/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/130808.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, August 8, 2013, Vol. 17, No. 218 Headlines 1250 OCEANSIDE: Seeks to Employ Paul Brewbaker as Consultant 1250 OCEANSIDE: Propses to Employ Tax Return Preparers 1250 OCEANSIDE: Seeks to Employ Hyatt as Real Estate Counsel 1250 OCEANSIDE: Seeks to Pay Hawaii Counsel for Bones Report 1250 OCEANSIDE: Seeks to Employ ETL as Bookkeeper 421 GRANBY: Files Bankruptcy to Halt Granby Theater Foreclosure ALLIED INDUSTRIES: California United Balks at Continued Cash Use ALLIED INDUSTRIES: Has Until Nov. 19 to File Reorganization Plan AMERICAN AIRLINES: Pilots' Union Demands American Eagle Biz Plan AMERICAN AXLE: Posts $25.8 Million Net Income in 2nd Quarter AMERICAN TOWER: S&P Puts 'BB+' CCR on CreditWatch Positive ARCAPITA BANK: Files Add'l Plan Supplement Documents BRIXMOR LLC: Takes Steps Positive to Credit Profile, Fitch Says BRIXMOR LLC: S&P Affirms 'B' CCR & Revises Outlook to Positive BOYD GAMING: Fitch Rates New $1.75 Billion Secured Loan 'BB' BUILDERS FIRSTSOURCE: Files Form 10-Q, Posts $48.2MM Q2 Net Loss CAMARILLO PLAZA: Files Bankruptcy-Exit Plan CAMARILLO PLAZA: Taps Edward Carroll to Litigate Matters on WCBA CAPITOL BANCORP: FDIC Pressuring States to Close Banks CAPITOL INVESTMENTS: Shook Hardy Must Hand Over Attorney Evals CLEAR CHANNEL: Inks Employment Agreement with New President CLUB AT SHENANDOAH: Has Until Oct. 29 to File Reorganization Plan CLUB AT SHENANDOAH: Sept. 24 Hearing on Continued Cash Use COBALIS CORP: Suit Over Hedge Fund Scheme Tossed in NJ COMMERCIAL CAPITAL: Ch. 11 Liquidation Plan Confirmed CROSSOVER FINANCIAL: Has Until Aug. 21 to Amend Plan Outline DETROIT, MI: Property Owners Can File Tax Appeals, Judge Says DETROIT, MI: Bankruptcy Lawyers Break a Glass Ceiling DETROIT, MI: U.S. Trustee Objects to UAW's Retiree Panel Request DREAMWORKS ANIMATION: S&P Assigns 'B' CCR & Rates $300MM Notes 'B' DS WATERS: S&P Affirms 'B' CCR & Rates $310MM Secured Loan 'BB-' EARL GAUDIO: Wins Interim Approval of $750,000 DIP Loan EAST END: Auction Results to be Considered at Confirmation Hearing EASTMAN KODAK: Amended Rights Offering Restricts Shares Transfer EDISON MISSION: Seeks to Employ Sitrick as Claims Consultant ENERGY FUTURE: Lowers Net Loss to $71 Million in Second Quarter ENERGY FUTURE: Fitch Lowers Issuer Default Rating to 'CC' ENVISION HEALTHCARE: S&P Keeps B+ CCR & Alters Outlook to Positive EXCEL MARITIME: Hirings of Advisors Approved EXCEL MARITIME: Creditors Ask Court to End Exclusivity Period GLOBAL AXCESS: Chapter 11 Petition Filed EXCEL MARITIME: Sale of Vessels for $43.2MM Approved FREESEAS INC: Issues 850,000 Add'l Settlement Shares to Hanover FRIENDSHIP DAIRIES: Agstar Objects to Use of ITS Cash After Jul 25 FRIENDSHIP DAIRIES: Can Access Cash Collateral Until Sept. 30 FRIENDSHIP DAIRIES: Receives Court's Nod to Sell Livestock GMX RESOURCES: Regan S. Beatty Withdraws as Conflicts Counsel GMX RESOURCES: Has Authority to Hire Ordinary Course Professionals GREGORY & PARKER: Peace U May Buy Seaboard Station for $20.75MM HAWK ELECTRONICS: Files for Bankruptcy HI-WAY EQUIPMENT: Wants Exclusive Right to File Plan Thru Oct. 15 HIGHWAY TECHNOLOGIES: U.S. Trustee Slams Global Settlement HORIZON LINES: Incurs $1.5 Million Net Loss in Second Quarter IGPS COMPANY: Committee Can Retain Cole Schotz as Counsel IGPS COMPANY: Committee Can Retain McKenna Long as Co-Counsel IGPS COMPANY: Rejects DiStasio Employment-Related Agreements JEFFERSON COUNTY, AL: Judge Approves Vote on Bankruptcy Plan JOHN CLEMENTE: NJ Firm Hit With Malpractice Suit Over Bankruptcy JEFFERSON COUNTY, AL: Investors Seek Plan Vote as Exit Nears K-V PHARMACEUTICAL: Capital Ventures Does Not Own Class A Stock LAKE PLEASANT: 2011 and 2013 Chapter 11 Cases Consolidated LAND SECURITIES: U.S. Trustee Object to Disclosure Statement LAUSELL INC: Obtains Plan Outline OK; Conf. Hrg Set for Aug. 26 LEVEL 3 FINANCING: Fitch Rates $815MM Secured Term Loan 'BB' MERCANTILE BANCORPP: $22MM Stalking Horse Sale Earns OK MONITOR COMPANY: Chapter 7 Conversion Approved MONTREAL, MAINE & ATLANTIC: Files for Bankruptcy in U.S., Canada NXT CAPITAL: S&P Assigns 'BB-' ICR & Rates $150MM Loan 'BB-' ORCHARD SUPPLY: Judge Approves $3.1-Mil. Executive Bonus Plan OSP GROUP: S&P Affirms 'B' CCR & 'B' Rating on $355MM Secured Loan OVERSEAS SHIPHOLDING: SEC Probes Group's 'Tax Issue' PABELLON DE LA VICTORIA: Has Until Aug. 30 to File Plan PEREGRINE FINANCIAL: US Bank Says It Never Aided $215MM Fraud PHH CORP: Fitch Rates New $300MM Senior Unsecured Notes 'BB' PHH CORP: S&P Assigns 'BB-' Rating to $300MM Sr. Unsecured Notes PLAYA RESORTS: S&P Revises Rating on $400MM Sr. Facility to 'BB-' POINT CENTER: Thomas Seaman Appointed as Chapter 11 Trustee POINT CENTER: Can Employ Jeffrey Bernice as Special Counsel POINT CENTER: Has Court OK to Employ Robertson & Olsen as Counsel REALOGY CORP: Files Form 10-Q, Posts $86MM Net Income in Q2 RESIDENTIAL CAPITAL: Credit Union Plan Outline Objection Filed REVSTONE INDUSTRIES: Rust Omni Tapped for Administrative Services REVSTONE INDUSTRIES: Rust Omni Okayed as Metavation Claims Agent ROGERS BANCSHARES: U.S. Trustee Appoints 4-Member Creditors Panel ROGERS BANCSHARES: Panel May Retain Hunton & Williams as Counsel ROGERS BANCSHARES: Carl Marks Okayed as Committee's Fin'l Advisors ROGERS BANCSHARES: Panel Can Hire Dowden as Local Counsel ROTECH HEALTHCARE: Wants Exclusive Periods Extended RUE21 INC: S&P Assigns 'B-' CCR & Rates $533MM Term Loan 'B-' ROSELAND VILLAGE: Files New Version of 2nd Amended Plan Outline RURAL/METRO CORP: $75MM DIP Loan Gets Interim OK SAN BERNARDINO, CA: Workers Withdraw Challenge to Bankruptcy SAN BERNARDINO, CA: CalPERS Pushes Court to Kill Bankruptcy SEVEN COUNTIES: Cash Collateral Hearing Continued to Sept. 10 SHINGLE SPRINGS: S&P Raises ICR to 'B'; Outlook Positive SOUTHERN MONTANA ELECTRIC: Committee Taps Anderson ZurMeuhlen SOUTHERN ONE: Confirmation Hearing is Set for Sept. 23 SOUTHERN ONE: Wants Exclusive Solicitation Pd. Extended to Nov. 28 SPECIALTY PRODUCTS: PI Committee & FCR File 2nd Amended Plan SPIRIT AEROSYSTEMS: S&P Revises Outlook to Neg. & Affirms 'BB' CCR STOCKTON, CA: Audit Hammers City's Financial Management T-L CHEROKEE: Cole Taylor Balks at Approval of Plan Outline TALISMAN ENERGY: S&P Retains 'BB+' Preferred Stock Rating TAYLOR BEAN: Accountant Must Yield Tax Docs in FCA Case TECHDYNE LLC: Settles with Hiox Capital, Seeks to Dismiss Case THQ INC: Liquidation Plan Declared Effective TOMSTEN INC: Wants Plan Filing Exclusivity Extended Thru Nov. 25 TRIBUNE CO: Citi, Merrill Helped Cause Co.'s Fall, Trustee Says TRINITY COAL: Halts Bankruptcy Auction to Discuss Reorganization VB WILIKINA: S&P Lowers Rating on 2012A Revenue Bonds to 'BB' WEST CORP: Posts $43.6 Million Net Income in Second Quarter YARWAY CORPORATION: Seeks Extension of Exclusive Periods YARWAY CORPORATION: Sec. 341 Meeting Rescheduled to Sept. 18 * BNY Mellon Must Face N.Y. Fraud Case on Currency Trades * DOJ Sues Bank of America over Mortgage Securities * Obama to Outline Plans for Fannie Mae and Freddie Mac * UBS Agrees to Settle Federal Claims in Mortgage Case * Fed Should Reverse Commodity Policy, CFTC's Chilton Says * Wells Fargo Lending Program Didn't Cheat Investors * Indiana Senator to Push for Municipal Bankruptcy Law * Lengthy Ch. 11s Fizzle as Out-Of-Court Debt Solutions Rise * Wilson Elser Adds RE, Bankruptcy Pro in West Palm Beach * Recent Small-Dollar & Individual Chapter 11 Filings ********* 1250 OCEANSIDE: Seeks to Employ Paul Brewbaker as Consultant ------------------------------------------------------------ 1250 Oceanside Partners, Front Nine, LLC, and Pacific Star Company, LLC, sought and obtained authority from the U.S. Bankruptcy Court for the District of Hawaii to employ Paul H. Brewbaker, Ph.D., to consult with the Debtors' counsel regarding selected matters, including interest rates applicable in the contents of a plan, as a non-testifying expert regarding interest rates, and as a testifying expert in the event Mr. Brewbaker's testimony is offered at a later date. Mr. Brewbaker will charge $350 per hour for his non-testifying consultant services and $500 per hour for his testifying expert services. The Debtors assured the Court that Mr. Brewbaker is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Simon Klevansky, Esq. -- sklevansky@kplawhawaii.com -- Alika L. Piper, Esq. -- apiper@kplawhawaii.com -- and Nicole D. Stucki, Esq. -- nstucki@kplawhawaii.com -- at KLEVANSKY PIPER, LLP, A Limited Liability Law Partnership, in Honolulu, Hawaii, represent the Debtors. 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: Propses to Employ Tax Return Preparers ------------------------------------------------------ 1250 Oceanside Partners, Front Nine, LLC, and Pacific Star Company, LLC, seek authority from the U.S. Bankruptcy Court for the District of Hawaii to employ McGladrey, LLP, as tax return preparer for 1250 Oceanside Partners, and TFO Phoenix, Inc., as tax return preparer for Front Nine and Pacific Star. The hourly rates for McGladrey's professionals range from $165 for staff to $580 for a partner. McGladrey estimates that the fees for preparing the returns will be $20,000. TFO proposes to charge $3,500 for the 2012 federal and state returns for the two Debtors. If additional services are needed, TFO's hourly rates are $220 for tax compliance services and $360 for consulting services. The firms assure the Court that they are disinterested persons pursuant to Section 101(14) of the Bankruptcy Code and do not represent any interest adverse to the Debtors and their estates. Simon Klevansky, Esq. -- sklevansky@kplawhawaii.com -- Alika L. Piper, Esq. -- apiper@kplawhawaii.com -- and Nicole D. Stucki, Esq. -- nstucki@kplawhawaii.com -- at KLEVANSKY PIPER, LLP, A Limited Liability Law Partnership, in Honolulu, Hawaii, represent the Debtors. 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: Seeks to Employ Hyatt as Real Estate Counsel ------------------------------------------------------------ 1250 Oceanside Partners seeks authority from the U.S. Bankruptcy Court for the District of Hawaii to employ Hyatt & Stubblefield, P.C., to represent it as special counsel regarding compliance with real estate and development agreements. The firm assures the Court that it is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Simon Klevansky, Esq. -- sklevansky@kplawhawaii.com -- Alika L. Piper, Esq. -- apiper@kplawhawaii.com -- and Nicole D. Stucki, Esq. -- nstucki@kplawhawaii.com -- at KLEVANSKY PIPER, LLP, A Limited Liability Law Partnership, in Honolulu, Hawaii, represent the Debtors. 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: Seeks to Pay Hawaii Counsel for Bones Report ------------------------------------------------------------ 1250 Oceanside Partners, Front Nine, LLC, and Pacific Star Company, LLC, seek authority from the U.S. Bankruptcy Court for the District of Hawaii to compensate the Hawaii law firm of Tom Quitiquit Chee & Watts with respect to certain services rendered postpetition in preparing the Monthly "Bones" Report, in the amount of $186 and other additional charges, not to exceed $1,000. Going forward, the Debtors' court-appointed real estate counsel, Carlsmith Ball, LLP, will be preparing and filing the monthly bones report on the Debtors' behalf so TQCW is not expected to do additional work. Simon Klevansky, Esq. -- sklevansky@kplawhawaii.com -- Alika L. Piper, Esq. -- apiper@kplawhawaii.com -- and Nicole D. Stucki, Esq. -- nstucki@kplawhawaii.com -- at KLEVANSKY PIPER, LLP, A Limited Liability Law Partnership, in Honolulu, Hawaii, represent the Debtors. 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: Seeks to Employ ETL as Bookkeeper ------------------------------------------------- 1250 Oceanside Partners, Front Nine, LLC, and Pacific Star Company, LLC, seek authority from the U.S. Bankruptcy Court for the District of Hawaii to employ ETL Accounting Service, LLC, to assist the Debtors with respect to certain bookkeeping services and compensate the firm for its postpetition services rendered in the amount of $900. ETL has provided general bookkeeping services to the Debtors both before and after the bankruptcy filing and, because the firm is familiar with the Debtors' operations and finance, it is more efficient for the Debtors to retain the firm to continue to provide bookkeeping services. Simon Klevansky, Esq. -- sklevansky@kplawhawaii.com -- Alika L. Piper, Esq. -- apiper@kplawhawaii.com -- and Nicole D. Stucki, Esq. -- nstucki@kplawhawaii.com -- at KLEVANSKY PIPER, LLP, A Limited Liability Law Partnership, in Honolulu, Hawaii, represent the Debtors. 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. 421 GRANBY: Files Bankruptcy to Halt Granby Theater Foreclosure --------------------------------------------------------------- Sarah Kleiner Varble, writing for The Virginian-Pilot, reports that 421 Granby LLC, which owns the Granby Theater, filed for Chapter 11 bankruptcy on Aug. 6, a day before the downtown Norfolk night club was scheduled to be auctioned. According to the report, the bankruptcy filing stalled the foreclosure auction of 421, 423 and 425 Granby St., which was set to take place Wednesday morning. According to the report, Southern Bank and Trust Co., which took over the holdings of Bank of the Commonwealth when it failed in late 2011, filed a foreclosure notice on the property as part of an effort to recoup losses from delinquent debtors. Court papers say 421 Granby LLC owes Southern Bank about $1.86 million. Other creditors are owed about $14,500. The company listed its assets as $3.1 million. Bobby Wright is the principal investor of 421 Granby LLC. The report relates Mr. Wright said last week that he was negotiating new financing for the theater with another lender. ALLIED INDUSTRIES: California United Balks at Continued Cash Use ---------------------------------------------------------------- California United Bank has objected to Allied Industries, Inc.'s request for continued use of cash collateral. As reported in the Troubled Company Reporter on July 5, 2013, Bankruptcy Judge Maureen A. Tighe entered an interim order authorizing the Debtor to continue using cash collateral tied to debt owed to secured creditor CUB, pending a final hearing slated for Aug. 8, 2013 at 9:30 a.m. The interim order authorized the Debtor to use any cash and cash equivalents that may constitute the Bank's cash collateral, if any, through and including Aug. 9 pursuant to the provisions of a cash collateral budget. The budget includes monthly adequate protection payments in the amount of $12,000 to CUB, with the first payment due May 31, 2013. As additional adequate protection, CUB will receive replacement liens. In its objection, CUB stated that it is concerned that continued operations may render CUB undersecured, with the fear that even the resulting super-priority claim to which it will then be entitled will not prevent it from suffering a loss. In this relation, CUB seeks the addition of two new requirements as a prerequisite to use of its cash collateral. First, the required $12,000 per month payment by the Debtor to CUB, which covers the monthly interest accrual, must be increased to $25,000, so that at least minor principal reductions in the debt to CUB will be accomplished. Secondly, the Debtor must be required to submit to a full blown audit of its financial affairs, either by someone CUB engages for that purpose at the Debtor's expense, or by a court appointed auditor or examiner. Alan M. Mirman, Esq., at Mirman, Bubman & Nahmias, LLP, represents CUB as counsel. 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: Has Until Nov. 19 to File Reorganization Plan ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California extended Allied Industries, Inc.'s exclusive period to file a plan of reorganization until Nov. 19, 2013, and the period to solicit acceptances for that plan until March 19, 2014. The Court also extended for 90 days the Debtor's time to assume nonresidential real property leases. As reported in the Troubled Company Reporter on July 17, 2013, 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. About Allied Industries Allied Industries, Inc., filed a Chapter 11 petition (Bankr. C.D. Calif. 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. AMERICAN AIRLINES: Pilots' Union Demands American Eagle Biz Plan ---------------------------------------------------------------- Law360 reported that AMR Corp. needs to lay out a business plan for its American Eagle Airlines Inc. unit in order to prove that the bankrupt airline's proposal to exit Chapter 11 is feasible, the pilot's union for the regional carrier said. According to the report, in a New York bankruptcy court filing, the Air Line Pilots Association, which represents American Eagle pilots, said the future of the regional carrier's operations has been in flux throughout the case. About American Airlines AMR Corp. and its subsidiaries including American Airlines, the third largest airline in the United States, filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-15463) in Manhattan on Nov. 29, 2011, after failing to secure cost-cutting labor agreements. AMR, previously the world's largest airline prior to mergers by other airlines, is the last of the so-called U.S. legacy airlines to seek court protection from creditors. Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the Debtors. Paul Hastings LLP and Debevoise & Plimpton LLP Groom Law Group, Chartered, are on board as special counsel. Rothschild Inc., is the financial advisor. Garden City Group Inc. is the claims and notice agent. Jack Butler, Esq., John Lyons, Esq., Felecia Perlman, Esq., and Jay Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP serve as counsel to the Official Committee of Unsecured Creditors in AMR's chapter 11 proceedings. Togut, Segal & Segal LLP is the co-counsel for conflicts and other matters; Moelis & Company LLC is the investment banker, and Mesirow Financial Consulting, LLC, is the financial advisor. The Retiree Committee is represented by Jenner & Block LLP's Catherine L. Steege, Esq., Charles B. Sklarsky, Esq., and Marc B. Hankin, Esq. AMR and US Airways Group, Inc., on Feb. 14, 2013, announced a definitive merger agreement under which the companies will combine to create a premier global carrier, which will have an implied combined equity value of approximately $11 billion. The deal is subject to clearance by U.S. and foreign regulators and by the bankruptcy judge overseeing AMR's bankruptcy case. In April 2013, AMR filed a Chapter 11 plan of reorganization that will carry out the merger. By distributing stock in the merged airlines, the plan is designed to pay all creditors in full, with interest. The hearing before the Court to consider confirmation of the Plan is scheduled for Aug. 15, 2013. Bankruptcy Creditors' Service, Inc., publishes AMERICAN AIRLINES BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by AMR Corp. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) AMERICAN AXLE: Posts $25.8 Million Net Income in 2nd Quarter ------------------------------------------------------------ American Axle & Manufacturing Holdings, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $25.8 million on $799.6 million of net sales for the three months ended June 30, 2013, as compared with net income of $4.7 million on $739.8 million of net sales for the same period during the prior year. For the six months ended June 30, 2013, the Company reported net income of $33.1 million on $1.55 billion of net sales, as compared with net income of $55 million on $1.49 billion of net sales for the same period a year ago. As of June 30, 2013, the Company had $3 billion in total assets, $3.11 billion in total liabilities and a $101.6 million total stockholders' deficit. "Our primary liquidity needs are to fund capital expenditures, debt service obligations and our working capital requirements. We believe that operating cash flow, available cash and cash equivalent balances and available committed borrowing capacity under our Revolving Credit Facility will be sufficient to meet these needs," the Company said in the regulatory filing. "AAM is pleased to report solid sequential sales growth and improved profitability in the second quarter of 2013," said AAM's President and Chief Executive Officer, David C. Dauch. "AAM is benefiting from a strong recovery in the North American light truck market, as well as the launch of many new products designed to help our global customer base increase fuel efficiency, reduce emissions and improve safety, ride and handling performance. The combination of these factors and the continued progress in our operational efficiency position us to continue improving AAM's financial performance in the second half of 2013." A copy of the Form 10-Q is available for free at: http://is.gd/xMeuUw About American Axle Headquartered in Detroit, Michigan, American Axle & Manufacturing Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- manufactures, engineers, designs and validates driveline and drivetrain systems and related components and chassis modules for light trucks, sport utility vehicles, passenger cars, crossover vehicles and commercial vehicles. * * * In September 2012, Moody's Investors Service affirmed the 'B1' Corporate Family Rating (CFR) and Probability of Default Rating (PDR) of American Axle. American Axle carries a 'BB-' corporate credit rating from Standard & Poor's Ratings Services. "The 'BB-' corporate credit rating on American Axle reflects the company's 'weak' business risk profile and 'aggressive' financial risk profile, which incorporate substantial exposure to the highly cyclical light- vehicle market," S&P said, as reported by the TCR on Sept. 6, 2012. AMERICAN TOWER: S&P Puts 'BB+' CCR on CreditWatch Positive ---------------------------------------------------------- Standard & Poor's Ratings Services placed its ratings on American Tower Corp. including its 'BB+' corporate credit rating, on CreditWatch with positive implications. In addition, S&P placed its 'BB+' issue-level ratings on the company's unsecured debt on CreditWatch with positive implications. At the same time, S&P placed its ratings on Crown Castle International Corp., including the 'B+' corporate credit rating, on CreditWatch with positive implications. In addition, S&P placed its 'B+' issue-level ratings on subsidiary Crown Castle Operating Co.'s senior secured credit facilities, the 'BB' issue- level rating on subsidiary CC Holdings GS V LLC's senior secured notes, and the 'B-' issue-level rating on Crown Castle International's senior unsecured notes on CreditWatch with positive implications. In addition, S&P placed its ratings on SBA Communications Corp., including the 'B+' corporate credit rating, on CreditWatch with positive implications. S&P also placed all its other ratings on CreditWatch positive, including the 'BB' issue-level rating on subsidiary SBA Senior Finance II LLC's secured credit facilities, the 'B+' issue-level rating on SBA Telecommunications Inc.'s senior unsecured notes, and the 'B-' issue-level rating on SBA Communications Corp.'s unsecured notes. "The CreditWatch placements follow the initiation of a sector review on U.S. wireless tower operators, based on our view of continued strong industry fundamentals given the relative stability of the companies' operations, profitable growth, and diversity obtained through acquisitions in the U.S. and international markets, and our expectation that consolidation among U.S. wireless carriers will not meaningfully hurt the tower operators' financial measures over the next several years," said Standard & Poor's credit analyst Catherine Cosentino. Based on S&P's review, it could revise its assessment of the amount of leverage it considers appropriate at each rating level for each of the three tower companies, which could lead to upgrades or affirmations at the current rating. S&P aims to complete its sector review and resolve the CreditWatch placement over the next month. Although S&P believes that upgrade potential is limited to one notch, the rating will ultimately depend on S&P's assessment of long-term business fundamentals and financial policy. ARCAPITA BANK: Files Add'l Plan Supplement Documents ---------------------------------------------------- Arcapita Bank B.S.C.(c), et al., filed with the U.S. Bankruptcy Court for the Southern District of New York these additional plan supplement documents in connection with the Debtors? Confirmed Second Amended Joint Plan (With First Technical Modifications): 1. Notice of Filing of List of Additional Proposed Directors; 2. Sukuk Facility Documents: a. Declaration of Trust; b. Mudaraba Agreement; c. Agency and Administration Agreement; d. Terms and Conditions; and e. Charge and Assignment Deed; 3. Form of Asset Transfer Agreement between Arcapita and AIM; 4. Executed Exit Facility; 5. Arcapita Bank / QIB Letter related to Lusail Option; 6. HQ Settlement Agreement; 7. Blackline HQ Settlement Agreement; 8. SCB Plan Settlement Agreement Amendment; 9. Disposition Expense Facility; 10. Blackline Disposition Expense Facility; 11. Form of Major Shareholders? Agreement; 12. Form of Minor Shareholders? Agreement; 13. Notice Regarding Shareholders? Agreements with Respect to Certain Investments; 14. Form of Cayman Transaction Holdco Articles of Association; 15. Blackline form of Cayman Transaction Holdco Articles of Association 16. Form of Delaware Transaction Holdco Bylaws; 17. Form of Amendment to Delaware Transaction Holdco Certificate of Incorporation; 18. Form of Disposition Committee Bylaws; 19. Form of Management Services Agreement (updated); 20. Blackline form of Management Services Agreement; 21. Implementation Memorandum (updated); 22. Form of Professional Compensation Claims Escrow Agreement (updated); 23. Blackline form of Professional Compensation Claims Escrow Agreement; and 24. Form of Disbursing Agent Agreement. The additional Plan Supplement documents are available at: http://bankrupt.com/misc/arcapita.doc1413.pdf As reported in the TCR on June 19, 2013, the U.S. Bankruptcy Court for the Southern District of New York entered its Findings of Fact, Conclusions of Law, and Order confirming the Second Amended Joint Chapter 11 Plan of Reorganization of Arcapita Bank B.S.C.(c) and Related Debtors with respect to each Debtor other than Falcon Gas Storage Company, Inc. The Plan contemplates, among others, the entry of the Debtors into a $185 million Murabaha exit facility that will allow the Debtors to wind down their businesses and assets for the benefit of all creditors and stakeholders. At the Confirmation Hearing, the Court commenced the confirmation hearing on the Falcon Subplan and, based on a request from Falcon, adjourned such confirmation hearing related to the Falcon Subplan pending the Court's ruling on the Falcon subordination issues presented to the Court at a hearing on June 10, 2013. Accordingly, at the Confirmation Hearing, the Court only considered Confirmation of the Plan with respect to the Initial Debtors. Based on the adjournment of the confirmation hearing on the Falcon Subplan, Tide Natural Gas Storage I, LP, and Tide Natural Gas Storage II, LP, withdrew its objection to the Plan for the Initial Debtors and its rejecting Class 8(a) vote with respect to the Plan for the Initial Debtors, and agreed that Tide's Claim, if any, against Arcapita Bank would be treated as a Class 10(a) Claim. Tide did not withdraw its vote with respect to the Falcon Subplan and fully reserved all of its rights with respect to Falcon, including its right to object to the Falcon Subplan; Falcon reserved all of its rights with respect to Tide and its claims against Falcon. Pursuant to Section 1123 of the Bankruptcy Code and Bankruptcy Rule 9019, the Court's Order also approved the SCB Settlement Motion and the SCB Plan Settlement. The Exit Facility (including the conversion of the DIP Facility into the Exit Facility), including the payment of all fees, indemnities, expenses and other amounts provided for by the Exit Facility, are approved for purposes of implementation of the Plan, subject to entry of and any modification by the Final DIP Order. A copy of the Confirmation Order and the confirmed Second Amended Joint Chapter 11 Plan of Arcapita Bank and Related Debtors (With First Technical Modifications) is available at: http://bankrupt.com/misc/arcapita.doc1262.pdf About Arcapita Bank Arcapita Bank B.S.C., also known as First Islamic Investment Bank B.S.C., along with affiliates, filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 12-11076) in Manhattan on March 19, 2012. The Debtors said they do not have the liquidity necessary to repay a US$1.1 billion syndicated unsecured facility when it comes due on March 28, 2012. Falcon Gas Storage Company, Inc., filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-11790) on April 30, 2012. Falcon Gas is an indirect wholly owned subsidiary of Arcapita that previously owned the natural gas storage business NorTex Gas Storage Company LLC. In early 2010, Alinda Natural Gas Storage I, L.P. (n/k/a Tide Natural Gas Storage I, L.P.), Alinda Natural Gas Storage II, L.P. (n/k/a Tide Natural Gas Storage II, L.P.) acquired the stock of NorTex from Falcon Gas for $515 million. Arcapita guaranteed certain of Falcon Gas' obligations under the NorTex Purchase Agreement. The Debtors tapped Gibson, Dunn & Crutcher LLP as bankruptcy counsel, Linklaters LLP as corporate counsel, Towers & Hamlins LLP as international counsel on Bahrain matters, Hatim S Zu'bi & Partners as Bahrain counsel, KPMG LLP as accountants, Rothschild Inc. and financial advisor, and GCG Inc. as notice and claims agent. Milbank, Tweed, Hadley & McCloy LLP represents the Official Committee of Unsecured Creditors. Houlihan Lokey Capital, Inc., serves as its financial advisor and investment banker. Founded in 1996, Arcapita is a global manager of Shari'ah- compliant alternative investments and operates as an investment bank. Arcapita is not a domestic bank licensed in the United States. Arcapita is headquartered in Bahrain and is regulated under an Islamic wholesale banking license issued by the Central Bank of Bahrain. The Arcapita Group employs 268 people and has offices in Atlanta, London, Hong Kong and Singapore in addition to its Bahrain headquarters. The Arcapita Group's principal activities include investing on its own account and providing investment opportunities to third-party investors in conformity with Islamic Shari'ah rules and principles. The Arcapita Group had roughly US$7 billion in assets under management. On a consolidated basis, the Arcapita Group owns assets valued at roughly US$3.06 billion and has liabilities of roughly US$2.55 billion. The Debtors owe US$96.7 million under two secured facilities made available by Standard Chartered Bank. Arcapita explored out-of-court restructuring scenarios but was unable to achieve 100% lender consent required to effectuate the terms of an out-of-court restructuring. Subsequent to the Chapter 11 filing, Arcapita Investment Holdings Limited, a wholly owned Debtor subsidiary of Arcapita in the Cayman Islands, issued a summons seeking ancillary relief from the Grand Court of the Cayman Islands with a view to facilitating the Chapter 11 cases. AIHL sought the appointment of Zolfo Cooper as provisional liquidator. As reported in the TCR on Jun 19, 2013, the Bankruptcy Court for the Southern District of New York entered its Findings of Fact, Conclusions of Law, and Order confirming the Second Amended Joint Chapter 11 Plan of Reorganization of Arcapita Bank B.S.C.(c) and Related Debtors with respect to teach Debtor other than Falcon Gas Storage Company, Inc. A copy of the Confirmed Second Amended Joint Plan (With First Technical Modifications) is available at: http://bankrupt.com/misc/arcapita.doc1265.pdf BRIXMOR LLC: Takes Steps Positive to Credit Profile, Fitch Says --------------------------------------------------------------- Recent capital markets initiatives announced by Brixmor LLC's parent companies are positive to its credit profile, according to Fitch Ratings. These initiatives include a new $2.8 billion credit facility obtained by Brixmor Operating Partnership LP (BOP) and the filing of a preliminary IPO prospectus by Brixmor Property Group, Inc. (BRX). Key positives relating to Brixmor LLC's credit profile include stronger linkage to an indirect parent (BOP) with an improved liquidity profile, as well as a material increase in the equity value of its two largest unconsolidated joint venture (JV) investments. Factors that temper these positives include the planned transfer of wholly-owned unencumbered properties out of Brixmor LLC and execution risk with respect to BRX's planned IPO, which will require an accommodative equity market. On July 18, 2013, BRX filed a preliminary IPO prospectus with the SEC that included the details of a new $2.8 billion credit facility obtained by BOP. The credit facility consists of a $1.25 billion revolving credit facility that matures on July 31, 2017, with a one-year extension option and a $1.5 billion term loan that matures on July 31, 2018. The revolving credit facility bears interest at LIBOR plus 1.5% to 2.1% depending on BOP's leverage. The margin for the term loan is 10 basis points lower than the revolving facility. BRX plans to use approximately $2.4 billion of borrowings under the new facility to repay select mortgages within Brixmor Residual Holdings LLC (Residual) and Brixmor GA America LLC (Galileo). Residual and Galileo are indirect subsidiaries of BRX that that are owned in JVs between BOP (51% managing member interest) and Brixmor LLC (49% non-managing interest). This 72% drawn line will be paid down with the proceeds from the BRX IPO. Stronger Parent Linkage Fitch considers the stronger legal ties implicit in the new credit facility agreement to have improved Brixmor LLC's credit profile. Importantly, the agreement does not contain explicit cross-default language regarding Brixmor LLC's obligations, nor is BOP a guarantor of Brixmor LLC's unsecured debt obligations. However, the credit agreement indirectly stipulates that a default by Brixmor LLC (as a subsidiary of the borrower) on its unsecured obligations could trigger a default on the facility under certain circumstances. Fitch's previous concern as to the weak legal ties between Brixmor LLC and its parent has been an important factor reflected in Brixmor LLC's credit ratings, despite the company's relatively strong operational and strategic ties. Such ties include common management, a centralized treasury, and historical evidence of tangible support by the parent via contributions of capital by affiliates of The Blackstone Group LP (rated 'A+' by Fitch with a Stable Outlook) to Brixmor LLC. Increased Joint Venture Value Brixmor LLC's equity value of investments in its two largest unconsolidated JVs will increase materially due to the recapitalization (i.e. secured debt de-leveraging) of these entities with borrowings at BOP. The increase in equity value should approximate $1.2 billion - essentially mirroring Brixmor LLC's 49% ownership against the $2.4 billion of debt repayments. For perspective, the value of Brixmor LLC's equity investment in unconsolidated joint ventures (principally comprising its interest in Residual and Galileo) at March 31, 2013 was $752 million. Brixmor LLC is entitled to its pro-rata share of available cash flow from Residual and Galileo, which will increase meaningfully due to the lower interest cost burden. However, the absence of dividend restrictions between Brixmor LLC and its parent BOP could reduce, or eliminate, the related benefit. Fitch anticipates that the majority of incremental cash flow that accrues to Brixmor LLC from these JVs will be redistributed to its parent to cover BOP's interest costs and to satisfy the REIT dividend distribution requirements of BRX. Further, the centralized treasury amongst Brixmor LLC and all of its affiliated entities does not enable Brixmor LLC to independently retain capital to repay indebtedness, fund capital expenditures, acquire assets or otherwise make financial decisions with the additional cash flow received from these JVs. Property Transfers Weaken Credit Fitch views the transfer of wholly-owned unencumbered properties out of Brixmor LLC contemplated in BRX's public offering as a credit negative, all things equal. In conjunction with its public offering, BRX plans to distribute 47 non-core properties it has historically held in its portfolio to its pre-IPO investors. Twenty-three of the 47 properties being transferred are held within Brixmor LLC, of which 21 properties, representing $51.5 million of undepreciated asset value, are unencumbered. Separately, BRX will acquire 43 properties from its pre-IPO investors that the company manages, but does not own. The gross book value of Brixmor LLC's wholly-owned, unencumbered, properties (i.e. excluding its interest in JVs) will decrease to $355.5 million from $406.9 million at year-end 2012 (pro forma for $22.3 million of property sales in 2013) as a result of the transfers. For perspective, Brixmor LLC had $405 million principal amount of unsecured obligations outstanding as of March 31, 2013. Despite the transfers, Brixmor LLC's unencumbered asset coverage for covenant purposes will likely improve materially due to the increase in the value of its equity investments in unconsolidated joint ventures. These investments are included in the calculation of unencumbered assets for covenant compliance for Brixmor LLC's unsecured bonds. Fitch generally views equity interests as providing weak protection for unsecured bondholders given historically poor recoveries from equity pledges experienced by commercial mortgage lenders and the minority interest Brixmor holds in these JVs. The improvement in overall asset quality within the Brixmor corporate group structure partially mitigates the negative impact of the transfers out of Brixmor LLC. Indeed, the 43 assets that BRX will acquire from its pre-IPO owners are of considerably higher quality than the 47 it is distributing, based on location, anchor-tenant credit quality and occupancy rate. Moreover, Fitch considered the balance between these asset transfers against the backdrop of stronger legal ties between Brixmor LLC and its sponsor, which should have a stronger liquidity profile upon the reduction in the balance of BOP's new unsecured credit facility post-IPO. Because of the linkage between Brixmor LLC and its indirect parent companies, Fitch will likely initiate credit ratings for BRX and BOP subsequent to BRX completing its public offering. Fitch currently rates Brixmor LLC as follows: -- Issuer Default Rating (IDR) 'BB-'; -- Senior unsecured notes 'BB-'. The Rating Outlook is Stable. BRIXMOR LLC: S&P Affirms 'B' CCR & Revises Outlook to Positive -------------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B' corporate credit rating on Brixmor LLC. At the same time, S&P revised its outlook on the company to positive from stable. The rating actions affect roughly $405 million of rated debt. "Our outlook revision to positive acknowledges the prospects for improved liquidity, access to capital, and longer-term deleveraging if parent BPG's pending IPO is successful," said Standard & Poor's credit analyst Elizabeth Campbell. Brixmor Operating Partnership LP (an indirect parent of Brixmor LLC) recently closed on debt transactions that will reduce its cost of debt and increase liquidity (through access to a new revolving line of credit). S&P expects Brixmor LLC's portfolio occupancy, rents, and same- store NOI to continue to improve over the next year. S&P would consider an upgrade if the pending IPO of BPG results in improved liquidity at Brixmor LLC, and if fixed-charge coverage is maintained above 1.7x. Alternatively, S&P would consider revising the outlook to stable if liquidity weakened (perhaps if Brixmor LLC were to make a large dividend payment to its parent) or FCC declined below 1.5x. BOYD GAMING: Fitch Rates New $1.75 Billion Secured Loan 'BB' ------------------------------------------------------------ Fitch Ratings assigns an 'BB/RR1' rating to Boyd Gaming Corp's (Boyd) proposed $1.75 billion senior secured credit facility. Fitch has also affirmed the following ratings: Boyd -- IDR at 'B' (Outlook revised to Stable from Negative); -- Existing senior secured credit facility at 'BB/RR1'; -- Senior unsecured notes at 'CCC+/RR6'; -- Senior subordinated notes at 'CCC/RR6'. Peninsula Gaming LLC (Peninsula) & Peninsula Gaming Corp. as co- issuer -- IDR at 'B' (Stable Outlook); -- Senior secured credit facility at 'BB/RR1'; -- Senior unsecured notes at 'CCC+/RR6'. Marina District Finance Company, Inc. (Borgata) -- IDR at 'B-' (Stable Outlook); -- Senior secured revolving credit facility at 'BB-/RR1'; -- Senior secured first-lien notes at 'B+/RR2'. The new Boyd credit facility will consist of a $600 million revolver due 2018, a $150 million term loan A due 2018 and a $1 billion term loan B due 2020. The term loan A will amortize at 5% per year and the term loan B at 1% per year. The proceeds will be used to refinance Boyd's existing credit facility. The term loans will also have a 50% excess cash flow sweep provision. Boyd's Peninsula assets and 50% stake in the Borgata will not be part of the collateral package. Rating Drivers The Outlook revision to Stable reflects: -- Operating stabilization in Boyd's Las Vegas Locals segment; -- More certainty that Peninsula will be merged into Boyd's credit group; -- Improved maturity profile as a result of the redemption of the subordinated notes due 2014, the anticipated refinancing of Boyd's credit facility due 2015 and the anticipated redemption of the subordinated notes due 2016; -- Improved leverage and FCF profile as a result of Boyd's sale of non-core assets (Echelon and Dania sites) and the anticipated equity issuance with all proceeds being directed at debt paydown. The above capital structure initiatives bring Boyd's wholly-owned (including Peninsula) leverage down to more manageable level of approximately 7.4x on a pro forma basis