoration, house cleaning, furniture repair and home inspection products and services through company-owned operations and franchise licenses. Brands include: TruGreen, Terminix, American Home Shield (AHS), ServiceMaster Clean, Merry Maids, Furniture Medic and AmeriSpec. SLM CORP: Fitch Says Cash Flow Analysis Supports Debt Repayment --------------------------------------------------------------- In a run-off scenario, expected cash flows from the spun-off businesses of SLM Corp. (SLM, rated 'BB+' Rating Watch Negative) would be sufficient to repay the existing $17.9 billion of senior unsecured debt obligations to be spun off along with the new company, according to a special report published by Fitch Ratings. "Our cash-flow analysis of the SLM's proposed spin-off also included three single-factor stress scenarios incorporating higher credit losses on the company's legacy private student portfolio, accelerated return of capital to shareholders, and an inability to securitize unencumbered private student loans," Fitch says. Fitch estimates that senior unsecured debt will be repaid under each of these additional scenarios, albeit with less cash cushion in the case of accelerated capital return. On the other hand, Fitch believes a combination of these factors would likely pressure the company's ability to repay debt in full. Ratings assigned to SLM's outstanding debt reflect continued uncertainty regarding the long-term strategic direction of the company to be spun off, although Fitch believes this cash flow analysis provides a degree of downside protection to the debtholders in a run-off scenario. Management has indicated that they do not intend to solely run off the assets and liabilities of the company, but will instead seek growth opportunities in other servicing and collections businesses. While these could create additional earnings capacity, they may also introduce incremental risk. The new company may also purchase private student loans from SLM Bank to support the brand, which could impact ratings depending on the purchase details (e.g. size, price) and amount of leverage utilized. SMITHFIELD FOODS: Moody's Mulls Downgrade of B1-Rated Senior Debt ----------------------------------------------------------------- Moody's Investors Service revised its rating review of Smithfield Foods, Inc. to a review for downgrade from a review direction uncertain, based on Moody's expectation that a rating downgrade is more likely than a rating upgrade resulting from the proposed acquisition of Smithfield by Shuanghui International Holdings Ltd. The ratings review-direction uncertain began on May 30, 2013 following the acquisition announcement. The transaction is subject to shareholder and regulatory approval, which the companies expect to receive in the second half of 2013. Moody's affirmed Smithfield's SGL-1 Speculative Grade Liquidity rating. Moody's review for downgrade will focus on details of the merger agreement, the post-closing capital structure of Smithfield, and the terms of related financing arrangements. Moody's will also assess the credit profile of Shuanghui and its likely influence on Smithfield's future business profile. Should the transaction be consummated as currently contemplated, Moody's expects to conclude its review by downgrading Smithfield's senior unsecured ratings to B2 from B1. Smithfield Foods, Inc. Ratings placed under review for downgrade: Corporate Family Rating at Ba3; Probability of Default Rating at Ba3-PD; Senior unsecured debt at B1 (LGD 5, 75%). Ratings affirmed: Speculative Grade Liquidity Rating at SGL-1. On May 29, 2013, Smithfield and Shuanghui announced a definitive merger agreement valued at approximately $7.1 billion, including the assumption of some Smithfield debt. Under the agreement, Shuanghui will acquire all of the outstanding shares of Smithfield at a price of $34/share or approximately $4.7 billion, a 31% premium to the previous day closing share price. At the time of the announcement, Smithfield had approximately $2.4 billion of debt. Shuanghui, currently an important export customer of Smithfield, intends to operate Smithfield as an independent operating subsidiary. Smithfield Foods, Inc., headquartered in Smithfield, Virginia, is the world's largest pork producer and processor. Sales for the fiscal year ended April 28, 2013 were approximately $13.2 billion. The principal methodology used in this rating was the Global Food - Protein and Agriculture Industry published in May 2013. Other methodologies used include Loss Given Default for Speculative- Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. SMITHFIELD FOODS: S&P Assigns 'BB-' Rating to $800MM Senior Notes ----------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB-' issue-level rating to Smithfield Foods Inc.'s proposed $800 million senior unsecured 144-A notes, consisting of a tranche maturing in 2018 and a tranche maturing 2021. The recovery rating is '3', indicating S&P's expectation for meaningful (50%-70%) recovery for lenders in the event of a payment default. Sun Merger Sub Inc. is the issuer. It will be merged into Smithfield Foods Inc. upon closure of the acquisition. S&P's existing 'BB' corporate credit rating on Smithfield remains on CreditWatch with negative implications. Following the successful completion of this transaction, S&P anticipates lowering the long-term corporate credit rating one notch to 'BB-' and removing this rating from CreditWatch. The new issue-level ratings on the proposed notes are not on CreditWatch but are dependent on a successful buyout transaction, are based on the assumption that S&P will lower the long-term corporate credit rating to 'BB-' upon the completion of the acquisition, and are subject to a review of final documentation. The proceeds from the offering will be held in escrow until the proposed acquisition is completed. If the acquisition does not occur then the notes will be subject to a special mandatory redemption, at which point S&P would withdraw the ratings on these new notes. The ratings on the company's existing senior unsecured notes currently remain unchanged at 'BB' and also remain on CreditWatch, and will be lowered one notch to 'BB-' at the close of the transaction. The recovery ratings would remain unchanged at '3', indicating S&P's expectation for meaningful recovery (50%-70%) in the event of a payment default. "We believe that following the completion of the transaction as currently described, Smithfield's increased debt levels will leave it with a weaker credit profile," said Standard & Poor's credit analyst Chris Johnson. Prior to this transaction, Standard & Poor's had anticipated Smithfield would repay its upcoming near-term debt maturities, including a $200 million unsecured term loan and $400 million convertible notes. S&P had indicated that it would lower the ratings if the company's adjusted debt-to-EBITDA ratio would approach 4x on a sustained basis and funds from operations (FFO) to total debt fell below 20%. In S&P's opinion, the $800 million in proposed notes will delay the company's ability to improve credit measures to levels that support the 'BB' rating. S&P estimates that pro forma debt to EBITDA will total about 4.8x (compared with about 3.9x at fiscal year-end 2013), and that this ratio will only approach 3.5x by fiscal year-end 2014 compared with S&P's prior expectations of closer to 3x by that time. S&P estimates pro forma FFO to debt is about 15.3% (compared with 18.7% at fiscal year-end 2013), and will remain below 20% by fiscal year-end 2014. SOUTH FLORIDA SOD: Case Summary & 12 Unsecured Creditors -------------------------------------------------------- Debtor: South Florida Sod, Inc. 4366 E. Kinsey Road Avon Park, FL 33825 Bankruptcy Case No.: 13-08466 Chapter 11 Petition Date: July 9, 2013 Court: U.S. Bankruptcy Court Middle District of Florida (Orlando) Judge: Cynthia C. Jackson Debtor's Counsel: R. Scott Shuker, Esq. LATHAM SHUKER EDEN & BEAUDINE, LLP P.O. Box 3353 Orlando, FL 32802 Tel: (407) 481-5800 Fax: (407) 481-5801 E-mail: bknotice@lseblaw.com - and ? Jason H. Klein, Esq. LATHAM SHUKER EDEN & BEAUDINE, LLP P.O. Box 3353 Orlando, FL 32802-3353 Tel: (407) 481-5800 Fax: (407) 481-5801 E-mail: bknotice@lseblaw.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Wiley T. McCall, president. Debtor's List of Its 12 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Schiff Law Group Legal Services $91,635 1211 N. Westshore Boulevard, Suite 401 Tampa, FL 33607 Rossway Moore Taylor & Swan Legal Services $13,682 2101 Indian River Boulevard, Suite 200 Vero Beach, FL 32960 Masters and Sellars, P.C. Legal Services $13,000 152 Colorado Avenue Monstrose, CO 81401 Tractor Supply Trade Debt $776 Peace River Electric Utilities $1,035 Home Depot Credit Services Credit Card Account $960 Blue Ridge Mountain EMC Utilities $257 Lynch, Johnson & Long Accounting Services $247 Choice Environmental Utilities $200 Century Link Utilities Unknown Duke Energy Utilities Unknown Verizon Wireless Svcs Utilities Unknown STAFFORD RHODES: Court Says Estate Fully Administered, Case Closed ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Middle District of Georgia entered a final decree on May 15 closing the Chapter 11 case of Stafford Rhodes, LLC. The Court has determined that the estate of the Debtor has been fully administered. About Stafford Rhodes Stafford Rhodes, LLC, owns 27.41 acres of land located in Bluffton, Beaufort County, South Carolina. The land is improved by a 95,233 square foot retail shopping center that has 16 tenants, including Best Buy Stores, Petco, and Dollar Tree. Affiliate Beaufort Crossing, LLC, owns 10 acres of land, improved by an unanchored 19,600 square foot shopping center, the Crossings of Beaufort, in Beaufort County. Stafford Vista, LLC, owns 5.69 acres of land located in Decatur, DeKalb County, Georgia, which is improved by a 45,450 square foot shopping center identified as the Vista Grove Plaza. Stafford Wesley, LLC, has 2.34 acres of land in Decatur, improved by a 30,683 square foot shopping center identified as the Wesley Chappel Retail Shopping Center. Stafford Rhodes and its three affiliates sought Chapter 11 protection (Bankr. M.D. Ga. Lead Case No. 12-70859) on June 29, 2012. Judge John T. Laney, III, presides over the Debtors' cases. Darryl S. Laddin, Esq. at Arnall Golden Gregory LLP, in Atlanta, represent the Debtors as counsel. In its petition, Stafford Rhodes estimated assets and debts of between $10 million and $50 million. The petitions were signed by Frank J. Jones, Jr., VP, Treasurer and CFO of Debtor's sole member. SUN MERGER: Moody's Assigns 'B1' CFR; Outlook Stable ---------------------------------------------------- Moody's Investors Service, Inc. assigned a B1 Corporate Family Rating and B1-PD Probability of Default Rating (PDR) to Sun Merger Sub, Inc., a newly-formed entity that will facilitate the pending $7.1 billion leveraged acquisition of Smithfield Foods (Ba3 RUR- Down) by Shuanghui International Holdings. Moody's also assigned a B2 rating to $800 million of senior unsecured notes being offered by Sun Merger to prefund a portion of the acquisition. The rating outlook is stable. The $7.1 billion LBO transaction includes approximately $2.4 billion of Smithfield debt outstanding at the time of the announcement. Shuanghui plans to fund the $4.7 billion equity purchase through approximately $700 million of permitted dividends from Smithfield, and a $4 billion term loan facility being arranged by Shuanghui. The special dividend to Shuanghui will be funded through proceeds from $800 million of senior unsecured notes being offered by Sun Merger in five-year and eight-year tranches. These notes will become direct obligations of Smithfield at closing of the LBO through the merger of Sun Merger into Smithfield. Shuanghui will not guarantee any new or existing debt at Smithfield. The ratings of Smithfield are under review for downgrade. These ratings were placed under review-direction uncertain on May 30, 2013 following the company's announcement that it had agreed to be acquired by Shuanghui for $34.00 per share. The review was revised to a review for downgrade on July 15, 2013 after Moody's determined that the credit profile of Smithfield will be weakened by the proposed acquisition. The transaction is expected to close in the third quarter of 2013, subject to Smithfield shareholder and U.S. regulatory approval. Rating Rationale The B1 Corporate Family Rating of Sun Merger reflects the high financial leverage that will result from the LBO transaction and uncertainty regarding Smithfield's long-term operating strategy under new ownership. Moody's is not expecting any major changes in Smithfield's business profile in the near-term -- Shuanghui plans to operate the Smithfield as an independent operating company and will contractually retain most of the current senior management team for at least three years. Smithfield plans to use free cash flow to retire all of the $800 million of acquisition debt being issued within two years. Smithfield's ratings will continue to reflect its global leadership in hog production and pork processing and its single-protein focus that results in high exposure to commodity price volatility. Moody's estimates Smithfield's closing leverage at 5 times debt/LTM EBITDA on a standalone basis, which the company plans to reduce steadily through free cash flow and suspension of share repurchases. Consolidated closing leverage at Shuanghui will approximate 5.5 times. Shuanghui plans to reduce debt balances at Smithfield from $3.2 billion at closing to below $2.5 billion within 24 months after closing, which should reduce debt/EBITDA below 4 times. Smithfield does not currently pay a dividend and Moody's assumes the company will not make any shareholder distributions before it meets its targeted debt levels. Sun Merger Sub, Inc. (to be merged into Smithfield Foods): Ratings assigned: Corporate Family Rating at B1; Probability of Default rating at B1-PD; Senior unsecured notes due 2018 at B2 LGD-4 (65%); Senior unsecured notes due 2021 at B2 LGD-4 (65%). The outlook is stable. The assigned ratings reflect the proposed capital structure at Smithfield including total debt outstanding at closing of approximately $3.2 billion. The senior unsecured ratings are one notch below the CFR due to the higher payment priority of the existing $1 billion asset-based liquidity facility. However, the debt instrument ratings could be affected if the final debt capitalization structure changes. Sun Merger will be merged into Smithfield at closing with Smithfield being the surviving company. Should the transaction be consummated as currently contemplated, Moody's expects to downgrade Smithfield's senior unsecured ratings to B2 from B1 at closing. If the transaction is not consummated, the proceeds from the Sun Merger debt issuance will be returned to investors and all Sun Merger's ratings will be withdrawn. Sun Merger Sub, Inc. is a wholly owned subsidiary of Shuanghui International Holdings, Inc. and was formed solely for the purpose of acquiring Smithfield. Shuanghui, based in the Cayman Islands, is an investment holding company that controls the largest poultry producer in China (Henan Shuanghui Investment & Development Co., Ltd). Shuanghui, currently an important Smithfield export customer, intends to operate Smithfield as a wholly-owned independent operating subsidiary. Smithfield Foods, Inc., headquartered in Smithfield, Virginia, is the world's largest pork producer and processor. Sales for the fiscal year ended April 28, 2013 were approximately $13.2 billion. The principal methodology used in this rating was the Global Protein and Agriculture Industry published in May 2013. Other methodologies used include Loss Given Default for Speculative- Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. SYNAGRO TECHNOLOGIES: Files Schedules of Assets and Liabilities --------------------------------------------------------------- Synagro Technologies, Inc. filed with the U.S. Bankruptcy Court for District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $8,714,426 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $329,960,675 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $100,528,486 ----------- ----------- TOTAL $8,714,426 $430,489,161 A copy of the schedules is available for free at http://bankrupt.com/misc/SYNARGO_TECHNOLOGIES_sal.pdf 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 was owned by The Carlyle Group at the time of the bankruptcy filing. It was acquired in April 2007 by Carlyle in a $741 million transaction. 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. T-L CHEROKEE: Court to Hear Cash Collateral Use Motion on July 24 ----------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Indiana will convene a hearing on July 24, 2013, at 2:30 p.m. to consider for a request of T-L Cherokee South LLC for further extension of the use of cash collateral through July 31, 2013. About T-L Cherokee T-L Conyers LLC, T-L Cherokee South, LLC, and two affiliates sought Chapter 11 protection in Hammond, Indiana, on Feb. 1, 2013. They are represented by David K. Welch, Esq., at Crane, Heyman, Simon, Welch & Clar, in Chicago. The Debtors own various shopping centers in Georgia and Kansas. T-L Cherokee South (Bankr. N.D. Ind. Case No. 13-20283) estimated assets and debts of $10,000,001 to $50,000,000. T-L Cherokee owns and operates a commercial shopping center in Overland Park, Kansas known as "Cherokee South Shopping Center". The Debtors are entities managed by Westchester, Illinois-based Tri-Land Properties, Inc., which sought Chapter 11 protection (Case No. 12-22623) on July 11, 2012. TLO LLC: Committee Retaining Genovese Joblove as Counsel -------------------------------------------------------- The Official Committee of Unsecured Creditors of TLO, LLC, asks the U.S. Bankruptcy Court for the Southern District of Florida for authorization to retain Paul J. Battista, Esq., and the law firm of Genovese, Joblove & Battista, P.A., as counsel for the Committee, effective as of June 4, 2013. In addition to acting as primary spokesman for the Committee, GJB will provide, among others, these services: a. advise the Committee with respect to its rights, powers, and duties in this Chapter 11 case; b. assist and advise the Committee in its consultations with the Debtor relative to the administration of this Chapter 11 case; c. assist the Committee in analyzing the claims of the Debtor's creditors and in negotiation with such creditors; and d. assist with the Committee's investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtor and of the operation of the Debtor's business. GJB's professionals bill at these hourly rates: Paul J. Battista, Esq., Partner $595 Mariaelena Gayo-Guitian, Esq., Partner $435 Associate Attorneys $250-$350 Legal Assistants/Paralegals $75-$200 To the best of the Committee's knowledge, GJB is "disinterested" as such term is defined in Section 101(14) of the Bankruptcy Code. Counsel for the Committee can be reached at: Paul J. Battista, Esq. GENOVESE, JOBLOVE & BATTISTA, P.A. 100 Southeast Second Street, Suite 4400 Miami, FL 33131 Tel: (305) 349-2300 Fax: (305) 349-2310 E-mail: pbattista@gjb-law.com - and - Mariaelena Gayo-Guitian, Esq. 200 East Broward Boulevard, Suite 1110 Fort Lauderdale, FL 33301 Tel: (954) 453-8000 Fax: (954) 453-8010 E-mail: mguitian@gjb-law.com About TLO LLC TLO LLC, a provider of risk-mitigation services, filed a petition for Chapter 11 reorganization (Bankr. S.D. Fla. Case No. 13-bk20853) on May 9, 2013, in West Palm Beach, Florida, near the company's headquarters in Boca Raton. The petition was signed by E. Desiree Asher as CEO. Judge Paul G. Hyman, Jr., presides over the case. Robert C Furr, Esq., and Alvin S. Goldstein, Esq. at Furr & Cohen serve as the Debtor's counsel. The Debtor disclosed assets of $46.6 million and liabilities of $109.9 million, including $93.4 million in secured claims. The principal lender is Technology Investors Inc., owed $89 million. TII is owned by the estate of Hank Asher, the company's primary owner who died this year. There is $4.6 million secured by computer equipment. Paul J. Battista, Esq., and Mariaelena Gayo-Guitian, Esq., at Genovese, Joblove & Battista, P.A., represent the Official Committee of Unsecured Creditors as counsel. TLO LLC: Can Employ R. Hugh Lumpkin as Special Counsel ------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of Florida has granted TLO, LLC, permission to employ R. Hugh Lumpkin, Esq., and the law firm of Ver Ploeg & Lumpkin, as special counsel. Mr. Lumpkin will represent the Debtor in insurance litigation in State Court regarding disputes between the Debtor and Prudential Insurance Company. According to papers filed with the Court, the Debtor is the beneficiary of a $40 million key man life insurance policy on its founder, Hank Asher, who passed away in January, 2013. The policy proceeds have not yet been paid and represent a significant asset of the bankruptcy estate. Mr. Lumpkin and the law firm of Ver Ploeg & Lumpkin will charge these hourly rates: $600 for partners, $235 for associates, $205 for paralegals and $190 for law clerks. To the best of the Mr. Lumpkin's knowledge, he and the law firm of are disinterested persons as required by 11 