compared to 8.3x for the LTM period ending March 31, 2013. Also maturities are addressed through 2018, and Boyd's FCF run rate (excluding Peninsula FCF but including Peninsula management fees) remains solid at approximately $100 million as the credit facility refinancing is largely expected to be interest cost neutral. The Outlook revision to Stable from Negative takes into account Boyd's improved financial flexibility. However, the company's leverage remains high relative to its regional casino operator peers. Fitch does not expect Boyd's assets in aggregate to experience meaningful EBITDA growth. Therefore, deleveraging will rely on debt paydown from FCF, which is adequate for sustaining healthy operations but is modest relative to Boyd's debt load (less than 5% relative to debt). These factors largely limit near- term positive rating momentum. Las Vegas Locals Market Boyd's Las Vegas Locals segment has reversed a negative trend in the first quarter 2013 with the segment's EBITDA growing 2% and 12% in the first quarter 2013 and second quarter 2013, respectively. This is after a 12% EBITDA decline in the full-year 2012. The Locals segment EBITDA improvement in the first half 2013 is largely driven by efficiency initiatives as revenues were mostly flat. Fitch expects Boyd's Locals revenues to remain flat for the remainder of the year with the EBITDA margin improvement carrying into the second-half of 2013. Longer-term, Fitch expects positive revenue growth to be supported by the market's positive economic trends and stabilization in the promotional environment. Las Vegas' economic trends are positive with the unemployment rate declining to 10.1% in June 2013 from the peak level of 14.6% reached in mid-2010 and 11.8% in June 2012 period. The Case & Schiller housing price index for the market has also improved to 114.09 in May 2013, which is up from the prior year period's 92.55. The housing index also improved on a sequential basis from 111.06 in April 2013. The improved economic landscape has not directly translated into robust gaming revenue growth. In 2012 Locals gaming revenues grew 1.4% and the revenues are down 20% year-to-date through June. Boyd's FCF Fitch calculates run-rate FCF for Boyd's main restricted group at around $100 million in the base case. This is enough to absorb considerable operating and competitive pressure. Fitch's base case FCF forecast includes the following estimates: -- Restricted group property EBITDA of $348 million (same as LTM EBITDA); -- Peninsula management fees of $20 million; -- Cash-based corporate expense of $45 million; -- Interest expense of $140 million; -- Maintenance capex of $85 million (about $87 million for LTM period). Until Boyd consolidates Peninsula's credit group into its own, Boyd has access to roughly $80 million - $90 million of Peninsula's FCF per year. Peninsula's senior notes limit restricted payments to $15 million plus 50% of cumulative net income. Peninsula's credit facility permits dividends based on a basket equal to $20 million plus excess cash flows not used for the mandatory prepayments of the term loan (there is a 50% excess cash flow sweep) as long as leverage remains 0.5x below maintenance covenant levels. Fitch estimates Peninsula's discretionary FCF at slightly above $80 million for the LTM period ending June 30, 2013. Peninsula Acquisition Benefits and Peninsula Rating Drivers Boyd's November 2012 acquisition of Peninsula was a credit positive as it diversified Boyd away from the Las Vegas Locals market while being largely leverage neutral (the acquisition multiple was below Boyd's leverage). After the acquisition, Peninsula remained an unrestricted subsidiary of Boyd; however, Boyd plans to combine Peninsula with its restricted group. Fitch believes there is now more certainty with respect to the Peninsula credit group being merged into Boyd as most of Boyd's near-term potential default catalysts have been removed. Particularly, maturities have been addressed through 2018, and the FCF profile will be fortified with the refinancing of Boyd's credit facility. Fitch now places greater emphasis on credit metrics that include Peninsula than those that do not. The affirmation of Peninsula's 'B' IDR takes into account Peninsula's FCF profile and manageable debt levels. These positive factors offset Peninsula's market concentration with roughly 50% of EBITDA being generated in the Wichita, KS market and Fitch's generally lackluster outlook for regional markets. Borgata Rating Drivers The affirmation of Borgata's IDR at 'B-' reflects Borgata's leading position in the Atlantic City market, healthy FCF cushion, the prospect of online gaming and the benign nature of the gaming expansion bill passed in the state of New York. Borgata has maintained its greater than 20% market share in Atlantic City in spite of Revel entering the market in early 2012 and has performed better relative to its peers with the LTM gross revenues being down 4% relative to the market's 11% decline (includes the effect from Sandy). Some of this outperformance can be attributed to a sharp decline in promotional activity in the market by Caesars Entertainment Corp, which has four properties in the market. The Atlantic City market still faces considerable competitive headwinds, but there were no new major openings in the surrounding jurisdictions since late 2011 when Resorts World opened in Queens, NY. (A smaller casino opened in early 2012 at Valley Forge convention center near Philadelphia). No new openings of full scale casinos are anticipated until late 2016/early 2017 at the earliest when there could be one additional casino opening in Philadelphia and two casinos opening in the Catskills. The New York expansion bill also permits two video lottery terminal (VLT) facilities in Long Island that can potentially open before that. The potential for a gaming expansion in New York was a major overhang for the Atlantic City market since there was potential for full scale casinos in New York's five boroughs. The bill that passed recently and is headed for a referendum this November only permits full scale casinos in upstate New York, including two in the Catskills. Fitch expects the effect on Borgata from these casinos plus the Long Island VLTs to be manageable. Fitch calculates Borgata's run rate FCF at approximately $15 million - $25 million. Fitch believes this is a near trough range, although further downside remains from regional competitive and economic pressures as well as the anticipated second casino in Philadelphia. Fitch's estimated FCF run-rate range assumes a run rate EBITDA of $110 million (roughly first half 2013 annualized and also the credit facility covenant threshold), $70 million - $75 million in interest expense (pro forma for $40 million redemption of the 2015 notes), and $15 million - $20 million of maintenance capital expenditures. Fitch believes that the launch of online gaming, which can occur later this year, will be accretive to the FCF profile although likely not immediately given the heavy amount upfront investment needed. Relationship Between IDRs Fitch does not firmly link the IDRs of Boyd, Borgata or Peninsula. In the case of Boyd and Borgata, Fitch believes that there is a moderate rating linkage due to Borgata being eligible for an online license in the state of New Jersey. A strong linkage is precluded at this point given that Boyd only owns a 50% stake in Borgata and the profitability of online gaming is largely untested under New Jersey's legal framework. New Jersey legalized all forms of online gaming in February and is the most populous state to do so thus far in the U.S. Before online gaming was passed in New Jersey, Fitch categorized the rating linkage between Boyd and Borgata as weak. Absent online gaming, Borgata has little strategic value for Boyd as Borgata is not included in Boyd's loyalty program and operates in a difficult operating environment. To the extent Boyd remains a stronger credit and online gaming remains promising, Borgata credit will benefit from the 50% ownership by Boyd. The other JV owner is MGM Resorts International (IDR 'B' with a Positive Outlook). In 2010, MGM agreed to divest of its share in Borgata due to the state regulators' concerns over MGM's affiliations in Macau. In February 2013, MGM requested that the New Jersey regulators revisit its ability to retain its 50% stake in Borgata. Boyd's rating relationship is stronger with Peninsula. Fitch expects Boyd to merge Peninsula into its main restricted group over the next one to three years. In the meantime, Boyd benefits from Peninsula's healthy FCF, subject to limitations in the Peninsula senior notes' indenture, and about $20 million in annual management fees. Fitch views Peninsula's IDR largely on a stand-alone basis. Boyd's main restricted group is now somewhat stronger than Peninsula's post the transactions mentioned above. The Peninsula credit derives some benefit from Boyd's ownership as there is some strategic value for Boyd to own Peninsula. These benefits include diversification and access to additional jurisdictions that may consider legalizing online gaming. However, the strategic benefit is limited in that Peninsula's assets are not core to Boyd's operations as they are not included in Boyd's loyalty program. Transaction Ratings and Recovery There are no material changes in the recovery analysis as a result of Boyd's credit facility refinancing. As before, Fitch calculates recovery for Boyd's new senior secured credit facility in the 91%- 100% range with no recovery for the unsecured debt. Boyd rates the senior notes 'CCC+/RR6', one notch above the subordinated notes ('CCC/RR6). Borgata's redemption of $40 million in the 2015 notes is a positive for Borgata's secured noteholders although the recovery remains in the 71%-90% range for the notes. The range corresponds with a 'RR2' Recovery Rating and a two-notch uplift from Borgata's 'B-' IDR. Fitch estimates full recovery for Borgata's $60 million revolver, which has priority over the secured notes. For Peninsula, Fitch estimates full recovery for its credit facility and a recovery in the 0%-10% range for the senior unsecured notes. Peninsula's revolver has priority over the term loan; however, Fitch does not make a distinction in the ratings with both tranches being rated 'BB/RR1'. Rating Sensitivities There is now more cushion at Boyd's 'B' IDR. However a downgrade to 'B-' or a Negative Outlook revision is possible if leverage (including Peninsula) moves back towards 8x due to operating pressure and/or financial policy decisions. With leverage at about 7.4x on wholly-owned basis, near-term rating momentum for Boyd is limited. However, Boyd's operating profile can support an IDR at the higher end of the 'B' category/low end of the 'BB' category. Fitch may consider an Outlook revision to Positive or an upgrade to 'B+' if leverage declines towards 6x range. Other factors that would be viewed positively by Fitch when considering positive rating action include FCF improving further due to growth in EBITDA or decline in interest costs and/or a resumption in same-store top line growth in Boyd's Las Vegas Locals and Midwest/South segments. Further deleveraging will likely be difficult given Fitch's lackluster outlook for regional gaming markets. Together with Peninsula, Fitch expects Boyd to generate roughly $180 million in FCF a year. This will allow some pay down of debt although meaningful debt reduction will take time given the large debt load relative to the FCF (FCF is about 5% of the debt outstanding). Borgata also has some cushion at the 'B-' IDR. However, a downgrade or an Outlook revision to Negative is possible if Fitch revises its estimated FCF run-rate for Borgata towards $10 million or less or Borgata fails to refinance its 2015 notes in a timely manner. Since Borgata extended its credit facility in July 2013, its 2015 notes become its most near-term maturity. The notes become callable this October at 104.75 and currently trade close to the call price. With online gaming being legalized, Fitch believes that there is a higher likelihood that Boyd and/or MGM will support Borgata. Fitch may consider notching up Borgata's IDR accordingly if online gaming proves to be successful. On a stand-alone basis, Fitch may revise Borgata's Outlook to Positive if its top line stabilizes with FCF being at least in the $30 million range and the competitive risk related to the winning Philadelphia license appears to be manageable. There is limited upside for Peninsula's IDR given the company's high leverage relative to its operating profile. The probability of a downgrade is similarly low given Peninsula's strong FCF profile, which Fitch thinks can absorb considerable operating stress. Fitch expects that Peninsula's debt will be refinanced over the next one to three years consolidating into Boyd's main restricted group. BUILDERS FIRSTSOURCE: Files Form 10-Q, Posts $48.2MM Q2 Net Loss ---------------------------------------------------------------- Builders Firstsource, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $48.20 million on $398.14 million of sales for the three months ended June 30, 2013, as compared with a net loss of $12.05 million on $271.91 million of sales for the same period a year ago. For the six months ended June 30, 2013, the Company incurred a net loss of $60.01 million on $717.85 million of sales, as compared with a net loss of $31.24 million on $491.30 million of sales for the same period during the prior year. Builders FirstSource reported a net loss of $56.85 million in 2012, a net loss of $64.99 million in 2011 and a $95.50 million in 2010. As of June 30, 2013, the Company had $505.50 million in total assets, $513.95 million in total liabilities and a $8.45 million total stockholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/deE5fL About Builders FirstSource Headquartered in Dallas, Texas, Builders FirstSource Inc. -- http://www.bldr.com/-- supplies and manufactures building products for residential new construction. The Company operates in nine states, principally in the southern and eastern United States, and has 55 distribution centers and 51 manufacturing facilities, many of which are located on the same premises as its distribution facilities. * * * As reported by the TCR on May 15, 2013, Standard & Poor's Ratings Services Inc. said it raised its corporate credit rating on Dallas-based Builders FirstSource to 'B' from 'CCC'. "The upgrade acknowledges U.S.-based building materials manufacturer and distributor Builders FirstSource Inc.'s 'strong' liquidity based on the company's proposed recapitalization," said Standard & Poor's credit analyst James Fielding. CAMARILLO PLAZA: Files Bankruptcy-Exit Plan ------------------------------------------- Camarillo Plaza, LLC, submitted to the U.S. Bankruptcy Court for the Central District of California its Plan of Reorganization. The Plan will be funded trough the sale of the property. A copy of the Plan is available for free at http://bankrupt.com/misc/CAMARILLO_PLAZA_plan.pdf A Sept. 12, 2013, hearing at 10 a.m. has been set. About Camarillo Plaza Shopping center operator Camarillo Plaza LLC, based in Los Angeles, California, filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-59637) on Dec. 5, 2011. Judge Sheri Bluebond was assigned to the case. At the Debtor's behest the next day, the case was transferred to the Northern Division (Bankr. C.D. Calif. Case No. 11-bk-15562). The case in the Los Angeles Division was closed, and Judge Robin Riblet took over from Judge Bluebond. The Debtor scheduled assets of $21.6 million and liabilities of $12.3 million as of the Chapter 11 filing. Janet A. Lawson, Esq., in Ventura County, California, serves as the Debtor's counsel. The petition was signed by Aaron Arnold Klein, managing partner. Alan M. Feld, Esq., at Sheppard, Mullin, Richter & Hampton LLP represent Wells Fargo Bank, N.A. CAMARILLO PLAZA: Taps Edward Carroll to Litigate Matters on WCBA ---------------------------------------------------------------- Camarillo Plaza, LLC asks the U.S. Bankruptcy Court for the Central District of California for permission to employ Edward Carroll to litigate the issues before the Workmen Compensation Board of Appeals. The Debtor relates that a claim was filed by the Office of the Director Legal Unit for the WCBA. This is a result of the WCBA finding that there is a liability for the injury to Ramiro Martinez. What remains to be determined is the amount of temporary disability, permanent disability, medical expenses, litigation expense, deposition expense and other liens. The hourly rate of Mr. Carroll is $175 and he requires a $3,500 retainer. To the best of the Debtor's knowledge, Mr. Carroll is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Camarillo Plaza Shopping center operator Camarillo Plaza LLC, based in Los Angeles, California, filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-59637) on Dec. 5, 2011. Judge Sheri Bluebond was assigned to the case. At the Debtor's behest the next day, the case was transferred to the Northern Division (Bankr. C.D. Calif. Case No. 11-bk-15562). The case in the Los Angeles Division was closed, and Judge Robin Riblet took over from Judge Bluebond. The Debtor scheduled assets of $21.6 million and liabilities of $12.3 million as of the Chapter 11 filing. Janet A. Lawson, Esq., in Ventura County, California, serves as the Debtor's counsel. The petition was signed by Aaron Arnold Klein, managing partner. Alan M. Feld, Esq., at Sheppard, Mullin, Richter & Hampton LLP represent Wells Fargo Bank, N.A. The Debtor has filed a Plan, which provides for provides for the restructuring of the debts of the Debtor. The Plan will be funded trough the sale of the property. CAPITOL BANCORP: FDIC Pressuring States to Close Banks ------------------------------------------------------ Patrick Fitzgerald, writing for The Wall Street Journal, reported that Capitol Bancorp Ltd. has gone to court seeking to protect its remaining community banks from potential closure, arguing that the Federal Deposit Insurance Corp. is improperly pressuring state regulators and that closure would cost the government agency more than if the banks are sold at auction. According to the report, lawyers for the Michigan bank-holding company, which filed for bankruptcy protection a year ago, said in a court filing that the FDIC's "unnecessary" seizures of four of its banks in recent months had undermined its ability to move forward with a plan to sell its remaining subsidiary banks. Capitol has filed a Chapter 11 plan that calls for it to sell its remaining banks and wind down its business. Depending on the outcome of the sales, however, the so-called toggle plan leaves open the possibility of a company reorganization. "The FDIC's actions have included the inconsistent and improper application of accounting conventions, appearing to place improper pressure on state regulators to close banks where the state regulators did not appear to believe such closures were appropriate, and the disregard of a court order prohibiting the closure of a bank temporarily pending judicial review of the grounds for such closure," the bank said in a filing in U.S. Bankruptcy Court in Detroit, the report related. A spokesman for the FDIC said the agency doesn't comment on open and operating banks, WSJ noted. Capitol once operated 64 small, community banks in states including Arizona, Michigan and Nevada, areas particularly hard- hit when the nation's housing bubble burst, but that number has shrunk to 11 since the holding company's bankruptcy filing, the report related. In May, regulators shut three Capitol subsidiaries: Georgia's Sunrise Bank, Pisgah Community Bank in North Carolina and Central Arizona Bank. About Capitol Bancorp Capitol Bancorp Ltd. and Financial Commerce Corporation filed voluntary Chapter 11 bankruptcy petitions (Bankr. E.D. Mich. Case Nos. 12-58409 and 12-58406) on Aug. 9, 2012. Capitol Bancorp -- http://www.capitolbancorp.com/-- is a community banking company with a network of individual banks and bank operations in 10 states and total consolidated assets of roughly $2.0 billion as of June 30, 2012. CBC owns roughly 97% of FCC, with a number of CBC affiliates owning the remainder. FCC, in turn, is the holding company for five of the banks in CBC's network. CBC is registered as a bank holding company under the Bank Holding Company Act of 1956, as amended, 12 U.S.C. Sec. 1841, et seq., and trades on the OTCQB under the symbol "CBCR." Lawyers at Honigman Miller Schwartz and Cohn LLP represent the Debtors as counsel. John A. Simon, Esq., at Foley & Lardner LLP, represents the Official Committee of Unsecured Creditors as counsel. In its petition, Capitol Bancorp scheduled $112,634,112 in total assets and $195,644,527 in total liabilities. The petitions were signed by Cristin K. Reid, corporate president. The Company's balance sheet at Sept. 30, 2012, showed $1.749 billion in total assets, $1.891 billion in total liabilities, and a stockholders' deficit of $141.8 million. Prepetition, the Debtor arranged a reorganization plan that was accepted by the requisite majorities of creditors and equity holders in all classes. Problems arose when affiliates of Valstone Partners LLC declined to proceed with a tentative agreement to fund the reorganization by paying $50 million for common and preferred stock while buying $207 million in face amount of defaulted commercial and residential mortgages. CAPITOL INVESTMENTS: Shook Hardy Must Hand Over Attorney Evals -------------------------------------------------------------- Law360 reported that a Florida federal judge ordered Shook Hardy & Bacon LLP to hand over employee evaluations for two attorneys accused of helping to keep imprisoned Ponzi schemer Nevin Shapiro's $930 million scheme alive. According to the report, U.S. Magistrate Judge William Turnoff agreed to let the bankruptcy trustee for ex-University of Miami football booster Shapiro's former company have a look at attorney evaluations for Shapiro's childhood friend Marc Levinson and a supervising attorney from 2003 until 2009, when the firm represented Shapiro's Capitol Investments USA Inc. The bankruptcy trustee sued Levinson and his firm Shook Hardy in December, and the suit was removed to Florida federal court earlier this year. Shook Hardy, citing privacy concerns, argued before the Florida federal judge that it shouldn't be forced to compel employee evaluations for two attorneys accused of helping to keep imprisoned Shapiro's $930 million scheme alive. The case is Tabas v. Shook Hardy and Bacon LLP et al., Case No. 1:13-cv-20080 (S.D. Fla.), before Judge Kathleen M. Williams. About Capitol Investments Bradley Associates Limited Partnership, South Beach Chicago, LLC, South Beach Chicago 2008, LLC, Relianz Mortgage, Inc., and Victor Gonzalez filed an involuntary chapter 7 petition (Bankr. S.D. Fla. Case No. 09-36408) against Capitol Investments USA, Inc., on Nov. 30, 2009. The Court appointed Joel L. Tabas as the trustee on Dec. 16, 2009, and entered an order for relief on Dec. 30, 2009. A federal grand jury indicted Nevin Shapiro, the former owner and Chief Executive Officer of Capitol Investments USA, for allegedly overseeing a $930 million Ponzi scheme linked to the Debtors' purported wholesale grocery distribution business. Mr. Shapiro, 42, is serving a 20-year prison sentence. A Delaware bankruptcy judge gave his OK on Tuesday to Orchard Supply Hardware Stores Corp.'s up-to $3 million executive bonus plan over the objections of the U.S. Trustee's Office, which argued the key goal to land a potential buyer was already met when the retail chain entered bankruptcy. CLEAR CHANNEL: Inks Employment Agreement with New President ----------------------------------------------------------- CC Media Holdings, Inc., entered into an employment agreement with Richard J. Bressler to serve as president and chief financial officer. The Employment Agreement has an initial term that ends on Dec. 31, 2018, and thereafter provides for automatic 12-month extensions, beginning on Jan. 1, 2019, unless either the Company or Mr. Bressler gives prior notice electing not to extend the Employment Agreement. Mr. Bressler will receive a base salary at a rate no less than $1,200,000 per year, which will be increased at the discretion of the Company's board of directors or its compensation committee. Mr. Bressler will also have the opportunity to earn an annual performance bonus for the achievement of reasonable performance goals established annually by the Company's Board or its compensation committee after consultation with Mr. Bressler. Mr. Bressler succeeds Thomas W. Casey, who served as executive vice president and chief financial officer until July 29, 2013. Additional information is available for free at: http://is.gd/y48mMC About Clear Channel Communications San Antonio, Texas-based Clear Channel Communications, Inc., an indirect subsidiary of CC Media Holdings, Inc. (OTCBB: CCMO), is one of the leading global media and entertainment companies specializing in radio, digital, outdoor, mobile, live events, and on-demand entertainment and information services for local communities and providing premier opportunities for advertisers. CC Media Holdings Inc. -- http://www.ccmediaholdings.com/-- is a global media and entertainment company. Its businesses include radio and outdoor displays. Clear Channel's balance sheet at March 31, 2013, showed $15.51 billion in total assets, $23.72 billion in total liabilities and a $8.20 billion total shareholders' deficit. * * * In May 2013, Moody's Investors Service said that Clear Channel's upsize of the term loan D to $4 billion from $1.5 billion will not impact the Caa1 facility rating assigned. Clear Channel's Corporate Family Rating is unchanged at Caa2. The outlook remains stable. In May, Standard & Poor's Ratings Services also announced that its issue-level rating on San Antonio, Texas-based Clear Channel's senior secured term loan remains unchanged at 'CCC+' following the company's upsize of the loan to $4 billion from $1.5 billion. The rating on parent company CC Media Holdings remains at 'CCC+' with a negative outlook, which reflects the risks surrounding the long- term viability of the company's capital structure. CLUB AT SHENANDOAH: Has Until Oct. 29 to File Reorganization Plan ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California extended The Club at Shenandoah Springs Village, Inc.'s exclusive periods to file a plan of reorganization until Oct. 29, 2013, and solicit acceptances for that plan until Dec. 30. As reported in the Troubled Company Reporter on July 12, 2013, according to the Debtor's counsel, Daniel A. Dev, Esq., at SulmeyerKupetz, in Los Angeles, California, the additional time will be used by the Debtor to negotiate a plan of reorganization and prepare adequate due diligence information. The Debtor, Mr. Dev adds, is also in the process of identifying its universe of liabilities and classifying creditor interests, which it has been unable to complete since the bar date set by the Court has yet to completely pass. Steven F. Werth, Esq., at SulmeyerKupetz, also represents the Debtor. About The Club At Shenandoah Springs Village The Club At Shenandoah Springs Village, Inc., owns The Club At Shenandoah Springs Village, a golf and leisure resort in Thousand Palms, a desert region of central California. It filed for Chapter 11 protection (Bankr. C.D. Cal. Case No. 12-36723) on Dec. 3, 2012. The Debtor estimated both assets and liabilities of between $10 million and $50 million. Judge Mark D. Houle presides over the case. Daniel A. Lev, Esq., at Sulmeyerkupetz, represents the Debtor as counsel. CLUB AT SHENANDOAH: Sept. 24 Hearing on Continued Cash Use ---------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California approved a stipulation further continuing the final hearing to approve The Club at Shenandoah Springs Village, Inc.'s use of cash collateral in which General Electric Capital Corporation asserts an interest. The Court approved several interim agreed orders allowing the continuance of final hearing on the Debtor's use cash collateral. The stipulation is approved, provided, however, that the replacement liens granted to General Electric pursuant to the cash collateral order entered on Jan. 3, 2013, will be granted only to the extent that the Debtor's use of cash collateral postpetition results in a diminution in the value of General Electric's collateral as of the Petition Date. The stipulation provides that: 1. the final hearing on the cash collateral motion will be continued from Aug. 20, 2013, at 2 p.m., to Sept. 24, at 2 p.m.; 2. any supplemental brief in support of the cash collateral motion will be filed by the Debtor no later than Sept. 10; 3. any supplemental opposition to the cash collateral motion will be filed by General Electric by no later than Sept. 17. The Debtor, in their motion, stated that it needed additional time to conduct negotiations with General Electric on the Debtors' business operations, prospects for reorganization, and the consensual use of cash collateral. About The Club At Shenandoah Springs Village The Club At Shenandoah Springs Village, Inc., owns The Club At Shenandoah Springs Village, a golf and leisure resort in Thousand Palms, a desert region of central California. It filed for Chapter 11 protection (Bankr. C.D. Cal. Case No. 12-36723) on Dec. 3, 2012. The Debtor estimated both assets and liabilities of between $10 million and $50 million. Judge Mark D. Houle presides over the case. Daniel A. Lev, Esq., at Sulmeyerkupetz, represents the Debtor as counsel. COBALIS CORP: Suit Over Hedge Fund Scheme Tossed in NJ ------------------------------------------------------ Law360 reported that YA Global Investments LP defeated a New Jersey lawsuit in which Cobalis Corp. investors accused the hedge fund of plotting a short sale scheme and fraudulently coaxing them to pledge stock in a financing deal for the pharmaceutical company, which ended up filing for bankruptcy. According to the report, U.S. Judge Dennis Cavanaugh found that the allegations of Radul Radovich, the father of Cobalis President and CEO Chaslov Radovich, and other Radovich family-owned entities had been litigated and decided in other cases. The case is RADOVICH et al v. YA GLOBAL INVESTMENTS, L.P. et al., Case No. 2:12-cv-06723 (D.N.J.), before Judge Dennis M. Cavanaugh. Whittier, California-based Cobalis Corporation sought protection under Chapter 11 of the Bankruptcy Code on July 8, 2011, assigned Case No. 11-39429 (Bankr. C.D. Calif.). Cobalis is represented by Blake Lindemann, Esq., at BLAKE LINDEMANN, ATTORNEY-AT-LAW. COMMERCIAL CAPITAL: Ch. 11 Liquidation Plan Confirmed ----------------------------------------------------- Judge Michael E. Romero of the U.S. Bankruptcy Court for the District of Colorado confirmed the Amended Chapter 11 Plan of Liquidation filed by the trustee for Commercial Capital, Inc.'s Chapter 11 case, after determining that the Plan satisfies the confirmation requirements of Section 1129 of the Bankruptcy Code. Under the Plan, priority claims (Class 1) and secured claims (Class 2) are not impaired while general unsecured claims (Class 3) and interest holders (Class 4) are impaired. Priority claims will be paid in full on the effective date of the Plan. Secured claims will retain all rights and liens on the Debtor's property. Holders of unsecured claims will their receive pro-rata share of net cash available for distribution, while stocks will be extinguished. Presently, the claims against the CCI Estate total less than $65 million. The CCI Trustee anticipates that the amount of allowed claims will eventually re-reduce to a total of approximately $25 million to $35 million. The CCI Trustee currently holds $947,231 as property of the CCI Estate. There is one remaining material asset of the CCI Estate -- a claim of CCI against a Lloyd's of London insurance policy -- and this claim has recently been settled and is the subject of a motion to approve the settlement. The settlement will result in the payment of $450,000 to the estate. The CCI Trustee estimates that there will be approximately $1,200,000 available for distribution to unsecured creditors holding allowed unsecured claims. These allowed unsecured claims are estimated to total somewhere between $25 million to $35 million. This will result in a 3-4.5% dividend on Allowed unsecured claims. A full-text copy of the Amended Disclosure Statement dated June 24, 2013, is available for free at: http://bankrupt.com/misc/COMMERCIALCAPITALds0624.pdf About Commercial Capital Greenwood Village, Colorado-based Commercial Capital, Inc. -- http://www.commercialcapitalinc.com/-- and its affiliate, CCI Funding I, LLC, are commercial real estate lenders and investment partners engaging in short-term commercial mortgage. Commercial Capital and CCI Funding filed separate petitions for Chapter 11 protection on April 22, 2009, and April 24, 2009, respectively (Bankr. D. Colo. Lead Case No. 09-17238). Robert Padjen, Esq., at Laufer and Padjen LLC, assisted Commercial Capital in its restructuring efforts. In its bankruptcy petition, Commercial Capital estimated between $100 million and $500 million in assets, and between $50 million and $100 million in debts. CCI Funding estimated between $100 million and $500 million each in assets and debts. In June 2009, an official committee of unsecured creditors was appointed in the CCI case. James T. Markus is the duly appointed Chapter 11 trustee for CCI. He is represented by: MARKUS WILLIAMS YOUNG & ZIMMERMANN LLC 1700 Lincoln Street, Suite 4000 Denver, CO 80203 Telephone: (303) 830-0800 Facsimile: (303) 830-0809 CROSSOVER FINANCIAL: Has Until Aug. 21 to Amend Plan Outline ------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Colorado denied approval of Crossover Financial I LLC's Third Amended Disclosure Statement filed June 12, 2013. The Court ordered the Debtor to file by Aug. 21 a Corrected Amended Disclosure Statement that provides for full and comprehensive disclosure of the effects of a Right of First Refusal for Rivers Development, Inc. on the bidding process and conflicts of interest faced by Debtor's management. Objections to the approval of the Disclosure Statement were filed by (i) Philip P. And Nancy L. DeCelles, First Regional Bank c/o Trust Administration Svcs, Corp; (ii) Kathleen Barton, Geri Bowman, William Bowman, A Borman Geri, Bruce Hacker, Nancy Hacker, H Thomas Hall, Louise Hall, Donna Harmon, James House, Integrity Bank & Trust, Curtis Massey, Stephen Schwartzbach, and (iii) Ross Reineke. The Court will conduct an evidentiary hearing on Aug. 28, at 1:30 p.m. on these matters: 1. solicitations of creditors by Debtors owner, Mitch Yellen, and Brian Bahr for confirmation of a Plan of Reorganization prior to the Court's approval of a Disclosure Statement; 2. determination of the need for disclosure of the confidential settlement agreement between the the principals of the Debtor-business and the DeCelles creditors; and 3. adequacy of the Debtors' forthcoming Third Corrected Amended Disclosure Statement. First Regional Bank c/o Trust Administrative Services Corporation FBO Philip P. DeCelles Account #xxx797, by and through Philip P. DeCelles, noteholders and the DeCelles Trust dated Jan. 10, 2006, Philip DeCelles, trustee, or Nancey L. DeCelles, trustee, by and through Philip P. DeCelles and Nancy L. DeCelles, in its supplemental objection to the Third Amended Disclosure Statement, stated that the Debtor has a covert campaign to illegally solicit support for its plan by withdrawal of filed objections of certain creditors. First Regional added that, with respect to Brian Bahr's pending sale offer to purchase the Debtor's real estate for $12.7 million paid over seven to nine years, Mr. Bahr said he had never done a present value calculation of that offer, but still believed, on some undisclosed basis, that it was better for creditors than a recent offer received by the Debtor for $6.4 million cash and not previously disclosed to the Court or all the creditors of the estate. A full-text copy of the Disclosure Statement dated June 12, 2013, explaining the Third Amended Plan of Reorganization is available at http://bankrupt.com/misc/CROSSOVER_DSJun12.PDF Under the Third Amended Plan, the Debtor intends to fund the Plan through the sale of several real property lots for a minimum purchase price of $12.67 million (based on a sales price of $15,000 per lot X 845 lots). The Debtor's planned development consists of 623 single family lots plus parcels for up to another 222 multifamily units. The sale contracts provide for multiple closings, with the initial closing to occur within 18 months of the Plan confirmation for a minimum of 150 lots. About Crossover Financial I Crossover Financial I, LLC, based in Elizabeth, Colorado, was formed on Aug. 12, 2005. Mitchell B. Yellen is the manager and sole member. The Company was formed for the purpose of raising funds through a Private Placement Memorandum to be loaned to an entity known as HPR, LLC, in connection with the acquisition and development of 440 acres of real property located near Monument, Colorado. HPR consisted of three members: Colorado Commercial Builders, Inc. (37.5%); DJT, LLC (20.0%); and Yellen Family Partnership, LLLP (42.5%). Mitchell Yellen held an interest in the Yellen Family Partnership, LLLP. The project stalled primarily as a result of a collapse in the residential real estate development market in 2007 and potential developers pulled out of the project. There has been no further development activity on the Real Property since 2007. Faced with the prospect of a lengthy foreclosure proceeding, the Debtor entered into to an agreement with HPR whereby the Real Property was transferred to the Debtor by way of a deed-in-lieu of foreclosure. Upon acquiring the Real Property, the Debtor attempted to bring in additional developers to continue the project but those efforts were unsuccessful. The Company filed for Chapter 11 bankruptcy (Bankr. D. Colo. Case No. 11-24257) on June 15, 2011. Judge Sidney B. Brooks presides over the case. Stephen C. Nicholls, Esq., at Nicholls & Associates, P.C., in Denver, serves as bankruptcy counsel. In its petition, the Debtor estimated assets and debts of $10 million to $50 million. The petition was signed by Mitchell B. Yellen. Karen McClaflin of Home Source Realty, LLC, Colorado acts as real estate broker for the Estate. An official unsecured creditors committee has not been appointed. DETROIT, MI: Property Owners Can File Tax Appeals, Judge Says ------------------------------------------------------------- Reuters reported that the judge overseeing Detroit's bankruptcy filing will allow Detroit property owners to file tax appeals despite a stay preventing all legal action against the city while it is in bankruptcy court. According to the report, Judge Steven Rhodes ruled that property tax appeals could be filed but that property owners can't collect on any decision or refund without prior approval from the court. The order is retroactive to July 31, the report said. Resnick & Moss P.C., a suburban Detroit law firm, filed the motion to obtain a ruling on behalf of its clients, and Rhodes' order applies to the firm. Rhodes issued a similar order last month to allow Michigan Property Tax Relief LLC to file property tax appeals, the report recalled. Detroit filed the largest municipal bankruptcy in U.S. history on July 18, and all legal actions against the city were suspended as part of the filing as Detroit tries to restructure more than $18 billion in debt. Detroit's emergency manager, Kevyn Orr, supports lifting the stay because the property tax claims don't directly pertain to the bankruptcy filing and the city doesn't want to get in the way of the legal process, Orr's spokesman Bill Nowling said. The Michigan Tax Tribunal in Lansing, the state capital, hears tax appeals for all Michigan taxes, including property taxes. About Detroit, Michigan The city of Detroit, Michigan, weighed down by more than $18 billion in accrued obligations, sought municipal bankruptcy protection on July 18, 2013, by filing a voluntary Chapter 9 petition (Bankr. E.D. Mich. Case No. 13-53846). Detroit listed more than $1 billion in both assets and debts. Kevyn Orr, who was appointed in March 2013 as Detroit's emergency manager, signed the petition. Detroit is represented by lawyers at Jones Day and Miller Canfield Paddock and Stone PLC. Michigan Governor Rick Snyder authorized the bankruptcy filing. The filing makes Detroit the largest American city to seek bankruptcy, in terms of population and the size of the debts and liabilities involved. The city's $18 billion in debt includes $5.85 billion in special revenue obligations, $6.4 billion in post-employment benefits, $3.5 billion for underfunded pensions, $1.13 billion on secured and unsecured general obligations, and $1.43 billion on pension- related debt, according to a court filing. Debt service consumes 42.5 percent of revenue. The city has 100,000 creditors and 20,000 retirees. The Debtor is represented by David G. Heiman, Esq., and Heather Lennox, Esq., at Jones Day, in Cleveland, Ohio; Bruce Bennett, Esq., at Jones Day, in Los Angeles, California; and Jonathan S. Green, Esq., and Stephen S. LaPlante, Esq., at Miller Canfield Paddock and Stone PLC, in Detroit, Michigan. DETROIT, MI: Bankruptcy Lawyers Break a Glass Ceiling ----------------------------------------------------- Jacqueline Palank, writing for The Wall Street Journal, reported that the main parties squaring off in Detroit's $18 billion bankruptcy case will be led by women, an unusual feat in a legal field typically dominated by men. According to the report, women hold leadership roles in fewer than one-fifth of the 100 biggest U.S. law firms' bankruptcy practices, according to data compiled by Dow Jones. But in the hotly contested case in Detroit, the names to know are Heather Lennox, Sharon Levine and Babette Ceccotti. WSJ related that Ms. Lennox is representing Detroit, which is trying to shed billions of dollars in obligations, including to retired city workers on pensions. Ms. Levine and Ms. Ceccotti are on the other side of the table representing two unions that dispute Detroit's eligibility to seek bankruptcy protection: the American Federation of State, County and Municipal Employees and the International Union, United Automobile, Aerospace and Agricultural Implement Workers of America, or UAW. Both unions represent city workers and retirees. The three will be among the attorneys steering a high stakes battle in the country's largest ever Chapter 9 bankruptcy case, the report said. It pits the city's need for relief from a staggering debt burden against the wages, benefits and pensions of thousands of workers and retirees. While both sides want to see the city recover, they differ as to how such a recovery should take shape, including whether Detroit should be allowed to use bankruptcy's tools to hammer out a restructuring plan. "There weren't a lot of women in the courtroom, but there were a lot of women at the podium," Ms. Levine said about Detroit's bankruptcy court debut on July 24, WSJ further related. "I found that to be a nice change." About Detroit, Michigan The city of Detroit, Michigan, weighed down by more than $18 billion in accrued obligations, sought municipal bankruptcy protection on July 18, 2013, by filing a voluntary Chapter 9 petition (Bankr. E.D. Mich. Case No. 13-53846). Detroit listed more than $1 billion in both assets and debts. Kevyn Orr, who was appointed in March 2013 as Detroit's emergency manager, signed the petition. Detroit is represented by lawyers at Jones Day and Miller Canfield Paddock and Stone PLC. Michigan Governor Rick Snyder authorized the bankruptcy filing. The filing makes Detroit the largest American city to seek bankruptcy, in terms of population and the size of the debts and liabilities involved. The city's $18 billion in debt includes $5.85 billion in special revenue obligations, $6.4 billion in post-employment benefits, $3.5 billion for underfunded pensions, $1.13 billion on secured and unsecured general obligations, and $1.43 billion on pension- related debt, according to a court filing. Debt service consumes 42.5 percent of revenue. The city has 100,000 creditors and 20,000 retirees. The Debtor is represented by David G. Heiman, Esq., and Heather Lennox, Esq., at Jones Day, in Cleveland, Ohio; Bruce Bennett, Esq., at Jones Day, in Los Angeles, California; and Jonathan S. Green, Esq., and Stephen S. LaPlante, Esq., at Miller Canfield Paddock and Stone PLC, in Detroit, Michigan. DETROIT, MI: U.S. Trustee Objects to UAW's Retiree Panel Request ---------------------------------------------------------------- Daniel M. McDermott, U.S. Trustee for Region 9, asks the U.S. Bankruptcy Court for the Eastern District of Michigan, Southern Division, to deny International Union, UAW's request for the Court to direct the U.S. Trustee to appoint to a retiree committee any labor organizations willing to serve. UAW's request was in response to the City of Detroit, Michigan's motion for an appointment of a committee of retired employees pursuant to Section 1102(a)(2) of the Bankruptcy Code. According to the U.S. Trustee, the UAW's request seeks relief that is not available under law. The U.S. Trustee explains that Section 1102(a)(2) provides, if the court directs, that any additional committee be appointed by the United States Trustee. Nothing in that subsection or indeed in any other provision of law provides for the Court to mandate the appointment of any particular creditor to an official committee, the U.S. Trustee notes. Specifically, Section 1102(a)(4), cited by the UAW, does not authorize court action before a committee is appointed, the U.S. Trustee argues. That section, added by the 2005 Bankruptcy Amendments, does authorize a court to direct the United States Trustee to change the composition of a committee if the court determines that the change is necessary to ensure adequate representation of creditors, the U.S. Trustee notes. The UAW, the U.S. Trustee argues, is asking the Court to prejudge the representation issue before a retirees committee is appointed. Because that relief is not provided for by law, it must be denied, the U.S. Trustee says. The U.S. Trustee, however, clarifies that it does not by its statement suggest that the UAW or any other labor organization will be denied service on the Retiree Committee, but only proper procedures must be followed in forming the Committee. The U.S. Trustee is represented by Sean M. Cowley, Esq. -- Sean.Cowley@usdoj.gov -- and Maria D. Giannirakis, Esq. -- Maria.D.Giannirakis@usdoj.gov -- Trial Attorneys, Office of the U.S. Trustee, in Detroit, Michigan. About Detroit, Michigan The city of Detroit, Michigan, weighed down by more than $18 billion in accrued obligations, sought municipal bankruptcy protection on July 18, 2013, by filing a voluntary Chapter 9 petition (Bankr. E.D. Mich. Case No. 13-53846). Detroit listed more than $1 billion in both assets and debts. Kevyn Orr, who was appointed in March 2013 as Detroit's emergency manager, signed the petition. Detroit is represented by lawyers at Jones Day and Miller Canfield Paddock and Stone PLC. Michigan Governor Rick Snyder authorized the bankruptcy filing. The filing makes Detroit the largest American city to seek bankruptcy, in terms of population and the size of the debts and liabilities involved. The city's $18 billion in debt includes $5.85 billion in special revenue obligations, $6.4 billion in post-employment benefits, $3.5 billion for underfunded pensions, $1.13 billion on secured and unsecured general obligations, and $1.43 billion on pension- related debt, according to a court filing. Debt service consumes 42.5 percent of revenue. The city has 100,000 creditors and 20,000 retirees. The Debtor is represented by David G. Heiman, Esq., and Heather Lennox, Esq., at Jones Day, in Cleveland, Ohio; Bruce Bennett, Esq., at Jones Day, in Los Angeles, California; and Jonathan S. Green, Esq., and Stephen S. LaPlante, Esq., at Miller Canfield Paddock and Stone PLC, in Detroit, Michigan. DREAMWORKS ANIMATION: S&P Assigns 'B' CCR & Rates $300MM Notes 'B' ------------------------------------------------------------------ Standard & Poor's Ratings Services assigned U.S. animation film studio DreamWorks Animation SKG Inc. a 'B' corporate credit rating. The outlook is stable. In addition, S&P assigned DreamWorks' proposed $300 million seven- year senior unsecured notes an issue-level rating of 'B', with a recovery rating of '3', indicating S&P's expectation for meaningful (50%-70%) recovery in the event of a payment default. The 'B' rating on DreamWorks reflects the company's "weak" business risk profile (based on S&P's criteria), resulting from the company's limited scale and volatile profitability. DreamWorks produces a small slate of films (two to three) per year, it has a relatively small library compared with other studios, its animation business is characterized by a long multiyear, high-cost development cycle for its animated films versus less than two years for most live action films, and it has a higher exposure than peers to the home video market, which is undergoing secular changes. Potential earnings upside from a new TV output deal with Netflix, under which DreamWorks will provide 300 hours of original programming for Netflix and a renewed focus on the consumer products aspect of the business, somewhat mitigates these risks. S&P's assessment of the company's financial risk profile as "aggressive" reflects its minimal discretionary cash flow generation over the last 12 months and debt leverage of 2.7x pro forma for the transaction. S&P's financial risk assessment also reflects the cash flow volatility and formidable upfront cash requirements inherent in the film studio business. S&P assess DreamWorks' management and governance as "fair." DreamWorks Animation is a small independent film studio that specializes in computer-generated animated films. The company has positioned itself as a high-end animation studio producing sophisticated, high-quality films in a labor- and capital- intensive development and production cycle. DreamWorks, and the industry, benefit from growing international box office revenues that help cushion a long-term secular decline tendency in U.S. domestic theatrical attendance. Home entertainment sales of library titles, recent releases, and other content comprised about 30% of its revenue in 2012. Standard format DVD sales have been declining industry-wide, as consumption of home entertainment continues its shift to digital formats. Total home entertainment revenues have stabilized, with digital gaining traction, but visibility over the intermediate term is limited. Over the long term, DreamWorks could benefit from its efforts to increase its TV business and consumer products businesses. S&P regards the film business as relatively recession-resistant and would view a shift to diversify positively, given the volatility in the film business. DS WATERS: S&P Affirms 'B' CCR & Rates $310MM Secured Loan 'BB-' ---------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating on DS Waters of America Inc. The outlook is stable. At the same time, S&P assigned a 'BB-' issue-level rating to DS Waters' proposed $310 million first-lien senior secured term loan due 2020. The recovery rating is '1', indicating S&P's expectation for very high (90% to 100%) recovery in the event of a payment default. S&P also assigned a 'B-' issue-level rating to the company's proposed $350 million second-lien secured notes due 2021, with a recovery rating of '5', indicating S&P's expectation for modest (10% to 30%) recovery in the event of a payment default. Proceeds from the new debt along with equity from Crestview Partners will be used to finance the acquisition of DS Waters, including the repayment of all existing debt and preferred shares. "The ratings on DS Waters reflect our view that following the close of the proposed transaction the company will have a "vulnerable" business risk profile and an "aggressive" financial risk profile. Key credit factors in our vulnerable business risk assessment include the company's narrow product focus, susceptibility to reduced consumer spending during economic downturns, and degree of competition from other market participants, such as Nestle (bottled water) and Culligan (water filtration services). We estimate that sales are concentrated in the U.S. home office delivery (HOD) water market, which accounts for a significant portion of total revenues. The company has a large share of the U.S. HOD water market, ranking first or second in 38 of the 42 largest U.S. cities in which it operates. However, we believe the HOD segment is mature and highly fragmented, with modest organic growth prospects because demand for DS Waters' product is susceptible to economic conditions and environmental concerns. The company's financial performance in recent quarters has improved after being hampered by a weak economy (which has pressured volume) and higher commodity costs (including fuel and resins). Operating performance has improved too over the past year, most notably with respect to customer retention and new customer growth," S&P said. S&P's view of DS Waters' financial risk profile reflects credit measures following the proposed transaction that S&P estimates will be in line with the indicative ratios for an "aggressive" financial risk profile, which includes adjusted leverage of 4x to 5x and a ratio of funds from operations (FFO) to total debt of 12% to 20%. "We expect that DS Waters will maintain adequate liquidity and continue to strengthen operating performance," said Standard & Poor's credit analyst Rick Joy. "We expect credit measures to improve modestly as the company uses free cash flow for small acquisitions and debt reduction, resulting in leverage improving to the low- to mid-4x area over the next year. We expect credit measures will remain in line with the indicative ratios for an aggressive financial risk profile." EARL GAUDIO: Wins Interim Approval of $750,000 DIP Loan ------------------------------------------------------- The Hon. Gerald D. Fines of the U.S. Bankruptcy Court for the Central District of Illinois authorized, on an interim basis, First Midwest Bank as custodian of Earl Gaudio & Son, Inc. to: -- obtain postpetition financing up to $750,000 at the rate of five percent per annum; and -- use cash collateral of secured creditors until Aug. 30, 2013, to pay operating expenses. As adequate protection from any diminution in value of the lender's collateral, the Debtor will grant the lender replacement liens in the postpetition property of the Debtors of the same nature and to the same extent that the secured creditor has in applicable prepetition collateral as of the petition date. An Aug. 27 final hearing at 10 a.m. has been set. About Earl Gaudio & Son Inc. Earl Gaudio & Son Inc. filed a Chapter 11 petition (Bankr. C.D. ILL. Case No. 13-90942) on July 19, 2013. The petition was signed by Angela E. Major Hart, as authorized signer of First Midwest Bank, custodian. Judge Gerald D. Fines presides over the case. The Debtor estimated assets of at least $10 million and debts of at least $1 million. John David Burke, Esq., at Ice Miller, LLP, serves as the Debtor's counsel. EAST END: Auction Results to be Considered at Confirmation Hearing ----------------------------------------------------------------- East End Development LLC further modified on July 3, 2013 its Third Amended Plan of Reorganization and Sale, clarifying that a final hearing to confirm the results of the "auction" for the Debtor's assets in furtherance of the Plan will be conducted contemporaneously with the Confirmation Hearing. The July 3 version of the Plan also added a section on "Exception to Injunction Exculpation and Release" -- which cites some adversary proceedings commenced by All Systems Maintenance, Inc., et al. With this development, no confirmation order was entered on the previously set July 1 confirmation hearing. The Debtor obtained approval of the Third Amended Disclosure Order in May 2013. As previously reported by The Troubled Company Reporter, the Plan proposes a 84% - 100% recovery for the Amalgamated Secured Claim; 100% recovery for Allowed Mechanic's Liens; 100% recovery for Allowed Priority Claims; 5% - 100% recovery for General Unsecured Claims; and 0% recovery for Equity Interests. A copy of Third Amended Plan Modified at July 3, 2014, is available for free at: http://bankrupt.com/misc/EASTEND_ModPlanJul3.PDF About East End Development East End Development, LLC, the owner of a 90% completed condominium in Sag Harbor, New York, filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 12-76181) in Central Islip, New York, on Oct. 12, 2012. Tracy L. Klestadt, Esq., at Klestadt & Winters LLP, in New York, N.Y., represents the Debtor in its restructuring efforts. Edifice Real Estate Partners, LLC serves as its construction consultant. The Debtor disclosed $27,300,207 in assets and $35,344,416 in liabilities in its schedules. John E. Westerman, Esq., and Mike M. Hennessey, Esq., at Westerman Ball Ederer Miller & Sharfstein, LLP, in Uniondale, N.Y., represents lender Amalgamated Bank as counsel. EASTMAN KODAK: Amended Rights Offering Restricts Shares Transfer ---------------------------------------------------------------- Eastman Kodak Company amended its proposed procedures for the offering of rights to purchase certain shares of common stock of the reorganized Company upon its emergence from chapter 11. Pursuant to the amendment, purchasers of shares of common stock in the 4(2) Rights Offering will have the limited ability to transfer those shares under an available exemption other than Rule 144 under the Securities Act, subject to certain certification requirements. 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. EDISON MISSION: Seeks to Employ Sitrick as Claims Consultant ------------------------------------------------------------ Edison Mission Energy and its debtor affiliates seek authority from the U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division, to employ Sitrick Brincko Group, LLC, to provide certain services with respect to claims management and processing. The following professionals are expected to have primary responsibility for providing services to the Debtors: Thora Thoroddsen to be paid $375 per hour and Yolanda Hoelscher to be paid $150 per hour. Ms. Thoroddsen, a senior managing director at Sitrick Brincko Group, LLC, assures the Court that her firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code, as modified by Section 1107(b), and does not represent any interest adverse to the Debtors and their estates. A hearing on the employment application is scheduled for Aug. 21, 2013, at 10:30 a.m. (Central Time). Objections are due Aug. 14. About Edison Mission Santa Ana, California-based Edison Mission Energy is a holding company whose subsidiaries and affiliates are engaged in the business of developing, acquiring, owning or leasing, operating and selling energy and capacity from independent power production facilities. EME also engages in hedging and energy trading activities in power markets through its subsidiary Edison Mission Marketing & Trading, Inc. EME was formed in 1986 and is an indirect subsidiary of Edison International. Edison International also owns Southern California Edison Company, one of the largest electric utilities in the United States. EME and its affiliates sought Chapter 11 protection (Bankr. N.D. Ill. Lead Case No. 12-49219) on Dec. 17, 2012. EME has reached an agreement with the holders of a majority of EME's $3.7 billion of outstanding public indebtedness and its parent company, Edison International EIX, that, pursuant to a plan of reorganization and pending court approval, would transition Edison International's equity interest to EME's creditors, retire existing public debt and enhance EME's access to liquidity. The Company's balance sheet at Sept. 30, 2012, showed $8.17 billion in total assets, $6.68 billion in total liabilities and $1.48 billion in total equity. In its schedules, Edison Mission Energy disclosed total assets of assets of $5,721,559,170 and total liabilities of $6,202,215,094 as of the Petition Date. Kirkland & Ellis LLP is serving as legal counsel to EME, Perella Weinberg Partners, LP is acting as financial advisor and McKinsey Recovery & Transformation Services U.S., LLC is acting as restructuring advisor. GCG, Inc., is the claims and notice agent. An official committee of unsecured creditors has been appointed in the case and is represented by the law firms Akin Gump and Perkins Coie. The Committee also has tapped Blackstone Advisory Partners as investment banker and FTI Consulting as financial advisor. EME said it doesn't plan to emerge from Chapter 11 until December 2014 to receive benefits from a tax-sharing agreement with parent Edison International Inc. ENERGY FUTURE: Lowers Net Loss to $71 Million in Second Quarter --------------------------------------------------------------- Energy Future Holdings Corp. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $71 million on $1.41 billion of operating revenues for the three months ended June 30, 2013, as compared with a net loss of $696 million on $1.38 billion of operating revenues for the same period during the prior year. For the six months neded June 30, 2013, the Company incurred a net loss of $640 million on $2.67 billion of operating revenues, as compared with a net loss of $1 billion on $2.60 billion of operating revenues for the same period a year ago. Energy Future incurred a net loss of $3.36 billion on $5.63 billion of operating revenues for 2012. This follows net losses of $1.91 billion in 2011 and $2.81 billion in 2010. As of June 30, 2013, the Company had $39.10 billion in total assets, $50.66 billion in total liabilities and a $11.56 billion total deficit. "In the second quarter of 2013, we once again delivered solid operational performance with strong safety results and improved customer retention rates. We are focused on providing safe and reliable power to Texas during the summer season," said John Young, president and chief executive officer of EFH. A copy of the Form 10-Q is available for free at: http://is.gd/0zeznC About Energy Future Holdings, fka TXU Corp. Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. Restructuring Talks With Creditors In April 2013, Energy Future Holdings Corp., Energy Future Competitive Holdings Company, Texas Competitive Electric Holdings Company LLC, and Energy Future Intermediate Holding Company LLC confirmed in a regulatory filing that they are in restructuring talks with certain unaffiliated holders of first lien senior secured claims concerning the Companies' capital structure. The Companies expect to continue to explore all available restructuring alternatives to facilitate the creation of sustainable capital structures for the Companies and to otherwise attempt to address the Creditors' concerns with the Restructuring Proposal and Sponsor Proposal. The Companies have retained Kirkland & Ellis LLP and Evercore Partners to advise the Companies with respect to the potential changes to the Companies' capital structure and to assist in the evaluation and implementation of other potential restructuring options. The Creditors have retained Paul, Weiss, Rifkind, Wharton & Garrison LLP and Millstein & Co., L.P. to advise the Creditors and to assist in the Creditors' evaluation of potential restructuring options involving the Companies. According to a Wall Street Journal report, people familiar with the matter said Apollo Global Management LLC, Oaktree Capital Management, Centerbridge Partners and GSO Capital Partners, the credit arm of buyout firm Blackstone Group LP, all hold large chunks of Energy Future Holdings' senior debt. Many of these firms belong to a group being advised by Jim Millstein, a restructuring expert who helped the U.S. government revamp American International Group Inc. According to the Journal, people familiar with Apollo's thinking said Apollo recently enlisted investment bank Moelis & Co. for additional advice to ensure it gets as much attention as possible on the case given its large debt holdings. * * * In the Feb. 1, 2013, edition of the TCR, Fitch Ratings lowered the Issuer Default Ratings (IDR) of Energy Future Holdings Corp (EFH) and Energy Future Intermediate Holding Company LLC (EFIH) to 'Restricted Default' (RD) from 'CCC' on the conclusion of the debt exchange and removed the Rating Watch Negative. As reported by the TCR on Feb. 4, 2013, Standard & Poor's Ratings Services said it raised its corporate credit ratings on EFH, EFIH, TCEH, and Energy Future Competitive Holdings Co. (EFCH) to 'CCC' from 'D' following the completion of several debt exchanges, each of which S&P considers distressed. In February 2013, Moody's Investors Service withdraw Energy Future Holdings Corp.'s Caa3 Corporate Family Rating, Caa3-PD Probability of Default Rating, SGL-4 Speculative Grade Liquidity Rating and developing rating outlook. At the same time, Moody's assigned a Ca CFR to Energy Future Competitive Holdings Company and a B3 CFR to Energy Future Intermediate Holdings Company LLC. Both EFCH and EFIH are intermediate subsidiary holding companies wholly-owned by EFH. EFCH's rating outlook is negative. EFIH's rating outlook is negative. "We see different default probabilities between EFCH and EFIH," said Jim Hempstead, senior vice president. "We believe EFCH has a high likelihood of default over the next 6 to 12 months, because it is projected to run out of cash in early 2014. EFIH has a much lower likelihood of default owing to the credit separateness that EFH is creating between EFIH and Texas Competitive Electric Holdings Company LLC along with EFIH's reliance on stable cash flows from its regulated transmission and distribution utility, Oncor Electric Delivery Company." ENERGY FUTURE: Fitch Lowers Issuer Default Rating to 'CC' --------------------------------------------------------- Fitch Ratings has downgraded the Issuer Default Ratings (IDR) of Energy Future Holdings Corp (EFH) and Energy Future Intermediate Holding Company LLC (EFIH) to 'CC' from 'CCC'. The downgrade is driven by the disclosure in the second quarter 10Q filed on Friday, August 2nd, which indicates that management may contemplate a voluntary Chapter 11 filing for some or all of EFH's subsidiaries (excluding the ring-fenced Oncor entities). The company is engaged in discussions with advisors to the Energy Future Competitive Holdings Company LLC (EFCH) and subsidiaries creditors, EFIH creditors and other creditors regarding changes to capital structure. Key Rating Drivers The 'CC' IDRs for EFH and EFIH reflect the highly leveraged capital structure, sufficient but declining liquidity, and currently constrained, but growing distributions and tax payments from Oncor Electric Delivery Company LLC (Oncor). Fitch expects dividend distributions and corporate tax payments as the only principal source of cash flows for EFH/EFIH. Fitch expects EFH/EFIH's FFO to consolidated debt to be in a 4% - 6% range and FFO to interest ratio to be 0.7x - 0.8x over 2013 - 2018. Fitch's financial forecasts assume no tax implications for EFH due to any potential restructuring activities at Texas Competitive Electric Holdings Company LLC (TCEH). Combined liquidity at EFH/EFIH stood at $492 million as of June 30, 2013. Fitch expects combined liquidity to be affected by reduced upstream dividend and cash tax payments from Oncor during 2013 - 2014 as a result of elevated capex and bonus depreciation benefits. Fitch expects liquidity to be adequate until 2016 given EFIH has capacity to issue an incremental $250 million in second lien debt and $375 million of unsecured debt based on current debt incurrence restrictions. Further liability management, refinancing of the current high cost debt, and/or equity infusion will be needed to right size the capital structure and support liquidity at EFH/EFIH, in Fitch's view. Fitch's assessment of the collateral valuation at EFH/ EFIH continues to depend solely on the value of Oncor Electric Delivery Holdings Company LLC's (Oncor Holdings) 80% ownership interest in Oncor. Fitch values Oncor Holdings' proportional interest in Oncor at $7.5 billion by using an 8.5x EV/EBITDA multiple and Oncor's expected 2014 EBITDA of $1.8 billion. Fitch's recovery analysis yields a 100% recovery for both the first lien and second lien debt. Rating Sensitivity Change in Leverage at EFH/EFIH: A reduction in debt at EFH/EFIH will be positive for their credit profile. Any reduction in leverage through liability management activities will be evaluated by Fitch based on the terms of the transaction and could lead to changes in the recovery analysis. Lower Than Expected Cash Flows: A material shortfall in cash flows at EFH/EFIH versus Fitch's current expectations due to factors such as reduced dividends and/or corporate tax payments from Oncor, federal tax obligations triggered by a potential restructuring at TCEH among other factors could lead to a downgrade in the ratings of these entities. Change in Oncor's Valuation: Any change in Fitch's assessment of the valuation of Oncor due to reasons such as change in regulatory environment, any restriction placed on upstream dividend distribution, a change in electric sales outlook etc. could lead to a change in recovery ratings for EFH/EFIH's debt instruments. Fitch downgrades the following ratings: EFH -- IDR to 'CC' from 'CCC'; -- 9.75% notes due 2019 to 'C/RR6' from 'CC/RR6'; -- 10.000% notes due 2020 to 'C/RR6' from 'CC/RR6'; -- Senior unsecured guaranteed notes to 'CCC-/RR3' from 'CCC+/RR3'; -- Senior unsecured non-guaranteed notes to 'C/RR6' from 'CC/RR6'. EFIH -- IDR to 'CC' from 'CCC'; -- Senior secured first lien debt to 'CCC+/RR1' from 'B/RR1'; -- Senior secured second lien debt to 'CCC+/RR1' from 'B/RR1'; -- 9.75% notes due 2019 to 'CCC-/RR3' from 'CCC+/RR3; -- Senior toggle notes to 'CCC-/RR3' from 'CCC+/RR3. ENVISION HEALTHCARE: S&P Keeps B+ CCR & Alters Outlook to Positive ------------------------------------------------------------------ Standard & Poor's Ratings Services said it affirmed its existing ratings on Envision Healthcare Corp., including the 'B+' corporate credit rating. S&P revised the outlook to positive from stable. The outlook revision reflects the chance that the company's debt- to-EBITDA ratio could decline below 5x over the next 12 months. S&P believes this could occur if the company successfully completes the IPO and uses the majority of the proceeds to pay down debt, above and beyond the uses already identified. "The ratings on Envision Healthcare Corp. reflect its "fair" business risk profile and "highly leveraged" financial risk profile. Key credit factors considered in our business risk assessment include the company's ongoing exposure to reimbursement risk in both its ambulance transportation (American Medical Response {AMR}) and physician staffing (EmCare) businesses, and high levels of uncompensated care that contribute to relatively thin operating margins," said credit analyst John Babcock. "Despite these risks, we characterize its business risk as fair because of its relative diversity of services as well as its track record of growth and stable margins. We still consider the financial risk profile to be highly leveraged given debt leverage above 5x and funds from operations (FFO) to debt of less than 12%. However, we could revise this assessment if more IPO proceeds are used to pay down debt." S&P's positive rating outlook reflects the chance that it could raise its rating on Envision Healthcare to 'BB-' if the company uses a substantial portion of the proceeds from the IPO to pay down debt, thereby resulting in a debt-to-EBITDA ratio between 4x and 5x. Based on S&P's projections for a relatively flat EBITDA margin and mid-single-digit revenue growth, S&P believes the company could get its credit metrics in this range if it reduces its debt burden by $750 million from current levels. S&P will revise its outlook to stable following the IPO if it appears the company will remain in the highly leveraged category, including a debt-to-EBITDA ratio above 5x. While unlikely if the company completes the IPO, S&P could lower its rating if EBITDA declines more than 20%. S&P believes this could happen if there are unexpected reimbursement cuts that cannot be offset, or the company loses a significant number of contracts. In this scenario, S&P believes adjusted debt leverage would climb to 7x and cash flows would be significantly reduced. EXCEL MARITIME: Hirings of Advisors Approved -------------------------------------------- BankruptcyData reported that the U.S. Bankruptcy Court approved Excel Maritime Carriers' motions to retain: -- Donlin, Recano & Company as solicitation agent; Global Maritime Partners as financial advisor; -- Skadden, Arps, Slate, Meagher & Flom as counsel; and -- Miller Buckfire & Co. as financial advisor and investment banker. Donlin, Recano & Company will be compensated at the following discounted hourly rates: senior bankruptcy consultant at $175, consultant at 155 to 175, case manager at 115 to 150, programming consultant at 95 to 120, analyst at 70 to 110 and clerical at 25 to 40. Skadden, Arps, Slate, Meagher & Flom will receive the following hourly rates: partner at $825 to 1,150, counsel at 795 to 895 and associate at 360 to 755. Miller Buckfire & Co. will be compensated with a monthly financial advisory fee of $125,000 and Global Maritime Partners will receive an $80,000 monthly and $1.15 million success fee. About Excel Maritime Based in Athens, Greece, Excel Maritime Carriers Ltd. -- http://www.excelmaritime.com/-- is an owner and operator of dry bulk carriers and a provider of worldwide seaborne transportation services for dry bulk cargoes, such as iron ore, coal and grains, as well as bauxite, fertilizers and steel products. Excel owns a fleet of 40 vessels and, together with 7 Panamax vessels under bareboat charters, operates 47 vessels (5 Capesize, 14 Kamsarmax, 21 Panamax, 2 Supramax and 5 Handymax vessels) with a total carrying capacity of approximately 3.9 million DWT. Excel Class A common shares have been listed since Sept. 15, 2005, on the New York Stock Exchange (NYSE) under the symbol EXM and, prior to that date, were listed on the American Stock Exchange (AMEX) since 1998. The company blamed financial problems on low charter rates. The balance sheet for December 2011 had assets of $2.72 billion and liabilities totaling $1.16 billion. Excel owes $771 million to secured lenders with liens on almost all assets. There is $150 million owing on 1.875 percent unsecured convertible notes. Excel Maritime, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 13-bk- 23060) on July 1, 2013, in New York after signing an agreement where secured lenders owed $771 million support a reorganization plan filed alongside the petition. Excel, which sought bankruptcy with a number of affiliates, has tapped Skadden, Arps, Slate, Meagher & Flom LLP, as counsel; Miller Buckfire & Co. LLC, as investment banker; and Global Maritime Partners Inc., as financial advisor. A five-member official committee of unsecured creditors was appointed by the U.S. Trustee. EXCEL MARITIME: Creditors Ask Court to End Exclusivity Period ------------------------------------------------------------- Reuters reported that unsecured creditors of drybulk shipper Excel Maritime Carriers Ltd have asked a bankruptcy court to terminate the exclusivity period for the company's reorganization plan, saying the package benefited only secured lenders and controlling shareholders. The exclusivity period refers to the 120-day period in which only the company can file a plan of reorganization after a bankruptcy petition, the report noted. Excel's exclusivity period started on July 1, and as long as it is in effect no competing plans can be put forward, the report further noted. The committee representing the unsecured creditors said late last month that Excel's bondholders were planning to file a rival reorganization plan, the report related. Excel will get $50 million of new capital and access to $30 million of restricted cash under the current reorganization plan between Excel and its senior lenders and an entity affiliated with the family of Chairman Gabriel Panayotides, the report added. About Excel Maritime Based in Athens, Greece, Excel Maritime Carriers Ltd. -- http://www.excelmaritime.com/-- is an owner and operator of dry bulk carriers and a provider of worldwide seaborne transportation services for dry bulk cargoes, such as iron ore, coal and grains, as well as bauxite, fertilizers and steel products. Excel owns a fleet of 40 vessels and, together with 7 Panamax vessels under bareboat charters, operates 47 vessels (5 Capesize, 14 Kamsarmax, 21 Panamax, 2 Supramax and 5 Handymax vessels) with a total carrying capacity of approximately 3.9 million DWT. Excel Class A common shares have been listed since Sept. 15, 2005, on the New York Stock Exchange (NYSE) under the symbol EXM and, prior to that date, were listed on the American Stock Exchange (AMEX) since 1998. The company blamed financial problems on low charter rates. The balance sheet for December 2011 had assets of $2.72 billion and liabilities totaling $1.16 billion. Excel owes $771 million to secured lenders with liens on almost all assets. There is $150 million owing on 1.875 percent unsecured convertible notes. Excel Maritime, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 13-bk- 23060) on July 1, 2013, in New York after signing an agreement where secured lenders owed $771 million support a reorganization plan filed alongside the petition. Excel, which sought bankruptcy with a number of affiliates, has tapped Skadden, Arps, Slate, Meagher & Flom LLP, as counsel; Miller Buckfire & Co. LLC, as investment banker; and Global Maritime Partners Inc., as financial advisor. A five-member official committee of unsecured creditors was appointed by the U.S. Trustee. GLOBAL AXCESS: Chapter 11 Petition Filed ---------------------------------------- Global Axcess and three affiliated Debtors filed for Chapter 11 protection (Bankr. D. Nev. Lead Case No. 13-51562). BankruptcyData reported that the Company, which provides turnkey ATM and other self-service kiosk management solutions that include cash and inventory management, project and account management services, is represented by Gabrielle A. Hamm of Gordon Silver. The Company concurrently announced that it has entered into as asset purchase agreement with stalking horse bidder Financial Consulting & Trading International, a wholly-owned subsidiary of Seven Bank, to acquire substantially all of the assets of the Global Axcess' ATM operating business. The DVD assets will be sold under a separate process. According to the Company, "The ATM business sale will potentially allow the Company to emerge with the strong financial backing of a new owner with substantial experience in the ATM industry." Global Axcess has obtained a commitment from Fifth Third Bank for debtor-in-possession financing of approximately $1.5 million, subject to Court approval. According to documents filed with the SEC, "...[A]s a result of the Company's filing under Chapter 11 with the Bankruptcy Court, it is expected that the Company's equity holders will experience a complete loss of their investment." Also, on August 1, 2013, Kevin L. Reager resigned as chief executive officer, chief restructuring officer and as a director of the Company, but Reager remains as president. The board named David Bagley, a managing director of MorrisAnderson & Associates, as Global Axcess' new chief operating officer. About Global Axcess Jacksonville, Fla.