U.S.C. Section 327(a). According to Mr. Lumpkin, there are prepetition fees owed to the law firm of Ver Ploeg & Lumpkin by the Debtor in the amount of $4,709.54. About TLO LLC TLO LLC, a provider of risk-mitigation services, filed a petition for Chapter 11 reorganization (Bankr. S.D. Fla. Case No. 13-bk20853) on May 9, 2013, in West Palm Beach, Florida, near the company's headquarters in Boca Raton. The petition was signed by E. Desiree Asher as CEO. Judge Paul G. Hyman, Jr., presides over the case. Robert C Furr, Esq., and Alvin S. Goldstein, Esq. at Furr & Cohen serve as the Debtor's counsel. The Debtor disclosed assets of $46.6 million and liabilities of $109.9 million, including $93.4 million in secured claims. The principal lender is Technology Investors Inc., owed $89 million. TII is owned by the estate of Hank Asher, the company's primary owner who died this year. There is $4.6 million secured by computer equipment. Paul J. Battista, Esq., and Mariaelena Gayo-Guitian, Esq., at Genovese, Joblove & Battista, P.A., represent the Official Committee of Unsecured Creditors as counsel. TLO LLC: Has Final Approval to Employ Alan Barbee as Accountant --------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida has granted TLO, LLC, final authority to employ Alan R. Barbee, CPA, ABV and Marcum LLP, as accountants for the Debtor, nunc pro tunc to the Petition Date. As reported in the TCR on May 29, 2013, the firm will, among other things, assist the Debtor with the preparation of Federal Tax Returns and in maintaining books and records. The firm will apply for compensation and reimbursement of costs at its ordinary rates and charges. Mr. Barbee and the firm have agreed to accept compensation at these hourly rates: Category Hourly Rate -------- ----------- Partners $350 to $475 Senior Managers $275 to $360 Managers $230 to $270 Supervisors $180 to $240 Seniors $160 to $190 Staff $145 to $160 Paraprofessionals $75 to $130 About TLO LLC TLO LLC, a provider of risk-mitigation services, filed a petition for Chapter 11 reorganization (Bankr. S.D. Fla. Case No. 13-bk20853) on May 9, 2013, in West Palm Beach, Florida, near the company's headquarters in Boca Raton. The petition was signed by E. Desiree Asher as CEO. Judge Paul G. Hyman, Jr., presides over the case. Robert C Furr, Esq., and Alvin S. Goldstein, Esq. at Furr & Cohen serve as the Debtor's counsel. The Debtor disclosed assets of $46.6 million and liabilities of $109.9 million, including $93.4 million in secured claims. The principal lender is Technology Investors Inc., owed $89 million. TII is owned by the estate of Hank Asher, the company's primary owner who died this year. There is $4.6 million secured by computer equipment. Paul J. Battista, Esq., and Mariaelena Gayo-Guitian, Esq., at Genovese, Joblove & Battista, P.A., represent the Official Committee of Unsecured Creditors as counsel. TMT USA: Files 2nd Motion for Cash Collateral Use to Pay Insurance ------------------------------------------------------------------ TMT USA Shipmanagement LLC, et al., filed a second motion seeking bankruptcy court authority to use the cash collateral of their existing secured lenders to pay insurance premiums due and payable, particularly on vessel assets. The Secured Lenders are (1) First Commercial Bank Co., Ltd; (2) Bank SinoPac; (3) Mega International Commercial Bank; (4) Cathay United Bank; and (5) Shanghai Commercial and Savings Bank Ltd. As adequate protection for the diminution in value of the Secured Lenders' cash collateral, the Debtors will provide adequate protection to the Secured Lenders consistent with the Interim Cash Collateral Order. Bracewll & Guiliani LLP's William A. (Trey) Wood III, Esq., Marcy E. Kutz, Esq., Jason G. Cohen, Esq., as well as Evan Flaschen, Esq., and Robert G. Burns, Esq., represent the Debtors. About TMT Group Known in the industry as TMT Group, TMT USA Shipmanagement LLC and its affiliates own 17 vessels. Vessels range in size from approximately 27,000 dead weight tons (dwt) to approximately 320,000 dwt. TMT USA and 22 affiliates, including C. Ladybug Corporation, sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 13- 33740) in Houston, Texas, on June 20, 2013 after lenders seized seven vessels. TMT has tapped attorneys from Bracewell & Giuliani LLP and AlixPartners as financial advisors. On a consolidated basis, the Debtors have $1.52 billion in assets and $1.46 billion in liabilities. TMT already filed a lawsuit in U.S. bankruptcy court aimed at forcing creditors to release the vessels so they can return to generating income. TMT USA: Bank Lenders Seek Dismissal of Chapter 11 Cases -------------------------------------------------------- Four bank lenders of TMT USA Shipmanagement LLC, et al., filed a joint motion seeking dismissal of the Debtors' Chapter 11 cases with prejudice. The Lenders reason that their request is based on, among other things, (a) "cause," given that the Debtors filed their Chapter 11 cases in bad faith and/or manufactured jurisdiction in bad faith; (b) absence of a reasonbale likelihood of rehabilitation; (c) inability to effectuate a Chapter 11 plan; (d) availability of an alternate forum; and (e) the interests of creditors and the Debtors are better served by dismissal. The Petitioning Lenders are Mega International Commercial Bank Co., Ltd.; Cathay Bank United; Shanghai Commercial & Savings Bank; First Commercial Bank Co., Ltd.; and BHP Billiton Marketing A.G. The U.S. Bankruptcy Court for the Southern District of Texas was slated to convene a hearing on July 16, 2013, at 9:00 a.m. Central to consider the Dismissal Motion. Counsel to Mega International Commercial Bank Co., Ltd. is: MAYER BROWN LLP Charles S. Kelley, Esq. 700 Louisiana Street, Suite 3400 Houston, TX 77002-2730 Tel No.: 713-238-3000 Fax No.: 713-238-4888 E-mail: ckelley@mayerbrown.com -- and ? MAYER BROWN LLP Frederick D. Hyman, Esq. Michael F. Lotito, Esq. 1675 Broadway New York, NY Tel No.: 212-506-2500 Fax No.: 212-262-1910 E-mail: fhyman@mayerbrown.com mlotito@mayerbrown.com Counsel to Cathay Bank United is: David W. Parham, Esq. 2300 Trammel Crow Center 2001 Ross Avenue Dallas, Texas 75201 Tel No: (214) 978-3000 Fax No: (214) 978-3099 E-mail: david.parham@bakermckenzie.com Counsel for Shanghai Commercial & Savings Bank is: John P. Melko, Esq. 1000 Louisiana Street, Suite 3400 Houston, Texas 77002 Tel No: (713) 276-5500 (713) 276-5555 E-mail: jmelko@gardere.com Counsel for First Commercial Bank Co., Ltd. is: WINSTEAD PC Eli O. Columbus, Esq. 500 Winstead Building 2728 N. Harwood Street Dallas, Texas 75201 Tel No: (214) 745-5400 Fax No: (214) 745-5390 E-mail: ecolumbus@winstead.com Counsel to BHP Billiton Marketing A.G. is: Alfredo R. Perez, Esq. 700 Louisiana Street Houston, Texas 77002 Tel No: (713) 546-5000 Fax No: (713) 224-9511 E-mail: alfredo.perez@weil.com About TMT Group Known in the industry as TMT Group, TMT USA Shipmanagement LLC and its affiliates own 17 vessels. Vessels range in size from approximately 27,000 dead weight tons (dwt) to approximately 320,000 dwt. TMT USA and 22 affiliates, including C. Ladybug Corporation, sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 13- 33740) in Houston, Texas, on June 20, 2013 after lenders seized seven vessels. TMT has tapped attorneys from Bracewell & Giuliani LLP and AlixPartners as financial advisors. On a consolidated basis, the Debtors have $1.52 billion in assets and $1.46 billion in liabilities. TMT already filed a lawsuit in U.S. bankruptcy court aimed at forcing creditors to release the vessels so they can return to generating income. TMT USA: Sec. 341 Meeting Slated for Aug. 15 -------------------------------------------- A meeting of creditors under 11 U.S.C. Sec. 341 is scheduled for August 15, 2013 at 10:00 a.m. in the Chapter 11 cases of TMT USA Shipmanagement LLC, et al. The meeting will be held at 515 Rusk, Suite 3401, in Houston, Texas. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This meeting of creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. About TMT Group Known in the industry as TMT Group, TMT USA Shipmanagement LLC and its affiliates own 17 vessels. Vessels range in size from approximately 27,000 dead weight tons (dwt) to approximately 320,000 dwt. TMT USA and 22 affiliates, including C. Ladybug Corporation, sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 13- 33740) in Houston, Texas, on June 20, 2013 after lenders seized seven vessels. TMT has tapped attorneys from Bracewell & Giuliani LLP and AlixPartners as financial advisors. On a consolidated basis, the Debtors have $1.52 billion in assets and $1.46 billion in liabilities. TMT already filed a lawsuit in U.S. bankruptcy court aimed at forcing creditors to release the vessels so they can return to generating income. TMT USA: Claims Bar Date Fixed at Nov. 13 ----------------------------------------- The claims deadline for creditors of TMT USA Shipmanagement LLC, et al., has been set for November 13, 2013. Creditors must submit their proofs of claim by that date for the said claims to be considered. About TMT Group Known in the industry as TMT Group, TMT USA Shipmanagement LLC and its affiliates own 17 vessels. Vessels range in size from approximately 27,000 dead weight tons (dwt) to approximately 320,000 dwt. TMT USA and 22 affiliates, including C. Ladybug Corporation, sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 13- 33740) in Houston, Texas, on June 20, 2013 after lenders seized seven vessels. TMT has tapped attorneys from Bracewell & Giuliani LLP and AlixPartners as financial advisors. On a consolidated basis, the Debtors have $1.52 billion in assets and $1.46 billion in liabilities. TMT already filed a lawsuit in U.S. bankruptcy court aimed at forcing creditors to release the vessels so they can return to generating income. TOUSA INC: Receives Approval for Settlement, Confirmation Next -------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Tousa Inc. received court sanction on July 12 for a $67 million settlement with several insurance companies allowing the former homebuilder to proceed with an Aug. 1 confirmation hearing for approval of a liquidating Chapter 11 plan ending a five-year battle among creditor groups. According to the report, the dispute with the insurance companies involved a fraudulent transfer before bankruptcy where Tousa operating subsidiaries were made liable on debts which previously hadn't been their responsibilities. A judgment in a separate lawsuit finding fraudulent transfers was upheld in the U.S. Court of Appeals in Atlanta. The report notes that alongside the main suit, Tousa's creditors sued the company's directors