-based Global Axcess Corp,, through its wholly owned subsidiaries, owns or leases, operates or manages Automated Teller Machines ("ATM"s) and DVD kiosks with locations primarily in the eastern and southwestern United States of America. The Company's balance sheet at Sept. 30, 2012, showed $27.1 million in total assets, $18.7 million in total liabilities, and stockholders' equity of $8.4 million. EXCEL MARITIME: Sale of Vessels for $43.2MM Approved ---------------------------------------------------- BankruptcyData reported that the U.S. Bankruptcy Court approved Excel Maritime Carriers' motion for an order authorizing the sale of vessels free and clear and clear of liens, claims, interests and encumbrances for an amount of $43.2 million and dismissing the Odell and Minta cases upon consummation of the sale. Prior to commencement of the Chapter 11 cases, Excel Maritime Carriers began negotiating with Credit Suisse to restructure and settle the obligations under the Odell/Minta Facility, including possibly via an agreed foreclosure proceeding or the Debtors' formal abandonment of the vessels to Credit Suisse, pursuant to Section 554 of the Bankruptcy Code. Excel Maritime Carriers and Credit Suisse ultimately reached an agreement whereby the Company will sell 100% of its stock ownership of Odell and Minta, pursuant to a sale under section 363 of the Bankruptcy Code. In short, Credit Suisse (the stalking horse bidder) has agreed to credit bid, pursuant to Section 363(k) of the Bankruptcy Code, up to the maximum amount of its secured claim against the vessels securing the Odell/Minta Facility. If Credit Suisse is the successful bidder, the transaction will be effectuated by a transfer by Excel Maritime Carriers of the shares in Odell and Minta, with Credit Suisse directing the stock to Blueberry Shipping. About Excel Maritime Based in Athens, Greece, Excel Maritime Carriers Ltd. -- http://www.excelmaritime.com/-- is an owner and operator of dry bulk carriers and a provider of worldwide seaborne transportation services for dry bulk cargoes, such as iron ore, coal and grains, as well as bauxite, fertilizers and steel products. Excel owns a fleet of 40 vessels and, together with 7 Panamax vessels under bareboat charters, operates 47 vessels (5 Capesize, 14 Kamsarmax, 21 Panamax, 2 Supramax and 5 Handymax vessels) with a total carrying capacity of approximately 3.9 million DWT. Excel Class A common shares have been listed since Sept. 15, 2005, on the New York Stock Exchange (NYSE) under the symbol EXM and, prior to that date, were listed on the American Stock Exchange (AMEX) since 1998. The company blamed financial problems on low charter rates. The balance sheet for December 2011 had assets of $2.72 billion and liabilities totaling $1.16 billion. Excel owes $771 million to secured lenders with liens on almost all assets. There is $150 million owing on 1.875 percent unsecured convertible notes. Excel Maritime, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 13-23060) on July 1, 2013, in New York after signing an agreement where secured lenders owed $771 million support a reorganization plan filed alongside the petition. Excel, which sought bankruptcy with a number of affiliates, has tapped Skadden, Arps, Slate, Meagher & Flom LLP, as counsel; Miller Buckfire & Co. LLC, as investment banker; and Global Maritime Partners Inc., as financial advisor. A five-member official committee of unsecured creditors was appointed by the U.S. Trustee. FREESEAS INC: Issues 850,000 Add'l Settlement Shares to Hanover --------------------------------------------------------------- FreeSeas Inc. issued to Holdings I, LLC, 850,000 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 Order, among other things, approved the settlement 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 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 31, 2013, the Company issued and delivered to Hanover an aggregate of 7,758,000 additional settlement shares. A copy of the Form 6-K is available for free at: http://is.gd/kcIm4O 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. FRIENDSHIP DAIRIES: Agstar Objects to Use of ITS Cash After Jul 25 ------------------------------------------------------------------ Aug. 6 July 22 526 withdrawal of consent to use cash collateral (Ronald) Agstar Financial Service, FLCA, which has a perfected security interest in Friendship Dairies? milk and milk proceeds, by and through its attorneys, John O?Brien, Esq., and Snell & Wilmer L.L.P., submitted to the Bankruptcy Court on July 22, 2013, its withdrawal of consent to use cash collateral after July 25, 2013, and request for Frontier Capital Group, Ltd., which has a security interest in the Debtor?s livestock, to fund the Debtor?s cash needs after July 25, 2013. In papers filed with the Court, Agstar said that because the Debtor has paid it only $257,812.50 during the more than 330 days the case has been pending, it no longer has a material equity cushion after adding up the value of AgStar?s Real Property Collateral ($17,900,000) plus AgStar?s replacement lien on post- petition milk and milk proceeds ($1,088,947.57) plus the unspent hail insurance proceeds ($506,323). According to Agstar, now that the Debtor has funds resulting from the sale of young stock pursuant to the Livestock Liquidation Motion filed May 24, 2013, those funds should be used to sustain the Debtor?s livestock and crops. As reported in the TCR on May 31, 2013, the U.S. Bankruptcy Court for the Northern District of Texas entered an order authorizing Friendship Dairies to use cash collateral until July 31, 2013. AgStar Financial Service, FLCA, the duly appointed and acting loan servicer and power of attorney and attorney-in-fact for McFinney Agrifinance, LLC, asked the Court to limit the Debtor's use of cash collateral to two months. About Friendship Dairies Friendship Dairies filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 12-20405) in Amarillo, Texas, on Aug. 6, 2012. The Debtor operates a dairy near Hereford, Deaf Smith County, Texas. The dairy consists of 11,000 head of cattle, fixtures and equipment. The Debtor also farms 5,000 acres of land for production of various crops used in feeding for the cattle. The Debtor owes McFinney Agri-Finance, LLC, $16 million secured by the Debtor's property, which is appraised at more than $24 million. The Debtor disclosed $44,421,851 in assets and $45,554,951 in liabilities as of the Chapter 11 filing. Bankruptcy Judge Robert L. Jones oversees the case. J. Bennett White, P.C., serves as the Debtor's counsel. The petition was signed by Patrick Van Adrichem, partner. The U.S. Trustee appointed a six-member creditors committee in the Debtor's case. The Committee tapped Levenfeld Pearlstein as lead counsel, and Mullin, Hoard & Brown as local counsel. FRIENDSHIP DAIRIES: Can Access Cash Collateral Until Sept. 30 ------------------------------------------------------------- In an interim order entered July 30, 2013, the Bankruptcy Court approved the stipulation made between Friendship Dairies, Agstar Financial Service, FLCA, and Frontier Capital Group, Ltd., authorizing the Debtor?s use of cash collateral to pay the Debtor?s bona fide business expenses in accordance with the Budget for the period through Sept. 30, 2013. The Budget includes two $25,000 adequate protection payments to Agstar due on Aug. 1, 2013, and Sept. 1, 2013. From the proceeds of the sale of mature milking cows, Debtor will be permitted to use $1,300 for each young cow that the Debtor adds as a milking cow. Debtor will also be permitted to use the proceeds of the sale of mature milking cows to purchase milk cows. Debtor will be permitted to retain $135,000 of the Insurance Proceeds Cash Collateral to purchase and install pumping equipment on previously drilled, but currently non-operating, water well on its property and such pumping equipment will become a part of AgStar's real property collateral. The balance of the Insurance Proceeds Cash Collateral in the amount of $371,323 will be paid to AgStar within two (2) business days after the entry of this Order (the "Insurance Proceeds Cash Collateral Payment"). Frontier will pay to AgStar the sum of $700,000 within two (2) business days after entry of this Order (the "Cash Out Payment"). Upon AgStar's receipt of the Cash Out Payment Frontier will have a senior lien on the Debtor's milk and milk proceeds, and AgStar will no longer have a lien on the Debtor's milk and milk proceeds. Upon AgStar's receipt of the Cash Out Payment, AgStar will file amendments to its financing statements to release its lien on milk and milk proceeds, both prepetition and post-petition, and Frontier is authorized to file financing statements to evidence its senior lien on milk and milk proceeds. Upon receipt of the $700,000 cash out payment AgStar will have no further interest in cash collateral currently in the Debtor's possession except for the Insurance Proceeds Cash Collateral. A copy of the Interim Cash Collateral Order is available at: http://bankrupt.com/misc/friendshipdairies.doc542.pdf About Friendship Dairies Friendship Dairies filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 12-20405) in Amarillo, Texas, on Aug. 6, 2012. The Debtor operates a dairy near Hereford, Deaf Smith County, Texas. The dairy consists of 11,000 head of cattle, fixtures and equipment. The Debtor also farms 5,000 acres of land for production of various crops used in feeding for the cattle. The Debtor owes McFinney Agri-Finance, LLC, $16 million secured by the Debtor's property, which is appraised at more than $24 million. The Debtor disclosed $44,421,851 in assets and $45,554,951 in liabilities as of the Chapter 11 filing. Bankruptcy Judge Robert L. Jones oversees the case. J. Bennett White, P.C., serves as the Debtor's counsel. The petition was signed by Patrick Van Adrichem, partner. The U.S. Trustee appointed a six-member creditors committee in the Debtor's case. The Committee tapped Levenfeld Pearlstein as lead counsel, and Mullin, Hoard & Brown as local counsel. FRIENDSHIP DAIRIES: Receives Court's Nod to Sell Livestock ---------------------------------------------------------- On Aug. 1, 2013, the U.S. Bankruptcy Court for the Northern District of Texas entered an agreed order authorizing Friendship Dairies to sell property of the estate (livestock) and to use Frontier Capital Group, Ltd.?s cash collateral (livestock proceeds) {Doc. No. 407 and Doc. No. 410]. According to the Court?s Aug. 1, 2013 order, the Debtor will be permitted to sell livestock from its ?heifer? herd in excess of the number of its normal monthly culls, with the proceeds of the sales of such livestock to be remitted to Frontier and held by Frontier in a segregated account with Debtor being permitted, with the permission of Frontier, to use the proceeds of such sales from time to time to either: (a) add additional dairy cows to increase its milking herd; (b) pay against its indebtedness to Frontier; or (c) in such other manner as Frontier consents. The Court further ordered that in accordance with and on the same terms as set forth in the May 13, 2013 Interim Order Authorizing Use of Cash Collateral [Doc. 385], Frontier will retain a replacement lien on any livestock purchased with proceeds of the livestock sales permitted by this Order subject to any lien avoidance action as may have existed against such lien on the day this Chapter 11 case was filed. In the event Debtor desires to use any of the livestock sales proceeds in a manner not permitted by this Order, the Debtor will be allowed without prejudice to file a motion with the Court seeking authorization for such cash collateral usage. About Friendship Dairies Friendship Dairies filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 12-20405) in Amarillo, Texas, on Aug. 6, 2012. The Debtor operates a dairy near Hereford, Deaf Smith County, Texas. The dairy consists of 11,000 head of cattle, fixtures and equipment. The Debtor also farms 5,000 acres of land for production of various crops used in feeding for the cattle. The Debtor owes McFinney Agri-Finance, LLC, $16 million secured by the Debtor's property, which is appraised at more than $24 million. The Debtor disclosed $44,421,851 in assets and $45,554,951 in liabilities as of the Chapter 11 filing. Bankruptcy Judge Robert L. Jones oversees the case. J. Bennett White, P.C., serves as the Debtor's counsel. The petition was signed by Patrick Van Adrichem, partner. The U.S. Trustee appointed a six-member creditors committee in the Debtor's case. The Committee tapped Levenfeld Pearlstein as lead counsel, and Mullin, Hoard & Brown as local counsel. GMX RESOURCES: Regan S. Beatty Withdraws as Conflicts Counsel ------------------------------------------------------------- Regan S. Beatty sought and obtained permission from Judge Sarah A. Hall of U.S. Bankruptcy Court for the Western District of Oklahoma to withdraw as counsel of record of GMX Resources Inc. and its debtor affiliates as he is leaving Crowe & Dunlevy, A Professional Corporation, the Debtors' conflicts counsel. William H. Hoch, Esq. -- william.hoch@crowedunlevy.com -- Mark Craige, Esq. -- mark.craige@crowedunlevy.com -- Andre B. Caldwell, Esq. -- andre.caldwell@crowedunlevy.com -- and Christopher M. Staine, Esq. -- christopher.staine@crowedunlevy.com -- at Crowe & Dunlevy, A Professional Corporation, will continue to represent the Debtors as special local counsel, conflicts counsel and litigation counsel. 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. David A. Zdunkewicz, Esq. at Andrews Kurth LLP represented the Debtors as counsel. 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. Looper Reed is substituted as counsel for the Official Committee of Unsecured Creditors in place of Winston & Strawn LLP, effective as of April 25, 2013. The Committee tapped Conway MacKenzie, Inc., as financial advisor. GMX RESOURCES: Has Authority to Hire Ordinary Course Professionals ------------------------------------------------------------------ GMX Resources Inc. and its debtor affiliates sought and obtained authority from Judge Sarah A. Hall of the U.S. Bankruptcy Court for the Western District of Oklahoma to employ professionals utilized in the ordinary course of business. The Court approved a cap of $20,000 per month per professional for payments of the OCP's fees and expenses. If an OCP's monthly fees and disbursements exceed the cap, payments for that professional will be subject to prior Court approval in accordance with Sections 330 and 331 of the Bankruptcy Code. The Court also allowed the Debtors to amend their list of OCPs when they deem it necessary. The Debtors are represented by William H. Hoch, Esq., Christopher M. Staine, Esq., and Andre B. Caldwell, Esq., at CROWE & DUNLEVY, P.C., in Oklahoma City, Oklahoma; and David A. Zdunkewicz, Esq., Timothy A. Davidson II, Esq., and Joseph Rovira, Esq., at ANDREWS KURTH LLP, in Houston, Texas. 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. David A. Zdunkewicz, Esq. at Andrews Kurth LLP represented the Debtors as counsel. 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. Looper Reed is substituted as counsel for the Official Committee of Unsecured Creditors in place of Winston & Strawn LLP, effective as of April 25, 2013. The Committee tapped Conway MacKenzie, Inc., as financial advisor. GREGORY & PARKER: Peace U May Buy Seaboard Station for $20.75MM --------------------------------------------------------------- Chris Bagley, writing for Triangle Business Journal, reports that Gregory & Parker Inc., on Aug. 2 won Bankruptcy Court approval to sell the Seaboard Station shopping and restaurant center to William Peace University for $20.75 million. According to the report, Seaboard is Gregory & Parker's largest asset, and the sale marks a significant step in resolving the Company's $19 million-plus liabilities. The report notes the 18-month bankruptcy case has involved a lawsuit by Gregory & Parker aimed at recovering $700,000 from a former development consultant that it accused of carrying on a romantic relationship with its bookkeeper. The report says the sale entails $663,000 in brokerage commissions to Capital Associates Management LLC, according to court documents. About Gregory & Parker Gregory & Parker Inc. owned Seaboard Station, a retail center near William Peace University at the northern fringe of downtown Raleigh, North Carolina. Gregory & Parker filed a Chapter 11 petition Feb. 22, 2012 (Bankr. E.D.N.C. Case No. 12-01382). Richard D. Sparkman, Esq., at Richard D. Sparkman & Assoc., P.A., represents the Debtor. The Debtor estimated assets of between $100,000 and $500,000, and debts of between $10 million and $50 million. Gregory & Parker, Inc.'s case has been procedurally consolidated with the case of Gregory & Parker-Seaboard, LLC, Case No. 12-01383-8-SWH, which also sought Chapter 11 relief on Feb. 22, 2012. Seaboard LLC estimated under $50,000 in assets, and between $10 million and $50 million in debts. William Douglas Parker, Jr., the Debtors' president, and his wife, Diana Lynne Parker, the Debtors' corporate secretary, filed their own bankruptcy case on April 25, 2012. Bankruptcy Judge Stephani W. Humrickhouse presides over the cases. Plans of reorganization were filed in the Debtors' cases and in the Parkers case in November 2012. In May 2013, Regions Bank and Georgia Capital, LLC -- the largest secured creditors of the Debtors -- failed to convince the Bankruptcy Court to dismiss or convert the cases to Chapter 7. HAWK ELECTRONICS: Files for Bankruptcy -------------------------------------- Barry Shlachter, writing for Star Telegram, reported that the corporate parent of Fort Worth, Texas-based Hawk Electronics says it will declare bankruptcy this week and liquidate after defaulting on a loan to its major creditor, which blocked access to nearly $800,000 in its bank accounts on July 30. According to the report, customers including local city governments, police and fire departments are being told that there will be no interruption of the wireless and cellular services the company provides. Hawk, a unit of Teletouch Corp., said it will transfer accounts to its master network provider, AT&T. The transition could take several months, according to a company source, who spoke anonymously because the firm did not authorize their comments, the report said. Hawk, which had two Fort Worth stores and one in Arlington, closed all but its main store at 5718 Airport Freeway, where it is consolidating merchandise, the source said. Teletouch said in a July 30 federal securities filing that it would petition for a Chapter 11 bankruptcy in Delaware this week as it phases out its ongoing business, the report noted. The company could then file a liquidation plan with the bankruptcy court or convert the bankruptcy to Chapter 7 liquidation. No filing was available on the bankruptcy court's on-line system Tuesday morning. The company said it has appointed Michael Juniper, a senior manager at Deloitte CRG, as chief restructuring officer, who will report directly to the board. HI-WAY EQUIPMENT: Wants Exclusive Right to File Plan Thru Oct. 15 ----------------------------------------------------------------- Hi-Way Equipment Company LLC, et al., seek an extension of their exclusive plan filing period through Oct. 15, 2013, and their exclusive period to file acceptances of that plan through Dec. 16, 2013. The Debtors are selling substantially all of their assets to Associated Supply Company, Inc. Subsequently, on July 9, 2013, the Debtors filed a simple liquidating plan that provides for liquidation of any remaining assets and distribution of their assets. The Bankruptcy Court is set to consider the Disclosure Statement explaining the Plan on Aug. 19, 2013. About Hi-Way Equipment Hi-Way Equipment Company LLC filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 13-41498) on April 1, 2013. Charles W. Reeves, Jr., signed the petition as chief restructuring officer. Gardere Wynne Sewell, LLP, in Dallas, Texas, serves as the Debtor's counsel. The Debtor estimated assets and debts of at least $10 million. Shannon, Gracey, Ratliff & Miller represents the Official Committee of Unsecured Creditors as counsel. Hi-Way Equipment has been providing rental and sales of equipment since 1948. In 2008, Hi-Way Equipment acquired Equipment Support Services, Inc. As part of that acquisition, Hi-Way Equipment expanded to become a dealer of Case and Case IH equipment through CNH America LLC. With the acquisition of ESS, Hi-Way Equipment acquired ESS' subsidiaries: CDI Equipment, Ltd., Carruth-Doggett Industries Partners Acquisition, LLC, Future Equipment Holdings, LLC, Future Equipment Partners, LLC, Equipment Support Services, Inc., ESS Acquisition LLC, Carruth-Doggett Industries Holdings Acquisition, LLC, and Southern Power Acquisition, Inc. In 2011, Hi-Way Equipment merged with the Subsidiaries and Hi-Way Equipment was the sole surviving entity. Hi-Way Equipment serves as the non-exclusive dealer of Case and Case IH equipment in numerous counties across Texas. HIGHWAY TECHNOLOGIES: U.S. Trustee Slams Global Settlement ---------------------------------------------------------- Law360 reported that the U.S. Trustee's Office slammed a proposed global settlement among the creditors committee and other lenders in the Highway Technologies Inc. Chapter 11 case, arguing that it turns the Bankruptcy Code "on its head" by allowing unsecured creditors to get their money before more senior claimants are paid in full. According to the report, the official committee of unsecured creditors said the proposed settlement resolves its concerns about the defunct traffic safety firm's $3 million post-petition loan. About Highway Technologies Highway Technologies Inc. and affiliate HTS Acquisition Inc. sought Chapter 11 protection (Bankr. D. Del. Case No. 13-11325 to 13-11326) on May 22, 2013, to conduct an orderly liquidation. Richard M. Pachuiski at Pachulski Stang Ziehl & Jones LLP serves as counsel to the Debtors. Kurtzman Carson Consultants LLC is the claims and notice agent. The prepetition lenders are represented by David M. Hilllman, Esq., at Schulte Roth & Zabel, in New York. The company's balance sheet as of March 31, 2013, showed $55 million in total assets and $102 million in liabilities. Richards, Layton & Finger, P.A. represents the Official Unsecured Creditors' Committee as counsel. HORIZON LINES: Incurs $1.5 Million Net Loss in Second Quarter ------------------------------------------------------------- Horizon Lines, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.50 million on $259.78 million of operating revenue for the quarter ended June 23, 2013, as compared with a net loss of $46.07 million on $270.93 million of operating revenue for the quarter ended June 24, 2012. For the six months ended June 23, 2013, the Company incurred a net loss of $21.85 million on $504.27 million of operating revenue, as compared with a net loss of $78.58 million on $534.29 million of operating revenue for the six months ended June 24, 2012. For the year ended Dec. 23, 2012, the Company incurred a net loss of $94.69 million, as compared with a net loss of $229.41 million the year ended Dec. 25, 2011. As of June 23, 2013, the Company had $652.92 million in total assets, $689.74 million in total liabilities and a $36.81 million total stockholders' deficiency. "Horizon Lines second-quarter adjusted EBITDA nearly doubled from the same period a year ago, driven largely by reduced vessel charter expense, lower dry-dock transit and crew-related expenses, lower fuel consumption, higher non-transportation revenue, reduced overhead and gains on the sale of assets," said Sam Woodward, president and chief executive officer. "The positive factors driving adjusted EBITDA growth were partially offset by reduced container volume and increased vessel operating expenses. Second- quarter results demonstrate that we are executing on our plan to improve Horizon Lines' financial performance." A copy of the Form 10-Q is available for free at: http://is.gd/46LaJn About Horizon Lines Charlotte, N.C.-based Horizon Lines, Inc. (NYSE: HRZ) is the nation's leading domestic ocean shipping and integrated logistics company. The Company owns or leases a fleet of 20 U.S.-flag containerships and operates five port terminals linking the continental United States with Alaska, Hawaii, Guam, Micronesia and Puerto Rico. The Company provides express trans-Pacific service between the U.S. West Coast and the ports of Ningbo and Shanghai in China, manages a domestic and overseas service partner network and provides integrated, reliable and cost competitive logistics solutions. * * * In June 2012, Moody's Investors Service affirmed Horizon Lines, Inc.'s Corporate Family Rating (CFR) and Probability of Default Rating ("PDR") at Caa2 and removed the LD ("Limited Default") designation from the rating in recognition of the conversion to equity of the $228 million of Series A and Series B Convertible Senior Secured notes due in October 2017 ("Notes"). Moody's said the affirmation of the Corporate Family and Probability of Default ratings considers that total debt has been reduced by the conversion of the Notes, but also recognizes the significant operating challenges that the company continues to face. IGPS COMPANY: Committee Can Retain Cole Schotz as Counsel --------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized the Official Committee of Unsecured Creditors in the Chapter 11 case of iGPS Company LLC to retain Cole, Schotz, Meisel, Forman & Leonard, P.A., as Delaware counsel, nunc pro tunc to June 14, 2013. Cole Schotz will, among other things: a. assist the Committee in its investigation of the acts, conduct, assets, liabilities and financial condition of the Debtor, the operation of the Debtor's business and any other matter relevant to the Debtor's case, as and to the extent the matters may affect the Debtor's creditors; b. participate in negotiations with parties-in-interest with respect to any disposition of the Debtor's assets, plan of reorganization and disclosure statement in connection with the plan, and otherwise protect and promote the interests of the Debtor's creditors; and c. assist with the preparation of all necessary applications, motions, answers, orders, reports and papers on behalf of the Committee, and appear on behalf of the Committee at Court hearings as necessary and appropriate in connection with the Debtor's case. The attorneys and paralegals presently designated to be primarily responsible for representing the Committee, and their current standard hourly rates, include: J. Kate Stickles, Member $625 Therese A. Scheuer, Associate $310 Pauline Z. Ratkowiak, Paralegal $235 Kimberly A. Karstetter, Paralegal $200 Other attorneys and paralegals may be involved as necessary and appropriate to represent the Committee. The current rates of Cole Schotz members, associates and paralegals are: Members $350-$785 Special Counsel $365-$500 Associates $210-$400 Paralegals $165-$245 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 COMPANY: Committee Can Retain McKenna Long as Co-Counsel ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized the Official Committee of Unsecured Creditors in the Chapter 11 case of iGPS Company LLC to retain the law firm of McKenna Long & Aldridge LLP, nunc pro tunc to June 14, 2013, as counsel. The Committee is filing an application to employ Cole, Schotz, Meisel, Forman & Leonard, P.A., as Delaware counsel. MLA and Cole Schotz will work together at the direction of the Committee to avoid any unnecessary duplication of services in the matter. MLA will, among other things, assist and advise the Committee in its consultations with the Debtor regarding the administration of the Chapter 11 case, at these hourly rates: Gary W. Marsh $575 Henry F. Sewell, Jr. $545 Alison Elko Franklin $400 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 COMPANY: Rejects DiStasio Employment-Related Agreements ------------------------------------------------------------ iGPS Company sought and obtained authority from the U.S. Bankruptcy Court for the District of Delaware to reject certain employment-related agreements known as the "DiStasio Agreements," nunc pro tunc to June 21, 2013. 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%. JEFFERSON COUNTY, AL: Judge Approves Vote on Bankruptcy Plan ------------------------------------------------------------ Melinda Dickinson, writing for Reuters, reported that a U.S. judge cleared the way for Wall Street banks and others owed $4.2 billion by Alabama's Jefferson County to vote on a plan to end the second- largest U.S. municipal bankruptcy. According to the report, creditors must vote by an October 7 deadline, as the official exit from the bankruptcy will pave the way to a year-end bond sale of about $1.9 billion that is needed to pay off current sewer debt bondholders at sizable discounts. Eclipsed only by Detroit, when the city filed on July 18 for municipal bankruptcy with more than $18 billion in liabilities, Jefferson County had sought protection from creditors in November 2011, stung by overwhelming sewer debt and diminished revenues, the report recalled. A large majority of Jefferson County's creditors have already agreed to the negotiated plan, which promises to deliver only $1.835 billion to sewer-system warrant holders owed $3.078 billion, with bondholder losses on a scale not seen since the 1930s, the report said. The county has also struck deals covering defaulted school warrants and other non-sewer debt. After hearing arguments by lawyers representing sewer-system customers that disclosures were inadequate, U.S. Bankruptcy Judge Thomas Bennett approved the massive disclosure plan and set the stage for votes by creditors, the report further related. If approved by creditors, the plan must still be confirmed at a hearing expected to be held on November 12. About Jefferson County Jefferson County has its seat in Birmingham, Alabama. It has a population of 660,000. Jefferson County filed a bankruptcy petition under Chapter 9 (Bankr. N.D. Ala. Case No. 11-05736) on Nov. 9, 2011, after an agreement among elected officials and investors to refinance $3.1 billion in sewer bonds fell apart. John S. Young Jr. LLC was appointed as receiver by Alabama Circuit Court Judge Albert Johnson in September 2010. Jefferson County's bankruptcy represents the largest municipal debt adjustment of all time. The county said that long-term debt is $4.23 billion, including about $3.1 billion in defaulted sewer bonds where the debt holders can look only to the sewer system for payment. The county said it would use the bankruptcy court to put a value on the sewer system, in the process fixing the amount bondholders should be paid through Chapter 9. Judge Thomas B. Bennett presides over the Chapter 9 case. Lawyers at Bradley ArantBoult Cummings LLP and Klee, Tuchin, Bogdanoff& Stern LLP, led by Kenneth Klee, represent the Debtor as counsel. Kurtzman Carson Consultants LLC serves as claims and noticing agent. Jefferson estimated more than $1 billion in assets. The petition was signed by David Carrington, president. The bankruptcy judge in January 2012 ruled that the state court- appointed receiver for the sewer system largely lost control as a result of the bankruptcy. Before deciding whether Jefferson County is eligible for Chapter 9, the bankruptcy judge will allow the Alabama Supreme Court to decide whether sewer warrants are the equivalent of "funding or refunding bonds" required under state law before a municipality can be in bankruptcy. U.S. District Judge Thomas B. Bennett ruled in March 2012 that Jefferson County is eligible under state law to pursue a debt restructuring under Chapter 9. Holders of more than $3 billion in defaulted sewer debt had challenged the county's right to be in Chapter 9. In June 2013, the county reached settlement with holders of 78 percent of the $3.1 billion in sewer debt at the core of the county's financial problems. The bondholders will be paid $1.84 billion through a refinancing, according to a term sheet. The settlement calls for JPMorgan Chase & Co., the owner of $1.22 billion in bonds, to make the largest concessions so other bondholder will recover more. On June 30, 2013, Jefferson County filed a Chapter 9 plan of debt adjustment. Pursuant to the Plan, sewer bondholders will receive 65 percent in cash. If they elect to waive claims against JPMorgan and bond insurers, they receive 80 percent in cash. Bondholders supporting the plan already agreed to waive claims and receive the larger recovery. Existing sewer bonds will be canceled in exchange for payments under the plan. The county will fund plan distributions by selling new sewer bonds calculated to generate $1.96 billion to cover the $1.84 billion earmarked for existing sewer bondholders. JPMorgan has agreed to waive $842 million of the sewer debt and a $657 million swap debt, resulting in an 88 percent overall write off by JPMorgan. To finance the new sewer bonds, there will be 7.4 percent in rate increases for sewer customers in each of the first four years. In later years, rate increases will be 3.5 percent. JOHN CLEMENTE: NJ Firm Hit With Malpractice Suit Over Bankruptcy ---------------------------------------------------------------- Law360 reported that a physician filed a malpractice suit against Broege Neumann Fischer & Shaver LLC in New Jersey state court, saying the firm's failure to challenge another firm that represented its own interests in his bankruptcy proceedings forced him to liquidate rather than restructure his debts. According to the complaint, filed July 30 in the Superior Court of New Jersey, Mercer County, John Clemente hired the Manasquan, N.J.-based bankruptcy firm Broege Neumann and its partner, Timothy Neumann, to represent his interests in a Chapter 11 bankruptcy. Dr. John Clemente filed for Chapter 11 bankruptcy (Bankr. D. N.J. Case No. 08-10812) on Jan. 17, 2008. The case was converted to a Chapter 7 bankruptcy on June 3, 2009, and Barry Frost, Esq. was appointed as the Chapter 7 Trustee. Milton Bouhoutsos, Jr., Esq., in Manasquan, New Jersey, argues for the Debtor. Brian W. Hofmeister, Esq., at Teich Groh, in Trenton, represents the Chapter 7 Trustee. JEFFERSON COUNTY, AL: Investors Seek Plan Vote as Exit Nears ------------------------------------------------------------ Steven Church, writing for Bloomberg News, reported that Jefferson County, Alabama's, sewer-debt holders may win the right to vote on the county's debt-reduction plan following a hearing on the matter, the final legal hurdle before a judge decides whether to end the county's $4 billion bankruptcy. According to the report, U.S. Bankruptcy Judge Thomas Bennett in Birmingham, Alabama, is scheduled to consider a timeline that would wind down the second-biggest U.S. municipal bankruptcy just as the biggest, filed last month by Detroit, gets under way. The county and a group of sewer-warrant holders seek to send creditors a disclosure statement describing how they will be affected by the debt-reduction plan and giving them an Oct. 7 deadline to vote, the report said. Bennett would take that vote into account when deciding whether to approve the plan in November and allow the county to exit bankruptcy by year's end. "The plan is the product of more than 18 months of effort, to restore the county's general fund to operational balance, to address and resolve years of litigation involving the sewer system and its indebtedness," the county said in the disclosure statement, the report added. The plan is based on a settlement between the county and creditors, including JPMorgan Chase & Co. and a group of hedge funds, the report said. The bank and the hedge funds hold the majority of the $3 billion in sewer warrants that Jefferson County proposes to cancel and replace with about $2 billion in new debt. About Jefferson County Jefferson County has its seat in Birmingham, Alabama. It has a population of 660,000. Jefferson County filed a bankruptcy petition under Chapter 9 (Bankr. N.D. Ala. Case No. 11-05736) on Nov. 9, 2011, after an agreement among elected officials and investors to refinance $3.1 billion in sewer bonds fell apart. John S. Young Jr. LLC was appointed as receiver by Alabama Circuit Court Judge Albert Johnson in September 2010. Jefferson County's bankruptcy represents the largest municipal debt adjustment of all time. The county said that long-term debt is $4.23 billion, including about $3.1 billion in defaulted sewer bonds where the debt holders can look only to the sewer system for payment. The county said it would use the bankruptcy court to put a value on the sewer system, in the process fixing the amount bondholders should be paid through Chapter 9. Judge Thomas B. Bennett presides over the Chapter 9 case. Lawyers at Bradley ArantBoult Cummings LLP and Klee, Tuchin, Bogdanoff& Stern LLP, led by Kenneth Klee, represent the Debtor as counsel. Kurtzman Carson Consultants LLC serves as claims and noticing agent. Jefferson estimated more than $1 billion in assets. The petition was signed by David Carrington, president. The bankruptcy judge in January 2012 ruled that the state court- appointed receiver for the sewer system largely lost control as a result of the bankruptcy. Before deciding whether Jefferson County is eligible for Chapter 9, the bankruptcy judge will allow the Alabama Supreme Court to decide whether sewer warrants are the equivalent of "funding or refunding bonds" required under state law before a municipality can be in bankruptcy. U.S. District Judge Thomas B. Bennett ruled in March 2012 that Jefferson County is eligible under state law to pursue a debt restructuring under Chapter 9. Holders of more than $3 billion in defaulted sewer debt had challenged the county's right to be in Chapter 9. In June 2013, the county reached settlement with holders of 78 percent of the $3.1 billion in sewer debt at the core of the county's financial problems. The bondholders will be paid $1.84 billion through a refinancing, according to a term sheet. The settlement calls for JPMorgan Chase & Co., the owner of $1.22 billion in bonds, to make the largest concessions so other bondholder will recover more. On June 30, 2013, Jefferson County filed a Chapter 9 plan of debt adjustment. Pursuant to the Plan, sewer bondholders will receive 65 percent in cash. If they elect to waive claims against JPMorgan and bond insurers, they receive 80 percent in cash. Bondholders supporting the plan already agreed to waive claims and receive the larger recovery. Existing sewer bonds will be canceled in exchange for payments under the plan. The county will fund plan distributions by selling new sewer bonds calculated to generate $1.96 billion to cover the $1.84 billion earmarked for existing sewer bondholders. JPMorgan has agreed to waive $842 million of the sewer debt and a $657 million swap debt, resulting in an 88 percent overall write off by JPMorgan. To finance the new sewer bonds, there will be 7.4 percent in rate increases for sewer customers in each of the first four years. In later years, rate increases will be 3.5 percent. K-V PHARMACEUTICAL: Capital Ventures Does Not Own Class A Stock --------------------------------------------------------------- In a Schedule 13D filing with the U.S. Securities and Exchange Commission, Capital Ventures International and Susquehanna Advisors Group, Inc., disclosed that as of June 6, 2013, they do not beneficially own shares of class A common stock of K-V Pharmaceutical Company. A copy of the regulatory filing is available for free at http://is.gd/cfVaEa About K-V Pharmaceutical K-V Pharmaceutical Company (NYSE: KVa/KVb) -- http://www.kvpharmaceutical.com/-- is a fully integrated specialty pharmaceutical company that develops, manufactures, markets, and acquires technology-distinguished branded and generic/non-branded prescription pharmaceutical products. The Company markets its technology distinguished products through ETHEX Corporation, a subsidiary that competes with branded products, and Ther-Rx Corporation, the company's branded drug subsidiary. K-V Pharmaceutical Company and certain domestic subsidiaries on Aug. 4, 2012, filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 12-13346, under K-V Discovery Solutions Inc.) to restructure their financial obligations. K-V employed Willkie Farr & Gallagher LLP as bankruptcy counsel, Williams & Connolly LLP as special litigation counsel, and SNR Denton as special litigation counsel. In addition, K-V tapped Jefferies & Co., Inc., as financial advisor and investment banker. Epiq Bankruptcy Solutions LLC is the claims and notice agent. The U.S. Trustee appointed five members to serve in the Official Committee of Unsecured Creditors. Kristopher M. Hansen, Esq., Erez E. Gilad, Esq., and Matthew G. Garofalo, Esq., at Stroock & Stroock & Lavan LLP, represent the Creditors Committee. Weil, Gotshal & Manges LLP's Robert J. Lemons, Esq., and Lori R. Fife, Esq., represent an Ad Hoc Senior Noteholders Group. LAKE PLEASANT: 2011 and 2013 Chapter 11 Cases Consolidated ---------------------------------------------------------- At the request of Johnson Bank, the U.S. Bankruptcy Court consolidated for administrative purposes, the chapter 11 cases that Lake Pleasant Group, LLP, and affiliate DLGC II, LLC, commenced on June 5, 2013, with the cases the two Debtors commenced on April 13, 2011. The Court also assigned the 2013 cases to Judge Ballinger; and confirmed sua sponte Johnson Bank's rights under the confirmation order entered in the 2011 cases. All future pleading, papers and documents filed in the 2013 Cases will now be filed and docketed in the Jointly Administered Case No. 2:11-bk-10170-EPB. The Court said the terms of the Confirmed Plan in the 2011 cases remain in full force and effect and accordingly, Johnson Bank may proceed in accordance with the Confirmed Plan and to realize its own collateral. The Court denied a motion to dismiss the cases, without prejudice. About Lake Pleasant and DLGC II Lake Pleasant Group, LLP, and affiliate DLGC II, LLC, sought Chapter 11 protection (Bankr. D. Ariz. Case Nos. 13-09574 and 13-09576) in Phoenix on June 5, 2013. The Debtors have tapped Wesley Denton Ray, Esq., and Philip R. Rudd, Esq., at Polsinelli, P.C., as counsel. LPG estimated at least $10 million in assets and liabilities. DLGC II estimated at least $10 million in assets and liabilities of less than $10 million. LPG and DLGC II, LLC, first filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 11-10170) on April 13, 2011, with Polsinelli PC on board as counsel. Phoenix, Arizona-based LPG was formed for the purpose of purchasing and developing 244 acres of real property located near State Route 74 and Old Lake Pleasant Road in Peoria, Arizona. In the schedules filed in the original case, LPG disclosed assets of $15,780,263 and liabilities of $10,301,552. LAND SECURITIES: U.S. Trustee Object to Disclosure Statement ------------------------------------------------------------ The U.S. Trustee oppose the approval of the Disclosure Statement proposed by Land Securities Investors, Ltd., saying the plan outline does not contain adequate information. On behalf of the U.S. Trustee, Leo M. Weiss -- Leo.M.Weiss@usdoj.gov -- asserts that the Debtors need to update the plan outline to discuss significant events in the cases after the outline was filed; and that the Debtors have many omissions of dates, amounts and related information. The Debtors, Mr. Weiss adds, should disclose the amounts owed by class, the estimated dates on whch distribution to the class will commence, the amounts of the estimated payments and the timing of payments. The Debtors, he says, should also include historic and projected financial statements for each debtor. About Land Securities Land Securities Investors, Ltd., LSI Retail II, LLC, and Conifer Town Center, LLC, sought Chapter 11 protection (Bankr. D. Colo. Case Nos. 13-11167, 13-1113, and 13-11135) in Denver on Jan. 29, 2013. Land Securities disclosed $46,978,954.37 in total assets and $29,616,097.77 in total liabilities. The Debtors are real estate developers and investors. The Office of the U.S. Trustee for Region 19 said that it was unable to appoint an official committee of unsecured creditors. LAUSELL INC: Obtains Plan Outline OK; Conf. Hrg Set for Aug. 26 --------------------------------------------------------------- Judge Mildred Caban Flores approved the Disclosure Statement proposed by Lausell Inc. as containing adequate information as required under the Bankruptcy Code. The Debtor is thus authorized to solicit votes on its Plan of Reorganization. A hearing for confirmation of the Plan will be held on Aug. 26, 2013 at 9:00 a.m., at a Puerto Rico courtroom. Any party who wishes to file a confirmation objection must do so 14 days before the set Confirmation Hearing. As previously reported by The Troubled Company Reporter, Lausell Inc.'s Disclosure Statement reveals that holders of allowed general unsecured claims (Class 6) in Lausell Inc. are impaired and will recover 2% of their claim amount. Payment of the Class 6 Claims will come from the $50,000 carve-out to be reserved from the proceeds of the sale of the Debtor's assets to La Re. La Re, as Purchaser, will provide a Cash payment to fund the Plan sufficient to (i) settle in full the secured claims of First Bank Puerto Rico and Citibank, N.A., for $5,600,000, in Cash; (ii) and will assume certain of Debtor's debts for $3,080,489, including the claim of Puerto Rico Industrial Development Co. (Class 2). About Lausell Inc. Lausell, Inc., filed a bare-bones Chapter 11 petition (Bankr. D.P.R. Case No. 12-02918) on April 17, 2012, in Old San Juan, Puerto Rico. Lausell, also known as Aluminio Del Caribe, is a manufacturer of windows and doors. Bankruptcy Judge Mildred Caban Flores oversees the case. Charles Alfred Cuprill, Esq., at Charles A. Curpill, P.S.C. Law Offices, in San Juan, Puerto Rico, serves as counsel to the Debtor. The Bayamon, Puerto Rico-based company disclosed $34,059,950 in assets and liabilities of $24,489,414 in its amended schedules. LEVEL 3 FINANCING: Fitch Rates $815MM Secured Term Loan 'BB' ------------------------------------------------------------ Fitch Ratings has assigned a 'BB/RR1' rating to Level 3 Financing, Inc.'s $815 million senior secured term loan B-III due August 2019. Level 3 Financing is a wholly owned subsidiary of Level 3 Communications, Inc. (LVLT). The Issuer Default Rating (IDR) for both LVLT and Level 3 Financing is 'B' with a Positive Rating Outlook. LVLT had approximately $8.5 billion of debt outstanding on June 30, 2013. Proceeds of the new term loan are expected to be used to refinance the company's existing equivalent sized term loan B. The terms of the new credit facility, including the maturity date, security and guaranty structure are expected to be substantially similar to the existing term loan B. Outside of an expected reduction of interest expense related to this transaction, LVLT's credit profile has not substantially changed. Fitch believes that LVLT's liquidity position is adequate given the rating and is primarily supported by cash carried on its balance sheet, which as of June 30, 2013 totaled approximately $596 million. The company does not maintain a revolver and relies on capital market access to replenish cash reserves, which limits the company's financial flexibility in Fitch's opinion. LVLT does not have any significant maturities scheduled during the remainder of 2013 or into 2014. LVLT's next scheduled maturity is not until 2015 when approximately $775 million of debt is scheduled to mature or convert into equity. Key Rating Drivers LVLT's ratings recognize, in part, the de-leveraging of the company's balance sheet resulting from its acquisition of Global Crossing Limited (GLBC). LVLT's leverage has declined to 5.4x as of the latest 12 months (LTM) period ended June 30, 2013, which compares favorably with company's actual leverage of 5.85x as of Dec. 31, 2012 and 6.54x as of June 30, 2012. The Positive Rating Outlook reflects Fitch's belief that LVLT's credit profile will strengthen as the company achieves the cost synergies associated with the GLBC acquisition. Fitch expects to observe the strengthening of LVLT's credit metrics during 2013 as cost synergies begin to take effect and integration costs begin to diminish. Fitch foresees LVLT leverage will approach 5.2x by the end of 2013 as the company continues its progress to achieving its 3x to 5x net leverage target. Positive rating actions will likely occur as the company demonstrates that it can consistently generate positive free cash flow and reduce leverage to 5.5x or below. Equal consideration will be given to the company's ability to attain cost synergies while maintaining positive operational momentum. Evidence of positive operating momentum includes stable to expanding gross margins and revenue growth within the company Core Network Services segment. Fitch believes the incremental EBITDA captured through the GLBC acquisition along with realization of anticipated cost synergies and dwindling integration costs will position LVLT to generate consistent levels of free cash flow. The company reported a $109 million free cash flow deficit during the LTM period ended June 30, 2013. Fitch expects that LVLT will generate a nominal amount of positive free cash flow during 2013. A stabilization of the Rating Outlook at the current rating level would coincide with LVLT experiencing difficulty or delay in fully integrating GLBC and achieving anticipated cost synergies. A weakening of LVLT's operating profile, as signaled by deteriorating margins and revenue erosion brought on by difficult economic conditions or competitive pressure will likely lead to negative rating action. Overall, Fitch's ratings incorporate LVLT's highly levered balance sheet, its weaker competitive position and lack of scale relative to larger and better capitalized market participants. The ratings for LVLT reflect the company's strong metropolitan network facilities position relative to alternative carriers, as well as the diversity of its customer base and service offering, and a relatively stable pricing environment for a significant portion of LVLT's service portfolio. Rating Sensitivities What Could Trigger a Positive Rating Action -- Consolidated leverage reduces to 5.5x or lower; -- Consistent generation of positive free cash flow; -- Successful integration of GLBC without material disruption to its operations. What Could Trigger a Negative Rating Action -- Difficulty or delay in fully integrating GLBC and achieving anticipated cost synergies; -- Weakening of LVLT's operating profile, as signaled by deteriorating margins and revenue erosion brought on by difficult economic conditions or competitive pressure. MERCANTILE BANCORPP: $22MM Stalking Horse Sale Earns OK ------------------------------------------------------- Law360 reported that Mercantile Bancorp Inc. got the go ahead to proceed with plans to a conduct a Chapter 11 sale with a $22.3 million stalking horse, though the process will take a few weeks longer than it had hoped. According to the report, at a hearing in Wilmington, U.S. Bankruptcy Judge Kevin J. Carey agreed to approved the lion's share of bid procedures set out from by MBI and stalking horse United Community Bancorp Inc., though he balked slightly at a time table calling for an Aug. 28 sale hearing. Security Holders' Objections The Official Committee of Trust Preferred Securities Holders objects to the proposed sale of Mercantile Bancorp, Inc.'s shares in Mercantile Bank and the related trademark for the bank's "M" logo. The sale process, according to the Committee, is rushed and fundamentally flawed. The Committee states, "There is no proverbial 'melting ice cube' here; rather, the Bank is well capitalized under the [Federal Deposit Insurance Corporation's] own guidelines and has significant equity value. Even more importantly, the Debtor's proposed rushed sale appears to squander significant tax attributes and yield literally $0 net proceeds to the Debtor's estate for distribution to creditors." The Committee adds, ". . . the Debtor's proposed sale process and Bidding Procedures discourages potentially interested parties from proposing alternative transactions that could take advantage of these Tax Attributes and provide greater value to the estate. Not only do the proposed Bidding Procedures lock any prospective bidder into a nearly identical transaction as the proposed sale with the stalking horse, but they are designed to chill -- rather than encourage -- bidding, through condensed timeframes, burdensome break-up fees, and significantly more arduous bidding requirements for competing bidders." The Debtor has lined up United Community Bancorp Inc. to be the stalking horse making the first bid at auction for the bank subsidiary. Chatham, Illinois-based United Community is offering $22.3 million in cash, less the amount necessary to pay liabilities to the Federal Deposit Insurance Corp. arising from the failure of the two other banks. The Committee is represented by: Domenic E. Pacitti, Esq. KLEHR HARRISON HARVEY BRANZBURG LLP 919 Market Street, Suite 1000 Wilmington, Delaware 19801-3062 Tel: (302) 576-1600 Fax: (302) 576-1100 E-mail: dpacitti@klehr.com -- and -- Morton R. Branzburg, Esq. KLEHR HARRISON HARVEY BRANZBURG LLP 1835 Market Street Philadelphia, Pennsylvania 19103 Tel: (215) 569-2700 Fax: (215) 568-6603 E-mail: mbranzburg@klehr.com -- and -- David R. Seligman, P.C., Esq. Jeffrey W. Gettleman, Esq. KIRKLAND & ELLIS LLP 300 North LaSalle Chicago, Illinois 60654 Tel: (312) 862-2000 Fax: (312) 862-2200 E-mail: david.seligman@kirkland.com jeffrey.gettleman@kirkland.com -- and -- Joseph Serino Jr., P.C., Esq. John P. Del Monaco, Esq. KIRKLAND & ELLIS LLP 601 Lexington Avenue New York, NY 10022-4611 Tel: (212) 446-4800 Fax: (212) 446-4900 E-mail: joseph.serino@kirkland.com john.delmonaco@kirkland.com About Mercantile Bancorp Mercantile Bancorp -- http://www.mercbanx.com/-- is a Quincy, Illinois-based bank holding company with wholly owned subsidiaries consisting of one bank in Illinois and one each in Kansas and Florida, where the Company conducts full-service commercial and consumer banking business, engages in mortgage banking, trust services and asset management, and provides other financial services and products. The Company also operated Mercantile Bank branch offices in Missouri and Indiana. On Aug. 10, 2011, the Illinois Division of Banking released a Consent Order that Mercantile Bank, the Federal Deposit Insurance Corporation, and the Division entered into as of July 28, 2011. Under the Order, Mercantile Bank will cease operating with all money transmitters and currency businesses providing brokerage, sale or exchange of non-United States currency for deposit customers. Furthermore, Mercantile Bank may not enter into a new line of business without the prior written consent of the FDIC and the Division. Mercantile Bancorp filed a Chapter 11 petition (Bankr. D. Del. Case No. 13-11634) on June 27, 2013. The petition shows assets and debt both exceeding $50 million. Liabilities include $61.9 million owing on junior subordinated debentures. Mercantile stopped paying interest on the debentures in 2009, since then running up $14 million in unpaid interest. Stuart M. Brown, Esq. at DLA Piper LLP (US), in Wilmington, Delaware; and Richard A. Chesley, Esq., Kimberly D. Newmarch, Esq., and Aaron M. Paushter, Esq., at DLA Piper LLP (US), in Chicago, Illinois, are the proposed attorneys for the Debtor. MONITOR COMPANY: Chapter 7 Conversion Approved ---------------------------------------------- BankruptcyData reported that the U.S. Bankruptcy Court approved Monitor Company Group Limited Partnership's motion to convert its Chapter 11 reorganization case to liquidation under Chapter 7. On Jan. 11, 2013, the Court approved the sale of substantially all of the Debtors' assets to Deloitte Consulting and DSCH Limited, and the sale closed on January 11, 2013. As previously reported, "Upon the Sale, the Debtors ceased business operations. Since the closing of the Sale, the Debtors' principal activity has been to effectively administer the TSA. Once the TSA expires, the Debtors will have no further tasks to perform that could not be performed by a chapter 7 trustee. The Parties have conferred and assert that (i) there is no 'reasonable likelihood of rehabilitation' for the Debtors, (ii) there is no realistic prospect of confirming a chapter 11 plan, and (iii) remaining obligations under the Deloitte Asset Purchase Agreement can be completed by the chapter 7 trustee after conversion of these cases. In addition, in the absence of conversion, the administrative burdens of the chapter 11 cases would cause diminution in the value of the estates' remaining assets. Therefore, the conversion of the Debtors' chapter 11 cases to cases under chapter 7 of the Bankruptcy Code is necessary and appropriate." About Monitor Company Monitor Company Group LP -- http://www.monitor.com/-- was a global consulting firm with 1,200 personnel in offices across 17 countries worldwide. Founded in 1983 by six entrepreneurs, and headquartered in Cambridge, Massachusetts, Monitor advised for- profit, sovereign, and non-profit clients on growing their businesses and economies and furthering their charitable purposes. Monitor and several affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Case Nos. 12-13042 to 12-13062) on Nov. 7, 2012. Judge Hon. Christopher S. Sontchi presides over the case. Pepper Hamilton LLP and Ropes & Gray LLP served as the Debtors' counsel. The financial advisor was Carl Marks Advisory Group LLC. Epiq Bankruptcy Solutions, LLC served as claims and noticing agent. The petitions were signed by Bansi Nagji, president. Cole, Schotz, Meisel, Forman & Leonard, P.A., represented the Committee of Unsecured Creditors as counsel. Bank of America was represented in the case by Jinsoo Kim, Esq., and Timothy Graulich, Esq., at Davis Polk & Wardwell LLP; and Mark D. Collins, Esq., at Richards Layton & Finger PA. J. Gregory Milmoe, Esq., and Shana A. Elberg, Esq., at Skadden Arps Slate Meagher & Flom LLP in New York; and Mark Chehi, Esq., and Christopher DiVirgilio, Esq., at Skadden Arps in Delaware, represented Deloitte Consulting LLP. Caltius Partners IV LP; Caltius Partners Executive IV, LP; and CP IV Pass-Through (Monitor) LP were represented by John Sieger, Esq., at Katten Muchin Rosenman LLP. Monitor's consolidated unaudited financial statements as of June 30, 2012, which include the assets and liabilities of non- Debtor foreign subsidiaries, reflected total assets of roughly $202 million (including $93 million in current assets) and total liabilities of roughly $200 million. Monitor filed for bankruptcy to sell substantially all of their businesses and assets to Deloitte Consulting LLP, a Delaware registered limited liability partnership and DCSH Limited, a UK company limited by shares, subject to higher or otherwise better offers. The base purchase price set forth in the Stalking Horse Agreement is $116.2 million, plus (i) assumption of certain liabilities and (ii) certain cure costs for assumed contracts. The Stalking Horse Agreement provides for the Stalking Horse Bidder to receive a combined breakup fee and expense reimbursement of $4 million. The Debtors held an auction on Nov. 28, 2012, at the offices of the Sellers' counsel, Ropes & Gray LLP in New York. In mid- January 2013, Judge Sontchi allowed the Debtors to sell its assets to Deloitte Consulting for $116.2 million. In July 2013, Monitor Co. and the official creditors' committee decided that the liquidation can be most efficiently concluded now that the business was sold by converting the Chapter 11 reorganization to a liquidation in Chapter 7. MONTREAL, MAINE & ATLANTIC: Files for Bankruptcy in U.S., Canada ---------------------------------------------------------------- Patrick Fitzgerald, writing for Dow Jones Newswires, and Karen Johnson, writing for The Wall Street Journal, report that Montreal, Maine & Atlantic Railway Ltd., the railway company that operated the train that derailed and exploded in July, killing 47 people and destroying part of Lac-Megantic, Quebec, sought bankruptcy protection in U.S. Bankruptcy Court in Bangor, Maine (Case No. 13-10670) on Wednesday with the aim of selling its business. Its Canadian counterpart, Montreal, Maine & Atlantic Canada Co., meanwhile, filed for protection from creditors in Superior Court of Quebec in Montreal. U.S. Bankruptcy Judge Louis H. Kornreich has been assigned to the case. The Maine law firm of Verrill Dana serves as counsel to MM&A. The report says the Company is seeking court approval of a number of so-called first-day motions, including using lenders' cash collateral to pay its employees and to keep its trains rolling. An initial hearing on those requests is slated for Aug. 22 in Bangor. On July 6, the MM&A train -- five locomotives and 72 cars said to be carrying crude oil -- derailed, setting off several massive blasts and devastating the small town of Lac-Megantic. The railway, whose U.S. operations are based in Hermon, Maine, is a subsidiary of Rail World Inc., a Rosemont, Ill., company led by railway veteran Edward A. Burkhardt. According to the report, Mr. Burkhardt said in a statement that the MM&A companies' obligations "exceed the value of their assets, including prospective insurance recoveries," because of the derailment. He said the court filings were "the best way to ensure fairness of treatment to all in these tragic circumstances." The report also relates M. Donald Gardner, MM&A's finance chief, said in court filings that the Company has also lost much of its freight business since the derailment. Mr. Gardner said the company hopes to sell the railway as a going concern, with proceeds from the sale to be funneled to a trust for the benefit of claimants. NXT CAPITAL: S&P Assigns 'BB-' ICR & Rates $150MM Loan 'BB-' ------------------------------------------------------------ Standard & Poor's Ratings Services said it assigned its 'BB-' issuer credit rating on NXT Capital Inc. (NXT). The outlook is stable. S&P also assigned a 'BB-' rating on NXT and NXT Capital LLC's proposed $150 million term loan B. "Our rating on NXT reflects its short operating history and high growth aspirations, the significant credit risk of its loan portfolio, and a funding profile that heavily encumbers its balance sheet and exposes it to funding risk," said Standard & Poor's credit analyst Brendan Browne. "The company's focus on first-lien senior debt, its well-diversified loan portfolio by industry and geography, and the experience of its senior management are positive ratings factors." Chicago-based NXT, founded in 2010, is a nonbank lender that primarily extends leveraged or cash-flow loans to midmarket companies and commercial real estate (CRE) mortgages to developers and investors. It also has two emerging business lines: one that makes equipment loans and leases and another that lends to venture capital-backed companies. Through an asset management group, NXT also raises funds, which participate in loans that it originates. A private equity fund and other institutional investors owns the company, and it has aspirations to grow rapidly, perhaps almost doubling or tripling in size over the next three to five years. While that growth will be off a relatively small base, S&P still views such expansion as aggressive and prone to credit and operational risks. If conducted successfully, NXT will lessen its reliance on leveraged loans and CRE mortgages, which accounted for 58% and 39% of loans, respectively, at the end of 2012, and build larger venture- and equipment-finance portfolios. S&P would view such diversification positively, but believes the expansion process will have risks, especially since NXT launched the venture- and equipment-finance units only in 2012 and 2013, respectively. The outlook is stable. "We expect NXT to grow rapidly, but without any outsize growth in nonperforming assets or violations of the covenants pertaining to debt it holds at either its holding company or subsidiary funding vehicles," said Mr. Browne. S&P also expects the company to primarily underwrite leveraged loans at debt-to-EBITDA levels around 3.5x and to gradually increase its own leverage to around 3.5x-3.75x debt to equity. S&P could lower the rating if the company increases its leverage more than it expect or if it believes it could violate any of the covenants on its debt facilities. Such a violation in its subsidiary funding vehicles could conceivably reduce or eliminate distributions from those vehicles to the holding company level. That would make it more difficult for the holding company to service its corporate debt. S&P could also lower the rating if the company underwrites its loans at higher debt-to-EBITDA levels than S&P anticipates. S&P could raise the rating if the company can demonstrate a longer track record of low credit losses, profitability, and diversity by lending unit. S&P also could raise the rating if the company can unencumber a greater portion of its balance sheet and further diversify its funding. ORCHARD SUPPLY: Judge Approves $3.1-Mil. Executive Bonus Plan ------------------------------------------------------------- Jacqueline Palank, writing for Dow Jones Business News, reported that a bankruptcy judge granted Orchard Supply Hardware Corp. permission to pay up to $3.1 million in bonuses to its top executives, a proposal that survived a challenge by a government watchdog. According to the report, Judge Christopher Sontchi of the U.S. Bankruptcy Court in Wilmington, Del., said he would sign off on the bonuses, which are tied to the successful sale of the company's business, after a government attorney grilled Orchard's advisers on whether the payments complied with bankruptcy laws. Because retention payments to executives and other company insiders are illegal under the Bankruptcy Code, businesses must show that executive bonuses are true incentives tied to challenging goals that, if achieved, will improve the outcome of the bankruptcy case, the report pointed out. The government attorney, Tiiara Patton of the U.S. Trustee Program, had argued that the bonuses were illegal because they didn't tie the bonuses to such stretch goals, the report said. She pointed to the fact that bonus payments are triggered for five executives, including Chief Executive Mark Baker, upon the closure of a $200 million sale of the company, a goal Orchard net before filing for bankruptcy last month. Lowe's Cos. has already offered $205 million in cash for the company, subject to higher bids at auction. All the executives have to do now to earn the minimum bonuses, Ms. Patton argued, is close the sale and not quit, the report added. About Orchard Supply San Jose, Cal.-based Orchard Supply Hardware Stores Corporation operates neighborhood hardware and garden stores focused on paint, repair and the backyard. It was spun off from Sears Holdings Corp. in 2012. Orchard Supply and two affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-11565) on June 16 to facilitate a restructuring of the company's balance sheet and a sale of its assets for $205 million in cash to Lowe's Companies, Inc., absent higher and better offers. In addition to the $205 million cash, Lowe's has agreed to assume payables owed to nearly all of Orchard's supplier partners. Bankruptcy Judge Christopher S. Sontchi oversees the case. Michael W. Fox signed the petitions as senior vice president and general counsel. The Debtors disclosed total assets of $441,028,000 and total debts of $480,144,000. Stuart M. Brown, Esq., at DLA Piper LLP (US), in Wilmington, Delaware; and Richard A. Chesley, Esq., Chun I. Jang, Esq., and Daniel M. Simon, Esq., at DLA Piper LLP (US), in Chicago, Illinois, are the Debtors' counsel. Moelis & Company LLC serves as the Debtors' investment banker. FTI Consulting, Inc., serves as the Debtors' financial advisors. A&G Realty Partners, LLC, serves as the Debtors' real estate advisors. BMC Group Inc. is the Debtors' claims and noticing agent. OSP GROUP: S&P Affirms 'B' CCR & 'B' Rating on $355MM Secured Loan ------------------------------------------------------------------ Standard & Poor's Ratings Services said it affirmed its 'B' corporate credit rating on New York City-based OSP Group Inc. The outlook is stable. At the same time, S&P affirmed its 'B' issue-level rating with a '3' recovery rating on the company's $355 million first-lien secured term loan due 2020. The '3' recovery rating indicates S&P's expectation of meaningful (50% to 70%) recovery in the event of a payment default. S&P also affirmed its 'CCC+' issue-level rating with a '6' recovery rating on the $105 million second-lien secured term loan, also due 2020. The '6' recovery rating indicates S&P's expectation for negligible (0% to 10%) recovery of principal in the event of a payment default. According to the company, it will use the add-on to fund a dividend to shareholders and to pay the fees and expenses related to the transaction. "The ratings on specialty apparel retailer OSP Group Inc. reflect Standard & Poor's Ratings Services' view of the company's "vulnerable" business risk profile and "aggressive" financial risk profile," said credit analyst Kristina Koltunicki. "OSP Group's vulnerable business risk profile reflects its relatively small size in the highly fragmented and competitive plus-size apparel industry, good geographic diversity encompassing both domestic and international markets, and high exposure to commodity cost volatility." The stable outlook reflects S&P's expectation that the company will improve credit protection measures modestly over the next 12 months, as it grows revenues and manages operating costs. S&P do not expect the company to generate a significant amount of free cash flow, which minimizes its potential for meaningful debt reduction. Although S&P expects some modest improvement in credit protection measures, it believes the company will maintain an aggressive financial risk profile over the next 12 months. S&P also incorporated its view of the possibility of additional debt- financed dividends into the outlook. S&P could lower its ratings if operating performance weakens, leading to gross margin erosion of approximately 100 basis points (bps) below its expectations and flat sales growth. Under this scenario, leverage would increase to about 5.5x, which would lead to a revision of the company's financial risk profile to "highly leveraged". S&P could also lower the ratings if the company's financial policies become more aggressive, such as through another debt-financed dividend to its sponsors that would increase leverage to a similar level. "We could raise the rating if sales increase in the mid-single digits and gross margin increases about 200 bps in the next 12 months. This scenario could arise from an enhanced merchandise offering that leads to an increase in sales ahead of our projections. This would allow the company to better leverage its technology infrastructure, resulting in total debt to EBITDA in the low-4x area. An upgrade is also contingent on our reassessment of the company's business risk profile to "weak", which would depend on it demonstrating a longer track record of stable profit generation," S&P said. OVERSEAS SHIPHOLDING: SEC Probes Group's 'Tax Issue' ---------------------------------------------------- Law360 reported that Overseas Shipholding Group Inc. said that the U.S. Securities and Exchange Commission has launched a probe of 13 years' worth of potentially faulty financial reporting, again highlighting a "tax issue" that largely plunged the tanker company into Chapter 11 protection in Delaware court. According to the report, the agency slapped OSG with a subpoena on August 1, seeking documents related to certain credit agreements that the company entered between 2000 and October 2012, according to a recent bankruptcy filing. About Overseas Shipholding Overseas Shipholding Group, Inc., headquartered in New York, is one of the largest publicly traded tanker companies in the world, engaged primarily in the ocean transportation of crude oil and petroleum products. OSG owns or operates 111 vessels that transport oil and petroleum products throughout the world. Overseas Shipholding Group and 180 affiliates filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) on Nov. 14, 2012, disclosing $4.15 billion in assets and $2.67 billion in liabilities. Greylock Partners LLC Chief Executive John Ray serves as chief reorganization officer. James L. Bromley, Esq., and Luke A. Barefoot, Esq., at Cleary Gottlieb Steen & Hamilton LLP serve as OSG's Chapter 11 counsel. Derek C. Abbott, Esq., Daniel B. Butz, Esq., and William M. Alleman, Jr., at Morris, Nichols, Arsht & Tunnell LLP, serve as local counsel. Chilmark Partners LLC serves as financial adviser. Kurtzman Carson Consultants LLC is the claims and notice agent. The Export-Import Bank of China, owed $312 million used for the construction of five tankers, is represented by Louis R. Strubeck, Jr., Esq., and Kristian W. Gluck, Esq., at Fulbright & Jaworski LLP in Dallas; David L. Barrack, Esq., and Beret Flom, Esq., at Fulbright & Jaworski in New York; and John Knight, Esq., and Christopher Samis, Esq., at Richards Layton & Finger PA. Chilmark Partners, LLC serves as financial and restructuring advisor. Akin Gump Strauss Hauer & Feld LLP, and Pepper Hamilton LLP, serve as co-counsel to the official committee of unsecured creditors. FTI Consulting, Inc., is the financial advisor and Houlihan Lokey Capital, Inc., is the investment banker. PABELLON DE LA VICTORIA: Has Until Aug. 30 to File Plan ------------------------------------------------------- The Hon. Edward A. Godoy of the U.S. Bankruptcy Court for the District of Puerto Rico granted Pabellon De La Victoria Movimiento Iglesias De Fe (MI FE) Inc. a 60-day extension, or until Aug. 30, 2013, to file a disclosure statement and plan of reorganization. The Debtor was previously ordered to file the Disclosure Statement and the Plan by June 15, 2013. Gloria M. Justiniano, Esq., the attorney for the Debtor, said that this isn't a small business case. According to Ms. Justiniano, the Debtor is working to complete negotiations with prospective buyers Municipio de Hormigueros and Wal-Mart for the real property of 12.564 cuerdas located at PR-2 Km 162.8, Hormigueros, Puerto Rico. "The Debtor is expecting to complete negotiation with key creditor Banco Popular de Puerto Rico to lift the stay for the Estate's properties that are not needed for the Debtor's reorganization, and for the sale of Hormigueros property. In order to file a comprehensive Disclosure Statement and feasible a Plan of Reorganization, the Debtor must complete the aforementioned negotiations," Ms. Justiniano said. Ms. Justiniano stated that the Debtor is working with relevant data pertaining to the Debtor's properties and with claims analysis and classification. About Pabellon De La Victoria Pabellon De La Victoria Movimiento Iglesias De Fe (MI FE) Inc., filed a Chapter 11 petition (Bankr. D.P.R. Case No. 12-08223) in Ponce, Puerto Rico, on Oct. 16, 2012. Bankruptcy Judge Edward A. Godoy oversees the case. Gloria M. Justiniano Irizarry, Esq., at Justiniano's Law Office, in Mayaguez, Puerto Rico, serves as counsel. The Debtor estimated assets and debts of $10 million to $50 million. Banco Popular De Puerto Rico has $14 million in unsecured claims. The petition was signed by Evelyn Dominguez Ramos, president. PEREGRINE FINANCIAL: US Bank Says It Never Aided $215MM Fraud ------------------------------------------------------------- Law360 reported that U.S. Bank NA pressed an Iowa federal court to dismiss the U.S. Commodity Futures Trading Commission's case accusing it of aiding now-bankrupt Peregrine Financial Group Inc.'s misappropriation of $215 million in customer funds, arguing it complied with all applicable rules. According to the report, the CFTC contended that the bank allowed former Peregrine CEO Russell Wasendorf Sr. to use customer funds for his own purposes despite a legal requirement to keep those funds separate from company funds. The case is US Commodity Futures Trading Commission v. US Bank, NA, Case No. 6:13-cv-02041 (N.D. Iowa), before Judge Linda R. Reade. About Peregrine Financial Peregrine Financial Group Inc. filed to liquidate under Chapter 7 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 12-27488) on July 10, 2012, disclosing between $500 million and $1 billion of assets, and between $100 million and $500 million of liabilities. Earlier that day, at the behest of the U.S. Commodity Futures Trading Commission, a U.S. district judge appointed a receiver and froze the firm's assets. The firm put itself into bankruptcy liquidation in Chicago later the same day. The CFTC had sued Peregrine, saying that more than $200 million of supposedly segregated customer funds had been "misappropriated." The CFTC case is U.S. Commodity Futures Trading Commission v. Peregrine Financial Group Inc., 12-cv-5383, U.S. District Court, Northern District of Illinois (Chicago). Peregrine's CEO Russell R. Wasendorf Sr. unsuccessfully attempted suicide outside a firm office in Cedar Falls, Iowa, on July 9. The bankruptcy petition was signed in his place by Russell R. Wasendorf Jr., the firm's chief operating officer. The resolution stated that Wasendorf Jr. was given a power of attorney on July 3 to exercise if Wasendorf Sr. became incapacitated. Peregrine Financial is the regulated unit of the brokerage PFGBest. PHH CORP: Fitch Rates New $300MM Senior Unsecured Notes 'BB' ------------------------------------------------------------ Fitch Ratings expects to assign a 'BB' rating to PHH Corporation's proposed $300 million senior unsecured note issuance due 2021. The proceeds from the issuance, along with unrestricted cash on hand, will be used to tender $300 million of PHH's existing $450 million, 9.25% senior unsecured notes due March 2016 (2016 notes). In addition, PHH expects to use available unrestricted cash on hand to redeem $8 million in aggregate principal balance of medium-term notes outstanding on the next payment date to occur on Oct. 15, 2013. At the expected tender price of the 2016 notes, PHH's total cash outlay will be approximately $61 million. As of June 30, 2013, the company ended the quarter with approximately $1.044 billion of unrestricted cash on hand. Key Rating Drivers The proposed note issuance does not affect PHH's long-term Issuer Default Rating (IDR) of 'BB' as overall liquidity and leverage do not change materially. In addition, the issuance is expected to lower overall interest expense and further push out PHH's unsecured bond maturities, which is viewed positively by Fitch. Fitch believes PHH has sufficient liquidity to repay its upcoming maturity of $250 million principal amount of 4% senior convertible notes due September 2014. Balance sheet leverage, as defined by total debt to tangible equity, is expected to remain at 3.9x on a pro forma basis, based on June 30, 2013 financial information. On the basis of Fitch Core Capital, leverage is expected to remain at 8.8x. While PHH's leverage is high on the basis of Fitch Core Capital, Fitch believes this level is consistent with its current ratings. Rating Sensitivities - Senior Notes The rating of the senior notes is sensitive to the changes in the IDR, as well as the level of coverage of available unencumbered assets relative to outstanding unsecured debt of PHH. Fitch expects to assign the following rating: -- Senior unsecured debt at 'BB(exp)'. PHH CORP: S&P Assigns 'BB-' Rating to $300MM Sr. Unsecured Notes ---------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'BB-' rating on PHH Corp.'s $300 million senior unsecured notes due in 2021. The long-term issuer credit rating on PHH is 'BB-', and the outlook is stable. Management has stabilized PHH's funding profile, and the $300 million issuance--part of which the company will use to pay down debt due in 2016--buttresses the firm's liquidity position. Dependence on wholesale funding for its mortgage servicing business remains a limit to the rating, but management has progressed toward establishing a long-term, laddered funding profile that enables it to operate profitably. PHH retains strong market positions in its two businesses (residential mortgage origination/servicing and vehicle fleet- management services). The ratings on PHH also reflect the firm's appropriate leverage and industry trends in mortgage servicing that should strengthen the company's strategic position. Its exposure to the uncertain U.S. residential mortgage market, limited flexibility in its mortgage-servicing asset funding, government officials' heightened attention to mortgage origination and servicing practices, and weak recent generally accepted accounting principles earnings limit the rating. S&P believes that increased servicing income should at least partially offset the decrease in origination volumes that would likely accompany a rise in interest rates--though the increase in servicing income may occur more slowly than decreases in origination volumes. RATINGS LIST PHH Corp. Issuer Credit Rating BB-/Stable/B New Rating PHH Corp. Senior Unsecured $300 mil notes due in 2021 BB- PLAYA RESORTS: S&P Revises Rating on $400MM Sr. Facility to 'BB-' ----------------------------------------------------------------- Standard & Poor's Ratings Services revised its preliminary recovery rating on borrower Playa Resorts Holding B.V.'s proposed $400 million senior secured credit facility to '1', reflecting S&P's expectation for very high (90% to 100%) recovery for lenders in the event of a payment default, from '2' (70% to 90% recovery expectation). The credit facility consists of a $25 million revolver due 2018 and a $375 million term loan due 2019, which was upsized by $25 million. S&P subsequently raised its preliminary issue-level rating on these facilities to 'BB-' from 'B+', in accordance with S&P's notching criteria. At the same time, S&P revised its preliminary recovery rating on the company's proposed $300 million senior unsecured notes due 2020 to '5', reflecting S&P's expectation for modest (10% to 30%) recovery for lenders, from '4' (30% to 50% recovery expectation). S&P subsequently lowered its preliminary issue-level rating on the notes to 'B-' from 'B'. The 'B' preliminary corporate credit rating remains unchanged. The outlook is stable. Playa has modified its lending agreements to subordinate guarantees provided to noteholders from subsidiaries that own unpledged resorts in the Dominican Republic and Jamaica, placing bank lenders in a priority position regarding the value of these assets. As a result, senior secured bank lenders are now in a priority position for all resorts in Playa's portfolio, resulting in higher recovery prospects for senior secured lenders, notwithstanding the modest upsizing of the term loan. Conversely, note holders are now subordinated with regard to the unpledged resort value, resulting in lower recovery prospects for them. RATINGS LIST Playa Hotels & Resorts B.V. Corporate Credit Rating B (prelim)/Stable/-- Recovery Rating Revised; Issue-Level Rating Raised To From Playa Resorts Holding B.V. Senior Secured $25M revolver due 2018 BB- (prelim) B+ (prelim) Recovery Rating 1 (prelim) 2 (prelim) $375M term loan due 2019 BB- (prelim) B+ (prelim) Recovery Rating 1 (prelim) 2 (prelim) Recovery Rating Revised; Issue-Level Rating Lowered To From Playa Resorts Holding B.V. Senior Unsecured $300M notes due 2020 B- (prelim) B (prelim) Recovery Rating 5 (prelim) 4 (prelim) POINT CENTER: Thomas Seaman Appointed as Chapter 11 Trustee ----------------------------------------------------------- Thomas Seaman, CFA, is appointed as trustee in the Chapter 11 case of Point Center Financial, Inc., after the Official Committee of Unsecured Creditors complained that Danny Joe Harkey, the Debtor's sole shareholder and president, has proven to be wholly incapable of exercising the duties of a proper judiciary. The Committee complained that in a civil action by certain of the Debtor's investors, the jury recently entered a verdict finding by clear and convincing evidence that the Debtor and Mr. Harkey breached their fiduciary duties to their investors acting with malice, oppression or fraud. The jury further found that Mr. Harkey committed elder abuse and appropriated the plaintiff's property for a wrongful use, with the intent to defraud, or by undue influence. In addition to an award of actual damages of $9 million, the jury imposed punitive damages against Mr. Harkey in the amount of $1,001,763. The jury also awarded punitive damages against the Debtor in the amount of $1,001,763. The Committee added that the Debtor -- at Mr. Harkey's direction - - has engaged in a systematic liquidation of the Debtor's assets for Mr. Harkey's beneft and to the Estate's detriment. A Court- appointed examiner recently found that Mr. Harkey had created an entity to succeed the Debtor, known as CalComm Capital, Inc., and the examiner's report expressed as a concern that the Debtor's business opportunities were being diverted to CalComm. The Committee added that the Estate holds several bona-fide claims to recover fraudulent and preferential transfers from Mr. Harkey and his insiders, but that the Debtor is unlikely to prosecute those actions. Mr. Seaman is a Chartered Financial qualified to serve as Trustee or Receiver and the principal and sole shareholder of Thomas Seaman Company. Mr. Seaman assured the Court that he and his firm are "disinterested persons" within the meaning of Section 101(14) of the Bankruptcy Code. Peter C. Anderson, U.S. Trustee, who named Mr. Seaman as Chapter 11 Trustee at the Court's directive, is represented by Frank Cadigan -- Frank.Cadigan@usdoj.gov -- Assistant U.S. Trustee, in Santa Ana, California. The Committee is represented by Richard A. Marshack, Esq., and Kristine A. Thagard, Esq., at MARSHACK HAYS LLP, in Irvine, California. About Point Center Point Center Financial, Inc., a hard money lender, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 13-11495) in Santa Ana, California, on Feb. 19, 2013. The Debtor disclosed $109,257,545 in assets and $54,566,116 in liabilities as of the Chapter 11 filing. The Company claims to have a long track record of success in originating and servicing loans from hundreds of investors. Unfortunately, due to the historic collapse of the economy beginning in about 2007, the Debtor, no different than many other similar enterprises in real estate, has fallen on hard times. From a high of about 130 performing loans with a total combined face value of over $450 million in 2006, only 8 loans are now performing. There were a total of only four foreclosed properties ("REOs") as of 2006. In comparison, between 2007 and 2012, there were 60 foreclosure sales. The result left the Debtor saddled with large secured liabilities to PMB, which has a blanket lien on all of the Debtor's assets in excess of $9 million, secured by the Debtor's primary asset of loan servicing and management fees received from secured loans and properties that have been taken back through foreclosure. The MA Creditors are represented by Mary L. Fickel, Esq., at Fickel & Davis. The Official Committee of Unsecured Creditors is represented by Marshack Hays LLP. POINT CENTER: Can Employ Jeffrey Bernice as Special Counsel ----------------------------------------------------------- The U.S. Bankruptcy for the Central District of California authorized Point Center Financial, Inc., to employ the Law Office of Jeffrey Bernice as special litigation counsel. The Debtor requires the services of the Firm to represent the Debtor in these litigation matters: 1. Lloyd Charton et al. v. National Financial Lending, LLC, Point Center Financial, Inc., Dan J. Harkey and Diane Harkey (consolidated with Point Center v. Cash); 2. Point Center Financial, Inc. v. First American Title Corp. et al.; 3. Point Center Financial, Inc. v. The Preserve, LLC et al.; 4. The Preserve, LLC v. Point Center Finanicial, Inc et al.; 5. Allameh v. Point Center Financial, Inc.; 6. Brewer et al. v. Point Center Financial Court of Appeal; 7. Point Center Financial, Inc, v. Cash et al.; 8. Point Center Financial, Inc. v. Tatum, et al.; and 9. Point Center Financial, Inc. v. Deep Canyon Holdings, et al. The Firm will be paid at these hourly rates: Jeffrey Benice $495 William R. Cumming $250 Bernard C. Jasper $250 Glenn Horan $250 About Point Center Point Center Financial, Inc., a hard money lender, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 13-11495) in Santa Ana, California, on Feb. 19, 2013. The Debtor disclosed $109,257,545 in assets and $54,566,116 in liabilities as of the Chapter 11 filing. The Company claims