and officers for authorizing the fraudulent transfers. There were also lawsuits with insurance companies that provided directors' and officers' liability insurance over the question of whether there was liability on the policies. The insurance companies included Federal Insurance Co., XL Specialty Insurance Co. and Zurich American Insurance Co. The report relates that Tousa's secured lenders also sued the directors and officers, who turned the claims over to the insurance companies. In settlement, the insurance companies will pay $67 million, with $47.9 million going to creditors of the Tousa companies that were forced to take on debt improperly. The first-lien lenders receive $7.66 million, while second-lien lenders take home $11.5 million. Some of the insurance companies also pay $8.27 million of the directors' and officers' defense costs. The report says that Tousa's Chapter 11 plan has recoveries ranging from 58 percent for senior noteholders to 5 percent for creditors with general unsecured claims. The plan was the result of the decision from the appeals court in May 2012 finding banks received fraudulent transfers exceeding $400 million. The opinion reinstated a ruling by U.S. Bankruptcy Judge John K. Olson which had been set aside on the first appeal in federal district court. The appeal in the circuit court of appeals was Citicorp North America Inc. v. Official Committee of Unsecured Creditors (In re Tousa Inc.), 11-11071, U.S. Court of Appeals for the Eleventh Circuit (Atlanta). About TOUSA Inc. Headquartered in Hollywood, Florida, TOUSA, Inc. (Pink Sheets: TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A. Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P., TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder in the United States, operating in various metropolitan markets in 10 states located in four major geographic regions: Florida, the Mid-Atlantic, Texas, and the West. The Debtor and its debtor-affiliates filed for separate Chapter 11 protection on Jan. 29, 2008 (Bankr. S.D. Fla. Case No. 08-10928). Richard M. Cieri, Esq., M. Natasha Labovitz, Esq., and Joshua A. Sussberg, Esq., at Kirkland & Ellis LLP, in New York, N.Y.; and Paul S. Singerman, Esq., at Berger Singerman, in Miami, Fla., represent the Debtors in their restructuring efforts. Lazard Freres & Co. LLC is the Debtors' investment banker. Ernst & Young LLP is the Debtors' independent auditor and tax services provider. Kurtzman Carson Consultants LLC acts as the Debtors' Notice, Claims & Balloting Agent. TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba Eagle Homes, filed for Chapter 11 Protection on July 30, 2008 (Bankr. S.D. Fla. Case No. 08-20746). It estimated assets and debts of $1 million to $10 million in its Chapter 11 petition. The official committee of unsecured creditors has filed a proposed chapter 11 liquidating plan for Tousa. However, the committee said it would no longer pursue approval of its liquidation plan because of the pending appeal of its fraudulent transfer case in the U.S. Court of Appeals for the Eleventh Circuit. A district court in February 2011 held that the bankruptcy judge was wrong in ruling that lenders who were paid off received fraudulent transfers when Tousa gave liens on subsidiaries' properties to bail out and refinance a joint venture. Daniel H. Golden, Esq., and Philip C. Dublin, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, N.Y., represent the creditors committee. Tousa and the official committee of unsecured creditors has filed a proposed chapter 11 liquidating plan following a settlement between the Debtor and creditors and other settlements crafted by mediator Peter L. Borowitz. The settlement was made after a May 2012 U.S. Court of Appeals in Atlanta decision that found that banks received fraudulent transfers exceeding $400 million. Tousa intends to have a confirmation hearing for the Plan in August. TPO HESS: To Sell to Bang Printing After No Rival Bidders Emerge ---------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that commercial and educational printer D.B. Hess Corp. fielded no competing bids, canceled an auction set for July 17 and will request court approval at a July 24 hearing to sell the business for $19.3 million to Bang Printing of Ohio Inc. Before the bankruptcy filing, holders of $74 million in second- lien notes had already unanimously accepted a plan under which they would receive $1.5 million for a 2 percent recovery. The report notes that 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 get nothing. A court filing listed $14.2 million in debt owed to trade suppliers. July 24 will also be the confirmation hearing for approval of the plan. The report discloses that at the hearing, the bankruptcy judge will entertain any objections to the plan and must rule that disclosure materials adequately describe the circumstances. The business was acquired in 2006 by Wellspring Capital Partners IV LP. 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. General Electric Capital Corp., already owed $13.4 million on a prepetition revolving credit, is financing the Chapter 11 effort. TRINITY COAL: Mines Heading for Auction on July 30 -------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Trinity Coal Corp. will sell its mines at auction on July 30 under procedures approved last week by the U.S. Bankruptcy Court in Lexington, Kentucky. According to the report, bidders must submit preliminary offers by July 19. So-called qualified bids are due July 26. The hearing for approval of the sale will take place Aug. 8. Secured lenders have the right to participate in the auction using debt rather than cash to buy the mines. About Trinity Coal Trinity Coal Corp. is a coal mining company that owns coal deposits located in the Appalachian region of the eastern United States, specifically, in Breathitt, Floyd, Knott Magoffin, and Perry Counties in eastern Kentucky and in Boone, Fayette, Mingo, McDowell and Wyoming Counties in West Virginia. Trinity's coal mining operations are organized into six distinct coal mining complexes. Three complexes are located in Kentucky and are referred to as Prater Branch Resources, Little Elk Mining and Levisa Fork. The Kentucky Operations produced compliance and low sulfur steam coal. Three complexes are located in West Virginia and are referred to as Deep Water Resources, North Springs Resources and Falcon Resources. Trinity is a wholly owned subsidiary of privately held multinational conglomerate Essar Global Limited. Credit Agricole Corporate & Investment Bank, ING Capital LLC and Natixis, New York Branch filed an involuntary petition for relief under Chapter 11 against Trinity Coal Corporation and 15 affiliates (Bankr. E.D. Ky. Lead Case No. 13-50364). The three entities say they are owed a total of $104 million on account loans provided to Trinity. On Feb. 14, 2013, Austin Powder Company, Whayne Supply Company and Cecil I. Walker Machinery Co. filed an involuntary petition for relief under Chapter 11 (Bankr. E.D. Ky. Case No. 13-50335) against Frasure Creek Mining, LLC. On Feb. 19, 2013, Credit Agricole, ING Capital and Natixis joined as petitioning creditors. On March 4, 2013, the Debtors filed their consolidated answer to involuntary petitions and consent to an order for relief and reservation of rights, thereby consenting to the entry of an order for relief in each of their respective Chapter 11 cases. An order for relief in each of the Debtors was entered by the Court on March 4, 2013, which converted the involuntary cases to voluntary Chapter 11 cases. Sturgill, Turner, Barker & Moloney, PLLC serves as the Committee's local counsel. UHHS/CSAHS-CUYAHOGA INC: Moody's Affirms 'Ba2' Rating ----------------------------------------------------- Moody's Investors Service has affirmed the Ba2 rating on UHHS/CSAHS-Cuyahoga, Inc. & CSAHS/UHHS-Canton's (dba Mercy Medical Center) outstanding bonds. The outlook is negative. Ratings Rationale: The affirmation of the Ba2 rating reflects the recent improvement in financial performance through 5 months of year-to-date FY 2013 through expense reduction strategies, Mercy's conservative debt structure with 100% fixed rate debt with no derivatives, a conservative investment allocation, receipt of approximately $13 million in cash legal settlement in June 2013, and ownership by Sisters of Charity Health System (although not legally obligated on the bonds) which provides some shared services, oversight and a recent history of financial support. The maintenance of the negative outlook reflects continued weak financial performance in FY 2012 marking a three year trend of sizable losses and material declines in liquidity balances as of fiscal year-end FYE 2012. Inability to show durability of the recent improvement and stabilization of cash balances will result in a rating downgrade. Strengths - Better financial performance through March 31, 2013; management has put in place cost reduction, revenue enhancement, and clinical redesign strategies that should result in higher cash flow in 2013 - Debt structure is fixed rate with no interest rate derivatives - Current investment allocation is conservative with primarily fixed income investments, helping to preserve a modest cash position; 100% of Mercy's investment portfolio can be liquidated in one month or less - Receipt of cash legal settlement will add liquidity (approximately $13 million) back to the balance sheet as of June 30, 2013 - Sisters of Charity Health System (SCHS) is the sole corporate member of Mercy Medical Center, and while SCHS is not legally obligated on the Series 2000 bonds, the greater management oversight, as well as significant investments at SCHS with some demonstration of support in the past, provides an additional credit strength Challenges - Another year of weak operating performance at Mercy in fiscal year 2012 with low operating cash flow (2.0% margin), due to sizeable inpatient volume declines, rising charity care and bad debt expense - Weak liquidity position of 55 days of cash on hand as of December 31, 2012 - Formidable competition in the region with a larger competitor in Aultman Healthcare (management reports 38% market share compared with 29% for Mercy) which owns a large health plan; Mercy reports recent gains in market share, although inpatient volumes for the overall market are down, including at Mercy due to increasing observation cases and economic issues in Mercy's service area Outlook The negative outlook reflects Moody's expectation while that financial performance in FY 2013 will show some improvement it still remains relatively weak. Inability to improve and approach FY 2013 budget