to have a long track record of success in originating and servicing loans from hundreds of investors. Unfortunately, due to the historic collapse of the economy beginning in about 2007, the Debtor, no different than many other similar enterprises in real estate, has fallen on hard times. From a high of about 130 performing loans with a total combined face value of over $450 million in 2006, only 8 loans are now performing. There were a total of only four foreclosed properties ("REOs") as of 2006. In comparison, between 2007 and 2012, there were 60 foreclosure sales. The result left the Debtor saddled with large secured liabilities to PMB, which has a blanket lien on all of the Debtor's assets in excess of $9 million, secured by the Debtor's primary asset of loan servicing and management fees received from secured loans and properties that have been taken back through foreclosure. The MA Creditors are represented by Mary L. Fickel, Esq., at Fickel & Davis. The Official Committee of Unsecured Creditors is represented by Marshack Hays LLP. POINT CENTER: Has Court OK to Employ Robertson & Olsen as Counsel ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California authorized Point Center Financial, Inc., to employ Robertson Olsen, LLP, as special bankruptcy counsel. The Debtor requires the services of the Firm to render professional services where the Debtor is plaintiff and acts as a manager for various post-foreclosure LLCs in trying to get the tenants in common to execute grant deeds from the TICs to the LLCs and papers consenting to join the LLCs and related litigation against the TICs. Defendants entered into a written contract with the Debtor wherein the defendants agreed to transfer, upon request by the Debtor, their respective fractional fee interest in a parcel of real property to a LLC formed by the Debtor, in exchange for membership interests in the LLC. After defendants breached their written contracts with the Debtor, the Debtor filed lawsuits to recover damages for the breach as well as to enforce the terms of their agreements against the defendants. The Debtor said that this was necessary to clean up title and allow the LLCs to market and sell a particular property owned by an LLC. The Debtor may need to file similar litigation matters in the future. The Firm will be paid $225 to $415 per hour for its services. About Point Center Point Center Financial, Inc., a hard money lender, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 13-11495) in Santa Ana, California, on Feb. 19, 2013. The Debtor disclosed $109,257,545 in assets and $54,566,116 in liabilities as of the Chapter 11 filing. The Company claims to have a long track record of success in originating and servicing loans from hundreds of investors. Unfortunately, due to the historic collapse of the economy beginning in about 2007, the Debtor, no different than many other similar enterprises in real estate, has fallen on hard times. From a high of about 130 performing loans with a total combined face value of over $450 million in 2006, only 8 loans are now performing. There were a total of only four foreclosed properties ("REOs") as of 2006. In comparison, between 2007 and 2012, there were 60 foreclosure sales. The result left the Debtor saddled with large secured liabilities to PMB, which has a blanket lien on all of the Debtor's assets in excess of $9 million, secured by the Debtor's primary asset of loan servicing and management fees received from secured loans and properties that have been taken back through foreclosure. The MA Creditors are represented by Mary L. Fickel, Esq., at Fickel & Davis. The Official Committee of Unsecured Creditors is represented by Marshack Hays LLP. REALOGY CORP: Files Form 10-Q, Posts $86MM Net Income in Q2 ----------------------------------------------------------- Realogy Holdings Corp. and Realogy Group LLC filed with the U.S. Securities and Exchange Commission their quarterly report disclosing net income of $86 million on $1.53 billion of net revenues for the three months ended June 30, 2013, as compared with a net loss of $24 million on $1.30 billion of net revenues for the same period during the prior year. For the six months ended June 30, 2013, the Company reported net income of $12 million on $2.49 billion of net revenues, as compared with a net loss of $216 million on $2.18 billion of net revenues for the same period a year ago. As of June 30, 2013, the Company had $7.29 billion in total assets, $5.75 billion in total liabilities and $1.54 billion in total equity. A copy of the Form 10-Q is available for free at: http://is.gd/kVMpHN About Realogy Corp. Realogy Corp. -- http://www.realogy.com/-- a global provider of real estate and relocation services with a diversified business model that includes real estate franchising, brokerage, relocation and title services. Realogy's world-renowned brands and business units include Better Homes and Gardens Real Estate, CENTURY 21, Coldwell Banker, Coldwell Banker Commercial, The Corcoran Group, ERA, Sotheby's International Realty, NRT LLC, Cartus and Title Resource Group. Collectively, Realogy's franchise systems have around 15,000 offices and 270,000 sales associates doing business in 92 countries around the world. Headquartered in Parsippany, N.J., Realogy is owned by affiliates of Apollo Management, L.P., a leading private equity and capital markets investor. Realogy fully supports the principles of the Fair Housing Act. Realogy Holdings Corp. and Realogy Group LLC reported a net loss attributable to the Companies of $543 million on $4.67 billion of net revenues for the year ended Dec. 31, 2012. Realogy Holdings and Realogy Group incurred a net loss of $441 million on $4.09 billion of net revenues in 2011, following a net loss of $99 million on $4.09 billion of net revenues for 2010. Bankruptcy Warning "Our ability to make scheduled payments or to refinance our debt obligations depends on our financial and operating performance, which is subject to prevailing economic and competitive conditions and to certain financial, business and other factors beyond our control. We cannot assure you that we will maintain a level of cash flows from operating activities and from drawings on our revolving credit facilities sufficient to permit us to pay the principal, premium, if any, and interest on our indebtedness or meet our operating expenses. If our cash flows and capital resources are insufficient to fund our debt service obligations, we may be forced to reduce or delay capital expenditures, sell assets or operations, seek additional debt or equity capital or restructure or refinance our indebtedness. We cannot assure you that we would be able to take any of these actions, that these actions would be successful and permit us to meet our scheduled debt service obligations or that these actions would be permitted under the terms of our existing or future debt agreements. If we cannot make scheduled payments on our debt, we will be in default and, as a result: * our debt holders could declare all outstanding principal and interest to be due and payable; * the lenders under our senior secured credit facility could terminate their commitments to lend us money and foreclose against the assets securing their borrowings; and * we could be forced into bankruptcy or liquidation," the Company said in its annual report for the period ended Dec. 31, 2012. * * * As reported by the TCR on Aug. 1, 2013, Moody's Investors Service upgraded the corporate family rating to B2. The upgrade to B2 CFR is driven by expectations for ongoing strong financial performance, supported by Realogy's recently-concluded debt and equity financing activities and a continuing recovery in the US existing home sale market. As reported by the TCR on Feb. 18, 2013, Standard & Poor's Ratings Services raised its corporate credit rating on Realogy Corp. to 'B+' from 'B'. "The one notch upgrade in the corporate credit rating to 'B+' reflects an increase in our expectation for operating performance at Realogy in 2013, and S&P's expectation that total lease adjusted debt to EBITDA will improve to the low-6x area and funds from operations (FFO) to total adjusted debt will be improve to the high-single-digits percentage area in 2013, mostly due to EBITDA growth in the low- to mid-teens percentage area in 2013," S&P said. RESIDENTIAL CAPITAL: Credit Union Plan Outline Objection Filed -------------------------------------------------------------- BankruptcyData reported that the National Credit Union Administration Board (NCUAB) filed with the U.S. Bankruptcy Court an objection to Residential Capital's Disclosure Statement. The NCUAB asserts, "On a range of issues, the Disclosure Statement falls short of the standards required by Section 1125 of the Bankruptcy Code (11 U.S.C. ? 1125) to enable NCUAB to understand the treatment of its Claims under the Joint Chapter 11 Plan proposed by Debtors and the Official Committee of Unsecured Creditors (the 'Proposed Plan' or 'Plan'). Likewise, the Disclosure Statement fails to provide a full explanation of the terms in the Proposed Plan that would grant broad, nonconsensual third party releases to nondebtor Ally Financial, Inc., and its affiliates (collectively, 'Ally'), parties against which NCUAB has unexpired securities claims, and contains a draconian judgment reduction term with respect to claims against other nondebtors and non-affiliates. A full explanation about the Proposed Plan is critically important to NCUAB and other creditors who had no role in shaping an agreement that, if confirmed, would compromise their claims and extinguish their rights. Under these circumstances, the Code requires a greater level of disclosure than Debtors have provided." 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 at 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). REVSTONE INDUSTRIES: Rust Omni Tapped for Administrative Services ----------------------------------------------------------------- Metavation, LLC, seeks approval from the Bankruptcy Court to employ Rust Consulting/Omni Bankruptcy to provide administrative services to the Debtor which services include: (a) assisting the Debtor in analyzing claims filed against its estate; (b) assisting with the preparation of the Debtor's schedules of assets and liabilities and statement of financial affairs; (c) tabulating votes and performing subscription services as may be requested or required in connection with any and all Chapter 11 plans that may be filed by the Debtor and providing ballot reports and related balloting and tabulation services to the Debtor and its professionals; (d) generating an official ballot certification and testifying, if necessary, in support of the ballot tabulation results; and (e) performing other administrative services as may be requested by the Debtor. "The size and complexity of the Debtor's business will make preparation of Schedules administratively burdensome to the Debtor's employees who are also actively engaged in continuing the Debtor's ordinary course business," says John C. DiDonato, chief restructuring officer of Metavation. The Debtor will pay Rust Omni at the firm's normal hourly rates: Clerical Support $25.00-$45.00 per hour Project Specialists $57.50-$75.00 per hour Project Supervisors $75.00-$95.00 per hour Consultants $95.00-$125.00 per hour Technology/Programming $100.00-$157.50 per hour Senior Consultants $140.00-$175.00 per hour Paul H. Deutch, executive managing director of Rust Omni, assures the Court that his firm is a "disinterested person," as that term is defined in Section 101(14) of the Bankruptcy Code. About Revstone Industries, Greenwood Forgings, & US Tool & Engineering Lexington, Kentucky-based Revstone Industries LLC, a maker of truck parts, filed for Chapter 11 bankruptcy (Bankr. D. Del. Case No. 12-13262) on Dec. 3, 2012. Judge Brendan Linehan Shannon oversees the case. In its petition, Revstone estimated under $50 million in assets and debts. Affiliate Spara LLC filed its Chapter 11 petition (Bankr. D. Del. Case No. 12-13263) on Dec. 3, 2012. Lexington-based Greenwood Forgings, LLC (Bankr. D. Del. Case No. 13-10027) and US Tool & Engineering LLC (Bankr. D. Del. Case No. 13-10028) filed separate Chapter 11 petitions on Jan. 7, 2013. Judge Shannon also oversees the cases. A motion for joint administration of the cases has been filed. Duane David Werb, Esq., at Werb & Sullivan, serves as bankruptcy counsel to Greenwood and US Tool. Greenwood estimated $1 million to $10 million in assets and $10 million to $50 million in debts. US Tool & Engineering estimated under $1 million in assets and $1 million to $10 million in debts. The petitions were signed by George S. Homeister, chairman. Metavation, also known as Hillsdale Automotive, LLC, joined parent Revstone in Chapter 11 on July 22, 2013 (Bankr. D. Del. Case No. 13-11831) to sell the bulk of its assets to industry rival Dayco for $25 million, absent higher and better offers. REVSTONE INDUSTRIES: Rust Omni Okayed as Metavation Claims Agent ---------------------------------------------------------------- Metavation, LLC, sought and obtained permission from the Bankruptcy Court to employ Rust Consulting/Omni Bankruptcy as its claims and noticing agent to assume full responsibility for the distribution of notices and the maintenance, processing and docketing of proofs of claim filed in the Debtor's case. The Debtor believes that the retention of Rust Omni as Claims and Noticing Agent will expedite service of Bankruptcy Rule 2002 notices, streamline the claims administration process, and permit the Debtor to focus on its reorganization efforts. The Debtor will pay Rust Omni at the firm's normal hourly rates: Clerical Support $25.00-$45.00 per hour Project Specialists $57.50-$75.00 per hour Project Supervisors $75.00-$95.00 per hour Consultants $95.00-$125.00 per hour Technology/Programming $100.00-$157.50 per hour Senior Consultants $140.00-$175.00 per hour The Debtor will also reimburse Rust Omni for its out-of-pocket expenses. Paul H. Deutch, executive managing director of Rust Consulting/Omni Bankruptcy, assures the Court that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Revstone Industries, Greenwood Forgings, & US Tool & Engineering Lexington, Kentucky-based Revstone Industries LLC, a maker of truck parts, filed for Chapter 11 bankruptcy (Bankr. D. Del. Case No. 12-13262) on Dec. 3, 2012. Judge Brendan Linehan Shannon oversees the case. In its petition, Revstone estimated under $50 million in assets and debts. Affiliate Spara LLC filed its Chapter 11 petition (Bankr. D. Del. Case No. 12-13263) on Dec. 3, 2012. Lexington-based Greenwood Forgings, LLC (Bankr. D. Del. Case No. 13-10027) and US Tool & Engineering LLC (Bankr. D. Del. Case No. 13-10028) filed separate Chapter 11 petitions on Jan. 7, 2013. Judge Shannon also oversees the cases. A motion for joint administration of the cases has been filed. Duane David Werb, Esq., at Werb & Sullivan, serves as bankruptcy counsel to Greenwood and US Tool. Greenwood estimated $1 million to $10 million in assets and $10 million to $50 million in debts. US Tool & Engineering estimated under $1 million in assets and $1 million to $10 million in debts. The petitions were signed by George S. Homeister, chairman. Metavation, also known as Hillsdale Automotive, LLC, joined parent Revstone in Chapter 11 on July 22, 2013 (Bankr. D. Del. Case No. 13-11831) to sell the bulk of its assets to industry rival Dayco for $25 million, absent higher and better offers. ROGERS BANCSHARES: U.S. Trustee Appoints 4-Member Creditors Panel ----------------------------------------------------------------- Nancy J. Gargula, the U.S. Trustee for Region 10, appointed four members to the official committee of unsecured creditors in the Chapter 11 cases of Rogers Bancshares Inc. The Creditors Committee members are: 1. Alesco Preferred Funding VII, Ltd. Alesco Preferred Funding VIII, Ltd. c/o Cohen & Company Financial Management, LLC as Collateral Manager, Attention: Peter Addei 2929 Arch Street, 17th Floor Philadelphia, PA 19104-2870 Tel: (215) 701-9616 Fax: (215) 701-8282 Email: paddei@ifmi.com 2. U.S. Bank N.A. as Trustee for Rogers Bancshares Statutory Trust I Attention: James H. Byrnes One Federal Street 3rd Floor Boston, MA 02110 Tel: (617) 603-6442 Fax: (617) 603-6640 Email: james.byrnes@usbank.com 3. The Bank of New York Mellon Trust Company, N.A. As Successor Trustee to JPMorgan Chase Bank National Association Attention: Donna J. Parisi 6525 West Campus Oval, Suite 200 New Albany, OH 43054 Tel: (614) 775-5279 Fax: (614) 775-5636 Email: donna.parisi@bnymellon.com 4. Alesco Preferred Funding XV, Ltd. through its Collateral Manager ATP Management LLC on behalf of Rogers Statutory Trust II Attention: Morgan J. McClure Fortress Investment Group 3290 Northwide Parkway NW Suite 350 Atlanta, GA 30327 Tel: (404) 264-4780 Rogers filed for Chapter 11 relief (Bankr. E.D. Ark. Case No. 13- bk-13838) on July 5 in Little Rock. Rogers owes $41.3 million on three issues of junior subordinated debentures and $39.6 million on four issues of preferred stock. ROGERS BANCSHARES: Panel May Retain Hunton & Williams as Counsel ---------------------------------------------------------------- The Official Committee of Unsecured Creditors of Rogers Bancshares Inc. sought and obtained approval from the U.S. Bankruptcy Court to employ Hunton & Williams LLP as its counsel. Professional Rates ------------ ----- Partners and Counsel $450 to $770 per hour Associates $250 to $340 per hour Paralegal/Support Staff $160 per hour Rogers filed for Chapter 11 relief (Bankr. E.D. Ark. Case No. 13- bk-13838) on July 5 in Little Rock. Rogers owes $41.3 million on three issues of junior subordinated debentures and $39.6 million on four issues of preferred stock. The Official Committee of Unsecured Creditors has hired Hunton & Williams LLP and James F. Dowden PA as counsel; and Carl Marks Advisory Group LLC as financial advisors. ROGERS BANCSHARES: Carl Marks Okayed as Committee's Fin'l Advisors ------------------------------------------------------------------ The Official Committee of Unsecured Creditors of Rogers Bancshares Inc. sought and obtained approval from the U.S. Bankruptcy Court to employ Carl Marks Advisory Group LLC as financial advisors. The firm will, among other things, provide these services: a. analyze the current financial position of the Debtor; b. analyze the Debtor's business plans, cash flow projections, restructuring programs, and other reports or analyses prepared by the Debtor or its professionals in order to advise the Committee on the viability of the continuing operations and the reasonableness of projections and underlying assumptions; and c. analyze the financial ramifications of proposed transactions by the Debtor, including, but not limited to, cash management, assumption/rejection of contracts, asset sales, management compensation and/or retention and severance plans. To the best of the Committee's knowledge, Carl Marks is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. The firm's rates are: Professional Rates ------------ ----- Partners $750 per hour Managing Directors $625 per hour Directors / Vice Presidents $575 per hour Associates $475 per hour Analysts $375 per hour Rogers filed for Chapter 11 relief (Bankr. E.D. Ark. Case No. 13-13838) on July 5 in Little Rock. Rogers owes $41.3 million on three issues of junior subordinated debentures and $39.6 million on four issues of preferred stock. Proposed Counsel for the Official Committee of Unsecured Creditors can be reached at: James F. Dowden, Esq. James F. Dowden, P.A. 212 Center Street, Tenth Floor Little Rock, AR 72201 Tel: (501) 324-4700 Fax: (501) 374-5463 E-mail: jfdowden@gmail.com jfdowden@swbell.net - and - Tyler P. Brown, Esq. Jason W. Harbour, Esq. Henry P. (Toby) Long, III HUNTON & WILLIAMS LLP Riverfront Plaza, East Tower 951 East Byrd Street Richmond, VA 23219 Tel: (804) 788-8674 Fax: (804) 788-8218 E-mail: tpbrown@hunton.com jharbour@hunton.com hlong@hunton.com ROGERS BANCSHARES: Panel Can Hire Dowden as Local Counsel --------------------------------------------------------- The Official Committee of Unsecured Creditors of Rogers Bancshares Inc. sought and obtained approval from the U.S. Bankruptcy Court to employ James F. Dowden PA as local counsel. The firm's rate is $290 per hour. Rogers filed for Chapter 11 relief (Bankr. E.D. Ark. Case No. 13-13838) on July 5 in Little Rock. Rogers owes $41.3 million on three issues of junior subordinated debentures and $39.6 million on four issues of preferred stock. The Official Committee of Unsecured Creditors has hired Hunton & Williams LLP and James F. Dowden PA as counsel; and Carl Marks Advisory Group LLC as financial advisors. ROTECH HEALTHCARE: Wants Exclusive Periods Extended --------------------------------------------------- Rotech Healthcare Inc. and its debtor affiliates ask the U.S. Bankruptcy Court for the District of Delaware to extend their exclusive periods to file a chapter 11 plan through and including Dec. 4, 2013, and to solicit acceptances of that plan through and including Feb. 2, 2014. According to the Debtors' counsel, Travis G. Buchanan, Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware, the additional time will be used to confirm their Chapter 11 Plan. Termination of the exclusivity would adversely impact the Debtors' efforts to realize reorganization, Mr. Buchanan asserts. The Debtors are also represented by James L. Patton, Jr., Esq., Robert S. Brady, Esq., and Joseph M. Barry, Esq., at YOUNG CONAWAY STARGATT & TAYLOR, LLP, in Wilmington, Delaware; and Martin J. Bienenstock, Esq., Geoffrey T. Raicht, Esq., and Vincent Indelicato, Esq., at PROSKAUER ROSE LLP, in New York. A hearing on the Debtors' request will be on Sept. 19, 2013, at 11:00 a.m. (ET). Objections are due Aug. 20. 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. RUE21 INC: S&P Assigns 'B-' CCR & Rates $533MM Term Loan 'B-' ------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned a 'B-' corporate credit rating to rue21 inc. The outlook is stable. At the same time, S&P assigned a 'B-' issue-level rating to the company's $533 million term loan B due 2020 with a '4' recovery rating. The '4' recovery rating indicates S&P's expectation of average (30% to 50%) recovery of principal in the event of a payment default. Rhodes Merger Sub Inc. is the borrower of this term loan. "The rating on rue21 reflects our assessment of its "weak" business risk profile and "highly leveraged" financial risk profile. The business risk profile reflects its participation in the highly competitive and widely fragmented specialty apparel retail sector," said credit analyst David Kuntz. "It also incorporates our opinion that the company has a broadly diversified geographic footprint with limited concentration in any one region of the U.S. In our view, the company's value proposition resonates well with consumers given the weak economic recovery." The stable outlook reflects S&P's view that rue21'sliquidity will remain adequate over the next year. S&P forecasts the addition of new stores will bolster revenue growth, but lower margins because of markdown activity and negative operating leverage will offset these gains. The outlook also incorporates S&P's view that credit metrics will remain relatively unchanged over the next few quarters with leverage around 8x and interest coverage of about 2x. These ratios are commensurate with a "highly leveraged" financial risk profile. S&P expects that there will be little debt repayment besides what is required under the mandatory amortization. S&P could lower the rating if further merchandise missteps or weak demand erode margins meaningfully from current levels. Under this scenario, same-store sales would be down in the high-single digits and margins would be about 200 basis points below S&P's forecast. The company's free operating cash flow would be moderately negative and it would borrow under its revolving credit facility to cover these shortfalls. This would result in interest coverage at about 1.0x over the next 12 months and a reassessment of the company's liquidity profile to "less than adequate." Although unlikely in the next year, S&P could raise the rating if the company is able to realize a meaningful increase in same-store sales, strengthen its merchandising (which would reduce promotional activity), and manage its substantial new store growth. Under this scenario, same-store sales would increase in the mid-single digits with margins about 150 basis points ahead of S&P's forecast. At that time, leverage would be below 6.0x. ROSELAND VILLAGE: Files New Version of 2nd Amended Plan Outline --------------------------------------------------------------- Creditor Miller and Smith Advisory Group, LLC, filed with the Bankruptcy Court a July 12, 2013 version of its Second Amended Disclosure Statement explaining the Plan of Roseland Village, LLC and G.B.S. Holdings, Ltd. As previously reported by The Troubled Company Reporter, the Miller and Smith Plan contemplates the development of Roseland Development as a single planned community. Holders of Secured Claims have three options for payment of their allowed claims, which payment schemes propose 40-100% recovery. Holders of General Unsecured Claims, on the other hand, have two options for payment of their allowed claims, which payment options propose a 25-100% recovery. A full-text copy of Miller and Smith's Second Amended Disclosure Statement, dated July 12, 2013, is available for free at http://bankrupt.com/misc/ROSELAND_2ndDSJul12.PDF The Miller and Smith Plan is one of the competing plans for Roseland Village to be considered by a Virginia bankruptcy court for confirmation in October. The second competing plan is proposed by the Debtors. About GBS Holding Based in Midlothian, Virginia, G.B.S. Holding, Ltd., filed for Chapter 11 (Bankr. E.D. Va. Case No. 11-33708) on June 3, 2011. Chief Judge Douglas O. Tice Jr. presides over the case. Bruce E. Arkema, Esq., and Kevin J. Funk, Esq., at DurretteCrump PLC, serve as the Debtor's bankruptcy counsel. G.B.S. disclosed $42,950,000 in assets and $38,208,142 in liabilities as of the Chapter 11 filing. The petition was signed by George B. Sowers, Jr., president, who serves as G.B.S.'s designee pursuant to a court order. Affiliate Roseland Village, LLC, filed for Chapter 11 (Bankr. E.D. Va. Case No. 11-30223) on Jan. 13, 2011. G.B.S. Holding, Ltd., owns 50% of Roseland Village, LLC. DurretteCrump also represents Roseland Village. Roseland Village and GBS jointly own 1,288+/- acres adjoining each other that are jointly part of a larger assemblage of land, known as Roseland, which has been given approval from Chesterfield County as a Master Planned Development consisting of more than 1.5 million square feet of commercial space and more than 5,600 housing units. Roseland consists of 29 separate parcels that were acquired over a nine-year period. The property is located south of Route 288 at its intersection with Woolridge Road. Development of the assembled parcel will take place in some cases without regard to the property lines of the original 29 parcels that comprise the land titled to GBS and Roseland Village. RURAL/METRO CORP: $75MM DIP Loan Gets Interim OK ------------------------------------------------ Law360 reported that bankrupt ambulance company Rural/Metro Corp. won interim approval of a $75 million postpetition loan the private equity-owned firm hopes will transport it through Chapter 11 as it tries to restructure more than $700 million in debt by year's end under a negotiated deal with creditors. According to the report, with the interim approval signed by U.S. Bankruptcy Judge Kevin J. Carey, Rural/Metro will have access to $40 million of the debtor-in-possession credit facility from a group of prepeition lenders led by Credit Suisse AG. DIP Financing Motion BankruptcyData reported that the Rural/Metro filed with the U.S. Bankruptcy Court a motion for entry of interim and final orders (i) authorizing the Debtors (a) to obtain post-petition secured financing and (b) to utilize cash collateral, (ii) granting adequate protection to pre-petition first lien secured parties and (iii) scheduling a final hearing pursuant to Bankruptcy Rules 4001(b) and (c). Rural/Metro's previously-announced agreement-in-principle with the majority of its senior lenders and approximately two-thirds of its bondholders includes a significant cash investment from bondholders. This pre-negotiated restructuring agreement is designed to comprehensively address the Company's capital expenditure needs. The Company has arranged for $75 million in debtor-in-possession financing from certain of its secured lenders, of which $40 million will be made available upon the entry of the interim order. Credit Suisse AG will act as administrative agent and collateral agent. In connection with the D.I.P. Facility, upon entry of the interim order, the D.I.P. administrative agent will provide a facility of up to $15 million, and after the final order entry date, a facility up to $30 million. D.I.P. loans will bear interest, at the option of the borrower, at one of the following rates: (i) the applicable rate (8.50% per annum in the case of ABR loans or 9.50% per annum in the case of Eurocurrency loans); (ii) the applicable rate plus the adjusted LIBO rate provided that the LIBO rate with respect to D.I.P. loans will at no time be less than 1.50% per annum. The motion explains, "Several compelling reasons justify approval of the DIP Facility. First, the DIP Facility is the best offer to emerge from extensive negotiations and a competitive process, and has left the Debtors with the most favorable terms under the circumstances. Second, the terms of the DIP facility are reasonable and provide the Debtors with the necessary flexibility to operate and emerge from these Chapter 11 cases. For example, the DIP facility includes favorable pricing terms, reasonable adequate protection measures for the Prepetition First Lien Secured Parties' interests and reasonable fees for the DIP lender's professionals. Third, the DIP facility is the first step in the implementation of the intended consensual balance sheet restructuring and the vast majority of the Debtors' capital structure supports the relief requested herein pursuant to the terms of the Restructuring Support Agreement." About Rural/Metro Headquartered in Scottsdale, Arizona, Rural/Metro Corporation -- http://www.ruralmetro.com-- is a national provider of 911- emergency and non-emergency interfacility ambulance services and private fire protection services, operating in 21 states and nearly 700 communities. Rural/Metro Corp. and 59 affiliates sought Chapter 11 protection on Aug. 4, 2013, before the U.S. Bankruptcy Court for the District of Delaware. The Debtors' lead bankruptcy counsel are Matthew A. Feldman, Esq., Rachel C. Strickland, Esq., and Daniel Forman, Esq., at WILLKIE FARR & GALLAGHER LLP, in New York. Maris J. Kandestin, Esq., and Edmon L. Morton, Esq., at YOUNG, CONAWAY, STARGATT & TAYLOR, LLP, in Wilmington, Delaware, serve as the Debtors' local Delaware counsel. Alvarez & Marsal Healthcare Industry Group, LLC, and FTI Consulting, Inc., are the Debtors' financial advisors, while Freres & Co. L.L.C. is their investment banker. Donlin, Recano & Company, Inc., is the Debtors' claims and noticing agent. SAN BERNARDINO, CA: Workers Withdraw Challenge to Bankruptcy ------------------------------------------------------------ Karen Gullo, writing for Bloomberg News, reported that the San Bernardino Public Employees Association withdrew its objection to the city's eligibility for bankruptcy protection while the city dropped its effort to reject collective bargaining agreements with the union. According to the report, the agreement leaves the California Public Employees' Retirement System as the sole challenger to the city's effort to declare bankruptcy. San Bernardino and the union reached a tentative agreement over the terms and conditions of the workers' employment on July 31, according to a filing in U.S. Bankruptcy Court in Riverside, California, the report said. Under the accord, the union dropped its opposition to the bankruptcy and the city withdrew a request with the court to reject bargaining agreements, according to the filing. Calpers contends San Bernardino doesn't qualify for bankruptcy protection because, after a year in bankruptcy court, there is "not even a glimmer of a plan to reorganize its finances," it said in an Aug. 2 filing. Calpers wants the city to make up missed payments. About San Bernardino, Calif. San Bernardino, California, filed an emergency petition for municipal bankruptcy under Chapter 9 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 12-28006) on Aug. 1, 2012. San Bernardino, a city of about 210,000 residents roughly 65 miles (104 km) east of Los Angeles, estimated assets and debts of more than $1 billion in the bare-bones bankruptcy petition. The city council voted on July 10, 2012, to file for bankruptcy. The move lets San Bernardino bypass state-required mediation with creditors and proceed directly to U.S. Bankruptcy Court. The city is represented that Paul R. Glassman, Esq., at Stradling Yocca Carlson & Rauth. San Bernardino joined two other California cities in bankruptcy: Stockton, an agricultural center of 292,000 east of San Francisco, and Mammoth Lakes, a mountain resort town of 8,200 south of Yosemite National Park. SAN BERNARDINO, CA: CalPERS Pushes Court to Kill Bankruptcy ----------------------------------------------------------- Law360 reported that the California Public Employees' Retirement System asked a federal judge to stop San Bernardino, Calif., from proceeding with its municipal bankruptcy, arguing that the city's failure to plan should bar it from insolvency protection. The city should not be allowed to turn to bankruptcy court after it repeatedly ignored warnings of mismanagement and failed to stop runaway spending, CalPERS, a state pension fund, said in a written filing to U.S. Bankruptcy Judge Meredith A. Jury, the report related. About San Bernardino, Calif. San Bernardino, California, filed an emergency petition for municipal bankruptcy under Chapter 9 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 12-28006) on Aug. 1, 2012. San Bernardino, a city of about 210,000 residents roughly 65 miles (104 km) east of Los Angeles, estimated assets and debts of more than $1 billion in the bare-bones bankruptcy petition. The city council voted on July 10, 2012, to file for bankruptcy. The move lets San Bernardino bypass state-required mediation with creditors and proceed directly to U.S. Bankruptcy Court. The city is represented that Paul R. Glassman, Esq., at Stradling Yocca Carlson & Rauth. San Bernardino joined two other California cities in bankruptcy: Stockton, an agricultural center of 292,000 east of San Francisco, and Mammoth Lakes, a mountain resort town of 8,200 south of Yosemite National Park. SEVEN COUNTIES: Cash Collateral Hearing Continued to Sept. 10 ------------------------------------------------------------- The status hearing on Seven Counties Services, Inc.'s motion to use cash collateral and provide adequate protection will be continued to Sept. 10, 2013, at 10:00 AM (Eastern Time), before Judge Joan A. Lloyd of the U.S. Bankruptcy Court for the Western District of Kentucky, Louisville Division. The Debtor seeks authority to use the cash collateral of Fifth Third Bank. As adequate protection for the Debtor's continued use of cash collateral, Fifth Third is granted (i) a valid, enforceable, attached, and automatically perfected first priority assignment of and security interest in and lien on all of the existing and hereafter acquired right, title, and interest of the Debtor in and to the Cash Collateral and post-petition accounts receivable solely for the Fourth Interim Period and only to the same extent Fifth Third held valid, enforceable, and perfected security interests in the Cash Collateral prior to the Petition Date; and (ii) Debtor will reimburse Fifth Third for Interest Drawings, as that term is defined in the Letters of Credit; and (iii) to the extent that Bank of New York Mellon ("BONY") makes a Remarketing Drawing or Liquidity Drawing (as defined in the Letters of Credit) on any Letter of Credit, the Debtors will make monthly payments to Fifth Third at the interest rate set forth in Section 6.1(b) of the 2005 and 2011 Reimbursement Agreements and/or Section 2.2(b) of the 1999 Reimbursement Agreement, as applicable, on the outstanding amount drawn pursuant to the Remarketing Drawing(s) and/or Liquidity Drawing(s). About Seven Counties Seven Counties Services Inc., a not-for-profit behavioral services provider from Louisville, Kentucky, filed for Chapter 11 protection (Bankr. W.D. Ky. Case No. 13-31442) in the hometown on April 4, 2013. The petition was signed by Anthony M. Zipple as president/CEO. The Debtor scheduled assets of $45,603,716 and scheduled liabilities of $232,598,880. Seiller Waterman LLC serves as the Debtor's counsel. Judge Joan A. Lloyd presides over the case. The agency generates more than $100 million a year in revenue and employs a staff of 1,400 providing services at 21 locations and 120 schools and community centers. SHINGLE SPRINGS: S&P Raises ICR to 'B'; Outlook Positive -------------------------------------------------------- Standard & Poor's Ratings Services raised its issuer credit rating on Placerville, Calif.-based Shingle Springs Tribal Gaming Authority (the Authority) to 'B' from 'CCC'. The rating outlook is positive. At the same time, S&P assigned the Authority's proposed $15 million first-out revolver due 2016 and the proposed $240 million term loan B due 2019 its 'B' issue-level. S&P also assigned the Authority's proposed $250 million senior notes due 2021 its 'CCC+' issue-level rating. S&P expects the Authority to use proceeds from the term loan and notes, together with cash on hand, to refinance all existing debt at the Authority, to make a $57.1 million payment to settle all obligations with former casino manager Lakes KAR-Shingle Springs LLC (Lakes), and to pay for fees and expenses. "The rating upgrade reflects a meaningful improvement in the Authority's long-term financial risk profile following the completion of the proposed financing transaction," said Standard & Poor's credit analyst Ariel Silverberg. The transaction will result in the elimination of refinancing risk related to the Authority's existing senior notes and its loan from Lakes. The transaction will also result in a meaningful increase in EBITDA, a product of the near-elimination of the Authority's revenue share contribution to the State of California through June 2020, and the elimination of future management fee payments to Lakes. Execution of the proposed financing transaction is the remaining condition necessary under the Shingle Springs Band of Miwok Indians' (the Tribe) recently amended compact that will trigger the elimination of revenue contribution payments to the state until July 1, 2015. These payments are currently between 20% and 25% of slot net win. Beginning July 1, 2015, through June 30, 2020, the revenue contribution will be 15% of net slot win. However, during that time, the Authority will benefit from a credit from the state of $25 million to $28 million per year for five years. In addition, on July 16, 2013, the Authority executed a termination agreement with Lakes and agreed to pay a one-time payment of $57.1 million to Lakes (to be paid with proceeds of the proposed financing transaction). Effective upon funding of the one-time payment, the termination will result in an elimination of future management fee payments. Lakes has not had day-to-day involvement with the casino since 2010, and S&P do not expect the termination of the management agreement to negatively impact the operating performance of the casino. SOUTHERN MONTANA ELECTRIC: Committee Taps Anderson ZurMeuhlen ------------------------------------------------------------- The Official Committee of Unsecured Creditors appointed in the Chapter 11 case of Southern Montana Electric Generation and Transmission Cooperative, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Montana to retain Anderson ZurMuehlen and Shirlee Walker as accountant and expert witness. The professional services Anderson ZurMuehlen and Shirlee Walker is to render include: analyze Debtor's finances as disclosed on monthly operating reports after rejection of PPL contract and commencement of adequate protection payments to prepetition Noteholders and prior to settlements with Yellowstone Valley Electric Cooperative and City of Great Falls to establish a base line; project cash flow of Debtor without income from Great Falls and YVEC; and testify as to conclusions at hearing on motion to convert. Shirlee Walker will be paid $210 per hour. Ms. Walker may require assistance of one or more other professionals or paraprofessionals at Anderson ZurMuehlen who will be paid the following hourly rates: Shareholders $210 to $270 Senior Manager $185 Manager $160 Supervisor $135 Senior $120 Para Professional $110 Staff Accountant $105 Anderson ZurMuehlen and Shirlee Walker assure the Court that they have no connection with the Debtor, the Trustee, the creditors, or any other party in interest, or their respective attorneys and accountants, the United States Trustee, or any person employed in the office of the United States Trustee, and is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. About Southern Montana Electric Based in Billings, Montana, Southern Montana Electric Generation and Transmission Cooperative, Inc., was formed to serve five other electric cooperatives. The city of Great Falls later joined as the sixth member. Including the city, the co-op serves a population of 122,000. In addition to Great Falls, the service area includes suburbs of Billings, Montana. Southern Montana filed for Chapter 11 bankruptcy (Bankr. D. Mont. Case No. 11-62031) on Oct. 21, 2011. Southern Montana estimated assets of $100 million to $500 million and estimated debts of $100 million to $500 million. Timothy Gregori signed the petition as general manager. Malcolm H. Goodrich, Esq., at Goodrich Law Firm, P.C., in Billings, Montana, serves as the Debtor's counsel. After filing for reorganization in October, the co-op agreed to a request for appointment of a Chapter 11 trustee. Lee A. Freeman was appointed as the Chapter 11 trustee in December 2011. He is represented by Joseph V. Womack, Esq., at Waller & Womack, and John Cardinal Parks, Esq., Bart B. Burnett, Esq., Robert M. Horowitz, Esq., and Kevin S. Neiman, Esq., at Horowitz & Burnett, P.C. Harold V. Dye, Esq., at Dye & Moe, P.L.L.P., in Missoula, Montana, represents the Unsecured Creditors' Committee as counsel. SOUTHERN ONE: Confirmation Hearing is Set for Sept. 23 ------------------------------------------------------ The hearing for the confirmation of Amended Plan of Reorganization of Southern One Twenty One Investments, Ltd., will be held on Sept. 23, 2013 in the U.S. Bankruptcy Court for the Eastern District of Texasm before the Honotable Brenda T. Rhoades. Parties-in-interest may file objections to the Plan confirmation no later than Sept. 9, 2013, at 5:00 p.m. The Debtor obtained approval of the Amended Disclosure Statement explaining the Amended Plan on July 22, 2013. The Debtor is authorized to make any necessary non-material changes, if any, to the Amended Disclosure Statement, the Plan, and accompanying exhibits prior to transmittal to creditors without further Court order. A copy of the Amended Disclosure Statement dated July 19, 2013 is available for free at: http://bankrupt.com/misc/SOUTHERNOne_AmdDSJul19.PDF As reported in the June 18, 2013 edition of The Troubled Company Reporter, the Plan provides for the designation and treatment of 7 classes of claim and interests in the Debtor: Class 1 MetroBank Claim Class 2 Norman and Fawn Payson Secured Claim Class 3 Jimmy Y. An Secured Claim Class 4 Collin County Priority Tax Claim Class 5 General Unsecured Claims based on lending to Debtor Class 6 Other Unsecured Claims Class 7 Current Partnership Interests Priority of claim payment will first be to the allowed amount of the Class 1 Claim, followed by the Class 2 Claim, and then the Class 3 Claim. The Class 4 Claim will be paid in full within 10 days of the Effective Date. Allowed Class 5 Claims will be paid pro rata out of the proceeds of the sales of the Debtor's real estate or other funds after the payment in full of Class 1, 2, 3 and 4. Allowed Class 6 Claims will also be paid pro rata with the claims of Class 5 Claims. All current partnership interest in the Debtor will be cancelled on the Effective Date and new partnership interests will be issued. Creditors eligible to vote on the Plan have until Sept. 16, 2013, at 5:00 p.m., to send in their ballots. About Southern One Southern One Twenty One Investments, Ltd., filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 12-43311) in Sherman, Texas, on Dec. 3, 2012. Nicole L. Hay, Esq., Jason M. Katz, Esq., and Gerald P. Urbach, Esq., at Hiersche Hayward Drakeley & Urbach P.C., in Addison, Texas, serve as counsel to the Debtor. The Debtor, a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101(51B), estimated assets and liabilities of at least $10 million. The Dallas-based company said in a filing that its principal asset comprises almost 81 acres near Highway 121 and Chelsea Boulevard in Allen, Texas. The property is close to a shopping mall. SOUTHERN ONE: Wants Exclusive Solicitation Pd. Extended to Nov. 28 ------------------------------------------------------------------ Southern One Twenty One Investments, Ltd., seeks a 90-day extension of its exclusive plan solicitation deadline through November 28, 2013. The current exclusive solicitation period terminates on Aug. 30, 2013. The Debtor reasons that cause exists for its extension request and adds that it has obtained Court approval of the Amended Disclosure Statement last July 22, 2013. The Clerk of the Court notes that no hearing on the request will be conducted unless a written objection is timely filed with the Court. About Southern One Southern One Twenty One Investments, Ltd., filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 12-43311) in Sherman, Texas, on Dec. 3, 2012. Nicole L. Hay, Esq., Jason M. Katz, Esq., and Gerald P. Urbach, Esq., at Hiersche Hayward Drakeley & Urbach P.C., in Addison, Texas, serve as counsel to the Debtor. The Debtor, a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101(51B), estimated assets and liabilities of at least $10 million. The Dallas-based company said in a filing that its principal asset comprises almost 81 acres near Highway 121 and Chelsea Boulevard in Allen, Texas. The property is close to a shopping mall. SPECIALTY PRODUCTS: PI Committee & FCR File 2nd Amended Plan ------------------------------------------------------------ A second amended Chapter 11 plan was filed by the Official Committee of Asbestos Personal Injury Claimants and the Future Claimants' Representative for Specialty Products Holding Corp. and Bondex International, Inc. The Plan provides that Bondex, SPHC, and the Reorganized SPHC Companies will be separated from their non-Debtor direct or indirect parent. An asbestos personal injury trust will be created and SPHC, Reorganized SPHC and the Reorganized SPHC Companies will be the only entities to receive the benefits of injunction under Section 524(g) of the Bankruptcy Code. The Asbestos Trust will be funded with 100% of the New SPHC Stock and any claims or cause of action held against third parties. Reorganized SPHC will be managed and/or sold for the benefit of holders of all claims that are not paid in Cash, subordinated, cancelled or otherwise treated pursuant to the Plan. Current SPHC Equity Interests will be cancelled, annulled, and extinguished and new SPHC stock will be issued. Under the Plan, the holders of Allowed General Unsecured Claims against SPHC (Class 3) and Allowed Intercompany Claims against SPHC (Class 5) will receive: (i) Pro Rata share of Cash equal to the Allowed amount of the claim; or (ii) other treatment as the Plan Proponents and the claim holder will agree. A full-text copy of the Disclosure Statement dated Aug. 2, 2013, is available for free at: http://bankrupt.com/misc/SPECIALTYPRODUCTSds0802.pdf About Specialty Products Cleveland, Ohio-based Specialty Products Holdings Corp., aka RPM, Inc., is a wholly owned subsidiary of RPM International Inc. The Company is the holding company parent of Bondex International, Inc., and the direct or indirect parent of certain additional domestic and foreign subsidiaries. The Company claims to be a leading manufacturer, distributor and seller of various specialty chemical product lines, including exterior insulating finishing systems, powder coatings, fluorescent colorants and pigments, cleaning and protection products, fuel additives, wood treatments and coatings and sealants, in both the industrial and consumer markets. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 10-11780) on May 31, 2010. Gregory M. Gordon, Esq., Dan B. Prieto, Esq., and Robert J. Jud, Esq., at Jones Day, serve as bankruptcy counsel. Daniel J. DeFranceschi, Esq., and Zachary I. Shapiro, Esq., at Richards Layton & Finger, serve as co- counsel. Logan and Company is the Company's claims and notice agent. The Company estimated its assets and debts at $100 million to $500 million. The Company's affiliate, Bondex International, Inc., filed a separate Chapter 11 petition on May 31, 2010 (Case No. 10-11779), estimating its assets and debts at $100 million to $500 million. On May 20, 2013, the Bankruptcy Court entered an order estimating the amount of the Debtors' asbestos liabilities, and a related memorandum opinion in support of the estimation order. The Bankruptcy Court estimated the current and future asbestos claims associated with Bondex International, Inc. and Specialty Products Holding at approximately $1.17 billion. The estimation hearing represents one step in the legal process in helping to determine the amount of potential funding for a 524(g) asbestos trust. SPIRIT AEROSYSTEMS: S&P Revises Outlook to Neg. & Affirms 'BB' CCR ------------------------------------------------------------------ Standard & Poor's Ratings Services revised its rating outlook on Spirit AeroSystems Inc. to negative from stable. At the same time, S&P affirmed the ratings on the company, including the 'BB' corporate credit rating and the 'BBB-' rating on the company's $1.2 billion senior secured credit facility (which includes a $650 million revolver and a $550 million term loan), with a recovery rating of '1', which indicates very high recovery (90%- 100%) in a payment default scenario. S&P is also affirming its 'BB-' rating on Spirit's $600 million unsecured notes with a recovery rating of '5', indicating expectations of modest recovery (10%-30%) in a simulated default scenario. "The outlook revision reflects our view that cost overruns and related problems executing new programs will result in Spirit's key credit metrics for 2013 falling short of our previous expectations and will delay a turn to sustainable positive free cash flow until at least 2014," said Standard & Poor's credit analyst Christopher Denicolo. Spirit announced that they will be taking an additional $350 million to $400 million in forward loss charges in the second quarter of 2013, which follows the $645 million taken in 2012. The 2013 charges relate largely to expected cost growth on the Gulfstream G280 and G650 programs, which are manufactured in the company's Tulsa, Oklahoma facility. Although the charge is noncash now, the higher costs will result in additional cash outflows over the next few years. The outlook is negative. Although Spirit benefits from a sizable backlog, healthy demand for commercial aircraft, and adequate near-term liquidity, problems with new development programs have resulted in two significant forward loss charges, totaling more than $1 billion, in less than a year. The most recent charges are likely to result in FFO to debt remaining below S&P's previous downgrade trigger of 25% through mid-2014, and S&P could lower the rating if adverse conditions or any additional problems on new programs keep the ratio at this level past the end of 2014. S&P could also lower the rating if such issues cause cash and revolver availability to decline to less than $500 million. S&P could revise the outlook to stable if an absence of further material charges and increasing free cash flow from higher production on the 787 and other programs result in FFO to debt above 30%. STOCKTON, CA: Audit Hammers City's Financial Management ------------------------------------------------------- Reuters reported that many of Stockton, California's fiscal problems can be traced to poor decision-making, weak accounting and fiscal mismanagement, state controller John Chiang said. If left unaddressed, the problems will continue to "invite wasteful spending," Chiang's office said in a report. An audit by his office found that Stockton officials should have been aware of how the cost of retiree healthcare and labor contracts would place a long-term strain on the city's finances, Reuters related. Stockton filed for bankruptcy last year after its city council concluded it could not accept further public safety cuts. With nearly 300,000 residents, Stockton was the biggest U.S. city to have filed for bankruptcy until Detroit filed last month. Stockton's case is testing whether bondholders and bond insurers will be forced to swallow losses while the city leaves pensions for its workers and retirees intact. The California controller's audit also found that as early as 2006, officials should have been aware that a decline in home- building permits was a potential signal that Stockton's housing boom was coming to an end and would pare city revenue. About Stockton, Cal. The City of Stockton, California, filed a Chapter 9 petition (Bankr. E.D. Cal. Case No. 12-32118) in Sacramento on June 28, 2012, becoming the largest city to seek creditor protection in U.S. history. The city was forced to file for bankruptcy after talks with bondholders and labor unions failed. Stockton estimated more than $1 billion in assets and in excess of $500 million in liabilities. The city, with a population of about 300,000, identified the California Public Employees Retirement System as the largest unsecured creditor with a claim of $147.5 million for unfunded pension costs. In second place is Wells Fargo Bank NA as trustee for $124.3 million in pension obligation bonds. The list of largest creditors includes $119.2 million owing on four other series of bonds. The city is being represented by Marc A. Levinson, Esq., and John W. Killeen, Esq., at Orrick, Herrington & Sutcliffe LLP. The petition was signed by Robert Deis, city manager. Mr. Levinson also represented the city of Vallejo, Cal. in its 2008 bankruptcy. Vallejo filed for protection under Chapter 9 (Bankr. E.D. Cal. Case No. 08-26813) on May 23, 2008, estimating $500 million to $1 billion in assets and $100 million to $500 million in debts in its petition. In August 2011, Vallejo was given green light to exit the municipal reorganization. The Vallejo Chapter 9 plan restructures $50 million of publicly held debt secured by leases on public buildings. Although the Plan doesn't affect pensions, it adjusts the claims and benefits of current and former city employees. Bankruptcy Judge Michael McManus released Vallejo from bankruptcy on Nov. 1, 2011. The bankruptcy judge on April 1, 2013, ruled that the city of Stockton is eligible for municipal bankruptcy in Chapter 9. T-L CHEROKEE: Cole Taylor Balks at Approval of Plan Outline ----------------------------------------------------------- Secured creditor Cole Taylor Bank asks the Bankruptcy Court to deny approval of the Disclosure Statement explaining T-L Cherokee South LLC's Joint Plan of Reorganization dated June 12, 2013, and provide relief, including relief from the automatic stay. According to Cole Taylor, the Debtor's Plan proposes a "deemed" substantive consolidation of the Debtor with four other debtors for purposes of voting, confirmation, distributions to creditors, and administration. Cole Taylor asserts that: -- 11 U.S.C. Section 1123(a)(5)(C) does not permit the Bankruptcy Court to order substantive consolidation of the Debtors' estates; and -- there is no basis for substantive consolidation under the circumstances of the case. Richard M. Bendix, Esq., at Dykema Gossett PLLC, represents Cole Taylor as counsel. 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. The Debtors 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. T-L Cherokee South, LLC disclosed undetermined assets and $17,761,13 in liabilities as of the Chapter 11 filing. TALISMAN ENERGY: S&P Retains 'BB+' Preferred Stock Rating --------------------------------------------------------- Standard & Poor's Ratings Services said it revised its outlook on Calgary, Alta.-based oil and gas exploration and production (E&P) company Talisman Energy Inc. to negative from stable. At the same time, Standard & Poor's lowered its commercial paper (CP) rating on the company to 'A-3' from 'A-2'. Standard & Poor's also affirmed its 'BBB' long-term corporate credit and senior unsecured debt ratings on the company. The preferred stock ratings of 'BB+' (global scale) and 'P-3(High)' (Canada scale) are unchanged. "The outlook revision and lower CP rating reflect our belief that there is significant execution risk as Talisman embarks on new strategic initiatives to increase production netbacks, improve operating efficiency, and strengthen the company's balance sheet," said Standard & Poor's credit analyst Aniki Saha-Yannopoulos. "We expect that Talisman's funds from operations (FFO) will continue to weaken and the company's credit measures will remain stressed through 2014 as it transitions under its CEO's new strategies. At the same time, Talisman's significant asset sales may weaken its business risk profile. We acknowledge that the increasing focus on higher netbacks and managing capex within cash flow and asset sales are positive for the company, but believe there is some uncertainty in the timing of the successful execution of the various initiatives. For 2013 and 2014, we project Talisman's daily production to be 365,000-375,000 barrels and FFO-to-debt at about 30%-35%". The ratings on Talisman reflects Standard & Poor's view of the company's "satisfactory" business risk profile and "intermediate" financial risk profile. More specifically, the ratings reflect S&P's view of diversified upstream assets, a significant amount of production linked to high oil prices, and management's new strategic policies. S&P believes the weaknesses associated with Talisman's limited production and reserves growth, and an elevated cost structure relative to that of peers and weakening credit measures somewhat offset these strengths. The company's portfolio of assets includes those in Southeast Asia and North America (including unconventional shale plays), in addition to an inventory of global exploration assets. As of March 31, 2012, it had about US$7 billion in debt, adjusted for operating leases and asset retirement obligations. The negative outlook reflects Standard & Poor's view that that there is significant uncertainty on how quickly and successfully Talisman can execute its strategic initiatives and stem the company's declining production and weakening credit measures. S&P projects that adjusted FFO-to-net adjusted debt will deteriorate to about 30% during 2013-2014 using our base-case commodity pricing. S&P would consider lowering the ratings a notch if Talisman's financial risk profile continues to deteriorate such that FFO-to- net adjusted debt remains below 30% due to elevated operating costs or weak netbacks. Although S&P do not expect any large production growth during its outlook period, any substantial drop in either production or realized commodity prices could also lead to a downgrade. For S&P to revise the outlook to stable, it would expect the company's business risk profile to improve -- for example, if it were to improve its operating costs and production netbacks on a sustainable basis. S&P also expects Talisman to maintain its FFO- to-net adjusted debt to stay above 30%. At the same time, S&P would expect the company to sustain or increase its production and reserve profiles. TAYLOR BEAN: Accountant Must Yield Tax Docs in FCA Case ------------------------------------------------------- Law360 reported that a Georgia magistrate judge ordered the accountant of an owner of a bankrupt mortgage company who also had a stake in Taylor Bean & Whitaker Mortgage Corp. to produce tax documents for a False Claims Act suit over bogus applications for federal mortgage guarantees, finding no accountant-client privilege applied. According to the report, U.S. Magistrate Judge E. Clayton Scofield III held that the court's jurisdiction was based on federal questions under the FCA, and as such, Georgia's accountant-client privilege wasn't relevant. The case is United States of America et al v. Taylor, Bean & Whitaker Mortgage Corporation et al, Case No. 1:06-cv-03023 (N.D. Ga.) before Judge Julie E. Carnes. About Taylor Bean Taylor, Bean & Whitaker Mortgage Corp. grew from a small Ocala- based mortgage broker to become one of the largest mortgage bankers in the United States. In 2009, Taylor Bean was the country's third largest direct-endorsement lender of FHA-insured loans of the largest wholesale mortgage lenders and issuer of mortgage backed securities. It also managed a combined mortgage servicing portfolio of approximately $80 billion. The company employed more that 2,000 people in offices located throughout the United States. Taylor Bean sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 09-07047) on Aug. 24, 2009. Taylor Bean filed the Chapter 11 petition three weeks after federal investigators searched its offices. The day following the search, the Federal Housing Administration, Ginnie Mae and Freddie Mac prohibited the company from issuing new mortgages and terminated servicing rights. Taylor Bean estimated more than $1 billion in both assets and liabilities in its bankruptcy petition Lee Farkas, the former chairman, was sentenced in June to 30 years in federal prison after being convicted on 14 counts of conspiracy and bank, wire and securities fraud in what prosecutors said was a $3 billion scheme involving fake mortgage assets. Jeffrey W. Kelly, Esq., and J. David Dantzler, Jr., Esq., at Troutman Sanders LLP, in Atlanta, Ga., and Russel M. Blain, Esq., and Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, in Tampa, Fla., represent the Debtors. Paul Steven Singerman, Esq., and Arthur J. Spector, Esq., at Berger Singerman PA, in Miami, Fla., represent the Committee. BMC Group, Inc., serves as the claims and noticing agent. Unsecured creditors were expected to receive 3.3% to 4.4% under a Chapter 11 plan approved in July 2011. TECHDYNE LLC: Settles with Hiox Capital, Seeks to Dismiss Case -------------------------------------------------------------- TechDyne, LLC, asks the U.S. Bankruptcy Court for the District of Arizona to approve a settlement agreement with Hiox Capital, LLC, which agreement will satisfy the debt owing by the Debtor to HIOX and provide a buy/sell mechanism to retire HIOX's 4.8770546% member interest in the Debtor. The Debtor will pay HIOX $405,590, at $75,000 down payment upon approval of the settlement and payments over time at 10% interest in monthly installments of $15,000. On or before the year after the end of the payoff, the Debtor will buy and HIOX will sell its 4.8770546% member interest in TechDyne for 50% of the then- existing fair market value of the Debtor. According to the Debtor's counsel, Bradley J. Stevens, Esq., at Jennings, Strouss & Salmon, P.L.C., in Phoenix, Arizona, the satisfaction of the HIOX Claim will resolve all remaining issues with the case. Accordingly, the Debtor also asks the Court to dismiss the bankruptcy case upon the Court's approval of the settlement. David D. Cleary, Esq. -- cleary@gtlaw.com -- at Greenberg Traurig, LLC, in Phoenix, Arizona, represents HIOX Capital. About TechDyne, LLC Scottsdale, Arizona-based TechDyne, LLC, is a developer and entrepreneur of two patented technologies: light armor and a medical cervical devise to prevent premature births. The Company filed for Chapter 11 protection (Bankr. D. Ariz. Case No. 11-16739) on June 9, 2011. Judge Charles G. Case, II, presides over the case. In its schedules, the Debtor disclosed $100,000,070 in assets and $701,313 in debts. The petition was signed by Benjamin V. Booher, Sr., managing member. The U.S. Trustee for Region 8, has not appointed an official committee of unsecured creditors in the Debtor's case because an insufficient number of persons holding unsecured claims have expressed interest in serving on a committee. The U.S. Trustee reserves the right to appoint such a committee would interest develop among the creditors. Bradley J. Stevens, Esq. -- bstevens@jsslaw.com -- at Jennings, Strouss & Salmon, PLC, in Phoenix, Ariz., represents the Debtor as counsel. THQ INC: Liquidation Plan Declared Effective -------------------------------------------- THQ Inc. and its debtor affiliates notified the U.S. Bankruptcy Court for the District of Delaware that on Aug. 2, 2013, their Second Amended Chapter 11 Plan of Liquidation became effective. About THQ Inc. THQ Inc. (NASDAQ: THQI) -- http://www.thq.com/-- was a worldwide developer and publisher of interactive entertainment software. The Company developed its products for all popular game systems, personal computers, wireless devices and the Internet. Headquartered in Los Angeles, California, THQ sold product through its network of offices located throughout North America and Europe. THQ Inc. and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-13398) on Dec. 19, 2012. Michael R. Nestor, M. Blake Cleary and Jaime Luton Chapman at Young Conaway Stargatt & Taylor, LLP; and Oscar Garza at Gibson, Dunn & Crutcher LLP represent the Debtors. FTI Consulting and Centerview Partners LLC are the financial advisors. Kurtzman Carson Consultants is the claims and notice agent. Before the bankruptcy, Clearlake signed a contract to buy Agoura THQ for a price said to be worth $60 million. After a 22-hour auction with 10 bidders, the top offers brought a combined $72 million from several buyers who will split up the company. Judge Walrath approved the sales in January. Some of the assets didn't sell, including properties the company said could be worth about $29 million. Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed five persons to serve in the Official Committee of Unsecured Creditors. The Committee tapped Houlihan Lokey Capital as its financial advisor and investment banker, Landis Rath & Cobb as co-counsel and Andrews Kurth as counsel. TOMSTEN INC: Wants Plan Filing Exclusivity Extended Thru Nov. 25 ---------------------------------------------------------------- Tomsten, Inc., dba Archiver's, seeks an extension of the exclusive time for them to file a Chapter 11 plan through Nov. 25, 2013, and the exclusive time for them to solicit acceptances for that plan through Jan. 23, 2014. The Debtor estimates that the full effect of its new business plan won't be realized until the fourth quarter of this year. At that time, the Debtor expects to negotiate a plan of reorganization with the Unsecured Creditors Committee and file it with the Court. The Debtor's business plan is based on the introduction of the "Memory Lab" -- a technology based method to help customers organize and display their digital pictures -- into each store. It is designed to complement the Debtor's more established business related to scrapbooking. Memory Lab became fully functional in May 2013 and marketing based on it began in June. About Tomsten Hennepin, Minnesota-based Tomsten, Inc., doing business as Archiver's, filed a bare-bones Chapter 11 petition (Bankr. D. Minn. Case No. 13-42153) in Minneapolis on April 29, 2013. The Debtor estimated assets of at least $10 million and liabilities of at least $1 million as of the Chapter 11 filing. The Debtor has tapped and Michael L. Meyer, Esq., and the firm of Ravich Meyer Kirkman McGrath Nauman & Tansey as counsel. Judge Gregory F. Kishel presides over the case. The Official Unsecured Creditors' Committee is represented by Jay Jaffe, Esq., at Faegre Baker Daniels LLP. TRIBUNE CO: Citi, Merrill Helped Cause Co.'s Fall, Trustee Says --------------------------------------------------------------- Law360 reported that the litigation trustee overseeing Tribune Co.'s Chapter 11 case launched a lawsuit in New York federal court accusing Citigroup Global Markets Inc. and Merrill Lynch Pierce Fenner & Smith Inc. of causing Tribune's bankruptcy. According to the report, Marc S. Kirschner alleges Citigroup and Merrill, lured by the prospect of huge fees, set aside their "serious reservations" and assisted in a reckless leveraged buyout that funneled more than $8 billion to Tribune's shareholders while saddling the company with massive debt. That debt quickly led to the bankruptcy of the company, the report added. The case is The Official Committee of Unsecured Creditors of the Tribune Company v. Citigroup Global Markets Inc et al., Case No. 1:12-cv-06055 (S.D.N.Y.), before Judge William H. Pauley, III. About Tribune Co. Chicago, Illinois-based Tribune Co. -- http://www.tribune.com/-- and 110 of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8, 2008. The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of Dec. 8, 2008, the Debtors listed $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP served as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP served as the Committee's financial advisor. Landis Rath Moelis & Company served as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represented the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Protracted negotiations and mediation efforts and numerous proposed plans of reorganization filed by Tribune Co. and competing creditor groups delayed Tribune's emergence from bankruptcy. Many of the disputes among creditors center on the 2007 leveraged buyout fraudulence conveyance claims, the resolution of which is a key issue in the bankruptcy case. Judge Kevin J. Carey issued an order dated July 13, 2012, overruling objections to the confirmation of Tribune Co. and its debtor affiliates' Plan of Reorganization. In November 2012, Tribune received approval from the Federal Communications Commission to transfer media licenses, one of the hurdles to implementing the reorganization plan. Aurelius Capital Management LP failed in halting implementation of the plan pending appeal. Tribune Co. exited Chapter 11 protection Dec. 31, 2012, ending four years of reorganization. The reorganization allowed a group of banks and hedge funds, including Oaktree Capital Management and JPMorgan Chase & Co., to take over the media company. TRINITY COAL: Halts Bankruptcy Auction to Discuss Reorganization ---------------------------------------------------------------- Katy Stech, writing for Dow Jones Business News, reported that the owner of struggling Trinity Coal Corp. has put up $15 million to stop the bankruptcy auction process for the company's Appalachian coal mining operations--a halt that buys Trinity Coal executives time to negotiate a bankruptcy-exit plan with its lenders. Trinity Coal's owner, India-based steel and energy conglomerate Essar Global Ltd., agreed to spend $15 million to keep the company operating and push back a series of auction deadlines required by Trinity Coal's lenders, according to court papers filed in U.S. Bankruptcy Court in Lexington, Ky., the report related. The deal pushes back Trinity Coal's bankruptcy loan-repayment deadline to Nov. 8. In earlier court papers, Trinity Coal officials said they were under pressure to close on a sale of the company's assets by the end of August, the report said. Trinity Coal executives were prepared to auction off some or all of the company's mining operations in West Virginia and Kentucky on July 30, but owner Essar Global said it is pushing for Trinity Coal to keep its assets and instead get out of bankruptcy through a reorganization plan, the report further related. An attorney for Trinity Coal wasn't immediately available to say whether that reorganization plan would leave Essar Global as Trinity's owner, the report noted. Essar Global owns Trinity Coal through subsidiaries. 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. VB WILIKINA: S&P Lowers Rating on 2012A Revenue Bonds to 'BB' ------------------------------------------------------------- Standard & Poor's Ratings Services lowered its long-term rating to 'BB' from 'BBB-' on Hawaii Housing Finance and Development Corp.'s series 2012A multifamily housing revenue bonds, issued on behalf of VB Wilikina L.P. (Wilikina Apartments Project). The outlook is stable. "The rating action reflects our view of the project's lower-than- projected debt service coverage levels during the past six months and slower-than-projected lease-up progress," said Standard & Poor's credit analyst Andrew Fong. The 'BB' rating further reflects S&P's assessment of the uncertainty associated with the timing of rental increases expected from the U.S. Department of Housing and Urban Development. The stable outlook reflects S&P's anticipation that this project will perform at the 'BB' rating level. WEST CORP: Posts $43.6 Million Net Income in Second Quarter ----------------------------------------------------------- West Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $43.66 million on $672.69 million of revenue for the three months ended June 30, 2013, as compared with net income of $36.69 million on $661.89 million of revenue for the same period during the prior year. For the six months ended June 30, 2013, the Company reported net income of $46.72 million on $1.33 billion of revenue, as compared with net income of $70.73 million on $1.30 billion of revenue for the same period a year ago. West Corporation reported net income of $125.54 million in 2012, net income of $127.49 million in 2011, and net income of $60.30 million in 2010. As of June 30, 2013, the Company had $3.46 billion in total assets, $4.28 billion in total liabilities and a $819.47 million total stockholders' deficit. Bankruptcy Warning The 2018 Senior Notes and the 2019 Senior Notes indentures contain covenants limiting, among other things, the Company's ability and the ability of the Company's restricted subsidiaries to: incur additional debt or issue certain preferred shares, pay dividends on or make distributions in respect of the Company's capital stock or make other restricted payments, make certain investments, sell certain assets, create liens on certain assets to secure debt, consolidate, merge, sell, or otherwise dispose of all or substantially all of the Company's assets, enter into certain transactions with the Company's affiliates and designate the Company's subsidiaries as unrestricted subsidiaries. The Company was in compliance with these financial covenants at June 30, 2013. The Company said the following statement in the regulatory filing, "Our failure to comply with these debt covenants may result in an event of default which, if not cured or waived, could accelerate the maturity of our indebtedness. If our indebtedness is accelerated, we may not have sufficient cash resources to satisfy our debt obligations and we may not be able to continue our operations as planned. If our cash flows and capital resources are insufficient to fund our debt service obligations and keep us in compliance with the covenants under our Senior Secured Credit Facilities or to fund our other liquidity needs, we may be forced to reduce or delay capital expenditures, sell assets or operations, seek additional capital or restructure or refinance our indebtedness including the notes. If we cannot make scheduled payments on our debt, we will be in default, and as a result: * our debt holders could declare all outstanding principal and interest to be due and payable; * the lenders under our Senior Secured Credit Facilities could terminate their commitments to lend us money and foreclose against the assets securing our borrowings; and * we could be forced into bankruptcy or liquidation." A copy of the Form 10-Q is available for free at: http://is.gd/I93TDo About West Corporation Founded in 1986 and headquartered in Omaha, Nebraska, West Corporation -- http://www.west.com/-- provides outsourced communication solutions to many of the world's largest companies, organizations and government agencies. West Corporation has a team of 41,000 employees based in North America, Europe and Asia. YARWAY CORPORATION: Seeks Extension of Exclusive Periods -------------------------------------------------------- Yarway Corporation asks the U.S. Bankruptcy Court for the District of Delaware to extend its exclusive period to file a Chapter 11 plan of reorganization through and including Dec. 18, 2013, and (ii) solicit acceptances of that plan through and including Feb. 17, 2014. According to the Debtor's counsel, Larry J. Nyhan, Esq., at Sidley Austin LLP, in Chicago, Illinois, the additional time will be used by the Debtor to continue the process of negotiating a consensual Chapter 11 with the Official Committee of Asbestos Personal Injury Claimants and the Future Claimants' Representative. A hearing on the Debtor's request will be held on Aug. 20, 2013, at 1:00 p.m. (ET). Objections are due Aug. 12. Kenneth P. Kansa, Esq., Dennis M. Twomey, Esq., and Allison Ross Stromberg, Esq., at Sidley Austin LLP, in Chicago, Illinois; and J. Kate Sticklers, Esq., Norman L. Pernick, Esq., and Therese A. Scheuer, Esq., at Cole, Schotz, Meisel, Forman & Leonard, P.A., in Wilmington, Delaware, also represent the Debtor. About Yarway Corporation Yarway Corporation sought Chapter 11 protection (Bankr. D. Del. Case No. 13-11025) on April 22, 2013, to deal with claims arising from asbestos containing products it allegedly sold as early as the 1920s. Yarway was founded in 1908 by Robert Yarnall and Bernard Waring as the Simplex Engineering Company and originally manufactured pipe clamps, steam traps, valves and controls. Based in Pennsylvania, Yarway was a privately-owned company until 1986 when KeyStone International, Inc. bought equity in the company. Yarway became a unit of Tyco International Ltd. when Tyco purchased KeyStone in 1997. Yarway's asbestos-related liabilities derive from Yarway's (i) purported use of asbestos-containing gaskets and packing, manufactured by others, in its production of steam valves and traps from the 1920s to 1970s, and (ii) alleged manufacture of expansion joint packing that was allegedly made up of a compound of Teflon and asbestos from the 1940s to the 1970s. Over the past five years, about 10,021 new asbestos claims have been asserted against Yarway, including 1,014 in Yarway's 2013 fiscal year ending March 31, 2013. The Debtor estimated assets and debts in excess of $100 million as of the Chapter 11 filing. Attorneys at Cole, Schotz, Meisel, Forman & Leonard, P.A. and Sidley Austin LLP serve as the Debtor's counsel in the Chapter 11 case. Logan and Co. is the claims and notice agent. On May 6, 2013, the U.S. Trustee for Region 3, appointed an official committee of asbestos personal injury claimants. The Committee tapped Elihu Inselbuch, Esq. at Caplin & Drysdale, Chartered, as lead bankruptcy counsel. YARWAY CORPORATION: Sec. 341 Meeting Rescheduled to Sept. 18 ------------------------------------------------------------ Yarway Corporation notified the U.S. Bankruptcy Court for the District of Delaware that a creditors' meeting pursuant to Section 341 of the Bankruptcy is rescheduled to Sept. 18, 2013, at 2:30 p.m. (Prevailing Eastern Time) at the J. Caleb Boggs Federal Building, at 844 King Street, 2nd Floor, Room 2112, in Wilmington, Delaware. About Yarway Corporation Yarway Corporation sought Chapter 11 protection (Bankr. D. Del. Case No. 13-11025) on April 22, 2013, to deal with claims arising from asbestos containing products it allegedly sold as early as the 1920s. Yarway was founded in 1908 by Robert Yarnall and Bernard Waring as the Simplex Engineering Company and originally manufactured pipe clamps, steam traps, valves and controls. Based in Pennsylvania, Yarway was a privately-owned company until 1986 when KeyStone International, Inc. bought equity in the company. Yarway became a unit of Tyco International Ltd. when Tyco purchased KeyStone in 1997. Yarway's asbestos-related liabilities derive from Yarway's (i) purported use of asbestos-containing gaskets and packing, manufactured by others, in its production of steam valves and traps from the 1920s to 1970s, and (ii) alleged manufacture of expansion joint packing that was allegedly made up of a compound of Teflon and asbestos from the 1940s to the 1970s. Over the past five years, about 10,021 new asbestos claims have been asserted against Yarway, including 1,014 in Yarway's 2013 fiscal year ending March 31, 2013. The Debtor estimated assets and debts in excess of $100 million as of the Chapter 11 filing. Attorneys at Cole, Schotz, Meisel, Forman & Leonard, P.A. and Sidley Austin LLP serve as the Debtor's counsel in the Chapter 11 case. Logan and Co. is the claims and notice agent. On May 6, 2013, the U.S. Trustee for Region 3, appointed an official committee of asbestos personal injury claimants. The Committee tapped Elihu Inselbuch, Esq. at Caplin & Drysdale, Chartered, as lead bankruptcy counsel. * BNY Mellon Must Face N.Y. Fraud Case on Currency Trades --------------------------------------------------------- David McLaughlin, writing for Bloomberg News, reported that Bank of New York Mellon Corp. must face a lawsuit by the New York Attorney General that accuses the world's largest custody bank of defrauding clients in foreign-exchange transactions. According to the report, Justice Marcy Friedman of New York state Supreme Court in Manhattan ruled fraud claims brought by the state Attorney General Eric Schneiderman can proceed, according to a decision dated Aug. 6. BNY Mellon was sued in 2011 by Schneiderman, who accused the bank of a 10-year fraud through the pricing of foreign-exchange transactions for private and government clients, the report recalled. Manhattan U.S. Attorney Preet Bharara also has a lawsuit pending against the bank over the same issue. BNY Mellon spokesman Kevin Heine didn't immediately comment by e- mail on the judge's decision, the news agency said. The case is People of the State of New York v. Bank of New York Mellon Corp., 114735-2009, New York state Supreme Court (Manhattan). * DOJ Sues Bank of America over Mortgage Securities --------------------------------------------------- Tom Braithwaite and Kara Scannell, writing for The Financial Times, reported that the US government sued Bank of America, alleging it committed fraud by packing mortgage-backed securities with loans that it knew to be "toxic waste". According to the report, the Department of Justice and the Securities and Exchange Commission filed separate lawsuits claiming that BofA understated the risk in $850m of mortgage- backed securities it sold in 2008. Unlike most other litigation stemming from the mortgage crisis, the MBS -- sold to investors led by Wachovia, the bank since acquired by Wells Fargo, and the Federal Home Loan Bank of San Francisco -- contained "prime" loans to better-off borrowers rather than subprime mortgages, the FT report related. The suit details email exchanges between BofA staff, disagreeing about whether loans were suitable for the MBS, the report said. A member of the BofA Securities division, which underwrote the MBS, wrote: "Like a fat kid in dodge ball, these need to stay on the sidelines," the report added. * Obama to Outline Plans for Fannie Mae and Freddie Mac ------------------------------------------------------- Jackie Calmes, writing for The New York Times, reported that in another sign that the housing market has strengthened, President Obama will outline his long-awaited ideas for overhauling the mortgage finance giants Fannie Mae and Freddie Mac to significantly reduce the government's risk in any future