and preserve current levels of cash will result in a rating downgrade. Revision of the outlook to stable would occur only if Mercy is able to show sustained improvement in financial performance while growing cash. What Could Make the Long Term Rating Go Up Unlikely over the near term given the negative outlook, however over the longer term, significant, and sustainable, improvement in financial performance; material growth in liquidity and improvement in debt coverage measures; a rating upgrade is unlikely in the next 12-18 months What Could Make the Long Term Rating Go Down Inability to improve financial performance in FY 2013; further reduction in cash balances; continued declines in patient volumes or loss of market share Rating Methodology The principal methodology used in this rating was Not-for-Profit Healthcare Rating Methodology published in March 2012. UNIVERSAL CORP: Fitch Rates Convertible Preferred Stock at 'BB' --------------------------------------------------------------- Fitch Ratings has assigned the following initial ratings to Universal Corporation (UVV): -- Issuer Default Rating (IDR) 'BBB-'; -- Senior unsecured credit facility 'BBB-'; -- Senior unsecured notes 'BBB-'; -- Convertible perpetual preferred stock 'BB'. The Rating Outlook is Stable. At March 31, 2013 UVV had approximately $500 million of total debt. Key Rating Drivers UVV is one of the leading suppliers within the leaf tobacco industry with substantial global market share and extensive geographic diversity that helps minimize its reliance on any one region. The company's experienced local management teams foster strategic alliances by working closely with tobacco manufacturers that UVV maintains long-term relationships with. UVV also coordinates with a large and highly diverse farmer and supplier base to source higher quality compliant leaf tobacco that meets its customers' exacting blend requirements. These factors have allowed UVV to be competitive and carve out a defensible niche, which is key to sustaining long-term profitability. UVV maintains a relatively solid financial profile underpinned by sufficient liquidity, lower leverage, manageable maturities, low capital investment requirements and cash generation that supports the operations. The above factors largely mitigate the operating, regulatory and financial risk factors inherent to the leaf tobacco industry. UVV's operating results can be susceptible to volatility. The company can have material working capital fluctuations as a result of its agricultural business, which lead to a higher than average business risk for the company. UVV extends credit through substantial advances to farmers with contractual agreements that totaled $199 million as of March 31, 2013; this exposes the company to bad debt risk that will increase during periods of crop deterioration. Numerous factors can affect green leaf prices including global supply and demand imbalances, market conditions, production costs, competition and foreign exchange movements. UVV is also indirectly exposed to significant regulatory and governmental oversight within the tobacco industry that can negatively affect cigarette consumption and heighten the company's operational risk by reducing demand for leaf tobacco. The European Union recently moved one step closer toward limiting the use of certain cigarettes with the European Parliament's vote to approve a ban on menthol and other flavored cigarettes and increase the awareness of health warnings on packaging. Excise tax increases are another tool that lawmakers have frequently used to curtail smoking. However, these regulatory actions can also spur increases for illicit tobacco products that can negatively impact UVV's volumes. Operating performance: The tobacco industry expects a stable operating environment with good demand conditions in fiscal 2014, which Fitch views as reasonable. Global demand should grow modestly with growing demand in emerging markets offsetting declines in developed markets. UVV entered fiscal year 2014 with very low uncommitted inventories available for sale and fewer shipments of prior year crop carrying into the first fiscal quarter. Consequently volumes will decline this fiscal year. Crop sizes for flue-cured, burley and oriental tobaccos are expected to increase in fiscal year 2014 although the demand for certain types of tobacco, including higher quality flue-cured and burley leaf, may exceed supply. UVV's normal segment operating income and EBITDA is approximately $200 million and $240 million, respectively. The company has operated substantially above those levels during the past four years. EBITDA margins are typically in the low double digits, which Fitch believes constrain the ratings. Other factors that can affect UVV's cash flows include seasonality of operations, weather events, reduced demand in mature markets, timing of shipments to customers, changes in input costs (denominated in local currency) and tobacco leaf prices (dollar denominated). Fitch expects UVV will generate a more normal operating income level for FY 2014. Liquidity, Maturities & Financial Covenants: UVV's liquidity is sufficient given its cash, revolver availability and free cash flow. Liquidity is a key rating factor given the working capital and input advance requirements for its suppliers. UVV's committed inventory levels which are typically at least 80% of total inventory also provides modest additional support to UVV's liquidity position. As of March 31, 2013, cash was $368 million with the majority of the cash in the U.S. UVV has an undrawn $450 million five-year revolving credit facility which expires in November 2016 with meaningful room under the covenants. UVV maintains uncommitted, unsecured credit facilities to fund working capital needs in some countries where the company operates. Fitch views uncommitted lines as a weaker form of liquidity. At the end of the 1Q'13, UVV had up to $412 million in uncommitted lines available of which $105 million was outstanding. UVV maintains its revolver and cash balances at a level to provide full backstop for the uncommitted bank lines. UVV's maturity schedule is manageable with $211 million due in fiscal year 2014 including $200 million in October 2013 and $116 million in fiscal year 2015. Fitch expects free cash flow, which has averaged approximately $90 million the past four years, will decrease materially in fiscal 2014. Several factors affecting free cash generation include a substantial swing in working capital needs, reduced operating income due to lower volumes and increased capital spending following a below average investment during fiscal 2013 of $31 million. UVV's common stock dividend was $46 million for the past year. UVV has modestly increased its dividend annually for over the past 40 years. This does not include the $15 million convertible perpetual preferred stock dividend. Fitch believes UVV's total dividend level constrains UVV's financial flexibility when the company experiences operating volatility and/or expansion of working capital. As such, future dividend increases that are not supported by sustained operating income increases or are outside of historical norms, would be concerning. In November 2011, UVV announced a two year $100 million share repurchase program. UVV repurchased approximately $8.5 million shares during fiscal year 2013. Fitch does not expect the company to engage in a material level of share repurchases during fiscal year 2014. Credit metrics: UVV's total leverage was 1.9x as of the end of its fiscal year 2013. Fitch's hybrid security criteria treat the convertible preferred stock as 100% equity. This is due to the ability to defer dividends, a long-dated effective maturity, noncumulative coupon deferral and the lack of any coupon step-up on the preferred stock. Fitch expects leverage could increase during fiscal year 2014 but will remain well within rating expectations, given the expected modest to moderate decline in EBITDA from fiscal 2013. Similarly, Fitch expects FFO adjusted leverage will weaken modestly from current levels of 2.5x and interest coverage (EBITDA/interest expense) of approximately 12x. However, Fitch views UVV's current credit metrics as solid for the 'BBB-' category particularly considering the relative volatility overall in UVV's operating performance year-to-year and the tobacco industry business risk. SENSITIVITY/RATING DRIVERS Negative: Future developments that may, individually or collectively lead to negative rating action include: -- A period of significant crop deterioration in multiple regions that adversely affects cash generation; -- Sustained contraction with margins that could occur due to numerous factors; -- Sustained leverage greater than 2.5x; -- Significant increase with the dividend; -- Loss of a key customer's business; -- Increased vertical integration by customers; -- Increased losses on supplier advances; -- Adverse changes in regulatory or operating environment that affects leaf tobacco demand. Positive: Future developments that may, individually or collectively lead to positive rating action include: -- Improvement in leverage to less than 1.5x driven by debt reduction; -- Sustained margin increase to low teen range; -- Moderation of regulatory pressure on tobacco companies worldwide; -- Increase in levels of global tobacco consumption; -- Sustained free cash generation with FCF to adjusted debt closer to 10% on a consistent basis; -- Increased diversity with customer base. W.R. GRACE: Settles Patent Suit Over Propex Concrete Fibers ----------------------------------------------------------- Kathryn Brenzel of BankruptcyLaw360 reported that a Delaware federal judge on Monday signed off on a settlement reached between bankrupt chemical conglomerate W.R. Grace & Co. and Propex Operating Co. LLC, ending a patent infringement lawsuit claiming Propex infringed technology used in W.R. Grace's reinforcing fibers for concrete structures. Propex must pay W.R. Grace for past infringement on its patents and for royalties on licenses on certain products, the report related, citing an order filed on Monday. The companies reached an agreement June 26, which U.S. District Judge Richard G. Andrews approved on Monday, the report added. The case is W.R. Grace & Co. - Conn v. Propex Operating Company LLC, Case No. 1:12-cv-01402 (D. Del.), before Judge Richard G. Andrews. About W.R. Grace Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -- http://www.grace.com/-- supplies catalysts and silica products, especially construction chemicals and building materials, and container products globally. The company and its debtor-affiliates filed for chapter 11 protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139). David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP, represent the Debtors in their restructuring efforts. The Debtors hired Blackstone Group, L.P., for financial advice. PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent the Official Committee of Unsecured Creditors. The Creditors Committee tapped Capstone Corporate Recovery LLC for financial advice. Roger Frankel serves as legal representative for victims of asbestos exposure who may file claims against W.R. Grace. Mr. Frankel, a partner at Orrick Herrington & Sutcliffe LLP, replaces David Austern, who was appointed to that role in 2004. Mr. Frankel has served as legal counsel for Mr. Austern who passed away in May 2013. Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official Committee of Asbestos Personal Injury Claimants. The Asbestos Committee of Property Damage Claimants tapped Scott Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the Official Committee of Equity Security Holders. W.R. Grace obtained confirmation of a plan co-proposed with the Official Committee of Asbestos Personal Injury Claimants, the Official Committee of Equity Security Holders, and the Asbestos Future Claimants Representative. The Chapter 11 plan is built around an April 2008 settlement for all present and future asbestos personal injury claims, and a subsequent settlement for asbestos property damage claims. Implementation of the Plan has been held up by appeals in District Court from various parties, including a group of prepetition bank lenders and the Official Committee of Unsecured Creditors. District Judge Ronald Buckwalter on Jan. 31, 2012, entered an order affirming the bankruptcy court's confirmation of the Plan. Bankruptcy Judge Judith Fitzgerald had approved the Plan on Jan. 31, 2011. The plan can't be implemented because pre-bankruptcy secured bank lenders filed an appeal currently pending in the U.S. Court of Appeals in Philadelphia. Bankruptcy Creditors' Service, Inc., publishes W.R. Grace Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). WASHINGTON MUTUAL: JPMorgan Must Produce More Docs in Suit ---------------------------------------------------------- Erica Teichert of BankruptcyLaw360 reported that a Washington district judge on Monday blasted JPMorgan Chase & Co. and a group of insurance company bondholders of Washington Mutual NA for dragging out a suit alleging JPMorgan engineered WaMu's downfall to purchase it cheaply, and ordered the bank to hand over information on large trading transactions that could have affected WaMu's solvency. According to the report, U.S. District Judge Rosemary M. Collyer directed JPMorgan to hand over additional documents that detail its and its institutional investors' WaMu stock sales and large transactions stemming from their WaMu bank accounts. The case is AMERICAN NATIONAL INSURANCE COMPANY et al vs. FDIC, Case No. 1:09-cv-01743 (D.D.C.), before Judge Rosemary M. Collyer. About Washington Mutual Based in Seattle, Washington, Washington Mutual Inc. -- http://www.wamu.com/-- was the holding company for Washington Mutual Bank as well as numerous non-bank subsidiaries. Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S. government regulators. The next day, WaMu and its affiliate, WMI Investment Corp., filed separate petitions for Chapter 11 relief (Bankr. D. Del. 08-12229 and 08-12228, respectively). WaMu owns 100% of the equity in WMI Investment. When WaMu filed for protection from its creditors, it disclosed assets of $32,896,605,516 and debts of $8,167,022,695. WMI Investment estimated assets of $500 million to $1 billion with zero debts. WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal & Manges LLP in New York City; Mark D. Collins, Esq., at Richards, Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari, Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver & Hedges, LLP. The Debtor tapped Valuation Research Corporation as valuation service provider for certain assets. Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New York, and David B. Stratton, Esq., at Pepper Hamilton LLP in Wilmington, Del., represent the Official Committee of Unsecured Creditors. Stephen D. Susman, Esq., at Susman Godfrey LLP and William P. Bowden, Esq., at Ashby & Geddes, P.A., represent the Equity Committee. The official committee of equity security holders also tapped BDO USA as its tax advisor. Stacey R. Friedman, Esq., at Sullivan & Cromwell LLP and Adam G. Landis, Esq., at Landis Rath & Cobb LLP in Wilmington, Del., represent JPMorgan Chase, which acquired the WaMu bank unit's assets prior to the Petition Date. Records filed Jan. 24, 2012, say that Washington Mutual Inc., former owner of the biggest U.S. bank to fail, has spent $232.8 million on bankruptcy professionals since filing its Chapter 11case in September 2008. In March 2012, the Debtors' Seventh Amended Joint Plan of Affiliated, as modified, and as confirmed by order, dated Feb. 23, 2012, became effective, marking the successful completion of the chapter 11 restructuring process. The Plan is based on a global settlement that removed opposition to the reorganization and remedy defects the judge identified in September. The plan is designed to distribute $7 billion. Under the reorganization plan, WaMu established a liquidating trust to make distributions to parties-in-interest on account of their allowed claims. WIDEOPENWEST FINANCE: Moody's Retains B2 Corp. Family Rating ------------------------------------------------------------ Moody's Investors Service assigned an SGL-2 Speculative Grade Liquidity Rating to WideOpenWest Finance, LLC, reflective of the company's good liquidity. The company's B2 corporate family rating and stable outlook are unchanged. WideOpenWest Finance, LLC Speculative Grade Liquidity Rating, Assigned SGL-2 The $200 million revolver supports good liquidity for WOW. Moody's forecasts good cushion under the facility's one covenant, a maximum net secured leverage test, and does not believe this covenant will preclude draw of the full $200 million. Moody's anticipates a peak draw of less than $50 million over the next 12 months and projects paydown of the facility to zero sometime in 2014. Annual interest expense of approximately $205 million (following the April 2013 repricing) and capital expenditures of about $215 million will likely lead to about breakeven free cash flow over the next 12 months, with improvements thereafter as cash spending on the integration wanes and the company realizes the benefits of synergies. Additional cash requirements include annual required term loan amortization of approximately $20 million. WOW pledged its assets to creditors, but could likely improve liquidity by paying down debt with asset sale proceeds or reinvesting proceeds in the business to fund capital expenditures. The company has discrete clusters of assets which could be sold without materially impacting the overall operations. Through its purchase of Knology, WOW acquired a modest ownership stake in TowerCloud, a wireless backhaul provider, and eSolutions, a data center, and could monetize these non-core assets, though Moody's does not believe the company could quickly exit either for a meaningful amount of cash. With its headquarters in Englewood, Colorado, WideOpenWest Finance, LLC provides residential and commercial video, high speed data, and telephony services to nineteen Midwestern and Southeastern markets in the United States. The company reported 691,000 video, 707,000 high speed data, and 433,000 phone subscribers as of March 31. WOW expanded to the Southeastern markets with its acquisition of Knology, Inc., which closed in July 2012. Avista Capital Partners owns the company, and its annual revenue pro forma for the Knology combination is approximately $1.2 billion. WINSTAR COMMS: Grant Thornton to Pay $10MM in Fraud Settlement -------------------------------------------------------------- Kat Greene of BankruptcyLaw360 reported that Grant Thornton LLP agreed to pay $10 million to settle claims it helped conceal a $1 billion revenue hole at now-bankrupt Internet service provider Winstar Communications Inc. According to the report, Italian private bank Banca Intermobiliare, Detroit-based Drye Custom Pallets Inc. and Robert Ahearn led a class of plaintiffs alleging that the nation's sixth- largest accounting and advisory firm knew Winstar was concealing losses when it audited the company in 1999, but failed to report the problems. The case is Gould, et al v. Winstar, Inc., et al., Case No. 1:01- cv-03014 (S.D.N.Y.), before Judge George B. Daniels. About Winstar Communications, Inc. Based in New York, Winstar Communications, Inc., provided broadband services to business customers. The company and its debtor-affiliates filed for chapter 11 protection on April 18, 2001 (Bankr. D. Del. Case Nos. 01-01430 through 01-01462). As part of their chapter 11 restructuring strategy, the Debtors sold their domestic telecom assets to IDT Winstar Acquisition, Inc. IDT later sold the Winstar Assets to GVC Networks, LLC, resulting in the creation of GVCwinstar, a wholly owned subsidiary of GVC Networks. On Jan. 24, 2002, the Bankruptcy Court converted the Debtors' cases to a Chapter 7 liquidation proceeding. Christine C. Shubert serves as the Debtors' Chapter 7 trustee. The Chapter 7 trustee is represented by Fox Rothschild LLP and Kaye Scholer LLP. When the Debtors filed for bankruptcy, they listed $4,975,437,068 in total assets and $4,994,467,530 in total debts. In early 2009, the U.S. Court of Appeals for the Third Circuit affirmed a ruling that required an Alcatel-Lucent SA unit to return to the Chapter 7 trustee a $188.2 million loan payment it accepted in 2000. As a business partner to the telecommunications company, Lucent Technologies Inc. was an "insider" under U.S. bankruptcy law and owes Winstar's trustee the money, the appeals court said. * Title Company Entitled to Nondischargeable Judgment ----------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that a district judge in Florida wrote an opinion last week that reads like a treatise explaining when a title insurance company has a valid fraud claim surviving bankruptcy. According to the report, the outcome of the case was a close question because the title company wasn't without blame. Although a $2 million mortgage wasn't properly recorded with the legal description of the property, the title company would have discovered the mortgage had it searched for encumbrances on properties owned by those in the chain of title to the property being insured. The report notes that the