credit crisis. According to the report, in an appearance in Phoenix, Mr. Obama will endorse bipartisan efforts in the Senate to wind down the two companies and end their longtime implicit guarantee of a federal government bailout. That dread prospect, once thought improbable, was realized in the fall 2008 financial crisis; Fannie Mae and Freddie Mac, then bankrupt, were made conservators of the government at great cost to taxpayers, who only now are being repaid. The president, according to administration officials, will make clear that he will only sign into law a measure that puts private investors primarily at risk for the two companies, which buy and guarantee many mortgages from banks to provide a continuing stream of money for lenders to provide to additional home buyers, the report said. An acceptable measure also must specify the government's role and liabilities for Fannie Mae and Freddie Mac, the officials said, and -- unlike legislation in the Republican-controlled House -- must ensure Americans' continued access to a 30-year mortgage at a fixed interest rate, the report further related. House Republicans would let the market determine whether to provide the long-standard mortgages, but the White House and the bipartisan Senate groups say that would make a 30-year, fixed-rate mortgage harder to get and more costly, the report added. * UBS Agrees to Settle Federal Claims in Mortgage Case ------------------------------------------------------ Ben Protess, writing for The New York Times' DealBook, reported that UBS agreed to pay $50 million to settle federal accusations that it misled investors about a complex mortgage security, a transaction that loomed over the government's recent legal battle with a former Goldman Sachs trader blamed for his role in creating a similar security. According to the report, the Securities and Exchange Commission's case against UBS, the giant Swiss bank, made a cameo appearance in the trial of the former Goldman trader, Fabrice P. Tourre, whom a jury found liable on six counts of civil securities fraud last week. ACA Management, a company that helped structure the mortgage securities in 2007 for both Goldman and UBS, linked the two financial crisis-era cases. In Mr. Tourre's case, the former trader was blamed for not warning ACA that a hedge fund involved in picking assets for the deal was also betting that it would fail, the report said. Two former top ACA executives testified on the S.E.C.'s behalf, contending that Mr. Tourre kept them in the dark about the hedge fund's conflict of interest. In the UBS case, ACA provided the bank with about $23 million in upfront cash payments related to the mortgage deal, the report added. UBS pocketed the $23 million rather than sweeping it into the mortgage security, known as a collateralized debt obligation, or C.D.O. UBS marketed the deal, according to the S.E.C., "using materials that omitted any reference to its retention of the upfront payments," making it an "undisclosed fee." "UBS kept $23.6 million that under the terms of the deal should have gone to the C.D.O. for the benefit of its investors," George S. Canellos, the S.E.C.'s co-director of enforcement, said in a statement, the report cited. * Fed Should Reverse Commodity Policy, CFTC's Chilton Says ---------------------------------------------------------- Silla Brush, writing for Bloomberg News, reported that the Federal Reserve should reverse a decade-old ruling that lets banks trade physical commodities, Commodity Futures Trading Commission member Bart Chilton said. "I don't want a bank owning an electric service, or cotton, corn or feedlots," Chilton, a Democrat, said in remarks prepared for delivery at a conference of U.S. cotton growers in Lake Tahoe, California, the report related. "I don't want banks owning warehouses, whether they have aluminum, gold, silver or anything else in them." The Fed "can and should reverse" the policy, he said. Banks including Citigroup Inc., JPMorgan Chase & Co., and Morgan Stanley, all based in New York, have been permitted to expand into commodities markets under a 2003 Fed decision and subsequent ones, the report noted. The central bank said last month that it's reviewing the policy amid Senate scrutiny of whether such involvement allows Wall Street firms to control prices. JPMorgan, the biggest U.S. bank by assets, said days after a congressional hearing on the matter last month that it's weighing whether to sell or spin off holdings in physical commodities, the report recalled. The 10 largest Wall Street firms reaped about $6 billion in revenue from commodities in 2012, including dealings in physical materials as well as related financial products, analytics company Coalition Ltd. said in a Feb. 15 report. * Wells Fargo Lending Program Didn't Cheat Investors ---------------------------------------------------- Margaret Cronin Fisk & Beth Hawkins, writing for Bloomberg News, reported that Wells Fargo & Co. didn't withhold material information about its securities-lending program from institutional investors and isn't liable for any losses, a lawyer for the bank said at the end of a trial. According to the report, Blue Cross Blue Shield of Minnesota and 11 other plaintiffs sued Wells Fargo in 2011, alleging the company marketed a risky program as safe and cost investors millions of dollars. Wells Fargo has denied misleading the investors and blamed any losses on the financial crisis. "Nothing Wells Fargo did or did not do harmed investors in this case," Bart Williams, an attorney for the bank, said in closing arguments in federal court in St. Paul, Minnesota, the report related. "You can find yourself in a position, as Wells Fargo did, where all of a sudden your securities are illiquid, you can't sell them." Wells Fargo misrepresented the risk and breached its fiduciary duty to the institutional investors, causing $8.2 million in losses, Mike Ciresi, an attorney for the plaintiffs, said in his closing argument, the report further related. "These are nonprofits who have missions and $8 million is an enormous loss," he said, the report added. Wells Fargo "put its own interest ahead of the plaintiffs," Ciresi said. The Minnesota case is Blue Cross Blue Shield of Minnesota v. Wells Fargo Bank, 11-cv-02529, U.S. District Court, District of Minnesota (St. Paul). * Indiana Senator to Push for Municipal Bankruptcy Law ------------------------------------------------------ The Associated Press reported that a northwestern Indiana lawmaker says he will push a measure next year that would change state law to allow local governments to file for bankruptcy like Detroit did in July. According to the report, Republican Sen. Ed Charbonneau of Valparaiso says it's time for Indiana to set up a process to make bankruptcy an option for distressed local governments when all other choices have been exhausted. Federal bankruptcy laws allow municipal governments to seek Chapter 9 bankruptcy protection only if their state authorizes it, the report said.. Only 28 states allow local government bankruptcies under various conditions. A dozen states, including Michigan, allow municipal bankruptcies when state remedies have been unsuccessful, the report noted. Other states allow local bankruptcies even if local officials don't seek state help, The Times in Munster reported. Between 1980 and 2012, just 262 of the 55,000 local governments that can issue debt filed for bankruptcy, according to the Pew Charitable Trusts. * Lengthy Ch. 11s Fizzle as Out-Of-Court Debt Solutions Rise ------------------------------------------------------------ Law360 reported that as prenegotiated bankruptcies and quick sale transactions become more popular among large and mid-market companies struggling to regain control of their finances, the days of the protracted, sometimes years-long Chapter 11 process appear to be winding down, experts say. According to the report, Chapter 11 filings overall have been declining in the past few years, but bankruptcy experts say the prolonged, traditional reorganization is down, as well. Some have gone as far as to say that with a few exceptions, those days are in the past. * Wilson Elser Adds RE, Bankruptcy Pro in West Palm Beach --------------------------------------------------------- Law360 reported that a former Ciklin Lubitz Martens & O'Connell commercial litigator who specializes in professional liability defense, real estate disputes and bankruptcy litigation has joined Wilson Elser Moskowitz Edelman & Dicker LLP in its West Palm Beach, Fla., office, the firm said. Richard Jarolem, during his more than 15 years of experience in the courtroom, has handled an array of business disputes, from land-use issues to professional malpractice actions for attorneys and eviction suits for the underprivileged, according to the firm. * Recent Small-Dollar & Individual Chapter 11 Filings ----------------------------------------------------- In re Genesee Earth Movers, Inc. Bankr. W.D.N.Y. Case No. 13-11947 Chapter 11 Petition filed July 20, 2013 See http://bankrupt.com/misc/nywb13-11947.pdf represented by: David H. Ealy, Esq. Trevett, Cristo, Salzer & Andolina P.C. E-mail: dealy@trevettlaw.com In re Amberg Construction, LLC Bankr. D. Ariz. Case No. 13-12516 Chapter 11 Petition filed July 22, 2013 See http://bankrupt.com/misc/azb13-12516.pdf represented by: J. Kent Mackinlay, Esq. Warnock, Mackinlay & Carman, PLLC E-mail: kent@mackinlaylawoffice.com In re Robert Haymes Bankr. D. Ariz. Case No. 13-12462 Chapter 11 Petition filed July 22, 2013 In re Michael Montrief Bankr. C.D. Cal. Case No. 13-16197 Chapter 11 Petition filed July 22, 2013 In re Olegario Lopez Bankr. C.D. Cal. Case No. 13-28564 Chapter 11 Petition filed July 22, 2013 In re M V V, LLC Bankr. D. Conn. Case No. 13-31397 Chapter 11 Petition filed July 22, 2013 See http://bankrupt.com/misc/ctb13-31397.pdf represented by: George C. Tzepos, Esq. Law Offices of George C. Tzepos E-mail: zepseven@sbcglobal.net In re Corey Simon Bankr. N.D. Fla. Case No. 13-40460 Chapter 11 Petition filed July 22, 2013 In re J M Enterprises A, LLC fka J & M Enterprises, LLC Bankr. S.D. Fla. Case No. 13-27216 Chapter 11 Petition filed July 22, 2013 See http://bankrupt.com/misc/flsb13-27216.pdf represented by: Stan Riskin, Esq. E-mail: stan.riskin@gmail.com In re Scores All Star Sports Bar, Inc. Bankr. N.D. Ga. Case No. 13-65828 Chapter 11 Petition filed July 22, 2013 See http://bankrupt.com/misc/ganb13-65828.pdf represented by: Richard E. Thomasson, Esq. Thomasson Law Firm, LLC E-mail: ret@thomassonlawfirm.com In re Gretna College School of Allied Health, Inc. aka Gretna Career College, Inc. Bankr. E.D. La. Case No. 13-11998 Chapter 11 Petition filed July 22, 2013 See http://bankrupt.com/misc/laeb13-11998.pdf Filed pro se In re HMB Investments, LLC Bankr. W.D. Mich. Case No. 13-05865 Chapter 11 Petition filed July 22, 2013 See http://bankrupt.com/misc/miwb13-5865.pdf represented by: Scott A. Chernich, Esq. Foster, Swift, Collins & Smith, P.C. E-mail: Jphillips@fosterswift.com In re North Adams Investments, LLC Bankr. W.D. Mich. Case No. 13-05864 Chapter 11 Petition filed July 22, 2013 See http://bankrupt.com/misc/miwb13-5864.pdf represented by: Scott A. Chernich, Esq. Foster, Swift, Collins & Smith, P.C. E-mail: Jphillips@fosterswift.com In re Christopher Groner Bankr. S.D. Miss. Case No. 13-51421 Chapter 11 Petition filed July 22, 2013 In re Jesus Vega Bankr. D. Nev. Case No. 13-16297 Chapter 11 Petition filed July 22, 2013 In re Ralph Coppola Bankr. D. Nev. Case No. 13-51445 Chapter 11 Petition filed July 22, 2013 In re Donna Hagaman Bankr. D.N.J. Case No. 13-25940 Chapter 11 Petition filed July 22, 2013 In re Preacher Day Care Center, LLC Bankr. D.N.J. Case No. 13-25892 Chapter 11 Petition filed July 22, 2013 See http://bankrupt.com/misc/njb13-25892.pdf Filed pro se In re Blink Group Management LP Bankr. E.D.N.Y. Case No. 13-73799 Chapter 11 Petition filed July 22, 2013 See http://bankrupt.com/misc/nyeb13-73799.pdf Filed pro se In re Commonwealth Realty Group LLC Bankr. S.D.N.Y. Case No. 13-23214 Chapter 11 Petition filed July 22, 2013 See http://bankrupt.com/misc/nysb13-23214.pdf Filed pro se In re Valu Auto Care Centers of WNY, Inc. fdba Successor-in-Interest to DPK of Western New York, Inc. fdba Successor-in-Interest to Valu Discount Muffler & Brake fdba Successor-in-Interest to Valu Muffler & Brake fdba Successor-in-Interest to Valu Muffler of Kenmore, Inc. Bankr. W.D.N.Y. Case No. 13-11949 Chapter 11 Petition filed July 22, 2013 See http://bankrupt.com/misc/nywb13-11949.pdf represented by: Daniel F. Brown, Esq. Andreozzi, Bluestein, Fickess, Muhlbauer Weber, Brown, LLP E-mail: dfb@abfmwb.com In re DSDTT, LLC Bankr. W.D. Okla. Case No. 13-13304 Chapter 11 Petition filed July 22, 2013 See http://bankrupt.com/misc/okwb13-13304.pdf represented by: O. Clifton Gooding, Esq. The Gooding Law Firm E-mail: cgooding@goodingfirm.com In re Ultimate Auto Body, Inc. Bankr. W.D. Pa. Case No. 13-23080 Chapter 11 Petition filed July 22, 2013 See http://bankrupt.com/misc/pawb13-23080p.pdf See http://bankrupt.com/misc/pawb13-23080c.pdf represented by: Jeffrey J. Sikirica, Esq. Law Office of Jeffrey J. Sikirica E-mail: SikiricaLaw@consolidated.net In re Laboratorio Clinico Levitown Inc. Bankr. D.P.R. Case No. 13-05932 Chapter 11 Petition filed July 22, 2013 See http://bankrupt.com/misc/prb13-5932.pdf represented by: Isabel M Fullana, Esq. Garcia Arregui & Fullana PSC E-mail: isabelfullana@gmail.com In re JC&H Inc. dba Lone Star Services Company Bankr. N.D. Tex. Case No. 13-43280 Chapter 11 Petition filed July 22, 2013 See http://bankrupt.com/misc/txnb13-43280.pdf represented by: Craig Douglas Davis, Esq. Davis, Ermis & Roberts, P.C. E-mail: davisdavisandroberts@yahoo.com In re Thomas Ammon Bankr. N.D. Tex. Case No. 13-43288 Chapter 11 Petition filed July 22, 2013 In re Underbrella Coproration dba Upper Decks Bankr. W.D. Tex. Case No. 13-11378 Chapter 11 Petition filed July 22, 2013 See http://bankrupt.com/misc/txwb13-11378.pdf represented by: Glen L. Work, Esq. Law Office of Glen L. Work, PLLC E-mail: glen@glworklaw.com In re Austin Balzer Bankr. W.D. Va. Case No. 13-71194 Chapter 11 Petition filed July 22, 2013 In re Ella Smothers Bankr. C.D. Cal. Case No. 13-28622 Chapter 11 Petition filed July 23, 2013 In re Elbiali Osman Bankr. C.D. Cal. Case No. 13-28671 Chapter 11 Petition filed July 23, 2013 In re Sierra USA Communications, Inc. Bankr. D. Del. Case No. 13-11837 Chapter 11 Petition filed July 23, 2013 See http://bankrupt.com/misc/deb13-11837.pdf represented by: Laura Davis Jones, Esq. PACHULSKI STANG ZIEHL & JONES, LLP E-mail: ljones@pszjlaw.com In re Maxcom U.S.A., Inc. Bankr. D. Del. Case No. 13-11838 Chapter 11 Petition filed July 23, 2013 See http://bankrupt.com/misc/deb13-11838.pdf represented by: Laura Davis Jones, Esq. PACHULSKI STANG ZIEHL & JONES, LLP E-mail: ljones@pszjlaw.com In re Shoppes of Eagle Harbor, Ltd. Bankr. M.D. Fla. Case No. 13-04512 Chapter 11 Petition filed July 23, 2013 See http://bankrupt.com/misc/flmb13-04512.pdf represented by: William B. McDaniel, Esq. BANKRUPTCY LAW FIRM OF LANSING J ROY, P.A. E-mail: court@jacksonvillebankruptcy.com In re John O?Connor Bankr. M.D. Fla. Case No. 13-04514 Chapter 11 Petition filed July 23, 2013 In re Callen Enterprises Boca Raton, LLC fka The Spice & Tea Exchange of Boca Raton, LLC Bankr. M.D. Fla. Case No. 13-09584 Chapter 11 Petition filed July 23, 2013 See http://bankrupt.com/misc/flmb13-09584p.pdf See http://bankrupt.com/misc/flmb13-09584c.pdf represented by: James W. Elliott, Esq. MCINTYRE, PANZARELLA, THANASIDES ET AL E-mail: james@mcintyrefirm.com In re Midwest Methane Inc. Bankr. C.D. Ill. Case No. 13-81452 Chapter 11 Petition filed July 23, 2013 See http://bankrupt.com/misc/ilcb13-81452.pdf represented by: Gregory J Jordan JORDAN & ZITO, LLC E-mail: gjordan@jka-law.com In re North Beach Partners, LLC Bankr. D. Nev. Case No. 13-16332 Chapter 11 Petition filed July 23, 2013 See http://bankrupt.com/misc/nvb13-16332.pdf Filed as Pro Se In re William Hale Bankr. D. Nev. Case No. 13-16333 Chapter 11 Petition filed July 23, 2013 In re Gerard Lombardo Bankr. E.D.N.Y. Case No. 13-44489 Chapter 11 Petition filed July 23, 2013 In re Penn-Mont Benefit Services, Inc. Bankr. E.D. Pa. Case No. 13-16444 Chapter 11 Petition filed July 23, 2013 See http://bankrupt.com/misc/paeb13-16444.pdf represented by: Matthew A. Hamermesh, Esq. HANGLEY ARONCHICK SEGAL & PUDLIN E-mail: mhamermesh@hangley.com In re Koresko & Associates, P.C. Bankr. E.D. Pa. Case No. 13-16445 Chapter 11 Petition filed July 23, 2013 See http://bankrupt.com/misc/paeb13-16445.pdf represented by: Matthew A. Hamermesh, Esq. HANGLEY ARONCHICK SEGAL & PUDLIN E-mail: mhamermesh@hangley.com In re Mid Investment Inc. Bankr. D. P.R. Case No. 13-05962 Chapter 11 Petition filed July 23, 2013 See http://bankrupt.com/misc/prb13-05962.pdf represented by: Miguel Angel Serrano-Urdaz, Esq. SERRANO URDAZ LAW OFFICE E-mail: serrano.urdaz.law@hotmail.com In re Pebble Beach Properties LLC Bankr. W.D. Wash. Case No. 13-44770 Chapter 11 Petition filed July 23, 2013 See http://bankrupt.com/misc/wawb13-44770.pdf represented by: Brian L. Budsberg, Esq. BUDSBERG LAW GROUP, PLLC E-mail: paralegal@budsberg.com In re Gillen Enterprises L.L.C. Bankr. N.D. W.Va. Case No. 13-00878 Chapter 11 Petition filed July 23, 2013 See http://bankrupt.com/misc/wvnb13-00878.pdf represented by: Thomas H. Fluharty, Esq. E-mail: THFDEBTATTY@wvdsl.net In re Max Gifford Bankr. D. Wyo. Case No. 13-20724 Chapter 11 Petition filed July 23, 2013 In re Alpha 365, LLC Bankr. D. Conn. Case No. 13-51150 Chapter 11 Petition filed July 24, 2013 See http://bankrupt.com/misc/ctb13-51150.pdf Filed pro se In re Howison Heights Inc Bankr. D. Kans. Case No. 13-11906 Chapter 11 Petition filed July 24, 2013 See http://bankrupt.com/misc/ksb13-11906.pdf represented by: Susan G. Saidian, Esq. Case, Moses, Zimmerman & Martin, P.A. E-mail: sgsaidian@cmzwlaw.com In re Hotel Charles Enterprises, LLC Bankr. D. Md. Case No. 13-22613 Chapter 11 Petition filed July 24, 2013 See http://bankrupt.com/misc/mdb13-22613.pdf represented by: James Greenan, Esq. McNamee, Hosea, et. al. E-mail: jgreenan@mhlawyers.com In re Majida Asmar Bankr. E.D. Mich. Case No. 13-54215 Chapter 11 Petition filed July 24, 2013 In re Roberts Property Associates, LLC Bankr. E.D. Mich. Case No. 13-54223 Chapter 11 Petition filed July 24, 2013 See http://bankrupt.com/misc/mieb13-54223.pdf represented by: Mark H. Shapiro, Esq. Steinberg Shapiro & Clark E-mail: shapiro@steinbergshapiro.com In re Ryiadh Asmar Bankr. E.D. Mich. Case No. 13-54215 Chapter 11 Petition filed July 24, 2013 In re Fluid Building Associates, LLC Bankr. W.D. Mo. Case No. 13-42774 Chapter 11 Petition filed July 24, 2013 See http://bankrupt.com/misc/mowb13-42774.pdf represented by: Colin N. Gotham, Esq. Evans & Mullinix, P.A. E-mail: colin@evans-mullinix.com In re Russell Koppes Bankr. D. Mont. Case No. 13-61013 Chapter 11 Petition filed July 24, 2013 In re Edward Schechterman Bankr. D.N.J. Case No. 13-26147 Chapter 11 Petition filed July 24, 2013 In re Edward Schechterman DMD, P.A. Bankr. D.N.J. Case No. 13-26158 Chapter 11 Petition filed July 24, 2013 See http://bankrupt.com/misc/njb13-26158.pdf represented by: Gary N. Marks, Esq. Norris, McLaughlin & Marcus E-mail: gnmarks@nmmlaw.com In re Alan Shiner Bankr. S.D.N.Y. Case No. 13-12410 Chapter 11 Petition filed July 24, 2013 In re Dennis Zawacki Bankr. W.D. Pa. Case No. 13-23110 Chapter 11 Petition filed July 24, 2013 In re Elias Painting & Contracting Co, Inc. Bankr. W.D. Pa. Case No. 13-70555 Chapter 11 Petition filed July 24, 2013 See http://bankrupt.com/misc/pawb13-70555.pdf represented by: James R. Walsh, Esq. Spence Custer Saylor Wolfe & Rose E-mail: jwalsh@spencecuster.com In re Padiel Nazario Caraballo Bankr. D.P.R. Case No. 13-6017 Chapter 11 Petition filed July 24, 2013 In re Terry Case Bankr. E.D. Tenn. Case No. 13-13629 Chapter 11 Petition filed July 24, 2013 In re Gerry Budbill Bankr. W.D. Wash. Case No. 13-16747 Chapter 11 Petition filed July 24, 2013 In re Encore Capital Corporation Bankr. C.D. Cal. Case No. 13-22739 Chapter 11 Petition filed July 25, 2013 See http://bankrupt.com/misc/cacb13-22739.pdf represented by: Lara T. Abuzeid, Esq. ABUZEID LAW In re Robert Mann Bankr. M.D. Fla. Case No. 13-04559 Chapter 11 Petition filed July 25, 2013 In re Kenny Specht Bankr. S.D. Fla. Case No. 13-27566 Chapter 11 Petition filed July 25, 2013 In re Avtar Heir Bankr. D. N.J. Case No. 13-26297 Chapter 11 Petition filed July 25, 2013 In re Dale Boyd Bankr. E.D.N.C. Case No. 13-04636 Chapter 11 Petition filed July 25, 2013 In re Lionel Wyatt Bankr. C.D. Cal. Case No. 13-28903 Chapter 11 Petition filed July 26, 2013 In re Norman Morales Bankr. C.D. Cal. Case No. 13-16375 Chapter 11 Petition filed July 26, 2013 In re Olympian Way LLC Bankr. N.D. Cal. Case No. 13-53970 Chapter 11 Petition filed July 26, 2013 See http://bankrupt.com/misc/canb13-53970.pdf Filed pro se In re James Carroll Bankr. D. Md. Case No. 13-22772 Chapter 11 Petition filed July 26, 2013 In re Amrik Pabla Bankr. D. Mass. Case No. 13-14450 Chapter 11 Petition filed July 26, 2013 In re Ellis Dawsey Bankr. E.D.N.C. Case No. 13-4640 Chapter 11 Petition filed July 26, 2013 In re TAM of Allegheny LLC dba Stonefront Witch Way Inn Bankr. W.D. Pa. Case No. 13-23143 Chapter 11 Petition filed July 26, 2013 See http://bankrupt.com/misc/pawb13-23143.pdf represented by: J. Michael Baggett, Esq. McCann Garland Ridall & Burke E-mail: BAGGETTMJ@aol.com In re Estate of Willie David Cook, Sr. Bankr. M.D. Tenn. Case No. 13-06485 Chapter 11 Petition filed July 26, 2013 See http://bankrupt.com/misc/tnmb13-6485.pdf represented by: Steven L. Lefkovitz, Esq. Law Offices Lefkovitz & Lefkovitz E-mail: slefkovitz@lefkovitz.com In re Jose Ramos-Torres Bankr. D.P.R. Case No. 13-6054 Chapter 11 Petition filed July 27, 2013 In re North Texas Neurology Assoc, LLP Bankr. N.D. Tex. Case No. 13-43371 Chapter 11 Petition filed July 27, 2013 See http://bankrupt.com/misc/txnb13-43371p.pdf See http://bankrupt.com/misc/txnb13-43371c.pdf represented by: Craig Douglas Davis, Esq. Davis, Ermis & Roberts, P.C. E-mail: davisdavisandroberts@yahoo.com In re Miltiadis Athanasopoulos Bankr. D. Mass. Case No. 13-14463 Chapter 11 Petition filed July 28, 2013 In re Chek-Ups Plus Inc. Bankr. N.D. Ala. Case No. 13-82245 Chapter 11 Petition filed July 29, 2013 See http://bankrupt.com/misc/alnb13-82245p.pdf See http://bankrupt.com/misc/alnb13-82245c.pdf represented by: Robert E. Long, Jr., Esq. LONG & LONG ATTYS E-mail: rlongatty@yahoo.com In re Triple J Restaurant Group LLC aka Speakeasy Saloon & Grill Bankr. D. Ariz. Case No. 13-12923 Chapter 11 Petition filed July 29, 2013 Filed as Pro Se In re Arms Tech, Ltd. Bankr. D. Ariz. Case No. 13-12958 Chapter 11 Petition filed July 29, 2013 See http://bankrupt.com/misc/azb13-12958.pdf represented by: Cindy Lee Greene, Esq. CARMICHAEL & POWELL, P.C. E-mail: c.greene@cplawfirm.com In re Frank Rocha Bankr. E.D. Cal. Case No. 13-15159 Chapter 11 Petition filed July 29, 2013 In re Missionary Church of Jesus Christ Inc. Bankr. M.D. Fla. Case No. 13-09331 Chapter 11 Petition filed July 29, 2013 Filed as Pro Se In re King Rains Entertainment LLC dba Off Limits Lake Bankr. M.D. Fla. Case No. 13-09332 Chapter 11 Petition filed July 29, 2013 Filed as Pro Se In re Sofia Panagiotopoulos Bankr. S.D. Fla. Case No. 13-27781 Chapter 11 Petition filed July 29, 2013 In re 153rd Mellon LLC Bankr. S.D. Fla. Case No. 13-27818 Chapter 11 Petition filed July 29, 2013 See http://bankrupt.com/misc/flsb13-27818.pdf represented by: Brett A. Elam, Esq. THE LAW OFFICES OF BRETT A. ELAM, P.A. E-mail: belam@brettelamlaw.com In re The T.L.C. Group, Ltd. Bankr. N.D. Ill. Case No. 13-30116 Chapter 11 Petition filed July 29, 2013 See http://bankrupt.com/misc/ilnb13-30116.pdf represented by: James P. Mullally, Esq. KONEWKO & ASSOC., LTD. E-mail: jpm@konewkoandassoc.com In re Earl Simmons Bankr. S.D.N.Y. Case No. 13-23254 Chapter 11 Petition filed July 29, 2013 In re D. Stack, Inc. dba Starrs Oak Furniture Star Furniture Bankr. S.D.N.Y. Case No. 13-36719 Chapter 11 Petition filed July 29, 2013 See http://bankrupt.com/misc/nysb13-36719.pdf represented by: Thomas Genova, Esq. GENOVA & MALIN, ATTORNEYS E-mail: genmallaw@optonline.net In re Longbranch of Raleigh, Inc. Bankr. E.D.N.C. Case No. 13-04688 Chapter 11 Petition filed July 29, 2013 See http://bankrupt.com/misc/nceb13-04688.pdf represented by: Douglas Q. Wickham, Esq. HATCH, LITTLE & BUNN, LLP E-mail: dqwickham@hatchlittlebunn.com In re Intertec Group Inc. dba Cattlemen Company Steak House Bankr. D. P.R. Case No. 13-06062 Chapter 11 Petition filed July 29, 2013 See http://bankrupt.com/misc/prb13-06062.pdf represented by: Alberto O. Lozada Colon, Esq. BUFETE LOZADA COLON E-mail: alberto3@coqui.net In re Manuel Hernandez Quijano Bankr. D. P.R. Case No. 13-06076 Chapter 11 Petition filed July 29, 2013 represented by: Pablo E. Garcia, Esq. E-mail: abogado00985@yahoo.com In re David Hyatt Bankr. D. S.C. Case No. 13-04305 Chapter 11 Petition filed July 29, 2013 In re Sandra Sullivan Enterprises, LLC dba American Pools & More fdba a licensee of Pool and Spa Depot, Cookeville Bankr. M.D. Tenn. Case No. 13-06531 Chapter 11 Petition filed July 29, 2013 See http://bankrupt.com/misc/tnmb13-06531.pdf represented by: Steven L. Lefkovitz, Esq. LAW OFFICES LEFKOVITZ & LEFKOVITZ E-mail: slefkovitz@lefkovitz.com In re Nationwide Freight Lines dba Nationwide Freight Lines, Inc. Bankr. M.D. Tenn. Case No. 13-06542 Chapter 11 Petition filed July 29, 2013 See http://bankrupt.com/misc/tnmb13-06542.pdf represented by: Steven L. Lefkovitz, Esq. LAW OFFICES LEFKOVITZ & LEFKOVITZ E-mail: slefkovitz@lefkovitz.com In re Laura Balzer Bankr. E.D. Va. Case No. 13-34095 Chapter 11 Petition filed July 29, 2013 In re Anne Scott Bankr. W.D. Wash. Case No. 13-16896 Chapter 11 Petition filed July 29, 2013 In re Jeffrey Berry Bankr. W.D. Wash. Case No. 13-44915 Chapter 11 Petition filed July 29, 2013 In re Juan Celaya Bankr. S.D. Cal. Case No. 13-7647 Chapter 11 Petition filed July 30, 2013 In re Thomas Hoh Bankr. D. Colo. Case No. 13-22940 Chapter 11 Petition filed July 30, 2013 In re James Ludwig Bankr. N.D. Ill. Case No. 13-30349 Chapter 11 Petition filed July 30, 2013 In re James Wheat Bankr. E.D. La. Case No. 13-12079 Chapter 11 Petition filed July 30, 2013 In re Darla White Bankr. E.D. Mich. Case No. 13-21977 Chapter 11 Petition filed July 30, 2013 In re Leo's Souvlaki & Coney Island, Inc. dba Leo's Coney Island Bankr. E.D. Mich. Case No. 13-54539 Chapter 11 Petition filed July 30, 2013 See http://bankrupt.com/misc/mieb13-54539.pdf represented by: Harvey Altus, Esq. E-mail: harveyaltus@altuslaw.net In re Michael White Bankr. E.D. Mich. Case No. 13-21977 Chapter 11 Petition filed July 30, 2013 In re Renault Enterprises, LLC Bankr. S.D. Miss. Case No. 13-02328 Chapter 11 Petition filed July 30, 2013 Filed pro se In re Grove Street Property Managment, LLC Bankr. D.N.J. Case No. 13-26594 Chapter 11 Petition filed July 30, 2013 See http://bankrupt.com/misc/njb13-26594.pdf represented by: Paul Gauer, Esq. E-mail: gauerlaw@aol.com In re Phillipos Restaurant Inc. Bankr. E.D.N.Y. Case No. 13-44665 Chapter 11 Petition filed July 30, 2013 See http://bankrupt.com/misc/nyeb13-44665.pdf represented by: Lawrence F. Morrison, Esq. E-mail: morrlaw@aol.com In re Mi Casa Es Su Casa Restaurant Lounge Inc. Bankr. S.D.N.Y. Case No. 13-12472 Chapter 11 Petition filed July 30, 2013 See http://bankrupt.com/misc/nysb13-12472.pdf represented by: James H. Fischer, Esq. E-mail: jhfischer@optonline.net In re Toth Farms III, LLC Bankr. N.D. Ohio Case No. 13-15351 Chapter 11 Petition filed July 30, 2013 See http://bankrupt.com/misc/ohnb13-15351.pdf represented by: Anthony J DeGirolamo, Esq. E-mail: ajdlaw@sbcglobal.net In re Hogar Maria Santisima Inc. Bankr. D.P.R. Case No. 13-06086 Chapter 11 Petition filed July 30, 2013 See http://bankrupt.com/misc/prb13-6086.pdf represented by: Victor Gratacos-Diaz, Esq. Victor Gratacos-Diaz Legal Office E-mail: bankruptcy@gratacoslaw.com In re James Salellas Rodriguez Bankr. D.P.R. Case No. 13-6119 Chapter 11 Petition filed July 30, 2013 In re Madrigal's Montessori, C.D.C., Inc. Bankr. S.D. Tex. Case No. 13-50137 Chapter 11 Petition filed July 30, 2013 See http://bankrupt.com/misc/txsb13-50137.pdf represented by: Adolfo Campero, Jr., Esq. E-mail: acampero@camperolaw.com In re Diana Tellez Bankr. E.D. Va. Case No. 13-13529 Chapter 11 Petition filed July 30, 2013 In re Virginia Collision Center, Inc. Bankr. E.D. Va. Case No. 13-34140 Chapter 11 Petition filed July 30, 2013 See http://bankrupt.com/misc/vaeb13-34140.pdf represented by: Roy M. Terry, Jr., Esq. Sands Anderson PC E-mail: rterry@sandsanderson.com In re Charles McGee Bankr. N.D. Ala. Case No. 13-03392 Chapter 11 Petition filed July 31, 2013 In re TBOW, LLC dba Right On Time Logistics Bankr. D. Ariz. Case No. 13-13185 Chapter 11 Petition filed July 31, 2013 See http://bankrupt.com/misc/azb13-13185.pdf represented by: Janet Marie Spears, Esq. ROWLEY CHAPMAN & BARNEY, LTD E-mail: janet@azlegal.com In re Sergio Padilla Bankr. D. Ariz. Case No. 13-13250 Chapter 11 Petition filed July 31, 2013 In re Carlito Teh Bankr. C.D. Cal. Case No. 13-15040 Chapter 11 Petition filed July 31, 2013 In re Luis Lopez Bankr. C.D. Cal. Case No. 13-29355 Chapter 11 Petition filed July 31, 2013 In re Cindya Vargas Bankr. C.D. Cal. Case No. 13-29364 Chapter 11 Petition filed July 31, 2013 In re John Wong Bankr. N.D. Cal. Case No. 13-54113 Chapter 11 Petition filed July 31, 2013 In re Lisa Pennington Bankr. W.D. Cal. Case No. 13-31674 Chapter 11 Petition filed July 31, 2013 In re Joseph Frengs Bankr. D. Conn. Case No. 13-51203 Chapter 11 Petition filed July 31, 2013 In re Mary Settle Bankr. S.D. Fla. Case No. 13-28016 Chapter 11 Petition filed July 31, 2013 In re Edward P. Broggi DMD PA Bankr. S.D. Fla. Case No. 13-28125 Chapter 11 Petition filed July 31, 2013 See http://bankrupt.com/misc/flsb13-28125.pdf represented by: Brett A. Elam, Esq. THE LAW OFFICES OF BRETT A. ELAM, P.A. E-mail: belam@brettelamlaw.com In re Oraphan USA, LLC Bankr. S.D. Fla. Case No. 13-28165 Chapter 11 Petition filed July 31, 2013 See http://bankrupt.com/misc/flsb13-28165.pdf Filed as Pro Se In re Lifetree Natural Foods (Inc.) Bankr. M.D. Ga. Case No. 13-51946 Chapter 11 Petition filed July 31, 2013 See http://bankrupt.com/misc/gamb13-51946.pdf represented by: Wesley J. Boyer, Esq. KATZ, FLATAU, POPSON AND BOYER, LLP E-mail: wjboyer_2000@yahoo.com In re Frederick Jones Bankr. N.D. Ga. Case No. 13-66396 Chapter 11 Petition filed July 31, 2013 In re KC Smile P.A. fka E. Kennedy Rogers DDS and Ross Headley DDS PA Bankr. D. Kans. Case No. 13-21981 Chapter 11 Petition filed July 31, 2013 See http://bankrupt.com/misc/ksb13-21981.pdf represented by: Shane J. McCall, Esq. LENTZ CLARK DEINES, P.A. E-mail: smccall@lcdlaw.com In re Diego Hernandez-Rivera Bankr. D. P.R. Case No. 13-06146 Chapter 11 Petition filed July 31, 2013 In re Nushin LLC dba America's Mattress Bankr. D. S.C. Case No. 13-04401 Chapter 11 Petition filed July 31, 2013 See http://bankrupt.com/misc/scb13-04401.pdf represented by: Robert H. Cooper, Esq. E-mail: bknotice@thecooperlawfirm.com In re Donald Routledge Bankr. W.D. Tenn. Case No. 13-11979 Chapter 11 Petition filed July 31, 2013 In re Advanced Border Logistics, Inc. Bankr. S.D. Tex. Case No. 13-50138 Chapter 11 Petition filed July 31, 2013 See http://bankrupt.com/misc/txsb13-50138.pdf represented by: Adolfo Campero, Jr., Esq. CAMPERO & ASSOCIATES, P.C. E-mail: acampero@camperolaw.com In re Right Way Trucking, LLC Bankr. D. Utah Case No. 13-28733 Chapter 11 Petition filed July 31, 2013 See http://bankrupt.com/misc/utb13-28733.pdf represented by: Andres' Diaz, Esq. DIAZ & LARSEN E-mail: courtmail@adexpresslaw.com In re Mariden USA, LLC Bankr. E.D. Va. Case No. 13-13534 Chapter 11 Petition filed July 31, 2013 See http://bankrupt.com/misc/vaeb13-13534.pdf represented by: John J. O'Donnell, Jr., Esq. E-mail: jjolaw@aol.com In re Vanessa Thompson Bankr. E.D. Va. Case No. 13-13549 Chapter 11 Petition filed July 31, 2013 In re Restaurant Praha Inc. Bankr. C.D. Cal. Case No. 13-29559 Chapter 11 Petition filed August 1, 2013 See http://bankrupt.com/misc/cacb13-29559.pdf Filed pro se In re Rimoun Mansour Bankr. C.D. Cal. Case No. 13-29551 Chapter 11 Petition filed August 1, 2013 In re Diner Life, Inc. fka Deerwood Deli & Restaurant, Inc. Bankr. M.D. Fla. Case No. 13-04734 Chapter 11 Petition filed August 1, 2013 See http://bankrupt.com/misc/flmb13-4734p.pdf See http://bankrupt.com/misc/flmb13-4734c.pdf represented by: William B McDaniel, Esq. Bankruptcy Law Firm of Lansing J Roy, PA E-mail: court@jacksonvillebankruptcy.com In re Gardenia Blue, Inc. dba The Rack Bankr. M.D. Fla. Case No. 13-10266 Chapter 11 Petition filed August 1, 2013 See http://bankrupt.com/misc/flmb13-10266.pdf represented by: Buddy D. Ford, Esq. E-mail: Buddy@tampaesq.com In re Johnny Angels, Inc. Bankr. M.D. Fla. Case No. 13-04733 Chapter 11 Petition filed August 1, 2013 See http://bankrupt.com/misc/flmb13-4733p.pdf See http://bankrupt.com/misc/flmb13-4733c.pdf represented by: William B McDaniel, Esq. Bankruptcy Law Firm of Lansing J Roy, PA E-mail: court@jacksonvillebankruptcy.com In re Ron Grant Bankr. S.D. Fla. Case No. 13-28348 Chapter 11 Petition filed August 1, 2013 In re Murphy & Sons Trucking, Inc. Bankr. D. Mass. Case No. 13-14615 Chapter 11 Petition filed August 1, 2013 See http://bankrupt.com/misc/mab13-14615.pdf represented by: George J. Nader, Esq. Riley & Dever, P.C. E-mail: nader@rileydever.com In re Strega Entertainment, Inc. Bankr. D. Mass. Case No. 13-14628 Chapter 11 Petition filed August 1, 2013 See http://bankrupt.com/misc/mab13-14628.pdf represented by: Barry R. Levine, Esq. E-mail: barlev@levineatlaw.com In re Sprinkle Road Investments, LLC Bankr. W.D. Mich. Case No. 13-06161 Chapter 11 Petition filed August 1, 2013 See http://bankrupt.com/misc/miwb13-6161p.pdf See http://bankrupt.com/misc/miwb13-6161c.pdf represented by: Cody H. Knight, Esq. Rayman & Knight E-mail: courtmail@raymanstone.com In re Victor Pantaleoni Bankr. D. Nev. Case No. 13-51544 Chapter 11 Petition filed August 1, 2013 In re Sheevam Inc. Bankr. E.D. Pa. Case No. 13-16794 Chapter 11 Petition filed August 1, 2013 See http://bankrupt.com/misc/paeb13-16794.pdf represented by: Erik B. Jensen, Esq. E-mail: matt@erikjensenlaw.com In re Seikilos FX Studios, LLC Bankr. N.D. Tex. Case No. 13-33866 Chapter 11 Petition filed August 1, 2013 See http://bankrupt.com/misc/txnb13-33866.pdf represented by: Eric A. Liepins, Esq. Eric A. Liepins, P.C. E-mail: eric@ealpc.com In re Hanes Home Improvement, Inc. Bankr. E.D. Va. Case No. 13-13576 Chapter 11 Petition filed August 1, 2013 See http://bankrupt.com/misc/vaeb13-13576.pdf represented by: Linda Dianne Regenhardt, Esq. Linda Regenhardt, L.L.C. E-mail: lregenhardt@garylaw.us In re Star City Holdings, LLC Bankr. W.D. Va. Case No. 13-71260 Chapter 11 Petition filed August 1, 2013 See http://bankrupt.com/misc/vawb13-71260p.pdf See http://bankrupt.com/misc/vawb13-71260c.pdf Filed pro se In re Leroy Wicklund Bankr. W.D. Wash. Case No. 13-17059 Chapter 11 Petition filed August 1, 2013 In re Kate's on State LLC dba Pizza Amore Bankr. W.D. Wis. Case No. 13-13863 Chapter 11 Petition filed August 1, 2013 See http://bankrupt.com/misc/wiwb13-13863.pdf represented by: Galen W. Pittman, Esq. E-mail: galenpittman@centurytel.net In re Daryle Dutton Bankr. D. Ariz. Case No. 13-13372 Chapter 11 Petition filed August 2, 2013 In re David Campbell Bankr. D. Ariz. Case No. 13-13381 Chapter 11 Petition filed August 2, 2013 In re Efrain Olivares Bankr. N.D. Cal. Case No. 13-29686 Chapter 11 Petition filed August 2, 2013 In re Rolando Gonzales Bankr. N.D. Cal. Case No. 13-54192 Chapter 11 Petition filed August 2, 2013 In re Michel Heitstuman Bankr. D. D.C. Case No. 13-00477 Chapter 11 Petition filed August 2, 2013 In re HE Restored US, LLC Bankr. M.D. La. Case No. 13-11058 Chapter 11 Petition filed August 2, 2013 See http://bankrupt.com/misc/lamb13-11058.pdf represented by: Daniel Frazier, Jr., Esq. FRAZIER LAW OFFICE E-mail: dfrazierloi@aol.com In re Tajuana Pickens Bankr. D. Md. Case No. 13-23211 Chapter 11 Petition filed August 2, 2013 In re Robin Macchia Bankr. D. Mass. Case No. 13-14638 Chapter 11 Petition filed August 2, 2013 In re Thomas Holland Bankr. S.D. Miss. Case No. Chapter 11 Petition filed August 2, 2013 In re Brad Masterson Bankr. D. Nev. Case No. 3-16718 Chapter 11 Petition filed August 2, 2013 In re Matt Horn Bankr. S.D.N.Y. Case No. 13-23284 Chapter 11 Petition filed August 2, 2013 In re Star Dance Production, LLC Bankr. W.D.N.C. Case No. 13-31698 Chapter 11 Petition filed August 2, 2013 See http://bankrupt.com/misc/ncwb13-31698.pdf represented by: Richard S. Wright, Esq. MOON WRIGHT & HOUSTON, PLLC E-mail: rwright@mwhattorneys.com In re James Hancock Bankr. D. S.C. Case No. 13-04446 Chapter 11 Petition filed August 2, 2013 In re Darren Cross Bankr. D. S.C. Case No. 13-04467 Chapter 11 Petition filed August 2, 2013 In re Blessed Are The Children Achievement Academy, Inc. Bankr. N.D. Tex. Case No. 13-33878 Chapter 11 Petition filed August 2, 2013 See http://bankrupt.com/misc/txnb13-33878.pdf represented by: Areya Holder, Esq. HOLDER LAW E-mail: areya@holderlawpc.com In re Drusilla A. Faeth Bankr. C.D. Cal. Case No. 13-29703 Chapter 11 Petition filed August 4, 2013 In re Max T. Faeth Bankr. C.D. Cal. Case No. 13-29703 Chapter 11 Petition filed August 4, 2013 In re June Vanh Bankr. N.D. Cal. Case No. 13-31770 Chapter 11 Petition filed August 5, 2013 In re Doug Kelly Properties, Inc. Bankr. S.D. Fla. Case No. 13-28552 Chapter 11 Petition filed August 5, 2013 See http://bankrupt.com/misc/flsb13-28552.pdf represented by: David L. Merrill, Esq. Ozment Merrill E-mail: ecf@ombkc.com In re Edgar Miles Bankr. M.D. Ga. Case No. 13-70981 Chapter 11 Petition filed August 5, 2013 In re Karen Miles Bankr. M.D. Ga. Case No. 13-70981 Chapter 11 Petition filed August 5, 2013 In re David Mitcham Bankr. N.D. Ga. Case No. 13-11973 Chapter 11 Petition filed August 5, 2013 In re Dreampower Therapeutic Equestrian Center, Inc. fka Animals R Us, Inc Bankr. N.D. Ga. Case No. 13-67125 Chapter 11 Petition filed August 5, 2013 See http://bankrupt.com/misc/ganb13-67125.pdf represented by: Paul Reece Marr, Esq. Paul Reece Marr, P.C. E-mail: paul@paulmarr.com In re Irene Hill Bankr. N.D. Ga. Case No. 13-66984 Chapter 11 Petition filed August 5, 2013 In re Laney Hargett Bankr. N.D. Ga. Case No. 13-11963 Chapter 11 Petition filed August 5, 2013 In re State of Grace Ministries, Inc. Bankr. N.D. Ga. Case No. 13-67060 Chapter 11 Petition filed August 5, 2013 Filed pro se In re 14630 JHD, LLC Bankr. N.D. Ill. Case No. 13-31255 Chapter 11 Petition filed August 5, 2013 See http://bankrupt.com/misc/ilnb13-31255.pdf represented by: Erica Crohn Minchella, Esq. Erica Crohn Minchella, Ltd. E-mail: erica.minchella@gmail.com In re Chicago Construction Specialties, Inc. Bankr. N.D. Ill. Case No. 13-31265 Chapter 11 Petition filed August 5, 2013 See http://bankrupt.com/misc/ilnb13-31265.pdf represented by: Bruce Dopke, Esq. E-mail: bruce@dopkelaw.com In re Sara Pina Bankr. D. Mass. Case No. 13-14677 Chapter 11 Petition filed August 5, 2013 In re Jack & Dee's Auto Parts, Inc. Bankr. W.D. Mich. Case No. 13-06225 Chapter 11 Petition filed August 5, 2013 See http://bankrupt.com/misc/miwb13-6225.pdf represented by: Michael T. Culp, Esq. Michael T. Culp PLLC E-mail: mtculp@sbcglobal.net In re Don Quijote Inc aka Meson Don Quijote Bankr. D.N.J. Case No. 13-27204 Chapter 11 Petition filed August 5, 2013 See http://bankrupt.com/misc/njb13-27204.pdf represented by: David Edelberg, Esq. Nowell Amoroso Klein Bierman, P.A. E-mail: dedelberg@njbankruptcy.com In re J & M Auto Body & Paint Center, LLC Bankr. D.N.J. Case No. 13-27156 Chapter 11 Petition filed August 5, 2013 See http://bankrupt.com/misc/njb13-27156.pdf represented by: Timothy P. Neumann, Esq. Broege, Neumann, Fischer & Shaver E-mail: tneumann@bnfsbankruptcy.com In re Rafael Hernandez Bankr. D.N.J. Case No. 13-27148 Chapter 11 Petition filed August 5, 2013 In re B. Morris Bankr. D.S.C. Case No. 13-4541 Chapter 11 Petition filed August 5, 2013 In re A.J. & M.C. Ramos Partners, Ltd. Bankr. S.D. Tex. Case No. 13-20366 Chapter 11 Petition filed August 5, 2013 See http://bankrupt.com/misc/txsb13-20366.pdf represented by: Allan L. Potter, Esq. E-mail: ecf@allanlpotter.com In re Benigno Sanchez Bankr. S.D. Tex. Case No. 13-20367 Chapter 11 Petition filed August 5, 2013 In re Mason Estate and Trust Bankr. S.D. Tex. Case No. 13-34846 Chapter 11 Petition filed August 5, 2013 See http://bankrupt.com/misc/txsb13-34846.pdf Filed pro se In re MRS Properties, LLC dba Oxford Place Duplexes Bankr. S.D. Tex. Case No. 13-34872 Chapter 11 Petition filed August 5, 2013 See http://bankrupt.com/misc/txsb13-34872.pdf represented by: Johnie J Patterson, Esq. Walker & Patterson, P.C. E-mail: jjp@walkerandpatterson.com In re Octavio Carrillo Bankr. S.D. Tex. Case No. 13-50145 Chapter 11 Petition filed August 5, 2013 In re RCR Woodway Investments, Inc. Bankr. S.D. Tex. Case No. 13-34853 Chapter 11 Petition filed August 5, 2013 See http://bankrupt.com/misc/txsb13-34853.pdf represented by: Peter Johnson, Esq. Law Offices of Peter Johnson E-mail: pjlawecf@pjlaw.com In re Texas Belting & Mill Supply Company Bankr. S.D. Tex. Case No. 13-34861 Chapter 11 Petition filed August 5, 2013 See http://bankrupt.com/misc/txsb13-34861.pdf represented by: Peter Johnson, Esq. Law Offices of Peter Johnson E-mail: pjlawecf@pjlaw.com ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers" public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/ On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. For copies of court documents filed in the District of Delaware, please contact Vito at Parcels, Inc., at 302-658-9911. For bankruptcy documents filed in cases pending outside the District of Delaware, contact Ken Troubh at Nationwide Research & Consulting at 207/791-2852. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors" Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, 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 ***