title company eventually paid a $2 million claim and sued someone involved in the transaction who filed bankruptcy. The bankruptcy judge ruled there was a $2 million debt for fraud. Nonetheless, the bankruptcy court held that the debt was discharged because the title company failed to show justifiable reliance on the bankrupt's sworn statement failing to disclose the improperly recorded mortgage. The report relates that U.S. District Judge K. Michael Moore in Miami reversed, saying the title company "should not be required to untangle the web of deception to uncover fraud when it was apparent on the face of the transaction that it was business as usual." Saying that the lower court's finding of fact showed justifiable reliance, Moore ruled that the debt wasn't discharged under Section 523(a)(2)(A) of the Bankruptcy Code. The report discloses that Judge Moore acknowledged it was a close case. Still, he said the insurance company wasn't required to "take numerous steps to uncover the lien purposefully hidden." He cited a prior case saying someone cannot "blindly rely on a misrepresentation" after discovering "something which should serve as a warning he is being deceived." The case is Stewart Title Guaranty Co. v. Roberts-Dude, 13-cv- 080243, U.S. District Court, Southern District of Florida (Miami). A copy of the Court's July 11 Order is available at http://is.gd/aP5Zwgfrom Leagle.com. * Children's Game Arranged to Resolve Childish Dispute ------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that U.S. District Judge Gregory A. Presnell in Orlando, Florida, developed a novel version of alternative dispute resolution to use when lawyers can't resolve petty squabbles on their own. According to the report, about seven years ago, according to court filings, lawyers in an insurance case couldn't agree on where to hold a deposition, so the judge told them to meet on the courthouse steps at 4 p.m. one July 12 to play rock, paper, scissors. The report discloses that the judge said the winner got to pick the location for the deposition. If the loser was still dissatisfied, a hearing would be held at 8:30 a.m. the following July 12. The record doesn't reflect the outcome. The case was dismissed without prejudice in November 2006. The case is Avista Management Inc. v. Wausau Underwriters Insurance Co., 05-cv-01430, U.S. District Court, Middle District of Florida (Orlando). * BofA Says Ex-Workers Made Impossible Loan-Program Claims ---------------------------------------------------------- Hugh Son & David McLaughlin, writing for Bloomberg News, reported that Bank of America Corp. said former workers who alleged the firm awarded bonuses for sending homeowners into foreclosure misrepresented their roles and made "impossible" claims about the lender's assistance program. According to the report, the ex-employees, whose sworn statements were filed last month in a lawsuit against the bank, had limited roles that didn't allow them to understand the full scope of efforts to assist distressed borrowers, the Charlotte, North Carolina-based company said in documents in federal court in Boston. The former employees' "wild misrepresentations about their roles lead to impossible claims about what they did and saw," Bank of America said, the report said. They "could not have witnessed what they claim to have witnessed because they were not in a position to do so and would not have witnessed such things in any event because Bank of America's actual practices were diametrically opposite." Bank of America, the second-biggest U.S. lender by assets, is being sued by homeowners who claim the company didn't comply with the government's Home Affordable Modification Program, the report related. The borrowers said in court filings last month that the bank instructed employees to stall mortgage-modification applications, lie to customers and falsify documents. Bank of America is seeking to block the plaintiffs' efforts to proceed on behalf of a class of homeowners, the report added. The lender unsuccessfully tried to get the complaint dismissed in 2011. U.S. District Judge Rya Zobel scheduled an Aug. 1 hearing to consider the class-certification request. The case is In Re Bank of America Home Affordable Modification Program (HAMP) Contract Litigation, 10-md-02193, U.S. District Court, District of Massachusetts (Boston). * Closed-Door Showdown on Filibuster Fight ------------------------------------------ Corey Boles, writing for The Wall Street Journal, reported that Republicans say they hope a meeting Monday of senators of both parties will avert a clash this week over President Barack Obama's executive-branch nominees that is threatening to poison relations in the Senate and slow progress on a range of legislation. But the Senate's Democratic leader, Sen. Harry Reid, gave no signal Sunday that he expected anything from the Monday meeting to dissuade him and other Democrats from moving forward on a plan to change Senate rules on nominations, the report said. "We're going to make a simple change," Mr. Reid said. According to the report, Republicans have said they would retaliate for the rules change, meaning the arcane matter could have wide repercussions, potentially slowing business on legislation and other matters. The fight centers on whether senators can use filibusters to slow and potentially block nominees to cabinet agencies and other executive-branch slots, the report related. Invoking a filibuster forces a nominee to win 60 votes in order to shut down the filibuster, a harder target than the 51 votes needed for confirmation. It is a tactic used most often by the Senate's minority party, currently the Republicans. Democrats say that Republican filibuster threats have limited Mr. Obama's ability to govern, the report further related. Mr. Reid has set up votes on seven presidential nominees for Tuesday, expecting that some will fail. Democrats might then change Senate rules on how to deal with executive-branch nominations. * FINRA Plan Would Shine Light on "Dark Pools" ---------------------------------------------- Jacob Bunge, writing for The Wall Street Journal, reported that U.S. stock-market regulators approved a plan for new rules requiring private trading venues such as "dark pools" to disclose and detail trading activity on their platforms. The move would give market authorities their clearest view yet into private markets that claim a growing slice of daily stock dealing and would help police potentially abusive trading practices, the report said, citing regulators. The Financial Industry Regulatory Authority's staff are expected to propose the new regulations in the coming weeks, and the Securities and Exchange Commission will need to approve them, the report added. The effort is "a real positive step from a market-integrity standpoint," said Richard Ketchum, chief executive of Finra, in a report to members issued late Thursday, the report related. The report came after the Washington-based regulator's board of governors earlier in the day approved plans for rules that will require alternative trading systems like dark pools to report trading activity on a stock-by-stock basis to Finra each week, which will be published on a Finra website, WSJ said. * Moody's Says Rising Interest Rate is Good for Insurers -------------------------------------------------------- A continued rise in interest rates would be credit positive for the US life insurance sector, as spread products would regain popularity and reinvestment risk would decline, says Moody's Investors Service in a new report, "Gradually Rising Interest Rates Would be Positive for US Life Insurers." However, a rapid spike in interest rates could lead to annuity policyholders jumping to higher-return products at the same time that life insurers' investment portfolios report unrealized losses. "We could revise our US life insurance sector outlook to stable from our current negative stance if the recent rising interest rate trend and improving economy continues," said Neil Strauss, Vice President -- Senior Credit Officer. "The prolonged low interest rate environment and macroeconomic challenges are major contributors to our negative sector outlook." Rising interest rates would increase appetite for spread-based products, such as fixed rate annuities, which fell out of favor with consumers and insurers given low rates and tight credit spreads, says Moody's. Prior to the financial crisis and the onset of historically very low interest rates, annuities had been an industry growth engine for about 20 years, notes the rating agency. In addition, rising interest rates would reduce reinvestment risk for companies as both new money rates and portfolio yields would rise, says Moody's. Some products in addition to fixed annuities that would benefit from an increase in interest rates include structured settlements, pension products, universal and interest-sensitive life, long-term care and long-term disability products, says Moody's. However, a rapid and steep increase in rates would be negative for most life insurers. In this scenario, annuity policyholders may flock to new products with higher returns, including bank products which react more quickly to a rise in new money rates, says the rating agency. At the same time, the market value of insurers' fixed income holdings would decrease due to the rise in rates, leading to unrealized capital losses. Moody's believes the liquidity profile of most life insurers is strong, mitigating the impact of having to crystallize losses on assets to fund policyholder surrenders. * Vault.com Unveils Law Firm Practice Area Rankings for 2014 ------------------------------------------------------------ Vault.com, the source of ratings, rankings and insight for law students and lawyers, on July 10 released its Practice Area Rankings for 2014. This year, as has been the case for the previous four years, Weil, Gotshal & Manges was the firm rated strongest in bankruptcy law by associates. "The Vault Practice Area rankings look beyond overall prestige and offer law students and lateral candidates an insider's perspective on which firms excel in the practice area of their choice," said Vera Djordjevich, Vault.com's Director of Research and Consulting. "Choosing a potential employer involves considering an array of factors, and none is more important than practice area prowess." In order to determine the Vault Practice Area Rankings, nearly 17,000 associates were asked to vote for up to three firms they consider strongest in their own practice area, but were not permitted to vote for their own firm. Vault's rankings feature the firms that received the highest percentage of votes from survey respondents. The Top 10 Bankruptcy Law Firms Are: 1. Weil, Gotshal & Manges 2. Kirkland & Ellis 3. Skadden, Arps, Slate, Meagher & Flom 4. Jones Day 5. Akin Gump Strauss Hauer & Feld 6. Milbank, Tweed, Hadley & McCloy 7. Pachulski Stang Ziehl & Jones 8. Davis Polk & Wardwell 9. Wachtell, Lipton, Rosen & Katz 10. Paul, Weiss, Rifkind, Wharton & Garrison Survey respondents call Weil, Gotshal & Manges a "great firm," staffed by "smart lawyers" who are "very talented" in their field. The firm is lauded as the "gold standard in bankruptcy," with an "elite restructuring group." Consistency is the theme of this year's Bankruptcy Rankings; in addition to Weil holding on to the No. 1 spot, there were no changes since last year among the top seven firms. Beyond that, Davis Polk and Paul, Weiss moved into the Top 10, nudging past Cleary and Latham, which now sit at Nos. 11 and 12, respectively. This year, Vault increased the published rankings from the Top 10 to the Top 15 firms, making room for three new entries: Kramer Levin (No. 13), Quinn Emanuel (No. 14) and Cadwalader, Wickersham & Taft (No. 15). Vault's influential rankings, considered the "bible" for law students, associates, partners and law firm recruiters, provide a detailed perspective on the criteria considered by candidates when evaluating law firms. Nearly 17,000 law associates took part in the Law Firm Associate Survey this year, offering feedback on peer firms as well as the inside scoop on their own employers. The Vault Practice Area Rankings were released as part of a summer rollout of the Vault.com Top 100 Law Firm Rankings. Today, Vault.com has also released its Regional Law Firm Rankings, examining how law firms rank in specific legal markets across the United States. Next week, Vault will release its Quality of Life Rankings, determining which law firms go beyond prestige and provide the best overall working experience, in categories ranging from firm culture and compensation to training and career outlook. Vault will also review the best Summer Associate programs. To view each ranking as they are released, click http://www.vault.com/rankings-reviews/company-rankings/law.aspx In addition to rankings, Vault.com also features individual profiles of each law firm that provide readers with an insider's perspective, revealing information on compensation, culture, training, diversity, and other pros and cons of associate life, as well as "The Buzz," external perceptions of each firm. About Vault Vault is the source for employer and university rankings, ratings and insight for highly credentialed, in-demand candidates. Vault's editorial mission is to provide the research required by candidates to evaluate professions, industries, educational pathways, and top companies. Vault ratings and rankings inform candidates' analysis of companies and allow direct comparison between potential employers in such high value industries as law, banking, consulting and accounting. Vault's customers include Fortune 1000 advertisers and recruiters, the country's top universities and graduate schools -- and 8 millionn consumers worldwide. * FTI Consulting Bags Six Turnaround Atlas Awards ------------------------------------------------- FTI Consulting, Inc. on July 16 announced that the global business advisory firm recently was honored by the Global M&A Network for excellence and outstanding achievements in the global restructuring, special situation merger and acquisition (M&A), and turnaround markets. FTI Consulting was awarded in the following categories at the annual Turnaround Atlas Awards gala: -- Chapter 11 Reorganization Deal of the Year (Middle Markets) for representation of Reddy Ice Corporation Chapter 11 plan of reorganization and sale -- Chapter 11 Reorganization Deal of the Year (Small Mid Markets) for representation of Northstar Aerospace Inc. Chapter 11 plan of reorganization and sale to affiliate of Wynnchurch Capital -- Corporate Turnaround of the Year (Middle Markets) for representation of Trinidad Cement Limited Group -- Cross-Border Special Situation M&A Deal of the Year for representation of Digital Domain Media Group, Inc. Chapter 11 bankruptcy sale of Mothership Media and assets to Galloping Horse Film & TV Production Co. Ltd. and Reliance MediaWorks joint venture -- Energy Services Turnaround of the Year for representation of Dynegy Holdings Chapter 11 plan of reorganization -- Special Situation M&A Deal of the Year (Small Mid Markets) for representation of Blitz U.S.A. Inc. Chapter 11 plan of reorganization and sale of assets to Scepter Holdings Inc. "We hold ourselves to high standards of performance and client service," said Bob Duffy, Global Co-leader of the FTI Consulting Corporate Finance/Restructuring segment. "FTI Consulting served as a trusted advisor on a number of transactions with varying challenges and complexities. It is rewarding for our firm to be recognized for our ability to meet our clients' unique needs. Our diverse service offerings, global breadth and deep industry expertise allow FTI Consulting to provide our clients with customized solutions to address their most critical issues whenever and wherever they arise." The Turnaround Atlas Awards exclusively honors top performers from the distressed M&A, restructuring, reorganizations and turnaround communities worldwide. Winners are selected independently based on multiple criteria for each distinct award category. For 2013, 320 restructuring transactions were reviewed, with ultimately 38 unique transactions being designated as award winners from around the globe. About FTI Consulting FTI Consulting, Inc. -- http://www.fticonsulting.com-- is a global business advisory firm dedicated to helping organizations protect and enhance enterprise value in an increasingly complex legal, regulatory and economic environment. With more than 4,000 employees located in 24 countries, FTI Consulting professionals work closely with clients to anticipate, illuminate and overcome complex business challenges in areas such as investigations, litigation, mergers and acquisitions, regulatory issues, reputation management, strategic communications and restructuring. The company generated $1.58 billion in revenues during fiscal year 2012. * Winston Mar Joins SierraConstellation as Managing Director ------------------------------------------------------------ SierraConstellation Partners, LLC (SCP), an interim management and advisory firm to middle-market companies in transition, on July 16 disclosed that Winston Mar has joined the firm as a managing director. In this role, Mr. Mar provides advisory and interim management services to companies that are financially distressed or faced with volatile market conditions. "Winston is a valuable addition to our team," said Lawrence Perkins, founder and CEO of SCP. "He is a respected turnaround professional who has negotiated successful restructurings, both out-of-court and in Chapter 11 proceedings. His knowledge and professionalism will be extremely beneficial to SCP as we continue to grow our business." Mr. Mar's experience includes interim management, strategic business planning, creditor negotiation, and financial and operational restructuring. He has worked across a wide variety of industries, including entertainment, information technology, food services, agricultural products, manufacturing, energy, and advertising and marketing. Prior to joining SCP, Mr. Mar was a managing director at CRG Partners, which was acquired by Deloitte Corporate Restructuring Group (Deloitte CRG). Some of Mr. Mar's notable engagements include serving as chief restructuring officer (CRO) to a biomass power plant, running the sale process as a CRO on a multi-store restaurant chain, working as interim chief financial officer for a consumer products company throughout its Chapter 11 proceedings, and leading a food processing company as CEO. "I'm excited to have joined a growing, results-oriented firm with a collaborative approach to restructurings," said Mr. Mar. "SCP is focused on helping businesses overcome obstacles which will allow them to thrive well into the future. I'm eager to be able to contribute to such an important endeavor." About SierraConstellation Partners, LLC SierraConstellation Partners, LLC -- http://www.sierraconstellation.com-- is a Los Angeles-based advisory firm serving middle market companies and stakeholders in those firms. Clients include companies, management teams, their private equity investors, lenders, creditors, and other financial constituents. The firm's professionals have a record of success and achievement as financial advisors, interim managers and CROs to firms needing financial and operational restructuring and turnaround. SCP has four main service lines: interim management, advisory services, strategic investment advisory services, and direct capital investments. SCP also partners with select investors to serve as management teams for potential acquisitions and portfolio companies. * Upcoming Meetings, Conferences and Seminars --------------------------------------------- July 11-13, 2013 AMERICAN BANKRUPTCY INSTITUTE Northeast Bankruptcy Conference Hyatt Regency Newport, Newport, R.I. Contact: 1-703-739-0800; http://www.abiworld.org/ July 18-21, 2013 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Workshop The Ritz-Carlton Amelia Island, Amelia Island, Fla. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 8-10, 2013 AMERICAN BANKRUPTCY INSTITUTE Mid-Atlantic Bankruptcy Workshop Hotel Hershey, Hershey, Pa. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 22-24, 2013 AMERICAN BANKRUPTCY INSTITUTE Southwest Bankruptcy Conference Hyatt Regency Lake Tahoe, Incline Village, Nev. Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 3-5, 2013 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott Wardman Park, Washington, D.C. Contact: http://www.turnaround.org/ Nov. 1, 2013 AMERICAN BANKRUPTCY INSTITUTE NCBJ/ABI Educational Program Atlanta Marriott Marquis, Atlanta, Ga. Contact: 1-703-739-0800; http://www.abiworld.org/ Dec. 2, 2013 BEARD GROUP, INC. 20th Annual Distressed Investing Conference The Helmsley Park Lane Hotel, New York, N.Y. Contact: 240-629-3300 or http://bankrupt.com/ Dec. 5-7, 2013 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference Terranea Resort, Rancho Palos Verdes, Calif. Contact: 1-703-739-0800; http://www.abiworld.org/ The Meetings, Conferences and Seminars column appears in the Troubled Company Reporter each Wednesday. Submissions via e-mail to conferences@bankrupt.com are encouraged. ********* 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 ***